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DocuSign_Valley_CDC_Prospect_Place_Contract_.pdfMayor’s/CP docs/Procedures/VENDOR.COVER SHEET.UPDATED.6-02 cp City of Northampton Vendor Contract Cover Sheet (To Accompany All City Contracts to City Auditor, Purchasing and Mayor’s Office) 1. Department and/or Division Name: 2. Vendor Name: 3. Munis Vendor I.D.#:____________ Department Contract # (if any): 4. Source and Amount of Funds: Please Fill in Below Source: (Please check all that apply) Account Name: Account Number: Amount: Total Per Source Budget: Total of Contract 5. Period of Contract Coverage (If Applicable) ___________________________________________ 6. Brief Description of Goods and/or Services being provided (e.g., Is this a part of a larger project, stand alone, or is it an amendment to a contract?): 7. Does the vendor have a Northampton Office: ____ Yes _ No (if local) Taxes owed: ____ Yes ____ No 8. Please list time and dates that contracts were delivered: Signature Date Department Head, _________________ ___ _______________ Auditor, _________________________ ___ _______________ Chief Procurement Officer, __________ _____________________ _______________ Finance Director, __________________ ___ _______________ Mayor ___________________________ ___ _______________ Contract #: DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 664,068 0.00 22835 0.00 Office of Planning & Sustainability 0.00 X X 50,000 3 years from contract execution 0.00 Bridge Rd Nursing Home AH creation of 60 affordable units at 737 Bridge Road 0.00 Prospect Place CPA 157 714,068 0.00 50,000 Revolving 0.00 0.00 664,068 Borrowing Valley Community Development Corporation Grant 19303 586254 3100933-593339-22 6/30/2022 | 4:31 PM EDTCarolyn S. Misch 7/1/2022 | 8:18 AM EDTJoyce Karpinski Joe Cook 7/1/2022 | 8:51 AM EDT 7/1/2022 | 9:00 AM EDTCharlene Nardi Gina-Louise Sciarra 7/1/2022 | 10:40 AM EDT 344-22 1 CITY OF NORTHAMPTON MASSACHUSETTS CONTRACT FOR PROSPECT PLACE AFFORDABLE HOUSING THIS Contract for a Community Preservation Act Project ("Contract"), is executed this __________, by and between Valley Community Development Corporation, 256 Pleasant Street, Suite A, Northampton MA, 01060, hereinafter called "Grantee" and the City of Northampton, acting through its Community Preservation Committee (the "Northampton CPC"), c/o Office of Planning and Sustainability, 210 Main Street, Northampton, MA 01060, a municipal corporation in the County of Hampshire, Commonwealth of Massachusetts, hereinafter called "City". WITNESSETH, that for the consideration hereinafter mentioned, the City and the Grantee shall agree to the terms and conditions contained in this Contract. The Grantee's Community Preservation Act Project ("Project") shall be completed according to the terms and conditions of this Contract and of the Grantee's Community Preservation Act Project Application and any additional information provided during the Northampton CPC's evaluation process ("Project Application"), which Project Application is hereby incorporated into this Contract by reference and forms a part thereof. These documents can be accessed at http://archive.northamptonma.gov/WebLink/Browse.aspx?id=732716&dbid=0&repo=CityOfNorthampton The Grantee shall: approximately 60 affordable apartments at the former Northampton Nursing Home at 737 Bridge Road, 7 of which will be restricted to households and individuals earning 100% or less of Area Median Income, and 53 of which will be restricted to households and individuals earning 80% or less of Area Median Income, in accordance with the City Council Appropriation dated May 19, 2022. The City shall pay the Grantee up to $714,068 (seven hundred fourteen thousand and sixty-eight dollars) for the performance of this Contract. (Of this amount, $50,000 is from appropriated City short term rental funds and $664,068 is appropriated CPA funds.) The City shall pay the Grantee upon the completion of the Project or portions of the Project, upon receipt and approval of invoices, as further specified below: The Grantor shall pay the Grantee the full contract amount upon the completion of the recording of the Affordable Housing Agreement and upon the commencement of construction or for acquisition of the property. Invoices submitted to the City may take up to 45 calendar days for processing and payment, and shall be made payable to the Grantee. All invoices shall be to cover the acquisition the Affordable Housing restrictions. This Contract shall not be altered in any particular without the consent of all parties to this Contract. All alterations to this Contract must be in writing and