HomeMy WebLinkAboutFY 2005 CDBGCDBG 2005 DRI
Municipality
FY 2005 COMMUNITY DEVELOPMENT BLOCK GRANT
Supplemental Disaster Recovery Inititiave
GOVERNMENTAL CONTRACT BETWEEN
MIAMI-DADE COUNTY
AND THE
CITY OF MIAMI
This contract is entered into between Miami -Dade County, hereinafter referred to as the "County" and the City
of Miami, A municipal government organized under the laws of the State of Florida hereinafter referred to as
the "Awardee".
The parties agree:
I. Definitions
OCED
24 CFR Part 570 - CDBG
Community Development
Corporation
Office of Community and Economic Development or its successor
Department
Federal regulations implementing Title 1 of the Housing anc
Community Development Act of 1974, as amended - Community
Development Block Grant
A local agency that is organized to meet community development
needs with particular emphasis on the economic development,
housing and revitalization needs of low -and moderate -income area
residents and which is receptive to the needs expressed by the
community.
Low- and Moderate- Income Person A member of low -and moderate -income family i.e., a family whose
income is within specified income limits set forth by U.S. HUD.
Contract Records
Federal Award
Any and all books, records, documents, information, data, papers,
letters, materials, electronic storage data and media whether written,
printed, electronic or electrical, however collected, preserved,
produced, developed, maintained, completed, received or compiled
by or at the direction of the Awardee or any subcontractor in
carrying out the duties and obligations required by the terms of this
contract, including but not limited to financial books and records,
ledgers, drawings, maps, pamphlets, designs, electronic tapes,
computer drives and diskettes or surveys.
Any federal funds received by the Awardee from any source during
the period of time in which the Awardee is performing the
obligations set forth in this contract.
Awardee Recipient of CDBG funds from Miami Dade County.
Subcontractor
Subcontract
Department
Subgrant Agreement
Any individual or firm hired on a contractual basis by the Awardee
for the purpose of performing work or functions cited on the Action
Step Format (Attachment "A) of this contract.
Any contractual agreement between a Subcontractor and the
Awardee.
State of Florida, Department of Community Affairs
Federally -funded Disaster Recovery Inititative Subgrant Agreement
entered into between the County and the Department for 2005
Community Development Block Grant Supplemental Disaster
Recovery Inititative funds (Attachment "G").
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ll. The Awardee Agrees:
A. Type of Activity
The Awardee shall carry out the activities specified in Attachment A, "Scope of Services," in
the County or the focus area(s) of Miami -Dade.
B. Insurance
To comply with Miami -Dade County's insurance requirements as well as any relevant state of
Florida insurance requirements.
C. Indemnification
The Awardee shall indemnify and hold harmless the County and its officers, employees,
agents and instrumentalities from any and all liability, losses or damages, including attorneys'
fees and costs of defense, which the County or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or
proceedings of any kind or nature arising out of, relating to or resulting from the performance
of this Agreement by the Awardee or its employees, agents, servants, partners, principals or
subcontractors. The Awardee shall pay all claims and losses in connection therewith and
shall investigate and defend all claims, suits or actions of any kind or nature in the name of
the County, where applicable, including appellate proceedings, and shall pay all costs,
judgments, and attorney's fees which may issue thereon. Provided, however, this
indemnification shall only be to the extent and within the limitations of Section 768.28 Fla
Stat., subject to the provisions of that Statute whereby the Awardee shall not he held liable to
pay a personal injury or property damage claim or judgment by any one person which exceeds
the sum of $100,000, or any claim or judgment or portions thereof, which, when totaled with
all other claims or judgment paid by the Awardee arising out of the same incident or
occurrence, exceed the sum of $200,000 from any and all personal injury or property damage
claims, liabilities, losses or causes of action which may arise as a result of the negligence of
the Awardee. The provisions of this section survive the termination or expiration of
this agreement.
D. Documents
The Awardee shall submit documents to OCED as described below or any other document in
whatever form, manner, or frequency as prescribed by OCED. These will be used for
monitoring progress, performance, and compliance with this contract and for compliance
with applicable County and Federal requirements.
1. Progress Reports
a. The Awardee shall submit a status report using the form attached hereto as
Attachment C, "Progress Report," as it may be revised by OCED, which shall
describe the progress made by the Awardee in achieving each of the
objectives and action steps identified in Attachment A, "Scope of Services."
The Awardee shall ensure that OCED receives each report in triplicate (or as
indicated) no later than April 10, 2007, July 10, 2007, October 10, 2007,
January 10, 2008, April 10, 2008, and July 10, 2008
Quarterly Reporting when Subcontractors are Utilized
Awardees are advised that when subcontractors or subconsultants are
utilized to fulfil/ the terms and conditions of this contract, Miami -Dade
County Resolution No. 1634-93 will apply to this contract. This resolution
requires the selected Awardees to file quarterly reports as to the amount of
contract monies received from the County and the amounts thereof that have
been paid by the Awardee directly to Black, Hispanic and Women -Owned
businesses performing part of the contract work.
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Additionally, the listed businesses are required to sign the reports, verifying
their participation in the contract work and their receipt of such monies. For
purposes of applicability, the requirements of this resolution shall be in
addition to any other reporting requirements required by law, ordinance or
administrative order.
The Awardee shall submit to OCED a cumulative account of its activities
under this agreement by completing the following portions of the Progress
Report Form:
Section 1- Status of Contracted Activities:
The Awardee must report specific information regarding the status of the
contracted activities, including accomplishments andlor delays encountered
during the implementation of the project and an unduplicated count of
clients served during the reporting period (if applicable) for each federally
defined ethnic category. Awardees engaged in construction and/or housing
rehabilitation projects shall report on the progress of their activities
including the number of housing units completed and occupied by low -
moderate and low income -residents. The Awardee shall also report
emographic information on each head of household. Each goal and
corresponding objective(s), as indicated in the approved Scope of Services,
must be addressed as part of this report.
Section II - Fiscal Information:
The Awardee must report expenditure information based on approved
budgeted line items to reflect all costs incurred during the reporting period.
In addition, the Awardee shall report on Program Income Usage for each
contracted activity.
Section III - Contract and Subcontract Activity Report:
Contract and Subcontract Activity Report (First and Third Quarter Progress
Report}- The Awardee shall report to OCED the number of business
activities involving minority vendors, including subcontractors performing
work under this Agreement. The "Contract and Subcontract Activity Report"
Section in Attachment C, and when applicable Section 3 in the same
Attachment shall be completed semiannually by the Awardee and submitted
to OCED no later than April 10, 2007, October 10, 2007, April 10, 2008
and July 10, 2008
Section IV - Neighborhood Employment Opportunities:
Neiahborhood Employment Opportunities Report (First and Third Quarter
Progress Report) - The Awardee shall report to OCED the number of focus
and service area residents who have received employment opportunities
from federally financed and assisted projects and activities. The
Neighborhood Employment Opportunities Report shall be submitted using
the Progress Report Form attached hereto as a Section in Attachment C, as it
may be revised. This section of the form shall be completed semiannually by
the Awardee and submitted to OCED no later than April 10, 2007, October
10, 2007, April 10, 2008 and July 10, 2008
The Awardee shall submit to the County, in a timely manner, any other
information deemed necessary by the County, and its presentation shall
comply with the format specified at the time of the request. Failure to submit
the Progress Reports or other information in a manner satisfactory to the
County by the due date shall render the Awardee in .noncompliance with this
Article. The County may require the Awardee to forfeit its claim to payment
requests or the County may invoke the termination provision in this
Agreement by giving five days written notice of such action to be taken.
C. Unspecified Site(s) Objective • If the Awardee has not yet identified a location
to carry out any of the activities described in Attachment A, the Awardee
shall submit, in triplicate, Progress Reports, using the form attached hereto
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as part of Attachment C, on a monthly basis until such time as the Awardee
complies with the provisions contained within Section II, Paragraph D.4. of
this contract. Copies of the above described Progress Report shall be
received by OCED no later than the tenth (10th) business day of each month
and shall address the progress undertaken by the Awardee during the
previous month. This Progress Report shall not be required if the Awardee is
submitting the Progress Reports required by Section II, Paragraph D.1.a and
Paragraph 0.3.
2. Annual Report (Fourth Quarter Progress Report)- The Awardee shall submit a
cumulative status report (hereinafter referred to as "Annual Report") using the
"Progress Report" specified in Section II, Paragraph D.1.a. above, which shall
describe the progress made by the Awardee in achieving each of the objectives
identified in Attachment A during the previous year. The 'Annual Report" must cover
the CDBG fiscal year of January 1, 2007 through December 31, 2007 and shall
be received by OCED no later than January 15, 2008. The final annual report
must cover the entire grant period of January 1, 2007 through June 30, 2008,
and shall be received by OCED by July 10, 2008.
