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HomeMy WebLinkAbout1996-059 Grant - CERVS/ICCAGRANT AGREEMENT Grant agreement made this 22rid day of December, 1995, between the City of Ashland, Oregon ("City") and Community Emergency Resources and Vital Services ("C.E.R.V.S"), an Oregon non-profit corporation by and through the Interfaith Care Community of Ashland ("ICCA"). Recitals: A. City desires to enter into an agreement to grant federal Community Development Block Grant ("CDBG") funds to ICCA to purchase the land and building described in this agreement ("the property") and ICCA is willing to provide public services on the terms and conditions set forth in this agreement and in the following exhibits: Exhibit A: Exhibit B: Exhibit C: Exhibit D: Scope of Work/Property Description Federal Community Development Block Grant Regulations and Requirements Client/Household Data Sheet Special Conditions City and ICCA agree: 1. Services to be Provided. ICCA agrees to provide those services described on the attached Exhibit A (the "work"). 2. Consideration. The consideration which City shall grant to ICCA for the work, including any expenses incurred by ICCA in performing the work, shall be $105,000, payable to C.E.R.V.S. and Crater Title Insurance Company at closing of the property purchase. Closing shall occur no later than December 29, 1995. The obligations of ICCA under this agreement shall be secured by a trust deed on the property. City agrees to release the property from the trust deed after the expiration of ten years from the date of this agreement. 3. Conditions of Default. The CDBG benefit of this acquisition grant will be realized only after ten years of public service to very low and lower income Ashland residents at a level of 51% of all clients served at the property. It is the City's intention that the full public benefit of this project inure to ICCA's clients, or in the alternative, that City recover the monetary equivalent of any unrealized public benefit as follows: 3.1. If ICCA should sell the property acquired with CDBG funds, or for any reason discontinue using the property for the client services, or reduces service from the required 51% very low and lower income Ashland residents level, which it currently delivers, prior to the 10 years from the completion date, ICCA 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 10 years from the completion of the work. (For example, if ICCA discontinues service and the property is PAGE i-GRANT AGREEMENT (p:~g~xi¢~.~) sold after one year, ICCA shall repay 90% of the grant funds to City. Payment shall be made by ICCA within 90 days of the date ICCA sells the property or otherwise discontinues its use for the following public services: 3.1.1. Crisis, access, and referral services, including case management, counseling, and assisting clients to access other needed social services; 3.1.2. Showers and laundry facilities provided in-house; and 3.1.3. Vouchers for prescriptions, transportation, camping, and motel stays. 3.2. If within the 10 year period, ICCA moves to a new 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 3.1. 3.3. ICCA may not change the use or planned use of any such property unless ICCA provides affected citizens with reasonable notice of, and opportunity to comment on, any such proposed change, and either: 3.3.1. The new use of such property qualifies as meeting one of the national objectives and is not a building for the general conduct of government or; 3.3.2. If ICCA determines, after consultation with affected citizens, that it is necessary or appropriate to change the use of the property to a use which does not qualify under paragraph 3.3.1, 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. 4. Option to Purchase. In consideration of the award of this grant, ICCA grants to City an option to purchase the property acquired with these grant proceeds. Such an option to purchase shall give City an exclusive right to purchase the property for the price and on the terms set forth in this agreement, if the property is offered for sale or disposition. 4.1. This option to purchase may be exercised by City giving written notice to ICCA of the exercise of the option within 30 days of written notice to City of ICCA's intention to sell the property. The purchase price shall be fair market value of the property as determined by a qualified appraiser selected by ICCA and City minus the amount of CDBG money paid to ICCA for purchase of the subject property as of the date of the exercise of the option. 4.2. Closing shall occur within 30 days after determination of the purchase price. Each party shall pay one-half of the closing costs. At closing, ICCA shall convey the subject property to City by statutory warranty deed, free and clear of all liens and PAGE 2-GRANT AGREEMENT encumbrances of record. 