Loading...
R12-111 I 1 i RESOLUTION NO. R12 -111 I 2I 3 4 A RESOLUTION OF THE CITY COMMISSION OF 5 THE CITY OF BOYNTON BEACH, FLORIDA, 6 APPROVING AND AUTHORIZING THE MAYOR 7 AND CITY CLERK TO EXECUTE AN AGREEMENT 8 WITH "PROJECT CAST" FOR ECONOMIC 9 DEVELOPMENT MATCH FUNDING IN THE 10 AMOUNT OF $21,695.01; AND PROVIDING AN 11 EFFECTIVE DATE. 12 13 14 WHEREAS, at its July 17, 2012 meeting, the City Commission approved support 15 for Economic Development match funding for Project Cast as a recipient of State of Florida 16 Target Industry Tax Refund Program; and 17 WHEREAS, this light industrial business which will be located within Quantum 18 Corporate Park, has been prequalified for the State of Florida's Qualified Target Industry 19 Tax Refund program creating high skill jobs for new or expanding businesses, both large 20 and small; and 21 WHEREAS, upon recommendation of staff, the City Commission has determined 22 that it is in the best interests of the residents of the City to authorize the Mayor and City 23 Clerk to execute an Agreement with "Project Cast" for Economic Development Match 24 Funding in the amount of $21,695.01. 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF 26 THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 27 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 28 being true and correct and are hereby made a specific part of this Resolution upon adoption 29 hereof. Document in Windows Internet Explorer Section 2. The City Commission hereby authorizes the Mayor and City Clerk to 2 execute an Agreement with "Project Cast" for Economic Development Match Funding in the amount of $21,695.01, a copy of which Agreement is attached hereto as Exhibit "A ". Section 3. This Resolution shall become effective immediately upon passage. PASSED AND ADOPTED this 16 of October, 2012. CITY OF BOYNTON BEACH, FLORI PA 111 O 1 Mayor — Woodrow L. Hay 1 .J 1 Vice Mayor — Mack M ray 1s 1 1; 1 Commi er — 2 I 2 2 . 2 Coission — ' t I re olzman 2. 2' 2; 2 Commissioner — Marlene Ross 2; ATTEST: 2 ' 30 , 3 . 3 Jan t M. Prainito, MMC 3 C Clerk 3. 3' (C• . 'CAI' N Document in Windows Internet Explorer Rja — (II AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND aka "Project Cast" THIS AGREEMENT, entered into this day of , 2012, by and between The City of Boynton Beach (hereinafter referred to as the "CITY "), a political subdivision of the State of Florida, for the use and benefit of its Community Development Block Grant Program, and aka "Project Cast" a corporation duly organized and authorized to do business in the State of Florida, having its pnncipal office at and its Federal Tax Identification Number as , hereinafter referred to as the COMPANY WHEREAS, The City of Boynton Beach has entered into an Agreement with the United States Department of Housing and Urban Development for a grant for the execution and implementation of a Community Development Block Grant Program in certain areas of The City of Boynton Beach, pursuant to Title I of the Housing and Community Development Act of 1974 (as amended), and WHEREAS, The City of Boynton Beach, in accordance with the Annual Action Plan, and COMPANY desire to provide the activities specified in Part II of this Agreement, and WHEREAS, The City of Boynton Beach desires to engage COMPANY to implement such undertakings of the Community Development Block Grant Program. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, it is agreed as follows. PART I DEFINITION AND PURPOSE 1 DEFINITIONS (1) "CITY" means The City of Boynton Beach. (2) "CDBG" means the Community Development Block Grant Program and /or Palm Beach City Economic Set Aside Program. (3) "CID" means The Cit of Bo nton Beach Community Improvement Division (4) "COMPANY" means (6) "CID Approval" means a wn en approva o e irector of Development or designee. (7) "U.S HUD" means the Secretary of the U.S. Department of Housing and Urban Development or a person authorized to act on its behalf. (8) "Low and moderate income persons" means the definition set by U.S. HUD (9) "Held by or made available to" means the definition set by U S HUD. 2 PURPOSE 1 The purpose of this Agreement is to state the covenants and conditions under which the COMPANY will implement the Scope of Services set forth in Part II of this Agreement At least 51 percent (51 %) of the jobs created through this Agreement must be held by, or made available to, low- and moderate - income persons PART II SCOPE OF SERVICES The COMPANY shall, in a satisfactory and proper manner as determined by CID, perform the tasks outlined in Exhibit "A" and submit invoices using the cover sheet in Exhibit "B ", both of which are attached hereto and made a part hereof PART I I I COMPENSATION, TIME OF PERFORMANCE, METHOD AND CONDITIONS OF PAYMENT 1 MAXIMUM COMPENSATION The COMPANY agrees to accept as full payment for services rendered pursuant to this Agreement the actual amount of budgeted, eligible, and CID Manager or designee- approved expenditures and encumbrances made by the COMPANY under this Agreement. Said services shall be performed in a manner satisfactory to CID. In no event shall the total compensation or reimbursement to be paid hereunder exceed the maximum and total authorized sum of Twenty One Thousand Six Hundred Ninety Five and 01/100 dollars ($21,695.01). This Agreement shall be retroactive and commence on the day of , 2012 and end on the day of , 2016 During this timeframe, the COMPANY must use the CDBG funding awarded, in accordance with Exhibit "A." In addition, the grant award shall be payable in accordance with the terms of this Agreement and the eligible expenses outlined in Exhibit "A." Any funds not obligated by the expiration date of this Agreement automatically revert to the CITY. Further budget changes within the designated Agreement amount can be approved in writing by the CID Manager at her discretion up to ten percent (10 %) on a cumulative basis of the Agreement amount during the Agreement period. Such requests for changes must be made in writing by the COMPANY to the CID Manager Budget changes in excess of ten percent (10 %) must be approved by the City Commissioners 2 TIME OF PERFORMANCE The effective date of this Agreement and all rights and duties designated hereunder are contingent upon the timely release of funds for this project under HUD grant number B- 11- MC -12- 0043. The effective date shall be , 2012, and the services of the COMPANY shall be undertaken and completed in light of the purposes of this Agreement. In any event, all services required hereunder shall be completed by the COMPANY by , 2014. 