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HomeMy WebLinkAbout06- Community Development Block Grant, Contract #MT-CDBG-EDPG06-02 COMMUNITY DEVELOPMENT BLOCK GRANT ECONOMIC DEVELOPMENT PROGRAM CONTRACT PLANNING GRANTS CONTRACT #MT -CDBG-EDPG06-02 A. PARTIES. The parties to this contract (the Contract) are the State of Montana, Department of Commerce (MDOC) (the Department), 301 South Park, Helena, Montana, 59620-0501, and the CONTRACTOR, City of Bozeman, PO Box 1230, Bozeman, Montana 59771, IRS # 81-6001238 B PURPOSE The purpose of the Contract is to provide funding for project activities as approved by the Department under the Montana Community Development Block Grant-EconomiC Development Program (CDBG-ED) for FY2006. NOW, THEREFORE, in consideration of the mutual promises and covenants herem, the parties hereto agree as follows 1 AUTHORITY The Contract is issued under authority of Title 18, Montana Code Annotated, and the Administrative Rules of Montana, Title 2, chapter 5 2. SCOPE AND DUTIES' a) The Contractor will engage in activities as setforth in the Contractor's application, Including any written modifications resulting from the review of the applications by the Department for CDBG- ED grant assistance that by this reference are made a part hereof b) Grant funds of $15,000 are budgeted for the following activities: . To hire a consultant to: Conduct a cost and market feasibility analysis for the development and operation of a new business incubator in Bozeman, and Assist with a preliminary architectural study to identify building needs, costs, and development timeline. 3. PERIOD OF CONTRACT' This Contract takes effect upon execution by the parties and will terminate upon completion of the final project closeout by the Department. The activities to be performed by the Grantee Will be completed according to the Implementation schedule Included as Attachment A to this Contract, which by this reference is made a part of thiS Contract 4 LIAISON The contact person for the Department is Karyl Tobel, Section Manager, Commerce Loan Fund, Helena, Montana, or successor, and Jeff Krauss, Mayor, City of Bozeman, for the Contractor. 5 BUDGET a) The total amount to be awarded to the Contractor under thiS Contract will not exceed $15,000 b) A copy of the project budget is included as Attachment B to thiS Contract, and by thiS reference IS made binding upon the Contractor The Contractor may modify thiS budget only after having requested and received pnor approval of the adjustment from the Department c) For budget adjustments of $5,000 or less between line items of the CDBG-ED portion of Attachment B, Department approval of the Request for Payment form will constitute approval of the budget adjustment. The rationale for budget adjustment must be described in the Project Progress Report and the proposed adjustments noted in the Request for Payment and Status of Funds Report submitted with draws against the grant funding reserve. Budget adjustments in excess of $5,000 require formal Department approval. 6. COMPENSATION & CONSIDERATION: a) The Department will authorize the Contractor to draw up to $15,000 against the funding reserved for it by the Department. In drawing against the reserved amount the Contractor will follow the instructions supplied by the Department. b) The Department will reimburse all eligible expenses incurred in furtherance of this Contract as provided in this Contract and upon approval by the Department of the Contractor's Request for Payment. The Department will reimburse the Contractor for approved, eligible and necessary expenses according to the documentation submitted by the Contractor to support the expenditures. The Department will not reimburse the Contractor for any costs incurred prior to the date of tentative grant award that was July 17, 2006, nor for any expenses not included in the approved budget or not clearly and accurately supported by the Contractor's records. Any authorized funds not expended under this grant will revert to the Department and will be used to finance other CDBG-ED projects. c) The Department agrees to reimburse the Contractor for successfully completing the activities set forth in Section 2 SCOPE AND DUTIES. d) The reimbursement of eligible costs incurred is contingent upon the Contractor's completion of Section 11 SPECIAL CONDITIONS. In the event the Contractor is unable to comply with the terms and conditions of this Contract, any costs incurred will be the Contractor's sole responsibility. e) If the actual cost of completing the project is less than has been projected by the Contractor in the preliminary budget (Attachment B), the Department may, at its discretion, reduce the amount to be provided under this Contract in proportion to the overall savings. For construction projects, if actual construction bids are less than the estimates