1994-204j:\~pdocs\ord\dhacra~.ord
AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE
CITY MANAGER TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND
DENTON HOUSING AUTHORITY; AUTHORIZING THE EXPENDITURE OF FUNDS AND
PROVIDING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the city Manager is hereby authorized to
execute, on behalf of the City, an agreement between the city of
Denton and the Denton Housing Authority, a copy of which is
attached hereto and incorporated by reference herein.
SECTION II. That the expenditure of funds in the amount of
one hundred thousand dollars ($100,000) is hereby authorized.
SECTION III. That this ordinance shall become effective
immediately upon its passage and approval.
PASSED AND APPROVED this the /~ day of ~ 1994.
BOB CASTLEBERRY, MAYOy ~
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
AGREEMENT BETNEEN THE CITY OF DENTON
~D DENTON HOUSINO AUTHORITY
This Agreement is made and entered into by and between the
City of Denton, a Texas municipal corporation, acting by and
through its city Manager, pursuant to ordinance, hereinafter
referred to as CITY, and the Denton Housing Authority, 308 S. Rud-
dell, Denton, Texas 76205, hereinafter referred to as CONTRACTOR.
WHEREAS, CITY has received certain funds from the U.S. Depart-
ment of Housing and Urban Development under Title I of the Housing
and Community Development Act of 1974, as amended; and
WHEREAS, CITY has adopted a budget for such funds and included
therein an authorized budget for expenditure of funds for the re-
habilitation of the Crawford Building at 306 S. Locust, Denton,
Texas; and
WHEREAS, CITY has designated the Community Development office
as the division responsible for the administration of this Agree-
ment and all matters pertaining thereto; and
WHEREAS, CITY wishes to engage CONTRACTOR to carry out such
project;
NOW, THEREFORE, the parties hereto agree, and by the execution
hereof are bound to the mutual obligations and to the performance
and accomplishment of the conditions hereinafter described.
TERM
This Agreement shall commence on or as of September 1, 1994,
and shall terminate at midnight on August 31, 2014, unless the term
is extended by written amendment to this Agreement or this Agree-
ment is terminated earlier pursuant to Article XV. hereof.
RESPONSIBILITIES
CONTRACTOR hereby accepts the responsibility for the perfor-
mance of all services and activities, described in the Work State-
ment attached hereto as Attachment "A", in a satisfactory and
efficient manner as determined by CITY, in accordance with the
terms herein. CITY will consider CONTRACTOR'S Executive Director
of Planning to be CONTRACTOR's representative responsible for the
management of all contractual matters pertaining hereto, unless
written notification to the contrary is received from CONTRACTOR,
and approved by CITY. The CITY'S Community Development Administra-
tor will be CITY's representative responsible for the administra-
tion of this Agreement.
III.
CITY'S OBLIOATION
A. CITY shall provide funds in the amount of $100,000 or less
to assist the CONTRACTOR in the rehabilitation of the facility
located at 306 S. Locust, Denton, Texas 76205.
B. The CONTRACTOR agrees to .hold and save harmless the city
of Denton from any and all loss, cost, or damage of every kind,
nature or description arising under this Agreement or from any
source whatsoever.
C. Upon receipt of copy of the construction project contrac-
tor's itemized invoice for final payment, and written verification
from CONTRACTOR that the work described in the invoice has been
performed, the CITY will issue payment to the CONTRACTOR; provided,
however, CONTRACTOR understands and agrees that CITY will not make
any payments until it has received funding for this program from
the Federal government.
D. The CITY shall comply with the HUD office of management
and budget circular A-87. The CITY shall be responsible for per-
forming environmental review to ensure necessary compliances are
met.
E. This Agreement and the payments made hereunder are contin-
gent upon receipt of U.S. Department of Housing and Urban Develop-
ment Community Development Block Grant funds, and shall terminate
immediately, notwithstanding the provisions of Article XV hereof,
should such funds be discontinued for any reason.
IV.
COMPLIANCE WITH STATE AND LOCAL LAWS
The CITY and CONTRACTOR agree to perform their duties in the
Programs in compliance with the U.S. Department of Housing and
Urban Development Community Development Block Grant regulations.
V.
REPRESENTATIONS
A. The CONTRACTOR warrants that it is the legal owner of the
property described in Article III, Section A and CONTRACTOR agrees
to allow the CITY access to this site for inspection purposes.
