HomeMy WebLinkAboutC2012-348 - 4/24/2012 - ApprovedTHE STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF NUECES §
This agreement ("Agreement') is made and entered into between the City of Corpus
Christi, a Texas home-rule municipal corporation ("City"), acting through its City
Manager or the City Managers designee ("City Manager"), and Nueces, County Mental
Health and Mental Retardation Community Center doing business as MHMR of Nueces
County ( "Subrecipient"), a Texas non-profit community center created under Chapter
534 of the Texas Local Government Code and organized under the laws of the State of
Texas.
WHEREAS, the City has allocated Two Hundred and Eighty Thousand Dollars
($280,000) from the FY2012-13 Community Development Block Grant ("CDBG")
Program for building improvements at 1546 South Brownlee Boulevard, Corpus Christi,
Nueces County, Texas ("Facilities");
WHEREAS, the City desires that safe Facilities be provided for low and moderate
income individuals;
WHEREAS, the Subrecipient desires to provide Facilities to low and moderate income
individuals within the City of Corpus Christi in conformity with 24 CFR 570.208, as
amended; and
WHEREAS, the City wishes to encourage the services provided by the Subrecipient,
there being a genuine need for these services and for appropriate Facilities to provide
such services in the City of Corpus Christi.
NOW, THEREFORE, the City and the Subrecipient agree as follows:
SECTION 1. SCOPE, BUDGET, SCHEDULE, AND PAYMENT REQUIREMENTS.
1.1 Scope of Work. The Subrecipient shall complete the work outlined in the funding
proposal that was submitted and approved by the City's City Council for FY2012-
13, such proposal being incorporated into this Agreement by reference as if fully set
out in this Agreement. The Subrecipient, through its contractors and
subcontractors, shall make the following improvements by December 31, 2013, to
wit:
Complete Phase III, the Final Phase of window replacement, by removing
and replacing any old, damaged, leaking, and energy inefficient windows
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MHMR of Nueces County iNDEXED
at the sides and back of the building, as well as any other windows not
previously replaced;
• Replace unsafe parking lot at the front, sides and back of building which is
in significant disrepair due to numerous pot holes and unlevel surfaces,
therein creating a hazard. (collectively referred to as "Improvements").
The Improvements will be located on real property owned by the Subrecipient and
located. at 1546 South Brownlee Boulevard, Corpus Christi, Nueces County,
Texas. For the purposes of this Agreement, the term "Facilities" collectively
includes all of the aforementioned real properties and any improvements existing
thereon as of the date of the Subrecipient's execution of this Agreement and
includes, where appropriate and in context, the proposed Improvements to be
constructed with the funding provided under this Agreement. All Improvements
must be constructed in accordance with the plans and specifications ("Plans")
prepared by the Subrecipient's registered architect or licensed professional
engineer retained pursuant to subsection 7.3. No construction may commence
until the Plans are approved by the Administrator or the Administrator's designee
("Administrator") of the City's Community Development Division ("CDD") and by
the City's Development Services Department ("Development Services").
1.2 Subrecipient Matching Funds Requirement. The Subrecipient shall provide Five
Thousand Dollars ($5,000) in matching funds for the construction of the Improvements
to the Facilities. If the Subrecipient is required under this Agreement to meet a
matching funds requirement and fails to meet any portion of the requirement, the
Subrecipient's allocation will not be disbursed, but is automatically forfeited and reverts
to the City for inclusion in future CDBG Programs.
1.3 Budget and Construction Schedule. The Subrecipient has provided an
estimated project budget and project construction schedule ("Project Budget and
Contruction Schedule") based upon the proposed Improvements listed above and as
are described within this Agreement, which Project Budget and Construction Schedule
is attached to this Agreement as Exhibit A and is incorporated into this Agreement by
reference. Ten days prior to the award of any construction contract or subcontractor
construction contract pursuant to this Agreement, the Subrecipient shall provide a
finalized budget, which must include a schedule of the detailed costs of construction,
and a schedule of construction completion dates, which must include a detailed
completion schedule for the various aspects of construction for Improvements to the
Facilities, which document(s) will then be substituted for the then existing Exhibit A and
become Exhibit A of this Agreement for all purposes under this Agreement.
1.4 Contents of Finalized Budget and Construction Schedule(s). The finalized
budget must include line-item costs for each item referenced in subsection 1.1 of this
Agreement. The finalized budget must provide a detailed presentation of projected
resources and expenses. The finalized construction schedule for Improvements must
reflect the anticipated timeline for the completion of construction stages for each of the
Improvements set out in subsection 1.1 of this Agreement, including, but not limited to,
dates for the retention of a registered architect or licensed professional engineer,
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completion of Plans, completion of conditions precedent to construction,
commencement of construction, completion of construction phases, and expected final
completion date of the Improvements.
1.5 Requests for Payment.
(A) All requests for payment made pursuant to this Agreement must be submitted to
the Administrator.
(13) Progress payments for the Improvements will be made based upon the finalized
budget and construction schedule and the submittal and approval of appropriate
documentation of the work completed, including, without limitation, fully itemized
American Institute of Architects ("AIA") forms.
(C) No progress payments will be made without certification by the registered architect
or licensed professional engineer that the phase to which the payment applies has
been substantially completed nor will any progress payment be made without an
inspection by staff of CDD and Development Services and approval by the
Administrator and Development Services staff affirming that the work has been
completed.
