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HomeMy WebLinkAboutRESOLUTION - 10-94 - 2/8/1994 - AGREEMENT/NW HOUSING PARTNERSHIPRESOLUTION NO. 10-94 A. RESOLUTION AUTHORIZING THE VILLAGE PRESIDENT AND VILLAGE CLERK TO EXECUTE AN AGPEEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND THE NORTH WEST HOUSING PARTNERSHIP NOW, THEREFORE, BE IT RESOLVED by the President and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows: Section 1: That the Village President be and is hereby authorized to sign the attached documents marked: AGREEMENT REGARDING SINGLE FAMILY RESIDENTIAL REHABILITATION PROGRAM a copy of which is attached hereto and made a part hereof as if fully set forth and the Village Clerk is authorized to attest said documents upon the signature of the Village President. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law. PASSED this 8th day of February , 1994. APPROVED this 8th day of February , 1994. Dennis J. Gallitano Village President ATTEST: Patricia S. Smith Village Clerk .DOCUMMf N: CHOM (00000-9381) Oi 27.I;DA78:01/15/94lnhM11:11- AGREEMENT REGARDING SINGLE FAMILY REHABILITATION PROGRAM THIS AGREEMENT REGARDING SINGLE FAMILY RESIDENTIAL REHABILITATION PROGRAM ("this Agreement") is made and entered into as of the 8th day of February , 1994 by and between the North West Housing Partnership, anois not-for-profit corporation (11NWHP11), and The Village of Elk Grove Village , an Illinois municipal corporation (the "Municipality"). RECITALS A. NWHP is an Illinois not-for-profit corporation organized, among other purposes, for the purpose of providing leadership regarding the development and financing of a broad spectrum of housing options in the community served by the North West Municipal Conference and those communities bordering the North West Tollway in metropolitan Chicago, Illinois. This area includes the Municipality. B. NWHP has received a subgrant under the Cook County, Illinois ("Cook County") Community Development Block Grant (11CDBG11) Single Family Housing Preservation Program (the 11CDBG Program") in the amount of $275,000.00 for the purpose of creating and administering a housing preservation "consortium" to foster rehabilitation of single family residential properties, pursuant to which NWHP acts as a subregional coordinator for CDBG funds made available to NWHP for these purposes as more particularly described in this Agreement (the "Program"). This consortium is comprised of certain north and northwest suburban Chicago municipalities, including the Municipality. C. The Municipality is situated in northwestern Cook County and has determined that certain of its residents are low and/or moderate income persons and families who require a variety of financial and technical assistance to correct building code violations and make their homes more energy efficient or owners of properties consisting of up to four (4) residential units that require financial assistance to correct building code violations and make these properties more energy efficient. D. The Municipality is a so-called non -entitlement community for CDBG purposes and has determined that it can most efficiently and effectively access funds for grants, deferred loans, direct low interest loans and other direct loans to assist its residents and owners of residential properties within the Municipality to correct building code violations and make homes more energy efficient by participating in the Program. E. The parties desire to set forth the terms and conditions based upon which NWHP will administer the Program and the Municipality will participate in the Program, all as more .DOCUMENT A CHOM (00000.9381) 61/27.1;DA731'01/15/94rrDAR-11:11 particularly set forth in this Agreement. On February 8. , 1994, the Municipality's [gg9)g=gWBoard of Trustees] adopted Resolution No. 10-94 pursuant to which it approved, among other things, the execut— ion, delivery and performance by the Municipality of this Agreement. NOW, THEREFORE, in consideration of the foregoing Recitals, the representations, warranties, covenants and agreements contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged by the parties, the Municipality and NWHP hereby represent, warrant, covenant and agree as follows. ARTICLE I BY REFERENCE; DEFINITIONS 1.1 Incorporation by Reference. 1.1.1 Recitals and Exhibits. The foregoing Recitals and each exhibit and schedule appended to this Agreement, if any, hereby are incorporated into this Agreement by reference as if set forth in full in the body hereof. 