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GRC ASSOCIATES, INC. - 2006-11-20
Cj-jUr Council/Agency Meeting Held: /!",�®- 06 0i1"I114 G, tt Deferred/Continued to: �--} Ap roved ❑ Conditionally Approved ❑ Denied j?t"ssA CI y Clerk's Signature Council Meeting Dater 11/20/2006 Department ID Number: ED 06-44 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO HONORABLE MAYOR AND QITY COUNCIL MEMBERS SUBMITTED BY: PENALPE ULB T -G FT, DPA, CITY ADMINISTRATOR PREPARED BY: STANLEY-SMALEWITZ, DIRECTOR OF ECONOMIC DEVELOPMENT SUBJECT: APPROVE CONTRACT WITH GRC ASSOCIATES, INC. FOR HOUSING REHABILITATION LOAN PROGRAM ADMINISTRATION SERVICES Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: The City Council is asked to approve a contract with GRC Associates, Inc. for administration of the City's Housing Rehabilitation Loan Program. Staff has completed the RFP process and recommends approval of the three-year professional services contract (Attachment 1) with GRC in the annual amount of $105,000. Funding Source: Community Development Block Grant (CDBG) funds are budgeted and available in account 85781015. Recommended Action: Motion to: 1. Approve the three-year contract with GRC Associates, Inc. in the annual amount of $105,000 for administration of the Housing Rehabilitation Loan Program. 2. Authorize execution of the contract by the Mayor and City Clerk. Alternative Action(s): Do not approve the contract with GRC and direct staff to propose an alternative management solution for the Housing Rehabilitation Loan Program. Analysis: In March of 2006 the City Council approved a three-year contract with CivicStone, Inc. for the administration of the City's Housing Rehabilitation Loan Program. ,Shortly after beginning running the program, CivicStone.gave notice that it wished to terminate its contract with the City. The company indicated that it would no longer provide such loan program administration services due to concerns about legal exposure and limited staff availability. REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 11/20/2006 DEPARTMENT ID NUMBER: ED 06-44 Immediately upon CivicStone's termination of its contract with the City, staff commenced negotiations for a new contract with the next highest ranked firm from the previously completed Request for Proposals process, GRC Associates, Inc. GRC was selected due to its experience administering housing rehabilitation loan programs, excellent references, reasonable price, and immediate availability. The Housing Rehabilitation Loan Program, provides loans to low and moderate -income Huntington Beach homeowners and owner of rental property where low-income families live. The program's objective is to provide low-cost financing to households who would otherwise have difficulty paying for necessary health and safety -related housing repairs. These loans are typically funded through the City's allocation of federal Community Development Block Grant (CDBG) funds. The program's administrative costs are also generally paid with CDBG funds. Under the proposed management contract, GRC will administer the following key functions of the City's loan program: marketing, customer service, application processing, eligibility underwriting, construction scope of work preparation, contractor bid solicitation;, construction inspection, contractor payment processing, and loan payoff processing. GRC estimates that it can process and complete up to 24 loans per year. The City's existing loan servicing consultant, Westar Loan Servicing, will continue to collect ongoing incremental payments from borrowers in collaboration with GRC`. Staff 'recommends approval of the proposed contract with GRC for administration of the Housing Rehabilitation Loan Program for the next three years. Environmental Status: Not applicable. Attachment(s) City Clerk's Page Number No. Description 1. Contract between the City of Huntington Beach and GRC Associates, Inc. for Administration of the Housing Rehabilitation Loan Program. -2- 11 /6/2006 12:13 PM PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND GRC ASSOCIATES, INC FOR ADMINISTRATION OF THE HOUSING REHABILITATION LOAN PROGRAM THIS AGREEMENT, entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "City", and GRC ASSOCIATES, INC., hereinafter referred to as "Consultant". WHEREAS, City desires to engage the services of a Consultant to administer the City of Huntington Beach Housing Rehabilitation Loan Program; and The City has applied for and received funds from the United States Government under Title I of the Housing and Community Development Act of 1974, as amended (HCD Act), Public Law 93-383; and The City wishes to engage the Consultant to assist the City in utilizing such funds; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: I. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." In addition to the schedule of performance as described in Exhibit A,"the Consultant agrees to provide the following program service(s) schedule: Activity #1• Loan application, intake, processing and underwriting services, as required. Activity 92. Rehabilitation Loan project management activities, including inspections, work specification writing, project coordination, payment authorization and processing, as required. Activity #3. Loan payoff / subordination processing database / loan portfolioand file management / activity reporting, as required. The 'City will monitor the performance of the Consultant against goals and performance standards as stated above. Substandard performance as determined by the City will constitute 06-435/3653 1 noncompliance with this Agreement. If action to correct such substandard performance is not taken by the Consultant within a reasonable period of time after being notified by the City, contract suspension or termination procedures will be initiated. 2. STAFF DESIGNATION AND ASSISTANCE Consultant hereby designates John Oshimo, President, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. Any changes in the Key Personnel assigned or their general responsibilities under this project are subject to the prior approval of the City City shall assign a staff coordinator to work directly with Consultant in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of Consultant are to commence as soon as practicable after the execution of this Agreement by City (the "Commencement Date"). This Agreement shall expire on N o v e m b e r; 2 0 ,2 o 0 q., unless sooner terminated as provided herein. All tasks specified in Exhibit "All shall be completed no later than three (3) years from the Commencement Date of this Agreement. These times may be extended with the written permission of CITY. The time for performance of the tasks -identified in Exhibit "A" are generally to be shown in Section 1 and Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by City and Consultant. 4. BUDGET Total $105,000.00 with an amount not to exceed Four Thousand Two Hundred Dollars ($4,200.00) per loan for: Activity #1. Loan application intake, processing and underwriting services, as required. Activity #2. Rehabilitation Loan Project Management Activities, including inspections, work specification writing, project coordination, payment authorization and processing, as required. Activity #3. Loan payoff / subordination processing database / loan portfolio and file management / activity reporting, as required. Any indirect costs charged must be consistent with the conditions of this Agreement. In addition, the City may require a more detailed budget breakdown than the one contained herein, and the Consultant shall provide such supplementary budget information in a timely fashion in the form and content prescribed by the City. Any amendments to the budget must be approved in writing by both the City and the Consultant. 5. COMPENSATION It is expressly agreed and understood that the total amount to be paid by the City under this Agreement shall not exceed One Hundred Five Thousand Dollars ($105,000.00). Draw downs for the payment of eligible expenses shall be made against the line item budgets specified 06-435/3653 2 in Paragraph 4 herein and in accordance with performance. Expenses for general administration shall also be paid against the line item budgets specified in Paragraph 4 and in accordance with performance. Payments may be contingent upon certification of the Consultant's financial management system in accordance with the standards specified in 24 CFR 84.21 (attached hereto). 6. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS Consultant agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to City, and Consultant shall turn these materials over to City upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by City as it sees fit. 7. GENERAL COMPLIANCE WITH FEDERAL REQUIREMENTS The Consultant agrees to comply with the requirements of Title 24 of the Code of Federal Regulations, Part 570 (the U.S. Housing and Urban Development regulations concerning Community Development Block Grants (CDBG)) including subpart K of these regulations, except that (1) the Consultant does not assume the recipient's environmental responsibilities described in 24 CFR 570.604 and (2) the Consultant does not assume the recipient's responsibility for initiating the review process under the provisions of 24 CFR Part 52 ("Intergovernmental Review of Federal Programs"). The Consultant also agrees to comply with all other applicable federal, state and city laws, regulations, and policies governing the funds provided under this contract. The Consultant further agrees to utilize funds available under this Agreement to supplement rather than supplant funds otherwise available. 8. SUSPENSION OR TERMINATION The City may suspend or terminate this Agreement if the Consultant materially fails to comply with any terms of this Agreement, which include but are not limited to the following: A. Failure to comply with any of the rules, regulations or provisions referred to herein, or such statutes, regulations, executive orders, and HUD guidelines, policies or directives as may become applicable at any time; B. Failure, for any reason, of the Consultant to fulfill in a timely and proper manner its obligations under this Agreement; C. Ineffective or improper use of funds provided under this Agreement; or D. Submission by the Consultant to the City reports that are incorrect or incomplete in any material respect. This Agreement may also be terminated for convenience by either the City or the Consultant, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. However, if in the case 06435/3653 3 of a partial termination, the City determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the City may terminate the award in its entirety. 9. ADMINISTRATIVE REQUIREMENTS The Consultant agrees to comply with any applicable administrative requirements of 24 CFR 570.502 (attached hereto). Further, Consultant agrees to comply with 24 CFR 84.21-28 (attached hereto) and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. A. Documentation and Record Keep 1. Records to be Maintained The Consultant shall maintain all records required by the Federal regulations necessary to document compliance with Subpart K of 24 CFR Part 570. 