4.3. City may rescind its agreement to purchase at any time prior to closing for any reason and without any liability to City. 5. Contract Administration. Each party designates the following as its representative for purposes of administering this agreement: C.E.R.V.S.: City: Chuck Taboada Sr. C.E.R.V.S 601 N. Grape Medford, OR 97501 Kelly Madding Community Development Department 20 East Main Street Ashland, Oregon 97520 Either party may change its designated representative by giving written notice to the other as provided in paragraph 12. 6. Records/Inspection. ICCA shall maintain records of its CDBG grant requirements under this contract for a period of not less than ten full fiscal years following completion date of this agreement as follows: 6.1. ICCA shall ensure access to records and financial statements, as necessary, to provide effective monitoring and evaluation of program performance. Upon reasonable advance notice, City or its authorized representatives may from time to time inspect, audit, and make copies of any of ICCA's records that relate to this agreement. If any audit by City discloses that payments to ICCA were in excess of the amount to which ICCA was entitled under this agreement, ICCA shall promptly pay to City the amount of such excess. If the excess is greater than 1% of the agreement amount, ICCA shall also reimburse City its reasonable costs incurred in performing the audit. 6.2. ICCA shall maintain files of unduplicated clients served in all programs, including the intake, counseling and referral services provided to primarily homeless residents, single adults and families. Documentation shall verify eligibility for federal CDBG funds as detailed in Exhibit B. Information maintained shall include residency, income level, ethnic data, female head of household, and disability status. 6.3. ICCA shall maintain work project files containing evidence of required elements of the acquisition process as outlined in Housing and Urban Development Handbook 1378 entitled Tenant Assistance, Relocation and Real Property Acquisition. 7. Indemnification. ICCA agrees to defend, indemnify and save City, its officers, employees and agents harmless from any and all losses, claims, actions, costs, expenses, judgments, subrogations, or other damages resulting from injury to any person (including injury resulting in death,) or damage (including loss or destruction) to property, of whatsoever nature arising out of or incident to the performance of this PAGE 3-GRANT AGREEMENT agreement by ICCA (including but not limited to, ICCA's employees, agents, and others designated by ICCA to perform work or services attendant to this agreement). ICCA shall not be held responsible for damages caused by the negligence of City. 8. Subcontracting. ICCA shall not subcontract required public service performance, covered in this agreement, in whole or in part, without City's prior written approval. ICCA shall require any approved subcontractor to agree, as to the portion subcontracted, to comply with all CDBG obligations of ICCA specified in this contract. ICCA shall remain obligated for full public service performance of this agreement and City shall incur no obligation to any subcontractor. ICCA shall indemnify, defend, and hold City harmless from all claims of ICCA's contractors. 9. Assignment and Subletting. ICCA shall not assign this contract, in whole or in part, or any right or obligation under this agreement, without City's prior written approval. ICCA shall not rent, sublet or donate space on the property to anyone, without City's prior written approval. ICCA shall require any approved tenant to agree to comply with all obligations of ICCA specified in this agreement. Obligations include, but are not limited to, elements designated in Exhibit B, Community Development Block Grant Regulations and Requirements. Notwithstanding City's approval of a tenant, ICCA shall remain obligated for full performance of this agreement and City shall incur no obligation to any tenant. ICCA shall indemnify, defend and hold City harmless from all claims of tenants. 10. Statutory Requirements: ORS 279.312, 279.314, 279.316 and 279.320 are made part of this contract. 11. Compliance With Laws. ICCA shall comply with all applicable federal, state, and local laws, rules, ordinances, and regulations at all times and in the performance of the work inc]uding, but not limited to, those detailed in Exhibits B, C and D. 12. Notices. Any notices permitted or required by this contract shall be deemed given when personally delivered or upon deposit in the United States mail, postage fully prepaid, certified, return receipt requested, addressed to the representative designated in paragraph 6. Either party may change its address by notice given to the other in accordance with this paragraph. 