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HomeMy WebLinkAbout2024-128 Agrmt OHRASUBRECIPIENT AGREEMENT COVER SHEET WRITTEN AGREEMENT FOR PUBLIC IMPROVEMENT PROJECTS FUNDED WITH COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FUNDS Project Title: OHRA-OHRA Center Kitchen Project SUBRECIPIENT Name: Opportunities for Housing, Resources, and Assistance. SUBRECIPIENT Contact: Dan Cano, Executive Director Telephone Number: (541) 631-2235 E-Mail Address: dan@ohrahelps.org Address: 2350 Ashland Street Ashland, OR 97520 Mailing Address: P.O. Box 1133 Ashland, OR 97520 Agreement Amount: $141,235 Description: Purchase of Electric commercial kitchen equipment and electrical service upgrade to serve the kitchen equipment, plus permits, and fees related to the project. The kitchen equipment will be used to prepare and serve meals to OHRA Center shelter occupants. City Contact: Linda R. Reid Telephone Number: (541) 552.2043 TABLE OF CONTENTS CDBG Agreement for Program Year 2023 Page 9 SUBRECIPIENT AGREEMENT 1. Parties 2. Term of Agreement 3. Payment Limit 4. Subrecipient's Obligations 5. City's Obligations 6. General and Special Conditions 7. Other Attachments 8. Information and Reports 9. Integration 10. Attorney Fees 11. Severability 12, Notices EXHIBIT A: SCOPE OF SERVICES EXHIBIT A-1: PROGRAM DESCRIPTION EXHIBIT B: EXPENDITURE, PAYMENT AND BUDGE PROVISIONS 1. Program Expenditures 2. Budget Revisions 3. Unexpended Funds 4. Payment Provisions 5. Invoice Documentation 6. Program Income EXHIBIT B-1: LINE ITEM BUDGET EXHIBIT C: SPECIAL CONDITIONS 1. Program Administration 2. Designated Staff 3. Reporting 4. Client Confidentiality 5. Bilingual Assistance EXHIBIT D: GENERAL CONDITIONS 1. Termination for Cause 2. Termination for Convenience 3. Enforcement and Remedies 4. Disputes 5. Agreement Changes 6. Agreement Non -Renewal 7. Further Specifications for Operating Procedures 8. Non -Discrimination and Affirmative Action 9. Access to Records 10. Maintenance of Records 11. Audit Requirements 12. Monitoring 13. Indemnity and Hold Harmless 14. Insurance Requirements 15, National Flood Insurance Program 16. Minimum Scope of Insurance 17. Subcontracting and Assignment 18. Independent Contractor Status CDBG Agreement for Program Year 2023 Page 2 19_ Compliance with Laws 20. Conflicts of Interest 21. Agreement Administration 22. Procurement and Property Management 23. Expiration/Reversion of Assets 24. Oregon Law and Forum 25. Availability of Funds 26. Minimizing Displacement/Relocation 27. Program Access by the Disabled 28. Publicity and Signage 29. Lobbying 30. Church -State 31. Non -substitution for Local Funding 32. Copyrights and Rights in Data 33. Nonparticipation in Political Activities 34. Real Property Acquisition 35. Environmental Review 36. Debarred, Suspended or Ineligible Contractors, Subrecipients or Officers 37, Labor Standards 38. Lead Based Paint 39. Non -Profit Grant Agreements 40. Architectural Barriers Act and Americans with Disabilities Act 41. Suspension and Terminations Provisions EXHIBIT E: INVOICE FOR SERVICES EXHIBIT F: STATISTICAL REPORT EXHIBIT F-1: CDBG CLIENT/HOUSEHOLD INFORMATION FORM CDBG Agreement for Program Year 2023 Page 3 CITY OF ASHLAND COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) SUBRECIPIENT AGREEMENT FOR PUBLIC IMPROVEMENT PROJECTS FUNDED WITH COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FUNDS The parties to this Agreement agree as follows: 1. Parties. The parties to this Agreement are the CITY OF ASHLAND, OREGON (City) and the below -named Subrecipient. (Subrecipient): Maslow Project. 2. Term of Agreement. The effective date of this Agreement is July 1,_ 2023 and it terminates December 31, 2024 unless sooner terminated as provided in this agreement. 3. Payment Limit. City's total payments under this Agreement shall not exceed 141 235.00 4. Subrecipient's Obligations. Subrecipient shall provide those services and carry out that work described in the Scope of Work attached as Exhibits A and A-1. 5, City's Obligations. City shall make to the Subrecipient those payments described in the Payment Provisions and Budget attached as Exhibit B. 6, General Conditions and Special Conditions. This Agreement is subject to the Special Conditions attached as Exhibit C and the General Conditions attached as Exhibit D. 7. Other Attachments. This Agreement includes the Invoice for Services attached as Exhibit E. the Statistical Report attached as Exhibit F, and the CDBG Client/Household Information Form, attached as Exhibit F-1. 8. Information and Reports. The Agreement shall, at such time and in such form as the City may require, furnish such periodic reports concerning the status of this Agreement, such statements, certificates, approvals and copies of the proposed and executed plans and claims, and other information relative to this Agreement as may be requested by the City. The Subrecipient shall furnish the City, upon request, with copies of all documents and other materials prepared or developed in relation with or as part of this Agreement. 9. Integration. This Agreement, including the attached exhibits, contains the entire agreement between the parties regarding use of Community Development Block Grant Funds on the project and supersedes all prior written or oral discussions or agreements. 10. Attorney Fees. In the event a lawsuit of any kind is instituted on behalf of the City to obtain performance of any kind under this Agreement, Subrecipient agrees to pay such additional sums as the court may adjudge for reasonable attorney fees ant to pay all costs and disbursements incurred. 11. Severability. The parities agree that if any term or provision of this Agreement is declared by a court to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall not be affected. 12. Notices. Any notices, bills, invoices, or reports required by this Agreement shall be sent by the parties in the United States mail, postage paid, or personally delivered to the addresses below: CDBG Agreement for Program Year 2023 Page 4 City of Ashland Contact Linda Reid, Housing Program Specialist Department of Community Development Planning Division City of Ashland 20 East Main Street Ashland, OR 97520 Subrecipient Contact Dan Cano, Executive Director 2350 Ashland Street Ashland, OR 97520 SUBRECIPIENT: By:1L.21-InC Title: 1d Date:✓ - CITY OF ASHLA By: Title: City Manager Date: CDBG Agreement for Program Year 2023 Page 5 EXHIBIT A SCOPE OF SERVICES Subrecipient shall provide services described in the Project Description, Exhibit A-1. Project Description, Exhibit A-1 shall include the Subrecipient name, address, telephone number, name of contact, name of signatory officer with title and position, and a statement of work. The statement of work shall include a description of the work to be provided, the purpose and nature of the services to be provided, including where they will be offered, the specific tasks to be performed, the level of service that will be provided (must be quantifiable level of service, e.g., installation of an accessible bathroom within a public facility), and the time schedule for the performance of work with target levels of service indicated at specific points in time. 2. Subrecipient shall submit reports as required in Special Conditions, Exhibit C and General Conditions, Exhibit D. 