#MT-CDBG-PL-20-07 ContractDocuSign Envelope ID: 736E2FED-29C9-4F4F-8A21-7D6684462BA1
MONTANA DEPARTMENT OF COMMERCE
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM
CONTRACT #MT-CDBG-PL-20-07
This agreement ("Contract") is entered into by City of Kalispell, (DUNS 083353529),
Montana ("Grantee") and the Montana Department of Commerce ("Department").
The Grantee and the Department hereby agree to the following terms:
Section 1. PURPOSE
The purpose of this Contract is to provide funding to the Grantee for planning activities
approved by the Department under the Community Development Block Grant Program
("CDBG" or "Program").
Section 2. AUTHORITY
This Contract is issued under authority of Title 90, Chapter 1, Part 1 of the Montana Code
Annotated ("MCA"), Title 8, Chapter 94, Subchapter 37 of the Administrative Rules of
Montana ("ARM").
Section 3. APPLICATION INCORPORATED BY REFERENCE
The Grantee's application for Program assistance, including any written modifications or
reports resulting from the review of the application by the Department (collectively
"Project"), is specifically incorporated into this Contract by this reference and the
representations made therein are binding upon the Grantee.
Section 4. ACCEPTANCE OF PROGRAM REQUIREMENTS
(a) The Grantee will comply with all applicable parts of the Housing and Community
Development Act of 1974, as amended, 42 U.S.C. §§ 5301, et seq.; the applicable
Department of Housing and Urban Development (HUD) regulations, including but
not limited to 24 CFR Part 570 and Form HUD-4010, as now in effect or as amended
during the term of this Contract. The Grantee will comply with all applicable local,
state, and federal laws as well as all applicable regulations, ordinances, and
resolutions now in effect or as may be amended during the term of this Contract.
Grantee will comply with all administrative directives and procedures that may be
established or amended by the Department for the Program, including the most
current version of the CDBG/NSP Grant Administration Manual and CDBG
Application & Guidelines for Housing, Public Facilities, and Economic
Development Planning Grants, as amended.
(b) The Grantee agrees that all contracts and subcontracts entered into for the
completion of the activities described in Section 6 will require such contractors,
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subcontractors, and subrecipient entities to also comply with all requirements
placed on the Grantee in paragraph (a) of this Section.
(c) The Grantee agrees to repay to the Department any funds advanced under this
Contract that the Grantee, its contractors, subcontractors, or subrecipient entities,
or any public or private agent or agency to which it delegates authority to carry
out portions of this Contract, expends in violation of the terms of this Contract, the
statutes, and regulations governing the Program or any applicable local, state, or
federal requirements.
(d) The Grantee acknowledges and agrees that neither the funding of the Project
under this Contract nor any review of the final deliverables by the Department
constitutes the Department's approval or endorsement of the contents of such,
and that such funding and/or review will have no influence on the Department's
ranking of a subsequent application from the Grantee for any project grant.
Section 5. EFFECTIVE DATE AND TIME OF PERFORMANCE
(a) This Contract shall take effect upon execution by the parties and will terminate on
December 31, 2022 or upon approval of Grantee's Project completion report by
the Department, whichever is later, unless otherwise terminated in accordance with
this Contract.
(b) All authorized expenses to be reimbursed must be incurred by the Grantee
between September 13, 2021 and September 30, 2022. All requests for
reimbursement must be submitted to the Department within ninety (90) days after
September 30, 2022.
(c) The activities to be performed by the Grantee will be completed according to the
implementation schedule set forth in Exhibit A. The Grantee may modify the
implementation schedule set forth in Exhibit A only with prior written approval of
the Department.
(d) The Grantee will procure its engineer or other primary contractor within six (6)
months of the execution of this Contract or the Contract will terminate unless the
Department determines, in its sole discretion, that Grantee has demonstrated
substantial progress towards procuring an engineer or contractor.
