Redevelopment Agency / North Walke Housing Corp

3 Belden Avenue, Norwalk, CT 06850 • 203-854-7810 • norwalkredevelopment.org TO: Members, Norwalk Redevelopment Agency FROM: John Igneri, Chairman DATE: January 6, 2023 RE: Regular Meeting Notice ************************************************************************ JANAURY 10, 2023 5:30 P.M. REGULAR MEETING AGENDA The next meeting of the Norwalk Redevelopment Agency Commissioners will be held on TUESDAY, JANUARY 10, 2023 at 5:30 p.m. The meeting will be held as a virtual meeting via the Zoom link provided below. The meeting will also be broadcast on the Norwalk Redevelopment Agency YouTube channel: https://www.youtube.com/channel/UCHMiAZt32k6BnjaKdnUaIug?view_as=subscriber. ZOOM Meeting Link: https://us06web.zoom.us/j/87819590706?pwd=c2dMWnRGcEV2Q0h0Vm5USDdWRjNmQT09 I CALL TO ORDER II ROLL CALL III PUBLIC PARTICIPATION IV ADMINISTRATION a) Approval of Minutes i) Approve the minutes of the December 13, 2022 Regular Meeting b) Financials i) Approve Norwalk Redevelopment Agency Statement of Revenues and Expenditures for Operating Fund 100 for Year-to-Date November 30, 2022. V BUSINESS a) P3 Advisory Services i) Authorize Executive Director to negotiate and execute any and all agreements for P3 advisory services with Infrastructure Advisors LLC related to Webster Street Lot. b) Climate Action Plan 3 Belden Avenue, Norwalk, CT 06850 • 203-854-7810 • norwalkredevelopment.org i) Authorize Executive Director to negotiate and execute the contract for climate action plan with SLR. VI NEW BUSINESS VII OLD BUSINESS VIII ADJOURNMENT  City of Norwalk Norwalk Redevelopment Agency Regular meeting Tuesday, December 13, 2022 ATTENDANCE: John Igneri, Chairman; David Westmoreland; Lisa Cooper; Kelly Bloom; Mary Peniston STAFF: Brian Bidolli, NRA Executive Director; Katie O’Leary, Communication Director, Eugenia Lupinski, Director of Finance OTHER: Michael Solakian, Auditor I. Call to Order and Welcome Chairman Igneri called the meeting to order at 5:36. II. Roll Call There was a quorum present. III. Public Comments There were no public comments. IV ADMINISTRATION a) Approval of Minutes i) Approve the minutes of the November 8, 2022 Regular Meeting ****Ms. Peniston moved to approve the minutes of November 8, 2022. ****The motion passed unanimously. b) Financials i) Approve Norwalk Redevelopment Agency Audited Financial Statements for Fiscal Year Ended June 30, 2022 to be presented by Auditor, Michael Solakian City of Norwalk Norwalk Redevelopment Agency Regular Meeting Dec 13, 2022 1 Mr. Solakian presented the audited financial statements. This year the audit report has changed and it is now three pages for most government entities. It includes expanded language for management’s and auditor’s responsibilities. For the financial statements, the change effective this year is the accounting for leases per GASB 87. In the past, when a lease payment was made, cash was spent and rent expense was recognized. However, the Standards Board felt this was not the reality of the situation. When you sign a three year lease, you make a commitment to use the asset. Therefore, an asset and a liability should be recorded for the present value of the three years of payments. At the end of June 30, 2022, the Agency had $112,000 of an asset and $112,000 of a liability which represents the remaining payments left on the 3 Belden Avenue lease. As the lease payments for 50 Washington Street didn’t start until after June 30, 2022, this lease wasn’t included but will be next year. This is a federal single audit because CDBG expenses are over $750,000 so more work had to be done for this type of audit than for a North Walke or 501c3 organization. No significant deficiencies or material weakness were found. Page 25 shows that almost $1.8 million of CDBG funds were spent. Since this is over $750,000, a single audit had to be done. If we couldn’t find support for a payment or for funding from CDBG, then we would have had to report this on page 26. Sections 2 & 3 are very important because it states that there were no findings. Mr. Solakian thanked the staff for their teamwork and said he didn’t have to make any adjustments to the statements. It was a very efficient process. Once this Board approves the audited financials, they will be filed with the State of CT OPM. The Board made a point of thanking the staff for a good job,, and Mr. Bidolli thanked Ms. Lupinski in particular for her hard work. Mr. Solakian thanked everyone and left the meeting. *****Mr. Westmoreland moved to approve the financial statements for the fiscal year ended Jun 30, 