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CR 2013-047 Department of Employment and Economic Development Contamination Clean-Up Grant Sub-REcipient Agreement for Former Lutheran Digest Site-4m City of Hopkins May 14, 2013 Council Report 2013-047 DEPARTMENT OF EMPLOYMENT AND ECONOMIC DEVELOPMENT CONTAMINATION CLEAN-UP GRANT SUB -RECIPIENT AGREEMENT FOR FORMER LUTHERAN DIGEST SITE Proposed Action Staff recommends approval of the following motion: approve execution of sub -recipient agreement with Klodt Development for environmental clean-up funds for the former Lutheran Digest site. Overview The State of Minnesota Department of Employment and Economic Development Contamination Clean-up Grant funds the clean up of contaminated land for redevelopment. It focuses on projects that create jobs and revitalize communities. In 2012 the City of Hopkins was awarded $50,000 toward the clean-up activities as part of the Gallery Flats development. The funds are specifically for soil excavation and disposal and excavation oversight and implementation reporting. This grant may pay up to 75 percent of the project costs at that site and has a 25 percent match. The sub -recipient agreement primarily addresses the roles and responsibilities of each party in the distribution of the grant funds. Primary Issues to Consider • What does the sub -recipient agreement consist of? Supporting Information • Sub -recipient Agreement Stacy Unowsky Public Housing Manager Financial Impact: $ 0 Budgeted: Y/N Source: _PIR fund (501) Related Documents (CIP, ERP, etc.): Notes: Council Report 2013-047 Page 2 Analysis of Issues What does the sub -recipient agreement consist of? The agreement holds the redeveloper accountable for meeting all the requirements of the grant agreement, including the following: Development of 163 residential rental units and ground level retail/restaurant space Creation of 14 FTEs Addition of $287,620 in net tax capacity It also contains requirements that further protect the City, including insurance requirements and the right to demand the return of the grant funds if conditions are not met. Alternatives The Council has the following alternatives: • Approve execution of the sub -recipient agreement. • Deny execution of the sub -recipient agreement and relinquish DEED funds for the Gallery Flats site. SUB -RECIPIENT AGREEMENT THIS AGREEMENT, made on or as of the day of , 2013, by and between the City of Hopkins, a home rule charter city under the laws of the State of Minnesota (hereinafter referred to as the "City', having its principal office at 1010 First Street South, Hopkins, Minnesota 55343, and Klodt Development, LLC, a Minnesota limited liability company (hereinafter referred to as the "Redeveloper"), having its principal office at 50 Groveland Terrace, Suite A, Minneapolis, Minnesota 55403. RECITALS: A. The Redeveloper is in the process of developing the Gallery Flats Multi -Family Housing Development located at 31 — 9a' Avenue South and 815 First Street South within the City (the "Redevelopment Property"). B. The redevelopment of the Redevelopment Property includes the investigation, assessment, removal, handling and disposal of contaminated soils and other materials located on the Redevelopment Property and associated consulting and investigation activities, including. Minnesota Pollution Control Agency fees. C. At the request of the Redeveloper, the City applied for grant funds from the State of Minnesota Department of Employment and Economic Development ("DEED") to provide funding for investigation and response actions described in Recital Paragraph B and in the Grant Contract (defined below) on the Redevelopment Property (which investigation and response actions are referred to herein as the "Work"). D. Pursuant to a Grant Contract dated March 7, 2012, attach hereto as Exhibit AA (the "Grant Contract") the City has been awarded a contamination clean-up grant in the amount of Fifty Thousand ($50,000.00), which grant will be disbursed.by DEED to the City pursuant to the terms and conditions of the Grant Contract. E. The Redeveloper has agreed to pay any amount by which the cost of the Work exceeds the Grant. Specifically, the Developer has agreed to pay the "Local Match" amount required by Section 4.1 of the Grant Contract. F. The parties desire to set forth in writing their agreement as. to the disbursement of the Grant from the City to Redeveloper. NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual representations, warranties, covenants and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Accuracy of Recitals. The parties agree that the above Recitals are true and accurate and are incorporated in and made a part of this Agreement. HopCiviUSubRecipientAgntKlodtDeve[opmenk5.9.13.3 2. Disbursement of Grant Funds. If and to the extent that the City receives funds pursuant to the Grant Contract, the City shall timely disburse them to or for the benefit of the Redeveloper solely for the uses and purposes for which such funds were disbursed by the DEED, subject to the terms and conditions of this Agreement and the Grant Contract. The City's sole obligation under this Agreement shall be to disburse to the Redeveloper any funds actually received by the City pursuant to the Grant Contract. Redeveloper shall be solely responsible for the "Local Match" amount required by Section 4.1 of the Grant Contract. The City makes no representation or warranty concerning the availability or sufficiency of the Grant. 