(e) The Department may grant an extension to this Contract upon request by the
Grantee if the Department determines, in its sole discretion, that the Grantee has
demonstrated progress toward completion of the Project, has engaged in a good
faith effort to comply with the duties, terms, and conditions of this Contract, and
that the failure to comply with any of those services, duties, terms, or conditions
resulted from circumstances beyond the Grantee's control. A written request for
an extension must be submitted at least sixty (60) days prior to December 31, 2022
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Section 6. SCOPE OF WORK
The Grantee will complete the Project and administer this Contract as set forth in the
Grantee's application for Program assistance, including any amendments, approved by
the Department. The Grantee will use Program funds for the following major components
of the Project:
• Preliminary conference call with the Department prior to beginning the
Project to confirm Project components and design;
• Professional Services to complete a PAR for the Samaritan House; and
• Submission of one electronic copy of final document.
Section 7. BUDGET
(a) The total amount to be awarded to the Grantee under this Contract shall not
exceed $30,000.
(b) A copy of the preliminary Project budget is attached as Exhibit B and specifically
incorporated herein by this reference. After construction bids are awarded or other
major Project activity cost elements are determined, the Grantee shall provide the
Department with a final Project budget that will, upon receipt and approval by the
Department, supersede the preliminary budget in Exhibit B and thereby be
incorporated as part of this Contract, binding upon the Grantee.
(c) Any authorized funds not expended under this grant by the later date referenced
in Section 5(b) or otherwise accounted for in accordance with the provisions of this
Section will revert to the Department and will be used to finance other Program
projects.
Section 8. ACCESS TO AND RETENTION OF RECORDS
(a) The Grantee agrees to create and maintain records supporting the services
covered by this Contract, including but not limited to, financial records,
supporting documents, and such other records as are required by law or other
authority, for a period of five (5) years after either the termination date of the
Contract or the conclusion of any claim, litigation, or exception relating to the
Contract taken by the State of Montana or third party, whichever is later. These
records will be kept in the Grantee's offices in Kalispell, Montana.
(b) The Grantee shall provide the Department, HUD, Comptroller General of the
United States, Montana Legislative Auditor, or their authorized agents access to
any records necessary to determine contract compliance.
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(c) The Grantee agrees to include in first -tier subcontracts under this Contract a
clause substantially similar to Section 8, subsections (a) and (b).
Section 9. LIAISONS
All project management and coordination on behalf of the Department shall be through
a single point of contact designated as the Department's liaison. Grantee shall designate
a liaison that will provide the single point of contact for management and coordination
of Grantee's work. All work performed pursuant to this Contract shall be coordinated
between the Department's liaison and the Grantee's liaison. The liaisons for this Contract
are:
For the Department:
Rebecca Shaw Quinones (or successor)
Program Specialist, MDOC
301 S. Park Ave.
P.O. Box 200523
Helena, MT 59620-0523
406-841-2752
rebecca.shaw@mt.gov
For the Grantee:
Krista Lammers, Dev Sery (or successor)
City of Kalispell
201 1st Ave E
Kalispell, MT 59901
406.758.7738
klammers@kalispell.com
Section 10. PROJECT START-UP CONDITIONS
(a) The Grantee will not obligate or use Program funds for any Project activities until:
(i) The Grantee completes an Environmental Review Record and the
Department issues a Notice of Release of Funds; however, upon receiving
written authorization from the Department, the Grantee may incur
administrative costs necessary for the preparation of the Environmental
Review Record and for planning activities defined as exempt under 24 CFR
Part 58.
(ii) The Grantee submits to the Department evidence of the firm commitment
of the other financial resources necessary for the completion of the Project
as defined in Section 3 and Exhibit B.
(iii) The Grantee submits to the Department and the Department approves an
acceptable Project Budget and Implementation Schedule.
(iv) The Grantee completes the civil rights activities described in Chapter 5 "Civil
Rights," of the current version of the Department's CDBG/NSP Grant
Administration Manual. The Department may, in its sole discretion, defer
certain elements of this requirement.
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(v) Other conditions, as needed, including the Signature Certification and
Designation of Depository Form.
(b) Within six (6) months of the award date identified in Section 5(b), the Grantee must
complete all necessary arrangements to ensure that the other financial resources
necessary for Project completion are available for commitment and participation
in order to guarantee timely Project completion. If the Grantee fails to secure the
commitment of all other financial resources for the Project within this timeline, the
Department will withdraw the tentative award and reallocate the funds, unless the
Grantee can demonstrate the existence of unusual or extenuating circumstances
that justify an extension of time.
