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HomeMy WebLinkAboutContract 55556CSC No. 55556 STATE OF TEXAS § § COUNTY OF TARRANT § This contract ("Contract") is made and entered into by and between the City of Fort Worth (hereafter "City") and Development Corporation of Tarrant County (hereafter "Developer"), a Texas nonprofit corporation. City and Developer may be refet�ed to individually as a"Party" and jointly as "the Parties". The Parties state as follows: WHEREAS, City has received a grant fi�om the United States Department of Housing and Urban Development ("HUD") through the HOME Investment Partnerships Program, Catalog of Federal Domestic Assistance No. 14.239, with which City desires to promote activities that expand the supply of affordable housing and the development of par�tnerships among City, local governments, lenders, private industry, and non-profit housing organizations; WHEREAS, the primary puipose of the HOME program pursuant to the HOME Investment Partnez•ships Act at Title II of the Cranston Gonzales National Affordable Housing Act of 1990, as amended, 42 U.S.C. 12701 et seq. and the HOME Investment Partnerships Program Final Rule, as amended, 24 CFR Part 92 et seq. is to benefit low income citizens by providing them with affordable housing; WHEREAS, the HOME prograin provides that a minimuin of 15% of the City's HOME allocation is to be set aside annually for use by qualified Community Housing Development Organizations or CHDOs as owners, developers and/or sponsors of the development of affordable housing; WHEREAS, Developer is a Texas nonprofit corporation managed by a volunteer Board of Directars worlcing to increase the number of quality, accessible, and affordable owneiship housing units available to low and moderate income individuals and families and has fulfilled the requirements of the HOME Program to be a CHDO; WHEREAS, City has certified that Developer is a Community Housing Development Organization and has specifically re-cei-tified Developer for the purposes of this Contract; WHEREAS, Developer requested CHDO set-aside funds for an eligible project whereby Developer will construct a single family house to be located at 2750 Ash Crescent Street, Fort Worth, TX 76104 for sale to an eligible low- to moderate-incoine homebuyer; WHEREAS, Developer has secured a commercial const�uction loan for a pot�tion of the construction costs of the house; CHDO SINGLE I'AMILYCONTRACT Page 1 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 WHEREAS, City citizens and the City Council have determined that the development of quality, accessible, affardable housing is needed for moderate-, low-, and very low-income City citizens. NOW, THEREFORE, in consideration of the mutual covenants and obligations and responsibilities contained herein, including all Exhibits and Attachinents, and subject to the terms and conditions her•einaftei• stated, the Parties understand and agree as follows: L INCORPORATION OF RECITALS. City and Developer hereby agree that the recitals set for-th above are tilte and correct and form the basis upon which the Parties have entered into this Contract. 2. DEFINITIONS. In addition to terms defined in the body of this Contract, the following terms shall have the definitions ascribed to them as follows: Affordable House means a house purchased by a HOME Eligible Buyer for which the monthly payment of principal, interest, property taxes, and hazard insurance is not more than 30% or less than 20% of the homebuyer's monthly gross income. In the case of new house construction, the percentage of the homebuyer's monthly gross income shall not exceed 32%. Act means the HOME Investment Partnerships Act at Title II of the Cranston Gonzales National Affordable Housing Act of 1990, as amended, 42 U.S.C. 12701 et seq. Affordability Period means the period of time that a house ptuchased or constructed with HOME funds must remain affordable and subject to recapture provisions in 24 CFR Part 92.254 of the HOME Regulations. The Affordability Period for the house constructed under this Conhact is 5 years unless otherwise required as set forth in Section 73.2. The Affordability Period begins on the date the project status is changed to "complete" in IDIS. Area Median Income or AMI means the median family income for the Fort Worth-Arlington metropolitan statistical area as determined annually by HCTD. Business Day means any day that City Hall is officially open for business. Business Diversity Enterprise Ordinance or BDE means City's Business Diversity Ordinance, Ordinance No. 20020-12-201 l. Community Housing Development Organization or CHDO means, as defined in 24 CFR 92.2 as amended fiom time to time, a private nonprofit organization, that: (1) Is organized under State or local laws; CHDO SINGLE FAMILYCONTRACT Page 2 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 (2) Has no pai�t of its net eai�nings inut7ng to the benefit of any member, founder, contributor, or individual; (3) Is neither controlled by, nor under the direction of, individuals or entities seelcing to derive profit or gain from the organization. A CHDO may be sponsored or created by a for-profit entity, but: (i) The for-proiit entity may not be an entity whose primary putpose is the development or management of housing, such as a builder, developer•, or real estate management fii�n; (ii) The for-pro�t entity may not have the right to appoint more than one-third of the membership of the organization's goveining body. Board members appointed by the for-profit entity may not appoint the remaining two-thirds of the board members; (iii) The CHDO must be free to contract for goods and selvices from vendors of its own choosing; and (iv) The ofiicers and employees of the for-profit entity may not be officers or employees of the CHDO. (4) Has a tax exemption iuling fi�om the Internal Revenue Seivice under section 501(c) (3) or (4) of the Internal Revemie Code of 1986 (26 CFR 1,501(c)(3)-1) or 1.501(c)(4)-1)), is classified as a subordinate of a central organization non-proiit under section 905 of the Internal Revenue Code of 1986, or if the private nonprofit organization is an wholly owned entity that is disregarded as an entity separate fiom its owner for tax purposes (e.g., a single member limited liability company that is wholly owned by an organization that qualifies as tax-exempt), the owner organization has a tax exemption ruling fi•om the Internal Revenue Service under section 501(c)(3) or (4) of the Internal Revenue Code of 1986 and meets the definition of a CHDO; (5) Is not a gover�mental entity (including the participating jurisdiction, other jurisdiction, Indian tribe, public housing authority, Indian housing authority, housing finance agency, or redevelopment authority) and is not controlled by a govei�inental entity, An organization that is created by a governmental entity may qualify as a CHDO; however, the governmental entity may not have the right to appoint more than one-third of the membership of the organization's governing body and no more than one-third of the board members may be public officials or employees of the governmental entity. Board members appointed by a governmental entity may not appoint the remaining two-thirds of the board members. The officers or employees of a governmental entity may not be officers or employees of a CHDO; (6) Has standards of iinancial accountability that conform to 2 CFR Part 200.302, `Financial Management' and 2 CFR Part 200.303, `Internal Controls;' (7) Has among its puiposes the provision of decent housing that is affordable to low- income and moderate-income persons, as evidenced in its chat�ter•, articles of incorporation, resolutions, or by laws; (8) Maintains accountability to low-income community residents by: (i) Maintaining at least one-third of its governing board's membership for residents of low-income neighborhoods, other low-income community residents, or elected representative of low-income neighborhood organizations. For urban areas, "community" may be a neighborhood or CHDO SINGLE FAMILYCONTRACT Page 3 Ash Crescent Single Family In�ll Project Development Corpoi•ation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 neighborhoods, city, county or met�opolitan area; for rural areas, it may be a neighborhood or neighborhoods, town, village, county, or multi-county area (but not the entire State); and (ii) Providing a forinal process for low-income-program beneficiaries to advise the organization in its decisions regarding the design, siting, development, and management of affordable housing; (9) Has a demonst�•ated capacity for cal�rying out housing projects with HOME funds. A designated organization undertaking development activities as a developer or sponsor must satisfy this requirement by having paid employees with housing development experience who will work on projects assisted with HOME funds. For its first year of funding as a CHDO, an organization may satisfy this requirement through a cont�act with a consultant who has housing development experience to train appropriate lcey staff of the organization, An organization that will own housing must demonstrate capacity to act as owner of a project and meet the requirements of §92.300(a)(2). A nonprofit organization