HomeMy WebLinkAboutRDA AG PKT 2007-06-25 #4
e
AGENDA REPORT
DATE:
June 25, 2007
TO:
Chairman and Members of the Redevelopment Agency
AITENTION:
David Carmany, Executive Director
FROM:
Lee Whittenberg, Director of Development Services
SUBJECT:
APPROVAL OF PROFESSIONAL SERVICES
AGREEMENT FOR, CONSTRUCTION FUND
DISBURSEMENT SERVICES BY REHAB
FINANCIAL COPRORATION
e SUMMARY OF REQUEST:
Adopt a Redevelopment Agency Resolution that will authorize the Executive Director to execute
on beha1f of the Redevelopment Agency the "Professional Services Agreement" to continue the
current services provided by Rehab Financial Corporation.
DISCUSSION:
The requested action is similar to that approved by the Redevelopment Agency on January 23, 2006
for the same range of professional services. The previous agreement has expired and it is necessary
to authorize a new agreement for this service to be provided as part of the Housing Improvement
Programs that the City offers.
As indicated to the Agency in January 2006, the necessity of providing a quicker response for
contractor progress payments had become an issue. Due to the workload in the Finance
Department it was not possible to provide less than a 5-day tom around for the processing of
progress payment requests by the con1ractors involved in the program.. Most of the contractor's are
small firms and the delay in receiving their progress payments had become detrimental to their
ability to pay sub-contractors and to continue to participate in the program.
e
RDA AGENDA ITEM R~/-It
Z:\My DocumoatsIRDAIRebab FiDancial Corporatilll ClIIlJaI:I Apptoval.RDA StafFReport 2.doc\LW\06-1U7
.'
Consultant Services with Rehab Financial COI'p07Qtion -
Redet1elopmenl Agency StaffRepart -
June 25. 2007
In a small rehabilitation loan program such as Seal Beach operates it is imperative to maintain good
working relationships with the contractors that particiJl$ in the program. It is difficult to find
willing contractor's to participate in this type of program.
CivicStone, the Agency's housing consultant, had recommended utilization of the services of
Rehab Financial Corporation to provide "Construction Fund Disbursement" and ''File
Maintenance" services to allow for a quicker turn-around on the processing and payment of
contractor progress payments during a rehabilitation project; basically serving as an escrow officer
to disburse the requested progress payments. The Agency authorized entering a ~imnll." agreement
in January 2006, and the request is to continue that existing relationship with Rehab Financial
Corporation.
The proposed cost of these services is $125.00 per project (for the first 10 checks issued), and an
additional $10 for each additional check requested. It is highly unusual for there to be more than 1 0
check disbursements on a typical; rehabilitation loan project.
FISCAL IMPACT:
Funds are currently available within the budget of the Redevelopment Agency for this activity -
and no budget amendment is necessary. Execution of the agreement will not impact the General -
Fund.
RECOMMENDATION:
Adopt a Redevelopment Agency Resolution that will authorize the Executive Director to execute
on behalf of the Redevelopment Agency the "Professional Services Agreement" to continue the
current services provided by Rehab Financial Corporation.