included in the preliminary budget, the construction budget in the CDBG-ED Contract will be established at the bid price plus a ten percent (10%) contingency. The difference between actual project costs and original grant award will be reallocated by the Department for unfunded or inadequately funded projects or added to the following year's CDBG-ED allocation. f) If the Department determines that the Contractor has failed to satisfactorily carry out its responsibilities under this Contract, the Department may revoke the Contractor's authority to draw against the reservation described herein until such time as the Department and the Contractor agree on a plan to remedy the deficiency. g) The Montana Department of Commerce reserves the right to withdraw a comm itment for any CDBG funds which have not been disbursed twenty-four (24) months after the date of the announcement of the tentative grant award. h) If needed, travel expenses, meals and lodging will be reimbursed at the Montana State Rate. 2 i) Unless otherwise stated herein, the Department is allowed 30 days to process requests for payments. The Contractor may be required to provide banking information at the time of Contract execution in order to facilitate electronic funds transfer payments. The Department may withhold payments to the Contractor if the Contractor has breached the terms of the Contract. j) The Department will withhold ten percent (10%) of the total authorized grant amount, until all tasks outlined in Section 2. SCOPE AND DUTIES are completed and approved. The Department will disburse the retained amount upon receipt of a copy of the final product, documented costs, and provided the Contractor has demonstrated effective overall management of the current project. 7. PERFORMANCE REPORTING The Contractor will submit status reports on project performance at the request of, and in the format prescribed by the Department. These reports include, but are not limited to: a) Project Progress Reports describing the status of the project with respect to each implementation objective including at a minimum, the percentage complete, costs incurred, funds remaining and projected completion date. The report must also describe any significant problems encountered and any necessary scope of implementation modifications requested. At a minimum, this report must be submitted to the Department by the Grantee within 30 days of each calendar quarter ending March, June, September, and December; 8. ASSURANCES: a) The Contractor will comply with all the applicable parts of Title I of the Housing and Community Development Act of 1974, as amended; the applicable Department of Housing and Urban Development (HUD) regulations in 24 CFR Part 570, as not in effect or as they may be amended during the term of this Contract, all requirements established by the Department; applicable state and federal laws, regulations, administrative directives and procedures, and local ordinances and resolutions. b) The Contractor agrees that all contracts entered into by it for the completion of activities described in Section 2 SCOPE AND DUTIES, will contain special provisions requiring contractors to comply with all applicable state and federal requirements. c) The Contractor will comply with the Statement of Assurances as signed and submitted with the Contractor's CDBG-ED application. The Contractor will also comply with all other applicable federal and state statutory and regulatory requirements, administrative directives issued by the Department, and local ordinances and resolutions. All contracts entered into by the Contractor for the completion of activities described in Section 2. hereof must contain special provisions requiring contractors to comply with all applicable requirements. d) The Contractor expressly agrees to repay to the Department any funds advanced to the Contractor under this Contract which the Contractor, its subcontractors or Sub-recipient entities, or any public or private agent or agency to which it delegates authority to carry our portions of this Contract expends in violation of the terms of this Contract or the federal statutes and regulations governing the CDBG program. 9. AVOIDANCE OF CONFLICT OF INTEREST: The Contractor will comply with the provisions of 24 CFR 570.611 and with sections 2-2125, 2-2-201, 7-3-4367, 7-5-2106, and 7-5-4109, MCA (as applicable) regarding the avoidance of conflict of interest. 3 10. ARTICLES INCORPORATED BY REFERENCE: The Contractor's full application for CDBG- ED grant assistance, the applicable HUD regulations at 24 CFR Part 570, and Title I of the Housing and Community Development Act of 1974, as now in effect or as they may be amended during the term of this Contract are incorporated in this Contract by this reference and are binding upon the Contractor. 