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2016-04H HRA ResolutionMOUND HOUSING AND REDEVELOPMENT AUTHORITY RESOLUTION NO. 16-04H RESOLUTION AUTHORIZING THE BOARD CHAIR AND EXECUTIVE DIRECTOR TO ENTER INTO AN ENVIRONMENTAL RESPONSE FUND (ERF) GRANT AGREEMENT BETWEEN THE CITY OF MOUND HOUSING AND REDEVELOPMENT AUTHORITY AND HENNEPIN COUNTY ENVIRONMENT AND ENERGY DEPARTMENT WHEREAS, the City of Mound Housing and Redevelopment Authority has chosen Aeon as a development partner for Indian Knoll Manor Public Housing because of Aeon's successful experience financing, developing, rehabilitating, constructing, and owning similar projects; and WHEREAS, Aeon is applying for multiple competitive financing and grant opportunities to facilitate rehabilitation of Indian Knoll Manor; and WHEREAS, the City of Mound Housing and Redevelopment Authority and its development partner Aeon's proposed project has been approved for a Hennepin County Environment and Energy Department Environmental Response Fund (ERF) Grant; NOW, THEREFORE BE IT RESOLVED by the Housing and Redevelopment Authority of and for the City of Mound, Minnesota, to hereby authorize the Board Chair and Executive Director to enter into an Environmental Response Fund (ERF) Grant Agreement between the City of Mound Housing and Redevelopment Authority and Hennepin County Environment and Energy Department as shown in Attachment A and made a part herein. Adopted by the City Council this 12th of April, 2016. r�i✓t Attest: Catherine Pausche, Clerk Chair Mark Wegscheid Contract No. A154841 ENVIRONMENTAL RESPONSE FUND GRANT AGREEMENT BETWEEN THE CITY OF MOUND HOUSING AND REDEVELOPMENT AUTHORITY AND HENNEPIN COUNTY ENVIRONMENT AND ENERGY DEPARTMENT This Agreement is between the County of Hennepin, State of Minnesota ("County") at A2300 Government Center, Minneapolis, MN 55487 by its Environment and Energy Department ("Department") and the City of Mound Housing and Redevelopment Authority or affiliated entity ("Grantee") with offices located at 2415 Wilshire Boulevard, Mound, Minnesota, 55364. Grantee has submitted an application to the County for a grant to be used for asbestos containing materials (ACM) and lead-based paint (LBP) abatement, associated consulting activities, and agency fees at the Indian Knoll Manor project site located at 2020 Commerce Boulevard in Mound. The application is incorporated into this Agreement by reference. The parties agree as follows: 1. GRANT AMOUNT AND COMPLETION The County shall grant to Grantee a sum not to exceed Three Hundred Ninety Thousand Nine Hundred Eighty-two dollars ($392,982.00) (`ERF Grant")which funds shall be only for expenses incurred in performing activities specified in the Application and as may be further described in Exhibit A to this Agreement or as approved by the County. Approved activities as may be described in Exhibit A and in the application, attached as Exhibit B, are referred as the "Project". Administrative costs incurred by Grantee are not eligible for reimbursement. Exhibits A and B are attached and incorporated by this reference. Grantee shall complete the Project within two (2) years of execution of this Agreement and within the terms stated herein. Any material change in the scope of the Project, including time schedule and budget, must be approved in writing by the County. Upon approval by the County Administrator, the duration of this Agreement may be extended for up to twelve (12) months. Funds made available pursuant to this Agreement shall be used only for expenses incurred in performing such purposes and activities described in the Application and this Agreement. 2. ACCOUNTING AND RECORD KEEPING For all expenditures of funds made pursuant to this Agreement, Grantee shall keep financial records including properly executed contracts, invoices, and other documents sufficient to evidence in proper detail the nature and propriety of the expenditures. Accounting methods shall be in accordance with generally accepted accounting principles. The County, the State Auditor, or any of their duly authorized representatives at any time during normal business hours, and as often as they may reasonably deem necessary, shall have access to and the right to examine, audit, excerpt, and transcribe any books, documents, papers, records, etc., which are pertinent to the accounting practices and procedures of Grantee and involve transactions relating to this Agreement. Such materials shall be maintained and such access and rights shall be in force and effect during the period of the Agreement and for six (6) years after its termination or cancellation. 