NOTED AND APPROVED
0- rfY2 ]
David Carmany, EXecutive Director
Seal Beach Redevelopment Agency
Attachments: (2)
2
e
Rabab Financial Corporation Cootracl ApproYal.RDA Stafl'ReporI2
e
e
e
Attachment 1:
Attachment 2:
Consultant Services with Rehob Financial Corporation
Redevelopment Agency Stqff Report
Jvne 25, 2007
Resolution No. . A Resolution of the Seal Beach
Redevelopment Agency Authorizing the Executive Director to
Execute a "Professional Services Agreement" with Rehab
Financial Corporation for Construction Fund Disbursement and
Related Services
"Professional Services Agreement" with Rehab Financial
Corporation, dated June 25, 2007
Rebab Financial Corporation Contract ApprovaLRDA StaffRepon:1
3
e
e
e
Consultant Services with Rehab Financial COI'p07ation
Redevelopment Agency Slqff Report
June 25, 2007
ATTACHMENT 1
RESOLUTION NO. . A RESOLU1'.lON OF
THE SEAL BEACH REDEVELOPMENT AGENCY
AUTHORIZING THE EXECUTIVE DIRECTOR
TO EXECUTE A PROFESSIONAL SERVICES
AGREEMENT WITH REHAB FINANCIAL
SERVICES FOR CONSTRUCTION FUND
DISBURSEMENT AND RELATED SERVICES
4
Rehab Financial CorponIlioo Coottacl ApprovaLRDA Staff Report Z
e
RESOLlITION NUMBER
A RESOLlITION OF THE SEAL BEACH REDEVELOPMENT
AGENCY AUTHORIZING THE EXEClITIVE DIRECTOR TO
EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH
REHAB FINANCIAL SERVICES FOR CONSTRUCTION FUND
DISBURSEMENT A"'1) RELATED SERVICES
THE REDEVELOPMENT AGENCY OF TIlE CITY OF SEAL BEACH HEREBY
RESOLVES AS FOLLOWS:
SECTION I. As indicated to the Agency in January 2006, the necessity of
providing a quicker response for con_tor progress payments had become an issue. Due to
the worlcload in the Finanee DepartmOllt it was not possible to provide les. than a S-day turn
around for the processing of progress payment requests by the contractors involved in the
program. Most of the contractor's are small finna and the delay in receiving their progress
payments had become detrimental to their ability to pay .ub-con_tors and to continue to
participate in the program.
SECTION 2. CivicStone, the Agency'. houaing consultant hu previously
recommended utilization of the servicea of Rehab Financial Corporation to provide
"ConSlrUCtion Fund Disbut1ement" and "File Maintenance" services to allow for a quicker
tum-around on the processing and payment of conltaCtor progress payments during .
rehabilitation project; basieally serving as an escrow officer to di.bune the requested
progress payments,
e
SECTION 3. On January 23, 2006 the Agency adopted Resolution 06-1, which
directed the Executive Director of the Redevelopment Agency to execute on behalf of the
Redevelopment Agency a similar professional services agreement to initiate the proposed
serviees of Rehab Financial Corponllion.
SECTION 4. The Agency wishes to continuo utilizing the services of Rehab
Financial Corporation in accordance with the same provision of professional services as
previously approved.
SECTION S, The Agency hereby directs the Executive Director of the
Redevelopment Agency to execute on behalf of the Redevelopment Agency the
professional servicea agreement to initiate the proposal dated June ~ 2007 of Rehab
Financial Corponllion.
SECTION 4. The City Clerk shall certify to the passage and adoption of this
resolution.
PASSED, APPROVED AND ADOPTED by the Redevelopment Agency of the City of
Seal Beach this ~ day of June , 2007 by the following vote:
A YES: Agency Members
NOES: Agency Mernbara
ABSENT: Agency Members
ABSTAIN: Agency Members
Chainnan
e
e
ATTEST:
Agency Secretary
STATEOFCALIFORNIA }
COUNTY OF ORANGE } SS
CrrY OF SEAL BEACH J
1, Unda Devine, Agency Secretary of the Redevelopment Agency of tho City of Seal
Beach, California, do hen:by cetlify that tho foregoing Resolution is tho original of
Resolution Number . on file in the office of the City Clerk, passed, approved,
and adopted by the Redevelopment Agency of the City of Seal Beach at a meeting
thueor held on the 2Sth day of Juno. 2007.