does not meet the test of demonsti�ated capacity based on any person who is a volunteer or whose services are donated by another organization; and (10) Has a histoiy of seiving the community within which housing to be assisted with HOME funds is to be located. In general, an organization must be able to show one year of seiving the community before HOME funds are reseived for the organization. However, a newly created organization formed by local churches, service organizations or neighborhood organizations may meet this requirement by deinonstrating that its parent organization has at least a year of serving the community. CHDO Proceeds means the net sales proceeds from the sale of the house to a HOME Eligible Buyer which consist of the sales price less payment of (i) the Construction Loan, (ii) Developer Fee and (iii) any common and customary seller's closing costs shown on the seller's Closing Disclosure as approved by City, or as otherwise defined in the HOME Regulations. Complete Documentation means the following documentation as applicable: � Attachments I and II of Exhibit "F" — Reimbursement Forms, with supporting documentation as follows: o Proof of expense: copies of timesheets, invoices, leases, service contracts or other docuinentation showing that payment is due by Developer. o Proof of payment: cancelled checics, banlc statements, or wire transfers necessary to demonst��ate that amounts due by Developer were actually paid by Developet•. • Other documentation: (i) final lien releases signed by the general cont�actor or subcontractors, if applicable; (ii) copies of all City pei�rnits and City-issued "pass" inspections for such worlc; (iii) documentation showing compliance with BDE or DBE bidding process for� procurement or Cont�act activities, if applicable; (iv) proof of contractor, subcontractor or vendor eligibility as described in Section 6.6; CHDO SINGLE FAMILYCONTRACT Page 4 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Cj•escent Street Rev. 03/04/2021 and (v) any other documents or records reasonably necessary to verify costs spent for the house. • Complete Documentation shall meet the standards described in the attached Exhibit "J"- Standards for Complete Documentation. Completion means the substantial completion of the house as evidenced by a Neighborhood Setvices Department Minimal Acceptable Standard Inspection Report, HUD Compliance Inspection Report, and any other applicable final inspection approval from City. Completion Deadline means June 30, 2022. Contract means this cont�•act between Developer and City which is the written agreement required by the HOME Regulations for the use of the HOME Funds and which seives as the development agreement for the development of homebuyer units and the loan agreement for the HOME Loan. Construction Lender means the commercial lender making Developer a first lien constiuction loan for a portion of the consttuction costs of the Required Improvements as more particularly identified in Exhibit "B" - Budget. Construction Loan means the fiist lien loan to Developer from the Construction Lender, Construction Loan Documents means the first and superior security instruments including without limitation, Construction Lender's Promissory Note and Deed of Trust, or any other similar security inst�uments evidencing, secut-ing or guaranteeing Const�uction Lender's interest in the Required Improvements constructed by Developer in accordance with the terms of this Contract as the same may from time to time be extended, amended, restated, supplemented or otherwise modified. DBE means disadvantaged business enteiprise in accordance with 49 CFR Part 26. Deed of Trust means any deed of trust from Developer in favor of City covering the Propei�ty and securing the indebtedness evidenced therein and Developer's performance of the requirements of this Contract and of the HOME Regulations, as the same may be extended, amended, restated, supplemented or otherwise modified. The for�rn of the Deed of Tiltst is attached as part of E�hibit "E" — HOME Loan Documents. Developer Fee means 10% of the total HOME-eligible development costs actually spent for the Required Improvements to be paid to Developer. Director means the Director of City's Neighborhood Seivices Department. Effective Date means the date of execution by the last of the Parties of this Contract. CHDO SINGLE P'AMILYCONTRACT Page 5 Ash Crescent Single Family Infill Project Development Corporation of Tai•rant County — 2750 Ash Crescent Street Rev. 03/04/2021 HAP or HAP Program means City's Homebuyer Assistance Program which provides subordinate forgivable deferred payment purchase money loans with HOME funds for closing cost and/or down payment assistance to eligible homebuyers under the HAP Guidelines. HAP Guidelines means any iules, regulations, guidelines and requirements by City or HUD that a homebuyer must meet in order to (i) qualify for IIAP down payment and/or closing cost assistance, and (ii) fulfill the homebuyer's obligations under the HOME Program during the Affardability Period related to the IIAP Loan. HAP Loan means the subordinate purchase money loan from City under its HAP Program to a HOME Eligible Buyer in the minimum amount of $1,000.00 HAP Loan Documents means the HOME Written Agreement between City and the HOME Eligible Buyer, the promissoiy note in favor of City in the amount of the HAP assistance and the deed of tiust securing the HAP Loan, as well as any other inst�uments evidencing, securing or guaranteeing the HAP Loan, as the same may be extended, amended, restated, supplemented or otherwise modified. HOME means the HOME Investment Partnerships Program. HOME Eligible Buyer means a homebuyer, whether one or more, (i) whose annual income adjusted for family size does not exceed 80°/o of AMI, and (ii) who meets I�AP Guidelines and qualifies for and receives a minimum of $1,000.00 of down payment and/or closing cost assistance in the form of a H.AP loan. HOME Funds means the HOME Program grant funds supplied by City to Developer• under the teims of this Cont�act, which includes the costs set forth m Exhibit "B" — Budget. HOME Loan means the HOME Funds provided to Developer by City in the form of a forgivable deferred payment subordinate loan under the terms of this Contract as more particularly described in the HOME Loan Documents. HOME Loan Documents means the subordinate security instruments including without limitation, City's Promissory Note and Deed of Trust, or any other similar security instruments evidencing, securing or guaranteeing City's interest in the Requued Improvements constructed by Developer in accordance with the tei�rns of this Contract as the same may from time to time be extended, amended, restated, supplemented or otherwise modified. HOME Regulations means the HOME Investment Partnerships Program Final Rule found at 24 CFR Part 92 et seq. HOME Requirements means that the house constructed in part with the HOME Funds must be sold by Developer to a HOME Eligible Buyer who has received a minimum I3AP Loan of $1,000.00 and who will occupy the house as his o1• her Principal Residence tluoughout the Affordability Period in accordance with the HAP Loan Documents and HAP Guidelines. CHDO SINGLE FAMILYCONTRACT Page 6 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 HUD means the United States Department of Housing and Urban Development. IDIS means II�JD's Integrated Disbursement Infoi7nation System, Neighborhood Services Department means City's Neighborhood Seivices Department. Plans means the elevations and site plans related to the Required Improvements prepared by Developer's architect which have been delivered to and then reviewed and approved by City on or before the Effective Date, and any and all amendments thereto approved by City. The elevations for the house are attached as Exhibit "A-1" — Final Elevations. Principal Residence means the house purchased from Developer by a HOME Eligible Buyer who will occupy it continuously throughout the Affordability Period in accordance with the H�P Guidelines and the IIAP Loan Documents. Promissory Note means any note in the amount of the HOME Funds executed by Developer payable to the order• of City, as the same may be extended, amended, restated, supplemented or otheitivise modified. The foi�n of the Promissoiy Note is attached as Exhibit "E" — HOME Loan Documents. Property means the lot or lots on which the Required Improvements shall be constructed as more particularly described in and encumbered by the Deed of Tiust. Required Improvements or the house means all the improvements for a single family house to be constructed on the Property, together with all fixtures, improvements and appurtenances now or later to be located on the Property and/or in such improvements. The house will be commonly known as 2750 Ash Crescent Street, Fort Worth, TX 76104. The Requi�ed Improvements are par�t of an infill housing development project known as the Ash Crescent Single Family Infill Development in which Developer will construct 4 single family houses on scattered sites in the Ash Crescent neighborhood for sale to HOME Eligible Buyers (the "project"). Reimbursement Request means all reports and other documentation described in Section 10. Subordination Agreement means the Subordination Agreement, if any, among the Construction Lender, Developer and City outlining the relative priorities of the Constiuction Loan and the City's Loan for the Required Improvements. 