(D) The Administrator may require that the Subrecipient provide a down date waiver
and a subordination of mechanic's lien claims prior to any payment.
(E) All payments will be adjusted according to the actual construction cost and the
matching funds requirement, if any, and in no event may any payment exceed the
stated amount of this Agreement. All requests for payments, excluding acquisition
of property, will be prorated to reflect the Subrecipient's share of costs as per the
approved finalized budget.
1.6 Approval of Finalized Budget and Construction Schedule(s). Construction of
Improvements to the Facilities may not commence prior to the Administrator's approval
of the finalized budget and construction schedule required under subsection 1.4 of this
Agreement. The City will not reimburse any construction costs incurred by the
Subrecipient prior to the approval of the finalized budget and construction schedule(s),
except for professional services as may be allowed in the Administrators discretion.
1.7 Periodic Performances Reports. The Subrecipient shall submit periodic
performance reports to the Administrator that recite progress for the period and advising
of any problems encountered. A performance report must be provided with each
request for payment.
SECTION 2. RECORDIKEEPING, UNIFORM ADMINISTRATIVE REQUIREMENTS
AND OTHER PROGRAM REQUIREMENTS.
2.1 Construction and Operations Records. The Subrecipient shall provide access to
all original records, reports, and audits including, without limitation, all agreements and
appraisals for the Facilities; invoices; payment and payroll records; bank records; plans
and specifications for the Facilities; Plans written and drawn pursuant to this
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Agreement; change orders; contracts between the Subrecipient and its contractor(s),
between contractor(s) and their subcontractor(s), and between the Subrecipient and its
registered architect(s) or licensed professional engineer(s) communications and
correspondence with regard to any contracts and subcontracts pertaining to this
Agreement; affidavits executed pursuant to this Agreement; documentation of clientele
being benefited by the Facilities (i.e., number of persons being served, etc.) and the
activity being carried out in the Facilities which pertains to the construction or operation
of the Facilities; and all written obligations pursuant to this Agreement, including, but not
limited to, all information on matching funds required under this Agreement, if any,
during regular business hours for any purposes of the City, the United States
Department of Housing and Urban Development ("HUD"), or both, to conduct audits and
monitoring.
2.2 Equal Participation Documentation. The Subrecipient shall keep and provide
access to records documenting compliance with Section 109 of the Housing and
Community Development Act of 1974 [42 United States Code ("U.S.C.") §5309], as
amended, which requires that no person shall, on the ground of race, color, national
origin, religion, or sex, be excluded from participation in, be denied the benefits of, or be
subjected to discrimination under any program or activity funded in whole or in part with
community development funds made available pursuant to the Act. Any prohibition
against discrimination on the basis of age under the Age Discrimination Act of 1975, as
amended, or with respect to an otherwise qualified disabled individual, as provided in 29
U.S.C. §794, as amended, also applies to this Agreement.
2.3 Information and Reports. The Subrecipient shall provide any information, reports,
data, and forms pertinent to this Agreement as the Administrator or staff of CDD may,
from time to time, request for the proper administration of this Agreement. The
Subrecipient shall adhere and comply with the reporting requirements mandated for the
Performance Measurement System, administered by the City, as a condition of
receiving funds under this Agreement.
2.4 OMB Circulars A-110, A-122, and A-133. The Subrecipient shall comply with the
requirements and standards of United States' Office of Management and Budget
("OMB") Circulars A -110, A -'122, and A- 133, as each maybe amended.
2.5 Compliance Documentation. The Subrecipient shall keep and provide access to
records documenting compliance with the rules and regulations contained in Title 24,
Chapter 570, et. seq., of the Code of Federal Regulations ("CFR"), including, but not
limited to, Subpart K, Sections 570.603, Labor Standards; 570.607, Employment and
Contracting Opportunities; 570.608, Lead-Based Paint; 570.609, Use of Debarred,
Suspended, or Ineligible Contractors or Subrecipients; 570.610, Uniform Administrative
Requirements and Cost Principles; and 570.611, Conflict of Interest. If there is a
conflict of interest with any employee, agent, consultant, officer, or member of the Board
of Directors of the Subrecipient, the person with the conflict and the nature of the
conflict must be identified, by name and title, and submitted to the Administrator prior to
any costs being incurred at, in, or on the Facilities with respect to construction of the
Improvements.
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2.6 Equal Employment Opportunity. The Subrecipient shall comply with all
applicable Federal Equal Employment Opportunity regulations, including, but not limited
to, Executive Order 11246, as amended, and Section 3 of the Housing and Urban
Development Act of 1968 as set forth in 24 CFR 570.607, as amended, and shall
require compliance with the aforementioned laws and regulations in all contracts the
Subrecipient enters into with respect to construction of the Improvements.
2.7 Request for Bids/Proposals. The Subrecipient shall comply with requirements of
OMB Circular A -110, as amended, and all State and local procurement requirements
with regard to solicitation of bids and proposals for construction of the Improvements to
the Facilities, if applicable, and shall provide such records to representatives of HUD,
the City Manager, or the Administrator upon request.
