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1537 Habitat for HumanityTo: Jan Dougherty, City Clerk FROM: Andrew Thomas, Senior Project Manager DATE: October 22, 2012 RE: HUD NSP3 Developer Agreement To The City Clerks Office, Please find enclosed the original copy of the HUD Neighborhood Stabilization Program Three (NSP3) Acquisition, Rehabilitation, and Resale of Single Family Homes Developer Agreement. This Agreement is for the City of Sanford and Habitat for Humanity of Seminole County and Greater Apopka, and is for the City Clerk records. Cc: File HUD NEIGHBORHOOD STABILIZATION PROGRAM THREE ACQUISITION, REHABILITATION, AND RELEASE OF SINGLE FAMILY HOMES DEVELOPER AGREEMENT RFP- 10/11 -18 � THIS AGREEMENT is made and entered into this day of A V� S , 2012, by and between the City of Sanford, a municipality of the State of Florida, whose address is City Hall, 300 North Park Ave, Sanford, Florida, 32771, hereinafter referred to as the "CITY ", and Habitat for Humanity of Seminole County and Greater Apopka a Florida corporation, whose address is 1100 Americana Boulevard, Sanford, Florida 32773 hereinafter referred to as the "DEVELOPER ". WHEREAS, the CITY has applied for and has been awarded funds in the amount of ONE MILLION THIRTY SEVEN THOUSAND SIX HUNDRED AND NINETY SEVEN NO /100 DOLLARS ($1,037,697) from the United States Department of Housing and Urban Development (HUD) as its share of the Neighborhood Stabilization Program (NSP) Three under the Wall Street Reform and Consumer Protection Act of 2010 (Section 1497 of Public Law 111 -203), supplementing the original Neighborhood Stabilization Program 1 under the Housing and Economic Recovery Act of 2008 Public Law 110 -289 as amended, which is referred to herein as "NSP3," for the purpose of remediating the high incidence of abandoned and foreclosed homes in identified neighborhoods within the City of Sanford; and WHEREAS, The DEVELOPER is duly authorized to conduct business in the State of Florida and has demonstrated its experience and active involvement in the acquisition, construction, rehabilitation, of affordable, single family housing for sale or rental to lower income households and was selected by the CITY pursuant to a competitive selection process; and WHEREAS, The CITY and the DEVELOPER wish to collaborate in the location, acquisition, rehabilitation and reseal of a minimum of four (4) single family homes having at least two (2) bedrooms in NSP3 targeted neighborhoods within City of Sanford as more fully set forth herein and in the attached Exhibits to this Agreement; and WHEREAS, The CITY wishes to engage the DEVELOPER to assist the CITY in using a portion of the NSP3 award in accordance with applicable notices, regulations and guidance from HUD; NOW, THEREFORE, based upon the promises and the commitments and agreements set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is agreed between the parties hereto that; I. SCOPE OF SERVICE DEVELOPER shall carry out NSP activities in a manner satisfactory to the CITY and consistent with all standards required as a condition of providing these funds. Program activities shall include the following uses and corresponding activities eligible under NSP3: A. DEVELOPER Responsibilities 1. DEVELOPER shall carry out the program in accordance with the policies, procedures and other provisions of the Single - Family Development and Sales Program Manual ( "Single- Family Program Manual ") provided to DEVELOPER by CITY, and incorporated herein by reference. DEVELOPER hereby agrees to accept and follow any written amendments to the Program Manual by CITY that are made as a direct result of additional guidance or regulations provided by HUD, as well as any written amendments that are mutually agreed upon by CITY and DEVELOPER. 2. Program activity may include the acquisition and development of residential property that is foreclosed upon, abandoned, blighted or vacant in accordance with the definitions and requirements of the NSP program, to the extent that these activities are incorporated in this Section I and in Exhibit A 3. DEVELOPER shall provide the deliverables that are described in Exhibit A and Detailed Budget, within the time periods and for the approximate average budget amounts described therein. The total use of NSP funds provided under this Agreement shall not exceed the total amount of NSP funds indicated in Section II (A) below. 4. DEVELOPER's expenditures for program delivery shall be limited as follows, unless changes to the limits are agreed to in writing by the CITY and DEVELOPER for a particular property: a. Minimum number of homes to be acquired, developed and operated under the program and this agreement shall be four (4) single family houses for sale to NSP eligible buyers with incomes at or below 50% of the Area Median Income as established by HUD. b. Eligible properties: DEVELOPER shall acquire only properties in designated NSP target areas that are eligible under NSP for rehabilitation or redevelopment as affordable residential properties. Properties acquired must be abandoned or foreclosed upon, blighted, vacant lots, or vacant residential structures, as defined in the NSP program guidelines. Residential structures that are not blighted shall be rehabilitated. A new home may be reconstructed on a vacant lot acquired or a vacant lot resulting from the acquisition and demolition of a building. 21Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement C. Designated target areas: DEVELOPER shall carry out this activity only in the following NSP target area census tracts: 0204.01, 0203.02 and any other census tracts established through any future amendment of the NSP3 Action Plan. d. A minimum of 50% of the funding under this agreement or $138,360 is required under this agreement to be spent to purchase and rehabilitate foreclosed and /or abandoned homes for sale to very low - income homebuyers defined as households with incomes at or below 50% AM I. e. Prior approval of acquisitions by CITY: DEVELOPER shall not execute a purchase agreement for a property to be acquired and developed or contribute a DEVELOPER -owned property to the program without first obtaining written approval by CITY. To request this approval, DEVELOPER shall provide CITY with a property description; proof of abandoned, foreclosed, or vacant status as applicable; preliminary plans and specifications for rehabilitation or construction work; a preliminary development cost; an estimate of sale price; and an estimate of net sales proceeds including line item estimates of sales and marketing costs, closing costs and financing to be provided to the buyer. The preliminary cost estimate will be provided in a form similar to the development cost estimates in Exhibit A herein. CITY will base its approval upon an assessment of NSP compliance, financial feasibility, conformity to expenditure limits described herein, and the potential marketability of the property. In addition, properties must be located in NSP target areas as described herein. f. Approval and funding of demolition costs: Primary structures on properties acquired or contributed may not be demolished without the express approval of the CITY. Unless otherwise agreed to in writing, DEVELOPER must fund the cost of demolition (if any) out of the funding that is made available in this Agreement or from the DEVELOPER's own resources. g. Average NSP expenditure per dwelling unit: The average NSP expenditure per dwelling unit shall not exceed $69,180 unless CITY gives written approval for an additional amount due to the strategic value of a property for the NSP program or reasonable unforeseen costs that were beyond the control of DEVELOPER. CITY encourages DEVELOPER to develop additional homes at a lower average NSP cost if it is feasible. 31Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement h. DEVELOPER fee allowed per dwelling unit: The allowed DEVELOPER fee is $6,900. Of this amount $2,300 will be payable upon acquisition of an NSP qualified property 2 300 payable upon final completion of rehabilitation /construction work, and $2,300 payable upon sale. DEVELOPER is prohibited from earning other fee or profit from sale of an NSP- assisted dwelling unit, other than the general contractor fee described below. i. General contractor fee allowed: If DEVELOPER is acting as general contractor and thus hiring and managing subcontractors, DEVELOPER may charge an additional fee in the form of a 10% mark -up of subcontractor costs subject to the availability of funding in the budget. DEVELOPER'S reimbursement requests for construction costs may include a 10% mark -up of all valid, documented costs of subcontractor who have performed construction work. However, such mark -up shall not be applied to non - construction costs such as taxes, insurance, security, general requirement, or working capital costs. No such fees will be paid to DEVELOPER for any NSP property that is rehabilitated or built by a third -party general contractor. All general contractors performing work on NSP- assisted projects must be properly licensed. j. Allowed amount of NSP mortgage assistance per unit: The allowed amount of NSP mortgage assistance per Buyer shall not exceed 40% of the sales price not including the buyer contribution. In addition to NSP development subsidies that may fund costs in excess of market value, this financial assistance for each NSP home buyer further increases the affordability of the home purchase by offering a "soft second mortgage" that provides permanent financing for a portion of the costs that were funded by NSP during the development period. The total amount of mortgage assistance shall be secured by a subordinate promissory note and mortgage deed with the DEVELOPER_ named as lien holder, as a loan made at 0% interest with all payments deferred and the principal amount forgiven over a period of 5 -15 years based on the amount of NSP3 assistance to the homebuyer. Any balance remaining will be due upon sale or transfer of the property applicable period. k. Other limits on expenditures: Other acquisition, rehabilitation /construction and soft costs described in Exhibit A are not subject to per -home cost limits on a line -item basis, but must be reasonable and ordinary costs of development and, in the aggregate, must conform to the per -home cost limits and average costs described elsewhere in this Section I(A)(4). I. Accounting for expenditures: DEVELOPER shall account for total NSP expenditures per home by means of assigning an accounting 41Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement code for NSP- funded or reimbursed expenses for each property and another accounting code, if applicable, for non -NSP funded expenditures (if any). At the time of the sale of an NSP- assisted home, DEVELOPER shall provide CITY with a complete accounting of NSP expenditures for that home and non -NSP expenditures, if any. The separate accounting of NSP and other funds used is required for establishing the maximum allowed sale price and shall provide necessary financial data on NSP - funded expenditures in the event of a HUD audit of program activities. M. Maximum sale price: The sale price shall not exceed the after - construction market value of the home or the total amount of NSP and non -NSP expenditures, whichever is less. The market value of a home and when sale price is set shall be determined in accordance with the provisions in the Program Manual. n. Establishment of a lien in favor of CITY: Upon sale of an NSP- funded home, DEVELOPER shall cause the homebuyer(s) to execute a promissory note and mortgage deed in favor of CITY for the combined amount of the mortgage assistance and down payment assistance as defined herein. The note and mortgage shall be prepared by DEVELOPER using forms provided by CITY. All documents are subject to CITY approval prior to their being executed by the homebuyer(s) and recorded at the expense of the homebuyer (s). o. Repayment of net proceeds of sale to CITY: Upon sale of an NSP- funded home, DEVELOPER shall return the net proceeds of sale to the CITY by means of a check issued at closing by the closing agent. Net proceeds of sale are defined as follows: i. The sale price of the home; ii. (Minus) the amount of any mortgage assistance and down payment assistance provided to homebuyer, as defined herein and described on the settlement statement; iii. (Minus) DEVELOPER costs of sale as documented by the settlement statement including but, not limited to, real estate broker fees and seller -paid closing costs; iv. (Plus) any reimbursements to DEVELOPER of costs previously paid or reimbursed with NSP funds, such as pro -rated taxes and assessments. 51Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement 5. NSP- assisted homes sold only to income - qualified households (homebuyers) in the categories described in the program manual in at least the minimum numbers of households described. B. CITY Responsibilities CITY is responsible for the following tasks and deliverables. 1. Approving, after full evaluation and analysis, each property purchase as described herein and in the Single Family Program Manual. 2. Completing Tier 1 environmental assessments and providing Tier 1 clearances for all NSP target areas, as well as completing and approving site - specific environmental reviews. 3. Providing pre - purchase counseling and homebuyer education to prospective homebuyers in DEVELOPER's home sales program as described in the program manual, or contracting with one or more agencies that are qualified to provide this education. 4. Managing all draws of NSP funds from HUD and paying valid and properly documented draw requests from DEVELOPER. 5. Reporting to HUD via the Disaster Recovery Government Reporting (DRGR) system, using, in part, data provided by DEVELOPER. 6. Monitoring all program activities of DEVELOPER to assure compliance with the terms of this Agreement, including all NSP requirements. 7. Processing requests for disbursements of NSP funds including, but not limited to, necessary construction inspections, in a timely manner. CITY will clearly and promptly describe any deficiencies identified by CITY that prevent a disbursement or portion of a disbursement from being approved. Upon the request of DEVELOPER, CITY will promptly itemize and describe such deficiencies in writing. 8. Ensuring that information required by the Recovery Act is reported in the Disaster Recovery Grant Reporting (DRGR) system or on www.FederalReporting.gov in a timely manner. CITY will comply with the NSP performance reporting requirements and with any additional reporting requirements announced by HUD at any time during the duration of this Agreement. C. Income Eligibility Requirements 61Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement In accordance with section 2301(f)(3)(A) of the Housing and Economic Recovery Act of 2008 (HERA), Public Law 110 -329, the DEVELOPER shall use all NSP funds to assist individuals and families whose incomes do not exceed 120 percent of area median income, unless otherwise required by the CITY. The CITY will ensure that twenty -five (25) percent of the total grant is used for the purchase and redevelopment of abandoned or foreclosed upon homes or residential properties to house individuals and families whose incomes do not exceed 50 percent of area median income, as required by HERA. In some cases the DEVELOPER will use NSP funding for individuals and families at or below 50 percent of area median income if required by provisions elsewhere in this agreement. D. DEVELOPER Staffing The names and roles of DEVELOPER's key personnel (staff or contractors) executing the project are as follows and shall not be changed unless approved, in advance and in writing, by the CITY: Chief Executive: Penny Seater NSP Project Manager: Kelly Pisciotta Construction Manager: Andrea Dinkins Person in charge of marketing: Penny Seater & Jessi Blakely Property manager: Andrea Dinkins Housing Counselor: Gavle Fleming Financial staff person responsible for approving submission of NSP payment requests: _ Penny Seater Any change in the key personnel assigned or their general responsibilities under this project are subject to the prior approval of the CITY. E. Performance Monitoring The CITY will monitor the performance of the DEVELOPER based on goals and performance standards as stated above along with all other applicable Federal, State and local