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CITY OF SAN BERNARDINO — REQUEjT FOR COUNCIL AC o ION
From: Kenneth J. Henderson, Director Subject: APPROVAL OF AGREEMENT FOR RENTAL
REHABILITATION PROGRAM (RRP) ESCROW
Dept: Community Development SERVICES WITH COMMUNITY DEVELOPMENT
FINANCIAL, INC.
Date: November 12, 1987
Synopsis of Previous Council action:
On September 21, 1987, the Mayor and Common Council authorized staff to issue
a. Request for Proposals for escrow services for the City' s Rental Rehabilitation
Program (RRP) .
On November 2, 1987, the Mayor and Common Council selected Community Development
Financial, Inc. , as the escrow service company for the City's Rental Rehabilitation
Program and continued approval of the agreement to November 16, 1987.
Recommended motion:
ADOPT RESOLUTION
Signature
Contact person: Ken Henderson Phone: 5065
Supporting data attached: Staff Report Ward: 1-7
FUNDING REQUIREMENTS: Amount: N/A
Source: (ACCT. NO.) N/A
(ACCT. DESCRIPTION) N/A
Finance:
Council Notes:
Now
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CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
STAFF REPORT
On September 21, 1987, the Mayor and Common Council
authorized and directed staff to issue a Request for Proposal
(RFP) for the purpose of obtaining escrow services for the
City Rental Rehabilitation Program (RRP) . A total of six (6)
responses were received and after reivew and evaluation by
staff, Community Development Financial, Inc. , was recommended
for selection as the escrow services company for the Rental
Rehabilitation Program (RRP) .
On November 2, 1987, the Mayor and Common Council selected CD
Financial, Inc. , as the escrow services company for the RRP.
In addition, the Mayor and Common Council directed the City
Attorney to prepare the appropriate documentation for
approval. Attached is a copy of the agreement for escrow
services and the accompanying authorizing resolution.
Staff recommends that the Mayor and Common Council adopt the
attached resolution authorizing the Mayor to execute an
agreement with CD Financial, Inc. , for escrow services as
described above.
U
Kenneth J. He derson
Director of Community Development
KJH/NN/lab/0581
11/23/87
CD FINANCIAL
Community Development Financial Corporation
October 23, 1987
D
Mr. Nestor Nazarior 1
Housing Development Specialist w� 2 6W7
Community Development Department
300 North "D" Street - 5th Floor
San Bernardino, CA 92418
Dear Mr. Nazario:
This is in response to your request for clarification of
Community Development Financial Corporation's (CD FINANCIAL)
policy regarding service delivery and problem resolution.
CD FINANCIAL has established a 'Contingency Plan" designed to
assure quick resolution of any problem(s) that arise concerning
the delivery of our financial services. This Contingency Plan
requires that the CD FINANCIAL staff member assigned as your
Financial Services Coordinator will always return calls from
San Bernardino staff as soon as possible and will quickly address
any problem that may arise. If not resolved within 24 hours, the
Coordinator will refer the problem to a principal of CD FINANCIAL
- Craig Nickerson, President, Gayle Bloomingdale, Vice-President
or Belinda Exon,' Manager of Operations. Further, at your request
a principal of the company will directly and quickly address your
particular problem.
If the problem will require additional research or contact
with other private or public agencies, we will provide you with an
estimated resolution date and periodically provide you with
updates.
You can be assured that we are committed to providing you
with expert, timely and comprehensive service. We strive to
assure problems never arise.
However, if a problem does occur, please be assured that the
management of CD FINANCIAL, as your service provider, will
endeavor to resolve the problem to your satisfaction.
i
tf,7n FvF GTRFFT W W CIIITF rnR WACWIAI(:TnK1 rlr /QAM 221_locc-
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Once again, we look forward to working with you and your
staff. Should you require any further information regarding
CD FINANCIAL, please do not hesitate to call me Toll Free at
1-800-331-6953 or Ms. Bloomingdale at (714) 553-2332.
Sincerely,
GJ �
Craig S. Nickerson
President
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1 RESOLUTION NUMBER
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND
DIRECTING THE EXECUTION OF AN ESCROW SERVICES AGREEMENT FOR THE
3 RENTAL REHABILITATION PROGRAM BETWEEN THE CITY OF SAN BERNARDINO
AND COMMUNITY DEVELOPMENT FINANCIAL CORPORATION.