3. National Objective The population (clients) benefiting from the CDBG-assisted activities must be comprised of at least 51 % or more low to moderate -income persons as classified by the U.S. Department of Housing and Urban Development (HUD) in the table below. A low- to moderate -income person is defined by the HUD as a member of a family having an income equal to or less than the low- to moderate -income limits established by HUD in the table below. If an activity benefits a clientele who are generally presumed to be principally low- and moderate -income persons, it is considered a presumed benefit activity. Activities that exclusively serve a group of persons in any one or a combination of the following categories may be presumed to benefit persons, 51 percent of whom are low and moderate income: abused children, battered spouses, elderly persons, adults meeting the Bureau of the Census' Current Population Reports definition of "severely disabled," homeless persons, illiterate adults, persons living with AIDS, and migrant farm workers. An activity, the benefits of which are available to all the residents in a particular area, where at least 51 percent of the residents are low- and moderate -income persons. Such an area need not be coterminous with census tracts or other officially recognized boundaries but must be the entire area served by the activity. An activity that serves an area that is not primarily residential in character shall not qualify under this criterion. An activity that serves to remove material or architectural barriers to the mobility or accessibility of elderly persons or of adults meeting the Bureau of the Census' Current Population Reports definition of "severely disabled" will be presumed to qualify under this criterion if it is restricted, to the extent practicable, to the removal of such barriers by assisting the reconstruction of a public facility or improvement. Public facilities and improvements; Acquisition, construction, reconstruction, rehabilitation or installation of public facilities and improvements, except as provided in 570.207(a), of the Community Development Block Grant Entitlement Program Regulations 24 CFR 570, carried out by the recipient or other public or private nonprofit entities. Activities under this paragraph may be directed to the removal of material and architectural barriers that restrict the mobility and accessibility of elderly or severely disabled persons to public facilities and improvements, including those provided for in 570.207(a)(1).) In undertaking such activities, design features and improvements which promote energy efficiency may be included. Such activities may also include the execution of architectural design features, and similar treatments intended to enhance the aesthetic quality of facilities and improvements receiving CDBG assistance, such as decorative pavements, railings, sculptures, pools of water and fountains, and other CDBG Agreement for Program Year 2023 Page 6 works of art. EXHIBIT A-1 PROGRAM DESCRIPTION Subrecipient Name: OHRA Address: 2350 Ashland Street, Ashland, OR 97520 Telephone Number: (541) 631-2235 Contact Person: Dan Cano, Executive Director Signatory Officer: Dan Cano, Executive Director Statement of Work: Purchase of Electric commercial kitchen equipment and electrical service upgrade to serve the kitchen equipment, plus permits, and fees related to the project. The kitchen equipment will be used to prepare and serve meals to OHRA Center shelter occupants. Condition of award: OHRA will make available use of the commercial kitchen to the City in instances of a community wide emergency declaration, the term of use will be only darning times when the City declares a community wide emergency. The term of use will be in place for a period no longer than the term of the CDBG program requirements, which is 10 years from the date of contract. Project Schedule: July 1, 2023-December 31, 2025 CDBG Agreement for Program Year 2023 Page 7 EXHIBIT B EXPENDITURE, PAYMENT AND BUDGET PROVISIONS Program Expenditures Subrecipient shall expend up to the Agreement amount in accordance with the Subrecipient Agreement, Item 3 and the Line -Item Budget, Exhibit B-1. 2. Budget Revisions Subrecipient has the flexibility to spend 10 percent above or below budgeted line items without a budget adjustment as long as total amount does not exceed the Agreement amount. Once the Line -Item Budget, Exhibit B-1, has been approved through the execution of this Agreement, there can be no more than four requests for adjustments to budget line -item amounts during the Agreement period, including any final adjustments done at the end of the Contract term, December 31, 2025. Budget adjustments (i.e., those adjustments which do not alter (1) the basic scope of services or other performance to be provided under this Agreement, or (2) the total amount of money allocated hereunder) may be made upon mutual agreement between the parties and shall only be valid when reduced to writing and approved and signed by the Subrecipient and the Director of the Department of Community Development. 3. Unexpended Funds Any unexpended or unobligated funds remaining as of December 31, 2025 shall be resumed to City unless approval to extend Agreement is authorized by City prior May 1, 2025 in accordance with General Conditions, Exhibit D, Item 5. 4. Payment Provisions Payment will be made by the City up to the amount of the Agreement upon receipt of a properly executed Invoice for Services Provided form, Exhibit E. Invoices and reports shall be signed by Subrecipient's authorized representatives. Invoices will be submitted to the City CDBG Contact, Department of Community DevelopmentlPlanning Division, City of Ashland, 51 Winburn Way, Ashland, OR 97520. Invoices and reports shall be submitted quarterly or upon completion of work, no later than 15 days after the end of each claim quarter commencing Invoices and reports shall be submitted quarterly, no later than 15 days after the end of each claim quarter commencing July 1.2023 and concluding in December 31,_2025. Final invoice will be submitted to the City within 30 days of the end of the Agreement, December 31,_ 2025. 5. Invoice Documentation All invoices shall be supported with signed and dated documentation such as bills, receipts, invoices, payroll records and time sheets. Documentation shall adequately identify the source and application of funds for activities within this Agreement in accordance with the provisions of 24 CFR 85.20 and shall contain information pertaining to grant awards and authorizations, obligations, unobligated balances, assets, liabilities, outlays and income. All documentation shall be maintained in Subrecipient's files for not less than five years. CDBG Agreement for Program Year 2023 Page 8 6. Program Income For CDBG funded projects, the Subrecipient shall comply with provisions of 24 CFR 570.504(c) and 570.500 regarding program income. Program income is defined by HUD as the gross income received by a subrecipient directly generated from the use of CDBG funds. Program income includes, but is not limited to, the following: 1) proceeds from the disposition by sale or long-term lease of real property purchased or improved with CDBG funds; 2) proceeds from the disposition of equipment purchased with CDBG funds; 