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HomeMy WebLinkAboutR22- Economic Development Agency CITY OF SAN BERNARDINO ORIGINAL ECONOMIC DEVELOPMENT AGENCY FROM: Emil A.Marzullo SUBJECT: Rosenow Spevacek Group, Inc. ("RSG") - Interim Executive Director Professional Services Agreement-Key Program and Compliance Monitoring Services for defined portions of its federally funded Neighborhood DATE: December 23,2009 Stabilization Program ("NSP") in addition to other Agency housing programs utilizing Redevelopment Housing Set-Aside Funds and HOME Funds ----------- ----- ------------------ - ---------------------------------------- Synopsis of Previous Commission/Council/Committee Action(s): On December 10, 2009, Redevelopment Committee Members Johnson, Brinker and alternate Shorett unanimously voted to recommend that the Mayor and Common Council and the Community Development Commission consider this action for approval. ---------------------------------------------- --- -- ----- --- -- Recommended Motion(s): (Community Development Commission) Resolution of the Community Development Commission of the City of San Bernardino approving and authorizing the Interim Executive Director of the Redevelopment Agency of the City of San Bernardino ("Agency") to execute a Professional Services Agreement by and between the Agency and Rosenow Spevacek Group, Inc., for program and compliance monitoring services for defined portions of the Neighborhood Stabilization Program ("NSP") and other Agency housing programs ------------------------- -- ----- ----- ----- Carey K.Jenkins,Housing and Contact Person(s): Community Development Director Phone: (909)663-1044 Project Area(s): Citywide Ward(s): All Wards Supporting Data Attached: R1 Staff Report 0 Resolution(s)0 Agreement(s)/Contract(s)❑Map(s)❑Letter(s) FUNDING REQUIREMENTS: Amount: $ 32,500 Source: Agency Housing Set-Aside Funds and NSP Funds Budget Authority: Agency's FY 2009-2010 Budget Signature: Fiscal Review: g ��li��J Emil A.Marzullo,Interim E� cutive Director Russ DeJesus,Interim AdAinistrative Services Director ------------------------------------- - ------ -- Commission/Council Notes: $� 4- /_-10 leg — e� pndas\Cm DvCmmissim\CDC2010wloa-Ionscnof�simil Swims A�mmtsRAd COMMISSION MEETING AGENDA Meeting Date: 01/04/2010 1 Agenda Item Number: 1 Y_ ECONOMIC DEVELOPMENT ,AGENCY STAFF REPORT ROSENOW SPEVACEK GROUP,INC. ("RSG") -PROFESSIONAL SERVICES AGREEMENT—KEY PROGRAM AND COMPLIANCE MONITORING SERVICES FOR DEFINED PORTIONS OF ITS FEDERALLY FUNDED NEIGHBORHOOD STABILIZATION PROGRAM("NSP")IN ADDITION TO OTHER AGENCY HOUSING PROGRAMS UTILIZING REDEVELOPMENT HOUSING SET-ASIDE FUNDS AND HOME FUNDS BACKGROUND: As a means to ensure proper administration of the Agency's loan portfolio and covenant agreements, on September 1, 2009, a request for proposals ("RFP") was released to five qualified professional services firms in support of key program and compliance monitoring functions under the Agency's Neighborhood Stabilization Program ("NSP") and other Agency financed housing programs utilizing Redevelopment Housing Set-Aside Funds and NSP Funds. Candidates were identified through the Agency's list of firms who have recently provided compliance monitoring services on past projects in addition to industry referrals. On September 18, 2009, two responses were received and reviewed by Agency Staff. Through this process, Rosenow Spevacek Group, Inc. ("RSG"), was the firm recommended for compliance monitoring services. The decision was based on RSG's demonstrated history of effectively providing these services, their competitive cost proposal, and their clear understanding of the monitoring requirements associated with NSP and the programs included in the Agency's current Integrated Housing Strategy. CURRENT ISSUE: In connection with performing key program and compliance monitoring functions in support of the NSP and other Agency financed housing programs, the following companies have provided the Agency with a proposal and fee schedule to perform compliance monitoring services: 1. Rosenow Spevacek Group, Inc. ("RSG"), Santa Ana, CA 2. AmeriNational Community Services, Inc(AmeriNational), Downey, CA Three other firms that received an RFP; U.S. Communities, Novogradac, and Mercy Housing California, opted not to respond to the Agency's solicitation for these services. After conducting a thorough review and analysis of the proposals received, Agency Staff identified RSG as the most qualified candidate to perform the necessary duties and provide the oversight services to ensure proper administration of the Agency's affordability and maintenance covenant agreements associated with its affordable housing programs. It was further determined that upon review of the AmeriNational proposal that their skills set would best be linked to the administration of the Agency's existing loan portfolio. A full description of these P:WA,.&sTC .De Cownissioe\CDC 2010\01-00.10 RSG Pmfasi..l Services A,.mrnt SR. COMMISSION MEETING AGENDA Meeting Date: 01/04/2010 Agenda Item Number: All- r Economic Development Agency Staff Report Rosenow Spevacek Group, Inc., Professional Services Agreement Page 2 services and a recommendation to enter into an agreement with AmeriNational for loan portfolio administration will be covered under a separate action for consideration at a later date. RSG has been providing on-going program administration and compliance monitoring services for governmental organizations in Southern California for 30 years. Based in Santa Ana, California, RSG will be led by Felise Acosta and Becky Caha for this engagement. The scope of services includes a s full range of required activities as follows: 1. Screening applicants in accordance with the Agency's various housing programs to ensure compliance with the applicable funding source and other HUD and/or Housing Set-Aside Fund eligibility requirements 2. Determining the status of project compliance with resident income limits pursuant to the program/regulatory agreement requirements. 