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HomeMy WebLinkAbout24767AGREEMENT INFORMATION AGREEMENT NUMBER 24767 NAME/TYPE OF AGREEMENT GREATER ST. PAUL A.M.E. CHURCH, INC. DESCRIPTION DISBURSEMENT AGREEMENT/HIBISCUS WILLIAMS 3472- 3478 HISBICUS ST/FILE ID: 12545/R-22-0406/MATTER ID: 23- 2018/#5 EFFECTIVE DATE November 28, 2023 ATTESTED BY TODD B. HANNON ATTESTED DATE 12/7/2023 DATE RECEIVED FROM ISSUING DEPT. 1/17/2024 NOTE a141kri DISBURSEMENT AGREEMENT FOR GREATER ST. PAUL A.M.E. CHURCH HIBISCUS-WILLIAMS This Disbursement Agreement for American Rescue Plan Act of 2021 ("ARPA") funds ("Agreement") is made as of this 3?Pr' day of j\,Qyp / , 2023 by and between GREATER ST. PAUL A.M.E. CHURCH, INC., a Florida not for profit corporation (hereinafter referred to as `Beneficiary"), and the CITY OF MIAMI, a municipal corporation of the State of Florida (hereinafter the "City"). RECITALS WHEREAS, the Beneficiary is constructing an affordable housing project that will be known as the Hibiscus -Williams Project and will rehabilitate ten (10) units at the Greater St. Paul African Methodist Episcopal Church located at 3472-3478 Hibiscus Street and 3574 William Avenue (the "Project"), that will increase the supply of rental housing units including units for Moderate Individuals and Households, by providing additional affordable rental units; and WHEREAS, on October 27, 2022, the Miami City Commission adopted Resolution No. R-22-0406 authorizing the allocation of APRA funds (the "ARPA Funds") in the total not to exceed amount of $2,200,000.00 to Beneficiary for the Program's construction costs, subject to the City's Housing and Commercial Loan Committee ("HCLC") and ARPA Consultant Approval; and WHEREAS, on, July 19, 2023, the HCLC approved an allocation of ARPA funds in the total amount not to exceed of $2,200,000.00 to Beneficiary for the Program's construction costs; and WHEREAS, the funding commitment of the City to the Beneficiary for the ARPA Funds is more fully described in that certain ARPA Grant Agreement of even date herewith (the "ARPA Agreement"); and WHEREAS, the Beneficiary and the City desire to establish the mechanism whereby the Beneficiary will apply to receive the ARPA Funds; and NOW, THEREFORE, for and in consideration of the Beneficiary's construction and development of the Project and the reciprocal agreements set forth herein, the Beneficiary and the City agree as follows: ARTICLE I DISBURSEMENT PROCEDURE 1.1 The ARPA Agreement establishes the conditions to the City's obligation to grant the ARPA Funds to the Beneficiary. The Beneficiary may not request disbursement of funds pursuant to this Agreement until such funds are needed for the reimbursement of eligible costs. In addition, each request for disbursement of funds shall be in proportion to the percentage of construction that has been completed. Any disbursement shall not be in excess of the proportion of the percentage of completed construction. The total amount of disbursements shall not exceed $2,200,000.00. Page 1 of ' Provided the City is obligated to disburse the ARPA Funds pursuant to the terms of ARPA Agreement and this Agreement, the City will disburse such funds in accordance with this Article I. 1.2 The Beneficiary shall submit draw requests for the ARPA Funds, which draw requests will be submitted not more frequently than one (1) time per month. The Beneficiary will submit or cause to be submitted the following documentation to the City for the City's review for sufficiency, prior to any disbursement of ARPA Funds by the City: (a) Hard Costs: (i) A written request for disbursement ("Request for Disbursement"), in a form acceptable to the City, setting forth such details concerning construction of the Project as the City shall require, including: the amount paid to date to the General Contractor constructing the Project (the "Contractor") and pursuant to the contract for the construction of the Project between the Beneficiary and the Contractor (the "Construction Contract"); the amounts, if any, paid directly by the Beneficiary to subcontractors of the Contractor and material men; the amount then currently payable to the Contractor, broken down by trades; the amounts paid on account of the Contractor's construction fee; and the balance of the construction costs which