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HomeMy WebLinkAbout10-07-19 City Commission Packet Materials - C6. Grant Agreement with HAVEN for Emergency Housing Funding Commission Memorandum REPORT TO: Honorable Mayor and City Commission FROM: Kristin Donald, Finance Director SUBJECT: Grant Agreement with HAVEN, for funding of $30,000 AGENDA ITEM TYPE: Consent MEETING DATE: October 7, 2019 RECOMMENDATION: Authorize the City Manager to sign the attached grant agreement with HAVEN BACKGROUND: On June 24, 2019, the Commission appropriated $30,000 for general funding for HAVEN based on their submitted request for funding for the purpose of emergency housing. UNRESOLVED ISSUES: None. ALTERNATIVES: As suggested by the City Commission. FISCAL EFFECTS: This item was budgeted for in the FY20 budget Report compiled on: September 13, 2019 Attached: Grant agreement with HAVEN for $30,000 89 FY 2020 Grant Agreement – HAVEN General Funding Page 1 GRANT AGREEMENT Haven – General Funding THIS AGREEMENT is made and entered into this ____ day of __________, 2019 by and between the City of Bozeman, Montana, a self-governing municipal corporation located at 121 N. Rouse Ave., Bozeman MT 59771 (“City”) as Grantor and HAVEN, a Montana 501(c)(3) not for profit organization with a mailing address of P.O. Box 752, Bozeman Montana 59771 as Grantee. WHEREAS, on October 17, 2005 the Bozeman City Commission adopted Resolution No. 3866 establishing policies for the granting of funds from the City of Bozeman to a requesting entity; and WHEREAS, HAVEN submitted a proposal to the City Commission for a grant of $30,000 for general operation of HAVEN, which identified strategic areas for use of the City funding; and WHEREAS, on June 24, 2019, the Commission appropriated $30,000 for emergency housing funding for HAVEN. THE PARTIES AGREE: 1. The Grant. The City will grant and release to HAVEN a sum of up to thirty thousand dollars ($30,000) from its General Fund (the “Grant”) pursuant to the payment terms in Section 3. 2. Use of Grant Funds. Grant funds will be used by HAVEN for the sole purpose of aiding with emergency and other needed housing as described in HAVEN’s submission (the “Project”), attached hereto as Exhibit A and by this reference incorporated herein. 3. Payment of Grant Funds a. HAVEN may request the Grant funds during the fiscal year ending June 30, 2020 as needed by providing proof of expenses paid. Acceptable forms of proof of payment shall be as determined in the sole discretion of the City’s Director of Finance. b. Any funds from the Grant not awarded during the fiscal year ending June 30, 2020 will remain in the City’s General Fund and will be available for other appropriation. 90 FY 2020 Grant Agreement – HAVEN General Funding Page 2 4. Grantee Representations a. HAVEN has familiarized itself with the nature and extent of this Agreement and with all local conditions and federal, state and local laws, ordinances, rules, and regulations that in any manner may affect HAVEN’s performance under this Agreement. b. HAVEN represents and warrants to City that it has the experience and ability to perform its obligations under this Agreement; that it will perform said obligations in a professional, competent and timely manner and with diligence and skill; that it has the power to enter into and perform this Agreement; and that its performance of this Agreement shall not infringe upon or violate the rights of any third party, whether rights of copyright, trademark, privacy, publicity, libel, slander or any other rights of any nature whatsoever, or violate any federal, state and municipal laws. The City will not determine or exercise control as to general procedures or formats necessary for HAVEN to meet this warranty. c. HAVEN represents and warrants to City that the Grant funds are necessary to accomplish the financial requirements of the Project. 5. Reports/Accountability/Public Information. If Grant funds are paid to HAVEN, HAVEN will provide to the City a formal written report that includes, at a minimum, the proof of expenses paid. HAVEN agrees to develop and/or provide such other documentation as requested by the City demonstrating HAVEN’s compliance with the requirements of this Agreement. HAVEN must allow the City, its auditors, and other persons authorized by the City to inspect and copy its books and records for the purpose of verifying that monies provided to HAVEN pursuant to this Agreement were used in compliance with this Agreement and all applicable provisions of federal, state, and local law. HAVEN will retain such records for seven years after receipt of final payment under this Agreement unless permission to destroy them is granted by the City. HAVEN shall not issue any statements, releases or information for public dissemination without prior approval of the City. 6. Independent Contractor Status. The parties agree that HAVEN, its agents, employees, contractors, or subcontractors, are independent contractors for purposes of this Agreement and are not to be considered employees or agents of the City for any purpose. HAVEN and its agents, employees, contractors, or subcontractors, are not subject to the terms and provisions of the City’s personnel policies handbook and may not be considered a City employee for workers’ compensation or any other purpose. 