HomeMy WebLinkAbout2007/08/14 Item 15
CITY COUNCIL
AGENDA STATEMENT
SUBMITTED BY:
~\It.t:. CITY OF
'n~CHULA VISTA
August 14,2007, Item 15
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA AUTHORIZING THE CITY MANAGER TO
EXECUTE AN AGREEMENT FOR CONSULTING
SERVICES BETWEEN COMMUNITY HOUSINGWORKS
AND THE CITY OF CHULA VISTA TO ADMINISTER THE
FIRST TIME HOMEBUYER DOWNPAYMENT AND
CLOSING COST ASSISTANCE PROGRAM IV
ACTING DIRECTOR F CO TY DEVELOPMENT ~q
/"
CITY MANAGER
ASSIST ANT CITY
ITEM TITLE:
REVIEWED BY:
4/5THS VOTE: YES 0 NO 0
BACKGROUND
The City of Chula Vista ("City") solicited proposals for the management of the City's
First Time Homebuyer Downpayment and Closing Cost Assistance Program ("Program")
through a Request for Proposal process. Administration of this program requires
specialized knowledge an outside entity could provide. Community HousingWorks, the
proposed Program Administrator, has vast experience in homebuyer education and
counseling, downpayment assistance, and community outreach.
ENVIRONMENTAL REVIEW
The Environmental Review Coordinator has reviewed the proposed activity for
compliance with the California Environmental Quality Act (CEQA) and has determined
that the activity is not a "Project" as defined under Section 15378 of the State CEQA
Guidelines; therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines the
activity is not subject to CEQA. Thus, no environmental review is necessary.
RECOMMENDATION
Adopt the resolution authorizing the City Manager to execute an Agreement for
Consulting Services between Community HousingW orks and the City of Chula Vista to
administer the First Time Homebuyer Downpayment and Closing Cost Assistance
Program.
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August 14, 2007, Item~
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BOARDS/COMMISSION RECOMMENDATION
Not applicable.
DISCUSSION
As part of a commitment to provide homeowership opportunities to its residents, the City
has continuously funded various types of first time homebuyer programs with assistance
ranging from down payment and closing costs to for-sale affordable units. On April 16,
2002, Council adopted Resolution No. 2002-118, which approved a First-Time
Homebuyer Downpayment and Closing Cost Assistance (DCCA) Program to assist low-
income homebuyers earning at or below 80% of the Area Median Income. The City's
Program is funded through the HOME Investment Partnership Program (HOME). The
current Program balance is approximately $500,000. The current established maximum
amount of assistance per household is $40,000, which could assist approximately 12
households.
The City is considering reVISIng various elements of the program, including the
maximum loan amount, to reflect current market conditions. It is anticipated the
Consultant will assist with updates to the program and corresponding Program Manual.
Administrator
Community HousingWorks (CHW) is a non-profit organization, which provides a full
range of housing options combined with training and support. They offer down payment
and closing cost assistance loans, as well as homebuyer education and counseling to
lower income, first-time homebuyers through a Full-Cycle Lending system.
Full-Cycle Lending promotes homebuyer education, property rehabilitation services, and
post-purchase counseling. This system supports homebuyers before, during, and after
home purchase, ensuring long-term success in homeownership. CHW just added the
ability to broker first mortgage loans and refinances at lower costs and favorable terms
for low and moderate income borrowers. Since 1998, CHW has closed over 1,100 home
loans for purchase and rehabilitation. The loan fund has an excellent repayment history,
with only two foreclosures in its 20-year history.
Scope of Work:
The following itemizes the proposed scope of work to be performed by Community
HousingWorks:
. Consultant will provide neighborhood outreach via flyers and brochures in various
locations of high civic traffic in the City of Chula Vista. In addition, the consultant
will include materials on the Chula Vista program in their County-wide marketing
materials, event participation and orientation seminars.
. Consultant will continue to provide their Certified Home Buyer Education in English
and Spanish for interested residents ofChula Vista.
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August 14,2007, Item !5
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. Consultant will continue to provide Pre and Post-Purchase Counseling to residents of
Chula Vista. The consultant will monitor all Chula Vista loan program portfolio
clients and provide specialized outreach for foreclosure counseling and
homeownership preservation.
. Consultant will administer the Chula Vista HOME funds loan program according to
the program guidelines, including but not limited to: ranking applications for the
program, underwriting, loan document preparation and loan closing. The consultant
will further provide one-on-one in person client intake and applications for the Chula
Vista down-payment assistance applicants.
. Consultant will service the loans made on behalf of Chula Vista through this program
according to standard loan servicing policies and procedure.
. Consultant will further provide annual monitoring and reporting for owner
occupancy, as well as all pay-offs, subordinations, safe-deposit original documents
and annual public/investor audits.
DECISION MAKER CONFLICT
Staff has reviewed the decision contemplated by this action and has determined that it is
not site specific and consequently the 500 foot rule found in California Code of
Regulations section 18704.2(a)(1) is not applicable to this decision.
FISCAL IMPACT
The contract budget will not exceed $24,000, but includes extensions. First Time
Homebuyer loans and administration are funded through HOME Investment Partnership
grants from the U.S. Department of Housing and Urban Development. HOME funds
were previously appropriated for this purpose.