will remain unpaid after the payment of the amount currently payable. (ii) Any Request for Disbursement must be submitted to the City by no later than the thirtieth (30t) day of each month. Each Request for Disbursement must be signed by the Beneficiary, the Architect for the Project and the Contractor. (iii) Applications for receiving ARPA Funds for reimbursement of hard costs will include a Memorandum of Advance and such architectural documents as the City may require. The City Inspector, as described in Section 1.3 hereof, shall be required to certify with each draw request: the amount of work on the Project that has been completed; the good and acceptable workmanship of the Contractor and its subcontractors; compliance with approved fmal plans and specifications of the Project; and such other matters as the City may require. Lien waivers/releases shall be submitted to the City Inspector for review and approval before each disbursement. If the City requires that its title insurance policy be updated, the Beneficiary shall also submit to the title insurance company all lien waivers/releases in connection with each proposed draw. All costs associated with the title insurance company updating the title insurance policy shall be paid by the Beneficiary. (b) Soft Costs: (i) A Request for Disbursement, in a form acceptable to the City, together with: (a) original invoices of those costs for which the Beneficiary is requesting disbursement (If 50% or less of a soft cost is being requested from the City, a copy of the invoice can accompany the Request for Disbursement.), and (b) copies of the Beneficiary's checks, proof of ACH or wire transfer, in payment of each soft cost for which disbursement is being requested. (ii) Within thirty (30) days of the date of each Request for Disbursement, the Beneficiary shall submit to the City copies of its cancelled checks, proof of ACH or wire transfer, confirming fmal payment of each cost included in such Request for Disbursement. Page 2 of t b (iii) Each Request for Disbursement of soft costs must be signed by the Beneficiary. (c) Such other information and documents as the City may require including but not limited to Phase 1 environmental report in a form acceptable to the City. (d) Each Request for Disbursement shall constitute a representation and certification by the Beneficiary and the Contractor to the City that: (i) The materials have been physically incorporated into the Project, free of liens and security interests, and that the construction of the Project to date has been performed substantially in accordance with the drawings and specifications and in a first-class workmanlike manner; (ii) All governmental licenses and permits required by the Project as then completed have been obtained and are available for inspection by the City; (iii) The Project as then completed does not violate any law, ordinance, rule, regulation, or order or decree of any court or governmental authority; and (iv) No Event of Default has occurred and is continuing and there is no continuing default under the Construction Contract. (v) The Beneficiary, the Contractor and each subcontractor has complied with all Federal, state and local laws and regulations relating to labor standards. (vi) Such other information and documents as the City may reasonably require. 1.3 The City Inspector will review the work that is incorporated into the Project and for which each Request for Disbursement of the ARPA Funds is submitted. The City Inspector will review and approve the fmal plans and specifications for the Project and will review and approve the draw requests based on the percentage of work completed. The City Inspector's reviews, approvals, and conclusions shall be for the sole benefit of the City. All construction change orders must receive the prior written approval of the City Inspector. Change orders that have not received the prior written approval of the City Inspector shall not be approved for payment/ reimbursement by the City. 1.4 Within ten (10) working days of its receipt of a Request for Disbursement delivered pursuant to Section 1.2 hereof and without attempting to verify the completeness of same, the City will notify the City Inspector of the need to inspect the progress of construction work at the Project (the "Notification") and shall forward to the City Inspector the Request for Disbursement that has been delivered by the Beneficiary. 