HomeMy WebLinkAbout23-75 Approving First Amendment Service Agreement Brothers Redevelopment 07-12-2023RESOLUTION NO. 23-75
A RIKSOLUTION OF THE BOARD OF TRUSTEES OF THETOWN OF'
FIRESTONE, COLORADO APPROVING THE FIRST AMENDMENT TO
THE PROFESSIONAL SERVICESACREEMANT BETWEEN THE TOWN
OF FIRESTONE AND BROTHERS REDEVELOPMENTINC.
WHEREAS the Town of I"irestone ("fown') entered into a Sub -Recipient Agreement
with Weld County tsar the use of Community Development Block (Irant Funds for a
Single-Fainily Housing Rehabilitation program (-Progratn"): and
WHEREAS the Town contracted Nvith Brothers Redevelopment Inc. (**Brothers") to
administer the Prograni; and
WHEREAS the l'owti and Brothers expected the Program to Inc completed by Julie 30.
2023 however Weld County which controls the fianding for the Prograrn did not provide
the Tov,"n the required Notice to Proceed until June 5. 20-13'. and
WHERF"'AS, the Tow and Brothers thus desire to amend the Professional Services
Agreement to extend its terra until December 3 1, 2024.
Nye, THERE FORE, BE 1fR1,,`.,S()1,VED BY I -HE BOARD OFTRUS'FEES (_)FIFIE
TOWN 01"FIRESTONE. COLORADO-
'rhe First Amendment to the Protessional Services Agreement between the"Fown of
Firestone and Brothers Redevelopment Inc is approved in substantially the same fonil as the
copy attached hereto and nrade a part of this resolution and the Mayor is authorized to execute
the First Amendment on behalf of the Town.
INTRODUCED, RE"AD AND ADOPTED this,?eay of, 7 3.
A-F 41/__ 202
4'0�&!N OF FIRESTONE, C01,0RADO
C
Al"FEST:
,i4i K. Bashor-. (IVIC ToNviT
APPROVED e STO f`0
William P. flayasbi,'Fox, ttorney
41a,a,`i r'o
FIRST AMENDMENT TO PROFESSIONAL SERVICESAGREEMENTBETWEEN
THETOWN OF FIRESTONE AND BROTIIERS REDEVELOPMENT, INC.
WI I EREAS, on June 21, 2022,1the Town of Firestone ("Town") and Brofficts Redevelopment,
Inc., ("Contractor") entered into a Professional Set -vices Agreement ('*Agreement") under which
Contractor would administer a Community Development to Grant, ("CDBG) Single Family
Housing Rehabilitation Prograrnfor the Town; and
WHEREAS, access and use of the CD13(iftinds is controlled by Weld County with whom the
]'own has to Subrecipient Agreement, and
WHEREAS, though the parties had anticipated conintencing the Agreement on June 1, 2022, and
completing all work- by June 30, 2023, the ToNvn did not receive the required Notice to Proceed
froin Weld County until June 5, 2023; and
WIIEREAS, it is thus necessary to aniend the Agreement by extending the end date from June
1-
30, 2023, to December 31, 2024�
NOW, THEREFORl',, the parties agree asfollows:
Section 11, Time of Perforntance of the Prr&ssional Services Agreernent between the Town of
Firestone and Brothers Redevelopment, Inc., is amended to read as follows:
ll; TIME OFPERFORMANC
E
Set -vices of the Contractor are expected to start on or about June 1, 2022. Services
provided under this Agreement are, expected to end on or about December 31, 2024, or
such other date as the Town notifies the Contractor in writing. The term of this
Agreement may be extended without the provision of additional CDBG funds by mutual
agreetrient of the Town and the Contractor. The term of this Agreement may be extended
up to one (1) additional one-year period, contingent on funding availability, by mutual
agreement of the Town and the Contractor in writing,
Executed this X(fay of J!4
ATTUST:
M
CMC,Town Clerk
TOWN OF FIRESTONE
By:
Drew Alan Peterson, Mayor
CONTRACTOR
BROTHERS RFDrN!FLOPMENT,,INC.
f
Bps`i.}
glut `_. _..
Title-- 're .......
Professional Services Agreement
Brothers Redevelopment, Inc.
THIS AGREEMENT ent"ientered into thiso6nv of 2D22buand between the Town of
Firestone ("Town") and Brothers Redevelopment, Inc. ("Contractor"). Town and Contractor are referred
to herein collectively as the "Parties"and each individually asa"Panty."
WHEREAS, the Town has applied for funds from the United States Government under7it|e|ofthe
Housing and Community Development Act of 1974, as amended (HCD Act), Public Law 93-383; and
WHEREAS, the Town wishes to engage the Contractorto assist the Town in utilizing such funds once
awarded; and
WHEREAS, in accordance with the Weld County Action Plan and Community Development Block Grant
(CDBG) national objectives, the Town wishes to conduct a Single Family Housing Rehabilitation Program,
aneligible CD8Gactivity per 24CFR§57Q.202(a)/|\,and one which meets the National Objective of
benefitting low- to moderate -income households located within the Town of Firestone; and
WHEREAS, per 24 CFR Part 58, the Town as the responsible entity will work with Weld County to
completed aTier iprogram level environmental review for the activities tnbecarried out with the
funding provided bvthis agreement;
NOW, THEREFORE, it isagreed between the Parties hereto that;
SCOPE OFSERVICE
a. Activities
The Contractor will be responsible for administering 8CDBGfunded Single Family Housing
Rehabilitation Program in a manner satisfactory to the Town and consistent with regulations
governing the use of federal entitlement funds. Such program will include the following
activities eligible under the Community Development Block Grant program:
L Project Delivery
Complete approximately 18-5GhoUsiNg rehabilitation projects according tothe following
guidelines:
Application intake and income qualification based on current HUD AMI limits for the Weld
County Area. Contractor tqcollect all required support documentation from the applicant to
make adetermination ofeligibility. App1|cat|onandinoornequa|ificadonh)nnotobe
provided b»the Town.
