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HomeMy WebLinkAboutJ &B CONTRUCTION AND SERVICES PINE STREET REVITALIZATION PHASE 1 CONTRACT between AUGUSTA, GEORGIA And J & B CONSTRUCTION AND SERVICES, INC. in the amount of $151,489.82 One Hundred Fifty-One Thousand Four Hundred Eighty-Nine Dollars & 82/100 for Fiscal Year 2009 Providing funding for HOME INVESTMENT PARTNERSHIPS PROGRAM & COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM "Pine Street Revitalization - Phase I" Tms AGREEMENT ("Contract"), is made and entered into as of the 20th day of October, 2009 ("the effective date") by and between Augusta, Georgia, acting through the Housing and Community Development Department (hereinafter referred to as "AHCD") - with principal offices at 925 Laney Walker Blvd., 2nd Floor, Augusta, Georgia 30901, as party of the first part, hereinafter c"alled "Augusta", and J & B Construction and Services, Inc., a developer, organized pursuant to the Laws of the State of Georgia, hereinafter called "J&B" as party in the second part, and Asset Property Disposition, as agent authorized to administer and monitor project, hereinafter called "APD" as party in the third part. WITNESSETH WHEREAS, Augusta is qualified by the U. S. Department of Housing and Urban Development (hereinafter called HUD) as a HOME Program Participating Jurisdiction, and has received HOME Investment Partnerships Act (hereinafter called HOME or the HOME Program) funds from HUD for the purpose of providing and retaining affordable housing for HOME Program eligible families; as defined by HUD; and WHEREAS, Augusta wishes to increase homeownership opportunities and preserve and increase the supply of affordable housing for HOME Program eligible low and moderate income families through eligible uses of its HOME Program grant funds, as described in the Augusta-Richmond County Consolidated Plan 2005-2009, and the Year 2009 Annual Action Plan; and WHEREAS, Augusta wishes to enter into a contractual agreement with J & B Construction and Services, Inc. for the administration of HOME eligible affordable housing development activities; and WHEREAS, this activity has been determined to be eligible HOME activity according to 24 CFR 92.504(c)(13), and will meet one or more of the national objectives and criteria outlined in Title 24 Code of Federal Regulations, Part 92 of the Housing and Urban Development regulations. I WHEREAS, this actIVlty has been determined to be an eligible CDBG activity therefore the developer is required to comply with the Community Development Block Grant Program regulations at 24 CPR Part 570 and the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, at 49 CFR 24. WHEREAS, J&B Construction has been selected and approved through a solicitation process for development partners to assist in the redevelopment of the Laney WalkerlBethlehem communities. WHEREAS, J & B Construction has agreed to provide services funded through this contract free from political activities, religious influences or requirements; and WHEREAS, J & B Construction has requested and Augusta has approved a total of $ 15] ,489.82 in loan funds to perform HOME and CDBG eligible activities as described in Article I, below: NOW, THEREFORE, the parties of this agreement for the consideration set forth below, do here and now agree to the following terms and conditions: ARTICLE I. SCOPE OF SERVICES A. Scope of Services Project Description: J&B Construction agrees to utilize approved HOME funds to support project related costs associated with the Pine Street Revitalization Project - Phase 1. This project is a multi- phased affordable }lousing effort which involves demolition, development and construction of new single-family, scattered site, in-fill affordable housing units throughout the. Pine Street Community. Under this agreement ~ Perform demolition and clearing of sites. .. Perform new construction services for 2 single family homes . Perform all required and requested marketing and advertising activities; in accordance with "HOME" program "Pair Housing" regulations "* All projects are to posses the following required components: . Evidence of Site Control . Evidence of additional financing resources "Leveraging" . At the time of sale, evidence that a qualified homebuyer has been identified, received and completed a comprehensive home buying education course(s) and pre-purchase housing counseling program; prior to the completion of the assigned home. B. Use of Funds: HOME funds shall be used by J & B Construction for the purposes and objectives stated in Article I, Scope of Services, and Exhibit "A" of this Agreement. The use