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R-2016-213 2016-11-14RESOLUTION NO. R2016-213 A Resolution of The City Council of the City of Pearland, Texas, renewing a bid for Community Development Block Grant, Single Family Owner -Occupied Home Repairs to Fort Bend Corps in the estimated amount of $112,000.00 for the period of October 1, 2016 through September 30, 2017. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That a competitive bid was previously awarded to Fort Bend Corps for Community Development Block Grant, Single Family Owner -Occupied Home Repairs. Section 2. That bid previously awarded to Fort Bend Corps is hereby renewed in the estimated amount of $112,000. Section 3. That the City Manager or his designee is hereby authorized to renew a contract with Fort Bend Corps for Single Family Owner -Occupied Home Repairs. PASSED, APPROVED and ADOPTED this the 14th day of November, A.D., 2016. ATTEST: FIN Y S RETARY APPROVED AS TO FORM: er RRIN M. COKER CITY ATTORNEY 2 y TOM REID MAYOR CDBG "SECOND" SUBRECIPIENT AGREEMENT between THE CITY OF PEARLAND, TEXAS and FORT BEND CORPS I. RECITALS THIS 2nd SUBRECIPIENT AGREEMENT is made and entered by and between the City of Pearland, a body politic and corporate under the laws of the State of Texas, hereinafter referred to as the "Grantee" and Fort Bend Corps, a Texas non-profit corporation, hereinafter referred to as the "Subrecipient." WHEREAS, the Grantee has applied for and received funds from the United States Government under Title 1 of the Housing and Community Development Act of 1974, Public Law 97-383 Unit of Government Code number 484080, application numbers B -14 -MC -48-0400, B -15 -MC -48-0400 and B -16 -MC -48-0400; WHEREAS, the primary purpose of the Community Development Block Grant (CDBG) Program, pursuant Title 1 of the Housing and Community Development Act of 1974, is to benefit low- to moderate income individuals and families; WHEREAS, the Subrecipient has performed satisfactory duties under a previous Subrecipient Agreement with the Grantee, in accordance with specifications in Grantee RFP 0615-57, and is subject to the ability to receive a subsequent award of funding from the Grantee without competitive procurement at this time; WHEREAS, the Subrecipient has submitted an application to the Grantee for PY 2016 CDBG funds to provide the above program, that has subsequently endured successful review and approval by U.S. Department of Housing and Urban Development, and will perform the services in a manner satisfactory to the Grantee and the Grantor; WHEREAS, the Subrecipient has stated its intention to ensure the completion and monthly submission of the Individual Eligibility Form to document compliance with service area and low- and moderate -income persons and households that meet one of the criteria for National Objectives set out in 24 C.F.R. 570.208 (a); and WHEREAS, the Subrecipient shall ensure recognition of the role of the Grantee in providing services through this contract, prominently labeling all activities, facilities, and items utilized pursuant to this contract recognizing the source of funds as City of Pearland CDBG. NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, it is agreed between the parties hereto that: II. SCOPE OF SERVICES 1 of 33 A. Eligible Activities Subrecipient agrees to provide the activities described in Exhibit "A," attached hereto and incorporated herein for all purposes, in accordance with the provisions of this Agreement and in compliance with the requirements of the Title 1 of the Housing and Community Development Act of 1974 and all regulations issued therein. B. Project Requirements Subrecipient will be responsible for administering a Program Year 2016 Community Development Block Grant (CDBG) in a manner satisfactory to the Grantee and the Grantor; consistent with any standards required as a condition of providing these funds. This agreement may provide only partial funding for this program. Subrecipient qualifies for the receipt and expenditure of such funding because it serves households of low- and moderate -income persons that are residents of the City of Pearland that meet one of the criteria for National Objectives set out in 24 C.F.R. 570.208 (a). The Subrecipient certifies that the activities carried out with funds provided under this Agreement will meet one or more of the CDBG program's National Objectives — 1) benefit low- and moderate -income persons and households, 2) aid in the prevention or elimination of slums or blight, or 3) meet community development needs having a particular urgency — as defined in 24 C.F.R. 570.208. The Subrecipient agrees to maintain documentation that demonstrates that the activities carried out with funds provided under this Agreement meet one or more of the CDBG program's national objectives. C. Performance Monitoring The Subrecipient agrees to cooperate with program and financial monitoring visits and/or investigations performed by the City of Pearland staff and/or the U.S. Department of Housing and Urban Development (HUD). Substandard performance as determined by the Grantee and/or HUD will constitute non-compliance or breach of this Agreement. Subrecipient's failure to correct substandard performance within a reasonable period of time after being notified by the Grantee will result in further corrective action by City of Pearland including, but not limited to, termination of the Agreement, pursuant 24 C.F.R. 85.43, and subsequent de -obligation and recapture of CDBG Program funds. Subrecipient agrees to cooperate with monitoring and/or investigations performed by the U.S. Department of Housing and Urban Development (HUD) and comply with requirements for resolving any and all HUD findings or be subject to further review and investigation, de -obligation of funds or applicable laws. The Subrecipient also agrees to participate in program and financial monitoring visits and/or investigations by the City of Pearland staff and/or the U.S. Department of Housing and Urban Development (HUD) by making relevant staff, fiduciaries, governing body members, executive governance members, program activity files, client information files, financial documents, governance records, policies and procedures, source documentation justifying payments for service delivery, and regulatory correspondences available for review by such representatives. The Subrecipient agrees that formal monitoring activities will be conducted in a scheduled manner, but that the City or its designee(s), representatives from U.S. Department of Housing and Urban Development, Office of Inspector General, or other official representatives acting 2 of 33 on behalf of local, state and/or federal government regulatory enforcement agencies have the option of conducting unscheduled reviews of the Subrecipient. D. Leveraged Funds Subrecipient shall maintain source documentation for any leveraged funds contained in Exhibit "B" of this Agreement. Source documentation for leveraged funds may be requested at any time by Grantee and must be provided in a timely manner. III. TIME OF PERFORMANCE Services of the Subrecipient shall start, retroactively if applicable, on the 1st day of October, 2016 and end on the 30th day of September 2017. This Agreement may only be extended upon written approval from the City of Pearland's Finance Director or City Manager, and may require the City's elected governing body's approval should any revised allocation amount for this Agreement therefore exceed $50,000.00 (Fifty Thousand Dollars). IV. EXPENSES AND PAYMENT A. Budget and Budget Revisions The Subrecipient has submitted a detailed budget (Exhibit "B") in a form and content prescribed by the Grantee. Any proposed reallocation of funds among various budget line items or to new line items must be treated as an Agreement Amendment requiring approval of the Grantee. Subrecipient will provide narrative for justification of budget revision in an electronic email from the agency's authorized official submitted to the City's CDBG point of contact OR on letterhead and signed by the representative identified in Exhibit "A." A budget revision is not approved for expenditure until Subrecipient receives written approval from the City of Pearland Finance Director or designee. Budget revisions cannot change the scope of work approved by the City's elected governing body. Upon approval of a budget revision, Subrecipient will provide a revised Exhibit "B" to City of Pearland, if applicable, which must be received by the City no later than the Subrecipient's submission of any subsequent Request for Reimbursement. B. Maximum Amount to be Paid It is expressly agreed and understood that the total amount to be paid by the Grantee under this Agreement shall not exceed the amount shown in Exhibit "B" in the section entitled "Maximum amount to be paid under this Agreement." Respective of the U.S. Department of Housing and Urban Development's spending timeliness standards (24 CFR 570.902), of which the City of Pearland must adhere to, the Subrecipient is subsequently responsible for expending awarded funds in a consistent and timely manner. The City