must be executed by the Northampton CPC and Northampton's Director of Planning and Sustainability, City Auditor, Chief Procurement Officer, and Mayor. The Grantee shall not delegate, assign or transfer any of its duties delineated in this Contract without prior written consent from the City, although certain services may be provided by third parties if and to the extent contemplated in the Grantee's Project Application. In the event the Grantee is a corporation, a clerk’s certificate that the person executing this Contract is duly authorized to sign must accompany this Contract. Notwithstanding anything in this Contract to the contrary, any and all payments that the City is required to make under this Contract shall be subject to appropriation or other availability of funds as certified by the Northampton DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 7/1/2022 | 10:40 AM EDT 2 City Auditor. Obligations for payments beyond the current fiscal year are subject to appropriation and this Contract shall be canceled in the event of non-appropriation. The Grantee shall indemnify and hold harmless, the City and all of its officers, agents, and employees against all suits, claims or liabilities of every nature, arising out of, or in consequence of, the acts or omissions of the Grantee, its employees, agents, or subcontractors in connection with their rendering of services or goods under this Contract and will, at the Grantee's own cost and expense, defend any and all such suits and actions No Liability of City. By making this award, the City does not accept any liability whatsoever for any acts, omissions or errors associated with the Project. Grantee agrees to indemnify and defend the City from all claims, suits or demands resulting from implementation of the Project. By signing this Contract the Grantee agrees to subject any dispute to mediation, at the option of the City, prior to filing suit in any forum. This Contract shall be deemed to be a Massachusetts contract and its interpretation and construction shall be governed by the laws of Massachusetts and the Charter and Ordinances of the City. The provisions of this Contract are severable. If any provision of this Contract shall be held unconstitutional or invalid by any court of competent jurisdiction, the decision of such court shall not affect any other provisions of this Contract. The City is not bound by this Contract until it is executed by the duly authorized representatives of all parties. Pursuant to M.G.L. Chapter 62C, Section 49A, the Grantee certifies under the penalties of perjury that it has, to the best of its knowledge and belief, complied with the laws of the Commonwealth relating to taxes, reporting of employees and contractors, and withholding and remitting child support. The Grantee authorizes the City of Northampton to deduct from the amounts due under this Contract, any overdue taxes, real or personal, or any other fees due to the City of Northampton from the Grantee which become due and payable by the Grantee during the term of this Contract or until the final amounts due under this Contract are paid in full. Grantee does have a Northampton office. Fair Wages The Grantee certifies that a) neither it nor, to the best of its knowledge after due inquiry, any of the contractors or subcontractors to be utilized in connection with the Project have been subject to a federal or state criminal or civil judgment, administrative citation, final administrative determination, order or debarment resulting from a violation of G.L. c. 149, c. 151, or the Fair Labor Standards Act within five (5) years prior to the date of the Contract, or b) that if it or any of its subcontractors have been subject to a federal or state criminal or civil judgment, administrative citation, final administrative determination, order or debarment resulting from a violation of G.L. c. 149, c. 151, or the Fair Labor Standards Act within five (5) years prior to the date of the Contract, the Grantee has provided copies of any such judgment, citation, determination or order to the City prior to the date of the Contract and has procured a wage bond or insurance. The Grantee certifies that while the Contract is in effect, it will report any known instance of the above to the City within five (5) days of Grantee's knowledge of the same. The Grantee shall obtain from any general contractor or construction supervisor a Fair Wage Compliance Certification and shall require that such general contractor or construction manager obtain such Certification from each subcontractor on the project. These certifications shall be provided to the CPC. Standard