Section 11. METHOD OF REIMBURSEMENT
(a) The Department will use Program funds to fund housing, public facilities, and
economic development planning awards to Grantees that have received a notice
of award letter from the Department. Grantee acknowledges that its access to
Program funds is subject to their availability.
(b) The Department agrees that, if and when the funds described in paragraph (a) of
this Section are available, the Department will authorize the Grantee to request
reimbursement from funding awarded for the Project.
(c) The Department agrees to reimburse the Grantee for eligible Project costs incurred
on or after the award date identified in Section 5(b) upon the successful
completion of activities set forth in Section 6. All reimbursements must be
supported by adequate documentation provided by the Grantee, and require
Department approval of the Grantee's request for reimbursement. In requesting
reimbursement, the Grantee will follow the instructions supplied by the
Department.
(d) Payment to the Grantee for approved Project activities under this Contract will
generally be in accordance with the disbursement schedule listed below:
(i) Payment #1 — 50% of the grant award amount will be available after the
Department receives a draft of the Project deliverables in accordance with
the preliminary conference call. This draft will also serve to document that
the Grantee is adequately proceeding toward the preparation of a complete
and acceptable final product.
(ii) Payment #2 — The remaining 50% of the grant award amount will be
available after the Department receives a final copy of all required
deliverables to be completed under the Contract, proof of matching funds,
a Project completion report, and Grantee's final request for funds.
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(e) The Department will not reimburse the Grantee for any costs incurred prior to the
date identified in Section 5(b), any expenses not included in Exhibit B or an
approved adjustment thereto, any ineligible expenses as set forth in the most
current version of the CDBGApplication & Guidelines for Housing, Public Facilities,
and Economic Development Planning Grants, as amended, and the CDBG/NSP
Grant Administration Manual, or any expenses not adequately supported by the
Grantee's records. Reimbursement for any Project expenses incurred is contingent
on the Grantee's successful completion of Section 10.
(f) As set forth in Section 17, if the Grantee fails to or is unable to comply with any of
the terms and conditions of this Contract any costs incurred will be the Grantee's
sole responsibility.
(g) The Department may, at its discretion, withdraw from the Grantee the commitment
of any CDBG funds that remain undispersed 24 months after the earlier date
identified in Section 5(b).
(h) The Department is allowed fifteen (15) working days to process a request for
reimbursement once adequate supporting documentation has been received by
the Department. The Grantee shall provide banking information before or at the
time of Contract execution in order to facilitate electronic funds transfer
payments.
(i) If the Grantee changes one of its sources of funding or the cost of the Project
increases after the Grantee has obtained the firm commitment of non -Program
funds, the Department may, at its discretion, suspend the distribution of Program
funds until the Grantee obtains a firm commitment of funds for the full Project
budget.
(j) The Department may reduce the Grantee's amount of Program funds provided by
this Contract if actual Project expenses are lower than projected by the Grantee in
Exhibit B or the Grantee obtains a greater amount of grant funds from other
sources than as presented in the Project application.
(k) If the Department determines that the Grantee has failed to satisfactorily carry
out its responsibilities under this Contract or has breached the terms of this
Contract, the Department may withhold reimbursement to the Grantee until such
time as the Department and the Grantee agree on a plan to remedy the
deficiency.
(l) Requests for reimbursement for contracted or subcontracted services must
include appropriate documentation demonstrating compliance with contract
requirements.
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(m) The Grantee may not use monies provided through this Contract as payment for
Project costs that are reimbursed from other sources. When applicable, the
Grantee's travel expenses, meals, and lodging will be reimbursed at the prevailing
state rate at the time such expense is incurred.
(n) The Department, in its sole discretion, may allow the Grantee to amend Section 6.
The Department will review the following: likelihood to expend all grant funds prior
to the deadline in Section 5(b); progress toward completion of the Project; good
faith effort to comply with any of the duties, terms, and conditions of this Contract;
and the failure to comply with any of those services, duties, terms, or conditions
resulted from circumstances beyond the Grantee's control. A written request for
an amendment to Section 6 must be submitted at least sixty (60) days prior to the
termination date of this Contract.
(o) If any obligations remain as of Project closeout and contract termination, the
Department and the Grantee will prepare and execute a Closeout Agreement
specifying the conditions and requirements governing the remaining obligations,
in accordance with the requirements set forth in 24 CFR § 570.509(c).