laws, regulations and policies governing the funds provided under this Agreement. Substandard performance as determined by the CITY will constitute noncompliance with this Agreement. If corrective action is not taken by the DEVELOPER within a reasonable period of time after being notified by the CITY and as determined by the CITY, contract suspension or termination procedures may be initiated. DEVELOPER 71Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement agrees to provide HUD, the HUD Office of Inspector General, the General Accounting Office, and any person designated by the CITY access to all records related to performance of activities in this Agreement. F. Progress Reports and Other Reports DEVELOPER hereby agrees to provide monthly progress reports and other reports required by CITY on forms to be provided by CITY. Failure to adequately complete a progress report shall be a fundamental breach of this Agreement II. TIME OF PERFORMANCE A. Start and Completion Dates Services of the DEVELOPER shall start on the day of the execution of the subject Agreement and end on the 31st day of December 2013 with all NSP funds allocated having been expended and houses sold by that date, unless CITY at its sole discretion approvals a later completion date. The term of this Agreement and the provisions herein shall be subject to extension by the CITY to cover any additional time period during which the DEVELOPER is responsible for NSP reporting or compliance measures or remains in control of NSP funds or other NSP assets, including program income. B. NSP Funds Obligation Deadline The DEVELOPER recognizes and understands that by entering into this Agreement, the CITY wishes to further its provision of affordable rental housing to income qualified renters in a timely manner. The DEVELOPER also recognizes and understands that the DEVELOPER's performance as established under this Agreement is critical to the CITY's efforts in the provision of affordable housing, compliance with NSP3 requirements, and requirements for the expenditure of NSP3 funds. The DEVELOPER agrees that time is of the essence in regard to the DEVELOPER's completion of the Project and the timely expenditure of Grant funds. In recognition of the above, the DEVELOPER shall implement the Project as provided herein such that the DEVELOPER shall have drawn and appropriately expended no less than the following: $138,360.00 (50 %) of the Grant by February 15. 2013 and $276,720.00 (100 %) of the Grant by December 31, 2013 81Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement III. BUDGET A. Program Budget The total amount of NSP funding allocated to DEVELOPER is $276,720.00. This amount represents an allocation of the CITY's total NSP funding contingent upon DEVELOPER's performance. B. Additional Budget Details A detailed project budget and cash flow projections are included in Exhibit A. C. Recapture and Reallocation of DEVELOPER'S Allocation of NSP Funds If DEVELOPER fails to expend NSP funds as required with regard to the goals and delivery schedule in Exhibit A, CITY at its sole discretion may recapture a portion or all of the DEVELOPER's total NSP funding allocation. The portion recaptured will be equal to CITY's estimate of the amount of NSP funds that would remain unspent by the spending deadlines described herein, based on DEVELOPER'S activities to date and capacity to complete the work. In addition, the amount of DEVELOPER's NSP funding allocation that is not obligated or expended by the obligation deadline in Section II.B. herein will be recaptured immediately unless CITY grants a brief extension of the deadline in writing based on extenuating circumstances and compelling evidence that obligations will be completed during the extended period all as determined by the CITY. IV. PAYMENT It is expressly agreed and understood that the total amount of NSP funds to be paid by the CITY to the DEVELOPER under this Agreement shall not exceed the amount described in Section III.A. herein plus additional amounts allocated, if any. Requests for the payment of eligible expenses shall be associated with the budget line items in Exhibit A and in accordance with performance. V. NOTICES Notices required by this Agreement shall be in writing and delivered via U.S. mail (postage prepaid), commercial courier, personal delivery, or transmittal by facsimile or other electronic means. Any notice sent as aforesaid shall be effective on the date of sending. All notices and other written communications under this Agreement shall be addressed to the individuals in the capacities indicated below, unless otherwise modified by subsequent written notice. 91Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement Communication and details concerning this Agreement shall be directed to the following representatives: Habitat for Humanity of Seminole County and Greater Apopka, FL CITY DEVELOPER Name &Title f C o� CITY Penny Seater, Executive Director Name & Title Habitat for Humanity of Seminole County and Greater Apopka, FL DEVELOPER [Address] �`Lrc�� x [CITY, State, ZIP] K1. j • 5132_ [Telephone] [Fax Number] 1100 Americana Blvd [Address] Sanford, FL 32773 [CITY, State, ZIP] 407 - 696 -5855 [Telephone] !I() I _�"I - o sC , [Fax Number] x�, t`("r R [ TV pseater@ habitatseminoleapopka.org [Email Address] J [Email Address] VI. ENTIRE AGREEMENT This agreement between the CITY and the DEVELOPER for the use of funds eligible for receipt supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between the CITY and the DEVELOPER with respect to this Agreement. By way of signing this agreement, the DEVELOPER is bound to perform the agreements within this agreement or any HUD approved amendment thereof. Any amendment to this agreement must receive prior approval by HUD. Additional requirements associated with this agreement are described in Exhibit B. Date 101Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement Attest. City of Sanford, Florida By: Janew6ougherty City Clerk as to form and Date: /0 — a �R © / C2 ._ William L. Colbert, Esquifb - V-' _ City Attorney M1 ! 1 f Signed, sealed and delivered in the presence of Attest Habitat for Humanity of Seminole County and Greater Apopka, Florida, Inc By � Oer sk Date: ' dF - j !^ l2- III Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement Exhibit A: Detailed Budget [see Exhibit A to Single- Family DEVELOPER Agreement. Exhibit B: Additional Requirements I. GENERAL CONDITIONS A. General Compliance The DEVELOPER agrees to comply with all NSP requirements including, but not limited to, those found in the NSP Grant Agreement, HERA, the Recovery Act of 2009, the requirements applicable to entitlement communities under CDBG regulations, all other applicable Federal, State and local laws, regulations, and policies governing the funds provided under this Agreement. The DEVELOPER further acknowledges its responsibility for adherence to all applicable terms and conditions of this grant award by sub - recipient entities and contractors, including, but not limited to, obtaining a DUNS number (or updating the existing DUNS record), and registering with the Central Contractor Registration. The DEVELOPER further agrees to use funds available under this Agreement to supplement rather than supplant funds otherwise available. B. "Independent Contractor" Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer /employee or a partnership between the parties. The DEVELOPER shall at all times remain an "independent contractor" with respect to the services to be performed under this Agreement. The CITY shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and /or medical insurance and Workers' Compensation Insurance, as the DEVELOPER is an independent contractor. 121Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement C. Workers' Compensation The DEVELOPER shall provide Workers' Compensation Insurance coverage for all of its employees involved in the performance of this Agreement. D. Insurance & Bonding 1. In General The DEVELOPER, at its sole expense, shall purchase and maintain in full force and effect during the term of this Agreement and any renewals thereafter, policies of insurance as provided in this section naming CITY as co- insured on all such policies. The dollar value of the bond shall be equal to the goods services and rehabilitation cost on each acquired property. DEVELOPER shall furnish to CITY binders or policies showing the insurance in force as the time of commencement of the present term. The bond shall be issued by a CITY approved surety company or companies in a form acceptable to CITY. 2. Liability Insurance DEVELOPER shall purchase and maintain in full force general liability insurance in an amount of not less than $1,000,000.00 per occurrence for injuries or death to persons and $100,000.00 per occurrence for damage to property. This insurance shall be written with an acceptable company authorized and licensed to do business in the State of Florida and shall be written in a form acceptable to CITY. Said insurance shall be issued prior to beginning any operation and shall be kept in effect until all operations have been successfully terminated as determined by the CITY. Copies or the originals as the case may be, shall be furnished to CITY and shall be approved by CITY before DEVELOPER begins performance under this Agreement. DEVELOPER shall designate CITY as an additional insured on all such policies and such policies shall provide for thirty (30) days written notice of cancellation to the CITY. Further, DEVELOPER shall provide CITY with additional insured endorsement page from each policy in a form acceptable to CITY. CITY reserves the right to approve or reject any deductible amounts in the required coverage, DEVELOPER shall provide at least ten (10) days prior notice to the CITY before any termination or reduction in coverage. Liability insurance may be obtained through a separate policy or through the required policies as approved by the CITY. 3. Property /Casualty and Builder's Risk Insurance Prior to taking title to any NSP- assisted property, DEVELOPER will obtain a property and casualty or builder's risk insurance policy that insures the property for losses up to the amount of estimated replacement costs, which may not be less than the estimated amount of investment in the property as described in the Project Budget. If the Project Budget is increased, the amount of coverage must be increased accordingly. If DEVELOPER cannot obtain insurance coverage in the total amount of investment in the property after making best efforts, CITY at its sole discretion may give written approval of a lesser amount of coverage. DEVELOPER shall designate CITY an additional insured on all such policies and such policies shall provide for thirty (30) days written notice of cancellation to CITY. 131Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement Further, DEVELOPER shall provide CITY with additional insured endorsement page from each policy in a form acceptable to CITY. CITY reserves the right to approve or reject any deductible amounts in the required coverage, DEVELOPER shall provide at least ten (10) days prior notice to the CITY before any termination or reduction in coverage. DEVELOPER alone shall be responsible for investigation and payment of claims not covered by insurance. CITY shall not in any way be responsible for payment of any claims determined to be DEVELOPER's responsibility under this Agreement, but may investigate such matters as it deems appropriate. E. Suspension or Termination In accordance with 24 CFR 85.43 or 84.62, the CITY may suspend or terminate this Agreement if the DEVELOPER materially fails to comply with any terms of this Agreement, which include, but are not limited to, the following: 1. Failure to comply with any of the statutes, regulations or provisions referred to herein, or such statutes, regulations, executive orders, and HUD policies or directives as may become applicable at any time; 2. Failure, for any reason, of the DEVELOPER to fulfill in a timely and proper manner its obligations under this Agreement; 3. Ineffective or improper use of funds provided under this Agreement; or 4. Submission by the DEVELOPER to the CITY reports that are incorrect or incomplete in any material respect or are designed to mislead the CITY. This Agreement may also be terminated for convenience by mutual agreement between the CITY and the DEVELOPER, in whole or in part, by setting forth the reasons for such termination, the effective date and, in the case of partial termination, the portion to be terminated. However, if in the case of a partial termination, the CITY determines that the remaining portion of the award will not accomplish the purpose for which the award was made, the CITY may terminate the award in its entirety. Such a termination shall only be carried out with the explicit written approval from HUD. F. Dispute Resolution (a) in the event of a dispute related to any performance or payment obligation arising under this Agreement, the parties agree to exhaust any alternative dispute resolution procedures reasonably imposed by the CITY prior to filing 141Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement suit or otherwise pursuing legal remedies with the parties equally bearing the cost thereof. (b) The DEVELOPER agrees that it will file no suit or otherwise pursue legal remedies based on facts or evidentiary materials that were not presented for consideration to the CITY in alternative dispute resolution procedures or which the DEVELOPER had knowledge and failed to present during the CITY procedures. (c) In the event that CITY procedures are exhausted and a suit is filed or legal remedies are otherwise pursued, the parties shall exercise best efforts to resolve disputes through voluntary mediation. Mediator selection and the procedures to be employed in voluntary mediation shall be mutually acceptable to the parties. Costs of voluntary mediation shall be shared equally among the parties. (d) Timely payment for non - construction services. —The time at which payment is due for a purchase other than construction services by the City shall be calculated from: (1) The date on which a proper invoice is received by the CITY after approval by the governing body, if required; or (2) If a proper invoice is not received by the local governmental entity, the date: (a) On which delivery of personal property is accepted by the local governmental entity; (b) On which services are completed; (c) On which the rental period begins; or (d) On which the local governmental entity and vendor agree in a contract that provides dates relative to payment periods; (e) Timely payment for purchases of construction services. — (1) The due date for payment for the purchase of construction services by the CITY is determined as follows: (a) If an agent must approve the payment request or invoice before the payment request or invoice is submitted to the local governmental entity, payment is due (25) business days after the date on which the payment request or invoice is stamped as received. The DEVELOPER may send the local government an overdue notice. If the payment request or invoice is not rejected within (4) business days after delivery of the overdue notice, the payment request or invoice shall be deemed accepted, except for any portion of the payment request or invoice that is fraudulent or misleading. (b) If an agent need not approve the payment request or invoice submitted by the contractor, payment is due 20 business days after the date on which the payment request or invoice is stamped as received. (f) Procedures for calculation of payment due dates.