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5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
6 OF SAN BERNARDINO AS FOLLOWS:
7 SECTION 1. The Mayor of the City of San Bernardino is
8 hereby authorized and directed to execute, on behalf of the
9 City, an agreement for escrow services for the City 's Rental
10 Rehabilitation Program with Community Development Financial
11 Corporation, a copy of which agreement is annexed hereto as
12 Exhibit 111" and is incorporated herein by reference as though
13 fully set forth at length.
14 I HEREBY CERTIFY that the foregoing resolution was duly
15 adopted by the and Common Council of the City of San Bernardino
16 at a meeting thereof, held on the day of
17
1987, by the following vote, to wit:
18 AYES: Councilpersons
19
20 NAYES :
21 ABSENT:
22
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24 City Clerk
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The foregoing resolution is hereby approved this
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day of , 1987 .
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4 Mayor, City of San Bernardino
5 Approved as to legal form
and content:
6 1 n
7 -G --
�� City Attorney
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ESCROW SERVICES AGREEMENT BY AND BETWEEN THE CITY OF SAN
2 BERNARDINO AND COMMUNITY DEVELOPMENT FINANCIAL, INCORPORATED.
3 This agreement is made and entered into this day of
4 , 19 by and between the City of San
5 Bernardino, a public body in the State of California (herein
6 called "City") , and COMMUNITY DEVELOPMENT FINANCIAL, CORPORATION,
7 a private financial institution, (hereinafter "Contractor")
8 incorporated in and doing business under the laws of the State of
9 California.
10 WITNESSETH
11 WHEREAS, City has established within its Community
12 Development Department a Rental Rehabilitation Program and other
13 property rehabilitation program(s) , hereinafter collectively
14 called "Program" , funded with Federal and/or State funds in order
15 to upgrade deteriorated property, revitalize neighborhoods and
16 improve the living conditions of the City' s residents.
17 WHEREAS, the City wants to maximize the benefit to be
18 achieved with the Program by using its public subsidy monies to
19 increase the availability of private rehabilitation dollars.
20 WHEREAS, the City will negotiate with certain owners of real
21 property identified and determined to be eligible by the City who
22 will undertake the rehabilitation, and if appropriate,
23 refinancing of said property.
24 WHEREAS, City desires to engage the Contractor to render
25 services in connection with loans made by City for improvements
26 within the areas served by City; and
27 WHEREAS, the Contractor represents that it is qualified to
28 perform services under this contract.
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° 1 NOW, THEREFORE, THE PARTIES HERETO DO HEREBY MUTUALLY AGREE
2 AS FOLLOWS:
3 1. Term. This agreement shall commence immediately upon
4 execution and shall terminate on December 1, 1988 , unless
5 otherwise extended by mutual agreement of the parties.
6 2 . Compensation.
7 (a) All compensation shall be as set forth in the
8 schedule of fees attached hereto as Exhibit "B" and by this
9 reference made a part hereof.
10 (b) "Contractor" shall submit to the Community
11 Development Department monthly billings for service performed in
12 the prior month. Community Development Department shall
13 thereafter take action to obtain the payment of such billings
14 within twenty (20) days following date of submittal.
15 (c) Community Development Department shall have ten (10)
16 days following date of receipt of any billing within which to
17 challenge any amount contained therein and to provide notice, in
18 writing, to Contractor of such challenge. The determination of
19 the Director of Community Development shall be final as to any
20 questions raised hereunder. The Contractor shall have right of
21 appeal to the Mayor and Common Council pursuant to the provisions
22 of Chapter 2 . 64 of the San Bernardino Municipal Code.
23 3 . Scope of Services and Obligations. When and as requested
24 in writing by City, the Contractor shall provide Rental
25 Rehabilitation Cash Management escrow and related services for
26 property improvements in connection with loans made by the City
27 to homeowner and/or residential property owners (hereinafter
28 "Borrowers") for the expansion or improvement of their property.
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1 Service shall include, but shall not be limited to, the areas
2 listed below.
