HomeMy WebLinkAboutHousing Authority - Grant Agreement,1-1-2023GRANT AGREEMENT BETWEEN
THE CITY OF FRESNO AND HOUSING AUTHORITY CITY OF FRESNO REGARDING
FUNDING UNDER THE AMERICAN RESCUE PLAN ACT FOR THE VOUCHER
INCENTIVE PROGRAM
THIS GRANT AGREEMENT (AGREEMENT) is made and entered into effective on
January 1, 2023, upon execution by both parties (the Effective), by and between the CITY
OF FRESNO (the CITY), and HOUSING AUTHORITY OF THE CITY OF FRESNO, a body
corporate and politic (GRANTEE), to provide funding for the voucher incentive program.
RECITALS
WHEREAS, there is an increased need for new landlords and new affordable
housing units; and
WHEREAS, the City desires to provide funds to assist GRANTEE in providing
signing incentives, pay repair costs and vacancy loss to landlords, as well as assistants for
security deposits, credit checks and application fees for tenants; and
WHEREAS, GRANTEE represents it desires to and is professionally and legally
capable of immediately providing these services for City of Fresno residents; and
WHEREAS, GRANTEE acknowledges that grant funds being provided under this
Agreement will be derived from the City's allocation under the American Rescue Plan Act
(Pub.L. 117-2) (hereinafter ARPA), and is subject to any constraints set forth therein
including but not limited to, the Coronavirus State and Local Fiscal Recovery Funds
(CSLFRF) Final Rule (31 CFR Part 35); and
WHEREAS, this Agreement will be administered for the City by its City Manager or
its designee.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants,
conditions, and promises hereinafter contained to be kept and performed by the respective
parties, it is mutually agreed as follows:
1. Scone of Services. GRANTEE shall perform to the satisfaction of the CITY
the services described in Exhibit A, including all work incidental to, or necessary to perform,
such services even though not specifically described in Exhibit A.
2. Grant Amount. City shall provide GRANTEE the amount of $1,000,000 (One
Million Dollars) for the services described in Exhibit A. One-half of the grant amount shall
be distributed once the contract is fully executed, with the other half being distributed after
successful completion of a performance review.
3. Term of Agreement and Time for Performance. This Agreement shall be
effective from the Effective Date through December 31, 2024, with an option to extend the
Agreement subject to the City Manager's approval through December 31, 2025, subject to
earlier termination in accordance with this Agreement. The services as described in Exhibit
A are to commence upon the Effective Date and shall be completed prior to expiration of
this Agreement and in accordance with any performance schedule set forth in Exhibit A.
Page 1 of 23
4. Amendment to Increase or Decrease Scope of Services. The parties may
modify this Agreement to increase or decrease the scope of services or provide for the
rendition of services not required by this Agreement, which modification may include an
adjustment to GRANTEE's compensation. Any change in the scope of services must be
made by written amendment to the Agreement signed by an authorized representative for
each party. GRANTEE shall not be entitled to any additional compensation if services are
performed prior to a signed written amendment.
5. Termination. Remedies and Force Ma'eure.
(a) This Agreement shall terminate without any liability of the City or to
GRANTEE upon the earlier of: (i) GRANTEE filing for protection under the federal
bankruptcy laws, or any bankruptcy petition or petition for receiver commenced by a
third party against GRANTEE; (ii) thirty (30) calendar days prior written notice without
cause by the City to GRANTEE; (iii) seven (7) calendar days prior written notice with
cause by the City to GRANTEE; (iv) the City's non -appropriation of funds sufficient
to meet its obligations hereunder during any City fiscal year of this Agreement, or
insufficient funding for the Project; or (iv) expiration of this Agreement.
(b) Immediately upon any termination or expiration of this Agreement,
GRANTEE shall (i) immediately stop all work hereunder; (ii) immediately cause any
and all of its subcontractors to cease work; and (iii) return to the City any and all
unearned payments and all properties and materials in the possession of GRANTEE
that are owned by the City. Subject to the terms of this Agreement, GRANTEE shall
be paid compensation for services satisfactorily performed prior to the effective date
of termination. GRANTEE shall not be paid for any work or services performed or
costs incurred which reasonably could have been avoided.
(c) In the event of termination due to failure of GRANTEE to satisfactorily
perform in accordance with the terms of this Agreement, the City may withhold an
amount that would otherwise be payable as an offset to, but not in excess of, the
City's damages caused by such failure. In no event shall any payment by the City
pursuant to this Agreement constitute a waiver by the City of any breach of this
Agreement which may then exist on the part of the GRANTEE, nor shall such
payment impair or prejudice any remedy available to the City with respect to the
breach.
(d) Upon any breach of this Agreement by the GRANTEE, the City may (i)
exercise any right, remedy (in contract, law or equity), or privilege which may be
available to it under applicable laws of the State of California or any other applicable
law; (ii) proceed by appropriate court action to enforce the terms of the Agreement;
and/or (iii) recover all direct, indirect, consequential, economic, and incidental
damages for the breach of the Agreement. If it is determined that the City improperly
terminated this Agreement for default, such termination shall be deemed a
termination for convenience.
(e) GRANTEE shall provide the City with adequate written assurances of
future performance, upon the Administrator's request, in the event GRANTEE fails
to comply with any terms or conditions of this Agreement.
Page 2 of 23
(f) GRANTEE shall be liable for default unless nonperformance is caused
by an occurrence beyond the reasonable control of GRANTEE and without its fault
or negligence such as, acts of God or the public enemy, acts of the City in its
contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes,
unusually severe weather, and delays of common carriers. GRANTEE shall notify
the City in writing as soon as it is reasonably possible after the commencement of
any excusable delay, setting forth the full particulars in connection therewith, and
shall remedy such occurrence with all reasonable dispatch, and shall promptly give
written notice to the Administrator of the cessation of such occurrence.