14. Arbitration. Any controversy regarding the terms and conditions of this agreement shall be submitted to arbitration. Any party may request arbitration by written notice to the other. If the parties cannot agree on a single arbitrator within 15 days from the giving of notice, each party shall within five days select a person to represent that party and the two arbitrators shall immediately select a third impartial person to complete a three-member arbitration panel. If the two arbitrators cannot agree within 15 days on the third arbitrator, then either party may petition the Presiding Judge of the Jackson County Circuit Court to select the third arbitrator. The panel shall conduct the arbitration in accordance with the provisions of ORS Chapter 33, or the corresponding provisions of any such future law. The arbitrator(s) shall assess all or part of the cost of the arbitration, including attorney fees, to any or all parties. PAGE 4-GRANT AGREEMENT 13. Termination. Upon 30 days' prior written notice delivered to the person designated in paragraph 5, City may, without cause, terminate its participation in this agreement. ICCA may terminate its participation in this agreement, after 30 days written notice delivered to the person designated in paragraph 6. Should ICCA select to terminate its participation in this agreement, application of conditions of default as provided in paragraph 3 shall become effective. 14. Integration. This agreement embodies the entire agreement of the parties. There are no promises, terms, conditions or obligations other than those contained in this agreement. This agreement shall supersede all prior communications, representations or agreements, either oral or written, between the parties. This agreement shall not be amended except in writing, signed by both parties. 15. Interpretation. This agreement shall be governed by and interpreted in accordance with the laws of the state of Oregon. City of Ashland Brian Almquis ~i~,~lminist~a~tt r / By: Title: PAGE 5-GRANT AGREEMENT (p:agree\icca.k) Exhibit A A. 1. PROPERTY DESCRIPTION: Property located at 144 N. 2nd Avenue, Ashland, Oregon; Map and Tax Lot Number: 9BA 9200; more particularly described as: Lots 15 and 16 in Block "M" of the RAILROAD ADDITION to the City of Ashland, Jackson County, Oregon, according to the Official Plat thereof. A.2. SCOPE OF WORK: CDBG grant funds shall be used exclusively toward acquisition of the property for the purposes of conducting the following public services for very low and lower income residents of the city of Ashland: A.2.1. Crisis, access, and referral services, including case management, counseling, and assisting clients to access other needed social services; A.2.2. Showers and laundry facilities provided in-house; and A.2.3. Issue vouchers for prescriptions, transportation, camping, and motel stays. PAGE 6-GRANT AGREEMENT Exhibit B COMMUNITY DEVELOPMENT BLOCK GRANT REGULATIONS AND REQUIREMENTS B.1. ICCA shall utilize federal CDBG funds to acquire the property and provide ongoing public service programs as described in Exhibit D. At least 51% of all clients served will be very low and lower income residents of the city of Ashland. Based on the terms and conditions set forth in this agreement and in Exhibit C, Client Data Sheet, ICCA monitors eligibility for CDBG funding by maintaining information on clients served according to the following HUD 1994 Family Income Guidelines for Ashland, Oregon. ICCA certifies that at least 51% of all clients served are within this income range. Household Size Very Low Income LowerIncome 1 $12,300 $19,700 2 14,100 22,550 3 15,850 25,350 4 17,600 28,150 5 19,000 30,400 6 20,400 32,650 7 21,800 34,900 8 23,250 37,150 B.2. ICCA shall submit to City annual certification, in writing, that ICCA has provided and will continue to provide services, as described in Exhibit D Special Conditions, to very low and lower income Ashland residents at a level equal to or greater than 51% of all clients served. Certification shall be submitted every 12 months, until full CDBG benefit has been realized, 10 full calendar years from the completion date of this agreement. B.3. ICCA shall submit to City copies of required elements of the acquisition process as outlined in Housing and Urban Development Handbook 1378 entitled Tenant Assistance, Relocation and Real Property Acquisition prior to closing of property acquisition purchase. Items to include: B.3.1. Copy of completed appraisal verifying Fair Market Value of property. B.3.2. Copy of Notice of Intent to Acquire letter and accompanying certified mail receipt. B.3.3. Copy of communication informing seller of Fair Market Value of property. B.3.4. Copy of final offer made to seller verifying sale as Fair Market Value amount or seller's acceptance of lesser amount. B.4. ICCA shall comply with the requirements and standards of OMB Circular A-122, "Cost Principles for Nonprofit Organizations" or OMB Circular A-21, "Cost