HomeMy WebLinkAboutContract 1742MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
THIS AGREEMENT (hereinafter referred to as "Agreement"), effective on the 1st of
February, 2004, by and between Walker ElderCare Services, Inc. (hereinafter referred to
as "Contractor"), located at 3737 Bryant Avenue South, Minneapolis, MN 55409 and the
Columbia Heights Housing and Redevelopment Authority (hereinafter referred to as
"Owner"), located at 590 40th Avenue N.E., Columbia Heights, MN 55421;
WITNESSETH:
WHEREAS, Contractor has over a number of years acquired managerial skills for the
provision of administrative services in the fields of skilled nursing care and housing for the
elderly; and
WHEREAS, Owner desires to employ Contractor for the purposes .of providing
management and administrative services for.Parkview Villa North and South located at 965
40th Avenue N.E., Columbia Heights, MN 55421 (hereinafter the "Project");
NOW, THEREFORE, it is agreed as follows:
Undertakin.q. Owner hereby contracts for and Contractor hereby agrees to furnish
the services provided for under the provisions of this Agreement.
B. Terms and Conditions.
1. Termination of Conditions.
Terms of Agreement. The term of this Agreement shall be for three
years beginning on the effective date and continue in effect until 31
January 2007, unless terminated earlier pursuant to Sections b.
and/or c. below.
bo
Termination of Aqreement for Cause. If, through any cause,
Contractor shall fail to fulfill in timely and proper manner their
obligations under this Agreement, or if the Contractor shall violate any
of the covenants, agreements, or stipulations of this Agreement, the
Owner shall thereupon have the right to terminate this Agreement by
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
giving 30 days written notice to Contractor of such termination. In
such event, all finished or unfinished documents, data, studies, and
reports prepared by Contractor under this Agreement shall, at the
option of the Owner, become its property and Contractor shall be
entitled to receive just and equitable compensation for any
satisfactory work completed on such documents.
Co
Termination for Convenience of Either Party. Either party may
terminate this Agreement any time with 60 days notice in writing to the
other party. Contractor shall be reimbursed for that portion of any
actual expenses (not otherwise reimbursed under this Agreement)
incurred by Contractor through the date of termination. If the
Agreement is terminated due to the fault of Contractor, Section B.
Terms and Conditions, 1. hereof, relative to termination shall apply.
Changes. The Owner may, from time to time, request changes in the scope
of the services of contractor to be performed hereunder. Such changes,
including any increase or decrease in the amount of Contractor
compensation, shall be mutually agreed upon by and between the Owner
and Contractor and shall be incorporated into this Agreement by written
amendments to this Agreement.
Personnel.
ao
Contractor represents that it has, or will secure at its own expense, all
personnel required in performing the services under this Agreement.
Such personnel shall not be employees of nor have any contractual
relationship with the Owner.
All services required hereunder will be performed by Contractor or
under its supervision and all personnel engaged in the work shall be
fully qualified and shall be authorized or permitted under State and
local law to perform such services.
No person who is serving sentence in a penal or correctional
institution shall be employed or work under this Agreement. All
employees shall be subject to criminal background checks to be
completed by the Columbia Heights Police Department. This does
not preclude the Contractor from performing other or additional types
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MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
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of background checks on prospective employees.
Contractor agrees to confer with the HRA in the selection of the
Housing Manager.
Contractor shall abide by provisions in Appendices A (Contract Provisions
Required by federal Law or Owner Contract with the U.S. Department of
Housing and Urban Development).and B (Representations, Certifications,
and Other Statements of Bidders-Public and Indian Housing Programs)
attached to this agreement.
Equal Employment Opportunity. During the performance of the Agreement
Contractor Agrees as follows:
Contractor will not discriminate against any employee or applicant for
employment. Contractor will take affirmative action to ensure that
applicants are employed, and that employees are treated, during
employment, without regard to their race, color, creed, religion,
national origin, sex, marital status, familial status, status with regard to
public assistance, disability, handicap, sexual orientation, and age.
Such action shall include, but not be limited to, the following:
employment, upgrading, demotion, or transfer; recruitment or
recruitment advertising; layoff or termination; rates of pay or other
form of compensation; and selection for training, including
apprenticeship. Contractor agrees to post in conspicuous places,
available to employees and applicants for employment, notices to be
provided by Owner. setting forth the provisions of this
nondiscrimination clause. Contractor shall maintain an approved
affirmative action plan.
Contractor will, in all solicitations or advertisements for employees
placed by or on behalf of Contractor, state that all qualified applicants
will receive consideration for employment without regard to race,
color, creed, religion, national origin, sex, marital status, familial
status, status with regard to public assistance, disability, handicap,
sexual orientation, and age.
Contractor will cause the foregoing provisions to be inserted in all
subcontracts for any work covered by this Agreement so that such
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MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
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10.
provision will be binding upon each subcontractor, provided that the
foregoing provisions shall not apply to contracts or subcontracts for
standard commercial supplies or raw materials.
Discrimination Because of Certain Labor Matters. No person employed for
the work covered by this Agreement shall be discharged or in any way
discriminated against because he/she has filed any complaint or instituted or
caused to be instituted any proceeding or has testified or is about to testify in
any proceeding relating to the labor or other legal standards applicable
hereunder to his/her employer.
Compliance with Local Laws. Contractor shall comply with all applicable
laws, ordinances, and codes of the State and local governments, and shall
commit no trespass on any public or private property in performing any of the
work embraced by this Agreement.
Subcontractinq. None of the services covered by this Agreement shall be
subcontracted without the prior written consent of the Owner. Contractor
shall be as fully responsible to the Owner for the acts and omissions of its
subcontractors, and of persons either directly or indirectly employed by them,
as it if for the acts and omissions of persons directly employed by Contractor.
Contractor shall have the right to subrogate and direct or indirect claims
against any subcontractor. Contractor shall insert in each subcontract
appropriate provisions requiring compliance with the labor standards
provisions of the Agreement.
Assignability. Contractor shall not assign any interest in this Agreement and
shall not transfer any interest in the same (whether by assignment or
novation) without the prior written approval of the Owner. The owner shall
retain the right to sell, transfer, or otherwise dispose of Parkview Villa North
and South. Provided, however, that claims for money due orto become due
as outlined in Part B, (c), Page 2, Contractor from the Owner under this
Agreement may be assigned to a bank, trust company, or other financial
institution, or to a trustee in bankruptcy, without such approval. Notice of any
such assignment or transfer shall be furnished promptly to the legal public
agency.
Interest of Members of Owner. No member of the government body of the
Owner, and no other officer, employee, or agent of the Owner who exercises
any functions or responsibilities in connection with the carrying out of the
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MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
11.
12.
13.
Project to which this contract pertains, shall have any personal interest, direct
or indirect, in the Agreement.
Interest of Other Local Public Officials. No member of the governing body of
the locality in which the Project is situated, and no other public official of such
locality, who exercises any functions or responsibilities in the review or
approval of the carrying out of the Project to which this Agreement pertains,
shall have any personal interest, direct or indirect, in this Agreement.
Interest of Certain Federal Officials. No member of or Delegate to the
Congress of the United States, and no Resident Commissioner, shall be
admitted to any share or part of the Agreement or to any benefit to arise
therefrom.
Interest of Contractor. Contractor covenants that it presently has no interest
and shall not acquire any interest, direct or indirect, in the above-described
Project or any parcels herein or any other interest, which would conflict in
any manner or degree with the performance of the services hereunder.
Contractor further covenants that in the performance of this Agreement no
person having any such interest shall be employed.
14.
Findin.qs Confidential. All of the reports, information, data, etc., prepared or
assembled by Contractor under this Agreement shall only be made available
to any individual or organization pursuant to the Minnesota Data Practices
Act or upon a valid order of a court of applicable jurisdiction.
Fees. Contractor shall be paid by Owner $14,091.75 per month at Parkview Villa
North and South. Effective January 1,2005 and January 1,2006, this monthly fee
shall be increased by the consumer price index for all urban consumers for the
Minneapolis/St. Paul area as defined by the U.S. Department of Labor, Bureau of
Labor Statistics.
Services to be Provided by Contractor.
1. Provide a monthly financial statement.
Perform administrative and management services as described in the
Management Plan.
Prot~ide referral services for those needing assistance in daily living activities.
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
o
10.
Contractor will employ approPriate site staff to effectively run the business.
Contractor shall hire, pay and provide any required benefits, including
Workers Compensation insurance coverage (and other benefits as deemed
desirable by Contractor), provide training for, direct and supervise the staff.
Contractor will file any necessary payroll reports, etc. about the staff serving
on the Parkview Villa site. Site staff salaries and benefits are included in the
management fee.
Provide support to Parkview Villa staff in an emergency, subject to
reimbursement by Owner.
Perform total management of day-to-day operations, including admission
work, discharge management, and maintenance of current waiting lists.
Comply with rules and regulations established by HUD and other appropriate
government agencies in the management of Parkview Villa.