3. TERM AND EXTENSION 3.1 Term. The term of this Contract begins on the Effective Date and terminates in 2 years unless earlier terminated as provided in this Cont�act. 3.1.1 Extension of Contract. This Cont�act may be extended for 1 year upon Developer submitting a request for an extension in writing at least 60 calendar days before the end of the Contract term. The request CHDO SINGLE FAMILYCONTRACT Page 7 Ash Crescent Single Family Infill Project Development Corporation of Tari�ant County — 2750 Ash Crescent Street Rev. 03/04/2021 for extension shall include the reasons for the extension and Developer's anticipated budget, construction schedule and goals for the extended tei�n. It is specifically undeistood and agreed that it is in City's sole discretion whether to approve or deny Developer's request for an additional term. Any such extension shall be in the form of an amendment to this Contract executed by the Parties. 3.2 Term of HOME Loan. The term of the HOME Loan commences on the date of the Promissoiy Note and tertninates in 3 years so long as the terms and conditions of this Contract and the HOME Loan Documents have been met. 4. DUTIES AND RESPONSIBILITIES OF CITY. 4.1 Requirements Prior to Commitment of HOME Funds. 4.1.1 Project Assessment. Prior to commitment of the HOME Funds to the specific local project described herein, City has (i) identified the addresses of the houses that comprise the project; (ii) assessed the ciurent marlcet demand in the neighborhood where the project will be located; (iii) completed an environmental review in accordance with 24 CFR Part 58; (iv) reviewed all necessary commitments of financing, secured or otherwise including grants; (v) established a complete budget for the project in suf�cient detail to determine total pi•oject development costs and its funding, including proposed sotuces and uses; (vi) detei7nined that project costs are reasonable; (vii) completed underwriting and subsidy layering requirements and determined that HOME funds are needed to fill a funding gap; (viii) assessed the feasibility of project constiuction commencing within 12 months of the commitment date; and (ix) established a completion schedule with deadlines that meet all HOME requirements. 4.1.2 Developer Assessment. Prior to commitment of the HOME Funds to the specific local project described herein, City has determined that (i) Developer meets the CHDO qualifications at Section 92.2; (ii) Developer has the financial capacity and experience to undei�talce the specific local project; and (iii) Developer meets the requirements to own, develop, or sponsor the housing set out in 24 CFR Part 92.300(a). 4.2 CHDO Certification. 4.2.1 CI3D0 Certification bv City. Each time City commits HOME funds it must re-certify a nonprofit's qualifications to be a C�IDO and its capacity to own, sponsor or develop housing in accordance with Section 92.300(a) of the HOME Regulations. 4.2.2.1 By execution of this Contract, City represents that it has re-certified that Developer meets the CHDO definition and has the capacity to fulfill the role of developer of the proj ect. CHDO SINGLE FAMILYCONTRACT Page 8 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 4.3 Commitment of HOME Funds. This Contract seives as the HOME written agreement described in 24 CFR Part 92.504(c). The HOME Funds will be comrnitted by City to the project when this Contract is fully executed and becomes legally binding. 4.4 Provide HOME Funds. City shall provide up to $99,862.00 of HOME Funds in the form of the HOME Loan for eligible expenses for the development of the house under the terms and conditions of this Cont�•act and the Loan Documents. 4.5 City Will Monitor. City will monitor the activities and performance of Developer and any of its contractors, subcontractors or vendors annually as required by 24 CFR Part 92.504. 5. DEVELOPER OBLIGATIONS. 5,1 Secure Firm Written Fivancial Commitments. Developer must obtain and furnish City with one or more firm written financial commitments, or evidence of available funds, from non-speculative identified sources in a total amount necessary to complete the project. All award or commitment letters received from funders must be dated prior to the date of the Contract. 5.1.1 City will assess the firm written financial commitments prior to the execution of this Contract to ensure that they are in fact, firm commitments and that (i) the terms and amounts are consistent with the City's financial underwriting of the project; (ii) all sotuces are compatible with HOME requirements; and (iii) all funds can reasonably be expected to close prior to the disbursement of the HOME Funds. 5.2 Construction of Required Improvements. Developer shall complete the construction of the Required Improvements as described in Exhibit "A" — Project Summary and Scope of Work in accordance with the Plans, the schedule in Exhibit "C" — Construction and Reimbursement Schedule, and the terms and conditions of this Contract. 5.2.1 Written Cost Estimates, Constructions Contracts and Construction Documents. Developer shall submit to City the construction contracts and construction documents to show the work to be undertalcen for the Required Improvements in sufficient detail that City can perform all required inspections in accardance with 24 CFR Part 92.251(a)(2)(iv). City shall review written cost estimates for the const�uction of the Required Improvements to determine that such costs are reasonable. In the event City, in its sole discretion, determines that such costs are unreasonable, Developer shall revise said costs estimates to City's satisfaction. 5.3 Use of HOME Funds. 5.3.1 Sale of Required Improvements to a HOME Eli�ible Bu.yer. CHDO SINGLE FAMILYCONTRACT Page 9 Ash Crescent Single Famffy Infill Project Development Corporation of Tai•rant County — 2750 Ash Ci•escent Street Rev. 03/04/2021 Developer shall sell the house to HOME Eligible Buyers under the terms and conditions of this Contract. 5.3.2 Costs in Compliance with HOME Re�ulations and Contract. Developer shall be reimbursed for eligible costs for the Required Improvements with HOME Funds only if City deteimines in its sole discretion that: 5.3.2.1 Costs are eligible expendittu•es in accardance with the HOME Regulations. 5.3,2.2 Costs comply with this Contract and are reasonable and consistent with industiy norms. 5.3.2.3 Complete Documentation, as applicable, is submitted by Developer. 5.3.3 Bud�et• Developer agrees that the HOME Funds will be paid on a reimbursement basis in accordance with Eghibit `B" — Budget, Exhibit `B-1" — Approved Project Budget and Exhibit "C" — Constructiou and Reimbursement Schedule. Developer may increase or decrease line-item amounts in the Approved Project Budget with the Director's prior written approval, which approval shall be in the Director's sole discretion. Any such increase or decrease in line items in the Approved Project Budget shall comply with Section 5.2.1, Exhibit "A" — Project Summary and Scope of Work, and shall not increase the total amount of HOME Funds. 5.3.4 Chan�e in Bud�et. 5.3.4.1 Developer acicnowledges that HOME funds are to be used as gap financing so Developer must obtain a Commercial Loan for the Required Itnprovements and the project. Developer shall promptly report any change in the status of the Commercial Loan to City 5.3.4.2 Developer will notify City promptly of any additional funds it receives far• development of the Required Improvelnents, and City reserves the right to amend this Contt•act in such instances to ensure compliance with HUD regulations governing cost allocation, 5.3.4.3 Developer agrees to utilize the HOME Funds to supplement rather than supplant funds otherwise available for development costs for the house. 5.4 Payment of HOME Funds to Developer. HOME Funds will be disbursed to Developer upon City's approval of Developer's written and signed Reimbursement Requests, including submission of Complete Documentation to City in compliance with Section 10. It is expressly agreed by the Parties that any HOME Funds not reimbursed to Developer shall remain with City. CHDO SINGLE FAMILYCONTRACT Page 10 Ash Crescent Single Family Infill Pt•oject Development Corporation of Tarrant CounTy — 2750 Ash Crescent Street Rev. 03/04/2021 5.5 Identifv Expenses Paid with HOME Funds. Developer will lceep accounts and records in such a manner that City may readily identify and account for expenses reimbursed with HOME funds. These records shall be made available to City for audit put•poses and shall be retained as required hereunder. 