2022. *****Ms. Cooper seconded the motion. *****The motion passed unanimously. ii) Approve Norwalk Redevelopment Agency Statement of Revenues and Expenditures for Operating Fund 100 for Year-to-Date October 31, 2022 City of Norwalk Norwalk Redevelopment Agency Regular Meeting Dec 13, 2022 2 Ms. Lupinski reported that the Operating Fund 100 had actual revenues of $480,000 as compared to budgeted revenue of $476,000 which resulted in a favorable variance of $4,000. The actual expenditures were $563,000 versus the budgeted expenditures of $579,000 resulting in a favorable variance of $16,000. This is due to a favorable variance of $28,000 in personnel expenses offset by $12,000 of an unfavorable variance in administrative expenses. Legal fees of $30,000 were paid to Shipman for 15-17 Chestnut Street and the developer will reimburse these expenses once the LDA is signed. Mr Bidolli added that legal expenses are part of a continued negotiation of the LDA which should be approved in the next few months. The actual operating deficit was $83,000 compared to the budgeted deficit of $103,000, resulting in $20,000 favorable variance. *****Mr. Igneri moved to approve the Operating Fund 100 for year-to-date ending Oct 31, 2022. *****The motion passed unanimously. V BUSINESS a) 15-17 Chestnut Project update Mr. Bidolli explained he needs authorization to sign off on a contract with AKRF to do a third party review of the report of an analysis of one-way operations put forth by the developer for the Chestnut Street. The total amount would be approximately $8,500. *****Ms. Cooper moved to approve a contract with AKRF for traffic analysis. *****Mr. Igneri seconded the motion. *****The motion passed unanimously. VI. NEW BUSINESS There was no new business. VII. OLD BUSINESS Mr. Westmoreland asked about an update on Leonard Street and Commerce. Mr. Bidolli explained that the larger development project is unattainable. A 13 unit development rehab at 25 Leonard Street is much more likely. VIII. ADJOURNMENT City of Norwalk Norwalk Redevelopment Agency Regular Meeting Dec 13, 2022 3 **** Mr. Igneri moved to adjourn the meeting **** The motion passed unanimously. The meeting adjourned at 6:05. Respectfully submitted. Amy Chaple Telesco Secretarial Services City of Norwalk Norwalk Redevelopment Agency Regular Meeting Dec 13, 2022 4 January 6, 2023 Jon Hopkins, Director of Program Development, Norwalk Redevelopment Agency 3 Belden Avenue Norwalk CT 06851 Subject – Agreement for Webster Street Lot Redevelopment Project Financial Analysis Services, RFP dated 12.9.22 Dear Jonathan, This letter confirms that Norwalk Redevelopment Agency (“you”, “client” or “NRA”) has engaged Infrastructure Advisors LLC (“we, “us”, or “IA”), as an independent contractor, to perform the scope of services with the corresponding professional fees as stated in the attached Exhibits A (scope of work) and Exhibit B (Fees and Payment Terms) and in our proposal dated 30th December 2022 in response to your RFP dated 9th December, 2022. 1. Your Responsibilities – Our role is advisory only. You are responsible for all management functions and decisions relating to the Services, including evaluating and accepting the adequacy of the scope of Services in addressing your needs. You are also responsible for results achieved from using the Services. You will designate a competent member of your management to oversee the Services. You will provide accurate and complete information and reasonable assistance, and we will perform the engagement on that basis. 2. Option to Extend Services and Term of Contract- NRA may require continued performance of any services as an option at the rates specified in the contract. These rates may be adjusted on a yearly basis by IA. The option provision may be exercised more than once. NRA may exercise the option by written notice to IA within 30 days of contract expiration. NRA may also extend the term of this contract by written notice to IA anytime prior to contract expiration. If NRA exercises this option, the extended contract shall be considered to include this option clause as well. 3. Confidential Information - “Confidential Information” means non-public information that a party marks as “confidential” or that otherwise should be understood by a reasonable person 1 Privileged and Confidential materials of Infrastructure Advisors LLC  to be confidential in nature. Neither party will use or disclose any Confidential Information provided by the other party or on its behalf for any purpose other than to perform this Agreement or as required by applicable law, regulation or professional