Agency Secretary
e
e
e
e
e
Consultant Services with Rehab Fintmcial CorpoI'ation
Redevelopment Agency Stqff Report
June 25, 2007
ATTACHMENT 2
"PROFESSIONAL SERVICES
WITH REHAB FINANCIAL
DATED JUNE 25, 2007
8
RdIab Financial Corporation Contncl ApprovaLRDA Stair Report 2
AGREEMENT"
CORPORATION,
e
e
e
Consu1rant S/lI'Vlces with lWuJb FinDncial Corpo1'f1tion
Redevelopment Agency SrqffReport
JUlIe 2.5, 2007
SEAL BEACH REDEVELOPMENT AGENCY
PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into this 25th day of June ,2007 by
and between the Seal Beach Redevelopment Agency ("Agency.) and Rehab Financial
Corporation, a California Corporation ("Consultant").
RECITALS.
A Consultant desires to perform and assume responsibility for the provision
of certain professional services for the Agency. Consultant represents that it is
experienced in providing professional services to publiC clients, and is familiar with the
scope of work of Agency.
B Agency desires to engage Consultant to render professional services for
the professional service(s) ("Service(s)") as set forth in this Agreement.
THE PARTIES HEREBY AGREE AS FOLLOWS:
1. ScoDe of Services.
Consultant promises and agrees to furnish to the Agency all labor, materials,
tools, equipment, services, and incidental and customary work necessary to fully and
adequately supply the professional services necessary for the Project C'Services"). The
Services are more particularly described in Exhibit "A" attached hereto and incorporated
herein by reference. All Services shall be subject to, and performed in accordance with,
this Agreement. the exhibits attached hereto and incorporated herein by reference, and
all applicable local, state and federal laws, rules and regulations.
2. Term.
The term of this Agreement shall be from June 25. 2007 to June 30. 2008 ,
unless earlier terminated as provided herein. Consultant shall complete the Services
within the term of this Agreement, and shall meet any other established schedules and
deadlines. The term may be extended by mutual consent of both parties.
9
Rebab Financial CorpontioD Coalncl AppnIva!.RDA SIlIfrReport 2
C<msu1tant Services with R8hab Financial Corporation e
Rdevelopment Agency Staff Report
June 25, 2007
3. ResDonsibilities of Consultant.
3.1 Control and Pavment of S.ubordinates: IndeDendent
Contractor.
The Services shall be performed by Consultant or under its supervision.
Consultant will determine the means, methods and details of performing the Services
subject to the requirements of this Agreement. Agency retains Consultant on an
independent contractor basis and not as an employee. Any additional personnel
performing the Services under this Agreement on behalf of Consultant shall also not be
employees of Agency and shall at all times be under Consultant's exclusive direction
and control. Consultant shall pay all wages, salaries, and other amounts due such
personnel in connection with their performance of Services under this Agreement and
as required by law. Consultant shall be responsible for all reports and obligations
respecting such additional personnel, including, but not limited to: social security taxes,
income tax withholding, unemployment insurance, disability insurance, and workers'
compensation insurance.
3.2
Schedule of Services.
e
Consultant shall perform the Services expeditiously, within the term of this
Agreement, and in accordance with a Schedule of Services to be developed jointly by
the Agency and Consultant after execution of this agreement. In order to facilitate
Consultant's conformance with the Schedule, Agency shall respond to Consultant's
submittals in a timely manner.
3.3 Conformance to ADDlicable Reauirements
All work prepared by Consultant shall be subject to the approval of Agency.
3.4 Aaencv's ReDresentative.
The Agency hereby designates Lee Whittenberg, Director of Development
Services, or his designee, to act as its representative for the performance of this
Agreement ("Agency's Representative"). Agency's Representative shall have the power
to act on behalf of the Agency for all purposes under this Contract. Contractor shall not
accept direction from any person other than the Agency's Representative or his or her
designee.
10
e
Kebab Fiaaocial Corporation c_ Approva1.RDA StalfReporl2
e
e
e
Consultanl Ser1Ilca with Rehab Financial COI'pOration
RedevelopmenJ Agency Staff Report
June2J,2oo7
3.5
Consultant's ReDresentative.