5.6 Acl�nowled�ement of City Payment of HOME Funds. Within 90 calendar days after the sale of the house, Developer shall sign an acicnowledgement that City has paid all HOME Funds due under this Contract, or shall deliver a document executed by an officer of Developer identifying all or any portion of the HOME Funds that City has not paid to Developer. Once City has met all of its obligations for payment of HOME Funds hereunder, an officer of Developer shall sign an acicnowledgement of same. 5.7 Security for City's Interest and Developer's Performance. To secm•e City's interest in the Required Improvements and the performance of Developer's obligations hereunder, Developer shall execute the HOME Loan Documents and record the Deed of Tiust at the earlier of (i) the acquisition of the Propei-ty, or (ii) before any construction materials are delivered to the Property or any work is commenced on the Required Improvements. No HOME Funds will Ue paid or reimbursed until the HOME Loan Documents are executed and the Deed of Trust is recorded. City will release the Deed of Trust upon the closing of the sale of the house to a HOME Eligible Buyer. 5.7.1 HOME Loan Terms and Conditions. Developer will be required to: 5.7.1.1 Execute and deliver the Promissory Note and Deed of Trust along with any other HOME Loan Documents required by City. 5.7.1.2 Provide City with a Mortgagee's ar Lender's policy of title insurance in the amount of the HOME Loan. 5,7.1.3 Pay all costs associated with closing the HOME Loan. 5.7.1.4 Provide City with a copy of an estimated settlement statement from the title company at least 1 Business Day before closing of the HOME Loan. 5.7.1,5 Ensure City's lien is subordinate only to the Commercial Loan. City agrees, if requested by the Construction Lender, to execute a Subordination Agreement so long as all terms are agreeable to City. In addition, City must approve in writing any secured financing for the Required Improvements that is to be subordinate to the HOME Loan. 5.7.1.6 The ter�rn of the HOME Loan shall be as specified in Section 3.2, 5.7.1.7 No interest shall acciue on the HOME Loan provided that Developer CHDO SINGLE FAMILYCONTRACT Page ll Ash Crescent Single Family In�ll Project Development Corporation of Tarrant CounTy — 2750 Ash Crescent Street Rev. 03/04/2021 complies with the terms and conditions of the Promissoly Note. 5.7.1.8 The HOME Loan is a forgivable deferred payment loan. The HOME Loan will be forgiven provided that (i) the house is sold to a HOME Eligible Buyer in accordance with the HOME Requirements, and (ii) Developer is not otherwise in default of the HOME Loan terrns ar Cont�act provisions. 5.7.1.9 Early repayment of the HOME Loan shall not relieve Developer of its obligations under this Contract or the HOME Regulations including but not limited to the HOME Requirements. The Deed of Tiust shall secure both repayinent of the HOME Funds, if required, and performance by Developer of its obligations under this Contract. 5.7.1.10 Refinancing of the Constiuction Loan, or any subordinate financing other than that approved herein or otherwise by City, shall require the review and City's prior written approval for the puipose of ensuring compliance with the underwriting and subsidy layering requirements of the HOME Regulations, which approval shall not be unreasonably conditioned or withheld. 5.7.1.11 Default under the Construction Loan shall be considered a default of the HOME Loan. 5.7.1.12 Failure by Developer to comply with this Section 5.71 will be an event of default under this Contract and the HOME Loan Documents. 5.8 Maintain HOME Requirements. Developer shall ensure that the house is sold to a HOME Eligible Buyer as required by this Cont�•act and the HOME Regulations. Developer must notify City in writing if Developer has not entered into a binding sales contract for the house with a HOME Eligible Buyer within 6 inonths of Completion. Such notice must be given within 14 calendar days of the 6 month deadline and Developer shall have 7 calendar days from the date of the notice to submit a detailed plan describing how the house will be sold to a HOME Eligible Buyer within 9 months of Completion. If Developer has not sold the house within 9 months of Completion, then the default provisions of Section 11.3 of this Contract shall apply. 5.9 HOME Requirements Survive Transfer. Any sale or transfer of the Property by Developer during the Contract term, other than a sale of the house to a HOME Eligible Buyer or a t�ansfer due to condemnation or to obtain utility seivices, may at City's sole discretion require the repayrnent of the HOME Funds. At a minimum, any such sale ar transfer will require the new owner or transferee to assume in writing the HOME Requirements as well as all of Developer's other obligations under this Contract. Failure of the new owner or transferee to promptly assume all of Developer's obligations under this Cont�act and the HOME Loan Documents will result in immediate termination of this CHDO SINGLE FAMILYCONTRACT Page 12 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/0412021 Contract and any HOME Funds ah•eady paid to Developer must be repaid to City within 30 days of such tei�nination. In addition, City may pursue any of its remedies under the HOME Loan Documents if the new owner or t�ansferee fails to assume all of Developer's obligations hereunder. 5.10 Maintain CHDO Status. 5.10.1. C�IDO Requirements Met. By the execution of this Contract, Developer represents that it meets the requirements foi• designation as a CHDO set forth in 24 CFR Part 92.2. 5.10.2 CHDO Status Reports. Developer has a continuing duty to provide City with all documentation or infoi7nation in regard to any change in its status as a CHDO or as a 501(c)(3) tax exempt entity within 10 Business Days of said change. Developer shall provide an annual board roster and proof of its continued status as a CHDO to City by January 30t�' of each year. CHDO shall replace any board member who resigns or is otherwise no longer able to seive within 3 inonths of the vacancy. The failure of Developer to maintain its status as a CHDO and a 501(c)(3) tax exempt entity shall result in tei7nination of this Contract and retuzn of all HOME Funds to City if CHDO is unable to cure any violations of this Section within 30 calendar days of written notice from City. 6. CONSTRUCTION 6.1 Construction Schedule. Developer will construct the Required Improvements in accordance with the schedule set forth in the attached Exhibit "C" — Construction and Reimbursement Schedule. Developer shall not begin construction until City sends a Notice to Proceed. Developer's failure to meet the Construction Schedule or the Completion Deadline shall be an event of default. Developer may not change the Construction Schedule without the Director's prior written approval, which approval shall be in the Director's sole discretion. 6.1.1 Construction Inspections. City shall conduct progress and final inspections of the construction of the house to ensure that worlc is done in accordance with applicable codes, Developer's construction contract and the construction documents in accordance with 24 CFR Part 92.251(a)(2)(v). The constiuction of the house must pass a Neighborhood Seivices Department Minimal Acceptable Standard Inspection report, a HCTD Compliance Inspection Report and any other applicable HUD-required inspections during the construction period, along with any applicable final inspection approval from City at the completion of the construction of the house. 6,2 Applicable Laws, Building Codes and Ordinances. The Plans and construction for the house shall (i) confoi7n to all applicable Federal, State, City and other local laws, ordinances, codes, rules and regulations, including the HOME Regulations; (ii) meet all City building codes; (iii) meet the Energy Conseivation requirements as required by the State of Texas in Chapter 11 of the Inteinational Residential Code; (iv) if new CHDO SINGLE FAMILYCONTRACT Page 13 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 const��uction, must conform to the Model Energy Code published by the Council of American Building Officials. 6.3 Property Standards Durin� Construction. If applicable, Developer shall comply with the following during the constiuction of the house: (i) the Uniform Physical Condition Standards ("UPCS") contained in 24 CFR 5.703, and (ii) City property standards. 6.4 Lead-Based Paint Requirements. If applicable, Developer will comply with all Federal lead-based paint requirements including lead screening in housing built prior to 1978 in accordance with 24 CFR Part 92.355 and 24 CFR Part 35, subparts A, B, J, K, M, and R, and the Lead: Renovation, Repair and Painting Program Final Rule, 40 CFR Part 745 in the constzuction and/or rehabilitation of the Required Improvements. 6.5 Approval of Plans bY City Not Release of Responsibility. Approval of the Plans by City shall not constitute or be deemed (i) to be a release of the responsibility or liability of Developer or any of its architects, contractors or subcontractors, or their respective officers, agents, employees and lower tier subcont�actors, for the accuracy or the competency of the Plans, including, but not limited to, any related investigations, surveys, designs, worlcing drawings and specifications or other documents; or (ii) an assumption of any responsibility or liability by City for any negligent act, error or omission in the conduct or preparation of any tests, investigations, suiveys, designs, worlcing drawings and specifications or other documents by Developer or any of its architects, contractors or subcontractors, and their respective officers, agents, employees and lower tier subcontractors. 