standard. Each party will protect the confidentiality of Confidential Information that each receives from the other party or on its behalf. Confidential information does not include information which {i) is rightfully known to the recipient prior to its disclosure by the disclosing party; (ii) is released by the disclosing party to any other person or entity without restriction, (iii) is independently developed by the recipient without any use of or reliance on Confidential Information, (iv) is or later becomes publicly available without violation of this Agreement or may be lawfully obtained by a party from any nonparty. Notwithstanding the foregoing, either party may disclose Confidential Information of the other to a third party as may be required by law, statute, rule or regulation, including any subpoena or other similar form or process, provided that (and without breaching any legal or regulatory requirement), the party to which the request is made provides the other party with prompt written notice thereof and, if practicable under the circumstances, allows the other party to seek a restraining order or other appropriate relief. 4. Technical Elements - In connection with performing the Services, IA may use certain data, modules, components, designs, utilities, subsets, objects, program listings, tools, financial models, methodologies, programs, systems, analysis frameworks, leading practices, general skills, “know-how”, and specifications (“Technical Elements”). Certain Technical Elements were owned and developed by IA prior to, or independently from, its engagement hereunder and are the sole and exclusive property of IA and IA retains all intellectual property rights thereto, and certain other Technical Elements consist of third-party works and products which IA has acquired the right to use. You have a nonexclusive, non-transferrable license to use such elements included in our deliverables for your own internal use only. 5. Deliverables - • Any conclusions, findings or recommendations in IA’s report are solely for your internal use and should not be made available to anyone other than members of your management or board of directors. Our report, findings, or recommendations may not be referred to or referenced in whole or in part or in any other manner without our prior written approval. The services and deliverables are not for a third party’s use, benefit and reliance. • Our report will be based on facts, as we know them, estimates, assumptions and other information developed from our research of the market, knowledge of the industry and meetings with you during which we are provided with certain information. The sources of information and basis of the estimates and assumptions will be stated in the report. All direct and indirect information supplied by you, your agents and assigns concerning the engagement and the underlying properties will be assumed to be true, accurate and 2 Privileged and Confidential materials of Infrastructure Advisors LLC  complete. Information identified as supplied or prepared by others will be believed to be reliable; however, we will perform no procedures to evaluate the reliability or completeness of the information obtained. • Our Services are advisory in nature only and we cannot predict future trends or happenings with any certainty. We cannot provide any assurance that our services will identify all issues, possibilities, omissions, or problems that might exist. You assume the responsibility for the use of, and results obtained from, our Services. • As used in any analysis in this engagement and in our deliverables, terms such as “project”, “projections”, or “forecast,” relate to broad and generally perceived expectations of future events or market conditions. All such estimates and assumptions are inherently subject to uncertainty and variation depending on the unfolding of future events, which cannot be accurately foreseen. Consequently, we will not represent these estimates as results that will be achieved. Actual results achieved may vary materially from those presented. 6. Change Order – NRA may issue a written change order with respect to the services to be performed under this Agreement at any time before the completion of the services. NRA shall pay IA an amount for such services following the Schedule of Hourly Rates. 7. Disputes - In the event a dispute arises concerning a question of fact applicable to this Agreement, or the provision of services for the scope of work, the party initiating such dispute shall prepare a written statement detailing the facts and claims relating to such dispute to be addressed to the other party to this Agreement. NRA and IA shall, in good faith, attempt to resolve all such disputes within 14 days of receipt of such notification. 