3. Providing on-going monitoring of income eligibility on an annual basis for residents participating in the Agency's various housing programs. 4. Verifying compliance with owner occupancy requirements. 5. Preparing affidavits that require owners to affirm continued compliance with provisions of the promissory note and applicable covenant agreement. 6. Reporting any findings of compliance and/or non-compliance to the program participants and the Agency. 7. Researching property ownership records when ownership changes have occurred and determine how this affects Agency programmatic and security interests. 8. Providing detailed recommendations to the Agency to remedy any programmatic and/or monetary events of default incurred by program participants and executing those recommendations. 9. Reviewing owner income determinations to ensure compliance pursuant to the program/regulatory agreement requirements. 10. Gathering documents, maintaining project information electronically and transmitting information in the form of a comprehensive report to the Agency on a quarterly basis. The term of the Compliance Monitoring contract resulting from this RFP shall commence upon the Agency's execution of the Professional Services Agreement ("Agreement") and shall continue one year from the date of execution with an option of two additional one year extensions for a total of three years. It is anticipated the term of the Agreement is to commence immediately upon its execution by both parties. PAAgwWasTC D"Commission\CDC201=1A 10RSGPmfwsiorWServicesAgxm SRdm COMMISSION MEETING AGENDA Meeting Date: 01//04//2010 Agenda Item Number: n 2 Economic Development Agency Staff Report Rosenow Spevacek Group, Inc., Professional Services Agreement Page 3 ENVIRONMENTAL IMPACT: This item does not meet the definition of a "project" under Section 15378 of the California Environmental Quality Act(CEQA). FISCAL IMPACT: The total cost for the program and compliance monitoring services is not to exceed a total amount of $32,500 and will be paid from a combination of the Agency's NSP Fund and Housing Set-Aside Fund. RECOMMENDATION: That the Community Development Commission adopt the attached Resolution. Emil A. Marzullo,Intern Executive Director P.Wgmdas\Comm Dev Commission\CDC 2010\01-0410 RSGPmfasiotul Servims Agmem"t SRd COMMISSION MEETING AGENDA Meeting Date: 01//04/2010 Agenda Item Number: M COOP 1 RESOLUTION NO. 2 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING 3 THE INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO 4 EXECUTE A PROFESSIONAL SERVICES AGREEMENT BY AND 5 BETWEEN THE AGENCY AND ROSENOW SPEVACEK GROUP, INC., FOR PROGRAM AND COMPLIANCE MONITORING SERVICES FOR 6 DEFINED PORTIONS OF THE NEIGHBORHOOD STABILIZATION PROGRAM ("NSP") AND OTHER AGENCY HOUSING PROGRAMS 7 8 WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") has 9 identified a need to seek assistance in the compliance monitoring of the Agency's existing low and 10 moderate income housing units and in addition, assistance in the eligibility determination of new 11 participants as well as the on-going program compliance monitoring of the Agency's affordable 12 and maintenance covenants agreements; and 13 WHEREAS, it is the intention of the Agency to contract oversight and compliance 14 monitoring services for the Neighborhood Stabilization Program ("NSP") and other Agency 15 financed housing Programs to a professional services organization specializing in redevelopment, 16 affordable housing, financial management consulting and compliance monitoring services having 17 experience working with local redevelopment agencies and their various funding sources including 18 Low and Moderate Income Housing Set-aside Funds, HOME Funds and NSP Funds; and 19 WHEREAS, Rosenow Spevacek Group, Inc. (the "Consultant"), has numerous years of 20 experience and expertise in all areas of oversight services and compliance monitoring services in 21 accordance with Title III of the Housing and Economic Recovery Act of 2008 ("HERA"), HCD 22 housing and compliance reports, including AB 987 requirements and guidelines set forth by the 23 United States Department of Housing and Urban Development (HUD) and the State of California 24 Health and Safety Code, Division 24—Housing and Community Development; and 25 WHEREAS, the Agency seeks to engage the services of the Consultant to carryout oversight 26 and compliance monitoring services for defined portions of its federally funded NSP activities in 27 addition to other Agency financed housing projects utilizing Redevelopment Housing Set-Aside 28 Funds and HOME Funds. I NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE 2 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS 3 FOLLOWS: 4 Section 1. The Commission hereby approves the Agreement by and between the 5 Agency and the Consultant in the form as attached hereto as Exhibit "I" and as presented to the 6 Commission upon adoption of this Resolution, and the Commission hereby authorizes the Interim 7 Executive Director of the Agency to execute the Agreement on behalf of the Agency together with 8 such technical and conforming changes as may be recommended by the Interim Executive Director 9 of the Agency and approved by Agency Counsel. 