6.6 Contractor, Vendor and Subcontractor Requirements. Developer will use commerciaily reasonable efforts to ensure that all contractors or vendors utilized by Developer, or subcontractors utilized by Developer's general contractor, are appropriately licensed and such licenses are maintained throughout the consttuction of the house. For puiposes of this Contract, the term "vendors" shall include real estate brolcers, other real estate tnarlceting professionals, title companies, as well as surweyors and appraisers if Developer pays for the suivey or the appraisal. The tei7n "vendors" does not include suppliers and materialmen. Developer shall ensure that all subcontractors or vendors utilized by Developer or subcontractors utilized by Developer's general contractor in the construction of the house, or vendors utilized by Developer in the marketing or sale of the house are not debaned or suspended from performing the contractor's, subcontractor's or vendor's work by City, the State of Texas or the Federal goveinment. Developer acicnowledges that 24 CFR Part 200 forbids Developer from hiring or continuing to employ any contractor, subcontractor or vendor that is listed on the Federal Excluded Parties List System for Award Management, www.sam.gov ("SAM"). Developer must confirm by search of SAM that all contractors, subcontractors or vendars are not listed by SAM as being debat7ed, both prior to hiring and prior to submitting a Reimbursement Request which includes invoices from any such contractor, subcontractor, or vendor. Failure to submit such proofs of search shall be an event of default. In the event that City determines that any cont�actor, subcontractor or vendor has been debarred, suspended, or is not properly licensed, Developer or Developer's general CHDO SINGLE FAMII,YCONTRACT Page 14 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 contractor shall immediately cause such contractor, subcontractor or vendor to stop worlc on the house and Developer shall not be reimbursed for any work performed by such contractor, subcont�actor or vendor. However, this Section shall not be consh�ued to be an assumption of any responsibility or liability by City for the determination of the legitimacy, quality, ability, or good standing of any contractor, subcontractor or vendor•. Developer acicnowledges that the provisions of this Section pertaining to the SAM shall survive the termination of this Contract and be applicable for so long as Developer owns the house which was constructed in whole or in part with the HOME Funds. 7. SALE OF REQUIRED IMPROVEMENTS TO HOME ELIGIBLE BUYER. 7,1 Income Eli�ibilitv. Homebuyet• eligibility will be detei7nined using the definition of annual income in 24 CFR 5.609. 7.2 Sales Price of Required Improvements; Market Analvsis. The sales price of each house shall not exceed 95% of the median purchase price for the area as set by HUD in accordance with 24 CFR 92.254. The sales price of the house shall be established by a market analysis obtained by Developer and furnished by Developer to City within 30 calendar days of Developer applying for building pet7nits from City. The sales price established by the market analysis shall only be valid for 9 months fiom the date of the marlcet analysis. If Developer has not sold the house to a HOME Eligible Buyer within the 9 month period during which the marlcet analysis is valid, a new market analysis must be performed to establish the sales price of the house. City in its sole discretion may extend this 9 month period for up to 60 days if Developer has entered into a binding sales contract for the house before the end of the 9 month period and needs the extension to close the sale of the house. 7.3 HOME Eli�ible Buyer. All purchasers of the house must be HOME Eligible Buyers. Developer must verify that a prospective purchaser is a HOME Eligible Buyer and must timely supply City with all infor�nation necessary to prove eligibility for the HAP Loan. Any attempted sale of a house to a purchaser who is not a HOME Eligible Buyer shall be an event of default and shall result in automatic termination of this Contract. HOME Eligible Buyers must complete a homeownership training and counseling program prior to closing their purchase of the house from Developer. This requirement shall be evidenced by a completion certificate from a I�UD- certified housing counseling agency provided to City. Failure to provide a copy of such certificate to City shall be an event of default. 7.3.1 HAP Participation. All prospective purchasers of a house must apply and qualify for a IIAP Loan of at least $1,000.00 of down payment and/or closing cost ass'rstance at least 30 calendar days prior to closing of the sale of the house. Eligibility for a HAP Loan shall be determined by City in its sole discretion using the HAP Guidelines. City shall enter into a HOME Written Agreement with the prospective purchaser as part of the HAP Loan. If requested by City, Developer shall use its best efforts to timely provide City with all documents necessary for City to process the HAP Loan application, including verification of homebuyer income eligibility. CHDO SINGLE FAMILYCONTRACT Page 15 Ash Crescent Single Family Iniill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 7.3.2 Other HOME Assistance. HOME Regulations require that the amount of HOME investment that is subj ect to recapture is based on the ainount of HOME assistance that enabled the homebuyer to buy the dwelling unit. The sales price of the house will be detei7nined by a market analysis performed by Developer in accordance with Section 7.2. In the event that the price of the house is reduced below the sales price set by the marlcet analysis or a lender's appt•aisal, whichever is lower, and the amount of the reduction in the sales price plus the amount of the HAP Loan exceeds $14,999.00, then the Affordability Pei-iod will be 10 years. If the amount of the reduction in the sales price plus the amount of the FIAP Loan exceeds $39,999.00, then the Affordability Period will be 15 years. 7.3.2.1 If required, the additional Affordability Period will be more par�ticularly described in the HOME Written Agreement and evidenced by a note to City in the amount of the other HOME Assistance described in this subsection (the "other HOME Assistance") and secured by a deed of tiust in favor of City. The loan will be a subordinate forgivable deferred payment loan for the term of the additional required Affordability Period attributable to the other HOME Assistance. City may, in its sole discretion, include the loan terms attributable to the other HOME Assistance in the HAP Loan Docusnents. 7.3.2.2 Developer shall notify City, and if necessary, the prospective homebuyer and the prospective homebuyer's first lien mortgage company within 5 Business Days of determining that the sales price of the house will require an additional Affordability Period. 7.4 Sales Contract. Developer shall provide City with a copy of a proposed sales contract for the house for City approval prior to execution by Developer. City will review and approve the sales contract or request changes within 1 Business Day. The sales contract must contain the following provision: 7.4.1 "The Property was constructed with Federal funds which require that the Buyer occupy it as Buyer's principal residence for up to 15 years. To assure performance of this Federal requirement, Buyer must apply for and obtain a subordinate loan of at least $1,000.00 from the City of Fort Worth's Homebuyer Assistance Program for closing cost and/or down payment assistance. City's loan will be secured with a Deed of Trust which will remain on the Property for a minimum of 5 years. If Buyer occupies the Property as Buyer's principal residence for the full affordability period based on the amount of direct assistance calculated in accordance with Federal requirements, City will forgive its loan. If Buyer does not meet the Federal requirements for City's loan, Seller shall terminate the contract by giving notice to Buyer and the Earnest Money will be refunded to Buyer." 7.5 Developer to Provide Settlement Statement. CHDO SINGLE FAMILYCONTRACT Page 16 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 Developer shall provide City the estimated Closing Disclosures at least 5 Business Days prior to the closing of the sale of the house to a HOME Eligible Buyer. The Closing Disclosures shall show any homebuyer subsidies, the HAP Loan, and, if applicable, any loan from City far the other HOME Assistance as described in Section 7.3.2. Developer shall not close the sale of a house without receiving City's wt7tten approval of the final Seller's Closing Disclosure. Written approval from City to the title company closing the sale of the house which recites that there is no payment due for the HOME Loan and agreeing to execute a Release of Lien for the Deed of Trust shall be deemed written approval of the final Seller's Closing Disclosure for puiposes of this Section. 