Section 12. REPORTING REQUIREMENTS
(a) Quarterly Update Report: During the term of this Contract, the Grantee will submit
a quarterly update report, if requested by the Department. This report shall follow
the report format specified in the most recent version of the CDBGApplication &
Guidelines for Housing, Public Facilities, and Economic Development Planning
Grants, and must describe the status of the Project with respect to the activities set
forth in Section 6, including, at a minimum, the percentage complete, costs
incurred, funds remaining, and projected completion date. The report must also
describe any significant problems encountered and any necessary scope,
implementation or budget modifications requested.
(b) Pr6eci t Progress Reports: During the term of this Contract the Grantee will submit
Project progress reports to the Department in conjunction with each request for
reimbursement. These reports will describe the status of the activities set forth in
Section 6, including, at a minimum, the percentage completed, costs incurred,
funds remaining, and projected completion date. Additionally, the report must
provide documentation supporting each claim for expenses to be reimbursed,
describe any significant problems encountered in carrying out the Project, and the
scope of any necessary modifications the Grantee is requesting in the Project scope
of work, budget, or implementation schedule. The Department, at its sole
discretion, may decline to honor any request for reimbursement if the required
project progress report has not been submitted to or approved by the Department.
(c) Status of Fund Reporting: During the term of this Contract, the Grantee will submit
a Status of Funds Report with any request for funds.
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(d) Pr6ect Completion Report: Upon completion of the Project, the Grantee will
submit a final Project completion report for Department approval. The Project
completion report will describe the total costs incurred for the Project, identify the
final completion date, and summarize any significant problems encountered in
carrying out the Project. Upon approval of the Project completion report, the
Department will issue a notice of Project close-out.
Section 13. PROJECT MONITORING
The Department or any of its authorized agents may monitor and inspect all phases and
aspects of the Grantee's performance to determine compliance with Section 6 of this
Contract, the proper use of funds, and other technical and administrative requirements of
this Contract, including the adequacy of the Grantee's records and accounts. The
Department may advise the Grantee of any specific areas of concern and provide the
Grantee opportunity to propose corrective actions acceptable to the Department. Failure
by the Grantee to proceed with reasonable promptness to take necessary corrective
action(s) will be a default. If the Grantee's corrective action(s) remain unacceptable, the
Department may terminate this Contract in whole or in part pursuant to Section 18.
Section 14. NOTICE
All notices required under the provisions of this Contract must be in writing and
delivered to the parties' liaisons identified herein either by first class mail or personal
service.
Section 15. REFERENCE TO CONTRACT
The Contract number must appear on all invoices, reports, and correspondence pertaining
to the Contract.
Section 16. ASSIGNMENT, TRANSFER AND SUBCONTRACTING
Grantee may not assign, transfer, or subcontract any portion of this Contract without
State's prior written consent. (18-4-141, MCA) Grantee is responsible to State for the acts
and omissions of all subcontractors or agents and of persons directly or indirectly
employed by such subcontractors, and for the acts and omissions of persons employed
directly by Contractor. No contractual relationships exist between any subcontractor and
State under this Contract.
Section 17. CONTRACT AMENDMENT
This Contract may not be enlarged, modified, or altered without a written agreement
signed by all parties to the Contract.
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Section 18. TERMINATION OF CONTRACT
This Contract may only be terminated in whole or in part as follows:
(a) Termination Due to Loss or Reduction of Funding: The Department, at its sole
discretion, may terminate or reduce the scope of this Contract if any funding
sources are eliminated or reduced for any reason. If a termination or modification
is required, the Department may, if sufficient Program funds are available,
compensate the Grantee for eligible services rendered and actual, necessary, and
eligible expenses incurred as of the revised termination date. The Department will
notify the Grantee of the effective date of the termination or modification of this
Contract and, if a reduction in funding is required, provide the Grantee with a
modified Project budget.
(b) Termination for Cause with Notice to Cure Requirement: The Department may
terminate this Contract for failure of the Grantee, its contractors, subcontractors,
or subrecipient entities to perform or comply with any of the services, duties, terms,
or conditions contained in this Contract after giving the Grantee written notice of
the stated failure. The written notice will demand performance of the stated failure
within a specified period of time not less than thirty (30) days. If the demanded
performance is not completed within the specified period, the termination is
effective at the end of the specified period.