1.1.2 Program Manuals. The terms and provisions of the CDBG Program Manual for the North West Housing Partnership, dated December 1993 (the "Program Manual"), and the CDBG Contractors Manual for the North West Housing Partnership, dated December, 1993 (the "Contractors Manual"), hereby are incorporated into this Agreement by reference as if set forth in full in the body hereof. The Municipality acknowledges that it has received copies of the Program Manual and the Contractors Manual, that it approves and accepts the Contractors Program Manual and the Program Manual, and that the Contractors Program Manual and the Program Manual set forth material provisions regarding the Program that may not be set forth in this Agreement. In the event of any conflict or inconsistency between the terms and provisions of this Agreement and of the Program Manual and/or the Contractors Manual, the terms and provisions of The Cook County Manual of Administrative Procedures for Residential Rehabilitation shall govern and control. 1.1.3 CDBG Reguirements. The terms and provisions of the Cook County CDBG Manual of Administrative Procedures for Residential Rehabilitation also are incorporated herein by reference, as if set forth in full in the body hereof. The Municipality acknowledges and agrees that the Program shall be subject to all rules, regulations and other requirements of Cook County and that, in the event of any conflict or inconsistency between or among the terms and provisions of said rules, regulations and requirements, on the one hand, and this Agreement and/or the Program Manual and the Contractors Manual, on the other, the terms and provisions of Cook County's rules, regulations and other requirements shall govern and control. -2- �DOCUN32fr I: CH0005 (00000-9381) 67727.I;DAY8:01/15/44/TD.-11:11. 1.2 Definitions. In addition to the words, terms and phrases defined elsewhere in this Agreement, the following words, terms and phrases shall have the following respective meanings: 1.2.1 "Applicant" shall mean a person who applies for Program Funds. 1.2.2 "BOCA Code" shall mean the uniform building code prepared by the Building owners and Contractor Association. 1.2.3 "Building Department" shall mean the Municipality's Building Department. 1.2.4 "CDBG Funds" shall mean those funds_ made available to the NWHP for the Program by Cook County, which shall not exceed, in the aggregate, $275,000.00. 1.2.5 "Deferred Loan" shall mean a non-interest bearing loan payable on transfer of the subject Residence, in an amount not to exceed the amount set forth in and subject to the penalties described in Part II.B of the Program Manual. 1.2.6 "Direct Loan" shall mean a loan of up to $5,000.00 per Unit that bears interest at a rate not to exceed eighty percent (80%) of the Prime Rate, with a term of not more than seven (7) years. 1.2.7 "Eligible Applicant" shall mean an Applicant who is the owner of an Eligible Residence and who meets the criteria set forth in Parts VI.A and VI.B of the Program Manual. 1.2.8 "Eligible Rehabilitation Activities" shall mean those activities set forth in Part IV.A of the Program Manual. 1.2.9 "Eligible Rehabilitation Costs" shall mean costs actually incurred in performing Eligible Rehabilitation Activities, up to the limits set forth in Parts II.B and II.0 of the Program Manual. 1.2.10 "Eligible Residence" shall mean a Residence that either (a) has been determined to be substandard according to the BOCA Code and the Municipal Code and that satisfies the criteria set forth in III.A through III.F, both inclusive, of the Program Manual or (b) contains incipient code violations (i.e., a condition that reasonably is expected to deteriorate into an actual violation within two years) under the Municipal Code. 1.2.11 "Grant" shall mean financial assistance in the form of a grant, as described in Part II.B of the Program Manual, which assistance only shall be repayable as provided in Part II.B of the Program Manual. -3- -DOCUME4T A CH0005 (000049381) 67727.1;DATE:01/15/94n'A"7:11:11. 1.2.12 "Liaison" shall mean the Elk Grove Village Community Services Coordinator. 1.2.13 "Loan" shall mean a Deferred Loan, Low Interest Direct Loan or Direct Loan. 1.2.14 "Low Interest Direct Loan" shall mean a loan bearing interest at a rate of three percent (3%) per annum for a term of up to fifteen (15) years, on such payment and other terms and the NWHP shall, in its sole and absolute discretion, determine. 1.2.15 "Matching Funds" shall mean program related services procured by NWHP and provided at no charge or at a reduced fee from code inspectors, attorneys and local businesses. 