Negotiate (secure proposals in accordance with Owner Procurement Policy)
and execute on behalf of the Owner and Parkview Villa any contracts for
services, materials and supplies, which are included in the Operating
Budgets for Parkview Villa North and South. Contractor shall negotiate
(secure proposals in accordance with Owner Procurement Policy) and
provide the Owner Executive Director a proposal summary and copies of
proposals received on any work, materials or supplies not included in the
operating budgets. The Executive Director, Deputy Executive Director,
and/or President will sign the necessary contract or purchase order to
purchase the item(s) or secure the service. All purchases and contracts shall
be in the name of the Columbia Heights Housing and Redevelopment
Development Authority and/or the Parkview Villa Housing Complex.
Provide all normal public housing related management functions, including
yearly inspection of all units, annual income reviews, maintenance of waiting
lists in accordance with the Owner Occupancy Policies for the Project,
admissions evictions, and any housing management related functions.
Prepare a monthly report on the management of the Project for the Owners
Executive Director and Board of Commissioners. The Public Housing
Manager shall attend Owner meetings at least once per month and at other
times as necessary to provide information to Owners on Project activities and
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MANAGEMENT 'AND MAINTENANCE SERVICES AGREEMENT
to secure Board approvals for purchases/contracts of over $15,000.00.
11.
Ensure that the Public Housing Manager attends the monthly Resident
Council meeting. The Public Housing Manager shall work with the Resident
Council of Parkview Villa as necessary for the efficient and amicable
operations of the facility.
12.
Maintain records on-site and off-site in accordance with the Federal
Department of Housing and Urban' Development, State of Minnesota, and
Owner records maintenance/disposition requirements.
13.
14.
Provide all services related to the development and implementation of the
HUD Public Housing Capital Fund Program.
Provide other public housing services that may be required by HUD in the
operation of Parkview Villa North and South during the term of the Contract.
Responsibility for Costs.
With respect to expenses to be born by Owner, Contractor shall not commit
any expenses, which have not received prior written approval by the Owner.
The annual operating budget, approved by the Owner, shall satisfy the prior
written approval requirement.
Contractor will be authorized to contract for services/supplies as necessary
for the management/maintenance of the Project for approved budgeted
items. Invoices and billings received for such services/supplies are to be
approved as appropriate by Contractor and coded with account coding as
required by the Owner so that the Owner can maintain proper accounting
records for the Project. Approved billings/invoices for services/materials for
the maintenance/office expenses will be paid by the Contractor, on behalf of
the Owner, in accordance with established Owner policies. Contractor will
establish a bank account for deposits and disbursements and will have
signing authority on this account.
Notwithstanding the limitations imposed by subparagraph E. 1., Contractor
may, on behalf of the Owner, without prior consent (provided good faith
efforts as reasonable under the circumstances to obtain consent) expend
any amount, or incur a contractual obligation in any amount required to deal
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MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
with emergency conditions which may involve a danger to life or property or
may threaten the safety of the occupants of the building and other
appurtenances comprising the Project, or may threaten the suspension of
any necessary service to the Project.
Contractor shall not be responsible for any additional costs related to any
errors in the approved operating budgets that are in effect when the contract
commences. Contractor will have the opportunity to review and recommend
changes to the 2004 operating budget up to 120 days from commencing
management of the properties. Contractor will not be responsible for budget
variances outside its control.
Financial Considerations.
Contractor shall collect and provide receipts for all rents and other charges
due to the Owner for operation of the Project and all rentals or payments
from concessionaires, if any. Contractor shall be responsible for collection of
delinquent rents or other charges.
Contractor shall provide the Owner at 590 40t~ Avenue N.E. copies of
records of all receipts and deposits to the Owner bank accounts for the
Project. Contractor shall provide such records of receipts and any
expenditures made from the Project Petty Cash Account on or before the
first day of each month.
Contractor, in coordination with the Owner Executive Director, shall prepare
and submit to the Owner on or before June 1 of each year on in accordance
with such other date set by the Owner, recommended budgets for the Project
(one budget for the Parkview Villa South and one budget for Parkview Villa
North). The proposed budgets shall reflect anticipated receipts and
expenditures for the next fiscal year (the Owner fiscal Year starts on January
1). Also to be included in the budget are extraordinary maintenance,
betterment/additions, and replacement of equipment.
Contractor shall review and recommend to the Owner necessary staffing
requirements to perform its duties as listed herein. Contractor shall be
directly responsible for training, directing, and supervising the staff.
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
Ho
With the aid of appropriate staff/committees from Owner, Contractor will
open and maintain Project accounts and render financial data and supporting
documentation from time to time as requested by Owner. Records and
accounts will be maintained in accordance with HUD requirements and
Contractor will prepare or assist in the preparation of all reports necessary to
comply with HUD reporting requests.
Records and Reports. Contractor will prepare monthly operating reports and such
other additional reports as are from time to time deemed necessary by Owner to
keep fully advised of services being performed by Contractor.
Indemnity. Owner and Contractor shall indemnify each other for negligent acts of
their own employees and/or agents.
Insurance. Contractor agrees to maintain all existing insurance coverage relevant to
their duties and obligations pursuant to this agreement. Contractor shall notify City
if it makes any changes, amendments or modifications to said coverage during the
term of this agreement.
J. Limitations on Contractor's Responsibilities.
Contractor shall have no authority to make any structural changes in the
Project or to make any other major alterations or additions in or to any
building or equipment therein, except such emergency repairs as may be
required because of danger to life or property or repairs which are
immediately necessary for the preservation and safety of the building or the
safety of the occupants, or are required to avoid the suspension of any
necessary service to the Project. It is understood and agreed that Contractor
is not authorized or required to handle major construction or fire restoration.
The owner may employ contractor to plan, take bids, contract for and
supervise major projects. Before commencing such projects, however, the
parties shall agree in writing on the terms and fees to be paid to Contractor
for such additional services. Nothing herein contained shall be construed to
relieve contractor of its duties in connection with the repair, maintenance and
replacement of components of the Project which are ordinary, necessary,
and which are recurring items of maintenance. The cost of such repair,
maintenance and replacement are to be paid by the Owner. Advance Owner
approval shall be required on expenditures in accordance with the Owner
official procurement policy, a copy of which has been furnished to Contractor.
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
Except with respect to the conduct and execution of its duties as set forth
herein, Contractor shall have no further responsibility for Owner's compliance
with the requirements of any ordinances, laws, rules or regulations (including
those relating to the disposal of solid, liquid and gaseous wastes) of the city,
county, state or Federal government, or any public authority or official thereof
having jurisdiction over the Owner or to the Project, except to promptly notify
the Owner, and to promptly forward, to the Owner any complaints, warnings,
notices or summons received by it relating to such matters. The Owner
agrees to indemnify and hold Contractor harmless and its officers, directors,
its representatives, servants and employees from all loss, costs, expense
and liability whatsoever which may be imposed upon them or any of them by
reason of the presence of, or any future, violations or alleged violations of
such laws, ordinances, rules or regulations except for such as may adse out
of the acts or omissions of Contractor or those independent contractors
operating under Contractor's supervision.
K. Successors and Assigns. This Agreement shall inure to the benefit of and be binding
upon the respective parties, including without limitation any corporation into which either
may be consolidated or merged, subject to the provisions of Section B of this Agreement.
This Agreement is otherwise not assignable without the prior written consent of the
respective parties, which consent will not be unreasonably withheld.
L. Applicable Law. This Agreement shall be governed by the laws of the State of
Minnesota.
M. Amendment. This Agreement may not be amended orally, but only in writing signed by
the parties hereto.
Attachment A: Columbia Heights Police Department Minnesota Criminal History Check on
Potential Tenant.
Attachment B: Tentative Staffing Assumptions
Attachment C: U.S. Department of Housing and Urban Development- Representations,
Certifications, and Other Statements of Bidders, Public and Indian Housing Programs.
Attachment D: Contract Provisions Required bY Federal Law or Owner Contract with the
U.S. Department.of Housing and Urban Development.
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MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
Walker ElderCare Services, Inc.
Its Chibf Executive Officer
Date
12-4-2003
Columbia Heights Housing
Redevelopment Authority
Its C"~,,¢'~/Z. -Tammera Ericson
Date
By
Its
Date
Halter R. Fehst~~
11
ATTACHMENT A
MINNESOTA CRIMINAL HISTORY CHECK ON POTENTIAL TENANT
Columbia Heights Police Department
$$9 Mill Street NE, Columbia Heights, MN 55421
76.3-706-3750
763-706-3752 Fax
, being the landlord or property owner of
, which is a rental property in the City of Columbia
Heights, Minnesota hereby request that the Columbia Heights Police Department run a Minnesota
Criminal History Check and a local records check on the below listed individuals(s). I understand this
information is to be used for the sole purpose of tenant screening.
Signature Date
Day Time Phone Number
OOOOOOOOO00000000000000000000000000000000000000000000000000000000
I hereby authorize the Columbia Heights Police Department to run a Minnesota Criminal History check and
local records check on myself' and authorize them to give this information to the landlord/property owner listed
above. The sole purpose of' this check is for tenant screening.
