Request for Proposals. Public Housing Property Inspections Uniform Physical Conditions Standards

Transcription

1 Request for Proposals Public Housing Property Inspections Uniform Physical Conditions Standards Quincy Housing Authority 80 Clay Street Quincy, MA Robert Quinn, Assistant Director David Ferris, Superintendent of Maintenance Mary Ann Morris, Chairperson Leo J. Kelly Thomas Lynn Thomas McGrath Rosemary Wahlberg May 13, 2013

2 Quincy Housing Authority Public Housing Property Inspections Uniform Physical Conditions Standards Table of Contents Section Page Request For Proposal Advertisement ii Introduction 1 RFP Terms and Conditions 1-3 Scope of Work 3-6 Proposal Submission Requirements 6-8 Proposal Evaluation 8 Minimum Criteria 9 Comparative Evaluation Criteria Attachment A. Tentative Inspection Schedules Appendix 1. Instructions to Offerors Non-Construction HUD 5369B 2. Certifications, Representations, and Other Statements of Offerors, Non-Construction HUD 5369C 3. General Contract Conditions Non-Construction HUD 5370C1 4. Contract Agreement, State & Federal 5. Table 5-1 Mandatory Contract Clauses for Small Purchases Other Than Construction 6. Certificate of Vote of Authorization 7. Anti-Collusion and Anti-Fraud Certificate/Certificate of Tax Compliance 8. Contractor Certification of Employee Conduct 9. Certification of Compliance with Executive Order Quincy Housing Authority Section 3 Policy 11. Reference Form 12. Form of Sealed Price Proposal i

3 QUINCY HOUSING AUTHORITY Request for Proposals Public Housing Property Inspections Uniform Physical Conditions Standards =============================================================== The Quincy Housing Authority ( QHA ) requests competitive sealed proposals from qualified Offerors to conduct property inspections in accordance with the Department of Housing and Urban Development s (HUD s) Uniform Physical Conditions Standards (UPCS) 24CFR Part 902 and all supporting HUD Regulations and the Massachusetts State Sanitary Code, 105 CMR The QHA manages approximately 650 Federal Housing and 909 State Housing units. Additionally 4 group homes (with 32 units total) will be inspected. All the units are located within the City of Quincy, Massachusetts. Sealed Proposals will be accepted until 2:00 p.m. on Friday, June 7, 2013 for a contract period commencing July 1, 2013 and ending June 30, Additionally the QHA may, at its sole discretion, extend the contract for two additional single year terms. The Offeror shall submit a sealed price proposal that includes proposed price per unit for years one, two and three. Unbalanced bids where the bid price for an extension is unreasonable when compared to the price for the original term will be rejected. Qualified Offerors must have been in business for a minimum of (2) years performing HUD Uniform Physical Conditions Standards (UPCS) Inspections. The QHA has estimated total cost for the first year of the contract period ending June 30, 2014 to be $40, RFP packages may be obtained by contacting Margaret Milne, Maintenance Secretary at mmilne@quincyha.com Please provide your Name, Title, Company Name, Address, Telephone Number, Fax Number and address. It is the intention of QHA to deliver the RFP electronically. All sealed proposals must be received by 2 p.m. on Friday, June 7, All proposals should be mailed or delivered to: Quincy Housing Authority Attn: Margaret Milne 15 Bicknell Street Quincy, MA Proposals should be prepared in accordance with the instructions within the RFP. Proposals will be evaluated by the Quincy Housing Authority as provided in the RFP. Any questions should be directed by to dferris@quincyha.com and mmilne@quincyha.com. The QHA reserves the right to reject any and all proposals, wholly or in part, to waive informalities or irregularities in the proposals and make awards deemed in the best interest of the QHA and the public. Award of a contract is subject to review and approval by the QHA Executive Director. ii

4 I. INTRODUCTION QUINCY HOUSING AUTHORITY REQUEST FOR PPOPOSALS FOR PROPERTY INSPECTIONS UNIFORM PHYSICAL CONDITIONS STANDARDS The Quincy Housing Authority ( QHA ) requests competitive sealed proposals from qualified offerors to conduct property inspections in accordance with the Department of Housing and Urban Development s (HUD s) Uniform Physical Conditions Standards (UPCS) 24CFR Part 902 and all supporting HUD Regulations and the Massachusetts State Sanitary Code, 105CMR The QHA manages approximately 650 Federal Housing and 909 State Housing units. Additionally 4 group homes (32 total units) will be inspected. All the units are located within the City of Quincy, Massachusetts. Sealed Proposals will be accepted until 2:00 p.m. on Friday, June 7, 2013 for a contract period commencing July 1, 2013 and ending June 30, Additionally the QHA may, at its sole discretion, extend the contract for two additional single year terms. The Offeror shall submit a sealed price proposal that includes proposed price per unit for years one, two and three. Unbalanced bids where the bid price for an extension is unreasonable when compared to the price for the original term will be rejected. The Offeror shall submit with his sealed price proposal, a price proposal for a second year price per unit and a third year price per unit. Qualified Offerors must have been in business for a minimum of (2) years performing HUD Uniform Physical Conditions Standards (UPCS) Inspections. II. RFP TERMS AND CONDITIONS All proposals must comply with the provisions of this Request for Proposals ( RFP ). If it becomes necessary to revise any part of this RFP, then the QHA will issue an addendum. Any Addendum issued will be provided in writing (electronically) to all prospective offerors that have requested a copy of this RFP. Any and all Addenda issued will be incorporated within the RFP by reference. The Chief Procurement Officer, or proposal review committee, will reject proposals that are incomplete, not properly endorsed or signed, or otherwise contrary to these instructions as being informal. Conditional proposals will not be accepted. The QHA reserves the right to rescind this RFP, if, in the judgment of the QHA, there are no proposals responsive to this request, or should funding availability be less than anticipated. The QHA is not required to award the maximum funding amount requested to any or all Offerors. The QHA reserves the right to select the most advantageous proposal to the QHA, as deemed by the QHA to be in its best interests. Cost will not be the deciding factor in the selection process. Uniform criteria have been established and will be used to evaluate all proposals. A copy of 1