1.2.16 "Municipal Code" shall mean the Municipality's [City/Village] Code and other duly adopted ordinances having legal force and effect within the Municipality, including, without limitation, the Municipality's Building Code. 1.2.17 "Prime Rate" shall mean the prime, reference, base or similar rate publicly announced by such financial institution(s) as the NWHP may designate from time to time. 1.2.18 "Program" shall have the meaning ascribed to it in the Recitals to this Agreement. 1.2.19 "Program Funds" shall mean the CDBG Funds and the Matching Funds. 1.2.20 "Program Manager" shall mean the person designated from time to time by the NWHP to administer the Program on its behalf. Until further notice, the NWHP hereby designates Ms. Eileen Andrews the Program Manager. 1.2.21 "Oualified Contractor" shall mean a contractor that possesses the qualifications set forth in Part II of the Contractors Manual. 1.2.22 "Residence" shall mean owner occupied buildings containing up to and including four (4) Units and non -owner occupied buildings containing two (2), three (3) or four (4) Units. 1.2.23 "Unit" shall mean a residential dwelling unit. ARTICLE II SOURCES AND AVAILABILITY OF FUNDS 2.1 Covenant to Provide Funds. Provided that the Municipality performs its obligations set forth in this Agreement and otherwise on the terms and subject to the conditions set forth in this Agreement and the Program Manual, NWHP shall make available to Eligible Applicants Program Funds in the form of Grants and -4- -DOCUMENT A CH0005 (00000.9381)67)Z),I;DATC:01115/94/TD.tE:11:11 s Loans. Nothing contained in this Section shall constitute a commitment by NWHP to make a specified amount of the Program Funds available to residents of the Municipality and the Municipality acknowledges and agrees that Program Funds will be available based upon application procedures and eligibility standards set forth in this Agreement, in the Program Manual and otherwise determined and administered by NWHP in its sole and absolute discretion. The Municipality acknowledges and agrees further that Program Funds shall be made available on a "first come, first served" basis to Eligible Applicants who are residents of the Municipality and Eligible Applicants who are residents of other municipalities participating in the Program. ARTICLE III COVENANTS AND AGREEMENT OF MUNICIPALITY The Municipality hereby covenants and agrees as follows: 3.1 Liaison. The Municipality hereby designates the Liaison as its principal operating representative in connection with the Program. The Municipality may, by giving written notice to the NWHP, change the Liaison at any time. The NWHP shall deal with the Liaison and binding upon the Municipality in all matters relating to the Program and may rely upon communications from and statements of the Liaison as binding upon the Municipality in all matters regarding the program. Nothing contained in this Section shall preclude any other municipal officials from contacting NWHP concerning matters relating to the Program and/or requesting meetings with NWHP representatives regarding the Program. The parties acknowledge and agree, however, that it is their intention, in order to facilitate the efficient administration of the Program, that the Liaison shall, to the greatest extent possible, represent the Municipality in connection with the Program. 3.2 Outreach. The Municipality will assist and cooperate with NWHP in all appropriate ways in order to inform its residents of the Program and refer interested property owners to the NWHP. In general, it is the parties' intention to exercise creativity and diligence in disseminating information regarding the Program and soliciting Eligible Applicants. These efforts shall include, but not be limited to, (a) posting bulletin board announcements, (b) placing articles, public service announcements and advertisements in municipal newsletters and local print and broadcast media, (c) displaying Program brochures in appropriate public locations, (d) notifying other community agencies of the Program, (e) designating an area at [Village/City] Hall at which the Program Manager can meet with Applicants who are unable to commute to the NWHP's office designated in Article VIII and (f) discussing and disseminating information regarding the Program in other customary manners that the Municipality uses for communication with its citizens. 