3) gross income from the use or rental of real or personal property acquired by a subrecipient with CDBG funds, less costs incidental to generation of the income; 4) gross income from the use or rental of real property owned by a subrecipient that was constructed or improved with CDBG funds, less costs incidental to generation of income; 5) payments of principal and interest on loans made using CDBG funds; 6) proceeds from the sale of loans made with CDBG funds; 7) proceeds from sale of obligations secured by loans made with CDBG funds; 8) interest earned on program income pending its disposition; and 9) funds collected through special assessment made against properties owned and occupied by households not of low and moderate income, where the assessments are used to recover all or part of the CDBG portion of a public improvement. The Subrecipient shall record the receipt and expenditure of program income. The Subrecipient shall submit program income reports with invoices and statistical reports quarterly, no later than 15 days after the end of each claim quarter commencing October 1, 2024 and concluding in December31, 2025. Program income shall be retained by the Subrecipient provided that it shall be used exclusively for eligible activities as defined in the CDBG Regulations (24 CFR Part 570). CDBG Agreement for Program Year 2023 Page 9 EXHIBIT C SPECIAL CONDITIONS Program Administration The Subrecipient is solely responsible for the conduct of the contracted program. Its employees and agents shall not be deemed employees or agents of the City unless regular employees of the City of Ashland complete the actual work performed. The Subrecipient will perform all necessary and customary functions in the management and supervision of Subrecipient personnel for all work performed under the Agreement. Project activities will be completed in compliance with the terms of this Agreement and the regulations applicable to this program. Specific project activities, which trigger formal procedural regulation, include the following: Subcontracting, Conflict of Interest, Procurement, Nondiscrimination and Public Information. 2. Designated Staff The Subrecipient shall designate an individual responsible for carrying out the contracted program, including coordination with City CDBG Administration Staff. Subrecipient shall further designate one or more individuals authorized to sign payment requests under this Agreement. The names and signatures of these individuals shall be provided to City and maintained in City's program files. City shall designate an individual as City Contact to be responsible for administration of this Agreement. The name of such designated individual shall be provided to the Subrecipient. 3, Reporting Statistical Reports will be submitted to the City no later than 15 days after the end of each claim quarter commencing October 7 2023 with subsequent reports due 15 days after the end of each claim quarter commencing October 9, 2023, and concluding December 31, 2025. A final report describing program achievements, a comparison to objectives and discussion of problems and solutions, shall be submitted within 30 days of the end of the Agreement, December 31, 2025. Reports shall include statistical reports covering the program period, to date. The sub -recipient is responsible to provide to the City all contractor and subcontractor wage scale reporting to determine compliance with applicable labor standards per Exhibit D part 37 of this agreement. 4. Client Confidentiality Subject to the requirements of Oregon Public Records Law, ORS 192.410 to 192.505, all client information, including lists of persons receiving services obtained by the Subrecipient in the performance of Agreement, shall be considered confidential and not divulged for any purpose not directly connected with the administration of the Agreement or monitoring and evaluation by City. City shall be allowed to review a sampling of case work history information to determine the adequacy of record keeping and quality of services performed. Nothing, however, prohibits the disclosure of information summaries, statistical, or other forms, which do not identify particular individuals. 5. Bilingual Assistance Subrecipient will provide bilingual assistance, as needed, to serve its clients. Bilingual assistance will be provided by bilingual staff to the extent possible. Bilingual means capable of using both English and Spanish languages with nearly equal facility. CDBG Agreement for Program Year 2023 Page 10 EXHIBIT D GENERAL CONDITIONS These General Conditions cover the use of Community Development Block Grant (CDBG) funds awarded under this Agreement to the Subrecipient by the City of Ashland. Termination for Cause In accordance with 24 CFR 85.43, if, through any cause, the Subrecipient shall fail to fulfill in a timely and proper manner his/her obligations under this Agreement, or if the Subrecipient shall violate any of the covenants, agreements, or stipulations of this Agreement, the City may avail itself of such remedies as cited in 24 CFR 85.43 including termination of this Agreement, by giving written notice to the Subrecipient of such action and specifying the effective date thereof. In such event, all finished or unfinished documents, data, studies, and reports prepared by the Subrecipient under this Agreement shall, at the option of the City, become the property of the City and the Subrecipient shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents, not to exceed the Agreement amount. Notwithstanding the above, the Subrecipient shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of the Agreement by the Subrecipient, and the City may withhold any payments to the Subrecipient for the purpose of set off until such time as the exact amount of damages due the City from the Subrecipient is determined. 2. Termination for Convenience In accordance with 24 CFR 85.44, the City and Subrecipient may terminate this Agreement at any time by mutual written agreement. If the Agreement is terminated by the City as provided herein, the Subrecipient will be paid an amount which bears the same ratio to the total compensation as the services actually performed bear to the total services of the Subrecipient covered by this Agreement less payments of compensation previously made. 3. Enforcement Remedies In the event of termination under Section A hereof by the City due to a breach by the Subrecipient, then the City may complete the work either itself or by agreement with another contractor, or by a combination thereof. In the event the cost of completing the work exceeds the amount actually paid to the Subrecipient hereunder plus the remaining unpaid balance of the compensation provided herein, then the Subrecipient shall pay to the City the amount of excess. Allowable costs shall be determined in accordance with 24 CFR 85.43(c). The remedies provided to the City under Sections 'I and 3 hereof for a breach by the Subrecipient shall not be exclusive. The City also shall be entitled to any other equitable and legal remedies that are available. In the event of breach of this Agreement by the City, then the Subrecipient's remedy shall be limited to termination of the Agreement and receipt of payment as provided in Section 2 hereof. In the event of termination under Section 1, the City shall provide the Subrecipient an opportunity for an administrative appeal_ CDBG Agreement for Program Year 2023 Page 94 4. Disputes Disagreements between the City and Subrecipient concerning the meaning, requirements, or performance of this Agreement shall be subject to final determination in writing by the City Administrator or in accordance with the applicable procedures (if any) required by the State or Federal Government. 