Preparation of a Tier 2 Environmental Review Statutory Checklist for each property
considered for assistance. Tier 2 checklists to be submitted to the Town's Economic
Development Neighborhood Services Department for review and approval prior tnthe
c0UOMNitrDeNt offunds for each property.
Documentation of inspections to determine the adequacy and expected system life of major
building components required per household upon approved application. Use of
appropriately certified testing agencies to sample for hazardous building materials when
required.
Prioritization of repairs and modifications as stated in the program description and policies
to be followed for each household.
Use of appropriately licensed and insured contractors to carry out a variety of home repairs
that address urgent health and safety issues.
Documentation of all program activities in well -organized project files made available to the
Town for monitoring,
ii. General Administration
Program marketing to low- to moderate -income households and areas within the corporate
limits of the Town of Firestone.
Development of an open and competitive procurement process for creating a list of pre -
qualified, appropriately licensed and insured contractors able to carry out repairs under the
program. The process will be subject to review by the Town's Planning and Development
Department prior to implementation.
Preparation and submittal of monthly pay requests for reimbursement for program
activities. Pay requests to include Contractor invoices, Contractor staff timecards, and any
other documentation deemed necessary by the Town to determine the eligibility of costs
requested for reimbursement.
Preparation and submittal of monthly reports detailing accomplishments, demographic and
Income data for all program participants. Reports and program beneficiary data to be
provided to the TOWN. Reporting forms to be provided by the Town.
Participation in ongoing monitoring of program activities as required.
b. National Objectives
All activities funded with CDGB funds must meet one of the CDBG program's National
Objectives: benefit low- and moderate -income persons; aid in the prevention or elimination of
slums or blight; or meet community development needs having a particular urgency, as defined
in 24 CPR 570208.
N
The Contractor certifies that the activity or activities carried out under this Agreement will
benefit a clientele who are exclusively low and moderate income persons, as verified by the
following:
Household income eligibility requirements which limit the activity exclusively to low and
moderate income persons per 24 CFR § 570.208(2)(i)(C). Household income shall be determined
in accordance with the definition of annual income in 24 CFR § 570.3 (2).
c. Levels of Accomplishment- Goals and Performance Measure
The Contractor agrees to provide the following levels of program services:
Activity
Units per Quarter
Total Units/Year
Housing RehabilitationI
Approx. 18-56
d. Staffing
For Contractor:
Jason McCullough, Director, Home Modification and Repair Department
Paula Mehle, Director, Economic Development Neighborhood Services Department
Any changes in the Key Personnel assigned or their general responsibilities under this project
are subject to the prior approval of the Town.
e. Performance Monitoring
The Town will monitor the performance of the Contractor against goals and performance
standards as stated above and in accordance with the Town's Performance Monitoring Plan.
Substandard performance as determined by the Town will constitute noncompliance with this
Agreement. If action to correct such substandard performance is not taken by the Contractor
within a reasonable period of time after being notified by the Town, contract suspension or
termination procedures will be initiated.
11, TIME OF PERFORMANCE
Services of the Contractor are expected to start on or about June 1, 2022, Services provided under
this Agreement are expected to end on or about June 31, 2023, or such other date as the Town
notifies the Contractor in writing. The term of this Agreement may be extended without the
provision of additional CDBG funds by mutual agreement of the Town and the Contractor. The term
of this Agreement may be extended up to one (1) additional one-year period, contingent on funding
availability, by mutual agreement of the Town and the Contractor in writing.
ki
The PROJECT budget is based on an estimate of costs typical for similar programs administered by
the Contractor. The following table is a summary of the project budget. All requests for
reimbursement will include back-up documentation substantiating eligibility:
Administration 10%
Salaries and Benefits
$22,100
Facility Expenses
$500
Phone
$500
Office supplies
$20C
Insurance
$50C
Travel
$1,20C
Admin Total
$25,00C
Project Delivery
Costs 90%
Construction
$160,00C
Materials
$25,00C
Labor -Direct Costs
$40,OOC
Project Delivery Total
$225,00C
TOTAL
$250,
Any indirect costs charged must be consistent with the conditions of Paragraph Vill (C)(2) of this
Agreement. In addition, the Town may require a more detailed budget breakdown than the one
contained herein, and the Contractor shall provide such supplementary budget information in a
timely fashion in the form and content prescribed by the Town. Any amendments to the budget
must be approved in writing by both the Town and the Contractor.