10 Section 2. The Resolution shall become effective immediately upon its adoption. 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 //1 28 /// I RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING 2 THE INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT 3 AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT BY AND 4 BETWEEN THE AGENCY AND ROSENOW SPEVACEK GROUP, INC., FOR PROGRAM AND COMPLIANCE MONITORING SERVICES FOR 5 DEFINED PORTIONS OF THE NEIGHBORHOOD STABILIZATION 6 PROGRAM ("NSP") AND OTHER AGENCY HOUSING PROGRAMS 7 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community 8 Development Commission of the City of San Bernardino at a meeting 9 thereof, held on the day of 2010,by the following vote to wit: 10 Commission Members: Aves Nays Abstain Absent 11 ESTRADA 12 BAXTER — 13 BRINKER — 14 SHORETT _ 15 KELLEY — 16 JOHNSON — 17 MC CAMMACK — 18 19 Secretary 20 The foregoing Resolution is hereby approved this day of 2010. 21 22 Patrick J. Morris, Chairperson 23 Community Development Commission of the City of San Bernardino 24 25 Approved as to Form: 26 By: 27 Agenc 64hsel 28 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AGREEMENT FOR PROFESSIONAL SERVICES This Agreement for Professional Services (the "Agreement') is made and entered into as of January 4, 2010, by and between the Redevelopment Agency of the City of San Bernardino ("Agency"), a public body, corporate and politic, and Rosenow Spevacek Group, Inc., ("Consultant'). NOW, THEREFORE, IN CONSIDERATION OF THE COVENANTS AND MUTUAL PROMISES CONTAINED HEREIN AND FOR SUCH OTHER GOOD AND VALUABLE CONSIDERATION, THE RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, THE PARTIES HERETO AGREE AS FOLLOWS: 1. SUPERVISION OF CONSULTANT. The Agency Staff designated in Exhibit "A" shall be responsible for the direction of any work to be performed by the Consultant and any other consultants or subconsultants to the Agency under this Agreement. The Consultant shall not undertake any work under the terms of this Agreement, unless instructed to do so by one of the designated staff members. No other staff member is authorized by the Agency to request services from the Consultant. 2. TERM OF AGREEMENT. The term of this Agreement shall commence on the date first appearing in this Agreement and will continue for one (1) year thereafter with an option to extend two (2) additional one (1)-year terms for a total of three (3) years. The Agency reserves the right through the actions of the Interim Executive Director of the Agency to terminate this Agreement at anytime either with or without cause and at the sole convenience of the Agency upon delivery of notice of termination to the Consultant, provided, however, that upon the effective date of any such termination, the Agency shall be responsible to pay and/or reimburse the Consultant for all services, materials and supplies as may have been furnished to the Agency in accordance with the Scope of Services as referenced in Section 3. 3. SCOPE OF CONSULTANT SERVICES. The Agency hereby retains the Consultant to provide the professional consulting services set forth in the Scope of Services attached hereto as Exhibit aB" and incorporated herein by this reference. The Consultant hereby agrees to perform the work set forth in the Scope of Services, in accordance with the terms of this Agreement. The Consultant shall perform the services as set forth on said Scope of Services within the time periods to be identified by the appropriate Agency representative. 1 PMgendasUgenda Anachnnoit Agende Anachmcrosblgrmss-Amerd 3010\01.Oa-10 RSG PmkssimW Services Agreemem-NSP Program Compliance Moni[odng.doca 4. PAYMENT BY AGENCY FOR WORK PERFORMED BY CONSULTANT. A. The Agency shall compensate the Consultant in an aggregate amount not to exceed Thirty-Two Thousand Five Hundred Dollars ($32,500.00) for completion of the services described in the Scope of Services set forth in Exhibit`B." B. The compensation designated in subsection 4.A. shall be the Total Fee for the performance of the work and the delivery of the final work product materials, as set forth in the Scope of Services. The Total Fee shall include, but not be limited to, the salaries of all subcontractors retained by the Consultant and all employees of the Consultant to perform work pursuant to this Agreement and shall be inclusive of all costs and expenses incurred for mileage, travel, graphics, telephone, printing, fax transmission, postage, copies and such other expenses related to completion of the work set forth in the Scope of Services. C. The Consultant shall invoice the Agency for work performed by the Consultant under this Agreement each calendar month during the term of this Agreement. D. The Consultant shall submit invoices under this Agreement to: Redevelopment Agency of the City of San Bernardino Attention: Carey K. Jenkins, Director of Housing and Community Development 201 North"E" Street, Suite 301 San Bernardino, California 92401 E. Each invoice of the Consultant shall set forth the time and expenses of the Consultant incurred in performance of the Scope of Services, during the period of time for which the invoice is issued. Each invoice of the Consultant shall clearly set forth the names of the individual personnel of the Consultant and any individual sub- consultants utilized by the Consultant, during the time period covered by the invoice, a description of the professional services rendered on a daily basis by each named individual during such time period, the respective hourly rates of each named individual and the actual time expended by each named individual. Each invoice of the Consultant shall be accompanied by copies of all third party invoices for other direct costs incurred and paid by the Consultant during such time period. The Agency shall pay all amounts set .forth on the invoices of the Consultant and approved by the authorized Agency Staff personnel who requested the services, within thirty (30) days after such approval. 