In this paper, we propose a joint power control and resource allocation approach for co-channel deployed femto-and macro-cell networks, denoted as Two-tier Cluster-based Resource and Power Allocation Scheme (TCRPA). The rational behind our proposal is to efficiently mitigate the significant interference faced by indoor users in downlink communications in order to satisfy the resource allocation requirements of femto-users (FU). To this end, we first formulate the resulting optimization problem as a Mixed-Integer Linear Program (MILP). Then, we provide a semi-centralized scheme to solve it. Our proposed scheme TCRPA is based on clustering, which is an arrangement aiming to take the advantages of both centralized and distributed approaches. Simulation results demonstrate that TCRPA can efficiently allocate power and fairly distribute spectrum resources to FUs without affecting the quality of the active macro-users (MU) communications. In particular, significant gains in terms of the overall throughput and the SINR level are achieved in comparison with two prominent state of the art solutions.