IV. PAYMENT
it is expressly agreed and understood that the total amount to be paid by the Town under this
Agreement shall not exceed Two Hundred Fifty Thousand Dollars ($250,000). Drawdowns for the
payment of eligible expenses shall be made against the line item budgets specified in Paragraph III
herein and in accordance with performance. Expenses for general administration shall also be paid
against the line item budgets specified in Paragraph III and in accordance with an approved indirect
cost allocation plan.
Payments may be contingent upon certification of the Contractor's financial management system in
accordance with the standards specified in 2 CFR 200.300-309.
V. NOTICES
Notices required by this Agreement shall be in writing and delivered via mail (postage prepaid),
commercial courier, or personal delivery or sent by facsimile or other electronic means. Any notice
delivered or sent as aforesaid shall be effective on the date of delivery or sending. All notices and
El
other written communications under this Agreement shall be addressed to the individuals in the
capacities indicated below, unless otherwise modified by subsequent written notice.
Communication and details concerning this Agreement shall be directed to the following contract
representatives:
Town Project Manager,
Town of Firestone, Economic Development Neighborhood Services Department
Paula Mehle, Director
9950 Park Avenue
Firestone, CO 80504
Contractor
Brothers Redevelopment, Inc.
Jason McCullough, Director, Home Modification and Repair Department 2250 Eaton St, Garden
Level, Ste B
Denver, CO. 80214
a. General Compliance
The Contractor agrees to comply with the requirements of Title 24 of the Code of Federal
Regulations, Part 570 (the U.S. Housing and Urban Development regulations concerning
Community Development Block Grants (CDBG)) including subpart K of these regulations, except
that (1) the Contractor does not assume the recipient's environmental responsibilities described in
24 CFR 570.604 and (2) the Contractor does not assume the recipient's responsibility for initiating
the review process under the provisions of 24 CFR Part 52. The Contractor also agrees to comply
with all other applicable Federal, state and local laws, regulations, and policies governing the funds
provided under this contract. The Contractor further agrees to utilize funds available under this
Agreement to supplement rather than supplant funds otherwise available.
b. independent Contractor
Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating
or establishing the relationship of employer/employee between the parties. The Contractor shall at
all times remain an "independent contractor" with respect to the services to be performed under
this Agreement. The Town shall be exempt from payment of all Unemployment Compensation, FICA,
retirement, life and/or medical insurance and Workers' Compensation Insurance, as the Contractor
is an independent contractor.
c. Hold Harmless and Governing Law
5
The Contractor shall hold harmless, defend and indemnify the Town from any and all claims,
actions, suits, charges and judgments whatsoever that arise out of the Contractor's performance or
non-performance of the services or subject matter called for in this Agreement. This Agreement is
subject to and shall be interpreted under the laws of the State of Colorado, and the Charter, Town
Code, ordinances, rules and regulations of the Town of Firestone, Colorado, a statutory Town and
Colorado municipal corporation and any laws or rules and regulations governing the award of funds
by the United States Department of Housing and Urban Development. Court venue and jurisdiction
shall exclusively be in the Colorado District Court for Weld County, Colorado. The Parties agree that
this Agreement shall be deemed to have been made in, and the place of performance is deemed to
be in, the Town of Firestone, Weld County, State of Colorado.
d. Workers' Compensation
The Contractor shall provide Workers' Compensation Insurance coverage for all of its employees
involved in the performance of this Agreement.
e. Insurance and Bonding
The CONTRACTOR certifies and agrees to purchase and maintain the following insurance
requirements throughout the Agreement Time of Performance defined in Section 11 above.
Workers' Compensation and Employers' Liability as required by statute. Employers' Liability
coverage is to be carried for a minimum of $100,000.
ii. Commercial General Liability for limits not less than $1,000,000 Combined Single Limit for
bodily injury and property damage for each occurrence and not less than $2,000,000
aggregate. Coverage shall include premises and operations liability, blanket contractual,
broad form property damage, products and completed operations and personal injury
endorsements.
iii. Automobile Liability for limits not less than $1,000,000 Combined Single Limit for bodily
injury and property damage for each occurrence. Coverage shall include owned, non -owned
and hired automobiles.
iv. The PROPERTY OWNER shall purchase or cause the Contractor to purchase and maintain
property insurance written on a builder's risk "all-risk" or equivalent policy form in the
amount of the initial Contract Sum, plus value of subsequent Contract Modifications and
cost of materials supplied or installed by others, comprising total value for the entire Project
at the site on a replacement cost basis without optional deductibles. Such property
insurance shall be maintained, unless otherwise provided in the Contract Documents or
otherwise agreed in writing by all persons and entities who are beneficiaries of such
insurance, until final payment has been made or until no person or entity other than the
Owner has an insurable interest in the property.
9
V. Property insurance shall bewritten onaCovered Cause ofLoss-Special Form, replacement
cost coverage, including coverage for flood and earth movement,
Except for workers' compensation and employer's liability insurance, the Town of Firestone
must benamed os anadditional insured. Nofunds shall bedue orpaid tothe CONTRACTOR
until CONTRACTOR has complied with the insurance provisions of this Agreement.
Certificates of Insurance must provide 30 days' notice to the Town prior to any cancellation,
non -renewal, or material changes to policies required under the contract.