3.3 Referrals. The Municipality shall refer to the NWHP all inquiries regarding the Program and the owners of all properties at which violations of the Municipal Code are identified as a result of any housing inspection programs administered by the Municipality or in which the Municipality participates. In addition, the -5- DOCUMENT N: CH0005 (00000.9381) 67,zl.I;DAT8:011IS/96lnD,(L-1 l:l l Municipality shall refer inquiries from owners of properties situated in unincorporated Cook County to the Cook County Planning Department, Attention: Mr. Dean Maiben (312/443-4297). 3.4 Inspections: Permits. The Building Department shall: 3.4.1 in conjunction with NWHP staff and the project architect and without charge, inspect all properties that are the subject of applications in order to determine whether or not such properties are Eligible Residences and to identify specific Municipal Code violations that require remediation, and issue a written report to NWHP identifying Eligible Rehabilitation Activities; 3.4.2 subject to Municipal Code, promptly issue for the Municipality's customary charge all building permits required for Eligible Rehabilitation Activities; and 3.4.3 promptly conduct any inspections necessary for the issuance of temporary or permanent certificates of occupancy. The NWHP acknowledges that the Building Department's determinations regarding all Municipal Code issues shall be final. 3.5 General. Without limiting any other terms and provisions of this Article, the Municipality generally shall take all actions that are reasonably required to assure the full and successful utilization of Program Funds and the efficient and orderly administration of the Program. In this regard, the Municipality acknowledges that it has taken such actions as it has deemed necessary or appropriate to understand and evaluate the Program and, in particular, the statutes, rules, regulations and other requirements applicable to Cook County's CDBG Program. ARTICLE IV REPRESENTATIONS AND ' 4.1 Representations and Warranties of NWHP. NWHP hereby represents and warrants unto the Municipality as follows: 4.1.1 it is a corporation duly organized, validly existing and in good standing under the Illinois Not -For - Profit Corporation Act and is tax exempt entity under Section 501(c)(3) of the Internal Revenue Code of 1986; 4.1.2 the execution, delivery and performance of this Agreement by the NWHP has been duly authorized by all required corporate action; and 4.1.3 this Agreement constitutes the legal, valid and binding obligation of the NWHP, enforceable against the NWHP in accordance with its terms. 4.2 Representations and Warranties of Municipal. The Municipality hereby represents and warrants as follows: -DOCUMENT A CHOM (00000-9381) 6 i R7.I;DATE:01/15194nTME:11:I1. 4.2.1 it is a municipal corporation duly organized and validly existing under the laws of the State of Illinois; 4.2.2 the execution, delivery and performance of this Agreement by the Municipality has been duly and validly authorized by all required municipal action; 4.2.3 this Agreement constitutes the legal, valid and binding obligation of the Municipality, enforceable against the Municipality in accordance with its terms; and 4.2.4 none of the execution, delivery and performance of this Agreement contravenes or would form the basis for the termination or declaration of a default under the terms or provisions of any statute, rule, regulation or other legal requirement applicable to the Municipality, the Municipality Is charter, any indenture or agreement to which the Municipality is a party or by which the Municipality is bound or any judicial or administrative order to which the Municipality is a party or by which the Municipality is bound. ARTICLE O PROGRAM ADMINISTRATION BY NWHP 5.1 Applications. NWHP will, subject to and in accordance with Part V of the Program Manual, prepare the forms of and make available to Applicants applications for Grants and Loans. In processing applications, the NWHP will, among other things, verify income, employment, home ownership and credit of the various Applicants. The NWHP will determine the type (i.e., Grant, Deferred Loan, Low -Interest Direct Loan or Direct Loan) and amount of financial assistance, if any, to which an Applicant is entitled and inspect Residences in connection with the evaluation and approval of Applications. The Municipality acknowledges and agrees that applications may be approved or denied by the NWHP in its sole and absolute discretion. 