ATTACHMENTS
1. Two Party Agreement
Prepared by: Amanda Mills, Housing Manager, Community Development Department
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THE ATTACHED AGREEMENT HAS BEEN REVIEWED
AND APPROVED AS TO FORM BY THE CITY
ATTORNEY'S OFFICE AND WILL BE
FORMALL Y SIGNED UPON APPROVAL BY
THE CITY COUNCIL
Ann Moore
City Attorney
Dated: ~( 6/ Co> 1
Agreement Between City of Chula Vista
And Community HousingWorks
For Management ofa First Time Homebuyer Downpayment
And Closing Cost Assistance Program
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AGREEMENT
BETWEEN
CITY OF CHULA VISTA
AND
COMMUNITY HOUSINGWORKS
FOR
MANAGEMENT OF A FIRST TIME HOMEBUYER DOWNPAYMENT
AND CLOSING COST ASSISTANCE PROGRAM
This agreement ("Agreement"), dated for the purposes of
reference only, and effective as of the date last executed unless another date is
otherwise specified in Exhibit A, Paragraph 1, is between the City-related entity as is
indicated on Exhibit A, Paragraph 2, as such ("City"), whose business form is set forth
on Exhibit A, Paragraph 3, and the entity indicated on the attached Exhibit A,
Paragraph 4, as Consultant, whose business form is set forth on Exhibit A, Paragraph 5,
and whose place of business and telephone numbers are set forth on Exhibit A,
Paragraph 6 ("Consultant"), and is made with reference to the following facts:
Recitals
WHEREAS, the City is seeking professional consultant services to assist the City
in managing a first time homebuyer down payment and closing cost assistance program
program; and
WHEREAS, Community HousingWorks, was selected as Consultant due to it's
intimate knowledge of administering downpayment programs and servicing loans, their
extensive experience, and their ability to complete the services in a timely manner; and
WHEREAS, Consultant warrants and represents that they are experienced and
staffed in a manner such that they are and can prepare and deliver the services
required of Consultant to City within the time frames herein provided all in accordance
with the terms and conditions of this Agreement;
(End of Recitals. Next Page starts Obligatory Provisions.)
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Obligatory Provisions Pages
NOW, THEREFORE, BE IT RESOLVED that the City and Consultant do hereby mutually agree as
follows:
1. Consultant's Duties
A. General Duties
Consultant shall perform all of the services described on the attached Exhibit A,
Paragraph 7, entitled "General Duties"; and,
B. Scope of Work and Schedule
In the process of performing and delivering said "General Duties", Consultant shall
also perform all of the services described in Exhibit A, Paragraph 8, entitled "Scope of
Work and Schedule", not inconsistent with the General Duties, according to, and
within the time frames set forth in Exhibit A, Paragraph 8, and deliver to City such
Deliverables as are identified in Exhibit A, Paragraph 8, within the time frames set
forth therein, time being of the essence of this agreement. The General Duties and the
work and deliverables required in the Scope of Work and Schedule shall be herein
referred to as the "Defined Services". Failure to complete the Defined Services by the
times indicated does not, except at the option of the City, operate to terminate this
Agreement.
C. Reductions in Scope of Work
City may independently, or upon request from Consultant, from time to time
reduce the Defined Services to be performed by the Consultant under this Agreement.
Upon doing so, City and Consultant agree to meet in good faith and confer for the
purpose of negotiating a corresponding reduction in the compensation associated with
said reduction.
D. Additional Services
In addition to performing the Defined Services herein set forth, City may require
Consultant to perform additional consulting services related to the Defined Services
("Additional Services"), and upon doing so in writing, if they are within the scope of
services offered by Consultant, Consultant shall perform same on a time and materials
basis at the rates set forth in the "Rate Schedule" in Exhibit A, Paragraph !O(e),
unless a separate fixed fee is otherwise agreed upon. All compensation for Additional
Services shall be paid monthly as billed.
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E. Standard of Care
Consultant, in performing any Services under this agreement, whether Defined
Services or Additional Services, shall perform in a manner consistent with that level of
care and skill ordinarily exercised by members of the profession currently practicing
under similar conditions and in similar locations.
F. Insurance
Consultant must procure insurance against claims for injuries to persons or
damages to property that may arise from or in connection with the performance of the
work under the contract and the results of that work by the Consultant, his agents,
representatives, employees or subcontractors and provide documentation of same
prior to commencement of work. The insurance must be maintained for the duration
of the contract.
Minimum Scope of Insurance
Coverage must be at least as broad as:
(1) Insurance Services Office Commercial General Liability coverage (occurrence
Form CG0001).
(2) Insurance Services Office Form Number CA 0001 covering Automobile
Liability, Code 1 (any auto).
(3) Workers' Compensation insurance as required by the State of Califomia and
Employer's Liability Insurance.
(4) Professional Liability or Errors & Omissions Liability insurance appropriate
to the Consultant's profession. Architects' and Engineers' coverage is to be
endorsed to include contractual liability.
Minimum Limits of Insurance
Contractor must maintain limits no less than:
1. General Liability:
(Including operations,
products and
completed
operations, as
applicable)
$1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General
Liability insurance with a general aggregate limit is
used, either the general aggregate limit must apply
separately to this project/location or the general
aggregate limit must be twice the required
occurrence limit.
2. Automobile Liability: $1,000,000 per accident for bodily lllJury and
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property damage.
3. Workers'
Compensation
Employer's Liability:
Statutory
$1,000,000 each accident
$1,000,000 disease-policy limit
$1,000,000 disease-each employee
$1,000,000 each occurrence
4. Professional Liability
or Errors &
Omissions Liability:
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the
City. At the option of the City, either the insurer will reduce or eliminate such
deductibles or self-insured retentions as they pertain to the City, its officers, officials,
employees and volunteers; or the Consultant will provide a fmancial guarantee
satisfactory to the City guaranteeing payment of losses and related investigations,
claim administration, and defense expenses.