11. SPECIAL CONDITIONS The Contractor will not obligate or utilize funds for any activities provided for by this contract until: a) The Contractor submits to the Department evidence of the firm commitment of the other resources necessary for the completion of the project as defined in Section 2 and Attachment B hereof. b) All project funding must be fully committed and available and the project must be ready to proceed within six (6) months of award. The Montana Department of Commerce reserves the right to withdraw a commitment of any CDBG funds for projects not ready to proceed within six (6) months after the date of tentative grant award. 12. OWNERSHIP AND PUBLICATIONS OF MATERIALS: All materials developed under the Contract are the property of the Department. 13. PROPERTY MANAGEMENT: Title to real property or equipment acquired under a grant or sub- grant will vest upon acquisition in the Contractor's or sub-grantee. The Contractor or sub-grantee will use, manage, and dispose of this property or equipment in accordance with the req uirements set out in 24 CFR Part 85, Subpart C and 24 CFR part 570, Subpart J. 14. ACCESS TO RECORDS AND PROJECT MONITORING: a) The Contractor will maintain adequate and reasonable records of its performance under this Contract and will allow access to these records at any time during normal business hours by the Department the U.S. Department of Housing and Urban Development, the Comptroller General and, when required by law, the Montana Legislative Auditor. These records will be kept in the Contractor's offices in Bozeman, Montana. b) The Department or its agents may monitor and inspect all phases and aspects of the Contractor's performance to determine compliance with the SCOPE AND DUTIES, and other technical and administrative requirements, including the adequacy of the Contractor's records and accounts. The Department will advise the Contractor of any specific areas of concern and provide the Contractor opportunity to propose corrective actions acceptable to the Department. 15. EQUAL EMPLOYMENT OPPORTUNITY: Any hiring of employees by the Contractor under this Agreement will be on the basis of merit and qualification, and the Contractor will not discriminate against any person on the basis of race, color, religion, creed, political ideas, sex, age, marital status, physical or mental disability, or national origin. As used herein, "qualification" means qualifications as are generally related to competent performance of the particular occupational task. 16. COMPLIANCE WITH WORKERS' COMPENSATION ACT: Contractors are required to comply with the provisions of the Montana Workers' Compensation Act while performing work for the State of Montana in accordance with sections 39-71.401, 39-71-405, and 39-71-417, MCA. Proof of compliance must be in the form of workers' compensation insurance, an independent contractor's 4 exemption, or documentation of corporate officer status. Neither the contractor nor its employees are employees of the State. This insurance/exemption must be valid for the entire term of the contract. A renewal document must be sent to the Montana Department of Commerce, upon expiration. CONTRACTS WILL NOT BE ISSUED TO CONTRACTORS WHO FAIL TO PROVIDE THE REQUIRED DOCUMENTATION WITHIN THE ALLOTTED TIME FRAME. Coverage may be provided through a private carrier or through the State Compensation Insurance Fund (406) 444-6500. An exemption can be requested through the Department of Labor and Industry, Employment Relations Division (406) 444~1446. Corporate officers must provide documentation of their exempt status. 17. DEBARMENT: The Contractor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in the Contract by any governmental department or agency. If the Contractor cannot certify this statement, attach a written explanation for review by the Department. 18. FAILURE TO HONOR CONTRACT: If the Contractor refuses orfails to deliver in accordance with the Contract terms and conditions, the State Procurement Bureau may, in its discretion, suspend the Contractor for a period of time from entering into any contracts with the State of Montana. 19. ACCESS AND RETENTION OF RECORDS: The Contractor agrees to provide the Department, Legislative Auditor, or their authorized agents, access to any records necessary to determine contract compliance (Mont. Code Ann. S 18-1-118). The Contractor agrees to create and retain records supporting the services rendered or supplies delivered for a period of three years after either the completion date of the Contract or the conclusion of any claim, litigation, or exception relating to the Contract taken by the State of Montana or third party. 