2.8 Real Property Acquisition. The Subrecipient shall comply with requirements of
49 CFR Part 24, Subpart B, as amended, and all State and local acquisition
requirements with regard to acquisition of property, if applicable, and shall provide such
records to representatives of HUD, the City Manager, or the Administrator upon request.
2.9 Disabled and Handicapped Accessibility. The Subrecipient shall comply with
the Americans with Disabilities Act of 1990, as amended, and with the rules and
regulations published in 28 CFR Part 36, as amended, and all State and local
requirements regarding disabled accessibility.
2.10 Religious Organizations. The Subrecipient shall comply with requirements
regarding religious organizations, as set forth in 24 CFR 570.2000), as amended.
SECTION 3. SUSPENSION AND TERMINATION.
3.1 Application of 24 CFR 85.43. The City may suspend or terminate this Agreement
in accordance with 24 CFR 85.43, as amended, if the Subrecipient materially fails to
comply with any term of the CDBG Program award or this Agreement.
3.2 Application of 24 CFR 86.44. This Agreement may be terminated for convenience
in accordance With 24 CFR 85.44, as amended.
3.3 Remedies for Non-compliance. Pursuant to the provisions cited in Section 3 of
this Agreement, to Federal rules and regulations applicable to the Subrecipient, and to
HUD guidelines, if any deficiencies are discerned by or through monitoring of this
Agreement, the Administrator may either temporarily withhold cash payments pending
correction of the deficiencies, disallow all or part of the cost of the activity or action not
in compliance, wholly or partly suspend or terminate the current award, withhold further
awards, or take any other remedies that may be legally available.
3.4 Termination Notice. Either party may terminate this Agreement, during the term of
this Agreement, as of the last day of any month upon thirty (30) days prior written
notice. The party terminating this Agreement must comply with subsections 3.1 and 3.2
of this Agreement and all other provisions of this Agreement providing responsibilities in
the event of termination.
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3.5 Termination. Upon a termination of this Agreement, the Subrecipient agrees to
refund to the City all CDBG Program funds expended on construction of the Facilities
and Improvements. If the Subrecipient cannot refund all such money within thirty (30)
days of the termination notice, the City may take whatever action is necessary to
reimburse the City as set out in 24 CFR 85.43 and 85.44, as each may be amended.
Notwithstanding this provision, the Reversion of CDBG Funds provision, set out in
Section 4 of this Agreement, also applies to the Subrecipient's CDBG Program funds on
hand, accounts receivable, and real property under the Subrecipient's control.
SECTION 4. REVERSION OF CDBG FUNDS.
4.1 Facilities and Improvements Use to Meet National Objective and Same
Business Purpose. The Subrecipient's Facilities and all Improvements must be used
to meet one of the national objectives set forth in 24 CFR 570.208, as amended, during
the term of this Agreement and for five years following the date of final completion of the
construction of the Improvements or five years following the date of the last
disbursement of CDBG funds under this Agreement, whichever is longer. In addition,
the Subrecipient shall use the Facilities and all Improvements for the same business
purpose as that which existed on the date of the Subrecipient's execution of this
Agreement for a period of five (5) years following the date of final completion of the
construction of the Improvements or following the date of the last disbursement of
CDBG funds under this Agreement, whichever is longer.
4.2 Facilities and Improvements Not Used to Meet National Objective and Same
Business Purpose. In the event that the Subrecipient's Facilities or any Improvements
are not used to meet one of the national objectives or the same business purpose for
the length of time specified in subsection 4.1 of this Agreement, then the Subrecipient
shall reimburse the City for the CDBG funds received by the Subrecipient as follows:
(A) Failure to meet national objective: The Subrecipient must reimburse the total award
of CDBG funds received under this Agreement.
(13) Failure to use Facilities or any Improvements for same business purpose: Prorated
reimbursement as a fractional amount, the numerator being the number of months
that the Subrecipient's Facilities or any Improvements failed to be used for the
same business purpose as that which existed on the date of the Subrecipient's
execution of this Agreement and the denominator being 60, multiplied by the total
amount of CDBG funds received by the Subrecipient under this Agreement.
4.3 No Election of Remedies. Resort, by the City, to a remedy under subsection 4.2
of this Agreement, or another remedy provision set out in this Agreement, does not bar
the application and use of any other remedy allowed by law or that may be enforced by
the City pursuant to 24 CFR 570.503, as amended.
SECTION 5. PROGRAM INCOME.
5.1 Disposition of Program Income. Program income received by the Subrecipient
as a result of this Agreement, if any, may be retained by the Subrecipient. Any such
program income must be used to operate public facilities to provide services to low and
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moderate income individuals and individuals with disabilities within the City of Corpus
Christi and throughout the community served by the Subrecipient in conformity with 24
CFR 570.208, as amended. The Subrecipient shall report program income to the City
annually, during the term of this Agreement, not later than August 31 for the previous
year ending July 31.
5.2 Accounting for Program Income. The Subrecipient shall comply with OMB
Circular A -110, as amended, with reference to program income, if applicable.
SECTION 6. INSURANCE AND INDEMNITY PROVISIONS.
6.1 Insurance. The Subrecipient shall have in force, throughout the term of this
Agreement, insurance that complies with the standards in Exhibit B, a copy of which is
attached to this Agreement and is incorporated in this Agreement by reference.. A
certificate to that effect must be provided to the City's Risk Manager ( "Risk Manager")
and the Administrator at least ten (10) days prior to any construction. Failure to
maintain any of the types and limits of the insurance required by Exhibit B is cause for
the City to terminate this Agreement and cancel any and all reimbursements of CDBG
funds to the Subrecipient.