Other Insurance Provisions
The general liability, automobile liability, and where appropriate, the worker's
compensation policies are to contain, or be endorsed to contain, the following
provisions:
(1) The City of Chula Vista, its officers, officials, employees, agents, and
volunteers are to be named as additional insureds with respect to liability
arising out of automobiles owned, leased, hired or borrowed by or on behalf
of the Consultant, where applicable, and, with respect to liability arising out
of work or operations performed by or on behalf of the Consultant, including
providing materials, parts or equipment furnished in connection with such
work or operations. The general liability additional insured coverage must be
provided in the form of an endorsement to the contractor's insurance using
ISO CG 2010 (11/85) or its equivalent. Specifically, the endorsement must
not exclude Products/Completed Operations coverage.
(2) The Consultant's General Liability insurance coverage must be primary
insurance as it pertains to the City, its officers, officials, employees, agents,
and volunteers. Any insurance or self-insurance maintained by the City, its
officers, officials, employees, or volunteers is wholly separate from the
insurance of the contractor and in no way relieves the contractor from its
responsibility to provide insurance.
(3) The insurance policy required by this clause must be endorsed to state that
coverage will not be canceled by either party, except after thirty (30) days'
prior written notice to the City by certified mail, return receipt requested.
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(4) Coverage shall not extend to any indemnity coverage for the active
negligence of the additional insured in any case where an agreement to
indemnify the additional insured would be invalid under Subdivision (b) of
Section 2782 of the Civil Code.
(5) Consultant's insurer will provide a Waiver of Subrogation in favor of the City
for each required policy providing coverage during the life of this contract.
If General Liability, Pollution and/or Asbestos Pollution Liability and/or Errors &
Omissions coverage are written on a claims-made form:
(1) The "Retro Date" must be shown, and must be before the date of the
contract or the beginning of the contract work.
(2) Insurance must be maintained and evidence of insurance must be provided
for at least five (5) years after completion of the contract work.
(3) If coverage is canceled or non-renewed, and not replaced with another
claims-made policy form with a "Retro Date" prior to the contract effective
date, the Consultant must purchase "extended reporting" coverage for a
minimum of five (5) years after completion of contract work.
(4) A copy of the claims reporting requirements must be submitted to the City
for review.
Acceptability of Insurers
Insurance is to be placed with licensed insurers admitted to transact business in
the State of California with a current A.M. Best's rating of no less than A V. If
insurance is placed with a surplus lines insurer, insurer must be listed on the State of
California List of Eligible Surplus Lines Insurers ("LESLI") with a current A.M. Best's
rating of no less than A X. Exception may be made for the State Compensation Fund
when not specifically rated.
Verification of Coverage
Consultant shall furnish the City with original certificates and amendatory
endorsements effecting coverage required by this clause. The endorsements should be
on insurance industry forms, provided those endorsements or policies conform to the
contract requirements. All certificates and endorsements are to be received and
approved by the City before work commences. The City reserves the right to require, at
any time, complete, certified copies of all required insurance policies, including
endorsements evidencing the coverage required by these specifications.
Subcontractors
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Consultants must include all subconsultants as insureds under its policies or
furnish separate certificates and endorsements for each subconsultant. All coverage
for subconsultants are subject to all of the requirements included in these
specifications.
G. Security for Performance
(1) Performance Bond
In the event that Exhibit A, at Paragraph 18, indicates the need for
Consultant to provide a Performance Bond (indicated by a check mark in the
parenthetical space immediately preceding the subparagraph entitled
"Performance Bond"), then Consultant shall provide to the City a
performance bond in the form prescribed by the City and by such sureties
which are authorized to transact such business in the State of California,
listed as approved by the United States Department of Treasury Circular
570, http:j jwww.fms.treas.govjc570, and whose underwriting limitation is
sufficient to issue bonds in the amount required by the agreement, and
which also satisfy the requirements stated in Section 995.660 of the Code of
Civil Procedure, except as provided otherwise by laws or regulations. All
bonds signed by an agent must be accompanied by a certified copy of such
agent's authority to act. Surety companies must be duly licensed or
authorized in the jurisdiction in which the Project is located to issue bonds
for the limits so required. Form must be satisfactory to the Risk Manager or
City Attomey which amount is indicated in the space adjacent to the term,
"Performance Bond", in said Exhibit A, Paragraph .18.
(2) Letter of Credit
In the event that Exhibit A, at Paragraph 18, indicates the need for
Consultant to provide a Letter of Credit (indicated by a check mark in the
parenthetical space immediately preceding the subparagraph entitled "Letter
of Credit"), then Consultant shall provide to the City an irrevocable letter of
credit callable by the City at their unfettered discretion by submitting to the
bank a letter, signed by the City Manager, stating that the Consultant is in
. breach of the terms of this Agreement. The letter of credit shall be issued by
a bank, and be in a form and amount satisfactory to the Risk Manager or
City Attomey which amount is indicated in the space adjacent to the term,
"Letter of Credit", in said Exhibit A, Paragraph 18.
(3) Other Security
In the event that Exhibit A, at Paragraph 18, indicates the need for
Consultant to provide security other than a Performance Bond Or a Letter of
Credit (indicated by a check mark in the parenthetical space immediately
preceding the subparagraph entitled "Other Security"), then Consultant
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shall provide to the City such other security therein listed in a form and
amount satisfactory to the Risk Manager or City Attomey.
H. Business License
Consultant agrees to obtain a business license from the City and to otherwise
comply with Title 5 of the Chula Vista Municipal Code.
2. Duties of the City
A. Consultation and Cooperation
City shall regularly consult the Consultant for the purpose of reviewing the
progress of the Defmed Services and Schedule therein contained, and to provide
direction and guidance to achieve the objectives of this agreement. The City shall
permit access to its office facilities, flles and records by Consultant throughout the
term of the agreement. In addition thereto, City agrees to provide the information,
data, items and materials set forth on Exhibit A, Paragraph 9, and with the further
understanding that delay in the provision of these materials beyond thirty (30) days
after authorization to proceed, shall constitute a basis for the justifiable delay in the
Consultant's performance of this agreement.