6. Confidential Information and Ownership of Documents.
(a) Any reports, information, or other data prepared or assembled by
GRANTEE pursuant to this Agreement shall not be made available to any individual
or organization by GRANTEE without the prior written approval of the City. During
the term of this Agreement, and thereafter, GRANTEE shall not, without the prior
written consent of the City, disclose to anyone any Confidential Information. The
term "Confidential Information" for the purposes of this Agreement shall include all
proprietary and confidential information of the City, including but not limited to
business plans, marketing plans, financial information, materials, compilations,
documents, instruments, models, source or object codes, and other information
disclosed or submitted, orally, in writing, or by any other medium or media. All
Confidential Information shall be and remain confidential and proprietary in the City.
(b) Any and all writings and documents prepared or provided by
GRANTEE pursuant to this Agreement, including without limitation grant applications
and supporting documents, are the property of the City at the time of preparation and
shall be turned over to the City upon expiration or termination of the Agreement.
Copies of grant applications and supporting documents shall be promptly provided
to City during the term of this Agreement. GRANTEE shall not permit the
reproduction or use thereof by any other person except as otherwise expressly
provided herein.
(c) If GRANTEE should subcontract all or any portion of the services to be
performed under this Agreement, GRANTEE shall cause each subcontractor to also
comply with the requirements of this Section 6.
(d) This Section 6 shall survive expiration or termination of this Agreement.
7. Professional Skill. It is further mutually understood and agreed by and
between the parties hereto that inasmuch as GRANTEE represents to the City that
GRANTEE and its subcontractors, if any, are skilled in the profession and shall perform in
accordance with the standards of said profession necessary to perform the services agreed
to be done by it under this Agreement, the City relies upon the skill of the GRANTEE and
any subcontractors to do and perform such services in a skillful manner and the GRANTEE
agrees to thus perform the services and require the same of any subcontractors. Therefore,
any acceptance of such services by the City shall not operate as a release of GRANTEE or
any subcontractors from said professional standards.
Page 3 of 23
8. Indemnification.
To the furthest extent allowed by law, GRANTEE shall indemnify, hold harmless and
defend CITY and each of its officers, officials, employees, agents and volunteers from any
and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract,
tort or strict liability, including but not limited to personal injury, death at any time and
property damage), and from any and all claims, demands and actions in law or equity
(including reasonable attorney's fees, litigation expenses, and costs to enforce this
agreement) that arise out of, pertain to, or relate to the negligence, recklessness or willful
misconduct of GRANTEE, its principals, officers, employees, agents or volunteers in the
performance of this Agreement.
If GRANTEE should subcontract all or any portion of the services to be performed
under this Agreement, GRANTEE shall require each subcontractor to indemnify, hold
harmless and defend CITY and each of its officers, officials, employees, agents and
volunteers in accordance with the terms of the preceding paragraph.
Notwithstanding the aforementioned, GRANTEE recognizes that the source of funds
for the grant to be provided hereunder is the City's allocation from the ARPA. To this end
GRANTEE shall, without limitation, indemnify the City, and each of its officers, officials,
employees, agents, and volunteers from any and all loss, liability, fines, penalties,
forfeitures, costs and damages incurred by the City from any and all claims, demands and
actions in law or equity (including attorney's fees and litigation expenses), arising or alleged
to have arisen directly or indirectly from the negligent or intentional acts or omissions, or
willful misconduct of GRANTEE or any of its officers, officials, employees, agents, or
volunteers in the performance of this Agreement and compliance with ARPA.
This section shall survive termination or expiration of this Agreement.
9. Insurance. GRANTEE shall comply with all of the insurance requirements in
Exhibit B to this Agreement.
10. Conflict of Interest and Non -Solicitation.
(a) Prior to the City's execution of this Agreement, GRANTEE shall
complete a City of Fresno conflict of interest disclosure statement in the form as set
forth in Exhibit C. During the term of this Agreement, GRANTEE shall have the
obligation and duty to immediately notify the City in writing of any change to the
information provided by GRANTEE in such statement.
(b) GRANTEE shall comply, and require its subcontractors to comply, with
all applicable (i) professional canons and requirements governing avoidance of
impermissible client conflicts; and (ii) federal, state and local conflict of interest laws
and regulations including, without limitation, California Government Code Section
1090 et. seq., the California Political Reform Act (California Government Code
Section 87100 et. seq.) and the regulations of the Fair Political Practices Commission
concerning disclosure and disqualification (2 California Code of Regulations Section
18700 et. seq.). At any time, upon written request of the City, GRANTEE shall
provide a written opinion of its legal counsel and that of any subcontractor that, after
a due diligent inquiry, GRANTEE and the respective subcontractor(s) are in full
compliance with all laws and regulations. GRANTEE shall take, and require its
subcontractors to take, reasonable steps to avoid any appearance of a conflict of
Page 4 of 23
interest. Upon discovery of any facts giving rise to the appearance of a conflict of
interest, GRANTEE shall immediately notify the City of these facts in writing.
(c) In performing the work or services to be provided hereunder,
GRANTEE shall not employ or retain the services of any person while such person
either is employed by the City or is a member of any City council, commission, board,
committee, or similar City body. This requirement may be waived in writing by the
City Manager, if no actual or potential conflict is involved.
(d) GRANTEE represents and warrants that it has not paid or agreed to
pay any compensation, contingent or otherwise, direct or indirect, to solicit or procure
this Agreement or any rights/benefits hereunder.
(e) Neither GRANTEE, nor any of GRANTEE subcontractors performing
any services on this Project, shall bid for, assist anyone in the preparation of a bid
for, or perform any services pursuant to, any other contract in connection with this
Project unless fully disclosed to and approved by the City Manager, in advance and
in writing. GRANTEE and any of its subcontractors shall have no interest, direct or
indirect, in any other contract with a third party in connection with this Project unless
such interest is in accordance with all applicable law and fully disclosed to and
approved by the City Manager, in advance and in writing. Notwithstanding any
approval given by the City Manager under this provision, GRANTEE shall remain
responsible for complying with Section 10(b), above.