2. Retention The Consultant shall retain all financial records, supporting documents, statistical records, and all other records pertinent to the Agreement for a period of four (4) years. The retention period begins on the date of the submission of the City's annual performance and evaluation report to 14UD in which the activities assisted under the Agreement are reported on for the final time. Notwithstanding the above, if there is litigation, claims, audits, negotiations or other actions that involve any of the records cited and that have started before the expiration of the four-year period, then such records must be retained until completion of the actions and resolution of all issues, or the expiration of the four-year period, whichever occurs later. 3. Close-outs The Consultant's obligation to the City shall not end until all close-out requirements are completed. Activities, during this close-out period shall include, but are not limited to: making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and accounts receivable to the City), and determining the custodianship of records. Not withstanding the foregoing, the terms of this Agreement shall remain in effect during any period that the Consultant has control over CDBG funds, including program income. 4. Audits & Inspections Consultant's records with respect to any matters covered by this Agreement shall be made available to the City, grantor agency, and the Comptroller General of the United States or any of their authorized representatives, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts 06-435/3653 4 of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Consultant within 30 days after receipt by the Consultant. Failure of the Consultant to comply with the above audit requirements will constitute a violation of this contract and may result in the withholding of future payments. The Consultant hereby agrees to have an annual agency audit conducted in accordance with current City policy concerning Consultant audits and OMB Circular A-133. B. Reportingand nd Payment Procedures 1. Program Income The Consultant shall report monthly all program income (as defined at 24 CFR 570.500(a)) generated by activities carried out with CDBG funds made available under this contract. The use of program income by the Consultant shall comply with the requirements set forth at 24 CFR 570.504. By way of further limitations, the Consultant may use such income during the contract period for activities permitted under this contract and shall reduce requests for additional funds by the amount of any such program income balances on hand. All unexpended program income shall be returned to the City at the end of the contract period. Any interest earned on cash advances from the U.S. Treasury and from funds held in a revolving fund account is not program income and shall be remitted promptly to the City. 2. Indirect Costs If indirect costs are 'charged, the Consultant will develop an indirect cost allocation plan for determining the appropriate Consultant's share of administrative costs and shall submit such plan to the City for approval, in a form specified by the City. 3. Payment Procedures The City will pay to the Consultant funds available under this Agreement based upon information submitted by the Consultant, and consistent with any approved budget and City policy concerning payments. With the exception of certain advances, payments will be made for eligible expenses actually incurred by the Consultant, and not to exceed actual cash requirements. Payments will be adjusted by the City in accordance with advance fund and program income balances available in Consultant accounts. In addition, the City reserves the right to liquidate funds available under this contract for costs incurred by the City on behalf of the Consultant. 4. Prof4ress Reports The Consultant shall submit regular Progress Reports to the City in the form, content, and frequency as required by the City. 06-435/3653 5 5. Procurement a) Compliance The Consultant shall comply with current City ordinances and policy concerning the purchase of equipment and shall maintain inventory records of all non -expendable personal property as defined by such ordinance or policy as may be procured with funds provided herein. All program assets (unexpended program income, property, equipment, etc.) shall revert to the City upon termination of this Agreement. b) OMB Standards Unless specified otherwise within this agreement, the Consultant shall procure all materials, property, or services in accordance with the requirements of 24 CFR 84.40-48, c) Travel The Consultant shall obtain written approval from the City for any travel outside the City limits with funds provided under this Agreement. 6_ Use and Reversion of Assets The use and disposition of real property and equipment under this Agreement shall be in compliance with the requirements of 24 CFR Part 84 and 24 CFR 570.502, 570.503, and 570.504, as applicable, which include but are not limited to the following: a) The Consultant shall transfer to the City any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at time of expiration, cancellation, or termination. b) Real property under the Consultant's control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of $25,000 shall be used to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until five (5) years after expiration of this Agreement [or such longer period of time as the City deems appropriate]. If the Consultant fails to use CDBG-assisted real property in a manner that meets a CDBG National Objective for the prescribed period of time, the Consultant shall pay the City an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to, the property. Such payment shall constitute program income to the City. The Consultant may retain real property acquired or improved under this Agreement after the expiration of the five-year period [or such longer period of time as the City deems appropriate]. c) In all cases in which equipment acquired, in whole or in part, with funds under this Agreement is sold, the proceeds shall be program income 06-435/3653 6 (prorated to reflect the extent to that funds received under this Agreement were used to acquire the equipment). Equipment not needed by the Consultant for activities under this Agreement shall be (a) transferred to the City for the CDBG program or (b) retained after compensating the City [an amount equal to the current fair market value of the equipment less the percentage of non-CDBG funds used to acquire the equipment]. 10. FEDERAL PERSONNEL & PARTICIPANT CONDITIONS A Contracting Restrictions The Consultant agrees to comply with all federal and state civil rights laws including, all nondiscrimination in employment and contracting as well as Section 109 of Title I of the Housing and Community Development Act of 1974 as amended, 'Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246 as amended by Executive Orders 11375, 11478, 12107 and 12086. The Consultant agrees to comply with all Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), which prohibits discrimination against the individuals with disabilities or handicaps in any Federally assisted program. The City shall provide the Consultant with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement. B. Employment Restrictions The Consultant is prohibited from using funds provided herein or personnel employed in the administration of the program for political activities; inherently religious activities; lobbying; political patronage; and nepotism activities. C. Labor Standard Restrictions The Consultant agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis -Bacon Act as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The Consultant agrees to comply with the Copeland Anti -Kick Back Act (18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The Consultant shall maintain documentation that demonstrates compliance with "hour and wage requirements of this part. Such documentation shall be made available to the City for review upon request. The Consultant agrees that, except with respect to the rehabilitation or construction of residential property containing less than eight (8) units, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair work financed in whole or in part with assistance provided under this contract, shall comply with Federal requirements adopted by the City pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journey workers; provided that, if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the Consultant of its obligation, if any, to 06-435/3653 7 require payment of the higher wage. The Consultant shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this paragraph. D. "Section 3" Clause Compliance with the provisions of Section 3 of the HUD Act of 1968, as amended, and as implemented by the regulations set forth in 24 CFR 135, and all applicable rules and orders issued hereunder prior to the execution of this contract, shall be a condition of the Federal financial assistance provided under this contract and binding upon the City, the Consultant and any of the Consultant's Consultants and subcontractors. Failure to fulfill these requirements shall subject the City, the Consultant and any of the Consultant's Consultants and subcontractors, their successors and assigns, to those sanctions specified by the Agreement through which Federal assistance is provided. The Consultant certifies and agrees that no contractual or other disability exists that would prevent compliance with these requirements. The Consultant further agrees to comply with these "Section 3" requirements and to include the following language in all subcontracts executed under this Agreement: "The work to be performed under this Agreement is a project assisted under a program providing direct Federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended (12 U.S.C. 1701)., Section 3 requires that to the greatest extent feasible opportunities for training and employment be given to low- and very low-income residents of the project area, and that contracts for work in connection with the project be awarded to business concerns that provide economic opportunities for low- and very low-income persons residing in the metropolitan area in which the project is located." Consultant further agrees to ensure that opportunities for training and employment arising in connection with a housing rehabilitation (including reduction and abatement of lead -based paint hazards), housing construction, or other public construction project are given to low and very low-income persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to low and very low-income persons within the service area of the project or the neighborhood in which the project is located, and to low- and very low-income participants in other HUD programs; and award contracts for work undertaken in connection with a housing rehabilitation (including reduction and abatement of lead -based paint hazards), housing construction, or other public construction project to business concerns that provide economic opportunities for low- and very low-income persons residing within the metropolitan area in which the CDBG-funded project is located; where feasible, priority should be given to business concerns that provide economic opportunities to low- and very low-income residents within the service area or the neighborhood in which the project is located, and to low- and very low-income participants in other HUD programs. The Consultant certifies and agrees that no contractual or other legal incapacity exists that would prevent compliance with these requirements. 