3. METHOD OF PAYMENT The CITY agrees to reimburse the COMPANY for all budgeted costs permitted by Federal, State, and CITY guidelines In no event shall the CITY provide advance funding to the COMPANY or any subcontractor hereunder Requests by the COMPANY for reimbursements shall be accompanied by proper documentation of expenditures and should, to the maximum extent possible, be submitted to CID for approval no later than thirty (30) days after the date of payment by the COMPANY. Payment shall be made by the City of Boynton Beach Finance Department upon proper presentation of invoices and reports approved by the COMPANY and CID. Proof of payment and originals of invoices, receipts, or other evidence of indebtedness shall be considered proper documentation When original documents cannot be presented, the COMPANY must adequately justify their absence, in writing, 2 writing, and furnish copies. Invoices will not be honored if received by the City of Boynton CID later than forty-five (45) days after the expiration date of this Agreement, nor will any invoices be honored that predate the effective date of this Agreement Each invoice submitted to CID for reimbursement must be submitted using the Letterhead Stationary format as identified in Exhibit B 4 CONDITIONS ON WHICH PAYMENT IS CONTINGENT (1) IMPLEMENTATION OF PROJECT ACCORDING TO REQUIRED PROCEDURES The COMPANY shall implement this Agreement in accordance with applicable Federal, State, and City laws, ordinances and codes, and amendments and additions thereto as may from time to time be made The Federal, State, and City laws, ordinances and codes are minimal regulations which may be supplemented by more restrictive guidelines set forth by CID. No reimbursements will be made without evidence of the appropriate insurance required by this Agreement on file with CID. No payments for multi- funded projects will be made until a cost allocation plan has CID Approval. Should a project receive additional funding after the commencement of this Agreement, the COMPANY shall notify CID in writing within thirty (30) days of receiving notification from the funding source and submit a cost allocation plan for approval by the CID Manager or designee within forty -five (45) days of said notification (2) FINANCIAL ACCOUNTABILITY The CITY may have a financial systems analysis and /or an audit of the COMPANY or any of its subcontractors performed by an independent auditing firm employed by the CITY or by the City's Financial Services Department at any time the CITY deems necessary to determine if the project is being managed in accordance with Federal, State, and City requirements. (3) SUBCONTRACTS Any work or services subcontracted hereunder shall be specifically by written contract, wntten agreement, or purchase order and shall be subject to each provision of this Agreement. Proper documentation in accordance with City, State, and Federal guidelines and regulations must be submitted by the COMPANY to CID and approved by CID prior to execution of any subcontract hereunder. In addition, all subcontracts shall be subject to Federal, State, and City laws and regulations This includes ensuring that all consultant Agreements and fee schedules meet the minimum standards as established by the City of Boynton Beach Engineering Department and U.S. HUD. Agreements for architecture, engineering, survey, and planning shall be negotiated fixed fee Agreements. All additional services shall have prior written approval with support documentation detailing categories of persons performing work plus hourly rates including benefits, number of drawings required, and all items that justify the "Fixed Fee Agreement." Reimbursables will be at cost. None of the work or services covered by this Agreement, including but not limited to consultant work or services, shall be subcontracted or reimbursed without prior written approval of the CID Manager or designee. (4) PURCHASING All purchases of goods and services, including capital equipment, shall be made by purchase order or by a written Agreement. Each business will be required to secure up to three (3) qualified quotes for goods and services (if goods and services include equipment, each piece of equipment will require 3 separate quotes), and in conformity with the procedures prescribed by the City of Boynton Beach Purchasing Policies, as well 3 as 48 CDFR, Part 31 and 24 CFR, Part 40 -48, which are incorporated by reference. The business must inform CID in writing (and include the purchase order or written agreement) for the vendor selected The purchase order or written agreement must include the name / type of goods or services purchased and all costs associated with the purchase. (5) REPORTS, AUDITS, AND EVALUATIONS Payment will be contingent upon receipt of complete and accurate reports required by this Agreement, including the resolution of monitoring or audit findings identified pursuant to this Agreement (6) ADDITIONAL CITY AND U.S. HUD REQUIREMENTS The State or Federal funds being provided hereunder cannot be used as a match for other State or Federal grants to the COMPANY and the COMPANY cannot submit requests for the same expenses to more than one funding source or under more than one program CID shall have the right under this Agreement to suspend or terminate payments until the COMPANY complies with any additional conditions that may be imposed by the CITY