of HOME funds for any other purpose(s) is not permitted. The following summarizes the proposed uses of HOME Program funds under this A!"rreement: 2 1 . Construction An amount not to exceed $ 63,708.47 in a loan shall be expended by J & B Construction from Year 2009 HOME funds for construction costs related to the development of 2 affordable single family housing units in the Pine Street Revitalization Project - Phase 1. The design and specifications must be approved by AHCD prior to construction (Exhibit A). Funds will be used to assist with the cost of all construction related fees. These units will be constructed by J & B Construction and sold to eligible low and very-low income homebuyers. The address for this project (a) 1205 Pine Street (b) 1207 Pine Street J & B Construction may request a change in addresses through a written request. J&B Construction will provide 75% of the construction cost through a construction loan. Loan estimated to be approximately $ 191,125.43. 2. Developer's Fee An amount not to exceed $38,225.08 in a grant shall be expended to J&B Construction in support of the project development fees. Draw downs are to be requested after sale and only in the event that a 15% developer fee cannot be collected from the sales proceeds. Developers fees are as listed: a. 1205 Pine Str~t - $ 18,673.47 b. 1207 Pine Street - $ 19,551.61 3. Construction Interest An amount not to exceed $ 9,556.27 shall be expended to J&B Construction in support of repayment of principal and simple interest. J & B Construction has been awarded a line of credit with a interest rate of 5%. AHCD agrees to pay interest on loan until units are sold. J&B Construction must submit interest payment statements in order to be reimbursed. 1205 Pine Street not to exceed $ 4,668.38 1207 Pine Street not to exceed $ 4,887.90 CDBG funds shall be used by J & B Construction for the purposes and objectives stated in Article I, Scope of Services, and Exhibit "A" oftms Agreement. The use of CDBG funds for any other purpose(s) is not permitted. The following summarizes the proposed uses of CDBG Program funds under this Agreement: 4. Demolition and Cleating An amount not to exceed $40,000.00 shall be expended by J & B Construction to support the demolition and clearing of sites to be used to construct affordable single-family housing units to be made available for purchase by HOME program eligible low and moderate-income homebuyers. The sites for demolition and clearing are located at: (a) 1224 Pine Street (b)1225 Pine Street (e) 1223 Pine Street (f) 1233 Pine Street ( c) 1240 Pine Street (g) 1237 Pine Street (d) 1241 Pine Street (h) 1228 Pine Street 3 . Sites are to be utilized to construct affordable single-family housing units in Phases II, III, & IV. **1224 Pine and 1245 Pine cannot be demolished until closing has been confirmed.** C. Program Location and Specific Goals to be Achieved J & B Construction shall conduct project development activities and related services in its project area (also known as the Pine Street Community) that incorporates the following boundaries: James Brown Blvd. on the West; 12th Street on the East; Wrightsboro Road on the South; and Laney Walker Bouievard on the North and its designated geographic boundaries approved by AHCD. D. Proiect Eligibility Determination It has been determined that the use of HOME funds by the J & B Construction will be in compliance with 24 CFR Part 92. Notwithstanding any other provisions of this contract, J & B Construction shall provide activities and services as described in the description of the project, including use of funds, its goals and objectives, tasks to be performed and a detailed schedule for completing the tasks for this project as provided in Exhibit A of this contract. ARTICLE II. BUDGET AND METHOD OF PAYMENT J & B Construction, Inc. will be compensated in accordance with this Article II, Budget and Method of Payment, that specifically identifies the use of HOME/CDBG and other project funding as represented in Article II. C.2 of this Agreement. J & B Construction will carry out and oversee the implementation of projects to be funded with HOMElCDBG funds. J & B Construction agrees to perform the required services under the general coordination of the Augusta Housing and Community Development Department. In addition and upon approval by Augusta, J & B Construction, may engage the services of outside professional services consultants and contractors to help carry out the program and projects. A. Augusta shall designate and make HOME/CDBG Project funds available in the following manner: 1. Augusta agrees to pay J & B Construction, a