06-435/3653 8 F. Assignability The Consultant shall not assign or transfer any interest in this Agreement without the prior written consent of the City thereto; provided, however, that claims for money due or to become due to the Consultant from the City under this contract maybe assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the City. 1. Approvals The Consultant shall not enter into any subcontracts with any agency or individual in the performance of this contract without the written consent of the City prior to the execution of such agreement. 2. Monitoring The Consultant will monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance. 3. Content The Consultant shall cause all of the provisions of this contract in its entirety to be included in and made apart of any subcontract executed in the performance of this Agreement. 4. Selection Process The Consultant shall undertake to insure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis in accordance with applicable procurement requirements. Executed copies of all subcontracts shall be forwarded to the City along with documentation concerning the selection process. G. Political Activities The Consultant agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V of the U.S.C. H. Conflict of Interest The Consultant agrees to abide by the provisions of 24 CFR 84.42 and 570.611, which include but are not limited to the following: 1. The Consultant shall maintain a written code or standards of conduct that shall govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds. 06-435/3653 9 2. No employee, officer or agent of the Consultant shall participate in the selection, or in the award, or administration of, a contract supported by Federal funds if a conflict of interest, real or apparent, would be involved. 3. No covered persons who exercise or have exercised any functions or responsibilities with respect to CDBG-assisted activities, or who are in a position to participate in a decision -making process or gain inside information with regard to such activities, may obtain a financial interest in any contract, or have a financial interest in any contract, subcontract, or agreement with respect to the CDBG-assisted activity, or with respect to the proceeds from the CDBG-assisted activity, either for themselves or those with whom they have business or immediate family ties, during their tenure or for a period of one (1) year thereafter. For purposes of this paragraph, a "covered person" includes any person who is an employee, agent, Consultant, officer, or elected or appointed official of the City, the Consultant, or any designated public agency. 1. Lobbying The Consultant hereby certifies that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; and 3. It will require that the language of paragraph (d) of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all Consultants shall certify and disclose accordingly. Initials This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S.C. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 06-435/3653 10 11. RELIGIOUS ACTIVITIES The Consultant agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570.2000), such as worship, religious instruction, or proselytization. 12. HOLD HARMLESS Consultant hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with Consultant's (or Consultant's subcontractors, if any) negligent performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by Consultant, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of City. Consultant will conduct all defense at its sole cost and expense and City shall approve selection of Consultant's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not -act as limitation upon the amount of indemnification to be provided by Consultant. 13. PROFESSIONAL LIABILITY INSURANCE Consultant shall obtain and furnish to City a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Consultant's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of City. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. Consultant shall notify City of circumstances or incidents that might give rise to future claims. Consultant will make every effort to maintain similar insurance during the required extended period of coverage following project completion. If insurance is terminated for any reason, Consultant agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. 14. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, Consultant shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing ,the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; 06-435/3653 11 B. state that the policy is currently in force; and C. promise that such policy shall not be suspended, voided or canceled by either parry, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. Consultant shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. The requirement for carrying the foregoing insurance coverage shall not derogate from Consultant's defense, hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Consultant shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 15. INDEPENDENT CONTRACTOR Consultant is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Consultant shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Consultant and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 16. COPYRIGHTS/PATENTS City shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 17. CITY EMPLOYEES AND OFFICIALS Consultant shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Consultant's agent (as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. City and Consultant may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other parry via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: 06435/3653 12 TO CITY: TO CONSULTANT: City of Huntington Beach GRC Associates, Inc. ATTN: Director of Economic Development Attn: John Oshimo, President 2000 Main Street 500 South Kraemer Boulevard, Ste. 365 Huntington Beach, CA 92648 Brea, CA 92821 19. CONSENT When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 20. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 21. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 06-435/3653 13 23. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any parry who has signed it. 24. IMMIGRATION Consultant shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. LEGAL SERVICES SUBCONTRACTING PROHIBITED Consultant and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. Consultant understands that pursuant to Huntington Beach City Charter -Section 309, the City Attorney is the exclusive legal counsel for City; and City shall not be liable for payment of any legal services expenses incurred by Consultant. 26. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non -prevailing parry. 27. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 28. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 29. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the 06-435/3653 14 entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on November 20, 2006. GRC ASSOCIATES, INC. CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California By: 4 print name ITS: (circle one) Chairma resi ice President Mayor AND City Clerk By. .--� APPROVED AS TO FORM: i7a�ou Al, print nanX l i�- City Xttorney k" - tt_ rc, ITS: (circle one Secretary" of Financial Officer/Asst. Secretary - Treasurer INITIATED AND OVED: REVIEWED AND APPROVED: Z-'� L-o 'Director of Eco44nic Developme t ityAdmin trator 06-435/3653 15 CFR ATTACHMENT §84.24 Program income. (a) HUD shall apply the standards set forth in this section in requiring recipient organizations to account for program income related to projects financed in whole or in part with Federal funds. (b) Except as provided in paragraph (h) of this section, program income earned during the project period shall be retained by the recipient and, in accordance with HUD regulations or the terms and conditions of the award, shall be used in one or more of the ways listed in the following. (1) Added to funds committed to the project by HUD and recipient and used to further eligible project or program objectives. (2) Used to finance the non -Federal share of the project or program. (3) Deducted from the total project or program allowable cost in determining the net allowable costs on which the Federal share of costs is based. (c) When HUD authorizes the disposition of program income as described in paragraphs (b)(1) or (b)(2) of this section, program income in excess of any limits stipulated shall be used in accordance with paragraph (b)(3) of this section. (d) In the event that HUD does not specify in its regulations or the terms and conditions of the award how program income is to be used, paragraph (b)(3) of this section shall apply automatically to all projects or programs except research. For awards that support research, paragraph (b)(1) of this section shall apply automatically unless HUD indicates in the terms and conditions another alternative on the award or the recipient is subject to special award conditions, as indicated in §84.14. (e) Unless HUD regulations or the terms and conditions of the award provide otherwise, recipients shall have no obligation to the Federal Government regarding program income earned after the end of the project period. (f) If authorized by HUD regulations or the terms and conditions of the award, costs incident to the generation of program income may be deducted from gross income to determine program income, provided these costs have not been charged to the award. (g) Proceeds from the sale of property shall be handled in accordance with the requirements of the Property Standards (See §§84.30 through 84.37). (h) Unless HUD regulations or the terms and condition of the award provide otherwise, recipients shall have no obligation to the Federal Government with respect to program income earned from license fees and royalties for copyrighted material, patents, patent applications, trademarks, and inventions produced under an award. However, Patent and Trademark Amendments (35 U.S.C. 18) apply to inventions made under an experimental, developmental, or research award. 