3, Environmental Review - The Awardee immediately upon locating or determining a site
for each of the "Unspecified Site" activities to be carried out pursuant to this
contract, shall submit information detailing the location of each site for which a Site
Environmental Clearance Statement, will be prepared as described in Article II,
Section E.5. of this contract set forth below. The Environmental Review is to be
prepared on information contained in Attachment E, "Information for Environmental
Review."
Notwithstanding any provision of this Agreement, the parties hereto agree
and acknowledoe that this Agreement does not constitute a commitment of
funds or site approval, and that such commitment of funds or approval maV
occur only upon satisfactory completion of environmental review and receipt
by the County of a release of funds from the U.S. Department of Housingand
Urban Development under 24 CFR Part 58. The parties further agree that the
provision of any funds to the project is conditioned on the County's
determination to proceed with, modify or cancel the protect based on the
results of a subseouent environmental review.
4. Audit Report - The Awardee shall submit to OCED an annual audit report in triplicate
as required by Section II, Paragraph I of this contract as set forth below. The
Awardee shall submit a written statement from its auditing firm to confirm that it has
cleared any non-compliance issues stated in the audit, and a written statement from
the Auditor that the audit complies with all applicable provisions of 24 CFR Part
84.26, Part 85.26 and OMB A-133.
5. Inventory Report - The Awardee shall report annually all nonexpendable personal and
real property purchased with CDBG funds from this and previous agreements with
the County as specified in Section II, Paragraph Q of this contract.
6. Affirmative Action Plan - The Awardee shall report to OCED information relative to the
equality of employment opportunities whenever so requested by OCED.
E. Participation in the CDBG Program
1. The Awardee shall maintain current documentation that its activities meet one of the
three (3) CDBG national objectives:
a. To benefit low- and moderate -income persons;
b. To aid in the prevention or elimination of slums or blight;
c. To meet community developmentneeds having a particular urgency.
2. For activities designed to meet the national objective of benefit to low- and
moderate -income persons, the Awardee shall ensure and maintain documentation
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that conclusively demonstrates that each activity assisted in whole or in part with
CDBG funds is an activity which provides benefit to no less than 51% of low- and
moderate -income persons.
3. The Awardee shall comply with all applicable provisions of 24 CFR Part 570 and shall
carry out each activity in compliance with all applicable federal laws and regulations
described therein.
4. The Awardee agrees to comply with (a) the Uniform Relocation Assistance and Real
Property Acquisition Policies Act of 1970, as amended (URA), and implementing
regulations at 49 CFR Part 24 and 24 CFR 57 0.606(b): (b) the requirements of 24 CFR
670.606 (c) governing the Residental Antidisptacement and Relocation Assistance
plan under section 104(d) of the HCD Act; and (c) the requirements in 570.606 (d)
governing optional relocation policies. (The County may preemept the optional
policies). The Awardee shall provide relocation assistance to persons (families,
individuals, businesses, non-profit organizations and farms) that are displaced as a
direct result of acquisition, rehabilitaion, demolition or conversion for a CDBG
assisted project. The Awardee also agrees to comply with applicable County
ordinances, resolutions and policies concerning the displacement of persons from
their residences.
5. For each activity or portion of activity described in Attachment A hereto for which a
location has not yet been identified, the Awardee shall obtain, immediately after a site
is identified by the Awardee, OCED's written environmental clearance statement and
shall agree in writing to comply with any and all requirements as may be set forth in
the Site Environmental Clearance Statement.
6. The Awardee shall make a good faith effort to address the concerns of the residents
of the affected area. The Awardee shall cooperate with OCED in informing the
appropriate CDBG citizen participation structures, including the appropriate area
committees, of the activities of the Awardee in adhering to the provisions of this
contract. Representatives of the Awardee shall attend meetings of the appropriate
committees and citizen participation structures, upon the request of the citizen
participation officers, OCED, or the County.
7. The Awardee shall, to the greatest extent possible, give low- and moderate -income
residents of the service areas opportunities for training and employment.
8. For activities involving acquisition, rehabilitation and/or demolition of property and
which require the relocation of families, individuals, businesses and/or industries, the
Awardee shall submit a written notification to the Urban Development Unit of OCED
prior to relocating, evacuating, and/or dispersing any and all legal occupants who
reside at this property on the basis of a long or short term lease. When the legality of
an occupant (individual, family, business, and/or industry) is in question, the Awardee
shall contact the above mentioned unit prior to making a determination.
Awardees receiving CDBG funds shall adhere to 24 CFR part 50 and/or part 58 and to
the rules and regulations of the Uniform Relocation Assistance and Real Property
Acquisition Act of 1970, as amended.
9. The Awardee shall adopt Affirmative Marketing Procedures and requirements for
CDBG assisted projects. These procedures must consist of actions to provide
information and attract eligible persons from all racial, ethnic and gender groups to
the available services. The Awardee shalt annually assess its affirmative marketing
program to determine if the procedures used to comply with the requirements
specified in Public Law 88-352 and Public Law 90-284 successfully meet these
requirements. The Awardee shall submit to OCED its Affirmative Marketing Plan no
later than 60 days from the date this Agreement is executed.
10. For any Housing activities, the Awardee shall successfully complete the Community
Development coursework conducted by the Local Initiatives Support Corporation,
which will be held at Florida International University throughout the current contract
period. The Awardee shall provide written notification to OCED, no later than30 days
after the completion of the coursework. This requirement may be waived in the sole
discretion of OCED for Awardees who demonstrate knowledge of real estate
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development and organizational management theory. OCED shall consider such
waiver upon receipt of the written request by the Awardee.
11. For Housing, Rehabilitation, and Construction activities all conditions in this section
will apply throughout the regulatory period identified in the national objective.
Throughout that period, the Awardee will be required to submit an annual report
regarding his compliance with the national objective, and OCED will have the right to
monitor the activity.
12. The Awardee shall comply with all applicable uniform administrative
requirements as described in 24 CFR 570.502
F. Federal, State, and County Laws and Regulations
]. RULES, REGULATIONS AND LICENSING REQUIREMENTS
The Awardee shall comply with all laws, ordinances and regulations applicable to the
services contemplated herein, especially those applicable to conflict of interest and
collusion. Awardees are presumed to be familiar with all Federal, State and local
laws, ordinances, codes, rules and regulations that may in any way affect the goods
or services -offered, especially Executive Order No. 11246 entitled "Equal Employment
Opportunity" and as amended by Executive Order No. 11375, as supplemented by the
Department of Labor Regulations (41 CFR, Part 60), the Americans with Disabilities
Act of 1990 and implementing regulations, the Rehabilitation Act of 1973, as
amended, Chapter 553 of Florida Statutes and any and all other local, State and
Federal directives, ordinances, rules, orders, and laws relating to people with
disabilities. The Awardee will also comply with 24 CFR Part 85, OMB A-128, OMB A-
87, and with the applicable procedures specified in OCED's Contract Compliance
Manual, which are incorporated herein by reference, receipt of which is hereby
acknowledged, and as they may be revised.
2. The Awardee shall comply with Section 504 of the Rehabilitation Act of 1973, as
amended, which prohibits discrimination on the basis of handicap; Title VI of the Civil
Rights Act of 1964, as amended, which prohibits discrimination on the basis of race,
color, or national origin; the Age Discrimination Act of 1975, as amended, which
prohibits discrimination on the basis of age; Title VIII of the Civil Rights Act of 1968,
as amended, and Executive Order 11063 which prohibits discrimination in housing on
the basis of race, color, religion, sex, or national origin; Executive Order 11246, as
amended which requires equal employment opportunity; and with the Energy Policy
and Conservation Act (Pub.L 94-163) which requires mandatory standards and
policies relating to energy efficiency.
The Provider also agrees to comply with the Domestic Violence Leave codified as
11A-60 et seq. of .the Miami -Dade County Code, which requires an employer, who in
the regular course of business has fifty (50) or more employees working in Miami -
Dade County for each working day during each of twenty (20) or more calendar work
weeks to provide domestic violence leave to its employees. Failure to comply with
this local law may be grounds for voiding or terminating this Agreement or for
commencement of debarment proceedings against the Provider.
3. If the amount payable to the Awardee pursuant to the terms of this contract is in
excess of $100,000, the Awardee shall comply with all applicable standards, orders,
or regulations, issued pursuant to Section 306 of the Clean Air Act of 1970 (42 U.S.C.
1857 h), as amended; the Federal Water Pollution Control Act (33 U.S.G. 1251), as
amended; Section 508 of the Clean Water Act (33 U.S.C. 1368); Environmental
Protection Agency regulations (40 CFR Part 15); and Executive Order 11738.
4. Assurance of Compliance with Section 504 of the Rehabilitation Act - The Awardee
shall report its compliance with Section 504 of the Rehabilitation Act whenever so
requested by OCED.
5. Americans with Disabilities Act (ADA) of 1990 - The Awardee shall attest to; and
submit the required Disability Non-discrimination Affidavit assuring compliance with
all applicable requirements of the laws listed below including but not limited to, those
provisions pertaining to employment, provisions and program services,
transportation, communications, access to facilities, renovations, and new
construction.