Consultant hereby designates Belinda Exon, President, or her designee, to act
as its representative for the performance of this Agreement ("Consultant's
Representative"). Consultant's Representative shall have full authority to represent and
act on behalf of the Consultant for all purposes under this Agreement. The
Consultant's Representative shall supervise and direct the Se!",ices, using her best skill
and attention, and shall be responsible for all means, methods, techniques, sequences
and procedures and for the satisfactory coordination of all portions of the Services
under this Agreement.
3.6 Standard of Care.
Consultant shall perform all Services under this Agreement in a skillful
and competent manner, consistent with the standards generally recognized as being
employed by professionals in the same discipline in the State of Califomia. Consultant
represents that it, its employees and subcontractors have all licenses, permits,
qualifications and approvals of whatever nature that are legally required to perform the
Services, and that such licenses and approvals shall be maintained throughout the term
of this Agreement. Any employee who is determined by the Agency to be
uncooperative, incompetent, a threat to the adequate or timely completion of the
Project, a threat to the safety of persons or property, or any employee who fails or
refuses to perform the Services in a manner acceptable to the Agency, shall be
promptly removed from the Project by the Consultant and shall not be re-employed to
perform any of the Services or to work on the Project.
3.7 Laws and Reaulations.
Consultant shall keep itself fully informed of and in compliance with all
local, state and federal laws, rules and regulations in any manner affecting the
performance of the Project or the Services, including all CaVOSHA requirements, and
shall give all notices required by law. Consultant shall be liable for all violations of such
laws and regulations in connection with Services. If the Consultant performs any work
knowing it to be contrary to such laws, rules and regulations and without giving written
notice to the Agency, Consultant shall be solely responsible for all costs arising
therefrom. Consultant shall defend, indemnify and hold Agency, its officials, directors,
officers, employees and agents free and harmless, pursuant to the indemnification
provisions of this Agreement, from any claim or liability arising out of any failure or
alleged failure to comply with such laws, rules or regulations.
11
Rehab FiDa!u:iaI Corporation ~Appnmd.RDA Sla/fRepolll
CD1InIl1ant Servica with Rshab Financial Corporation e
Redevelopment Agem:y StqffReport
June 25. 2007
3.8 Insurance.
3.8.1 Time for ComDliance.
Consultant shall not commence Work under this Agreement until it has
provided evidence satisfactory to the Agency that it has secured all insurance required
under this section. In addition. Consultant shall not allow any subcontractor to
commence work on any subcontract until it has provided evidence satisfactory to the
Agency that the subcontractor has secured all insurance required under this section.
3. 8.2 Minimum Reauirements.
Consultant shall, at its expense, procure and maintain for the duration of
the Agreement insurance against claims for injuries to persons or damages to property
which may arise from or in connection with the performance of the Agreement by the
Consultant, its agents, representatives, employees or subcontractors. Consultant shall
also require all of its subcontractors to procure and maintain the same insurance for the
duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage: e
(1) Minimum ScoDe of Insurance.
Coverage shall be at least as broad as the latest version of the following:
(1) General Liability: Insurance Services Office Commercial General Liability coverage
(occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office
Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers'
Compensation and Employers' Liability: Workers' Compensation insurance as required
by the State of California and Employer'S Liability Insurance. .
(2) Minimum Limits of Insurance.
Consultant shall maintain limits no less than: (1) General Liability:
$1,000,000 per occurrence for bodily injury; personal injury and property damage. If
Commercial General Liability Insurance or other form with a general aggregate limit is
used, either the general aggregate limit shall apply separately to this
Agreementllocation or the general aggregate limit shall be twice the required
occurrence Iimit;(2) Automobile Liability: $1,000,000 per accident for bodily injury and
property damage; and (3) Workets' Compensation and Employer's Liability: Workers'
compensation limits as required by the Labor Code of the State of California.
Employers Liability limits of $1 ,000,000 per accident for bodily injury or disease.