6.2 Notice to City. The Subrecipient shall require its insurance companies, written
policies, and certificates of insurance to provide that the City must be given thirty (30)
days advance notice by the insurer prior to cancellation, nonrenewal, or material change
of the insurance policies required by Exhibit B. Failure to maintain such insurance will
be cause for the City to take control of the Facilities and all Improvements, cancel any
claim that the Subrecipient may have to the use of the Facilities and Improvements, and
cancel any and all reimbursements of CDBG funds to the Subrecipient.
6.3 Right to Re- evaluation and Adjustment of Limits. The Risk Manager retains the
right to re- evaluate the insurance requirements during the term of this Agreement and
adjust the types and limits of such insurance upon thirty (30) days written notice to the
Subrecipient. Insurance types and limits may not be adjusted more frequently than
once per year.
6.4 Indemnification.
(A) The Subrecipient covenants and agrees that it will indemnify and
hold City harmless of, from, and against all claims, demands,
actions, damages, losses, casts, liabilities, expenses, and
judgments recovered from or asserted against the City on account
of injury or damage to persons or property (including, without
limitation on the foregoing, workers' compensation, death, and
premises defects) to the extent any such damage or injury may be
incident to, arise out of, or be caused, either proximately or
remotely, wholly or in part, by an act or omission, negligence, or
misconduct on the part of the City, its officers, employees, or
agents ( "Indemnifees "), acting pursuant to this Agreement and
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with or without the express or implied invitation or permission of
the Subrecipient, or on the part of the Subrecipient or any of its
agents, servants, employees, contractors, patrons, guests,
licensees, or invitees entering upon the Facilities being improved
or used pursuant to this Agreement, or when any such injury or
damage is the result, proximate or remote, wholly or in part, of the
violation by Indemnitees, the Subrecipient or any of its agents,
servants, employees, contractors, patrons, guests, licensees, or
invitees of any law, ordinance, or governmental order of any kind,
or when any such injury or damage may in any other way arise
from or out of the Improvements being constructed at the
Facilities or out of the use or occupancy of the Improvements to
the Facilities or the Facilities itself by Indemnitees, the
Subrecipient, or any of its agents, servants, employees,
contractors, patrons, guests, licensees, or invitees, and including,
without limitation, any damages or costs which may occur as a
result of the design of the Improvements to the Facilities, the
bidding process, actual construction of the Improvements to the
Facility, administration of the construction contracts by the City or
its designee, failure of the Improvements to the Facilities prior to
the completion and acceptance of the Improvements by the City
and the Subrecipient jointly, failure of the Improvements to the
Facilities to work as designed, failure of any contractor,
subcontractor, or manufacturer to honor its warranties, or failure
of the Subrecipient to maintain the Improvements to the Facilities
or the Facilities itself.
(B) These terms of indemnification are effective upon . the date of
execution of this Agreement and whether such injury or damage
may result from the sole negligence, contributory negligence, or
concurrent negligence of Indemnitees, but not if such damage or
injury may result from the gross negligence or willful misconduct
of Indemnitees.
(C) The Subrecipient covenants and agrees that, in case the City is
made a party to any litigation against the Subrecipient or in any
litigation commenced by any party other than the Subrecipient
relating to this Agreement and the Improvements to the Facilities
contemplated under this Agreement, the Subrecipient shall, upon
receipt of reasonable notice and at its own expense, investigate all
claims and demands, attend to their settlement or other
disposition, defend the City in all actions based thereon with legal
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counsel satisfactory to the City Attorney, and pay all charges of
attorneys and all other costs and expenses of any kind
whatsoever arising from any said claims, demands, actions.
damages, losses, costs, liabilities, expenses, or judgments.
(D) The provisions of this section survive the termination or expiration
of this Agreement
SECTION 7. SUBRECIPIENT'S REQUIREMENTS.
7.1 Precontracting and Preconstruction Conference. The Subrecipient has
attended a precontracting conference with City representatives. The Subrecipient and
all of its identified contractors and subcontractors must attend a preconstruction
conference with City representatives. Failure to do so may result in the Subrecipient
being ineligible to receive the CDBG funds awarded and allocated to the Subrecipient
under this Agreement.
7.2 Pledged Contribution. The Subrecipient shall provide any additional funds
needed for the completion of the Improvements. The Subrecipient shall provide
canceled checks or other proof as may be required by the Administrator as proof of the
contribution.
7.3 Prepare Plans and Specifications. The Subrecipient shall retain a registered
architect or licensed professional engineer in accordance with OMB Circular A-110, as
amended, to prepare the Plans and to inspect all Improvements to ensure conformity
with final plans and specifications submitted to the Administrator.
7.4 Professional Services. The Subrecipient shall retain professional services and all
necessary contractors for construction of the Improvements in accordance with OMB
Circular A -110, as amended, and construct Improvements to the Facilities in
accordance with final plans and specifications and the schedule submitted to CDD as
set out in subsections 1.1 and 1.3 of this Agreement. The Board of Directors of the
Subrecipient shall ensure that professional services, relating to the construction of the
Improvements, are retained and that the construction of the Improvements is
supervised.