3. Use of Funds. Redeveloper shall use any and all funds disbursed to it hereunder solely to pay, or to reimburse itself for paying, the costs and expenses incurred by Redeveloper in connection with the Work and otherwise in accordance with and subject to the conditions imposed upon the City in the Grant Contract, Redeveloper shall take all steps necessary to assure such.use of funds through its contracts with its contractors. 4. Redeveloper Obligations. The Grant Contract is incorporated in and made a part of this Agreement in its entirety. Redeveloper does hereby assume and agree to perform and observe all of the covenants, obligations, agreements and conditions to be performed or observed by the City.under the Grant Contract. Without limiting the generality of the foregoing, the Redeveloper specifically agrees as follows: A. Redeveloper: i) is the fee owner of all tracts or parcels of land comprising the Redevelopment Property on which the Work is to be performed; or ii) has entered into Purchase Agreements or Option Agreements by which Redeveloper is entitled to acquire fee title to all parcels comprising the Redevelopment Property on which the Work is to be performed. Redeveloper has obtained irrevocable written approval for the performance of the Work from all owners of parcels that Redeveloper has not yet acquired fee title to, and Redeveloper has the legal right to perforin the Work on the Redevelopment Property. Redeveloper shall deliver to the City copies of all Purchase Agreements and Option Agreements for parcels comprising the Redevelopment Property to which Developer has not yet acquired fee title together with the Owner's approvals for performance of the Work. B. The Redeveloper shall expeditiously and diligently commence and pursue the Work within the time frames specified in the Application and Grant Contract. Redeveloper shall immediately notify the City in the event of any change in the prospects for the timely completion of the Work. C. All contracts for performance of the Work shall comply with the provisions of Section 2.2 of the Grant Contract. Redeveloper shall perform the Work, and shall include in any contract for performance of any part of the Work provisions requiring the contractor to perforin such part of the Work fully in compliance with the terms and conditions of the Grant Contract and in a good and workmanlike manner and in accordance with applicable state and federal laws and regulations, including, without limitation, applicable MPCA regulations and requirements and applicable OSHA HopCiviUSubRecipientAgntKlodtDevelopment.5.9.13.3 2 regulations, including the federal Hazardous Waste Operations and Emergency Response Standards (29 CFR 1910.120 and 29 CFR 1926.65). D. In the event that the DEED, pursuant to the terms and conditions of the Grant Contract, is entitled to return of grant funds already disbursed, Redeveloper forthwith shall within ten (10) days of demand by the City pay the City the amount demanded by the DEED. E. Redeveloper shall comply with all record keeping and audit requirements of the Grant Contract and maintain accurate and complete books, accounts and records pertaining to the Work (including without limitation any independent audits of Redeveloper required by the Grant Contract) and permit City, DEED and Minnesota State Auditor representatives and other parties designated in the Grant Contract to have free access to and to inspect and copy all books, accounts, records and contracts relating to the Work and to discuss the same, as well as the progress and findings of the Work, with Redeveloper's project managers at reasonable times and' intervals. The Redeveloper shall retain such materials and such access and rights shall be in force and effect during the period of the Grant Contract and for six (6) years after its termination or cancellation. Upon request, Developer shall deliver to the City accurate and complete copies of all books, accounts, records, contracts and other documents related to the Work and required to be maintained pursuant to this Agreement and the Grant Contract. The documents to be delivered to the City shall include, but are not limited to, all results of tests and inspections performed as part of the Work and all reports, summaries and assessments related to or describing the Work or results thereof. All documents delivered to the City pursuant to this Agreement shall be public information, and may be retained by the City. F. Redeveloper shall prepare and timely submit to the City and. DEED all reports on grant fund distribution and Work progress as required by the Grant Contract. The City shall not be obligated to make applications for disbursement to the DEED under the Grant Contract until and unless Redeveloper has provided all required documents and information to the City. G. The City's authorization of the submission of the Applications under the DEED's Contamination Clean-up Grant Program was predicated on the understanding. that the City would not incur any financial obligations and that the Redeveloper would be responsible for the payment of all cost of the Work in excess of the Grant, including, without limitation, any required local contribution or local match required under the Programs. If the City