(c) Effect of Termination: In the event of termination due to the Grantee's, its
contractors', subcontractors', or subrecipient entities' failure to perform or comply
with any of the services, duties, terms, or conditions of this Contract, any costs
incurred will be the responsibility of the Grantee. However, at its sole discretion,
the Department may approve requests by the Grantee for reimbursement of
eligible expenses incurred. The Department's decision to authorize payment of any
costs incurred or to recover expended Program funds will be based on a
consideration of the extent to which the expenditure of those funds represented a
good faith effort of the Grantee to comply with any of those services, duties, terms,
or conditions of this Contract, and on whether the failure to comply with any of
those services, duties, terms, or conditions resulted from circumstances beyond
the Grantee's control.
Section 19. COMPLIANCE WITH APPLICABLE LAWS
Grantee shall, in performance of work under this Contract, fully comply with all applicable
federal, state, or local laws, rules, regulations, and executive orders including but not
limited to, the Montana Human Rights Act, the Equal Pay Act of 1963, the Civil Rights Act
of 1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of 1990,
and Section 504 of the Rehabilitation Act of 1973. Grantee is the employer for the purpose
of providing healthcare benefits and paying any applicable penalties, fees and taxes under
the Patient Protection and Affordable Care Act [P.L.111-148, 124 Stat.119]. Any subletting
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or subcontracting by Grantee subjects subcontractors to the same provisions. In
accordance with 49-3-207, MCA, and Executive Order No. 04-2016. Grantee agrees that
the hiring of persons to perform this Contract will be made on the basis of merit and
qualifications and there will be no discrimination based on race, color, sex, pregnancy,
childbirth or medical conditions related to pregnancy or childbirth, political or religious
affiliation or ideas, culture, creed, social origin or condition, genetic information, sexual
orientation, gender identity or expression, national origin, ancestry, age, disability,
military service or veteran status, or marital status by the persons performing this
Contract.
Section 20. ACCOUNTING, COST PRINCIPLES, AND AUDITING
(a) The Grantee, in accordance with Sections 2-7-503, MCA and other authorities, must
maintain for the purposes of this Contract an accounting system of procedures and
practices that conforms to Generally Accepted Accounting Principles ("GAAP").
(b) The Department, any other legally authorized governmental entity, or their
authorized agents may, at any time during or after the term of this Contract,
conduct in accordance with Sections 2-7-503, 5-13-304, and 18-1-118, MCA and
other authorities, audits for the purposes of ensuring the appropriate
administration, expenditure of monies, and delivery of services provided through
this Contract.
Section 21. AVOIDANCE OF CONFLICT OF INTEREST
(a) The Grantee will comply with the provisions of applicable HUD regulations (24 CFR
§ 570.489) and with applicable Sections 2-2-121, 2-2-201,7-3-4256, 7-3-4367, 7-5-
2106, and 7-5-4109, MCA, and any other applicable local, state, or federal law
regarding the avoidance of conflict of interest.
(b) The Grantee agrees that none of its officers, employees, or agents will solicit or
accept gratuities, favors, or anything of monetary value from contractors,
subcontractors, or potential contractors and subcontractors, who provide or
propose to provide services relating to the project funded under this Contract.
(c) The Grantee shall promptly refer to the Department any credible evidence that a
principal, employee, agent, contractor, sub -grantee, subcontractor, or other person
has submitted any false claim or has committed any criminal or civil violation of
laws pertaining to fraud, conflict of interest, bribery, gratuity, or similar misconduct
involving funds provided under this Contract.
Section 22. COMPLIANCE WITH WORKERS' COMPENSATION ACT
Grantees are required to comply with the provisions of the Montana Workers'
Compensation Act while performing work for the State of Montana in accordance with
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Sections 39-71-401, 39-71-405, and 39-71-417, MCA. Proof of compliance must be in the
form of workers' compensation insurance, an independent contractor's exemption, or
documentation of corporate officer status. Neither the Grantee nor its employees are
employees of the State. This insurance/exemption must be valid for the entire term of
the Contract. Proof of compliance and renewal documents must be sent to the
Department within thirty (30) days of Contract execution.
