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Home My WebLink About6778 Docusign Envelope ID:A823DBE4-FB6A-4B36-BA4D-5CACA350B0B1 AGENDA BILL 4 F CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: February 28, 2024 Resolution No. 3378 to approve the Capital COUNCIL MEETING Date: March 6, 2024 Agreement with WA State Department of Department: DCD/CDBG Commerce for the Connecting Housing to Presenter: S. Lynam Infrastructure Program (CHIP) Grant for the Phone: (360) 473-5375 Kitsap Community Resources Manette Housing Project SUMMARY: In 2022, the City was awarded funding from the Connecting Housing to Infrastructure Grant (CHIP). The purpose of the CHIP grant is to support the development of affordable housing by funding the water, sewer, and stormwater utility improvements for the Manette Housing project. To that end, the City has been awarded $430,000. The $430,000 CHIP will be administered by the City on a reimbursements basis to Kitsap Community Resources for the Manette Housing project. ATTACHMENTS: 1. Resolution No. 3378 with Exhibits Exhibit A: Washington State Department of Commerce Capital Agreement Exhibit B: Award Letter dated April 2022 FISCAL IMPACTS (Include Budgeted Amount): None, the City will administer the funds on a reimbursement basis to Kitsap Community Resources. STUDY SESSION AGENDA: x❑ Limited Presentation ❑ Full Presentation STUDY SESSION ACTION: ® Consent Agenda ❑ General Business ❑ Public Hearing RECOMMENDED MOTION: Move to pass Resolution No. 3378 approving the Capital Agreement with Washington State Department of Commerce for funding via the Connecting Housing to Infrastructure Program (CHIP); and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: XApprove ❑ Deny ❑ Table ❑ Continue ❑ No Action Form Updated 11/09/2021 Docusign Envelope ID:A823DBE4-FB6A-4B36-BA4D-5CACA350B0B1 'ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT, ASSUMPTION AND CONSENT AGREEMENT ("Assumption Agreement") is entered into as of this 18th day of October , 2024, by and between CITY OF BREMERTON, WASHINGTON, a Washington Municipal Corporation, whose location and mailing address is 345 6th Street, Suite 100, Bremerton, Washington 98337 (hereinafter called "Assignor") and KITSAP COMMUNITY RESOURCES whose mailing address is 845 5th Street, Bremerton, Washington 98337(hereinafter called"Assignee"). WHEREAS, Assignor and Washington State Department of Commerce("Commerce") are parties to that certain Capital Agreement through the Connecting Housing to Infrastructure Program(CHIP)using State Capital Funds Contract No. 22-96720-209 dated on or about the date hereof whereby Commerce has agreed to grant Assignor up to Four Hundred and Thirty Thousand and 00/100 Dollars ($430,000.00) in connection with sewer system development at the Manette Townhome Project(the "Contract"); and WHEREAS, Paragraph 8 of the General Terms and Conditions of the CHIP Agreement provides, in part, "[F]or the purpose of the CHIP contracts, which require a city, county, or public utility sponsor of the affordable housing project,Commerce preapproves the grantee to assign this contract to their affordable housing partner.'; and WHEREAS, Assignor wishes to assign to Assignee and to have Assignee assume all of Assignor's rights and obligations under the Contract, and Assignee is willing to assume all of said obligations of Assignor thereunder; and NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Assignment. Assignor hereby sells, transfers, assigns, grants, and conveys to Assignee all of its right, title, obligations and interest existing as of this date in and under the Contract and all related documents executed and delivered or furnished by Assignor in connection therewith. 2. Assumption. Assignee hereby expressly assumes and agrees to perform, observe and confirm all the covenants, agreements, terms, conditions, obligations, duties and liabilities of Assignor under the Contract and any other documents or instruments executed and delivered or furnished by Assignor in connection therewith. 3. Representations and Warranties of Assignee. Assignee hereby represents to Assignor that: (a) Assignee is a local community action agency and structured as a 501(c) (3) private nonprofit corporation exempt from federal income tax under Title 26 of the United States Code duly organized and validly existing under the laws of the State of Washington. (b) Assignee has the full right, power and authority to conduct all of the activities which are now conducted by it or proposed to be conducted as contemplated by the Contract, to execute, deliver and perform under this Assumption Agreement, and to assume the obligations of Assignor and to fulfill its duties under the Contract. The Executive Director of Assignee has full right,power and authority to execute and deliver this Assumption Agreement on behalf of Assignee. (c) There is no action, suit or proceeding or any investigation pending or, to the best of Assignee's knowledge,threatened against or affecting Assignee or its Executive Director at law or in equity in any court or by any federal, state, municipal or other governmental authority, 1 Docusign Envelope ID:A823DBE4-FB6A-4B36-BA4D-5CACA350B0B1 department, commission, board, agency or other governmental instrumentality which is likely to have an adverse effect on Assignee's ability to assume the obligations and to fulfill the duties of Assignor under the Contract. (d) Assignee is not in default or alleged to be in default with respect to any judgment, order, writ,injunction or decree or in breach or alleged to be in breach or default under any material lease, contract, agreement, commitment, instrument or obligation to which it is a party or by which it or its property is bound; and to the best of Assignee's knowledge, there is no state of facts which is likely to create or cause a default or breach under any such material lease, contract, agreement, commitment, instrument or obligation. (e) To the best of Assignee's knowledge and belief, Assignee has complied in all material respects with all federal, state and local laws, regulations and orders applicable to the ownership of its properties and the conduct of its operations. 4. Representations and Warranties of Assignor. Assignor hereby represents to Assignee that the representations and warranties of Assignor in the Contract are true and correct in all material respects as of the date hereof. 5. Further Assurances. At any time and from time to time,upon Commerce's (or its successor agency's)request, Assignee will promptly and duly execute and deliver any and all further instruments and documents and take such further action as Commerce may deem reasonable to effect the purposes of this Assumption Agreement. 6. Survival of Representation and Warranties. All representations and warranties made in this Assumption Agreement and in any document, certificate or statement delivered by Assignee in connection herewith shall survive the execution and delivery of this Assumption Agreement. 7. Successors and Assigns. This Assumption Agreement shall be binding upon Assignee and its successors and assigns and shall inure to the benefit of the Parties hereto and its successors and assigns; provided,however that Assignee shall not have the right to assign any of its obligations or rights hereunder, except as expressly provided herein, without the prior written consent of Assignor and Department of Commerce. 8. Governing Law. This Assumption Agreement shall be governed by, construed and interpreted in accordance with,the laws of the state of Washington. [SIGNATURE PAGES FOLLOW] 2 Docusign Envelope ID:A823DBE4-FB6A-4B36-BA4D-5CACA350B0B1 IN WITNESS WHEREOF, the parties hereto have caused this Assumption Agreement to be executed as of the day and year written above and warrant by signing below that they have the authority to enter into this Assumption Agreement. ASSIGNOR: CITY OF BREMERTON, WASHINGTON Signed by: By: � 5 BAF46495E8E747B... Name: Greg Wheeler Title: Mayor ASSIGNEE: KITSAP COMMUNITY RESOURCES, By: Anthony Ives Its: �,-,�� Director By: it1/4 ..otiui w�,S Date: '0921877642 4-- Assignment and Assumption Agreement—Manette Townhomes—CHIP Agreement