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HomeMy WebLinkAboutECHDA23-05 IGA_Town of Eagle_housingINTERGOVERNMENTAL AGREEMENT BETWEEN EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY AND THE TOWN OF EAGLE This Agreement is made on __________________ (the "Effective Date"), by and between Eagle County Housing and Development Authority, a body corporate and politic ("ECHDA") and the Town of Eagle, a Colorado municipal corporation (the "Town") (each a "Party" and collectively the "Parties"). WITNESSETH WHEREAS the Town has a portfolio of deed restricted housing units; and WHEREAS, pursuant to the Town’s Ordinance #19, Series of 2002, the Town’s Inclusionary Residential Requirements for Local Employee Residency, the Town’s portfolio of deed restricted housing units is growing; and WHEREAS, ECHDA and Town entered into an agreement dated the 19th day of March, 2019, for certain Services (the “Original Agreement”); and WHEREAS, ECHDA and the Town did extend the Original Agreement for three additional one year terms until December 31, 2022, and the term of the Original Agreement has now expired; and WHEREAS, the median price of free market housing in the Town exceeds what residents earning the area median income can afford, creating a lack of housing affordable for the local workforce of the Town; and WHEREAS, the Urban Land Institute recommended forming a regional housing body to address the lack of affordable housing with participation from public and private sectors throughout Eagle County; and WHEREAS, ECHDA, in a multi-jurisdictional effort, has opened a centralized affordable housing management organization known as The Valley Home Store, LLC (“TVHS”) to provide one physical and electronic location in Eagle County to purchase housing stock affordable to Eagle County’s workforce; and WHEREAS, TVHS was formed by the ECHDA in 2008, and ECHDA is the majority member of TVHS with 99.9% ownership; and WHEREAS, the Town desires to contract with ECHDA for the performance of the DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 4/18/2023 2 hereinafter described affordable housing services on the terms and conditions hereinafter set forth; and WHEREAS, ECHDA is agreeable to rendering such affordable housing services through TVHS on the terms and conditions hereinafter set forth; and WHEREAS, this Agreement is authorized pursuant to Sections 29-1-201 and 30-11-101, Colorado Revised Statutes, as amended, and Article XIV, Section 18, of the Colorado Constitution. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises contained herein, the Parties agree as follows: 1. Services. ECHDA agrees to diligently provide all services, labor, personnel, and materials necessary to perform and complete the services described in Exhibit A (the “Services”), attached hereto and incorporated herein by reference. The Services shall be performed in accordance with the provisions and conditions of this Agreement. When appropriate and as determined by ECHDA, the Services may be performed by TVHS. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement shall prevail. 2. Term of the Agreement. This Agreement shall commence upon the Effective Date, and subject to the provisions of paragraph 11 hereof, shall continue in full force and effect through the 31st day of December, 2023. Either Party has the right to terminate this Agreement with or without cause at any time by giving the other Party thirty (30) days' prior written notice of termination. Upon termination, ECHDA shall be entitled to compensation for services performed prior to such termination, and both Parties shall thereafter be relieved of any and all duties and obligations under this Agreement. 3. Extension or Modification. The Town and ECHDA may mutually renew and extend the Agreement for up to three (3) additional one-year terms. Such renewal and extension shall occur by Town sending via e-mail a renewal request (“Renewal Request”) to ECHDA. ECHDA may accept the Renewal Request via e-mail. Any other change or modification to the Agreement shall be in writing signed by each party. The Town Manager may approve Renewal Requests and rate adjustments on behalf of the Town. Consistent with Article X, § 20 of the Colorado Constitution, any financial obligation of the Town not performed during the current fiscal year is subject to annual appropriation, shall extend only to monies currently appropriated, and shall not constitute DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 3 a mandatory charge, requirement, debt or liability beyond the current fiscal year. The Town shall have no obligations under this Agreement after, nor shall any payment be made to ECHDA in respect to any Service performed after December 31 of any year, without an appropriation therefore by Town in accordance with a properly adopted budget. 4. Compensation. Town shall compensate ECHDA for the performance of the Services in a sum computed and payable as set forth in Exhibit A. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from ECHDA. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task, and such other detail as Town may request. Separate invoices shall be generated for the separate tasks outlined in Exhibit A. 5. Official Status. For the purpose of performing the Services, ECHDA shall enforce, as the Town’s agent, the Town's Restrictive Covenants, Housing Guidelines, and any Town ordinances relating to affordable housing now in effect and as amended. 6. Personnel. ECHDA, TVHS, and their respective staff will receive full cooperation from the Town and its employees so as to facilitate the performance of this Agreement. a. All persons employed by ECHDA or TVHS in the performance of the Services shall be employees of Eagle County. All TVHS staff working pursuant to this Agreement shall be licensed real estate agents in the state of Colorado. TVHS shall at all times remain a real estate brokerage company licensed in the State of Colorado. b. The rendition of the Services, the standards of performance, the discipline of staff, and other matters incident to the performance of the Services and the control of personnel so employed rest exclusively with ECHDA. 