20. CONTRACT TERMINATION a) Termination for Cause. The State may, by written notice to the Contractor, terminate this contract in whole or in part at any time the Contractor fails to perform this contract; OR b) Termination for Cause with Notice to Cure Requirement. The State may terminate this contract for failure of the Contractor to perform any of the services, duties, or conditions contained in this contract after giving the Contractor written notice of the stated failure. The written notice must demand performance of the stated failure within a specified period of time of not less than (insert number of days). If the demanded performance is not completed within the specified period, the termination is effective at the end of the specified period; OR c) Termination for Convenience. The State may, by written notice to the Contractor, terminate this contract without cause. The State must give notice of termination to the Contractor at least (insert numbers of days) days prior to the effective date of termination: AND d) Reduction of Fundinq. The State, at its sole discretion, may terminate or reduce the scope of this contract if available funding is reduced for any reason. (See Mont. Code Ann. S 18-4-313(4).) 21. UNAVAILABILITY OF FUNDING: The Department may, at its sole discretion, terminate or reduce the scope of the Contract if available funding is eliminated or reduced for any reason. 5 22. U.S. FUNDS: All prices and payments must be in U.S. dollars. 23. DEFAULT: Failure on the part of either party to perform the provisions of the Contract constitutes default. Default may result in the pursuit of remedies for breach of contract, including but not limited to damages and specific performance. 24. CONFORMANCE WITH CONTRACT: No alteration of the terms, conditions, delivery, price, quality, quantities, or specifications of the Contract shall be granted without prior written consent of the Department. 25. VENUE: The Contract is governed under the laws of Montana. The parties agree that any litigation concerning the Contract must be brought in the First Judicial District in and for the County of Lewis and Clark, State of Montana, and each party shall pay its own costs and attorney fees. (Mont. Code Ann. S 18-1-401.) 26. COMPLIANCE WITH LAWS: The Contractor must, in performance of work under the Contract, fully comply with all applicable federal, state, or local laws, rules and regulations, including the Montana Human Rights Act, the Civil Rights Act of 1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of 1990, and Section 504 of the Rehabilitation Act of 1973. Any subletting or subcontracting by the Contractor subjects subcontractors to the same provision. In accordance with Mont. Code Ann. S 49-3-207, the Contractor agrees that the hiring of persons to perform the Contract will be made on the basis of merit and qualifications and there will be no discrimination based upon race, color, religion, creed, political ideas, sex, age, marital status, physical or mental disability, or national origin by the persons performing the Contract. 27. DISABILITY ACCOMMODATIONS: The Department does not discriminate on the basis of disability in admission to, access to, or operations of its programs, services, or activities. Individuals, who need aids, alternative document formats, or services for effective communications or other disability-related accommodations in the programs and services offered, are invited to make their needs and preferences known to this office. Interested parties should provide as much advance notice as possible. 28. NO ARBITRATION: Unless otherwise agreed to in writing or provided for by law, arbitration is not available to the parties as a method of resolving disputes that would arise under the Contract. 29. ASSIGNMENT, TRANSFER AND SUBCONTRACTING: The Contractor shall not assign, transfer or subcontract any portion of the Contract without the express written consent of the Department. (Mont. Code Ann. S 18-4-141.) 30. MODIFICATION: The Contract may not be enlarged, modified, amended or altered except upon written agreement signed by all parties to the Contract. 31. ALTERATION OF SOLICITATION DOCUMENT: In the event of inconsistencies or contradictions between language contained in the Department's solicitation document and a Contractor's response, the language contained in the Department's original solicitation document will prevail. Intentional manipulation and/or alteration of solicitation document language will result in the Contractor's disqualification and possible debarment. 32. SOLICITATION DOCUMENT EXAMINATION: The Contractor shall promptly notify the Department of any ambiguity, inconsistency, or error, which they may discover upon examination of a solicitation document. 6 33. FACSIMILE RESPONSES: Facsimile responses will be accepted for limited solicitations ONLY if they are completely received by the Department prior to the time set for receipt. Bids, or portions thereof, received after the due time will not be considered. 