of Pearland and/or U.S. Department of Housing & Urban Development reserve the right to reduce any or all of the awarded CDBG funds due to untimely expenditure of said funds. C. Payment Contingent on Receipt of Funds from HUD 3 of 33 It is expressly understood that unless the Grantee has specifically allocated City funds for the payment of services to be rendered under this Agreement, the Grantee's payment obligation under this Agreement is contingent upon receipt of funds from HUD. Accordingly, notwithstanding anything herein to the contrary. the maximum liability of the Grantee under this Agreement shall not exceed the amount shown in Exhibit "B" in the section entitled "Maximum amount to be paid under this Agreement" or the amount actually received by the Grantee from HUD pursuant to the Grant. whichever is less, and Subrecipient, by execution of this Agreement, acknowledges its understanding of this fact. D. Payment for Eligible Expenses The Subrecipient understands and agrees that Grantee shall reimburse the Subrecipient for only those costs that are eligible under applicable federal rules, regulations, cost principles, and other requirements relating to reimbursement with HUD grant funds. The Grantee may reimburse the Subrecipient for the costs of those items that serve only clients from the City of Pearland service areas: provided that all reimbursements shall be limited to the actual out-of-pocket expenses incurred by the Subrecipient in the performance of this Agreement. No reimbursement shall be made for goods or services received by the Subrecipient as in-kind contributions from third parties for assistance to the program. Pre -development costs are eligible expenses pursuant 24 CFR 570.200(h), but only with the prior approval of the City and with a specified budget in place for such costs. All rules and regulations promulgated herein are applicable. E. Payment Procedures The Grantee will reimburse the Subrecipient based upon information submitted by the Subrecipient and consistent with any approved budget and city policy concerning payment for eligible activities as set forth in 24 CFR 570.200. Drawdowns for the payment of eligible expenses and general administration shall be made against the line item budget attached hereto as Exhibit "B" and in accordance with performance. Reimbursement requests must be made on a per -project completion basis, and include an invoice with required source documentation and/or supportive information, and be submitted on a form approved by the Grantee and submitted no less frequently than quarterly. Prior to payment, the City of Pearland must approve all invoices. Acceptable forms of source documentation and/or supporting information shall include working papers, receipts, participation logs, certifications, invoices, purchase orders, photographs, videography, meeting minutes, emails. canceled checks. policies and procedures. accounting records, financial statements, audits. certified payroll documents, timesheets, Internet website documentation, bid documents, interoffice communications, letters, plans, proposal documents, telephone records, utility bills or other credentials that verify the occurrence of eligible expenses, events or activities. Incorrect reimbursement requests may be returned to the Subrecipient for correction and resubmission. Payments will be adjusted in accordance with advance fund and program income balances available in Subrecipient accounts. In addition. the Grantee reserves the right to liquidate funds available under this Agreement for costs incurred by the Grantee on behalf of the Subrecipient. Final reimbursement requests for Subrecipient shall be received by Grantee no later than the 13'' 4 or;? day following the end of this Agreement's period of performance. Any requests received after October 13, 2017 will not be processed for payment and this Agreement will become void, unless prior approval has been granted by the City. All unexpended CDBG funds by Subrecipient will be de -obligated and recaptured. Re -allocation of de -obligated and recaptured CDBG funds may be approved for CDBG Infrastructure/Improvement/Public Facilities projects or Public Services activities and will be approved only on a case-by-case basis by the City's Finance Director. Requests for re -allocation of funds to the Subrecipient, otherwise projected for de -obligation and recapture, must be received in writing by the City prior to August 31, 2017. Subrecipient projects allocated Public Services funds will not be eligible for re -allocation of de -obligated and recaptured CDBG funds. Subrecipient projects allocated Program Administration funds from the City of Pearland's CDBG Allocation may only be eligible for re -allocation in the event that allowable encumbrances and obligations exist that require payment to be made to the Subrecipient, consultant, vendor, subcontractor or contractor after the official end of the CDBG Program Year. F. Supplementing a Request for Payment A Supplemental Request amending a payment or reimbursement request may be filed with the City of Pearland within thirty (30) days after the submission or receipt of the original request. Any Supplemental Request for payment or reimbursement submitted after thirty (30) days from the date of submission or receipt of the original request may only be submitted with prior approval from the City. Supplemental Requests for payment(s) to be made to the Subrecipient submitted after October 13, 2017 may be subject to denial if the City has officially closed the Subrecipient's CDBG Program Activity in the Integrated Disbursement Information System (IDIS) with the U.S. Department of Housing and Urban Development. 1. If additional payment(s) to the Subrecipient are required, the City will administer such payment(s) in accordance with its normal cycle of administering account payments. 2. If the Supplemental Request amending a payment or reimbursement to the Subrecipient requires that payment be made to the City by the Subrecipient, such payment must be received no later than October 13, 2017. 3. Failure to submit Supplemental Requests requiring repayment of CDBG funds to the City may result in additional monitoring, penalties, de -obligation and recapture of funds, and/or applicable punitive sanctions. G. Program Income The Subrecipient shall report all program income as defined at 24 C.F.R. 570.500(a) generated by activities carried out with CDBG funds made available under this Agreement. The use of program income by the Subrecipient, either that which has been derived directly from Subrecipient program activities and/or that which has been indirectly derived from Grantee program activity and re- allocated to the Subrecipient, shall comply with the requirements set forth at 24 C.F.R. 570.504. By way of further limitations, the Subrecipient may use such income during the contract period for activities permitted under this Agreement. All unused program income indirectly derived from the 5 of 33 Grantee that has been re -allocated to the Subrecipient shall be returned to the Grantee at the end of the contract period. Any interest earned on cash advances from the U.S. Treasury is not program income and shall be remitted promptly to the Grantee. H. Withholding Payments and Repayment of Ineligible Payments If HUD initiates an investigation into any matter covered under this Agreement, the Grantee may withhold all payments to the Subrecipient until the results of the investigation have been revealed. Reimbursement to the Subrecipient will be determined upon resolution of the investigation by HUD. In the event HUD determines through investigations andlor monitoring that any grantee payment or reimbursement to subrecipient is ineligible or disallowed, subrecipient shall immediately and without delay fully reimburse grantee, and grantee will reimburse HUD for disallowed or ineligible costs. If HUD informs grantee that it is required to refund monies previously awarded or drawn down from the U.S. Treasury in reference to this agreement, the subrecipient agrees to pay an equal amount to grantee prior to the demand date of payback. Funding Period Obligations The grantee may charge to the award only costs resulting from obligations of the funding period unless carryover of unobligated balances is permitted, in which case the carryover balances may be charged for costs resulting from obligations of the subsequent funding period (24 CFR 85.23). Consequently, the Subrecipient must adhere to all Payment Procedures expressed herein or subaward funds may be subject to de -obligation. NOTICES Any communication concerning this Agreement shall be directed to the representatives of the Grantee and Subrecipient, as provided in Exhibit "A.' Scope of Services, and in an order that is respectful of the chain of command of the Grantee and Subrecipient. VI. SPECIAL CONDITIONS A. Compliance The Subrecipient agrees to comply with the requirements of 24 C.F.R. Part 570 and all federal regulations and policies issued concerning the CDBG program as applicable. The Subrecipient further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available. Failure