3. PAYMENT/DISBURSEMENT SCHEDULE County will disburse funds to Grantee pursuant to this Agreement, based on a payment request form provided by the County, submitted by Grantee and approved by the County. Payment requests can be submitted once per month and must be accompanied by supporting invoices that relate to activities in the approved Project budget. Subject to verification of adequacy of a written disbursement request and approval of consistency with this Agreement, the County will disburse the requested amount to Grantee within six (6) weeks after receipt of a written disbursement request. The final request for disbursement must be submitted within six (6) months of the expiration date of this Agreement. 4. REPORTING Grantee shall submit to the County a report on the distribution of funds and the progress of the Project covered from the date of the grant award through June 30 of each year. The reports must be received by the County no later than July 25 of each year. The report shall identify specific goals listed in the application and quantitatively measure the progress of such goals. Reporting forms will be provided by the County. In addition, the required documentation listed in Exhibit A should be supplied as it becomes available. 5. CONTRACTS Grantee shall include in any contract, provisions that require contractors to comply with all applicable State and Federal laws and regulations regarding employment and workplace safety. In accordance with Hennepin County's policies against discrimination, Grantee shall not exclude any person from full employment rights or participation in or the benefits of any program, service, or activity on the grounds of race, color, creed, religion, age, sex, disability, marital status, sexual orientation, public assistance status, or national origin; and no person who is protected by applicable Federal or State laws, rules, or regulations against discrimination shall be otherwise subjected to discrimination. Public Grantees and any contractors or subcontractors performing services as part of this Agreement shall follow that public Grantee's Affirmative Action policy against discrimination. 6. TERMINATION, CANCELLATION AND ASSIGNMENT This Agreement may be canceled by the County upon sixty (60) days written notice to Grantee without cause. In the event of such cancellation, Grantee shall be entitled to payment, determined on a pro rata basis, for work or services satisfactorily performed up to the effective date of such cancellation. If the County finds that there has been a failure to comply with the provisions of this Agreement, that reasonable progress has not been made toward commencement or completion of the assessment and/or clean-up activities specified in the Application and this Agreement, notwithstanding any other provisions of this Agreement to the contrary and after written notice and reasonable opportunity to cure, the County may refuse to disburse additional funds and/or require the return of all or part of the funds already disbursed, to the extent such funds were used for purposes other than activities contemplated by this Agreement. If the County finds that there has been a violation of any state, federal or local law, the County may upon written notice immediately cancel this Agreement in its entirety and may withhold or delay payment. In the event of a decision to withhold or delay payment, the County shall furnish prior written notice to Grantee specifically identifying the reason for withholding or delaying such payment. This Agreement may not be assigned without the prior written consent of the County. 7. INDEPENDENT CONTRACTOR Grantee shall select the means, method, and manner of performing the Project. Nothing is intended or should be construed in any manner as creating or establishing the relationship of co-partners between the parties or as constituting Grantee as the agent, representative, or employee of the County for any purpose. Grantee shall remain an independent contractor with respect to all services and activities performed under this Agreement. Any personnel of Grantee or other persons while engaged in the performance of any work or services required by Grantee under this Agreement will have no contractual relationship with the County, and will not be considered employees of the County. The County shall not be responsible for any claims that arise out of employment or alleged employment under the Minnesota Economic Security Law or the Workers' Compensation Act of the State of Minnesota on behalf of any personnel, including, without limitation, claims of discrimination against Grantee, its officers, agents, contractors, or employees. Grantee shall defend, indemnify and hold harmless the County, its officials, officers, agents, and employees from all such claims irrespective of any determination of any pertinent tribunal, agency, board, commission, or court. Such personnel or other persons shall neither require nor be entitled to any compensation, rights, or benefits of any kind whatsoever from the County, including, without limitation, tenure rights, medical and hospital care, sick leave, Workers' Compensation, Re-employment Compensation, disability, severance pay, and retirement benefits. 