If any ofthe CONTRACTOR insurance policies become null, void, canceled or otherwise
rendered ineffective at any time, the Town, at the Town's option, may suspend this
Agreement until anew policy [sobtained 6vCONTRACTOR. Nufunds shall bedeemed due,
owed, orshall be paid for services performed during aperiod ofsuspension under this
section. Suspended periods shall be considered lost time under this Agreement and the
Town may, at the Town's option adjust the Agreement funds accordingly. No suspension
shall bedeemed toextend orotherwise alter the period ofthis Agreement.
The CONTRACTOR shall comply with the bonding requirements ofCPRJ0D304and the
insurance requirements of CFR 200,310.
The Contractor shall insure recognitionofthe role ofthe Town |nproviding services through this
Agreement, All activities, facilities and items utilized pursuant to this Agreement shall be
prominently labeled as to funding source, In addition, the Contractor will include a reference to the
support provided herein in all publications made possible with funds made available under this
g. Amendments
The Town orContractor may amend this Agreement atany time provided that such amendments
make specific reference to this Agreement, and are executed in writing, signed by a duly authorized
representative of each organization, and, where required, approved by the Town's governing body,
Such amendments shall not invalidate this Agreement, nor relieve or release the Town or Contractor
from its obligations under this Agreement.
The Town may, inits discretion, amend this Agreement toconform with Federal, state orlocal
governmental guidelines, policies and available funding amounts, qrfor other reasons. if such
amendments result in a change in the funding, the scope of services, or schedule ofthe activities tp
be undertaken aspart ofthis Agreement, such modifications will beincorporated only bywritten
amendment signed by both Town and Contractor.
h. Suspension or Termination
7
imaccordance with 2CFR Part 200, Appendix |LParagraph (A), the Town may suspend or terminate
this Agreement if the Contractor materially fails to comply with any terms ofthis Agreement, which
include (but are not limited to) the following:
Failure tocomply with any ofthe rules, regulations orprovisions referred toherein, orsuch
statutes, regulations, executive orders, and HUD guidelines, policies nrdirectives asmay
become applicable atany time;
U. Failure, for any reason, ofthe Contractor tofulfill hmatimely and proper manner its
obligations under this Agreement;
W. ineffective orimproper use offunds provided under this Agreement; or
iv. Submission bythe Contractor tothe Town reports that are incorrect or incomplete in any
material respect.
In accordance with 2 CFRPart 200 Appendix |[ Paragraph /Rithis Agreement may also be
terminated for convenience byeither the Town orthe Contractor, |nwhole orinpart, by setting
forth the reasons for such termination, the effective date, and, |nthe case ofparUaltermination,
the portion tobeterminated .However, ifinthe case ofapartial termination, the Town
determines that the remaining portion of the award will not accomplish the purpose for which the
award was made, the Town may terminate the award 1nits entirety.
This Agreement is expressly made subject tothe limitations ofthe Colorado Constitution. Nothing
herein shall constitute, nor he deemed toconstitute, the creation ofadebt ormulti-year fiscal
obligation or an obligation of future appropriations by the Town Board of Trustees of Firestone,
contrary toArticle X, § 20, Colo. Const., or any other constitutional or statutory debt limitation.
Notwithstanding any other provision of this Agreement, with respect to any financial obligation of
the Town which may arise under this Agreement in any fiscal year after the year of execution, in
the event the budget or other means of appropriation for any such year fails to provide funds in
sufficient amounts to discharge such obligation, such failure (i) shall act to terminate this
Aeneemnemtatsuchtinoeaathetheu-exiyting and available appropriations are depleted, and /U\
neither such failure nor termination shall constitute 8default orbreach ofthis Agreement,
including any sub-agree[UeOt, attachment, schedule, orexhibit thereto, 6vthe Town. Aaused
herein, the term "appropriation" shall mean and include the due adoption of an appropriation
ordinance and budget and the approval of a Budget Detail Report (Resource Allocations) which
contains amallocation of sufficient funds for the performance offiscal obligations arising under
this Agreement. This Agreement is also made subject to the availability of federal funds allocated
tmthe Town forthepurposes ofthis Agreement. |nthe case Vffederal funds partially orwholly
being unavailable to cover the costs of the services contemplated under this Agreement, the Town
may terminate this Agreement.
VU. Administration Requirements
V.-I
a. Financial Management
Accounting Standards
The Contractor agrees to comply with the Standards for Financial and Program Management at 2
CFR 200.300-309 and agrees to adhere to the accounting principles and procedures required
therein, utilize adequate internal controls, and maintain necessary source documentation for all
costs incurred.
ii, Cost Principles
The Contractor shall administer its program in conformance with OMB Cost Principles at 2 CFR
Part 200, Subpart E. These principles shall be applied for all costs incurred whether charged on a
direct or indirect basis.
b. Documentation and Record Keeping
Records to be Maintained
The Contractor shall maintain all records required by the Federal regulations specified in 24 CFR
570,506 that are pertinent to the activities to be funded under this Agreement. Such records shall
include but not be limited to:
1. Records providing a full description of each activity undertaken;
2. Records demonstrating that each activity undertaken meets one of the National
Objectives of the CDBG program;
3. Data showing the size and annual income of each household receiving assistance;
4. For staff costs paid under the Agreement: staff time and activity records demonstrating
the time allocable to activity delivery and any time allocable as general administration
as may be authorized per the Project Budget established in Section III of this Agreement.