to adhere to these conditions may result in termination of agreement. B. Central Contractor Registration (OCR) As required by the Federal Funding Accountability and Transparency Act of 2006 (FFATA), information on subawards made by federal grantees must be made publicly available. All recipients of federal grant awards, made on or after October 1, 2010, will implement FFATA reporting 6ot 33 requirements utilizing the FFATA Subaward Reporting System (FSRS). The Subrecipient must acquire and maintain a valid Central Contractor Registration for each year the Subrecipient receives a subaward of CDBG funds. No reimbursement of funds shall be administered to CDBG Subrecipients without a valid CCR registration. The City shall provide each Subrecipient with any necessary technical assistance in completing this requirement. Central Contractor Registration (CCR) is the primary registrant database for the U.S. Federal Government and shall be accessed via internet at www.SAM.gov. VII. GENERAL CONDITIONS A. State Review — E.O. 12372 The Subrecipient agrees to comply with all applicable federal. state and local laws and regulations governing the funds provided under this Agreement. including Executive Order 12372, governing the review and coordination of federally assisted programs and projects. Failure to adhere to these conditions or with any provision of this Agreement may result in the Grantee taking one of the following actions: (1) declaring Subrecipient ineligible to participate for future awards; (2) withholding funds: (3) termination of agreement: or (4) any combination of the aforementioned actions. B. Independent Contractor Subrecipient shall at all times operate as an independent contractor and not as an officer, agent, servant or employee of Grantee. Subrecipient shall have exclusive control of, and the exclusive right to control. the details of the work and services performed and shall be solely responsible for the acts and omissions of its officers. members, agents. servants, employees, sub-Subrecipients, program participants, licensees or invitees. The doctrine of respondeat superior shall not apply as between Grantee and Subrecipient, its officers, members, agents, servants, employees. sub-Subrecipients, program participants. licensees or invitees, and nothing herein shall be construed as creating a partnership or joint enterprise between Grantee and Subrecipient. It is expressly understood and agreed that no officer, member, agent, employee, sub-Subrecipient, licensee or invitee of the Subrecipient. nor any program participant hereunder, is in the paid service of Grantee and that Grantee does not have the legal right to control the details of the tasks performed hereunder by Subrecipient, its officers, members, agents. employees, sub-Subrecipients, program participants, licensees or invitees. Grantee shall in no way nor under any circumstances be responsible for any property belonging to Subrecipient, its officers, members agents, employees, subcontractors of the Subrecipient, program participants, licensees or invitees, which may be lost, stolen, destroyed or in any way damaged. C. Indemnity SUBRECIPIENT COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE, GRANTEE AND ITS OFFICERS. AGENTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER 7 01.3 KIND OF CHARACTER, WHETHER REAL OR ASSERTED. ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE. ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAM DESCRIBED HEREIN, WHETHER OR NOT CAUSED, IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS. EMPLOYEES, SUBRECIPIENTS OR SUB-SUBRECIPIENTS OF GRANTEE: AND SUBRECIPIENT HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY OF GRANTEE AND ITS OFFICERS, AGENTS, AND EMPLOYEES FOR ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS. OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS. AGENTS. EMPLOYEES. SUBRECIPIENTS OR SUB-SUBRECIPIENTS OF GRANTEE. SUBRECIPIENT LIKEWISE COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS GRANTEE FROM AND AGAINST ANY AND ALL INJURY. DAMAGE OR DESTRUCTION OF PROPERTY OF GRANTEE. ARISING OUT OF OR IN CONNECTION WITH ALL ACTS OR OMISSIONS OF SUBRECIPIENT, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, SUB- SUBRECIPIENTS, INVITEES. LICENSEES, OR PROGRAM PARTICIPANTS, OR CAUSED, IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS. EMPLOYEES, SUBRECIPIENTS OR SUB-SUBRECIPIENTS OF GRANTEE. D. Waiver of Immunity If Subrecipient, as a charitable or nonprofit organization. has or claims an immunity or exemption (statutory or otherwise) from and against liability for damages or injury, including death, to persons or property. Subrecipient hereby expressly waives its rights to plead defensively such immunity or exemption as against Grantee. This section shall not be construed to affect a governmental entity's immunities under constitutional, statutory or common law. E. Insurance and Bonding 1. Public Liability Insurance Subrecipient shall furnish the City of Pearland with a Certificate of Insurance as proof that it has secured and paid for policies of public liability and automobile insurance covering all risks incident to or in connection with the execution, performance. attempted performance or nonperformance of this Agreement. The amounts of such insurance shall not be less than the maximum liability that can be imposed on Grantee under the laws of the State of Texas. At present. such amounts are as follows: Bodily injury or death, per person Bodily injury or death, per occurrence Property damage, per occurrence 5100,000 S300,000 5100,000 Subrecipient understands that such insurance amounts shall be revised upward at Grantee's option and that Subrecipient shall revise such amounts within thirty (30) days following notice to Subrecipient of such requirements. 2. Worker's Compensation Insurance The Subrecipient also covenants and agrees to furnish the Grantee with a Certificate of Insurance as proof that it has obtained and paid for a policy of Workers' Compensation Insurance, if applicable, in the amounts required by State law, covering any and all employees of Subrecipient active in the program funded under this Agreement; and Subrecipient agrees to require any sub-Subrecipients to carry adequate Workers' Compensation Insurance in the amounts required by State law. Accordingly, if Subrecipient has obtained worker's compensation insurance coverage through self-insurance, as provided by Chapter 406, Workers' Compensation Insurance Coverage, Subchapter A. Coverage Election; Security Procedures (§406.003), such documentation of self-insurance shall be provided to Grantee prior to, or with the submission of, first reimbursement request. 3. Bonding and Documentation of Insurance Coverage Subrecipient shall submit to Grantee documentation that it has obtained insurance coverage as required in this Agreement within thirty (30) days of the execution of this Agreement and prior to payment of any monies hereunder. Subrecipient only agrees to provide bonding to the extent applicable under OMB Circular A-122. F. Publicity and Publication Inventory The Subrecipient shall ensure acknowledgement of the role of Grantee in making services available through this Agreement. All facilities, publications and other items used, made available, or made possible through funds obtained pursuant to this Agreement shall be prominently tagged or labeled as having been funded by the City of Pearland CDBG Program. Subrecipient shall maintain a file which inventories all publications, products, articles, curriculum materials, equipment inventory tagging records and/or other items funded by City of Pearland CDBG Program dollars. Copies of such documents or photographs shall be maintained in accordance with HUD guidance on retention of records and source documentation. Original documents are the preferred means of documentation, but photocopies or photographs may be used when and where appropriate. Activities involving public dissemination of information, the media, news publications or other widely distributed materials shall require that the Subrecipient publicize the City of Pearland CDBG Program as the source of funds for the project. The Subrecipient shall provide the City with a copy of CDBG program - related materials for review prior to distribution. G. Travel No funds allocated to the Subrecipient via this Agreement shall be used for travel purposes. Mileage, airfare, meals, beverages, lodging, and/or travel per diems of any sort shall be considered ineligible expenses and will not be reimbursable to the Subrecipient. 