7.6 Deadline for Sale of Required Improvements. The house inust be sold to a HOME Eligible Buyer within 9 months of Completion. Developer shall submit monthly status repoi�ts to City regarding the sale of each house beginning with the first month after Coinpletion and continuing until the house is sold. 7.7 Marketin� 7,7.1. Affirmative Marketin�. Developer must adopt affu�native marketing procedures and requuements for the Required Improvements consistent with City policies and procedures. The procedures and requirements must include methods for informing the public, owners and potential homebuyers about fair housing laws and policies so as to ensure that all individuals, without regard for sex, age, race, color, creed, nationality, national origin, religion, handicap status, disability, familial status, sexual orientation, gender identity, gender expression or transgender, are given an equal opportunity to participate in the project. Affirmative marketing procedures and requirements must include the following as required by 24 CFR Part 92.351: 7,7.1.1 Methods for informing the public, owners, and potential purchasers about Federal fair housing laws and City's affirmative marlceting policy 7.7.1.2 Requirements and practices Developer must adhere to in order to carty out City's affirmative marlceting procedures and requirements 7.7.1.3 Procedures to be used by Developer to inform and solicit potential purchasers of the houses constructed as part of the project in the housing marlcet area who are not likely to seek to purchase a house without special outreach; 7.7.1.4 Records that will be kept describing actions taken by Developer to affirmatively marlcet the program and houses constructed as part of the project and records to assess the results of these actions; and 7.7.1.5 A desci-iption of how Developer will annually assess the success of afiirmative marketing actions and what coi-�ective actions will be taken where affiimative marlceting requirements are not met. CHDO SINGLE FAMILYCONTRACT Page 17 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 7.7.2. City Approval. All Developer marlceting procedures related to the house and the project, including but not limited to the affiimative marketing described in Section 7.7.1, are subject to approval by City. Developer shall submit all marketing plans for City approval no later than 30 calendar days after the Effective Date. 7.7.3 Effective Marketin�. Developer will be solely responsible for the effective marlceting responsibilities necessaty to achieve the HOME Requirements. Documentation supporting these efforts shall be submitted to City upon request and shall inchide, but not be limited to, brochures, sign-in sheets for open houses, listings, and advei�tisements for the house and the project. 7.8 Developer Fee. Developer shall be paid the Developer Fee as more pai-ticularly described in Exhibit "B" — Budget and Exhibit "C" — Construction and Reimbursement Schedule upon the closing of the sale of the house to a HOME Eligible Buyer so long as City has received copies of all of the inspections set forth in Section 6.1.1. City shall pay Developer Fee at City's sole option (i) outside of closing upon receipt fiom Developer of an invoice including Complete Documentation showing the total amount of HOME Funds actually spent to develop the Required Itnprovements, or (ii) at closing. City, in its sole discretion, may elect to pay a portion of the Developer Fee before closing. If City so elects, such early partial payment shall be more particularly described in Exhibit "B" — Budget and Exhibit "C" — Construction and Reimbursement Schedule. 7.9 CHDO Proceeds. 7.9.1 Use of CHDO Proceeds bv Developer. Developer shall retain and use the CHDO Proceeds for the hard and soft costs associated with the construction of at least 1 additional affordable single family house within the City to be sold to a HOME Eligible Buyer. The CHDO Proceeds resulting from the sale of the house described in this Contract shall be combined with the CHDO Proceeds resulting fiom the sale of the other 3 houses constructed as part of the Ash Crescent Single Family Infill Development, and with a Commercial Loan in a sufficient amount to complete the constiuction of the additional house, Developer shall submit its proposed plans, location, and construction budget far the additional house to City for its approval prior to lot acquisition or commencing const�uction. City shall monitor Developer's use of the CHDO Proceeds to ensure that they are used for HOME-eligible affardable housing activities. Developer shall keep CHDO proceeds separately from its other funds and shall give City quarter•ly reports on the status and location of these funds. Developer may retain the net sales proceeds resulting fi•om the sale of this additional house free of any further City or HOME requirements.. 7.9.2 Report on Use of CHDO Proceeds. Developer shall report to the Compliance Division of the Neighborhood Seivices Department on its use of CHDO Proceeds on Januat•y 15, April 15, July 15, and October 15 for the previous 3 months until the CHDO Proceeds have been fully expended. Such reports shall be in a farmat requested by City, and shall be in sufficient detail and include sufficient and adequate CHDO SINGLE FAMILYCONTRACT Page 18 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Streef Rev. 03/04/2021 documentation to enable City to t�acic and identify Developer's use of CHDO Proceeds for affordable housing puzposes. City retains the right to monitor such use for cost reasonableness and appropriateness. 8. ADDITIONAL HOME REQUIREMENTS. Developer agrees to comply with all requir•ements of the HOME Program as stated in the HOME Regulations, including, but not limited to the following: 8.1 Environmental Review. HOME Funds will not be paid and costs may not be incurred until City has conducted an environmental review and completed an Environmental Review Record as required by 24 CFR Pai�t 58. The environmental review may result in a decision to proceed with, modify, or cancel the project. Further, Developer will not undertake or commit any funds to physical or choice limiting actions, including if applicable, property acquisition, demolition, movement, rehabilitation, conversion, repair or construction prior to the environmental clearance. Any violation of this Section will (i) cause this Contract to terminate immediately, and (ii) require Developer to repay to City any HOME Funds received and forfeit any future payments of HOME Funds. 8.1.2 Miti�ation. Developer must talce the mitigation actions outlined in Exhibit "A-2" — Environmental Mitigation Action. Failure to complete the required mitigation action is an event of default under this Contract. 8.2 Contract Not Constitutin� Commitment of Funds. Notwithstanding any provision of this Contract, the Pai�ties agree and acknowledge that this Contract does not constitute a commitment of HOME Funds, and that such commitment or approval may occur only upon satisfactory completion of environmental review and receipt by City of an authorization to use grant funds from HUD under 24 CFR Part 58. 8,3. Monitorin�. 8.3.1 Developer understands and agrees that it will be subject to monitoring by City for compliance with the HOME Regulations, the terms of this Contract and the HOME Loan Documents until the project is closed in IDIS and for 5 years thereafter. Developer will provide reports and access to project files as requested by City during the teim of the Contract and for 5 years after the project is closed in IDIS, In order to assist City with its monitoring, Developer shall comply with all the reporting requuements set out in this Contract. 8.3.2 Representatives of City, HI.7D, HUD Office of Inspector General, and the United States Comptroller General shall have access during regular business hours, upon at least 48 hours' prior notice, to Developer's offices and records that are related to the use of the HOME Funds, and to Developer's officers, agents, and records that are related to the use of the HOME Funds, and to Developer's officers, agents, employees, contractors, subcont�actors and vendors for the puipose of such monitoring. CHDO SINGLE FAMILYCONTRACT Page 19 Ash Crescent 5ingle Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 8.3.3 In addition to other provisions of this Contract regarding fiequency of monitoring, City reserves the right to perfor�n desk reviews or on-site monitoring of Developer's compliance with the teims and conditions of this Contract and the HOME Loan. City shall provide Developer with a written report of the monitor's findings after each monitoring visit. If the monitoring repoz�t notes deficiencies in Developer's perfol�nance, the report shall include requirements for the timely coi-��ection of said deficiencies by Developer. Failure by Developer to take the action specified in the monitoring report may be cause for suspension or tei�nination of this Contract as provided herein or City may talce all actions allowed in the Loan Documents. 8.3.4 This Section 8.3 shall be applicable for the duration of the Contract term and for 5 years thereafter and shall survive the earlier termination or expiration of this Contract. 8.4 Compliance with the Uniform Relocation Act. If applicable, Developer shall comply with the relocation requirements of 24 CFR Part 92.353 and all other applicable Federal and State laws and City ordinances and requit•ements pertaining to relocation. 