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6. Affirmative Action/pion-Discrimination of Employment, Promotion. and Procurement
Practices (Ordinance #98-301 - All firms with annual gross revenues in excess of $5
million, seeking to contract with Miami -Dade County shall, as a condition of award,
have a written Affirmative Action Plan and Procurement Policy on file with the
County's Department of Business Development. Said firms must also submit, as a
part of their proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Affirmative Action Plan/Procurement Policy Affidavit. Firms
whose Boards of Directors are representative of the population make-up of the nation
are exempt from this requirement and must submit, in writing, a detailed listing of
their Boards of Directors, showing the race or ethnicity of each board member, to the
County's Department of Business Development. Firms claiming exemption must
submit, as a part of their proposals/bids to be filed with the Clerk of the Board, an
appropriately completed and signed Exemption Affidavit in accordance with
Ordinance 98-30. These submittals shall be subject to periodic reviews to assure that
the entities do not discriminate in their employment and procurement practices
against minorities and women -owned businesses.
It will be the responsibility of each firm to provide verification of their gross annual
revenues to determine the- requirement 'for compliance with the Ordinance. Those
firms that do not exceed $5 million annual gross revenues must clearly state so in
their bid/proposal.
Any bidder/respondent which does not provide an affirmative action plan and
procurement policy may not be recommended by the County Manager for award by
the Board of County Commissioners.
7. Domestic Violence Leave Affidavit : Prior to entering into any contract with the Couty,
a firm desiring to do business with the County shall, as a condition of award, certify
that it is in compliance with the Domestic Leave Ordinance, 99-5 and Section 11A-60
of the Miami -Dade County Code. This Ordinance applies to employers that have, in
the regular course of business, fifty (50) or more employees working in Miami Dade
County for each working day during each of twenty (20) or more calendar work weeks
in the current or preceding calendar year. In accordance with Resolution. R-185-00,
the obligation to provide domestic violence leave to employees shall be a contractual
obligation. The County shall not enter into a contract with any firm that has not
certified its compliance with the Domestic Leave Ordinance. Failure to comply with
the requirements of Resolution R-185-00, as well as the Domestic Leave Ordinance
may result in the contract being declared void, the contract being terminated and/or
the firm being debarred.
8. Code of Business Ethics: In accordance with Section 2-8.1(1) of the Code of
Miami -Dade County each person or entitiy that seeks to do business with
Miami -Dade County shall adopt a Code of Business Ethics ("Code") and shall
submit an affidavit stating that the Awardee has adopted a Code that
complies with the requirements of Section 2-8.1(i) of the Miami -Dade County
Code (Form A-12).
9. PUBLIC ENTITY CRIMES
Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or
affiliate who has been placed on the convicted vendor list following a
conviction for a public entity crime may not submit a proposal for a contract to
provide any goods or services to a public entity; may not submit a proposal on
a contract with a public entity for the construction or repair of a public building
or public work; may not submit proposals on leases of real property to a public
entity; may not be awarded or perform work as a Awardee, supplier,
subcontractor, or consultant under a contract with any public entity; and, may
not transact business with any public entity in excess of the threshold amount
provided in Section 287.017 for Category TWO ($10,000) for a period of thirty-
six (36) months from the date of being placed on the convicted vendor list. The
Awardee warrants and represents that it has not been placed on the convicted
vendor list The Awardee agrees that should Miami -Dade County discover that
the Awardee's representations regarding the list are false, this contract shall be
terminated on the discretion of Miami -Dade County. Further, should the
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Awardee be placed on the list at any time during this contract Miami -Dade
County shall have the right to terminate this agreement
10. CRIMINAL CONVICTION
Pursuant to Miami -Dade County Ordinance No. 94-34, "Any individual who has
been convicted of a felony during the past ten years and any corporation,
partnership, joint venture or other legal entity having an officer, director, or
executive who has been convicted of a felony during the past ten years shall
disclose this information prior to entering into a contract with or receiving
funding from the County." Failure of the Awardee to disclose this information
as required may lead to the termination of this agreement by Miami -Dade
County.
If any attesting firm, or any owner, subsidiary, or other firm affiliated with or related to the
attesting firm, is found by the responsible enforcement agency, the Courts or the County to be
in violation of the Acts, the County will conduct no further business with such attesting firm.
Any contract entered into based upon a false affidavit, as listed below, and submitted
pursuant to this resolution shall be voidable by the County:
1. Miami -Dade County Ownership Disclosure Affidavit
2. Miami -Dade Employment Family Leave Affidavit
3. Miami -Dade Employment Drug -Free Workplace Affidavit
4. Miami -Dade Employment Disclosure Affidavit
5. Disability Nondiscrimination Affidavit
6. Criminal Record Affidavit
7. Public Entity Crime Affidavit
B. Related -Party Disclosure Information
9. Miami -Dade County Affidavit Regarding Delinquent and Currently Due Fees
or Taxes
10. Affirmative Action Affidavits
11. Current on all County Contracts, Loans, and Other Obligations Affidavit
12. Project Fresh Start Affidavit
13. Domestic Violence Leave Affidavit
14. Code of Business Ethics Affidavit
15. Financial and Conflicts of Interest Affidavit
If any attesting firm violates any of the Acts below during the term of any contract such firm
has with the County, such contract shall be voidable by the County, even if the attesting firm
was not in violation at the time it submitted its affidavit.
The applicable Acts are as follows:
1. The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat 327, 42
U.S.C. 12101-12213 and 47 U.S.C. Sections 225 and 611 including Title I, Employment;
Title II, Public Services; Title III, Public Accommodations and Services Operated by
Private Entities; Title IV, Telecommunications; and Title V, Miscellaneous Provisions.
2. The Rehabilitation Act of 1973, 29 U.S.C. Section 794;
3. The Federal Transit Act, as amended 49 U.S.C. Section 1612;
4. The Fair Housing Act as amended, 42 U.S.C. Section 3601.3631.
G. Conflicts with Applicable Laws
If any provision of this contract conflicts with any applicable law or regulation
including but not limited to, 24 CFR 570, only the conflicting provision shall be
deemed by the parties hereto to be modified to be consistent with the law or
regulation or to be deleted if modification is impossible. However, the obligations
under this contract, as modified, shall continue and all other provisions of this
contract shall remain in full force and effect. The County's determination on whether
a provision conflicts shall be final and binding.
H. Construction
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If the Awardee engages in, procures, or makes loans for construction work, the Awardee
shall:
1. Contact the OCED representative noted in Section iV, Paragraph K of this contract,
prior to taking any action, to schedule a meeting to receive compliance information.
2. Comply with the Awardee's procurement and pre -award requirements and
procedures which, at a minimum, shall adhere to all applicable federal standards.
3. Comply with the Davis -Bacon Act; Copeland Anti -Kick Back Act; Contract Work
Hours and Safety Standards Act; and Lead -Based Paint Poisoning Prevention Act as
amended on September 15, 1999; and other related acts, as applicable.
4. Submit to OCED for written prior approval all proposed Solicitation Notices,
Invitations for Bids, and Requests for Proposals prior to publication.
5. Submit to OCED all construction plans and specifications and receive OCED's
approval prior to implementation.
6. Contact the OCED representative noted in Section IV, Paragraph K prior to
scheduling a pre -construction conference.
In accordance with industry standards, OCED will hold 10% of the total grant award
as a retainer until the completion of the construction work is verified by OCED
through a Certificate of Occupancy.
7. The County shall have the right to assign the Community Builders Division of
the Office of Community and Economic Development to assist the project if
the County's staff determines that the Awardee has been unable to
consistently achieve the work and units described within the time frames of
the action step format of this agreement. Such involvement will result in a
reduction of a maximum of 5°!° of the agreement's award to cover the cost of
the technical assistance. The Awardee shall cooperate and comply with all
requests made by the Community Builders Division of the Office of
Community and Economic Development.
8. Execute a restrictive covenant with Miami -Dade County for the grant award
and the use of the land to ensure its use as a CDBG project site as defined
and described in Attachment "A" of this agreement.
Audits and Records
1. The Awardee expending $500,000 or more annually in federal awards shall have a
single or program specific audit conducted in accordance with OMB A-133. The
Awardee expending federal awards of $500,000 or more under only one federal
program may elect to have a program -specific audit performed, in accordance with
OMB A-133. Awardees who will be receiving, or who have received, federal awards
for loans or loan guaranteed programs may be required to conduct audits of those
programs in accordance with regulations of the federal agencies providing those
guarantees or loans.
2. The Awardee expending less than S500,000 annually in federal awards shall be
exempt from an audit conducted in accordance with OMB A-133, although their
records must be available for review (e.g., inspections, evaluations). Such Awardees
that receive less than 5500,000 in combined Federal awards must submit to the
County annual compilation reports that describe their performance. To achieve
uniformity regarding the reporting format, such documents must comply with the
accounting industry standards by communicating an independent accountant's (1)
expression of limited assurance on FINANCIAL STATEMENTS as a result of
performing inquiry and analytic procedures (Review Report); (2) results of procedures
performed (Agreed -Upon Procedures Report); (3) non -expression of opinion or any
form of assurance on a presentation in the form of financial statements information
that is the representation of management (Compilation Report); or (4) an opinion on
an assertion made by management in accordance with the Statements on Standards
for Attestation Engagements (Attestation Report).