— 151 Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement (1) Each local governmental entity shall establish procedures whereby each payment request or invoice received by the local governmental entity is marked as received on the date on which it is delivered to an agent or employee of the local governmental entity or of a facility or office of the local governmental entity. (2) The payment due date for a local governmental entity for the purchase of goods or services other than construction services is (45) days after the date. (3) If the terms under which a purchase is made allow for partial deliveries and a payment request or proper invoice is submitted for a partial delivery, the time for payment for the partial delivery shall be calculated from the time of the partial delivery. (4) All payments, other than payments for construction services, due from a local governmental entity and not made within the time specified by this section bear interest from 30 days after the due date at the rate of 1 percent per month on the unpaid balance. The vendor must invoice the local governmental entity for any interest accrued in order to receive the interest payment. Any overdue period of less than 1 month is considered as 1 month in computing interest. Unpaid interest is compounded monthly. For the purposes of this section, the term "1 month" means a period beginning on any day of one month and ending on the same day of the following month. (g) The venue for any lawsuit shall be the Circuit Court for the 18 th Judicial Circuit in and for Seminole County as to State law causes of action and the United States District Court, Middle District of Florida, Orlando Division as to Federal causes of action. II. ADMINISTRATIVE REQUIREMENTS A. Financial Management 1. Accounting Standards The DEVELOPER agrees to comply with 24 CFR 85.20 -26 for other governmental entities and agrees to adhere to the accounting principles and procedures required therein, use adequate internal controls, and maintain necessary source documentation for all costs incurred. 2. Cost Principles The DEVELOPER shall administer its program in conformance with OMB Circulars A -87, "Cost Principles for State, Local and Indian Tribal Governments," A -122, "Cost Principles for Non - Profit Organizations," or A -21, "Cost Principles 161Pa -e HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement for Educational Institutions," as applicable. These principles shall be applied for all costs incurred whether charged on a direct or indirect basis. B. Documentation and Record Keeping Client Data The DEVELOPER shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and description of service or benefit provided. Such information shall be made available upon request to CITY monitors or their designees for review. 2. Records to be Maintained The DEVELOPER shall maintain all records required by Federal regulations specified in 24 CFR 570.506. Such records shall include but not be limited to: a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken benefits low -, moderate -, or middle- income persons. c. Records required to determine the eligibility of activities and the eligibility of all properties assisted; d. Records required to document the purchase and sale amounts of each property, discounts, and the sources and uses of funds for each activity; e. Records documenting compliance with the fair housing and equal opportunity requirements of the NSP program, including but not limited to the racial, ethnic, and gender characteristics of persons who are applicants for, participants in, or beneficiaries of the program; f. Records documenting efforts to ensure that the initial successor in interest in a foreclosed upon dwelling or residential real property has complied with the tenant protection requirements. g. Financial records as required by 24 CFR 570.502, and 24 CFR 84.212; and h. Other records necessary to document compliance with Subpart K of 24 CFR Part 570. 171 Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement 3. Retention The DEVELOPER shall retain all financial records, supporting documents, statistical records, and all other records pertinent to the Agreement for a period of five (5) years. The retention period begins on the date that the CITY submits its first quarterly performance report to HUD via DRGR. Notwithstanding the above, if litigation, claims, audits, negotiations or other actions that involve any of the records cited has commenced before the expiration of the five -year period, then such records must be retained until completion of the actions and resolution of all issues, or the expiration of the five -year period, whichever occurs later. 4. Disclosure The DEVELOPER understands that client information collected under this Agreement is private and the use or disclosure of such information, when not directly connected with the administration of the CITY's or DEVELOPER's responsibilities with respect to services provided under this Agreement, is prohibited by law unless written consent is obtained from such person receiving service and, in the case of a minor, that of a responsible parent /guardian unless disclosure is required by controlling law. 5. Close -outs The DEVELOPER'S obligation to the CITY shall not end until HUD completes all close -out requirements for the NSP grant. Activities during this close -out period shall include, but are not limited to: making final payments; disposing of program assets (including, but not limited to, the return of all unused materials, equipment, unspent cash advances, program income balances, and accounts receivable to the CITY) and determining the custodianship of records. However, the terms of this Agreement shall remain in effect during any period that the DEVELOPER has control over NSP funds, including program income. 6. Audits & Inspections All DEVELOPER records with respect to any matters covered by this Agreement shall be made available to the CITY, HUD, and the Comptroller General of the United States or any of their authorized representatives, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the DEVELOPER within thirty (30) days after receipt by the DEVELOPER. Failure of the DEVELOPER to comply with 181Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement the above audit requirements will constitute a violation of this contract and may result in the withholding of future payments or termination of this agreement. The DEVELOPER hereby agrees to have an annual agency audit conducted in accordance with current CITY policy concerning DEVELOPER audits and OMB Circular A -133. C. Reporting and Payment Procedures 1. Indirect Costs Direct and indirect costs of staff shall not be charged by DEVELOPER. DEVELOPER will be reimbursed for internal costs through a DEVELOPER fee or any similar fee as specified in this Agreement. 2. Payment Procedures The CITY will pay to the DEVELOPER funds available under this Agreement based upon information submitted by the DEVELOPER and consistent with any approved budget and CITY policy concerning payments. Payments will be made for eligible NSP related expenses actually incurred by the DEVELOPER, and will not exceed actual cash requirements. Payments will be adjusted by the CITY in accordance with advance fund and program income balances available in DEVELOPER accounts. In addition, the CITY reserves the right to liquidate funds available under this Agreement for costs incurred by the CITY on behalf of the DEVELOPER. HUD, through the Disaster Recovery Grant Reporting (DRGR) system, generally provides access to grant funds within three (3) working days of an electronically submitted request by the CITY. To ensure expeditious implementation of activities, CITY agrees to draw funds from the line of credit and make payment to the DEVELOPER within 10 working days of receipt of the DEVELOPER'S complete and properly submitted requests for payment for activities under this agreement, if feasible. DEVELOPER agrees to submit requests for payment in a timely manner in the form and at the times directed by the CITY in its sole discretion. 3. Progress Reports The DEVELOPER shall submit regular Progress Reports to the CITY in the form, content and frequency as required by the CITY. D. Procurement 1. Program Income 191Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement The DEVELOPER shall report no less frequently than monthly all program income generated by activities carried out with NSP funds made available under this Agreement. The DEVELOPER may use such income during the contract period for activities permitted under this contract and shall reduce requests for additional funds by the amount of any such program income balances on hand. All unexpended program income shall be returned to the CITY at the end of the contract period or as otherwise specified by the CITY. Any interest earned on cash advances from the U.S. Treasury and from funds held in a revolving fund account is not program income and shall be remitted promptly to the CITY. 2. Compliance The DEVELOPER shall comply with all CITY policies concerning the purchase of equipment and shall maintain inventory records of all non - expendable personal property as defined by such policy as may be procured with funds provided herein. All program assets (unexpended program income, property, equipment, etc.) not otherwise disposed of in the closeout agreement shall revert to the CITY upon termination of this Agreement. 