9 of 33 H. Relocation, Acquisition and Displacement The Subrecipient agrees to comply with 24 C.F.R. 570.606 relating to the acquisition and disposition of all real property utilizing grant funds, and to the displacement of persons, businesses, non-profit organizations and farms occurring as a direct result of any acquisition of real property utilizing grant funds. The Subrecipient agrees to comply with applicable Grantee Procedures and Policies concerning displacement of individuals from their residences, including The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970. The Subrecipient agrees to provide the City with prior notice, in writing, of any relocation or acquisition actions that will directly or indirectly impinge on eligible program activities, participants or vested improvements to real property owned and/or operated by the Subrecipient. I. Copyright If this Agreement results in any copyrightable material, the Grantee and/or grantor agency reserves the right to royalty -free, non-exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use, the work for government purposes. J. Local Requirements This Agreement is a subset of local terms and conditions, ordinances, standards and practices that the Subrecipient must comply with. Local construction, design and engineering standards apply to any and all work performed per this Subrecipient Agreement. VIII. ADMINISTRATIVE REQUIREMENTS The Subrecipient shall comply with the policies, guidelines, and requirements of 24 CFR part 84, A-122, A-133 (implemented at 24 CFR part 45 ), and A-128 2 (implemented at 24 CFR part 44 ), as applicable, as they relate to the acceptance and use of Federal funds under this part. The applicable sections of 24 CFR part 84 is set forth at § 570.502. Revisions to the A. Financial Management The Subrecipient agrees to (1) comply with Subpart C of OMB Circular A-110; (2) adhere to the accounting principles and procedures required therein; (3) utilize adequate internal controls; and (4) maintain necessary source documentation for all costs incurred. The Subrecipient shall administer its program in conformance with OMB Circulars A-122, "Cost Principles for Non -Profit Organizations," for all costs incurred whether charged on a direct or indirect basis. B. Record -Keeping, Reports, and Audits 1. Records to be Maintained 10of33 The Subrecipient shall maintain all records required by this Agreement, 24 C.F.R. 570.506 and records that are pertinent to the activities to be funded under this Agreement, including but not be limited to: a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program; c. Records required determining the eligibility of activities; d. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; e. Records documenting compliance with the fair housing and equal opportunity components of the CDBG program; f. Records documenting compliance with the Davis -Bacon Act, as applicable; g. Financial records as required by 24 C.F.R. 570.502, and OMB Circular A- 110; and h. Other records necessary to document compliance with Subpart K of 24 C.F.R. Part 570. 2. Property Records The Subrecipient shall maintain real property inventory records, which clearly identify property purchased, improved or sold. Properties retained shall continue to meet eligibility criteria and shall conform to the "changes in use" restrictions specified in 24 C.F.R. 570.503(b)(8). Subrecipient must insure that any independent audit required hereunder include a report on real property inventory as a supplemental schedule in the audit. 3. Retention The Subrecipient shall retain all records pertinent to expenditures incurred under this Agreement for a period of five (5) years after the termination of all activities funded under this Agreement, or after the resolution of all Federal audit findings, whichever occurs later. Records for non -expendable property acquired with funds under this Agreement shall be retained for five (5) years after final disposition of such property. Records for any displaced person, as defined at 42 U.S.C. 4601, must be kept for five (5) years after he/she has received final payment. All client records are property of the Grantee and must be forwarded to the Grantee at the end of each quarter. 4. Reports Reimbursement and Client Data reports shall be submitted monthly, but not less than quarterly, to the Grantee: a. Financial Reimbursement Report, including supportive/source documentation (canceled checks, receipts, invoices, purchase orders, payroll/timesheets). 1 1 of 33 b. Client List and Certified Participation Roster(s) as applicable c. Client Summary d. Employee Data Report e. Board Minutes f. Weekly labor reports reflecting Davis -Bacon wage rates, as applicable The Subrecipient shall maintain in client files for review by Grantee Individual Eligibility Forms. 5. Source Documentation The general standard is that all accounting records must be supported by source documentation, pursuant to 24 CFR 85.20(b)(6) and 84.21(b)(7). Supporting documentation is necessary to show that the costs charged against CDBG funds were incurred during the effective period of the Subrecipient's agreement with the grantee, were actually paid out, were expended on allowable items, and had been approved by the responsible official(s) in the Subrecipient organization. Subrecipient shall seek technical assistance from the City's CDBG Program staff or refer to Section IV, Part F in this Agreement for further guidance, if needed. The source documentation must explain the basis of the costs incurred, as well as show the actual dates and amount of expenditures. For example: • With respect to payrolls, source documentation should include employment letters and all authorizations for rates of pay, benefits, and employee withholdings. Such documentation might include union agreements or minutes from board of directors' meetings where salary schedules and benefit packages are established, copies of written personnel policies, W-4 forms, etc. For staff time charged (hours actually worked) to the CDBG program, time and attendance sheets should be available. If an employee's time is split between CDBG and another funding source, there must be time distribution records supporting the allocation of charges among the sources. Note that paid leave is not an eligible charged activity against the CDBG account and that staff expenditures do not have to be distributed equally over the duration of the contract. Canceled checks from the employees, insurance provider, etc., or evidence of direct deposits will document the actual outlay of funds. • With respect to the cost of space and utilities, space costs must be supported by documentation such as rental or lease agreements. Utility costs will be supported by bills from the utility companies. Both types of expenses will be supported by canceled checks. • With respect to supplies, documentation should include purchase orders or requisition forms initiated by an authorized representative of the Subrecipient, an invoice from the vendor (which has been signed -off by the subrecipient to indicate the goods were received), the canceled check from the vendor demonstrating 12 of 33 payment was made, and information regarding where the supplies are being stored and for what cost objective(s) they are being used. • Deadlines a. Reports are to be submitted within ten (10) working days after the end of the monthly reporting period. b. Any bi-annual progress reports due must be submitted to the City within ten (10) days after the end of the sixth (6th) reporting month. c. The annual performance report is due within one month after the end of the contract period. d. Reimbursement requests received more than 30 days after the reporting period may not be honored. • Audits & Inspections All Subrecipient records relevant to any matters covered by this Agreement shall be made available to the Grantee, its designees or the Federal Government, at any time during normal business hours, as often as the Grantee or other agency deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within 30 days after receipt by the Subrecipient. Subrecipient hereby agrees to have an annual agency audit conducted in accordance with OMB Circular A-133 if applicable. Subrecipient agrees to conduct regular reviews of federal grant expenditures for compliance with threshold monitoring requirements set forth in the City of Pearland CDBG Subrecipient A-133 Compliance Certification. • Failure to Meet Record-keeping, Reporting, Audit, and/or Inspection Requirements Subrecipient's failure to comply with record-keeping, reporting, audits, and/or inspections as required by this Agreement is a breach of this Agreement and funding will be withheld from the Subrecipient until such time as the reports are timely and accurately submitted. Grantee maintains the right to terminate this Agreement with the Subrecipient for failure to: keep records properly, submit reports for three consecutive months, and/or cooperate with audits/inspections. C. Procurement 1. Compliance The Subrecipient shall comply with the (1) public notice and (2) award of contract to the lowest and best responsible bidder. The Subrecipient shall maintain an inventory record of all non -expendable personal property that may be procured with funds provided hereunder. The Subrecipient shall procure materials in accordance with the requirements of Subpart C of OMB Circular A-110, Procurement Standards, and shall subsequently follow Subpart C, Property Management Standards, covering utilization and disposal of property. Any real or 13 of 33 personal property under Subrecipient's control with a value greater than S25,000 that was acquired or improved in whole or in part with CDBG funds