Terms and Conditions for CPA Projects: Term. The term of this Contract and the deadline for completion of all work is three years from the date of the City's full execution of this Contract. The City shall not make payments for any costs incurred after the expiration of the Contract. The City shall be obligated to return any unused funds to the Community Preservation Fund Reserve ("Reserve"), and such funds shall be available for future appropriation to other recipients. DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 3 Repayment of Funds. If the Northampton CPC determines that funds have been spent on goods or services not included in the Project budget or otherwise not authorized under this Contract or the Community Preservation Act, the Grantee shall be responsible for repayment of such funds to the Reserve. Public Records. All reports and Project documents submitted to the Northampton CPC shall become the property of the City of Northampton and shall be available for use by the City and available to the public under the Massachusetts Public Records Law. Monitoring Annual preservation guarantee certifications will be required for the length of the preservation guarantee. For perpetual preservation guarantees, the Community Preservation Committee reserves the right to require annual preservation guarantee certifications for an amount of time that will best serve the community. Restrictions. This Project shall be subject to an Affordable Housing Restriction on the Property. The Affordable Housing Restriction accepted by the Northampton CPC (“Restriction”) is incorporated into this Contract by reference. If the Grantee fails to comply with any such Restriction the City shall have the right to enforce the Restriction and remedy the failure to comply through any available means, including but not limited to specific performance or repayment of CPA funds. Compliance with Laws and Contract. Grantee understands and agrees that projects funded through this Contract are made pursuant to and must comply with the requirements of the Community Preservation Act, M.G.L. c. 44B, and all other applicable laws and regulations. Grantee also agrees to comply with all requirements of this Contract. Permits and Licenses. It is the obligation of the Grantee to obtain all permits and licenses necessary for implementation of the Project. The execution of this Contract waives no federal, state or local permit or license. Community Preservation Act Awareness. Prior to beginning work on this project, Grantee agrees to post, in an appropriate location that is mutually acceptable to the parties, a banner acknowledging the use of CPA funds as part of the project. The Grantee shall also identify that the Project was funded through the City of Northampton Community Preservation Act in its written materials about the Project, including websites, social media, press releases, brochures, etc. A permanent sign shall be installed on the property once work is complete. Reports. Each year until the completion of the Project, the Grantee shall provide the Northampton CPC with a written update on the progress toward completion of the work. A final report, including photo documentation, is due not later than 30 days after the date of completion. The final report shall be to the satisfaction of the Northampton CPC, which approval shall not be unreasonably withheld. Grantee shall, upon request of the Northampton CPC, give an oral presentation of its final report at a meeting of the Northampton CPC. Insurance. Prior to payment of any portion of the grant, the Grantee shall provide evidence of fire and building insurance. The insurance company shall notify the Grantor as the insurance policy changes Qualification of Units Under State Law: Affordable units shall meet the eligibility requirements for low and moderate income housing as defined in MGL C 40B S 20, and the definition of affordable housing unit as defined by MGL C 40R. Affordability Housing Restriction: Prior to payment under this contract, VCDC shall either deliver a 99-year signed affordable housing restriction mutually acceptable to and signed by VCDC, the City, and DHCD OR an agreement with the City recorded at the Hampshire Registry of Deeds in the chain of title for the subject property agreeing to provide said affordable housing restriction prior to the start of any substantial improvements in the building, excluding however any changes to preserve the weather tightness and stability of the building (roof, building envelope, hazardous materials abatement, fire alarm and fire suppression, mold and moisture reduction measures, and