5. Agreement Changes The City or Subrecipient may, from time to time, request changes in writing in the scope of services or terms and conditions hereunder. Major changes, including the scope of work, performance measures or any increase or decrease in the amount of the Subrecipient's compensation, shall be incorporated in written amendments to this Agreement, approved by the City Council and signed by the City Administrator on behalf of the City. Minor changes to the scope of work, budget line items, timing, reporting, or performance measures may be approved by the City Administrator on behalf of the City. 6. Agreement Non -renewal Sub -recipient understands and agrees that there is no representation, implication, or understanding that the services provided by Subrecipient under this Agreement will be purchased by the City under a new Agreement following expiration or termination of this Agreement and waives all rights or claims to notice or heading respecting any failure to continue purchase of all or any such services from Subrecipient. 7. Further Specifications for Operating Procedures Detailed specifications of operating procedures and budgets required by this Agreement, including but not limited to: monitoring, auditing, billing, reporting, or regulatory changes, may be developed and set forth in written Informal Agreements between the City and Subrecipient. Such Informal Agreements shall be designated as such and shall not be amendments to this Agreement except to the extent that they further detail or clarify that which is already required hereunder, Such Informal agreements may not enlarge in any manner the scope of this Agreement, including any sums of money to be paid the Subrecipient as provided herein. Informal Agreements may be approved and signed by the Director of the Community Development Department on behalf of City. 8. Non -Discrimination and Affirmative Action During the performance of this Agreement, the Subrecipient shall not discriminate based on race, religion, color, sex, age, national origin, marital status, political affiliation or handicap condition and the Subrecipient shall, to the maximum feasible extent, ensure all interested persons can reasonably obtain information about, and access to, HUD -funded activities. The Subrecipient agrees to comply with the following: A. The requirements of the Fair Housing Act (42 U.S.C. 3601-20) and implementing regulations at 24 CFR part 100; Executive Order 11063, as amended by Executive Order 12259 (3 CFR, 1958-1963 Comp., p. 652 and 3 CFR, 1980 Comp., p. 307) (Equal Opportunity in Housing) and implementing regulations at 24 CFR part 107; and title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d) (Nondiscrimination in Federally Assisted Programs) and implementing regulations issued at 24 CFR part 1; B, The prohibitions against discrimination on the basis of age under the Age Discrimination Act of 1975 (42 U.S.C. 6101-07) and implementing regulations at 24 CFR part 146, and the prohibitions against discrimination against handicapped individuals under section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and implementing regulations at 24 CFR part 8; CDBG Agreement for Program Year 2023 Page 12 C. The requirements of Executive Order 11246 (3 CER 1964-65, Comp., p. 339) (Equal Employment Opportunity) and the implementing regulations issued at 41 CFR chapter 60; D. The requirements of Section 3 of the Housing and Urban Development Act of 1968 (12 U.S.C. 1701) providing: (i) To the greatest extent feasible, opportunities for training and employment be given to low- income persons residing within the unit of general local government or the metropolitan area; and (ii) To the greatest extent feasible, contracts for work to be performed in connection with any such project be awarded to business concerns which are located in or owned in substantial part by persons residing in the same metropolitan area as the project; and E. The requirements of Executive Orders 11625 and 12432 (concerning Minority Business Enterprise), and 12138 (concerning Women's Business Enterprise). 9. Access to Records The City, HUD, the Comptroller General of the United States, or any of their duly authorized representatives, shall have access to any books, general organizational and administrative information, documents, papers, and records of the Subrecipient which are directly pertinent to this Agreement, for the purpose of making audit or monitoring, examination, excerpts, and transcriptions. All required records must be maintained by the Subrecipient for five years after the City makes final payments and all other pending matters are closed. 10. Maintenance of Records The Subrecipient shall maintain fiscal records on a current basis to support its billings to the City. The Subrecipient shall retain fiscal as well as all records relating to program and client eligibility for inspection, audit, and copying for five years from the date of completion or termination of this Agreement. The City or its authorized representative shall have the authority to inspect, audit, and copy on reasonable notice and from time to time any records of the Subrecipient regarding its billings or its work hereunder. 11. Audit Requirements Subrecipient shall arrange for annual, agency -wide audits conducted by an independent certified public accountant and carried out within six months from the end of each Agreement Year, If Subrecipient's fiscal year ends during the term of this Agreement, the audits may cover the Subrecipient's fiscal year provided the audit period includes at least six months of this Agreement period. Said audits shall be performed according to federal and state law and rules, specifically, the audits shall comply with OMB Circular A-133 (nonprofit and institutions of higher education) or A-128 (local governments). A copy of the audit and accompanying management letter shall be submitted annually to the City within two weeks of the date of the audit report. The audit shall include, at a minimum, assurances that: 1) financial statements present fairly the financial position of the Subrecipient; 2) costs charged to City are appropriate; and 3) Subrecipient is complying with conditions of the Agreement. The Subrecipient is responsible for either including subcontractors within its own annual audit or assuring that separate independent audits are conducted and submitted to City for each subcontractor. GDBG Agreement for Program Year 2023 Page 13 The City, either directly or through a designated representative, may audit the records of the Subrecipient at any time during the period established by Section 10 above. If an audit discloses that payments to the Subrecipient were in excess of the amount to which the Subrecipient was entitled, then the Subrecipient shall repay the amount of the excess to the City. 12, Monitoring The City, through the Department of Community Development, may monitor at least once each year, that portion of the Subrecipient's project funded with CDBG funds. Such monitoring shall ensure that the operation of the project conforms to the provisions of this Agreement. 