34. NOTICE: All notices required under the provisions of the Contract must be in writing and delivered to the parties' liaisons either by regular mail or personal service. 35. SEPARABILITY: A declaration by any court, or any other binding legal source, that any provision of the Contract is illegal and void shall not affect the legality and enforceability of any other provision of the Contract, unless the provisions are mutually dependent. 36. SHIPPING: Supplies shall be shipped prepaid, F.O.B. Destination, unless the Contract specifies otherwise. 37. TAX EXEMPTION: The State of Montana is exempt from Federal Excise Taxes (#81-0302402). 38. WARRANTIES: The Contractor warrants that items offered will conform to the specifications requested, to be fit and sufficient for the purpose manufactured, of good material and workmanship and free from defect. Items offered must be new and unused and of the latest model or manufacture, unless otherwise specified by the Department. 39. HOLD HARMLESS AND INDEMNIFICATION: The Contractor agrees to protect, defend, and save the State, its elected and appointed officials, agents, and employees, while acting within the scope of their duties as such, harmless from and against all claims, demands, causes of action of any kind or character, including the cost of defense thereof, arising in favor of the Contractor's employees or third parties on account of bodily or personal injuries, death, or damage to property arising out of services performed or omissions of services or in any way resulting from the acts or omissions of the Contractor and/or its agents, employees, representatives, assigns, subcontractors, except the sole negligence of the State, under the Contract. 40. REGISTRATION WITH SECRETARY OF STATE: Any business intending to transact business in Montana must register with the Secretary of State. Businesses that are incorporated in another state or country, but which are conducting activity in Montana, must determine whether they are transacting business in Montana in accordance with Mont. Code Ann. SS 35-1-1026 and 35-8-1001. Such businesses may want to obtain the guidance of their attorney or accountant to determine whether their activity is considered transacting business. If businesses determine that they are transacting business in Montana, they must register with the Secretary of State and obtain a certificate of authority to demonstrate that they are in good standing in Montana. To obtain registration materials, call the Office of the Secretary of State at (406) 444- 3665, or visit their website at http://www.sos.state.mt.us. 41. TECHNOLOGY ACCESS FOR BLIND OR VISUALLY IMPAIRED: Contractor acknowledges that no state funds may be expended for the purchase of information technology equipment and software for use by employees, program participants, or members of the public unless it provides blind or visually impaired individuals with access, including interactive use of the equipment and services, that is equivalent to that provided to individuals who are not blind or visually impaired. (Mont. Code Ann. S 18-5-603.) Contact the State Procurement Bureau at (406) 444-2575 for more information concerning non-visual access standards. 7 42. REFERENCE TO CONTRACT: The Contract number MUST appear on all invoices, packing lists, packages and correspondence pertaining to the Contract. 43. INTEGRATION: The Contract contains the entire agreement between the parties, and no statements, promises, or inducements of any kind made by either party, or the agents of either party, not contained herein are valid or binding. This Contract is made and entered into on the_day of ~~i( Je ss, or "/ Cit 0 Boz ------f ?-- ,2006. ? II'! (ro Date Anthony J. Preite, Director Montana Department of Commerce Date 8 ATTACHMENT A PLANNING GRANT PROJECT IMPLEMENTATION SCHEDULE CDBG-ED Contract #MT -CDBGwEDPG06-02 TASK MONTH PROJECT START UP Preparation of MDOC Contract July 2006 PROCUREMENT OF PROFESSIONAL SERVICES1 Submit Request for Proposals (RFP) to MDOC for approval, if required2 August 2006 Publish RFP August 2006 Select professional September 2006 Execute agreement with professional September 2006 PROJ ECT IMPLEMENTATION Prepare Draft Plan October 2006 Submit Interim Drawdown October 2006 Public Review and Comment November 2006 Finalize Plan November 2006 PROJECT CLOSEOUT Submit final deliverables December 2006 Submit final drawdown I Including professional engineers, architects, and community development consultants, etc. 2 Architcctural and engineering scrvices must be procured in compliance with Section I t;-l3-20 I MeA. 9 ATTACHMENT B PLANNING GRANT CDBG Contract #MT-CDBG-EDPG06-02 City of Bozeman Administration SOURCE: SOURCE: SOURCE: SOURCE: TOTAL CDBG.ED EDA TechRanch MSU Consultant Services for Market Analysis, PAR 15,000 15,000 Architectural Services 10,000 10,000 Other Professional Services 15,500 25,021 40,521 TOTAL 15,000 10,000 15,500 25,021 65,521 10