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HomeMy WebLinkAbout4750 Contract Number: Vendor: Subject: Department: File Class: Begin Date: End Date: Review Date: Vault Date: Comments: 4750 AMERICAN FINANCIAL SOLUTIONS Consultant - Housing Counseling CDBG LEG 12-1 08/20/2008 06/15/2010 North Seattle Community College Foundation dba Review date for tracking only " PROFESSIONAL SERVICES AGREEMENT Housing Counseling Agreement The City of Bremerton ("City") and North Seattle Community College Foundation, dba American Financial Solutions ("AFS") ("Consultant"), referred to collectively as the "Parties," enter into the following Agreement for professional services: I. Scope: The Consultant agrees to perform the services more specifically described in the Scope of Work, dated August 12,2008, including any attachments thereto, attached hereto as Exhibit A, which is incorporated by reference herein. The Scope of Work may be modified only pursuant to Section VII.G. of this Agreement. The Scope of Work describes the minimum required to fulfill the terms of this agreement; additional services may be performed outside of this agreement, through mutual consent of the consultant and client, but the City shall not be held responsible for any additional services provided if done without city approval. Consultant further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time such services are performed. II. Term: The City and the Consultant agree that work will begin on the tasks described in Exhibit A immediately upon execution of this Agreement. The parties agree that the work described in Exhibit A is to be completed as provided for in the work schedule attached hereto as Exhibit B; provided however, that additional time shall be granted by the City for excusable delays or extra work as provided for in section IX (A) of this agreement. III. Compensation: In consideration of the services provided pursuant to this Agreement, the Title Company closing the primary and secondary mortgage shall pay Consultant in an amount not to exceed $250 per One-on-One Counseling Session upon closing of these mortgages. Consultant's charges shall conform to the fee schedule attached hereto as Exhibit C and incorporated herein by this reference and shall be paid and reported as described in Exhibit C. IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field of expertise. Consultant and its personnel are independent Consultants and not employees of the City. Consultant and its personnel have no authority to bind the City or to control the City's employees and other Consultants. None of the benefits provided by the City to its employees, including, but not limited to, compensation, insurance, and unemployment insurance are available from the City to the employees, agents, representatives, or sub-Consultants of the Consultant. Consultant will be solely and entirely responsible for its acts and for the acts of Consultant's agents, employees, representatives and sub-Consultants during the performance of this Agreement. The City may, during the term of this Agreement, engage other independent Consultants to perform the same or similar work. Bremerton/ American Financial Solutions [Housing Counseling Agreement 1 Page 1 of6 As an independent Consultant, Consultant is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Consultant or its personnel. As an independent Consultant, Consultant is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, Business & Occupation, State professional licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising from the delinquency, from any payments due Consultant. '" V. Indemnification: Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the performance of this Agreement, except for that portion of the injuries and damages caused by the City's sole negligence, intentional misconduct or breach of its obligationsCunder this Agreement. The City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily i~ury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSL Y UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSUL T ANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. VI. Insurance: The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees, sub-consultants or sub-Consultants. Before beginning work on the project described in this Agreement, the Consultant shall provide a Certificate of Insurance evidencing: 1. Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim. Bremerton/Arnerican Financial Solutions rHo using Counseling Agreement 1 Page 2 of6 Any payment of deductible or self insured retention shall be the sole responsibility of the Consultant. All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which may be provided on a "claims-made" basis. The City reserves the right to receive a certified copy of all the required insurance policies and endorsements. The City further reserves the right to reject any unacceptable policies and/or endorsements. The City also reserves its unqualified right to require at any time and for any reason, proof of coverage in the form of a duplicate of the insurance policy with all endorsements as evidence of coverage. VII. General Conditions: A. Reports and Information: When requested by the City, Consultant shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall. be furnished in the time and form requested. Consultant shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. B. Ownership and Use of Records and Documents: The City acknowledges and agrees that all documents and communications related to counseling sessions with individuals. including without limitation the items referred to in Exhibit A, are private and confidential and are the property of the Consultant and the individual(s) receiving the counseling (the "Client") and will not be provided to the City without the express written consent of the Client, to the extent allowed by law. Other original documents, drawings, designs and reports, including those in electronic format, developed under this Agreement are the property