13. Indemnity and Hold Harmless Subrecipient shall indemnify, defend and hold harmless the City, its officers, officials, boards, commissions, employees, volunteers, and agents from and against all claims, damages, suits, costs, judgments, losses, expenses, and attorney's fees arising directly or indirectly out of the performance of or the failure to perform the work described herein, caused in whole or in part by any negligent act or omission of the Subrecipient, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of the negligence of the City, except Subrecipient shall not be responsible when such liability arises from the sole negligence or willful misconduct of the City. Subrecipient shall promptly pay city for any costs that City incurs in enforcing this clause. 14. Insurance Requirements For the duration of this Agreement, Subrecipient shall procure and maintain insurance against claims for personal injury, bodily injury or property damage which may arise from or in connection with the work hereunder by the Subrecipient, his agents, representatives, and employees. Evidence of insurance acceptable to the City must be provided by the Subrecipient to the City before Subrecipient will be authorized to start work. 15. National Flood Insurance Program This Agreement is subject to the requirements of the Flood Disaster Protection Act of 1973 (P.L. 93-234) No portion of the assistance provided under this agreement is approved for acquisition for construction purposes as defined under Section 3(a) of said Act, for use in an area identified by the Secretary as having special flood hazards which is located in a community not then in compliance with the requirements for participation I n the national flood insurance program pursuant to Section 201 (d) of said Act; and the use of any assistance provided under this agreement for such acquisition or construction In such identified areas in communities then participation in the national flood insurance program shall be subject to the mandatory purchase of flood insurance requirements of Section 102 (a) of said Act. 16, Minimum Scope of Insurance A. Workers' Compensation and Employer's Liability insurance as required by state law. B. Commercial General Liability coverage at least as broad as an ISO form CG0001. Limits no less than $500,000 per occurrence for bodily injury and personal injury. Limits no less than $50,000 for property damage liability. CDBG Agreement for Program Year 2023 Page 14 C. Automobile Liability coverage covering any auto, at least as broad as ISO form CA0001. Limits no less than $500,000 for bodily injury and personal injury. Limits no less than $50,000 for property damage liability. D. Each policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty days prior written notice by certified mail, return receipt requested, has been given to the City. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: The City, its officers, officials, agents, volunteers, and employees are to be covered as insureds for liability arising out of activities performed by or on behalf of the Subrecipient; products and completed operations of the Subrecipient; premises owned, occupied, or used by the Subrecipient; and automobiles owned, leased, hired or borrowed by the Subrecipient. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, agents, volunteers, or employees. • For any claims related to this project the Consultant's insurance coverage shall be primary insurance as respects the City, its officers, officials, agents, volunteers, and employees. Any insurance or self-insurance maintained by the City, its officers, officials, agents, volunteers, and employees shall be excess of Subrecipient's insurance and shall not contribute with it. • Any failure to comply with reporting or other provisions of the Subrecipient's insurance policies including breaches of warranties shall not affect the coverage provided to the City, its officers, officials, agents, volunteers, and employees. • The Subrecipient's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of insurer's liability. E. Acceptability of Insurers Insurance that is placed with insurers having a current A.M. Best rating of no less than B+:VII will be considered acceptable without the approval of the City. All other insurers are subject to the approval of the City. F. Verification of Coverage Subrecipient shall furnish the City with certificates and original endorsements affecting the coverage herein required. Certified copies of policies must be furnished upon the request of the City. Endorsements must be signed by a person authorized by that insurer to bind coverage on its behalf. The form of endorsement is subject to the City's approval. G. Deductibles and Self -insured Retentions Any deductibles or self -insured retentions must be declared to the City and are subject to the City's approval. At the option of the City, either the insurer shall reduce or eliminate such deductibles or self -insured retentions with respect to the City; or the Subrecipient may be required by the City to procure a bond guaranteeing payment of losses, claims adjusting expenses, and defense costs below the deductible or self -insured retention. CDBG Agreement for Program Year 2023 Page 15 H. Subcontractors Subrecipient's insurance shall provide coverage for all subcontractors, or Subrecipient shall furnish to the City separate certificates and endorsements showing coverage for each subcontractor. The insurance requirements described herein shall apply to all subcontractors. 17. Subcontracting and Assignment The Subrecipient shall not assign this in whole or in part or any right or obligation hereunder, without prior written approval of the City, which approval shall not unreasonably be withheld. The subcontractor shall be responsible for adhering to all regulations cited within this Agreement. 18, Independent Contractor Status The Subrecipient is engaged as an independent contractor and will be responsible for any federal, state, or local taxes and fees applicable to payments hereunder. The Subrecipient and its subcontractors and employees are not employees of the City and are not eligible for any benefits through the City, including without limitation, federal social security, health benefits, workers' compensation, unemployment compensation, and retirement benefits. 19. Compliance with Laws In connection with its activities under this Agreement, the Subrecipient shall comply with all applicable federal, state and local laws and regulations. For CDBG-funded projects, the Subrecipient shall carry out its activities in compliance with 24 CFR 570. In particular, (but not to the exclusion of other sections) Subrecipient shall comply with applicable uniform administrative requirements, as described in 24 CFR 570.502. Should Federal or State regulations touching upon the subject of this Agreement be adopted or revised during the term hereof, this Agreement may be amended to assure conformance with such Federal or State requirements. 