maximum of $ 151,489.82 under this agreement for project expenses incurred as outlined in ARTICLE 1, Scope of Services, subject to J & B Construction compliance with all terms and conditions of this agreement and the procedures for documenting expenses and activities as set forth in ARTICLE V. 2. The method of payment shall be on a reimbursement basis. The Reimbursement Form can be found in appendix B. For invoicing, J&B Construction will include documentation showing proof of payment in the form of a cancelled check or check register and completed reimbursement form that includes amount requested, amount remaining and specific line items names that relate to contract budget found in Appendix A. 3. APD will monitor the progress of the project and J & B Construction performance on a weekly basis with regards to the production of housing units and the overall effectiveness of project. 4 4. Upon the termination of this agreement, any unused or residual funds remaining shall revert to Augusta and shall be due and payable on such date of the termination and shall be paid no later than thirty (30) days thereafter. 5. Funds may not be transferred from line to line item in the project budget without the prior written approval of Augusta. 6. The use of funds described in this agreement is subject to the written approval of the U. S. Department of Housing and Urban Development. 7. This Agreement is based upon the availability of HOME/CDBG Program Funds. 8. J & B Construction will make reasonable efforts to secure additional funding sources using the $ 151,489.82 in HOME/CDBG funds awarded under this agreement as leverage to support the "Pine Street Revitalization Project - Phase II". A copy of this letter will be attached in Appendix D. B. Proiect Financing The AugUsta Housing and Community Development Department (AHCD) will fund no more than twenty-five percent (25%) of the total development costs of a single project, and seeks to provide J & B Construction with the necessary HOME/CDBG Funding Agreement upon receipt of J & B Construction financial commitment letter for 75% of the total cost of construction from a reputable financial institution. Additionally, this funding (5% non-amortizing loan) is being committed specifically for construction related costs (permits, footings, foundation, floor framing, exterior wall framing, plumbing, HV AC, rough electric, developer's fees, etc.) as well as for other project related costs as described below: . J & B Construction's construction interest will be subsidized by AHCDD via its funding allocation at a rate not to exceed 5% for 12 months or when house sells or whichever occurs first. . J & B Construction developer's gap will be subsidized by AHCDD. . J & B Construction funding can be used to cover project related soft costs (architectural/engineering fees, other related professional fees, affirmative marketing and fair housing services, other soft costs as deemed eligible) . AHCDD will purchase 1205 and 1207 Pine Street from J&B Construction Services, Inc. if the dwellings do not sell to qualified buyers within twelve (12) months from the date of issuance of the Certificate of Occupancy. . All funding is being provided at a 0% non-amortizing loan to be repaid once the house sales. C. Timetable for Completion ofProiect Activities 1. J&B Construction shall obligate the designated HOMElCDBG funds by April 1, 2010. Based on the budget outlined in C.2 below, J&B Construction will provide a detailed outline of 5 critical project milestones and projected expenditures during the course of the development project as Exhibit C. These documents will become an official part of the contractual agreement and provide the basis for overall project performance measurements. D. Proiect Budget: Limitations 1. J&B Construction shall be paid a total consideration of $ 151,489.82 for full performance of the services specified under this Agreement. Any cost above this amount shall be the sole responsibility of the J&B Construction. It is also understood by both parties to this contract that the funding provided under this contract for this specific project shall be the only funds provided by Augusta - unless otherwise agreed to by Augusta and J&B Construction. 2. J & B Construction shall adhere to the following budget in the perfonnance of this contract. Construction (HOME) Construction Interest (HOME) Developer's Fee (HOME) Demolition & Clearing (CDBG) $ 151,489.82 63, 708.47 9,556.27 38,225.08 40,000.00 A. Proiect Activitv Cost TOTAL HOME/CDBG PROJECT COST: $ 151,489.82 ARTICLE In - RESALE/RECAPTURE PROVISIONS (24 CFR 92.254(5)J l. The ResalelRecapture Provisions in this Article III shall ensure compliance with the HOME Program "Period of Affordability" requirements pursuant to 24 CFR 92.254(a)(4). 