3. OMB Standards Unless otherwise specified within this agreement, the DEVELOPER shall procure all materials, property, or services in accordance with the requirements of 24 CFR 84.40. 4. Travel The DEVELOPER shall obtain written approval from the CITY for any costs for travel outside the area served with funds provided under this Agreement. E. Use of and Reversion of Assets The use and disposition of real property and equipment under this Agreement shall be in compliance with the requirements of 24 CFR Part 84 [or Part 85] and 24 CFR 570.503, 570.504, and 570.505, as applicable, which include but are not limited to the following: 1. The DEVELOPER shall transfer to the CITY any NSP funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration, cancellation, or termination, unless otherwise specified in the HUD closeout agreement with the CITY. 201 Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement 2. Real property under the DEVELOPER's control that was acquired or improved, in whole or in part, with funds under this Agreement shall be used in accordance with the NSP application for the period consistent with the land - banking and continued affordability requirements. If the DEVELOPER fails to use NSP- assisted real property in a manner that meets NSP land- banking, affordability and benefit requirements within and for the prescribed period of time, the DEVELOPER shall comply with the applicable sections under 24 CFR 570.503, 570.504, and 570.505. 3. In all cases in which equipment acquired, in whole or in part, with funds under this Agreement, is sold, the proceeds shall be program income (prorated to reflect the extent to which funds received under this Agreement were used to acquire the equipment). Equipment not needed by the DEVELOPER for activities under this Agreement shall be (a) transferred to the CITY for the NSP program or (b) retained after compensating the CITY an amount equal to the current fair market value of the equipment less the percentage of non -NSP funds used to acquire the equipment. III. RELOCATION, REAL PROPERTY ACQUISITION AND ONE - FOR -ONE HOUSING REPLACEMENT The DEVELOPER agrees to comply with (a) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24; 24 CFR Part 42 — Displacement, Relocation Assistance and Real Property Acquisition for HUD and HUD Assisted Programs; and 24 CFR 570.606 — Displacement, relocation acquisition, and replacement of housing. The DEVELOPER shall provide appropriate relocation assistance (URA or section 104(d)) to eligible displaced persons as defined by applicable HUD and /or URA regulations that are displaced as a direct result of acquisition, rehabilitation, demolition or conversion for an NSP- assisted project. The DEVELOPER also shall to comply with applicable CITY or local ordinances, resolutions and policies as well as State law concerning the displacement of persons. The DEVELOPER shall use NSP funds to demolish major structures or convert units from non- residential uses only with the prior written permission of CITY. Permission for demolition of minor structures such as porches, sheds and garages shall be deemed to have been granted when CITY approves the plans and specifications (which may also be called "work write - ups ") for a particular property that DEVELOPER is assisting with NSP funds. IV. TENANT PROTECTION REQUIREMENTS The DEVELOPER shall to comply with the Recovery Act provisions concerning tenant protections applicable to NSP acquisitions of foreclosed property. The DEVELOPER shall document its 211Pa-e HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement efforts to ensure that the initial successor in interest (ISII) in a foreclosed upon dwelling or residential real property (typically, the ISII in property acquired through foreclosure is the lender or trustee for holders of obligations secured by mortgage liens) has provided bona fide tenants with the notice and other protections outlined in the Recovery Act. The DEVELOPER shall not use NSP funds to finance the acquisition of property from any ISII that failed to comply with applicable requirements unless the DEVELOPER assumes the obligations of such ISII with respect to bona fide tenants. If the DEVELOPER elects to assume such obligations, it may only do so if the tenant is still occupying the property and will provide any tenant displaced as a result of the NSP funded acquisition with the assistance outlined in 24 CFR 570.606. If the DEVELOPER knows that the ISII did not comply with the NSP tenant protection requirements and vacated the property contrary to the NSP requirements, NSP funds cannot and shall not be used to acquire such properties. V. PERSONNEL & PARTICIPANT CONDITIONS A. Civil Rights 1. Compliance The DEVELOPER shall comply with applicable state and local civil rights ordinances and with Title VI of the Civil Rights Act of 1964 as amended, Title VIII of the Civil Rights Act of 1968 as amended, section 104(b) and section 109 of Title I of the Housing and Community Development Act of 1974 as amended (the HCDA), section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246 as amended or implemented by Executive Orders 11375, 11478, 12107 and 12086. 2. Nondiscrimination The DEVELOPER shall to comply with the non - discrimination in employment and contracting opportunities laws, regulations, and executive orders referenced in 24 CFR 570.607, as revised by Executive Order 13279. The applicable non - discrimination provisions in section 109 of the HCDA are still applicable. 3. Section 504 The DEVELOPER agrees to comply with all Federal regulations issued pursuant to section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), which prohibits discrimination against the individuals with disabilities or handicaps in any Federally assisted program. The CITY shall provide the DEVELOPER with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement. 221Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement B. Affirmative Action 1. Approved Plan The DEVELOPER shall commit and is committed to carry out, pursuant to the CITY's specifications, an Affirmative Action Program in keeping with the principles as provided in President's Executive Order 11246 of September 24, 1966. The CITY shall provide Affirmative Action guidelines to the DEVELOPER to assist in the formulation of such program. The DEVELOPER shall submit a plan for an Affirmative Action Program for approval prior to the award of funds. 2. Women- and Minority -Owned Businesses (W /MBE) The DEVELOPER shall use its best efforts to afford small businesses, minority business enterprises, and women's business enterprises the maximum practicable opportunity to participate in the performance of this contract. As used in this contract, the terms "small business" means a business that meets the criteria set forth in section 3(a) of the Small Business Act, as amended (15 U.S.C. 632), and "minority and women's business enterprise" means a business at least fifty -one (51) percent owned and controlled by minority group developers or women. The DEVELOPER may rely on written representations by businesses regarding their status as minority and women -owned business enterprises in lieu of an independent investigation. 3. Access to Records The DEVELOPER shall furnish and cause each of its own developers or subcontractors to furnish all information and reports required hereunder and will permit access to its books, records and accounts by the CITY, HUD or its agent, or other authorized Federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein. 4 Equal Employment Opportunity and Affirmative Action (EEO /AA) Statement The DEVELOPER shall, in all solicitations or advertisements for employees placed by or on behalf of the DEVELOPER; state that it is an Equal Opportunity or Affirmative Action employer. 