20. Conflicts of Interest No City officer or employee, during his or her tenure or for one year thereafter, shall have any interest, direct or indirect, in this Agreement or the proceeds thereof, as required in 24 CFR 85.36. No board or director member or employee of the Subrecipient, during his or her tenure or for one year thereafter, shall have any interest, direct or indirect, in this Agreement or the proceeds, as required in 24 CFR 85.36. Use of Agreement funds to pay personnel costs itemized in Agreement is exempted from this requirement. For CDBG-funded projects, the Subrecipient shall further comply with the conflict of interest provisions cited in 24 CFR 570.611. 21. Agreement Administration Non-profit contractors shall comply with the applicable provisions of OMB Circular No's. A-122, and A-110 Attachments B, F, H paragraph 2, and O, as described by 24 CFR 92.505, 22. Procurement and Property Management The Subrecipient shall comply with current Grantee policy concerning the purchase of equipment and shall maintain inventory records of all non -expendable person property as defined by such policy as may be procured with funds provided herein. All program CC]BG Agreement for Program Year 2023 Page 16 assets (unexpended program income, property, equipment, etc.) shall revert to the Grantee upon termination of this agreement. Unless specified otherwise within this agreement, the Subrecipient shall procure all materials, property, or services in accordance with the requirements of 24 CFR 84.40- 48. The Subrecipient agrees that any real property, equipment or supplies purchased wholly or in part with program funds will be managed under the same guidelines applicable to the City in accordance with 24 CFR 570.505 (real property), 24 CFR Part 85.32 (equipment), and 24 CFR Part 85.33 (supplies). 23. ExpirationfReversion of Assets For CDBG-funded projects, the Subrecipient shall comply with the Reversion of Assets provision of 24 CFR 570.503(b)(8). Upon expiration of this agreement, the Subrecipient shall transfer to the recipient any CDBG funds on hand at the time of expiration and any accounts receivable attributable to the use of CDBG funds. The CDBG benefit of acquisition or improvement to real property with CDBG funds will be realized only after ten years of public service to extremely low-, low- and moderate - income Ashland residents at a level of 51 % of all clients served at the property. The Subrecipient shall use real property acquired or improved with CDBG funds to provide eligible CDBG client services to a population of at least 51 % or more extremely low-, low- and moderate -income persons as classified by the U.S. Department of Housing and Urban Development until 10 years after expiration of this agreement. It is the City's intention that the full public benefit of this project inure to the Subrecipient's clients or in the alternative, that City recover the monetary equivalent of an unrealized public benefit as follows: A. If the Subrecipient should sell property acquired or improved with CDBG funds, or for any reason discontinue using the property to provide eligible CDBG client services to a population of at least 51 % or more extremely low-, low- and moderate -income persons as classified by the U.S. Department of Housing and Urban Development, prior to five years from the completion date, the Subrecipient will be obligated to repay CDBG grant funds in the full amount to City. If the Subrecipient should sell property acquired or improved with CDBG funds, or for any reason discontinue using the property to provide eligible CDBG client services to a population of at least 51 % or more extremely low-, low- and moderate -income persons as classified by the U.S. Department of Housing and Urban Development, after five full years of use and prior to ten years from the completion date, the Subrecipient will be obligated to repay CDBG grant funds to City, upon demand, that percentage of the grant equal to the percentage of time then remaining until the expiration of ten years from the completion of the work. (For example, if the Subrecipient discontinues service and the property is sold after six years, the Subrecipient shall repay 40% of the grant funds to City. Payment shall be made by the Subrecipient within 90 days of the date the Subrecipient sells the property or otherwise discontinues its use for the approved, eligible public services. B. If within the 10-year period, the Subrecipient moves to anew location where it continues to deliver client services similar to those it now provides, City may, at its sole option, find the replacement facility a satisfactory replacement and waive the reimbursement payment required by paragraph 23.A. C. The Subrecipient may not change the use or planned use of real property acquired or improved with CDBG funds unless the Subrecipient receives approval from the City, and either: CDBG Agreement for Program Year 2023 Page 17 The new use of such property qualifies as meeting one of the CDBG national objectives and is an eligible use of CDBG funds or; ii. If the City determines, after consultation with affected citizens, that is necessary or appropriate to change the use of the property to a use which does not qualify under paragraph 23.c.i, it may retain or dispose of the property for such use if City is reimbursed in the amount of the current fair market value of the property less any portion attributable to expenditures of non -grant funds for acquisition of, and improvement to, the property. 24. Oregon Law and Forum This Agreement shall be construed according to the law of the State of Oregon. Any litigation between the City and the Subrecipient arising under this Agreement or out of work performed under this Agreement shall occur, if in the state courts, in the Jackson County court having jurisdiction thereof, and if in the federal courts, in the United States District Court for the State of Oregon. 25. Availability of Funds It is understood by all parties to this Agreement that the funds used to pay for services provided herein are provided to the City through a grant from the U.S. Department of Housing and Urban Development. In the event that funding is reduced, recaptured, or otherwise made unavailable to the City as a result of federal action, the City reserves the right to terminate the Agreement as provided under Section 2 hereof, or change the scope of services as provided under Section 5 hereof. Should Federal or State regulations touching upon the subject of this Agreement be adopted or revised during the term hereof, this Agreement may be amended to assure conformance with such Federal or State requirements. 26. Minimizing Displacement/Relocation The Subrecipient assures that it will take all reasonable steps to minimize the displacement of persons as a result of this Agreement and shall comply with the applicable provisions of 24 CFR 570.606, 27. Program Access by the Disabled The Subrecipient shall, to the maximum feasible extent, ensure interested persons can reasonably obtain information about, and access to, HUD -funded activities. 