5 these criteria is attached to this RFP for informational purposes. The QHA reserves the right to award the contract to the Offeror with the proposal that is the most responsible and responsive; taking into consideration both price and evaluation criteria as set forth herein. All awards are subject to review and approval by the QHA Board of Commissioners. The QHA reserves the right to negotiate final contract award amounts with the successful Offeror. The QHA further reserves the right to modify or amend contract terms during the term of this contract, should the successful Offeror fail to meet contract obligations. The selected Offeror agrees to conduct property inspections in accordance with the Department of Housing and Urban Development s (HUD s) Uniform Physical Conditions Standards (UPCS) 24CFR Part 902 and all supporting HUD Regulations and the Massachusetts State Sanitary Code, 105 CMR for all QHA properties on a monthly schedule as detailed in the Scope of Work and in accordance with the submitted proposal documents. If the selected finalist fails to enter into a contract within thirty (30) days following the funding award announcement, then the QHA reserves the right to award the contract to the next most advantageous Offeror. The Offeror will be required to indemnify and save harmless the Quincy Housing Authority, for all damages to life and property that may occur due to his negligence or that of his employees, etc. during this contract. The Contractor and his/her employees will be required to wear photo identification, which must be prominently displayed whenever they are on Quincy Housing Authority property. The ID must state the company name, the inspector s name and contact number of the Contractor. Workers Compensation Insurance. The Offeror shall furnish the QHA with certificates showing that all of his employees who shall be connected with the work of this contract are protected under workman s compensation insurance policies. Professional Liability Insurance. The Offeror shall furnish the QHA with certificates showing coverage of $1 million and indicating coverage includes errors and omissions. Quincy Housing Authority shall be named as additional insured on the Contractor s commercial General Liability Policy. It is understood and agreed that it shall be a material breach of any contract resulting from this proposal for the Offeror to engage in any practice which shall violate any provisions of Massachusetts General Laws, Chapter 151B, relative to discrimination in the hiring, discharge, compensation, or terms, conditions or privileges of employment because of race, color, religious creed, national origin, sex, age, or ancestry. Any questions about this Invitation to Bid shall be directed in writing to David Ferris by to DFerris@Quincyha.com. If deemed necessary by QHA for purposes of clarification an addendum will be issued. 2

6 All proposals must be received at the Quincy Housing Authority Maintenance Offices, 15 Bicknell Street, Quincy, MA until the date and time specified above. NO PROPOSALS WILL BE ACCEPTED AFTER THIS TIME AND DATE SPECIFIED. III. SCOPE OF WORK The UPCS property inspections services to be provided are for all 650 Federal Housing, 909 State Housing units, plus additionally, 4 group homes (32 total units) will be inspected. DESCRIPTION OF UNITS: PUBLIC HOUSING ELDERLY: The Quincy Housing Authority owns a total of 940 elderly units. These units are located in 7 elderly developments are follows: Crowley Court (Palmer Street and Shed Street, Germantown Section of 45 Quincy) Louis George Village, Martensen Street, Quincy 75 Sawyer Towers, 95 Martensen Street, Quincy 150 Tobin Towers, 80 Clay Street, Quincy 200 Pagnano Towers, 109 Curtis Avenue, Quincy 156 O Brien Towers, 73 Bicknell Street, Quincy 274 Drohan Apartments, 170 Copeland Street, Quincy 40 Apartments consist of 931 one bedroom units and 10 two bedroom units. Included are 24 one bedroom and 10 two bedroom accessible units. PUBLIC HOUSING FAMILY: The Quincy Housing Authority owns a total of 619 family units. Riverview Doane Street, Quarterdeck Road, Sextant Circle and 65 Yardarm 180 Lane Snug Harbor Family - Bicknell Street, Binnacle Lane, Captains Walk, 400 Figurehead Lane, Palmer Street, Quadrant Circle, Taffrail Road, Yardarm Lane West Acres Sullivan Road and West Street 36 South Street 2 Franklin Street 1 Units consist of one, two, three, four and five bedrooms, and all include cellars. The approximate number of units by bedroom are 18 one bedroom units, 342 two bedroom, 228 three bedroom, 30 four bedroom, 1 five bedroom. All units have a kitchen and living room. Included are 4 one bedroom and 5 two bedroom accessible units. 3