3 (a) Cash Management Depository Services. The Contractor
4 shall establish a separate Rental Rehabilitation depository
5 account with a local financial institution of Contractor's choice
6 for receipt and deposit of funds received from HUD. Funds shall
7 be received via automatic transfers as required under the HUD
8 Cash Management System and disbursed without delay by Contractor
9 to payees upon receipt of the proper disbursement authorizations
10 from the City. Although checks will be drawn payable to various
11 payees, the Contractor shall deliver all such checks to City for
12 ultimate distribution.
13 (b) Account Activation and Fund Disbursement Services.
14 1. Upon loan approval City shall send the
15 Borrowers's private sector loan proceeds or other non-Rental
16 Rehabilitation City funds and completed Control Instructions to
17 the Contractor. The Control Instructions shall include the
18 following data:
19 a) Owner(s) name.
20 b) Contractor(s) name.
21 c) Job site address.
22 d) Dollar amount of funds being escrowed along
23 with the participation breakdown in dollar amounts of non-Rental
24 Rehabilitation and Rental Rehabilitation program funds.
25 e) Instructions on how funds are to be
26 disbursed.
27 f) Original signature(s) of owner(s) and City
28 representative or agent.
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1 2. When, and as, requested in writing by City, the
2 Contractor shall provide check disbursements to parties
3 designated by City in connection with loans made by the City or
4 its agent for community development. All such checks shall be
5 forwarded to City for distribution.
6 3 . Written instructions shall be in the form of a
7 Disbursement Authorization containing information regarding the
8 amount of disbursement, the parties to be paid, and shall contain
9 original signatures of City representatives authorized to request
10 disbursements.
11 4 . Each Disbursement Authorization submitted by the
12 City to the Contractor shall indicate what portion of the
13 disbursement is to be drawn from non-Rental Rehabilitation funds
14 and what portion to be drawn from Rental Rehabilitation funds. A
15 copy of the HUD Rental Rehabilitation payment voucher shall be
16 sent to Contractor by City along with the Disbursement
17 Authorization in cases where monies are to be drawn from Rental
18 Rehabilitation funds (unless Section 3 , Subsection (d) (4) of
19 agreement applies) .
20 5. Upon receipt of Disbursement Authorization and
21 HUD payment voucher (if required) , the Contractor shall identify
22 and verify the payment authorization as follows:
23 a) Amount requested is available (including any
24 necessary HUD automatic transfer deposits as indicated by the
25 submitted HUD payment voucher) .
26 b) Owner(s) signature(s) is/are the same as on
27 the original escrow instructions.
28 c) City representative(s) signature(s) is/are
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1 the same as on the original escrow instructions or on an approved
2 signature list of those representatives having the authority to
3 authorize disbursements.
4 6. If there is any delay in the Contractor receiving
5 HUD automatic transfers, then at the City' s request, the
6 Contractor shall draw available monies from project non-Rental
7 Rehabilitation funds to pay without delaying Rental
8 Rehabilitation drawdown requests. The Contractor shall then
9 reimburse the non-Rental Rehabilitation fund drawdowns when HUD
10 funds transfers are received.
11 7 . Upon proper verification, the Contractor shall
12 prepare a check(s) for the amount shown on the payment
13 authorizations and shall send the check(s) to City, which shall
14 distribute the check(s) to the payees named therein. At the
15 request of City, Contractor shall hold a retention fund for up to
16 thirty (30) days after recording of the Notice of Completion with
17 the appropriate County Recorder.
18 (c) HUD Rental Rehabilitation/Cash-Management Compliance
19 Accounting.
20 1. As required under HUD guidelines, Contractor
21 shall maintain separate escrow accounting records of non-Rental
22 Rehabilitation and Rental Rehabilitation funds. Separate
23 accounting records for non-commingled non-Rental Rehabilitation
24 and Rental Rehabilitation program funds will show receipt,
25 disbursement and running balance entries for each project.
26 Accounting information and records will be available to the City
27 at all times during normal business hours for review by any
28 authorized representative of City during project rehabilitation
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1 and a complete report will be submitted to the City at project
2 completion.