S. Records required to document the improvement of real property carried out with CDBG
funds;
6. Records documenting compliance with the fair housing and equal opportunity
components of the CDBG program as described in 24 CFR 570.506(g);
7. Financial records as required by 24 CFR 570.506, and 2 CFR 200.333-337; and
8. Other records necessary to document compliance with Subpart K of 24 CFR Part 570.
ii. Retention
The Contractor shall retain all records pertinent to expenditures incurred under this Agreement,
including all financial records, supporting documents, and statistical records, for a period of five
(5) years after the date of submission of the final report to HUD in the Consolidated Annual
Performance and Evaluation Report (CAPER) in which the PROJECT is reported, or a period as
otherwise provided in OMB standards for record retention at 2 CFR 200.333, whichever period is
longer. Notwithstanding the above, if there is litigation, claims, audits, negotiations or other
actions that involve any of the records cited that starts before the expiration of the five-year-
-J;
period, then such records must beretained until completion ofthe actions and resolution ofall
issues, orthe expiration ofthe five -year -period, whichever occurs later,
|ii Client Data
The Contractor shall maintain client data demonstrating c|ient eligibility for services provided.
Such data shall include, but not 6elimited to, client name, address, and income level orother
basis for determining eligibility, and description Ufservice provided, Such information shall be
submitted tuthe Town 0naquarterly basis.
iv. Disclosure
The Contractor understands that client information collected under this contract isprivate and the
Use ordisclosure mfsuch information, when not directly connected with the administration ofthe
Town's or Contractor's responsibilities with respect to services provided under this contract, is
prohibited unless written consent is obtained from such person receiving service and, {0the case
ofaminor, that ofnresponsible panent/guardian.
V. Close-outs
The Contractor's obligation to the Town shall not end until all close-out requirements are
completed. Activities during this close-out period shall include, but are not limited to- completion
of project close-out report, disbursement of final payments, and determining the custodianship
0frecords. Final close-out will occur when:
� The work was performed and properly billed and final invoice |smarked "fina|/'
° All documentation related tothe project iurece1msd;and
� Contractor has provided all project de|Werah|esamdrnetpndectob|)gations.
vi. Access to Records and inspections
The Contractor shall provide access toall records with respect toany matters covered by this
Agreement as provided in OMB requirements (2 CFR 200.336). Further, all Contractor records with
respect to any matters covered by this Agreement shall be made available to the Town,
appropriate Town agencies, HUD and the Comptroller General ofthe United States orany oftheir
authorized representatives, atanytime during normal business hours, asoften asdeemed
necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Restrictions on
public access to records shall comply with OMB standards (2 CFR 200.337).
vii. Audit
The Contractor shall provide the Town with information on the total of Federal funds received and
expended during the term of this agreement. Contractor will cooperate with the Town in
determining if the amount of Federal funds expended meets the threshold for applying the audit
requirements for recipients nfFederal funds, as established bythe Federal Office VfManagement
and Budget (2 CFR Part 200 Subpart F). If the Contractor meets the threshold, it will complete in a
timely manner an audit that meets OMB standards and provide a copy of the audit report to the
Town upon completion, Any deficiencies noted inaudit reports must befully cleared bvthe
KU#
Contractor within 30days after receipt 6uthe Contractor. Failure Vfthe Contractor to comply with
the above audit requirements will constitute aviolation Ofthis contract and may result |nthe
withholding of future payments.
1. Payment Procedures
The TOWN will pay tothe Contractor funds available under this Agreement based upon
information submitted bxthe Contractor and consistent with any approved budget and Town
policy concerning payments. Payments will bemade for eligible expenses actually incurred by the
Contractor.
Indirect Costs
If indirect costs are charged, the Contractor will develop anindirect cost allocation plan (or aS
otherwise authorized under 2 CFR 200,414) for determining the appropriate Contractor's share mf
administrative costs and shall submit such plan bnthe Town for approval, |naform specified bv
the Town.
|M. Progress Reports
The Contractor sha I[ submit regular Progress Reports to the Town in the form, content, and
frequency asrequired bvthe Town.
|v. Program Income
This project vv|Umotgenerataprognanm!nconoe.
d. Procurement
Unless specified otherwise within this agreement, the Contractor shall procure all materials,
property, or services required under this agreement in accordance with current Town
procurement policies, or the requirements of 2 CFR 200.317-326, whichever is more restrictive.
a. Civil Rights
The Contractor agrees tocomply with Title V|ofthe Civil Rights Act of1S64esamended, Title \M|;
of the Civil Rights Act of1968 as amended, Section104(b) and Section 109 of Title |of the
Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation
Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975,
Executive Order 11OG3,and Executive Order 11246asamended byExecutive Orders |1375,|
1478,12107 and12O86.
ii. Nondiscrimination
M
The Contractor agrees to comply with the non-discrimination inemployment and contracting
opportunities laws, regulations, and executive orders referenced iU24 CFR57D.G07,asrevised
by Executive Order 13279. The applicable non-discrimination provisions in Section 109 of the
HCDAare still applicable.
Ri, Section 504
The Contractor agrees tocomply with all Federal regulations issued pursuant tocompliance with
Section 5O4Vfthe Rehabilitation Act of1973(29 U.S.C.794),which prohibits discrimination
against the individuals with disabilities or handicaps in any Federally assisted program. The Town
shall provide the Contractor with any guidelines necessary for compliance with that portion of the
regulations inforce during the term ofthis Agreement.
b. Affirmative Action
i Executive Order 1l24G
The Contractor agrees that it will comply with Subpart 8of Executive Order 11246 aubrelates to
Contractors' Agreements and required contract provisions.