7 GROUP HOUSING: The Quincy Housing Authority owns four (4) group homes; for a total of 32 units. Safford Street South Street Water Street Curtis Avenue 6 units 12 units 8 units 6 units All units have one bedroom and are considered units in group housing. Each building has common areas of bathroom and kitchen facilities, as well as a common area living room. METHODOLOGY: The Maintenance Secretary will work closely with the contractor to provide a smooth flow of the inspection process. Coordination of inspections is critical to the success of the inspection program. The entire inspection process must be completed within the fiscal year starting July 1, 2013 and ending June 30, All inspections must be complete and the inspection reports to the Maintenance Secretary by June 15, A tentative schedule for year one is included as Attachment 1. The tentative schedule may be used for planning purposes and may be subject to modification by QHA. External factors may bear on the scheduling, such as holiday periods and QHA staff availability. Inspections will be conducted between the hours of 8:00 a.m. and 8:00 p.m. Monday through Friday. Other times are not authorized. The Maintenance Secretary, each month, will verify with the Contractor apartments to be inspected according to the inspection schedule. (Inspections dates as set forth in Attachment #1 may be subject to change prior to issuance of the tenant notice either by the Maintenance Secretary or the Contractor.) The Contractor is responsible for sending notices out to residents at least two weeks in advance of the inspection. Copies of the notices will be provided to the Maintenance Secretary at the same time for electronic scheduling. Any rescheduling requests will be handled between the Maintenance Secretary and the Contractor. If the Contractor is not able to access the unit after the third attempt the Maintenance Department will provide access. The Quincy Housing Authority will provide pre-printed cards to be left in all units for cases when the tenants are not home during the inspection. All inspections will be documented using Quincy Housing Authority s computer-based inspection system, HAB. This is a window based program specially designed for housing authority inspections. The Contractor will be responsible to download the inspections from QHA s HAB system. The Contractor will perform the inspections using a compatible electronic device (laptop or tablet). Each inspection will be sufficiently defined so a detailed work order can be issued. 4

8 Health and Exigent deficiencies will also be recorded on a hard copy and given to the Maintenance Department no later than 4 p.m. each working day. The full inspections and non emergency deficiencies will be uploaded to the HAB system at the of each inspection period. Inspection criteria will include, but is not limited to, the following: 1) Non-standard QHA paint 2) Non-standard wall covering 3) Non-standard floor cover i.e. stick-on tile, installed carpeting 4) Non-standard lighting, ceiling fans 5) Pets 6) Housekeeping Issues FINAL REPORT: An electronic summary of all inspection reports will be required by June 15 th. This should include an accounting for the units, summary of findings by building, suggestions, any unusual situations noted, overall cooperation of residents, and specific units which are in need of resident to correct cleanliness and health or safety issues. PAYMENT The Contractor shall invoice QHA on a monthly basis for services performed. The invoice shall be submitted in excel format and shall be electronically submitted to the Maintenance Secretary and Maintenance Superintendent. TERM OF CONTRACT The initial contract period shall commence on July 1, 2013 and end on June 30, The QHA shall have the option to cancel the contract, for the convenience of the QHA, upon thirty days written notice to the Contractor. CONTRACT EXTENSION The QHA in its discretion has the option to extend the contract for two additional single year terms. GENERAL CONDITIONS 1. General: It is the intent of these Contract Documents to provide a uniform basis for selecting a Contractor to provide the services as outlined in the Request for Proposal. The Awarding Authority, however, reserves the right to cancel the Contract at any time without cause upon written notice to the consultant. This RFP and any submission by the proposer shall become part of the Contract Documents. 5

9 2. HUD Contract Terms: Since the contract is funded in part with U.S. Dept. of Housing and Urban Development (HUD) funds, contract provision forms required by said agency are attached hereto and incorporated by reference. 3. RESOURCES AND MATERIALS: All resource materials and records reviewed or created by the vendor shall become the property of the Quincy Housing Authority, unless they are already public records or owned by private interests in which case a copy should be furnished to the Quincy Housing Authority. IV. PROPOSAL SUBMISSION REQUIREMENTS This section provides information concerning the form and required contents of proposals submitted in response to this RFP. All proposals must comply with the requirements of this section in order to be evaluated by the QHA. Sealed proposals will be received at: Quincy Housing Authority Attn: Margaret Milne 15 Bicknell Street Quincy, MA Until 2:00 p.m. on Friday, June 7, 2013 No proposal will be accepted after that time. Proposals must be organized according to the following format and address each of the points detailed below. Offeror must submit one (1) original proposal and four (4) copies. Proposals must be typewritten, double spaced on plain white paper and no longer than ten pages, excluding forms and required attachments. All proposals must be securely bound, however, elaborate packages, binders, etc. are not recommended. Each proposal must be organized into two separately sealed and packaged parts and labeled accordingly. Part One Technical Proposal is to include five (5) sections numbered consecutively and each section must be clearly marked by a tab or other divider. Part Two Price Proposal must be sealed and separately packaged and must include a single per unit bid price that includes both the initial inspection and any re-inspections. The base period contract amount shall be determined by multiplying the unit price by the number of applicable units. All other costs related to the inspection service shall be included in this agreed sum. The Offeror shall submit with his base period fee proposal, a fee proposal for the second year price per unit and the third year price per unit. The QHA will not reimburse the Offeror for any costs or expense without prior written approval by the Contracting Officer. The Offeror shall invoice on a monthly basis, and shall itemize the units inspected and the date of the inspections. 6