is required to actually pay any amount in connection with the Grant, the Redeveloper shall within ten (10) days after request by the City, and as a condition of the City's payment of such amounts, pay or reimburse the City for such amounts. H. The Redeveloper shall provide all certifications at the times the same are required to be provided under the Grant Contract. I. The Redeveloper agrees at all times during the term of this Agreement and for two (2) years after the termination hereof, to have and keep in force, and to require its HopCivil/SubitecipientAgntKlodtDevelopment.5.9.13.3 contractors and subcontractors to have and keep in force, the following insurance coverage: 1. Commercial General Liability on an occurrence basis with Contractual Liability Coverage: T ;mite General Aggregate $2,000,000 Products -Completed Operations Aggregate $2,000,000 Personal and Advertising Injury $1,000,000 Each Occurrence — Combined Bodily Injury and Property Damage $1,000,000 2. Automobile Liability — Combined single limit each occurrence for $1;000,000 bodily injury and property damage covering owned, non -owned, and hired automobiles. 3. .Workers' Compensation and Employer's Liability: a. Workers' Compensation Statutory If the contractor is based outside the State of Minnesota, coverage must apply to Minnesota laws. b. Employer's Liability. Bodily injury by: Accident — Each accident $00,000 Disease — Policy Limit $500,000 Disease — Each Employee $500,000 4. Professional Liability — Per Claim and Aggregate $1,000,000 The Redeveloper and any contractor or subcontractor performing any of the Work under this Agreement shall furnish certificates of insurance to the City for the insurance coverages listed above, and provide updated certificates as coverage expires. Neither the Redeveloper nor any contractor or subcontractor shall commence the Work until the Redeveloper and any contractor or subcontractor has obtained the required proof of insurance which clearly evidences required insurance coverage. Redeveloper shall otherwise comply with the requirements of Paragraph 9 of the Grant Contract related to insurance and provide all insurance policies and coverages required thereby, all without cost to the City. The foregoing insurance coverages and requirements may be satisfied by the Redeveloper or the Redeveloper's contractors purchasing and maintaining in effect insurance policies and coverages complying with the requirements stated in this Paragraph 4. By entering into this Agreement, City does not waive any statutory, ZD common law or other immunities or limitations on City's liability, and City specifically reserves all such immunities and limitations of its liability. HopCivii/SubRedpientAgmtKlodtDevelopment.5.9.133 4 J. The Redeveloper shall include in any contract, provisions that require its contractors to comply with all applicable state and federal laws and regulations regarding employment and workplace safety. In accordance with the City's policies against discrimination, no person shall be excluded from full employment rights or participation in or the benefits of any program, service, or activity on the grounds of race, color, creed, religion, age, sex, disability, marital status, sexual orientation, public assistance status, or national origin; and no person who is protected by applicable Federal or State laws, rules, or regulations against discrimination shall be otherwise subjected to discrimination. 5. Disbursement Procedures. A. Redeveloper shall prepare and submit to the City periodic payment requests for the costs and expenses of the Work in the form required by the DEED, the City and the Grant Contract, and the City shall forward the same to the _DEED in the manner and upon the schedule set forth in the Grant Contract. The Redeveloper shall submit such other documentation as the City or DEED may require relative to costs of the Work. B. Payment requests may be submitted no more than monthly and shall be submitted on or before the first day of the month. C. Upon the City's receipt of funds from the DEED, the City shall forward the same to the Redeveloper or the contractor designated by Redeveloper, provided (i) Redeveloper is not in default hereunder and (ii) there has not occurred any change which, in the reasonable judgment of the City, materially adversely affects the prospects for the timely completion of the Work, as adjusted for any delay in obtaining City approvals. 6. Indemnity. Redeveloper hereby releases and agrees to . indemnify, defend and hold harmless the City, the DEED, the Department, their officials, directors, officers, employees and agents, and their respective heirs, successors and assigns (collectively, the "Indemnified Parties") from and against any and all claims, demands, judgments, penalties, liabilities, costs, damages and expenses ("Liabilities"), directly or indirectly incurred by any of the Indemnified Parties, arising from the subject matter of this Agreement, Redeveloper's default under this Agreement and/or the performance or nonperformance of the Work. Redeveloper specifically agrees that the Indemnified Parties shall have no responsibility for, and the foregoing indemnity shall cover, Liabilities arising under environmental laws and regulations related to the Work. 7. Independent Contractor. The Redeveloper shall select the means, method, and manner of performing