or U.S. HUD. (7) PRIOR WRITTEN APPROVALS - SUMMARY The following includes but is not limited to activities that require prior written CID Approval to be eligible for reimbursement or payment (a) All subcontracts and agreements pursuant to this Agreement; (b) All capital equipment expenditures of $1,000 or more, (c) All out -of -town travel, (travel shall be reimbursed in accordance with Florida Statutes, Chapter 112.061), (d) All change orders, (e) Requests to utilize uncommitted funds after the expiration of this Agreement for programs descnbed in Exhibit A; and (f) All rates of pay and pay increases paid from funds provided hereunder, whether for merit or cost of living. PART IV GENERAL CONDITIONS 1 OPPORTUNITIES FOR RESIDENTS AND CIVIL RIGHTS COMPLIANCE The COMPANY agrees that no person shall on the ground of race, color, national origin, religion, disability, age, familial status, sex or sexual orientation be excluded from the benefits of, or be subjected to discrimination under any activity carried out by the performance of this Agreement. Upon receipt of evidence of such discrimination, the CITY shall have the right to terminate this Agreement. To the greatest extent feasible, lower- income residents of the project areas shall be given opportunities for training and employment, and to the greatest extent feasible eligible business concerns located in or owned in substantial part by persons residing in the project areas shall be awarded Agreements in connection with the project. At a minimum, the COMPANY shall comply with the Section 3 Clause of the Housing and Community Development Act of 1968, as amended. 2 OPPORTUNITIES FOR SMALL AND MINORITY/WOMEN -OWNED BUSINESS ENTERPRISES In the procurement of supplies, equipment, construction, or services to implement this Agreement, the COMPANY shall make a positive effort to utilize small business and minority /women -owned business enterprises of supplies and services, and provide these sources the maximum feasible opportunity to compete for Agreements to be performed pursuant to this Agreement. To the maximum extent feasible these small business and minority /women- owned business enterprises 4 shall be located in or owned by residents of the areas designated by The City of Boynton Beach in the Annual Consolidated Plan approved by U.S. HUD. 3. PROGRAM BENEFICIARIES At least fifty -one percent (51 %) of the jobs created through this project must be held by, or made available to, low- and moderate - income persons. If the project is located in an entitlement city, as defined by U.S. HUD, or serves beneficiaries Citywide, more than 50 percent (50 %) of the beneficiaries assisted directly through the use of funds under this Agreement must reside in incorporated City of Boynton The COMPANY shall provide written verification of compliance as described in Exhibit "A" of this Agreement to CID upon CID's request. 4 EVALUATION AND MONITORING The COMPANY agrees that CID will carry out periodic monitoring and evaluation activities, as determined necessary by CID or the CITY, dunng the term of this Agreement and during the periods of time described in Exhibit A of this Agreement The COMPANY agrees to furnish upon request to CID, the CITY or the City's designees and make copies or transcriptions of such records and information as is determined necessary by CID or the CITY. The COMPANY shall submit information and status reports required by CID, the CITY or U S HUD, at CID's request, to enable CID to evaluate said progress and to enable CID to complete reports required of CID by U S HUD. The COMPANY shall allow CID or U S HUD to monitor the COMPANY on site Such site visits may be scheduled or unscheduled as determined by CID or U.S HUD. 5 AUDITS AND INSPECTIONS At any time during normal business hours and as often as CID, the CITY, U.S HUD, or the Comptroller General of the United States may deem necessary, the COMPANY shall make available all its records with respect to all matters covered by this Agreement. 6 DATA BECOMES CITY PROPERTY All reports, plans, surveys, information, documents, maps, and other data procedures purchased, developed, prepared, assembled, or completed by the COMPANY for the purpose of this Agreement shall become the property of the CITY without restriction, reservation, or limitation of their use and shall be made available by the COMPANY at any time upon request by the CITY or CID Upon completion of all work contemplated under this Agreement, copies of all documents and records relating to this Agreement shall be surrendered to CID if requested. In any event, the COMPANY shall keep all documents and records for three (3) years after expiration of this Agreement 7 INDEMNIFICATION The COMPANY shall protect, defend, reimburse, indemnify and hold the CITY, its agents, employees and elected officers harmless from and against all claims, liability, expense, Toss, cost, damages or causes of action of every kind or character, including attorney's fees and costs, whether at trial or appellate levels or otherwise, arising during performance of the terms of this Agreement or due to the acts or omissions of the COMPANY The COMPANY'S aforesaid indemnity and hold harmless obligation, or portion or applications thereof, shall apply to the fullest extent permitted by law The COMPANY further agrees to hold the CITY harmless and will indemnify the CITY for any funds which the CITY is obligated to refund the Federal Government arising out of the conduct, any activities and administration of the COMPANY. 