B. Compensation
Upon receipt of a properly prepared billing from Consultant submitted to the City
periodically as indicated in Exhibit A, Paragraph 17, but in no event more frequently
than monthly, on the day of the period indicated in Exhibit A, Paragraph 17, City shall
compensate Consultant for all services rendered by Consultant according to the terms
and conditions set forth in Exhibit A, Paragraph 10, adjacent to the governing
compensation relationship indicated by a "checkmark" next to the appropriate
arrangement, subject to the requirements for retention set forth in Paragraph 18 of
Exhibit A, and shall compensate Consultant for out of pocket expenses as provided in
Exhibit A, Paragraph II.
All billings submitted by Consultant shall contain sufficient information as to the
propriety of the billing to permit the City to evaluate that the amount due and payable
thereunder is proper, and shall specifically contain the City's account number
indicated on Exhibit A, Paragraph 17(C) to be charged upon making such payment.
3. Administration of Contract
Each party designates the individuals ("Contract Administrators") indicated on
Exhibit A, Paragraph 12, as said party's contract administrator who is authorized by
said party to represent them in the routine administration of this agreement.
4. Term
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This Agreement shall terminate when the Parties have complied with all executory
provisions hereof.
5. Liquidated Damages
The provisions of this section apply if a Liquidated Damages Rate is provided in
Exhibit A, Paragraph 13.
It is acknowledged by both parties that time is of the essence in the completion of
this Agreement. It is difficult to estimate the amount of damages resulting from delay
in performance. The parties have used their judgment to arrive at a reasonable
amount to compensate for delay.
Failure to complete the Defined Services within the allotted time period specified in
this Agreement shall result in the following penalty: For each consecutive calendar day
in excess of the time specified for the completion of the respective work assignment or
Deliverable, the Consultant shall pay to the City, or have withheld from monies due,
the sum of Liquidated Damages Rate provided in Exhibit A, Paragraph 13 ("Liquidated
Damages Rate").
Time extensions for delays beyond the Consultant's control, other than delays
caused by the City, shall be requested in writing to the City's Contract Administrator,
or designee, prior to the expiration of the specified time. Extensions of time, when
granted, will be based upon the effect of delays to the work and will not be granted for
delays to minor portions of work unless it can be shown that such delays did or will
delay the progress of the work.
6. Financial Interests of Consultant
A. Consultant is Designated as an FPPC Filer
If Consultant is designated on Exhibit A, Paragraph 14, as an "FPPC filer",
Consultant is deemed to be a "Consultant" for the purposes of the Political Reform Act
conflict of interest and disclosure provisions, and shall report economic interests to
the City Clerk on the required Statement of Economic Interests in such reporting
categories as are specified in Paragraph 14 of Exhibit A, or if none are specified, then
as determined by the City Attorney.
B. Decline to Participate
Regardless of whether Consultant is designated as an FPPC Filer, Consultant shall
not make, or participate in making or in any way attempt to use Consultant's position
to influence a governmental decision in which Consultant knows or has reason to
know Consultant has a financial interest other than the compensation promised by
this Agreement.
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C. Search to Determine Economic Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant
warrants and represents that Consultant has diligently conducted a search and
inventory of Consultant's economic interests, as the term is used in the regulations
promulgated by the Fair Political Practices Commission, and has determined that
Consultant does not, to the best of Consultant's knowledge, have an economic interest
which would conflict with Consultant's duties under this agreement.
D. Promise Not to Acquire Conflicting Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant
further warrants and represents that Consultant will not acquire, obtain, or assume
an economic interest during the term of this Agreement which would constitute a
conflict of interest as prohibited by the Fair Political Practices Act.
E. Duty to Advise of Conflicting Interests
Regardless of whether Consultant is designated as an FPPC Filer, Consultant
further warrants and represents that Consultant will immediately advise the City
Attomey of City if Consultant learns of an economic interest of Consultant's that may
result in a conflict of interest for the purpose of the Fair Political Practices Act, and
regulations promulgated thereunder.
F. Specific Warranties Against Economic Interests
Consultant warrants and represents that neither Consultant, nor Consultant's
immediate family members, nor Consultant's employees or agents ("Consultant
Associates") presently have any interest, directly or indirectly, whatsoever in any
property which may be the subject matter of the Defined Services, or in any property
within 2 radial miles from the exterior boundaries of any property which may be the
subject matter of the Defmed Services, ("Prohibited Interest"), other than as listed in
Exhibit A, Paragraph 14.
Consultant further warrants and represents that no promise of future employment,
remuneration, consideration, gratuity or other reward or gain has been made to
Consultant or Consultant Associates in connection with Consultant's performance of
this Agreement. Consultant promises to advise City of any such promise that may be
made during the Term of this Agreement, or for twelve months thereafter.
Consultant agrees that Consultant Associates shall not acquire any such
Prohibited Interest within the Term of this Agreement, or for twelve months after the
expiration of this Agreement, except with the written permission of City.
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Consultant may not conduct or solicit any business for any party to this
Agreement, or for any third party that may be in conflict with Consultant's
responsibilities under this Agreement, except with the written permission of City.
7. Hold Harmless
Consultant shall defend, indemnify, protect and hold harmless the City, its elected
and appointed officers and employees, from and against all claims for damages,
liability, cost and expense (including without limitation attorneys fees) arising out of or
alleged by third parties to be the result of the negligent acts, errors or omissions or the
willful misconduct of the Consultant, and Consultant's employees, subcontractors or
other persons, agencies or firms for whom Consultant is legally responsible in
connection with the execution of the work covered by this Agreement, except only for
those claims, damages, liability, costs and expenses (including without limitations,
attorneys fees) arising from the sole negligence or sole willful misconduct of the City,
its officers, employees. Also covered is liability arising from, connected with, caused by
or claimed to be caused by the active or passive negligent acts or omissions of the
City, its agents, officers, or employees which may be in combination with the active or
passive negligent acts or omissions of the Consultant, its employees, agents or officers,
or any third party.