8. Governing Law - This letter and any dispute relating to the Services shall be governed by and construed, interpreted and enforced in accordance with the laws of the State of Connecticut, without giving effect to any provisions relating to conflict of laws that require the laws of another jurisdiction to apply. 9. Choice of Forum - Any disputes relating to or arising out of this Agreement shall be brought exclusively in any state or federal court sitting in Connecticut. 10. Agreement Changes- Alteration or variation of the terms of this Agreement shall not be valid unless made in writing and signed and dated by the parties. Oral representations, understandings, or writings not expressly incorporated in the Agreement are void. 11. Administration – For the purpose of administering this Agreement, NRA has designated ___________________, with telephone _______, email _____________. IA’s designated point of contact shall be Suhrita Sen, 917 238 5468, suhrita.sen@infrastructure-advisors.com. 12. Conflict of Interest- IA shall advise NRA if any conflict of interest develops during the term of this contract, and shall work diligently with NRA to mitigate such conflicts, if any. 3 Privileged and Confidential materials of Infrastructure Advisors LLC 13. Method of Delivery - Electronic submission shall be made via email, unless otherwise requested by NRA. 14. MISCELLANEOUS - (a) Rights Cumulative - All of the parties’ remedies herein are cumulative and in addition to all other remedies at law or in equity. (b) Entire Agreement - This Agreement comprises the entire agreement between the parties hereto and is effective on the date set forth above. No other agreement, representation, or understanding concerning the same has been made and no oral statement, understanding, or agreement shall affect the terms hereof. (c) Severability - To the best knowledge and belief of the parties, this Agreement contains no provision that is contrary to federal or state law, ruling, or regulation. If any provision of this Agreement shall conflict with any such law, ruling, or regulation, however, then such provision shall continue in effect only to the extent permissible. In the event any provision is thus inoperative, the remaining provisions shall, nevertheless, remain in full force and effect. (d) Succession - This Agreement shall be binding on, and inure to, the benefit of the heirs, successors, and assigns of the parties hereto. (e) Headings - All sections and headings are used for convenience only and do not affect construction or interpretation of this Agreement. (f) Exhibits - The following exhibits are attached hereto and made a part hereof: Exhibit A – Scope of Work Exhibit B – Contract Price and Payment Terms (g) Interpretation. As the context of this Agreement may require, terms in the singular shall include the plural (and vice versa) and the use of feminine, masculine or neuter genders shall include each other. Wherever the word "including" or any variation thereof, is used herein, it shall mean "including, without limitation," and shall be construed as a term of illustration, not a term of limitation. Wherever the word "or" is used herein, it shall mean "and/or." We are pleased to have the opportunity to provide services to NRA. If you have any questions about this letter, please discuss them with Suhrita Sen at 917 238 5468. If the Services and the terms outlined in this latter are acceptable, please sign one copy of this letter in the space provided and return it to the undersigned. You agree that we may use your name in experience citations and references. Very truly yours, 4 Privileged and Confidential materials of Infrastructure Advisors LLC  Infrastructure Advisors LLC By: Title: Principal Date: ACKNOWLEDGED AND AGREED: Norwalk Redevelopment Agency Name of official Signature Title and Date 5 Privileged and Confidential materials of Infrastructure Advisors LLC November 15, 2022 Sustainability and Climate Action Plan Estimated Cost The following cost proposal is based on our best estimate of the effort involved to accomplish our understanding of the City’s goals and objectives. Additionally, we have provided the estimated overall cost of our “Core Scope” proposal, as well as the estimated costs of each “Possible Add-On” Task. We would be more than pleased to work with the City to refine the scope of work and associated fees as appropriate. SLR International Corporation slrconsulting.com