24 CFR 92.254 requires that the City, its subrecipients, and CHDOs follow certain resale/recapture restrictions with regard to its HOME-funded homebuyer program. Each property sold to a homebuyer will remain affordable for the duration of the affordability period or the City will use the recapture option. A. Recapture Provisions [24 CFR 92.254(5)(ii)] If the eligible homebuyer (who received down payment assistance [HOME Program] or other development subsidy funds from Augusta) sells their property, then AHCD shall recapture the HOME funds which will ensure that the recaptured HOME Program funds are reinvested in other affordable housing in Augusta for low and moderate-income persons. This shall be accomplished through deed restrictions, property liens, and contractual obligations, as described in Article LB of this Agreement. ARTICLE IV. TERM OF CONTRACT The term of this agreement shall commence on the date when this agreement is executed by Augusta and the J&B Construction (whichever date is later) and shall end at the completion of all program activities, within the time specified in Article LD, or in accordance with ARTICLE IX: Suspension and Termination. 6 ARTICLE V. DOCUMENTATION AND PAYMENT A. This is a pay-far-performance contract and in no event shall Augusta provide advance funding to the J&B Construction, or any subcontractor hereunder. All payments to the J&B Construction by Augusta will be made on a reimbursement basis. B. J&B Construction shall maintain a separate account and accounting process for HOME/CDBG funding sources. C. J&B Construction shall not use these funds for any purpose other than the purpose set forth in this Agreement. D. Subject to J&B Construction's compliance with the provisions of this Agreement, Augusta agrees to reimburse all budgeted costs allowable under federal, state, and local guidelines. E. All purchases of capital equipment, goods and services shall comply with the procurement procedures of OMB Circular A-110 "Uniform Administrative Requirements for Grant Agreements with Institutions of Higher Education, Hospitals and Other Non-Profit Organizations" as well as the procurement policy of Augusta. F. Requests by J&B Construction for payment shall be accompanied by proper documentation and shall be submitted. to HCD, transmitted by a cover memo, for approval no later than thirty (30) calendar days after the last date covered by the request. For purposes of this section, proper documentation includes: "Reimbursement Request" form supplied by HCD, copies of invoices, receipts, other evidence of indebtedness, budget itemization and description of specific activities undertaken. Invoices shall not be honored if received by Augusta later than sixty (60) calendar days after expiration date ofthis A!:,:rreement. Reimbursement request form is in Appendix A G. J&B Construction shall maintain an adequate financial system and internal fiscal controls. H. Developer's fee will be determined after construction is complete and the hone is sold, and the homebuyer subsidy will be determined after the amount of the buyer's permanent mort!:,rage has been determined. 1. Unexpended Funds: Unexpended funds shall be retained by Augusta. Upon written request, Augusta may consider the reallocation of unexpended funds to eligible projects proposed by the J &B Construction. ARTICLE VDI ADMINISTRATIVE REQUIREMENTS A. Conflict of Interest J&B Construction agrees to comply with the conflict of interest provisions contained in 24 CFR 85.36, 570.61 1, OMB Circular A-IlO andOMB Circular A-102 as appropriate. This conflict of interest provision applies to any person who is an employee, agent, consultant, officer, or elected official or appointed official of J&B Construction. No person described above who exercises, may exercise or has exercised any functions or responsibilities with respect to the HOME activities supported under this contract; or who are in a position to participate in a decision-making process or gain inside information with regard to such activities, may obtain any financial interest or benefit from the activities, or have a financial 7 interest in any contract, sub--contract, or agreement with respect to the contract activities, either for themselves or those with whom they have business or family ties, during their tenure or for one year thereafter. For the purpose of tbis provision, "family ties", as defmed in the above cited volume and provisions of the Code of Federal Regulations, include those related as