With respect to losses arising from Consultant's professional errors or omissions,
Consultant shall defend, indemnify, protect and hold harmless the City, its elected
and appointed officers and employees, from and against all claims for damages,
liability, cost and expense (including without limitation attorneys fees) except for those
claims arising from the negligence or willful misconduct of City, its officers or
employees.
Consultant's indemnification shall include any and all costs, expenses, attorneys
fees and liability incurred by the City, its officers, agents or employees in defending
against such claims, whether the same proceed to judgment or not. Consultant's
obligations under this Section shall not be limited by any prior or subsequent
declaration by the Consultant. Consultant's obligations under this Section shall
survive the termination of this Agreement.
For those professionals who are required to be licensed by the state (e.g. architects,
landscape architects, surveyors and engineers), the following indemnification
provisions should be ,utilized:
(1) Indemnification and Hold Harmless Agreement
With respect to any liability, including but not limited to claims asserted or
costs, losses, attorney fees, or payments for injury to any person or property caused or
claimed to be caused by the acts or omissions of the Consultant, or Consultant's
employees, agents, and officers, arising out of any services performed involving this
project, except liability for Professional Services covered under Section 7.2, the
Consultant agrees to defend, indemnify, protect, and hold harmless the City, its
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agents, officers, or employees from and against all liability. Also covered is liability
arising from, connected with, caused by, or claimed to be caused by the active or
passive negligent acts or omissions of the City, its agents, officers, or employees which
may be in combination with the active or passive negligent acts or omissions of the
Consultant, its employees, agents or officers, or any third party. The Consultant's duty
to indemnify, protect and hold harmless shall not include any claims or liabilities
arising from the sole negligence or sole willful misconduct of the City, its agents,
officers or employees. This section in no way alters, affects or modifies the
Consultant's obligation and duties under Section Exhibit A to this Agreement.
(2) Indemnification for Professional Services.
As to the Consultant's professional obligation, work or services involving this
Project, the Consultant agrees to indemnify, defend and hold harmless the City, its
agents, officers and employees from and against any and all liability, claims, costs,
and damages, including but not limited to, attorneys fees, that arise out of, or pertain
to, or relate to the negligence, recklessness or willful misconduct of Consultant and its
agents in the performance of services under this agreement, but this indemnity does
not apply liability for damages for death or bodily injury to persons, injury to property,
or other loss, arising from the sole negligence, willful misconduct or defects in design
by City or the agents, servants, or independent contractors who are directly
responsible to City, or arising from the active negligence of City.
8. Termination of Agreement for Cause
If, through any cause, Consultant shall fail to fulfill in a timely and proper manner
Consultant's obligations under this Agreement, or if Consultant shall violate any of the
covenants, agreements or stipulations of this Agreement, City shall have the right to
terminate this Agreement by giving written notice to Consultant of such termination
and specifying the effective date thereof at least five (5) days before the effective date of
such termination. In that event, all finished or unfinished documents, data, studies,
surveys, drawings, maps, reports and other materials prepared by Consultant shall, at
the option of the City, become the property of the City, and Consultant shall be
entitled to receive just and equitable compensation for any work satisfactorily
completed on such documents and other materials up to the effective date of Notice of
Termination, not to exceed the amounts payable hereunder, and less any damages
caused City by Consultant's breach.
9. Errors and Omissions
In the event that the City Administrator determines that the Consultants'
negligence, errors, or omissions in the performance of work under this Agreement has
resulted in expense to City greater than would have resulted if there were no such
negligence, errors, omissions, Consultant shall reimburse City for any additional
expenses incurred by the City. Nothing herein is intended to limit City's rights under
other provisions of this agreement.
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10. Termination of Agreement for Convenience of City
City may terminate this Agreement at any time and for any reason, by giVIng
specific written notice to Consultant of such termination and specifying the effective
date thereof, at least thirty (30) days before the effective date of such termination. In
that event, all finished and unfinished documents and other materials described
hereinabove shall, at the option of the City, become City's sole and exclusive property.
If the Agreement is terminated by City as provided in this paragraph, Consultant shall
be entitled to receive just and equitable compensation for any satisfactory work
completed on such documents and other materials to the effective date of such
termination. Consultant hereby expressly waives any and all claims for damages or
compensation arising under this Agreement except as set forth herein.
11.Assignability
The services of Consultant are personal to the City, and Consultant shall not
assign any interest in this Agreement, and shall not transfer any interest in the same
(whether by assignment or notation), without prior written consent of City.
City hereby consents to the assignment of the portions of the Defmed Services
identified in Exhibit A, Paragraph 16 to the subconsultants identified thereat as
"Permitted Subconsultants".
12. Ownership, Publication, Reproduction and Use of Material
All reports, studies, information, data, statistics, forms, designs, plans, procedures,
systems and any other materials or properties produced under this Agreement shall be
the sole and exclusive property of City. No such materials or properties produced in
whole or in part under this Agreement shall be subject to private use, copyrights or
patent rights by Consultant in the United States or in any other country without the
express written consent of City. City shall have unrestricted authority to publish,
disclose (except as may be limited by the provisions of the Public Records Act),
distribute, and otherwise use, copyright or patent, in whole or in part, any such
reports, studies, data, statistics, forms or other materials or properties produced
under this Agreement.
