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HomeMy WebLinkAboutR32 EDAECONOMIC DEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO FROM: Gary Van Osdel, SUBJECT: NATIONAL DEVELOPMENT Executive Director COUNCIL (NDC) - AGREEMENT FOR PROFESSIONAL SERVICES DATE: July 23, 1999 OR I GIUM L Synopsis of Previous Commission /Council /Committee Action(s): On July 22, 1999, the Redevelopment Committee recommended that this item be forwarded to the Community Development Commission for approval. Recommended Motion(s): (Community Development Commission) MOTION: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY (THE "AGENCY) TO EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES WITH THE NATIONAL DEVELOPMENT COUNCIL (NDC) Contact Person(s): Gary Van Osdel/ Project Area(s) Supporting Data Attached: FUNDING REQUIREMENT SIGNATURE: N/A Phone: 5081 Ward(s): N/A ❑x Staff Report ❑x Resolution(s) ❑ Agreement(s) /Contract(s) ❑ Map(s) ❑ Letter /Memo S Amount: $ 50,000 Source: CDBG iy ,. Budget Authority: 1999 -2000 Budget Gary VaWUsdel, Executive Ecorjelmic Development AE Commission /Council Notes: GVO:lag:99 -08 -02 NDC PSA COMMISSION MEETING AGENDA Meeting Date: 08/02/1999 Agenda Item Number: 92— ECONOMIC DEVELOPMENT AGENCY STAFF REPORT ------------------------------------------------------------------------------------------------------ - - - - -- National Development Council - Agreement for Professional Services Background The National Development Council (NDC) is the nation's leading not - for - profit corporation specializing in economic and housing development finance. Initially, organized in 1969 as a volunteer program, NDC's role in working with cities throughout the nation was established by an interagency agreement between the U.S. Department of Housing and Urban Development (HUD) and federal Economic Development Agency (EDA). Since that time, NDC has provided advisory assistance through contract arrangements to 100 to 125 cities annually. NDC's professionals work with local government and non - profit officials to create job opportunities and generate investment in distressed communities. NDC delivers a unique combination of economic and housing development services to its client communities - including technical assistance, training and financial services. They are particularly versed in use of federal CDBG, Section 108 and float loans for economic development purposes. The results are new jobs, increased tax base, business expansions, greater productivity, affordable housing, and dollars for investment into additional community development projects. The NDC has provided economic development consultant services to the Agency since 1984. In the past years, NDC has been instrumental in structuring a CDBG float loan, together with a Section 108 loan for Harris', assisting in Section 108 loans for 40th Street Shopping Center and the Downtown Cinema Complex, together with securing a Economic Incentive Grant for the 40th Street Center. This past year, NCD provided technical assistance in calculating prepayment penalties associated with retirement of the Harris Section 108 loan. Also, they have helped in negotiating an extension to both loan and grant for 40th Street Shopping Center and resolving environmental issues with HUD pertaining to the Cinema project. Current Issue This year staff expects to use NDC in preparing and processing any Section 108 loan requests for renovation of the State Office Building at 303 West 3rd Street. We also expect to use their services in establishing a business assistance loan fund through their "Grow America Fund ". GVO:lag:99 -08 -02 NDC PSA COMMISSION MEETING AGENDA Meeting Date: 08/02/1999 Agenda Item Number:; Economic Development Agency Staff Report NDC Agreement for Professional Services July 22, 1999 Page Number -2- Fiscal Impact Approval of the contract would commit $50,000 in CDBG funds this fiscal year. Funds for this purpose have been allocated in the Agency's 1999 -2000 Budget. Recommendations That the Community Development Commission adopt the attached resolution. Gary V Osdel, Executiyd'Dirt Econ6mic Development Agency GVO:lag:99 -08 -02 NDC PSA COMMISSION MEETING AGENDA Meeting Date: 08/02/1999 Agenda Item Number: .,932 — 1 2 3 4 5 6 7 8 9 10 11 12 13 14 16 17 18 19 20 21 22 23 24 25 26 27 Q01PV RESOLUTION =NO: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY (THE "AGENCY) TO EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES WITH THE NATIONAL DEVELOPMENT COUNCIL (NDC) THE COMMUNITY DEVELOPMENT COMMISSION ACTING ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS: SECTION 1. The Executive Director of the Redevelopment Agency ( "Agency ") is hereby authorized and directed to execute on behalf of said Agency an Agreement for Professional Services with the National Development Council to provide economic development consultant services, a copy of which is attached hereto, marked Exhibit "A" and incorporated herein by reference as though fully set forth at length. SECTION 2. The authorization to execute the above referenced Agreement is rescinded if the parties to the Agreement fail to execute it within sixty (60) days of the passage c this resolution. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 16 17 18 19 20 21 22 23 24 25 26 27 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION AUTHORIZING THE EXECUTIVE DIRECTOR OF THE REDEVELOPMENT AGENCY (THE "AGENCY) TO EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES WITH THE NATIONAL DEVELOPMENT COUNCIL (NDC) I HEREBY CERTIFY that the foregoing resolution was duly adopted by Community Development Commission of the City of San Bernardino at a meeting thereof, held on day of , 1999 by the following vote, to wit: COMMISSION MEMBERS: AYES ESTRADA LIEN MCGINNIS SCHNETZ VACANT ANDERSON MILLER NAYS The foregoing resolution is hereby approved this .1999. Approved as to form and Legal Content: James F. Penman, City Attorney By: ABSENT City Clerk day Judith Valles, Chairperson Community Development Commission Of the City of San Bernardino eo�A* AGREEMENT FOR PROFESSIONAL SERVICES C7 THIS AGREEMENT is made and entered into this 1" day of August 1999, by and between the REDEVELOPMENT AGENCY of the CITY OF SAN BERNARDINO, a public agency, hereinafter called "Agency ", and THE NATIONAL DEVELOPMENT COUNCIL, INC., a not - for - profit corporation, organized and existing under the laws of the State of New York, hereinafter called "Consultant ". RF('TTAT. 1. Purpose The purpose of this Agreement is to provide on -going professional staff support for Agency activities in the form of training, program advocacy at all governmental levels and within the private sector, financial analysis, technical advice and assistance, and representation at designated meetings concerning Agency business. TERMS AND CONDITIONS 2. Mission Agency hereby retains Consultant in the capacity as Consultant for provision of service described in Attachment 1. Consultant hereby accepts such responsibility as described herein. 3. Terms This Agreement shall commence as of the day and year first above shown and shall remain in full force and effect for a period of twelve (12) months unless sooner terminated as provided herein. 4. Consultant Responsibilities Upon the request of the Executive Director or designee, Consultant shall carry out the scope of services described in Attachment 1. 5. Release of News Information No news release, including photographs, public announcements or confirmation of same, of any part of the subject matter of this Agreement or any phase of any program related to this agreement shall be made without prior written approval of Agency's Executive Director or designee. 1 6. Confidentiality Reports NDC shall keep confidential all reports, information and data received, prepared or assembled pursuant to performance hereunder and that Agency designates as confidential. Such information shall not be made available to any person, firm, corporation or entity without the prior written consent of Agency. 7. Compensation During the term of this Agreement, Agency shall pay Consultant, for each work component the fixed, not to exceed, fee of Fifty Thousand DOLLARS ($50,000) which sum shall constitute full and complete compensation for Contractor's services hereunder. Such sum shall be paid, subject to receipt of a requisition for payment from Contractor, at a frequency of Four Thousand, One Hundred Sixty -Six and 66/100 DOLLARS ($4,166.66) per month payable at the end of each month. 8. Independent Contractor Consultant shall perform the services as contained herein as an independent contractor and shall not be considered as employee of Agency or under Agency supervision or control. This Agreement is by and between Consultant and Agency, and is not intended, and shall not be construed to, create the relationship of agency servant, employee, partnership, joint venture, or association, between Agency and Consultant. 9. Conflict of Interest Consultant agrees for the term of this agreement not to enter into any agreement that will inure to the detriment of the City of San Bernardino or its Economic Development Agency. 10. Indemnification Consultant agrees to indemnify, defend (upon request by Agency) and hold harmless the Agency, its agents, officers and employees from and against any and all liability, expense including, but not limited to, bodily injury, death, personal injury or property damage arising from or connected with Consultant's operations, or its services hereunder, including any workers' compensation suit, liability or expense, arising from or connected with the services performed by or on behalf of Consultant pursuant to this Agreement. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the Agency shall be considered as "attorney's fees" for the purposes of this paragraph. 14 11. Insurance Without limiting Consultant's indemnification of Agency, Consultant shall provide and maintain at its own expense during the term of this Agreement the following program(s) of insurance covering its operation hereunder. Such insurance shall be provided by insurer(s) satisfactory to Agency and evidence of such programs satisfactory to Agency shall be delivered to the Executive Director of the Agency or his designee within ten (10) days of the effective date of this Agreement. General Liability: A program including, but not limited to, comprehensive general liability with a combined single limit of not less than one million dollars ($1,000,000.00) per occurrence. Such insurance shall be primary to and not contributing with any other insurance maintained by the Agency, and shall name the Agency as an additional insured. Such insurance shall require that Agency be notified at least ten (10) days in advance of any change or cancellation of said insurance. 