Principles for Educational Institutions", OMB Circular A-133, "Audits of Institutions of Higher Education and other Nonprofit Organizations", and as applicable, Attachments to OMB PAGE 7-GRANT AGREEMENT (p:agree\icca.k) Circular A-110, "Grants and agreements with Institutions of Higher Education, Hospitals, and Other Nonprofit Organizations". B.5. ICCA shall comply with the requirements and standards of HUD Section 504 of the Rehabilitation Act of 1973 (as amended). As a recipient of federal CDBG funds, ICCA is designated as a recipient organization as it applies to Section 504 regulations. B.6. ICCA shall ensure that no person be excluded from participation in or be denied benefits of or be subjected to discrimination in any programs, activities, facilities, housing, or employment opportunities based on race, color, national origin, religion, sex, age, familial status, or handicap in accordance with P.L. 88-352 (Title Vl), P.L. 90- 284 (1-itle VIII), Executive Order (E.O.) 11063, as amended by E.O. 12259, Section 109 of the Act, E.O. 11246, as amended by E.O. 12086, and Section 3 of the Act. B.7. If ICCA represents that it is, or may be deemed to be, a religious or denominational institution or organization, or an organization operated for religious purposes, which is supervised or controlled by, or in connection with a religious or denominational institution or organization, then ICCA certifies that: B.7.1. The public services provided on ICCA property are exclusively non- religious in nature and scope; B.7.2. There are no religious services, proselytizing, instruction, or any other religious influences in connection with the public services on ICCA property; B.7.3. There is no religious discrimination in terms of employment or benefits under the public services; and B.7.4. The property used to provide public services shall contain no sectarian or religious symbols or decorations. B.8. If ICCA generates income from charges for services or fees from clients for providing public services and/or lease or rental of space on the property or in the facility, such program income shall be retained by ICCA. All such program income earned by ICCA shall be used exclusively for future provision of public services by ICCA to very low and lower income Ashland residents, a CDBG eligible activity. B.9. No persons, as described in the following paragraph, who exercise or have exercised any functions or responsibilities with respect to the CDBG acquisition of real property covered in this agreement, or are in a position to participate in the decision making process or gain inside information with regard to such activity, may obtain a personal or financial interest or benefit from the CDBG acquisition activity, or have an interest in any contract, subcontract or agreement with respect to such activity, or the proceeds thereunder, either for themselves or those with whom they have family or PAGE 8-GRANT AGREEMENT business ties, during their tenure or for one year thereafter. B.9.1. Persons covered in the conflict of interest provisions above include any person who is an employee, agent, consultant, officer, or elected official or appointed official of ICCA. PAGE 9-GRANT AGREEMENT (p:agrcc\icca.k) Client's Name Address Exhibit C COMMUNITY DEVELOPMENT BLOCK GRANT CLIENT INFORMATION FORM TOTAL NUMBER LIVING IN HOUSEHOLD LIST NAMES OF PERSONS LIVING IN HOUSEHOLD: Client Additional Household Members: TOTAL ANNUAL INCOME FOR ALL MEMBERS IN HOUSEHOLD: (Estimated income for any 12 month period) List all resources including: Employment Unemployment Benefits Public Welfare Veteran's Benefits Social Security/SSI Other Pension Child Support Alimony TOTAL ANNUAL INCOME $ Please check ONE of the following about the CLIENT: White (not Hispanic) origin Black (not Hispanic) origin American Indian or Alaskan Native Hispanic Asian or Pacific Islander Other If Other, please list Please complete the following about the CLIENT: Disabled: yes no Female Head of Household yes no Income information provided subject to verification by local or federal government. PAGE 10-GRANT AGREEMENT Exhibit D SPECIAL CONDITIONS D.1. Prior to execution of this agreement, an Environmental Assessment of this project was conducted by City, as required by CDBG environmental regulations contained in 24 CFR Part 58, "Environmental Review Procedures for Title I Community Development Block Grant Programs". Based on that review and evaluation of the project, the following finding is made: D.1.1. EXEMPT This project has been reviewed and it has been determined that it is an exempt activity per Section 58.34 (a)(10). No Federal laws and authorities listed at Section 58.5 are affected. D.2. According to FEMA Map # 410122 000 01 B June 1, 1981, the property to be acquired is not located in the 100 year floodplain. No flood insurance coverage is required. PAGE l 1-GRANT AGREEMENT