5. RECORDS RETENTION. Records, maps, field notes and supporting documents and all other records pertaining to the use of funds paid to the Consultant hereunder shall be retained by the Consultant and shall be available to the Agency for examination and for purposes of performing an audit for a period of five (5) years from the date of expiration or termination of this Agreement or for a longer period, as required by law. Such records shall be available to the Agency and to appropriate county, state or federal agencies and officials for inspection during the regular business hours of the Consultant. If the Consultant does not maintain regular business hours, then such records shall be available for inspection 2 P:NAgendasN genda Anschmen6NAgeMa AttachmentMunets-AmeM 2010N01-Oa-10 RSG Professional Services Agreement-NSP Program Compliance Momtoring d= between the hours of 9 a.m. and 5 p.m. Monday through Friday, excluding federal and state government holidays. In the event of litigation or an audit relating to this Agreement or funds paid to the Consultant by the Agency under this Agreement, such records shall be retained by the Consultant until all such litigation or audit has been resolved. Additionally, the Consultant shall assist the Agency with preparing electronic files for each transaction to be monitored. Such electronic files shall be retained by the Agency and updated, as needed, by the Consultant. Updates to each file shall be forwarded to the Agency on an as-needed basis. 6. INDEMNIFICATION. The Consultant shall defend, indemnify and hold harmless the Agency, its officers, employees, representatives, and agents from and against any and all actions, suits, proceedings, claims, demands, losses, costs and expenses, including legal costs and attorneys fees, for injury or damage of any type claimed as a result of the negligent acts or omissions of the Consultant, its officers, employees, subcontractors and agents, to the extent arising from or related to negligent performance by the Consultant of the work required under this Agreement. 7. INSURANCE. The Consultant shall maintain insurance, as set forth in Exhibit "C" to this Agreement, throughout the term of this Agreement. The Consultant shall remain liable to the Agency pursuant to Section 6 above to the extent the Consultant is not covered by applicable insurance for all losses and damages incurred by the Agency that are caused directly or indirectly through the actions or inactions, willful misconduct or negligence of the Consultant in the performance of the duties incurred by the Consultant pursuant to this Agreement. 8. OWNERSHIP AND REUSE OF DOCUMENTS AND OTHER MATERIALS AND INFORMATION. All maps, photographs, data, information, reports, drawings, specifications, computations, notes, renderings, designs, inventions, photographs, modifications, adoptions, utilizations, correspondence or other documents generated by or on behalf of the Consultant for performance of the work (collectively, the"Work Products") set forth in the Scope of Services shall upon payment for those services embodying the particular element of the Work Products, become the sole property of the Agency, and the Work Products shall thereafter be delivered to the Agency upon written request from the Agency to the Consultant. The Consultant shall not make use of any maps, photographs, data, information, reports, drawings, specifications, computations, notes, renderings, designs, inventions, photographs, modifications, adoptions, utilizations, correspondence or other documents and other materials whether for marketing purposes or for use with other clients when such have become the property of the Agency without the prior express written consent of the Agency except to the extent that such maps, photographs, data, information, reports, drawings, specifications, computations, notes, renderings, designs, inventions, photographs, modifications, adoptions, utilizations, correspondence or other documents are readily available to the general public as public records pursuant to State law; provided, however, that the Consultant may retain copies of any such items for their business records. 3 P'.Vgend&Mgenda Annhments\Aenda AtwhmentsV. is-Amend 201MI-N-10 MG Profesw.]Smv Agr .m-NSPPW.Comh.i Momwm,d. The Consultant shall execute, acknowledge and perform any and all acts which shall reasonably be required in order for the Agency to establish unequivocal ownership of the maps, photographs, data, information, reports, drawings, specifications, computations, notes, renderings, designs, inventions, photographs, modifications, adoptions, utilizations, correspondence or other documents and record, register and procure an issuance in or to the Agency's rights, title and/or interest. Any reuse without written verification or adaptation by the Consultant for the specific purpose intended, will be at the Agency's sole risk and without liability or legal exposure to the Consultant. 