06-435/3653 1 §84.25 Revision of budget and program plans. (a) The budget plan is the financial expression of the project or program as approved during the award process. It may include either the Federal and non -Federal share, or only the Federal share, depending upon HUD requirements. It shall be related to performance for program evaluation purposes whenever appropriate. (b) Recipients are required to report deviations from budget and program plans, and request prior approvals for budget and program plan revisions, in accordance with this section. (c) For nonconstruction awards, recipients shall request prior approvals from HUD for one or more of the following program or budget related reasons. (1) Change in the scope or the objective of the project or program (even if there is no associated budget revision requiring prior written approval). (2) Change in a key person specified in the application or award document. (3) The absence for more than three months, or a 25 percent reduction in time devoted to the project, by the approved project director or principal investigator. (4) The need for additional Federal funding. (5) The transfer of amounts budgeted for indirect costs to absorb increases in direct costs, or vice versa, if approval is required by HUD. (6) The inclusion, unless waived by HUD, of costs that require prior approval in accordance with OMB Circular A 21, "Cost Principles for Institutions of Higher Education," OMB Circular A 122, "Cost Principles for Non -Profit Organizations," or 45 CFR part 74 Appendix E, "Principles for Determining Costs Applicable to Research and Development under Grants and Contracts with Hospitals," or 48 CFR part 31, "Contract Cost Principles and Procedures," as applicable. (7) The transfer of funds allotted for training allowances (direct payment to trainees) to other categories of expense. (8) Unless described in the application and funded in the approved awards, the subaward, transfer or contracting out of any work under an award. This provision doesnotapply to the purchase of supplies, material, equipment or general support services. (d) No other prior approval requirements for specific items may be imposed unless a deviation has been approved by OMB. (e) Except for requirements listed in paragraphs (c)(1) and (c)(4) of this section, HUD is authorized, at its option, to waive cost -related and administrative prior written approvals required by Circular A-110 and OMB Circulars A-21 and A-122. Such waivers may include authorizing recipients to do any one or more of the following. (1) Incur pre -award costs 90 calendar days prior to award or more than 90 calendar days with the prior approval of HUD. All pre -award costs are incurred at the recipient's risk (i.e., HUD is under no obligation to reimburse such costs if for any reason the recipient does not receive an award or if the award is less than anticipated and inadequate to cover such costs). 06435/3653 11 (2) Initiate a one-time extension of the expiration date of the award of up to 12 months unless one or more of the following conditions apply. For one-time extensions, the recipient must notify HUD in writing with the supporting reasons and revised expiration date at least 10 days before the expiration date specified in the award. This one-time extension may not be exercised merely for the purpose of using unobligated balances. (i) The termsandconditions of award prohibit the extension. (ii) The extension requires additional Federal funds. (iii) The extension involves any change in the approved objectives or scope of the project. (3) Carry forward unobligated balances to subsequent funding periods. (4) For awards that support research, unless HUD provides otherwise in HUD's regulations, the prior approval requirements described in paragraph (e) of this section are automatically waived (i.e., recipients need not obtain such prior approvals) unless one of the conditions included in paragraph (e)(2) of this section applies. (f) HUD may, at its option, restrict the transfer of funds among direct cost categories or programs, functions and activities for awards in which the Federal share of the project exceeds $100,000 and the cumulative amount of such transfers exceeds or is expected to exceed 10 percent of the total budget as last approved by HUD. HUD shall not permit a transfer that would cause any Federal appropriation or part thereof to be used for purposes other than those consistent with the original intent of the appropriation. (g) All other changes to nonconstruction budgets, except for the changes described in paragraph 0) of this section, do not require prior approval. (h) For construction awards, recipients shall request prior written approval promptly from HUD for budget revisions whenever paragraphs (h)(1), (h)(2) or (h)(3) of this section apply. (1) The revision results from changes in the scope or the objective of the project or program. (2) The need arises for additional Federal funds to complete the project. (3) A revision is desired which involves specific costs for which prior written approval requirements may be imposed consistent with applicable OMB cost principles listed in §84.27. (i) No other prior approval requirements for specific items may be imposed unless a deviation has been approved by OMB. 0) When HUD makes an award that provides support for both construction and nonconstruction work, HUD may require the recipient to request prior approval from HUD before making any fund or budget transfers between the two types of work supported. (k) For both construction and nonconstruction awards, HUD shall require recipients to notify HUD in writing promptly whenever the amount of Federal authorized funds is expected to exceed the needs of the recipient for the project period by more than $5000 or five percent of the Federal award, whichever is greater. This notification shall not be required if an application for additional funding is submitted for a continuation award. 06-435/3653 iii 1 (1) When requesting approval for budget revisions, recipients shall use the budget forms that were used in the application unless HUD indicates a letter of request suffices. (m) Within 30 calendar days from the date of receipt of the request for budget revisions, HUD shall review the request and notify the recipient whether the budget revisions have been approved. If the revision is still under consideration at the end of 30 calendar days, HUD shall inform the recipient in writing of the date when the recipient may expect the decision. §84.26 Non -Federal audits. (a) Recipients and subrecipients that are institutions of higher education or other non-profit organization (including hospitals) shall be subject to the audit requirements contained in the Single Audit Act Amendments of 1996 (31 U.S.C. 7501-7507) and revised OMB Circular A- 133, "Audits of States, Local Governments, and Non -Profit Organizations." (1) Non-profit organizations subject to regulations in the part 200 and part 800 series of this title which receive awards subject to part 84 shall comply with the audit requirements of revised OMB Circular A-133, "Audits of States, Local Governments, and Non -Profit Organizations." For HUD programs, a non-profit organization is the mortgagor or owner (as these terms are defined in the regulations in the part 200 and part 800 series) and not a related or affiliated organization or entity. (2) [Reserved] (b) State and local governments shall be subject to the audit requirements contained in the Single Audit Act Amendments of 1996 (31 U.S.C. 7501-7507) and revised OMB Circular A-133, "Audits of States, Local Governments, and Non -Profit Organizations." (c) For -profit hospitals not covered by the audit provisions of revised OMB Circular A-133 shall be subject to the audit requirements of the Federal awarding agencies. (d) Commercial organizations shall be subject to the audit requirements of HUD or the prime recipient as incorporated into the award document. [59 FR 47011, Sept. 13, 1994, as amended at 62 FR 61617, Nov. 18, 1997] §84.27 Allowable costs. For each kind of recipient, there is a set of Federal principles for determining allowable costs. Allowability of costs shall be determined in accordance with the cost principles applicable to the entity incurring the costs. Thus, allowability of costs incurred by State, local or federally. - recognized Indian tribal governments is determined in accordance with the provisions of OMB Circular A-87, "Cost Principles for State and Local Governments." The allowability of costs incurred by non-profit organizations is determined in accordance with the provisions of OMB Circular A-122, "Cost Principles for Non -Profit Organizations." The allowability of costs incurred by institutions of higher education is determined in accordance with the provisions of OMB Circular A-21, "Cost Principles for Educational Institutions." The allowability of costs incurred by hospitals is determined in accordance with the provisions of Appendix E of 45 CFR part 74, "Principles for Determining Costs Applicable to Research and Development Under Grants and Contracts with Hospitals. The allowability of costs incurred by commercial 06-435/3653 iv organizations and those non-profit organizations listed in Attachment C to Circular A-122 is determined in accordance with the provisions of the Federal Acquisition Regulation (FAR) at 48 CFR part 31. §84.28 Period of availability of funds. Where a funding period is specified, a recipient may charge to the grant only allowable costs resulting from obligations incurred during the funding period and any pre -award costs authorized by HUD. §570.502 Applicability of uniform administrative requirements. (a) Recipients and subrecipients that are governmental entities (including public agencies) shall comply with the requirements and standards of OMB Circular No. A-87,""Cost Principles for State, Local, and Indian Tribal Governments"; OMB Circular A-128, "Audits of State and Local Governments" (implemented at 24 CFR part 44); and with the following sections of 24 CFR part 85 "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments" or the related CDBG provision, as specified in this paragraph- (1) Section 85.3, "Definitions"; (2) Section 85.6, "Exceptions"; (3) Section 85.12, "Special grant or subgrant conditions for `high -risk' grantees"; (4) Section 85.20, "Standards for financial management systems," except paragraph (a); (5) Section 85.21, "Payment," except as modified by §570.513; (6) Section 85.22, "Allowable costs"; (7) Section 85.26, "Non-federal audits"; (8) Section 85.32, "Equipment," except in all cases in which the equipment is sold, the proceeds shall be program income; (9) Section 85.33, "Supplies"; (10) Section 85.34, "Copyrights' (11) Section 85.35, "Subawards to debarred and suspended parties' (12) Section 85.36, "Procurement," except paragraph (a); (13) Section 85.37, "Subgrants"; (14) Section 85.40, "Monitoring and reporting program performance," except paragraphs (b) through (d) and paragraph (f); (15) Section 85.41, "Financial reporting," except paragraphs (a), (b), and (e); 06435/3653 v (16) Section 85.42, "Retention and access requirements for records," except that the period shall be four years; (17) Section 85.43, "Enforcement"; (18) Section 85.44, "Termination for convenience"; (19) Section 85.51 "Later disallowances and adjustments" and (20) Section85.52, "Collection of amounts due." (b) Subrecipients, except subrecipients that are governmental entities, shall comply with the requirements and