security improvements). DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 4 IN WITNESS WHEREOF the City caused these presents to be signed and approved by Gina-Louise Sciarra its Mayor and the said Grantee has caused these presents to be signed and its official seal to be hereto affixed by its officer or agent thereunto duly authorized (by the attached corporate resolution). This instrument shall take effect as a sealed instrument. Grantee: Grantee it's Authorized Signatory Title Date CLERK’S CERTIFICATE The undersigned certifies that s/he is the duly elected, qualified and acting Clerk of _____________, a Massachusetts corporation (the “Corporation”), and that: 1. Attached hereto as Exhibit A is a true copy of the resolution which was duly adopted by the Board of Directors of the Corporation at a meeting by a quorum being present and voting at all times, and which continues in full force and effect on the date hereof without further modification or amendment. 2. I further certify that the above vote is in accordance with the Articles of Organization, the Bylaws of the Corporation, and that the Corporation is a duly organized corporation under the laws of the Commonwealth of Massachusetts. 3. I further certify that the authorized signatories of the Corporation are set forth below: ______________________________ ______________________________ Executed under seal this_______ _________________________________ __________________________________ , Clerk DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 Valley Community Development Corporation Valley Community Development Corporation 6/29/2022 | 2:19 PM PDTExecutive Director 6/30/2022 | 3:40 PM EDT Patricia Byrnes 5 City of Northampton (Grantee): BY: ______________________Date ____________ Carolyn Misch, AICP, Acting Director of Planning and Sustainability _______________________Date ___________ Joyce Karpinski, City Auditor, approved as to appropriation. _______________________Date_____________ Joe Cook, Chief Procurement Officer, as to MGL c. 30B compliance _______________________Date ____________ Mayor Gina-Louise Sciarra DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 6/30/2022 | 4:31 PM EDT 7/1/2022 | 8:18 AM EDT 7/1/2022 | 8:51 AM EDT 7/1/2022 | 10:40 AM EDT City of Northampton Community Preservation Committee 210 Main Street, City Hall Northampton, MA 01060 Fair Wage Compliance Certificate Grantee Information Please Print Legibly_ Project Name: Prospect Place Affordable Housing Business/Organization Name: Valley Community Development Corporation Address: 256 Pleasant Street, Suite A City/State/Zip: Northampton MA 01060 Phone #: 413-586-5855 The Northampton Community Preservation Committee requires certification of compliance with wage and hour laws prior to issuance of contracts involving CPA funds. Each grantee must certify that they are not subject to a federal or state criminal or civil judgment, administrative citation or final administrative determination resulting from a violation of M.G.L. c149, c150, or the Fair Labor Standard Act. Any grantee who does not certify to the above may be required by the City of Northampton to provide a wage bond or insurance prior to issuance of a contract for CPA- funded work. Grantees shall obtain from any general contractor or construction supervisor a Fair Wage Compliance Certification and shall require that such general contractor or construction manager obtain such Certification from each subcontractor on the project. These certifications shall be provided to the CPC. Grantees / contractors must check box 1 or box 2 as applicable and must sign this Form, certifying compliance with the requirements set out in this Form. This grantee/contractor is not subject to a federal or state criminal or civil judgment, administrative citation, order or final administrative determination resulting from a violation of G.L. c. 149, c. 151, or the Fair Labor Standards Act within the last five years. This grantee/contractor is subject to a federal or state criminal or civil judgment, administrative citation, order or final administrative determination resulting from a violation of G.L. c. 149, c. 151, or the Fair Labor Standards Act within the last five years. This grantee will provide a wage bond or wage insurance for the period of the contract. Alexis Breiteneicher ______________________________ (Typed or printed name of person signing) Signature ________________________________ Date DocuSign Envelope ID: 7B954E90-702F-4CB5-94DC-A02FAA3BC638 6/29/2022 | 2:19 PM PDT X Certificate Of Completion Envelope Id: 7B954E90702F4CB594DCA02FAA3BC638 Status: Completed Subject: DocuSign: Valley CDC Prospect Place Contract Source Envelope: Document Pages: 7 Signatures: 13 Envelope Originator: Certificate Pages: 6 Initials: 0 Sarah LaValley AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-05:00) Eastern Time (US & Canada) 210 Main Street Northampton, MA 01060 slavalley@northamptonma.gov IP Address: 50.235.91.10 Record Tracking Status: Original 6/29/2022 3:33:30 PM Holder: Sarah LaValley slavalley@northamptonma.