7.5 Change Order Procedure. A change order procedure must be instituted to make
changes in the Plans or specifications or to decrease or increase the quantity of work to
be performed or materials, equipment, or supplies to be furnished for the Improvements
to the Facilities. The Subrecipient shall submit all change orders to the Administrator for
approval prior to the change order becoming effective. Any money expended by the
Subrecipient pursuant to a change order and prior to submittal and approval of such
change order is not reimbursable, and the Subrecipient shall bear all such costs
associated with unapproved changes.
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7.6 Staff and Administrative Support. The Subrecipient shall provide sufficient staff
and administrative support to supervise the construction of the Improvements to the
Facilities.
7.7 Use of Funds. The Subrecipient covenants that all CDBG funds expended under
this Agreement will be used solely for the activities described in this Agreement. The
Subrecipient shall reimburse the City for all funds expended for activities not related to
the purpose and activities described in this Agreement or that violate Federal or State
laws.
7.8 Accounting and Audit. The Subrecipient shall record financial transactions
according to approved accounting procedures and provide an independent audit of the
expenditures in accordance with OMB Circular A-133, as amended. Such audit must be
completed within ninety (90) days after the Improvements to the Facilities were
completed, A copy of the audit must be provided to the City within thirty (30) days of
completion of the audit. If the audit shows discrepancies between amounts charged the
Subrecipient and amounts reimbursed to the Subrecipient by the City, a resolution of
the discrepancies must be made within sixty (60) days from receipt of the audit by the
City. If the Subrecipient owes the City money in resolution of the discrepancies, the
money must be paid within ninety (90) days from receipt of the audit by the City or the
Subrecipient is in default pursuant to this Agreement.
7.9 Completion Date of Construction. The Subrecipient shall complete construction
of the Improvements to the Facilities in accordance with the approved Plans and
Specifications by December 31, 2013. If the Subrecipient is rendered unable to carry
out the terms of this subsection, the Subrecipient shall promptly give the City written
notice of such delay together with reasonable particulars concerning it. The
Administrator may extend the construction time schedule for such time as may be
deemed necessary and justified, provided, however, that the extension of the
construction time schedule does not exceed the term of this Agreement. (An extension
of the term is addressed in Section 9.)
SECTION 8. CITY'S REQUIREMENTS.
8.1 Committment of Funding for Improvements of Facilities. The City shall provide
the Subrecipient up to Two Hundred and Eighty Thousand Dollars ($280,000) from the
City's FY2012-13 CDBG Program for Improvements to the Facilities as described in
Section 1 of this Agreement and in accordance with the accepted bid, budget, and
construction schedules made a part of this Agreement, subject to the Subrecipient's
compliance with the provisions of this Agreement.
8.2 Additional Funds. Nothing in this Agreement may be construed as requiring the
City to provide additional construction funds to the Subrecipient at any time in the future.
SECTION 9. GENERAL PROVISIONS.
9.1 Term. This Agreement terminates January 31, 2014. Extensions to the term of this
Agreement may be requested by the Subrecipient and approved by the City Manager.
However, the Subrecipient is bound by all covenants, terms, and conditions of this
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Agreement including, without limitation, recordkeeping, for a period of six (6) years
r
commencing on the date of the Subrecipient's execution of this Agreement or execution
of any document amending this Agreement following its initial execution, whichever date
is later in time, unless a specific bound period is shorter or longer as may be stated in
this Agreement.
9.2 Objective. The Subrecipient shall operate the Facilities and the Improvements to
further the primary objective of the Housing & Community Development Act as outlined
in 24 CFR 570.200 and 570.208, as each may be amended, and will improve the
Facility by December 31, 2013, and provide programs to help low and moderate income
individuals improve the quality of their lives and at all times in accordance with HUD's
Community Development Block Grant regulations and guidelines and all local, State,
and Federal requirements and laws.
9.3 Licensing. The Subrecipient shall obtain and maintain any certificates and
licenses that are required of the Subrecipient, the Facilities, and the programs offered
at, on, or in the Facilities by the United States, the State of Texas, the City, and any
other agencies having regulatory jurisdiction over the Facilities and the Subrecipient.
9.4 Maintenance. The Subrecipient shall furnish all maintenance to the Facilities and
Improvements as necessary to maintain the Facilities and Improvements in good repair.
9.6 Default In the event the Subrecipient ceases to operate the Facilities in
accordance with the terms of this Agreement or commits any other default in the terms
of this Agreement, the City is herein specifically authorized to demand reimbursement of
the CDBG funds paid to the Subrecipient and, in the event the City is not promptly
repaid, to take possession of the Facilities and all Improvements without recourse and
to dispose of such Facilities and Improvements in any manner the City deems
necessary to reimburse the City.
9.6 No Liability. In no event is the City liable for any contracts made by or entered into
by the Subrecipient with any other person, partnership, association, firm, corporation, or
governmental entity.
9.7 Notices.
(A) All notices, demands, requests, or replies provided for or permitted under this
Agreement, by either party must be in writing and must be delivered by one of the
following methods: (1) by personal delivery, (2) by deposit with the United States
Postal Service as certified or registered mail, return receipt requested, postage
prepaid; (3) by prepaid telegram; (4) by deposit with an overnight express delivery
service, for which service has been prepaid; or (5) by fax transmission.