of the City. All written information submitted by the City to the Consultant in connection with the services performed by the Consultant under this Agreement will be safeguarded by the Consultant to at least the same extent as the Consultant safeguards like information relating to its own business. If such information is publicly available or is already in Consultant's possession or known to it, or is rightfully obtained by the Consultant from third parties, Consultant shall bear no responsibility for its disclosure, inadvertent or otherwise. All data, documents and files created by Consultant under this Agreement may be stored at Consultant's office in Bremerton and Seattle, Washington. Except as otherwise provided in this Agreement, Consultant shall make such data, documents, and files available to the City upon its request at all reasonable times for the purpose of editing, modifying and updating as necessary until such time as the City is capable of storing such information in the City's offices. Duplicate copies of this information shall be provided to the City upon its request, and at reasonable cost. All documents, including all reports, drawings, specifications, computer software or other items prepared or furnished by Consultant pursuant to this Agreement, are instruments of service Bremerton/ American Financial Solutions rHousing Counseling Agreementl Page 3 of 6 with respect to the project and are the property of the City. Any reuse by the City for other than the specific purpose intended will be at City's sole risk. C. Work Performed at Consultant's Risk: Consultant shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and sub-consultants in the performance of the work hereunder and shall utilize all protectIon necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. D. Place of Work: The Consultant shall perform the work authorized under this Agreement at its offices in Bremerton and Seattle, Washington. Meetings with the City staff as described in Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed upon by the parties. E. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are 'no other agreements, written or oral, that have not been set forth in the text of this Agreement. F. Severability: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. G. Modification: This Agreement may only be modified by written instrument signed by both Parties. H. Written Notices: All communications regarding this Agreement shall be sent to the parties at the addresses listed below by registered or 1 st class mail, or by personal service, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. City Address City of Bremerton CDBG 345 6th Street, Suite 600 Bremerton, W A 98337 Consultant Address American Financial Solutions 263 4th Street Bremertbn, W A 98337 Attention: Henry F. Keaton, President and CEO 1. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. Bremerton/ American Financial Solutions rHousing Counseling Agreementl Page 4 of6 " \ J. Non-Waiver of Breach: The failure of the either party to insist upon strict performance of any of the covenants and agreements contained herein, or to exercise any option herein conferred in one or more instances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remain in full force and effect. K. Compliance with Laws: Each Party shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. L. Federal Requirements: The Agency shall carry out each activity in compliance with all applicable Federal laws and regulations described in Subparts F and H of24 CFR 92, regardless whether the law or regulation is specifically stated in this Agreement. M. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. N. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. O. Assignment: Any assignment of this agreement by the Contractor without the written \ consent of the City shall be void. VIII. Nondiscrimination: Consultant shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, disability, or sexual orientation except for employment actions based on bona fide occupational qualification. IX. Termination: This Agreement shall remain in force until completion and acceptance of the services, terminated by written instrument upon mutual consent, or by either party for convenience. This Agreement may be immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the terminating Party, and the non- performing Party does not commence correction of the failure of performance within thirty (30) days of the terminating Party's sending notice to the non-performing Party. Any Notice by Consultant shall include a report showing the status of all items listed in the Scope of Work current through the termination date. If the City receives reimbursement by any federal, state, or other source for work described in Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is cancelled or substantially reduced after the execution date of this Agreement and prior to the completion of the work, the City may summarily terminate this Agreement. A. Excusable Delays: The right of Consultant to proceed shall not be terminated nor shall Consultant be charged with liquidated damages for any delays in the completion of the work due to: 1) any acts of the federal government in controlling, restricting, or requisitioning materials, equipment, tools, or labor by reason of war, national defense, or other national emergency; 2) Bremerton/ American Financial Solutions [Housing Counseling Agreementl Page 5 of6 - , , , any acts of the City, its consultants, or other public agencies causing such delay; and 3) causes not reasonably foreseeable by the parties at the time of the execution of the Agreement that are beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God, fires, floods, strikes, or weather of unusual severity. PROVIDED, HOWEVER, that the Consultant must promptly notify the City within ten (10) calendar days in writing of the cause of the delay. If, on the basis of the facts and the terms of this Agreement, the delay is properly excusable, the City shall, in writing, extend the time for completing the work for a period oftime commensurate with the period of excusable delay. B. Rights Upon Termination: In the event of termination, the City shall pay for all services performed by the Consultant to the effective date of termination, as described on a final invoice submitted to the City. After termination, except as otherwise provided in this Agreement, the City may take possession of all records and data within the Consultant's possession pertaining to this project which may be used by the City without restriction. Any such use not ~elated to the project which Consultant was contracted to perform shall be without liability or legal exposure to the Consultant. i16~ rJP~ f 1)u ll'!