8. INDEMNIFICATION Grantee agrees to defend, indemnify and bold harmless, the County, its officials, officers, agents, volunteers and employees from any liability, claims, causes of action, judgments, damages, losses, costs, or expenses, including reasonable attorney's fees, resulting directly or indirectly from any act or omission of Grantee, its contractors or subcontractors or anyone directly or indirectly employed by them, and/or any party that directly or indirectly benefits from the activities specified in this Agreement, and/or anyone for whose acts and/or omissions they may be liable in the performance of the activities specified in this Agreement and against all loss by reason of the failure of Grantee to perform any obligation under this Agreement. 9. INSURANCE In order to protect the County and those listed above under the indemnification provision, Grantee agrees at all times during the term of this Agreement and beyond such term when so required, to have and keep or cause to have and be kept in force, and to cause all contractors to do likewise, the following insurance coverages under either a purchased insurance or self-insurance program: Commercial General Liability on an occurrence basis with Contractual Liability Coverage: Limits General Aggregate $2,000,000 Products -Completed Operations Aggregate 2,000,000 Personal and Advertising Injury 1,500,000 Each Occurrence — Combined Bodily Injury and Property Damage 1,500,000 2. Automobile Liability— Combined single limit each occurrence for 1,500,000 bodily injury and property damage covering owned, non -owned, and hired automobiles. Workers' Compensation and Employer's Liability: a. Workers' Compensation Statutory If the contractor is based outside the State of Minnesota, coverage must apply to Minnesota laws. b. Employer's Liability. Bodily Injury by: Accident — Each accident 500,000 Disease — Policy Limit 500,000 Disease — Each Employee 500,000 4. Professional Liability— Per Claim 1,500,000 Aggregate 2,000,000 The insurance must be maintained continuously for a period of two years after the termination of this Agreement. Grantee shall require that any independent contractors rendering assessment and/or clean-up activities under this Agreement furnish certificates of insurance to Grantee of the insurance coverages listed above, and provide updated certificates as coverages expire. An umbrella or excess policy over primary liability coverages is an acceptable method to provide the required insurance limits. The above establishes minimum insurance requirements. It is the sole responsibility of Grantee to determine the need for and to procure additional insurance which may be needed in connection with this Agreement. Grantee and their contractors shall not commence work until they have obtained required insurance and filed with the Grantee properly executed Certificates of Insurance establishing compliance. The certificate(s) must name the Grantee as the certificate holder and Hennepin County as an additional insured for the commercial general liability coverage(s) for all operations covered under the Agreement. Grantee shall immediately notify County of any cancellations or reduction of insurance coverage. Grantee shall provide copies of insurance certificates to County upon request. If Grantee fails to furnish proof coverages, if requested by the County, the County may withhold payments and/or pursue any other rights or remedy allowed under the contract, law, equity, and/or statute. 10. MERGER AND MODIFICATION It is understood and agreed that the entire Agreement between the parties is contained herein and that this Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof. All items referred to in this Agreement are incorporated or attached and are deemed to be part of this Agreement. Any alterations, variations, modifications or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement signed by the parties. 11. MINNESOTA LAWS GOVERN The Laws of the State of Minnesota shall govern all questions and interpretations concerning the validity and construction of this Agreement and the legal relations between the parties and performance under it. The appropriate venue and jurisdiction for any litigation will be those courts located within the County of Hennepin, State of Minnesota. Litigation, however, in the federal courts involving the parties will be in the appropriate federal court within the State of Minnesota. If any provision of this Agreement is held invalid, illegal or unenforceable, the remaining provisions will not be affected. 