12
e
Rehab Financiai CmporatioD CoIItract Approval.RDA SIIIfrRepott 2
e
e
e
COIISIl1tanl ServictJl/ with Rehab Financial Corporation
RedevelopmenJ Agency St"" Report
Juns 25, 2007
3.8.3 Professional Liabilitv.
Consultant shall, at its expense, procure and maintain for the duration of
the Agreement professional liability insurance in the amount of $1 ,000,000.
3. 8.4 Insurance Endorsements.
The insurance policies shall contain the following prOVIsions, or
Consultant shall provide endorsements on forms supplied or approved by the Agency to
add the following provisions to the insurance poliCies:
(1) General Liabilitv.
The general liability policy shall be endorsed to state that: (I) the Agency,
its directors, officials, officers, employees, agents and volunteers shall be covered as
additional insureds with respect to the Work or operations performed by or on behalf of
the Consultant, including materials, parts or eqUipment fumished in connection with
such work; and (Ii) the insurance coverage shall be primary insurance as respects the
Agency, its directors, officials, officers, employees, agents and volunteers, or if excess,
shall stand in an unbroken chain of coverage excess of the Consultant's scheduled
underlying coverage. Any insurance or self-insurance maintained by the Agency, its
directors, officials, officers, employees, agents and volunteers shall be excess of the
Consultant's insurance and shall not be called upon to contribute with it.
(2) Automobile Liabilitv.
The automobile liability policy shall be endorsed to state that: (I) the
Agency, its directors, officials, officers, employees, agents and volunteers shall be
covered as additional insureds with respect to the ownership, operation, maintenance,
use, loading or unloading of any auto owned, leased, hired or borrowed by the
Consultant or for which the Consultant is responsible; and (ii) the insurance coverage
shall be primary insurance as respects the Agency, its directors, officials, officers,
employees, agents and volunteers, or if excess, shall stand in an unbroken chain of
coverage excess of the Consultanfs scheduled underlying coverage. Any insurance or
self-insurance maintained by the Agency, its directors, officials, officers, employees,
agents and volunteers shall be excess of the Consultanfs insurance and shall not be
called upon to contribute with it.
13
Rohab FiDancial Cooponlion Cqa1nIC! Appmval.RDA SIIdfReport 2
COltSlllranl ServlCB3 with Rehob Financial C01p01'fltian e
Redevelopment Agency Stqff Report
Jrme 25, 2007
(3) Workers' ComDensation and EmDlovers Liab-i1ity Coveraae,
If requested by the Agency the insurer shall agree to waive all rights of
subrogation against the Agency, its directors, officials, officers, employees, agents and
volunteers for losses paid under the terms of the insurance policy which arise from work
performed by the Consultant.
(4) AJI Coveraaes.
Each insurance policy required by this Agreement shall be endorsed to
state that (I) coverage shall not be suspended, voided, reduced or canceled except
after thirty (30) days prior written notice by certified mail, return receipt requested, has
been given to the Agency; and (ii) any failure to comply with reporting or other
provisions of the policies, including breaches of warranties, shall not affect coverage
provided to the Agency, its directors, officials, officers, employees, agents and
volunteers.
3. 8.5 Seearation of Insureds: No Seecial Limitations.
e
All insurance required by this Section shall contain standard separation of
insureds provisions. In addition, such insurance shall not contain any special limitations
on the scope of protection afforded to the Agency, its directors, officials, officers,
employees, agents and volunteers.
3. 8.6 Deductibles and Self-Insurance Retentions.
Any deductibles or self-insured retentions must be declared to and
approved by the Agency. Consultant shall guarantee that, at the option of the Agency,
either. (1) the insurer shall reduce or eliminate such deductibles or self-insured
retentions as respects the Agency, its directors, officials, officers, employees, agents
and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of
losses and related investigation costs, claims and administrative and defense
expenses.
3. 8.7 Acceetabilitv of Insurers.
Insurance is to be placed with insurers with a current A.M. Best's rating no
less than A:VIII, licensed to do business in California, and satisfactory to the Agency.