the Work. Nothing is intended or should be construed in any manner as creating or establishing the relationship of co-partners between the City and the Redeveloper or as constituting the Redeveloper as the agent, representative, or employee of the City for any purpose or in any manner whatsoever. The Redeveloper is to be and shall remain an independent contractor with respect to all services and activities performed under this Agreement. Any and all personnel of the Redeveloper or other persons while engaged in the performance of any work HopCiviVSubRecipientAgmtKlodtDevelopment5.9.13.3 or services .required by the Redeveloper under this Agreement shall not be deemed to have any contractual relationship with the City and shall not be considered employees of the City by virtue of this Agreement. Any and all claims related to the Work that may or might arise under the Minnesota Economic Security- Law or the Workers' Compensation Act of the State of Minnesota on behalf of said personnel, arising out of employment or alleged employment including without limitation, claims of discrimination against the Redeveloper; its officers, agents, contractors, or employees shall in no way be the responsibility of the City. The Redeveloper shall defend, indemnify and hold harmless the City, its officials, officers, agents, and employees from any and all such claims. Such personnel or other persons shall neither require nor be entitled to any compensation, rights, or benefits of any kind whatsoever from the City, including, without limitation, tenure rights, medical and hospital care, sick leave, Workers' Compensation, Re- employment Compensation, disability, severance pay, and retirement benefits. 8. . Costs and Expenses, Redeveloper agrees to reimburse the City -within fourteen (14) days of demand by the City for all reasonable out-of-pocket expenses paid or incurred by the City (including costs and fees and expenses of the City's attorneys at the rate of 5250.00 per hour) in connection 'With the negotiation, preparation, approval, review, execution, delivery, amendment, modification, interpretation, collection and enforcement of this Agreement. The obligation of Redeveloper under this paragraph shall survive any termination of this Agreement. 9. Default, Remedies. This Agreement shall terminate if the Grant Contract is terminated in accordance with its terms and conditions. In addition, if Redeveloper should default under this Agreement, then in addition to any and all other rights and remedies available to the City under law, the City may suspend or terminate its obligation to forward funds received pursuant to the Grant Contract to Redeveloper, except that Redeveloper shall be given an opportunity to cure as provided for in the Grant Contract. 10. Notices. All notices, requests and other communications hereunder shall be in writing and shall be delivered personally or by first class United States mail (postage prepaid) addressed to the recipient at the below address, or at such other address as such party shall have specified to the other party hereto in writing. Notices shall be deemed duly delivered for all purposes at the time of personal delivery to the representative of the City or Redeveloper named below or two business days after being deposited in the United States mail. The addresses for notices are as follows: If to the City: City of Hopkins Attention: City Manager 1010 First Street South Hopkins, MNI 55343 HopCivi3/SubRecipientAgmtKlodtDevelopment.3.9133 6 Copy to: Jeremy S. Steiner, Esq. Steiner & Curtiss, P.A. 400 Wells Fargo Bank Building 1011 First Street South Hopkins, MN 55343 If to Redeveloper: Kiodt Development, LLC 50 Groveland Terrace, Suite A Minneapolis, MN 55403 Atten: John Bell 11. Miscellaneous. A. Governing Law. All matters relating to the interpretation, construction, validity and enforcement of this Agreement shall be governed by the laws of the State of Minnesota. B. Entire AZreement. This Agreement contains the entire agreement of the parries relating to the subject matter hereof and supersedes all prior agreements and. understandings with respect to such subject matter, and the parties hereto have made no agreements, representations or warranties relating to the subject matter of this Agreement which are not set forth herein. C. Amendments. No amendment or modification of this Agreement shall be deemed effective unless made in writing and signed by the parties hereto. D.. No Waiver. No term or condition of this Agreement shall be deemed to have been waived, nor shall there be any estoppel to enforce any provisions of. this Agreement, except. by a statement in writing signed by the party against. whom enforcement of the waiver. or estoppel is sought. Any written waiver shall not be deemed a continuing waiver unless specifically stated, shall operate only as to the specific term or condition waived and shall not constitute a waiver of such term or condition for the future or as to any act other than that specifically waived. E. Ass6ment. This Agreement shall not be assignable, in whole or in part, by either party without the prior written consent of the other party. F. Countervarts. This Agreement may be simultaneously executed in any number of counterparts, and such counterparts executed and delivered, each as an original, shall constitute but one and the same instrument. G. Severability. To