12. ACKNOWLEDGMENTS The Grantee shall acknowledge the financial assistance provided by the County in promotional materials, press releases, reports and publications relating to the Project activities described in Exhibit A which are funded in whole or in part with the grant funds. The acknowledgment should contain the following language: Financingfor this project was provided in part by the Hennepin County Environmental Response Fund Until the Project activities funded by this Agreement are completed, the Grantee shall ensure the above acknowledgment language, or alterative language approved the County, is included on all signs located at the Project or construction sites that identify Project funding partners or entities providing financial support for the project. Until the Project activities funded by this Agreement are completed and for one year after that date, the Grantee shall provide advance notice to the County, including an invitation to the appropriate County Commissioner's office, of any public events related to the Project. 13. HENNEPIN COUNTY PERSONAL PROPERTY TAX AND PROPERTY TAX Grantee shall require the grant recipient to affirm that it and its officers have paid all Hennepin County personal property taxes and property taxes due on all of its Hennepin County properties for taxes owed on or before December 31, 2015. If the County finds that property taxes have not been paid by grant recipient, grant recipient's owner and grant recipient's board of directors (if any), County may refuse to disburse funds or require the return of all or part of the funds already disbursed pursuant to section 6 of this Agreement. 14. USE OF ERF GRANT AS A LOAN An ERF Grant from the County to Grantee may not be disbursed by Grantee to any entity as a loan. COUNTY ADMINISTRATIVE APPROVAL GRANTEE, having signed this agreement, and the Hennepin County Board of Commissioners having duly authorized this agreement on the 9th of February 2016, and pursuant to such approval, the proper County officials having signed this agreement, the parties hereto agree to be bound by the provisions herein set forth. Reviewed by the County Attorney's COUNTY OF HENNEPIN Office STATE OF MINNESOTA Assistant County Attorney Date: Recommended for Approval By: Acting Director, Environment and Energy Department Date: 0 County Administrator Date: M Acting Assistant County Administrator, Public Works Date: GRANTEE Grantee warrants that the person who executed this Agreement is authorized to do so on behalf of GRANTEE as required by applicable articles, bylaws, resolutions or ordinances.* Name: City of Mound Housing Redevelopment Authority By: Mark Wegscheid, Board Chair Date: And: Eric Hoversten, Executive Director Date: *GRANTEE shall submit applicable documentation (articles, bylaws, resolutions or ordinances) that confirms the signatory's delegation of authority. This documentation shall be submitted at the time Grantee returns the Agreement to the County. Documentation is not required for a sole proprietorship. Exhibit A Indian Knoll Manor Project Summar The project is 1.5 acre site that is currently occupied by the Indian Knoll Manor multi -family apartment complex that is owned by the City of Mound Housing and Redevelopment Authority (HRA). Historically, this site was occupied by a single-family residence that was constructed in 1937. In the early 1970s, the Indian Knoll Manor apartment complex was developed. Aeon intends to purchase the property from the City of Mound HRA and renovate the existing structure and construct 16 new affordable housing units. Assessment of the existing building has detected the presence of asbestos containing materials (ACM) and lead-based paint (LBP) that will have to be removed prior to renovation. Upon completion of this project there will be 66 affordable housing units at this location. The applicant requests ERP assistance for ACM and LBP abatement costs, associated consulting activities, and agency fees. The following costs are based on a budget submitted by Grantee. Modifications must be approved in writing by the County. Approved Budget for the Indian Knoll Manor Project Site: Activities relating to the ACM and LBP abatement costs, associated consulting activities, and agency fees. $392,982.00 Total: $392,982.00 Required Documentation to be Submitted to Hennepin County: Asbestos abatement and disposal documentation and clearance reports, if needed (hiclude a spread sheet matching manifest, load tickets, unit rates, and final weights, if applicable) Consultant/Contractor and MPCA Invoices (include time period covered by invoice, specific activities related to time, and documentation supporting expenses, including subcontractor and analytical invoices - include unit rates and quantities, subcontractor markup limited to 10% or less); MDH Approval Letters and Permits Annual Project Progress/Summary Report(s). A-1 Exhibit B ERF Application Indian Knoll Manor F -mi