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3. When the requirements of OMB A-133 apply, or when the Awardee elects to comply
with OMB A-133, an audit shall be conducted for each fiscal year for which federal
awards attributable to this contract have been received by the Awardee. Each audit
shall include a fiscal review, which includes a validation of all program generated
income and its disposition, especially attributable to CDBG funds, an internal control
review, and a compliance review as described in OMB A-133. A copy of the audit
report in triplicate must be received by OCED no later than six (6) months following
the end of the Awardee's fiscal year.
4. The Awardee shall maintain all Contract Records in accordance with generally
accepted accounting principles, procedures, and practices which shall sufficiently
and properly reflect all revenues and expenditures of funds provided directly or
indirectly by the County pursuant to the terms of this contract.
5. The Awardee shall maintain all Contract Records that document all actions
undertaken to accomplish the "Scope of Services" outlined in Attachment A in this
contract.
6. The Awardee shall. ensure that the Contract Records shall be at all times subject to
and available for full access and review, inspection, or audit by County and federal
personnel and any other personnel duty authorized by the County.
7. The Awardee shalt include in all OCED approved subcontracts used to engage
subcontractors to carry out any eligible substantive programmatic services, as such
services are described in this contract and defined by OCED, each of the record -
keeping and audit requirements detailed in this contract. OCED shall, in its sole
discretion, determine when services are eligible substantive programmatic services
and subject to the audit and record -keeping requirements described above.
8. The County reserves the right to require the Awardee to submit to an audit by Audit
and management Services or other auditor of the County's choosing at the Awardee's
expense. The Awardee shall provide access to all of its records, which relate directly
or indirectly to this Agreement at its place of business during regular business hours.
The Awardee shall retain all records pertaining to the Agreement and upon request
make them available to the County for three years following expiration of the
Agreement. The Awardee agrees to provide such assistance as may be necessary to
facilitate the review or audit by the County to ensure compliance with applicable
accounting and financial standards.
9. The Awardee shalt ensure that its auditors share their audit results with OCED. The
auditors must submit the completed monitoring instrument and the audit report to
OCED within six months after the conclusion of the audit period.
J. Retention of Records
1. The Awardee shall retain all Contract Records for a period of at least five (5) years
(hereinafter referred to as "Retention Period") subject to the limitations set forth
below:
a. For all non-CDBG assisted activities the Retention Period shall begin upon
the expiration or termination of this contract.
b. For CDBG assisted public service activities the Retention Period shall begin
upon the date of U.S. HUD's acceptance of OCED's annual Grantee
Performance Report for the year in which the activity is reported as
completed. For each public service activity the Awardee must retain all
contract records except those relating to real and nonexpendable personal
property.
c. For all other CDBG assisted activities the Retention Period shall begin upon
U.S. HUD's acceptance of OCED's annual Grantee Performance Report in
which each assisted activity is reported on for the final time. For all the
CDBG assisted activities covered by this Section 1I, Paragraph J.1.c., the
Awardee must retain all contract records except those relating to real and
nonexpendable personal property.
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d. For all CDBG assisted activities, the Retention Period for all contract records
relating to real and nonexpendable personal property shall begin upon the
date of the final disposition of the property.
2. If the County or the Awardee have received or given notice of any kind indicating any
threatened or pending litigation, claim or audit arising out of the services provided
pursuant to the terms of this contract, the Retention Period shall be extended until
such time as the threatened or pending litigation, claim or audit is, in the sole and
absolute discretion of OCED, fully, completely and finally resolved.
3. The Awardee shall allow the County, federal personnel, or any person authorized by
the County full access to and the right to examine any of the contract records during
the required Retention Period.
4. The Awardee shall notify OCED in writing, both during the pendency of this contract
and after its expirations part of the final close-out procedure, of the address where all
contract records will be retained.
5. The Awardee shall obtain written approval of OCED prior to disposing of any contract
records within one year after expiration of the Retention Period.
K. Provision of Records
The Awardee shall provide to OCED, upon request, all contract records.
These records shall become the property of OCED without restriction,
reservation, or limitation of their use. OCED and the Department shall own
and have unlimited rights to all books, articles, or other copyrightable
materials developed for the purpose of this contract. These unlimited rights
shall include, but are not limited to, the rights to royalty -fees; nonexclusive,
and irrevocable license to reproduce, publish, or otherwise use, and to
authorize others to use, the information for public purposes.
2. If the Awardee receives funds from, or is regulated by other governmental agencies,
and those agencies issue monitoring reports, regulatory examinations, or other
similar reports, the Awardee shall provide a copy of each report and any follow-up
communications and reports to OCED immediately upon such issuance unless such
disclosure is a violation of the regulatory agencies issuing the reports.
3. MIAMI-DADE COUNTY INSPECTOR GENERAL REVIEW
According to Section 2-1076 of the Code of Miami -Dade County, as amended by
Ordinance No. 99-63, Miami -Dade County has established the Office of the Inspector
General which may, on a random basis, perform audits on all County contracts,
throughout the duration of said contracts, except as otherwise provided below. The
cost of the audit of any Contract shall be one quarter (1/4) of one (1) percent of the
total contract amount which cost shall be included in the total proposed amount. The
audit cost will be deducted by the County from progress payments to the selected
Awardee. The audit cost shall also be included in att change orders and all contract
renewals and extensions.
::",'`•Exception: The above application of one quarter (1/4) of one percent fee
assessment shall not apply to the following contracts: (a) IPSIG contracts;
(h) contracts for legal services; (c) contracts for financial advisory services;
(d) auditing contracts; (e) facility rentals and lease agreements; (f)
concessions and other rental agreements; (g) insurance contracts; (h)
revenue -generating contracts; (I) contracts where an IPSIG is assigned at
the time the contract is approved by the Commission; (j) professional
service agreements under $1,000; (k) management agreements; (I) small
purchase orders as defined in Miami -Dade County Administrative Order 3-2;
(m) federal, state and local government -funded grants; and (n) interlocal
agreements. Notwithstanding the foregoing, the Miami -Dade County Board
of County Commissioners may authorize the inclusion of the fee
assessment of one quarter (1/4) of one percent in any exempted contract at
the time of award.
Nothing contained above shall in any way limit the powers of the Inspector
General to perform audits on this contract.
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COMMISSION AUDITOR ACCESS TO RECORDS
Pursuant to Ordinance No. 03-2, Awardee shall grant access to the
Commission Auditor to all financial and performance related records,
property, and equipment purchased in whole or in part with government
funds, including funds awarded tp Awardee pursuant to this contract.
Prior Approval
The Awardee shall obtain prior written approval from OCED prior to undertaking any of the
following:
1. The engagement or execution of any subcontracts or contract assignments, wherein
CDBG funds will be used to pay for goods or services. The Awardee must submit all
proposed agreement documents to OCED at least thirty (30) days prior to the start
date of the agreement. OCED shall have no obligation to approve payment of
any expenditure (resulting from an agreement or subcontract) which was
• incurred prior to the approval by OCED of such agreement or subcontract.
2. The addition of any positions not specifically listed in the approved budget.
3- The modification or addition of all job descriptions.
4. The purchase of all nonexpendable personalproperty not specifically listed in the
approved budget.
5. The disposition of all real, expendable personal, and nonexpendable personal
property as defined in Section II, Paragraph 0.1. of this contract.
6. All out-of-town travel not specifically listed in the approved budget.
7. The disposition of program income not specifically listed in the approved program
income budget.
8. The publication of proposed Solicitation Notices, Invitations for bids and Requests
for Proposals as provided for in Section II, Paragraph H of this contract.
9. The disposal of all contract records as provided for in Section 11, Paragraph J of this
contract.
M. Monitoring
The Awardee shall permit OCED and other persons duly authorized by OCED to inspect all
contract records, facilities, equipment, materials, and services of the Awardee which are in
any way connected to the activities undertaken pursuant to the terms of this contract, and/or
to interview any clients employees, subcontractors, or assignees of the Awardee. Following
such inspection or interviews, OCED will deliver to the Awardee a report of its findings, and
the Awardee will rectify all deficiencies cited by OCED within the specified period of time set
forth in the report, or provide OCED with a reasonable justification for not correcting the
deficiencies. OCED will determine, in its sole and absolute discretion whether or not the
Awardee's justification is acceptable or if the Awardee must, despite the justification, rectify
the deficiencies cited by OCED in its report.