must either be: a. Used by the Subrecipient to meet one of the national objectives in 24 C.F.R. 570.200(a)(2) and (3) until five years after expiration or termination of the Grantee's CDBG Entitlement Agreement with HUD; or b. Transferred to the Grantee; or c. Disposed of in a manner, consistent with 24 C.F.R. 85.31, which results in the amount of the then current fair market value of the property less any portion thereof attributable to expenditures of non-CDBG funds for acquisition thereof, or improvements to, the property being reimbursed to the Grantee. Such reimbursement is not required if disposed of more than five (5) years after the expiration or termination of this Agreement. Further, if within five (5) years of the termination or expiration of this Agreement, the Subrecipient ceases to use any or all personal property attributable to CDBG funds to meet a national objective. the personal property shall, in accordance with 24 C.F.R. 85.32, either revert to the Grantee or be disposed of in accordance with the applicable federal rules and regulations, including but not limited to OMB Circular A-110, Subpart C. After the expiration of five years, the Subrecipient shall have no obligation to comply with this section regarding real or personal property. Nothing contained herein shall be construed to conflict with the duties of the Subrecipient as set forth in the Texas Non -Profit Corporation Act (TEX. ANN. CIV. ST. art.1396-1.01. et seq.) or any other applicable statute. 2. Subcontracts The Subrecipient must require all Subcontract Agreements to contain specific language in reference to the requirements for Subcontractors and/or Purchasers regarding debarment, exclusion. suspension, anti -collusion, drug-free workplace, Davis -Bacon Act, and Buy American Provisions, if applicable. If CDBG-R funds are utilized in any amount and in combination with any other source of funds. public or private, such language shall be consistent with the terms of the Purchaser's bid solicitation and the provisions of Section 1605 of the American Recovery and Reinvestment Act of 2009. The Subrecipient shall seek guidance from the City if any form of clarification is necessary regarding the applicability of these provisions. Grantees and subgrantees/Subrecipients must not make any award or permit any award (subgrant or contract) at any tier to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, Debarment and Suspension (24 CFR 85.35). All Purchasers and/or Subcontractors must be reviewed for eligibility to conduct business involving the disbursement of federal awards. The Subrecipient is responsible for conducting reviews of Purchasers and/or Subcontractors using the 14 of 33 U.S. General Services Administration's Excluded Parties List System (EPLS) at www.SAM.gov. EPLS reviews must be conducted prior to the issuance of a contractual agreement or purchase is made and documentation of such review must be maintained in printed form within the files maintained by the Subrecipient. IX. GENERAL LABOR AND PARTICIPANT REQUIREMENTS A. Civil Rights 1. Compliance The Subrecipient agrees to comply with Title VI of the Civil Rights Act of 1964 as amended; Title VIII of the Civil Rights Act of 1968 as amended; Section 109 of Title 1 of the Housing and Community Development Act of 1974: Section 504 of the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Architectural Barriers Act; the Age Discrimination Act of 1975; Executive Order 11063; and Executive Order 11246 as amended by Executive Orders 11375 and 12086; and all other applicable requirements of 24 C.F.R. Part 570, Subpart K (24 CFR 570.614). The Subrecipient. further, agrees to comply with any federal regulations issued pursuant to Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 706), which prohibits discrimination against the handicapped in any federally assisted program. Restrictions for serving certain resident aliens with CDBG funds exist and the Subrecipient is admonished to comply with 24 CFR 570.613. Section 110(a) of the Act contains labor standards that apply to non -volunteer labor financed in whole or in part with assistance received under the Act. In accordance with section 110(a) of the Act, the Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) also applies. However, these requirements apply to the rehabilitation of residential property only if such property contains not Tess than 8 units. 2. Nondiscrimination Section 109 of the Act requires that no person in the United States shall on the grounds of race, color, national origin, religion, or sex be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance made available pursuant to the Act. Section 109 also directs that the prohibitions against discrimination on the basis of age under the Age Discrimination Act and the prohibitions against discrimination on the basis of disability under Section 504 shall apply to programs or activities receiving Federal financial assistance under Title I programs. The policies and procedures necessary to ensure enforcement of section 109 are codified in 24 CFR part 6. The Subrecipient will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, national origin, sex, disability or other 15of33 handicap, age, marital status, or status with regard to public assistance. The Subrecipient will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following: hiring, upgrading. demotion. transfer, recruitment or recruitment advertising, layoff, termination. rates of pay or other forms of compensation, and selection for training, including apprenticeship. The Subrecipient agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Subrecipient setting forth the provisions of this nondiscrimination clause. Subrecipient shall also abide by Title IX of the Education Amendments of 1972 (20U.S.C. § 1681 et seq.) which prohibits sex discrimination in federally assisted education programs. In accordance with the Fair Housing Act, the Secretary requires that grantees administer all programs and activities related to housing and community development in a manner to affirmatively further the policies of the Fair Housing Act. Furthermore. in accordance with section 104(b)(2) of the Act. for each community receiving a grant under subpart D of this part. the certification that the grantee will affirmatively further fair housing shall specifically require the grantee to assume the responsibility of fair housing planning by conducting an analysis to identify impediments to fair housing choice within its jurisdiction, taking appropriate actions to overcome the effects of any impediments identified through that analysis. and maintaining records reflecting the analysis and actions in this regard. B. Fair and Equal Employment Opportunity 1. Approved Plan The Subrecipient agrees that it shall utilize the principles provided in President's Executive Order 11246 of September 24, 1965. as amended by Executive Orders 11375, 11478, 12086, and 12107 (3 CFR 1964-1965 Comp. p. 339; 3 CFR, 1966-1970 Comp., p. 684; 3 CFR, 1966-1970., p. 803; 3 CFR, 1978 Comp., p. 230; 3 CFR, 1978 Comp., p. 264 (Equal Employment Opportunity), and Executive Order 13279 (Equal Protection of the Laws for Faith -Based and Community Organizations), 67 FR 77141, 3 CFR, 2002 Comp.. p. 258; and the implementing regulations at 41 CFR chapter 60. The Grantee shall provide Affirmative Action guidelines to the Subrecipient to assist in the formulation of such program, if necessary and upon request. The Subrecipient agrees to maintain required and/or applicable Affirmative Action Plan on file and available to the Grantee and other local, state and/or federal authorized officials upon request. 2. Women/Minority Business Enterprise The Subrecipient will put forth identifiable efforts to afford minority- and women -owned business enterprises the maximum practicable opportunity to participate in the performance of this contract. As used in this contract, the term "minority and women business enterprise" means a business at least fifty-one (51) percent owned and controlled by minority group members or women. For the purpose of this definition, "minority group members" are Afro - 16 of 33 Americans, Spanish-speaking, Spanish surnamed or Spanish -heritage Americans, Asian Americans. and American Indians. The Subrecipient may rely on written representations by businesses regarding their status as minority and women business enterprises in lieu of an independent investigation. Documentation of these efforts may be requested by federal authorities and the Subrecipient shall maintain a file that includes such records. 