Applicant # 1 (List all addresses for the past 5 years, starting with the most current)
Full Name:
First
Maiden Name or Other Names Used:
Driver License #:
Middle Last
Date of Birth:
Sex: Male Female Race:
Current Address:
City:
State:
Zip Code:
Address:
City:
State:
Zip Code:
Address:
City:
State:
Zip Code:
Address:
City:
State:
Zip Code:
Signature
Date
Daytime Phone Number
Please allow 72 fours for processing
*OVER*
· Applicant # 2 (List all addresses for the past 5 years, starting with the most current)
Full Name:
First
Maiden Name or Other Names Used:
Driver License #:
Middle Last
Date of Birth:
Sex: Male Female Race:
Current Address:
City:
State:
,Zip Code:
Address:
City:
State:
.Zip Code:
Address:
City:
State:
Zip Code:
Address:
City:
State:
Zip Code:
Signature
Date
Daytime Phone Number
Please allow 72 fours for processing
ATTACHMENT B
PARKVlEW VILLA NORTH AND SOUTH
TENTATIVE STAFFING ASSUMPTIONS
Manager 0.8 - 1.0 FTE
Maintenance 0.75- 1.0 FTE
Caretaker 1 0.5 FTE
Caretaker 2 0.5 FTE
Office Assistant 0.4 - 0.5 FTE
FTE - Fulltime Equivalency
U.S. Department of Housing
and Urban Development
Office of Public and Indian Housing
Representations, Certifications,
and Other Statements of Bidders
Public and Indian Housing Programs
Previous edition is obsolete form HUD-5369-A (11/92)
Representations, Certifications,
and Other Statements of Bidders
Public and Indian Housing Programs
Table of Contents
Clause Page
1. Certificate of Independent Price Determination 1
2. Contingent Fee Representation and Agreement 1
3. Certification and Disclosure Regarding Payments
to Influence Certain Federal Transactions 1
4. Organizational Conflicts of Interest Certification 2
5. Bidder's Certification of Eligibility 2
6. Minimum Bid Acceptance Period 2
7. Small, Minority, Women-Owned Business Concern
Representation 2
8. Indian-Owned Economic Enterprise and Indian
Organization Representation 2
9. Certification of Eligibility Under the Davis-Bacon Act 3
10. Certification of Nonsegregated Facilities 3
11. Clean Air and Water Certification 3
12. Previous Participation Certificate 3
13. Bidder's Signature 3
1. Certificate of Independent Price Determination
(a) The bidder certifies that--
(1) The prices in this bid have been arrived at independently,
without, for the purpose of restricting competition, any consultation,
communication, or agreement with any other bidder or competitor
relating to (i) those prices, (ii) the intention to submit a bid, or (iii) the
methods or factors used to calculate the prices offered;
(2) The prices in this bid have not been and will not be
knowingly disclosed by the bidder, directly or indirectly, to any other
bidder or competitor before bid opening (in the case of a sealed bid
solicitation) or contract award (in the case of a competitive proposal
solicitation) unless otherwise required by law; and
(3) No attempt has been made or will be made by the bidder to
induce any other concern to submit or not to submit a bid for the
purpose of restricting competition.
(b) Each signature on the bid is considered to be a certification by
the signatory that the signatory--
(1) Is the person in the bidder's organization responsible for
determining the prices being offered in this bid or proposal, and that
the signatory has not participated and will not participate in any
action contrary to subparagraphs (a)(I) through (a)(3) above; or
(2) (i) Has been authorized, in writing, to act as agent for the
following principals in certifying that those principals have not
participated, and will not participate in any action contrary to
subparagraphs (a)(I) through (a)(3) above.
[insert
full name of person(s) in the bidder's organization responsible for
determining the prices offered in this bid or proposal, and the title of
his or her position in the bidder'.s organization];
(ii) As an authorized agent, does certify that the principals
named in subdivision (b)(2)(i) above have not participated, and will
not participate, in any action contrary to subparagraphs (a)(1)
through (a)(3) above; and
(iii) As an agent, has not personally participated, and will
not participate in any action contrary to subparagraphs (a)(1)
through (a)(3) above.
(c) If the bidder deletes or modifies subparagraph (a)2 above, the
bidder must furnish with its bid a signed statement setting forth in
detail the circumstances of the disclosure.
[ ] [Contracting Officer check if following paragraph is applicable]
(d) Non-collusive affidavit. (applicable to contracts for construction
and equipment exceeding $50,000)
(1) Each bidder shall execute, in the form provided by the PHA/
IHA; an affidavit to the effect that he/she has not colluded with any
other person, firm or corporation in regard to any bid submitted in
response to this solicitation. If the successful bidder did not submit
the affidavit with his/her bid, he/she must submit it within three (3)
working days of bid opening. Failure to submit the affidavit by that
date may render the bid nonresponsive. No contract award will be
made without a properly executed affidavit.
(2) A fully executed "Non-collusive Affidavit" [ ] is, [ ] is not
included with the bid.
2. Contingent Fee Representation and Agreement
(a) Definitions. As used in this provision:
"Bona fide employee" means a person, employed by a bidder
and subject to the bidder's supervision and control as to time, place,
and manner of performance, who neither exerts, nor proposes to
exert improper influence to solicit or obtain contracts nor holds out
as being able to obtain any contract(s) through improper influence.
"Improper influence" means any influence that induces or tends
to induce a PHA/IHA employee or officer to give consideration or to
act regarding a PHNIHA contract on any basis other than the merits
of the matter.
(b) The bidder represents and certifies as part of its bid that, except
for full-time bona fide employees working solely for the bidder, the
bidder:
(1) [ ] has, [ ] has not employed or retained any person or
company to solicit or obtain this contract; and
(2) [ ] has, [ ] has not paid or agreed to pay to any person or
company employed or retained to solicit or obtain this contract any
commission, percentage, brokerage, or other fee contingent upon or
resulting from the award of this contract.
(c) If the answer to either (a)(1) or (a)(2) above is affirmative, the
bidder shall make an immediate and full written disclosure to the
PHNIHA Contracting Officer.
(d) Any misrepresentation by the bidder shall give the PHNIHA the
right to (1) terminate the contract; (2) at its discretion, deduct from
contract payments the amount of any commission, percentage,
brokerage, or other contingent fee; or (3) take other remedy
pursuant to the contract.
3. Certification and Disclosure Regarding Payments to
Influence Certain Federal Transactions (applicable to
contracts exceeding $100,000)
(a) The definitions and prohibitions contained in Section 1352 of
title 31, United States Code, are hereby incorporated by reference
in paragraph (b) of this certification.
Previous edition is obsolete
Page1 of 3
form H UD-5369-A (11/92)
(b) The bidder, by signing its bid, hereby certifies to the best of his
or her knowledge and belief as of December 23, 1989 that:
(1) No 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
on his or her behalf in connection with the awarding of a contract
resulting from this solicitation;
(2) If any funds other than Federal appropriated funds (includ-
ing profit or fee received under a covered Federal transaction) 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 on his or her behalf in connection with this
solicitation, the bidder shall complete and submit, with its bid, OMB
standard form LLL, "Disclosure of Lobbying Activities;" and
(3) He or she will include the language of this certification in all
subcontracts at any tier and require that all recipients of subcontract
awards in excess of $100,000 shall certify and disclose accordingly.
(c) Submission of this certification and disclosure is a prerequisite
for making or entering into this contract imposed by section 1352,
title 31, United States Code. Any person who makes an expenditure
prohibited under this provision or who fails to file or amend the
disclosure form to be filed or amended by this provision, shall be
subject to a civil penalty of not less than $10,000, and not more than
$100,000, for each such failure.
(d) Indian tribes (except those chartered by States) and Indian
organizations as defined in section 4 of the Indian Self-Determina-
tion and Education Assistance Act (25 U.S.C 450B) are exempt
from the requirements of this provision.
4. Organizational Conflicts of Interest Certification
The bidder certifies that to the best of its knowledge and belief and
except as otherwise disclosed, he or she does not have any
organizational conflict of interest which is defined as a situation in
which the nature of work to be performed under this proposed
contract and the bidder's organizational, financial, contractual, or
other interests may, without some restriction on future activities:
(a) Result in an unfair competitive advantage to the bidder; or,
(b) Impair the bidder's objectivity in performing the contract work.
[ ] In the absence of any actual orapparent conflict, I hereby certify
that to the best of my knowledge and belief, no actual or apparent
conflict of interest exists with regard to my possible performance of
this procurement.
5. Bidder's Certification of Eligibility
(a) By the submission of this bid, the bidder certifies that to the best
of its knowledge and belief, neither it, nor any person or firm which
has an interest in the bidder's firm, nor any of the bidder's subcon-
tractors, is ineligible to:
(1) Be awarded contracts by any agency of the United States
Government, HUD, or the State in which this contract is to be
performed; or,
(2) Participate in HUD programs pursuant to 24 CFR Part 24.
(b) The certification in paragraph (a) above is a material represen-
tation of fact upon which reliance was placed when making award.
If it is later determined that the bidder knowingly rendered an
erroneous certification, the contract may be terminated for default,
and the bidder may be debarred or suspended from participation in
HUD programs and other Federal contract programs.
6. Minimum Bid Acceptance Period
(a) "Acceptance period," as used in this provision, means the
number of calendar days available to the PHA/IHA for awarding a
contract from the date specified in this solicitation for receipt of bids.
(b) This provision supersedes any language pertaining to the
acceptance period that may appear elsewhere in this solicitation.