91 FY 2020 Grant Agreement – HAVEN General Funding Page 3 HAVEN, its agents, employees, contractors, or subcontractors, are not authorized to represent the City or otherwise bind the City in any way. 7. Default and Termination. If HAVEN fails to comply with any condition of this Agreement at the time or in the manner provided for, the City may terminate this Agreement if the default is not cured within fifteen (15) days after written notice is provided to HAVEN. The notice will set forth the items to be cured. If this Agreement is terminated pursuant to this Section, HAVEN will repay to the City any Grant funds already delivered to HAVEN for the Project. 8. Limitation on HAVEN’s Damages; Time for Asserting Claim a. In the event of a claim for damages by HAVEN under this Agreement, HAVEN’s damages shall be limited to contract damages and HAVEN hereby expressly waives any right to claim or recover consequential, special, punitive, lost business opportunity, lost productivity, field office overhead, general conditions costs, or lost profits damages of any nature or kind. b. In the event HAVEN wants to assert a claim for damages of any kind or nature, HAVEN must first provide City with written notice of its claim, the facts and circumstances surrounding and giving rise to the claim, and the total amount of damages sought by the claim, within ninety (90) days of the facts and circumstances giving rise to the claim. In the event HAVEN fails to provide such notice, HAVEN shall waive all rights to assert such claim. 9. Representatives a. City’s Representative. The City’s Representative for the purpose of this Agreement shall be Kristin Donald or such other individual as City shall designate in writing. Whenever approval or authorization from or communication or submission to City is required by this Agreement, such communication or submission shall be directed to the City’s Representative and approvals or authorizations shall be issued only by such Representative; provided, however, that in exigent circumstances when City’s Representative is not available, HAVEN may direct its communication or submission to other designated City personnel or agents and may receive approvals or authorization from such persons. b. HAVEN’s Representative. HAVEN’s Representative for the purpose of this Agreement shall be Erica Coyle or such other individual as HAVEN shall designate in writing. Whenever direction to or communication with HAVEN is required by 92 FY 2020 Grant Agreement – HAVEN General Funding Page 4 this Agreement, such direction or communication shall be directed to HAVEN’s Representative; provided, however, that in exigent circumstances when HAVEN’s Representative is not available, City may direct its direction or communication to other designated HAVEN personnel or agents. 10. Indemnity/Waiver of Claims/Insurance. To the fullest extent permitted by law, HAVEN agrees to defend, indemnify and hold the City and its agents, representatives, employees, and officers (collectively referred to for purposes of this Section as the City) harmless against all third party claims, demands, suits, damages, losses, and expenses, including reasonable defense attorney fees, which arise out of, relate to or result from HAVEN’s (i) negligence, or (ii) willful or reckless misconduct. Such obligations shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist. The indemnification obligations of this Section must not be construed to negate, abridge, or reduce any common-law or statutory rights of the indemnitee(s) which would otherwise exist as to such indemnitee(s). HAVEN’s indemnification obligations under this Section shall be without regard to and without any right to contribution from any insurance maintained by City. Should any indemnitee described herein be required to bring an action against HAVEN to assert its right to defense or indemnification under this Agreement or under HAVEN’s applicable insurance policies required below the indemnitee shall be entitled to recover reasonable costs and attorney fees incurred in asserting