SYRACUSE HOUSING AUTHORITY

Transcription

1 SYRACUSE HOUSING AUTHORITY REQUEST FOR PROPOSAL # 096 FOR AUDIT OF LOW RENT HOUSING PROGRAMS APPENDIX I SAMPLE CONTRACT

2 CONTRACT # FOR AUDIT OF LOW RENT HOUSING PROGRAMS THIS AGREEMENT, entered into as of the day of, 20, by and between the SYRACUSE HOUSING AUTHORITY, State of New York, hereinafter referred to as the PUBLIC HOUSING AGENCY and, hereinafter referred to as the "Contractor". WITNESSETH: WHEREAS, the Public Housing Agency has entered into a contract(s) with the United States of America acting through the Department of Housing and Urban Development, hereinafter referred to as the "Government," for financial assistance for low-income public housing pursuant to the United States Housing Act of 1937, as amended, 42 United States Code Section 1437 et seq.; and WHEREAS. pursuant to said contract(s), the Government and the Comptroller General of the United States or his duly authorized representative have the right to audit the books and records of the Public Housing Agency pertinent to its operation with respect to such financial assistance; and WHEREAS, the Government has authorized the Public Housing Agency to procure an annual audit by an Independent Public Accountant in lieu of an audit by the Government; and WHEREAS, the Public Housing Agency desires the Contractor to conduct and perform such an audit; NOW, THEREFORE, the Public Housing Agency and the Contractor do mutually agree as follows: 1. The Contractor shall audit the accounts and records of the Public Housing Agency for the year ended 6/30/2009, with one year renewal options for up to five years, as mutually agreed upon by both parties. The audit will be performed in accordance with 1) the Single Audit Act of 1984 and the Single Audit Act Amendment of ) Generally Accepted Auditing Standards (GAAS); and, 3) OMB Circulars No. A-128 and A-133. The audit performed shall be sufficient in scope to enable the Contractor to express an opinion in the audit report on the financial statements of the Public Housing Agency, and include reports on internal controls and compliance.

3 2. The books of account and financial records to be audited are maintained and are located at the Public Housing Agency's office located at 516 Burt Street, Syracuse, New York These books and records will be made available to the Contractor by the Executive Director of the Public Housing Agency at the Contractor's request for the Contractor's use at the Public Housing Agency's office during normal business hours. 3. If the Contractor ascertains that the Public Housing Agency s books and records are not in a sufficiently satisfactory condition for performing an audit, the Contractor shall disclose this deficiency to the Public Housing Agency. If the Public Housing Agency cannot get the books ready for an audit within 15 days, then the IPA should notify the Government. Notification to the Government shall be by written communication addressed to the Regional Inspector General for Audit, Regional Office, Department of Housing and Urban Development, 26 Federal Plaza, New York, New York 10278, with a copy to the Director, Field Office, Department of Housing and Urban Development, Lafayette Court, 465 Main Street, Buffalo, New York The Contractor shall await further instructions from the Regional Inspector General for Audit before continuing the audit. 4. Upon completion of the audit, an Audit Report consisting of those elements described in the guidelines outlined shall be submitted to the following offices: a. 1 Copy - National Clearing House for Single Audit Reports Bureau of the Census Building 66, Room E. 10th Street Jeffersonville, IN b. 2 Copies - U.S. Department of Housing & Urban Dev. Lafayette Court 465 Main Street Buffalo, NY c. 20 Copies - Syracuse Housing Authority 5. The Public Housing Agency may, before or during the conduct of the audit, request changes in the scope of the services of the Contractor to be performed under this contract. Such changes, including any increase or decrease in the amount of the Contractor's compensation and any change in the time limitation for submission of the Contractor's report, which are mutually agreed upon by and between the Public Housing Agency and the Contractor, shall be incorporated into written amendments to this contract and shall be subject to the Government's approval.

4 6. The Public Housing Agency agrees to pay the Contractor as compensation for the services and reports mentioned herein, a lump-sum fee of $ inclusive of all costs and expenses for the one year ending 6/30/2009. The fee is based on the following: Destination Rate Work Days Total Partner (Principal) $ $ Senior (Manager) $ $ Staff $ $ Other (Describe) out-of-pocket expenses $ TOTAL $ 7. The Contractor must be either a Certified Public Accountant, or a licensed or registered public accountant licensed by a regulatory authority of the State of New York and meet any legal requirements concerning registration in which the Public Housing Agency is located. A statement by the state identifying such registration or licenses shall be attached to this Contract. 8. The Contractor certifies that its principal officer(s) or member(s) do not now have and have not had during any period covered by this audit, engaged in transactions involving sale, lease, or purchase of property with and does not have any interest, direct or indirect, in the PHA or any of its members or officials including the following: a. Family relationship with any PHA member or official; b. Employment by or service as a member or official of a PHA during the period covered by the audit. 9. The Contractor certifies that it has not provided accounting or bookkeeping services for the PHA during the period covered by the audit. 10. No member, officer, employee or the Public Housing Agency, no member of the governing body of the locality in which the Public Housing Agency was activated, and no other public official of such locality or localities who exercises any responsibilities or functions with respect to the Public Housing Agency projects, during his/her tenure for one year thereafter, shall have any interest, direct or indirect, in this contract or the proceeds thereof. 11. No member of or delegate to Congress of the United States or Resident Commissioner shall be admitted to any share or part of this contract or to any benefit that may arise there from. 12. The Contractor warrants that he/she has not employed any person to solicit or secure this contract upon any agreement for a commission, percentage, brokerage or contingent fee. Breach of this warranty shall give the Public Housing Agency the right to terminate this