3 2. At the beginning of each project, the Contractor
4 shall forward to HUD Central the project Pre-Rehabilitation
5 Report upon completion by City.
6 3 . Upon receipt of disbursement authorization and a
7 copy of HUD payment voucher, the Contractor shall forward voucher
8 to HUD Central prior to the next request for Rental
J Rehabilitation Program funds. Copies of such payment voucher as
10 well as any disbursement authorization will be kept by Contractor
11 in a permanent project file.
12 4 . Contractor shall submit a copy of the monthly
13 reconciliation of program activity to HUD Central as required
14 under HUD Rental Rehabilitation guidelines.
15 5. Contractor shall submit Project Completion Report
16 to HUD Central within ninety (90) days of rehabilitation
17 completion and will retain a copy of the report in a permanent
18 project file.
19 (d) Additional HUD Rental Rehabilitation Administrative
20 Compliance Services.
21 1. Upon receipt of Control Instructions from City,
22 Contractor shall contact HUD Central Office of Administration to
23 set up new Rental Rehabilitation project account. The Contractor
24 will be authorized with the proper HUD security clearance to gain
25 access to HUD's Cash Management Information System required to
26 set up new projects and request drawdowns. The Contractor will
27 transmit to HUD Central the information required to have the
28 appropriate amount of Rental Rehabilitation funds allocated for
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1 the project.
2 2. Upon receipt of a Disbursement Authorization from
3 City, the Contractor shall contact HUD Central to make the
4 appropriate drawdown request of Rental Rehabilitation fund monies
5 as authorized by City. The Contractor shall submit the required
6 project data (i.e. , project number, voucher number, amount of
7 request, type of draw, dates of construction, etc. ) to obtain
8 drawndown approval.
9 3 . Approved drawdowns will be automatically
10 transferred by HUD Central to Contractor' s depository account and
11 disbursed by Contractor upon receipt per Section 3 (b) of this
12 Agreement.
13 4. Also upon receipt of a Disbursement Authorization
14 from City, the Contractor shall prepare a payment voucher for the
15 amount requested from the Rental Rehabilitation fund. Payment
16 vouchers required by HUD as a written follow-up document to the
17 drawdown request will be assigned a document number and will be
18 submitted to HUD in sequential order for accountability.
19 (e) Reconciliation of Rental Rehabilitation Deposit
20 Activity.
21 1. The Contractor shall prepare a monthly
22 reconciliation of HUD's monthly bank disbursement report with the
23 Rental Rehabilitation depository account activity for all HUD
24 automatic transfers and disbursements. A Rental Rehabilitation
25 depository statement of account along with copies of deposit
26 receipts, payment vouchers, and checks will be attached to the
27 reconciliation statement.
28 2 . The Contractor shall submit the prepared monthly
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1 reconciliation to City as well as HUD Central, each month.
2 (f) Maintenance of Permanent Project File(s) .
3 1. Contractor shall compile all pertinent project
4 data into a permanent file for City and HUD auditing. Each
5 project file shall contain copies of all deposits, checks,
6 payment vouchers, Disbursement Authorizations, pre-rehabilitation
7 and project completion reports and separate accounting statements
8 of non-Rental Rehabilitation and Rental Rehabilitation fund
9 activity.
10 2. As required by HUD, project files will be
11 prepared to show that:
12 a) At no time was there a commingling of Rental
13 Rehabilitation funds with private or other City funds.
14 b) At no time did draws on Rental Rehabilitation
15 funds exceed draws on non-Rental Rehabilitation funds.
16 (g) Computer Accounting services. The Contractor shall
17 supply to City a monthly computer print-out of all transactions
18 completed to date and the balance remaining in each account.
19 (h) Maintenance of Files and Availability of Data.
20 Contractor shall maintain records of all accounts established
21 under the provisions of this Agreement for a period of five (5)
22 years after the closing of each account. Contractor shall, upon
23 request and within thirty (30) days of such request, make
24 available all records, financial and otherwise, dealing with its
25 activities performed pursuant to the provisions of this Agreement
26 to authorized auditors and monitors of City and of the U.S.
27 Department of Housing and Urban Development (HUD) .
28 4 . City Commitments/Responsibilities.