H. Women- and Minority -Owned Busimesmes/\0/MBE\
The Contractor will comply with OMB requirements at2 CPR 2OO.32lContracting with small and
minority businesses, vvonoen'sbusiness enterprises, and labor surplus area firms and use its best
efforts to afford small businesses, minority business enterprises, and women's business
enterprises the maximum practicable opportunity to participate in the performance of this
contract. As used in this contract, the terms "small business" means a business that meets the
criteria set forth insection 3(a)ofthe Small Business Act, asamended /15U.S.C.63Z\,and
"minority and women's business enterprise" means a business at least fifty-one (5I) percent
owned and controlled by minority group members or women. For the purpose of this definition,
"mnlnoritygroup members" are Afro- Americans, 5panish-speakimg, Spanish surnamed orSpanish-
heritage Anmericnms,Asian-Annericans,endAmerican|nd|ams.TheCon1ractormnayna|yonVVM1teo
representations by businesses regarding their status omminority and female business enterprises
inlieu ofanindependent investigation.
ii[ Notifications Regarding Affirmative Action
The Contractor will send to each labor union or representative of workers with which it has a
collective bargaining agreement or other contract or understanding, a notice, to be provided by
the agency contracting officer, advising the labor union orworker's representative mfthe
Contractor's commitments hereunder, and shall post copies of the notice in conspicuous places
available toemployees and applicants for employment.
iv. Equal Employment Opportunity and Affirmative Action (EEO/AA) Statement
The Contractor will, in all solicitations or advertisements for employees placed by or an behalf of
the Contractor, state that it is an Equal Opportunity or Affirmative Action employer.
V. Subcontract Provisions
0V)
The Contractor will include the provisions mf Paragraphs X.A\Civil Rights, and B\Affirmative Action,
inevery subcontract orpurchase order, specifically or by reference, so that such provisions will be
binding upon each of its own contractors or subcontractors,
c. Employment Restrictions
i Prohibited Activity
The Contractor is prohibited from using funds provided herein Orpersonnel employed in the
administration of the program for: political activities; inherently religious activities; lobbying;
political patronage; and nepotism activities.
ii. Labor Standards
The Contractor agrees to comply with the requirements of the Secretary of Labor in accordance
vviththeDavis-8oconAotasarnended.theprovb|onsmf[omtractVVorkHomnsamdSafeby
Standards Act (40U.S.[.327atseq.) and all other applicable Federal, state and local laws and
regulations pertaining iolabor standards inmOfar amthose acts apply tothe performance ofthis
Agreement. The Contractor agrees to comply with the Copeland Anti- Kick Back Act (18 U.S.C. 874
et seq.) and ifs implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The
Contractor shall maintain documentation that demonstrates compliance with hour and wage
requirements ofthis part. Such documentation shall bemade available tnthe Town for review
upon request.
The Contractor agrees that, except with respect to the rehabilitation urconstruction of
residential property containing less than eight (8)units, all contractors engaged under contracts h
excess of$Zj]ODJ)Ufor construction, renovation or repair work financed inwhole or in part
with assistance provided under this contract, shall comply with Federal requirements adopted
bythe Town pertaining tosuch contracts and with the applicable requirements ofthe regulations
of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the payment ofwages and
ratio of apprentices and trainees to journey workers; provided that, if wage rates higher than
those required under the regulations are imposed by state or local law, nothing hereunder is
intended to relieve the Contractor of its obligation, if any, to require payment of the higher wage.
The Contractor shall cause or require to be inserted in full, in all such contracts subject tosuch
regulations, provisions meeting the requirements ofthis paragraph.
iii "Section 3"Clause
1, Compliance
Compliance with the provisions of Section 3 of the HUD Act of1968 nsamended, and as
implemented by the regulations set forth |n24CFR75,and all applicable rules and orders
issued hereunder prior to the execution of this contract, shall be a condition of the Federal
financial assistance provided under this contract and binding upon the Town, the Contractor
and any of the Contractor's contractors and subcontractors. Failure tofulfill these
requirements shall subject the Town, the Contractor and any of the Contractor's contractors
and subcontractors, their successors and assigns, to those sanctions specified by the
Agreement through which Federal assistance is provided. The Contractor certifies and
13
agrees that no contractual mother disability exists that would prevent compliance with
these requirements.
/pall the subcontracts executed under this Agreement, the Contractor further agrees to
comply with these "Section 3" requirements and to include the following language in all
subcontracts executed under this Agreement:
"The work tmbeperformed under this Agreement is aproject assisted under aprogram
providing direct Federal financial assistance from HUD and issubject bothe requirements mf
Section 3o[the Housing and Urban Development Act of1968,esamended /12U.S'C.1701\.
Section 3requires that tothe greatest extent feasible opportunities for training and
employment be given to low- and very low-income residents of the project area, and that
contracts for work in connection with the project be awarded to business concerns that
provide economic opportunities for low- and very low-income persons residing inthe
metropolitan area |nwhich the project is|ocated."