(f) If GRANTEE should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, GRANTEE shall include
the provisions of this Section 10 in each subcontract and require its subcontractors
to comply therewith.
(g) This Section 10 shall survive expiration or termination of this
Agreement.
11. ARPA Compliance and Certification. GRANTEE shall submit only those
expenditures or costs incurred by the recipient between March 3, 2021, and December 31,
2024, and funds must be expended by December 31, 2026. All such costs and
expenditures must be eligible for payment and in compliance with the allowable
expenditures, pursuant to Title 31 CFR, Part 35, including but not limited to § 35.6,
subsections (b)(3)(ii) and (B)(11)(ii)(A)(5) and (11)(ii). In addition, the following eligibility
requirements shall comply:
GRANTEE will track all funds as part of the VIP and according to ARPA regulations.
A detailed accounting will be maintained with landlord's information and eligibility
determination, application, self -attestation of eligibility, or other documentation
supporting eligibility, resident information, eligibility determination, type of incentive
paid, and dates paid. GRANTEE will track the numbers of new landlords, new and
existing units preserved, households and types of households served, and many
other metrics to learn from the VIP and track the success of matching voucher
holders with landlords. GRANTEE will also keep track of the demographics of the
residents, such as, if they were homeless or housed, moved into high opportunity
areas, and if any funds were paid upon the residents' behalf for application fees, etc.
Reports can be provided on an ongoing basis, or upon request.
Page 5 of 23
Treasury recognizes the enumerated projects, which have been expanded under the
final rule, as eligible to respond to disproportionate impacts of the pandemic on
households and communities, including programs which provide housing vouchers
& assistance relocating to neighborhoods with higher economic opportunity.
Treasury presumes the following households and communities are
disproportionately impacted by the pandemic and therefore eligible (See Final Rule
Overview at p. 19):
(1) Low-income households and communities which are those with (i)
income at or below 185 percent of the Federal Poverty Guidelines for the size of its
household based on the most recently published poverty guidelines or (ii) income at
or below 40 percent of area median income for its county and size of household
based on the most recently published data. For the vast majority of communities, the
Federal Poverty Guidelines level is higher than the area median income level and
using this level would result in more households and communities being presumed
eligible. Treasury has provided an easy -to -use spreadsheet with Federal Poverty
Guidelines and area median income levels on its website.
(2) Households residing in Qualified Census Tracts
(3) Households that qualify for certain federal benefits.
(4) Households receiving services provided by Tribal Governments.
GRANTEE shall provide the City with quarterly expenditure and performance
reports, as defined in the Final Rule and Treasury Department's SLFRF Compliance
and Reporting Guidance (CRG). GRANTEE shall also provide an annual report as
required under the CRG. These reports shall be in a form specified under the CRG
and shall be accompanied by invoices and receipts that substantiate the figures on
the expenditure report. Additionally, a certification signed by the Chief Executive or
designee of GRANTEE certifying that the uses of the grant funds are consistent with
those allowed under ARPA, shall be included with the expenditure report and
substantiating documentation. As required by the 2 CFR Part 170, Appendix A
award term regarding reporting subaward and executive compensation, recipients
must also report the names and total compensation of their five most highly
compensated executives and their subrecipients' executives for the preceding
completed fiscal year if (1) the recipient received 80 percent or more of its annual
gross revenues from Federal procurement contracts (and subcontracts) and Federal
financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320
(and subawards), and received $25,000,000 or more in annual gross revenues from
Federal procurement contracts (and subcontracts) and Federal financial assistance
subject to the Transparency Act (and subawards), and (2) if the information is not
otherwise public. If the GRANTEE is already disclosing this information as part of
another agreement involving Federal monies, GRANTEE shall provide
documentation to the City that it is fulfilling this requirement. GRANTEE's failure to
provide a Certification or provide either the quarterly or annual
expenditure/performance reports may be considered a default of this Agreement
under Section 5 of this agreement. If GRANTEE is found to have provided services
to ineligible individual, households, or entities or made an ineligible expenditure,
Page 6 of 23
CITY shall have the right to reclaim a dollar amount from the GRANTEE that is equal
to the amount determined to be ineligible.
12. General Terms.
(a) Except as otherwise provided by law, all notices expressly required of
the City within the body of this Agreement, and not otherwise specifically provided
for, shall be effective only if signed by the City Manager or designee.
(b) The City is required under 2 CFR 200.332 to manage and monitor
subrecipient compliance with ARPA guidance. Accordingly, GRANTEE agrees to
permit City staff to conduct one performance review during the term of this
agreement. City has the right to conduct additional performance reviews both during
the term of this agreement and after the agreement's term should the City believe
these reviews are necessary. Records of GRANTEE expenses pertaining to the
Project shall be kept on a generally recognized accounting basis and shall be
available to the City or its authorized representatives upon request during regular
business hours throughout the life of this Agreement and for a period of three years
after final payment or, if longer, for any period required by law. Records related to
GRANTEE's performance metrics shall be made available and retained for the same
time periods as the Project's expense data. GRANTEE shall furthermore comply with
all funding requirements as set forth in ARPA. If GRANTEE fails to provide City staff
access or documentation necessary to conduct a City -requested performance
review, City may terminate this Agreement in accordance with Section 5.
In addition, all books, documents, papers, and records of GRANTEE
pertaining to the Project shall be available for the purpose of making audits,
examinations, excerpts, and transcriptions for the same period of time. If any
litigation, claim, negotiations, audit, or other action is commenced before the
expiration of said time period, all records shall be retained and made available to the
City until such action is resolved, or until the end of said time period whichever shall
later occur. If GRANTEE should subcontract all or any portion of the services to be
performed under this Agreement, GRANTEE shall cause each subcontractor to also
comply with the requirements of this paragraph. This Section 12(b) shall survive
expiration or termination of this Agreement.
(c) Prior to execution of this Agreement by the City, GRANTEE shall have
provided evidence to the City that GRANTEE is licensed to perform the services
called for by this Agreement (or that no license is required). If GRANTEE should
subcontract all or any portion of the work or services to be performed under this
Agreement, GRANTEE shall require each subcontractor to provide evidence to the
City that subcontractor is licensed to perform the services called for by this
Agreement (or that no license is required) before beginning work.
