HomeMy WebLinkAboutGrant Agreement (2)HH-AH-2018-05-Spurling Place
EXHIBIT "A"
HOMELESSNESS/AFFORDABLE HOUSING PROGRAM
GRANT AGREEMENT
This Homelessness Housing Program Grant Agreement ("Agreement") is entered
into between KITTITAS COUNTY, a political subdivision of the State of Washington (the
"County"), and HOPESOURCE, a Washington non-profit corporation ("Recipient").
ARTICLE I -PURPOSE AND TERM
Section 1.1 Purpose: The purpose of this Agreement is to distribute affordable housing
surcharge funds awarded pursuant to the applicable provisions of RCW 36.22.178 and
homeless housing surcharge funds awarded pursuant to the applicable provisions of RCW
36.22.179-1791.
Section 1.2 Term: This Agreement shall take effect
terminate on December 31, 2019.
) a:J.df , 2018 and •
ARTICLE II -GRANT AMOUNT, USE AND BUDGET
Section 2.1 Grant Amount: The Recipient is awarded a total of up to Five Hundred
Thousand dollars ($500,000.00) (the "Grant Award") to be administered as follows as
Grant Award HA-2018-05.
Section 2.2 Use of Grant. The Recipient shall use the Grant Award solely for the
purposes and in the manner described in Exhibit A -Scope of Work. The funds are to be
us ed for t he development of ..Jd.E._ uni t of affordabl e housing serving households at or
below S'o%of the area med ian income, to be known as Spurling Place", located on
parcel# 771533, approximately 1200-1400 N. Rainer St., Ellensburg WA 98926 (address
pending) (the "Project").
The County acknowledges that a portion financing for the Project will be provided by low
income housing tax credit investors. Consequently, the Project is owned by Spurling
Court Associates LLLP, a Washington limited liability limited partnership (the
"Partnership"), the general partner of which is Spurling Court Associates GP LLC, and a
Washington limited liability company, the sole member of which is the Recipient. One or
more low income tax credit investors will be admitted to the Partnership as limited
partners.
Upon its receipt of the Grant Funds, the Recipient will provide the funds to the
Partnership, to be used solely for the purposes set forth in Exhibit A.
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Section 2.3 Budget. The Grant Award shall be expended by the Recipient as set forth in
Exhibit A -and as further authorized by the enabling resolution of the Kittitas
County Board #2018-H!:/
ARTICLE III -DISBURSEMENTS
Section 3.1 Disbursement of Grant Award Funds. The Grant Award shall be disbursed
to Recipient in a single disbursement, the proceeds of which will be used by the Recipient
to provide the funds to the Partnership which will use the proceeds to pay those items
identified on Exhibit A hereto. .
Section 3.2 Dis bur ement Without Prej udic . Any disbursement made by the County
to the Recipient shall be without prejudice to the County's rights later to challenge the
propriety of the Recipient's claimed costs or expenses.
ARTICLE IV-REPORTS AND RECORDKEEPING
Section 4.1 uarterl P1·0 res R :rts. At least quarterly the Recipient shall provide the
County, a summary report identifying the progress on the development of the Project. Such
report will include an update on funding applications and awards, the selection of project
funders, the estimated schedule for construction commencement and completion of the
Project and construction progress. Quarterly Reports are due on the 15th of January, April,
July and October commencing as of April 15, 2019 and continuing through completion of
the development of the Project.
Please send an electronic copy of each report to:
Kittitas County Homeless and Affordable Housing Committee
Debbie Myers, Kittitas County Board of Commissioners office
Kittitas County Auditor's Office, Judy Pless
Section 4.2 Record Retention:. Revi w. The Recipient shall maintain records sufficient
to fully document its compliance with all contractual, grant and legal requirements, for not
less than six years from the last date of work performed or reimbursement pursuant to this
agreement, whichever is later. Upon reasonable advance notice, the Recipient shall provide
the County its authorized agents, and State or Federal agencies having audit authority related
to this Agreement with full access to all of the Recipient's records relating to this
Agreement or the Project. The Recipient agrees to shall defend, indemnify and hold
harmless the County and its appointed and elective officers, agents and employees, from
and against all loss or expense for any audit exceptions or other irregularities in its
performance or recordkeeping, including but not limited to impermissible or unauthorized
use of Grant Award funds. This section shall suryive termination of this Agreement.
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ARTICLE V-CONTRACT ADMINISTRATION AND NOTICES
Section 5.1 Personnel. The Recipient will secure at its own expense all labor and
materials required to perform any work in connection with the Project. The Recipient shall
be responsible for all applicable payroll, labor and industries premiums, and taxes. All
employees and subcontractors of the Recipient shall be covered by Industrial Insurance in
full compliance with title 51 of the Revised Code of Washington ("RCW").
Section 5.2 . ontract R pre~sentatives. The parties' designated representatives shall be
responsible for the administration of this Agreement and for receiving notices given in
connection with this Agreement. The following are designated as the representatives of the
parties.