13. Independent Contractor
City is interested only in the results obtained and Consultant shall perform as an
independent contractor with sole control of the manner and means of performing the
services required under this Agreement. City maintains the right only to reject or
accept Consultant's work products. Consultant and any of the Consultant's agents,
employees or representatives are, for all purposes under this Agreement, an
independent contractor and shall not be deemed to be an employee of City, and none
of them shall be entitled to any benefits to which City employees are entitled including
but not limited to, overtime, retirement benefits, worker's compensation benefits,
injury leave or other leave benefits. Therefore, City will not withhold state or federal
12
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income tax, social security tax or any other payroll tax, and Consultant shall be solely
responsible for the payment of same and shall hold the City harmless with regard
thereto.
14.Administrative Claims Requirements and Procedures
No suit or arbitration shall be brought arising out of this agreement, against the
City unless a claim has first been presented in writing and filed with the City and
acted upon by the City in accordance with the procedures set forth in Chapter 1.34 of
the Chula Vista Municipal Code, as same may from time to time be amended, the
provisions of which are incorporated by this reference as if fully set forth herein, and
such policies and procedures used by the City in the implementation of same.
Upon request by City, Consultant shall meet and confer in good faith with City for
the purpose of resolving any dispute over the terms of this Agreement.
15.Attorney's Fees
Should a dispute arising out of this Agreement result in litigation, it is agreed that
the prevailing party shall be entitled to a judgment against the other for an amount
equal to reasonable attomey's fees and court costs incurred. The "prevailing party"
shall be deemed to be the party who is awarded substantially the relief sought.
16. Statement of Costs
In the event that Consultant prepares a report or document, or participates in the
preparation of a report or document in performing the Defined Services, Consultant
shall include, or cause the inclusion of, in said report or document, a statement of the
numbers and cost in dollar amounts of all contracts and subcontracts relating to the
preparation of the report or document.
17. Miscellaneous
A. Consultant not authorized to Represent City
Unless specifically authorized in writing by City, Consultant shall have no
authority to act as City's agent to bind City to any contractual agreements whatsoever.
B. Consultant is Real Estate Broker and/or Salesman
If the box on Exhibit A, Paragraph 15 is marked, the Consultant and/or their
principals is/ are licensed with the State of Califomia or some other state as a licensed
real estate broker or salesperson. Otherwise, Consultant represents that neither
Consultant, nor their principals are licensed real estate brokers or salespersons.
C. Notices
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All notices, demands or requests provided for or permitted to be given pursuant to
this Agreement must be in writing. All notices, demands and requests to be sent to
any party shall be deemed to have been properly given or served if personally served or
deposited in the United States mail, addressed to such party, postage prepaid,
registered or certified, with return receipt requested, at the addresses identified herein
as the places of business for each of the designated parties.
D. Entire Agreement
This Agreement, together with any other written document referred to or
contemplated herein, embody the entire Agreement and understanding between the
parties relating to the subject matter hereof. Neither this Agreement nor any provision
hereof may be amended, modified, waived or discharged except by an instrument in
writing executed by the party against which enforcement of such amendment, waiver
or discharge is sought.
E. Capacity of Parties
Each signatory and party hereto hereby warrants and represents to the other party .
that it has legal authority and capacity and direction from its principal to enter into
this Agreement, and that all resolutions or other actions have been taken so as to
enable it to enter into this Agreement.
F. Governing LawNenue
This Agreement shall be governed by and construed in accordance with the laws of
the State of California. Any action arising under or relating to this Agreement shall be
brought only in the federal or state courts located in San Diego County, State of
California, and if applicable, the City of Chula Vista, or as close thereto as possible.
Venue for this Agreement, and performance hereunder, shall be the City of Chula
Vista.
(End of page. Next page is signature page.)
14
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AGREEMENT
BETWEEN
CITY OF CHULA VISTA
AND
COMMUNITY HOUSINGWORKS
FOR
MANAGEMENT OF A FIRST TIME HOMEBUYER DOWNPAYMENT
AND CLOSING COST ASSISTANCE PROGRAM
IN WITNESS WHEREOF, City and Consultant have executed this Agreement
thereby indicating that they have read and understood same, and indicate their full and
complete consent to its terms:
Dated:
City of Chula Vista
By:
David R. Garcia, City Manager
Attest:
Susan Bigelow, City Clerk
Approved as to form:
Ann Moore, City Attorney
Dated:
Community HousingWorks
By:
Susan M. Reynolds, President & CEO
Exhibit List to Agreement
(X) Exhibit A.
15
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Exhibit A
To
AGREEMENT
BElWEEN
CITY OF CHULA VISTA
AND
COMMUNITY HOUSINGWORKS
1. Effective Date of Agreement:
August 1, 2007
2. City-Related Entity:
(X) City of Chula Vista, a municipal chartered corporation of the State of California
( ) Redevelopment Agency of the City of Chula Vista, a political subdivision of the
State of California
( ) Industrial Development Authority of the City of Chula Vista, a
( ) Other:
form]
, a [insert business
("City")
3. Place of Business for City:
City of Chula Vista
276 Fourth Avenue
Chula Vista, CA 91910
4. Consultant:
Community HousingWorks
5. Business Form of Consultant:
( ) Sole Proprietorship
( ) Partnership
(X) Corporation
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6. Place of Business, Telephone and Fax Number of Consultant:
4305 University Avenue, Suite 550
San Diego, California 92105
Voice Phone: (619) 282-6647
Fax Phone: (619) 640-7119
7. General Duties:
Consultant shall provide management of the City's First Time Homebuyer
Downpayment and Closing Cost Assistance Program in accordance with
HOME Investment Partnership Program City requirements. Consultant shall
additionally set-up and service loans under the program.
