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R01-330RESOLUTION NO. ROi- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE ELEVEN (11) SEPARATE AGREEMENTS FOR SERVICES BETWEEN THE CITY OF BOYNTON BEACH AND SUB- RECIPIENTS, FOR THE COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) FUNDS; AUTHORIZING EXECUTION OF THE ADDENDUM TO THE SUB- RECIPIENT AGREEMENT BETWEEN THE CITY AND LOCAL INITIATIVES SUPPORT CORPORATION, TO EXTEND THE TERM OF THE AGREEMENT TO SEPTEMBER30, 2002; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on August 7, 2001, the City Commission approved the merit of funds to eleven sub-recipients, as follows: 2. 3. 4. 5. 6. 7. 8. 9. 10. Aid to Victims of Domestic Abuse, Inc., in the amount of $10,000; Boynton Beach Faith Based Community Development Corporation, in the amount of $75,000; The Community Caring Center of Boynton Beach in the amount of $15,000; Fair Housing Center of the Greater Palm Beaches in the a mount of $15,000; Healthy Mothers/Healthy Babies Coalition of Palm Beach County, Inc. in the amount of $7,200; Have a Dream Foundation in the amount of $7,500; The Juvenile Transition Center, Inc., in the amount of $15,OOO; Palm Beach County Resource Center (Technical Assistance) in the amount of $30,000; Palm Beach County Resource Center (Construction Management) in the a mount of $25,000; Urban League of Palm Beach County, Inc., in the amount of $5,000; Vetsville Case Fire House, Inc., in the amount of $12,000; NOW, THEREFORE, BE IT RESOLVED BYTHE CITY COMMISSION OF {E CITY OF BOYNTON BEACH, FLORIDA, THAT: .Section 1. The foregoing Whereas clauses are true and correct and are now ratified and confirmed by the City Commission. Section 2. The City Commission of the City of Boynton Beach hereby authorizes and directs the Mayor to execute Agreements with each of the above lame sub-recipients in the amounts set forth above. Section 3. This Resolution shall become effective immediately upon 3assag8. PASSED AND ADOPTED this i¢ day of December, 2001, ATTEST: C,T. )Y~TON ,B)EACH, FLORIDA t{. .: _ .~ .ice Mayor Commissioner Memo To: Octavia Sherrod Community Develop~nent Manager From: Janet M. Prainito City Clerk CC: Bill Atkins Date: December 28, 2001 Re.' Transmittal of 11 Partially-signed Agreements from 12/18/01 City Commission Meeting Attached are 11 partially-sgned contracts that were approved by Resolu,~on No, R01-330 at th~)City Commission meeting on December I8, 2001 The contracts ara 3etween the ~oyn~ 1. Urban League of Palm Beach County, Inc. 3. 4. 5. 6. 7. 8. 9. 10. 11. Aid to Victims of Domestic Abuse, Inc. Palm Beach County Resource Center for Construction Management Vetsville Cease Fire House, Inc. Palm Beach County Resource Center Healthy Mothers/Healthy Babies Coalition of Palm Beach County, Inc. '1 Have a Dream" Foundation - Boynton Beach The Juvenile Transition Center, Inc, Boynton Beach Faith-Based CDC Community Caring Center of Boynton Beach, Inc. Fair Housing Center of the Greater Palm Beaches, Inc. I understand that you will handle tl~e full execution of the agreements and will ratum copies of same to the City Clerk's Office for our files. You will retain the original documents in your office fdes. Thank you, knp J :~S H RDATA\CC~WP~Mer nas',Janet~SlaffiTransmittal of 11 Agreements approvea on 12-1801 .doc AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND FAI'R HOUSI'NG CENTER OF THE GREATER PALM BEACHESf 1'NC, TH][S AGREEMENT, entered into this lB day of '~.~rn ]O¢-r , 2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Fair Housing Center of the Greater )aim Beaches, ][nc., a non-profit corporation duly organized and existing by virtue of the laws of the S1 ~te of Florida, having its principal mailing address as 1300 W. Lantana Road, Lantana, Florida, 33462,' nd its Federal Tax ][dentification Number as 65-0972629. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and imple nentation of a Community Deyelopment Block Grant Program in certain areas of the City of Boynton ;ach, pursuant to Title I of the Housing and Community Development Act of 1974, {as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commissio of the City of Boynton Beach anc Fair Housing Center of the Greater Palm Beaches, THC., desire :o provide the activities specified in Part ][][ of this contract; And Whereas, the City of Boynton Beach desires to engage Fair Housing Center of the Greater Palm Beaches, ][nc. to implement such undertakings of the Community Development Block Grant Program. Now, therefore, 'n consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART ! DEFI'NTT~ON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program of the ~ity of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Fair Housing Center of the Greater Palm Beache~. ][nc. Page 1 of 16 5) "CRD Approval" means the written approval of the Director of Development or designee at,er a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD' means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate Tncome Persons" means the definition set by U.S. HI ID B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which tt e Agency will implement the Scope of Services set forth in Part II of this Agreement. The beneficiariEs of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-ine )me persons. PART 1'1' SCOPE OF SERVZCES The Agency shall, in a satisfactory and proper manner as determined by CRD, perf )rm the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet in Exhibit "B'; both of which are attached hereto and made a part hereof. PART :[1.1. COMPENSAT1.ON, Ti'ME OF PERFORMANCE~ METHOD AND CONDZ'r~ONS OF PA~ A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to 1 the actual amount of budgeted, eligible, and Director of Development or desi. expenditures and encumbrances made by the Agency under this Agreement. Said performed in a manner satisfactory to CRD. In no event shall the total compensation or to be paid hereunder exceed the maximum and total authorized sum of $15,000.00 fo October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in Director of Development or designee at their discretion up to ten percent (10%) on a c~ of the contract amount during the contract period. Page 2 of 16 'MENT his Agreement Inee-approved .,rvice shall be 'eimbursement · the period of writing by the ~mulative basis Such requests for changes must De made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. -nme of Performance The effective date of this Agreement and all rights and duties designated hereunder are the timely release of funds for this project in U.S. HUD Community Development BIoc~k MC-12-0043 The effective date shall be October 1, 2001, or the date of release of funds whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt cc ntingent upon G 'ant No. B-O1- by U.S. HUD, )f an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the Agreement. In any event, all services required hereunder shall be completed by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible permitted by Federal, State, and City guidelines. In no event, shall the City provide a the Agency or any Subcontractor hereunder. Requests by the Agency for direct reimbursements shall be accompanied by proper documentation of expenditures and sha to CRD for approval no later than thirty (30) days after the date the indebtedness Payment shall be made by the City of Boynton Beach Finance Department upon proper invoices and reports approved by the Agency and CRD. For purposes of this sectic nvo~ces, receipts, or other evidence of indebtedness shall be considered proper docume~ case of direct payments, original invoices must be submitted to CRD. Proof of payme must be submitted in the form of cancelled checks paid invoices and delivery slips if appl payment must be received if any additional funds are to be disbursed. When original documents cannot be presented, the Agency must adequately justify th writing, and furnish copies. Invoices shall not be honored if received by the City of Finance Department later than thirty (30) days after the expiration date of this Agreeme invoices be honored that predate the commencement date of this agreement. Page 3 of 16 rposes of this Agency by udgeted costs ~ce funding to payments or be submitted was incurred. ~resentation of n, originals of ~tation. In the ~ts to vendors cable, proof of .qr absence, in ~oynton Beach ~t, nor will any D. Conditions on which Payment is continqent: l) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State ordinances and codes and with the procedures outlined in the CRD Policies, and amc additions thereto as may be made from time to time. The Federal, State and City laws, o codes are minimal regulations supplemented by more restrictive guidelines set forth in th~ and Procedures. No reimbursements will be made without evidence of appropriate insu~ by this Agreement on file with' CRD in accordance with Part IV, Section G of this Ag payments will be made until the agency's personnel polides are approved by th Development or his designee CRD Manager. No payments for multi-funded projects will b cost allocation plan has been approved by the CRD Manager or his designee and placed on Should a project receive additional funding after the commencement of this Agreement, th notify CRD in writing within thirty (30) days of their notification by the funding source approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of an independent auditing firm employed by the City or by the City Internal Audit DepartmE the City deems necessary to determine the capability of the Agency to fiscally manage accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by wdtten co agreement, or purchase order and shall be subject to each provision of this Agreement. documentation in accordance with City, State, and Federal guidelines and regulations mu., by the Agency to CRD and approved by CRD prior to execution of any subcontract addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to con~ services, shall be subcontracted or reimbursed without the prior written approval of the C his designee. Page 4of16 ~nd City laws, ndments and 'dinances and CRD Policies ~nce required ~eement. No ; Director of .~ made until a file with CRD. ~ Agency sha~l ~nd submit an ne Agency by nt at any time the project in ltract, written oper t be submitted ~ereunder. In ;ultantwork or ~D Manager or 4) Purchasing All purchasing for servic~es and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures IVlanual, Federal Management Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the ]:nternal Audit Department of the City and Federal Government if requiFed. All reports (monthly, bi-we. ~kly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto followinc the execution of this Agreement. 6) Additional CRD, CITY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments u~ I the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. Hur at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the pdor written apprc Mlanager or his designee to be eligible for reimbursement or payment: a) All subcontracts and agreements pursuant to this Agreement; b) All capital equipment expenditures of $1,000 or more; c) All out-of-town-travel (travel shall be reimbursed in accordance with the prows~ons Statutes, Chapter 112.06:1.); dj) All change orders; and e) Requests to utilize uncommitted funds after the expiration of this agreemenl described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in Part by CDBG reported to CRD. Such income would include, but not be limited to income from servi~ commodities, and rental or usage fees. In addition to reporting said income, the Agenc~ Page 5of16 cai of the CRD of Florida for programs funds must be e fees, sale of shall report to CRD the procedure developed to utilize program income to offset project costs. Tf proglam income is used to extend the availability of services provided by the Agency through this Agreerrlent, the prior written approval of the Director of Development or his designee will be required. A~counting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 1~.0, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Tncreases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subjectto CRD's prior approval. Pay rates and increases pai( out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and s ~bject to prior established guidelines. PART ZV GENERAL CONDZTZONS A. Opportunities for Residents and Civil Riqhts Compliance The Agency agrees that no person shall, on the grounds of race, color, mental or phy: cai disability, national origin, religion or sex be excludecJ from the benefits of, or be subjected to discrir ~ination under any activity carried out by the performance of this Agreement. Upon receipt of evi( ence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be giver opportunities for training and em ployment; and to the greatest feasible extent eligible business concern; located in or owned in substantial part by persons residing in the project areas shall be awarde~ contracts in connection with the project. B. Oooortunities for Small, and Minority/Women Owned Business Enterprises Tn the procurement of supplies, equipment, construction, or services to implement this A Agency shall make a positive effort to utilize small and minority/women-owned business sources of supplies and services, and provide these enterprises the maximum feasible compete for contracts to be performed pursuant to this Agreement. Tn the maximum these small and minority/women-owned business enterprises shall be located in or owne of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Pla U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Community Development Act of 1968. Page 6of16 [reement, the ~nterprises as )pportunity to (tent feasible, ~ by residents ~ approved by Housing and C. Proiect Beneficiaries At least 51 percent (51%) of the beneficiaries of a project funded through this agreemen: must be tow- and moderate-income persons..Since the project is located in an entiUement city, as ~ ~fined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted through the use of ftnds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for thc time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification )f compliance to CRD upon CRD's request. D. Evaluation and Monitorinq The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent u on satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, qomparisons of / planned versus actual progress relating to project scheduling, budgets, audit repod:s and output .., / measures. The Agency agrees to furnish upon request to CRD, the City or City s desigr~ees and make copies or transcriptions of such records and information in connection with services/tlo be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the information and status reports required by CRD, the City, or U.S. HUD on forms app Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Be will be required. This information will include: (1) detailed information on the status ol and status of funds; (2) the number of clients served by census tracts; (3) the numl moderate-income persons; (4) racial breakdown; and (5) the number of female-headed the event that this Agreement should provide funds for capital improvements projects, t~ be responsible for providing all necessary anc~ pertinent information to CRD in ordE completion of Grantee Performance Reports. However, this exception shall apply improvements activities. E. Audits and Inspections At any time during normal business hours and as often as CRD, the City, U.S. HUD or General of the United States may deem necessary, there shall be made available by the ~ the City, U.S. HUD or the Comptroller General for examination all its records with respec Page 7 of 16 ~quest of CRD, ~oved by CRD. ~efit Activities) the project(s) ~er of Iow-and ouseholds. In Agency shall to allow for ~ly to capital Comptroller ,gency to CRD, : to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Corn ptroller General to audit ancJ examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, in accordance with OMB Circulars A-110, A-133 and other applicant ~e regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, ubject to CRD within one hundred and eighty (180) days after the expiration of this agreement. The cc ,t of said audit should be borne by the Agency. The City will be responsible for providing technical as~ ;istance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedurgs developed, prepared, assembled or completed by the Agency for the purpose of this Agreement sh; ~tl become the property of the City without restriction, reservation or limitation of their use and shall be nade available by the Agency at any time upon request by the City or CRD. Upon completion of all wor~ contemplated under this Agreement, copies of all documents and records relating to this Agree nent shall be surrendered to CRD, if requested. Tn any event, the Agency shall keep all documents ~ nd records for three (3) years after expiration of this Agreement. G. Tndemnification and Tnsurance The Agency recognizes that it ~s an independent Contractor and stipulates or implie~ no affiliation between itself and the City. The Agency shall indemnify and save the City harmless fr( ~ any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or th~'eatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewithj~ncluding costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pa' judgments which may result, Tn particular, the Agency will hold the City harmless and wil City for funds which the City is obligated to refund the Federal Government adsing out of activities and administration of the Agency. The Agency's aforesaid indemnity and obligations, or portions or applications thereof, shall apply to the fullest extent permitted no event shall they apply to liability caused by the negligence or willful misconduct ~ respective agents, servants, employees or officers, nor shall the liability limits set forth in Statutes, be waived. , all costs and indemnify the the conduct of hold harmless by law, but in ~f the City, its 768.28, Florida Page 8of16 At all times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such ins in an amount of not less than $:L,000,000.00 Combined single limit, and coverage shall a Certificate of Insurance, which must also provide documentation or workers comper employees to statutory limits. Agency shall provide for thirty (30) days notice of renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's Agreement is not to substitute for or replace existing or planned projects or activities of t Agency agrees to maintain a level of activities and expenditures, planned or existing, for to those being assisted under this Agreement which is not less than that level existir Agreement. arance shall be evidenced by ~ation for ~,our tcellation, non- services. This ~e Agency. The projects similar g prior to this I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management anc~ Budget pursuant to conflict of interest. Said circulars are attached hereto and incorporated by r~ The agency further covenants that no person who presently exercises any functions or re connection with the CDBG Project, has any personal financial interest, direct or indirect, provided under this agreement which would conflict 'n any manner or degree with the this Agreement and that no person having any conflict of interest shall be employed by ol by the Agency. Any possible conflict of interest on the part of the Agency or its emp disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in so as not to unreasonably impede the statutory requirement, that maximum opportunity employment of and participation of lower-income residents of the project target area. .1. Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participa including the appropriate Area Committees, of the activities of the Agency in carrying ou~ of this Agreement. Representatives of the Agency shall attend meetings of the appropri~ and Citizen Participation Structures upon the request of CRD or the City. :irculars A-110 ference herein. ~onsibilities in the activities )erformance of subcontracted oyees shall be such a manner De provided for ~n Structures, the provisions te Committees Page 9 of 16 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available" under this agreement. L. Contract Documents The following documents are herein ~ncorporated by reference and made part he constitute and be referred tc as the contract; and all of said documents taken as a whole contract bet~veen the parties hereto and are as fully a part of the contract as if they verbatim and at length herein: 1) 2) 3) 4) 5) 6) 7) 8) 9) 10) 11) 12) 13) 14) This Agreement including its Exhibits Office of Management and Budget Circulars A-110, A-122 and A-133 Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Disc 1975, and Title II of TiUe VI of the Civil Rights Act of 1964, Age Discrimination With Disabilities Act of 1990 Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon ACt of 1988 and Section 109 of the Housing and Community Development Act of 1974 Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section Housing and Development Act of 1974 Florida Statutes, Chapter 112 and 768.28 City of Boynton Beach Purchasing Ordinance Federal Community Development Block Grant Regulations (24 CFR Part 570), as The Agency% Personnel Polities and ]ob Descriptions The Agency's Incorporation Certificate and Articles of Incorporation The Agency's by-laws The Ager!cy's Certificate of Insurance and Bonding Current list of the Agency's Officers and members of Board of Directors Proof of Agency's 501©(3) certification from Internal Revenue Service (IF documents are filed and will be maintaine(~ on file at the office of Community One (1) copy of the contract documents 1 through 8 will be furnished to the Items 9 through 14 above shall be transmitted to CRD by the Agency. Page 10 of 16 eof, and shall constitute the were set forth nination Act of he Americans 09 of the nended ). All of these Redevelopment. ~gency by CRD. IVl. Termination Tn the event of termination for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment~ecured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton/ Beach. In the event of termination, the Agency 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 Agency, and the City ma~ withhold any payment to the Agency until such time as the exact amount of damages due to the City from/the Agency is determined. 1) Termination for Cause If through any cause the Agency shall fail t~ fulfitt in a timely and propler manner its / obligations under this Agreement, or if the Agency shall violate any of ~e covenants, / agreements, or stipulations of this Agreement, the City shall provide the Agen~ with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency~ has (30) 2) 3) calendar days to remedy the failure or violation. In the event that the Ag remedy the failure or violation, within the thirty (30) day calendar period, th~ the right to terminate this Agreement or suspend payment in whole or part b~ notice to the Agency of such termination or suspension of payment and specil date thereof, at least five (5) working days before the effective date of suspension. Termination for Convenience At any time during the term of this Agreement, either party may, at its opt reason, terminate this Agreement upon ten (10) working days written notic party. Upon termination, the City shall pay the Company for services render this Agreement through and in~cluding the date of termination In the event the grant to the City under Title ! of the Housing and Communit ACt of 1974 (as amended) is suspended or terminated, this Agreement shall b~ terminated effective on the date U.S. HUD specifies. N. Severabilitv of Provisions Tf any provision of this Agreement is held invalid, the remainder of this Agreement shall thereby if such remainder would then continue to conform to the terms and requiremen law. Page ll of 16 .~ncy does not City then has giving written the effective :rmination or ,n and for any .~ to the other .~d [~ursuant to Development suspended or ~ot be affected s of applicable O. Leveraging The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraging of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be ir~corporated by written amendment as part of this Agreement and shall be subject to approval by the Oty of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agre/.~ment shall be binding on either party unless in writing, approved by the City Commission and signed by )oth parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when deliverec office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency to its office at the address listed on Page One of this Agreement. to CRD at its vhen delivered R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not :ity of Boynton Beach employees and are not subject to the City Provisions of the law applicable to :ity employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date/hereof. F.S. 287.133(3)(a) requires this notice. Page 12 of 16 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shal be deemed to be an original, and such counterparts will constitute one and the same instrument. WITNESS our Hands and Seals on the AI)~$T: JANET PR/L~NITO, CMC CITY CLERK, CITY OF BOYNTON BEACH, FLOR/DA Political Subdivision of the State of Floridagt.-.':~~ ~l~//j.,~ /-., . ~,n ~ · - . ~.- ~ C~ ~OR~ ~ FAIR HOUSING CENTER OF THE GREATER PALM BEACHESf INC. By: Title: By: Title: (CORPORATE SEAL) Page 13 of 16 FATR HOUSI'NG CENTER OF THE GREATER PALM BEACHES, INC. EXHTBZT A WORK NARRATZVE ?. The Agency agrees to: A. Publish a Fair Housing Newsletter quarterly. B. Operate a toll free hotiine providing counseling information, investigatio and referrals to Iffgal services. C. Conduct five (5) fair housing workshops for community-based orga~ zations, civic groups, electronic/print media, finandal institutions and others i~ the housing industry. D. Network with public and private agencies to jointly address fair housing~ssues. E. Tmplement a fair housing public information campaign, utilizing electrorlic/print media outlets that will include television, radio and newspaper advertising./ F. Conduct an outreach campaign that informs persons with disabilities_ their support organizations and service providers of their right to freedom of choice in the housing market. G. Assist the City of Boynton Beach in formulating its Action Plan to meet its responsibility to "Affirmatively Further" fair housing. H. Monitor Fair Housing compliance. :[][. The City Agrees to: A. Provide up to $15f000 in funding as follows: Program Director ............................................. Fair Housing Specialist ....................................... 4,039.00 FTC. A(.0764) ......................................................... 662.00 Unemployment (.0012%) ........................................ 11.00 Workers Comp. (.0071%1 ........................................ 62.00 Administrative, Office space Rental ....................... $610.00 Monitoring expenses Cresting) ............................ 5,000.00 @$500 per test Total ....................................................... $15,000.00 Page l~of16 Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined Py CRD, be conducted by CRD staff or its contractor, and wil ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to C ~,D on program activities. Page 15 of 16 FAIR HOUSING CENTER OF THE GREATER PALM BEACHES, INC, EXHIBI'T B LETTERHEAD STA'rZONERY Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment City of Boynton Beach P. O. Box 310 Boynton Beach, Florida 33425-0310 From: Subject: [Name of Subzgrantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $. . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia $. Sherrod, Community Development Manager Page 16of16 AGREEMENT BEI'~NEEN THE CTTY OF BOYNTON BEACH AND COMMUNTrY CARING CENTER OF BOYNTON BEACH, t'NC, THIS AGREEMENT, entered into this I~ day of '~~ 2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Community Caring Center of Boynton Beach, Inc., a non,profit corporation duly organized and existing, by virtue of the laws of the State of Florida, having its principal mailing address as 145 N.E. 4m Avenue, Boynton Beach, Florida, 33435, and its Federal Tax Identification Number as 65-0447796. Whereas, The Qty of Beynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Community Caring Center of Beynton Beach, Inc., desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Community Caring Center of Boynton Beach, Inc., to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: DEFI'NZ'I'ZON AND PURPOSE A, Definitions: PART ! 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program of the City of Beynton Beach 3) "CRD' means Division of Community Redevelopment 4) "The Agency" means Community Caring Center of Beynton Beach, Inc. Page 1 of 15 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Polities Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate :Income Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part II of this Agreement, The Deneficiaries of a project funded under this Agreement must constitute a majority (5i%) of Iow- and moderate-income persons. PART SCOPE OF SERVZCES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, h~blt A, and submit invoices using the cover sheet in Exhibit "B", both of which are attached hereto and made a part hereof. PART ZI'! COMPENSATION, TTME OF PERFORMANCE, METHOD AND COND!TLONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $15,000.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2 of 15 Such requests for changes must be made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent [10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12-0043. The effective date shall be October ~., 2001, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30,,2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. F~,equests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days alter the date the indebtedness was incurred. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original invoices must be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to oe disbursed. When onginal documents cannot be presented, the Agency must adequately justify their absence, in writing, and furnish cop~es. ]~nvoices shal not be honorecJ if received by the City of Boynton Beach Finance Department later than thirty (30) days alter the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 15 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City Jaws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with Part TV, Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding after the commencement of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification Dy the funding source and submit an approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, wdtten agreement, or purchase order and shall be Subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the ;rior wdtten approval of the CRD Manager or his designee. Page 4 of 15 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, CiTY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $1,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the previsions of Florida Statutes, Chapter 112.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sale of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5 of 15 CRD the procedure developed to utilize program income to offset project costs. If program income is used to extend the availability of services provided by the Agency through this Agreement, the pnor written approval of the Director of Development or his designee will ~e required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the raason of merit or cost of living increase, are subject to CRD~s pdor approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and subject to prior established guidelines. PART ZV GENERAL CONDZ'F~ONS A. Opportunities for Residents and Civil Riqhts Complianc~ The Agency agrees that no person shall, on the grounds of race, color, mental or physical disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Minority/Women Owned Business Enterpris¢~. In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a m~mmum, the Agency shall comply with the Section 3 Clause of the Housing and Community Development Act of 1968. Page 6of15 C. Proiect Beneficiaries At least 51 percent {51%) of the beneficiaries of a project funded through this agreement must be tow- and moderate-income persons. Since the project is located in an entitlement dry, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted througlq the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD'S request. D. Evaluation and Monitoring The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households, in the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for corn pletion of Grantee Performance Reports. However, this exception shall apply only to capital improvements activities. E. Audits and Ins~ctions At any time during normal Dusiness hours and as often as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examinaUon all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of 15 to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, in accordance with OMB Circulars A-il0, A-i33 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (:L80) days afte~ the expiration of this agreement. The cost of said audit Should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City Without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested. Tn any event, the Agency shall keep all documents and records for three C3) years after expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful m~sconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of 15 At all times dudng the terms of this Agreement, the Agency shal maintain in force Comprehensive General Liability Insurance, including coverage for personal 'njury, bodily ~njury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amount of not less than $1,000,000.00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide ~y and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible confliCt of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. .]. Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attenc~ meetings of the appropriate Committees and Citizen Participation Structures upon the request of CRD or the City. Page 9of15 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its Exhibits 2) Office of Management and Budget Circulars A-110, A-122 and A-133 3) Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination Act of 1975, and Title II of Title VI of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities Act of 1990 4) Executive. Orders 11246, 11478, 11625, 12432, the Davis Bacon Act of 1988 and Section 109 of the Housing and Community Development ACt of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing ACt of 1988 and Section 109 of the Housing and Development Act of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of 8oynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Parc 570), as amended 9) The Agency's Personnel Policies and ]ob Descriptions 10) The Agency's Incorporation Certificate and Articles of Incorporation Il) The Agency's by-laws 12) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) cerUfication from Internal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall be transmitted to CRD by the Agency. Page 10 of 15 M. Termination Tn the event of termination for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency With CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. Tn the event of termination, the Agency 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 Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined, 1) Termination for Cause Tf through any cause the Agency shall fail to fulfil] in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice spedfying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. Tn the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and induding the date of termination. 3) Tn the event the grant to the City under Title T of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions Tf any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page ll of 15 O. Leveraq~ng The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveragin~ of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shall be subject to approval by the City of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved by the City Commission and signed by both parties. Q. Notice All notice required to be g~ven under this Agreement shall be sufficient when delivered to CRD at its office at :[00 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. ~n~ndent Contractor Except as duly noted in Part ~, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach em ;Ioyees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Publi~ As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately oreceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page :12 of :].5 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2)counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. W~NESS our Hands and Seals on the ~7-~/ day of "~e~_~ Io¢~- , ~o~1. A~E~: ]ANET PRAINITO, CMC CZ-FY CLERK, CZTY OF BOYNTON BEACH, FLOR]~u , ...... Poht~cal Subd v s on of the State of Florida.~' ~AYOR COI~IMUNZTY CARZNG CENTER OF BOYNTON BEACH, INC, By:. Title: By: Title: (CORPORATE SEAL) Page 13 of 15 COMMUNTrY CARING CENTER OF BOYNTON BEACH, 1'NC, EXH'rBTr A WORK NARRATZVE The Agency agrees to: A. Provide professional individual and group counseling, employment assistance, job skills, and emergency services for individuals and families in need, often homeless. B. Provide food, shelter, financial assistance for medication, utility bill payments, and rent/mortgage assistance for approxim~ely 1500 people. IX. The City Agrees to: A. Provide up to $:1S,000 in fund ng as follows: Salaries .......................................................... $11,400.00 Executive Director Food Pantry Program Director Hispanic Outreach Director Utilities ............................................................. 2,000.00 Rent/Mortgage .................................................. 1,600.00 Total ....................................................... $15,O00.OO Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration anc~ coordination activiUes to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on program activities, Page 14 of 15 COMMUNZTY CARING CENTER OF BOYNTON BEACH, 1'NC. EXHTB'rT B LETTERHEAD STATZON ERY To: Octavia S. Sherrod, Community Development.Manager Division of Community Redevelopment City of Boynton Beach P, O. Box 310 Boynton Beach, Florida 33425-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] iNVOiCE REIMBURSEMENT Attacheo, you will find Invoice # , requesting reimbursement in the amount of $. _. The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 15 of 15 AGREEMENT BETWEEN THE CZTY OF BOYNTON BEACH AND BOYNTON BEACH FAZTH BASED CDC THIS AGREEMENT, entered into this I~ day of '~--~0~-¢' , 2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Boynton Beach Faith Based CDC, a non-profit corporation duly organized and existing by virtue of the laws of the State of Flodda, having its principal mailing address as Post Office Box 337, Boynton Beach, Florida, 33425-O337, and its Federal Tax Identification Number as 65-0971509. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Boynton Beach Faith Based CDC, desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Boynton Beach Faith Based CDC to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART I' DEF'rNZI'ZON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Divisio~ of Community Redevelopment 4) "The Agency" means Boynton Beach Faith Based CDC Page i of 16 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate Tncome Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under Which the Agency will implement the Scope of Services set forth in Part TI of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons, PART II SCOPE OF SERVICES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet in Exhibit "B", both of which are attached hereto and made a part hereof. PART Iq COI4PENSATZON, 'rZF4E OF PERFORt4ANCE~ t4ETHOD AND CONDZ'I'ZONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. Tn no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $75,000.00 for the period of October ~, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2 of 16 Such requests for changes must be made in writing by the Agency to the Community Development Hanager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of 13oynton Beach. B. 'lime of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12-0043. The effective date shall be October 1, 2001, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligi ~le budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. F>,equests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days alter the date the indebtedness was incurred. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original ~nvoices must be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed When original documents cannot be presented, the Agency must adequately justify their absence, in writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any 'nvoices be honored that predate the commencement date of this agreement. Page 3 of 16 D. Conditions on which Payment is continqent: l) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Proceciures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with Part ~ Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding atter the commencemen~t of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the Oty or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project ~n accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by (::RD prior to execution of any subcontract hereunder. I~ addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee. Page 4of16 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of. reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, CITY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $1,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter 112.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sale of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5of16 CRD the procedure developed to utilize program ~ncome to offset project costs. If program income is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee will be required, Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay ~ncreases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and subject to prior established guidelines. PART l'V GENERAL CONDZI'ZONS A. Opportunities for Residents and Civil Rights Compliance The Agency agrees that no person shall, on the grounds of race, color, mental or physical disability, national odgin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Minority/Women Owned Business Enterpris~c In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterpnses as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Housing and Comm unity Development Act of !968. Page 6 of 16 C. Project Beneficiaries At least 51 percent (51%) of the beneficiaries of a project funded through this agreement must be low- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries db/wide, all of the beneficiaries assisted through the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitoring The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the re¢ uest of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. Tn the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital improvements activities. E. Audits and Tnspections At any time during normal business hours and as often as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S, HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of 16 to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, 'n accordance with OMB Circulars A-110, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (180) days after the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contem plated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested. In any event, the Agency shall keep all documents and records for three (3) years after expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relatin~j to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8of16 At all times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amqunt of not less than $1,00(3,000.00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance_ of Effo~ The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interesT, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory req uirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. .]. Citize~ation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Participation Structures upon the request of CRD or the City. Page 9of16 K. proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a 'reference to the financial support herein provided by City of Boynton Beach and/or HUD in all pui~lications and publicity. :In addition, the agency will make a good faith effort to recognize Qty's support for all activities made possible with fund available under this agreement. L. Contract Document~ The following documents are herein incorporatecJ by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its Exhibits 2) Office of Nanagement and Budget Circulars A-:[ 10, A-122 and A-133 3) Title V~ of the Civil ~,ights Act of 1964., Age Discrimination Act of 1964, Age Discrimination Act of t975, and Title I! of Title VI of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities Act of :[990 4) Executive Orders 11246, 11478, 11625, ~.2432, the Davis Bacon Act of 1988 and Section 109 of the Housing and Community Development Act of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development ACt of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations {24 CFR Part 570), as amended 9) The Agency's Personnel Policies eno .lob Descriptions 10) The Agency's Incorporation Certificate and Articles of Incorporation 1:[) The Agency's by-laws 12) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from Tnternal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Ttems 9 through 14 above shall be transmitted to CRD by the Agency, Page 10 of 16 M Termination In the event of termination for any of the following al! finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. In the event of termination, the Agency shall not be relieved of liability to the Oty for damages sustained by the City by virtue of any breach of the Agreement by the Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause If through any cause the Agency shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency With written notice specifying the exact nature of the failure or violation Thereafter, the Agency has (30) calendar days to remedy the failure or violation. In the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or Suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term Of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (101 working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) In the event the grant to the City under Title I of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall oe suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to ~:onform to the terms and requirements of applicable law. Page 11 of 16 O. Leveraqinq The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraging of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shal be subject to approval by the City of 13oynton Beach Commissioners. Except as otherwise provided her6~n, no amendment to this Agreement shall be binding on either party unless in writing, approved by the City Commission and signed by both parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12 of 16 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced hereto, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. WITNESS our Hands and Seals on the o~ '~ AITEST: 3ANET PRAINITO, CMC CITY CLERK, CITY OF BOYNTON BEACH, FLEXO Pohbcal Subd~ws~on of the State of Flonda~ .~- APPROVED AS TO FORM: ClTY AI-I'ORN E'f BOYNTON BEACH FATrH BASED CDC By:. Title: By: Title: (CORPORATE SEAL) Page 13 of 16 The Agency agrees to: BOYNTON BEACH FATI'H BASED CDC EXHI'BIT A WORK NARRATIVE A. Hold four (4) Community events. B. Provide Home buying Counseling to 50 households. C. Help eight (8) people to successfully become homeowners. D. Construct four (4) new homes in the community. E. Develop plans for a Model Block Project involving new construction, rehabilitation, landscaping, and sidewalks. F. Acquire and begin development of i rental property. G. Apply for HUD202'funding to develop a senior housing facility. H. Partner with City of Boynton Beach's campaign to focus o~ predatory lending practices. lrlr. The City Agrees to: A. Provide up to $75,000 in funding as follows: Salary for Director ........................................... $31,450.63 FICA (7.65%) .................................................... 2,668.41 Homebuying Counselor .................................... 24,937.50 FICA (7.65%) .................................................... 1,907.72 AmeriCorps Member ........................................... 2,750.00 Project/Construction Manager ............................. 7,085.74 Marketing/Events .............................................. 1,500.00 Administrative ...................................................... 450.00 Accounting ........................................................ 2,250.00 Total ....................................................... $75,000.00 Page 14of16 Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordinatio~ activities to ensure that planned activities are completed in a timely manner. Honitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure corn pliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on program activities. Page 15 of 16 To: From: Subject: BOYNTON BEACH FATI'H BASED CDC EXHZBTT B LEI-I'ERHEAD STATION ERY Octavia S. Sherrod, Community Development Manager Division of Community Redevelooment City of Boynton Beach P. O. Box 310 Boynton Beach, Florida 33'~25=0310 [Name of Sub-grantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period Edate] through [date]. You will also find attached ~)ack up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 16 of 16 AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND THE .1UVENZLE TRANSITLON CENTER, :[NC. THIS AGREEMENT, entered into this I~ day of '~e.~m~o~_r ,2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and The Juvenile Transition Center, Inc., a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its pdndpal mailing address as 69 Citrus Park Lane, Boynton Beach, FL 33436, and its Federal Tax Identification Number as 65-0770795. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Beynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and The Juvenile Transition Center, Inc., desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage The 3uvenile Transition Center, Inc. to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART Z. DEFI'NZI'ZON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program. of the City of Beynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means The Juvenile Transition Center, Inc. Page 1 of 15 5) "CRD Approval" means the written approval of the Director of Development or designee aEer a request or a report has been properly processec~ in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and lVloderate Income Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions'under which the Agency will implement the Scope of Services set forth in Part II of this Agreement. The benefidades of a ~roject funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART ?! SCOPE OF SERVICES The Agency shall, n a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A", and submit invoices using the cover sheet in Exhibit "B", [~oth of which are attached hereto and made a part hereof. PART z'r'r COMPENSATION, T~ME OF PERFORMANCE, METHOD AND CONDZ'rZONS OF PAYMENT A. Haximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. Tn no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorizecJ sum of $15,000.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. P~e2ofl5 Such requests for changes must be mac]e in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. .time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12-00~,3. The effective date shall be October 1, 2001, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and complete(~ in light of the purposes of this Agreement. Tn any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was incurred. Payment shall be made by the City of Boynton E~each Finance Department upon proper presentation of invoices and reports approved by the Agency an~ CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation, l~n the case of direct payments, original invoices must be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed. When original documents 'cannot be presented, the Agency must adequately justify their absence, in writing, and furnish copies. Invoices shall not be honored if received bY the City of Boynton Beach Finance Department later than thirty (30) days at, er the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 15 D. Conditions on which Payment is contingent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with Part iV, Section G of this Agreement; No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding after the commencement of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved W CRD prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee. Page 4oflS 4) Purchasing All purchasing for services and goods, including capital equipment, shal be made by purchase order or by a written contract and in conformity with the procedures prescribed Dy the City Of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the Pr0,~ect by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, QTY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a} All subcontracts and agreements pursuant to this Agreement; b) All capital equipment expenditures of $1,000 or more; c) All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter d) All change orders; and e) Requests to utilize uncommitted funds alter the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activiUes financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sate of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5 of 15 CRD the procedure developed to utilize program income to offset project costs. If program income's used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee will be req wired. Accounting and disbursement of program income shall be. consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein gy reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel: Department, and subject to prior established guidelines. PART ZV GENERAL COND~.'~ zONS A. Opportunities for Residents and Civil Rights Complianc~ The Agency agrees that no person shall, on the grounds of race, color, mental or physical disabilityr national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carded out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by oersons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Minority/Women Owned Business Enterprises Tn the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shaJ be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Housing and Community Development Act of 1968. Page 6 of 15 C. Proiect Beneficiaries At least 51 percent (51%) of the beneficiaries of a oroject funded through this agreement must be Iow- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted through the use of funds under th s Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitorinq The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation wil be ~)asecJ on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number'of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply omy to capital improvements activities. E. Audits and ~ At any time during normal business hours and as often as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary~ there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with resoect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of 15 to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, i~ accordance with OMB Circulars A-110, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (I80)days after the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property Al reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested. In any event, the Agency shall keep all documents and records for three (3) years after expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation betwee~ itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of 15 At all times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shalt be in an amount of not less than $1,000,000.00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of ~he Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management ancJ Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. 3. Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency ~n carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Partidpation Structures upon the request of CRD or the City. Pa~e 9 of 15 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement induding its Exhibits 2) Office of Management and Budget Circulars A-110, A-122 and A-133 3) Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination ACt of 1975, and Title II of Title V! of the Civil Rights ACt of 1964, Age Discrimination the Americans With Disabilities ACt of 1990 4) Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon ACt of 1988 and Section 109 of the Housing and Community Development Act of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development ACt of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended 9) The Agency's Personnel Policies and 3ob Descriptions 10) The Agency's Incorporation Certificate and Articles of Incorporation 11) The Agency's by-laws :].2) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from Internal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents I through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall.be transmitted to CRD by the Agency. Page 10oflS M. Termination Tn the event of terminatio~ for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to ? the City of Boynton Beach. Tn the event of termination, the Agency shall not be relieved of liability to the Oty for damages sustained by the City by virtue of any breach of the Agreement by the Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause If through any cause the Agency shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. Tn the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the Oty shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) Tn the event the grant to the Ob/under Title ! of the Housing and Community Development Act of 1974 [as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions Tf any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page ll oF15 O. Leverag~ng The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent oossible, the leveraging of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy.of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be ~ncorporated by written amendment as part of this Agreement and shall.be subject to approval by the City of Boynton Beach Commissioners. Except as other~vise provided herein~ no amendment to this Agreement shall be ~3inding on either party unless in writing, approved by the City Commission and signed by both parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12 of 15 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. WITNESS our Hands and Seals on the oq.1 AI-I'EST: JANET PRAINITO, CMC CITY CLERK, ClTY OF BOYNTON BEACH, FL~'~'u/?,/z. Political Subd v s on of the State of Florida~, o .:XE~;~:'. o~/ APPROVED AS TO FORM: (/~ CITY ATTORI~ ~.YOR THE 3UVENZLE TRANSZTZON CENTER, :[NC. By:. Title: By: Title: (CORPORATE SEAL) Page 13 of 15 Tm THE .1UVENZLE TRANS.r m mON CENTER, INC. EXHZBI'r A WORK NARRATIVE The Agency agrees to: A. Serve a minimum of :[00 community youth in an a~cer school educational and mentoring program designed to attract, enrich, and empower disadvantaged youth. B. Provide homework assistance, tutoring, mentoring, youth phitanthrepy, technological training and field trips with daily snacks. II. The City Agrees to: A. Provide up to $15,000 in funding as follows: Executive Director Salary ................................. $10,350.00 Admin Assr ......... 4,650.00 Total ............. ; .......................................... $15000.00 Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on program activities. Page 14 of 15 THE .]UVENI'LE TRANSI*TION CENTER? *rNC. EXHZB'm*T B LETTERHEAD STATIONERY To: Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment Oty of Boynton Beach P. O. Box 310 Boynton Beach, Ftodda 33425-0310 From: Subject: [Name of Sub-grantee] [Address] [l'elephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 15of15 AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND "! HAVE A DREAM" FOUNDATION - BOYNTON BEACH THIS AGREEMENT, entered into this t l~ day of ~ 2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and "I Have A Dream" Foundation, a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its principal mailing address' as 4731 S. Lake Drive, Boynton Beach, Florida, 33436, and its Federal Tax Identification Number as 65-0454670. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to Title ! of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and "I Have A Dream" Foundation, desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage "I Have A Dream" Foundation to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART I DEFINITION AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG' means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Comm unity Redevelopment 4) "The Agency" means "I Have A Dream" Foundation Page lof15 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" meansthe Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate Tncome Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants anc~ conditions under which the Agency will implement the Scope of Services set forth in Part T! Of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART I! SCOPE OF SERVICES The Agency shall, 'n a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit"A", and submit invoices using the cover sheet in Exhibit "B", both of which are attached hereto and made a part hereof. PART !i'! COMPENSATLON, TIME OF PERFORMANCEf METHOD AND CONDZT~ONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $7,500.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to te~ percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2 of 15 Such requests for changes must be made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights ant duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12-0043. The effective date shall be October 1, 2001, or the date of release of funds by U,S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall oe undertaken and completed in light of the purposes of this Agreement. Tn any event, al services require(J hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted Dy Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall oe accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was ~ncurred. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of 'nvolces and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, originar invoices must be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelle~J checks paid invoices and delivery slips if applicable, proof of payment m ~st be received if any additional funds are to be disbursed. When original documents cannot be presented, the Agency must adequately iustify their absence, in writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 15 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency, shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal.. State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD 'n accordance with Part ~V, Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and p~aced on file with CRD. Should a project receive additional funding after the commencement'of this Agreement, the Agency shall notifi/CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountabi!ity The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent a ~diting firm employed by the City or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements, 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee. Page 4 of 15 4) Purchasing Ali purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed Dy the City of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-110 and A-122, 'ncorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and Satisfactory audits by the Intemal Audit Department of the City and Federal Government if required. All reports [rnonthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, CITY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the ~)rior written approval of the CRD Manager or his designee to be eligible for reimbursement Dr payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $1,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter 112,061); Al change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A, 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sale of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5 of 15 CRD the procedure developed to utilize program ~ncome to offset project costs. If program income is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee will be required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall ~e consistent with the City of Boynton Beach's Personnel Department, and subject to prior established guidelines. PART ZV GENERAL CONDZTZONS A. Opportunities for Residents and Civil Riqhts Complian¢~ The Agency agrees that no person shall, on the grounds of race, color, mental or physical disability, national origin, religion or sex ;e excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the'City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns IocatecJ in or owned in substantial part by ;ersons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities .for Small, and Minority/Women Owned Business Enterprlsnn In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned buszness enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Housing and Community Development Act of 1968. Page 6 of 15 C. ~ciaries At I~ast 5:[ percent (51%) of the beneficiaries of a project funded through this agreement must be Iow- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted through the use of funds under this Agreement,must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written vefifica{ion of compliance toCRD upon CRD's request. D. Evaluation and Monitoring The Agency agrees that CRD will carry out periodic monitonng and evaluation a~vities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) 'and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shal apply only to capital improvements activities. E. Audits and InsPections At any time during normal business hours and as omen as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with resoect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of 15 to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, in accordance with ONIB Circulars A-110, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (180) days after the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either ;)arb/. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the ~City or CRD. Upon completion of ali work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested In any event, the Agency shall keep all documents and records for three (3) years alter expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify an(~ save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of 15 At all times during the terms of this Agreement, the Agency shall maintain in force Corn prehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amount of not less than $1r000,000.00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statuto~/requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Participation Structures upon the request of CRD or the City. Page 9 of 15 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications anc~ publicity. :In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated Dy reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its Exhibits 2) Office of Nanagement and Budget Circulars A-110, A-122 and A-133 3) Title W of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination Act of 1975, and Title T! of Title W of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities Act of 1990 4) Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon Act of 1988 and Section 109 of the Housing and Community Development Act of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development Act of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended 9) The Agency's Personnel Policies and .]ob Descriptions 10) The Agency's !ncorporation Certificate and Articles of Tncorporation 11) The Agency's by-laws 12) The Agency's Certificate of Tnsurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from Internal Revenue Service C!RS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Ttems 9 through 14. above shall be transmitted to CRD by the Agency. Page 10 of 15 M. Termination In the event of termination for any of the f~llowing all finished or unfi nishe~ documents, data studies, surveys, drawings, maps, models, photographs, reports prepay'ed and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. In the event of termination, theAgency 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 Agency, and the Oty may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. l) Termination for Cause If through any cause theAgency shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. In the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) In the event the grant to the City under T~tle I of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page li of 15 O. Leveraging The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraging of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required'by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shall be subject to approval by the City of Boynton Beach Commissioners. Exce@t as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in wdting, approved bythe City Commission and signed by both parties. Q. Notice All notice required to be g~ven under this Agreement shall be sufficient when delivered to CRD at i~s office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton E~each employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensaUon and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3Xa) requires this notice. Page 12 of 15 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. WITNESS our Hands and Seals on the Al-rEST: JANET PRAINITO, CMC CITY CLERK, C1TY OF BOYNTON BEACH, FLORIDA Political Subdivision of the State of F orida ~C~ CLERK ~1 ~.~ ~O ../~YOR APPROVED ~ TO FORM ~ ~ A~O~ "1' HAVE A DREAM" FOUNDATZON - BOYNTON BEACH By:. Title: By: Title: (CORPORATE SEAL) Page 13 of 15 "1' HAVE A DREAM" FOUNDATZON - BOYNTON BEACH EXHZBI'T A WORK NARRATI'VE The Agency agrees to: A. Provide alter school tutoring and summer school workshop for "Dreamers", to include Mathematics, Language Arts, and Life Skills. B. Provide service for 65 disadvantaged boys and girls. C. Provide teachers and teaching materials. D. Providetransportation for visiting local businesses. The City Agrees to: A. Provide up to $7,500 in funding as follows: Salary for Certified Teachers ............................. $3,500.00 Tutoring Materials .............................................. 2,000.00 Snacks and Dinner ............................................ 1,500.00 Transportation ...................................................... 500.00 Total ......................................................... Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on ~)rogram activities. Page 14 of 15 "Z HAVE A DREAM" FOUNDA'F~ON - BOYNTON BEACH EXHI'BI'T B LETTERHEAD STATION ERY To' Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment City of Boynton Beach P. O. Box 310 Boynton Beach, Florida 33425-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] INVOTCE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 15 of 15 AGREEMENT BETWEEN THE CZTY OF BOYNTON BEACH AND HEALTHY MOTHERS/HEALTHY BABTES COAL?TI'ON OF PALM BEACH COUNTYf 1'NC. THIS AGREENENT, entered into this tE~ day of ~'¢-~mb~" ,2001, by and bet~Neen the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Healthy Mothers/Healthy Babies Coalition of Palm Beach County, a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its principal mailing address as 211 S. Federal Highway, Suite 15, Boynton Beach, Florida, 33435, and its Federal Tax [dentification Number as 59-2657051. Whereas, The City of-Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to .title ! of the Housing and Community Development Act of 1974, (as amended)~ And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Healthy Mothers/Healthy Babies Coalition of Palm Beach County, desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Healthy Mothers/Healthy Babies Coalition of Palm Beach County to implement such undertakings of the Community Development Block Grant Program. Now, therefore, ~n consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART 1' DEFTNZ'fZON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Healthy Mothers/Healthy Babies Coalition of Palm Beach County Page I o fl5 5) "CRD Approval" means the wdtten approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and [vlo~erate Income Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part IT of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART I! SCOPE OF SERVICES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A", and submit invoices using the cover sheet in Exhibit "B'; both of which are attached hereto and made a part hereof. PART III COMPENSATZON~ I'ZME OF PERFORf4ANCE, METHOD AND CONDZT!ONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $7,200.00 for the period of October., 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2 of 15 Such requests for changes must be made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- HC-12-0043. The effective date shall be October 1, 2001, orthe date of release of funds by U .S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shal be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was incurred. ~)ayment shall be made by the City of Boynton Beach Finance Department upon proper presentation of 'nvo~ces and reports approved by the Agency and CRD. For purposes of this section, originals of ~nvoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original invoices mug be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed. When original documents cannot be presented, the Agency must adequately justify their absence, in writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 15 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with. Part IV, Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projed~ will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding after the commencement of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official .notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City :Internal Audit Department at any time the Qb/ deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. Tn addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the pnor written approval of the CRD Manager or his designee. Page 4 of 15 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual. Federal Management Circulars A-110 and A-122. incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Tnternal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, C1TY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Hanager or his designee to be eligible for reimbursement or payment: a) All subcontracts and agreements pursuant to this Agreement; b) c) d) e) All capital equipment expenditures of $1,000 or more; All out-of-town-travel {travel shall be reimbursed ~n accordance with the provisions of Florida Statutes, Chapter 112.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Tncome All income earned by the Agency from activities financed i, whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to 'ncome from service fees. sale of commodities, and rental or usage fees. Tn addition to reporting said income, the Agency shall report to Page 5of15 CRD the procedure developed to utilize program income to offset project costs. If program income' is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee will be required Accounting and disbursement of program income shall be consistent with the procedures outlined in OHB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and subject to pnor established guidelines. PART ZV GENERAL CONDTTLONS A. Opportunities for Residents and Civil Riqhts Compliance The Agency agrees that no person shall, on the grounds of race, Color, mental or physical disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carded out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Ninodt¢/Women Owned Business EnterPrises In the procurement of supplies, equipment, construction, or services-to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Housing and Community Development Act of 1968. Page 6of15 C. Proiect Beneficiaries At least 51 percent (51%) of the beneficiaries of a project funded through this agreement must be Iow- and moderate;income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted through the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit UA" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitorinq The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 IDirect Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital improvements activities. E. Audits and Inspections At any time during normal business hours and as often as CRD, the City, U.S, HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7of15 to audit and examine all contracts, ~nvo~ces, materials, payroll, records of personnel, conditions of employment and other data relating to ail matters covered by this Agreement. The City will require, in accordance with OMB Circulars A-:L10, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (180) days alter the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested. In any event, the Agency shall keep all documents and records for three (3) years after expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activiUes and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8of15 At ali times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amount of not less than $1,000,000.00 combined single limit, and coverag~ shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. ]. Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Participation Structures upon the request of CRD or the City. Page 9 of :~5 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its E~<hibits 2) Office of Management and Budget Circulars A-110, A-122 and A-133 3) Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age DiscriminaUon Act of 1975, and Title II of Title VI of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities Act of 1990 4) Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon Act of 1988 and Section 109 of the Housing and Community Development Act of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development Act of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended 9) The Agency's Personnel Polities and 3ob Descriptions 10) The Agency's Incorporation Certificate and Arddes of Incorporation 11) The Agency's by-laws 12) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from Internal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall be transmitted to CRD by the Agency. Page lO o fl5 M. Termination Tn the event of termination for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to rthe City of Boynton Beach. In the event of termination, the Agencyshall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of the Agreement by the Agency, and the City may withhold any payment to the Agency until such time as, the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause If through any cause the Agency shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. In the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specif7 the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the Qty shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) Tn the event the grant to the City under Title T of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law, Page ll o¢15 O. Leveraqlnq The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraglng of U.S. HUD funds. Proposalsto other agencies will be made in writing and a cepy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shall be subject to approval by the City of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved by the City Commission and signed byboth parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment corn pensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Flodda Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12of15 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. W~TNESS our Hands and Seals on the ~'/ ATTEST: JANET PRAINi-I-O, CRC C1-P( CLERK, CiTY OF BOYNTON BEACH, FLO~IE~ Political Subdivision of the State of Florida ..~ APPROVED AS TO FORM: HEALTHY MOTHERS/HEALTHY BABTES COALZTZON OF PALM BEACH COUNTY, INC. By:. Title: By: Title: (CORPORATE SEAL) Page 13of15 HEALTHY MOTHERS/HEALTHY BABIES COALITION OF PALM BEACH COUNTY, INC, EXHIBII' A WORK NARRATIVE The Agency agrees to: Provide prenatal care referral to 110 residents. Provide teen pregnancy prevention and/or male responsibility presentations to students. Provide childbirth classes to 25 couoles. 1500 II. The City Agrees to: A. Provide up to $7,200 in funding as follows: Rent and Utilities .............................................................................. $7,200.00 Total ......................................................................................... $7,200.00 F~rovide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on program activities. Page 14of :L5 HEALTHY MOTHERS/HEALTHY BABi'ES COALx I ~ON OF PALM BEACH COUNTY, TNC. EXHIBI'T B LETTERHEAD STAT/ONERY To: Octavia S. Sherrod, Community Development Manager Division of Community .Redevelopment City of Boynton Beach P. O. Box 310 Boynton Beach, Florida 33q-25-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 15of15 AGREEMENT BETINEEN THE CTI"Y OF BOYNTON BEACH AND PALM BEACH COUNTY RESOURCE CENTER THIS AGREEMENT, entered into this i~, day of '~-~r~l~.~' ,2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Palm Beach County Resource Center, a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its principal mailing address as 2001 Broadway, Suite 301, Riviera Beach, Florida, 33404, and its Federal Tax Identification Number as 65-0880746. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Palm Beach County Resource Center, desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Palm Beach County Resource Center to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART 1' DEF1'NZI'ZON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG' means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Palm Beach County Resource Center Page i of 16 5) "CRD Approval" means the written approve of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate Income Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part fi of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART T! SCOPE OF SERVZCES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet i~ Exhibit "B'; both of which are attached hereto and made a part hereof, PART COMPENSATZON, 'rZPlE OF PERFORPIANCE, PlETHOD AND CONDI"I'ZONS OF PAYPlENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $30,000.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2 of 16 Such requests for changes must be made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12-0043. The effective date shall be October 1, 2001, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. Tn any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Nethod of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was incurred. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original invoices must be submitted to CRD. Proof of ~ayments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed When original documents cannot be presented, the Agency must adequately justify their absence, In writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any nvoices be honored that predate the commencement date of this agreement, Page 3 of 16 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and Qty laws, ordinances and codes are minimal regulations supplemented ~y more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will ae made without evidence of appropriate nsurance required by this'Agreement on file with CRD in accordance with Part IV, Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager orhis designee and placed on file with CRD. Should a project receive additional funding alter the commencement of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45). days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee. Page 4of16 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi,weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, CITY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $1,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter 112.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be imited to income from service fees, sale of commocfities, and rental or usage fees. Tn addition to reporting said income, the Agency shall report to Page 5 of 16 CRD the procedure developed to utilize program income to offset project costs. If program income is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee will be required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and ]Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and subject to prior established guidelines. PART ~ GENERAL CONDTTZONS A. Opportunities for Residents and Civil Riqhts Compliance The Agency agrees that no person shall, on the grounds of race, color, mental or physical disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and ~linority/Women Owned Business Enterprise~ In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Hou~ng and Community Development ACt of 1968. Page 6 of 16 C. Pro~ect Beneficiaries At least 51 percent (51%) of the beneficiaries of a project funded through this agreement must be Iow- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the benefidaries assisted through the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitorinq The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (:~) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital 'mprovements activities. E. Audits and In~ At any time during normal business hours and as often as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7of16 to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to ail matters covered by this Agreement. The City will require, in accordance with OMB Circulars A-110, A~133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (180) days alter the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. [:)ata Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested Tn any event, the Agency shall keep all documents and records for three (3) years alter expiration of this Agreement. G. Tndemnification and Tnsurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. Tn particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the neg~Fgence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of 16 At all times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insuranc~ shall be in an amount of not less than $1,000,000.00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to 'ncrease the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. 3, Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Partidpation Structures upon the request of CRD or the City. Page 9 of 16 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available uhder this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its Exhibits 2) Office of Management and Budget Circulars A-110, A-122 and A-133 3) Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination Act of 1975, and Title II of Title VI of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities ACt of 1990 4) Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon Act of 1988 and Section 109 of the Housing and Community Development ACt of 1974 5) Executive Orders 11063, 12259, 12892; the Fair Housing ACt of 1988 and Section 109 of the Housing and Development Act of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended 9) The Agency's Personnel Policies and 3ob Descriptions 10) The Agency's Incorporation Certificate and Articles of Incorporation 11) The Agency's by-laws 12) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from Internal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall be transmitted to CRD by the Agency. Page iO of 16 N. Termination Tn the event of termination for any of the following ail finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. In the event of termination, the Agency 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 Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause Tf through any cause the Agency shill fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or st] pulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. Tn the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effect ve date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) Tn the event the grant to the City under Title T of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions Tf any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page 11 of 16 O. Leveraqing The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraging of U,S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federat, State, County, or U.S. HUD guidelines, directives and. objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shall be subject to approval by the City of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved by the City Commission and signed by both parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section O(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are mot subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not geen placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12 of 16 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shal be deemed to be an original, and such counterparts will constitute one and the same instrument. W~TNESS our Hands and Seals on the ~-/ Al IbST: JANET PRAINITO, CMC CITY CLERK, C~TY OF BOYNTON PohUcal Subdivision of the State BY: · ~ CLERK · OVEDASTOFO . PALM BEACH COUNTY RESOURCE CENTER By:. Title: By: Title: (CORPORATE SEAL) Page 13of16 PALM BEACH COUNTY RESOURCE CENTER EXH][BZT A WORK NARRATZVE The Agency agrees to: A. Provide management and technical assistance to small businesses located within the City of Boynton Beach. B. Provide procurement assistance for minority owned businesses located within the City of Boynton Beach by providing certification packages, estimating assistance, and access to p~ans room, opportunity matching, and dissemination of Dodge reports. C. Provide management and marketing assistance to businesses participating in the program by providing assistance in developing business plans, feasibility studies, strategic analysis, incorporation services and the coordination of procurement and special events. D. Provide financial services in the form of loan packaging, surety bond packaging, letters of credit requests and data modification packages. E. Increase the awareness of procurement opportunities available for Boynton Beach Businesses by coordinating a special procurement event "Resolutions 2002." The City Agrees to: A. Provide up to $30,000 in funding as follows: Management and Technical Assistance to M/WBE; located within City of Boynton Beach Initial Program Setup Costs (Labor & Materials) ............................................ $4,000.00 Plans Room Update & Opportunity Tdentification ............................................. 2,500.00 Completion of Certification Packages, Loan Packages, Business Plans, Incorporation, Take-Offs, and Financial Projections, etc ................................ 17,500.00 The Coordination of a Special Procurement event "Resolutions 2002" (February 2002) Initial Event Setup Costs (Labor & Materials) ................................................... 2,500.00 Mailings, Reservations, Coordination and Outreach .......................................... 2,000.00 Promotional costs & Professional Fees ............................................................ 1,500.00 Total ................................................................................................. $30,000,00 Page 14 of 16 Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conductec~ by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and veri~ the accuracy of reporting to CRD on program activities. Page 15 of 16 PALM BEACH COUNTY RESOURCE CENTER EXHTBI'T B LEI-rERHEAD STAT/ON ERY Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment City of Boynton Beach P, O. Box 310 Boynton Beach, Florida 33425-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $ , The expenditures for this invoice covers the period [date] through [date], You will also find attached back up, original documentation relating to the expenditures being involved, APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 16 of 16 AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND VETSVILLE CEASE FIRE HOUSEf INC, THIS AGREEMENT, entered into this lB day of ~--?-~qb~,' , 2001, by and between the City of B0Ynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Vetsville Cease Fire House, Inc., a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its principal mailing address as 824 McIntosh Street, West Palm Beach, Florida, 33405, and its Federal Tax Identification Number as 65-0397914. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementatior of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Vetsvil le Cease Fire House, Inc., desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Vetsville Cease Fire House, Inc. to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART ! DEFINITION AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Vetsville Cease Fire House, Inc. Page 1 of 15 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate Income Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part ~IT of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART I'! SCOPE OF SERV'ZCES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet in Exhibit "B'; both of which are attached hereto and made a part hereof. PART TIT COMPENSATION, 'rZME OF PERFORMANCE, METHOD AND CONDTI~ONS OF PAYMENT A. Haxim um Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total corn pensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $12,000.00 for the period of October I, 200! through September 30, 2002. Further budget changes within the designated contract amount can be approve: in writing by the Director of Development or designee at their discretion up to ten percent (:L0%) on a cumulative basis of the contract amount during the contract period. Page 2 of 15 Such requests for changes must be made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent [10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-:12-0043. The effective date shall be October 1,200:1, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall be submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was incurred. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original invoices mu~ be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed. When original documents cannot be presented, the Agency must adequately justify their absence, in writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 15 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with Part IV, Section G of this Agreement. No payments will be made untiJ the agency's personnel polities are approved by the Director of Development on his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding after the commencement of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by wdtten contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee, Page 4. of 15 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the recempt and approval of reports required by this agreement, the satisfactory evaluation of the projeCt by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, ClTY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) All subcontracts and agreements pursuant to this Agreement; b) All capital equipment expenditures of $:[,000 or more; c) All out-of-town-travel (travel shall be reimbursed i~ accordance with the provisions of Florida Statutes, Chapter 112.061); d) All change orders; and e) Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sale of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5 of 15 CRD the procedure developed to utilize program income to offset project costs. If program ~ncome is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee wil be required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach~s Personnel Department; and subject to prior established guidelines. PART ZV GENERAL CONDZl'ZONS A. Opportunities for Residents and Civil Rights Complianr~ The Agency agrees that no person shall, on the grounds of race, color, mental or physical disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Ninofity/Women Owned Business Enterpris¢s In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall ~e located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U, S. HUD. At a minimum, the Agency shal comply with the Section 3 Clause of the Housing and Community Development ACt of 1968. Page 6 of 15 C. Proiect Beneficiaries At least 51 percent C51%) of the beneficiaries of a project funded through this agreement must be low- and moderate-income persons. Since the project is located n an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted througi~ the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitorinq The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital improvements activities. E. Audits and Inspections At any time during normal business hours and as often as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of 15. to audit and examine all contracts, ~nvoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, '~ accordance with OHB Circulars A-:H.0, A-:~33 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hupdred and eighty I~.80) days affcer the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, cop~es of al documents and records relating to this Agreement shall be surrendered to CRD, if requested. In any event, the Agency shal keep all documents and records for three (3) years after expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or ~mplies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of ~his Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In I)articular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applicaUons thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of At all times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for persona injury, bodily injury, property damage and contractual liability to support the indemnification agreement containec herein Such insurance shall be in an amount of not less than $1,000,000,00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for -your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said drculars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. I. Citizen Pa~ation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Participation Structures upon the request of CRD or the City. Page 9 of 15 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference To the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its Exhibits 2) Office of Management and Budget Circulars A-110. A-122 and A-133 3) Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination ACt of 1975, and Title II of Title VI of the Civil Rights ACt of 1964, Age Discrimination the Americans With Disabilities Act of 1990 4) Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon ACt of 1988 and Section 109 of the Housing and Community Development Act of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development Act of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended 9) The Agency's Personnel Policies and Job Descriptions 10) The Agency's Incorporation Certificate and Articles of Incorporation 11) The Agency's by-laws 12) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from Internal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall be transmitted to CRD by the Agency. Page lO o fl5 iv1. Termination ]~n the event of termination for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. In the event of termination, the Agency 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 Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause If through any cause the Agency shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. In the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) In the event the grant to the City under Title I of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severabilib¢ of Provisions If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page 11 of 15 O. Leveraqing The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leverag~ng of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shall be subject to approval by the City of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved by the City Commission and signed by both parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-:133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultahts who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of lVlanagement Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12of15 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. WITNESS our Hands and Seals on the ~ '1 dayof~ ~ool . Al-TEST: JANET PRAINITO, CMC CITY CLERK, CITY OF BOYNTON BEACH, FL.~,~D~ Political Subdivision of the State of Florid_~ BY. ~ CLERK ~ ~ ....... ',> ~YOR APPROVED AS TO FORM: ~~ C~ A~OR~ VETSVZLLE CEASE FZRE HOUSE, ZNC. By: Title: By: Title: (CORPORATE SEAL) Page 13 of 15 The Agency agrees to: VETSV'rLLE CEASE Fl'RE HOUSE, TNC. EXHTBTr A WORK NARRATZVE A. Provide emergency shelter to disabled and homeless veterans in a safe environment. B. Provide individual counseling and group therapy, case management, informatior,, and referral. C. Provide food, c~lothing, and personal supplies for participants in the program. TX. The City Agrees to: A. Provide up to $12,000 in funding as follows: Salary for Executive Director/Counse or ............. $9,000.00 General Building Maintenance and Utilities ........... 3,000.00 Total ....................................................... $12,OOO,OO Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD o~ program activities. Page 14of15 VETSVI'LLE CEASE FZRE HOUSE~ t'NC. EXH'rBZT B LEI'rERHEAD STA'rZON ERY To: Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment City of Boynton Beach P. O. Box 310 Boynton Beach, Florida 33425-0310 From: Subject: [Name of Sub-granteel [Address] [Telephone] INVOICE REIMBURSEMENT AttacheO, you will find Invoice # , requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 15 of 15 AGREEMENT BETWEEN THE CI'TY OF BOYNTON BEACH AND PALM BEACH COUNTY RESOURCE CENTER for CONSTRUCT/ON MANAGEMENT THIS AGREEMENT, entered into this I~ day of '~-~mn ~0~' ,2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Palm Beach County Resource Center, a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its prindpal mailing address as 2001 Broadway, Suite 301, Riviera Be~ch, Florida, 33404, and its Federal Tax Identification Number as 65-0880746. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to litle I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Palm Beach County Resource Center, desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Palm Beach County Resource Center to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein contained, it is agreed as follows: PART ! DEFTN~ON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG' means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Palm Beach County Resource Center Page 1 of 16 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate ~[ncome Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part IT of this Agreement. The beneficiaries of a project funded under this Agreement m ~st constitute a majodty (51%) of Iow- and moderate-income persons. PART I! SCOPE OF SERVICES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet in Exhibit "B'; both of which are attached hereto and made a part hereof, PART COMPENSAT!ON~ TLME OF PERFORMANCE, METHOD AND CONDTI"ZONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total corn pensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $25,000.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2of16 Such requests for changes must be made in writing by the Agency to the Community Development IVlanager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12,0043. The effective date shall be October :1, 200:1, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The City agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shal be submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was' incurred. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, orig!nals of invoices, receipts, or other evidence of indebtedness shal be considered proper documentation. In the case of direct payments, original invoices must be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed When original documents cannot be presented, the Agency must adequately justify their absence, ~n writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 16 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federab State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required ,by this Agreement on file with CRD in accordance with Part IV, Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding aPcer the corn Fnencement of this Agreement, the Agency shall notifi/CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official, notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Hanager or his designee. Page 4of16 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual, Federal Nanagement Circulars A-110 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Tnternal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, C~TY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the Qb/or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $1,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter 112.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sale of commodities, and rental or usage fees. Tn addition to reporting said income, the Agency shall report to Page 5of16 CRD the procedure developed to utilize program income to offset project costs. If program income is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee will be required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's pdor approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and subject to prior established guidelines. PART ~V GENERAL CONDI'TZONS A. Opportunities for Residents and Civil Riqhts Complianc~ The Agency agrees that no person shall, on the grounds of race, color, mental or physical' disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be g~ven opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Minority/Women Owned Business Enterpriseq In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to corn pete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Housing and Community Development ACt of 1968. Page 6 of 16 C. Proiect Beneficiaries At least 51 percent (51%) of the beneficiaries of a project funded through this agreement must be Iow- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted through the use of funds under this Agreement must reside in the City of Boynton Beach. The project.funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit"A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitoring The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will De based on the terms of this Agreement, comparisons of ~)lanned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information n connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the rec~ uest of CRD, information and status reports required by CRD, the Cityi or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital improvements activities. E. Audits an~ At any time during normal business hours and as oflcen as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of 16 to audit and examine alt contracts, Invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, ~n accordance with OMB Circulars A-110, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Pu ~lic Account of the Agency's choosing, subject to CRD within one hundred and eighty (180) days alter the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contern plated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested. Tn any event, the Agency shall keep all documents and records for three (3) years alter expiration of this Agreement. G. Indemnification and Insuranc~ The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save .the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. Tn particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused oy the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Flodda Statutes, be waived. Page 8 of 16 At all times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily njury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amount of not less than $1,000,000.00 combined single limit, and coverage shall be evidenced by a Certificate of insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change In coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being .assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for em ployment of and participation of lower-income residents of the project target area. Citizen Partidpation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and CiUzen Participation Structures upon the request of CRD or the City, Page 9of16 Project Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for al activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fu y a part of the contract as if they were set forth verbatim and at length herein: 1) 2) 3) 4) S) 6) 7) 8) 9) 10) 11) 12) 13) 14) This:Agreement including its Exhibits Office of Management and Budget Circulars A-110, A-122 and A-133 TiUe VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination Act of 1975, and Title II of Title VI of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities Act of 1990 Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon ACt of 1988 and Section 109 of the Housing and Community Development Act of 1974 Executive Orders 11063, 12259, 12892, the Fair Housing ACt of 1988 and Section 109 of the Housing and Development ACt of 1974 Florida Statutes, Chapter 112 and 768.28 City of Boynton Beach Purchasing Ordinance Federal Community Development Block Grant RegulaUons (24 CFR Part 570), as amended The Agency's Personnel Policies and Job Descriptions The Agency's IncorporaUon Certificate and Articles of Incorporation The Agency's by-laws The Agency's Certificate of Insurance and Bonding Current list of the Agency's Officers and members of Board of Directors Proof of Agency's 501©(3) certification from Internal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents i through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall be transmitted to CRD by the Agency. Pa~e 10 of 16 M. Termination Tn the event of termination for any of the followi ng all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. In the event of termination, the Agency 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 Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause Tf through any cause the Agency shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. Tn the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) Tn the event the grant to the City under '~tle T of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions Tf any provision of this Agreement is held invalid, the remainder of this Agreement shal not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page ll of 16 O. Leveraqinq The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraging of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy Of such provided to CRD. P. Amendmen~ The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreement and shall be subject to approval by the City of Boynto~ Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing> approved by the City Commission and signed by both parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. In~ndent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12of16 T. Counterparts of This Agreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. Wi'TNESS our Hands and Seals on the <~ "~ day of ATTEST: JANET PRA~NI"ro/CMC Cl-rY CLERK, C1TY OF BOYNTON BEACH, FLORIDA Political Subdivision of the State of Florid~.~,,"~'~',~' ~?///~...,,~ u ~m,. ~ C~ ~OR~ PALM BEACH COUNTY RESOURCE CENTER By: Title: By: Title: (CORPORATE SEAL) Page 13of16 PALM BEACH COUNTY RESOURCE CENTER EXHZBZT A WORK NARRATLrVE The Agency agrees to: A. Provide Management Training for eighteen (18} Tndependent Contractors in the following areas: I) Administrative, Clerical, Accounting methods and practices, 2) Marketing, Sales and Business Development, 3) Estimating, and 4) Project Management, and Field superintendent Training. B. Provide opportunity-matching activities for program participants that will result in increased contracting job prospects and: make available a Plans and Specifications room for the contractors to access plans and do estimating. C. Approve all requests for reimbursement prior to submission to the City of Boynton Beach. D, Report the receipt of any income earned by the Agency to the CRD Manager within five (5) working days before the receipt of the income. Any income earned by the Agency will be considered program income and will be subject to CRD and U.S. HUD regulations and this Agreement. The City Agrees to: A. Provide up to $25~000 in funding as follows: Training ......................................................... $15,000.00 Program Management ........................................ 3,995.00 Matedals Expense .............................................. 1,730.00 Telephone Expense ............................................... 600.00 Rent Expense .................................................... 3,000.00 Insurance Expense ................................................ 675.00 Totnl ....................................................... $25~000.00 Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Page 14 of 16 Provide overall administration and coordination activities to ensure that piannecJ activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely man her and verify the accuracy of reporting to CRD on program activities. Page 15 of 16 PALH BEACH COUNTY RESOURCE CENTER EXHZBZT B LETTERHEAD STA'rZON ERY To: Octavia S. Sherroo, Community Development Manager Division of Community Redevelopment City of Boynton Beach P. O, Box 310 BOyn~n Beach, Florida 33425-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attachea, ~,ou will find Invoice # , requesting reimbursement in the amount of $. . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT- Octavia S. Sherrod, Community Development Manager Page 16of16 AGREEMENT BETINEEN THE CITY OF BOYNTON BEACH AND AI'D TO VI[CT~MS OF DOMESTZC ABUSEr TNC. THIS AGREEMENT, entered into this 1 ~ day of_.~~ , 2001, by and between the City of Boynton Beach, a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Aid to Victims of Domestic Abuse, Inc., a non-profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its principal mailing address as Post Office Box 677, Delray Beach, FL 33447-0667, and its Federal Tax Identification Number as 59-2486620. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to ~Ue ! of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Aid to Victims of Domestic Abuse, Inc., desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Aid to Victims of Domestic Abuse to implement such undertakings of the Community Development Block Grant Program. Now, -therefore, in consideration of the mutual premises and covenants herein containe~, it is agreed as follows: PART ! DEF!N~ m zON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG" means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Aid to Victims of Domestic Abuse, Inc. Page 1 of 15 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Policies Procedures 6) "U.S. HUD" means the Secretary of the U.S. Department of Housing and Development or a person authorized to act on U.S. HUD behalf 7) "Low and Moderate Income Persons" means the definition set by U,S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part II of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART 1'I SCOPE OF SERV1.CES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet in Exhibit "B", both of which are attached hereto and made a part hereof. PART I'1'! COMPENSAT~ON~ TI'ME OF PERFORMANCE~ METHOD AN D CONDTr~ONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $10,000.