CONTRACTOR further agrees to allow the CITY to bid the CONTRACTOR's
construction project through CITY'S Purchasing Department for the
repairs of the Crawford Building.
B. The CONTRACTOR covenants that it shall continue to utilize
the facility at 306 S. Locust, Denton, Texas 76205 for a minimum of
PAGE 2
twenty (20) years after improvements are completed to provide af-
fordable housing, in compliance with affordable housing, i.e. as
defined by HUD regulations, to low income persons age 62 and over.
VI.
COVENANTS
A. During the term of this Agreement, CONTRACTOR shall not,
without the prior written consent of CITY's Executive Director of
Planning and Development or his authorized representative, change
the use, or function of the property.
(1) If CONTRACTOR proposes a change, the proposed change
must meet one of the national objectives, as set forth in
24 CFR §570.208 and the Center must not be used for the
general conduct of government.
(2) If it is determined that the changes do not meet the
national goals for use, the CONTRACTOR must dispose of
the property or reimburse the CITY for the funds expended
pursuant to this Agreement.
E. CONTRACTOR shall comply with the uniform administrative
requirements, as described in Section 570.502 CDBG regulations, a
copy of which is attached hereto.
VII.
PROGI~M INCOME
Ail fees collected for services and monies from the sale of
salvaged building materials are considered program income, as
described in Section 570.504 CDBG regulations (see Attachment "D"),
and shall be retained by the CONTRACTOR to be used for Program
activities es previously described. CONTRACTOR shall keep fiscal
records which reflect the use of these funds.
VIII.
MAINTENANCE OF RECORDS
A. CONTRACTOR agrees to maintain records that will provide
accurate, current, separate, and complete disclosure of the status
of thei funds received under this Agreement and with any other
applicable Federal and State regulations establishing standards for
financial management. CONTRACTOR's record system shall contain
sufficient documentation to provide in detail full support and
justification for each expenditure. Nothing in this Section shall
be construed to relieve CONTRACTOR of fiscal accountability and
liability under any other provision of this Agreement or any
applicable law. CONTRACTOR shall include the substance of this
provision in all subcontracts.
PAGE 3
B. CONTRACTOR agrees to retain all books, records, documents,
reports, and written accounting policies and procedures pertaining
to the ioperation of programs and expenditures of funds under this
Agreement for the period of time and under the conditions specified
by CITY.
C. Nothing in the above subsections shall be construed to
relieve CONTRACTOR of responsibility for retaining accurate and
current records which clearly reflect the level and benefit of
services provided under this Agreement.
D. At any reasonable time and as often as CITY may deem
necessary, the CONTRACTOR shall make available to CITY, or any of
its authorized representatives, all of its records and shall permit
CITY, or any of its authorized representatives to audit, examine,
make excerpts and copies of such records, and to conduct audits of
all contracts, invoices, materials, payrolls, records of personnel,
conditions or employment and all other data relating to the program
requested by said representatives.
E. The CONTRACTOR shall give the city of Denton, the U.S.
Department of Housing and Urban Development, or any of their duly
authorized representatives, access to and the right to examine all
books, accounts, records, reports, files and other papers belonging
to or in use by the CONTRACTOR pertaining to this Agreement. Such
rights to access shall continue as long as the records are retained
by the CONTRACTOR.
IX.
REPORTB ~ND INFORMATION
At such times and in such forl~ as CITY may require, CONTRACTOR
shall furnish such statements, records, data and information as
CITY may request and deem pertinent to matters covered by this
Agreement.
If CONTRACTOR receives federal funds in excess of $25,000,
from any source, or if for any reason an independent audit is
conducted, the CONTRACTOR agrees to submit an audit conducted by
independent examiners within ten (10) days after receipt of such.
X.
MONITORING AND EVALUATION
The CITY shall conduct a performance review of CONTRACTOR on
an annual basis or as otherwise deemed necessary by the CITY to
evaluate compliance with the provisions of this Agreement as neces-
sary in the performance of its duties of program accountability.
PAGE 4
XI.