12. Successor and Assignment The services as contained herein are to be rendered by Consultant whose name is as appears first above written and said Consultant shall not assign or transfer any interest in C, this Agreement without the prior written consent of Agency. 13. Compliance with Laws The Contractor agrees to be bound by applicable federal, state and local laws, regulations, and directives as they pertain to the performance of this Agreement. This Agreement is subject to and incorporates the terms of the Housing and Community Development Act of 1974, as amended by the Cranston- Gonzalez National Affordable Housing Act, 1990, and the 24 CFR Part 85. The Contractor must acquire and present all relevant state and local insurance, training and licensing pursuant to services required within this Agreement. Contractor shall comply with the following laws in Sections 20, 21, 22, 23, 24, 25, 26, 27 and 28. 14. Severability In the event that any provision herein contained is held to be invalid, void or illegal by any court of competent jurisdiction, the same shall be deemed severable from the remainder of this agreement and shall in no way affect, impair or invalidate any other provision contained herein. If any such provision shall be deemed invalid due to its scope or breadth, such provision shall be deemed valid to the extent of the scope or breadth permitted by law. 3 15. Interpretation No provision of this Agreement is to be interpreted for or against either party because that party or that party's legal representative drafted such provision, and this Agreement is to be construed as if it were drafted by both parties hereto. 16. Prior Agreements This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the retention of Consultant by Agency and contains all the covenants and agreements with respect to such retention. 17. Waiver No breach of any provision hereof can be waived unless in writing. Waiver of any one breach of any provision shall not be deemed to be a waiver of any other breach of the same or any other provision hereof. 18. Termination This Agreement may be terminated by either party upon thirty (30) days written notice. In the event of termination, the fee payable to Contractor will be prorated for the portion of the thirty (30) day period completed; and Agency shall have no further payment obligation. 19. Notice Notices, herein shall be presented in person or by certified or registered U.S. Mail, as follows: To Consultant: Scott Rodde, Director National Development Council 15003 d Street, Suite C Napa, California 94558 To Agency: Executive Director Economic Development Agency Of the City of San Bernardino 201 North "E" Street, Suite 301 San Bernardino, California 92401 -1507 Nothing in this paragraph shall be constructed to prevent the giving of notice by personal service. S 20. Drug Free Workplace Act of the State of California Contractor certifies under penalty of perjury under the laws of the State of California that the Contractor will comply with the requirements of the Drug -Free Workplace Act of 1990. 21. Safety Standards and Accident Preventing The Contractor shall comply with all applicable federal, state and local laws governing safety, health and sanitation. The Contractor shall provide all safeguards, safety devices and protective equipment and take any other needed actions as its own responsibility, reasonably necessary to protect the life and health of employees on the job and the safety of the public and to protect property in connection with the performance of this Agreement. 22. Civil Rights Act of 1964, Title VI (Non- Discrimination in Federally Assisted Programs) Contractor shall comply with the Civil Rights Act of 1964 Title VI which provides that no person shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. 23. Section 109 of the Housing and Community Development Act of 1974 Contractor shall comply with Section 109 of the Housing and Community Development Act of 1974 which states that no person in the United States shall, on the grounds of race, color, national origin, or sex be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with funds made available under this title. 24. Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973 No person in the United States shall be excluded from participating in, denied the benefits of, or subject to discrimination under this Agreement on the basis of age or with respect to an otherwise qualified handicapped individual. 25. Executive Order 11246 and 11375, Equal Opportunity in Employment (Non - Discrimination in Employment by Government Contractors and Subcontractors) Contractor shall comply with Executive Order 11246 and 11375, Equal Opportunity in Employment which requires that during the performance of this Agreement, the Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and the employees are treated fairly during employment, without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following: employment, 5 upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of the non - discrimination clause. The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding a notice to be provided by the agency of the Contractor's commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The Contractor will comply with all provisions of