(B) Notice deposited with the United States Postal Service in the manner described
above will be deemed effective two (2) business days after deposit with the United
States Postal Service. Notice by telegram or overnight express delivery service will
be deemed effective one (1) business day after transmission to the telegraph
company or overnight express carrier. Notice by fax transmission will be deemed
effective upon transmission, with proof of confirmed delivery.
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(C) All such communications must only be made to the following:
If to the City:
If to the Subrecipien
City of Corpus Christi
MHMR of Nueces County
Attn: Administrator
Attn: Executive Director
Office of Community Development
1630 S. Brownlee Blvd.
P. O. Box 9277
Corpus Christi, TX 78404
Corpus Christi, Texas 78469-9277
(361) 886-8900 Office
(361) 826-3045 Office
(361) 883-5842 Fax
(361) 844-1740 Fax
With a copy to:
City of Corpus Christi
Attn: Director, Neighborhood Services Dept.
P. O. Box 9277
Corpus Christi, Texas 78469-9277
(361) 826-3044 Office
(361) 826-3011 Fax
(D) Either party may change the address to which notice is sent by using a method set
out above. The Subrecipient shall notify the City of an address change within 10
working days after the address is changed.
9.8 Nonassignment. The Subrecipient may not assign, mortgage, pledge, or transfer
this Agreement or any interest in the Facilities or Improvements without the prior written
consent of the City.
9.9 Nonexclusive Services. Nothing in this Agreement may be construed as
prohibiting the Subrecipient from entering into contracts with additional parties for the
performance of services similar or identical to those enumerated in this Agreement, and
nothing in this Agreement may be construed as prohibiting the Subrecipient from
receiving compensation from such additional contractual parties, provided that all other
terms of this Agreement are fulfilled.
9.10 Breach of Agreement Notwithstanding any other provisions of this Agreement,
should the Subrecipient breach any section or provision of this Agreement including,
without limitation, the failure to pay taxes, assessments, or other government charges,
the breach shall be remedied in accordance with subsection 3.3 of this Agreement and
any other applicable subsections. If repayment is required as a remedy, other remedies
may be pursued, as deemed necessary by the City Manager, if repayment is not made.
The City is entitled to reasonable attorneys fees in any court action arising out of this
Agreement.
9.11 Modifications. Modifications to this Agreement are not effective unless signed by
a duly authorized representative of each of the parties to this Agreement. Modifications
MHMR FYI 2-13 Agmt Final DWB.doc Final DWB Page 12 of 15
which do not change the essential scope and purpose of this Agreement may be
approved on behalf of the City by the City Manager.
9.12 Validity. If, for any reason any section, paragraph, subdivision, clause, phrase,
word, or provision of this Agreement is held invalid or unconstitutional by final judgment
of a court of competent jurisdiction, it shall not affect any other section, paragraph,
subdivision, clause, phrase, word, or provision of this Agreement, for it is the definite
intent of the parties to this Agreement that every section, paragraph, subdivision,
clause, phrase, word, and provision of this Agreement be given full force and effect for
its purpose.
9.13 Jurisdiction and Venue. The laws of the State of Texas govern and are
applicable to any dispute arising under this Agreement. Venue is in Corpus Christi,
Nueces County, Texas, where this Agreement was entered into and must be performed.
9.14 Warranty from Contractor. Upon the Subrecipient's receipt of a copy of the
ArchitectlEngineers certificate of substantial completion, the Subrecipient shall only
look to the architects, engineers, contractors, subcontractors, manufacturers, and their
respective warranties to remedy any defects in design, workmanship, or materials, and
the Subrecipient covenants and agrees that the City has no responsibility for any
defects of any kind or nature whatsoever, even if it is alleged such defect is due to the
City's negligence. The City must be a third party beneficiary to the Subrecipient's
contracts effecting the Improvements, and all warranties and duties under such
contracts must be in favor of the Subrecipient and the City.
9.15 Copies of Rules and Regulations. Copies of some of the Federal rules and
regulations referenced in this Agreement have been provided to the Subrecipient at the
precontracting conference as evidenced by the Subrecipient's CDBG Compliance
Affidavit, which is attached to this Agreement as Exhibit C and incorporated in this
Agreement by reference. Any failure, by the City, to supply the Subrecipient with any
other Federal rules and regulations which may be applicable to the Subrecipient, its
Facilities, the Improvements, CDBG funding, or to recipients of Federal funds does not
waive the Subrecipient's required compliance in accordance with Federal law.
9.16 Disclosure of Interests. In compliance with Section 2-349 of the City's Code of
Ordinances, the Subrecipient shall complete the City's Disclosure of Interests form,
which is attached to this Agreement as Exhibit D, the contents of which, as a
completed form, are incorporated in this document by reference as if fully set out in this
Agreement.
9.17 Acknowledgment of Funding Source. The Subrecipient shall give credit to the
City's CDBG Program as the project funding source in all presentations, written
documents, publicity, and advertisements regarding the Improvements. The
Subrecipient agrees to acknowledge the sponsorship of the City of Corpus Christi at any
event promoting the project or any other project sponsor.
9.18 Certification Regarding Lobbing. In compliance with federal law, the
Subrecipient shall execute Exhibit E, the contents of which, as a completed form, are
incorporated in this document by reference as if fully set out in this Agreement.