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Northampton Location: DocuSign Status: Original 6/29/2022 4:06:58 PM Holder: City Signatures Processing cpo@northamptonma.gov Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Northampton Location: DocuSign Signer Events Signature Timestamp Sarah LaValley slavalley@northamptonma.gov Department Assistant City of Northampton Security Level: Email, Account Authentication (None) Completed Signed by link sent to slavalley@northamptonma.gov Using IP Address: 50.235.91.10 Sent: 6/29/2022 4:06:58 PM Viewed: 6/29/2022 4:07:46 PM Signed: 6/29/2022 4:07:56 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Alexis Breiteneicher ab@valleycdc.com Executive Director Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Signed by link sent to ab@valleycdc.com Using IP Address: 216.193.189.159 Sent: 6/29/2022 4:07:58 PM Viewed: 6/29/2022 4:08:23 PM Signed: 6/29/2022 5:19:11 PM Electronic Record and Signature Disclosure: Accepted: 6/24/2022 9:36:38 AM ID: e15ad12f-4c77-4928-a71e-7ea69a2e570b Company Name: City of Northampton Patricia Byrnes pbyrnes2@comcast.net Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to pbyrnes2@comcast.net Using IP Address: 76.28.30.42 Sent: 6/29/2022 4:07:58 PM Viewed: 6/30/2022 10:18:28 AM Signed: 6/30/2022 3:40:19 PM Electronic Record and Signature Disclosure: Accepted: 2/17/2022 11:24:57 AM ID: 392cfed8-43f0-4a16-b088-2873a26ad3e8 Company Name: City of Northampton Signer Events Signature Timestamp Carolyn S. Misch cmisch@northamptonma.gov Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to cmisch@northamptonma.gov Using IP Address: 50.235.91.10 Sent: 6/30/2022 3:40:21 PM Viewed: 6/30/2022 4:31:10 PM Signed: 6/30/2022 4:31:57 PM Electronic Record and Signature Disclosure: Accepted: 6/30/2022 1:23:13 PM ID: 090c1cc0-24d8-485d-ac10-0f699bcbfd25 Company Name: City of Northampton Joyce Karpinski jkarpinski@northamptonma.gov City Auditor City of Northampton Signing Group: Auditor Group Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to jkarpinski@northamptonma.gov Using IP Address: 50.235.91.10 Sent: 6/30/2022 4:32:00 PM Viewed: 7/1/2022 8:17:27 AM Signed: 7/1/2022 8:18:35 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Joe Cook jcook@northamptonma.gov Chief Procurement Officer City of Northampton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to jcook@northamptonma.gov Using IP Address: 50.235.91.10 Sent: 6/30/2022 4:32:01 PM Viewed: 7/1/2022 8:51:14 AM Signed: 7/1/2022 8:51:20 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Charlene Nardi cnardi@northamptonma.gov Finance Director City of Northampton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to cnardi@northamptonma.gov Using IP Address: 50.235.91.10 Sent: 7/1/2022 8:51:23 AM Viewed: 7/1/2022 8:59:58 AM Signed: 7/1/2022 9:00:22 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Gina-Louise Sciarra g-lsciarra@northamptonma.gov Mayor City of Northampton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Signed by link sent to g-lsciarra@northamptonma.gov Using IP Address: 50.235.91.10 Signed using mobile Sent: 7/1/2022 9:00:25 AM Viewed: 7/1/2022 10:39:49 AM Signed: 7/1/2022 10:40:02 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer Events Signature Timestamp Janet Vance jvance@northamptonma.gov AP/Payroll Coordinator City of Northampton Signing Group: CPO Group Security Level: Email, Account Authentication (None) Completed Signed by link sent to jvance@northamptonma.gov Using IP Address: 50.235.91.10 Sent: 7/1/2022 10:40:05 AM Viewed: 7/1/2022 10:56:00 AM Signed: 7/1/2022 11:30:46 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Teresa Brockriede tbrockriede@northamptonma.gov Grants Administrator City of Northampton Security Level: Email, Account Authentication (None) Sent: 7/1/2022 11:30:49 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 6/29/2022 4:06:58 PM Certified Delivered Security Checked 7/1/2022 10:56:00 AM Signing Complete Security Checked 7/1/2022 11:30:46 AM Completed Security Checked 7/1/2022 11:30:49 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Northampton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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