(d) Prior to execution of this Agreement by the City, GRANTEE will permit
City staff to conduct a subrecipient risk assessment, as required under the Uniform
Guidance (2 CFR 200.332(b)). Failure to allow City staff to conduct this subrecipient
risk assessment may result in the City terminating this Agreement in accordance with
Section 5. Additionally, the GRANTEE's failure to be certified by City staff at the end
of the risk assessment as having adequate internal controls to manage the funding
Page 7 of 23
provided in this agreement may result in the City terminating this Agreement in
accordance with Section 5.
13. Nondiscrimination. To the extent required by controlling federal, state, and
local law, GRANTEE shall not employ discriminatory practices in the provision of services,
employment of personnel, or in any other respect on the basis of race, religious creed, color,
national origin, ancestry, physical disability, mental disability, medical condition, marital
status, sex, age, sexual orientation, ethnicity, status as a disabled veteran, or veteran of the
Vietnam era. Subject to the foregoing and during the performance of this Agreement,
GRANTEE agrees as follows:
(a) GRANTEE will comply with all applicable laws and regulations
providing that no person shall, on the grounds of race, religious creed, color, national
origin, ancestry, physical disability, mental disability, medical condition, marital
status, sex, age, sexual orientation, ethnicity, status as a disabled veteran, or veteran
of the Vietnam era be excluded from participation in, be denied the benefits of, or be
subject to discrimination under any program or activity made possible by or resulting
from this Agreement.
(b) GRANTEE will not discriminate against any employee or applicant for
employment because of race, religious creed, color, national origin, ancestry,
physical disability, mental disability, medical condition, marital status, sex, age,
sexual orientation, ethnicity, status as a disabled veteran, or veteran of the Vietnam
era. GRANTEE shall ensure that applicants are employed, and the employees are
treated during employment, without regard to their race, religious creed, color,
national origin, ancestry, physical disability, mental disability, medical condition,
marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran,
or veteran of the Vietnam era. Such requirement shall apply to GRANTEE's
employment practices including, but not be limited to, the following: employment,
upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeship. GRANTEE agrees to post in conspicuous places, available
to employees and applicants for employment, notices setting forth the provision of
this nondiscrimination clause.
(c) GRANTEE will, in all solicitations or advertisements for employees
placed by or on behalf of GRANTEE in pursuit hereof, state that all qualified
applicants will receive consideration for employment without regard to race, religious
creed, color, national origin, ancestry, physical disability, mental disability, medical
condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled
veteran, or veteran of the Vietnam era.
(d) GRANTEE will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or
understanding, a notice advising such labor union or workers' representatives of the
GRANTEE's commitment under this section and shall post copies of the notice in
conspicuous places available to employees and applicants for employment.
(e) If GRANTEE should subcontract all or any portion of the services to be
performed under this Agreement, GRANTEE shall cause each subcontractor to also
comply with the requirements of this Section 13.
Page 8 of 23
14. Independent Contractor.
(a) In the furnishing of the services provided for herein, GRANTEE is
acting solely as an independent contractor. Neither GRANTEE, nor any of its
officers, agents, or employees shall be deemed an officer, agent, employee, joint
venturer, partner, or associate of the City for any purpose. The City shall have no
right to control or supervise or direct the manner or method by which GRANTEE shall
perform its work and functions. However, the City shall retain the right to administer
this Agreement so as to verify that GRANTEE is performing its obligations in
accordance with the terms and conditions thereof.
(b) This Agreement does not evidence a partnership or joint venture
between GRANTEE and the City. GRANTEE shall have no authority to bind the City
absent the City's express written consent. Except to the extent otherwise provided
in this Agreement, GRANTEE shall bear its own costs and expenses in pursuit
thereof.
(c) Because of its status as an independent contractor, GRANTEE and its
officers, agents, and employees shall have absolutely no right to employment rights
and benefits available to City employees. GRANTEE shall be solely liable and
responsible for all payroll and tax withholding and for providing to, or on behalf of, its
employees all employee benefits including, without limitation, health, welfare, and
retirement benefits. In addition, together with its other obligations under this
Agreement, GRANTEE shall be solely responsible, indemnify, defend and save the
City harmless from all matters relating to employment and tax withholding for and
payment of GRANTEE's employees, including, without limitation, (i) compliance with
Social Security and unemployment insurance withholding, payment of workers'
compensation benefits, and all other laws and regulations governing matters of
employee withholding, taxes and payment; and (ii) any claim of right or interest in
the City's employment benefits, entitlements, programs and/or funds offered
employees of the City whether arising by reason of any common law, de facto,
leased, or co -employee rights or other theory. It is acknowledged that during the
term of this Agreement, GRANTEE may be providing services to others unrelated to
the City or to this Agreement.
15. Notices. Any notice required or intended to be given to either party under the
terms of this Agreement shall be in writing and shall be deemed to be duly given if delivered
personally, transmitted by facsimile followed by telephone confirmation of receipt, or sent
by United States registered or certified mail, with postage prepaid, return receipt requested,
addressed to the party to which notice is to be given at the party's address set forth on the
signature page of this Agreement or at such other address as the parties may from time to
time designate by written notice. Notices served by United States mail in the manner above
described shall be deemed sufficiently served or given at the time of the mailing thereof.
16. Binding. Once this Agreement is signed by all parties, it shall be binding upon,
and shall inure to the benefit of, all parties, and each parties' respective heirs, successors,
assigns, transferees, agents, servants, employees, and representatives.
Page 9 of 23
17. Assignment.
(a) This Agreement is personal to GRANTEE and there shall be no
assignment by GRANTEE of its rights or obligations under this Agreement without
the prior written approval of the City Manager or designee. Any attempted
assignment by GRANTEE, its successors or assigns, shall be null and void unless
approved in writing by the City Manager or designee.