FOR THE COUNTY:
FOR THE RECIPIENT:
Judy Pless, Budget & Finance Manager
County Auditor's Office
205 West 5th -Suite 105
Ellensburg WA 98926
509-962-7502
judy.pless@co.kittitas.wa.us
Susan K. Grindle, CEO
700 E. Mountain View Ave.
Ellensburg, WA 98926
509-925-1448
skgrindle@hopesource.us
A party may change its designated representative or address by providing written notice to
the other party.
Section 5.3 oti es. Any notice required or permitted to be made under this Agreement
may be given personally, by facsimile, or by first-class, registered or certified mail. A
notice personally delivered to the other party is deemed given upon proper delivery. A
notice sent by first-class, registered or certified mail is deemed given three days after
mailing, if properly addressed and having proper postage. Notices delivered by facsimile
shall be deemed to have been given on the date of transmission if received during the
recipient's business day or, if not, on the recipient's next business day. E-mail addresses,
if listed in this Agreement, are provided only for convenience and not for notice purposes.
ARTICLE VI -INSURANCE
Section 6.1
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Recipient shall maintain general liability insurance in an amount sufficient to meet its
obligations under Article VII.
ARTICLE VII -INDEMNIFICATION
Section 7.1 Indemnification. To the fullest extent permitted by law, the Recipient shall
indemnify, defend and hold harmless the County, the HAHC and the BOCC, and all
County officials, officers, employees, agents and each of them, from and against all claims
in any way resulting from or arising out of the performance of this Agreement, whether
such claims arise from the actual or alleged acts, errors or omissions of the Recipient, its
subcontractors, third parties, the County, the HAHC or the BOCC, or anyone directly or
indirectly employed or supervised by any of them or anyone for whose acts, errors or
omissions any of them may be liable. "Claim" means any loss, claim, suit, action,
liability, damage or expense of any kind or nature whatsoever, including but not limited to
attorneys' fees and costs, attributable to personal or bodily injury, sickness, disease or
death, or to injury to or destruction of property, including the loss of use resulting
therefrom.
Section 7.2 R oipi nt's Duty to Indemnify. The Recipient's duty to indemnify, defend
and hold harmless includes but is not limited to claims by the Recipients or any
subcontractor's officers, employees or agents. The Recipient's duty, however, does not
extend to claims arising from the sole negligence or willful misconduct of the County, the
HAHC or the BOCC, or of the officials, officers, employees, agents or representatives of
the County, the HAHC or the BOCC.
Section 7.3 Waiver of RCW Title 51 Immunity. Solely for purposes of this
indemnification provision, the Recipient expressly waives its immunity under Title 51
RCW and acknowledges that this waiver was mutually negotiated by the parties. The
Recipient's duty to indemnify, defend and hold harmless shall survive termination of this
Agreement.
ARTICLE VIII-NONDISCRIMINATION AND LEGAL COMPLIANCE
Section 8.1 Nondiscrimination. The Recipient shall not discriminate against any
employee or applicant for employment, or program participant or program participant
applicant, on account of race, color, sex, religion, national origin, creed, marital status, age,
Vietnam era or disabled veterans status, the presence of any sensory, mental or physical
handicap, or any other basis prohibited by law with respect to any program participation,
employment upgrading, demotion, transfer, recruitment or selection for training, including
apprenticeships and volunteers. This prohibition does not apply, however, to a religious
corporation, association, educational institution or society with respect to the employment
of individuals of a particular religion to perform work connected with the carrying on by
such corporation, association, educational institution or society of its activities.
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Section 8.2 Compli ance w ith L aws . The Recipient and its officials, officers, employees,
agents and subcontractors shall comply with all applicable federal, state and local laws ,
regulations, rules and policies. The County, the HAHC and the BOCC shall have no
obligation to ensure such compliance.
ARTICLE IX-TERMINATION
Section 9.1 Termination for Loss of Funding. The County shall have the right to terminate
this Agreement at any time after providing written notice consistent with sections 5.2 and 5.3 of
this agreement if the funds relied upon for the Grant Award are terminated, suspended or
otherwise lost or impaired in whole or in part.
Section 9.2 ermin ation fo r Defau lL If either party defaults in its performance under this
Agreement, the non-defaulting party may give the defaulting party written notice that it has 30
days in which to cure the default. If the default is not cured within 30 days of notice, the non-
defaulting party may terminate the contract. In the ev ent of such a termination, the non-
defaulting party shall have all rights and remedies available to it under law.
ARTICLE X-MISCELLANEOUS
Section 10.1 Peoniss ibl e--Use Warranty . The Recipient warrants that its planned and actual
uses of the Grant Award constitute permissible uses for affordable housing surcharge funds
pursuant to the applicable provisions of RCW 36.22.178 and homeless housing surcharge
funds pursuant to RCW 36.22.179/.1791. This section shall survive termination of this
Agreement.
Section 10.2 Organization al -Statu Warranty. The Recipient warrants that it is duly
organized and existing under the laws of the State of Washington.
Section 10.3 Re lati onship o f Prutie .. This Agreement, and the parties' and the HAHC's and
the County's activities under it, shall not be construed as creating any kind of partnership or joint
venture, nor shall it be construed as creating any kind of independent contractor, agency or
employment relationship between the parties, the HAHC, or the County.