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Community Development Manager up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2of15 Such requests for changes must be made in writing by the Agency to the Community Development Manager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-I2-0043. The effective date shall be October 1, 2001, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Method of Payment The city agrees to make payments and/or to reimburse the Agency for all eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reim ~ursements shal be accompanied by proper documentation of expenditures and shall ;e submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was incurred. Payment shall be made by the City of Boynton Beach Finance Department upon ;roper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original invoices rnu~t be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed. When original.documents cannot be presented, the Agency must adequately justify their absence, in writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of 15 D. Conditions on which Payment is continqent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the CRD Policies, and amendments and additions thereto as may be made from time to time. ]'he Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more restrictive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with Part IV, Section G of this Agreement. No payments will be made until the agency's personnel polities are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding after the commencement of this Agreement, the Agency shall notif7 CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forty-five (45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an independent auditing firm employed by the City or by the City Tnternal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. Tn addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee. Page 4 of 15 4) Purchasing All purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures [vlanual, Federal Management Circulars A-Ii0 and A-122, incorporated herein by reference. 5) Reports, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, C~FY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. HUD at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $1,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter 112.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds must be reported to CRD. Such income would include, but not be limited to income from service fees, sale of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5of15 CRD the procedure developed to utilize program income to offset project costs. If program income is used to extend the availability of services provideC by the Agency through this Agreement, the prior written approval of the Director of Development or 'his designee will be required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of medt or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of Boynton Beach's Personnel Department, and subject to prior established guidelines. PART ~V GENERAL COND], I xONS A. Opportunities for Residents and Civil Riqhts Complianc~ The Agency agrees that no person shall, on the grounds of race, color, mental or physical disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for training and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. Opportunities for Small, and Minority/Women Owned Business Enterprises In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterprises as sources of supplies and services, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of the Housing and Community Development Act of 1968. Page 6 of ~.5 C. Proiect Beneficiaries At least 51 percent (51%) of the beneficiaries of a project funded through this agreement must be Iow- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries cib/wide, all of the beneficiaries assisted through the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of compliance to CRD upon CRD's request. D. Evaluation and Monitoring The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, informatio~ and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 [Direct Benefit Activities) will be required. This information will include: (1) detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital improvements activities. E. Audits and Inspections At any time during normal business hours and as often as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of ~.5 to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, in accordance with OMB Circulars A-110, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty (180) days after the expiration of this agreement. The cost of said audit should be borne by the Agency. The City will be responsible for providing technica assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restrictioo, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, copies of all documents an~J records relating to this Agreement shall be surrendered to CRD, if requested. In any event, the Agency shall keep all documents and records for three (3) years alter expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever in connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government adsing out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of i5 At al times during the terms of this Agreement, the Agency shall maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amount of not less than $1~000,000.00 combined single limit, and coverage shaJl be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Maintenance of Effort The intent and purpose of this Agreement is to increase the availability of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects simi ar to those being assisted under this Agreement which s not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in connection with the CDBG Project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. .1, Citizen~ Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Participation Structures upon the request of CRD or the City. Page 9 of 15 K. Project Publicity All facilities purchased or constructed pursuant to this Agreement should be clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity, In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herein incorporated by reference and made part hereof, and shall constitute ano be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 1) This Agreement including its Exhibits 2) Office of Management and Budget Circulars A-110, A-122 and A-133 3) Title VI of the Civil Rights Act of 1964, Age Discrimination Act of 1964, Age Discrimination Act of 1975, and Title II of Title W of the Civil Rights Act of 1964, Age Discrimination the Americans With Disabilities Act of 1990 4) Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon Act of 1988 and Section 109 of the Housing and Community Development ACt of 1974 5) Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development Act of 1974 6) Florida Statutes, Chapter 112 and 768.28 7) City of Boynton Beach Purchasing Ordinance 8) Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended 9) The Agency's Personnel Policies and ]ob Descriptions 10) The Agency's Incorporation Certificate and Articles of Incorporation 11) The Agent, s by-laws 12) The Agency's Certificate of Insurance and Bonding 13) Current list of the Agency's Officers and members of Board of Directors 14) Proof of Agency's 501©(3) certification from ~'nternal Revenue Service (IRS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents ! through 8 will be furnished to the Agency by CRD. Items 9 through 14 above shall be transmitted to CRD by the Agency. Page lO o fl5 M. Termination In the event of termination for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment secured by the Agency with CDBG funds under this Agreement shall be returned to r the City of Boynton Beach. Tn the event of termination, the Agency 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 Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause If through any cause the Agency shal] fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. In the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of payment~ and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (101 working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) In the event the grant to the City under Title T of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page ~.1 of 15 O. Leveraqinq The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraglng of U.S. HUD funds. Proposals to other agencies will be made in wriUng and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by Written amendment as part of this Agreement and shall be subject to approval by the City Of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved bythe City Commission and signed by both parties. Q. Notice All notice required to be given under this Agreement shall be sufficient when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. ~nde~dent Contractor Except as duly noted in Part III:, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. ~ Crimes As provided in F.S. 287.132-133, by entering into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page 12 of' 15 T. Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. Wi-I'N ESS our Hands and Seals on the o'l.-/ day of ~e¢~_~6~,~ , g~o~. JANE-I' PRAINITO, CMC ~ CLERK, ~ OF BOYNTON B~CH, Su~ivision of the State of Florid~ Political ~-CLERK ~/~ MAYOR AID TO VICTIMS OF DOblESTIC ABUSE, INC. By: Title: By: Title: (CORPORATE SEAL) Page 13 of 15 AZD TO VZCI'ZMS OF DOMESTZC ABUSE~ ZNC, EXHZBZT A WORK NARRATZVE The Agency agrees to: A. Provide emergency shelter to victims of domestic violence an their children in a safe environment. B. Provide individual counseling and group therapy, case management, information and referrals. C. Provide food, personal supplies and when applicable, transportation for ;articipants in program The City Agrees to: A. Provide up to $~.0,000 in funding as follows: Salary for Domestic Violence Women's Advocate ..........$7,970.00 Security IVlaintenance ....................................................... 350.00 Telephone ...................................................................... 480.00 General Building Maintenance ........................................ 1,200.00 Total .................................................................. $10,OOO.OO Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable Federal, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on program activities. Page :~4 of :~5 AID TO VIC m zMS OF DOMESTZC ABUSE, INC. EXHIBIT B LETTERHEAD STAI'ZON ERY To: Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment City of Boynton Beach P. O. Box 310 Boy,on Beach, Flor)da 33425-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # , requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT- Octavia S. Sherrod, Community Development Manager Page 15 of 15 AGREEMENT BETWEEN THE CI*TY OF BOYNTON BEACH AND URBAN LEAGUE OF PALM BEACH COUNTY, [NC, THIS AGREEMENT, entered into this [~ day of "l~e_~ , 2001, by and between the City of Boynton Beach, a political subdiwsion of the State of Florida, for the use and benefit of its Community Development Block Grant Program and Urban League of Palm Beach County, Inc., a non- profit corporation duly organized and existing by virtue of the laws of the State of Florida, having its princ~oal mailing address as 1700 N. Australian Avenue, West Palm Beach, Florida, 33407, and its Federal Tax Identification Number as _ 59-1533710. Whereas, The City of Boynton Beach has entered into an agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of the City of Boynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974, (as amended); And Whereas, certain City of Boynton Beach Citizen Participation Structures, the Commission of the City of Boynton Beach and Urban League of Palm Beach County, Inc., desire to provide the activities specified in Part II of this contract; And Whereas, the City of Boynton Beach desires to engage Urban League of Palm Beach County, Inc. to implement such undertakings of the Community Development Block Grant Program. Now, therefore, in consideration of the mutual premises and covenants herein containeo, it is agreed as follows: PART ! DEFZNZTZON AND PURPOSE A. Definitions: 1) "City" means City of Boynton Beach 2) "CDBG' means Community Development Block Grant Program of the City of Boynton Beach 3) "CRD" means Division of Community Redevelopment 4) "The Agency" means Urban League of Palm Beach County, Inc. Page 1 of 15 5) "CRD Approval" means the written approval of the Director of Development or designee after a request or a report has been properly processed in accordance with the CRD Polities Procedures 6) "U.S. HUD" means the Secretary of the U,S, Department of Housing and Development or a person authorized to act on U.S, HUD oehalf 7) "Low and Hoderate Income Persons" means the definition set by U.S. HUD B. Purpose: The purpose of this Agreement is to state the covenants and conditions under which the Agency will implement the Scope of Services set forth in Part lI of this Agreement. The beneficiaries of a project funded under this Agreement must constitute a majority (51%) of Iow- and moderate-income persons. PART I'! SCOPE OF SERVICES The Agency shall, in a satisfactory and proper manner as determined by CRD, perform the tasks necessary to conduct the program outlined in the Work Program Narrative and Proposed Budget, Exhibit "A'; and submit invoices using the cover sheet in Exhibit "B'; both of which are attached hereto and made a part hereof. PART !!! COMPENSATZON~ TLME OF PERFORMANCE, METHOD AND CONDTI'ZONS OF PAYMENT A. Maximum Compensation The Agency agrees to accept as full payment for eligible services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and Director of Development or designee-approved expenditures and encumbrances made by the Agency under this Agreement. Said service shall be performed in a manner satisfactory to CRD. In no event shall the total corn ;~ensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of $5,000.00 for the period of October I, 2001 through September 30, 2002. Further budget changes within the designated contract amount can be approved in writing by the Director of Development or designee at their discretion up to ten percent (10%) on a cumulative basis of the contract amount during the contract period. Page 2 of :~S Such requests for changes must be made in writing by the Agency to the Community Development Hanager. Budget changes in excess of this ten percent (10%) must be approved by the Commission of the City of Boynton Beach. B. Time of Performance The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project in U.S. HUD Community Development Block Grant No. B-01- MC-12-0043. The effective date shall be October 1,2001, or the date of release of funds by U.S. HUD, whichever is later. The services of the Agency shall commence upon execution of this Agreement or receipt of an Order to Proceed in writing from CRD, and shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the Agency by September 30, 2002. C. Nethod of Payment The City agrees to make payments and/or to reimburse the Agency for al eligible budgeted costs permitted by Federal, State, and City guidelines. In no event, shall the City provide advance funding to the Agency or any Subcontractor hereunder. Requests by the Agency for direct payments or reimbursements shall be accompanied by proper documentation of expenditures and shall De submitted to CRD for approval no later than thirty (30) days after the date the indebtedness was incurred. Payment shall be made by the City of 8oynton Beach Finance Department upon proper presentation of invoices and reports approved by the Agency and CRD. For purposes of this section, originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation. In the case of direct payments, original invoices must be submitted to CRD. Proof of payments to vendors must be submitted in the form of cancelled checks paid invoices and delivery slips if applicable, proof of payment must be received if any additional funds are to be disbursed. When original documents cannot be presented, the Agency must adequately justif,/their absence, in writing, and furnish copies. Invoices shall not be honored if received by the City of Boynton Beach Finance Department later than thirty (30) days after the expiration date of this Agreement, nor will any invoices be honored that predate the commencement date of this agreement. Page 3 of :~5 D. Conditions on which Payment is contingent: 1) Implementation of Project According to Required Procedures The Agency shall implement this Agreement in accordance with applicable Federal, State and City laws, ordinances and codes and with the procedures outlined in the (::RD Policies, and amendments and additions thereto as may be made from time to time. The Federal, State and City laws, ordinances and codes are minimal regulations supplemented by more resthctive guidelines set forth in the CRD Policies and Procedures. No reimbursements will be made without evidence of appropriate insurance required by this Agreement on file with CRD in accordance with Part IV, Section G of this Agreement. No payments will be made until the agency's personnel policies are approved by the Director of Development or his designee CRD Manager. No payments for multi-funded projects will be made until a cost allocation plan has been approved by the CRD Manager or his designee and placed on file with CRD. Should a project receive additional funding after the commencement of this Agreement, the Agency shall notify CRD in writing within thirty (30) days of their notification by the funding source and submit an approved cost allocation plan within forbf-five [45) days of said official notification. 2) Financial Accountability The City may have a financial system analysis and an internal fiscal control evaluation of the Agency by an ~ndependent auditing firm employed by the City or by the Ci6/Internal Audit Department at any time the City deems necessary to determine the capability of the Agency to fiscally manage the project in accordance with Federal, State, and City requirements. 3) Subcontracts Any work or services subcontracted hereunder shall be specifically by written contract, written agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must oe submitted by the Agency to CRD and approved by CRD prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without the prior written approval of the CRD Manager or his designee. Page 4 of 15 4) Purchasing Alt purchasing for services and goods, including capital equipment, shall be made by purchase order or by a written contract and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Procedures Manual, Federal Management Circulars A-l].0 and A-:~22, incorporated herein by reference. 5) RePorts, Audits and Evaluations Payment will be contingent on the receipt and approval of reports required by this agreement, the satisfactory evaluation of the project by CRD and the City and satisfactory audits by the Internal Audit Department of the City and Federal Government if required. All reports (monthly, bi-weekly, etc.) will be due within the time prescribed by this Agreement and the attachments hereto following the execution of this Agreement. 