3. EEO/AA Statement The Subrecipient will, in all solicitations or advertisements for employees placed by or on behalf of the Subrecipient, state that it is an Equal Opportunity Employer, as applicable. The Subrecipient shall provide the City with a copy of its employment solicitation and/or advertisement. Labor Standards 1. Wages The Subrecipient agrees to comply with the requirements of the Secretary of Labor issued in accordance with the provisions of Contract Work Hours and Safety Standards Act [40 U.S.C. 327-330] as supplemented by Department of Labor regulations, the Copeland "Anti -Kickback" Act [18 U.S.0 874]. the Davis -Bacon Act [40 U.S.C. 276(a) to a-7], and all other applicable federal, state and local laws and regulations pertaining to labor standards, insofar as those acts apply to the performance of this Agreement. The Subrecipient shall maintain documentation that demonstrates compliance with hour and wage requirements of this section. Such documentation shall be made available to the Grantee for review upon request. The Subrecipient shall also abide by Chapter 11 of Title 18 of the U.S. Code (18 U.S.C. 201-224) which prohibits a number of criminal activities, including bribery, graft and conflict of interest. 2. Drug Free Workplace All profit or non-profit agencies or organizations receiving state or federal grant funds under the official sponsorship of the City of Pearland must certify on an annual basis their compliance with the requirements of the "Drug Free -Workplace Act of 1988." Employees are specifically prohibited from manufacturing, distributing, possessing, purchasing, and using illegal drugs or controlled substances in the workplace or in any other facility, location or transport in which the employee is required to be present in order to perform his or her job function. D. Prohibited Activity The Subrecipient is prohibited from using CDBG funds or personnel employed in the administration of the program for political activities, sectarian/religious activities, lobbying, political patronage, and/or activities of nepotism. 1. Hatch Act The Subrecipient agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V United States Code. 2. Religious Organizations The Subrecipient agrees that funds provided under this Agreement will be utilized in a manner consistent with that which is outlined in 24 C.F.R. 570.200(j). Financial support of secular religious activities, promotion of secular religious interests, or the financial benefit of a religious organization in accordance with federal regulations are all specifically prohibited uses of federal funds. Only non -secular program activity costs shall be supported by this Agreement, and in accordance with federal regulations. E. Conflict of Interest The Subrecipient agrees to abide by the provisions of 24 C.F.R. 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 required under this Agreement. The Subrecipient further covenants that in the performance of this Agreement no person having such a financial interest shall be employed or retained by the Subrecipient 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 Grantee, or of any designated public agencies or Subrecipients that are receiving funds under the CDBG Entitlement program. In applying for CDBG funds, the Subrecipient provided the City of Pearland with disclosure of the nature of any perceived or actual conflict of interests. If at any time during the course of the term of this Agreement any actual or perceived conflict of interest arises, Subrecipient agrees to provide a new Conflict of Interest Disclosure form (Exhibit D) to the City of Pearland. The parties shall use the most practicable interpretations of conflicts of interest based on consanguinity, and failure to disclose any perceived or actual conflicts of interest may result in termination of this Agreement. F. False Claims The Subrecipient also agrees to abide by 18 U.S.C. 286, which provides for conspiracy to defraud the Federal Government with Respect to Claims. In addition, the Subrecipient will also abide by the False Claims Act (31 U.S.C. 3729 et seq.); 18 U.S.C. 287 relating to False, Fictitious and Fraudulent Claims; 18 U.S.C. 245 Federally Protected Activities; 18 U.S.C. 1001 regarding General Statements or Entries; the Program Fraud Civil Remedies Act (31 U.S.C. 3801-3812); the Federal Claims Collection Act of 1966 (31 U.S.C. 952) as amended by the Derby Collection Act of 1982; the Meritorious Claims Act (31 U.S.C. 3702); the Tucker Act (28 U.S.C. 1346, 1491, and 2501); the Wunderlich Act (41 U.S.C. 321-322); the Anti - Deficiency Act (31 U.S.C. 1341); and Section 208(a) of the Intergovernmental Personnel Act of 1970, as amended. 18 of 33 G. "Section 3" Clause 1. Compliance The Subrecipient agrees to comply with Section 3 of the Housing and Urban Development Act of 1968, as amended, the regulations set forth in 24 C.F.R. Part 135, and all applicable rules and orders. Subrecipient understands that compliance shall be a condition of the federal assistance provided under this Agreement and binding upon the Grantee, the Subrecipient and any sub-Subrecipients. Failure to comply with these requirements shall subject the Grantee, the Subrecipient and any sub-Subrecipients, their successors and assigns, to those sanctions specified by the Agreement through which federal assistance is provided, and as set out in 24 C.F.R. Part 135. The Subrecipient agrees that no contractual or other disability exists which would prevent compliance with these requirements. The Subrecipient shall include the following language in all subcontracts executed under this Agreement: "The work to be performed under this contract is a project assisted under a program providing direct federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701. Section 3 requires that, to the greatest extent feasible, opportunities for training and employment be given to lower income residents of the project area and contracts for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part, by persons residing in the areas of the project." 2. Notifications The Subrecipient shall send to each labor organization or representative of workers with which it has a collective bargaining agreement or other contract or understanding, if any, a notice advising said labor organization or worker's representative of its commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training. 3. Subcontracts The Subrecipient shall include this Section 3 clause in every subcontract and will take appropriate action pursuant to the subcontract upon a finding that the sub-Subrecipient is in violation of regulations issued by the Grantee. The Subrecipient will not subcontract with any sub-Subrecipient where it has notice or knowledge that the latter has been found in violation of regulations under 24 C.F.R. Part 135 and will not let any subcontract unless the sub-Subrecipient has first provided it with preliminary statement of ability to comply with the requirements of these regulations. H. Subcontracts 1. Approvals 19 of 33 The Subrecipient shall not enter into any subcontracts with any agency or individual in the performance of this Agreement without the expressed consent of the Grantee prior to the execution of such agreement. 2. Monitoring The Subrecipient will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance. Subrecipient monitoring of subcontracted services will conform to the monitoring and review standards 3. Content The Subrecipient shall cause all of the provisions of this Agreement in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement. 4. Selection Process The Subrecipient shall insure that all subcontracts let in the performance of this Agreement shall be awarded on a fair, open, and competitive manner. Executed copies of all subcontracts shall be forwarded to the Grantee along with documentation concerning the selection process. Subrecipient must adopt and utilize written selection criteria for use in the selection of subcontractors. which selection criteria must conform to the procurement requirements of 24 C.F.R. 85.36. X. ENVIRONMENTAL CONDITIONS For purposes of section 104(g) of the Act, the regulations in 24 CFR part 58 specify the other provisions of law which further the purposes of the National Environmental Policy Act of 1969. and the procedures by which grantees must fulfill their environmental responsibilities. In certain cases. grantees assume these environmental review, decision-making. and action responsibilities by execution of grant agreements with the Secretary. A. Air and Water The Subrecipient agrees to comply with the following regulations insofar as they apply to the performance of this Agreement, as applicable: • Clean Air Act. 42 U.S.C. 1857. et seq., and § 7401 et seq. • Clean Water Act, 33 U.S.C. 1368 ■ Executive Order 11738 20 of 33 • Federal Water Pollution Control Act, as amended. 33 U.S.C. 1251, et seq., and 1318, relating to inspection, monitoring, entry. reports. and information. and all regulations guidelines issued therein. • Environmental Protection Agency (EPA) regulations pursuant to 40 C.F.R., Part 50. as amended. • National Environmental Policy Act of 1969 (42 U.S.C. 432 et seq.; as amended) • HUD Environmental Review Procedures (24 C. F. R.. Part 58). B. Flood Disaster Protection The Subrecipient agrees to comply with the requirements of the Flood Disaster Protection Act of 1973 (P.L.