Spouse, Father, Mother, Father-in~law, Mother-in-law, Step-parent, Children, Step- children, Brother, Sister, Brother-in-law, Sister-in-law, Grandparent, Grandchildren of the individual holding any interest in the subject matter of this Agreement. J&B Construction in the persons of Directors, Officers, Employees, Staff, Volunteers and Associates such as Contractors, Sub-contractors and Consultants shall sign and submit a Conflict of Interest Affidavit. (Affidavit form attached as part in parcel to this Agreement) B. Augusta may, fTOm time to time, request changes to the scope ofthis agreement and obligations to be performed hereunder by J&B Construction. In such instances, J&B Construction shall consult with HCD/ Augusta on any changes that will result in substantive changes to this Agreement. All such changes shall be made via written amendments to this Agreement and shall be approved by the governing bodies of both Augusta and J &B Construction. C. Statutes, regulations, guidelines and forms referenced throughout this Agreement are listed in Appendix A and are attached and included as part in parcel to thi~ Agreement. ARTICLE IX. OTHER REQUIREMENTS A. Fair Housing J&B Construction agrees that it will conduct and administer HOME activities in conformity with Pub. L. 88-352, "Title VI of the Civil Rights Act of 1964", and with Pub. L. 90-284 "Fair Housing Act", and that it will affinnatively further fair housing. One suggested activity is to use the fair housing symbol and language in J&B Construction's publications and/or advertisements. (24 CFR 570.601). B. Ownership Interest J&B Construction agrees that the ownership in the housing assisted units must meet the definition of "homeowners hip" in g92.2. C. Non-Discrimination J &B Construction. agrees to comply with 24 CFR Part I, which provides that no person shall be excluded from participation in this project on the grounds of race, color, national origin, or sex; or be subject to discrimination under any program or activity funded in whole or in part with federal funds made available pursuant to the Act. D. Labor Standards 1. General: J&B Construction agrees that in instances in which there is construction work over $2,000 financed in whole or in part with HOME funds under this Agreement, J&B Construction will adhere to the Davis-Bacon Act (40 USC 276), as amended, which requires all laborers and mechanics working on the project to be paid not less than prevailing wage-rates as determined by the Secretary of Labor. By reason of the foregoing requirement, the Contract Work Hours and Safety Standards 8 Act (40 USC 327 et seq.) also applies. These requirements apply to the rehabilitation of residential property only if such property contains eight or more units. (24 CFR 570.603) 2. Labor Matters: No person employed in the work covered by this contract shall be discharged or in any way discriminated against because he or 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 under or relating to the labor standards applicable hereunder to his or her employer. (24 CFR 570.603) E. Environmental Standards J&B Construction agrees that in accordance with the National Environmental Policy Act of 1969 and 24 CFR part 58, it will cooperate with Augusta/HCD in complying with the Act and regulations, and that no activities will be undertaken until notified by Augusta/HCD that the activity is in compliance with the Act and regulations. Prior to beginning any project development activity, an environmental review must be conducted by the Augusta-Richmond County Planning Department pursuant to (24 CFR 570.604). F. Flood Insurance Consistent with the Flood Disaster Protection Act of 1973 (42 USC 4001-4128), J&B Construct agrees that HOME funds shall not be expended for acquisition or construction in an area identified by the Federal Emergency Management Agency (FEMA) as having special flood hazards (representing the lOO-year floodplain). Exceptions will be made if the community is participating in the National Flood Insurance Program or less than a year has passed since FEMA notification and flood insurance has been obtained in accordance with section 102(a) ofthe Flood Disaster Protection Act of 1973. G. Displacement and Relocation J&B Construction agrees to take all reasonable steps to minimize displacement of persons as a result of HOME assisted activities. Any such activities assisted with HOME funds will be conducted in accordance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (URA) and the Housing and Community Development Act of 1974 (24 CFR 570.606). H. Non-Discrimination in Emplovment J&B Construction agrees to comply with Executive Order 11246 and 12086 and the regulations issued pursuant thereto (41 CFR 60) which provides that no person shall be discriminated against on the basis of race, color, religion, sex or national origin. J&B Construction will in all solicitations or advertisements for employees placed by or on behalf of J&B Construction, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin or familial status. 