MHMR FYI 2-13 Agmt Final DWB.doc Final DWB Page 13 of 15
Executed in duplicate originals this I!S day of 2012.
ATTEST:
C v
Approved as to form: Jc 01�1
Deborah W. Brb"
Assistant City Attj
for the City Attorn
/ a
Date
ACKNOWLEDGMENT
STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF NUECES §
This instrument was acknowledged before me on Orl 2012,
by ,
___k-krCb C
I , in his/her capacity as the
k of the City of Corpus Christi, a
Texas municipal home-rule corporation, o' behalf of the corporation.
(Seal)
No ?V Pubwql State of Texas
:K
711SVE66
N No 1 tary Public
S T A TE TATE OF TEXAS
. E 18, 2016
CITY OF CORPUS CHRISTI
Ronald L. Olson
City Manager
MHMR FY12-13 Agmt Final DWB Final DWB Page 14 of 15
SUBECIPIENT: Nueces County Mental Health and Mental Retardation
Community Center doing business as MHMR of Nueces County
ACKNOWLEDGMENT
STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF NUECES §
This instrument was acknowledged before me on � Y- ' ' " 201
by c r' C , Executive hector, Nueces County
Mental Health and Mental Retardation Community Center doing business as MHMR
Nueces County, a Texas non -profit community center created under Chapter 534 of the
Texas Local Government Code, on behalf of the center.
Notary Public, State of xas
MHMR FYI 2-13 Agmt Final DW8 Final DWB
Page 15 of 15
1=4:4111 I oil• 11 0
FY2012 /CDBG Community Development Block Grant
Project Name: Brownlee Square Window Replacement Phase III and Parking Lot Improvements
Organization: Mental Health and Mental Retardation Center of Nueces County
Funding Amount: $280,000
Capital Contribution $ 5,000
Total Project Cost: $285,000
Prepared by: Elizabeth Schlueter Date: August 2, 2012
Project Financial Resources:
(Funds available to complete your project)
• Fund FY 2012 CDBG Program .............................................
• Other Funding ................... ............................... ........
• Capital Contribution from Agency (As per 2012 RFP) .............
• Other (Specify) ..........................................................
• TOTAL FUNDS AVAILABLE FOR PROJECT .....................
Estimated Expenses:
List estimated expenses to complete your project such as:
AMOUNT
$280,000.0
$ 5.000.00
$ 265.000.99
AMOUNT
• Land Acquisition ..... - ...... ......................................
$
-0-
• Bid Advertising, Printing, Etc . ........................ ..... .... .......
$
1,500.00
• A/E Professional Fees .............. .....................................
$
23,500.00
• Construction Cost ........................... ...............................
$
236,500.00
• Contingencies ... (10%) ........................... ...... .......................
$
23,500.00
TOTAL PROJECT COST ............... ......... ......... .....
$
285,000.00
INOTE: "Total Funds Available for Project" shall be equal to "Total Project Cost'
PRELIMINARY CONSTRUCTION SCHEDULE
(Projected dates for completion of key project phases)
KEY PROJECT PHASES
• Procurement of ArchitectlEngineer (AIE) Services
• Design/Construction Documents Phase .........................
• Advertising/ Bid Opening ............. ...............................
• Awarding Construction Contract ...............................
• Commencement of Construction ..... ...............................
• Construction at 100% Completion .................................
• Contingencies (1 month+J .......................................
Nov.
31, 2012
Dec.
30, 2012
Jan.
31, 2012
Feb.
28, 2012
April
30, 2013
Sept
30, 2013
Oct.
31, 2013
Enter month, day and year
A FINALIZED Budget & Construction Schedule shall be submitted ten (10) days prior to award any
construction contract, which must include a budget with detailed cost of construction and a detailed
schedule of construction dates, start date and completion date, be substitute for the Exhibit A.
Of/12
1:1 ;1*111*41
Exhibit A
EXHIBIT B
INSURANCE REQUIREMENTS
Subrecipient's Liability Insurance
A. Subrecipient must not commence work under this agreement all insurance required herein has been
obtained and such insurance has been approved by the City. Subrecipient must not allow any
subcontractor to commence work until all similar insurance required of the subcontractor has been
obtained.
B. Subrecipient must furnish to the City's Risk Manager and to the Department or Division responsible for
this agreement copies of Certificates of Insurance, showing the following minimum coverage by
insurance company(s) acceptable to the City's Risk Manager. The City must be named as an additional
insured for all liability policies, and a blanket waiver of subrogation is required on all applicable policies.
TYPE OF INSURANCE
MINIMUM INSURANCE COVERAGE
30-Day written notice of cancellation, material change,
Bodily Injury and Property Damage
non-renewal or termination is required on all
certificates
COMMERCIAL GENERAL LIABILITY including:
$1,000,000 Combined Sin g!tLimit
1. Commercial Form
2. Premises - Operations
3. Products/ Completed Operations Hazard
4. Contractual Liability
5. Independent Contractors
& Broad Form Property Damage
7. Personal Injury
FIRE and EXTENDED COVERAGE
At a minimum, amount sufficient to cover the
replacement cost of facilities and/ or building
City to be named as loss payee using standard loss
payee clause.