8. INSURANCE REQUIREMENT Unless otherwise specified in this Agreement, the COMPANY shall, at its sole expense, maintain in full force and effect at all times during the life of this Agreement, insurance coverages and 5 limits, including endorsements, as described herein The requirements contained herein as to types and limits, as well as CITY'S review or acceptance of insurance maintained by the COMPANY are not intended to and shall not in any manner limit or qualify the liabilities and obligations assumed by the COMPANY under the Agreement (1) COMMERCIAL GENERAL LIABILITY The COMPANY shall agree to maintain Commercial General Liability at a limit of liability not less than $500,000 Each Occurrence. Coverage shall not contain any endorsement excluding Contractual Liability or Cross Liability unless granted by City's Risk Management Department. The COMPANY agrees this coverage shall be provided on a primary basis (2) BUSINESS AUTOMOBILE LIABILITY The COMPANY shall agree to maintain Business Automobile Liability at a limit of liability not less than $500,000 Each Occurrence for all owned, non -owned and hired automobiles In the event the COMPANY does not own any automobiles, the Business Auto Liability requirement shall be amended allowing the COMPANY to agree to maintain only Hired & Non -Owned Auto Liability. This amended requirement may be satisfied by way of endorsement to the Commercial General Liability, or separate Business Auto coverage form. COMPANY agrees this coverage shall be provided on a primary basis (3) WORKER =S COMPENSATION & EMPLOYER =S LIABILITY The COMPANY shall agree to maintain Worker's Compensation Insurance & Employers Liability in accordance with Florida Statute Chapter 440. The COMPANY agrees this coverage shall be provided on a primary basis. (4) INSURANCE COVERING EQUIPMENT The COMPANY shall agree to maintain insurance coverages against theft, loss, damage, and loss to persons or property in an amount not Tess than one hundred percent (100 %) of the replacement cost of the equipment purchased with funds under this Agreement for a period of ten (10) years. The COMPANY shall agree to be fully responsible for any deductible or self - insured retention and agrees to name the CITY as a Loss Payee on each policy as its interest may appear in equipment purchased with funds under this Agreement (5) ADDITIONAL INSURED The COMPANY shall agree to endorse the CITY as an Additional Insured with a CG 2026 Additional Insured - Designated Person or Organization endorsement, or its equivalent, to the Commercial General Liability. The Additional Insured endorsement shall read The City of Boynton Beach City Commission, a Political Subdivision of the State of Florida, its Officers, Employees and Agents, c/o Community Improvement Division. The COMPANY shall agree that the Additional Insured endorsements provide coverage on a primary basis. (6) CERTIFICATE OF INSURANCE The COMPANY shall agree to deliver to the CITY a certificate(s) of insurance evidencing the required insurance is in full force and effect within thirty (30) calendar days prior to the execution of the Agreement and upon renewal or reduction of any required insurance. A minimum thirty (30) day endeavor to notify due to cancellation or non - renewal of coverage shall be included on the certificate(s). (7) RIGHT TO REVIEW & ADJUST The COMPANY shall agree that the CITY, by and through its Risk Management Department, in cooperation with CID, reserves the right to periodically review, modify, reject or accept any required policies of insurance, including limits, coverages, or endorsements, herein from time to time throughout the life of this Agreement The CITY reserves the right, but not the obligation, to 6 review and reject any insurer providing coverage because of its poor financial condition or failure to operate legally. 9 CONFLICT OF INTEREST The COMPANY covenants that no person who presently exercises any functions or responsibilities in connection with the project has any personal financial interest, direct or indirect, which would conflict in any manner or degree with the performance of this Agreement and that no person having any conflict of interest shall be employed by or subcontracted by the COMPANY Any possible conflict of interest on the part of the COMPANY or its employees shall be disclosed in writing to CID provided, however, that this paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory requirement that maximum opportunity be provided for employment of and participation of low and moderate - income residents of the project target area. 10. CITIZEN PARTICIPATION The COMPANY will cooperate with CID in the implementation of the Citizen Participation Plan by informing project beneficiaries and the community of the activities the COMPANY is undertaking in carrying out the provisions of this Agreement 11 RECOGNITION All property purchased or constructed pursuant to this Agreement shall be clearly identified as to funding source The COMPANY will include a reference to the financial support herein provided by CITY'S CID in all publicity. In addition, the COMPANY will make a good faith effort to recognize CITY'S CID support for all activities made possible with funds made available under this Agreement. 12 AGREEMENT DOCUMENTS The following documents are herein incorporated by reference and made a part hereof, and shall constitute and be referred to as the Agreement; and all of said documents taken as a whole constitute the Agreement between the parties hereto and are as fully a part of the Agreement as if they were set forth verbatim and at length herein: (1) This Agreement, including its Exhibits (2) 48 CFR Part 31 (3) The City of Boynton Beach's Purchasing Policy (4) Community Development Block Grant Regulations (24 CFR Part 570), as amended (5) The COMPANY'S Incorporation Certificate (6) The COMPANY'S Certificates of Insurance and Bonding The COMPANY shall keep an original of this Agreement, including its Exhibits, and all amendments thereto, on file at its principal office. 