14
e
Rehab rlllllllCial CorporatilOl Ccmtnct Appn>val.RDA SIBIrRopotl2
e
e
e
Consultant St!n1ices with IWwb Fintmcial Corporati01l
Rsdevelopment Agency Staff&port
June 25, 2007
3. 8.8 Verification of Coveraae.
Consultant shall furnish Agency with original certificates of
insurance and endorsements effecting coverage required by this Agreement on forms
satisfactory to the Agency. The certificates and endorsements for each insurance
policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf, and shall be on forms provided by the Agency if requested. All certificates and
endorsements must be received and approved by the Agency before work commences.
The Agency reserves the right to require complete, certified copies of all required
insurance policies, at any time.
4. Fees and Pavrnents.
4.1 ComDensation.
Consultant shall receive compensation, including authorized reimbursements, for
all Services rendered under this Agreement at the rates set forth in Exhibit "A" attached
hereto and incorporated herein by reference.
4.2 Pavrnent of ComDensation.
Consultant shall submit to Agency a monthly, itemized statement which indicates
work performed and hours of Services per project rendered by Consultant. Agency
shall, within 30 days of receiving such statement, review the statement and pay all
approved charges thereon.
4.3 Reimbursement for EXDenses.
Consultant shall not be reimbursed for any expenses unless authorized by the
Agency.
5. Termination
Agency may, by written notice to Consultant, terminate the whole or any part of
this Agreement at any time and without cause by giving written notice to Consultant of
such termination, and specifying the effective date thereof, at least seven (7) days
before the effective date of such termination. Upon termination, Consultant shall be
compensated only for those services which have been adequately rendered to Agency,
and Consultant shall be entitled to no further compensation. Consultant may not
terminate this Agreement except for cause. If this Agreement is terminated as provided
15
Rebab Financial ClllpDrBlillll Ccm1nl:l Apptuval.RDA SIIIIfReport 2
Consultant Services with Rshab FlnDnclaI Corporali01/ e
Redeoe1opmenl Ag6ncy Stt1.jf Report
June 25, 2007
herein, Agency may require Consultant to provide all finished or unfinished Documents
and Data and other information of any kind prepared by Consultant in connection with
the performance of Services under this Agreement. Consultant shall be required to
provide such document and other information within fifteen (15) days of the request.
6. Notices.
All notices permitted or required under this Agreement shall be given to
the respective parties at the following address:
CONSULTANT:
REHAB FINANCIAL CORPORATION
Attn: Belinda Exon, President
7372 Prince Drive, Suite # 108
Huntington Beach, CA 92647
Seal Beach Redevelopment Agency
Attn: Lee Whittenberg
211 Eighth Street
Seal Beach, CA 90740
e
AGENCY:
Such notice shall be deemed made when personally delivered or when mailed,
forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and
addressed to the party at its applicable address. Actual notice shall be deemed
adequate notice on the date actual notice occurred, regardless of the method of
service.
7. Confidentialitv.
All ideas, memoranda, specifications, plans, procedures, drawings, descriptions,
computer program data, input record data, written information, and other Documents
and Data either created by or provided to Consultant in connection with the
performance of this Agreement shall be held confidential by Consultant. Such materials
shall not, without the prior written consent of Agency, be used by Consultant for any
purposes other than the performance of the Services. Nor shall such materials be
disclosed to any person or entity not connected with the performance of the Services or
the Project. Nothing fumished to Consultant which is otherwise known to Consultant or
is generally known, or has become known, to the related industry shall be deemed
confidential. Consultant shall not use Agency's name or insignia, photographs of the
_ Project, pertaining to the Services or the Project in any magazine, trade paper,
16
e
Rehab Financial CorpcmdiDII Cca1IIct AppnwalRDA StalfR<port 2
e
e
e
COIISUltant Services wfth lWuJb Financial COI'p01't1tion
RedelJe/opmB1lt Agency Stqff Report
June2S, 2007
newspaper, television or radio production or other similar medium without the prior
written consent of Agency.