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1 (a) The City agrees to conduct intake to determine
2 program eligibility based on established ownership, location and
3 income criteria, and the level of benefit; and otherwise ensure
4 that the applicants meet local, State, and Federal requirements
5 for participation.
6 (b) The City agrees to prepare all specifications (work
7 write-ups and cost estimates) for proposed rehabilitation work.
8 (c) The City agrees to assist the property owner in
9 finding a building contractor and evaluate the building
10 contractor's proposal to determine its adequacy and compliance
11 with program specifications and cost reasonableness.
12 (d) City agrees to submit the completed application
13 package including income and employment verifications (financial
14 and construction information) to Contractor.
15 (e) City agrees to conduct a loan closing and to obtain
16 Borrower(s) signature(s) on all necessary loan documents and to
17 arrange for all notarial acknowledgements, returning all
18 documents to the Contractor.
19 (f) The City agrees to supervise construction, assure the
20 improvements are completed by the building contractor in a
21 workmanlike manner, authorize progress payments and certify
22 construction completion.
23 (g) The City agrees to make available rehabilitation
24 subsidy funds in a sufficient amount to make private financing
25 for the Borrower financially feasible.
26 5. Equal Opportunity.
27 (a) The Contractor will not discriminate against any
28 employee or applicant for employment because of his or her race,
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1 religion, creed, national origin, ancestry, physical handicap,
2 medical condition, marital status, or sex. The Contractor will
3 take affirmative action to ensure that employees are treated
4 during employment, without regard to their race, religion, creed,
5 color, national origin, ancestry, physical handicap, medical
6 condition, marital status, or sex. Such treatment shall include,
7 but not be limited to, the following: employment, upgrading,
8 demotion, transfer, recruitment, recruitment advertising, layoff,
9 termination, rates of pay or other form of compensation and
10 selection for training, including apprenticeship. The Contractor
11 agrees to post in conspicuous places, available to employees and
12 applicants for employment, notices to be provided by the Local
13 Public Agency setting forth the provisions of this
14 nondiscrimination clause.
15 (b) The Contractor will, in all solicitation or
16 advertisements for employees placed by or on behalf of the
17 Contractor, state that all qualified applicants will receive
18 consideration for employment without regard to race, religion,
19 creed, color, national origin, ancestry, physical handicap,
20 medical condition, marital status, or sex.
21 (c) The Contractor will cause the foregoing provisions to
22 be inserted in all subcontracts for any work covered by this
23 contract so that such provisions will be binding upon each
24 subcontractor, provided that the foregoing provisions shall not
25 apply to contracts or subcontracts for standard commercial
26 supplies or raw materials.
27 6. Representations. As an inducements to the execution of
28 this agreement, the Contractor represents and agrees that it has
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1 and will continue to have adequate and proper facilities and
2 personnel to perform the services and work agreed to be performed
3 by it hereunder; that it is duly qualified by law to perform such
4 services and work, and that it has not emloyed any person to
5 solicit or procure this agreement, and has not made and will not
6 make, any payment or any agreement for the payment of commission,
7 percentage, brokerage, contingent fee or other compensation in
8 connection with the procurement of this Agreement.
9 7. Termination of Services.
10 (a) In the event of breach of any condition or provision
11 hereof, City shall have the right, by prior written notice to the
12 Contractor, to terminate its employment hereunder and cancel this
13 Agreement and have the work called for herein otherwise
14 performed, without prejudice to any other rights or remedies of
15 the City. City shall have the benefit of such work as may have
16 been completed up to the time of such termination and with
17 respect to any part which shall have been delivered to and
18 accepted by City, there shall be an equitable adjustment of
19 compensation.
20 (b) Irrespective of any default hereunder, City may also,
21 at any time at its discretion, terminate this agreement, in whole
22 or in part, by giving the Contractor thirty (30) days prior
23 written notice thereof and in such event, the Contractor shall be
24 entitled to receive compensation specified herein for all work
25 completed and accepted prior to such thirty (30) days written
26 notice of partial or complete cancellation; an equitable
27 adjustment shall be made, as compensation to the Contractor for
28 all work performed to the date of such partial or complete
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1 cancellation, but not yet delivered to City. The Contractor at
2 its discretion may terminate this agreement, in whole or in part,
3 by giving City thirty (30) days prior written notice.