N. Conflict of Interest
The Awardee agrees to abide by the provisions of 24 CFR 84.42 (24 CFR Part 85.36 for Public
Agencies) and 24 CFR 570.611 with respect to conflicts of interest, and covenants that it
presently has no financial interest and shall not acquire any financial interest, direct or
indirect, which would conflict in any manner or degree with the performance of services
requried under this Agreement. The Awardee further covenants that in the performance of
this Agreement no person having such a financial interest shall be employed or retained by
the Awardee hereunder. These conflict of interest provisions apply to any person who is an
employee, agent, consultant, officer, or elected official or appointed official of the County, or
of any designated public agencies or subrecipients which are receiving funds under the
CDBG Entitlement program.
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The Awardee shall submit to OCED within five days of execution of this contract all updated
Conflict of Interest affidavits, Related Party Disclosure statements, list of current Board
members, and list of all business associations with the following documents:
Original contract or its subsequent amendments.
> Requests for budget revisions.
➢ Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of contract, which
will result in the immediate termination of the agreement, the recovery of the entire funding
award, and the disqualification of funding through OCED for a period of three years.
The Awardee shall disclose any possible conflicts of interest or apparent improprieties of any
party that are covered by the above standards. The Awardee shall make such disclosure in
writing to OCED immediately upon the Awardee's discovery of such possible conflict. OCED
will then render an opinion which shall be binding on all parties.
0. Publicity, Advertisements and Signage
1. - The Awardee shall ensure that all publicity, public relations and advertisements 'and
signs, recognize the Miami -Dade Office of Community and -Economic Development
(OCED) and Community Development Block Grant (CDBG) for the support of all
contracted activities. This is to include, but is not limited to, all posted signs,
pamphlets, wall plaques, cornerstones, dedications, notices, flyers, brochures, news
releases, media packages, promotions, and stationery. All signs used to publicize
OCED contracted activities must be approved by OCED prior to being posted and
must also meet the standard specifications as established by OCED. The use of the
official Miami -Dade OCED logo is permissible
2. The Awardee shall furnish, erect and maintain construction signs in accordance with
sketch included in these contract documents. The signs shall be made of 3h inch
thick marine plywood, newly painted and fettered according to the accompanying
sketch. The signs shall be painted and lettered in accordance with professional
outdoor sign painting standards as to layout, symmetry, proportion, clarity and
neatness and use of weather -resistant colors and materials_ The Awardee shall place
the signs, securely braced and mounted, as shown on the typical project sign
placement diagram or as directed by the engineer. All materials shall be provided by
the Awardee and the signs shall remain in the property of the Owner at the
completion of the contract. NO WORK SHALL COMMENCE UNTIL THE PROJECT
SIGNS ARE SECURED IN PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE
DETAIL SHOWN IN ATTACHMENT F. For this project signs will be required. Payment
for furnishing, installing and maintaining the sign shall be under the bid amount for
mobilization.
P. Procurement
The Awardee must take affirmative steps to procure supplies, equipment, construction, or
services to fulfill this contract from minority and women's businesses, and to provide these
sources the maximum feasible opportunity to compete for subcontracts to be procured
pursuant to this contract. To the maximum extent feasible, these businesses shall be located
in or owned by residents of the Community Development areas designated by OCED in the
CDBG application approved by the supervising federal agency. The Awardee shall assure that
all subcontracts or third party agreements contain provisions with stated goals, that low-
income residents from Community Development focus and service areas be provided with
opportunities for employment and training in contracted activities.
In conformance with Section 3 of the Housing and Community Development Act of 1968, the
Awardee must direct federal financial assistance toward Target Area residents and ensure
that employment and economic opportunities be given to low and very low-income persons,
particularly those who are recipients of government assistance for housing according to the
guidelines mentioned below:
1. The work to be performed under this contract is subject to the requirements of section 3 of
the.Housing and Urban Development Act of 1968, as amended, 12.-U.S.C. 17D1u (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
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greatest extent feasible, be directed to low- and very low-income persons, particularly
persons who are recipients of HUD assistance for housing.
2_ The parties to this contract agree to comply with HUD's regulations in 24 CFR part 135, which
implement section 3. As evidenced by their execution of this contract, the parties to this
contract certify that they are under no contractual or other impediment that would prevent
them from complying with the part 135 regulations.
3. The Awardee agrees to send to each labor organization or representative of workers with
which the Awardee has a collective bargaining agreement or other understanding, if any, a
notice advising the labor organization or workers' representative of the Awardee'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.
4. The Awardee 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
Awardee will not subcontract with any subcontractor where the Awardee has notice or
knowledge that the subcontractor has been found in violation of the regulations in 24 CFR
part 135.
5. The Awardee will certify that any vacant employment positions, including training positions,
that are filled (1) after the Awardee is selected but before the contract 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 Awardee's
obligations under 24 CFR part 135.
6. Noncompliance with HUD's regulations in 24 CFR part 135 may result in sanctions,
termination of this contract for default, and debarment or suspension from future HUD
assisted contracts.
7. 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 (25
U.S.C. 450e) also applies to the work to be performed under this contract. 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 contract 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).
8. Fair Subcontracting Policies (Ordinance 97-35)
All Awardees on County contracts in which subcontractors may be used shall be subject to
and comply with Ordinance 97-35 as amended, requiring Awardees to provide a detailed
statement of their policies and procedures for awarding subcontracts which:
a) notifies the broadest number of local subcontractors of the opportunity to be awarded a
subcontract;
b) invites local subcontractors to submit bids/proposals in a practical, expedient way;
c) provides local subcontractors access to information necessary to prepare and formulate
a subcontracting bid/proposal;
d),' - allows local subcontractors to meet with appropriate personnel of the Awardee to
discuss the Awardee's requirements; and
e-) awards subcontracts based on full and complete consideration of all submitted proposals
and in accordance with the Awardee's stated objectives.
All Awardees seeking to contract with the County shall, as a condition of award, provide a
statement of their subcontracting policies and procedures (see attached Form A-7.2).
Awardees who fail to provide a statement of their policies and procedures may not be
recommended by the County Manager for award by the Board of County Commissioners.
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The term "local" means having headquarters located in Miami -Dade County or having a place
of business located in Miami -Dade County from which the contract or subcontract will be
performed.
The term "subcontractor" means a business independent of a Awardee that may agree with
the Awardee to perform a portion of a contract.
The term "subcontract" means an agreement between a Awardee and a subcontractor to
perform a portion of a contract between the Awardee and the County.
Q. Property
1. Definitions
a. Real Property: Land, land improvements, structures, fixtures and
appurtenances thereto, excluding movable machinery and equipment.
b. Personal Property: Personal property of any kind except real property.
1) Tangible: All personal property having physical existence.
2) Intangible: All personal property having no physical existence such
as patents, inventions, and copyrights
c. Nonexpendable Personal Property: Tangible personal property of a
nonconsumable nature, with a value of $50D or more per item, with a normal
expected life of one or more years, not fixed in place, and not an integral part
of a structure, facility or another piece of equipment.
d. Expendable Personal Property: All tangible personal property other than
nonexpendable property.
2. The Awardee shall comply with the real property requirements as stated below:
a. Any real property under the Awardee's control that was acquired or improved in
whole or in part with CDBG funds received from OCED in excess of $25,000 shall
be either:
1) Used to meet one of the three (3) CDBG national objectives
until five years after the expiration or termination of this
contract, or for such longer period of time as determined by
OCED in its sole and absolute discretion; or
2) Not used to meet one of the three (3) CDBG National Objectives. In
the event the property is not used to meet one of the national
objectives for five (5) years following the expiration or termination of
this Awardee such longer period as determined by OCED-then the
Contract or shall pay to OCED an amount equal to the market value
of the property as may be determined by OCED in its sole and
absolute discretion, less any proportionate portion of the value
attributable to expenditures of non-CDBG funds for acquisition of, or
improvement to, the property. Reimbursement is not required after
the period of time specified in Paragraph Q.2.a.1., above.
b. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds from OCED for $25,000
or less shall be disposed of, at the expiration or termination of this
contract, in accordance with instructions from OCED.
c. All real property purchased or improved in whole or in part with funds
from this and previous contracts with OCED, or transferred to the
Awardee after being purchased in whole or in part with funds from
OCED, shall be listed in the property records of the Awardee and shall
include a legal description; size; date of acquisition; value at time of
acquisition; present market value; present condition; address or
15
location; owner's name if different from the Awardee; information on
the transfer or disposition of the property; and map indicating
whether property is in parcels, lots, or blocks and showing adjacent
streets and roads. The property records shall describe the
programmatic purpose for which the property was acquired and
identify the CDBG nationalobjective that will be met. if the property
was improved, the records shall describe the programmatic purpose
for which the improvements were made and identify the CDBG
national objective that will be met.
d. For awards involving the purchase or improvement of real property,
the Awardee agrees to execute a mortgage, loan document, or
restrictive covenant for the CDBG award with OCED within 180 days
after the execution of this agreement. Failure to comply with this
requirement may result in the retraction of the CDBG award for the
project and termination of this agreement.
e. All real property shall be inventoried annually by the Awardee and an
inventory report shall be submitted to OCED. This report shall include
the elements listed in Paragraph T.2.c., above.