28. Publicity and 5ignage Publicity, including signage at any construction/building site, regarding the project shall note participation of the City of Ashland Department of Community Development and the U.S. Department of Housing and Urban Development. All construction projects receiving $50,000 or more in CDBG grant funds shall place a sign on the project site acknowledging the financial assistance from the Department of Housing and Urban Development. The sign shall be installed prior to construction and shall be maintained for the duration of the construction period. The sign shall be a minimum of 4 feet by 4 feet. The background of the sign shall consist of three equal horizontal bands: the top red, center white, and the bottom blue. Lettering shall be black. The top section shall contain the name of the project and any other relevant information, e.g., the name of the project sponsor, purpose of the project, etc. The lower section may contain other information as desired, e.g., the name of the local chief executive, other financial contributors, architect, engineer, etc. The center section shall contain the following language, "This project is funded in whole or in part with funds CDBG Agreement for Program Year 2023 Page 18 provided by the U,S. Department of Housing and Urban Development (HUD)." The words U,S. Department of Housing and Urban Development shall be in 4-inch block letters. Subrecipients may use the design and pattern of previously developed project signs, provided that the sign is amended to acknowledge the contribution by the U.S. Department of Housing and Urban Development, in lettering no smaller than that used to acknowledge other contributors to the project. 29. Lobbying No Federal appropriated funds have been paid or will be paid, by or on behalf of the Subrecipient, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal Agreement, grant, loan, or cooperative agreement. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal Agreement, grant, loan, or cooperative agreement, the Subrecipient shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. The Subrecipient shall require that the language of this certification be included in the award documents for all sub -awards at all tiers (including subcontracts, sub -grants, and contracts under grants, loans and cooperative agreement) and that all Subcontractors shall certify and disclose accordingly. 30. Church -State The Subrecipient agrees to comply with the applicable provisions of 24 CFR 570.2000) regarding the use of federal funds by religious organizations. No religious content or materials will be disseminated in any part of the programs or services funded under this Agreement. 31. Non -substitution for Local Funding For CDBG-funded projects, the Subrecipient will not utilize grant funds to reduce substantially the amount of local financial support for community development activities below the level of such support prior to the availability of funds under this Agreement. 32. Copyrights and Rights in Data Subrecipient shall not publish or transfer any materials produced or resulting from activities supported by this Agreement without the express written consent of the City Administrator. If any material is subject to copyright, the City reserves the right to copyright such, and the Subrecipient agrees not to copyright such material. If the material is copyrighted, the City 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. 33. Nonparticipation in Political Activities The Subrecipient shall comply with the provisions of the Hatch Act (5 USC, Chapter 15). 34. Real Property Acquisition The Subrecipient shall comply with the applicable provisions of 49 CFR 24 regarding the use of federal funds for acquisition of real property, and with the applicable provisions of CDBG Agreement for Public Improvement Projects Program Year 2023 Page 19 the Reversion of Assets provision of 24 CFR 570.503(b)(8) as described in D.23 of this agreement. 35. Environmental Review The Subrecipient shall comply with the 24 CRR 92.352, 24 CFR PART 58 and the National Environmental Policy Act of 1969. The Subrecipient shall not enter into a contract for, or otherwise commit CDBG funds for a project prior to the City's completion of an environmental review in accordance with 24 CFR part 50. The Subrecipient shall supply the City with the information necessary for the City to perform any applicable environmental review when requested under CFR 583.225(a). The Subrecipient shall carry out mitigating measures required by the City or ensure that alternate sites are utilized according to 24 CFR 54.22. 36. Debarred, Suspended or Ineligible Contractors, Subrecipient or Officers The Subrecipient agrees to comply with the applicable provisions of 24 CFR 570.609 regarding the Debarred, Suspended or Ineligible Contractors or Subrecipients. The Subrecipient shall not use CDBG funds to employ directly or indirectly, award contracts to, or other wise engage the services of, of fund any contractor or subrecipient during any period of debarment, suspension, or placement in ineligibility status under the provisions of 24 CFR part 24. The Subrecipient shall not have officers or board members that are debarred, suspended or ineligible to work on projects using federal funds. 37. Labor Standards The Subrecipient agrees to comply with the applicable provisions of the Davis -Bacon Act, the Contract Work Hours and Safety Standards Act (CWHSSA), the Copeland Act and the Fair Labor Standards Act covered under the regulations in 29 CFR Parts 1,3,5,E and 7. The Subrecipient shall pay all laborers and mechanics employed by contractor or subcontractors on construction work financed in whole or in part with CDBG funds wage rates not less than those prevailing on similar construction in the locality as determined by the Secretary of Labor in accordance with the Davis -Bacon Act. The Contract Work Hours and Safety Standards also apply. However, these requirements apply to the rehabilitation of residential property only if such property contains not less than 8 units. In addition to the provisions outlined above, the subrecipient also agrees to comply with the City of Ashland Living Wage Ordinance (Chapter 3.12 of the Ashland Municipal Code) which requires that a living wage be paid to employees, employees of contractors to the city, and employees of recipients of city grants. All employers and grant recipients covered under this chapter shall pay employees a "living wage" of wages and benefits equal to or greater than $12.96 per hour (adjusted annually to reflect increases in the Consumer Price Index). Benefits, which can be attributed to a living wage, are limited to health care, retirement, 401 k and IRS eligible cafeteria plans including childcare. 38. Lead -Based Paint The Subrecipient shall comply with the applicable provisions of 24 CFR 35, Requirements for Notification, Evaluation and Reduction of Lead -Based Paint Hazards in Federally Owned Residential Property and Housing Receiving Federal Assistance. The purpose of the regulation is to protect young children from lead -based paint hazards in housing that is either receiving assistance from the Federal government or is being sold by the government. 39. Non -Profit Grant Agreements The subrecipient shall comply with all applicable provisions of 24 CFR Part 84, Uniform Administrative requirements for Grants and Agreements with Institutions of Higher CDBG Agreement for Public Improvement Projects Program Year 2023 Page 20 Education, Hospitals, and other Non -Profits. Non -profits receiving CDBG funds shall establish written procurement procedures as per the requirements of 24 CFR 84.44. 