(b) GRANTEE hereby agrees not to assign the payment of any monies
due GRANTEE from the City under the terms of this Agreement to any other
individual(s), corporation(s), or entity(ies). The City retains the right to pay any and
all monies due the GRANTEE directly to the GRANTEE.
18. Compliance With Law. In providing the services required under this
Agreement, GRANTEE shall at all times comply with all applicable laws of the United States,
including but not limited to, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.),
the State of California and the City, and all other applicable regulations promulgated by
federal, state, regional, or local administrative and regulatory agencies, now in force and as
they may be enacted, issued, or amended during the term of this Agreement. In addition,
GRANTOR elects to receive funds from the Secretary under ARPA and will use the funds
in a manner consistent with such section.
19. Waiver. The waiver by either party of a breach by the other of any provision
of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent
breach of either the same or a different provision of this Agreement. No provisions of this
Agreement may be waived unless in writing and signed by all parties to this Agreement.
Waiver of any one provision herein shall not be deemed to be a waiver of any other provision
herein.
20. Governing Law and Venue. This Agreement shall be governed by, and
construed and enforced in accordance with, the laws of the State of California, excluding,
however, any conflict of laws rule which would apply the law of another jurisdiction. Venue
for purposes of the filing of any action regarding the enforcement or interpretation of this
Agreement and any rights and duties hereunder shall be Fresno County, California.
21. Headings. The section headings in this Agreement are for convenience and
reference only and shall not be construed or held in any way to explain, modify or add to
the interpretation or meaning of the provisions of this Agreement.
22. Severability. The provisions of this Agreement are severable. The invalidity,
or unenforceability of any one provision in this Agreement shall not affect the other
provisions.
23. interpretation. The parties acknowledge that this Agreement in its final form
is the result of the combined efforts of the parties and that, should any provision of this
Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved by
construing this Agreement in favor of or against either party, but rather by construing the
terms in accordance with their generally accepted meaning.
24. Attorney's Fees. If either party is required to commence any proceeding or
legal action to enforce or interpret any term, covenant or condition of this Agreement, the
Page 10 of 23
prevailing party in such proceeding or action shall be entitled to recover from the other party
its reasonable attorney's fees and legal expenses.
25. Exhibits. Each exhibit and attachment referenced in this Agreement is, by the
reference, incorporated into and made a part of this Agreement.
26. Precedence of Documents. In the event of any conflict between the body of
this Agreement and any exhibit or attachment hereto, the terms and conditions of the body
of this Agreement shall control and take precedence over the terms and conditions
expressed within the exhibit or attachment. Furthermore, any terms or conditions contained
within any exhibit or attachment hereto which purport to modify the allocation of risk
between the parties, provided for within the body of this Agreement, shall be null and void.
27. Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at law or in
equity.
28. No Third -Party Beneficiaries. The rights, interests, duties, and obligations
defined within this Agreement are intended for the specific parties hereto as identified in the
preamble of this Agreement. Notwithstanding anything stated to the contrary in this
Agreement, it is not intended that any rights or interests in this Agreement benefit or flow to
the interest of any third parties.
29. Extent of Agreement. Each party acknowledges that they have read and fully
understand the contents of this Agreement. This Agreement represents the entire and
integrated agreement between the parties with respect to the subject matter hereof and
supersedes all prior negotiations, representations or agreements, either written or oral. This
Agreement may be modified only by written instrument duly authorized and executed by
both the City and GRANTEE.
[SIGNATURES FOLLOW ON NEXT PAGE]
Page 11 of 23
IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
California, on the day and year first above written.
CITY OF FRESNO, Housing Authority of the City of Fresno,
a California municipal corporation a body corporate and politic
By: li(,69-1 By:U0,;76
Ge eanne A. White Date tyrone oderick Williams
City anager, City of Fresno 'Chief Executive Officer
APPROVED AS TO FORM:
RINA M. GONZALES
Interim C Attorney
By:1-Ta5 2
1 Rhoan ate
p City Attorney
ATTEST:
TODD STERMER, CMC
City Clerk
By:
Date
Addresses:
CITY: Housing Authority of the City of Fresno
City of Fresno Attention: Executive Office
Attention: Karen Jenks 1331 Fulton Street
Housing & Neighborhood Revitalization Fresno, CA 93721
Manager Phone: (559) 443-8400
2600 Fresno Street
Fresno, CA 93721
Phone: (559) 621-8064
FAX:
Attachments:
1. Exhibit A - Scope of Work, Budget and Metrics
2. Exhibit B - Insurance Requirements
3. Exhibit C - Conflict of Interest Disclosure Form
Page 12 of 23
EXHIBIT A
Scope of Work Budget and Metrics
VIP COMPONENT I DETAIL
SIGNING INCENTIVES:
($350,000)
A previous pilot program at Fresno Housing
demonstrated that signing incentives are an effective
tool. A signing incentive is a one-time payment that
Fresno Housing will make to a partnering landlord
who has rented a unit to a voucher household.
Property owners/landlords may be eligible for
multiple incentives and/or participate in other funding
opportunities.
• New Landlord: Any landlord that has not been
a partnering landlord with Fresno Housing
would be eligible for this incentive. This would
be a one-time payout per new landlord. ($2000-
$2,500)
• Returning Landlord: This incentive is for a landlord
that has not had an active Housing Assistance
Payment (HAP) contract within the last 12 months.
This would be a one-time payout per returning
landlord. ($500)
• New Unit in High Opportunity Aras: This
incentive is for a unit that has not been rented to a
voucher holder within the last 12 months in a Small
Area Fair Market Rent (SAFMR) Exception
Payment Standard neighborhood. ($1,500)
• Lease in Place Incentive: When a new applicant
who is 50% rent burdened, or higher, in their current
unit, receives a voucher and their existing landlord
agrees to utilize the new voucher for the current
unit, allowing the resident to stay "in place."