-2234) in regard to the sale, lease or other transfer of land acquired, cleared or improved under the terms of this Agreement, as it may apply to the provisions of this Agreement. Lead -Based Paint The Subrecipient agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead -Based Paint Regulations at 24 C.F.R. 570.608, and 24 C.F.R. Part 35, and in particular Sub -Part B thereof. Such regulations pertain to all HUD -assisted housing and require that all owners. prospective owners. and tenants of properties constructed prior to 1978 be properly notified that such properties may include lead- based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead-based paint poisoning, and of the advisability and availability of blood -level screening for children less than 7 years of age. Historic Preservation The Subrecipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 C.F.R., Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement. In general this requires concurrence from the Texas Historical Commission and Antiquities Committee for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, State, or local historic property list. Wildlife Protection The Subrecipient agrees to comply with the requirements of the Endangered Species Act of 1973 as listed in 50 C.F.R. 17.11 and 50 C.F.R. Part 451; the Lacey Act (18 U.S.C. 42); the Migratory Bird Treaty Act (16 U.S.C. 703-12); the Fish and Wildlife Coordination Act (16 U.S.C. 661-667e); Section 4(0 of the Department of Transportation Act (49 U.S.C. 1653(0; the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq.); the Coastal Zone Management Act of 1972, as amended (16 U.S.C. 1451): and the Safe Drinking Water Act 2 I of 33 of 1974 (42 U.S.C. 300f to j-10), insofar as they apply to the performance of this Agreement.3. Xl. ASSIGNMENTS AND AMENDMENTS A. Assignability & Amendments The Subrecipient shall not assign or transfer any interest in this Agreement without the prior written consent of the Grantee. Notice of any such permitted assignment or transfer shall be furnished promptly to the Grantee. Grantee or Subrecipient may amend this Agreement at any time provided that such amendments make specific reference to this Agreement, are executed in writing, and signed by a duly authorized representative of each organization. Amendments of Subrecipient Agreements may be subject to approval by the Grantee's governing body in certain cases where additional funding is awarded and/or major changes in the Subrecipient's scope of work is a consideration. Such amendments shall not invalidate this Agreement, nor relieve or release Grantee or Subrecipient from its obligations under this Agreement, unless specifically noted by the Grantee. Additionally, Grantee may, in its discretion, amend this Agreement to conform with federal, state or local governmental guidelines, policies and available funding amounts, or for other reasons. If such amendment results in a change in the funding, the scope of services, or schedule of the activities to be undertaken as part of this Agreement, such modifications will be put into effect only by written amendment signed by both Grantee and Subrecipient. Multiple requests for amendments over the course of one program year are discouraged, but will be handled on a case-by-case basis. XII. TERMINATION OF AGREEMENT A. Automatic Termination This Agreement automatically terminates at the end of the time of performance as specified in paragraph III. TIME OF PERFORMANCE of this Agreement. B. Termination Without Cause Either party may terminate this Agreement at any time by giving written notice to the other party of such termination and specifying the effective date thereof at least 30 days before the effective date of such termination. In the event of termination for convenience, all finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other materials prepared by Subrecipient under this Agreement shall become the property of Grantee, and Subrecipient shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents or materials prior to 22 of 33 the termination, unless HUD has determined thArough monitoring and/or investigative practices, that Subrecipient is not entitled to such compensation. C. Breach of the Agreement & Termination With Cause Termination of this Agreement shall not relieve Subrecipient of liability for any breach of this Agreement that occurs prior to such termination or expiration. Grantee may terminate this Agreement for cause, in whole or in part, if Subrecipient fails to comply with any term of this Agreement, or with any of the rules, regulations or provisions referred to herein; and the Grantee may declare the Subrecipient ineligible for any further participation in Grantee CDBG Entitlement Agreements, in addition to other remedies as provided by law. If Grantee has cause to believe the Subrecipient is in noncompliance with this Agreement or any applicable rules and regulations, the Grantee may withhold up to twenty-five (25) percent of said Agreement funds until such time as the Subrecipient is found to be in compliance by the Grantee, or is otherwise adjudicated to be in compliance. D. Partial Terminations Partial terminations of the Scope of Services in Exhibit "A" may be approved and/or denied at the discretion of the Grantee. Should the Subrecipient request a partial termination of the Scope of Services in Exhibit "A" and the Grantee denies the request, the Subrecipient shall have the option to maintain its obligation to completing the full scope of work herein or choose to discontinue as a service -provider and fully terminate this Agreement. E. Close-outs Subrecipient's obligation to the Grantee shall not end until all closeout requirements described in 24 C.F.R. 85.50 are completed to the satisfaction of the City of Pearland. Activities during this close-out period shall include, but are not limited to, making final payments, disposing of program assets, including the return to the Grantee of all unused materials, equipment, unspent cash advances, program income balances, and accounts receivable, and determining the custodianship of records. F. Reversion of Assets a. Unless otherwise instructed: i. unused CDBG funds as well as any program income received after close-out must be returned to the Grantee unless the Subrecipient has been authorized by the City to retain such funds; ii. if sold, the proceeds from the sale of equipment purchased all or in part with CDBG funds must be returned to the Grantee unless costs were shared or when the equipment purchased is less than 5 years old, in which case the pro rata share of CDBG funds must be returned to the City; and, 23 of 33 iii. excess equipment must be returned to the Grantee or retained after paying the Grantee current market value unless costs were shared in which case the pro rata share of CDBG funds must be retumed to the City. b. Upon expiration or termination of the term of this Agreement, the Subrecipient shall transfer to the Grantee any CDBG funds on hand and accounts receivable at the time of expiration for the use of CDBG funds. XIII. AGREEMENT REQUIREMENTS Notwithstanding any provision of this agreement, Subrecipient is required to comply with only the federal, state, and local regulations applicable to the specific federally assisted program associated with this agreement. IN WITNESS WHEREOF, the Parties have executed this Agreement this S day of /t/tJi/frA4 rS cn , 20 16. APPROVED: `P OF / ' RLAND, TEXAS By: Ci� a� 1e.5on1 24 of 33 SUBRECIPIENT: Exhibit A, SCOPE OF SERVICES I. Application This Scope of Services is based on the proposal prepared and submitted by the Subrecipient through the City of Pearland's annual Request for Proposal (RFP) process. However, in the event of any conflict between the proposal and any provision contained herein, this Agreement shall control. In addition to the activities listed below, the Subrecipient agrees to operate this Community Development Block Grant Program consistent with the program delivery stated in the approved proposal. II. Principal Tasks The Subrecipient will be responsible for providing the Scope of Work outlined in Section II — Technical Specifications of the Request for Proposal #0615-57, including but not limited to the obligations to: • Repair and rehabilitation of single-family owner -occupied housing at no charge to the owner -occupant, as directed by the City and the terms of the Subrecipient Agreement, and in the chronological order that the City has provided the list of eligible properties to the offeror for completion. • Abate lead-based paint, in accordance with local ordinances, State of Texas laws. and federal guidelines in 24 CFR 570.608. • Assist the City with any and all efforts to comply with applicable HUD regulations for activities and undertakings within the scope of work, per HUD National Objectives and 24 CFR 570. • Follow all local building codes and permitting requirements associated with the completion of the scope of work. III. Activities Subrecipient must document demographic information, including race, sex, and proof of income for all participants, 70% of which must be from low- and moderate -income households. Subrecipient agrees to collect documentation prior to providing services verifying that each person served resides within the City of Pearland service area and meets the specified requirement that at least 70% of all persons served are of low and moderate income. The Scope of Services to be provided