9. PRESS RELEASES. Press or news releases, including photographs or public announcements, or confirmation of the same related to the work to be performed by the Consultant under this Agreement shall only be made by the Consultant with the prior written consent of the Agency. 10. CONFIDENTIALITY OF MATERIALS AND INFORMATION. The Consultant shall keep confidential all reports, survey notes and observations, information, and data acquired or generated in performance of the work set forth in the Scope of Services, which the Agency designates confidential. None of such designated confidential materials or information may be made available to any person or entity, public or private, without the prior written consent of the Agency. 11. DEFAULT AND REMEDIES. A. Failure or delay by any party to this Agreement to perform any material term or provision of this Agreement shall constitute a default under this Agreement; provided, however, that if the party who is otherwise claimed to be in default by the other party commences to cure, correct or remedy the alleged default within seven (7) calendar days after receipt of written notice specifying such default and shall diligently complete such cure, correction or remedy, such party shall not be deemed to be in default hereunder. B. The party which may claim that a default has occurred shall give written notice of default to the party in default, specifying the alleged default. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default; provided, however, the injured party shall have no right to exercise any remedy for a default hereunder without delivering the written default notice, as specified herein. C. Any failure or delay by a party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any rights or remedies associated with a default. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties under this Agreement are cumulative and the exercise by any party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 4 P U,rld.U.e a A=hmemsWnenda Attshmen Ms .-Amend 201 Owl-0�10 RSG Pmfosion Services Ageement-NSP Program Complianm Monitoring.dmx D. In the event that a default of any party to this Agreement may remain uncured for more than seven (7) calendar days following written notice, as provided above, a "breach" shall be deemed to have occurred. In the event of a breach, the injured party shall be entitled to seek any appropriate remedy or damages by initiating legal proceedings. 12. TERMINATION. A. This Agreement may be terminated by either party for any reason by giving the other party thirty (30) calendar days' prior written notice. The Agency shall pay the Consultant for all work authorized by the Agency and completed, prior to the effective termination date. B. In the event of a termination of this Agreement under this Section 12, the Consultant shall provide all documents, notes, maps, reports, data or other work product developed in performance of the Scope of Services of this Agreement to the Agency, within ten (10) calendar days after such termination and without additional charge to the Agency. 13. NOTICE. All notices given hereunder shall be in writing. Notices shall be presented in person or by certified or registered United States mail, return receipt requested, postage prepaid or by overnight delivery by a nationally recognized delivery service to the addresses set forth below. Notice presented by United States mail shall be deemed effective on the third business day following the deposit of such Notice with the United States Postal Service. This Section 13 shall not prevent the parties hereto from giving notice by personal service or telephonically verified fax transmission, which shall be deemed effective upon actual receipt of such personal service or telephonic verification. Either party may change their address for receipt of written notice by notifying the other party in writing of a new address for delivering notice to such party. CONSULTANT: Rosenow S 9 evacek Group, Inc. 309 West 4 Street Santa Ana, California 92701-4502 Attention: Felise Acosta Phone: (714) 541-4585 Fax: (714) 541-1175 AGENCY: Redevelopment Agency of the City of San Bernardino Attention: Emil A. Marzullo, Interim Executive Director 201 North"E" Street, Suite 301 San Bernardino, California 92401 Phone: (909) 663-1044 Fax: (909) 888-9413 5 14. COMPLIANCE WITH LAW. The Consultant shall comply with all local, state and federal laws, including, but not limited to, environmental acts, rules and regulations applicable to the work to be performed by the Consultant under this Agreement. The Consultant shall maintain all necessary licenses, including a City of San Bernardino Business License, and registrations for the lawful performance of the work required of the Consultant under this Agreement. 