10 Labels on both envelopes shall also include the Offeror s name and the date and time of the proposal submittal. Part One Technical Proposal shall include the following: Tab 1 Letter of Transmittal: must be signed by a company official authorized to bind the Offeror, must identify all parties to the proposal. Include the name, address and telephone number of the person (s) authorized to submit and discuss the proposal. The letter must clearly state the intention of the Offeror, if selected, to provide the services at the proposed prices and within the time frames specified in accordance with the terms and conditions specified in the proposal and this RFP document. The letter must indicate whether or not any of the parties to the proposal have been disbarred or otherwise prevented from participation in HUD-funded projects, at any time. Do not include the dollar amount of your proposal in this section; this must be provided in a separately sealed envelope. Tab 2 Agency Qualifications: Provide a narrative indicating the identity and qualifications of personnel to be assigned to this work. Include a resume(s) of key personnel to be involved with this contract, copy of licensure of staff, and a statement that indicates how many years of experience the individuals have serving public housing authorities. By undertaking this contract, vendor certifies to the Authority that the inspectors, and any persons entering residents apartments and/or cellars have not been convicted of any crimes against persons or property and/or other criminal acts that would adversely affect the health, safety or welfare of residents. This shall be confirmed by the Contractor obtaining a CORI (Criminal Offender Request for Information) report on any and all of its employees that will be conducting inspections. Contractors shall be responsible for the actions of its inspectors and other personnel performing services on this contract and shall indemnify the Authority in the event any claims should arise from the acts or omissions of such inspectors or personnel. The Contractor shall execute and submit a Contractor Certification of Employee Conduct. Tab 3 Work Plan: Provide a work plan that describes how the following will be provided. Offeror clearly demonstrates their knowledge and ability to use the new HUD UPCS scoring system. The Offeror shall submit a sample inspection product that is based entirely on the UPCS scoring format. Offeror shall demonstrate the ability to summarize the deficiency scoring and generate a property score identical to the UPCS scoring system used by REAC. Such reporting system shall be fully automated for electronic storage and transmission to the QHA. Additionally the Offeror can demonstrate the ability to document local and state code requirements within the UPCS inspection protocol. The local and state code documentation shall include the ability to provide the QHA with a decision criteria. Tab 4 Client List: Provide a complete list of all Public Housing Authorities that the Offeror has provided Property Inspections Uniform Physical Conditions Standards for in the past five years. A reference form has been provided. In addition, please identify three references similar 7

11 in size to the QHA that we can contact, and list on attached reference form labeled Appendix 11. Tab 5 QHA Certifications: Complete and sign the required forms and certifications included in the RFP: 1. Certifications, Representations and Other Statements of Offerors (HUD 5369C) 2. Certificate of Corporate Clerk 3. Non-Collusive Affidavit 4. Certificate of Tax Compliance 5. Reference Form Part Two Price Proposal In a separately packaged and sealed envelope, the offeror must include a complete Form of Sealed Price Proposal (Appendix 6), that includes a single per unit bid price for both the initial inspection and any re-inspections. The base bid period contract amount shall be determined by multiplying the unit price by the applicable number of units. All other costs related to the inspection service shall be included in this agreed sum. The offeror shall submit with his base period fee proposal, a fee proposal for the second year price per unit and the third year price per unit. V. PROPOSAL EVALUATION All proposals will be reviewed using the following three evaluation tools: Minimum Evaluation Criteria Comparative Evaluation Criteria Form of Sealed Price Proposal The QHA will determine the most advantageous proposal from a responsible and responsive Offeror, taking into consideration all evaluation criteria as well as price, as set forth in this RFP. FORM OF CONTRACT The selected firm shall be required to execute a contract for state and federal services. sample of this contract listed as Appendix 4 in this RFP package. See 8

12 TECHNICAL PROPOSAL MINIMUM EVALUATION CRITERIA The following minimum criteria must be met before consideration and evaluation will be given to the Offeror s technical proposal submission package: 1. The proposal includes all information specified in Section IV Proposal Submission Requirements. Yes ( ) No ( ) 2. The Offeror has been in business for a minimum of (2) years performing HUD Uniform Physical Conditions Standards (UPCS) Inspections. Yes ( ) No ( ) 3. The Offeror must have completed UPCS inspections on agencies or Section 8 properties equal to 75% of the size of the QHA. Yes ( ) No ( ) 4. The Offeror must have a minimum of 2 inspectors that are certified to do UPCS inspections. Yes ( ) No ( ) 5. The Offeror must furnish 3 letters of reference from organizations that are at least 50% of the size of the QHA. Yes ( ) No ( ) 6. Has the Offeror provided services to Quincy Housing Authority before? If yes, when and what service. Yes ( ) No ( ) 7. Is Offeror familiar with the HAB inspectional program? Yes ( ) No ( ) QHA Staff Signature: Date: 9