5.2 Homeowner Assistance. The NWHP shall assist homeowners in conducting Eligible Rehabilitation Activities. In so doing, the NWHP shall, without limitation, assist Applicants in connection with the following: and 5.2.1 selection of design and other contractors; 5.2.2 preparation of plans and specifications; 5.2.3 obtaining bids from Qualified Contractors; 5.2.4 evaluating Qualified Contractors; 5.2.5 awarding contracts; 5.2.6 inspecting work during and after construction; 5.2.7 resolving disputes with contractors. -7- -DOCUMENT A 0110005 (00000-9381) 6tin.1;DATE:01/15/941rD.4?:11:11. 5.3 Loan Documentation. 5.3.1 The NWHP shall prepare all Grant and Loan documentation and administer the closing of Grants and Loans. 5.3.2 THE NWHP SHALL DISCLOSE TO EACH APPLICANT AND THE MUNICIPALITY ACKNOWLEDGES AND AGREES THAT THE NWHP, AS THE SUB -REGIONAL COORDINATOR OF THE PROGRAM, IS THE LENDER UNDER EACH GRANT AND LOAN AND, THEREFORE, THAT ITS INTERESTS ARE, AS A LEGAL MATTER, ADVERSE TO THOSE OF THE APPLICANTS. ACCORDINGLY, THE NWHP SHALL ADVISE EACH APPLICANT OF ITS RIGHT TO OBTAIN INDEPENDENT LEGAL AND OTHER ADVICE IN CONNECTION WITH A GRANT OR LOAN. THE MUNICIPALITY ACKNOWLEDGES THAT, IN THE EVENT OF FAILURE BY THE APPLICANT TO PERFORM ITS OBLIGATIONS UNDER THE DOCUMENTS EVIDENCING AND/OR SECURING A GRANT OR A LOAN OR TO ENFORCE ITS RIGHTS UNDER AGREEMENTS WITH CONTRACTORS, THE NWHP SHALL HAVE THE RIGHT AND, IN CONNECTION WITH THE PROPER ADMINISTRATION OF THE PROGRAM, MAY BE REQUIRED TO INITIATE LEGAL ACTION AGAINST OR TAKE OTHER STEPS TO ENFORCE THE OBLIGATIONS OF THE APPLICANTS. 5.4 Financing Administration. The NWHP shall service and administer each Grant or Loan, including, without limitation, making disbursements for the purpose of paying for completed work in accordance with the applicable Grant or Loan documents, Part X of the Program Manual and otherwise in accordance with such procedures as NWHP, at its sole and absolute discretion, may establish. ARTICLE VI COSTS AND FEES 6.1 The Municipality acknowledges that a portion of the Program Funds will, in accordance with the terms of NWHP's CDBG application and the CDBG grant of the CDBG Funds, be used to pay staff salaries, fringe benefits and other general and administrative expenses of the NWHP, as well as direct expenses of the Program. ARTICLE VII TERM 7.1 Term. Unless terminated in accordance with its terms or applicable law, this Agreement shall remain in full force and effect for a term commencing on the date first above written and continuing until the CDBG Funds are no longer made available to the NWHP under Cook County's grant for the Program for the CDBG Program Year commencing on October 1, 1993 and terminating on September 30, 1994. ARTICLE VIII GENERAL PROVISIONS 8.1 Notices. Unless expressly provided otherwise in this Agreement, any notice, request, demand or other communication required to be given under this Agreement or any document or ME -DOCUMENT A CHOOM (00000-9391) 67)27J;DAT8:01/15/94rr1M&-11:II- instrument executed and delivered pursuant to this Agreement shall be in writing, shall be deemed to be given or delivered (a) on the date of personal delivery of the notice, request, demand or other communication at or before 3:00 p.m. local Chicago time, (b) on the second business day after the day of mailing of such notice, request, demand or other communication by United States Registered Mail or United States Certified Mail, postage prepaid, or (c) on the next business day after mailing of such notice, request, demand or other communication by express courier, freight charges prepaid, to the parties (including any person or entity designated for receipt of a photocopy thereof) at the following addresses or at such other address as any of the parties may hereafter specify in the aforementioned manner: if to Municipality: _Charles J. Zettek Municipal Building 901 Wellington Avenue Elk Grove Village, I1. 60007 Attention: Village Manager if to NWHP: North West Housing Partnership 5999 New Wilke Road/Suite 112 Rolling Meadows, Illinois 60008 Attention: Ms. Eileen Andrews with a copy to: Katten Muchin & Zavis 525 West Monroe Street Suite 1600 Chicago, Illinois 60661-3693 Attention: David M. Lesser, Esq. (File No. 98500-00302-9) 8.2 Entire Agreement. This Agreement, together with the documents and instruments to be executed and delivered pursuant to this Agreement, constitutes the entire agreement of the parties hereto with respect to the matters addressed herein and therein and, except as expressly set forth herein and therein, supersedes all prior or contemporaneous contracts, covenants, agreements, representations, warranties and statements, whether written or oral, with respect to such matters, including, without limitation, the outline of terms referred to in the Recitals. 