INSUI~%NCE
Upon delivery of a completed project by the prime construction
contractor, the CONTRACTOR shall obtain and maintain insurance
policies that 1) include a lessor policy or a general liability
policy of no less than one million dollars, and 2) include real and
personal property coverage at no less than the building valuation
amount. The CONTRACTOR must maintain specified coverage for no
less than 20 years, the term of this Agreement. All such policies
shall name the CITY as an additional insured and require 30 days
notice of cancellation. Copies of all policies and updates shall
be submitted to the Community Development office throughout the
Agreement term.
XII.
EQU~L OPPORTUNITY
During the performance of this Agreement, the CONTRACTOR is
subject to Executive Order 11246, as amended, and, therefore,
agrees to the following:
(1) The CONTRACTOR will not discriminate against any
employee or applicant for employment because of race,
color, religion, sex, national origin, or familial
status. The CONTRACTOR will take affirmative action to
ensure that applicants who are employed are treated
during employment without regard to their race, color,
religion, sex, national origin, or familial status,
concerning such employment, upgrading, demotion, or
transfer; recruitment or recruitment advertising; layoff
or termination; rates of pay or their apprenticeship.
The CONTRACTOR agrees to post in conspicuous places,
available to both employees and applicants for employ-
ment, notices to be provided by the CITY setting forth
provisions of this nondiscrimination clause.
(2) The CONTRACTOR, in all solicitations or advertise-
ments for employees placed by or on behalf of the CON-
TRACTOR, shall state that all qualified applicants will
receive consideration for employment without regard to
race, color, religion, sex, national origin, or familial
status.
XIII.
CONFLICT OF INTEREST
The CITY and CONTRACTOR state that to the best of their know-
ledge, no member of the city of Denton, Texas, and no officer,
employee, or agent of said authority who exercises any function or
responsibilities in connection with the carrying out of the Program
to which this Agreement pertains has a personal financial interest,
direct or indirect, in this Agreement.
PAGE 5
XIV.
POLITICAL OR SECTARIAN ACTIVITY
A. None of the performance rendered hereunder shall involve
any political activity (including, but not limited to, any activity
to further the election or defeat of any candidate for public of-
fice) or any activity undertaken to influence the passage, defeat
or final content of legislation.
B. None of the performance rendered hereunder shall involve
or benefit in any manner any sectarian or religious activity.
XV.
TERMINATION
A. The CITY shall have the right to terminate this Agreement,
in whole or in part, at any time whenever the CITY determines that
the CONTRACTOR has failed to comply with any term of this Agree-
ment. The CITY shall notify the CONTRACTOR in writing thirty (30)
days prior to the date of termination, the effective date of such
termination, and in the case of partial termination, the portion of
the Agreement to be terminated. Property shall be subject to
disposition under Sections 570.503(b) (8) & 570.504(b) (4&5) CDBG
regulations. (See Attachments "B" and "C".)
B. The CITY shall have the right to terminate this Agreement
for convenience, in whole or in part, with the consent of CONTRAC-
TOR and when both parties agree upon the termination conditions,
including the effective date and the portion to be terminated.
C. The CONTRACTOR shall have the right to terminate this
Agreement for convenience, in whole or in part, by written notifi-
cation to the CITY, which shall include the reason for such ter-
mination, the effective date and the portion to be terminated. If,
in the case of a partial termination, it is the determination of
CITY that the remaining portion of the award is not sufficient to
accomplish the project as described in the Work Statement, CITY may
require that the entire grant be terminated.
XVI.
INDEMNIFICATION
A. CONTRACTOR shall and does hereby agree to indemnify and
hold harmless the CITY from any and all damages, loss, or liability
of any~kind whatsoever, by reason of injury to property or third
persons occasioned by any error, omission or negllgent act of CON-
TRACTOR, its officers, agents, employees, invitees, and other
persons for whom it is legally liable, with regard to the perfor-
mance of this Agreement, and CONTRACTOR will, at its cost and
expense, defend and protect CITY against any and all such claims
and demands.
PAGE 6
B. It is agreed and understood by the parties that all
employees ~nd personnel, furnished by the Center and engaged in the
work of the Denton Housing Authority shall not be deemed employees
of the CITY and shall be responsible to and under the direction of
the CoNTRAcToR.
C. I~ the event that any claim, demand, suit or other action
is made or brought by any person(s), firm, corporation or other
entity against CONTRACTOR, CONTRACTOR shall give written notice
thereof tolCITY within two (2) working days after being notified of
such claim!, demand, suit or other action. Such notice shall state
the date ~nd hour of notification of any such claim, demand, suit
or other ~ction; the names and addresses of the person(s), firm,
corporatiQn or other entity making such claim, or that instituted
or threatened to institute any type of action or proceeding; the
basis of ~uch. claim, action or proceeding; and the name of any
person(s) lagalnst whom such claim is being made or threatened.