13. TERMINATION In the event of termination, the COMPANY shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of any breach of the Agreement by the COMPANY, and the CITY may withhold any payment to the COMPANY for set -off purposes until such time as the exact amount of damages due to the CITY from the COMPANY is determined A Termination for Cause: If through any cause either party shall fail to fulfill in timely and proper manner its obligations under this Agreement, or if either party shall violate any of the covenants, agreements, or stipulations of this Agreement, either party shall thereupon have the right to terminate this Agreement or suspend payments in whole or part by giving written notice of such termination or suspension of payments and specifying the effective date of termination or suspension The COMPANY shall repay the full value of this grant, 7 unless otherwise specified by CID, within thirty (30) days of receiving the termination notice from the CITY. B Termination Due To Cessation In the event the grant to the CITY under Title I of the Housing and Community Development Act of 1974 (as amended) is suspended or terminated, this Agreement shall be suspended or terminated effective on the date U.S. HUD specifies. In the event the COMPANY ceases to exist, or ceases or suspends its operation for any reason, this Agreement shall be suspended or terminated on the date the CITY specifies. The determination that the COMPANY has ceased or suspended its operation shall be made solely by the CITY, and the COMPANY, its successors or assigns in interest agrees to be bound by the CITY'S determination. At the CITY'S sole discretion, pursuant to this Section 13, the COMPANY shall return all funds received through this Agreement to the CITY within a time period specified by the CITY. C. Termination for Convenience of CITY: The CITY may terminate this Agreement at any time by giving at least ten (10) working days notice in writing from the CITY to the COMPANY. If this Agreement is terminated by the CITY as provided herein, the COMPANY will be paid for allowable services and allowable expenses under Part 11 of this Agreement until the effective date of termination. D Termination for Convenience of the COMPANY: The COMPANY may terminate this Agreement at any time by giving at least ten (10) working days prior written notice to CID. If the COMPANY has received funds through this Agreement, the COMPANY shall return all funds to the CITY prior to the termination of this Agreement 14. SEVERABILITY OF PROVISIONS If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby if such remainder would then continue to conform to the terms and requirements of applicable law. 15. AMENDMENTS The CITY may, at its discretion, amend this Agreement to conform with changes in Federal, State, CITY, or U S. HUD guidelines, directives, and objectives Such amendments shall be incorporated by written amendment as a part of this Agreement and shall be subject to approval of the City of Boynton Beach's City Commission Except as otherwise provided herein, no amendment to this Agreement shall be binding on either party unless in writing, approved by the City Commission and signed by both parties. 16. NOTICES All notices required to be given under this Agreement shall be sufficient when delivered to CID at its office at 100 East Boynton Beach Boulevard, Boynton Beach, Florida, 33435, and to the COMPANY when delivered to its office at the address listed on Page Eight (8) of this Agreement. 17 INDEPENDENT AGENT AND EMPLOYEES The COMPANY agrees that, in all matters relating to this Agreement, it will be acting as an independent agent and that its employees are not The City of Boynton Beach employees and are not subject to the CITY provisions of the law applicable to CITY employees relative to employ- ment compensation and employee benefits. 18. NO FORFEITURE 8 The rights of the CITY under this Agreement shall be cumulative and failure on the part of the CITY to exercise promptly any rights given hereunder shall not operate to forfeit or waive any of the said rights. 19. PUBLIC ENTITY CRIMES As provided in F S. 287.132 -133, by entering into this Agreement or performing any work in furtherance hereof, the COMPANY certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty -six (36) months immediately preceding the date hereof This notice is required by F.S. 287.133(3)(a) 20 COUNTERPARTS OF THE AGREEMENT This Agreement, consisting of twenty (20) enumerated pages which include the exhibits referenced herein, shall be executed in two (2) counterparts, each of which shall be deemed to be an original, and such counterparts will constitute one and the same instrument. 21. ENTIRE UNDERSTANDING This Agreement and its provisions merge any prior Agreements, if any, between the parties hereto and constitutes the entire understanding. The parties hereby acknowledge that there have been and are no representations, warranties, covenants, or undertakings other than those expressly set forth herein. 22 AVAILABILITY OF FUNDS The CITY'S obligation to pay under this Agreement is contingent upon annual appropnation for its purpose by the Board of City Commissioners 23. CITY FUNDED PROGRAMS CITY funding can be used to match grants from other non -CITY sources, however, the COMPANY cannot submit reimbursement requests for the same expenses to more than one funding source or under more than one CITY funded program. 24 JOB CREATION AND JOB MAINTENANCE In accordance with the COMPANY'S use of CDBG funds, all jobs must be created within twelve (12) months based on the following (see Exhibit "A" for the agreed upon use of funds): a- The date of completion of the facility, b- Improvements to a facility, or c- Purchase of equipment All full time equivalent (FTE) jobs created must be maintained for a period of at least three (3) years The Economic Development Office will monitor the creation and maintenance of all jobs. When funding infrastructure, land acquisition or physical plant construction with CDBG funds, these activities must begin within twelve (12) months from the effective date of the Agreement. In addition, if CDBG funds are used for infrastructure, land acquisition or physical plant construction, the activity must be completed within twenty -four (24) months from the commencement of the Agreement. Acquisition, construction and rehabilitation activities which utilize CDBG funds