5. Subcontract Provisions The DEVELOPER shall include the provisions of the prior Section V A, Civil Rights, and B, Affirmative Action, in every subcontract or purchase order, 231Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement specifically or by reference, so that such provisions will be binding upon each of its own developers or subcontractors. C. Employment Restrictions 1. Prohibited Activity The DEVELOPER is prohibited from using funds provided herein or personnel employed in the administration of the program for: political activities; inherently religious activities; lobbying; political patronage; and nepotism activities. 2. Labor Standards The DEVELOPER shall comply with the requirements of the Secretary of Labor in accordance with the Davis -Bacon Act, as amended, the provisions of Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq.) and all other applicable Federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Agreement. The DEVELOPER agrees to comply with the Copeland Anti -Kick Back Act (18 U.S.C. 874 et seq.) and its implementing regulations of the U.S. Department of Labor at 29 CFR Part 5. The DEVELOPER shall maintain documentation that demonstrates compliance with hour and wage requirements of this part. Such documentation shall be made available to the CITY for review upon request. The DEVELOPER shall ensure that, except with respect to the rehabilitation or construction of residential property containing less than eight (8) units, all contractors engaged under contracts in excess of $2,000.00 for construction, renovation or repair work financed in whole or in part with assistance provided under this contract, shall comply with Federal requirements adopted by the CITY pertaining to such contracts and with the applicable requirements of the regulations of the Department of Labor, under 29 CFR Parts 1, 3, 5 and 7 governing the payment of wages and ratio of apprentices and trainees to journey workers; provided that, if wage rates higher than those required under the regulations are imposed by state or local law, nothing hereunder is intended to relieve the DEVELOPER of its obligation, if any, to require payment of the higher wage. The DEVELOPER shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of this paragraph. 3. "Section 3" Clause a. Compliance 241Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement Compliance with the provisions of Section 3 of the Housing and Urban Development Act of 1968, as amended, and as implemented by the regulations set forth in 24 CFR 135, and all applicable rules and orders issued hereunder prior to the execution of this contract, shall be a condition of the Federal financial assistance provided under this contract and binding upon the CITY, the DEVELOPER and any of the DEVELOPER's subcontractors. Failure to fulfill these requirements shall subject the DEVELOPER and any of the DEVELOPER's subcontractors, their successors and assigns, to those sanctions specified by the Agreement through which Federal assistance is provided. The DEVELOPER certifies and agrees that no contractual or other disability exists that would prevent compliance with these requirements. The DEVELOPER shall comply with the Section 3 requirements and to include the following language in all subcontracts executed under this Agreement: "The work to be performed under this Agreement is a project assisted under a program providing direct Federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended (12 U.S.C. 1701). Section 3 requires that to the greatest extent feasible opportunities for training and employment be given to low- and very low- income residents of the project area, and that contracts for work in connection with the project be awarded to business concerns that provide economic opportunities for low- and very low- income persons residing in the metropolitan area in which the project is located." The DEVELOPER shall ensure that opportunities for training and employment arising in connection with a housing rehabilitation (including reduction and abatement of lead -based paint hazards), housing construction, or other public construction project are given to low- and very low- income persons residing within the metropolitan area in which the NSP- funded project is located. Where feasible, priority shall be given to low- and very low- income persons within the service area of the project or the neighborhood in which the project is located, and to low - and very low- income participants in other HUD programs; and award contracts for work undertaken in connection with a housing rehabilitation (including reduction and abatement of lead -based paint hazards), housing construction, or other public construction project to business concerns that provide economic opportunities for low- and very low- income persons residing within the metropolitan area in which the NSP- funded project is located. Where feasible, priority shall be given to business concerns that provide economic opportunities to low- and very 251Pagc HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement low- income residents within the service area or the neighborhood in which the project is located, and to low- and very low- income participants in other HUD programs. The DEVELOPER certifies and agrees that no contractual or other legal incapacity exists that would prevent compliance with these requirements. b. Notifications The DEVELOPER shall transmit to each labor organization or representative of workers with which it has a collective bargaining agreement or other contract or understanding, if any, a notice advising said labor organization or worker's representative of its commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training. C. Subcontracts The DEVELOPER shall include this Section 3 clause in every subcontract and shall take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the CITY'S agency. The DEVELOPER shall not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 and will not let any subcontract unless the entity has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. D. Conduct 1. Assignability The DEVELOPER shall not assign or transfer any interest in this Agreement without the prior written consent of the CITY thereto and HUD; provided, however, that claims for money due or to become due to the DEVELOPER from the CITY under this contract may be assigned to a bank, trust company, or other financial institution without such approval. Notice of any such assignment or transfer shall be furnished promptly to the CITY. 2. Subcontracts a. Approvals 261 Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement The DEVELOPER shall not enter into any subcontracts over $100,000 with any agency or individual in the performance of this contract without the written consent of the CITY prior to the execution of such agreement. b. Monitoring The DEVELOPER shall monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow -up actions taken to correct areas of noncompliance. C. Content The DEVELOPER shall cause all of the provisions of this contract in its entirety to be included in and made a part of any subcontract executed in the performance of this Agreement. d. Selection Process The DEVELOPER shall undertake to ensure that all subcontracts let in the performance of this Agreement shall be awarded on a fair and open competition basis in accordance with applicable procurement requirements. Executed copies of all subcontracts shall be forwarded to the CITY along with documentation concerning the selection process. 