The Contractor further agrees to ensure that opportunities for training and employment
arising in connection with a housing rehabilitation (including reduction and abatement of
lead -based paint hazards), housing construction, or other public construction project are
given to low- and very low-income persons residing within the metropolitan area in which
the CQ8G-funded project islocated;vvharefeam|b|e,priohtyshou|dbe g|vento|ovv-and
very low-income persons within the service area ofthe project orthe neighborhood in
which the project [s|ocated,andt¢}ow- and very low-income participants inother HUD
programs; and award contracts for work undertaken |nconnection with ahousing
rehabilitation (including reduction and abatement oflead-based paint hazardu\,housing
construction, orother public construction project tobUs|DeVs concerns that provide
economic opportunities for low- and very low- income persons residing within the
metropolitan area inwhich the C0BG4unded project is located; where feasible, priority
should begiven tmbusiness concerns that provide economic opportunities tolow- and very
low-income residents within the service area mrthe neighborhood |nwhich the project |s
located, and to low- and very low-income participants in other HUD programs.
The Contractor certifies and agrees that nocontractual orother legal incapacity exists that
would prevent compliance with these requirements.
2. Notifications
The Contractor agrees to send to each labor organization or representative of workers
with which ithas a collective bargaining agreement or other contract or understanding, if
any, anotice advising said labor organization orworker's representative ofits cornrnitrnenLo
under this Section 3clause and shall post copies nfthe notice inconspicuous places
available tDemployees and applicants for employment ortraining.
3. Subcontracts
The Contractor will include this Section 3 clause in every subcontract and will take
appropriate action pursuant to the subcontract upon a finding that the subcontractor is in
violation of regulations issued by the grantor agency. The Contractor will not subcontract
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with any entity where ithas notice mrknowledge that the latter has been found inviolation
nfregulations under 24 CFRPart 135and will not let any subcontract unless the entity has
first provided it with a preliminary statement of ability to comply with the requirements of
these regulations,
4. Contractor certifies that Contractor shall comply with the provisions ofC.R��Sec. D-
17.5-|01 et seq. Contractor shall not knowingly employ or contract with anillegal alien
topet-form work mnderthis Contract orenter into Vcontract with a subcontractor that
fails to certify to Contractor that the subcontractor shall not knowingly employ or
contract with an illegal alien to perform work under this Agreement. Contractor
represents, warrants, and agrees that it (1) has confirmed that it does not employ any
illegal aliens, either through participation |Dthe eVerifvprogram administered 6ythe
Social Security Administration and Department of Homeland Security or by means of the
Colorado Department of Labor program, and (ii) otherwise will comply with the
requirements ofC.R.S.Sec. 8'17,5-1O2(2)(b).Contractor will comply with all reasonable
requests made in the course of an investigation under C,R,S. Sec. 8-17.5-102 by the
Colorado Department ofLabor and Employment. |fContractor fails tucomply with any
requirement of this provision or C.R.S. Sec. 8-17.5-101 et seq., the Town may terminate
this contract for breach.
Assignability
The Contractor shall not assign mrtranyferanyinteresthlthb/greementxVbhOutthe prior written
consent mfthe Town thereto; provided,however, that claims for money due orbobecome due to
the Contractor from the Town under this contract may be assigned to a bank, trust company, or
other financial institution without such approval. Notice of any such assignment or transfer shall
befurnished promptly tothe Town.
Subcontracts
1. Approvals
The Contractor shall not enter into any subcontracts with any agency or individual in the
performance ofthis contract without the written consent ofthe TOWN prior tothe
execution ofsuch agreement.
2. Monitoring
The Contractor will monitor all subcontracted services as scheduled in the TOWN's
performance monitoring plan to assure contract compliance, Results of monitoring efforts
shall be summarized in written reports and supported with documented evidence of follow-
up actions taken to correct areas of noncompliance.
3. Content
The Contractor shall cause all ofthe provisions of this contract inits entirety to be included
in and made a part of any subcontract executed in the performance of this Agreement.
is
4. Selection Process
The Contractor shall undertake to insure that all subcontracts let in the performance of this
Agreement shall be awarded on a fair and open competition basis in accordance with
applicable procurement requirements. Executed copies ofall subcontracts shall be
forwarded to the Town along with documentation concerning the selection process.
iii. Hatch Act
The Contractor agrees that no funds provided, nor personnel employed under this Agreement,
shall beinany way ort0any extent engaged imthe conduct mfpolitical activities inviolation gf
Chapter 15ofTitle Vofthe U.S.C.
iv. Conflict ofInterest
The Contractor agrees tVabide bythe provisions of2 CFR2O0.112 and 57O.G11,which include the
l. The Contractor shall maintain a written code or standards of conduct that shall govern
the performance of its officers, employees oragents engaged 1nthe award and
administration ofcontracts supported bvFederal funds,
2. Noemployee, officer oragent ofthe Contractor shall participate in the selection, or
|mthe award, mradministration of, a contract supported bvFederal funds ifeconflict
ofinterest, real orapparent, would beinvolved.