Section 10.4 o T hi rd-P a:rty Right . This Agreement is entered into by the parties solely for
their own benefit and it creates or grants no rights of any kind in any other party.
Section 10.5 ssignment The Recipient may assign its rights and del egate its duties under
this Agreement to the Partnership, provided that the repayment obligations under Section
shall remain the obligation of the Recipient.
Section 10.6 l10ice of Law; V enue;~Juri sd iction. This Agreement shall be governed by the
laws of the State of Washington. In the event of a legal proceeding, venue shall be only in a
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court of competent jurisdiction in Kittitas County. Each party hereby consents to the personal
jurisdiction of the courts of the State of Washington, County of Kittitas. This section shall
survive the termination of this Agreement.
Section 10.7 Waiver. No term or condition of this Agreement shall be deemed waived
unless such waiver is expressly agreed to in writing by the party granting the waiver. In
addition, waiver of any breach of this Agreement shall not be deemed a waiver of any prior
or subsequent breach.
Section 10.8 Amendment. This Agreement can be amended only by a writing executed
by the parties.
Section 10.9 E ntire Agreeme nt. The parties acknowledge that this Agreement is the
complete expression of their agreement regarding the subject matter of this Agreement.
Any oral or written representations or understandings not incorporated into this Agreement
are specifically excluded.
Section 10.10 Headings. The headings in this Agreement are for convenience only and
shall not be deemed to affect the meaning of its provisions.
Section 10.11 Severability. If any provision of this Agreement is held by a court of
competent jurisdiction to be invalid, such invalidity shall not affect the validity of the
remaining provisions that can be given effect without the invalid provision, provided that
the underlying intent of the parties can still be given effect.
Section 10.12 i gnature Authority. Each person signing this Agreement on behalf of a
party warrants that he or she has full authority to sign this Agreement on that party's
behalf.
Section 10.13 Counterparts. This Agreement may be executed in counterparts, each of
which shall be deemed an original and all of which together shall be deemed one
agreement. Each counterpart may be executed and delivered by facsimile to the other
party.
Section 10.14 Exhibits. The following exhibits are incorporated into this Agreement by
reference: (a) Exhibit A-Scope of Work.
KITTITAS COUNTY:
ATTEST:
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HH-AH-2018-05-Spurling Place
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Homeless Housing Grant Agreement
Spurling Place Project 11/2018
By: (Print Name)
Title: QEO
Page 7 of8
HH-AH-2018-05-Spurling Place
EXHIBIT A -STATEMENT OF WORK AND BUDGET-
ID THE ITEMS FOR WHICH REIMBURSMENT IS BEING SOUGHT
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Spurling Place Project 11/2018 Page 8 of8
700 E, Mountain View Ave. SUit• 501 Elleniburo, WA 98!il26 (P) SOl,tll,1"41 110 Pennsylvania Ave, Cle Elum, WA 98922 (P) Sot,e74,2375 (P) SOO,Cl7'4,5117
November 16, 2018
HopeSource will develop 49 units of Affordable Housing serving very low and extremely
low income households earning less than 50% AMI (Area Median Income) and 30% AMI
respectively. In addition 50% of the units will be set aside for homeless households and
disabled households. HopeSource has received tax credit awards from the Washington State
Housing Finance Commission (WSHFC) to support this project as well as Federal Housing Trust
Funds. HopeSource has engaged a developer and has begun preliminary site work and has
engaged an architectural firm as well as a developer to begin design and build work. The design
of the project wlll be a mix offlats and town homes consisting of 1 and 2 bedroom units in a
garden style development. The project will adhere to Evergreen Standards maximizing low
energy appliances as well as construction design and material use to further energy savings .
Construction of the project is expected to begin in spring of 2019 with full occupancy
expected by summer of 2020. The requested funds from Kittitas County in the amount of
$500,000 and awarded to HopeSource will be used to compensate the partnership for funds
already expensed and purchase of the property to avoid additional loan interest payments. An
accounting of which follows. We wish to thank the BoCC of Kittitas County and the Homeless
and Affordable Housing Committee of Kittitas County for their support of this much needed
project.
CEO, HopeSource
700 E. Mountain View Ave. Suite 501 Ellensburg, WA 98926 (P) 509,925.1448 110 Pennsylvania Ave. Cle Elum, WA 98922 (P) 509.674.2375 (F) 509,674,5187
Exhibit A
Reimbursement Schedule
Payoff of existing land loan with Impact Capital
Land Loan Interest payments
Acquisition Loan Fees
Acquisition Title Escrow
Acquisition Legal
Appraisal
Architect
Land Appraisal
Organizational Legal
Market Study
Permit & Fees
Real Estate Tax
Survey
Misc. Admin
Total Reimbursed Expenses
$375,000.00
$28,726.05
$6,000.00
$2,164.78
$5,550.00
$2,500.00
$44,196.25
$1,000.00
$16,324.00
$9,340.00
$3,009.37
$2,442.55
$2,750.00
$997.00
$500,000.00