3. The Awardee shall comply with the nonexpendable personal property requirements
as stated below.
a. All nonexpendable personal property purchased or improved in whole
or in part with funds from this and previous contracts with OCED
shall be listed in the property records of the Awardee and shall
include a description of the property; location; model number;
manufacturer's serial number; date of acquisition; funding source;
unit cost at the time of acquisition; present market value; property
inventory number; information on its condition; and information on
transfer, replacement, or disposition of the property.
b. All nonexpendable personal property purchased or improved in whole
or in part with funds from this and previous contracts vvith OCED
shall be inventoried annually by the Awardee and an inventory report
shall be submitted to OCED. The inventory report shall include the
elements listed in Paragraph Q.3.a., above.
c, Title (ownership) to all nonexpendable personal property purchased in whole
or in part with funds given to the Awardee pursuant to the terms of this
contract shall vest in the County and OCED.
4. The Awardee shall obtain prior written approval from OCED for the
disposition of real property, expendable personal property, and
nonexpendable personal property purchased or improved in whole or in part
with funds given to the Awardee or subcontractor pursuant to the terms of
this contract. The Awardee shall dispose of all such property in accordance with
instructions from OCED. Those instructions may require the return of all such
property to OCED.
R. Program Income
1. Program income as defined in 24 CFR Part 570.500 means gross income received by
the Awardee directly generated from activities supported by CDBG funds. When
program income is generated by an activity that is only partially assisted with CDBG
funds, the income shall be prorated to reflect the percentage of CDBG funds used.
2. The Awardee shall not, under any circumstances, use program income to pay for
charges or expenses that are specifically not allowed pursuant to the terms of this
contract and applicable federal regulations or rules or any County rules or ordinance.
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a. The Awardee shall comply with the program income provisions in OCED's
Contract Compliance Manual. If any program income provisions of the
Contract Compliance Manual conflict with any program income provisions of
this contract, the provisions of this contract shall rule.
b. The County may in its sole discretion allow Awardee to Use Program
Income to carry out eligible activities. The Awardee may request to
use Program Income for eligible activities. If the Awardee requests to
use Program Income, the Awardee shall report to OCED all cumulative
Program Income generated from activities financed in whole or in part
by funds from this contract. This information, along with a check
payable to Miami -Dade County for the generated Program Income,
must be submitted Quarterly as part of the Fiscal Section of the
Awardee's Progress Report as outlined in Section II, Paragraph D.2.a.
c. The Awardee shall report Program Income for as long as it receives
and/or has control over Program Income generated from this and any
previous contracts with OCED.
d. The Awardee shall provide to OCED a written explanation of the
activities to be assisted with Program Income and shall obtain
OCED's written approval prior to implementing those activities. Ail
provisions of this contract shall apply to any activity performed using
Program Income.
e. Subject to the limitations set forth in this paragraph, the Awardee may use
program income to fund any CDBG eligible activity as provided for and
defined by 24 CFR Part 570 et seq.
f. Program income from a revolving loan activity must be used only for the
same revolving loan activity.
g. Program income from a revolving loan activity, such as loan repayments,
interest eamed, late fees, and investment income, shall be substantially
disbursed to eligible loans, loan -related programmatic costs, and operational
costs for the same revolving loan activity before the Awardee may request
additional CDBG funds for that activity.
h. All program income from nonrevolving loan activities shall be substantially
disbursed to carry out other OCED approved CDBG eligible activities, and to
cover operational costs before requesting additional CDBG funds.
Any proceeds from the sale of property as detailed in Section 11, Paragraph
Q.4., above, shall be considered program income.
The Awardee shall obtain, as part of the required audit report, validation by a
certified auditor of all program generated income and its disposition.
3. Upon expiration or termination of this contract or at the end of any program year, the
Awardee shall transfer to the County any program income funds on hand, and any
program income accounts receivable attributable to any CDBG funded activities.
OCED may require remittance of all or part of any program income balances
(including investments thereof) held by the Awardee (except those needed for
immediate cash needs, cash balances of a revolving loan fund, cash balances from a
lump sum drawdown, or cash or investments held for Section 108 Security needs).
4. OCED; in its sole and absolute discretion, reserves the right to pursue other courses
of action in the retention and use of program income generated by the Awardee, and
such action shall not require an amendment to this contracts.
S. Travel
The Awardee shall comply with the County's travel policies. Documentation of travel
expenses shall conform to the requirements of OCED's Contract Compliance Manual.
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T. Subcontracts and Assignments
1. Unless otherwise specified in this contract, the Awardee shall not subcontract any
portion of the work without the prior written consent of the County. Subcontracting
without the prior consent of the County may result in termination of the contract for
breach. When Subcontracting is allowed, the Awardee shall comply with County
Resolution No. 1634-93, Section 10-34 of the County Code and Section 2-8.8 of the
County Code. The Awardee shall ensure that all subcontracts and assignments:
a. Comply with all requirements and regulations specified in OCED's Contract
Compliance Manual.
b. Identify the full, correct, and legal name of the party;
c. Describe the activities to be performed;
d. Present a complete and accurate breakdown of its price component;
e. Incorporate a provisionrequiring compliance with all applicable a regulatory
and other requirements of this contract and with any conditions of approval
that the County or OCED deem necessary. This applies only to subcontracts
and assignments in which parties are engaged to carry out any eligible
substantive programmatic service, as may be defined by OCED, set forth in
this contract. OCED shall in its sole discretion determine when services are
eligible substantive programmatic services and subject to the audit and
record -keeping requirements described above, and;
Incorporate the language of Attachment E, "Certification Regarding
Lobbying."
2. The Awardee shall incorporate in all consultant subcontracts this additional
provision:
The Awardee is not responsible for any insurance or other fringe benefits, e.g., social
security, income tax withholdings, retirement or leave benefits, for the Consultant or
employees of the Consultant normally available to direct employees of the Awardee.
The Consultant assumes full responsibility for the provision of all insurance and
fringe benefits for himself or herself and employees retained by the Consultant in
carrying out the Scope of Services provided in this subcontract.
3. The Awardee shall be responsible for monitoring the contractual performance of all
subcontracts and their progress toward meeting the approved goals and objectives
indicated in the attached Scope of Services
4. The Awardee shall receive from OCED written prior approval for any subcontract prior
to engaging any party who agrees to carry out any substantive programmatic
activities as may be determined by OCED as described in this contract. OCED's
approval shall be obtained prior to the release of any funds for the subcontractor.
5. The Awardee shall receive written approval from OCED prior to either assigning or
transferring any obligations or responsibility set forth in this contract or the right to
receive benefits or payments resulting from this contract.
6. Approval by OCED of any subcontract or assignment shall not under any
circumstance be deemed to provide for the incurrence of any obligation by OCED in
excess of the total doriar amount agreed upon this contract.
7. If the subcontract involves $100,000 or more to provide services listed in the Scope of
Services or suppliers to supply the materials, the Awardee shall provide the names of
the subcontractors and suppliers to OCED. The Awardee agrees that it will not
change or substitute subcontractors or suppliers from the list without prior written
approval from OCED.
U. Additional Funding
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The Awardee shall notify OCED of any additional funding received for any activity described in
this contract. Such notification shall be in writing and received by OCED within thirty (30)
days of the Awardee's notification by the funding source.
V. Method of Payment
The Awardee shall .be_paid as described below:
1. The Awardee shall be paid for those expenses allowed pursuant to the provisions
provided below only when the Awardee submits to OCED adequate proof, as
determined by OCED in its sole discretion, that the Awardee has incurred the
expenditures. It shall be presumed that the Awardee has provided adequate proof of
having incurred expenses if the Awardee submits to OCED canceled checks or
original invoices approved by the Awardee's authorized representative. When original
documents cannot be presented, the Awardee must adequately justify their absence
in writing and furnish copies of those documents to OCED. The Awardee must
adequately justify their absence in writing and furnish copies of those documents to
OCED. The Awardee shall be paid only for those expenditures contained within
Attachment B, "Budget," to this contract as it may be revised with the prior written
approval by OCED.
2. Requests for payment shall be assembled by calendar month and submitted to OCED
no less frequently than monthly. Expenditures incurred by the Awardee must be
submitted to OCED for payment within 30 days after the month in which the
expenditures were incurred, Failure to comply may result in rejection of invoices.
3. In no event shall the County provide advance CDBG funding to the Awardee or to any
subcontractor hereunder nor shall the Awardee advance CDBG funds to any party.
4. Any payment due under the terms of this contract may be withheld pending the
receipt and approval by OCED of all reports and documents which the Awardee is
required to submit to OCED pursuant to the terms of this contract or any
amendments thereto.
5. All payments will be limited to the quarterly payment schedule that accompanies the
action step chart in the scope of services and payment is contingent on the
achievement by the Awardee of the quarterly accomplishment levels identified in the
scope of services portion of this agreement — Attachment "A," which shall be
submitted with all payment requests and shall clearly identify the completed level of
accomplishments met. This shall also apply to soft costs associated with project
delivery.