the extent any provision of this Agreement shall be invalid or unenforceable, it shall be considered deleted herefrom and the remainder of HopCivillSubRecipientAgmtKiodtDevelopment.5.9.13.3 such provision and of this Agreement shall be unaffected and shall continue in full force and effect. H. Exhibits. Captions and Headlines; Interpretation. Exhibit A hereto is incorporated herein by reference. The captions and paragraph headings herein are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. Should any provision of this Agreement require judicial interpretation, it is agreed that the court interpreting or construing the same shall not apply a presumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that a dociiment is to be construed more strictly against the party who itself or through its agent prepared the same, it being agreed that the agents of both parties have participated in the preparation hereof. I. Binding Effect. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective successors and permitted assigns. J. No Third -Party' Beneficiaries. There are no third party beneficiaries of this Agreement, intended or otherwise. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. Its By Its HopCivi VSubReeipientA&rntKlodd)evelopmen.t.5.9.13.3 CITY: CITY OF HOPKINS REDEVELOPER: KLODT DEVELOPMENT, LLC h1A'� . 9.2013 1.3IPM CITY OF HOPKINS HRA EXHIBIT A STATE OF -NMN GRANT CONTRACT NO. 063 P.1 SC 4:58601 DEPARTNIN- T OF E1IPEOYINE\''T AND ECONOMIC DEVELC)ppff iT BUSINESS AND COINMINITY DEVELOPMENT DIVISION Contft ination Cleanup Grain Contract Grant No: CCGP-12-0029-Z-M3 j Park Nkoilet Clinic Project This grant coutract is between the State o£Minnesota, acting through the Department ofEmploymeat and. Economic Development, Business and CornmzmieyDevelopmentDiNision, (STATE) and the Cityofiioploms_ 1010 p"asst Street South, Hopkins MN 55343 ("GRANTEE'). Recitrels Under Minn. Stat. §1161554 the Stare is empowered to enter into this grant, The State is tri need ofprograrm ss to do the following: reduce the potential threat of harmful contaminants to thepublic's healfih and the environment; to create new jobs and i=ease the tax base; and.prbvide other public benefits by redeveloping polluted and unproductive sites. The Grantee represents that it is duly qualified and agrees to perform all services described in this grant coact to the satisfaction of the State. Grant Contract Term of Grunt Contract 1.1 Effective orate: January & 2013, 1.2 Expiratian date: December 31.2015. 1.3 S'urvivnl of Terms. The f-+Ilowing clauses survive The exp�r:ation or cancellation of this grant contract 8. Liability; 9. Accounting, 10. Government Data Practices; 12. Publicity and Endorsement; 13. Governing Law, Jurisdiction, and Veaue; 15 Data Disclosure; 16. Reporting; 19. Couflict of Interest; 19. Minnesota Business Subsidy Law; and 20. State and Federal Eavironmoutal Standards. 2 Grantee's Duties 2.1 Dui Deliverables, and Completion Dates The Gragtee, who is not a state employee,.will perforin, the following duties and provide the deliveraiiles as outlined below. (a) Administer these grant funds in =oreiance vvrth Minn Stat. § 116J.551— 559 and the application submitted for fimding which is incorporated into thb grant agreernent ad theprovi.-,ions of this gent ageement. Any modification matte to the approved application must be, approved by the $tate. 1 of 8 Pif;y, a. 2013 1:31PP1 r:j-" 1-,- r;S HRh �0.0�-� P 2 (b) Promptly notify the State o�' any proposed mp-X7 al cham3e 1_n the scope of the project, budget or completion date, which :r-ust be approved by the Stale, prior to ?plrr�en'aiio N Provide to the State prior to tae closeout o- t , g. ant that T;ne cleanup and/or investigation hes-beLa completed and approved by th-- % innesota Pollutior Coniroi Aaency. i (d) It is M�Pected fhat the site w711 be redeveloped as proposed is the grant application and upon which fundiag was based. Any change in the de -y -e opment plans for the site must be presented. to the State and approved- (e) Adhere to all other requirements of t' is grant agreeme-m- 2.2 Provisionsfor Contracts and Sub -grants_ (4) Contract Provisions. The Grarrtee must include is any contract tad sub -Grant, in addition to provisions that define a sound and complete agreement, such provisions that require contactors and sub -grantees to comply with applicable state and federal Iaws. Along with such provisions, the Grantee must require that contactors pOrformirg work covered by this grant be in C:Gmphan ce with all applicable OSHA regulations, especially the federal Hamrdous Waste Operations and ErmerPerscy Response St? -id= -ds (29 CFR 1910,120,9,-d 29 CFR 1926.65). (h),Ineh5gaze Use of GrgnrFunds- T.he dollars �Wa:'ded Unci Pr'hic -rant 1graamont Gro eau! shall otny De used by GYantee or awasdcd by Grantee to third narties as g:�Mt fiords and ca=ot take the form of a loan under any circu*nstance. Gr_ntee shall not use, treat, or conve.t the grant funds into an interest bea.