7. Liability and Insurance. ECHDA, its officers and employees, shall not be deemed to assume any liability for intentional or negligent acts, errors, or omissions of the Town or of any officer or employee thereof. Likewise, the Town, its officers and employees, shall not be deemed to assume any liability for intentional or negligent acts, errors, or omissions of ECHDA, TVHS, or of any officer or employee thereof. a. ECHDA agrees to indemnify, defend, and hold harmless, to the extent allowed by law, the Town, its respective agents, officers, servants, and employees of and from any and all loss, costs, damage, injury, liability, claims, liens, demands, action and causes of action whatsoever, arising out of or related to ECHDA's or TVHS' intentional or negligent acts, errors or omissions, or that of their agents, officers, servants, and employees, whether contractual or otherwise. Likewise, the Town agrees to indemnify, defend and hold harmless, to the extent allowed by law, ECHDA or TVHS, as appropriate, its respective DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 4 agents, officers, servants, and employees of and from any and all loss, costs, damage, injury, liability, claims, liens, demands, action, and causes of action whatsoever arising out of or related to the Town's intentional or negligent acts, errors or omissions, or that of its agents officers, servants, and employees, whether contractual or otherwise. b. ECHDA, TVHS, and the Town shall respectively provide its own public liability, property damage, and errors and omissions insurance coverage as each Party may deem adequate and necessary for any potential liability arising from this Agreement. Further, ECHDA and the Town, respectively, shall name, subject to the approval of each respective Party's insurance carriers, the other Party as a co-insured under such insurance policies to the extent of any potential liability arising under this Agreement and, upon reasonable written request, shall furnish evidence of the same to the other Party. 8. General Provisions. a. All notices, requests, consents, approvals, written instructions, reports, or other communication by the Town and ECHDA under this Agreement, with the exception of the provisions contained in Section 3 of this Agreement, shall be in writing and shall be deemed to have been given or served, if delivered or if mailed by certified mail, postage prepaid or hand delivered as follows: ECHDA: Attention: Kim Bell Williams 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-8773 Facsimile: 970-328-8787 E-mail: kim.williams@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-8685 Facsimile: 970-328-8699 E-mail: atty@eaglecounty.us TOWN: Town of Eagle Community Development Director Post Office Box 609 Eagle, CO 81631 Telephone: 970-328-9651 DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 5 Facsimile: 970-328-5203 E-mail: planning@townofeagle.org Either Party may change the address to which notices, requests, consents, approvals, written instructions, reports, or other communications are to be given by a notice of change of address given in the manner set forth in this paragraph. b. This Agreement does not and shall not be deemed to confer upon or grant to any third party any right to claim damages or to bring any lawsuit, action or other proceedings against either the Town or ECHDA because of any breach hereof or because of any terms, covenants, agreements, or conditions contained herein. There are no intended third-party beneficiaries to this Agreement. c. This Agreement shall be governed by the laws of the State of Colorado, and any legal action concerning the provisions hereof shall be brought in Eagle County, Colorado. d. No modification or waiver of this Agreement or of any covenant, condition, or provision herein contained shall be valid unless in writing and duly executed by both Parties. e. This Agreement embodies the whole agreement between the parties hereto and there are no inducements, promises, terms, conditions, or obligations made or entered into either by ECHDA or the Town other than those contained herein. f. Neither this Agreement nor any of the rights or obligations of the Parties shall be assigned by either Party without the written consent of the other. g. All provisions herein are severable, and in the event that any of them shall be held invalid by a court of competent jurisdiction, this Agreement shall be interpreted as if such invalid Agreement or covenant were not contained herein. h. The Town has represented to ECHDA and, likewise, ECHDA has represented to the Town, that it possesses the legal ability to enter into this Agreement. In the event that a court of competent jurisdiction determines that either of the Parties did not possess the legal ability to enter into this Agreement, this Agreement shall be considered null and void as of the date of such Court determination. i. The Town and ECHDA, and their respective officers, attorneys and employees, are relying on, and do not waive or intend to waive by any provision of this Agreement, the monetary limitations or any other rights, immunities, and protections provided by the Colorado DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 6 Governmental Immunity Act, C.R.S. § 24-10-101, et seq., as amended, or otherwise available to the Town and ECHDA and their respective officers, attorneys or employees. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. EAGLE COUNTY HOUSING AND DEVELOPMENT AUTHORITY By: ___________________________ Kathy Chandler-Henry, President Attest: By: ____________________ Kimberly Bell Williams Secretary TOWN OF EAGLE By: __________________________________ Scott Turnipseed, Mayor Mayor Attest: By: __________________________________________ Jenny Rakow, Town Clerk/Treasurer DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE _____________________________ Matt Scherr, Vice Chair 7 EXHIBIT A SCOPE OF SERVICES AND FEES TVHS shall continue to administer and manage the Town's Local Employee Residency Program (“LERP”). The general administrative services component shall include qualifying buyers, handling of applicable annual residency affidavits, approving capital improvements, facilitating annual compliance audits, routine enforcement of Town of Eagle Affordable Housing Guidelines (“Guidelines”), facilitating sales, and acting as a resource for buyers, sellers, developers, Realtors, appraisers, and lenders. TVHS shall also provide free education to the general public and to Town of Eagle Employees, provides foreclosure prevention or mitigation counseling, offers down payment assistance programs, and serves as a rental resource for the community. TVHS staff will strive to provide excellent customer service in all of their work, as evidenced by positive customer service surveys. TVHS staff performing services under this Agreement shall be licensed Realtors and experienced in the resale of deed restricted housing units. All services offered by TVHS will be available to individuals interacting with the Town LERP housing units. In addition to the general administrative services described above, TVHS shall also provide the following services to the Town at the following rates. 1. Management of existing Price Capped For-Sale units ECHDA/TVHS will serve as a resource to the Town and consumers regarding the Town’s existing affordable housing program of deed restricted price capped for-sale units by providing the following: a) Management of the existing LERP units with regard to pricing, refinancing, compliance, etc. In 2022, the unit count included 41, however we are expecting more units to be added to the inventory in this calendar year. b) Manage all inquiries from public with regard to the LERP program, rules and regulations, sales process, available units, and other resources for the public including buyers, sellers, and employees within the Town; c) Communicate the Town’s information on TVHS website; d) Provide at least one in-person first time homebuyer education course (or equivalent online class) at the Town of Eagle Town Hall; and 2. Management of new and existing Resident Occupied For-Sale units ECHDA/TVHS shall manage the Resident Occupied Deed Restriction for-sale units on behalf of DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 8 the Town to adhere to the Guidelines when such Guidelines are formally adopted. In the absence of such Guidelines, ECHDA/TVHS shall defer to the Eagle County Affordable Housing Guidelines and Administrative Procedures or Town-approved requirements specific to individual projects, such as a LERP plan. 3. Existing For-Sale units when TVHS is not Listing Broker ECHDA/TVHS shall manage deed restriction documents and process when TVHS is not the listing broker. Examples include a property that is listed for sale by the owner or when a property is listed by an open market broker. a) Assist sellers, buyers, Realtors, lenders, and appraisers through the process. b) Qualify and approve buyers for the purchase. c) Prepare and provide required deed restricted documentation for closings. 4. Management of new and existing For-Rent units ECHDA/TVHS shall manage the Deed Restricted For-Rent housing units on behalf of the Town of Eagle to adhere to the Guidelines when such Guidelines are formally adopted. In the absence of such Guidelines, ECHDA/TVHS shall defer to the Eagle County Affordable Housing Guidelines & Administrative Procedures or Town-approved requirements specific to individual projects, such as a LERP plan. 5. Compliance & enforcement for all units ECHDA/TVHS shall perform an annual verification audit of all Town LERP units to ensure housing is being utilized in a manner consistent with the Guidelines. The annual verification shall be supported by, but not limited to, a sworn affidavit, employment verification, and a valid form of identification. ECHDA/TVHS shall have the right to enforce the Renter’s or Owner’s obligations as set forth in the Guidelines, Deed Restriction or LERP program documentation. Compensation Compensation for the services outlined in Sections 1-5 above will be $3,750 and will be paid by the Town to TVHS in 2023. ECHDA shall send an invoice in November for services incurred throughout the year. The compensation will cover a term from the effective date of this agreement through the 31st day of December, 2023. Should the Parties renew this Agreement, the compensation starting on January 1, 2024, for a full calendar year, will be $7,500 paid to ECHDA after invoicing in November 2024. 6. Assistance with Town approvals & newly entitled LERP Units ECHDA/TVHS will serve as a resource to the Town, developers and Realtors as new For-Sale, Resident Occupied, and Rental LERP units are brought to market and constructed as follows: a) Assist developers and realtors in understanding the LERP program and provide basic DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE 9 initial analysis including initial maximum sales price and market analysis. b) Review as requested LERP plans and provide analysis to Town staff and/or Town Council. c) Attend work sessions with Town Council or Planning and Zoning Commission as requested and provide recommended best practices. d) TVHS to assist developer and/or Listing Broker with initial deed restriction application and marketing development, collaborate on information sharing with buyers, and other marketing partnerships. e) Qualify and approve initial buyers and/or renters; and f) Prepare and provide required deed restricted documentation for initial closings. Compensation for the service outlined in Section 6 (above) will be billed monthly at a rate of $60/hour to the Town. The Parties acknowledge that this cost will be treated as a pass-through cost by the town as third party consultants for development review as permitted by Section 4.03.080(b) of the Town of Eagle Municipal Code, as amended. If the Town is not timely paid by the developer for the Services, the Town will certify the amount due to the County Treasurer to be placed on the tax list for the current year and to be collected in the same manner as other taxes are collected. ECHDA will then be paid when the Town is paid. DocuSign Envelope ID: D6892B44-AB03-4872-954B-282B7E1B15CE