15. NON-DISCRIMINATION. The Consultant shall not discriminate against any person on the basis of race, color, creed, religion, natural origin, ancestry, sex, marital status or physical handicap in the performance of the Scope of Services of this Agreement. Without limitation, the Consultant hereby certifies that it will not discriminate against any employee or applicant for employment because of race, color, religion, sex, marital status of national origin. Further, the Consultant shall promote affirmative action in its hiring practices and employee policies for minorities and other designated classes in accordance with federal, state and local laws. Such action shall include, but not be limited to, the following: recruitment and recruitment advertising, employment, upgrading and promotion. In addition, the Consultant shall not exclude from participation under this Agreement any employee or applicant for employment on the basis of age, handicap or religion in compliance with State and Federal laws. 16. CONSULTANT AND EACH SUBCONTRACTOR ARE INDEPENDENT CONTRACTORS. The Consultant shall at all times during the performance of any work described in the Scope of Services be deemed to be an independent contractor. Neither the Consultant nor any of its subcontractors shall at any time or in any manner represent that it or any of its employees are employees of the Agency or any member agency of the Agency. The Agency shall not be requested or ordered to assume any liability or expense for the direct payment of any salary, wage or benefit to any person employed by the Consultant or its subcontractors to perform any item of work described in the Scope of Services. The Consultant is entirely responsible for the immediate payment of all subcontractor liens. 17. SEVERABILITY. Each and every section of this Agreement shall be construed as a separate and independent covenant and agreement. If any term or provision of this Agreement or the application thereof to certain circumstances shall be declared invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to circumstances other than those to which it is declared invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 18. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties. This Agreement supersedes all prior negotiation, discussions and agreements between the parties concerning the subject matters covered herein. The parties intend this Agreement to be the final expression of their agreement with respect to the subjects covered herein and a complete and exclusive statement of such terms. 6 P.W,WasWgenda AmchmmMgenda Amchmmts\A mts-AmeM 201001-W-10MG Pro(cssional Smices Agseemem-NSPProgram Compliable Monitod%d= 19. AMENDMENT OR MODIFICATION. This Agreement may only be modified or amended by written instrument duly approved and executed by each of the parties hereto. Any such modification or amendment shall be valid, binding and legally enforceable only if in written form and executed by each of the parties hereto, following all necessary approvals and authorizations for such execution. 20. GOVERNING LAW. This Agreement shall be governed by the laws of the State of California. Any legal action arising from or related to this Agreement shall be brought in the Superior Court of the State of California in and for the County of San Bernardino. 21.NON-WAIVER. Failure of either parry to enforce any provision of this Agreement shall not constitute a waiver of the right to compel enforcement of the same provision or any remaining provisions of this Agreement. 22. ASSIGNMENT. This Agreement may not be assigned by the Consultant without the prior written consent of the Agency. 23. REPRESENTATIONS OF PERSONS EXECUTING AGREEMENT. The persons executing this Agreement warrant that they are duly authorized to execute this Agreement on behalf of and bind the parties each purports to represent. 24. EXECUTION IN COUNTERPARTS. This Agreement may be executed in one (1) or more counterparts, each of which will constitute an original. 25. EFFECTIVENESS OF AGREEMENT AS TO THE AGENCY. This Agreement shall not be binding on the Agency until signed by an authorized representative of the Consultant, approved by the Agency and executed by the Interim Executive Director or his designee. 26. CONFLICTS OF INTEREST. The Consultant hereby represents that it has no interests adverse to the Agency or the City at the time of execution of this Agreement. The Consultant hereby agrees that, during the term of this Agreement, the Consultant shall not enter into any agreement or acquire any interests detrimental or adverse to the Agency or the City. Additionally, the Consultant hereby represents and warrants to the Agency that the Consultant and any partnerships, individual persons or any other party or parties comprising the Consultant, together with each subcontractor who may hereafter be designated to perform services pursuant to this Agreement, do not have and, during the term of this Agreement, shall not acquire any property ownership interest, business interests, professional employment relationships, contractual relationships of any nature or any other financial arrangements relating to the Agency, property over which the Agency has jurisdiction or any members or staff of the Agency that have not been previously disclosed in writing to the Agency, and that any such property ownership interests, business interests, professional employment relationships, contractual relationships of any nature or any other financial arrangements will not adversely affect the ability of the Consultant to perform the services to the Agency as set forth in this Agreement. 7 ou..eA.dAv.M.sm.b.....mase.nA.An.cAm.mdAmmn-AmeM 2010b1-00.10R5GPmf—i—lS—i-,A—.m .,-NSPP,.C..1i..M..,1.6n¢d. 27. NON-EXCLUSIVITY. This Agreement shall not create an exclusive relationship between the Agency and the Consultant for the services set forth in Exhibit `B" or any similar or related services. The Agency may, during the term of this Agreement, contract with other consultants for the performance of the same, similar or related services as those that may be performed by the Consultant under this Agreement. The Agency reserves the discretion and the right to determine the amount of services to be performed by the Consultant for the Agency under this Agreement, including not requesting any services at all. This Agreement only sets forth the terms upon which any such services will be provided to the Agency by the Consultant, if such services are requested by the Agency, as set forth in this Agreement. 