are subject to monitoring for ten (10) years under CITY policy and will be subject to a "Declaration of Restriction on Use" for the entire monitoring period 25. USE OF THE PROJECT FACILITY 9 The COMPANY agrees in regard to the use of the facility whose acquisition or improvements are being funded in part or in whole by CDBG funds as provided by this Agreement, that it will comply with the provision of Exhibit F Upon execution of this Agreement the COMPANY shall execute and deliver to the CITY Exhibit F, which the CITY shall record in the public records Recording fees associated with this Exhibit F shall be charged to the project budget identified in this Agreement. Notice All notices required in this Agreement shall be sent by certified mail, return receipt requested, hand delivery or other delivery service requiring signed acceptance If sent to the CITY, notices shall be addressed to Octavia S. Sherrod, Community Improvement Manager Community Improvement Division 100 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 Phone (561) 742 -6066 Fax (561) 742 -6089 With a copy to James Cherof, City Attorney City Attorney's Office 100 E. Boynton Beach Boulevard Boynton Beach, Florida 33435 If sent to the COMPANY, notices shall be addressed to r itr i Entirety of Contractual Agreement The CITY and the COMPANY agree that this Agreement sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto Regulations; Licensing Requirements COMPANY and its subcontractors shall comply with all laws, ordinances and regulations applicable to the services contemplated herein, to include those applicable to conflict of interest and collusion COMPANY is presumed to be familiar with all federal, state and local laws, ordinances, codes and regulations that may in any way affect the services offered. 10 IN WITNESS WHEREOF, the City Commission of The City of Boynton Beach, Florida, has made and executed this Agreement on behalf of the CITY and the COMPANY has hereunto set its hand and seal the day and year above written ATTEST: Janet Prainito, City Clerk THE CITY OF BOYNTON BEACH, FLORIDA, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA CITY COMMISSION By By City Clerk Woodrow Hay, Mayor APPROVED AS TO FORM AND LEGAL SUFFICIENCY: By: City Attorney COMPANY By. COMPANY Representative Signature Print Name & Title Witness Name Signature (CORPORATE SEAL) 11 EXHIBIT "A" WORK PROGRAM NARRATIVE I. The COMPANY agrees to: A. PURCHASE OF EQUIPMENT AND / OR OTHER APPROVED ITEMS: The terms of the approval will allow the business to be reimbursed for the following: Rehabilitation of real roe for use in the COMPANY' S rowth and expansion located at . The CITY shall file a lien on t e rea property pure ase , in w o e or in part, with I Y unds. Such liens will be filed within one week of the COMPANY being reimbursed by the CITY for the purchase. The COMPANY further agrees that CID shall be the final arbiter on the COMPANY'S compliance with the above. B. JOB CREATION: Subsequent to the effective date of this Agreement and within one (1) year of the completion of the activity, the COMPANY shall create ten (10) full -time equivalent jobs, where at least 51% of the jobs will be held by low- and moderate - income persons. (Exhibit C) A full -time job shall mean employment for a minimum of 2,080 hours per year and for a wage or salary equal to or better than the minimum wage as determined by the U.S. Department of Labor. Low- and moderate - income status is based on the person's income at the time of hire and is not affected by subsequent raises or promotions. Said jobs will include, but may not be limited to, the jobs listed in Exhibit D. The COMPANY will register said jobs with and consider applicants referred by The City of Boynton Beach Workforce Alliance. NOTE 1: In accordance with this grant Agreement, the jobs committed for creation and /or retention cannot be counted or used toward receiving any additional The City of Boynton Beach grants. C. SECURITY AGREEMENT: To secure the grant amount, the COMPANY hereby covenants and agrees for a period of four (4) years commencing with the completion of the activity to comply with the Job Creation requirements; and for a period of ten (10) years to comply with the equipment use /disposition requirements. If for any reason the COMPANY fails to comply with the Job Creation or the equipment use /disposition requirements, the COMPANY shall repay the full value of this grant, unless otherwise specified by CID. The provisions of this clause shall survive the expiration of this Agreement. D. REPORTS: The COMPANY shall submit the reports listed below to CID: 1) Semi - Annual reports during the term of this Agreement that describe the status of the activity funded under this Agreement. For the first year, semi- annual reports are due no later than 30 days following the sixth and twelfth month of this Agreement (by April 30, 2013 and October 31, 2013). For year two (2) and year three (3), the COMPANY will only submit annual reports (due by October 31, 2014 and October 31, 2015, respectively). The COMPANY and CITY agree that the frequency, type and due dates of all reports are at the sole discretion of the CITY and can be changed and altered as necessary by CITY without written amendment to this Agreement. 12 2) Written verification of job creation, satisfactory to CID at CID's sole discretion. Verification shall include job title, salary, fringe benefits, full -time equivalency status, name and address of person hired, proof that said person is of low- and moderate - income, and dates of employment. Said written verification shall be provided to CID at the completion of the activity funded under this Agreement and annually thereafter for a period of three (3) years commencing with the completion of the activity. The Record of Hiring Form (Exhibit E) must be completed for each employee hired under this Agreement. 