1. Employment and Business Opportunities J&B Construction. agrees that low and moderate income persons residing within Augusta- Richmond County; and that contracts for work in connection with the project be awarded to 9 eligible business concems which are located in or owned in substantial part by persons residing in Augusta-Richmond County - (24 CFR 570.697). J. Lead-Based Paint In accordance with Section 92.355 of the HOME Regulations and Section 570.608 of the CDBG Regulations, J&B Construction ab'Tees to comply with the Lead Based Paint Poisoning Prevention Act pursuant to prohibition against the use of lead-based paint in residential structures and to comply with 24 CFR 570.608 and 24 CFR 35 with regard to notification of the hazards of lead-based paint poisoning and the elimination of lead-based paint hazards. K. Debarred, Suspended or Ineligible Contractor J&B Constroction. agrees to comply with 24 CPR 570.609 with regards to the direct or indirect use of any contractor during any period of debarment, suspension or placement in ineligibility status. No contract will be executed until such time that the debarred, suspended or ineligible contractor has been approved and reinstated by HCD. L. Drug Free Workplace In accordance with 24 CPR part 24, subpart F, J&B Construction agrees to administer a policy to provide a drug-free workplace that is free from illegal use, possession or distribution of drugs or alcohol by its beneficiaries as required by the Drug Pree Workplace Act of 1988. M. Publicity Any publicity generated by J&B Construction for the project funded pursuant to this Agreement, during the term of this Agreement or for one year thereafter, will make reference to the contribution of Augusta-Richmond County in making the project possible. The words "Augusta-Richmond County Department of Housing and Community Development" will be explicitly stated in any and all pieces of publicity; including but not limited to flyers, press releases, posters, brochures, public service announcements, interviews, and newspaper articles. N. Timely Expenditure of Funds In accordance with 24 CFR 85.43, if J&B Construction fails to expend its grant funds in a timely manner, such failure shall constitute a material failure to comply with this Agreement and invoke the suspension and tennination provisions of ARTICLE X. For purposes of this Agreement, timely expenditure of funds means J&B Construction shall obligate and expend its funds as designated under ARTICLE II. (B). o. Compliance with Laws and Permits J&B Construction shall comply with all applicable laws, ordinances and codes of the federal, state, and local governments and shall commit no trespass on any public or private property in performing any of the work embraced by this contract. J&B Construction agrees to obtain all necessary permits for intended improvements or activities. 10 P. Assignment of Contract J&B Construction shall not assign any interest in this contract or transfer any interest in the same without the prior written approval of Augusta. Q. Equal Employment Opportunity J&B Construction agrees to comply with the prohibitions against discrimination on the basis of age under the Age Discrimination Act of 1975 (42 U.S.C. 6101-07) and implementing regulations at 24 CFR part 146 and the prohibitions against otherwise qualified individuals with handicaps under section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and implementing regulations at 24 CPR part 8. For purposes of the emergency shelter grants program, the term dwelling units in 24 CFR part 8 shall include sleeping accommodations. R. Affirmative Action J&B Construction will not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin. or familial status. J&B Construction will take affirmative action to insure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, or J&B Construction social status. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or advertising; lay-off or termination, rates of payor other forms of compensation; and selection for training, including apprenticeship. J&B Construction agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by Augusta setting forth the provisions of this nondiscrimination clause. J&B Construction agrees to make efforts to encourage the use of minority and women-owned business enterprises in connection with HOME supported activities. S. Reli{!ious Influence J&B Construction will not discriminate against any employee or applicant for employment on the basis of religion and will not give preference of persons on the basis of religion. J&B Construction will not discriminate against any person applying for shelter on the basis of religion. J&B Construction will provide no religious instruction or counseling, conduct no religious worship or services, engage in no religious proselytizing and exert no religious influence in the provision of shelter and other eligible activities funded by this grant. T. Indirect Costs Indirect costs will only be paid if J &B Construction has indirect cost allocation plan approved by the Department of Housing and Urban Development prior to the execution of this Contract. U. Travel If applicable, J&B Construction shall obtain prior written approval from the Grantee for any travel outside the State of Georgia with funds provided under this contract. All Federal Travel Regulations are applicable (41 CFR Part 301). 11 V. Construction Requirements - SEE APPE!\.TJ)IX C All housing units [rehabilitated, reconstructed or newly constructed] and assisted with HOME Program funds must, before occupancy, meet the Property Standards specified at 25 CFR 92.251 [the HOME Program Regulations]. The Property Standards at 24 CFR 92.251 require that the homes receiving HOME Program funds must meet all local codes for new construction. In the absence of local codes, properties must meet the HUD Section 8 Housing Quality Standards [HQS]. All housing assisted under this Agreement is "new construction" by HOME Program definition and therefore must meet the local building codes for new housing in Augusta-Richmond County, as applicable. ARTICLE X. SUSPENSION AND TERMINATION A. In the event J&B Construction materially fails to comply with any tenns of this agreement, including the timely completion of activities as described in the timetable and/or contained in ARTICLE I, Scope of Services, Augusta may withhold cash payments until J&B Construction, Inc. cures any breach of the agreement. If J&B Construction fails to cure the breach, Augusta may suspend or terminate the current award of HOME funds for the J&B Construction program. B. Notwithstanding the above, J&B Construction shall not be relieved of its liability to Augusta for damages sustained as a result of any breach of this agreement. In addition, to any other remedies it may have at law or equity, Augusta may withhold any payments to J&B Construction for the purposes of set off until such time as the exact amount of damages is determined. C. In the best interest of the program and to better serve the people in the target areas and fulfill the purposes of the Act, either party may terminate this Agreement upon giving thirty (30) days notice in writing of its intent to terminate, stating its reasons for doing so. In the event Augusta terminates the Agreement, Augusta shall pay J &B Construction for documented committed eligible costs incurred prior to the date of notice of termination. D. Notwithstanding <my termination or suspension of this Agreement, J&B Construction shall not be relieved of any duties or obligations imposed on it under ARTICLES V, VI, VII, VIII, IX, XI, and XII of this agreement with respect to HOME funds previously disbursed or income derived therefrom. ARTICLE XL NOTICES Whenever either party desires to give notice unto the other, such notice must be in writing, sent by certified United States mail, return receipt requested, addressed to the party for whom it is intended, at the place last specified, and the place for briving of notice shall remain such until it shall have been changed by written notice. Augusta will receive all notice at the address indicated below; Office of the Administrator Municipal Building 530 Green Street, Suite 801 Augusta, Georgia 30911 12 With copies to: Augusta Housing and Community Development Department 925 Laney Walker Blvd., 2nd Floor Augusta, Georgia 30901 J&B Construction and Services, Inc. will receive all notices at the address indicated below: J & B Construction and Services, Inc. 3550 Gordon Hwy Grovetown, GA 30813 ARTICLE XIL INDEMNIFICATION J&B Construction will at all times hereafter inderrmify and hold harmless Augusta, its officers, agents and employees, ,against any and all claims, losses, liabilities, or expenditures of any kind, including court costs, attorney fees and expenses, accruing or resulting from any or all suits or damages of any kind resulting from injuries