-ing Ioan, a non -;= ,crest beating loa:-4 a d,fec-red Iozn, a forgivable deferred loaa-i or any other type of Ioar. Further, Gmntec shall include in any contras, or sub-granr awarding th;. grant funds to a third part} aR tb e pmvi.sions a- d req).iircT-,j=ts of this grant agreement, including the requirement that these dollars aret hinds only and cannot be used, treated or converted into any type of loan. (c) Joblis&g&reements. Miry Stat. § 116L:66, subd.l, require; abusiness orprivate enterpriseto list any vacant or neer positions with the state zrorlaorce center ifit receives 5200,000 ormore a year in 9=t$ from the Stat-. If applicable, the business orprivate ent�prsv,hall , st any job vacancy in its personnel complement Rd;h nnesa+aP.'orlts.nef at wu-W-miresotaworks.net as soon es it occurs. (4) Payment of Contractors and Subcontractors, The Grantee must ensure that all contractors and subcontractors perfor-nmg work covered by this grant are paid for their work that is satisfactorily completed. Titre The Grantee rmust comply wiTh all tete this grant contract. Inthtporformance of this grant, time is of the essence. 4 Consideration and Fasment 4.1 Consideration. State will pay 'die Gram ee under his grant cort.-act aY follo.vs: 2 oft MAY. 8. 2019 1:32PM CITY OF HOPK:INS HRA - _ �•ac�.ah3. P.3 (a) Cnrxge4=60n• The Grantee will be reimbursed according to the budget breaddown provided in the table. Activities Amount Soil Excavation and -----al SS4,000AQ Excavation Oversi l and Ire lementation Re ort S26,277.00 TOTAL 512 0,27700 (b) -Total Obligation. ne total. obligation of the State for all compensation and reimbursements to the Crrantee under this grant contract will .Aot exceed 550.000,00 f1"PT'Y THOUSAND DOLLARS) In accordance withMinn. Stat. § 1161554, subd.1, the grant may pay for up to 75 percent: of the project costs for a qualifging site. This requires a local match of25 percent for the purpose of this project which equates to at least $60.271.00. Of the 25% match regvirecnent,12% ofthe cleanup costs as defined in Minn Stat, § 1161.552, s4bd.2 must come from the municipality's general fund, aprop�rtytax levy for that purpose, or other tmrestticted money available•to the municipality, The rest of the local match may be paid with tax increments, regional, state or federal money available for the redevelopment of brovrnfre.lds or any other money available to the municipality 4.2. Paym,enr (o) Invoices. The State VIM disburse fixnds to the Granteepursu.ant to this Contract, based upon paymeat requests submitted bytbe Grantee and reviewed and approved bythe State. Payment requests must be accompanied by supporting invoices that relate to the activities in the approved budgot, TILL nmountofj�inut tilnds requested bythe Grantee cannot exreedseventyfivepereent (75%) ofthe total approved project costs incurred by the Grantee as supported by invoices, The State will provide :. payment request forms. Invoices maybe submittedrn on a ontbly basis; however, at a minim=,, an invoice foran award shall be submitted bythe grantee for expenses incurred 25 days after the end date of the state fiscal year of June 30'h. in order to ensure that all funds are drawn prior to the expiration date of the grant, all payment requests must be received at least 30 days prior to the grant -term expiration elate. (b) ErIgible Costs: Eligible costs include the costs identified in the Section 4.1(a) oftWs Contract that are incurred during the contract period. The Grantee may not use tbme funds to provide loans to l other entities or for administrative costs associated with managing the project this grant is funding. Pursuant to Man. Stat. § 1161552, subd. 2, costs of implementing the response action plan (RAP) bzurred before the grant award date may be eligible at the discretion of the State, if the costs were completed after the RSP was approved by the Minnesota Potlutiort Control Agency and the RAP was approved within 180 days of the application deadline. Costs incurred for the development of a RAP incurred prior to grant aR,ard may be considered eligible at the discretion of the State. Any reimbursement made for services provided prior to the effective date of the giant will be governed by the terms of the pant. 3of8 Mpy. 9. 2013 I:32Pri C -IT',( OF 10. Dr D — F. 4 (c) Prograw Ynconya 'r yarn ir^ome generated from � nt-funded activities an hard atttc end of the grant period must be returned to -the State unless the State has approved a re -use of tyre income. 5 Conditions of Payment All services provided bythe Grantee under this grant contract crust be performed to the State's satisfaction, as determined at the sole discretion of t` e State's Authorized Rtprescntat7ve and in accordance with all applicable federal, state, and local laws, ordinances, mr'es, and rep ations. The Granter will not r;ceive payment for work- found by the State to be vassatisfactory or performed in vioia'ion of federal, stat(,or Iotal law. j 6 Authorized Representative The State's Authorized Represee tiveis Terry Dalbec, P-,nject Manager, 332 Minnesota Street•, Suite E200, St. Paul, lvJrl 5510I, PhoneNunrber: 651-259- ii448, E-?