(c) The PHA/IHA requires a minimum acceptance period of
[Contracting Officer insert time period] calendar days.
(d) In the space provided immediately below, bidders may specify
a longer acceptance period than the PHA's/IHA's minimum require-
ment. The bidder allows the following acceptance period:
calendar days.
(e) A bid allowing less than the PHA's/IHA's minimum acceptance
period will be rejected.
(f) The bidder agrees to execute all that it has undertaken to do, in
compliance with its bid, if that bid is accepted in writing within (1) the
acceptance period stated in paragraph (c) above or (2) any longer
acceptance period stated in paragraph (d) above.
7. Small, Minority, Women-Owned Business Concern
Representation
The bidder represents and certifies as part of its bid/offer that it --
(a) [ ] is, [ ] is not a small business concern. "Small business
concern,"' as used in this provision, means a concern, including its
affiliates, that is independently owned and operated, not dominant
in the field of operation in which it is bidding, and qualified as a small
business under the criteria and size standards in 13 CFR 121.
(b) [ ] is, [ ] is not a women-owned business enterprise. "Women-
owned business enterprise," as used in this provision, means a
business that is at least 51 percent owned by a woman or women
who are U.S. citizens and who also control and operate the business.
(c) [ ] is, [ ] is not a minority business enterprise. "Minority
business enterprise," as used in this provision, means a business
which is at least 51 percent owned or controlled by one or more
minority group members or, in the case of a publicly owned business,
at least 51 percent of its voting stock is owned by one or more
minority group members, and whose management and daily opera-
tions are controlled by one or more such individuals. For the purpose
of this definition, minority group members are:
(Check the block applicable to you)
[ ] Black Americans [ ] Asian Pacific Americans
[ ] Hispanic Americans [ ] Asian Indian Americans
[ ] Native Americans [ ] Hasidic Jewish Americans
8. Indian-Owned Economic Enterprise and Indian
Organization Representation (applicable only if this
solicitation is for a contract to be performed on a project for an
Indian Housing Authority)
The bidder represents and certifies that it:
(a) [ ] is, [ ] is not an Indian-owned economic enterprise.
"Economic enterprise," as used in this provision, means any com-
mercial, industrial, or business activity established or organized for
the purpose of profit, which is at least 51 percent indian owned.
"Indian," as used in this provision, means any person who is a
member of any tribe, band, group, pueblo, or community which is
recognized by the Federal Government as eligible for services from
the Bureau of Indian Affairs and any "Native" as defined in the Alaska
Native Claims Settlement Act.
(b) [ ] is, [ ] is not an Indian organization. "Indian organization,"
as used in this provision, means the governing body of any Indian
tribe or entity established or recognized by such governing body.
Indian "tribe" means any Indian tribe, band, group, pueblo, or
Previous edition is obsolete Page 2 of 3 form HUD-5369-A (11/92)
community including Native villages and Native groups (including
corporations organized by Kenai, Juneau, Sitka, and Kodiak) as
defined in the Alaska Native Claims Settlement Act, which is
recognized by the Federal Government as eligible for services from
the Bureau of Indian Affairs.
9. Certification of Eligibility Under the Davis-Bacon
Act (applicable to construction contracts exceeding $2,000)
(a) By the submission of this bid, the bidder certifies that neither it
nor any person or firm who has an interest in the bidder's firm is a
person or firm ineligible to be awarded contracts by the United States
Government by virtue of section 3(a) of the Davis-Bacon Act or 29
CFR 5.12(a)(1).
(b) No part of the contract resulting from this solicitation shall be
subcontracted to any person or firm ineligible to be awarded
contracts by the United States Government by virtue of section 3(a)
of the Davis-Bacon Act or 29 CFR 5.12(a)(1).
(c) The penalty for making false statements is prescribed in the U.
S. Criminal Code, 18 U.S.C. 1001.
10. Certification of Nonsegregated Facilities (applicable
to contracts exceeding $10,000)
(a) The bidder's attention is called to the clause entitled Equal
Employment Opportunity of the General Conditions of the Con-
tract for Construction.
(b) "Segregated facilities," as used in this provision, means any
waiting rooms, work areas, rest rooms and wash rooms, restaurants
and other eating areas, time clocks, locker rooms and other storage
or dressing areas, parking lots, drinking fountains, recreation or
entertainment areas, transportation, and housing facilities provided
for employees, that are segregated by explicit directive or are in fact
segregated on the basis of race, color, religion, or national origin
because of habit, local custom, or otherwise.
(c) By the submission of this bid, the bidder certifies that it does not
and will not maintain or provide for its employees any segregated
facilities at any of its establishments, and that it does not and will not
permit its employees to perform their services at any location under
its control where segregated facilities are maintained. The bidder
agrees that a breach of this certification is a violation of the Equal
Employment Opportunity clause in the contract.
(d) The bidder further agrees that (except where it has obtained
identical certifications from proposed subcontractors for specific
time periods) prior to entering into subcontracts which exceed
$10,000 and are not exempt from the requirements of the Equal
Employment Opportunity clause, it will:
(1) Obtain identical certifications from the proposed subcon-
tractors;
(2) Retain the certifications in its files; and
(3) Forward the following notice to the proposed subcontrac-
tors (except if the proposed subcontractors have submitted identical
certifications for specific time periods)'
Notice to Prospective Subcontractors of Requirement for
Certifications of Nonsegregated Facilities
A Certification of Nonsegregated Facilities must be submitted before
the award of a subcontract exceeding $10,000 which is not exempt
from the provisions of the Equal Employment Opportunity clause of
the prime contract. The certification may be submitted either for
each subcontract or for all subcontracts during a period (i.e.,
quarterly, semiannually, or annually).
Note: The penalty for making false statements in bids is prescribed
in 18 U.S.C. 1001.
11. Clean Air and Water Certification (applicable to con-
tracts exceeding $100,000)
The bidder certifies that:
(a) Any facility to be used in the performance of this contract [ ]
is, [ ] is not listed on the Environmental Protection Agency List of
Violating Facilities:
(b) The bidder will immediately notify the PHNIHA Contracting
Officer, before award, of the receipt of any communication from the
Administrator, or a designee, of the Environmental Protection
Agency, indicating that any facility that the bidder proposes to use
for the performance of the contract is under consideration to be
listed on the EPA List of Violating Facilities; and,
(c) The bidder will include a certification substantially the same as
this certification, including this paragraph (c), in every nonexempt
subcontract.
12. Previous Participation Certificate (applicable to
construction and equipment contracts exceeding $50,000)
(a) The bidder shall complete and submit with his/her bid the Form
HUD-2530, "Previous Participation Certificate." If the successful
bidder does not submit the certificate with his/her bid, he/she must
submit it within three (3) working days of bid opening. Failure to
submit the certificate by that date may render the bid nonresponsive.
No contract award will be made without a properly executed certifi-
cate.
(b) A fully executed "Previous Participation Certificate"
[ ] is, [ ] is not included with the bid.
13. Bidder's Signature
The bidder hereby certifies that the information contained in these
certifications and representations is accurate, complete, and
current.
(Signature and Date)
(Typed or Printed Name)
(Title)
(Company Name)
(Company Address)
Previous edition is obsolete Page 3 of 3 form HUD-5369-A (11/92)
U.S. Department of Housing
and Urban Development
Office of Public and Indian Housing
OMB Approval No. 2577-0015 (exp.09/30/2005)
Contract Provisions Required by Federal Law
or Owner Contract with the
U.S, Department of Housing and Urban Development
Previous editions are o0solete ,
form HUD-51915-A (9/98)
ref. Handbooks 7417.1, 7450.1 & 7460.8
Contract Provisions Required by
Federal Law or Owner Contract
with the U.S. Department of
Housing and Urban Development
U, S. Department of Housing
and Urban Development
Office o[ Public and Indian Housing
OMB Approval No. 2577-0015
(exp.3/31/2002)
Public reporting burden [or this collection ol information is estimated to average 3 hours per response, including the time for reviewing instructions, searching
existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. This agency may not conduct
Or sponsor, and a person is not required to respond to, a collection of in[ormation unless that collecton displays a valid OMB control number.
These contracts between a HUD grantee (housing agency (HA)) and an arct~itect/engineer (A/E) for design and construction services do not require either
party to submit any materials to HUD. The forms provide a contractual agreement for the services to be provided by the A/E and establishes responsibilities
of both parties pursuant to the contract. The regulatory authority is 24 CFR 85.36. These contractual agreements are required by Federal lawor regulation
pursuant to 24. CFR Part 85.36. Signing of the contracts is required to obtain or retain benefits. The contracts do not lend themselves to confidentiality.
1.0 Contract Provisions Required by Federal Law or Owner Contract
with the U.S. Department of Housing and Urban Development (HUD).
1.I Contract Adjustments. Notwithstanding any other term or
condition of this Agreement, any settlement or equitable adjust-
ment due to termination, suspension or delays by the Owner shall
be negotiated based on the cost principles stated at 48 CFR
Subpart 31.2 and conform to the Contract pricing provisions of 24
CFR 85.36 (0.
1.2 Additional Services. The Owner shall perform a cost or
price analysis as required by 24 CFR 85.36 (F) prior to the
issuance of a contract modification/amendment for Additional
Services. Such Additional Services shall be within the general
scope of sen'ices covered by this Agreement. The Design Profes-
sional shall provide supporting cost information in sufficient detail
to permit the Owner to perform the required cost or price analysis.
1.3 Restrictive Drawings and Specifications. In accordance with
24. CFR 85.36(c)(3)(i) and contract agreements between the Owner
and HUD, the Design Professional shall not require the use of
materials, products, or services that unduly restrict competition.
1.4 Design Certification. Where the Owner is required by
federal regulations to provide HUD a Design Professional certi-
fication regarding the design of the Projects (24 CFR 968.235),
the Design Professional shall provide such a certification to the
Owner.
1.5 Retention and Inspection of Records. Pursuant to 24 CFR
85.26(i)(10) and (11), access shatl be given by the Design Profes-
sional to the Owner, HUD, the Comptroller General of the United
States, or any of their duly authorized representatives, to any
books, documents, papers, and records of the Design Professional
which are direcdy pertinent to that specific Contract for the
purpose of making an audit, examination, excerpts, and transcrip-
tions. All required records shall be retained for three years after
the Owner or Design Professional and other subgrantees make
final payments and all other pending matters are closed.
1.6 Copyrights and Rights in Data. HUD has no regulations
pertaining to copyrights or rights in data as provided in 24 CFR
85.36. HUD requirements, Article 45 of the General Conditions
to the Contract for Construction (form HUD-5370) requires that
contractors pay all royalties and .license fees. All drawings and
specifications prepared by the'Design Professional pursuant to
this contract will identify any applicable patents to enable the
general contractor to fulfil the requirements of the construction
contract.
1.7 Conflicts of Interest. Based in part on federal regulations
(24 CFR 85.36(b)) and Contract agreement between the Owner
and HUD, no employee, officer, or agent of the Owner (HUD
grantee) shall participate in selection, or in the award or admin-
istrat'ion cfa contract supported by Federal funds ifa conflict of
interest, real or apparent, would be involved.
Such a conflict would arise when:
(i) The employee, officer or agent,
(ii) Any member of his or her immediate family,
(iii) His or her partner, or
(iv) An organization that employs, or is about to employ,
any of the above, has a financial or other interest in the firm
selected for award. The grantee's or.subgrantee's officers,
employees or agents will neither solicit nor accept gratuities,
favors or anything of monetary value from Contractors, or parties
to sub-agreements. Grantees and subgrantees may set minimum
rules where the financial interest is not substantial orthe gift is an
unsolicited item of nominal intrinsic value. To the extent permit-
ted by State or local law or regulations, such standards or conduct
will provide for penalties, sanctions, or other disciplinary actions
for violations of such standards by the grantee's and subgrantee's
officers, employees, or agents or by Contractors or their agents.
The awarding agency may in regulation provide additional prohi-
bitions relative to real, apparent, or potential conflicts of interest.
Neither the Owner nor any of its contractors or their subcontractors
shall enter into any Contract, subcontract, or agreement, in connec-
tion with any Project or any property included or planned to be
included in any Project, in which any member, officer, or employee
of the Owner, or any member of the governing body of the locality
in which the Project is situated, or any member of the governing body
of the locality in which the Owner was activated, or in any other
public official of such locality or localities who exercises any
responsibilities or functions with respect to the Project during his/her
tenure or for one year thereafter has any interest, direct or indirect.
If any such present or former member, officer, or employee of the
Owner, or any such governing body member or such other public
official of such locality or localities involuntarily acquires or had
acquired prior to the beginning of his/her tenure any such interest,
and if such interest is immediately disclosed to the Owner and such
disclosure is entered upon the minutes of the Owner, the Owner, with
the prior approval of the Government, may waive the prohibition
contained in this subsection: Provided, That any such present
member, officer, or employee of the Owner shall not participate in
any action by the Owner relating to such contract, subcontract, or
arrangement.
form HUD-51915-A (9i98)
Previous editions are obsolete Page 1 of 3
ref. Handbooks 7417.1, 7450.1 & 7460.8
No member, officer, or employee of the Owner, no member of the
governing body of'the locality in which the project is situated, no
member of the governing body of the locality in which the Owner
was activated, and no other public official of such locality or
localities who exercises any functions or responsibilities with
respect to the project, during his;her tenure or for one year
thereafter, shall have any interest, direct or indirect, in this
contract or the proceeds thereof.
I.$ Disputes. In part because of HUD regulations (2-3 CFR
85.36(i)(I)), this Design Professional Agreement, unless it is a
small purchase contract, has administrative, contractual, or legal
remedies for instances where the Design Professional violates or
breaches Agreement terms, and provide for such sanctions and
penalties as may be appropriate.
1.9 Termination. In part because of HUD regulations (24. CFR
85.36(i)(2}), this Design Professional Agreement, unless it is for
an amount orS10,000 or less, has requirements regarding termi-
nation by the Owner when for cause or convenience. These
include the manner by which the termination will be effected and
basis for settlement.
1.10 Interest of Members of Congress. Because of Contract
agreement between the Owner and HUD, no member of or
delegate to the Congress of the United States of America or
Resident Commissioner shall be admitted to any share or part of
this Contract or to any benefit to arise from it.
I. [ 1 Limitation of Payments to Influence Certain Federal Trans-
action. The Limitation on Use of Appropriated Funds to Influ-
ence Certain Federal Contracting and Financial Transactions Act,
Section 1352 of Title 31 U.S.C., provides in part that no appropri-
ated funds may be expended by recipient of a federal contract,
grant, loan, or cooperative agreement to pay any person, includ-
ing the Design Professional, for influencing or attempting to
influence an officer or employee of Congress in connection with
any of the following covered Federal actions: 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 modifi-
cation of any federal contract, grant, loan, or cooperative agree-
ment.
1.12 Employment, Training, and Contracting Opportunities for
Low-Income Persons, Section 3 of the Housing and Urban Devel-
opment Act of 1968.
A. The work to be performed under this contract is subject to the
requirements of section 3 of the Housing and Urban Development
Act of 1968, as amended, 12 U.S.C. 170lu (section 3). The
purpose of section 3 is to ensure that employment and other
economic opportunities generated by HUD assistance or HUD-
assisted projects covered by section 3, shall, to the greatest extent
feasible, be directed to low- and very low-income persons, par-
ticularly persons who are recipients of HUD assistance for hous-
ing. ..
B. The parties to this contract agree to comply with HUD's
regulations in 24 CFR part 135, which implement section 3. As
evidenced by their execution of this contract, the parties to this
contract certify that they are under no contractual or other im-
pediment that would prevent them from complying with the
part 135 regulations.
C. The contractor agrees to send to each labor organization or
representative of workers with which the contractor has a collec-
tive bargaining agreement or other understanding, if any, a notice
advising the labor organization or workers' representative of the
contractor's commitments under this section 3 clause, and will
post copies of the notice in conspicuous places at the work site
where both employees and applicants for training and employ-
ment positions can see the notice. The notice shall describe the
section 3 preference, shall set forth minimum number and job
titles subject to hire, availability of apprenticeship and training
posi'tions, the qualifications for each; and the name and location
of the person(s) taking applications for each of the positions; and
the anticipated date the work shall begin.
D. The contractor agrees to include this section 3 clause in every
subcontract subject to compliance with regulations in 24 CFR
part 135, and agrees to take appropriate action, as provided in an
applicable provision of the subcontract or in this section 3 clause,
upon a finding that the subcontractor is in violation of the
regulations in 24 CFR part 135. The contractor will not subcon-
tract with any subcontractor where the i:ontractor has notice or
knowledge that the subcontractor has been found in violation of
the regulations in 24 CFR part 135.
E. The contractor will certify that any vacant employment
positions, including training positions, that are filled (I) after the
contractor is selected but before the contract is executed, and (2)
with persons other than those to whom the regulations of 24 CFR
part 135 require employment opportunities to be directed, were
not filled to circumvent the contractor's obligations under 24
CFR part 135.
F. Noncompliance with HUD's regulations in 24 CFR part 135 may
result in sanctions, termination of this contract for default, and
debarment or suspension from future HUD assisted contracts.
G. Reserved.
H. Reserved.
1.13 Reserved.
1.14 Clean Air and Water. (Applicable to contracts in excess of
$100,000). Because of 24 CFR 85.360)(12) and federal law, the
Design Professional shall comply with applicable standards,
orders, or requirements issued under section 306 of the Clean Air
Act (42 U.S.C. § 1857h-4 transferred to 42 USC § 7607, section
508 of the Clean Water Act (33 U.S.C. § 1368), Executive Order
11738, and Environmental Protection Agency regulations (40
CFR part 15), on all contracts, subcontracts, and subgrants of
amounts in excess of $100,000.
form HUD-51915-A (9/98)
Previous editions are obsolete
Page 2 o~' 3
ref. Handbooks 7417.1, 7450.1 & 7460.8
1.15 Energy Efficiency. Pursuant to Federal regulations (24
C.F.R 85.36(i)(13)) and Federal law, except when working on an
Indian housing authority Project on an Indian reservation, the
Design Professional shall comply with the mandatory standards
and policies relating to energy efficiency which are contained in
the state energy conservation plan issued in compliance with the
Energy Policy and Conservation Act (Pub. L. 94-163 codified at
42 U.$.C.A. ~ 6321 et. seq.}.
1.16 Prevailing Wages. In accordance with Section 12 of the
U.S. Housing Act of 1937 (42 U.S.C. 1437j) the Design Profes-
sional shall pay not less than the wages prevailing in the locality,
as determined by or adopted (subsequent to a determination under
applicable State or local law) by the Secretary of HUD, to all
architects, technical engineers, draftsmen, and technicians.
1.17 Non-applicability of Fair Housing Requirements in Indian
Housing Authority Contracts. Pursuant to 24 CFR section
905.115(b) title VI of the Civil Rights Act of 1964 (42 U.S.C.
2000d-2000d-4), which prohibits discrimination on the basis of
race, color or national origin in federally assisted programs, and
the Fair Housing Act (42 U.S.C. 3601-3620), which prohibits
discrimination based on race, color, religion, sex, national origin,
handicap, or familial status in the sale or rental of housing do not
apply to Indian Housing Authorities established by exercise of a
Tribe's powers of self-government.
1.18 Prohibition Against Liens. The Design professional is Prohib-
ited from placing a lien on the Owner's property. This prohibition
shall be placed in all design professional subcontracts.
Prewous editions are oDsoJete
Page 3 of 3
form HUD-51915-A {9/98)
ref. Handbooks 7417.1, 7450.1 & 7460.8
A cl c1 + C 17 't 2...
FIRST AMENDMENT
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
WHEREAS, on February 1,2004, Walker ElderCare Services, Inc. ("Contractor") and
the Columbia Heights Housing and Redevelopment Authority ("Owner") entered into a
Management and Maintenance Services Agreement ("Agreement") for providing management
and administrative services for Parkview Villa North and South located at 965 - 40th Avenue
NE, Columbia Heights, Milmesota; and
WHEREAS, pursuant to paragraph B2 of said Agreement any changes, including any
increase or decrease in the amount of Contractor compensation, shall be mutually agreed upon
by and between the Owner and Contractor and shall be incorporated into the Agreement by
written amendment; and
WHEREAS, Owner and Contractor desire to amend certain terms and conditions of said
Agreement, as evidenced by this written amendment.
NOW, THEREFORE, the parties hereto agree to amend said Agreement as set f01ih
below.
Paragraph "c. Fees" currently reads as follows:
C. Fees. Contractor shall be paid by Owner $14,091.75 per month at
Parkview Villa N01ih and South. Effective January 1,2005 and January 1,2006,
this monthly fee shall be increased by the consumer price index for all urban
consumers fur the Minneapolis/St. Paul area as defined by the U.S. Department of
Labor, Bureau of Labor Statistics.
Paragraph "C. Fees" shall hereby be amended to read as follows:
C. Fees.
1. Operational Fees. Contractor shall be paid by Owner $14,091.75
per month for the costs and expenses of operating Parkview Villa
North and South. Effective January 1,2005 and January 1,2006,
this monthly fee shall be increased by the consumer price index for
all urban consumers for the Minneapolis/St. Paul area as defined
by the U.S. Department of Labor, Bureau of Labor Statistics.
2. Management Fees.
a. Effective February 1,2006, Contractor shall be paid by Owner a
management fee of $16.75 per unit at Parkview Villa North.
b. Effective February 1,2006, Contractor shall be paid by Owner
a management fee of $24.30 per unit at Parkview Villa South.
c. Any reduction in Contractor's total identified operating cost of
$169,311 shall be approved by Owner, with the amount of any
approved reduction being subtracted proportionately from the
above-referenced management fees.
All other terms and conditions of said Agreement shall remain unchanged and in full force and
effect as originally agreed to.
WALKER ELDERCARE
SERVICES, INC.
COLUMBIA HEIGHTS HOUSING AND
REDEVELOPMENT AUTHORITY
By:
Its:
Date:
~o~~
C;:ki~;;~2fj;.or f'. jJ .
~ }2L
By: .I 4M/l~/ 2q 'rL.
Its: T ammera Di eh.m, Cha i r
Date: S II / d ("
I
By:
Its:
Date:
W altei R. Fehst
Executive Director
::;// /ob
~ ...
325106 1
2
SECOND AMENDMENT
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
WHEREAS, on February 1,2004, Walker ElderCare Services, Inc. ("Contractor") and
the Columbia Heights Housing and Redevelopment Authority ("Owner") entered into a
Management and Maintenance Services Agreement ("Agreement") for providing management
and administrative services for Parkview Villa North and South located at 965 - 40th Avenue
NE, Columbia Heights, Minnesota; and
WHEREAS, pursuant to paragraph B2 of said Agreement any changes shall be mutually
agreed upon by and between the Owner and Contractor and shall be incorporated into the
Agreement by written amendment; and
WHEREAS, Owner and Contractor desire to extend the tenn of said Agreement, as
evidenced by this written amendment.
NOVl, THEREFORE, the parties hereto agree to amend said Agreement as set forth
below.
Paragraph "B.l.a Terms of Agreement" currently reads as follows:
The term of this Agreement shall be for three years beginning on the effective
date and continue in effect until 31 January 2007, unless terminated earlier
pursuant to Sections b. and/or c. below.
Paragraph "B.l.a Terms of Agreement" shall hereby be modified to read as follows:
The term of this Agreement shall be for three years beginning on the effective
date and continue in effect until 31 January 2007, unless terminated earlier
pursuant to Sections b. and/or c. below. Thereafter, unless terminated earlier, the
term of this Agreement shall be extended for a period of one (1) year begimling
on February 1, 2007 and continuing in effect until January 31, 2008.
All other terms and conditions of said Agreement shall remain in full force and effect as
previously agreed between the parties.
WALKER ELDERCARE
SERVICES, INC.
By: d -~
Its: ~~cer '- I/;S--
7/3Ift{b
I
COLUMBIA HEIGHTS HOUSING AND
REDEVELOPMENT AUTHORITY
Date:
By:
By:
Its:
Date:
332608
THIRD AMENDMENT
MANAGEMENT AND MAINTENANCE SERVICES AGREEMENT
WHEREAS, on February 1, 2004, Walker ElderCare Services, Inc. ("Contractor") and
Columbia Heights Housing and Redevelopment Authority ("Owner") entered into a Management
and Maintenance Services Agreement ("Agreement") for providing management and
administrative services for Parkview Villa North and South located at 965 40th Avenue NE,
Columbia Heights, Minnesota; and
WHEREAS, pursuant to Paragraphs B(2) and M of said Agreement, any changes in the
scope of the services to be perfom1ed by the Contractor, shall be mutually agreed upon by and
between the Owner and Contractor and shall be incorporated into the Agreement by written
amendment; and
WHEREAS, the Owner and Contractor have subsequently amended the Agreement by
executing the First and Second Amendment Management and Maintenance Services Agreement
("First Amendment" and "Second Amendment", respectfully); and
WHEREAS, the Owner and Contractor desire to add additional tenns and conditions to
said Agreement, as evidenced by this written amendment.
NOW, THEREFORE, the parties hereto agree to amend said Agreement retroactively
from the effective date of said Agreement as set f01ih below.
1) Section B(8) or the Agreement shaH be replaced with the foHowing:
8. Subcontracting. None of the services covered by tIllS Agreement shall be
subcontracted without the prior written consent of the Owner. Prior to seeking
consent for a subcontractor to perform services under this Agreement; Contractor
shall continn and certifY to Owner that the proposed subcontractor is not on the
Excluded Parties List System maintained by the General Services Administration.
Contractor shall be as fully responsible for the Owner for the acts and omissions
of its subcontractors, and of persons directly employed by them, as it is for the
acts and omissions of persons directly employed by Contractor. Contractor shall
have the right to subrogate and direct or re-direct claims against any
subcontractor. Contractor shall execute a written agreement with each
subcontractor mandating compliance with the labor standard provisions of this
Agreement as well as prohibiting the assiglID1ent of the subcontractor's
obligations to another pariy. Contactor shall also take necessary steps to insure
that the subcontractor is in compliance with the applicable labor standard
provisions, including but not limited to, the payment of the appropriate wage rates
and retention of the appropriate wage records.
2) The following provision shall be added to the "Terms and Conditions" of the
296874vl RAACL160-81
1
Agreement under Section B thereof:
15. Federal Labor Standards. Owner and Contractor shall abide by all provisions of
the applicable Federal labor standards provisions attached hereto as Exhibit A
(General Conditions for Non-Construction Contracts HUD 5370C) and
incorporated herein by reference. Owner is referenced in Exhibit A as either
"Public Housing Agency" or "HA". The maintenance wage rate detel111ination
referenced in Paragraph lea) of Exhibit A is attached hereto as Exhibit B. The
parties shall execute amendments to this Agreement each year when the
Maintenance Wage Rate Detennination is updated by the United States
Department of Housing and Urban Development ("HOD"). Contractor shall
include the foregoing Federal labor standards provisions (Exhibit A) and the
applicable Maintenance Wage Rate Determination (Exhibit B) in each subcontract
executed by Contractor under Section B(8) herein as well as in any contract
executed under Section D(8) herein.
3) Section D(8) of the Agreement shall be replaced with the following:
8. Negotiate (secure proposals in accordance with Owner Procurement Policy and
Minnesota law) and execute on behalf of the Owner, any contracts up to
$2,000.00 for services, materials and supplies, which are included in the approved
Operating Budget for either Parkview Villa North or South. With respect to
purchases or contracts for services, material or supplies exceeding $2,000.00 or
for purchases or contracts not included in the Operating Budget, Contractor shall
negotiate (secure proposals in accordance with Owner Procurement Policy and
l\1f;,~,~""C'^h lcmr\ "mil ell hn,it tA thp nUrnpl" fAr \xn"ittPl1 >tl1nr()v>tl >tnil p,xp,r,ution of the
.LV.1..l.L.Ll...lVUVt." ~,"l"J '-"..L..L...... U\A.V..L..L.I....I........_ .....L..._ '-" ....L..L_..... .............L T........._.._........ --rr--' --- -.----~. -~ ~
contract or purchase order. For contracts or purchase order exceeding $2,000.00
but less than $15,000.00, HRA approval and execution of the contract or purchase
order may be provided by the Executive Director of the HRA. Any contracts or
purchase orders exceeding $15,000.00 must be taken before the HRA Board for
approval and execution of the contract or purchase order.
Contractor shall not execute any contract or propose any contract for approval by
the Owner that involves a party named on the Excluded Parties List System
maintained by the General Services Administration. All purchases and contracts
shall be in the name of the Columbia Heights Housing and Redevelopment
Authority and shall include any and all contract provisions required by State or
Federal law, including but not limited to the fair labor standard provisions
outlined in Section B(15) herein.
If any provisions of the Agreement, First Amendment, Second Amendment or this Third
Amendment are inconsistent, the ternlS set forth in this Third Amendment shall govern. All
other covenants, terms and conditions of the Agreement as amended shall remain unchanged and
in full force and effect as originally agreed.
296874vl RAA CLl60-81
2
WALKER ELDERCARE SERVICES,
INC.
By:
Its:
Date:
296874vl RAACLl60-81
By:
Its:
Date:
3
U.S. Department of Housing and Urban
Development
Office of Public and Indian Housing
Office of Labor Relations
OMS Approval No. 2577-0157 (exp. 11/30/2008)
Public ~eportin~ Burden for this collecti?n of infom:ati~n. is estimated to average 0.08 hours per response, including the time for reviewing instructions,
searching eXlstln~ data.sources, gat~enng and maintaining the data needed, and completing and reviewing the collection of information. Send
comments regardmg this burden estimate or any other.a~pect of this collection of information, including suggestions for reducing this burden, to the
Reports Ma~agement Officer, Office of Information Policies and Systems, U.S. Department of Housing and Urban Development, Washington, D.C.
20410-3600, and to .the Office of Management and Budget, Paperwork Reduction Project (2577-0180), Washington, D.C. 20503. Do not send this
completed form to either of these addressees.
General Conditions for Non-Construction
Contracts
Section II - 0Nith Maintenance Work)
Applicability. This form HUD-5370C has 2 Sections. These
Sections must be Inserted Into non-construction contracts as
described below:
1) Non-construction contracts (without maintenance) greater
than $100,000 - use Section I; .
2) Maintenance contracts (including nonroutine maintenance
as defined at 24 CFR 968.105) greater than $2,000 but not
more than $100,000. use Section Ii; and
3) Maintenance contracts (including nonroutine maintenance),
greater than $100,000 - use Sections I and II.
====================================================
Section II - Labor Standards Provisions for all Maintenance
Contracts greater than $2,000
====================================================
1. Minimum Wages
(a) All maintenance laborers and mechanics employed under
this Contract in the operation of the project(s) shall be paid
u~conditionally and not less often than semi-monthly, and
without subsequent deduction (except as otherwise
provided by law or regulations), the full amount of wages
due at time of payment computed at rates not less than
those c~ntained in the wage determination of the Secretary
of HOUSing and Urban Development which is attached
hereto and made a part hereof. Such laborers and
mech,mic.$ shall be paid the appropriate wage rate on the
wage determination for the classification of work actually
performed, without regard to skill. Laborers or mechanics
performing work in more than one classification may be
compensated at the rate specified for each classification
for the time actually worked therein; provided, that the
employer's payroll records accurately set forth the time
spent in each classification in which work is performed.
The wage determination, including any additional
classifications and wage rates approved by HUD under
subparagraph 1 (b), shall be posted at all times by the
Contractor and its subcontractors at the site of the work in
a prominent and accessible place where it can be easily
seen by the workers.
(b) (i) Any class of laborers or mechanics which Is not listed in
the wage determination and which is to be employed under
the Contract shall be classified in conformance with the
wage determination. HUD shall approve an additional
classification and wage rate only when the fOllowing criteria
have been met:
(1) The work to be performed by the classification
required is not performed by a classification in the
wage determination;
(2) The classification is utilized in the area by the
industry; and
(3) The proposed wage rate bears a reasonable
relationship to the wage rates contained in the
wage determination.
(Ii) The wage rate determined pursuant to this
paragraph shall be paid to all workers performing work
2.
in the classification under this Contract from the first
day on which work is performed in the classification.
Withholding of funds
The Contracting Officer, upon his/her own action or upon
request of HUD, shall withhold or cause to be withheld from the
Contractor under this Contract or any other contract subject to
HUD-determined wage rates, with the same prime Contractor,
so much of the accrued payments or advances as may be
considered necessary to pay laborers and mechanics employed
by the Contractor or any subcontractor the full amount of wages
required by this clause. I n the event of failure to pay any
laborer or mechanic employed under this Contract all or part of
the wages required under this Contract, the Contracting Offiqer
or HUD may, after written notice to the Contractor take such
action as may be necessary to cause the suspens'ion of any
further payment or advance untit such violations have ceased.
The Public Housing Agency or HUD may, after written notice to
the Contractor, disburse such amounts withheld for and on
account of the Contractor or subcontractor to the respective
employees to whom they are due.
3. Records
(a) The Contractor and each subcontractor shall make and
maintain for three (3) years from the completion of the work
records containing the foHo'vving for each laborer and
mechanic:
(i) Name, address and Social Security Number;
(Ii) Correct work classification or classifications;
(iii) Hourly rate or rates of monetary wages paid;
(iv) Rate or rates of any fringe benefits provided;
(v) Number of daily and weekly hours worked;
(vi) Gross wages earned;
(vii) Any deductions made; and
(viii) Actual wages paid.
(b) The Contractor and each subcontractor shall make the
records required under paragraph 3(a) available for
inspection, copying, or transcription by authorized
representatives of HUD or the HA and shall permit such
representatives to interview employees during working
hours on the job. If the Contractor or any subcontractor
falls to make the required records available, HUD or its
designee may, after written notice to the Contractor, take
such action as may be necessary to cause the suspension
of any further payment, advance or guarantee of funds.
4. Apprentices and Trainees
(a) Apprentices and trainees will be permitted to work at less
than the predetermined rate for the work they perform
when they are employed pursuant to and individually
registered in:
(i) A bona fide apprenticeship program registered
with the U.S. Department of Labor, Employment
and Training Administration (ETA), Office of
Section II - Page 1 of 3
form HUD-5370-C (05/2006)
Apprenticeship Training, Employer and Labor
Services (OATELS), or with a state apprenticeship
agency recognized by OATELS, or if a person is
employed in his/her first 90 days of probationary
employment as an apprentice in such an
apprenticeship program, who is not individually
registered in the program, but who has been
certified by OA TELS or a state apprenticeship
agency (where appropriate) to be eligible for
probationary employment as an apprentice;
(ii) A trainee program which has received prior.
approval, evidenced by formal certificCltion by the
U.S. Department of Labor, ETA; or
(iii) A training/trainee program that has received prior
approval by HUD.
(b) Each apprentice or trainee must be paid at not less than
the rate specified in the registered or approved program for
the apprentice's/trainee's level of progress, expressed as a
percentage of the journeyman hourly rate specified in the
applicable wage determination. Apprentices and trainees
shall be paid fringe benefits In accordance with the
provisions of the registered or approved program. If the
program does not specify fringe benefits,
apprentices/trainees must be paid the full amount of fringe
benefits listed on the wage determination for the applicable
classification.
(c) The allowable ratio of apprentices or trainees to
journeyman on the job site in any craft classification shall
not be greater than the ratio permitted to the employer as
to the entire work force under the approved program.
(d) Any worker employed at an apprentice or trainee wage rate
who is not registered in an approved program, and any
apprentice or trainee performing work on the job site in
excess of the ratio permitted under the approved program,
shall be paid not less than the applicable wage rate on the
wage determination for the classification of work actually
performed.
(e) In the event OATELS, a state apprenticeship agency
recognized by OATELS or ETA, or HUD, withdraws,
approval of an apprenticeship or trainee program, the
employer will no longer be permitted to utilize
apprentices/trainees at less than the applicable
predetermined rate for the work performed until an
acceptable program is approved.
5. Disputes concerning labor standards
(a) Disputes arising out of the labor standards prOVisions
contained in Section II of this form HUD-5370C, other than
those in Paragraph 6, shall be subject to the following
procedures. Disputes within the meaning of this paragraph
include disputes between the Contractor (or any of its
subcontractors) and the HA, or HUD, or the employees or
their representatives, concerning payment of prevailing
wage rates or proper classification. The procedures in this
section may be initiated upon HUD's own motion, upon
referral of the HA, or upon request of the Contractor or
subcontractor(s).
(I) A Contractor and/or subcontractor or other
interested party desiring reconsideration of
findings of violation by the HA or HUD relating to
the payment of straight-time prevailiog wages or
classification of work shall request such
reconsideration by letter postmarked within 30
calendar days of the date of notice of findings
Issued by the HA or HUD. The request shall set
forth those findings that are in dispute and the
reasons, inclUding any affirmative defenses, with
respect to the violations. The request shall be
directed to the appropriate HA or HUD official in.
accordance with instructions contained in the.
notice of findings or, if the notice does not specify
to whom a request should be made, to the
Regional Labor Relations Officer (HUD).
(Ii) The HA or HUD official shall, within 60 days
(unless otherwise indicated in the notice of
findings) after receipt of a timely request for
reconsideration, issue a written decision on the
findings of violation. The written decision on
reconsideration shall contain instructions that any
appeal of the decision shall be addressed to the
Regional Labor Relations Officer by letter
postmarked within 30 calendar days after the date
of the decision. In the event that the Regional
Labor Relations Officer was the deciding official
on reconsideration, the appeal shall be directed to
the Director, Office of Labor Relations (HUD). Any
appeal must set forth the aspects of the decision
that are in dispute and the reasons, including any
affirmative defenses, with respect to the violations.
(iii) The Regional Labor Relations Officer shall,
within 60 days (unless otherwise indicated in the
decision on reconsideration) after receipt of a
timely appeal, issue a written decision on the
findings. A decision of the Regional Labor
Relations Officer may be appealed to the Director,
Office of Labor Relations, by letter postmarked
within 30 days of the Regional Labor Relations
Officer's decision. Any appeal to the Director
must set forth the aspects of the prior decision(s)
that are in dispute and the reasons. The decision
of the Director, Office of Labor Relations, shall be
r.__i
IUteU.
(b) Disputes arising out of the labor standards provisions of
paragraph 6 shall not be subject to paragraph 5(a) of this
form HUD-5370C. Such disputes shall be resolved in
accordance with the procedures of the U.S. Department of
Labor set forth in 29 CFR Parts 5, 6 and 7. Disputes within
the meaning of this paragraph 5(b) include disputes
between the Contractor (or any of its subcontractors) and
the HA, HUD, the U.S. Department of Labor, or the
employees or their representatives.
6. Contract Work Hours and Safety Standards Act
The prOVisions of this paragraph 6 are applicable only where
the amount of the prime contract exceeds $100,000. As used in
this paragraph, the terms "laborers" and "mechanics" includes
watchmen and guards.
(a) Overtime requirements. No Contractor or subcontractor
contracting for any part of the Contract work which may
require or involve the employment of laborers or
mechanics shall require or permit any such laborer or
mechanic in any workweek In which he or she is employed
on such work to work in excess of 40 hours in such
workweek unless such laborer or mechanic receives
compensation at a rate not less than one and one-half
times the basic rate of pay for all hours worked in excess of
40 hours in such workweek.
(b) Violation; liability for unpaid wages; liqUidated
damages. In the event of any violatlon of the provisions
set forth in paragraph 6(a), the Contractor and any
Section II - Page 2 of 3
form HUD-5370-C (05/2006)
subcontractor responsible therefor shall be liable for the
unpaid wages. In addition, such Contractor and
subcontractor shall be liable to the United States (in the
case of work done under contract for the District of
Columbia or a territory, to the District or to such territory),
for liquidated damages. Such liquidated damages shall be
computed with respect to each individual laborer or
mechanic, including watchmen and guards, employed in
violation of the provisions set forth in paragraph (a) of this
clause, in the sum of $10 for each calendar day on which
such individual was required or permitted to work in excess
of the standard workweek of 40 hours without payment of
the overtime wages required by provisions set forth in
paragraph (a) of this clause.
(c) Withholding for unpaid wages and liquidated
damages. HUD or its designee shall upon its own action
or upon written request of an authorized representative of
the U.S. Department of Labor withhold or cause to be
withheld, from any moneys payable on account of work
performed by the Contractor or subcontractor under any
such Contract or any federal contract with the same prime
Contractor, or any other federally-assisted contract subject
to the Contract Work Hours and Safety Standards Act,
which is held by the same prime Contractor such sums as
may be determined to be necessary to satisfy any liabilities
of such Contractor or subcontractor for unpaid wages and
liquidated damages as provided in the proviSions set forth
in paragraph (b) of this clause.
7. Subcontracts
The Contractor or subcontractor shall insert in any
subcontracts all the proviSions contained in this Section II and
also a clause requiring the subcontractors to include these
provisions in any lower tier subcontracts. The prime Contractor
shall be responsible for the compliance by any subcontractor or
lower tier .subcontractor with all the provislon.s contained in
these clauses.
8. Non-Federal Prevailing Wage Rates
Any prevailing wage rate (including basic hourly rate and any
fringe benefits), determined under state law to be prevailing,
with respect to any employee in any trade or position employed
under the Contract, is inapplicable to the contract and shall not
be enforced against the Contractor or any subcontractor, with
respect to employees engaged under the contract whenever
such non-Federal prevailing wage rate, exclusive of any fringe
benefits, exceeds the applicable wage rate determined by the
Secretary of HUD to be prevailing in the locality with respect 10
such trade or position.
Section II - Page 3 of 3
fonn HUD-5370-C (05/2006)
Exhibit B
Maintenance Wage Rate Determination -- HUD 52158
2961l74vl RAA CL160.81
Maintenance Wage Rate
Determination
I\lame:
Columbia Heights HRA
Page 1 of 2
U.S. Department of Housing and
Urban Development
Office of Labor Relations
I LR 2000 Agency 10 1\10:
MN028A
Effective Date:
January 1, 2006
Routine Maintenance
o Nonroutine Maintenance
Expiration Date:
December 31,2006
The following wage rate determination is made pursuant to Section 12(a) of the U.S. Housing Act of 1937, as amended, (public housing
agencies), or pursuant to Section 104(b) of the Native American Housing Assistance and Self-determination Act of 1996, as amended, (Indian
housing agencies). The agency and its contractors may pay to maintenance laborers and mechanics no less than the wage rate(s) indicated for
the~type of work ~hJ :ct,ua~rm.
f..) . cI~{~mor Relations S
H 0 La or Relations
(Name, Title, Signature)
WORK CLASSIFICATlON(S)
Maintenance Worker
Caretaker
Maintenance Painter
Maintenance Electrician
Maintenance Carpenter
lVIalntenance Piumber
Lawn Care
Snow Removal
Window Washing
Elevator Maintenance
Sprinkler Fitter
PREVIOUS EDITION IS OBSOLETE
__7~lfLfl(;L---
Date
BASIC WAGE
1094 pel- hour
1806 per hour
3160 per hour
21.80 per hour
29.41 per hour
12.34 per hour
12.34 per hour
9.67 per hour
28.40 per hour
29.41 per hour
HOURLY WAGE RATES
FRINGE BENEFIT(S) (if any)
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
o
The agency employee benefit
program has been determined
by HUO to be acceptable for
meeting the prevailing fringe
benefit requirements.
lfi SIaff Initial
LR2000:
log in:
Log out:
Form HUD.52158 (04/2005)
, Effective Date:
Routine Maintenance
Nonroutine Maintenance
Maintenance Wage Rate
Determination
U.S. Department of Housing and
Urban Development
Office of Labor Relations
I LR 2000 Agency ID 1\]0:
MN028A
/\gency Name:
Columbia Heights HRA
expiration Date:
Page 2 of 2
January 1, 2006
December 31, 2006
The following wage rate determination is made pursuant to Section 12(a} of the U.S. Housing Act of 1937, as amended, (public housing
agencies), or pursuant to Section 104(b} of the Native American Housing Assistance and Self-determination Act of 1996, as amended, (Indian
housing agencies). The agency and its contractors may pay to maintenance laborers and mechanics no less than tile wage rate(s} indicated for
t~/.pe ,<?f work they actu,:"Y peliorm.
J, da2I~~.6~lations Specialist I~ lOr O~_
~. 0 Labor Relati~~.--._-_._-- Date
(Name, Title, Signature)
HOURLY WAGE RATES
WORK CLASSIFICATION(S)
BASIC WAGE
FRINGE BENEFIT(S) (if any)
Heating, Ventilation & Air Conditioning
$21.63 per hour
N/A
Cable/Telephone Repairer
19.62 per hour
N/A
D
The agency employee benefit
program has been determined
by HUD to be acceptable for
meeting the prevailing fringe
benefit requirements.
(HUD Labor Relations: [f
check box and initial
;1J~taff Initial
LY
LR2000:
Log in:
Log out:
PREVIOUS EDIT[ON IS OBSOLETE
Form HUD-5215B (04/2005)