its right to indemnification or defense but only if a court of competent jurisdiction determines HAVEN was obligated to defend the claim(s) or was obligated to indemnify the indemnitee for a claim(s) or any portion(s) thereof. In the event of an action filed against City resulting from the City’s performance under this Agreement, the City may elect to represent itself and incur all costs and expenses of suit. HAVEN also waives any and all claims and recourse against the City or its officers, agents or employees, including the right of contribution for loss or damage to person or property arising from, growing out of, or in any way connected with or incident to the performance of this Agreement except “responsibility for his own fraud, for willful injury to the person or property of another, or for violation of law, whether willful or negligent” as per 28-2-702, MCA. These obligations shall survive termination of this Agreement. 93 FY 2020 Grant Agreement – HAVEN General Funding Page 5 In addition to and independent from the above, HAVEN shall at HAVEN’s expense secure insurance coverage through an insurance company or companies duly licensed and authorized to conduct insurance business in Montana which insures the liabilities and obligations specifically assumed by HAVEN in this Section. The insurance coverage shall not contain any exclusion for liabilities specifically assumed by HAVEN in this Section unless and to the extent coverage for such liability is not reasonably available. The insurance shall cover and apply to all claims, demands, suits, damages, losses, and expenses that may be asserted or claimed against, recovered from, or suffered by the City without limit and without regard to the cause therefore and which is acceptable to the City and HAVEN shall furnish to the City an accompanying certificate of insurance and accompanying endorsements in amounts not less than as follows: • Workers’ Compensation – statutory; • Employers’ Liability - $1,000,000 per occurrence; $2,000,000 annual aggregate; • Commercial General Liability - $1,000,000 per occurrence; $2,000,000 annual aggregate The City of Bozeman, its officers, agents, and employees, shall be endorsed as an additional or named insured on a primary non-contributory basis on the Commercial General Liability policy. The insurance and required endorsements must be in a form suitable to City and shall include no less than a thirty (30) day notice of cancellation or non-renewal. The City must approve all insurance coverage and endorsements prior to delivery of Grant funds to HAVEN. HAVEN shall notify City within two (2) business days of HAVEN’s receipt of notice that any required insurance coverage will be terminated or HAVEN’s decision to terminate any required insurance coverage for any reason. 11. Nondiscrimination. HAVEN will not discriminate on the basis of race, color, religion, creed, political ideas, sex, age, marital status, national origin, actual or perceived sexual orientation, gender identity, or physical or mental disability in providing access, support or assistance pursuant to this Agreement to youth in need of shelter. HAVEN will have a policy to provide equal employment opportunity in accordance with all applicable state and federal anti-discrimination laws, regulations, and contracts. HAVEN will not refuse employment to a person, bar a person from employment, or discriminate against a person in compensation or in a term, condition, or privilege of employment because of race, color, religion, creed, political ideas, sex, age, marital status, national origin, actual or perceived sexual orientation, gender identity, physical or mental disability, except when the reasonable demands of the position require an age, physical or mental 94 FY 2020 Grant Agreement – HAVEN General Funding Page 6 disability, marital status or sex distinction. HAVEN shall be subject to and comply with Title VI of the Civil Rights Act of 1964; Section 140, Title 2, United States Code, and all regulations promulgated thereunder. HAVEN shall require these nondiscrimination terms of its sub-Contractors providing services under this agreement. 