6) Additional CRD, CTFY and U.S. HUD Requirements CRD shall have the right under this Agreement to suspend or terminate payments until the Agency complies with any additional conditions that may be imposed by CRD, the City or U.S. H LID at any time. 7) Prior Written Approvals - Summary The following includes, but is not limited to, activities that require the prior written approval of the CRD Manager or his designee to be eligible for reimbursement or payment: a) b) c) d) e) All subcontracts and agreements pursuant to this Agreement; All capital equipment expenditures of $:[,000 or more; All out-of-town-travel (travel shall be reimbursed in accordance with the provisions of Florida Statutes, Chapter :~12.061); All change orders; and Requests to utilize uncommitted funds after the expiration of this agreement for programs described in Exhibit A. 8) Program Generated Income All income earned by the Agency from activities financed in whole or in part by CDBG funds rnus~ be reported to CRD. Such income would include, but not De limited to income from service fees, sale of commodities, and rental or usage fees. In addition to reporting said income, the Agency shall report to Page 5of~5 CRD the procedure developed to utilize program income to offset project costs. If program income is used to extend the availability of services provided by the Agency through this Agreement, the prior written approval of the Director of Development or his designee wilt be required. Accounting and disbursement of program income shall be consistent with the procedures outlined in OMB Circulars A- 110, and other applicable regulations incorporated herein by reference. 9) Salary Rates and Increases All rates of pay and pay increases paid out of CDBG funds, whether they be for the reason of merit or cost of living increase, are subject to CRD's prior approval. Pay rates and increases paid out of CDBG funds shall be consistent with the City of B ' oynton Beach s Personnel Department, and subject to pdor established guidelines. PART :IV GENERAL CONDTTZONS A. Opportunities for Residents and Civil Riqhts Complianc~ The Agency agrees that no person shalL, on the grounds of race, color, mental or physical disability, national origin, religion or sex be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the City shall have the right to terminate this Agreement. To the greatest feasible extent, lower-income residents of the project areas shall be given opportunities for traininq and employment; and to the greatest feasible extent eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded contracts in connection with the project. B. OoDortunities for Small, and Minority/Women Owned Business Enterprises In the procurement of supplies, equipment, construction, or services to implement this Agreement, the Agency shall make a positive effort to utilize small and minority/women-owned business enterpnses as sources of supplies and servmces, and provide these enterprises the maximum feasible opportunity to compete for contracts to be performed pursuant to this Agreement. In the maximum extent feasible, these small and minority/women-owned business enterprises shall be located in or owned by residents of the CDBG areas designated by the City of Boynton Beach in its Annual Consolidated Plan approved by U. S. HUD. At a minimum, the Agency shall comply with the Section 3 Clause of ~:he Housing and Community Development ACt of 1968. P~e6ofl5 C. ~Beneficiades At least 51 percent (51%) of the beneficiaries of a project funded through this agreement must be Iow- and moderate-income persons. Since the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries citywide, all of the beneficiaries assisted through the use of funds under this Agreement must reside in the City of Boynton Beach. The project funded under this agreement shall assist beneficiaries as defined above for the time period designated in Exhibit "A" of this Agreement. The Agency shall provide written verification of corn pliance to CRD upon CRD's request. D. Evaluation and Monitoring The Agency agrees that CRD will carry out periodic monitoring and evaluation activities as determined necessary by CRD or the City and that the continuation of this Agreement is dependent upon satisfactory evaluation conclusions. Such evaluation will be based on the terms of this Agreement, comparisons of planned versus actual progress relating to project scheduling, budgets, audit reports and output measures. The Agency agrees to furnish upon request to CRD, the City or City's designees and make copies or transcriptions of such records and information in connection with services to be provided hereunder. The Agency shall submit on a monthly basis, and at other times upon the request of CRD, information and status reports required by CRD, the City, or U.S. HUD on forms approved by CRD. Monthly Grantee Performance Reports 4949.2 (Activity Summary) and 4949.5 (Direct Benefit Activities) wil be required. This information will include: (19 detailed information on the status of the project(s) and status of funds; (2) the number of clients served by census tracts; (3) the number of Iow-and moderate-income persons; (4) racial breakdown; and (5) the number of female-headed households. In the event that this Agreement should provide funds for capital improvements projects, the Agency shall be responsible for providing all necessary and pertinent information to CRD in order to allow for completion of Grantee Performance Reports. However, this exception shall apply only to capital 'mprovements activities. E. Audits and Ins_p_ections At any time during normal business hours and as olten as CRD, the City, U.S. HUD or the Comptroller General of the United States may deem necessary, there shall be made available by the Agency to CRD, the City, U.S. HUD or the Comptroller General for examination all its records with respect to all matters covered by this Agreement. The Agency will permit CRD, the City, U.S. HUD, or the Comptroller General Page 7 of to audit and examine all contracts, invoices, materials, payroll, records of personnel, conditions of employment and other data relating to all matters covered by this Agreement. The City will require, in accordance with OIVlB Circulars A-110, A-133 and other applicable regulations, the Agency to submit an audit by a Certified Public Account of the Agency's choosing, subject to CRD within one hundred and eighty {180) days alter the expiration of this agreement. The .cost of said audit should be borne by the Agency. The City will be responsible for providing technical assistance to the Agency, as deemed necessary by either party. F. Data Becomes City Property All reports, plans, surveys, information, documents, maps, and other data procedures developed, prepared, assembled or completed by the Agency for the purpose of this Agreement shall become the property of the City without restriction, reservation or limitation of their use and shall be made available by the Agency at any time upon request by the City or CRD. Upon completion of all work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CRD, if requested. In any event, the Agency shall keep all documents and records for three (3) years after expiration of this Agreement. G. Indemnification and Insurance The Agency recognizes that it is an independent Contractor and stipulates or implies no affiliation between itself and the City. The Agency shall indemnify and save the City harmless from any and all claims, losses, damages and causes of actions which may arise out of the performance of this Agreement, including costs and expenses for or on account of any or all suits actual or threatened. The Agency shall pay all claims and losses of any nature whatsoever ~n connection therewith including costs and attorney's fees, and shall defend all suits relating to this Agreement, and shall pay all costs and judgments which may result. In particular, the Agency will hold the City harmless and will indemnify the City for funds which the City is obligated to refund the Federal Government arising out of the conduct of activities and administration of the Agency. The Agency's aforesaid indemnity and hold harmless obligations, or portions or applications thereof, shall apply to the fullest extent permitted by law, but in no event shall they apply to liability caused by the negligence or willful misconduct of the City, its respective agents, servants, employees or officers, nor shall the liability limits set forth in 768.28, Florida Statutes, be waived. Page 8 of 15 At all times during the terms of this Agreement, the Agency shatl maintain in force Comprehensive General Liability Insurance, including coverage for personal injury, bodily injury, property damage and contractual liability to support the indemnification agreement contained herein. Such insurance shall be in an amount of not less than ~1,000,000.00 combined single limit, and coverage shall be evidenced by a Certificate of Insurance, which must also provide documentation or workers compensation for your employees to statutory limits. Agency shall provide for thirty (30) days notice of cancellation, non- renewal, or any adverse change in coverage. H. Haintenance of Effort The intent and purpose of this Agreement is to Increase the availa ~ility of the Agency's services. This Agreement is not to substitute for or replace existing or planned projects or activities of the Agency. The Agency agrees to maintain a level of activities and expenditures, planned or existing, for projects similar to those being assisted under this Agreement which is not less than that level existing prior to this Agreement. I. Conflict of Interest The Agency agrees to abide by and be governed by Office of Management and Budget Circulars A-110 pursuant to conflict of interest. Said circulars are attached hereto and incorporated by reference herein. The agency further covenants that no person who presently exercises any functions or responsibilities in conriection with the CDBG project, has any personal financial interest, direct or indirect, in the activities provided under this agreement which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the Agency. Any possible conflict of interest on the part of the Agency or its employees shall be disclosed in writing to CRD provided, however, that this paragraph shall De interpreted in such a manner so as not to unreasonably impede the statutory requirement, that maximum opportunity be provided for employment of and participation of lower-income residents of the project target area. ,1. Citizen Participation Agency shall cooperate with CRD in informing the appropriate CDBG Citizen Participation Structures, including the appropriate Area Committees, of the activities of the Agency in carrying out the provisions of this Agreement. Representatives of the Agency shall attend meetings of the appropriate Committees and Citizen Partidpation Structures upon the request of CRD or the City. Page 9of15 K. Proiect Publicity All facilities purchased or constructed pursuant to this Agreement should De clearly identified as to funding source. The Agency will include a reference to the financial support herein provided by City of Boynton Beach and/or HUD in all publications and publicity. In addition, the agency will make a good faith effort to recognize City's support for all activities made possible with fund available under this agreement. L. Contract Documents The following documents are herei~ incorporated by reference and made part hereof, and shall constitute and be referred to as the contract; and all of said documents taken as a whole constitute the contract between the parties hereto and are as fully a part of the contract as if they were set forth verbatim and at length herein: 3) 4) S) 6) 7) B) 9) 10) 11) z3) 14) This Agreement including its Exhibits Office of Management and Budget Circulars A-110, A-122 and A-133 Title W of the- Civil Rights Act of 196q, Age Discrimination Act of 1964, Age Discrimination ACt of 1975, and Title H of Title V! of the Civil Rights ACt of 1964, Age Discrimination the Americans With Disabilities Act of 1990 Executive Orders 11246, 11478, 11625, 12432, the Davis Bacon ACt of 1988 and Section 109 of the Housing and Community Development Act of 1974 Executive Orders 11063, 12259, 12892, the Fair Housing Act of 1988 and Section 109 of the Housing and Development Act of 1974 Florida Statutes, Chapter 112 and 768.28 City of Boynton Beach Purchasing Ordinance Federal Community Development Block Grant Regulations (24 CFR Part 570), as amended The Agency's Personnel Policies and 3ob Descriptions The Agency's Incorporation Certificate and Articles of Incorporation The Agency's by-laws The Agency's Certificate of !nsurance and Bonding Current list of the Agency's Officers and members of Board of Directors Proof of Agency's 501©(3) certification from Internal Revenue Service (!RS). All of these documents are filed and will be maintained on file at the office of Community Redevelopment. One (1) copy of the contract documents 1 through 8 will be furnished to the Agency by CRD. Ttems 9 through 14 above shall be transmitted to CRD by the Agency. Page lOof15 [vi. Termination :In the event of termination for any of the following all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports prepared and capital equipment securecJ by the Agency with CDBG funds under this Agreement shall be returned to' r the City of Boynton Beach. In the event of termination, the Agency 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 Agency, and the City may withhold any payment to the Agency until such time as the exact amount of damages due to the City from the Agency is determined. 1) Termination for Cause If through any cause the Agency shal fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the Agency shall violate any of the covenants, agreements, or stipulations of this Agreement, the City shall provide the Agency with written notice specifying the exact nature of the failure or violation. Thereafter, the Agency has (30) calendar days to remedy the failure or violation. Tn the event that the Agency does not remedy the failure or violation, within the thirty (30) day calendar period, the City then has the right to terminate this Agreement or suspend payment in whole or part by giving written notice to the Agency of such termination or suspension of ~)ayment and specify the effective date thereof, at least five (5) working days before the effective date of termination or suspension. 2) Termination for Convenience At any time during the term of this Agreement, either party may, at its option and for any reason, terminate this Agreement upon ten (10) working days written notice to the other party. Upon termination, the City shall pay the Company for services rendered pursuant to this Agreement through and including the date of termination. 3) In the event the grant to the City under lltle ! of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall De suspended or terminated effective on the date U.S. HUD specifies. N. Severability of Provisions !f any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. Page 11 of 15 O. Leveraqinq The Agency agrees to seek additional supportive or replacement funding from at least two (2) other funding sources. This will allow, to the greatest extent possible, the leveraging of U.S. HUD funds. Proposals to other agencies will be made in writing and a copy of such provided to CRD. P. Amendments The City may, at its discretion, amend this Agreement to conform to changes required- by Federal, State, County, or U.S. HUD guidelines, directives and objectives. Such amendments shall be incorporated by written amendment as part of this Agreemer~t and shall be subject to approval by the Qty of Boynton Beach Commissioners. Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved bythe City Commission and signed by both parties. Q. Notice All notice required to be g~ven under this Agreement shall be suffident when delivered to CRD at its office at 100 E. Boynton Beach Blvd, Boynton Beach, Florida, 33435, and to the Agency when delivered to its office at the address listed on Page One of this Agreement. R. Independent Contractor Except as duly noted in Part III, Section D(9), the Agency agrees that, in all matters relating to this Agreement, it will be acting a an independent contractor and that its employees are not City of Boynton Beach employees and are not subject to the City Provisions of the law applicable to City employees relative to employment compensation and employee benefits. S. Public Entity Crimes As provided in F.S. 287.132-133, by entedng into this contractor or performing any work in furtherance hereof, the contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the 36 months immediately preceding the date hereof. F.S. 287.133(3)(a) requires this notice. Page i2 of 15 T, Counterparts of This Aqreement This Agreement, consisting of thirteen enumerated pages and the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same nstrument. WITNESS our Hands and Seals onthe ~ day of~.~.~ o'1.~o( . ATTEST: .1ANET PRAINITO, CMC C~Y CLERK, C~'i-Y OF BOYNTON BEACH, Political Subdivision of the State of Florida, APPROVED AS TO FORM: cTrY AI-I'ORN ~AYOR URBAN LEAGUE OF PALM BEACH COUNTY, 1'NC. By: Title: By: Title: (CORPORATE SEAL) Page 13 of 15 URBAN LEAGUE OF PALM BEACH COUNTY~ ZNC. The Agency agrees to: A. B. C. EXHIBZT A WORK NARRATZVE Provide Mortgage Application Assistance. Provide Pre and Post-Mortgage Counseling. Provide Default Mortgage Counseling. D. Provide Household Financial Management. E. Provide Rental Delinquency Counseling and Assistance. F. Provide Housing Discrimination referrals. G. Provide Section 8 Housing application guidance assistance. H. Provide Reverse Mortgage counseling. z'r. The City Agrees to: A. Provide up to $5,000 in funding as follows: Salary and Fringe Benefits for Counselor ............ $4,000.00 Tndirect/Administrative ............................................. 1,000.00 Total ......................................................... $5,000,00 Provide technical assistance to ensure compliance with CRD, U.S. HUD and applicable FederaL, State and City regulations to this Agreement. Provide overall administration and coordination activities to ensure that planned activities are completed in a timely manner. Monitor the agency at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CRD, be conducted by CRD staff or its contractor, and will ensure compliance with U.S. HUD regulations, that planned activities are conducted in a timely manner and verify the accuracy of reporting to CRD on program activities. Page 14 of 15 URBAN LEAGUE OF PALM BEACH COUNTY, 1'NC, EXHIBIT B U: m m ERHEAD STATIONERY To: Octavia S. Sherrod, Community Development Manager Division of Community Redevelopment City of Boynton Beach P. O. Box 310 Boynton Beach, Florida 3342_§-0310 From: Subject: [Name of Sub-grantee] [Address] [Telephone] INVOICE REIMBURSEMENT Attached, you will find Invoice # ~ requesting reimbursement in the amount of $ . The expenditures for this invoice covers the period [date] through [date]. You will also find attached back up, original documentation relating to the expenditures being involved. APPROVED FOR PAYMENT - Octavia S. Sherrod, Community Development Manager Page 15 of 15