Such written notice shall be delivered either personally or by
mail.
D. For purposes of this Agreement, all official communica-
tions and notices among the parties shall be deemed made as of the
date mailed if sent postage paid to the parties and address set for
below:
TO CITY: TO CONTRACTOR:
City Manager Executive Director
City of D~nton Denton Housing Authority
215 E. McRinney St. 308 S. Ruddell
Denton, Texas 76201 Denton, Texas 76205
I~N~ITNESS OF WHIC~hi~ Agreement has been executed on this
the--~-f~/~-/TM day of ~/~-~/~_ , 1994.
LL~b V. HA~R~LL, CITfMANAGER
/
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
PAGE 7
APPROVED AS TO LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
DENTON HOUSING AUTHORITY
!
ATTEST:
SECRETARY
PAGE 8
ATTACHMENT "A"
This project shall consist of the rehabilitation of the Crawford
Building located at 306 S. Locust. This former hotel will be con-
verted into twenty-four (24) one-bedroom units with private baths
and full kitchens. The ground floor level will be renovated to
include office areas, kitchen, dining room, laundry, library,
parlor, lounge and other common areas for residents. Upon com-
pletion, the building will meet all local building, electrical,
mechanical, plumbing and fire codes. The project will also comply
with all Federal and State regulations promulgated under the Com-
munity Development Block Grant and HOME Investment Partnerships
Program.
WORK STATEMENT
The Denton Housing Authority is a governmental agency providing
housing for low income families in accordance with 24CFR92.216, the
Home Investment Partnerships Program. This project will house low
and moderate income elderly (62 years of age and over) persons of
at least 24 units. At least 60% of the units will house very low
income elderly. The Denton Housing Authority will provide manage-
ment services including an on-site manager, building and grounds
maintenance, and coordination of services provided by other
agencies such as meals, health care, etc. The project will con-
tinue to be used for the provision of affordable housing to low and
moderate income elderly persons for a period not less than twenty
(20) years.
ATTACHMENT "B"
24 CFR § 570.505
The standards described in this section apply to real property
within the recipient's control which was acquired or improved in
whole or in part using CDBG funds in excess of $25,000. These
standards shall apply from the date CDBG funds are first spent for
the property until five (5) years after closeout of an entitlement
recipient's participation in the entitlement CDBG program or, with
respect to other recipients, until five (5) years after the close-
out of the grant from which the assistance to the property was
provided.
(a) A recipient may not change the use or planned use of any
such property (including the beneficiaries of such use) from
that for which the acquisition or improvement was made unless
the recipient provides affected citizens with reasonable
notice of, and opportunity to comment on, any proposed change,
and either:
(1) The new use of such property qualifies as meeting
one of the national objectives in Section 570.208 and is
not a building for the general conduct of government; or
(2) The requirements in paragraph (b) of this section
are met.
(b) If the recipient determines, after consultation with
affected citizens, that it is appropriate to change the use of
the property to a use which does not qualify under paragraph
(a) (1) of this section, it may retain or dispose of the
property for the changed use if the recipient's CDBG program
is reimbursed in the amount of the current fair market value
of the property, less any portion of the value attributable to
expenditures of non-CDBG funds for acquisition of, and
improvements to, the property.
(c) If the change of use occurs after closeout, the provi-
sions governing income from the disposition of the real
property in Section 570.504(b) (4) or (5), as applicable,
shall apply to the use of funds reimbursed.
(d) Following the reimbursement of the CDBG program in accor-
dance with paragraph (b) of this section, the property no
longer will be subject to any CDBG requirements.
ATTACHMENT "C"
24 CFR § 570.503
(a) Before disbursing any CDBG funds to a subrecipient, the
recipient shall sign a written agreement with the subrecipie-
nt. The agreement shall remain in effect during any period
that the subrecipient has control over CDBG funds, including
program income.
(b) At a minimum, the written agreement with the subrecipient
shall include provisions concerning the following items:
(1) Statement of Work. The agreement shall include a
description of the work to be performed, a schedule for
completing the work, and a budget. These items shall be
in sufficient detail to provide a sound basis for the
recipient effectively to monitor performance under the
agreement.