12. Public Meetings and Access to Public Records a. Meetings of HAVEN that pertain to the receipt or expenditure of Grant funds from the City are subject to the open meeting requirements of Montana law, including those set forth in Title 7, Chapter 1, Part 41, MCA and Title 2, Chapter 3, MCA. To ensure compliance, HAVEN will provide agendas for meetings that pertain to the receipt or expenditure of Grant funds covered by this Agreement to the City Clerk’s office no later than 72 working hours prior to meeting for notice on the City’s official posting board and any other sites deemed reasonable by the Clerk’s office. In addition, meeting minutes will be kept by HAVEN and provided to the City Clerk’s office no later than 90 days after the meeting. These minutes shall be posted and made available to the public by the City Clerk’s office except for those minutes taken during a closed meeting in accordance with 2-3-203, MCA. Minutes taken during a closed meeting shall also be provided to the City Clerk’s office but shall be handled in accordance with the City Clerk’s regular executive session protocol and kept private in a secured cabinet. b. In accordance with 7-1-4144, MCA and subject to any applicable legal obligation to protect and preserve individual confidential or private information, upon reasonable request and at reasonable times during normal business hours, HAVEN shall make such records available for inspection and copying by members of the public. HAVEN may charge for such copying in accordance with the policies of the City, which HAVEN hereby adopts for such purposes. c. To determine whether a meeting or part of a meeting may be closed to the public and to determine whether information contained in HAVEN documents is protected by law from disclosure, HAVEN may seek a determination of the City Attorney at no cost to HAVEN. Such request and determination shall not create an attorney-client relationship between HAVEN and the City. 13. Attorney’s Fees and Costs. In the event it becomes necessary for a party to this Agreement to retain an attorney to enforce any of the terms or conditions of this Agreement or to give any notice required herein, then the prevailing party shall be entitled to reasonable attorney’s fees and costs, including fees, salary, and costs of in- house counsel to include City Attorney. 95 FY 2020 Grant Agreement – HAVEN General Funding Page 7 14. Integration and Modification. This document contains the entire agreement between the parties and no statements, promises or inducements made by either party or agents of either party not contained in this written Agreement may be considered valid or binding. This Agreement may not be modified except by written agreement signed by both parties. 15. Dispute Resolution a. Any claim, controversy, or dispute between the parties, their agents, employees, or representatives shall be resolved first by negotiation between senior-level personnel from each party duly authorized to execute settlement agreements. Upon mutual agreement of the parties, the parties may invite an independent, disinterested mediator to assist in the negotiated settlement discussions. b. If the parties are unable to resolve the dispute within thirty (30) days from the date the dispute was first raised, then such dispute may only be resolved in a court of competent jurisdiction in compliance with the Applicable Law provisions of this Agreement. 16. No Assignment. HAVEN may not subcontract or assign HAVEN’s rights, including the right to Grant payments, or any other rights or duties arising hereunder, without the prior written consent of City. 17. No Third Party Beneficiary. The terms and provisions of this Agreement are intended solely for the benefit of each party and their respective successors and assigns. It is not the parties’ intent to confer third party beneficiary rights upon any other person or entity. 18. Choice of Law. This Agreement shall be governed and construed in accordance with the laws of the State of Montana without regard to conflict of law provisions. The Parties agree to submit to the personal and exclusive jurisdiction of the courts located within Gallatin County, Montana. 19. Non-Waiver. A waiver by either party of any default or breach by the other party of any terms or conditions of this Agreement does not limit the other party’s right to enforce such term or conditions or to pursue any available legal or equitable rights in the event of any subsequent default or breach. 20. Severability. If any portion of this Agreement is held to be void or unenforceable, the balance of the Agreement shall continue in effect. 96 FY 2020 Grant Agreement – HAVEN General Funding Page 8 21. Counterparts. This Agreement may be executed in counterparts, which together constitute one instrument. IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and year indicated below. _______________________ Date: __________ Andrea Surratt, City Manager City of Bozeman _______________________ Date: __________ Erica Coyle, Executive Director HAVEN Approved as to form: _______________________ Date: __________ Greg Sullivan, City Attorney City of Bozeman 97 FY 2020 Grant Agreement – HAVEN General Funding Exhibit A Exhibit A Grant Proposal 98