40. Architectural Barriers Act and the Americans with Disabilities Act The Architectural Barriers Act of 1968 (42 U.S,C. 4151-4157) requires certain Federal and Federally funded buildings and other facilities to be designed, constructed, or altered in accordance with standards that ensure accessibility to, and use by, physically handicapped people. A building or facility designed, constructed, or altered with funds allocated or reallocated under this part after Dec. 11tt', 1995, and that meets the definition of "residential structure" as defined in 42 CFG 101-19.602(a) is subject to the requirements of the Architectural Barriers Act of 1968 and shall comply with the Uniform Federal Accessibility Standards (appendix A to 24 CFR part 40 for residential structures, and appendix A to 41 CFR part 101-19. Sib [art 101-19.6, for general type buildings). The Americans with Disabilities Act (42 U.S.C. 12131; 47 U.S.C. 155, 201, 218 and 225) (ADA) provides comprehensive civil rights to individuals with disabilities in the areas of employment, public accommodations, State and local government services, and telecommunications. It further provides that discrimination includes a failure to design and construct facilities for first occupancy no later than January 26, 1993, that are readily accessible to and usable by individuals with disabilities. Further, the ADA requires the removal of architectural barriers and communication barriers that are structural in nature in existing facilities, where such removal is readily achievable -- that is, easily accomplishable and able to be carried out without much difficulty or expense. 41. Suspension and Termination In accordance with 24 CFR 85.43, suspension or termination may occur if the subrecipient materially fails to comply with any term of the award, and that the award may be terminated for convenience in accordance with 24 CFR 85.44. CDBG Agreement for Public Emprovement Projects Program Year 2023 Page 21 EXHIBIT E INVOICE FOR SERVICES TO: Linda Reid FROM: Date: City of Ashland Project Title: Dept. of Community Development Invoice No.: Planning Division Invoice Amount: 20 E. Main St. Purchase Order No. Ashland, OR 97520 For Month/Qtr. Of: BUDGET LINE ITEM ANNUAL BUDGET CURRENT EXPENDITURES EXPENDED TO DATE UNEXPENDED BUDGET AMOUNT TOTAL TOTAL REIMBURSEMENT REQUEST: Request is hereby made for reimbursement of current month/quarter expenditures. Reimbursement is requested based on actual expenses incurred in providing services in accordance with the Agreement with the City of Ashland. I certify that this statement of expenditures is made herein to the best of my knowledge. All reported expenditures are supported by documentation, attached and filed in Sub -recipient's files and are subject to audit by City of Ashland and the Department t of Housing and Urban Development. SIGNATURE: DATE: TITLE: PHONE: FOR CITY OFFICE USE APPROVED FOR PAYMENT: DATE: CDEIG Agreement for Public Improvement Projects Program Year 2023 Page 22 EXHIBIT F STATISTICAL REPORT OF SERVICES PROVIDED (TABLE 1 NOT APPLICABLE TO LAND ACQUISITION - PROCEED TO TABLE 2and 3 and Exhibit F-1) Project Title: Month(s) of: Subrecipient Name: TABLE 1 * Client data must be collected based on the client's family. A low-income person is defined by HUD as a member of a family having an income equal to or less than the low- income limits established by HUD in the table on page 7. A family is defined by HUD as all persons living in the same household who are related by blood, marriage, or adoption. An individual living in a housing unit that contains no other person(s) related to him/her is considered to be a one person family for this purpose. Adult children who continue to live at home with their parent(s) are considered to be part of the family for this purpose and their income must be counted in determining the total family income. A dependent child who is living outside of the home (e.g. students living in a dormitory or other student housing) is considered for these purposes to be part of the family upon which he/she is dependent, even though he/she is living in another housing unit. CDBG Agreement for Public Improvement Projects Program Year 2023 Page 23 FABLE 2 Income Limits by Family Size: $/year "For the Medford -Ashland Statistical Area as determined by the Department of Housing and Urban Development 2024 Household Size 1 2 3 4 5 6 7 8 30%AMI $18,450 $21,100 $25,820 $31,200 $36,580 $41,960 $47,340 $52,720 50%AMI $30,750 $35,150 $39,550 $43,900 $47,450 $50,950 $54,450 $57,950 80%AMI 1 $49,200 1 $56,200 1 $63,250 $70,250 $75,900 $81,500 $87,150 $92,750 TABLE 3 American Indian or Alaskan Native Asian or Pacific Islander Black/African American Native Hawaiian/Pacific Islander White American Indian or Alaskan Native and White Asian and White Black or African American and White American Indian or Alaskan Native and Black or African American Other Multi -racial Hispanic or Latino Non -Hispanic or Latino Disabled Households Female Headed Household CDBG Agreement for Public Improvement Projects Program Year 2023 Page 24 EXHIBIT F-1 CDBG CLIENT/FAMILY INFORMATION FORM Client's Name: Address: Total Number of Persons in Family (see definitions below): List Names of Family Members Living In Household: Head of Household: Additional Members: Total Monthly Income Sources for All Family Members Living In Household Employment, Gross Income: Other Resources Social Security/SSI: Other Pension: Unemployment Child Support: Public Welfare: Alimony: Veteran's Benefits: Total Monthly Income: Ethnicity and Race Grantees are to ask respondents to identify their client's ethnicity prior to asking them to identify their race. Hispanic will now be considered an ethnicity category rather than a race category. Please check one ethnicity about the client: Hispanic or Latino Not Hispanic or Latino Please select one or more of the following as self identified by the client: American Indian/Alaskan Native Asian Black/African American Native Hawaiian/Pacific Islander White Please complete the following about the client. Disabled yes no Female Headed Household yes no CDBG Agreement for Public Improvement Projects Program Year 2023 Page 25 Low -Income Person: A low- to moderate -income person is defined by HUD as a member of a family having an income equal to or less than the low- to moderate - income limits established by HUD in the table on page 7. Family: A family is defined by HUD as all persons living in the same household who are related by blood, marriage, or adoption. An individual living in a housing unit that contains no other person(s) related to him/her is considered to be a one -person family for this purpose. Adult children who continue to live at home with their parent(s) are considered to be part of the family for this purpose and their income must be counted in determining the total family income. A dependent child who is living outside of the home (e.g. students living in a dormitory or other student housing) is considered for these purposes to be part of the family upon which he/she is dependent, even though he/she is living in another housing unit. Income information provided above subject to verification by local or Federal government. CDBG Agreement for Public Improvement Projects Program Year 2023 Page 26