3. No covered persons who exercise or have exercised any functions or responsibilities
with respect toCDBG-asm|siedactivities, orwho are |naposition to participate in a
decision- making process or gain inside information with regard to such activities, may
obtain financial interest in any contract, or have a financial interest in any contract,
subcontract, nragreement with respect tothe CDB(5-asuistedactivity, mrwith respect t0
thepnzceedsfronntheCDBG-ayyimtgdactivitKeitherforthernse|vesnrthuaevVlth
whom they have business or immediate family ties, during their tenure orfor operiod
of one (1) year thereafter. For purposes of this paragraph, a "covered person" includes
any person who is an employee, agent, consultant, officer, or elected or appointed
official ofthe Town, the Contractor, orany designated public agency.
The Contractor hereby certifies that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of it,
t0any person for influencing or attempting to influence anofficer or employee of
any ageno&a Member of Congress, an officer or employee of Congress or an
employee of a Member nfCongress imconnection with the awarding ofany Federal
contract, the making of any Federal grant, the making ofany Federal loan, the
entering into of any cooperative agreement, and the extension, continuation, renewal,
amendment, or modification of any Federal contract, grant, loan, or cooperative
agreement;
0"
2. If any funds other than Federal appropriated funds have been paid or will be paid to any
person for influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee of a
Member of Congress in connection with this Federal contract, grant, loan, or
cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure
Form to Report Lobbying," in accordance with its Instructions; and
3. It will require that the language of paragraph (d) of this certification be included in the
award documents for all subawards at all tiers (including subcontracts, subgrants, and
contracts under grants, loans, and cooperative agreements) and that all Contractors
shall certify and disclose accordingly:
an� =i
This certification is a material representation of fact upon which reliance was placed when
this transaction was made or entered into. Submission of this certification is a prerequisite
for making or entering into this transaction imposed by section 1352, title 31, U.S.C. Any
person who fails to file the required certification shall be subject to a civil penalty of not less
than $10,000 and not more than $100,000 for each failure.
VL Copyright
If this contract results in any copyrightable material or inventions, the Town and/or grantor
agency reserves the right to royalty -free, non-exclusive and irrevocable license to reproduce,
publish or otherwise use and to authorize others to use, the work or materials for governmental
purposes.
vii. Religious Activities
The Contractor agrees that funds provided under this Agreement will not be utilized for inherently
religious activities prohibited by 24 CFR 570.200(j), such as worship, religious instruction, or
proselytization.
a. Air and Water
The Contractor agrees to comply with the following requirements insofar as they apply to the
performance of this Agreement:
Clean Air Act, 42 U.S.C., 7401, el seq.;
Federal Water Pollution Control Act, as amended, 33 U.S.C., 1251, et seq., as amended, 1318
relating to inspection, monitoring, entry, reports, and information, as well as other requirements
specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder;
Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as amended.
b. Flood Disaster Protection
In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. 400 1),
the Contractor shall assure that for activities located in an area identified by the Federal Emergency
M
Management Agency (FEMA) as having special flood hazards, flood insurance under the National
Flood Insurance Program is obtained and maintained as condition offinancial assistance for
acquisition 0rconstruction purposes (including rehabi|hodon).
c. Lead -Based Paint
The Contractor agrees that any construction or rehabilitation of residential structures with
assistance provided under this Agreement shall bmsubject 10HUD Lead -Based Paint Regulations at
24 CFR 570.608, and 24 CFR Part 35, Subpart B. Such regulations pertain to all CDBG-assisted
housing and require that all owners, prospective owners, and tenants of properties constructed
prior to 1978 be properly notified that such properties may include lead -based paint. such
notification shall point out the hazards of lead -based paint and explain the symptoms, treatment
and precautions that should be taken when dealing with lead -based paint poisoning and the
advisability and availability of blood lead level screening for children under seven, The notice should
a|sopp/ntouttha1if|eod'basedpaintisfbundonthepnoperty,abatemmeutrneasunesnmaybe
undertaken. The regulations further require that, depending oUthe amount ofFederal funds applied
to a property, paint testing, risk assessment, treatment and/or abatement may be conducted.
d. Historic Preservation
The Contractor agrees tocomply with the Historic Preservation requirements set forth in the
National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth
in 36 CFR Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic
Properties, insofar asthey apply tothe performance nfthis agreement.
|ngeneral, this requires concurrence from the State Historic Preservation Officer for all
rehabilitation and demolition of historic properties that are fifty years old or older or that are
included on a Federal, state, or local historic property list.
TOVVNvxiK|debermoineact|mnsnecessarytocommp|yvvithH|stodcPmeservat|onneqm[nsmmentsin
conjunction with its Environmental Review and will specify such required actions inthe Scope of
Services for activit(y)(ies) under this Agreement.
X. SB/ERAB|LRY
if any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected
thereby and all other parts of this Agreement shall nevertheless be in full force and effect.
0. SECTION HEADINGS AND SUBHEADINGS
The section headings and subheadings contained iRthis Agreement are included for convenience only
and shall not limit o[otherwise affect the terms nfthis Agreement.
X||. WAIVER
The Tovvn'sfailure toact with respect to abreach bvthe Contractor does not waive its right toact with
respect to subsequent or similar breaches. The failure of the Town to exercise or enforce any right or
provision shall not constitute awaiver ofsuch right orprovision.
X|||. ENTIRE AGREEMENT
Lu.,
This agreement constitutes the entire agreement between the Town and the Contractor for the use of
funds received under this Agreement and it supersedes all prior or contemporaneous communications
and proposals, whether electronic, oral, or written between the Town and the Contractor with respect
to this Agreement.
411
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