< North Seattle Community Colleg~ 1 dba, American Financial Solutions its: Mayor By:4~ its: President and CEO By: Cary Bozeman Date:~ Date: r r )-b ,- ~(J jY- z ~ CitY~ Bremertonl American Financial Solutions [Housing Counseling Agreementl Page 6 of6 " l' Exhibit A - Scope of Work Pre and Post Purchase Housing Counseling Summary In order to be eligible to receive down payment assistance from the City of Bremerton's Down Payment Assistance Program (House Key Plus Bremerton), the potential borrower(s) must participate in and complete One-on-One Pre-Purchase Housing Counseling. Following the purchase of the home, the borrower(s) must return to AFS for One-on-One Post Purchase Housing Counseling. Purpose The purpose of One-on-One Pre-Purchase and Post-Purchase Housing Counseling is to prepare the borrower(s) for successful homeownership through the following means: 1) a full budget assessment to include review of income and expenses and setting financial goals 2) education and review ofthe borrower(s) credit report(s), 3) home loan education to include types of mortgages, interest rates, and predatory lending, and 4) preparation, budgeting, and planning for expenses as a homeowner. One-on-One Pre-Purchase Housing Counseling Details This counseling will contain an in-depth analysis of the borrower's current financial situation, to include: · Completion of the Fannie Mae (or similar) budget worksheet, using borrowers' actual income and expenses. · Discussion and explanation of the borrower(s)' credit report · Setting of financial goals to include a savings plan, debt reduction, and credit repair/improvement. · Discussion and explanation of various mortgage types, interest rates, PMI, closing costs, taxes, etc. The borrower(s) will come to the counseling session with copies of pay stubs, bills, tax returns, and any other information that will assist with the above process. One-on-One Post-Purchase Housing Counseling Details This counseling will occur 3-6 months after closing and include the following: · Review/Update of the budget worksheet completed in Pre-Purchase Counseling to include any new expenses associated with homeownership · Review/Update of financial goals to include preparation for emergency repairs and other ongoing home maintenance needs · Review/Update of financial goals, credit repair plan, etc.. Required Participants Any person whose name is to be included on the Deed of Trust and Promissory Note for the Second Mortgage is required to complete this counseling. If the borrowers are a married couple, both husband and wife are required to attend. Housing Counselor Requirements The individual at AFS acting as the Housing Counselor must be trained and qualified to perform such work. Upon request, AFS will provide proof of such credentials to the City, such as HUD certificates and! or other proof of training and education. " \.' Exhibit B - Work Schedule Pre and Post Purchase Housing Counseling AFS will schedule a One-on-One Pre-Purchase Housing Counseling session when contacted by the borrower. The session will include the items in Exhibit A of this Agreement and will last approximately one to two hours. One-on-One Post-Purchase Housing Counseling will occur approximately 3-6 months after closing. The borrower( s) will meet with the same counselor at AFS, if at all possible. The Housing Counselor will schedule the Post-Purchase Counseling at the end of the Pre-Purchase session and will take reasonable steps to ensure that it takes place, contacting the borrower(s) up to three (3) times, if needed. J . Exhibit C - Labor and Billing Pre and Post Purchase Housing Counseling Payment Upon the borrower(s) completion of One- on-One Pre-Purchase Housing Counseling, the Housing Counselor witl issue a Certificate of Completion to the Lender (with a copy to the borrower). The Lender will provide this Certificate with the Closing Documents. At closing, the Title Company, upon viewing the Certificate of Completion, will provide payment to the Housing Counseling Agency in the amount of $250. These funds are taken from the total Down Payment Assistance loaned to the borrower. Though payment will be made prior to the completion of the required One-on-One Post-Purchase Housing Counseling, the Housing Counselor and Housing Counseling Agency is required under this Agreement to see that it is completed, to the best oftheir ability as described in Exhibit B. The fee provided for counseling services is $250 per Second Mortgage. It is understood by AFS that the average counseling session will be completed in 1-2 hours, however AFS will not receive more or less funding should the session be longer or shorter in duration, or if multiple sessions are required. Example of Payment - Borrower A qualifies for $20,000 in House Key Plus Bremerton Downpayment Assistance. These funds consist of: $14, 750.00 - City of Bremerton Down Payment Assistance $ 250.00 - City of Bremerton Down Payment Assistance - Housing Counseling Fee $ 5,000.00 - Washington State Housing Finance Commission Matching funds for Down Payment Assistance $20,000.00 On a quarterly basis, AFS will provide a statement to the City detailing the counseling sessions scheduled, the Pre-Purchase and Post-Purchase sessions completed, and the Counseling Fees received to date.