3) The list of equipment as described in this Agreement and the working condition of each piece of equipment (if applicable). II. The CITY agrees to: A. Provide up to Twenty One Thousand Six Hundred Ninety Five and 01 /100 Dollars ( $21 695.01 in fundin for the rehabilitation of real property located at B. Provide project administration and inspection to the COMPANY to ensure compliance with U.S. HUD, the Department of Labor, and applicable State, Federal and City laws and regulations. C. Monitor the COMPANY at any time during the term of this Agreement. Visits may be scheduled or unscheduled as determined by CID, be conducted by CID staff or its subcontractors, and will serve to ensure that planned activities are conducted in a timely manner, to verify the accuracy of reporting to CID on program activities and compliance with U.S. HUD regulations. 13 EXHIBIT `B" LETTERHEAD STATIONERY DATE: TO: Octavia S. Sherrod, Community Improvement Manager Community Improvement Division 100 East Boynton Beach Blvd. Boynton Beach, Florida 33435 FROM: IMP SUBJECT: Reimbursement Request No.- Contract No.- Attached, you will find Invoice #_, requesting reimbursement for $ . The expenditures for this invoice covers the period of through . You will also find attached, back -up original documentation relating to the expenditures being involved. Approved for Submission: 14 EXHIBIT "C" ANNUAL INCOME LIMITS FOR PALM BEACH COUNTY 2012 MEDIAN = $64,100 Title: HUD Income Limits 2012 Author: U.S. Department of Housing and Urban Development Date Published: 2012 ANNUAL INCOME LIMITS Number of Very Low Income - Low Income - o Persons In 50% 80% Moderate Income - 120 /o Household 1 $25,350 $40,550 $60,840 2 $28,950 $46,350 $69,480 3 $32,550 $52,150 $78,120 4 $36,150 $57,900 $86,760 5 $39,050 $62,550 $93,750 6 $41,950 $67,200 $100,680 7 $44,850 $71,800 $107,640 8 $47,750 $76,450 $114,600 15 EXHIBIT "0" JOB LIST FOR POSITIONS TO BE CREATED Job Title # of Employees (to be hired) Full -Time Equivalency (select one) 1 Full Time or Part Time 2 Full Time or Part Time 3 Full Time or Part Time 4 Full Time or Part Time 5 Full Time or Part Time 6 Full Time or Part Time 7 Full Time or Part Time 8 Full Time or Part Time 9 Full Time or Part Time 10 Full Time or Part Time 11 Full Time or Part Time 12 Full Time or Part Time 13 Full Time or Part Time 14 Full Time or Part Time 15 Full Time or Part Time 16 Full Time or Part Time 17 Full Time or Part Time 18 Full Time or Part Time 1 19 Full Time or Part Time 20 Full Time or Part Time 21 Full Time or Part Time 22 Full Time or Part Time 23 Full Time or Part Time 24 Full Time or Part Time 25 Full Time or Part Time 26 Full Time or Part Time 27 Full Time or Part Time 28 Full Time or Part Time 29 Full Time or Part Time 30 Full Time or Part Time 16 EXHIBIT "E" Record of Employee Hiring for Economic Development Compliance (Business Name) Employee Name: Employee Address: Job Title: Salary: Fringe Benefits: Date of Hire: Date of Termination: Still Employed: YES or NO Income Status at time of Hire: Number of Persons in Household: Family /Household Income: $ Identify documentation used to establish very -low, low and moderate income status at time of hire. Retain copies of that documentation in COMPANY files for three nears for future City or Federal Audits. Specify documentation: 17 EXHIBIT "F" Return to: Octavia S. Sherrod, Community Improvement Manager Community Improvement Division 100 East Boynton Beach Blvd. Boynton Beach, Florida 33435 DECLARATION OF RESTRICTIONS The undersigned, , a cor oration dul authorized to do business in the State of Flori a, aving , s principa o ice a hereinafter referred to as "Declarant ", for the prope escn e e ow, in cons, era ion o un ing in the amount Twenty One Thousand Six Hundred Ninety Five and 01/100 Dollars ($21,695.01) received from the City of Boynton Beach City Commission (the "CITY ") does hereby grant to the CITY the following restrictions against the subject property, hereinafter referred to as "the Property," and described as: PCN: Subdivision: Legal Descrip ion: 1. These restrictions shall be deemed a covenant running with the land and are binding upon the undersigned, its heirs, executors, successors, and assigns. These restrictions can only be terminated or released by the City of Boynton Beach City Commission in writing, and executed with the same formalities as this document. 2 In consideration of the CITY'S grant in the amount of Twenty One Thousand Six Hundred Ninety Five and 01/100 Dollars ($21,695.01) (in CDBG dollars) as provided through a grant Agreement with the CITY dated October , 2012, the Declarant hereby covenants and agrees for a period of 4 years commencing with the expiration date of said grant Agreement, October , 2016 (as may be amended from time to time) to use the Property as a manufacture of custom clothing (the use or planned use) as described in the Declarant's funding application to the CITY, and as described in said grant Agreement, and the Declarant further agrees to maintain insurance as required in the grant Agreement 3. The Declarant agrees in regard to the use of the Property whose acquisition or improvements were funded through the grant Agreement that for a period not Tess than ten (4) years after the expiration date of said Agreement, October , 2016 (as may be amended from time to time): (a) The Declarant shall not change the use or planned use, or discontinue use, of the Property (including the beneficiaries of such use) from that for which the acquisition or improvements were made, unless the Declarant provides affected citizens with reasonable notice of, and opportunity to comment on, any such proposed change and either 1. The new use of the Property, in the sole opinion of the CITY, qualifies as meeting one of the national objectives defined in the regulations governing the CDBG program, and is not a building for the general conduct of government; or 2 The requirements of paragraph 3(b) of this section are met. (b) If the Declarant determines, after consultation with affected citizens, that it is appropriate to change the use of the Property to a use which does not qualify under paragraph 3(a)(1) of 18 of this section or discontinue use of the Property, it may retain or dispose of the facility for such use if the CITY is first reimbursed in the amount of Twenty One Thousand Six Hundred Ninety Five and 011100 Dollars ($21,695.01) plus the highest legal rate of interest from the time of release of funds by the CITY to the Declarant for acquisition of, or improvements to the facility /Property. The final determination of the amount of any such reimbursement to the CITY under this paragraph shall be made solely by the CITY. (c) Following the reimbursement of CDBG funds by the Declarant to the CITY pursuant to paragraph 3(b) above, the facility /Property will then no longer be subject to these restrictions, and the CITY shall then release these restrictions as described above. The Declarant shall obtain approval of the CITY, through its Community Improvement Division, in the event of any proposed sale, conveyance or transfer of the subject Property, Any approved sale or conveyance of the subject Property by the Declarant shall be contingent upon the receipt of the payment by the Declarant to the CITY in accordance with the provisions of paragraph 3(b) above, or the receipt of a commitment, executed by a subsequent owner acceptable to the CITY, confirming its acceptance of the restrictions and conditions provided herein for the duration of this Declaration. Notwithstanding the foregoing, the restnctions set forth herein shall run with the land whether or not such commitment is obtained from a subsequent owner. 4. The Declarant agrees to notify the CITY of any litigation, suits, liens, judgments or pending foreclosure on the subject Property within five (5) working days of the receipt of said notice by the Declarant. 5. The Declarant acknowledges and covenants that the provisions specified below constitute a default under this Declaration for which there may be a forfeiture of the Declarant's title to the Property - (a) Failure of the Declarant to perform any covenant, agreement, term, or condition contained herein or in the grant Agreement referenced in Section 2 above Notwithstanding the foregoing, and in the sole discretion of the CITY, upon providing notice to the Declarant of its determination that the Declarant is in default of the terms of this Declaration, the CITY may, from time to time, at its sole discretion, cure each default under any covenant so curable in this Declaration, or in any instrument creating a lien upon the Property, or any part thereof, to such extent that the CITY, in its sole discretion, determines, and each amount paid, if any, by the CITY to cure any such default shall be paid by the Declarant to the CITY in addition to the highest rate of interest permitted by law from the time of release of funds by the CITY to the Declarant and shall constitute a lien against the Property which may be foreclosed if not discharged and satisfied within three (3) months of expenditure of such funds by the CITY. The CITY shall also become subrogated to whatever rights the holders of a pnor lien might have under such instrument. 6. If the Declarant fails, neglects or refuses to perform any of the provisions, terms and conditions set forth herein, for any breach of this Declaration, the CITY shall have the right to file in a court of competent jurisdiction in The City of Boynton Beach an action for. (a) Forfeiture of all the Declarant's rights, title, and interest in the Property for a breach of the restrictive covenants contained in this Declaration; (b) Due and unpaid real estate taxes, assessments, charges and penalties for which the Declarant is obligated to pay In addition to any remedy set forth herein, the CITY shall have such other remedies as are available at law or equity. The exercise or attempted exercise by the CITY of any right or remedy available under this Declaration shall not preclude the CITY from exercising any other right or remedy so available, nor shall any such exercise or attempted exercise constitute or be construed as an 19 election of remedies. The Declarant shall pay any reasonable expenses, including reasonable attorney's fees and costs incurred by the CITY, under this Declaration and the preparation and delivery of notices required hereunder. The failure or omission by the CITY to enforce any of its rights or remedies upon breach of any of the covenants, terms or conditions of this Declaration shall not bar or breach any of the CITY'S rights or remedies on any subsequent default. Before the CITY shall pursue any of its rights or remedies under this Declaration, the CITY shall first give the Declarant written notice of the default complained of which such notice shall be given to the Declarant at its address shown above The Declarant shall then have ten (10) working days from the date such notice is given to cure or correct any default. 7. Declarant shall submit to the CITY once each year a report detailing the Declarant's compliance with the terms of the grant Agreement and this Declaration of Restrictions. 8. Declarant relinquishes all rights to alter, amend, modify, or release these covenants prior to the completion of the ten year period described above unless the amendments are in writing and consented to by the CITY in writing 9. In the event of any litigation to enforce the terms of the Declaration, the Declarant agrees to reimburse the CITY for all attorney's fees and costs associated with litigation. Executed this day of , 2012 corpora ion u y organize and authorized to do business in the State of Florida BY: [name, title] ATTEST Witness Name Signature Witness Name Signature STATE OF FLORIDA COUNTY OF PALM BEACH The forgoing instrument was acknowledged before me this day of , 20 , by , who is personally known to me or has produced as identification and who did (did not) take an oath (Print or type name) (Signature) Notary Public State of Florida at Large My Commission Expires: `v .: -- T ", Ex- 20 21