13 COMPARATIVE EVALUATION CRITERIA The following criteria will be used to compare all proposals/offerors to help the QHA select the best-qualified firm at the most reasonable cost. For each comparative evaluation criteria, you will be assigned a rating of Highly Advantageous (HA), Advantageous (A), Not Advantageous (NA), or Unacceptable (U). The QHA will then assign a composite rating to the entire proposal. 1. Knowledge of Uniform Physical Conditions System (UPCS) HA (Highly Advantageous) Proposal based on submitted work plan clearly demonstrates Offeror s knowledge and ability to use the new HUD UPCS scoring system. The Offeror shall submit a sample inspection product that is based entirely on the UPCS scoring format. A (Advantageous) Proposal based on submitted work plan demonstrates Offeror s knowledge of UPCS and their efforts to adopt the UPCS system. 2. Reporting REAC/UPCS Score HA (Highly Advantageous) Offeror shall demonstrate with their proposal the ability to summarize the deficiency scoring and generate a property score identical to the UPCS scoring system used by REAC. Such reporting system shall be fully automated for electronic storage and transmission to the QHA. A (Advantageous) Offeror shall demonstrate with their submitted proposal the ability to summarize the deficiency scoring and generate a property score close to the UPCS that is used by REAC. Reporting system is only partially automated. NA (Not Advantageous) Offeror does UPCS inspections but cannot, with their written proposal demonstrate their ability to generate a property score. 10

14 3. Local Code Requirement. HA (Highly Advantageous) Offeror can demonstrate in their submitted proposal the ability to document local and state code requirements within the UPCS inspection protocol. The local and state code documentation shall include the ability to provide the QHA with a decision criteria. A (Advantageous) Offeror can demonstrate in their submitted proposal the ability to document local and state code requirements. NA (Not Advantageous) Offeror cannot demonstrate knowledge of local and state codes and/or does not have the ability to document the requirements in the UPCS inspection protocol. 4. Inspection Criteria. HA (Highly Advantageous) Offeror has demonstrated ability to inspect all properties in compliance with the Uniform Physical Conditions Standards (UPCS). Offeror further has the proven and documents ability through the submitted written proposal to generate complete reports by site, buildings, exterior, building system, common area and unit. A (Advantageous) Offeror has the ability to inspect all properties, based on their written proposal, in compliance with the Uniform Physical Conditions Standards (UPCS). Firm is in transition to being able to do inspections to UPCS but still has no adopted all aspects of the UPCS criteria. 11

15 QUINCY HOUSING AUTHORITY PUBLIC HOUSING INSPECTION SCHEDULE Development Riverview Pagnano O'Brien Drohan Crowley Ct Louis George Sawyer Total Units State/Federal Federal Federal Federal Federal State State State Family/Elderly and Disabled/Other Family Elderly/Disabled Elderly/Disabled Elderly/Disabled Elderly/Disabled Elderly/Disabled Elderly/Disabled JULY AUGUST SEPTEMBER OCTOBER NOVEMBER DECEMBER JANUARY FEBRUARY MARCH APRIL MAY JUNE Monthly Total Attachment A-1

16 QUINCY HOUSING AUTHORITY PUBLIC HOUSING INSPECTION SCHEDULE Tobin Snug Harbor 73 South St West Acres Franklin Street 75 South St Safford Water St Curtis Ave State State State State State State State State State MONTHLY Elderly/Disabled Family Family Family Family Other Other Other Other TOTAL Attachment A-2

17 Attachments 1. Tentative Inspection Schedule Appendix 1. Instructions to Offerors Non-Construction HUD 5369B 2. Certifications, Representations, and Other Statements of Offerors, Non-Construction HUD 5369C 3. General Contract Conditions Non-Construction HUD 5370C1 4. Contract Agreement, State & Federal 5. Table 5-1 Mandatory Contract Clauses for Small Purchases Other Than Construction 6. Certificate of Vote of Authorization 7. Anti-Collusion and Anti-Fraud Certificate/Certificate of Tax Compliance 8. Contractor Certification of Employee Conduct 9. Certification of Compliance with Executive Order Quincy Housing Authority Section 3 Policy 11. Reference Form 12. Form of Sealed Price Proposal