8. Attorney's Fees.
If either party commences an action against the other party, either legal,
administrative or otherwise, arising out of or in connection with this Agreement, the
prevailing party in such litigation shall be entitled to have and recover from the losing
party actual attorney's fees and all other costs incurred in connection with such action.
9. Indemnification.
Consultant shall defend, indemnify and hold the Agency, its officials,
officers, employees, volunteers and agents free and harmless from any and all claims,
demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or
equity, to property or persons, including wrongful death, in any manner arising out of or
incident to any acts, omissions or willful misconduct of Consultant, its officials, officers,
employees, agents, consultants and contractors arising out of or in connection with the
performance of the Services, the Project or this Agreement, including without limitation
the payment of all consequential damages and attorneys fees and other related costs
and expenses. Consultant shall defend, at Consultant's own cost, expense and risk,
any and all such aforesaid suits, actions or other legal proceedings of every kind that
may be brought or instituted against Agency, its directors, officials officers, employees,
agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree
that may be rendered against Agency or its directors, officials, officers, employees,
agents or volunteers, in any such suit, action or other legal proceeding. Consultant
shall reimburse Agency and its directors, officials, officers, employees, agents and/or
volunteers, for any and all legal expenses and costs incurred by each of them in
connection therewith or in enforcing the indemnity herein provided. Consultant's
obligation to indemnify shall not be restricted to insurance proceeds, if any, received by
the Agency, its directors, officials, officers, employees, agents or volunteers.
10. Entire Aareement.
This Agreement contains the entire Agreement of the parties with respect
to the subject matter hereof, and supersedes all prior negotiations, understandings or
agreements. This Agreement may only be modified by a writing signed by both parties.
17
Kebab FiDanciaI CoIporaticm Ccmtnat Approval.RDAStalfRopcxt 2
Con.rultant Services with Rehab FilllmciaJ Cmp01'ation e
Redevelopment Agency Stqff Report
June 25, 2007
11. Governina Law,
This Agreement shall be governed by the laws of the State of California.
12. Time of Essence.
Time is of the essence for each and every provision of this Agreement.
13, Waiver.
No waiver of any default shall constitute a waiver of any other default or
breach, whether of the same or ather covenant or condition. No waiver, benefit,
privilege. or service voluntarily given or performed by a Party shall give the other Party
any contractual rights by custom, estoppel, or otherwise.
14. Prohibited Interests.
Consultant maintains and warrants that it has not employed nor retained
any company or person, other than a bona fide employee working solely for Consultant, .-
to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor .
has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other
consideration contingent upon or resulting from the award or making of this Agreement.
For breach or violation of this warranty, Agency shall have the right to rescind this
Agreement without liability, For the term of this Agreement, no member, officer or
employee of Agency, during the term of his or her service with Agency, shall have any
direct interest in this Agreement, or obtain any present or anticipated material benefit
arising therefrom.
15. Eaual ODDortunity EmDlovment.
Consultant represents that it is an equal opportunity employer and it shall
not discriminate against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age. Such
non-discrimination shall include, but not be limited to, all activities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination.
18
e
Robab Fiaaocial Cmporo!iClD CcmtncI Approval.RDA Staff Report 2
e
e
e
COIISfIhtl1lt Services with Rehab FinI1ncial Corporation
RsdtlVtJlopment Agency StqffRsport
June 25, 2007
16.
Labor Certificatlon.
By its signature hereunder, Consultant certifies that it Is aware of the
provisions of Section 3700 of the California Labor Code which require every employer
to be insured against liability for Worker's Compensation or to undertake self-insurance
in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
17. Authority to Enter Aareement
Consultant has all requisite power and authority to conduct its business
and to execute, deliver, and perform the Agreement Each Party warrants that the
individuals who have signed this Agreement have the legal power, right. and authority to
make this Agreement and bind each respective Party.