standards of OMB Circular No. A-122, "Cost Principles for Non-profit Organizations," or OMB Circular No. A-21, "Cost Principles for Educational Institutions," as applicable, and OMB Circular A-133, "Audits of Institutions of Higher Education and Other Nonprofit Institutions" (as set forth in 24 CFR part 45). Audits shall be conducted annually. Such subrecipients shall also comply with the following provisions of the Uniform Administrative requirements of OMB Circular A-110 (implemented at 24 CFR part 84, "Uniform Administrative Requirements for Grants and Agreements With Institutions of Higher Education, Hospitals and Other Non -Profit Organizations") or the related CDBG provision, as specified in this paragraph: (1) Subpart A ----"General"; (2) Subpart B—"Pre-Award Requirements," except for §84.12, "Forms for Applying for Federal Assistance"; (3) Subpart C—"Post-Award Requirements," except for: (i) Section 84.22, "Payment Requirements." Grantees shall follow the standards of §§85.20(b)(7) and 85.21 in making payments to subrecipients; (ii) Section 84.23, "Cost Sharing and Matching" (iii) Section 84.24, "Program Income." In lieu of §84.24, CDBG subrecipients shall follow §570.504; (iv) Section 84.25, "Revision of Budget and Program Plans' (v) Section 84.32, "Real Property." In lieu of §84.32, CDBG subrecipients shall follow §570.505; (vi) Section 84.34(g), "Equipment." In lieu of the disposition provisions of §84.34(g), the following applies: (A) In all cases in which equipment is sold, the proceeds shall be program income (prorated to reflect the extent to which CDBG funds were used to acquire the equipment); and (B) Equipment not needed by the subrecipient for CDBG activities shall be transferred to the recipient for the CDBG program or shall be retained after compensating the recipient; 06-435/3653 vl (vii) Section 84.51 (b), (c), (d), (e), (f), (g), and (h), "Monitoring and Reporting Program Performance"; (viii) Section 84.52, "Financial Reporting"; (ix) Section 84.53(b), "Retention and access requirements for records." Section 84.53(b) applies with the following exceptions: (A) The retention period referenced in §84.53(b) pertaining to individual CDBG activities shall be four years; and (B) The retention period starts from the date of submission of the annual performance and evaluation report, as prescribed in 24 CFR 91.520, in which the specific activity is reported on for the final time rather than from the date of submission of the final expenditure report for the award; (x) Section 84.61, "Termination." In lieu of the provisions of §84.61, CDBG subrecipients shall comply with §570.503(b)(7); and (4) Subpart D—"After-the-Award Requirements," except for §84.71, "Closeout Procedures." [53 FR 8058, Mar. 11, 1988, as amended at 60 FR 1916, Jan. 5, 1995; 60 FR 56915, Nov. 9, 1995] 06435/3653 END OF ATTACHMENT PAGES M111 INi May 18, 2006 MAY.2 2 244 Ms. Terri King ECONOMIC DEVELOPMENT Assistant Project Manager., DEPARTNt76 '" ' ECONOMIC r . City of Huntington Beach REDEVELOPMENT 2000 Main Street Huntington Beach, CA 92648 REAL ESTATE CONSULTING Subject:: Proposal For Services — Administer and Implement the City of Huntington Beach Rehabilitation Loam -Program AFFORDABLE HOUSING Dear Ms King: -GRC Associates,` Inc. is pleased to submit.our proposal to administer and imple ent the City, of Huntington .Beach Rehabilitation _Loan Program. GRC has implem nted housing programs for various cities in southern California including the cities of Costa Mesa, Pomona, Rosemead and Stanton., To ensure the Housing Program is a success, the GRC team will include experienced members that will act as an extension of .the City staff. The GRC team includes: • Jennifer Thronberry, Principal and Project Manager and contact perso for this project. Ms: Thronberry has served as `Interim Housing Manager for the City of, Pomona'for one year managing 25 staff members. She also devel ped and implemented the City of Rosemead's Home Improvement Program • Robert Copenhaver, Construction Manager, is, an expert in constru non " matters with A degree in "Construction Management.. He has 27 ears experience •in residential and commercial constructions .He -designed and implemented the City of Stanton's housing rebate and rehabilitation program" and is the Construction Manager for the City of Costa Mesa's Single F mily Housing Loan and Grant Rehabilitation Program. Robert G. Vasquez,'Principal>will provide construction management se' ices. Mr. -Vasquez has managed and implemented the housing program fo the Cities of Stanton and Costa Mesa. He is also fluent in Spanish an has processed numerous applications in Spanish. • Catherine Yu, Associate, will assist in the:adminstration and loan proce sing' element of the Program. Ms. 'Yu has, assisted on the implementation the City of Stanton's'housingpmgram. We appreciate the opportunity to propose on this project, and we look forty d to working with the City of Huntington Beach. If you have any questions or re uire ' 500 S. KRAEMER BLVD. additional'information please contact me at'(714) 985-2880. SUITE 365 Sincerely, ' BREA, CA 92821 John N. Oshimo T: (714) 985-2880 President F. (714) 985-2885 PROPOSAL FOR SERVICES Administer and Implement the City of Huntington Beach Rehabilitation Loan Program City of Huntington Beach GRC Associates, Inca " 500 S. Kraemer Blvd., Ste. 365 ° Brea, CA 92821 (714) 985-2880 ' GRC AssociATEs, INC. TABLE OF CONTENTS I. INTRODUCTION............................................................ 1 11. SCOPE OF WORD ......................................................... 2 III. STATEMENT OF QUALIFICATIONS ............................ 4 IV. LIST OF PRINCIPALS AND QUALIFICATIONS ........... 6 FlowChart .................................................................................. 6 Qualifications of Project Team ...................................................... 7 " V. REFERENCE INFORMATION ..................................... 9 VI. PROJECT COMPENSATION ....................................... 10 CITY OF HUNTINGTON BEACH - REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE f GRC ASSOCTaTEs, INC. 1. INTRODUCTION GRC Associates, Inc. ("GRC") is pleased to offer its skilled and experienced team to provide GRC has rehabilitation loan and construction consulting services to administer and implement the City of knowledge of Huntington Beach (the "City") Rehabilitation Loan Program (the "RLP"). GRC brings extensive Housing experience in the management and implementation of housing projects - experience that Development and provides both City staff and loan applicant an efficiently -run program and assures a timely CDBG Procedures expenditure and distribution of available funds. GRC will work diligently to assist the applicants through the RLP process with minimal supervision from City staff. GRC will, however, regularly keep the City abreast of the program's progress. The City of Huntington Beach values customer service and GRC will be responsible to take every step to ensure that the applicant is well served. Timely GRC's proposal is designed to meet all Health and Safety Code, Government Code and Expenditure of Community Development Block Grant (CDBG) requirements, and will adhere to the RLP Funds is Program guidelines. Necessary The Scope of Services, as delineated in the City's RFP, are included in this proposal and will be completed on time within the timeframe established by the City. GRC understands that the City funds 25 to 30 rehabilitation loans per year. Customer Service GRC is very experienced in the role of assisting cities on housing development matters. We is Key to have provided real estate and housing consulting services to more than 50 municipalities and Successful ` redevelopment agencies in California. GRC has implemented housing programs for various Implementation cities such as Pomona and Rosemead and is currently providing rehabilitation loan and construction consulting services to the cities of Costa Mesa and Stanton. In these cities, GRC is an extension of City staff and work from the City offices. CITY OF HUNTINGTON BEACH — REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE i GRC ASSOCIATES9 INC. 11. SCOPE OF WORK GRC proposes to provide staffing and other resources necessary for the implementation of the City's RLP Program. The primary services included in this proposal are: GRC will be responsible for all services related to Task 1: Loan Processing the RLP Program GRC will process the loan applications, credit reports, employment and income verifications, environmental forms, lead base paint inspection and abatement forms, and property title related documents. Task 2: Loan Underwriting Construction All loan underwriting will be performed by GRC in accordance with the RLP Program and the management will CDBG guidelines. be handled by GRC Task 3 Loan Documents GRC will prepare all loan documents, coordinate- the execution and disposition of . the documents pursuant to the RLP Program and established State and Federal lending regulations. GRC will be Task 4: Property Inspection/Work Write -Up continually update The GRC team will conduct the initial inspection of the single-family -residence, town home, the progress of the condo or mobile home with the property owner to determine existing code violations and other program with City work that is RLP and CDBG eligible. Work specifications highlighting the code violations will be staff-- --- -- _- prove a teprop weer. -tn—addition,-GRC-wilt-prepare-the-cost-estimate-o"he-proposed----------- work, on a line item basis, as well as a grand total amount. CITY OF HUNTINGTON BEACH — REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 2 GRC ASSOCIATES INC. Task 5: Bid Package GRC will provide the homeowner with a list of licensed contractors that are in good standing with the City, State or the Federal government. GRC understands that the homeowner will select the contractor. Task 6: Construction Management GRC will manage all aspects of the construction phase of the RLP Program, including but not limited to the following tasks: • Lead Based Paint abatement and clearance; • Construction of rehabilitation improvements; • Change orders as permitted by the RLP Program; • Construction progress inspection and final inspection; • Loan disbursement, including retention amount and contractor lien releases; and • Conflict resolution regarding either property owner/contractor disputes or program concerns. Task 7: Loan Portfolio Management The GRC team will manage the loan portfolio, be responsible for the reconciliation of monthly statements from the City's loan collection agent, prepare monthly and the year-end loan report for the City Finance Department and City Treasurer, and will process loan payoffs. In addition, GRC will process incoming correspondence and requests with regard to the loans, including requests for demands, loan payoff checks, preparation of lien releases and reconveyence of deeds and substitution of trustees. Task 8: `Construction and Program -Related Consultation GR£ will-be-available-to--the-City-staff -for--construction-ands-rogram—related--_ -:-- -- consultation. CITY OF HUNTINGTON BEACH— REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 3 GRC ASSOCIATES, INC. III. STATEMENT OF QUALIFICATIONS GRC Associates, Inc. has provided housing, economic development and redevelopment consulting services to over 50 cities in southern California. In recent years, GRC has implemented housing programs for various cities such as Costa Mesa, Stanton, Rosemead and Pomona. Equally impressive is GRC's ability to complete projects in a 'cost efficient manner. The large number of clients who have contracted with GRC on additional projects confirms evidence of all of these traits. GRC has provided consulting services to the clients listed below: Anaheim Indio Perris Artesia Irwindale Pomona Azusa La Mirada Rancho Cucamonga Bakersfield La Verne Redondo Beach Baldwin Park Laguna Hills Rosemead Brea Lakewood San Bernardino Co. Buena Park Lawndale San Fernando Claremont Long Beach San Jacinto City of Industry Lorna Linda Santa Clarita Colton Los Alamitos Sierra Madre Commerce Lynwood Stanton Corona Mission Viejo Union City Cypress Montebello Upland Downey Monterey Park Vacaville Fullerton Newport Beach Vallejo Garden Grove Norwalk Visalia Hawthorne Orange West Covina Hesperia Ontario Yorba Linda CITY OF HUNTINGTON BEACH— REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 4 GRC AssonATEs, INc. The following are examples of GRC's experience in implementing housing programs: • City of Stanton. GRC has assisted in implementing a housing rehabilation, rebate, first time homebuyers and emergency loan programs. Tasks included: designing and implementing a marketing program; screening applicants and determining eligibility; site inspections and work write-ups; assisting .residents in securing bids; and overseeing the construction process. • City of Costa Mesa. GRC is implementing the City's Single Family Housing Loan and Grant Rehabilitation Program. GRC performs the following tasks: preliminary screening of applicants for program eligibility; initial site inspections and work write-ups; application and compliance review; contract processing; and construction processing: • City of Rosemead.- GRC developed and 'implemented the Redevelopment Agency's Home Improvement Programs. Our tasks included: eligibility determination, lender coordination, City inspections, and escrow and loan processing. • City of Pomona. GRC served as housing consultant for the City and managed six divisions; 1) Housing Rehabilitation; 2) HOME Improvement Program; 3) Section 8 Rental Assistance Program; 4) Community Development Block Grant Program; 5) Homeless Assistance Program and Fair Housing Program and 6) New Housing Development and other Housing Programs. CITY OF HUNTINGTON BEACH — REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 5 GRC AssociATEs. INC. IV LIST OF PRINCIPALS AND QUALIFICATIONS Flow Chart The following flow chart illustrates how GRC will interact with City staff and includes the names of the Principles and other GRC staff members that will be directly involved in this project. City of HuntingtonBeach Staff John Oshimo, President Principal -in -Charge Jennifer Thornberry, Principal Project Manager and Administrator of RLP Program Catherine Yu,, Robert Vasquez, Robert Copenhaver, Associate Principal Construction Manager Administration Services Construction Management Construction Management Services Services CITY OF HUNTINGTON BEACH - REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 6 kyRC ASSQCIA`I'ES, INC. Qualifications of Project Team The GRC staff assigned to provide the consulting services for the City's RLP Program have extensive project management, housing, redevelopment, economic development, environmental analysis and public participation experience. All persons identified on the project team are considered key individuals and will be available for the duration of the project The following individuals will act as the core project team: John N. Oshimo, President and owner of GRC, will serve as Principal -in -Charge of this project. Mr. Oshimo has 30 yearn of experience in the fields of redevelopment planning and implementation, urban planning, land use, and environmental documentation in California. He I' has extensive experience in all facets of redevelopment, urban planning and public participation. Mr. Oshimo has worked on over 20 plan adoption processes and has managed Redevelopment Plan and Implementation Plan efforts in the Cities of Azusa, Buena Park, Claremont, La Puente, Lakewood, Montebello,Rosemead and Stanton. He has conducted community meetings for the Cities of Colton, Gardena, La Mirada, La Puente, Rosemead, Sierra Madre, Stanton, Yorba Linda and the County of San Bernardino. He also has extensive experience in planning and environmental projects throughout southern California. Mr. Oshimo holds a Masters in Planning from the University of Southern California and a Bachelor of Arts in Geography from the University of California, Los Angeles. Jennifer Thornberry, Principal of GRC, will serve as Project Manager and the point person with the City staff. Ms. Thornbeny has over 26 years of experience in successfully directing and managing redevelopment, economic development and housing activities. Ms.:Thornberry served as Interim Housing Manager for the City of Pomona for one year managing a staff of 25 people. Ms. Thomberry coordinated and implemented all housing < programs including the required interaction with the other City departments. She also developed and implemented the City of Rosemead's Home. Improvement Program and a Home Purchase Program for the City of Irwindale. Ms. Thomberry has worked on and managed numerous Redevelopment Plan and Implementation Plan efforts in the Cities of Azusa, Baldwin Park, Buena Park, Claremont, Colton, La Mirada, Rosemead and Stanton. Ms, Thornberry has served as redevelopment and housing staff for several clients such as Corona, Long Beach, Pomona, Stanton and Cypress and is currently assisting the City of Costa Mesa implement a housing rehabilitation program. Ms. Thornberry holds a Bachelor of Arts in Management from the University of Redlands. CITY OF HUNTINGTON BEACH - REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 7 GRC ASSOCIATES, INC. Robert Copenhaver, Construction Manager of GRC, has 27 years experience in residential, commercial and institutional construction. He has spent 10 years as a private Contractor for commercial and institutional projects then later as a Project Manager and Construction Manager for public projects. Mr. Copenhaver is familiar with a wide array of building trades, construction methods, industry practices, building codes, estimating, and design. Mr. Copenhaver's most recent Construction management project was a 12 million dollar community center and senior housing project for the City of Rosemead. Mr. Copenhaver recently designed and created a successful rebate program and a home loan program for the City of Stanton. He also designed and created a project specific improvement plan in Laguna Hills and administers home improvement loans and grants for the City of Costa Mesa. Mr. Copenhaver holds a BSCM and graduated with honors from the Construction Management program at California State University Long Beach. Robert G. Vasquez, Principal of GRC, has 15 years of experience in the real estate, finance. and economic development areas. His experience in real estate and economic development includes working for an equity investor in the affordable housing area, development firms and various consulting firms. He has prepared financial projections and fiscal impact analyses for the Cities of Bakersfield, Hesperia, La Puente, Montebello,. Stanton and Yorba Linda. He has participated in numerous community participation programs including the Cities of Colton, La Mirada, Placentia and the communities of Muscoy and Bloomington redevelopment plan adoption process. Mr, Vasquez is currently assisting the City of Costa Mesa in implementing its Single Family Housing Loan and Grant Rehabilitation Program as a Construction Manager. In addition, Mr. Vasquez managed a Multifamily Housing Rehabilitation Program for the City of Stanton. Mr. Vasquez is a graduate of USC - Bachelor of Science, Columbia University Masters of Business Administration, and Harvard University - Masters Public Administration. Catherine. Yu, Associate of GRC, has four years of experience as a city planner and a private consultant. At GRC, Ms. Yu assists in the preparation of redevelopment plans, redevelopment implementation plans, urban planning documents such as general plans and specific plans. Recently, she has assisted with the preparation of the 2005-2009 Implementation Plans for the Cities of Lakewood, Claremont, Azusa and Montebello. Ms. Yu has a Master in Urban Planning from the University of California, Los Angeles. CA; a Bachelor of Art, Environmental Analysis and Design from University of California, Irvine, CA; and a Bachelor of Art, Studio Art, University of California, Irvine, CA. CITY OF HUNTINGTON BEACH- REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 8 GRC AsSOCIATEs, INC. V. -REFERENCE INFORMATION City of Costa Mesa Name: Muriel Ullman Title: Neighborhood Improvement Manager Address: 77 Fair Drive, Costa Mesa, California 92628 Telephone: (714) 754-5167 Rosemead Community Development Commission Name: Don Wagner Title: Assistant City Manager Address: 8838 East Valley Boulevard, Rosemead, California 91770 Telephone: (626) 288-6671 Stanton Redevelopment Agency Name: John F. Wager, Jr. Title: City Manager Address: 7800 Katella Boulevard, Stanton, California 90680 Telephone: (714) 379-9222 CITY OF HUNTINGTON BEACH— REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 9 GRC AssocrATEs, INc. 1. PROJECT COMPENSATION GRC shall be compensated based on a not -to -exceed per loan cost of $4,200. Assuming that 25 loans are completed within one year from the date GRC receives the Notice to Proceed letter, the total project cost is estimated at a not -to -exceed amount of $105,000. If, however, the City increases the loan amount per applicant, GRC's fee shall be adjusted to reflect the change. In addition, if loans cannot be fully, processed, GRC shall be compensated according to the hours completed and the schedule of rates presented below. These hourly rates will be valid for the term of the contract. GRC STAFF HOURLY RATE President $ 135 Principal $ 110 Construction Manager $105 Associate $ 75 Administrative Assistant $ 45 Any additional services outside the scope of work will be first approved by the City and will be billed on a time and material basis. Indirect costs for additional services outside the not -to - exceed amount will be billed at our cost plus 20%. Indirect costs include printing of documents, purchase of project -related materials, postage and related costs. CITY OF HUNTINGTON BEACH REHABILITATION LOAN AND CONSTRUCTION SERVICES PAGE 10 EXHI W "B" Payment Schedule (Hourly Payment) A. Hourly Rate and Not -To -Exceed Loan -Project Amount CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: GRC shall be compensated based on a not -to -exceed per loan cost of $4,200.00. Assuming that 25 loans are completed within one year from the date GRC receives the Notice to Proceed letter, the total project cost is estimated at a not -to -exceed amount of $105,000.00. If, however, the City increases the loan amount per applicant, GRC's fee shall be adjusted to reflect the change. In addition, if loans cannot be fully processed, GRC shall be compensated according to the hours completed and the schedule of rates presented below. These hourly rates will be valid for the term of the contract: GRC STAFF HOURLY RATE President $13 5,.00 Principal $110, 00 Construction Manager $105.00 Associate $ 75.00 Administrative Assistant $ 45.00 Any additional services outside the scope of work will be first approved by the City and will be billed on a time and material basis. Indirect costs for additional services outside the not -to - exceed amount will be billed at our cost plus 20%. Indirect costs include printing of documents, purchase of project -related materials, postage and related costs. B. Travel 1. Charges for time during travel are normally not reimbursable and will only be paid if such time is actually used in performing services for CITY or as otherwise arranged with CITY. 2. As CITY sometimes uses consultants that are outside of the nearest metropolitan area, CITY is very conscious of travel costs. Subject to agreement otherwise, CONSULTANT will be held to charging no fees on travel time to or from Huntington Beach. 