(2) Records and Reports. The recipient shall specify in
the agreement the particular records the subrecipient
must maintain and the particular reports the subrecipient
must submit in order to assist the recipient in meeting
its recordkeeping and reporting requirements.
(3) Proqram Income. The agreement shall include the
program income requirements set forth in Section 570.504-
(c).
(4) Uniform Administrative Requirements. The agreement
shall require the subrecipient to comply with applicable
uniform administrative requirements, as described in
Seotion 570.502.
(5) Other Program Requirements. The agreement shall
require the subrecipient to carry out each activity in
compliance with all Federal laws and regulations de-
scribed in Subpart K of these regulations, except that:
(i) The subrecipient does not assume the recipien-
t's environmental responsibilities described at
Section 570.604; and
(ii) The subrecipient does not assume the recip-
ient's responsibility for initiating the review
process under the provisions of 24 CFR Part 52.
(6) Conditions for Religious Organizations. Where
applicable, the conditions prescribed by HUB for the use
of CDBG funds by religious organizations shall be
included in the agreement.
(7) Suspension and Termination. The agreement shall
specify that, in accordance with 24 CFR 85.43, suspension
or termination may occur if the subrecipient materially
fails to comply with any term of the award, and that the
award may be terminated for convenience in accordance
with 24 CFR 85.44.
(8) Reversion of Assets. The agreement shall specify
that upon its expiration the subrecipient shall transfer
to the recipient any CDBG funds on hand at the time of
expiration and any accounts receivable attributable to
the use of CDBG funds. It shall also include provisions
to the use of CDBG funds. It shall also include provi-
sions designed to ensure that any real property under the
subrecipient's control that was acquired or improved in
whole or in part with CDBG funds in excess of $25,000 is
either:
(i) Used to meet one of the national objectives in
Section 570.208 until five (5) years after expira-
tion of the agreement, or for such longer period of
time as determined to be appropriate by the recipi-
ent; or
(ii) Disposed of in a manner that results in the
recipient's being reimbursed in the amount of the
current fair market value of the property less any
portion of the value attributable to expenditures
of non-CDBG funds for acquisition of, or improve-
ment to, the property. (Reimbursement is not
required after the period of time specified in
paragraph (b)(8) (1) of this section.)
PAGE 2
ATTACHMENT "D"
24 CFR § 570.504
(a) Re¢ordinq Proqram Income. The receipt and expenditure of
program income as defined in Section 570.500(a) shall be
recorded as part of the financial transactions of the grant
program.
(b) Disposition of Proqram Income Received by Recipients.
(1) Program income received before grant closeout may be
retained by the recipient if the income is treated as
additional CDBG funds subject to all applicable require-
ments governing the use of CDBG funds.
(2) If the recipient chooses to retain program income,
that income shall affect withdrawals of grant funds from
the U.S. Treasury as follows:
(i) Program income in the form of repayments to,
or interest earned on, a revolving fund as defined
in Section 570.500(b) shall be substantially dis-
bursed from the fund before additional cash with-
drawals are made from the U.S. Treasury for the
same activity. (This rule does not prevent a lump
sum disbursement to finance the rehabilitation of
privately-owned properties as provided for in
Section 570.513.)
(ii) Substantially all other program income shall
be disbursed for eligible activities before addi-
tional cash withdrawals are made from the U.S.
Treasury.
(3) Program income on hand at the time of closeout shall
continue to be subject to the eligibility requirements in
Subpart C and all other applicable provisions of this
part until it is expended.
(4) Unless otherwise provided in any grant closeout
agreement, and subject to the requirements of paragraph
(b) (5) of this section, income received after closeout
shall not be governed by the provisions of this part,
except that, if at the time of closeout the recipient has
another ongoing CDBG grant received directly from HUD,
funds received after closeout shall be treated as program
income of the ongoing grant program.
(5) If the recipient does not have another ongoing grant
received directly from HUD at the time of closeout,
income received after closeout from the disposition of
real property or from loans outstanding at the time of
closeout shall not be governed by the provisions of this
part, except that such income shall be used for activi-
ties that meet one of the national objectives in Section
570.208 and the eligibility requirements described in
section 105 of the Act.
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PAGE 2