28. CONSEQUENTIAL DAMAGES AND LIMITATION OF LIABILITY. The Agency and the Consultant agree that except as otherwise provided in this Section 28, in no event will either be liable to the other under this Agreement for any damages including, but not limited to, special damages, loss of revenue, loss of profit, operating costs or business interruption losses, regardless of cause, including breach of contract, negligence, strict liability or otherwise. The limitations and exclusions of liability.set forth in this Section 28 shall apply regardless of fault, breach of contract, tort, strict liability or otherwise of the Consultant and the Agency, their employees or sub-consultants. 8 P.A,en as\Agenda Anachmemi Agenda Attachmenls`:Agrmts-Amend 2010'.01-04-10 RSG Professional Services Aareement-NSP Provram[omohance Monimnm dart In Witness Whereof, the parties hereto have caused this Agreement to be executed as of the date indicated next to the authorized signatures of the officers of each of them as appear below. AGENCY Redevelopment Agency of the City of San Bernardino a public body, corporate and politic Dated: By: Emil A. Marzullo, Interim Executive Director Approved as to Form and Legal Content: By: Timothy J. a ,Agency Counsel CONSULTANT Rosenow Spevacek Group, Inc. Dated: By: Name: Felise Acosta Title: Principal 9 P\Aerv`ias\AxMi ArtncFmmta\AaeMn AtnrAmmu\AmnttrAmeM 3010\01-00.10 RSG Pmfnsiovl Servitts Ameement-NSP Proaun Cmmeliena Maniloriw Aocx EXHIBIT "A" SUPERVISORY STAFF PERSONNEL Agency Staff: Emil A. Marzullo, Interim Executive Director Carey K. Jenkins, Director of Housing and Community Development Lisa A. Connor, Assistant Project Manager 10 PM4eadulA8996 Aeychim ASeeda MUdm.WAAwm A.W 2010101#10 RSO PmhumW Sw AZa m-NSP PWM COmPKi Moe'ugiKd= EXHIBIT"B" SCOPE OF SERVICES AND COSTS APPROACH The Redevelopment Agency of the City of San Bernardino (the "Agency") which operates as the City of San Bernardino Economic Development Agency is seeking consultant services to perform key program and compliance monitoring functions for defined portions of its federally funded Neighborhood Stabilization Program ("NSP") in addition to other Agency financed housing programs utilizing Redevelopment Housing Set-Aside Funds and HOME Funds. These projects include an active down payment assistance program targeting first—time home buyers and various affordable housing developments throughout the City that have been produced over the past several years. Each of these Agency assisted properties has affordability and other programmatic covenants tied them that require ongoing monitoring and verification of program compliance based on their respective funding source(s). At present, the Agency has approximately Five Hundred Twenty-Four (524) low- and moderate- income housing units that require on-going program compliance monitoring. The majority of these units were funded with Agency Low and Moderate Income Housing Funds. Many of these units are owned by single-family home owners that have participated in the Agency's home ownership program. Other units are a part of larger-scale residential developments and require regularly scheduled compliance monitoring. It is anticipated this list will increase substantially in the coming years as new projects are developed requiring on-going compliance monitoring. Many of these future projects will be funding by multiple Agency sources. SCOPE OF SERVICES The functional requirements of the Agency under this Scope of Services are as follows: 1. Initially screen applicants — potential homeowners and/or prospective tenants - in accordance with the Agency's various housing programs to ensure they comply with the applicable funding source and other United States Department of Housing and Urban Development ("HUD") and/or Housing Set-aside Fund eligibility requirements, such as household income limits. 2. Determining the status of project compliance with resident income limits based on the review of paystubs and W-2's and occupancy summary reports, pursuant to the program/regulatory agreement requirements, which may require site visits. 3. When applicable, provide on-going monitoring of income eligibility on an annual basis for residents participating in the Agency's various housing programs. 4. Verification of compliance with owner occupancy requirements through such methods as I1 P\AgendasNgenda Anshmen&AgeM Att¢hmemsUg U-Amend 301M 14410 RSG Pmfessioa Services A ==m-NSP Pme Compliance MonttoAna dov obtaining periodic owner occupancy affidavits and occasional site visit interviews, as necessary. 5. Prepare affidavits that require owners to affirm continued compliance with provisions of promissory note and applicable covenant agreement. 6. Report any findings of compliance and/or non-compliance to the program participants and the Agency. 7. Research property ownership records when ownership changes have occurred and determine how this affects Agency programmatic and security interests. 