3. Automobile expenses are limited to the IRS standard business mileage rate. All other travel expenses must be approved in advance by CITY in writing. Requests for approval shall be submitted at least fourteen (14) days in advance, to allow for reduced transportation fares. Meals are not billable to CITY, without prior written consent of CITY. agree/forms/exB-hourly fee/11/6/06 EXHIBIT B 1 Hourly Payment EXHIBIT "B" Payment Schedule (Hourly Payment) C. Billing 1. All billing shall be done monthly in one -tenth -hour (0.10) increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it Minimum billing charges are unacceptable. CONSULTANT shall only charge for actual time spent. For example, minimum of 0.2 hours for phone calls or 0.4 hours for letters is unreasonable unless that is an accurate measure of time spent: 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the case or matter. 3. Telephone, cellular phone and postage charges are billable at actual cost. A copy of all service bills/costs should accompany the billing for each single item that exceeds Seventy -Five Dollars ($75.00). The fee for the sending or receiving of facsimiles shall not exceed Twenty-five Cents ($0.25) per page. CITY will not pay a fee or charge for telephone calls or facsimiles to CITY. Photocopier costs should be no more than the actual cost of duplication or Ten Cents ($0.10) per page, whichever is less. 4.CITY will not pay for secretarial time or secretarial overtime. CITY will not pay for secretarial tasks or tasks that should be subsumed into CONSULTANT's overhead. For example, time spent for faxing, mailing, arranging for messengers and calendaring are not acceptable charges. 5. CITY will not pay for word processing charges. This includes per page or hourly charges. 6. CITY will not pay for billing or discussion of bills.` If CITY has questions about billing or needs additional information on bills, that is not a chargeable event; CONSULTANT should respond without charging CITY for the time required. 7. CITY appreciates when CONSULTANT has researched an issue previously and uses that research on the present case. CITY has retained CONSULTANT because of its past experience. CONSULTANT shall not charge CITY forworkit has done and billed another client for in the past. 8. Delivery of work product: 'A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion agree/forms/exB-hourly fee/11/6/06 EXHIBIT B 2 Hourly Payment EXHEBff 'f $" Payment Schedule (Hourly Payment) 9. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment "shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 10. Any billings for extra work or additional services authorizedin advance and in writing' by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. agree/forms/exB-hourly fee/11/6/06 EXHIBIT B 3 Hourly Payment 11/02/2006 15:53 7145365212 CITY HB RISK MGMT PAGE ,01/04 ,AG`ORD.. CERTIFICATE OF LIABILITY INSURANCEOf IDS ORCAS-1 DATE(MMIDD/YYYY) 08,110106 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Johns Insurance Agency, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE License #0589663 HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR P . O. Box 660339 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Arcadia CA 91D66 Phone : 62 6 -445 -7 03 0 INSURERS AFFORDING COVERAGE NAIC INSURED 9NSURERA; Trnvelece rtde=;Lty Co of YG 25674 INSURERS; Philwdelphia LadcmMZty Lne Co. ORC Associates Inc. S D D S Kramer Blvd #3 6 5 Brea :CA 92821 x oz INSURERC; INSURER 0, —• - --•—• INSURER S' - COVERAGES THE POLICIES OF INSLIRANCE.LISTED BELOW HAVE BEEN. ISSUED TO THE INSURED NAMED ABOVE FOR: THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT: TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL. THE TERMS,. EXCLUSIONS AND CONDITION$ OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POLL EFFECTIVE CY LTR INSR TYPE OF INSURANCE POLICY NUMBER: DATE RIWDOYY PD0AU70FVfM1EXMiS1D1rVD�ryrYMj LIMITS GENERAL LIABILITY : - EACH OCCURRENCE $ 1,000,000 PREMISES(Es A X COMMERCIALGENERAL LIABILITY 660456L6360 12/01/05 12/01/06 100,000 CLAIMS MADE ` X OCCUR MED EXP (Any one person) S 5 , 0 0 0 PERSONAL & ADV INJURY S EXC� t_MzD _ GENF_RAL AGGREGATE. S 2,000,000 PRODUCTS.• COMPtOPAGG GEN'L AGGREGATE LIMIT APPLIES PER; 2,000,000 POI.ICY PRO. JEC7 LQC — AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 A ANY AUTO 660456L6360 12/01/05 12/01/06 (Essccidenl) BODILY INJURY ALL OWNED AUTOS t... SCHEDULED. AUTOS (Ppr person) - X H!RED AUTOS BODILY INJURY $ X NON -OWNED AUTOS (Per ecr1dcn{) ...._ _ .. PROPERTY DAMAGE S (Per acc!dent) GARAGE LIABILITY AUTO ONLY - FA ACCIDENT $.. - ANYAUTO ...._I _ AACC QTHERTHAN e,. ,S AUTO ONLY: AGG .S EXCESSIUMBRELLA LIABILITY EACH OCCURRENCE W OCCUR 17 CLAIMS MADE i 3 AGGREGATE DEDUCTIBLE �CO CO �N.. S _ v' �p RETENTION $ E WORKERS COMPENSATION AND EMPLOYERS' LIABILITY D r itY1 W TORYLIMITS ER ANY PROPRIETORiPARTNENEXECUTIVE, ZZ Mel)�`� ( E.L. EACH ACCIDENT S OFFICERiMEMBER EXCLUDED? E.L. DISEASE • EA EMPLOYEE'. $ if "I. descnoe unde SPECIAL PROVISIONS Wow. E.L. DISEASE- POLICY LIMIT . $ OTHER B Professional Liabi PHSD199555 08/09106 08/09/07 Per Claim $1,000,000 AA re at $1,000000 DESCRIPTION. OF OPERATIONS! LOCATIONS! VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT ISPECIAL PROVISIONS Certificate Holder, its agents, officers and employees are included as an Additional Insured and when applicable, the redevelopment agency of the City of Huntington Beach. Form CG 2010 is attached to this Certificate.. Except N days written ntoice of cancellation ofr non-payment of premium. CERTIFICATE HOLDER CANCELLATION CITY0 0 2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THEEXPIRATION DATE THEAEOF• THE ISSUING INSURER' WILL.lNSC�I�MbyR MAIL 3 0 * DAYS VVWTLN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, LL City of Huntington Beach R Risk Management Division 2000 Main Street Huntington Beach CA 92648 AUTHORI PRESENTATI ACORD 25 (2001108) V ACORD CORPORATION 1988 NOU-02-2006 16:01 ?145365212 9?% P.01 11/02/2006 15:53 7145365212 CITY HB RISK MGMT PAGE 02/04 rOI.iCY NIJMBFR 660456L360 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGE:$ THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS (FOR1 D) This endorsement modifies insurance provided undcr the following: COMMGRCTAL GENERAL LIABILITY COVERAGE PART. SCHEDULE* Name or Person or Organtzation: City of Huntington Beach its agents, officers and employees O' O 0 (If no entry appears above, in formation required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) PTO IS AN TNSURFD (Section 11) is amended to include as an insured the person or organi2atitm shown in the Schedule, but only with respectto liability arising our of "yourwork" for that insured by or for you, CC. 20 10 11 AS Copyright. Insurance Services Office. Inc.. 1984 NOU-02-2006 16:01 7145365212 97% P.02 11/02/2006 15:53 7145365212 CITY HB RISK MGMT PAGE 03/04 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement, A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contractbetween the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) NOU-02-2006 16:01 7145365212 ge% P.03 STATE COPY` SP STATE P.O. BOX 420807, SAN FRANCISCO,CA 94142.-0807 COMPENSATION INSURANCE FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 10-30•-2006 GROUP: POLICY NUMBER: 1846388-2006 CERTIFICATE ID: 34 CERTIFICATE EXPIRES: 11-01-2007 11-01-2006111-01-2007 CITY OF HUNTINGTON BEACH;~ SP RISK MANAGEMENT 2000 MAIN ST HUNTINGTON BEACH CA 92648-2702 This is to certify that we have issued a valid Workers` Compensation insurance policy in a form approved by the California insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon30 days advance written notice to the employer. We will also give you 30 days advance notice should this policy be cancelled prior to its normal expiration This certificate of 'insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or °other document with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy. t:14ZEV REPRESENTATMO PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE. t ENDORSEMENT #1600 - JOHN N OSHINO P,S T, - EXCLUDED. ENDORSEMENT #2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 11-01-2006 IS ----ATTACHED TO AND FORMS A PART OF THIS POLICY. ENDORSEMENT #2570 ENTITLED WAIVER OF SUBROGATION EFFECTIVE`20013-11-01 IS. ATTACHED TO AND FORMS A PART OF THIS POLICY. THIRD PARTY NAME: CITY OF HUNTINGTON BEACH _ j g ' EMPLOYER a GR ASSOCIATES. C INC P SSOC S 5 500 S KRAEMER BLVD STE 365 BREA CA 92921 [IMD.CNI ozev,2-05l PRINTED 10-30�2006 s= WAIVER OF SUBROGATION NOTICE Enclosed is your copy of a certificate of insurance on which the certificate holder required a waiver of subrogation: 1. Please be advised that a waiver of subrogation requires that a 3% surcharge will be applied by State Fund ONLY to the premium assessed on the payroll of your employees earned while engaged in work for that certificate holder who requested the waiver. (Note: if you have no employeepayroll on that job, then there is no charge.) 2. To apply the 3% surcharge, you must also agree to maintain accurately segregated payroll records for employees engaged in work on job/s for the certificate holder who has the waiver. The payroll records are subject to verification by an auditor. Example: Payroll for job:-$5,000.00 Sample Rate: 13.30% Regular Premium equals: $ 665.00 Surcharge: 3.00% Additional Waiver charge: $ 19.95 Total premium equals $_ 684.95 (665.00 + 19.`95) /, s f�1 O� s� ��,o rumareyG.