8. Scope of Work and Schedule:
A. Detailed Scope of Work:
Consultant shall provide neighborhood outreach via flyers and brochures
in various locations of high civic traffic in the City of Chula Vista on a
quarterly basis. In addition, the consultant shall include materials on the
Chula Vista program in their County-wide marketing materials, event
participation and orientation seminars.
Consultant shall continue to provide their 8+hour HUD and Neighborworks
Certified Home Buyer Education in English and Spanish for interested
residents of Chula Vista, with an increase of at least two classes per year in
a Chula Vista location.
Consultant shall continue to provide Pre and Post-Purchase Counseling to
residents of Chula Vista. The consultant shall monitor all Chula Vista loan
program portfolio clients and provide specialized outreach for loss
mitigation and homeownership preservation.
Consultant shall administer the Chula Vista HOME funds loan program
according to the program guidelines, including but limited to: ranking
applications for the program, underwriting, loan document preparation and
loan closing. The consultant shall further provide one-on-one in person
client intake and applications for the Chula Vista down-payment assistance
applicants.
Consultant shall service the loans made on behalf of Chula Vista through
this program according to standard loan servicing policies and procedures,
including but not limited to: monthly/annual statements to borrowers,
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annual tax statements for interest paid, investor reporting and recording
via Loan Base loan servicing software platform (exports to Excel as well).
Consultant shall further provide annual monitoring and reporting for owner
occupancy, as well as all pay-offs, subordinations, safe-deposit original
documents and annual public/investor audits.
Consultant shall service all other loans that the City forwards to the
Consultant for an additional fee.
Consultant shall provide quarterly reports on the outreach, education, and
counseling services provided.
B. Date for Commencement of Consultant Services:
(X) Same as Effective Date of Agreement
( ) Other:
C. Dates or Time Limits for Delivery of Deliverables:
Deliverable No.1:
Deliverable NO.2:
Deliverable NO.3:
D. Date for completion of all Consultant services:
July 31, 2008
This agreement may also be extended by mutual agreement for up to five
years, in one-year increments.
9. Materials Required to be Supplied by City to Consultant:
List of applicants on the waiting list, existing application, program guidelines,
and all public information documentation.
10. Compensation:
A. ( ) Single Fixed Fee Arrangement.3
3 The difference between a single fixed fee amount with phased payments and a phased fixed
fee amount is that, in a single fixed fee amount all of the work is required for all of the
compensation. Payments are phased to help with consultant cash flow. In a phased fixed
fee arrangement, the City has the authority to cancel or require performance under
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For performance of all of the Defined Services by Consultant as herein required, City
shall pay a single fixed fee in the amounts and at the times or milestones or for the
Deliverables set forth below:
Single Fixed Fee Amount:
, payable as follows:
Milestone or Event or Deliverable
Amount or Percent of Fixed Fee
( ) 1. Interim Monthly Advances. The City shall make interim monthly advances
against the compensation due for each phase on a percentage of completion
basis for each given phase such that, at the end of each phase only the
compensation for that phase has been paid. Any payments made hereunder
shall be considered as interest free loans that must be returned to the City if
the Phase is not satisfactorily completed. If the Phase is satisfactorily
completed, the City shall receive credit against the compensation due for that
phase. The retention amount or percentage set forth in Paragraph 19 is to be
applied to each interim payment such that, at the end of the phase, the full
retention has been held back from the compensation due for that phase.
Percentage of completion of a phase shall be assessed in the sole and
unfettered discretion by the Contracts Administrator designated herein by the
City, or such other person as the City Manager shall designate, but only upon
such proof demanded by the City that has been provided, but in no event
shall such interim advance payment be made unless the Contractor shall
have represented in writing that said percentage of completion of the phase
has been performed by the Contractor. The practice of making interim
monthly advances shall not convert this agreement to a time and materials
basis of payment.
B. (X) Phased Fixed Fee Arrangement.
For the performance of each phase or portion of the Defined Services by Consultant
as are separately identified below, City shall pay the fixed fee associated with each
phase of Services, in the amounts and at the times or milestones or Deliverables set
forth. Consultant shall not commence Services under any Phase, and shall not be
entitled to the compensation for a Phase, unless City shall have issued a notice to
proceed to Consultant as to said Phase.
Phase
Fee for Said Phase
1.
Loan closing
$ 1,250
subsequent phases, so that the compensation is due just for the phase of work required,
and not for the total amount.
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2.
3.
Setup fees
$ 250
$
( ) 1. Interim Monthly Advances. The City shall make interim monthly advances
against the compensation due for each phase on a percentage of completion
basis for each given phase such that, at the end of each phase only the
compensation for that phase has been paid. Any payments made hereunder
shall be considered as interest free loans that must be returned to the City if
the Phase is not satisfactorily completed. If the Phase is satisfactorily
completed, the City shall receive credit against the compensation due for that
phase. The retention amount or percentage set forth in Paragraph 19 is to be
applied to each interim payment such that, at the end of the phase, the full
retention has been held back from the compensation due for that phase.
Percentage of completion of a phase shall be assessed in the sole and
unfettered discretion by the Contracts Administrator designated herein by the
City, or such other person as the City Manager shall designate, but only upon
such proof demanded by the City that has been provided, but in no event
shall such interim advance payment be made unless the Contractor shall
have represented in writing that said percentage of completion of the phase
has been performed by the Contractor: The practice of making interim
monthly advances shall not convert this agreement to a time and materials
basis of payment.