BUILDERS RISK INSURANCE
Full value of any improvements constructed with CDBG
1 All Risks of Physical Loss; including collapse
Funds provided under this agreement, so long as work
and transit coverage
remains to be completed on such improvements
C. In the event of accidents of any kind, Subrecipient must furnish the Risk Manager with copies of all
reports of such accidents within 10 days of the accident.
II. ADDITIONAL REQUIREMENTS
A. Certificate of Insurance:
The City of Corpus Christi must be named as an additional insured on the liability
coverage, and a blanket waiver of subrogation on all applicable policies.
The City of Corpus Christi must be named as loss payee using a standard loss
payee clause on the Fire and Extended Coverage coverage.
The name of the project must be listed under "Description of Operations"
At a minimum, a 30-day written notice of cancellation, non-renewal, material
change or termination is required.
Mc
EXHIBIT C
CDBG COMPLIANCE AFFIDAVIT
STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF NUECES §
Date:
Affiant: Mental Health and Mental Retardation Center of Nueces County
Community Development Block Grant Subrecipient
Affiant organization representative on oath swears the following statements are true:
1, Diane Lowrance , am the Executive Director _ (title) of
Mental Health and Mental Retardation Center of Nueces County , a
Texas nonprofit corporation, which has applied for and been awarded Community
Development Block Grant ("CDBG") Program funds administered by the City of Corpus
Christi ( "City"). Prior to the start of the project for which CDBG funds have been
awarded, as the represents -tine of the above-named subrecipient organization
("Subrecipient"), I met with City staff and received copies of the following federal rules
and regulations:
OMB Circular A -110 24 CFR 85.43 and 85.44
'OMB Circular A -122 24 CFR 570.200, 500, and 600 et. seq.
OMB Circular A -133 49 CFR Part 24, 24.101-24.104
24 CFR Part 84
By execution of this affidavit, I attest that I have received the above-listed federal rules
and regulations, I have been provided with a general explanation of this information,
and I understand the Subrecipient's obligations of performance under the rules and
regulations. Furthermore, I acknowledge that there may be additional federal rules and
regulations, beyond the rules and regulations listed above, to which the Subrecipient
may be subject and with which the Subrecipient must comply.
By: _01 aw LAK(I
Diane Lowranc'e, ExecUtive Director
Mental Health and Mental Retardation Center
of Nueces County
C ,
Notary :Iublic, State of Ta-as
SUPPLIER NUMBER
TO BE ASSIGNED BY
PURCHASING DIVISION
C ity of
us
hnsti
Exhibit D
I 17iii
3 Rlei 9-4-MI) 1 1 1 3 DKI) W WN 0
City of Corpus Christi Ordinance 17112, as amended, requires all ns or firms seeking to do business with the
City to provide the following information. Every question must Z " answered. If the question is not applicable,
answer with "NA". See reverse side for Filing Requirements, Certifications and definitions.
FILING REQUMEMMNTS
If a person who requests official action on a matter knows that the requested action will confer an economic benefit
on any City official or employee that is distinguishable from the effect that the action will have on members of the
public in general or a substantial segment thereof, you shall disclose that fact in a signed wn'ting, to the City official,
employee or body that has been requested to act in the matter, unless the interest of the City official or employee in
the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics
Ordinance Section 2-349 (d)]
CERTIFICATION
I certify that all information provided is true and correct as of the date of this statement, that I have not
knowing withheld disclosure of any information requested; and that supplemental statements will be promptly
submingy1to the City of Corpus Christi, Texas as changes occur.
Certifying Person: IN 6 6&�t Title:
(Type or Print)
Signature of Certifying 3 Person: Date: qhdI�
DEFINITIONS
a. "Board member." A member of any board, commission, or committee appointed by the City Council of the
City of Corpus Christi, Texas.
b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect on th
interest that is distinguishable from its effect on members of the public in general or a substantial segment
thereof.
c. "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or part-time basis,
but not as an independent contractor.
d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether
established to produce or deal with a product or service, including but not limited to, entities operated in the
form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, j
venture, receivership or trust, and entities which for purposes of taxation are treated as non-profit organizations.
e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City
Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi, Texas.
f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm,
including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held"
refers to holdings or control established through voting trusts, proxies, or special terms of vent or
partnership agreements."
g. "Consultant." Any person or firm, such as engineers and architects, hired by the City Of Corpus Christi for the
Purpose of professional consultation and recommendation.
+Cif Of Exhibit E
Corpus
+Christi
CERTIFICATION REGARDING LOBBYING
s 1-1, ®,,
1* 7 7 : ,
The undersigned certifies, to the best of his or her knowledge and belief, that.
(1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to
any person for influencing or attempting to influence an officer or an 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 contract, the making of any federal grant, the making
of any federal loan the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement.
(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, the undersigned shall complete and submit
with this a Standard Form -11, "Disclosure Form to Report Lobbying," in accordance with its
instructions.
(3) The undersigned shall require that the language 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 subrecip eats shall certify and disclose
accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction
was made or entered into. Submission of this certification is a prerequisite for making or entering into this
transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required
certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for
each such failure.
iu ALWqtL
Signature
1.
Print Name of Authorized Individual
cc gu
Organization Name
Date
CDBG ExhE (2) Certification Regarding Lobbying for 2012.doc