6. No payments will be made without evidence of appropriate insurance required by this
contract. Such evidence must be on file with OCED and the County's Risk
Management Division. OCED must receive the final request for payment from the
Awardee no more than thirty (30) calendar days after the expiration or termination of
this contract. if the Awardee fails to comply with this requirement, the Awardee will
forfeit all rights to payments if OCED, in its sole discretion, so chooses.
7. Within thirty (30) calendar days after this contract expires or is terminated, the
Awardee shall provide to OCED a list of all invoices and costs that relate to this
contract's approved Budget and that have not been submitted to OCED. Any invoice
received by OCED, subsequent to receipt of this list by OCED which reflects a cost
not included on this list will not be paid.
8. Alt monies paid to the Awardee which have not been used to retire outstanding
obligations of this contract must be refunded to OCED in accordance with OCED's
Contract Compliance Manual.
9. Any unexpended funds remaining after the completion of the services under this
contract, or after termination of this contract for any reason, shall be recaptured in
full by the County.
10. In the event the County determines that the Awardee has breached the terms
of this agreement and that the County is entitled to return of any or all of the
funds awarded under this contract, Awardee agrees to and shall assign any
proceeds to the County from any contract between the County, its agencies
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or instrumentalities and the Awardee or any firm, corporation, partnership or
joint venture in which the Awardee has a controlling financial interest in order
to secure repayment of this award. "Controlling financial interest" shall mean
ownership, directly or indirectly to ten percent or more of the outstanding
capital stock in any corporation or a direct or indirect interest of ten percent
or more in a firm, partnership or other business entity.
W. Reversion of Assets
The Awardee shall return to OCED, upon the expiration or termination of this
contract all assets, owned or held by Awardee as a result of this contract, including,
but not limited to any CDBG funds on hand, any accounts receivable, any
overpayments due to unearned funds or costs disallowed pursuant to the terms of
this contract that were disbursed to the Awardee by the County, other than
reasonable operating and deficit reserves established by Awardee and which are
connected with the real property. In the case of activities involving real property,
such reserves shall not be distributed to any partner or subcontractor prior to
repayment to OCED of the CDBG Loan. The Awardee shall at the request of the
County execute any and all documents, including but not limited to mortgages
securing the property and UCC financing statements, as required by the County to
effectuate the reversion of assets.
III. The County Agrees:
Subject to the availability of funds, to pay for contracted activities according to the terms and
conditions contained within this contract in an amount not to exceed $2000000.
IV. The Awardee and OCED Agree:
A. Effective Date
1. This contract shall begin on January 1, 2007 . Any costs incurred by the Awardee
prior to this date will not be reimbursed by the County.
2. This contract shall expire on June 30, 2008. Any costs incurred by the
Awardee beyond this date will not be reimbursed by the County. The term of
this agreement and the provisions herein may be extended by the County to
cover any additonat time period during which the Awardee remains in control
of the CDBG funds or other assests, including Program Income to support
CDBG eligible activites. Any extension made pursuant to this paragraph shall
be accomplished by a writing by the County to the Awardee. Such notice
shall automatically become a part of this contract.
3. This contract may, at the sole and absolute discretion of the County and OCED,
remain in effect during any period that the Awardee has control over contract funds,
including program income. However, the County shall have no obligation or
responsibility to make any payment, except those described within Section II,
Paragraph V, or provide any type of assistance or support to the Awardee if this
contract has expired or been terminated.
B. Suspension
OCED may, for reasonable causes as determined in OCED's sole and
absolute discretion, temporarily. suspend the Awardee's operations and
authority to obligate funds under this contract or withhold payments to the
Awardee pending necessary corrective action by the Awardee or both.
Reasonable cause shall be determined by OCED, in its sole and absolute
discretion, and may include, but is not limited to:
a. Ineffective or improper use of these contract funds by the Awardee or any of
its subcontractors;
b. Failure by the Awardee to comply with any term or provision of this contract;
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c. Failure by the Awardee to submit any documents required by this contract; or
d. The Awardee's submittal of incorrect or incomplete reports or other required
documents.
2. in the event of a default by the Awardee, OCED may al any time suspend the
Awardee's authority to obligate funds, withhold payments or both. These actions may
apply to only part or all of the activities funded by this contract.
3. OCED will notify the Awardee of the type of action to be taken in writing by certified
mail, return receipt requested, or in person with proof of delivery. The notification will
include the reason(s) for such action, the conditions of the action, and the necessary
corrective action(s). OCED will give the Awardee reasonable opportunity to rectify
any action or inaction referenced above.
C. Termination
1. Termination at Will
This contract, in whole or in part, may be terminated by OCED upon no less than ten
(10) working days notice when OCED determines that it would be in the best interest
of OCED and the County. Said notice shall be delivered by certified mail, return
receipt requested, or in person with proof of delivery.
2. Termination for Convenience
OCED nay terminate this contract, in whole part, when both parties agree that the
continuation of the activities would not produce beneficial results commensurate
with the further expenditure of funds. Both parties shall agree upon the termination
conditions. OCED, at its sole discretion, reserves the right to terminate this contract
without cause upon thirty (30) days written notice. Upon receipt of such notice, the
Awardee shall not incur any additional cost under this contract. OCED shall be liable
only for reasonable costs incurred by the Awardee prior to notice of termination.
OCED shall be the sole judge of "reasonable costs."
3. Termination Because of Lack of Funds
In the event of a funding short -fall, or a reduction in federal appropriations, or should
funds to finance this contract become unavailable, OCED may terminate this contract
upon no less than twenty-four (24) hours written notification to the Awardee. Said
notice shall be delivered by certified mail, return receipt requested, or in person with
proof of delivery. OCED shall be the final authority in determining whether or not
funds are available. OCED may at its discretion terminate, renegotiate and/or adjust
the contract award, whichever is in the best interest of the County.
4. Termination for Substantial Funding Reduction
In the event of a substantial funding reduction of the allocation to the Awardee
through Board of County Commissioners action, the Awardee may, at its discretion,
request in writing from the Director of OCED a release from its contractual
obligations to the County. The Director of OCED will review the effect of the request
on the community and the County prior to making a final determination.
5. Termination for Breach
OCED may terminate this contract, in whole or in part, when OCED determines, in its
sole and absolute discretion, that the Awardee is not making sufficient progress
thereby endangering the ultimate contract performance, or is not materially
complying with any term or provision of this contract.
Unless the Awardee's breach is waived by OCED in writing, OCED may, by written
notice to the Awardee, terminate this contract upon no less than twenty-four (24)
hours notice. Said notice shall be delivered by certified mail, return receipt requested,
or in person with proof of delivery. Waiver of breach of any provision of this contract
shall not be deemed to be a waiver of any other breach and shall not be construed to
be a modification of the terms of this contract. The provisions herein do not limit
OCED's right to legal or equitable remedies.
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5, Penalties for Fraud, Misrepresentation or Material Misstatement
In accordance with the Code of Miami -Dade County, Section 2-8.1.4, any individual or
corporation or other entity that attempts to meet its contractual obligations with the
County through fraud, misrepresentation or material misstatement, shall be
terminated, whenever practicable, as determined by the County.
The County may terminate or cancel any other contracts with such individual or
subcontracted entity it has with the County. Such individual or entity shall be
responsible for all direct and indirect costs associated with such termination or.
cancellation, including attorneys fees.
The foregoing notwithstanding, any individual or entity who attempts to meet its
contractual obligations with the County through fraud, misrepresentation or material
misstatement may be disbarred from County contracting for up to five (5) years.
7. Payment Settlement
If termination occurs, the Awardee will be paid for allowable costs incurred in
carrying out activities required by this contract up to the date and time of termination,
D. Renegotiation or Modification
1. Modifications of provisions of this contract shall be valid only when in writing and
signed by duly authorized representatives of each party. The parties agree to
renegotiate this contract if OCED, in its sole and absolute discretion determines that
federal, state, and/or County revisions of any appiicable laws or regulations, or
increases or decreases in budget allocations make changes in this contract
necessary. OCED shall be the final authority in determining whether or not funds for
this contract are available due to Federal, state and/or County revisions of any
applicable laws or regulations, or increases or decreases in budget allocations.
2. CONTRACT EXTENSION
The County shall have the right to exercise an option to extend this contract for up to
one year beyond the current Contract period and will notify the Awardee(s) in writing
of the extension. This contract may be extended beyond the initial year extension
period upon mutual agreement between the County and the Awardee(s), upon
approval by the Director of the Office of Community and Economic Development.
E. Right to Waive
OCED may, for good and sufficient cause, as determined by OCED in its sole and absolute
discretion, waive provisions in this contract or seek to obtain such waiver from the
appropriate authority. Waiver requests from the Awardee shall be in writing. Any waiver shall
not be construed to be a modification of this contract.