��ii::e 7y.a.dalb (state.mn,us, or his/iteTsuccessar. rd has the responsibility to monitor the Grantee's perfo=ante and th-- authority to accept the services provided under this grazt contract. if acre services are satisfaC7,0-T, the State's Authorized Representative will ce' ' acceptance on each invoice submitted for payment. The Grantee's Authorized Representative is Ms. Tara Beard, 101a First StreetSout}t Holl ins iyfi�1553d3 PhoneNurnbert 952-549-6343 E -Mail: tbtard�hoalcinsrrn tom. if thee Grantee's Authorized Representative changes at any time during this grant contract, rhe Grantee must ira,media;eiy notif,, rhe State. i Assignment,; Amendments, Waiver, and Grant Contract Complete 7.I Assignmeni The Grantee shall neither assign nor transfer any rights or obsgat;ons under tEs grant i contract without the prior written consent of the State, approved by the s3m.e parties Who executrd and t approved this gent contract, or c'rea: successors it once, 7,2 Amendments, (a) Amendments_ any amendments to this grant contract, v iLh the exception of Grant Adjustment Noti= (GANN5), must be in writin a hao boon Dy the frame arties who ea_ecutedgand�anilro yid-;1,4ffPr-t„rr- „nriI it ;�co:,Lt�.I �„�I ��,l,rv„-d Y P p oripral g,azt contract, or faeir office. tccessors to (b) 6}=tAdjustmewNolices (GA�Nrs). GANS rrras be approved'oy the State it writing, and require a written change request by the Grantee. A GANT may be used for the prarposcs of ft-aagzerring budget amounts between line iww-s that do not change the cont2cf value, or other grant status ;activity. A11 other cltan ;es require a formol amendment as st3_ed >1n paraeraph 7.2(a). 7.3 Waiver, If the State fails to enforce any provision of this g7znt contract, that failure does riot waivethe provision or the State's right to enforce it_ 7.4 Grath Con&,act Cajmple£e. This brant contract contains all negotiatsons aid agzeements between the State and the Grantee. No other unders`azd'M11 regarding this grant contract, whether Fritter or oral, maybe used to bind eitl-,er party. 8 Liabslity Subjeotto the provisions and lmut3tions of viler. 5th-. § 466; the Gra�t�.must indemnify save, and hold rete State, its agents, and employees h2nnless from any claims or causes of kion, including attorney's fees incurred by the State, arising from the pe,formance of'hi> grant contract by the Gra rjex or the G-antee's i 4ofF MAY. S. 2013 1= 33PM CITY OF HOPKIr-IS HR? i —..I f0. ©h3� P- - agents or employees. This clause u iIl not be construed to bar any legal remedies the Grantee State's failure to fulfiill its oblit3adons under this brant contract mayhave forthe Accounting Under lvlinn. Stat. § 16B.98, subd.8, the Grantee's books, records, documents, end accounting procedures and practices of the Grantee or outer party relevant to this 91- t agreement or transaction are subject to examination bytheState and/or the State Auditor orLegislative Auditor, as appropriate, for a minis =n ofsix Yeats from the end of this grant agreement, receipt and approval of all final reports, Or the reVired period of tithe to satisfy kU SWe arld pmtgam Mtentiou rrxluirements, whichever is later. The Grantee shall maintain adequate frmancial records consistent with generally accepted accounting principles. The Grantee shall submit accounting system records that track the use of grant proceeds and all unatching funds by eligible Project Casts for each year in which grant disbursement and expenditures were made. The records shall, reflect both expenditures and revenues and shall be submitted after all gram proceeds and matching funds have been expended or at the State's request. 10 GovernmentlData Practises and Xntelleetual Property 10.1 GovernrnearDataPractices The Grantee andState must comply with the Ivinnesota.GovenunentData Practices Act, Minn.. Stat. Ch. 13, as it applies to all dataprovided by the State under this grant contract, and as it applies to al l data created, collected, received, stored, 'wed, maintai=4 or disseminated by the Grantee under this grant contract. The civil remedies ofMinn Stat. § 13.08 apply to the release of the data referred to in this clause by either the Grantee or the State. i j If the Grantee receives a request to release. the data referred to in this Claus -, the Grantee r=t j immediately notify the State. The State will give the Grantee instructions eoncernixug the release of the i data to the requestingp arty before the data is released. The Grantee's response to the request. shall comply with applicable law - 1{l Intellectual Prnperiy Righter in the even* t that Grantee secures a copyright protection on any of the materials, reports, or data created as part of the project, the Grantee agrees to and does hereby grant to the State and its officers, agents, and employs, acting within the smpeoftheir official duties, a royalty - free, non-exclusive; attd irrevocable license to publish, translate, reproduce, dej ver, perfozzu, disposs of; and to authorize others To do so for use by the State, its divisions, instruunentalities and local subdivisions, all material now or hereafter covered by any such copyright. 11 Workers'. Compensaiinn . The Grantee certifies that it is in compliance with Mina. Stat § 176.191, subd. 2,: pertaining to workers' compensation insurance coverage. The Grantee's employees and agents will not be considered. State employees. Any claims that may arise under the Minnesota Workers' Compensation Acton behalf of these employees and any claims made by anythird party as a consecruence of any act or omission an the pmt ofthese employees are in no way the State's obligation or responsibility. 12 PnbEcity and Endorsement III Publicity. Anypublicity regarding the suBj ect matter of this grant contract must identify the State as the i sponsoring agency and must not be released u7tllout prior written approval from the State's Authorized Representative. For purposes of this provision, publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Grantee j individually or jointly with others, or any subcorA=tors, Adth respect to the program, pubhcations, or i services provided resulting ,from this grant contract. Saf8 MAY. 8.2013 1:33PM CITY of I;)FK D'1S HFP Tr10. of- 3� P.5 122 Endnrsettzenf. The Grantee must rot claim that the State endorses i s products ar services. 