SEAL BEACH
REDEVELOPMENT AGENCY
REHAB FINANCIAL
CORPORATION
By:
By:
Its:
David Carmany
Executive Director
Its:
Attest:
By:
Linda Devine, Agency Clerk
Approved as to Form:
By:
Quinn Barrow, Agency Attomey
19
Robab FinaDcial CoIponIIioo Co_ Approval.RDA S1BlfRepoll2
e
e
e
Con.ndtant Services with Rehab FirtlJllCial Corporation
Redevelopment Agency Stqff Rsport
June 2j, 2007
EXHIBIT "A"
PROPOSAL FOR CONSULTANT SERVICES
Scope of Services and Fee Schedule -
Rehab Financial Corporation
Dated June 18, 2007
20
Rehab FiDaacia1 corpDIIIlicm Contract Approval.RDA SIaffRepon 2
e
e
e
Consultant Servica with Rehab Fintmcial CtNpOrQIi07l
Redevelopment Agency Sltdf Reparl
June 2S, 2007
SCOPE OF SEREVICES AND FEE SCHEDULE
Rehab Financial Corporation (RFC) shall provide all related programs and loan services
including but not limited to those set forth in this section upon request of the City of Seal
Beach.
A. Construction Fund Disbursement
Upon execution of the loan documents, the City of Seal Beach shall send
the completed Fund Disbursement Instructions, along with funding to
RFC. The Fund Disbursement Instructions shall include the following
data:
a)
b)
c)
d)
e)
f)
1.
Borrower(s) names and address;
Contractor name and address;
C) Property (job site) address;
Amount of funds being held for disbursement;
Instruction on how funds are to be disbursed; and
Original signatures of Borrower(s) and City
Representative.
of Seal Beach
All funds shall remain on deposit in a trust account with a locally federally
insured financial institution until receipt of a fully executed Disbursement
Authorization from the City of Seal Beach containing all information
regarding the amount of funds to be disbursed, and the parties to receive
such funds. Said Disbursement Authorization shall be verified by RFC to
wit:
a)
b)
2.
The amount authorized is available; and
The Borrower(s) signature is in Disbursement, and City of Seal
Beach Representative's signature is on the approved signatory list.
Once the transaction is completed and verified, funds shall be disbursed
by RFC in the amount requested, and forwarded to the City of Seal
Beach, or as directed.
3.
Pursuant to written instruction from the City of Seal Beach, RFC may
retain an amount of the total proceed for up to 35 days after the
recordation of a Notice of Completion. Said notice may be recorded by
RFC with the appropriate county recorder.
4.
Rehab Fiaaocial CorpDllllioa CcmIract AppnMI.RDA Staff Report 2
21
Consultanl Services with Rehab Financial Corporation A
Rsdevelopment Agency StqlfReport .,
June 25, 2007
5. Upon request by the City of Seal Beach, RFC shall supply to the City of
Seal Beach a monthluy computer print out of all transactions and
balances remaining in each account.
6. Upon payment of all funds for a project, RFC shall provide a Project
Closing Statement to the City of Seal Beach which shall detail all account
activity.
B. MaIntenance of Files and Availability of Data
RFC shall maintain all records of all accounts established under the provisions of
this Scope of Services and Fee Schedule for a period of 5 years after the closing
of the each account. RFC shall, upon request and within a period of 30 days of
such request, make available all records, financial and otherwise, dealing with
the activities performed pursuant to the provision of this Scope of Services and
Fee Schedule to authorized auditors and monitors of the City of Seal Beach.
FEE SCHEDULE
In return for the selected services provided to the City of Seal Beach by RFC, fees shall
be paid pursuant to the following schedule. No fees shall be due RFC for services
rendered unless requested by the City of Seal Beach.
e
A. Fund Disbursement
For each fund disbursement account, the fee shall be $125.00 for the first 10
checks, then $10,00 per check for each additional check, plus outside costs,
including but not limited to recordation fees.
Rehab Financial Corporation
Date
Belinda Exon, President
22
e
Rehab Finmcial CorplllllliDll ComracI AppmvaI.RDA StalfReport2