8.5 Compliance with Davis-Bacon Act. If applicable, Developer and its general cont�actor and all lower tier subcontractors will coinply with the Davis-Bacon Act as described in Section 14.14 and Exhibit "H" — Federal Labor Standards Provisions - Davis-Bacon Requirements-. 8.6 Developer Procurement Standards. Developer shall ensure that procurement of materials and services is done in a cost effective manner. Developer shall comply with all applicable federal, state and local laws, regulations, and ordinances for making procurements under this Contract. Developer shall establish written proctuement procedures to ensure that materials and seivices are obtained in a cost effective manner 8.7 Cost Principles/Cost Reasonableness. The eligibility of costs incurred for perfoi�rnance rendered shall be determined in accordance 2 CFR Part 200.402 through 2 CFR Part 200.405, as applicable, regarding cost reasonableness and allocability. 8.8 Financial Mana�ement Standards. Developer agrees to adhere to the accounting principles and procedures required in 2 CFR Part 200, as applicable, utilize adequate internal controls, and maintain necessary suppor�ting and back-up documentation for all costs incurred in accordance with 2 CFR Part 200.302 and Part 200.303. 89 Uniform Administrative Requirements. As applicable, Developer• will comply with the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards in 2 CFR Part 200, or any reasonably equivalent procedures and requirements that City may require. CHDO SINGLE FAMILYCONTRACT Page 20 Ash Ci•escent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 8.10 Compliance with FFATA and Whistleblower Protections. Developer shall provide City with all necessary infoimation for City to comply with the requirements of 2 CFR 300(b), including provisions of the Federal Funding Accountability and Transparency Act ("FFATA") govetning requirements on executive compensation and provisions governing whistleblower protections contained in 10 U.S.C. 2409, 41 U.S.C. 4712, 10 U.S.C. 2324, 41 U.S.C. 4304 and 41 U.S.C, 4310. 8.10.1 Developer shall provide City its DLTNS number prior to the payment of any Reimbursement Requests. 8.11 Internal Controls. In compliance with the requirements of 2 CFR 200.303, Developer shall: 8.11.1 Establish and maintain effective internal control over the HOME Funds that provides reasonable assurance that Developer is managing the HOME Funds in compliance with federal statutes, regulations, and the terms and conditions of this Contract. These inteinal controls shall comply with guidance in "Standards for Internal Control in the Federal Govei7unent" issued by the Comptrollei• General of the United States or the "Internal Cont�ol Integrated Fralneworlc" issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"); 8.11.2 Comply with federal statutes, regulations, and the tel�ns and conditions of this Contract; 8.11.3 Evaluate and monitor Developer's compliance with statutes, regulations and the terms and conditions of this Contract; 8.11.4 Take prompt action when instances of noncompliance are identiiied including noncompliance identified in audit findings; and 8.11.5 Talce reasonable measures to safeguard protected personally identifiable information and other information that HCJD or City designates as sensitive or Developer considers sensitive consistent with applicable federal, state, local and tribal laws regarding privacy and obligations of confidentiality. 8.12 Copvri�ht and Patent Ri�hts. No reports, maps, or other documents produced in whole or in part under this Contract shall be the subject of an application for copyright by or on behalf of Developer. IIUD and City shall possess all rights to invention or discovery, as well as rights in data which may arise as a result of Developer's performance under this Contract. 8.13 Terms Applicable to Contractors, Subcontractors and Vendors. Developer understands and agrees that all tei7ns of this Contract, whether regulatory or otherwise, shall apply to any and all contractors, subcontractors and vendors of Developer which are in any way paid with HOME Funds or who perform any worlc in connection with the CHDO SINGLE rAMILYCONTRACT Page 21 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 constiuction or sale of the house. Developer shall cause all applicable provisions of this Cont�•act to be included in and made a part of any contract or subcontract executed in the performance of its obligations hereundet•, including its obligations regarding the HOME Requirements and the HOME Regulations. Developer shall monitor the seivices and worlc perfoi�ned by its contractors, subcontractors and vendors on a regular basis for compliance with the HOME Requirements, the HOME Regulations and Cont�act provisions. Developer is responsible to cure all violations of the HOME Regulations committed by its cont�actors, subcontt•actors or vendors pertaining to this Contract. City maintains the right to insist on Developer's full compliance with the terms of this Cont�act and the HOME Regiilations and Developer is responsible for such compliance regardless of whether actions to fuliill the requirements of this Contract or the HOME Regulations are talcen by Developer or by Developer's contractors, subcont��actot•s or vendors. Developer acknowledges that the provisions of this Section shall survive the earlier termination or expiration of this Contract and be applicable for 5 years after the termination of this Contract. 8.14 Payment and Performance Bonds. Developer shall furnish City with payment and per•formance bonds in the total amount of the construction cost for the house in accordance with the requirements of 2 CFR Part 200.325. At City's discretion other forms of assurance, including a guarantee fiom Developer or other parties on Developet's behalf, may be acceptable so long as such assurance meets the requirements of the HOME Regulations. Any guarantee in favor of the City shall be in the foY7n as the attached Exhibit "P" — Guarantee unless City in its sole discretion agrees to some other foi7n which shall be acceptable in amount, duration, foim and substance. 9. RECORD KEEPING, REPORTING AND DOCUMENTATION REOUIREMENTS, RIGHT TO AUDIT. 9.1 Record Keepin�. Developer shall maintain a record keeping system as pat�t of its performance of its obligation under the terms of this Contract and shall promptly provide City with copies of any document City deems necessary for the effective fulfillment of City's monitoring and evaluation responsibilities. Specifically, Developer will keep or cause to be kept an accurate record of a11 actions talcen and all funds spent, with supporting and bacic-up documentation. Developer will maintain all records and documentation related to this Contract for 5 years after the Contract terminates. If any claim, litigation, or audit is initiated before the expiration of the 5 year period, the relevant records and documentation must be retained until all such claims, litigation or audits have been resolved. 91,2 Access to Records. Representatives of City and HUD and any duly authorized officials of the Federal government will have full access to, and the right to examine, audit, excerpt and/or transcribe any of Developer's records pertaining to all matters covered by this Contract for 5 years after the Contract terminates. Such access shall be during regular business hours and upon at least 7 calendar day's prior notice. CHDO SINGLE FAMILYCONTRACT Page 22 Ash CY•escent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 9.2 Reports. Developer will submit to City all reports and documentation described in this Contract in such for7n as City may prescribe. Developer may also be required to submit a final performance and/or final financial report if required by City at the termination of this Contract and/or the end of the Loan ui such foi�rn and within such times as City may prescribe. Failure to submit any report or documentation described in this Cont�•act to City shall be an event of default of this Contract and City may exercise all of it remedies for default under this Contract and Loan Documents. 9.2.1 AdditionalInformation. Developer shall provide City with additional infoi7nation as may be required by State or Federal agencies to substantiate HOME Progt•am activities and/or expendihire eligibility, 9.3 Chan�e in Reportin� Requirements and Forms. City retains the right to change reporting requirements and forms at its discretion. City will notify Developer in writing at least 30 calendar days prior to the effective date of such change, and the Par�ties shall execute an amendment to this Contract reflecting such change if necessary. 9.4 City Reserves the Ri�ht to Audit. City resetves the right to perform an audit of Developer's project operations and finances at any time during the term of this Contract or for 5 years after the Contract tei7ninates, if City determines that such audit is necessary for City's compliance with the HOME Regulations or other City policies, and Developer agrees to allow access to all pertinent materials as described herein. If such audit reveals a questioned practice or• expendittue, such questions must be resolved within 15 Business Days after notice to Developer of such questioned practice or expenditure. If questions are not resolved within this period, City reserves the right to withhold fiu-ther funding under this Contract and/or other contracts with Developer. IF AS A RESULT OF ANY AUDIT IT IS DETERMINED THAT DEVELOPER HAS FALSIFIED ANY DOCUMENTATION OR MISUSED, MISAPPLIED OR MISAPPROPRIATED HOME FUNDS OR SPENT HOME FUNDS ON ANY INELIGIBLE ACTIVITIES, DEVELOPER AGREES TO REIMBURSE CITY TI�E AMOUNT OF SUCH MONIES PLUS THE AMOUNT OF ANY SANCTIONS, PENALTY OR OTHER CHARGE LEVIED AGAINST CITY BY HUD BECAUSE OF SUCH ACTIONS. 