8.3 Amendment. This Agreement may not be amended, changed, modified or terminated, except by written instrument executed by all parties to this Agreement. 8.4 Waiver. No waiver of any failure or refusal of any party to comply with its obligations under this Agreement shall be deemed a waiver of any other or subsequent failure or refusal to so comply by such other party. No waiver shall be valid unless in writing signed by the party to be charged and only to the extent therein set forth. 8.5 Severability. If any term or provision of this Agreement or application thereof to any person or circumstances shall, to any -DOCUMENT A CH0005 (00000-9181) 67,..i.I;DATE:01/l5/94rnME:I Lll = extent, be found by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each other term or provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law, unless the result would be inconsistent with the manifest intent of the parties or expressed in this Agreement. 8.6 Captions. The title of this Agreement and the headings of the various paragraphs of this Agreement have been inserted only for the purposes of convenience, and are not part of this Agreement and shall not be deemed in any manner to modify, explain, expand or restrict any of the provisions of this Agreement. 8.7 Governing Law. This Agreement shall be construed and enforced according to the laws of the State of Illinois. 8.8 Assignability. This Agreement shall be binding upon and inure to the benefit of the parties hereto and beneficiaries hereof and their respective heirs, executors, personal representatives, successors and assigns; provided, however, that no party hereto may assign any of its rights or obligations hereunder, and any purported or attempted assignment shall be null and void ab initio and of no force or effect. 8.9 No Third Party Beneficiaries. Unless expressly provided otherwise herein, this Agreement is made and entered into for the sole protection and benefit of the parties hereto, and no other person, persons, entity or entities shall have any right of action hereon, right to claim any right or benefit from the terms contained herein or be deemed a third party beneficiary hereunder. 8.10 Counterparts. Any of this Agreement and the documents and instruments to be executed and delivered pursuant to this Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute but one instrument. 8.11 Attorneys' Fees Costs and Expenses. Anything to the contrary herein notwithstanding, in any action, proceeding or dispute resolution process arising from, out of or in connection with this Agreement and the transactions contemplated hereby, the prevailing party shall be entitled to recover the costs, expenses and attorneys' fees incurred by it in connection therewith. 8.12 Cumulative Remedies. Unless expressly provided otherwise herein, the rights and remedies provided for herein shall be cumulative and concurrent and shall include all other rights and remedies available at law or in equity, may be pursued singly, successively or together, at the sole and absolute discretion of the party doing so and may be exercised as often as occasion therefor shall arise. 8.13 Business Day. If any payment to be made or obligation to be performed hereunder is to be made or performed on a day other -10- - DOCUMPNf t. CH0005(00000-9791) L7.1;DA7E01/15/9J/TAE:11:n- than a business day, it shall be deemed to be made or performed in a timely manner if done on the next succeeding business day. For the purposes of this Agreement, a business day shall be any day other than a Saturday, Sunday or official Federal or State of Illinois holiday. 8.14 Further Assurances. Each party covenants and agrees that, from and after the execution and delivery of this Agreement, it shall, from time to time, execute and deliver any and all documents and instruments as are reasonably necessary or requested by the other Party to carry out the intent of the Agreement, provided that the execution and delivery of said documents and instruments does not increase his or its liability beyond that contemplated by this Agreement. IN WITNESS WHEREOF, the parties have set their hands hereunto effective as of the date and year first above written. ATTEST: By: Patricia S. Smith VILLAGE CLERK NORTH WEST HOUSING PARTNERSHIP, an Illinois not-for-profit corporation By: Its: Village of Elk Grove Village , an Illinois Municipal Corporation By: Dennis J. Gallitano VILLAGE PRESIDE -11-