18

19

20

21

22 General Conditions for Non-Construction Contracts Section I (With or without Maintenance Work) U.S. Department of Housing and Urban Development Office of Public and Indian Housing Office of Labor Relations OMB Approval No (exp. 01/31/2014) Public Reporting Burden for this collection of information is estimated to average 0.08 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Reports Management Officer, Office of Information Policies and Systems, U.S. Department of Housing and Urban Development, Washington, D.C ; and to the Office of Management and Budget, Paperwork Reduction Project ( ), Washington, D.C Do not send this completed form to either of these addressees. Applicability. This form HUD-5370-C has 2 Sections. These Sections must be inserted into non-construction contracts as described below: 1) Non-construction contracts (without maintenance) greater than $100,000 - use Section I; 2) Maintenance contracts (including nonroutine maintenance as defined at 24 CFR ) greater than $2,000 but not more than $100,000 - use Section II; and 3) Maintenance contracts (including nonroutine maintenance), greater than $100,000 use Sections I and II. Section I - Clauses for All Non-Construction Contracts greater than $100, Definitions The following definitions are applicable to this contract: (a) 'Authority or Housing Authority (HA)' means the Housing Authority. (b) 'Contract' means the contract entered into between the Authority and the Contractor. It includes the contract form, the Certifications and Representations, these contract clauses, and the scope of work. It includes all formal changes to any of those documents by addendum, Change Order, or other modification. (c) 'Contractor' means the person or other entity entering into the contract with the Authority to perform all of the work required under the contract. (d) 'Day' means calendar days, unless otherwise stated. (e) 'HUD' means the Secretary of Housing and Urban development, his delegates, successors, and assigns, and the officers and employees of the United States Department of Housing and Urban Development acting for and on behalf of the Secretary. 2. Changes (a) The HA may at any time, by written order, and without notice to the sureties, if any, make changes within the general scope of this contract in the services to be performed or supplies to be delivered. (b) If any such change causes an increase or decrease in the hourly rate, the not-to-exceed amount of the contract, or the time required for performance of any part of the work under this contract, whether or not changed by the order, or otherwise affects the conditions of this contract, the HA shall make an equitable adjustment in the not-to-exceed amount, the hourly rate, the delivery schedule, or other affected terms, and shall modify the contract accordingly. (c) The Contractor must assert its right to an equitable adjustment under this clause within 30 days from the date of receipt of the written order. However, if the HA decides that the facts justify it, the HA may receive and act upon a proposal submitted before final payment of the contract. (d) Failure to agree to any adjustment shall be a dispute under clause Disputes, herein. However, nothing in this clause shall excuse the Contractor from proceeding with the contract as changed. (e) No services for which an additional cost or fee will be charged by the Contractor shall be furnished without the prior written consent of the HA. 3. Termination for Convenience and Default (a) The HA may terminate this contract in whole, or from time to time in part, for the HA's convenience or the failure of the Contractor to fulfill the contract obligations (default). The HA shall terminate by delivering to the Contractor a written Notice of Termination specifying the nature, extent, and effective date of the termination. Upon receipt of the notice, the Contractor shall: (i) immediately discontinue all services affected (unless the notice directs otherwise); and (ii) deliver to the HA all information, reports, papers, and other materials accumulated or generated in performing this contract, whether completed or in process. (b) If the termination is for the convenience of the HA, the HA shall be liable only for payment for services rendered before the effective date of the termination. (c) If the termination is due to the failure of the Contractor to fulfill its obligations under the contract (default), the HA may (i) require the Contractor to deliver to it, in the manner and to the extent directed by the HA, any work as described in subparagraph (a)(ii) above, and compensation be determined in accordance with the Changes clause, paragraph 2, above; (ii) take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable for any additional cost incurred by the HA; (iii) withhold any payments to the Contractor, for the purpose of off-set or partial payment, as the case may be, of amounts owed to the HA by the Contractor. (d) If, after termination for failure to fulfill contract obligations (default), it is determined that the Contractor had not failed, the termination shall be deemed to have been effected for the convenience of the HA, and the Contractor shall been titled to payment as described in paragraph (b) above. (e) Any disputes with regard to this clause are expressly made subject to the terms of clause titled Disputes herein. 4. Examination and Retention of Contractor's Records (a) The HA, HUD, or Comptroller General of the United States, or any of their duly authorized representatives shall, until 3 years after final payment under this contract, have access to and the right to examine any of the Contractor's directly pertinent books, documents, papers, or other records involving transactions related to this contract for the purpose of making audit, examination, excerpts, and transcriptions.

23 (b) The Contractor agrees to include in first-tier subcontracts under this contract a clause substantially the same as paragraph (a) above. "Subcontract," as used in this clause, excludes purchase orders not exceeding $10,000. (c) The periods of access and examination in paragraphs (a) and (b) above for records relating to: (i) appeals under the clause titled Disputes; (ii) litigation or settlement of claims arising from the performance of this contract; or, (iii) costs and expenses of this contract to which the HA, HUD, or Comptroller General or any of their duly authorized representatives has taken exception shall continue until disposition of such appeals, litigation, claims, or exceptions. 5. Rights in Data (Ownership and Proprietary Interest) The HA shall have exclusive ownership of, all proprietary interest in, and the right to full and exclusive possession of all information, materials and documents discovered or produced by Contractor pursuant to the terms of this Contract, including but not limited to reports, memoranda or letters concerning the research and reporting tasks of this Contract. 6. Energy Efficiency The contractor shall comply with all mandatory standards and policies relating to energy efficiency which are contained in the energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub.L ) for the State in which the work under this contract is performed. 7. Disputes (a) All disputes arising under or relating to this contract, except for disputes arising under clauses contained in Section III, Labor Standards Provisions, including any claims for damages for the alleged breach there of which are not disposed of by agreement, shall be resolved under this clause. (b) All claims by the Contractor shall be made in writing and submitted to the HA. A claim by the HA against the Contractor shall be subject to a written decision by the HA. (c) The HA shall, with reasonable promptness, but in no event in no more than 60 days, render a decision concerning any claim hereunder. Unless the Contractor, within 30 days after receipt of the HA's decision, shall notify the HA in writing that it takes exception to such decision, the decision shall be final and conclusive. (d) Provided the Contractor has (i) given the notice within the time stated in paragraph (c) above, and (ii) excepted its claim relating to such decision from the final release, and (iii) brought suit against the HA not later than one year after receipt of final payment, or if final payment has not been made, not later than one year after the Contractor has had a reasonable time to respond to a written request by the HA that it submit a final voucher and release, whichever is earlier, then the HA's decision shall not be final or conclusive, but the dispute shall be determined on the merits by a court of competent jurisdiction. (e) The Contractor shall proceed diligently with performance of this contract, pending final resolution of any request for relief, claim, appeal, or action arising under the contract, and comply with any decision of the HA. 8. Contract Termination; Debarment A breach of these Contract clauses may be grounds for termination of the Contract and for debarment or denial of participation in HUD programs as a Contractor and a subcontractor as provided in 24 CFR Part Assignment of Contract The Contractor shall not assign or transfer any interest in this contract; except that claims for monies due or to become due from the HA under the contract may be assigned to a bank, trust company, or other financial institution. If the Contractor is a partnership, this contract shall inure to the benefit of the surviving or remaining member(s) of such partnership approved by the HA. 10. Certificate and Release Prior to final payment under this contract, or prior to settlement upon termination of this contract, and as a condition precedent thereto, the Contractor shall execute and deliver to the HA a certificate and release, in a form acceptable to the HA, of all claims against the HA by the Contractor under and by virtue of this contract, other than such claims, if any, as may be specifically excepted by the Contractor in stated amounts set forth therein. 11. Organizational Conflicts of Interest (a) The Contractor warrants that to the best of its knowledge and belief and except as otherwise disclosed, it does not have any organizational conflict of interest which is defined as a situation in which the nature of work under this contract and a contractor's organizational, financial, contractual or other interests are such that: (i) Award of the contract may result in an unfair competitive advantage; or (ii) The Contractor's objectivity in performing the contract work may be impaired. (b) The Contractor agrees that if after award it discovers an organizational conflict of interest with respect to this contract or any task/delivery order under the contract, he or she shall make an immediate and full disclosure in writing to the Contracting Officer which shall include a description of the action which the Contractor has taken or intends to take to eliminate or neutralize the conflict. The HA may, however, terminate the contract or task/delivery order for the convenience of the HA if it would be in the best interest of the HA. (c) In the event the Contractor was aware of an organizational conflict of interest before the award of this contract and intentionally did not disclose the conflict to the Contracting Officer, the HA may terminate the contract for default. (d) The terms of this clause shall be included in all subcontracts and consulting agreements wherein the work to be performed is similar to the service provided by the prime Contractor. The Contractor shall include in such subcontracts and consulting agreements any necessary provisions to eliminate or neutralize conflicts of interest. 12. Inspection and Acceptance (a) The HA has the right to review, require correction, if necessary, and accept the work products produced by the Contractor. Such review(s) shall be carried out within 30 days so as to not impede the work of the Contractor. Any Section I - Page 2 of 6