Section 23. OWNERSHIP AND PUBLICATION OF MATERIALS
(a) All reports, information, data, and other materials prepared by the Grantee or any
of its contractors or subcontractors in furtherance of this Contract are the property
of the Grantee and the Department. Both Grantee and the Department have the
royalty -free, nonexclusive, and irrevocable right to reproduce, publish, authorize
others to use, and to otherwise use, in whole or part, such property and any
information relating thereto. No material produced in whole or part under this
Contract may be copyrighted or patented in the United States or in any other
country without the prior written approval of both the Department and the
Grantee.
(b) To the extent the funds awarded under this Contract will be used by any small
business firm or nonprofit organization, as defined in 37 CFR § 401.2, such firm(s)
or organization(s) are subject to the standard patent rights clause set forth in its
entirety in 37 CFR § 401.14 and specifically incorporated herein by this reference.
Section 24. INSURANCE
(a) General Requirements: Grantee must maintain and assure that its representatives,
assigns, and subcontractors maintain for the duration of the Contract, at their own
cost and expense, primary liability insurance against claims for injuries to persons
or damages to property, including contractual liability, that may arise from or in
connection with the performance of the duties and obligations in the Contract by
Grantee, its agents, employees, representatives, assigns, or subcontractors. This
insurance must cover such claims as may be caused by any negligent act or
omission. The State, its officers, officials, employees, and volunteers must be
covered as additional insureds for all claims arising out of the use of grant
proceeds provided by the State of Montana.
(b) Primary Insurance: Grantee's insurance coverage must be primary insurance with
respect to the State of Montana, its elected or appointed officers, officials,
employees, or volunteers and the State's insurance will not contribute with it.
(c) General Liability Insurance: At its sole cost and expense, Grantee must purchase
occurrence coverage with minimum combined single limits of $1 million per
occurrence and $2 million aggregate per year, or as established by statutory tort
limits of $750,000 per claim and $1,500,000 per occurrence as provided by a self-
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insurance pool insuring counties, cities, or towns, as authorized under Section 2-
9-211, MCA.
(d) Professional Liability Insurance: Grantee shall assure that any representatives,
assigns, and subcontractors performing professional services under this Contract
purchase occurrence coverage with combined single limits for each wrongful act
of $1,000,000 per occurrence and $2,000,000 aggregate per year. Note: if
"occurrence" coverage & unavailable or cost prohibitive, the contractor may
provide "claims made" coverage provided the following conditions are meta (1) the
commencement date of the Contract must not fall outside the effective date of
insurance coverage and it will be the retroactive date for insurance coverage in
future years; and (2) the claims made policy must have a three (3) year tail for
claims that are filed after the cancellation or expiration date of the policy.
(e) General Provisions: All insurance coverage must be with a carrier licensed to do
business in the State of Montana and with a Best's rating of at least A-, or by a
public entity self -insured program either individually or on a pool basis as provided
by Title 2, MCA. All certificates and endorsements must be received by the
Department prior to beginning any activity provided for under the Contract.
Grantee must notify the Department immediately of any material change in
insurance coverage, such as changes in limits, coverage, change in status of policy,
etc. The Department reserves the right to request complete copies of Grantee's
insurance policy, including endorsements, at anytime.
Section 25. HOLD HARMLESS AND INDEMNIFICATION
The Grantee agrees to protect, defend, and save the State, its elected and appointed
officials, agents, and employees, while acting within the scope of their duties as such,
harmless from and against all claims, demands, causes of action of any kind or character,
including the cost of defense thereof, arising in favor of the Grantee's employees or
third parties on account of bodily or personal injuries, death, or damage to property
arising out of services performed, omissions of services, or in any way resulting from the
acts or omissions of the Grantee and/or its agents, employees, representatives, assigns,
or subcontractors under this Contract.
Section 26. DEFAULT
Failure on the part of either party to perform the provisions of the Contract constitutes
default. Default may result in the pursuit of remedies for breach of contract as set forth
herein or as otherwise legally available, including but not limited to damages and
specific performance.
Section 27. DEBARMENT
The Grantee certifies and agrees to ensure during the term of this Contract that neither it
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nor its principals, contractors, subcontractors, or subrecipient entities are debarred,
suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participation in this Contract by any governmental department or agency or otherwise
ineligible for participation in Federal assistance programs under Executive Order 12549,
"Debarment and Suspension."