($1,000)
Page 13 of 23
DEPOSITS &
RENTAL FEE
ASSISTANCE:
($250,000)
DAMAGE REPAIR FUND
(Up to $10,000)
($200,000)
Under the Fresno Housing voucher program,
voucher households are responsible for a portion of
their rent and other costs including security deposits,
application fees, first and last month rent deposits,
and utility deposits. If the family lacks the funds, the
landlord decides whether to forgo the deposit or seek
another family. Additionally, many applicants have to
pay multiple, non-refundable fees for credit checks
each time they attempt to secure housing.
Assistance with these items helps both the voucher
holder secure a unit faster, and also serves as a way
to reduce landlord concerns about damage and
repairs above and beyond normal wear and tear.
Many landlords and property owners remain
concerned about unit damage. These funds would be
made available to landlords who participate in any of
the Signing Incentives and demonstrate excessive
tenant -caused damages of units upon move out.
Landlords will be required to provide walk thru forms
from move -in as well as move -out walk thru forms.
Pictures as well as receipts for work and items
purchased for repairs will be required. An Itemized
disposition of security deposit will also be required to
ensure proper use of the resident's security deposit.
Should a landlord receive a court judgment, the owner
will also be required to provide Fresno Housing with a
copy of the judgment. The resident will be notified by
Fresno Housing of the owner's request for damages
and the amount awarded.
Because it is a misconception that voucher holders
cause more damage than non -voucher tenants, case
studies have demonstrated that while this is an
important tool, it is often left underutilized. Should the
initial funding be diminished early in the proposed
program, Fresno Housing may readjust the total
funding of this incentive.
The Damage Repair Fund will be available until
December 31, 2024. Landlords must submit damage
claims and all supporting documentation no later than
December 31, 2024 in order for funds to be obligated.
Page 14 of 23
VACANCY
LOSS
PAYMENTS:
($100,000)
There is a misconception that the process of moving a
voucher family into a rental unit can take longer than
the process of moving in a market -rate tenant, due to
the need for the unit to pass a Housing Quality (HQS)
inspection. An HQS inspection is typically conducted
within 5 days of the owner's request for inspection. To
encourage landlord participation, vacancy funds
provide a monetary incentive to landlords to
compensate for missed days of rental income. Funds
will be made available to landlords to cover vacancy I
loss while processing or securing a new lease with a
voucher holder for up to two months and up to the
contract rent amount. These funds would be made
available to landlords who participate in the Signing
Incentives.
Should the initial funding be diminished early in the
proposed program, Fresno Housing may readjust the
total funding to allow for more allocation in the Vacancy
Loss Payment Fund and decrease the Incentive
portion of the proposed program.
NANT TRAINING: (Fresno Housing will collaborate with industry partners to
Offer training to voucher holders to prepare them for
(housing search. Voucher holders will receive a certificate
of successful completion. Training may include)
document preparedness, how to be a good tenant,
(housekeeping, etc.
31427280 / 18621.0003 Page 1 of 8
PRIORITIZATION: Fresno Housing has limited ability to prioritize the
success at which voucher holders reach agreements
with private landlords. However, Fresno Housing does
have the ability to prioritize how funds from the Voucher
Incentive Program are distributed to voucher holders
and private landlords:
VOUCHER HOLDERS: While all Housing Choice
Voucher holders and Emergency Housing Voucher
holders are eligible for the Voucher Incentive Program,
as long as they are also eligible under ARPA as
detailed in Section 11 of the Agreement, funds will be
prioritized for the following voucher holders:
• Families
• Seniors
• Persons with Disabilities
• Veterans
• Households in temporary or emergency
shelters, and/or unhoused
• Length of time vouchers have been
unused/length of time on the list
• Households who have received a certificate
from a tenant education program
PRIVATE LANDLORDS: While most landlords can
apply to become Fresno Housing partner landlords,
funds from the Voucher Incentive Program will be
prioritized as follows:
• Small, "mom and pop" landlords (own no more
than 10 units)
• Landlords with properties having no code
violations in last 12 months
• New Landlords to Fresno
Housing
• Landlords with vacancies
ELIGIBILITY:
1. Landlords must be current on applicable City licenses and rental registry, and
not owe the City of Fresno any fees, to participate in the Voucher Incentive
Program
2. Landlords or property owners debarred by Fresno Housing are not eligible
3. Rental properties must be located within the boundaries of the City of Fresno
4. Subsidized properties are not eligible for the Voucher Incentive Program
3142728vl / 18621.0003 Page 2 of 8
including but not limited to Low Income Housing Tax Credit Properties, Project -
Based Vouchers (PBV), Rental Assistance Demonstration (RAD) PBV vouchers,
Project -Based Rental Assistance (PBRA) Vouchers, Low Income Public Housing
and/or any other subsidized property.
5. Landlords must be eligible under ARPA as detailed in Section 11 of the
Agreement.
TRACKING AND REPORTING:
Fresno Housing will track all incentive monies paid as part of the proposed Voucher
Incentive Program. Fresno Housing will maintain an accounting with landlord
information, resident information, type of incentive paid, and dates paid. Fresno Housing
will track the number of new landlords, new and existing units preserved/retained in the
voucher program, and households served. Fresno Housing will also keep track of the
demographics of the residents, such as, if they were homeless and housed, moved into
high opportunity areas and if any funds were paid upon the residents' behalf for
application fees, etc. Reports can be provided on an ongoing basis, or upon request.
ADMINISTRATION ($100,000):
Fresno Housing will be allowed up to 10% of the total Grant amount, or $100,000 of the
$1 million, to administer the proposed program and staff the resident/landlord
engagement efforts that are outside of services already offered by Fresno Housing.
OUTREACH:
Fresno Housing will utilize existing resources to promote the proposed program, and
benefits. Additional outreach by the City would also be incredibly helpful to raise
awareness. If the City has access to emails or mailing addresses for landlords, property
owners and property management agencies, outreach to those groups would also be
strongly encouraged in attempts to increase the number of landlords eager to lease to
voucher holders. Fresno Housing is also partnering with RH Community Landlord
Outreach to work side by side in obtaining Landlords for those that are hard to house.