8. Provide detailed recommendations to the Agency to remedy any programmatic and/or monetary events of default incurred by program participants and be able to execute those recommendations given Agency authority to do so. 9. Review owner income determinations to establish that restricted units have been owned and are occupied by eligible households, pursuant to the program/regulatory agreement requirements. This may include reviewing primary source income documentation, for example IRS tax returns, bank statements, etc. 10. Gather documents, maintain project information electronically and transmit information to the Agency in a report format acceptable to the Agency for each monitored project on a quarterly basis. Because of the number of projects and the various funding sources used, this report may have to be developed and submitted by funding source. The above listed monitoring activities/services require familiarity with the HUD HOME Investment Partnerships Program and its underlying Community Development Block Grant ("CDBG") Program objectives, Redevelopment Agency Low and Moderate Income Housing Funds, the recently instituted HUD Neighborhood Stabilization Program ("NSP"), and the Internal Revenue Service's regulations as applied to tax-exempt housing revenue bonds. In addition, the Consultant must understand and be familiar with other non-City affordable housing program restrictions, which may overlay and affect how the Agency's regulatory agreements are monitored, for example Low-Income Housing Tax Credits. COST PROPOSAL RSG's total not-to-exceed budget for this engagement on a time-and-materials basis is based on the following activities: Thirty-Two Thousand Five Hundred Dollars ($32,500.00)per annum for: 1. The monitoring of approximately five hundred twenty-four (524) existing affordable housing units. 2. Initially qualify new program participants under the Agency's NSP Intermediary Services component. 12 P:\Agendas\Agm&A=hmentsV4enda AtuchmenNs gsmts-lm M 3010\01-04-10 MG Pmfessioml Services Aguem<m-NSP Pmg.Compliance Monitoring don 3. Set-up each additional Agency sponsored affordable housing unit. 4. Monitoring of single-family, owner-occupied residences under the Agency's HAP, NSP or related programs. 5. Monitoring of multi-family and/or senior residential properties for Agency sponsored large scale developments. The Consultant fee is based upon an estimate of the number of annual hours needed for each task. If the Scope of Services is substantially changed in the future, the Consultant will notify the City and request a fee adjustment. The annual fee, using December 2009 as a base, may be subject to an annual increase based on increases with the published Consumer Price Index (CPI) pertinent to San Bernardino\Riverside County. Such a review of the CPI shall occur prior to the extension of each one (1)-year contract renewal and shall be subject to verification by the Agency should a request for a fee increase arise. All services will be billed on a time-and-materials basis at the following hourly rates: Principal/Director $ 195 Senior Associate $ 160 Associate $ 140 Senior Analyst $ 110 Analyst $ 100 Research Assistant $ 90 Technician $ 70 Clerical $ 60 Reimbursable Expenses Cost plus 10% 13 P'.UpndulAgeoda Anachmemsb genda Anaclmncm .Agsmss-Ameol 3010\01-00.10 MG Professional Smices Agrttman-NSP Program Compliance Mondoring.doex EXHIBIT "C" INSURANCE REQUIREMENTS The Consultant shall maintain insurance policies issued by an insurance company or companies authorized to do business in the State of California and that maintain during the term of the policy a "General Policyholders Rating" of at least A(v), as set forth in the then most current edition of"Bests Insurance Guide," as follows: (1) Comprehensive General Liability Insurance. The Contractor shall maintain comprehensive general liability insurance of not less than One Million Dollars ($1,000,000.00) combined single limit, per occurrence. (2) Automobile Insurance. The Consultant and each of its subcontractors shall maintain comprehensive automobile liability insurance of not less than One Hundred Thousand Dollars ($100,000.00) combined single limit per occurrence for each vehicle leased or owned by the Consultant or its subcontractors and used in performing work under this Agreement. (3) Worker's Compensation Insurance. The Consultant and each of its subcontractors shall maintain workers compensation coverage in accordance with California workers' compensation laws for all workers under the Consultant's and/or subcontractor's employment performing work under this Agreement. (4) Errors and Omissions Coverage. The Consultant shall maintain an insurance policy covering liability for errors and omissions of the Consultant in performing the Scope of Services of this Agreement in an amount of not less than One Million Dollars ($1,000,000.00). Concurrent with the execution of this Agreement and prior to the commencement of any work by the Consultant, the Consultant shall deliver to the Agency, copies of policies or certificates evidencing the existence of the insurance coverage required herein, which coverage shall remain in full force and effect continuously throughout the term of this Agreement. Each policy of insurance that the Consultant purchases in satisfaction of the insurance requirements of this Agreement shall name the Agency as an additional insured and shall provide that the policy may not be cancelled, terminated or modified, except upon thirty (30) days prior written notice to the Agency. 14 P:U¢endas\ARenda A..hme.,N nd.A=h.mn \Ap m,-Amend 2010\01-00.10 RSG Pmfessionel Services Arrt mt-NSPPmR Compliance Monitormd=