3. Hatch Act The DEVELOPER shall not use funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engaged in the conduct of political activities in violation of Chapter 15 of Title V of the United States Code. 4. Conflict of Interest The DEVELOPER agrees to abide by the provisions of 24 CFR 84.42 and 570.611 which include (but are not limited to) the following: a. The DEVELOPER shall maintain a written code or standards of conduct that shall govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds. 271 Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement b. No employee, officer or agent of the DEVELOPER shall participate in the selection, or in the award, or administration of, a contract supported by Federal funds if a conflict of interest, real or apparent, would be involved. C. No covered persons who exercise or have exercised any functions or responsibilities with respect to NSP- assisted activities, or who are in a position to participate in a decision - making process or gain inside information with regard to such activities, may obtain a financial interest in any contract, or have a financial interest in any contract, subcontract, or agreement with respect to the NSP- assisted activity, or with respect to the proceeds from the NSP- assisted activity, either for themselves or those with whom they have business or immediate family ties, during their tenure or for a period of one (1) year thereafter. For purposes of this paragraph, a "covered person" includes any person who is an employee, agent, consultant, officer, or elected or appointed official of the CITY, the DEVELOPER, or any designated public agency. 5. Lobbyin The DEVELOPER hereby certifies that: a. No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form -LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; and C. It shall require that the language of paragraph (d) of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, 281Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement loans, and cooperative agreements) and that all developers shall certify and disclose accordingly: d. Lobbying Certification This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S.C. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. 6. Copyright If this contract results in any copyrightable material or inventions, HUD reserves the right to royalty -free, non - exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use, the work or materials for governmental purposes. 7. Religious Activities The DEVELOPER shall comply with 24 CFR 570.200(j) and shall not use to support inherently religious activities. VI. ENVIRONMENTAL CONDITIONS A. Air and Water The DEVELOPER shall comply with the following requirements insofar as they apply to the performance of this Agreement: 1. Clean Air Act, 42 U.S.C., 7401, et seq.; 2. Federal Water Pollution Control Act, as amended, 33 U.S.C., 1251, et seq., as amended, 1318 relating to inspection, monitoring, entry, reports, and information, as well as other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder; 3. Environmental Protection Agency (EPA) regulations pursuant to 40 CFR Part 50, as amended. B. Flood Disaster Protection 291Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. 4001), the DEVELOPER shall assure that for activities located in an area identified by the Federal Emergency Management Agency (FEMA) as having special flood hazards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes (including rehabilitation). C. Lead -Based Paint The DEVELOPER agrees that any construction or rehabilitation of residential structures with assistance provided under this Agreement shall be subject to HUD Lead - Based Paint Regulations at 24 CFR 570.487 or 24 CFR 570.608, and 24 CFR Part 35, Subpart B. Such regulations pertain to all NSP- assisted housing and require that all owners, prospective owners, and tenants of properties constructed prior to 1978 be properly notified that such properties may include lead -based paint. Such notification shall point out the hazards of lead -based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead -based paint poisoning and the advisability and availability of blood lead level screening for children under seven. The notice should also point out that if lead -based paint is found on the property, abatement measures may be undertaken. The regulations further require that, depending on the amount of Federal funds applied to a property, paint testing, risk assessment, treatment and /or abatement may be conducted. Documentation shall be retained in the files for compliance to the above statement. D. Historic Preservation The DEVELOPER shall comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. 470) and the procedures set forth in 36 CFR Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this agreement. In general, this requires concurrence from the State Historic Preservation Officer for all rehabilitation and demolition of historic properties that are fifty years old or older or that are included on a Federal, state, or local historic property list. VII. ENVIRONMENTAL REVIEW All NSP assistance is subject to the National Environmental Policy Act of 1969 and related federal environmental authorities and regulations at 24 CFR part 50 or 58. 301Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement VIII. REHABILITATION STANDARDS The DEVELOPER shall implement all NSP- assisted rehabilitation of an abandoned or foreclosed - upon home or residential property in compliance with the rehabilitation standards in the Consortium's NSP application and in accordance with applicable laws, codes, and other requirements relating to housing safety, quality, and habitability, in order to sell, rent, or redevelop such homes and properties. IX. TIMELINESS OF USE AND EXPENDITURE OF NSP FUNDS The DEVELOPER shall ensure that NSP allocated funds are expended within a timely manner in accordance with the schedule in this Agreement. Should the Consortium as a whole fail to meet the requirement to expend its award prior to the deadline in its grant agreement with HUD, HUD, on the first business day after that deadline, the DEVELOPER shall notify the CITY, restrict the amount of unused funds in the CITY's line of credit, and begin the process of de- obligating the unused amounts. X. ELIGIBILITY AND ALLOWABLE COSTS The DEVELOPER shall ensure and document that its NSP activities meet eligible use, allowable cost, and eligible activity requirements of NSP. XI. PURCHASE DISCOUNT The DEVELOPER shall acquire property with NSP funds at a minimum discount of one percent for each residential property. This requirement applies to all properties purchased with NSP funds, and the discount must be taken from the current market appraised value. XI 1. EMINENT DOMAIN • The DEVELOPER shall not undertake any involuntary acquisition of property with NSP funds without prior written consent of the Lead Applicant and written opinion of counsel that such acquisition is lawful. See Housing and Economic Recovery Act of 2008 — Public Law 110 - 289 -July 30, 2008 — Section 2303. "No State or Unit of general local government may use any amounts received pursuant to section 2301 to fund any project that seeks to use the power of eminent domain, unless eminent domain is employed only for a public use: Provided, That for purposes of this section, public use shall not be construed to include economic development that primarily benefits private entities." 311Page HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single- Family Homes Developers Agreement XIII. SEVERABILITY If any provision of this Agreement is held invalid, the remainder of the Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect. XIV. SECTION HEADINGS AND SUBHEADINGS The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement. I. WAIVER The CITY's failure to act with respect to a breach by the DEVELOPER does not waive its right to act with respect to subsequent or similar breaches. The failure of the CITY to exercise or enforce any right or provision shall not constitute a waiver of such right or provision. 321Pa e HUD Neighborhood Stabilization Program Three Acquisition, Rehabilitation, and Resale of Single - Family Homes Developers Agreement l53 k k OFFICE OF HUMAN RESOURCES AND RISK MANAGEMENT TRANSMITTAL MEMORANDUM r To: City Clerk RE: Request for Services The item(s) noted below is /are attached and forwarded to your office for the following action(s): El Development Order Final Plat (original mylars) Letter of Credit Maintenance Bond Ordinance Performance Bond Resolution Once completed, please: ❑ Return original ❑ Return copy El Special Instructions: Q41 ❑ Mayor's signature ❑ Recording ❑ Rendering Safe keeping (Vault) ❑ Record Custodian w� �('�'sl�r�Ul�� � d'� �c ��.►P � �t✓� � �1G1�.i.� < <�•�G 7 . ��i ,� Please advise if you have any questions regarding the above. Tha you! 4*0 From Date TADept_ forms \City Clerk Transmittal Memo - 2009.doc