The California Apartment Association (Fresno Division) has offered to assist with
outreach and education to its members on the Voucher Incentive Program.
3142728vl / 18621.0003 Page 3 of 8
EXHIBIT B
Insurance Requirements
(a) Throughout the life of this Agreement, GRANTEE shall pay for and maintain
in full force and effect all insurance as required herein with an insurance company(ies)
either (i) admitted by the California Insurance Commissioner to do business in the State
of California and rated no less than "A-VII" in the Best's Insurance Rating Guide, or (ii) as
may be authorized in writing by CITY'S Risk Manager or designee at any time and in
his/her sole discretion. If the GRANTEE is self -insured, the following requirements will
outline the responsibility of the self -insured coverage. The required policies of insurance
as stated herein shall maintain limits of liability of not less than those amounts stated
therein. However, the insurance limits available to CITY and STATE and each of their
officers, officials, employees, agents and volunteers as additional insureds, shall be the
greater of the minimum limits specified therein or the full limit of any insurance proceeds
to the named insured.
(b) If at any time during the life of the Agreement or any extension, GRANTEE
fails to maintain any required insurance in full force and effect, all services and work under
this Agreement shall be discontinued immediately, and all payments due or that become
due to GRANTEE shall be withheld until notice is received by CITY that the required
insurance has been restored to full force and effect and that the premiums therefore have
been paid for a period satisfactory to CITY. Any failure to maintain the required insurance
shall be sufficient cause for CITY to terminate this Agreement. No action taken by CITY
pursuant to this section shall in any way relieve GRANTEE of its responsibilities under
this Agreement. The phrase "fail to maintain any required insurance" shall include,
without limitation, notification received by CITY that an insurer has commenced
proceedings, or has had proceedings commenced against it, indicating that the insurer is
insolvent.
(c) The fact that insurance is obtained by GRANTEE shall not be deemed to
release or diminish the liability of GRANTEE, including, without limitation, liability under
the indemnity provisions of this Agreement. The duty to indemnify CITY and STATE by
GRANTEE shall apply to all claims and liability regardless of whether any insurance
policies are applicable. The policy limits do not act as a limitation upon the amount of
indemnification to be provided by GRANTEE. Approval or purchase of any insurance
contracts or policies shall in no way relieve from liability nor limit the liability of GRANTEE,
vendors, suppliers, invitees, consultants, medical professionals, subcontractors,
consultants, or anyone employed directly or indirectly by any of them.
Coverage shall be at least as broad as:
1. The most current version of Insurance Services Office (ISO) Commercial
General Liability Coverage Form CG 00 01, providing liability coverage
arising out of your business operations. The Commercial General Liability
policy shall be written on an occurrence form and shall provide coverage for
"bodily injury," "property damage" and "personal and advertising injury" with
coverage for premises and operations (including the use of owned and non -
owned equipment), products and completed operations, and contractual
liability (including, without limitation, indemnity obligations under the
3142728v1 / 18621.0003 Page 4 of 8
Agreement) with limits of liability not less than those set forth under
"Minimum Limits of Insurance."
2. The most current version of ISO *Commercial Auto Coverage Form CA 00
01, providing liability coverage arising out of the ownership, maintenance or
use of automobiles in the course of your business operations. The
Automobile Policy shall be written on an occurrence form and shall provide
coverage for all owned, hired, and non -owned automobiles or other licensed
vehicles (Code 1- Any Auto).
3. Workers' Compensation insurance as required by the State of California
and Employer's Liability Insurance.
4. Professional Liability (Errors and Omissions) insurance appropriate to
GRANTEE'S profession.
MINIMUM LIMITS OF INSURANCE
GRANTEE shall procure and maintain for the duration of the contract insurance with limits
of liability not less than those set forth below. However, insurance limits available to CITY
and STATE and each of their officers, officials, employees, agents and volunteers as
additional insureds, shall be the greater of the minimum limits specified herein or the full
limit of any insurance proceeds available to the named insured:
1. COMMERCIAL GENERAL LIABILITY:
(i) $1,000,000 per occurrence for bodily injury and property damage;
(ii) $1,000,000 per occurrence for personal and advertising injury;
(iii) $2,000,000 aggregate for products and completed operations; and,
(iv) $2,000,000 general aggregate applying separately to the work
performed under the Agreement.
2. COMMERCIAL AUTOMOBILE LIABILITY:
$1,000,000 per accident for bodily injury and property damage.
3. WORKERS' COMPENSATION INSURANCE as required by the State of
California with statutory limits.
4. EMPLOYER'S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
(iii) $1,000,000 disease policy limit.
5. PROFESSIONAL LIABILITY:
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
UMBRELLA OR EXCESS INSURANCE
In the event GRANTEE purchases an Umbrella or Excess insurance policy(ies) to meet
31427280 / 18621.0003 Page 5 of 8
the "Minimum Limits of Insurance," this insurance policy(ies) shall "follow form" and afford
no less coverage than the primary insurance policy(ies). In addition, such Umbrella or
Excess insurance policy(ies) shall also apply on a primary and non-contributory basis for
the benefit of the CITY and STATE and each of their officers, officials, employees, agents
and volunteers.
DEDUCTIBLES AND SELF -INSURED RETENTIONS
GRANTEE shall be responsible for payment of any deductibles contained in any
insurance policy(ies) required herein and GRANTEE shall also be responsible for
payment of any self -insured retentions. Any self -insured retentions must be declared on
the Certificate of Insurance, and approved by, the CITY'S Risk Manager or designee. At
the option of the CITY'S Risk Manager or designee, either:
(i) The insurer shall reduce or eliminate such self -insured retentions as
respects CITY and STATE or any of their officers, officials, employees,
agents and volunteers; or
(ii) GRANTEE shall provide a financial guarantee, satisfactory to CITY'S Risk
Manager or designee, guaranteeing payment of losses and related
investigations, claim administration and defense expenses. At no time shall
CITY be responsible for the payment of any deductibles or self -insured
retentions.