by Subrecipient may be amended to include other activities authorized under federal law that are approved in writing by the City of Pearland Finance Director, and within the same general type of services described herein. In addition to the normal administrative services required as part of this Agreement. the Subrecipient agrees to document progress using reporting requirements specified in Paragraph VIII (B)(1)(2)(3)(5) of this agreement by providing the following levels of program services: IV. Notice Grantee Subrecipient Initial Contact (Contact 1s9 Initial Contact (Contact 15t) Joel Hardy — Grants Coordinator TBD by Subrecipient City of Pearland 3519 Liberty Drive Pearland, Texas 77581 Supervising Contact (Contact 2nd) City of Pearland Finance Director (or designee) 25 of 33 Supervising Contact (Contact 2nd) TBD by Subrecipient Exhibit B, BUDGET for Fort Bend Corps, Incorporated Pearland, TX It is expressly agreed and understood that the Maximum Amount to be Paid by the Grantee under this Agreement shall not exceed One Hundred Thousand Dollars ($112,000) Project Budget Detail EXPENSE CATEGORIES BUDGET Personnel $13,940 Professional Fees/Contract Services $850 Travel Space Costs Consumables and Supplies $1,000 Rent, Lease, Purchase Equipment Construction $96,210 OTHER Facility Improvements OTHER Program Activities - Assistance PROJECT BUDGET TOTAL: $112,000 CITY OF PEARLAND Total Award $112,000 26 of 33 Exhibit C Certification for Contracts, Grants, Loans and Cooperative Agreements The undersigned certifies, to the best of his or her knowledge and belief that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency affiliated with the: a. allocation or distribution of CDBG funds involving the City of Pearland; b. a Member of Congress in connection with the awarding of any Federal contract; c. the making of any Federal grant; d. the making of any Federal loan; e. the entering into of any cooperative agreement; and f. the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form -LLL. "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all sub awards at all tiers (including subcontracts, sub grants, and contracts under grants, loans, and cooperative agreements) and that all Subrecipients shall certify and disclose accordingly. This certification is material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than S10,000 and not more than $100,000 for each such failure. Executed this 21s' day of November , 20 . Covered Action: By -e1;# (Signature) Ronald M. Castillo (Type or Print Name) Executive Director (Title) (Program. Project or Activity) 27 of 33 EXHIBIT D, CONFLICT OF INTERESTS All Applicants The standards in OMB Circular A-110, Subpart C, provide that no employee, officer, or agent shall participate in the selection, award, or administration of a contract supported by Federal funds if real or apparent conflict of interest would be involved. Such a conflict would arise when an employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of the parties indicated herein, has a financial or other interest in the firm selection for an award. CDBG and HOME Applicants Only The CDBG regulations at 24 CFR 570 570.611 and HOME regulations at 24 CFR 92.356 provide that no person who is an employee, agent, consultant, officer, or elected official or appointed official of the recipient or Subrecipient that are receiving CDBG or HOME funds and (1) who exercises or has exercised any functions or responsibilities with respect to activities assisted with CDBG funds; or (2) who is in a position to participate in a decision-making process or gain inside information with regard to these activities , may obtain a financial interest from a CDBG-assisted or HOME -assisted activity, or have any interest in any contract, subcontract, or agreement with respect thereto, or the proceeds thereunder, either for themselves or those with whom they have family or business ties, during their tenure or for one (1) year thereafter. IF NO CONFLICTS EXIST, COMPLETE THE FOLLOWING: ❑' I certify that no conflict of interest exists between FORT BEND COMMUNITY REVITALIZATION the City of Pearland and PROJECTS (FBCORPS) (Name of Organization) I certify that no conflict of interest exists between FORT BEND COMMUNITY REVITALIZATION the subcontractors of and PROJECTS (FBCORPS) (Name of Organization) IF THERE IS A CONFLICT, COMPLETE THE FOLLOWING: LI I certify that a conflict of interest does exist between the City of Pearland and (Name of Organization) CI 1 certify that a conflict of interest does exist between and (Name of subcontractor) (Name of Organization) Describe the nature of the conflict of interest below: (Please identify the individual, employment, and the conflict or potents uct per an non witn your orgarnzationp. I'V ignature of Aut orized Agency Official Date November 21, 2016 Ronald M. Castillo, Executive Director Typed Name and Title 28 of 33 12/21/99 EXECUTION OF BID, NONCOLLUSION AFFIDAVIT, AND DEBARMENT CERTIFICATION The person executing the bid, on behalf of the Bidder, being duly sworn, solemnly swears (or affirms) that neither he, nor any official, agent or employee of the bidder has entered into any agreement, participated in any collusion, or otherwise taken any action which is in restraint of free competitive bidding in connection with this bid, and that the Bidder intends to do the work with its own bona fide employees or subcontractors and is not bidding for the benefit of another contractor. In addition, execution of this bid in the proper manner also constitutes the Bidder's certification of "Status" under penalty of perjury under the laws of the United States in accordance with the Debarment Certification included elsewhere in the proposal form, provided that the Debarment Certification also includes any required statements concerning exceptions that are applicable. SIGNATURE OF CONTRACTOR (If a corporation uses this sheet) FORT BEND COMMUNITY REVITALIZATION PROJECTS (Print full name of corporation) 1004 BLUME ROAD ROSENBERG, TX 77471 (Address as Prequali ) Attest By (Secretary) (Assistant Secretary) Delete inappropriate title (• resident) (Vice President) (Asst. Vice President) Delete inappropriate title LUIS CHAVEZ RONALD M. CASTILLO Print Signer's Name Print Signer's Name NOTE - AFFIDAVIT MUST BE NOTARIZED Sub ribed and sworn to before me this the df I�, tint%tA) , 20A.a�� (Signature of Notary Public) NOTARY SEAL: �� �,,, of 400aiold_ County. State of )...9.442/ My Commission Expires: 04.Ay 1 &A) /�,O )J Signature Sheet 1 (Bid) - Corporation IF APPLICABLE 32 of 33 CORPORATE SEAL BRANDY KAY LEONHARDT MY COMMISSION EXPIRES November 15,2018 City of Pearland OMB Circular A-133 Certification — Statement of Compliance, Certification and Assurances Overview Each year, the Federal Government provides over $400 billion in grants to State, local and tribal governments, colleges, universities and other non-profit organizations (non -Federal entities). The Single Audit Act of 1984 (with amendment in 1996) and OMB Circular A-133 ("Audits of State, Local Governments, and Non -Profit Organizations") provide audit requirements for ensuring that these funds are expended properly. All non -Federal entities that expend $750,000 (2 CFR Part 200) or more of Federal awards in a year ($500,000 for fiscal year ending on or before December 26, 2014 and $300,000 for fiscal year ending on or before December 30, 2003) are required to obtain an annual audit in accordance with the Single Audit Act Amendments of 1996, OMB Circular A-133, the OMB Circular Compliance Supplement and Government Auditing Standards. City of Pearland CDBG Subrecipients are required to certify and assure that their current spending of federal government grant funds is, or is not, beyond the $750,000 threshold. Agency Information Organization Name:FORT BEND COMMUNITY REVITALIZATION PROJECTS EIN: 31 - 1692828 Statement of Compliance On behalf of Fort Bend CORPS , I, Ronald M. Castillo, hereby agree to comply with the requirements set forth by the U.S. Department of Housing & Urban Development as promulgated by the U.S. Office of Management and Budget - Office of Federal Financial Management Single Audit OMB Circular A-133. Certification (check one, complete and authorized official's initials) Assurance hereby certifies that it expects to meet the OMB Circular A- 133 spending threshold for the fiscal year and agrees to provide adequate documentation to the City of Pearland upon completion of the FY Independent Single Audit. hereby certifies that it does not expect to meet the OMB Circular A-133 spending threshold for the fiscal year 2016 and will not be required to conduct an Independent Single Audit. The undersigned agrees to execute the necessary measures to comply with OMB Circular A-133 Single Audit if at any time during its contractual period for operating CDBG grant funds and assures the City of Pearland that it will conduct an Independent Single Audit of its federal government grant funds. The undersigned assures the City of Pearlar it will pr vicertified copy of the Single Audit for the appropriate fiscal year. Wire D / 21 /2016A th rize Of & Title Date Re% 2015 33 of 33