4 (c) In the event of any termination, whether pursuant to
5 Subsection 111" or 112" above, Contractor shall forthwith provide
6 to City any and all documentation needed by City to keep the
7 program operating without undue interruption, and shall cooperate
8 fully with City and all Borrowers to transfer any funds still
9 held by Contractor any other escrow agency or depository
10 established by agreement of City and Borrowers. Termination of
11 the Agreement notwithstanding, the requirement set forth herein
12 shall continue until Contractor has made a complete transfer to
13 City or its Agent of all documentation related to any
14 transactions entered under this Agreement.
15 8. Additional Terms and Conditions.
16 (a) Contractor and City may, from time to time, request
17 amendments and/or modifications to this Agreement. Such
18 amendments and/or modifications, which are mutually agreed upon
19 by and between Contractor and City shall not take effect until
20 incorporated as written amendments to this Agreement.
21 (b) City shall indemnify and hold harmless Contractor,
22 and/or its Agents, against all claims and damages, alleged or
23 otherwise, of whatsoever nature arising out of, or in any way
24 connected with, the acts of omissions of any building contractor
25 performing rehabilitation work in connection with this Agreement;
26 provided however, that City's obligation under this paragraph
27 shall not extend to negligent or willful acts or omissions by
28 contractor, all contractors shall operate as independent
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1 contractors and nothing herein is intended to affect such
2 independent contractor status.
3 (c) The City and Contractor shall comply with all
4 applicable statutes, regulations and ordinances including the
5 Federal Truth in Lending Act and Regulation "Z" thereto, the
6 Consumer Credit Reporting Act, the Equal Credit Opportunity Act
7 and Regulation "B" thereto, Title I, the Housing and Community
8 Development Act of 1980 (P.L. 96-399) , Title XXIV, Housing and
9 Urban Development, Part 570, Community Development Block Grant,
10 Title VI, Civil Rights Act of 1964 and Title VIII, the Civil
11 Rights Act of 1968 .
12 (d) Any notices of other communications required or
13 permitted to be given to City or Contractor under this Agreement
14 will be deemed given if delivered personally or sent by certified
15 or registered mail, postage prepaid, return receipt requested,
16 addressed as follows:
17 As to City As to Contractor
18 Director of Community Development Community Development
City Hall Building, Fifth Floor Financial Corporation
19 300 North "D" Street 1620 Eye Street, N.W.
San Bernardino, California 92418 Suite 508
20 Washington, D.C. 20006
21 (e) This Agreement and any document or instrument
22 attached hereto or referred to herein integrates all terms and
23 conditions mentioned herein or incidental hereto, and supercedes
24 all negotiations and prior writings in respect to the subject
25 matter hereof. In the event of conflict between the terms,
26 conditions or provisions of this Agreement, and any such document
27 or instrument, the terms and conditions of this Agreement shall
28 prevail.
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1 (f) This Agreement shall not be assigned by Contractor
2 without prior written consent of City.
3 (g) Contractor is acting as an independent Contractor,
4 and not as an employee of the City. In the performance of
5 services pursuant to the provisions of this Agreement, Contractor
6 shall not be supervised, directed, or under the control of
7 authority of any City officer or employee, except and to the
8 extent as may be expressly or implicitly required by the terms
9 and provisions of this Agreement. Any direction or control so
10 required under this Agreement shall be limited to broad
11 objectives or goals of the project or program to be accomplished
12 and not to the details and procedures to accomplish such
13 objectives or goals.
14 (h) No Third Party Beneficiaries of Agreement. All
15 provisions herein are for the protection of City, its officers,
16 agents, employees, contractors, and invitees. No third party
17 beneficiaries other than as specifically named herein are
18 contemplated under any provision of this agreement, nor is it the
19 intent of this agreement to create any right in same.
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1 9. Conclusion. IN WITNESS WHEREOF, the parties hereto set
2 their hands as seals by and through their duly authorized
3 officers, as of the date first above written.
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By: By:
5 City Authorized Official Lender Authorized
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7 (Title) (Title)
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Approved as to form
10 and legal content:
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