24 product of work shall be deemed accepted as submitted if the HA does not issue written comments and/or required corrections within 30 days from the date of receipt of such product from the Contractor. (b) The Contractor shall make any required corrections promptly at no additional charge and return a revised copy of the product to the HA within 7 days of notification or a later date if extended by the HA. (c) Failure by the Contractor to proceed with reasonable promptness to make necessary corrections shall be a default. If the Contractor's submission of corrected work remains unacceptable, the HA may terminate this contract (or the task order involved) or reduce the contract price or cost to reflect the reduced value of services received. 13. Interest of Members of Congress No member of or delegate to the Congress of the United States of America or Resident Commissioner shall be admitted to any share or part of this contract or to any benefit to arise there from, but this provision shall not be construed to extend to this contract if made with a corporation for its general benefit. 14. Interest of Members, Officers, or Employees and Former Members, Officers, or Employees No member, officer, or employee of the HA, no member of the governing body of the locality in which the project is situated, no member of the governing body in which the HA was activated, and no other pubic official of such locality or localities who exercises any functions or responsibilities with respect to the project, shall, during his or her tenure, or for one year thereafter, have any interest, direct or indirect, in this contract or the proceeds thereof. 15. Limitation on Payments to Influence Certain Federal Transactions (a) Definitions. As used in this clause: "Agency", as defined in 5 U.S.C. 552(f), includes Federal executive departments and agencies as well as independent regulatory commissions and Government corporations, as defined in 31 U.S.C. 9101(1). "Covered Federal Action" means any of the following Federal actions: (i) The awarding of any Federal contract; (ii) The making of any Federal grant; (iii) The making of any Federal loan; (iv) The entering into of any cooperative agreement; and, (v) The extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. Covered Federal action does not include receiving from an agency a commitment providing for the United States to insure or guarantee a loan. "Indian tribe" and "tribal organization" have the meaning provided in section 4 of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450B). Alaskan Natives are included under the definitions of Indian tribes in that Act. "Influencing or attempting to influence" means making, with the intent to influence, any communication to or appearance before an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any covered Federal action. "Local government" means a unit of government in a State and, if chartered, established, or otherwise recognized by a State for the performance of a governmental duty, including a local public authority, a special district, an intrastate district, a council of governments, a sponsor group representative organization, and any other instrumentality of a local government. "Officer or employee of an agency" includes the following individuals who are employed by an agency: (i) An individual who is appointed to a position in the Government under title 5, U.S.C., including a position under a temporary appointment; (ii) A member of the uniformed services as defined in section 202, title 18, U.S.C.; (iii) A special Government employee as defined in section 202, title 18, U.S.C.; and, (iv) An individual who is a member of a Federal advisory committee, as defined by the Federal Advisory Committee Act, title 5, appendix 2. Person" means an individual, corporation, company, association, authority, firm, partnership, society, State, and local government, regardless of whether such entity is operated for profit or not for profit. This term excludes an Indian tribe, tribal organization, or other Indian organization with respect to expenditures specifically permitted by other Federal law. "Recipient" includes all contractors, subcontractors at any tier, and subgrantees at any tier of the recipient of funds received in connection with a Federal contract, grant, loan, or cooperative agreement. The term excludes an Indian tribe, tribal organization, or any other Indian organization with respect to expenditures specifically permitted by other Federal law. "Regularly employed means, with respect to an officer or employee of a person requesting or receiving a Federal contract, grant, loan, or cooperative agreement, an officer or employee who is employed by such person for at least 130 working days within one year immediately preceding the date of the submission that initiates agency consideration of such person for receipt of such contract, grant, loan, or cooperative agreement. An officer or employee who is employed by such person for less than 130 working days within one year immediately preceding the date of submission that initiates agency consideration of such person shall be considered to be regularly employed as soon as he or she is employed by such person for 130 working days. "State" means a State of the United States, the District of Columbia, the Commonwealth of Puerto Rico, a territory or possession of the United States, an agency or instrumentality of a State, and a multi-state, regional, or interstate entity having governmental duties and powers. (b) Prohibition. (i) (ii) Section 1352 of title 31, U.S.C. provides in part that no appropriated funds may be expended by the recipient of a Federal contract, grant, loan, or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any of the following covered Federal actions: the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. The prohibition does not apply as follows: Section I - Page 3 of 6