5 contract or in its discretion, to deduct from the Contractor's fee the amount of such commission, percentage, brokerage or contingent fee. 13. The Contractor shall not assign or transfer any interest in this contract except that claims for monies due or to become due from the Public Housing Authority 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 members of such partnership. 14. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, age or national origin. The Contractor shall take affirmative action to ensure that applicants are employed and employees are treated during employment, without regard to race, color, religion, sex, age or national origin. Such action shall include, but not be limited to, the following: employment, upgrading demotion or transfer; recruitment or recruitment advertising; layoff or termination, rates of pay or other forms of compensation; and selection for training, including apprenticeship. 15. For a period of four years from the date of the Audit Report, the Contractor shall make its work papers, records and other evidence of audit available to the Government and to the Comptroller General of the United States or his authorized representatives during normal working hours upon written request of the Government or of the Comptroller General or his representatives. The period will be reduced to three years for those Public Housing Authorities for which all projects have had Actual Development Cost Certificate issues. The Government and the Comptroller General shall be entitled to reproduce any or all of such documents at their expense for which provision shall be made at the time the need for reproduction arise. 16. Except for disclosure to the Government, the Comptroller General and the Public Housing Authority, the Audit Report and the work papers, records and other evidence of audit, including information and data prepared or assembled by the Contractor under this contract, shall be held confidential by the Contractor and shall not be made available or otherwise disclosed to any person without the prior written approval of the Government. 17. The Contract Documents consist of this Agreement, and the HUD General Conditions for Non Construction (HUD 5370-C), HUD 5369-C Representations and Certifications and Other Statements of Bidders, and the Contractor s proposal dated, as Appendices to this Contract. The intent of the Contract documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the intended results. In the event of a conflict between the SHA s Agreement and the Contractor s documents, the provisions of the SHA s Agreement shall prevail. In the event of a conflict

6 between this Agreement and any applicable state or local law or regulation, the state or local law or regulation shall prevail; provided that such state or local law or regulation does not conflict with, or is less restrictive than applicable federal law, regulation, or Executive Order. In the event of such a conflict, applicable federal law, regulation, and Executive Order shall prevail. 18. Mandatory Clauses: (HUD Handbook REV 2, Table 5.1) The following contract clauses are required in contracts pursuant to 24 CFR 85.36(i) and Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. HUD is permitted to require changes, remedies, changed conditions, access and records retention, suspension of work, and other clauses approved by the Office of Federal Procurement Policy. The PHA and contractor is also subject to other Federal laws including the U.S. Housing Act of 1937, as amended, Federal regulations, and state law and regulations. Examination and Retention of Contractor s Records. The PHA, HUD, or Comptroller General of the United States, or any of their duly authorized representatives shall, until three 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. Right in Data and Patent Rights (Ownership and Proprietary Interest). The PHA 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 the Contract. 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. Procurement of Recovered Materials (a) In accordance with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, the Contractor shall procure items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition. The Contractor shall procure items designated in the EPA guidelines that contain the highest percentage of recovered materials practicable unless the Contractor determines that such items: (1) are not reasonably available in a reasonable period of time; (2) fail to meet reasonable performance standards, which shall be determined on the basis of the guidelines of the National Institute of Standards and Technology, if applicable to the item; or (3) are only available at an unreasonable price.

7 (b) Paragraph (a) of this clause shall apply to items purchased under this contract where: (1) the Contractor purchases in excess of $10,000 of the item under this contract; or (2) during the preceding Federal fiscal year, the Contractor: (i) purchased any amount of the items for use under a contract that was funded with Federal appropriations and was with a Federal agency or a State agency or agency of a political subdivision of a State; and (ii) purchased a total of in excess of $10,000 of the item both under and outside that contract. Termination for Cause and for Convenience (contracts of $10,000 or more). (a) The PHA may terminate this contract in whole, or from time to time in part, for the PHA s convenience or the failure of the Contractor to fulfill the contract obligations (cause/default). The PHA 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: (1) immediately discontinue all services affected (unless the notice directs otherwise), and (2) deliver to the PHA all information, reports, papers, and other materials accumulated or generated in performing the contract, whether completed or in process. (b) If the termination is for the convenience of the PHA, the PHA 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 (cause/default), the PHA may (1) require the Contractor to deliver to it, in the manner and to the extent directed by the PHA, any work described in the Notice of Termination; (2) take over the work and prosecute the same to completion by contract of otherwise, and the Contractor shall be liable for any additional cost incurred by the PHA; and (3) withhold any payments to the Contractor, for the purpose of set-off or partial payment, as the case may be, of amounts owned by the PHA by the Contractor. In the event of termination for cause/default, the PHA shall be liable to the Contractor for reasonable costs incurred by the Contractor before the effective date of the termination. Any dispute shall be decided by the Contracting Officer. IN WITNESS WHEREOF, the Public Housing Authority and the Contractor have executed this agreement the day and year first above written. By: Signature Printed Name Date Title: Firm Name Address: By: William J. Simmons Signature Printed Name Date Title: Executive Director Firm Name: Syracuse Housing Authority 516 Burt St., Syracuse, NY 13202