Executive Order No. 11246 of September 24, 1965, and of the rules, regulations and relevant orders of the Secretary of Labor. The Contractor will furnish all information and reports required by the Executive Order and by the rules, regulations and orders of the Secretary of Labor, or pursuant thereto, and will permit access to its books, records, and accounts by the Commission and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations and orders. In the event of Contractor's noncompliance with the non - discrimination clauses of this Agreement or with any of such rules, regulations or orders, this Agreement may be cancelled, terminated or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in the Executive Orders and such other sanctions may be imposed and remedies invoked as provided in the Executive Order or by rule, regulation or order of the Secretary of Labor, or as otherwise provided by law. The Contractor will include the provision of these paragraphs in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of the Executive Order No. 11246 of September 24, 1965, that such provisions will be binding upon each subcontractor or purchase order as the Commission may direct as a means of enforcing such provisions including sanctions for noncompliance, provided however, that in the event the Contractor becomes involved in, or is threatened with litigation by a subcontractor or vendor as a result of such director by the Commission, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. 31 26. Section 3 of the Housing and Community Development Act of 1968, as Amended a. The work to be performed under this Agreement is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 170lu (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD- assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed to low and very low- income persons, particularly persons who are recipients of HUD assistance for housing. b. The parties to this Agreement agree to comply with HUD's regulations in 24 CFR Part 135, which implement Section 3. As evidenced by their execution of this Agreement, the parties to this Agreement certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations. C. The Contractor agrees to send to each labor organization or representative of workers with which the Contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the Contractor's commitments under this Section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. d. The Contractor agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR Part 135. The Contractor will not subcontract with any subcontractor where the Contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135. e. The Contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the Contractor is selected but before the Agreement is executed, and (2) with persons other than those to whom the regulations of 24 CFR part 135 require employment opportunities to be directed, were not filled to circumvent the Contractor's obligations under 24 CFR Part 135. f. Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this Agreement for default, and debarment or suspension from future HUD assisted contracts. 7 C, g. With respect to work performed in connection with Section 3 covered Indian housing assistance, section 7(b) of the Indian Self- Determination and Education Assistance Act (24 U.S.C. 450e) also applies to the work to be performed under this Agreement. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian-owned Economic Enterprises. Parties to this Agreement that are subject to the provisions of Section 3 and Section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with section 7(b). 27. Anti- Kickback Contractor shall comply with the Copeland "Anti- Kickback" Act (18 U.S.C. 874) as supplemented in the Department of Labor regulations (24 CFR Part 3). 28. Anti- Lobbying To the best of the Contractors knowledge and belief: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form - LLL, "Disclosure Form to Report Lobbying ", in accordance with its instructions; and 3. It will require that the language of paragraph 1 and 2 of this anti - lobbying certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. 8 29. Entire Agreement This Agreement with attachments constitutes the entire understanding and agreement of the parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day and year first above shown. Approved as to Form and Legal Content: Lo THE NATIONAL DEVELOPMENT COUNCIL, INC. THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO Lb-A P:\Forms\Development\Agreement- Professional Svcs NDC.doc Executive Director Z ATTACHMENT 1 SCOPE OF SERVICES The duties and responsibilities of the Consultant shall include but not be limited to the following: 1. Provide assistance to promote industrial development. 2. Provide assistance with Agency projects as directed. 3. Assist in the provision of community development float financing. 4. Assist in the securing of Small Business Administration Section 504 and 7(a) financing, including Grow America Fund. 5. Assist in the provision of HUD 108 financing. 6. Provide technical support, financially analyze and/or package Small Business Revolving Loan Program proposals as periodically referred by staff. 7. Provide technical assistance and advocacy in Agency efforts to seek awards of a governmental monies and approval of various programs. 10