25 (1) Agency and legislative liaison by Own Employees. (a) The prohibition on the use of appropriated funds, in paragraph (i) of this section, does not apply in the case of a payment of reasonable compensation made to an officer or employee of a person requesting or receiving a Federal contract, grant, loan, or cooperative agreement, if the payment is for agency and legislative activities not directly related to a covered Federal action. (b) For purposes of paragraph (b)(i)(1)(a) of this clause, providing any information specifically requested by an agency or Congress is permitted at any time. (c) The following agency and legislative liaison activities are permitted at any time only where they are not related to a specific solicitation for any covered Federal action: (1) Discussing with an agency (including individual demonstrations) the qualities and characteristics of the person's products or services, conditions or terms of sale, and service capabilities; and, (2) Technical discussions and other activities regarding the application or adaptation of the person's products or services for an agency's use. (d) The following agency and legislative liaison activities are permitted where they are prior to formal solicitation of any covered Federal action: (1) Providing any information not specifically requested but necessary for an agency to make an informed decision about initiation of a covered Federal action; (2) Technical discussions regarding the preparation of an unsolicited proposal prior to its official submission; and (3) Capability presentations by persons seeking awards from an agency pursuant to the provisions of the Small Business Act, as amended by Public Law and other subsequent amendments. (e) Only those activities expressly authorized by subdivision (b)(ii)(1)(a) of this clause are permitted under this clause. (2) Professional and technical services. (a) The prohibition on the use of appropriated funds, in subparagraph (b)(i) of this clause, does not apply in the case of- (i) A payment of reasonable compensation made to an officer or employee of a person requesting or receiving a covered Federal action or an extension, continuation, renewal, amendment, or modification of a covered Federal action, if payment is for professional or technical services rendered directly in the preparation, submission, or negotiation of any bid, proposal, or application for that Federal action or for meeting requirements imposed by or pursuant to law as a condition for receiving that Federal action. (ii) Any reasonable payment to a person, other than an officer or employee of a person requesting or receiving a covered Federal action or an extension, continuation, renewal, amendment, or modification of a covered Federal action if the payment is for professional or technical services rendered directly in the preparation, submission, or negotiation of any bid, proposal, or application for that Federal action or for meeting requirements imposed by or pursuant to law as a condition for receiving that Federal action. Persons other than officers or employees of a person requesting or receiving a covered Federal action include consultants and trade associations. (b) For purposes of subdivision (b)(ii)(2)(a) of clause, "professional and technical services" shall be limited to advice and analysis directly applying any professional or technical discipline. (c) Requirements imposed by or pursuant to law as a condition for receiving a covered Federal award include those required by law or regulation, or reasonably expected to be required by law or regulation, and any other requirements in the actual award documents. (d) Only those services expressly authorized by subdivisions (b)(ii)(2)(a)(i) and (ii) of this section are permitted under this clause. (iii) Selling activities by independent sales representatives. (c) The prohibition on the use of appropriated funds, in subparagraph (b)(i) of this clause, does not apply to the following selling activities before an agency by independent sales representatives, provided such activities are prior to formal solicitation by an agency and are specifically limited to the merits of the matter: (i) Discussing with an agency (including individual demonstration) the qualities and characteristics of the person's products or services, conditions or terms of (ii) sale, and service capabilities; and Technical discussions and other activities regarding the application or adaptation of the person's products or services for an agency's use. (d) Agreement. In accepting any contract, grant, cooperative agreement, or loan resulting from this solicitation, the person submitting the offer agrees not to make any payment prohibited by this clause. (e) Penalties. Any person who makes an expenditure prohibited under paragraph (b) of this clause shall be subject to civil penalties as provided for by 31 U.S.C An imposition of a civil penalty does not prevent the Government from seeking any other remedy that may be applicable. (f) Cost Allowability. Nothing in this clause is to be interpreted to make allowable or reasonable any costs which would be unallowable or unreasonable in accordance with Part 31 of the Federal Acquisition Regulation (FAR), or OMB Circulars dealing with cost allowability for recipients of assistance agreements. Conversely, costs made specifically unallowable by the requirements in this clause will not be made allowable under any of the provisions of FAR Part 31 or the relevant OMB Circulars. Section I - Page 4 of 6