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1 RESOLUTION NO. 10,981
2
3 A RESOLUTION AUTHORIZING A NOVATION
4 AGREEMENT WITH THE PRIVATE INDUSTRY COUNCIL
5 AND THE LITTLE ROCK WORKFORCE INVESTMENT
6 BOARD; TO AUTHORIZE THE WORKFORCE
7 INVESTMENT BOARD AS THE SUCCESSOR IN INTEREST
8 TO THE PRIVATE INDUSTRY COUNCIL IN TWO
9 WELFARE TO WORK FORMULA SUBGRANTS; AND FOR
10 OTHER PURPOSES.
11
12 WHEREAS, the City of Little Rock and the Private Industry Council ( "PIC ")
13 received a FY 1998 Welfare -to- Work ( "WtW') formula subgrant from the State of
14 Arkansas in the amount of $646,480.00 for a term of May 6, 1998 - May 5, 2001; and
15 WHEREAS, the City of Little Rock received a FY99 WtW formula subgrant
16 from the State of Arkansas which contained obligation authority of up to $691,062.00,
17 with $261,375 awarded for immediate use, for a term ending June 30, 2002; and
18 WHEREAS, the duties of the Private Industry Council ( "PIC ") in
19 administering the subgrant were assumed by the Little Rock Workforce Investment
20 Board ( "LRWIB ") effective January 14, 2000, the date the LRWIB was certified by the
21 State; pursuant to the provisions of the Federal Workforce Investment Act of 1998; and
22 WHEREAS, the subgrants were awarded prior to such formal LRWIB
23 certification, the City, the PIC, and the LRWIB are required to enter into a Novation
24 Agreement to 1) guarantee performance of the subgrant contracts, 2) transfer all
25 obligations for administration under the subgrant contracts from the PIC to the LRWIB,
26 and 3) have the State of Arkansas recognize the transfer of the subgrant contract and
27 related assets.
28 NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
29 DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS:
30 SECTION 1. The City Manager is hereby authorized to enter into a Novation
31 Agreement on behalf of the City to 1) guarantee performance of the subgrant contracts,
32 2) transfer the administration of subgrant contract #05- FY98- WtW -80 from the Private
33 Industry Council to the Little Rock Workforce Investment Board, and #05- FY99 -WtW-
34 80 to the LRWIB and 3) have the State of Arkansas, as administrator of the Grant on
35 behalf of the United States Government, recognize the transfer of the subgrant contract
36 and related assets.
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1 SECTION 2. Work performed by the parties after the effective date of the
2 certification of the Little Rock Workforce Investment Board, but prior to the novation
3 agreement, is hereby ratified to the extent required by law.
4 SECTION 3. The novation agreement executed by the City Manager shall be
5 in substantially the form attached hereto and approved by the City Attorney.
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7 ADOPTED: Jarnmary 30, 2001
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9 ATTEST:
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NCY WOOD
12 CITY CLERK
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14 APP�OVED AS TO FORM:
15 1/ l GIQI
16 THOMAS M. CARPENT
17 CITY ATTORNEY
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APPROVED:'
DAfLEY
MAYOR
• •
NOVATION AGREEMENT
Draft #2 (1- 29 -01)
new laniaaee underlined
(Pursuant to 48 CFR 42.1204)
The City of Little Rock, (the "City") a municipal corporation organized pursuant to the laws
of the State of Arkansas, the Little Rock Private Industry Council ( "Transferor "), duly organized
and existing under the laws of the State of Arkansas and the United States of America, and pursuant
to the provisions of the Federal Job Training Partnership Act; and the Little Rock Workforce
Investment Board ("Transferee "), duly organized and existing under the laws of the State of Arkansas
and the United States of America. and pursuant to the provisions of the Federal Workforce
Investment Act. enter into this Novation Agreement, as of March 2. 1999, the date the name of the
Private Industry Councils' name was changed to the Little Rock Workforce Investment Board
pursuant to Little Rock. AR Res. # 10.485 (March 2. 1999).
(a) THE PARTIES AGREE TO THE FOLLOWING FACTS:
(1) The Federal Government, represented by various Contracting Officers of the Arkansas
Employment Security Department, has entered into certain contracts with the Transferor, namely:
A) FY 1998 Welfare -to -Work Subgrant #05- FY98- WtW -80, in the amount of $646,480,
termination date: May 5. 2001,
B) FY 1999 Welfare -to -Work Subgrant #05- FY99- WtW -80. with an obligation of $691.062.
with $261.350 awarded. termination date: June 30. 2002.
The term "contracts ", as used in this Agreement, means the above contracts and
modifications attached as Ex. A & B, and purchase orders, made between the Government, the Citv
and the Transferor before the effective date of this Agreement (whether or not performance and
payment have been completed and releases executed if the Government or the Transferor has any
remaining rights, duties, or obligations under this contract and purchase orders.) Included in the term
"contracts" are also all modifications made under the terms and conditions of the contracts and
purchase orders between the Government, the Citv, and the Transferee, on or after the effective date
of this Agreement.