or damages sustained by any person or persons, corporation or prope1ty, by virtue of the performance of this Agreement. By execution of this agreement, J&B Construction specifically consents to jurisdiction and venue in the Superior Court of Richmond County, Georgia and waives any right to contest jurisdiction or venue in said Court. Should it become necessary to detennine the meaning or otherwise interPret any work, phrase or provision of this Agreement, or should the terms of this Agreement in any way be the subject of 'litigation in any court of laws or equity. It is agreed that the laws of the State of Georgia shall exclusively control same. The parties hereto do agree to bind themselves, their heirs, executors, administrators, trustees, successors and assigns, all jointly and severally under the terms of this Agreement. ARTICLE XIlL INS~CEANDBONDING J&B Construction shall acquire adequate insurance coverage to protect all contract assets from loss or damage resulting from theft, fraud or physical damage. AU policies and amounts of coverage shall be subject to approval by Augusta. Additionally, J&B Construction. shall procure and provide for approval by Augusta a blanket fidelity bond in the amount of at least $100,000.00 covering all personnel of J&B Construction handling or charged with the responsibility for handling funds and property pursuant to this contract. J&B Construction shall procure and provide, for approval by the Augusta, comprehensive general liability insurance in the amount of at least $1,000,000.00 insuring the Grantee and adding as named insured the City of Augusta, the Mayor, Commissioners, and Augusta's officers, agents, members, employees, and successors. Additionally, J&B Construction shall procure officers and directors liability insurance under policies to be approved by the Augusta. All of the above policies shall provide that no act or omission of the grantee, its agents, servants or employees shall invalidate any insurance coverage for other named insured. No insurance policy providing insurance coverage required to be provided by J&B Construction hereunder shall be cancelable without at least fifteen days advance written notice to the Grantee. All insurance policies required hereunder or copies thereof shall be promptly submitted for approval by the Augusta. 13 ARTICLE XIV. PRIOR AND FUTURE AGREEMENTS This document incorporates and includes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the terms hereof shall be predicated upon any prior representations or agreements whether oral or written. Augusta is not obligated to provide funding of any kind to J&B Construction beyond the tenn of this Agreement. .F ARTICLE XV. LEGAL PROVISIONS DEEMED INCLUDED Each and every provision of any law or regulations and clause required by law or regulation to be inserted in this Agreement shall be deemed to be inserted herein and this Agreement shall be read and enforced as though it were included herein and if, through mistake or otherwise, any such provision is not inserted or is not correctly inserted, then upon application of either party this Agreement shaH forthwith be amended to make such insertion. 14 ARTICLE XVI. COUNTERPARTS This agreement is executed in two (2) counterparts ~ each of which shall be deemed an original and together shall constitute one and the same Agreement with one counterpart being delivered to each party hereto. IN WITNESS WHEREOF, the parties have set their hands and seals as of the date first written above: SEAL /J~lgi ma/ By: AUGUSTA. GEORGIA (Augusta) G~x1. ~ David ~i .openhaver As Its Mayor '\ ArrEST: Clerk of Commission ATTEST: J & B CONSTRUCTION AND SERVICES. INC. (Grantee) SEAL ~d~cJ ~~ fh;'M../l (Plain Witness) ~ 15 APPENDIX A Statutes: (Available on Request) 24 CFR Part 92, HOME Investment Partnerships Program ("HOME") OMB Circular A-lID - Uniform Administrative Requirements for Grants and Agreement with Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations OMB Circular A- 122 - Cost Principles for Non-Profit Organizations OMB Circular A-133 - Audits of Institutions of Higher Education & other Non-Profit Institutions 40 USC 276 Davis-Bacon Act 40 USC 327 Contract Work Hours and Safety Standard Act Uniform Relocation Assistance and Real Property Acquisition Policies Act Lead Based Paint Poisoning Prevention Act 24 CFR 35 - HUD Requirements for Notification, Evaluation and Reduction of Lead-Based Paint Hazards in Housing Receiving Federal Assistance and Federally-Owned Residential Property being sold, Final Rule Augusta~Richmond County Procurement Policy Conflict of Interest Affidavit Forms: Reimbursement Form f6