Section 28. FORCE MAJEURE
Neither party will be responsible for failure to fulfill its obligations due to causes beyond
its reasonable control, including without limitation, acts or omissions of government or
military authority, acts of God, materials shortages, transportation delays, fires, floods,
labor disturbances, riots, wars, bombs, terrorist acts, or any other causes, directly or
indirectly beyond the reasonable control of the non -performing party, so long as such
party is using its best efforts to remedy such failure or delays.
Section 29. SEPARABILITY
A declaration by any court, or any other binding legal forum, that any provision of the
Contract is illegal and void shall not affect the legality and enforceability of any other
provision of the Contract, unless the provisions are mutually dependent.
Section 30. ARBITRATION
Unless otherwise agreed to in writing or provided for by law, arbitration is not available
to the parties as a method of resolving disputes that would arise under the Contract.
Section 31. NO WAIVER OF BREACH
No failure by the Department to enforce any provisions hereof after any event of breach
will be deemed a waiver of its rights regarding that event, or any subsequent event. No
express failure of any event of breach will be deemed a waiver of any provision hereof.
No such failure or waiver will be deemed a waiver of the right of the Department to
enforce each and all the provisions hereof upon any further or other breach on the part
of the Grantee.
Section 32. JURISDICTION AND VENUE
This Contract is governed by the laws of Montana. The parties agree that any litigation
concerning this Contract must be brought in the First Judicial District in Lewis and Clark
County, State of Montana and each party must pay its own costs and attorney fees.
13 of 16
Community Development Block Grant Program Contract # MT-CDBG-PL-20-07
Montana Department of Commerce — CFDA 14.228 City of Kalispell
DocuSign Envelope ID: 736E2FED-29C9-4F4F-8A21-7D6684462BA1
Section 33. INTEGRATION
The Contract contains the entire agreement between the parties. No statements,
promises, or inducements of any kind made by either party or the agents of either party,
not contained herein or in a properly executed amendment hereto are valid or binding.
IN WITNESS OF THE TERMS SET OUT ABOVE, the parties hereto have caused this
Contract to be executed.
CITY OF KALISPELL:
DocuSigned by:
-City Manager
ATTEST:
DocuSigned by:
�+4111t 19404&e�
i��APUH&horst, City Clerk
APPROVED AS TO FORM:
DocuSigned by:
�fgP°i�rball, Attorney
MONTANA DEPARTMENT OF COMMERCE:
DocuSigned by:
-84BF4 0 D30 EC...
am ca er, Deputy Director
10/20/2021
10/20/2021
Date
Date
14 of 16
Community Development Block Grant Program Contract # MT-CDBG-PL-20-07
Montana Department of Commerce — CFDA 14.228 City of Kalispell
DocuSign Envelope ID: 736E2FED-29C9-4F4F-8A21-7D6684462BA1
EXHIBIT A
Implementation Schedule
TASK
MONTH
PROJECT START UP
Preparation of MDOC Contract
October 2021
PROCUREMENT OF PROFESSIONAL ASSISTANCE
Submit Request for Proposals to DOC for approval, if required
November 2021
Publish RFP
November 2021
Select professional
January 2022
Execute agreement with professional
January 2022
PROJECT IMPLEMENTATION
Prepare draft deliverables
May 2022
Submit interim Request for Funds, Progress Report and draft
deliverables
June 2022
Public review and comment
July 2022
Finalize deliverables
August 2022
PROJECT CLOSE OUT
Submit final deliverables
September 2022
Submit final Request for Funds and Completion Report
December 2022
15 of 16
Community Development Block Grant Program Contract # MT-CDBG-PL-20-07
Montana Department of Commerce — CFDA 14.228 City of Kalispell
DocuSign Envelope ID: 736E2FED-29C9-4F4F-8A21-7D6684462BA1
EXHIBIT B
Budget
SOURCE:
SOURCE:
TOTAL
CDBG
Committed
match
Professional Services
$30,000
$16,000
$46,000
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Community Development Block Grant Program Contract # MT-CDBG-PL-20-07
Montana Department of Commerce — CFDA 14.228 City of Kalispell