(2) Effective January 14. 2000, the date the local Little Rock Workforce Investment Board
was certified by the Government, the Transferor shall transfer to the Transferee all the assets of the
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Transferor by virtue of a Transfer Agreement between the Transferor and the Transferee with
attached inventory.
(3) The Transferee has acquired all the assets of the Transferor by virtue of the above transfer.
(4) The Transferee shall assume all obligations and liabilities of the Transferor under the
contracts by virtue of the above transfer.
(5) The Transferee is in a position to fully perform all obligations that may exist under the
contracts.
(6) It is consistent with the Government's interest to recognize the Transferee as_a successor
party to the contract.
(7) Evidence of the above transfer will be filed with the Government.
(b) IN CONSIDERATION OF THESE FACTS, THE PARTIES AGREE THAT BY
THIS AGREEMENT --
(1) The Transferor confirms the transfer to the Transferee, and waives any claims and rights
against the Government that it now has or may have in the future in connection with the contract.
(2) The Transferee agrees to be bound by and to perform the contract in accordance with the
conditions contained in the contract. The Transferee also assumes all obligations and liabilities of,
and all claims against, the Transferor under the contract as if the Transferee were the original party
to the contract.
(3) The Transferee ratifies all previous actions taken by the Transferor with respect to the
contract, with the same force and effect as if the action had been taken by the Transferee.
(4) The Government recognizes the Transferee as the Transferor's successor in interest in and
to the contracts. The Transferee by this Agreement becomes entitled to all rights, titles, and interests
of the Transferor in and to the contract as if the Transferee were the original party to the contract.
Following the effective date of this Agreement, the term Contractor, as used in the contract, shall
refer to the Transferee.
(5) Except as expressly provided in this Agreement, nothing in it shall be construed as a
waiver of any rights of Government against the City and the Transferor.
(6) All payments and reimbursements previously made by the Government to the City and the
Transferor, and all other previous actions taken by the Government under the contract, shall be
considered to have discharged those parts of the Government's obligations under the contract. All
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payments and reimbursements made by the Government after the date of this Agreement in the name
of or to the City and the Transferor shall have the same force and effect as if made to the City and
lbg,_Transferee, and shall constitute a complete discharge of the Government's obligations under the
contract, to the extent of the amounts paid or reimbursed.
(7) The Transferor and the Transferee agree that the Government is not obligated to pay or
reimburse either of them for, or otherwise give effect to, any costs, taxes, or other expenses, or any
related increases, directly or indirectly arising out of or resulting from the transfer or this Agreement,
other than those that the Government in the absence of this transfer of Agreement would have been
obligated to pay or reimburse under the terms of the contract.
(8) The City and the Transferor guarantee payment of all liabilities and the performance of
all obligations that the Transferee (i) assumes under this Agreement or (ii) may undertake in the future
should these contracts be modified under their terms and conditions. The Transferor waives notice
of, and consents to, any such future modifications.
(9) The contracts shall remain in full force and effect, except as modified by this Agreement.
Each party has executed this Agreement as of the day and year first above written.
PRIVATE INDUSTRY COUNCIL LITTLE ROCK WORKFORCE
TITLE
CITY OF LITTLE ROCK, ARKANSAS
TITLE
ATTEST: i
BY: \Unun
Nabcy W d, City Clerk
INVESTMENT BOARD
BY
TITLE:
BY:_
TITLE:
v o � 0
APPROVED AS TO FORM: ®`�� I �� ' G� a
1V�
Thomas M. Carpenter, CitAJitorney,
j
ARE TO WORK
of Subgrant Award
A. Subrecipient's Name and Address
City of Little Rock
500 West Markham, Room 220W
Little Rock, AR 72201
C. Funding
H.Subgrant Number
05- FY98- WtW -80
Modification Number
Previous Funding
Funding This Action
Funding Total
-0-
$646,4{8,0
$646,480
'`
N \��.
Total -0-
$646,480
$646,480
D. Performance Period:
This Subgrant, which is composed of pages 1 through :_1— , shall
commence on May a, 1998 and shall terminate on
May. 5, 2001
This Subgrant is hereby awarded to the Subrecipient by the Arkansas
Employment Security Department hereinafter referred to as " State" or
"Grant Recipient" for the State of Arkansas Welfare to Work programs,
pursuant to the provisions of Title Iv of the social Security Act,
Section 402(x), Statutory Citations: Section 403(a)(5)(A)(ii)(IV), and
policies as established by the State. Both parties to this agreement
hereby state that signatures hereon expresses acceptance of the terms
and conditions of this Subgrant. Subrecipient hereby assures the State
that Subrecipient is capable of fulfilling all terms, goals, and
objectives set forth in this Subgrant and will comply with the program
systems and procedures of the appropriate Welfare -to- Work plan.
E.jS�Subrecip'ent' ^signature, {Typed Name and Title, and Date of Signature
signature Date
Rick Colclasure. Director, Community Programs
Name Date
F. S te�G�r aryt F�cip��gnature and Date of Signature
Signature ate
Effective Date
Ex. A