OTHER INSURANCE PROVISIONS/ENDORSEMENTS
(i) Allpolicies of insurance required herein shall be endorsed to provide that
the coverage shall not be cancelled, non -renewed, reduced in coverage or
in limits except after thirty calendar days' written notice has been given to
CITY, except ten days for nonpayment of premium. GRANTEE is also
responsible for providing written notice to the CITY under the same terms
and conditions. Upon issuance by the insurer, broker, or agent of a notice
of cancellation, non -renewal, or reduction in coverage or in limits,
GRANTEE shall furnish CITY with a new certificate and applicable
endorsements for such policy(ies). In the event any policy is due to expire
during the work to be performed for CITY, GRANTEE shall provide a new
certificate, and applicable endorsements, evidencing renewal of such policy
not less than fifteen calendar days prior to the expiration date of the expiring
policy.
(ii) The Commercial General and Automobile Liability insurance policies shall
be written on an occurrence form.
(iii) The Commercial General and Automobile Liability insurance policies shall
be endorsed to name CITY and STATE and each of their officers, officials,
agents, employees and volunteers as an additional insured. GRANTEE
shall establish additional insured status for the CITY and STATE for all
ongoing and completed operations under the Commercial General Liability
policy by use of ISO Forms or an executed manuscript insurance company
endorsements providing additional insured status. The Commercial
3142728vl / 18621.0003 Page 6 of 8
General endorsements must be as broad as that contained in ISO FormGC
20 10 11 85.
(iv) The Commercial General and Automobile Liability insurance shall contain,
or be endorsed to contain, that the GRANTEE'S insurance shall be primary
to and require no contribution from the CITY or STATE. The Commercial
General Liability policy is required to include primary and non-contributory
coverage in favor of the CITY and STATE for both the ongoing and
completed operations coverage. These coverages shall contain no special
limitations on the scope of protection afforded to CITY and STATE and each
of their officers, officials, employees, agents and volunteers. If GRANTEE
maintains higher limits of liability than the minimums shown above, CITY
and STATE requires and shall be entitled to coverage for the higher limits
of liability maintained by GRANTEE.
(v) Should any of these policies provide that the defense costs are paid within
the Limits of Liability, thereby reducing the available limits by defense costs,
then the requirement for the Limits of Liability of these polices will be twice
the above stated limits.
(vi) For any claims related to this Agreement, GRANTEE'S insurance coverage
shall be primary insurance with respect to the CITY and STATE and each
of their officers, officials, agents, employees and volunteers. Any insurance
or self-insurance maintained by the CITY and STATE and each of their
officers, officials, agents, employees and volunteers shall be excess of the
GRANTEE'S insurance and shall not contribute with it.
(vii) The Workers' Compensation insurance policy shall contain, or be endorsed
to contain, a waiver of subrogation as to CITY and STATE and each of their
officers, officials, agents, employees and volunteers.
(viii) The Commercial General and Automobile Liability insurance policies shall
contain, or be endorsed to contain, a waiver of subrogation as to CITY and
STATE and each of their officers, officials, agents, employees and
volunteers.
If the Professional Liability insurance policy is written on a claims -made form:
1. The retroactive date must be shown, and must be before the effective
date of the Agreement or the commencement of work by GRANTEE.
2. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement work
or termination of the Agreement, whichever occurs first, or, in the
alternative, the policy shall be endorsed to provide not less than a five (5)
year discovery period.
3. If coverage is canceled or non -renewed, and not replaced with another
claims -made policy form with a retroactive date prior to the effective date of
the Agreement or the commencement of work by GRANTEE, GRANTEE
must purchase "extended reporting" coverage for a minimum of five (5)
3142728v1 / 18621.0003 Page 7 of 8
years completion of the Agreement work or termination of the Agreement,
whichever occurs first.
4. A copy of the claims reporting requirements must be submitted to CITY
for review.
5. These requirements shall survive expiration or termination of the
Agreement.
PROVIDING OF DOCUMENTS - GRANTEE shall furnish CITY with all
certificate(s) and applicable endorsements effecting coverage required herein. All
certificates and applicable endorsements are to be received by CITY's Risk
Manager within a reasonable time after execution of this agreement. All non -ISO
endorsements amending policy coverage shall be executed by a licensed and authorized
agent or broker. Upon request of CITY, GRANTEE shall immediately furnish CITY with
a complete copy of any insurance policy required under this Agreement, including all
endorsements, with said copy certified by the underwriter to be a true and correct copy of
the original policy. This requirement shall survive expiration or termination of this
Agreement. All subcontractors working under the direction of GRANTEE shall also be
required to provide all documents noted herein.
SUBCONTRACTORS- If GRANTEE subcontracts any or all of the services to be
performed under this Agreement, GRANTEE shall be solely responsible for ensuring that
its subcontractors maintain insurance coverage at levels no less than those required by
applicable law and is customary in the relevant industry and shall indemnify CITY and
STATE if failure to comply with this provision results in damages to the CITY or the
GRANTEE.
3142728vl / 18621.0003 Page 8 of 8
EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
YES*
N_.O,�
1
Are you currently in litigation with the City of Fresno or any of
❑
its agents?
2
Do you represent any firm, organization, or person who is in
❑
litigation with the City of Fresno?
3
Do you currently represent or perform work for any clients who
❑
EV
do business with the City of Fresno?
4
Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with
❑
the City of Fresno, or in a business which is in litigation with
the City of Fresno?
Are you or any of your principals, managers, or professionals,
5
related by blood or marriage to any City of Fresno employee
j
who has any significant role in the subject matter of this
service?
Do you or any of your subcontractors have, or expect to have,
6
any interest, direct or indirect, in any other contract in
connection with this Project?
answer to any question is yes, please explain in full below.
* If the
Explanation
n Additional page(s) attached.
3142728v1118621,0003
S' nature
-2-
Date
(f4ame) � - ----
(Company)
-J�o3 i
(Address)
(City, State Zip)
2