1.5 The City Inspector shall complete its inspection and submit its report to the City within five (5) working days of receipt of the Notification. 1.6 If the City finds the materials submitted by the Beneficiary and the report of inspection by the City Inspector to be satisfactory to the City and in accordance with the ARPA Agreement, the City shall fund to the Beneficiary the sum requested by the Beneficiary or such lower sum as the City deems appropriate. Page 3 of �, 1.7 The City shall fund disbursements of the ARPA Funds by no later than fourteen (14) working days after it has received both the Request For Disbursement, in the form required by Section 1.2 hereof, and the inspection report of the City Inspector, in the form required by Sections 1.2 and 1.3 hereof. 1.8 The City shall retain five percent (5%) of the ARPA Funds allocated to the Beneficiary (the "Allocation Retainage") until it has received confirmation that the project has issued a Certificate of Occupancy, and at the Beneficiary's sole cost, a Final Cost Certification prepared by an independent certified public accountant, both in form and substance acceptable to the City. 1.9 The City reserves the right to refuse to fund any disbursement request(s) in the event that the City determines that the Project and/or the Beneficiary are not in compliance with any local, state or federal law or requirement, including but not limited to the United States Department of the Treasury's final rule, 31 CFR Part 35, that implements the Coronavirus State Fiscal and Local Fiscal Recovery Funds established under the American Rescue Plan Act of 2021, or an material provision of the Grant Documents. 1.10 Disbursements for other than hard costs, if permitted pursuant to the ARPA Agreement, shall be made in accordance with the City of Miami Department of Housing and Community Development Disbursement of Funds Checklist. 1.11 All ARPA Funds must be drawn down by December 31, 2026, in accordance with ARPA regulations. ARTICLE II MISCELLANEOUS 2.1 This Agreement may only be amended in writing by all the parties hereto. 2.2 This Agreement, the ARPA Agreement and the other documents executed by the parties in connection therewith constitute the entire agreement between the parties hereto and no other agreements or representations, unless incorporated in this Agreement, shall be binding upon any of the parties hereto. 2.3 All capitalized terms not defined herein shall have the meanings provided in the ARPA Agreement. 2.4 In the event litigation, arbitration, or mediation, between the parties hereto, arises out of the terms of this Agreement, each party shall be responsible for its own attorneys fees, costs, charges, and expenses through the conclusion of all appellate proceedings, and including any final settlement or judgment. 2.5 Counterparts and Electronic Signatures. This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. Page 4 of IN WITNESS WHEREOF, this Agreement has been executed by the Beneficiary and the City on the date first above written. WITNESSES: -6Print Name: Z sk r tifh Print Names } h1 I eiit% W1,4 IK BENEFICIARY'S ADDRESS: Greater St. Paul A.M.E. Church, Inc. 3680 Thomas Ave. Attention: Nathaniel Robinson STATE OF FLORIDA COUNTY OF MIAMI-DADE BENEFICIARY: GREATER ST. PAUL A.M.E. CHURCH, INC., a Florida not for profit corporation By: Print ame: Nathanie obinson Title: President & CEO ACKNOWLEDGMENT The foregoing instrument acknow edged before me by means of O physical presence or O online notarization, this '( day o ( 424-, 2023 by Nathaniel Robinson as President of Greater St. Paul A.M.E. Church, Inc a is personally known to meyr has produced as identification. (NOTARY PUBLIC SEAL) ;t 7t?:, ROSA E. WILLIAMS ct. :„,: MY COMMISSION # HH 106184 -��Q EXPIRES: July 19, 2025 6.'i3, F ' i�. �- Bonded Thru Notary Public Underwriters otary a_ ture of Person Taking Acknowledgment (Printed, Typed, or Stamped Name of Public) Serial Number, if any Page 5 of S'c 6 ATTEST: Todd City Date: oa3 APPROVED AS TO FORM AND CORRECTNESS: By: �� c yC "rls.° Victoria Me dez o`' *-23-4A1'i City Attorney CITY: CITY OF MIAMI, a municipal corporation of the State of F1 da Arthur Nega City Manager Page6ofI,