� P�; ��a CITY OF HUNTINGTON EACE ' a 9 Q iiiProfessional • •Certification 1. Date: November 6, 2006 2. Department Economic Development 3. Requested by: Stanley Smalewitz 4. Name of consultant: GRC Associates, Inc. 5. Attach the written statement of the specification, conditions and other requirements for the requested services that was provided to solicited consultants in your answer to 11 of this forma Attached 6. Amount of the contract: $105,000 7. Are sufficient funds available to fund this contract?' ® Yes ❑ No r B. Is this contract generally described on the list of professional service contracts approved by the City Council'? ® Yes ❑ No 9. Company number and object code where funds are budgeted: 857.81015.69450 10. Is this contract less than $50,000? n Yes S No 11. Does this contract fall within $50,000 and $100,000? ❑ Yes 0 No v' 12. Is this contract over $100,600? ® Yes ❑ No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to contract) 13. Were formal written proposals requested from at least three available qualified consultants? ® Yes ❑ No ✓ 14. Attach list of consultants from whom proposals were requested (including -a contact telephone number). See note as to why bid accepted after bid deadline date. V 15. Attach proposed scope of work. As reflected in Section II of proposal "Scope of Wark" 16. Attach proposed payment schedule. There is a not -to -exceed cost per completed loan in amount of $4,200 as referenced in GRC's proposal Section VI "Project Compensation. However, where applicant resigns before, the loan project is completed or is found to be ineligible, compensation will be paid according to the hourly rate provided in same section. <:; 47,44t�l Department Head S n tore !C AR AMkD RI L,M anager Purchasing/Central Services 1. If the answer to this question is "No," the contract will require approval from the City Council. City of Huntington Beach Available Funds By Business Unit As of November30, 2006 R55BUDGET HB0016 Business Unit/ Fund Name Adopted Revised ed [�YTD Encumbered ` Available Account ID and Description Budget Budget YTD Funds 85781015 Rehab Loan Program 60000 OPERATING EXPENSES 61000 Utilities 61450 Telephone/Communications 63000 Equipment and Supplies 63150 Radio Supplies 63295 Postage Deliveries 63445 Fuel 64190 Vehicle Supplies 64405 Books/ Subscriptions 64520 Repairs and Maintenance 64870 Computer Maintenance 68500 Conferences and Training 68550 Training 68610 Conferences 69300 Professional Services 69345 Auditing Prof Svcs 69370 Legal Prof Svcs 69450 Other Contract Services 150,000 150,000 150,000 69520 Advertising Cont Svcs 69450 Other Contract Services 150,000 150,000 150,000 70000 Rental Expense 75000 Payments to Other Governments 75400 WOCWB Expense 77000 Interdepartmental Charges 78000 Expense Allowances Page- 11 of 52 11/6/200614:05:53 Analysis of Proposals Housing Rehabilitation Loan Program Administration January 2006 Company Proposal Proposal Do All Prog Not To Exceed Experience References Proposer Returned Complete Components Max Loan Amt AmeriNational Yes Yes No No 31 years Yes Housing Programs Yes Yes Yes No 8 years Yes Franciso R. Joseph & Assoc. Yes Yes No No 14 years Yes CHS Inc. Yes Yes Yes No 15 years Yes MDG Associates, Inc. Yes Yes Yes No 15 years Yes Civic Stone, Inc.# Yes Yes Yes Yes 10 years Yes GRC Associates, Inc.* Yes, but late Yes Yes Yes 15- 30 years Yes #CivicStone's contract was approved by City Council on 316106 but resigned before incurring charges against the contract. *GRC Associates was asked to provide a bid after the bid deadline date because they offer a not -to -exceed maximum price per loan. Terri King RFP Mailing List Request for Proposal Rehabilitation Loan and Construction Consultant December 20, 2005 MDGand Associates Ameri National Community Services Attn: Rudy Munoz Attn: Gladys Perez 10722 Arrow Route, Suite 822 8121 E. Florence Ave. Rancho Cucamonga, CA 91730 Downey, CA 90240 PH (909) 476-9696 X 103 PH (562) 927-6686 Ext 235 FAX (909) 476-6086 FAX (562) 927-2362 (Loan processing and construction mgmt, (Loan processing only, faxed RFP faxed RFP 12/20/05) 12/20/05 Comprehensive Housing Services Housing Programs Attn: Gail Bloomingdale Attn: John Sottek 8840 Warner Ave. #203 7111 Garden Grove Blvd. #108 Fountain Valley, CA 9270$ Garden Grove, CA 92841 PH (714) 841-6610 PH (714) 799-7175 FAX (714) 841-4341 FAX (714) 908-8100 (Loan processing and construction mgmt, (Loan processing and construction mgmt, faxed RFP 12/20/05) faxed RFP 12/20/05 Francisco Joseph ("Ron') CivicStone, Inc. Email frj@consultant.com Attn Adam Eliason 357 W 2nd St. Suite 2 San Bernardino, CA 92401 PH (909)'885-0229 FAX (909) 885-0649 (Loan processing and construction mgmt, (Loan processing and construction mgmt, emailed RFP 12/20/05) faxed RFP 12/20/05) GRC Associates, Inc.* *Proposal requested from GRC after bid` Attn: John Oshima, President deadline date because, after CivicStone, 500 S. Kraemer Blvd. Ste. 365 Inc. resigned as approved contractor Brea, CA 92821 unexpectedly, it was found that no other bid respondent offered a not -to -exceed PH (714) 985-2880 maximum loan charge. When staff was FAX (714) 985-2885 told that GRC offered a not -to -exceed (Loan processing and construction mgmt, maximum loan charge, staff requested faxed RFP June 2006) GRC's ro osal. C 4 .' City of Huntington Beach 2000 MAIN STREET CALIFORNIA 8264 DEPARTMENT OF ECONOMIC DEVELOPMENT a � Director 714/536-5582 Redevelopment 714/536-55 2 FAX 714/375-5087 Housing 714/536-55 2 May 11, 2006 GRC Associates, Inc. Via facsimile (714) 985-�885 Attn: John Oshima f 500 South Kraemer Blvd. Suite 365 Brea, CA 92822 I RE: REQUEST FOR PROPOSALS FOR REHABILITATION LOAN AND CONSTRUCTIO CONSULTING ACTIVITIES Dear Mr. Oshima: ! The City of Huntington Beach is in need of a consultant to administer and implement the City's H T using Rehabilitation Loan Program (RLP). The functions associated with the RLP Program include the following activities, to be performed on a per diem or per loan basis (ifyou only do the loan pr©ce,ss ng or only do construction management, please submit a proposal for that portion`only): G 1. Loan processing, to include processing of loan applications, credit reports, employment and income verifications, environmental forms, lead base paint inspection and abatement form, and property title related documents: 2. Loan underwriting as per City of Huntington Beach RLP and Community Development Bock Grant (CDBG) guidelines; 1 3. Preparation, execution and disposition of loan documents, as per City of Huntington Beach RLP guidelines and established State and Federal lending regulations. II 4. Initial inspection of single family residences, town homes, condos and mobile homes with �n the � City of Huntington Beach to determine existing code violations and work that is RLP and Community Development Block Grant (CDBG) eligible, and the preparation of writtenw4k specifications for each property inspected for proposed rehabilitation work, to include highlighted code violations ("Owner copy"). An additional copy of the same work specifications will e prepared with cost estimates of the proposed work, on a line item basis, as well as a grand tal amount ("City copy"). r 5. Attendance and facilitation of bid "walk-throughs" and meetings with construction and abatement contractors and homeowners. 6. Final inspection and approval of completed rehabilitation work, as per prepared written work specifications. i 7. Processing of payment authorizations from homeowners/borrowers and invoices from c contractors. 8. Loan Portfolio management, including reconciliation of monthly statements from City's login collection agent, preparation of year-end loan report for City Finance Department and City Treasurer and processing of loan payoffs. 9. Construction and program -related consultation as needed. The City of Huntington Beach funds 25-30 rehabilitation loans per year. . f i GRC Associates, Inc. HB Rehab Loan Program May 3, 2006 Page 2 { Please prepare your prop6sal with both an fee for your services and a not to exceed feef r each individual loantproject, and include a resume of your qualifications and referrals from cities you a%e currently working with, or have worked with in the past, providing housing rehabilitation loan pro' ram administration services. Attached is a copy of the City's insurance requirements. Please review them. If selected you will be r i f Huntington Beach for rof sio required to carry the insurance coverage specified by the City o untuigt eac o p es l services contracts. Because the City of Huntington Beach intends to utilize a provision known as "Interagency Trans4t'ctions" with regard to this request, please include a copy of a contract for similar services that you were awarded, after competing in a bid process, from another public entity or city. Please send your proposal to us as soon as possible. You can fax it me at (7I4) 375-5087 or can email it to me at kinglksurfcity-hb.org as a .pdf or Microsoft Word documentIfile. Candidates be interviewed before a final decision is made. Should you have any questions, I can be reached at (7,14) 960-883 L ' Sincerely, t Terri King Assistant Project Manager City of Huntington Beach r RCA ROUTING SHEET IINITIATING DEPARTMENT: Economic Development Department SUBJECT: APPROVE CONTRACT WITH C-Ft/1 . COUNCIL MEETING DATE: November 20, 2006 RCA ATTACWENTS Ordinance (w/exhibits & legislative draft if applicable) TAT�JS .�� Attached ❑ Not Ap licable Resolution (w/exhibits & legislative draft if applicable) Attached ❑ Not Ap livable Tract Map, Location Map and/or other Exhibits Attached ❑ Not Applicable Contract/Agreement (w/exhibits if applicable) Attached (Signed in full by the City Attorney) Not Applicable El Subleases, Third Party Agreements, etc. Attached ❑ (Approved as to form by City Attorney) Not Applicable Certificates of Insurance (Approved by the City Attorney) Attached Not Applicable ❑ 'Fiscal Impact Statement (Unbudgeted, over $5,000) Attached Not Applicable ❑ Bonds (If applicable) Attached ❑ Not Applicable ❑ Staff Report (if applicable) Attached ❑ Not Ap livable ❑ Commission, Board or Committee Report (If applicable) Attached ❑ Not Applicable ❑ Findings/Conditions for Approval and/or Denial Attached ❑ Not Applicable ❑ EXPLANATION FOR Mt�SING =ATTACHMENTS' . W,REVIEWE ETURNE[ I*OR ` RE?ED Administrative Staff Assistant City Administrator (initial) ) City Administrator (Initial) ( ) ` (kqAl) City Clerk ( ) (Below Space For City Clerk's Use Only) RCA Author: Terri King X8831 T,� CITY OF HUNTING'TON BEACH 2000 MAIN STREET CALIFORNIA 92645 OFFICE OF THE CITY CLERK JOAN L. FLYNN CITY CLERK November 29, 2006 GRC Associates, Inc. Attn: John Osh'imo, President 500 South Kraemer Boulevard, Ste. 365 Brea CA 92829 Re: Professional Services Contract — Housing Rehabilitation Loan Program Mr. Oshimo: On Monday, November 20, 2006, the City Council of the City of Huntington Beach approvedexecutionof the Professional Services Contract between the City of Huntington Beach and GRC Associates, Inca for administration of the Housing Rehabilitation Loan Program, Enclosed is a duly executed copy of the agreement for your records. Sincerely, Jo L. Flynn City Clerk Encl.: Agreement JF:rt C: Terri King, Assistant Project Manager G: foIIowup:agrmtitr/CoAging/jc (Telephone: 714-536-5227)'