C. ( ) Hourly Rate Arrangement
For performance of the Defined Services by Consultant as herein required, City
shall pay Consultant for the productive hours of time spent by Consultant in the
performance of said Services, at the rates or amounts set forth in the Rate
Schedule herein below according to the following terms and conditions:
(1) ( ) Not-to-Exceed Limitation on Time and Materials Arrangement
Notwithstanding the expenditure by Consultant of time and materials in
excess of said Maximum Compensation amount, Consultant agrees that
Consultant will perform all of the Defined Services herein required of Consultant
for $ , including all Materials, and other
"reimbursables" ("Maximum Compensation").
(2) ( ) Limitation without Further Authorization on Time and Materials
Arrangement
At such time as Consultant shall have incurred time and materials equal to
("Authorization Limit"), Consultant shall not be
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entitled to any additional compensation without further authorization issued in
writing and approved by the City. Nothing herein shall preclude Consultant from
providing additional Services at Consultant's own cost and expense.
Rate Schedule4
Cateaorv of Employee
Name of Consultant
Hourly Rate
$
$
$
$
$
( ) Hourly rates may increase by 6% for services rendered after [month], 20_,
if delay in providing services is caused by City.
11. Materials Reimbursement Arrangement
For the cost of out of pocket expenses incurred by Consultant in the performance of
services herein required, City shall pay Consultant at the rates or amounts set forth
below:
(xl None, the compensation includes all costs.
Cost or Rate
$
$
$
$
$
$
() Reports, not to exceed $
() Copies, not to exceed $
() Travel, not to exceed $
() Printing, not to exceed $
() Postage, not to exceed $
() Delivery, not to exceed $
4 This section should be completed in all cases--if the main compensation scheme is a "time
and materials arrangement" or for the purposes of requiring Additional Services.
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() Long Distance Telephone Charges, not to exceed
$
() Other Actual Identifiable Direct Costs:
, not to exceed $
, not to exceed $
$
$
$
$
12. Contract Administrators:
City: Amanda Mills, Housing Manager
Consultant:
Gabe del Rio, Vice President of Lending
13. Liquidated Damages Rate:
( )
( )
$
Other:
per day.
14. Statement of Economic Interests, Consultant Reporting Categories, per Conflict of
Interest Code:
(X) Not Applicable. Not an FPPC Filer.7
( ) FPPC Filer
( ) Category NO.1. Investments and sources of income.
( ) Category NO.2. Interests in real property.
( ) Category NO.3. Investments, interest in real property and sources of income
subject to the regulatory, permit or licensing authority of the department.
( ) Category NO.4. Investments in business entities and sources of income that
engage in land development, construction or the acquisition or sale of real
property.
7
If Consultant, in the performance of its services under this agreement: (1) conducts research
and arrives at conclusions with respect to its rendition of information, advice,
recommendations or counsel independent of the control and direction of the City or of any
City official, other than normal contract monitoring; and (2) possesses no authority with
respect to any City decision beyond the rendition of information, advice, recommendations
or counsel, Consultant should not be designated as an FPPC Filer.
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( ) Category NO.5. Investments in business entities and sources of income of
the type which, within the past two years, have contracted with the City of
Chula Vista (Redevelopment Agency) to provide services, supplies, materials,
machinery or equipment.
( ) Category NO.6. Investments in business entities and sources of income of
the type which, within the past two years, have contracted with the designated
employee's department to provide services, supplies, materials, machinery or
equipment.
( ) Category NO.7. Business positions.
( ) List "Consultant Associates" interests in real property within 2 radial miles of
Project Property, if any:
15. ( ) Consultant is Real Estate Broker and/or Salesman
16. Permitted Subconsultants:
17. Bill Processing:
A. Consultant's Billing to be submitted for the following period of time:
(X) Monthly
( ) Quarterly
( ) Other:
B. Day of the Period for submission of Consultant's Billing:
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( ) First of the Month
( ) 15th Day of each Month
(X) End of the Month
( ) Other:
C. City's Account Number:
18. Security for Performance
( ) Performance Bond, $
( ) Letter of Cred it, $
( ) Other Security:
Type:
Amount: $
( ) Retention. If this space is checked, then notwithstanding other provisions to the
contrary requiring the payment of compensation to the Consultant sooner, the
City shall be entitled to retain, at their option, either the following "Retention
Percentage" or "Retention Amount" until the City determines that the Retention
Release Event, listed below, has occurred:
( ) Retention Percentage:
( ) Retention Amount: $
%
Retention Release Event:
( ) Completion of All Consultant Services
( ) Other:
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COUNCIL RESOLUTION NO.
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA APPROVING AN AGREEMENT FOR
CONSULTING SERVICES BETWEEN COMMUNITY
HOUSINGWORKS, CONSULTANT, AND THE CITY OF
CHULA VISTA TO MANAGE A FIRST TIME HOMEBUYER
DOWNPAYMENT AND CLOSING COST ASSISTANCE
PROGRAM, AND AUTHORIZING THE CITY MANAGER TO
EXECUTE SAID AGREEMENT
WHEREAS, on April 16, 2002 Council adopted Resolution No. 2002-118 which
approved a First-time Homebuyer Downpayment and Closing Cost Assistance (DCCA) Program to assist
low-income homebuyers;
WHEREAS, the approved program provided a maximum silent second loan of $40,000
available to qualified first-time homebuyers at zero percent (0%) interest rate;
WHEREAS, due to rising prices in the housing market, the $40,000 silent second has not
been effective in serving households at the low-income level;
WHEREAS, the City is desirous of contracting with Community HousingWorks to assist
in revising various elements of the program including the maximum loan amount to reflect current market
conditions as well as administer the program.
NOW, THEREFORE, BE IT RESOLVED based on the findings above, the City Council
of the City of Chula Vista does hereby authorize the City Manager to enter into an agreement with
Community HousingWorks for the City's First Time Homebuyer Program.
Presented by
Ann Hix
Acting Director of Community Development
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