13 Governing Law, Jurisdiction, and venue Minnesota law, withautregard to its choice -of -law prOvicions, gaver�, this grant contract. venom forlegal proceedings out of this groat ontra t, QT - _ its breach must be, in the apPropriale state or federal court with competentjudsdictiorr in Ramsey Couniy> Miznesotz. 14 Termination 14.1 Terntlrzation by the Stetter The State may :mmnediately terminate Lhis �t confect �3tr1 or without cause, upon 34 days' t�ritten notice to the G -anter. Upon terminat on, the Grantee will be entit?ed to payment, determined on a pro rata basis, for services sat is L)ctorilypetfofined. 14.2 Termi"Ation far Causes The State mayirr-mediately t�nainate this grant contract if the State findthat s therchas been a Eaihze to comply with the prod i&j= of this grant contract, that rersonabl tare Gess has .not been made or tit the purposes for which the funds were granted have not been or wi11 not be fulfilled. If the prcject is not storm on or before the projected std date oI Tnre 30.2014 or such a later date requested by the Grantee and approvrod by the State then the elates obligationto fund theGrant will be temtJnated. The State may take action to protect the interests of the State of NL--mesota, including the Iefusal to disburse additional fiords and requiring the return ofall erpa-t ofthe finds already disbursed. 14.3 Terminadon for drYsufilcient Funding, The State may im-mediately terr_i_-tate'his grant contract if- (a) Ii does not obtain fund rig from the MinaesoTa ieg slatire; or, (b) Iffuadiug cainot be continued at a leve? st!fncienj to allow for the payment oftbe s-tvicea coered her& Termination must be by u i ten or fax nonce to t:,11,G�ntee, The State is not obligated vv pay for qtly s ft�iceS that are provided after nntir_e azd affeatw,) cher C,l rc:rinlnnljon, However, the 611 zttee will be entitled to payment, det.-rmiined on a pro rata basis, for services satisfactorily performed to the exTent drat funds zre available. The State will not be assessed any penalty if the c9ntract is terminated bee ause of the deci� on afrhe Minnesotz I erslatti -e, or other Enid ng sora ce, not to appropriate fund$. The State mi,�t, prop:de the CiTantee notice of the Lack of funding within a reasonable time of the State's receiving that notice. 15 Data Disclosure UuderMinm Stat. § 270C.6:5, subd. 3, and ower applicable law, the Gruruse co itJ to d sclosw^e ofitssocial security number, federal employer tax ider_t (cation n::.-.tbe-1 -id/or Mirsresota tas identific ?ioa nrkmber; aleadypTovided to the State, to federal and state tax agencies and skate personnel involved in the paymeAr of state obligations. These identification,Durnbers may be used in the enforcement of federal and state taxa laws which could result in action req.:iri� the Grantee to file state tea returns and pay deaouent stzt liabilities, if any. e tax Other Provisions 16 Reporting C`xrantQ must submit to hhe State annual r.po;ts on t? e rue of funds and the progess ofthe Project coving i July I throite,}� June 30 of each yew. The repo must be received by the State no later ter. July 25'''' of each year. The reports m st identify specific Project goals listed in the application and quaniitatively and i qualitatively measure t]aeprogress of mch goals. Cr-, -n payznents shall not be ace on grants, or subsequent I grant awards made to the gree, with past due progress repor's. In addition, the Grantee shall submit a final report The State will provide reooning forms. l 6 of MAY. 8.2x313 1; 34PM CITY OF HOPKINS HRA t10.053 P.7 17 Debarment and Suspension Certification (Tf applicable The Grantee agrees to follow the President's Executive Order 12549 and the implementing regulation `Non -procurement Debarment and Suspension: Votice and Final,,,, and interim Final Rule," found at 53 FR 19189, May 26,1985, as amended at 60 FR 33041, June 25, 1995, includhig Appendix B, " Ce t fication Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — Lower Ti Covered Transactions;" unless excluded by law or regulation, er Y8 COnMet of interest The Grantee must comply with the Conflict of Interest provisions of Minn. SW §§ 471.87 – 471.88. l9 Mznnesota Busiresx Subsidy Law The Grantee must comply, if appropriate, with rhe Minnesora Business Subs –1161.995, idy Law; Minn. stat §�+ 1 I67.993 20 State and Federal Envirommental Sfiandards The Grantee must provide evidence that work performed under this envirOnmental standards. gent complies with state and federal Aapproval from the Minnesota Pollution Control Ageacy or other appropriate state or federal. agency is required upon completion ol'the cleanup activities. . P7 12- rest Ofthis page is left inteiltionally h7an4) 7 of 8 MI�Y. G. 2013 1: 34PM CITY HOFFIiG 1x0.263 P.9 L STATE ENCtMBR.&7qCF- VERIFICATION 16A.I:i and I C, Dift 0220/21013 SWIFT CO=. -A=1'0 NC{Z)3.94903 Z GRANTEE Nuircl"PF'i-bla :3r*Ics- bYWvr, or Title Darz 27-13 Tide Dare: (3r=tee. City Of Hvpki Lj Grsnt2v1z2ne: Park hricalTel clinic Gram Number. CCCP-l2-0029-Z.FYj.3 I W8 3. STATE AGENCY, r) (wiih ,,two - phorj ct,py