OCED's failure to exercise any of its rights under this contract or OCED's waiver of a
provision on any one occasion shall not constitute a waiver of such rights or provision on any
other occasion. No failure or delay by OCED in the exercise of any right shall operate as a
waiver.
F. Budget Revisions and Changes to the CDBG Eligibility Activity Title
1. Revisions to the Budget (Attachment B) shall be requested in writing and must
comply with OCED's Contract Compliance Manual. These revisions shall not require
a contract amendment unless the amount of this contract is changed or unless
otherwise required by OCED. All budget revisions shall require the written approval
of OCED. OCED shall have no obligation to approve payment of expenditures
incurred prior to the approval of the budget revision related to such
expenditures.
Budget Revisions Through County Resolution
Should a portion of the funding allocation to the Awardee be rescinded by action
from the Board of County Commissioners, written notification via certified mail to the
Awardee advising of the funding reduction shall be sent by OCED no later than 5
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working days of the action; written notification will constitute a contract amendment.
The Awardee will have five working days upon receipt of certified return receipt
notification to submit a revised budget reflecting funding adjustments. Should the
modified budget. not be received within the specified time, OCED will revise the
budget at its discretion.
.00ED in its sole and absolute discretion will determine whether substantial
reductions will necessitate revision and resubmittal of the Scope of Service
(Attachment A). Revisions to the Scope of Service, when required, will be negotiated
to the mutual satisfaction of both parties.
3. Revisions to the CDBG eligibility activity titles under which this contract's objectives
are classified as noted in the Scope of Services shall not require a contract
amendment.
G. Disputes
In the event an unresolved dispute exists between the Awardee and OCED, OCED shall refer
the questions, including the views of all interested parties and the recommendation of OCED,
to the County Manager for determination. The County Manager, or an authorized
representative, will issue a determination within thirty (30) calendar days of receipt and so
advise OCED and the Awardee or in the event additional time is necessary, OCED will notify
the Awardee within the thirty (30) clay period that additional time is necessary. The Awardee
agrees that the County Manager's determination shall be final and binding on all parties.
H. Headings
The section and paragraph headings in this contract are inserted for convenience only and
shall not affect in any way the meaning or interpretation of this contract.
Minority Participation
In order to gain greater Black business participation, the Awardee may submit its contracts to
the County Manager for bidding and, award in accordance with County policies and
procedures.
Proceedings
This contract shall be construed in any manner pertaining or relating to this contract shall, to
the extent permitted by taw, be held in Miami -Dade County, Florida.
K. Independent Private Sector Inspector General Reviews
1. Miami -Dade County has established the Office of the Office of Inspector General
which is empowered to perform random audits on all County contracts throughout
the duration of each contract. Grant recipients are exempt from paying the cost of
the audit which is normally'h of 1% of the total contract amount.
The Miami -Dade County Inspector General is authorized and empowered to review
past, present and proposed County and Public Health Trust programs, contracts,
transactions, accounts, records and programs. In addition, the Inspector General has
the power to subpoena witnesses, administer oaths, require the production of
records and monitor existing projects and programs. Monitoring of an existing
project or program may include a report conceming whether the project is on time,
within budget and in compliance with plans, specifications and applicable law.
The inspector General is empowered to analyze the necessity of and reasonableness
of proposed change orders to the Contract. The inspector General is empowered to
retain the services of independent private sector inspectors general (IPSIG) to audit,
investigate, monitor, oversee, inspect and review operations, activities, performance
and procurement process including but not limited to project design, bid
specifications, proposal submittals, activities of the Provider, its officers, agents and
employees, lobbyists, County staff and elected officials to ensure compliance with
contract specifications and to detect fraud and corruption.
Upon ten (10) days prior written notice to the Provider from the Inspector General or
IPSIG retained by the Inspector General, the Provider shall make all requested
23
records and documents available to the Inspector General or IPSIG for inspection and
copying. The Inspector General and IPSIG shall have the right to inspect and copy ail
documents and records in the Provider's possession, custody or control which, in
the Inspector General or IPSIG's sole judgment, pertain to performance of the
contract, including, but not limited to original estimate files, worksheets, proposals
and agreements from and with successful and unsuccessful subcontractors and
suppliers, all project -related correspondence, memoranda, instructions, financial
documents, construction documents, proposal and contract documents, back -charge
documents, all documents and records which involve cash, trade or volume
discounts, insurance proceeds, rebates, or dividends received, payroll and personnel
records, and supporting documentation for the aforesaid documents and records.
The provisions in this section shall apply to the Provider, its officers, agents,
employees, subcontractors and suppliers. The Provider shall incorporate the
provisions in this section in all subcontractors and all other agreements executed by
the Provider in connection with the performance of the contract.
Nothing in this contract shall impair any independent right of the County to conduct
audit or investigative activities. The provisions of this section are neither intended
nor shall they be construed to impose any liability on the County by the Provider or
third parties. The Awardee is aware that Miami -Dade County Office of the Inspector
General has the right to perform ramdom audits on all county contracts throughout
the duration of each contract. Grant Recipients are exempt from paying the costs of
the audit, which is normally 'A of 1%of the total contract amount.
L. Notice and Contact
OCED's representative f r this ntract is Zafar Ahmed.. The Awardee's representative for this
contract is cam- %�te Awardee's principal office is at 444 SW 2nd Avenue Miami, FL
33130. The Awardee's telephone number is 305 416-1978.
In the event that different representatives are designated by either party after this contract is
executed, or the Awardee changes its address, notice of the name of the new representative
or new address will be rendered in writing to the other party and said notification attached to
originals of this contract
M. Name and Address of Payee
When payment is made to the Awardee's assignee, the name and address of the official payee
is: N/A -
N. Waiver of Trial
Neither the Awardee, subcontractor, nor any other person liable for the responsibilities,
obligations, services and representations herein, nor any assignee, successor, heir or
personal representative of the Awardee, subcontractor or any such other person or entity
shall seek a jury trial in any lawsuit, proceeding, counterclaim or any other litigation
procedure based upon or arising out of this Contract, or the dealings or the relationship
between or among such persons or entities, or any of them. Neither Awardee, subcontractor,
nor any such person or entity will seek to consolidate any such action in which a jury trial has
been waived. The provisions of this paragraph have been fully discussed by the parties
hereto, and the provisions hereof shall be subject to no exceptions. No party has in any way
agreed with or represented to any other party that the provisions of this paragraph will not be
fully enforced in all instances.
O. Assignment
The Awardee shall not assign, transfer, hypothecate or otherwise dispose of this contract,
including any rights, title or interest therein, or its power to execute such contract to any
person, company or corporation without the prior written consent of the County.
P. Third Parties
This agreement is intended for the sole and exclusive benefit of the parties and is not
intended to benefit any third party nor shall it be deemed to give rise to any rights in any third
party
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Survival
The parties acknowledge that any of the obligations in this agreement, including but
not limited to Awardee's obligation to indemnify the County, will survive the term,
termination, and cancellation hereof, Accordingly, the respective obligations of the
Awardee and the County under this agreement, which by nature would continue
beyond the termination, cancellation or expiration thereof, shall survive termination,
cancellation or expiration hereof.
R. All Terms and Conditions Included:
This contract and its attachments as referenced (Attachment A - Scope of Services;
Attachment Al - Action Steps; Attachment B - Budget; Attachment C - Progress Report;
Attachment D - Information for Environmental Review; Attachment E - Certification Regarding
Lobbying; Attachment F - Publicity, Advertisements and Signage; and Attachment G -
Subgrant Agreement) contain all tfie terms and conditions agreed upon by the parties.
25
IN WITNESS THEREOF, the parties hereto have cause his tw= •si (26) page contract to be executed by
their undersigned officials as duly authorized, this day of ,�,/ • 2007.
AWARDEE:
«AGENCY»
BY:
NAME: Pedro G. Hernandez
TITLE: City Manager
DATE:
BY:
7/24r/07
NAME Priscilla A. Thompson
TITLE: City Clerk
DATE
Witnesses:
BY:
BY:
'7ic6d'7
(Signature)
Type or Print Name
(Signature)
Type or Print Name
Federal ID Number: 59-6000375
Resolution #: R-07-0131
Awardee's Fiscal Year Ending Date: September 30
CORPORATE SEAL:
MIAMI-DADE COUNTY
BY:
NAME:
TITLE: County Manager
ATTEST
BY:
TITLE: Clerk, Board of County
Commissioners
Approved as tOBalm
and tie f SUi
ASSIsta County Attorney
Date
CONTRACT IS NOT VALID UNTIL SIGNED AND DATED BY BOTH PARTIES
26
ATTEST:
By.
Priscilla A.Tho ..son
City Clerk
-a "7
APPROVED .; S TO/
INSURANCE REQIi ' ENTS:
y:
r
kt,
LeeAnn Brehm, Administrator
Risk Management
CQ4k 2NNS Q(U - r J ctPktty
CITY OF MIAMI, a municipal
Corporation of the State of Florida
By:
Pedro G. dez
City Manag.er
APPROVED AS TO FORM AND
CORRECTI` SS: