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HomeMy WebLinkAboutNovember 9, 2009, SpecialHOt1SING & REDEVELOPMENT AUTHORITY AGENDA SPECIAL MEETING .~., ~~ ~ ~~.~:Y . ~~~~ '~` ~ _~ ~ ,,,,. :~ ~, PARKVIEW VILLA, COMMUNITY ROOM B, 965 40 AVE., COLUMBIA HEIGHTS, MN 1. Call to Order 2. Roll Call Tammera Diehm, Chair Bruce Nawrocki Bobby Williams, Vice Chair Bruce Keizenberg Dennis Ecklund Jr. Secretary/Treasurer Gary Peterson 3. Pledge of Allegiance BUSINESS ITEMS 4. Consideratian of an extension of CommonBond's Management Contract - Resolution 2009-11 MOTION: Move to waive the reading of Resolution 2009-11, there being ample copies available to the public. MOTION: Move to adopt Resolution 2009-11, extending CornmonBand Housing's Management Contract for two one-year extensions for the management of Parkview Vifla North and South, ending on January 31, 2012 Next Regular HRA meeting date is January 26, 2010 - fentatively COLUMBIA HEIGHTS HOUS(NG AND REDEVE~OPMENT AUTHORITY (HF~A} Special Meeting of: Navember 9, 2009 AGENDA SECTION: Business ftems ORIGINATING EXECUTIVE NO: 4 DEPARTMENT: HRA DIRECTOR AF'PROVAL ITEM: Extensian af CommonBond Contract BY: Scott Clark gY= DATE: November 3, 2009 ~ACKGRt~U1VD: On January 23, 2008 the NRA a~proved a five-year management contract with CommonBond running fram February 1, 2008 and ending on January 31, 2013. This appraval uvas granted based an review and appraval by NUD. In turn, HUD disallowed the five-year term based on an Annuaf Contributions Contract (AGC), signed in 1969, which anly allowed for t~nra-year contracts. Since the intent was ta have CommonBond receive a five- year confiract new wording was added (Section 1.3) ta have a two-year contract with three one- year extensions "at the sale discretion af the Owner." The new contract was appraved by fihe HRA on April 22, 200$ (HRA Iefter attached} with the afarementioned language previousfy approved by HUD. In discussion with the HRA Attorney, he is af the opinian that the HRA has the option af appraving two "r~ne-year e~tensions" and is within the spirit and intent of the P,CC. E~ECp~l~EIV~~TI f~: Staff recommends extension af the ca-~tract based on 1} Spirit and intent ~f the original contract and 2} Excellent performance by fihe subject managemenf agency ~ECOtVtIVIE~[D~~ ~VIC)Tla : MOTION: Move to waive the reading of Reso{ution-2009-11, there being ample copies far the public MOT(O~l: ~ove to Adopt Resalutiar- 2009-11, ~xfiending CammanBond Housing's ~lanagement Cantracf For Two ~ne-Year Ex~ensians far Management af Parkview Vifla ~lorth and South, Ending on January 31, 2012 HRA RESOLUTION 2009-11 EXTENSION OF COMMONBOND HOUSING MANAGEMENT CONTRACT UNTIL JANUARY 31, 2012 FOR MANAGEMENT OF PARKVIEW VILLA NORTH AND SOUTH WHEREAS, on January 23, 2008 the City of Calurnbia Heights's Housing and Redevelopment Authority (HRA) approved a management agreement with CoirunonBond Housing (CoinmonBond) which included a provision for a five-year contract, and WHEREAS, the Departinez~t of Hausing and Urban Development (HLTD) denied the ability of the HRA to enter into a five-year cantract based on a previously approved 1969 Annual Contributions Contract which limits all contracts to two years, and WHEREAS, in order to meet the spirit and intent of the originally approved five year cantract bath HUD and the HRA agreed to a management contract term of an initial two year period with three one-year extensians, and WHEREAS, this language is memorialized in Section 13 of the final and approved contract approved by the HRA on Apri122, 2008, and WHEREAS, the HRA is satisfied by the performance and competence of CorrunonBond aild desire to extend the subject term, NOW THEREFOR BE IT RESOLVED, 1) The HRA approves two one-year manageinent contract extension periods, per Section 1.3 of the April 22, 2008 Ma~~ageinetzt Agreei~~ent. Per tlzis Agreement, the management term will end on January 31, 2012 with a one- year extension remaining. Staff is instructed to advise CommonBond in writing, by November 27, 2009, of the HRA's intent to exercise this effective two year contract option. Passed this 9th day of November 2009. MOTION BY: SECONDED BY; Attest by: Chair- Tanunera Diehin -- Shelley Hanson, Recording Secretary COLUMBIA HEIGHTS HQUSING AND REDEVELOPME~IT AUTHORITY (HRA) Meeting of Aprii 22, 2008 AGENDA SECTIO~I: Business Items NO: 9 ORIGINATING DEPARTMENT: HRA EXECUTIVE DIRECTOR APPROVAL ITEM: Management Agreement ~ACKGFtOUND: BY: Scott Clark DATE: April 17, 20Q8 BY: Over the past several manths the City Attorney has worked to modify the Management Agreement, dated February 1, 2008, as initial{y approved by the HRA on January 23, 2008. The major change is that HUD wil{ not allow a five-year contract since the HRA has an ofd (1969) Annual Contributions Contract (ACC}, which 6imits contracts to twa years. Based on this, CammanBond has agreed to new pravisions, which is a two-year contract with three one-year extensions. Since the spirit and intent of the ariginal agreement was for five years, staff recommends that the City work with HUD to modify the 1969 /~CC to allow the same. Staff is uncertain if this endeavar can be successful but it appears that the effort is merited. Attached is a redlined copy that illustrates all changes. ECO[~INiE~DATlO : Staff recommends the baard apprave the amended Management Agreement with Cammat~Bond. E~~CO E DED Ol't~ : Move to Approve the Management Agreement, dated February 1, 2008, between fihe Calumbia Heights Housing & Redevefopment Autharity (NRA} a«d ComrnonBond Hausing as amended; and furthermare, to authorize the Chair and Executive Director to enter into an agreement for the same. MANAGEMENT AC REEMENT FC,1 R cotumb~a He~gt,t$ HRA 590 40fh Avenue N.E. Calumbia Heights, M~155421 Parkview Vil[a Narth and Soufh , Beginning: February 1, 2008 Ending: January 31, 201n Owner• Golumbia Heiahts HRA AGENT~ CommonBond Housinc~ Rev. ~2/08 ~IST OF PROVISIGNS: 1 Section 1 APPOINTME~IT OF THE AGENT ~ ~_ ~ qppaintment and Acceptance ~ }.2 Definition and Description of the Premises ~ ~ ,3 1.4 Term Meetings With the Owner and the Agent 1 ~ Sectian 2 EMPLOYEES C~F THE AGENT ~ 2,1 The Agent's Authority to Nire 2 2.2 Compensation 2 Section 3 BANK ACCOUNTS Receipts and Exp~i~se Account ratin O 2 3 3,1 3.2 g pe Security Deposit Accounfs 3 3.3 Fdelity Bond DISBURSEMENTS FROM OPERaTIC~G ACCOUNT 3 Section 4 RECE{PT5 & 3 4.1 Collections and Delinquencies 3 4,2 Payments and E>cpenses q Section 5 Fdh~ANCIAI. AND OTHER REPORTS. 4 5,~ Recorc{s and Reparts q 5.2 Operating Budget 4 5.3 Other Accaunts 5 5.4 P.eporfs 5 Sectian 6 ADVERTIS(NG 5 Section 7 SERVICES OF THE AGENT 5 7.1 Struciure and ~Ic~rr~n+~es 5 7_2 Maintenance and Repairs 6 7.3 Preventive Maintenance 6 7,4 7.~ fnsurance Service Req~;°sts ef Residents b ~, 7.~ Inspecfion of Units 7 7 7 Compliance of Residents ~ , 7.g Selecfiion of Tenants and Continued OccupancY 7 7 9 Government Orders g , 7.10 Federal procurement Requirements 8 7.1 ~ Data Practices Campliance g 7,}2 NUD Mandated Contract Provisions 8 Section 8 NON-DISCRIMINATION q Section 9 COMPFNSATIO~I OF TNE AGENT. 9 9.~ Ma~~agement Fee For Modernization (Rehab & Consiruction Aproved by the OwnerJ q 9 9.2 3 9 For Fire Resfioration 9 . Sectian 10 TERMINATION OF TNE AGREEMENT 9 ~ p, ~ Termination fior Cause ~ p 10.2 Immediate Termination ~p 10.3 Accounting Upon Ten~ninatian ~p Section 11 ASSIGNMENTS 10 Section l2 AMENDMEI~lTS 10 Section 13 SiGN._,_ATURES ns far Non-Consfiruction Cantracfs diti 12 F~chibit A- G o eneral Con This Agreement is made this beiween The Columbia Heights Housing and Redevelopment Authority (the "Owner") and CommondBond Housing (the "Agent"). SECTION 1 APPOWTMENT OF TNE AGENT 1 J APPOINTMENT AND ACCEPTANCE The Owner hereby appoinfis the Agent as sole and exclusive Agent of the Owner to rnanage the properfy clescribed in Section 1.2 herein {the "Premises as defined in Section 1.2 herein} upon the terms and conditions provided herein. The Agent accepts the appointment and agrees to furnish the services of its organizafiion for the management of the Premises. The Owner agrees to pay far all expenses in connection with such services as authorized by this Agreement. The Owner's Board acknowledges the hiring of the Agent's current Building Manager and requires that any future hiring of this position receives the authorization by the Board. 1.2 DEFINITIONS AND DESCRIPTION OF THE PREMISES As used in this Agreement: "Premises" sha(l mean the real property and the improvements, buildings, appurfenances and equipment thereon, of the Owner know as Parkview Vlias Norfh and South, located at 965 40tfi Avenue N.E., in fhe City of Columbia Neights, State of Minnesota, and consisting of 146 dwel6ng units, underground garage spaces to be rented and no commercial or ofiher norrdwelling spaces. "Non-Housing Income" sh~li mean all amounts actually collected by the Agent, including all other income and charges from the normal operation of the Premises, including but not (imited to, parking, (aundry incorne, forfeited securiiy deposits, pet deposits, other fees and deposits, income from commercial or other i~on-dwelling space and other miscellaneous income. "Lease" shall mean the form of agreement between the Owner and a Resident under the tErms of which said Resident is entitied to enjoy possession of a dwelling unit ar the form of agreement beiween the Owner and an Resident under the terms of which said Resident is entitled to enjoy possession of comrnercial or other non-dwelling space. "Rent" shall mean that monthly amount which a Residenfi is obiigated to pay the Owner pursuant to the terms of a Lease. "Resident" sha(i mean a person occupying a dwelling unit in the Premises pursuant to a Lease. 1.3 TERM The term of this Agreement shall begin from the 1 st day of February 2008, for a iwo-year term ending January 31, 2010, uniess terminated sooner pursuant to Secfion 10 herein. The Agreement may be extended for three additional one-year terms at the sole discrefion of the Owner. (n order to exercise ifs option to extend fihe Agreement for an additional year, Owner must advise the Agent in writing of its inteniion fo exercise fihe option at least s'octy (60) days prior to the end of fhe existing term of the Agreement. 1.4 MEETINGS WfTH THE OWNER AND THE AGENT The Agent agrees to cause an officer of the Agent to confer fully and freely with the Owner not withstanding the authoriiy given to the Agent in this Agreement. SECTION 2 EMPLOYEES OF THE AGENT 2.1 THE AGENT'S AUTH~RITY TO HIRE On ~he basis of wage rates previously approved by the Owner, the Agent shall investigate, hire, pay, supervise, discharge and pay ali employees, contractars, or ather personnel necessary to be employed on site in the management, maintenance, and operation of the Premises. A{i employees shall be employees of the Agent. The Agent will canduct apprapriate background checks in campliance wifil~ both State and Federal law far all employees working an the Premises. The Agent shall hire and have physically present at the Premises, al! manageriai and non- managerial personnel necessary for the full and efficient perfarmance of its duties under this Agreement, including ihe physical presence of respansib6e personnel at such times as may reasonably be requested by the Own~r. 2.2 COMPENSATION A(1 an-site pe~-sannel will be employees af the Agent and will be hired, supervised, and discharged by the Agent. Subject to Section 9.1 hereof, ff~re Agent will be reimbursed for compensation (including benefits} payable by fhe Agent ta on-sifie personnel and all local, state and federa! taxes and assessments (including but not limited to Social Security taxes, unemployment insurance and worker's compensc~tion insurance) incident to the employement cf such personnel. Such reimbursements shali be paid aut of the Operating Accounf, as pravided in Seciions 3.1 and 4.2 hereof, and wiil be treated as operating expenses af the Premises. Owner shafl have no abligatian with respect to employee withhoiding and taxes to assure that said amounts are timely paid to the praper tf~ird pc~rties. To the exter?t re~uire~ by rpplicct~le federa[ law, compensation to be paid to Agent's on-site employees wili I~e as prescribed by Wage Determinations of the U.S. Department of Housing and Urban Development to be obfained by Agent accarding to if~e rules and regulatior~s of ~he U.S. Departmenfi of Housing and Urban Development. A!I employees of Agent working on-site shali be paid a wage camparabie ~o other employees of the Agent based an job duties, skilis, responsibilities and leveis af supervisian received or provided. Compensation (including berefifs} payable to any off-sifie bookkeepinc~, clerical, or otf~er managerial personnel wha are em~loyees of the Agent, plus all locai, state and federal taxes and assessei~nents incident to the employment of such personnel will be borne sole(y by the Agent and will not be paid out of Owner's accounts or treated as operating exper~ses far the Premises. SECTION 3 BAI~K ACCOUNTS The various bank accounts estabfished under this Agreeinent shall afi a(I times be established in ihe Owner's name but under the Agent's con~roL The Agent's designees and 'rhe Owner's F~ecufive Director shall be the only ~arties authorized to cfraw upon such accounts. No amounts deposited in any account established under this Agreemenfi shal) ii~ any event be commingled with any other funds af the Agent. 3.1 OPERATING RECEIPTS AND EXPENSE ACCOUNT The Agent shall establish and maintain in a bank, reasonably acceptabfe to Owner, whose deposits are insured by the Federal Deposit insurance Corparation (FDfC} in accordance with the provisions of the Regulatory Agreement, in a separate bank accaunt as the Agent of the Owner for the deposit of the maney of the Owner, with authoriiy to draw thereon for any paymenfis to be made by the Agent to discharge any liabilities ar obligations of the Owner incurred in accardance with this Agreement. The Agent shall not be held liable in the event of the bankruptcy or the failure of a depositary. This account shall be carried in the Owner's name and shall be designated of record "(Name of Premises)" Operating Receipts and Operating Account ("Operating Accouni"). The Agent shall estab(ish such other special bank accounts as may be required by the Owner. Signatories entitled to make withdrawals from any and all of these accounts shafl be persons covered by the fideliiy bond pursuant to Section 3.3 herein as well as the Owner's Executive Director. 3.2 SECURfTY DEPOSiT ACCOUNTS The Agent shall colfect, deposit, and disburse Resident's security deposits in accordance with the terms of the respective Leases as weif as applicable State faw. Such securify deposifis shali be deposited by the Agent in an interest bearing account, separate from all other accounts and funds, wifih bank or other financial institution whose deposits are insured by the FDIC. The Agent shall be respansible for any loss incurred by fihe Premises for its failure fo comply with refunding af securiiy depasits with accrued interest ta Residents as required in the Minnesota Statutes, Sectian 504B.178, as amended. This accoun# shall be carried in the Owner's name and shall be designated of record "(Name of Premises) Securiiy Deposit Account". The Agent shall cause the amount of the Securiiy Deposit Account to equcsl or exceed at all times the qggregate of all outstanding obligations by the Owner with respect to security deposits. 3.3 FIDELITY 6C7ND The Agent shal( furnish, at its own expense, a fidelity bond for $1 000 000.00 to protect the Owner against misappropriation of funds of the Prernises by the Agent and ifis emplayees. SECTION 4 RECEIPTS AND DISBURSEMENTS FROM OPERATING ACCOUNT 4.1 COLi ECTIONS AND DELINQUENCIES The Agent shall collect and deposifi all renfis and other charges due from Residents and all rents or other charges due the Owner from users af garage spaces. The Agent agrees, and the Owner hereby authorizes the Ager~t, to request, demand, coiiect, receive, and give receipts for any and aii charges ar rents which may at any time be or become payable to fihe Owner. Rents and other charges shaid no# be accepted in cash by the Agent. The Agent agrees to take such action, inciuding legal action, with respect to delinquencies in payments due the Owner as the Owner may from time to time authorize_ 4.2 PAYMENTS AND EXPENSES Fram the funds colfected and deposited in the Operating Account, the Agent shall cause to be disbursed regularly and punctually in the order and priority as set forfh below: A. The management fee owing to the Agent pursuant to Section 9.1 herein which inciudes payroll expenses for the services of Agent's on-site employees; Afl of the reaf estate taxes, payments in lieu of taxes and insurance premium escrow payments required of the Owner, which payments shali be deemed to be parf of the "operating expenses" of the Premises; and C. All remaining operating expenses of the Premises (which specifically exclude the Owner's morfgage Inan principal and interest paymenfs if any). The Agent shall nego#iate (secure praposals in accordance with federal Procurement Policy and Minnesota Law) and execute on behalf of the Owner, any contracts up to $1,500.00 for services, material or supplies, which are included in the appraved Operating Budget for either Parkview Villa Norfh or South. With respect to purchases or contracts for services, material or supplies exceeding $1,500.00 or for purchases or contracts not included in fhe Operating Budget, Agent shall negoiic~te (secure proposals in accardance with Owner Procurement Palicy and Minnesota Law) and submit ta the Owner for wrifiten approval and execution of the cantract or purchase order. For confiracts or purchases exceeding $1,500.00, but less than $15,000.00, Owner approval and execution of the contracfi or purchase order may be provided by the Owner's E>cecufive Directar. Any contrac~s ar purchase orders exceeding $15,oaa.oa must be taken before the Owner's Board for approval and exec~tion of the contract or purchase order. The Agent shall r~ot incur liahilities an bel~ralf of fihe Owner (direct or contingent), which require payment more than ane year from the creation ther~of, unless specifically authorized by the Owner. Emergency repairs involving manifest danger ta life ar~d praperty, or immediate(y necessary for fhe preservation and safeiy af the Premises, or far the safeiy of the Residents, or required to avoid the suspension af any necessary services ta the Premises, may be made by the Agenf without regard to the cost limitation impased by this Sec;ion with the understanding that the Agent, ifi c~t al( possibEe, will confer irnrnediately with the Owner regarding eve~y such expenditure. Ir~ the event that Agent cannot confer ~nrith Owner priar to making an emergency exper~diiure, Agent shall provide Owner with imrnediate notification of the emergency expense as reasonably passible. Agent shaff not execute any contract or propose any cantract for appraval by the c~wner that involves a party named on ihe E>cduded Partie~ Lisfi System mc~intained by the General Services Adminisfiration. All purchases a~~d contracts sha11 be in the name of the Calumbia Heights Housing and Redevelopment Aufharity and shall include any and a~i contract ~rovisions required by State or Federal law. SECTIdN 5 FINANCIAL AND OTHER REPORTS 5.1 RECORDS A~iD REPORTS The Agent shall establish and mainfain a comprehensive system af records, baoks, and accaunts in a manner satisfacfary to the Owner. A(f records, booi:s, and accounts sl~all be subject to the examination at reasonable hours by any autl~orized representaiive ~f the Owner. With respect to each fiscal year ending during fhe ten~ of this Agreement, ihe City of Cafumbia Neighfs will contract on behalf of the Owner ta camplete an independent annual audit. The Agent shalf prepare Monthly Operating Reports which com~are actual and budgeted income and expenses far the month and for the "year-to-date". The Agent shall prepare a Monthly Aged Schedule of Accounts Receivable and Accounts Payabie. The Agent sha(I prepare a Monthly Ana(ysis af Security Depasits and Monthly Cash Reconciliation. The Agent shaEf furnish such information as may be requested by the Owner fram time to fime with respect to the financial, physical, or operational condition of the Premises. 5.2 OPERAIII~G ~UDGEf At least ninety (9a} days ~rrior io the beginning of each fiscal year for the Premises, the Agent sha(I prepare and submit to the Owner an Operating Budget, setting forth an itemized statement of the anticipated receipfs and disbursements for the Premises. 5.3 OTNER ACCOUI~ITS Everything done by the Agent under the provisions of this Agreement sf~all be done as the Ag°nt of the Owner, and al! obligations or expenses ir:curred thereunder shail be for the account of and on behalf of fhe C7wner. Any payments fo be made by the Agent hereunder shaii be made out of sui~ns as are available in the C7perating Account. The Agent shall r;ot be ol~figed to make 4 any advance to, or for the account of, the Owner or to pay any sum, except out of funds held or provided as aforesa~d-.thout aslsurancet hat the n'ecessary funds for tb~e di~charlge thereof wl account of the Owner wi be provided to the Agent. S,4 REPORTS As directed by the Owner, the Agent shail prepare and submit to the U.S. Deparfment of Housing and Urban Development all reporfs, which the United States Govemment may require of the ~wner. The Agent shall be responsible for maintaining the books and accounts of fihe Premises in accordance with accounting requirements of the U.S. Deparfment of Housing and Urban Development. in parficular, the Agent shall maintain books and accounts which specifically allocate all income received and expenses or fees incurred to each of the two buildings located on the Premises (Parkview Villa Norfh and Parkview Villa South) pursuant to the number of units in each of the buiidings. The Agent shall be afso responsible for the preparation, execu'tion and submis5ion of al! financial reporfs required by the State of Minnesota and the U.S. Deparfment of Housing and Urban Development. These reporfs shall be provided within the time period prescribed by the United States Gavernment. The Owner shall be provided with a copy of each reparf submitted to the U.S. Department af Housing and Urban Development. If the Agent is unabie to pravide a report within the prescribed time period, the Agent shall advise the Owner of such fact no later than five days after the date that the Agent becomes aware that it will not be able to submit the report within the prescribed time period. The Agent shall provide information regarding the status of each overdue reporf at each regular meeting of the Owner. 7he Owner, the U.S. Department of Housing and Urban Development and the (nspector General of the United States or their duly authorized representatives shaii have fu(I and free access to the Premises and to ~!I books, document5, papers; and records of the Agent that are perfinent to its aperation, inciuding i-he right to audit and to make excerpts and transcripts from such books and records. The Agent shall maintain all files and records re(evant to fhis agreement in accordance with the approved record retentian schedufed provided by the NUD oifiice. Agent shali be held accountable to the Owner for esny penalties i~~nposed by the Department of Hausing and Urban Development against the Owner for deficient filings as required by this Agreement. SECTION 6 ADVERTISING The Agent is aufihorized to advertise the Premises or portions thereof for rent, using periodicals, signs, plans, brochures, or displays, or such other means, as the Agent may deem proper and advisable. The Agent is authorized to place signs on the Premises advertising the Premises for rent, provided such signs comply with applicable laws. The cost of such adverfising shall be paid from the Operating Accounea} d~he manarger and not the Owner of the Pre ~nses All adverfising shall make clear that the Ag SECTION 7 SERVICES OF THE AGENT 7.1 STRUCTURE AND WARRANTIES The Agent shall obtain from the Owner a complefe set of pians and specifications for the Premises and copies of ail guaranties and warranties perfinent fio construction, f~competen~t equipment for the Prernises. With the aid of this information and inspection by personnel, the Agent shall thoroughly familiarize itself wifih the character, locations, construction, layout, plan, and operation of the Premises and particularly of the electrical, heating, p-umbing, air conditioning, and ventilating systems, and all other mechanical equipment. 7.2 MAINTENANCE AND REPAIRS The Agent is authorized and required to make ar cause to be made, thraugh services or otherwise, a8 ordinary repairs and replacements reasonably necessary to preserve the Premises in its present conciitia~~ and for the aperating efficiency of the Premises, and all aiterations requirec! to comply with lease requirements, government r~guiatians, and insurance requirements, subject to the limitations in paragraph 4.2. Subject to the Iimitations of S~ctian 4.2, Agent shall make contracts for garbage and trash removal, fuel, ail, extermination, snow removal, elevator maintenance, and other ordinary and necessary services. The Agent is also autharized to decarate the Fremises and to purchase ar rent, on the Owner's behalf, all equipment, taols, appliances, materials, supplies, and other items necessary far the management, maintenance, or operation of the Premises. Such maintenance and decorating expenses shall be paid from the Operating Account and shall be treated as an expense of the Premises. When taking bids or issuing purchase orders, the Agent shall act at ail iimes in the best interesf af the Ov~mer and shall be under a dufiy to secure for and credif to ~he Owner all discounts, comn~issions, or rebates obtainable as a resuft of such purchases. 7.3 PREVENTlVE MAINTENANCE The Agent shail develop and implement a preventive maintenance schedule inc{uding, buf not limited to, periodic inspections of the units; residency and occupancy commencement and termination cl~eck lists; inventary control; coiminon area mainienance; equipment maintenance; exterior ~~naintenance on a seasonal basis; and painting, decorating, and replacement timetables as necessaiy. 7.4 !~!SURAI~lCE The Ovdner agrees to hold the Agent harmless from afl damage suifis in connection wifih the managen~ent of ihe Prei~ises and from liability irom injury suffered by any employee ar ather person whommsaever, and to carry the necessary insurance therefore as provided in the next paragraph in this Section 7.4. The Agent shall not be liable for any error of judgment or for any mistake of fact or law, or for anything which it may da or refrain from doing hereinafter, except in cases of willful misconduct and grass negligence. The Owner, at the Owner's expense shall obtain and keep in force adequate insurance against physical damage (e.g., fire with extended coverage endorsement, boiler and machinery, etc.) and against liability for loss, damage, or injury (e.g., pul~lic liabiliiy insurance, burglary and theft insurance, etc.} to property or persons whicn might arise out of the occupancy, management, operation, or maintenance of the Pr~mises. The amounts and types af insurance shall be acceptabfe ta both ihe Owner and the Agent, and any deductib(e required under such insurance policies shall be the Owner's expense. The Agent shall be named as an additional insured on all liabiliiy insurance maintained wifih respect to the Premises. The Agent shall promptfy investigate and make a iull written reporf to the Owner of all accidents or c(aims for damage relating to the ownership, operation, and maintenance of il~e Premises, the esiimated cosi of repair, and shall cooperate and make any and all reports required by an insurance company in connection therewith. 7.5 SE(2VECE REQUESTS OF RESIDEI~TS The Agent shail maintain business-like relations with Residents whose service requesis shall be received, considered, and recorded on a systematic, written basis in order to shaw the action taken with respect to each. Complaints of a serious nature and all written complaints, after thoraugh investigatioi~, shall be reported to the Owner with appropriate recommendations. 706 INSPECTION OF UNITS As parf of a continuing program to secure full performance by the Residents of al( obiigafiions and maintenance for which fhey are responsible, the Agent shail make an annual inspection of all dwel(ing and r~on-dwelling units and reporf its findings in writing to the Owner. 7.7 COMPLIANCE OF RES~DENTS The Agent is an affiliate of CamrnonBond Cammunities and CammanBond Services Corporation. The Agent and i;s affiliafies strive at all times to deliver to the Residents high quality human services and education and training programs and properfy management services. The Agent at all times during fihe term of this Agreement wiil operate and maintain the Premises in accordance with tl~e higl~-quali{y standards of the Agent and its affiliates. The Agent shall secure fulf cornpliance by tf~e Residents with the terms and canditions of their Leases. Voluntary compliance shali be emphasized, and the Agent shall counsel Residents and make referrals to social service agencies in cases of financial hardship or under other circumstances deemed appro~riate by the Agent, 5o that inva(untaiy terrninafian of tenancies i~ay be avaided ta the maximum extent consistent with sound management of the Premises. The Agent vvill not, however, tolerafe willful evasion of payment of rent or other terms of the Leases The Agent may lawfully terminate any tenancy when, in the Agent's judgment, sufficient cause accues under the terms of a Resident's Lease. Evictian for reasans other fhan nanpayment of rent wiil be on file wifih the Agent. The Agent is auihorized to consult with legal counsel designated by the C~wner to bring actians for evictian and ta execute notices ta vacate and ta cornmence appro~riate judicial proceedings; provided, however, that the Agent shall keep tl~e Owner informed of such actions and shall follow such instructians as the Owner has prescribed. Subject to the Owner's approval, costs incurred m connection with such actions shall he paid from the Operatir~g Account and shall be treated as an exr~ense of the Premises. 7.S SELECTI~N OF IENANTS AND COI~TfNUED OCCUPAI~CY The A~ent shal! accept as tenants an the Premises only those persons and families found to be efigibie by the Ageni ii~ acc~r~arce v,~ith ~olicies ~:rci provisians ~stak~lished by the OwnEr and approved by ihe U.S. Department of Housing and Urban Develapment and from time to time reviewed and a(tered by The Owner and the Agent and approved by the U.S. Department af Housing and urban Develapment. The Owner may review Agent's deierminaiians of eligibility and if a difference of opir~ion regarding efigibility exists, the Owner's determinatian shall prevail. Rent for each person or family shall be determined by the Agent in accordance with the Owner's approved rent schedule. Na unit shall be rented for other than residential use by the lessee and ihe lessee's immediate farnily as specified in the lessee's application for housing. The ten~ns of occupancy af ihe PreF~nises by eligible fiena~~fis shall be governed by the Owner's statement of Policies Gaverning Admission and Continued Occ~parcy of Low Rent Public Hausing ~the "Statement of Poficies") as fhe same may be n~adified fram iime io time by ihe Owner and approved tiy the U.S. Department of Housing and Urban Development. Specifical(y, the Owner's Qccupancy Poficies are contained in documenfs entitled, °Parkview Vi[la North Admissians and Continued C~ccupancy Policy", Revised April 2G06 and "Parkview Villa South Admissions and Continued Occupcsncy Policy", revised October 2005, as amended fi~am time to time. Both aforementioned documents contain locai preference lar~guage regarding tenant sel°ction that is subject to change. 7.9 GOVERNMENT,qL ORDERS The Agent shall fake such actioi~ as may be necessary to comply pramptly wifh any and a(I orders ar requiremenfis affecting the Premises ~laced thereon by any federal, state, county, ar municipal authorify having }urisdicfiion of the Premises, and orders of the Board of Fire Underwrifiers or ather similar bodies. The Agent shall not take any actians under this Section 7.8 if the Owner is contesting or has a~rmed its intention to contest any such order or requirement. The Agent shail promptly, and in no event later than forty eight (48) hours from the time of their receipt, notify the Owner in writing of all such orders and notices of requirements. 7.10 FEDERAL PROCUREMENT REQUIREMENTS Subject to the limitations of Section 4.2, the Agent ;hall on behalf of the Owner, develop specifications for the purchase of materials and services for the Premises. The Agent is authorized to procure and enter into contracts for suppiies, materiafs, equipment and services required in the mainfienance, repair and operation of the Premises if fihe amount is less than and is rnade pursuant to the Owner's approved budget and p(an of operation. All purchases and contracts shail be made by the Agent in accordance with the ~wner'S Procurement Policy, Minnesota Statutes, and fhe Annual Contribution Contracfi beiween the Owner and the United States of America. Full credit shall be given to the Owner for all discounts of any nature obtained by the Agent through the operation of the Premises. The Agent is authorized to purchase ail materials, equipment, tools, appliances, supp(ies and services necessary to properly maintain and repair the Premises in accordance with the Operating Budget, the HUD's Pracuremenf Policy, and limitafions established by the agreement. 7.11 DATA PRACTICES COMPLIANCE To the extent required under the Minnesota Government Practices Act, Minnesota Statutes, Section 13.01 et seq. ("the Act"), the Agent agrees to maintain all government data, as that term is defined in the Act, consistent with the requirements of fihe Act. To the extent required under the Act, the Agent will not release or disclose the contents of data classified under the Act as not public to any person except at the written direction of the Owner. The Agent agrees to defend and indemnify the Owner from any daim, liabilifiy, damage or loss asserted against Owner as a result of the Agent's failure to comply with the requirements of this section unless such failure to comply results from Owner's written direction. 7.12 HUD MANDATED CONT[2ACT PROVISIONS The Agent shall abide by all provisions mandated by HUD in the General Condifiions for Non- Construction Contract (Sections I and II} attached hereto as F~chibit A_ To the extent any provision of this Agreement is inconsistent with the provisions contained in Exhibit A, the terms set out in Exhibit A shall govem SECTION 8 NON-DISCRIMINATION The Agent shall comply with all requirements of Equal Employment Opporfuniiy Programs and Affirmative Action Pragrams as relates to the hiring of its employees and the contracting by the Agent of third parfies to provide service under this Agreement. The Agent shall insure that each contract entered infio by the Agent ar the Owner in connection wifh the consfiruction, completion, repair, maintenance or operation of the Premises is in compliance with the sfia#utory and regulatory labor standards requirements set forth in the Annual Contributions Contract befween the Owner and the United Stafies of America and the regu(ations and discretions of the U.S. Department of Nousing and Urban Development and the U.S. Deparfment of Labor. In the performance of each of their obligations under this Agreement, the Agent and the Owner will comply wifih the provisions of any federal, state, or lacal law prohibiting discrimination in housing, including but not limited to Title VI of Civil Rights Act of 1964 (Public Law 88-352, 78 Statue. 241), all requirements imposed by or pursuant to the Regulations of HUD 924, CFR, Subtitle A, Parf 1) issued pursuant to that Title; regulations issued pursuant to Executive Order 11063, and Title Vfll of the 1968 Civil Rights Act. This Agreernent may be fierminated ar suspended, in whole ar in part, by the dwner upon fhe basis of a finding by the Owner that the Agent has not complied with such non-discrimination provisions. SECTION 9 COMPEhJSATION OF THE AGENT 9.1 MAI~AGEMENT FEE The Agent shalf I~e co~~npensated for its services under ~his Agreement by a mont~ly fee payable on the first day of each month. Payment sf~all be from the Operating Account and treated as an expense of the Prei~ises. The corripersation which fihe Agent shall be entitled to receive for all services performed under lhis Agreement shall be a flat fee of $18,550.00 per month; which consists af $6,570.00 per month as a management fee and $12,080.00 per month for payroll related expenses. The Agent proposed the foregoing breakdawn far compensatiar~ ta the Owner. The Agerrt reserves the right fia adjust staffing needs on the Premises but yet remain within the foregoing payroil limits. The Agreement does nat ii~clude an escalation clause for fhe management fee or payrofl expenses. 9.2 FOR MQDERNIZATION (REHABlLITATION/C~~ISTRUCTION APPROVED BY TNE OWh~ER) In the event that Owner requests Agent to ~erform rehabilitation/canstruction an the Premises, Owner and Agent shall negotiate and execufie a contract related to such rehabilitation/consfiructian wark. 9.3 FOR F1RE RESTORATIOi~i In fhe event that C)wner requests Agent to perform restoration oi~ the Prer~nises, Owr~er and Agent sl~a(I negoiiate and execute a caniract relcsted to such restoratian. SECTION 10 TERMINATION OF THE AGREEMENT 10.1 TERMINATION FOR CAUSE Subject to praper notice and the opporfunity to cure, this Agreement may be fierminaPed for cause by eifher party upon a breach of the other par;y's obfigations under the Agreement. For purposes of this Agreement, a breach may include fhe faifure to perform specified services under fihe Agreement or furnish the specified facilities, maierials, labor ar payments required under the Agreemenfi. In the event of a breach of the ~greement, the nan-defaulting parfy shall give fihe defaulting parfy written notice of the breach and al(aw fourieen (14) days for the defaulting party io cure ihe breach. If the deficiencies are nof corrected within the 14 days, the non-defaulting ~arfy shall have the right to cancel and terminate this Agreemeni- by giving the defaulfiing part}r 30-days written notice of the termination. If the breach of the Agreement is by ifs nature incurable, the non-c{efaulting parfy may cancel or terrninate the Agreement by simply giving the defaulting parfy 30-days written notice of fihe intent to terminate the Agreement. 10.2 IMMEDIATE TERMI~lATION This Agreement shafl be terminated upon the sale of the Premises or in tf~e case af buifding demolifiion caused by natural ar man-made causes. fn the event fhat a petition in bankruptcy is fil~d by or against either tl~e Owner or the Agent, or in the event that either shall make an assignment for the benefit of creditors to take advanfage of any insolvency act, either parfy 10 hereto may immediately terminate this Agreement without notice, but prompt advice of such action shall be given to the other parfy. 10.3 ACCOUNTING UPON TERMINATION Wifihin ten (10) days after the termination of this Agreement, the Uwner and the Agent shall account ta each other with respect fo all matters outstanding as of the date of termination. The Owner shall furnish the Agent security against any outstanding obligations or liabilities which the Agent may have incurred hereunder. The Agent sha!! turn over to the Owner all records, documents, or other instruments, waiting lists, and any and all other files ar~d papers in its possession pertaining to the Agent's performance under fihis Agreement. SECTION 11 ASSIGNMENTS This Agreement shall be binding upon and inure to the benefit of and constitute a binding obligation upon the Owner and the Agent, and their respective personal representatives, heirs, administrators, executors, successors and assigns; provided that neither party may assign this Agreernent or any of its duties hereunder withoufi the prior written consent of the ather parfy which consenfi shall not be unreasanably conditioned, delayed or withheld. SECTION 12 AMENDMENTS This Agreement constifiutes the entire Agreement beiween the Owner and the Agent, and no amendment or modification thereof shall be valid and enforceable except by supplernental agreement in writing, and approved in the same manner as this Agreement. Review and approval of the Management Agreement is required by the U.S. Deparfment of t lousing and Urban Development. Agent and ~wner agree to either execufe appropriate amendments necessary to obtain NUD approval of the Management Agreement or otherwise terminate the Agreement pursuant to Paragraph 10.1 herein. SECTION 13 SIGNATURES IN WITNESS WHEREOF, ihe parties hereto have affixed their respective signatures this o~ ~- day of Z~'o~~ 2oC~k'_ Columbia Heiaht5 Housina & Redevelopment Aufihoritv fHRAI Owners Narne CommonBond Housina (Agent Name G "~"!,1'~~/,~~,~ ~' By: t ` 8y: ~ ~ ~ Ttle: Executive Director-Walfer R. Fehst By: ~ Title~ Vice Presidenfi of Properfv Manaaement Ttle: Chair -Tammera Diehm Date. ~"~~ , Witness: ~--7% ~--~`''C'~'- Date: ~ --- Witness: 11 EXH(~IT A GEh1ERA! COND[Ttt~wS Ft7R NON-CC)~lSTRUCTIO~! COI~iRAC~'S (Sectians t and II of HUD-5370-C} A-1