10. REIMBURSEMENT REQUIREMENTS. Developer shall provide City with Complete Documentation and the following repar•ts as shown in Exhibit "F" — Reimbursement Forms with each Reimbursement Request: 10.1 Attachment I — Invoice. This report shall contain the amount requested for reimbursement in the submitted request, and the cumulative reimbursement requested to date (inclusive of the current request), 10,2 Attachment II — Expenditure Worlcsheet. CHDO SINGLE FAMILYCONTRACT Page 23 Ash Crescent Single Family Infill Project Development Corpoi•ation of Tarrant CounTy — 2750 Ash Crescent Street Rev. 03/04/2021 This report shall itemize each expense t•equested for reimbursement by Developer. In order for this report to be complete the following must be submitted: 10.2.1 Invoices for each expense with an explanation as to how the expense pertains to the house or project, if necessaiy; and 10.2.2 Proof that each expense was paid by Developer, which can be satisfied by cancelled checics, wire transfer documentation, paid receipts or other appropriate banlcing documentation. 10.3 Deadline for Submittin� Reimbursement Requests. All Reimbursement Requests along with Complete Documentation shall be subtnitted by Developer to City within 60 calendar days fiom each of the deadlines as shown in Exhibit °�C" — Construction and Reimbursement Schedule. 10.3.1 CITY SHALL HAVE NO OBLIGATION TO PAY ANY REIMBURSEMENT REQUEST THAT IS NOT RECEIVED WITHIN 60 CALENDAR DAYS OF THE DEADLINES SHOWN IN EXHIBIT "C" — CONSTRUCTION AND REIMBURSEMENT SCHEDULE. In addition, Developer's failure to timely submit Reimbursement Requests and Complete Documentation along with any required reports shall be an event of default. 10.3.2 CITY SHALL HAVE NO OBLIGATION TO MAKE PAYMENT ON ANY REIMBURSEMENT REQUEST THAT IS NOT RECEIVED WITHIN 30 CALENDAR DAYS OF THE COMPLETION DEADLINE. 10.3.3 Final Payment. Developer shall not be reimbursed for Final Payment until it submits Exhibit "G" — HOME Project Compliance Report to City regarding the HOME Eligible Buyer. 10.4 Withholdin� Pavment. 10.4.1 CITY SHALL WITHHOLD PAYMENTS REQUESTED UNDER THIS CONTRACT IF COMPLETE DOCUMENTATION IS NOT RECEIVED. City shall notify Developer when it is withholding payment due to lack of required complete documentation within 10 Business Days of malcing such determination. 10.4.2 FINAL REIMBURSEMENT SHALL NOT BE MADE UNTIL ALL LIENS ARE RELEASED TO CITY'S SATISFACTION AND THE CLOSING OF TIIE SALE OF THE HOUSE TO A HOME ELIGIBLE BUYER. Developer shall furnish City with a copy of an Affidavit of Completion sworn to by Developer's general contractor that has been filed by Developer in the Tarrant County Real Property Records in compliance with Section 53.106, Texas Property Code, as proof that all subcontractors, laborers and materialmen have been paid in full for all labor and materials provided to the general contractor for the house and project. CHDO SINGLE I'AMILYCONTRACT Page 24 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 10.5 Timing of Payment. Provided that Developer submits Complete Documentation with respect to the Required Improvements in confol7nance with this Contract, City wili reimburse Developer for eligible expenses within 15 calendar days. 11. DEFAULT AND TERMINATION. 11.1 Failure to Be�in or Complete the Required Improvements 11.1.1 The Property shall be acquired by Developer within 4 months of the Effective Date. If Developer fails to begin construction of the house within 3 months of the acqttisition of the Property or, if Developer al�eady owns the Proper�ty, within 3 months of the Effective Date, this Contract shall automatically tenninate without further notice or• opportiinity to cur•e, and with no penalty or liability to City. 11.1.2 If City determines that the Required Improvements were not completed by the Completion Deadline or have failed to pass any of the inspections described in Section 6.1.1, City shall have the right to terminate this Contract effective immediately upon written notice to Developer of such intent with no penalty or liability to City after giving Developer 30 calendar days to cure. City shall also be entitled to demand repayment of the HOME Funds already disbursed to Developer and enforce any of the provisions of HOME Loan Documents for default. 11.2 Failure to Submit Complete Documentation Durin� Construction. 11.2.1 If Developer fails to submit Complete Documentation during const�-uction of the Required I�nprovements in accordance with Exhibit "C" — Construction and Reimbursement Schedule, or if any report or documentation submitted as part of Complete Documentation is not in compliance with this Contract or the HOME Regulations as determined by City in its sole discretion, City will notify Developer in writing and Developer will have 30 calendar days from the date of City's written notice to submit or resubmit any such report or documentation. If Developer fails to submit or resubmit any such report ar documentation within such time, City shall have the right to withhold payments. If such failure continues for an additional 30 calendar days (a total of 60 calendar days), City shall have the right to terminate this Contract effective immediately upon written notice of such intent to Developer with no penalty or liability to City. Notwithstanding anything to the contrary herein, City will not be required to pay any HOME Funds to Developer during the period that any such report or documentation is missing or otherwise not in compliance with this Cont�act or the HOME Regulations. 11.2.2 If any of Developer's Reimbursement Requests are incomplete or otherwise not in compliance with this Cont�act or the HOME Regulations as determined by City in its sole discretion, City will notify Developer in writing of such default and Developer will have 10 business days from the date of the written notice to resubmit any such Reimbursement Request to cure the default. If Developer fails to cure the default within such time, Developer shall forfeit any payments otherwise due under such Reimbursement Request. If such failure to resubmit such Reimbursement Request continues for an additional 15 calendar days (a total of 30 CHDO SINGLE FAMILYCONTRACT Page 25 Ash Crescent Singie Family In�ll Pt•oject Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 calendar days), City shall have the right to terminate this Contract effective immediately upon written notice of such intent with no penalty or liability to City. Notwithstanding anything to the contrary herein, City will not be required to pay any HOME Funds to Developer during the period that any such Reiinbursement Request is not in compliance with this Cont�act or the HOME Regulations. 11.2.3 In the event of more than 2 instances of default, cured or uncured, under Sections 11.2.1 or 11.2.2, City reserves the right at its sole option to terminate this Contract effective immediately upon written notice of such intent to Developer with no penalty or liability to City. 11.2.4 Notwithstanding anything to the contrary herein, City will not be required to pay any HOME Funds to Developer during the period that any Reimbursement Request, repoi�t or other documentation is missing, past due or is not in compliance with this Contract or the HOME Regulations, or dtu•ing any period during which Developer is in default of this Conhact. 11.2.5 In the event of tet�rnination under this Section 11.2, all HOME Funds awarded but unpaid to Developer pursuant to this Contract shall be immediately forfeited and Developer shall have no fiuther right to such funds. Any HOME Funds already paid to Developer must be repaid to City within 30 calendar days of termination under this Section. Failur•e to repay such HOME Funds will result in City exercising all legal remedies available to City under this Contract and the HOME Loan Documents. 11.3 Failure to Sell Required Improvements. Developer must notify City in writing if Developer fails to sell the house to HOME Eligible Buyers within 9 months of Completion as described in Section 5.7. Developer must notify City in writing no later than 8 months after Completion which of the following options Developer plans to elect if a house will not be sold to a HOME Eligible Buyer within 9 months of Completion: 11.3.1 Convert the house to a rental unit as described in 24 CFR Pai�t 92.252. Developer will be responsible for maintenance and management of the rental house. If Developer selects this option, City will enter into a separate agreement with Developer setting forth the HOME requirements applicable for HOME rental units; or 11.3.2 Repay City all HOME Funds provided to Developer under this Contract far� the unsold house within 30 calendar days of notifying City of this option. If Developer selects this option, this Contract may be terminated at City's sole election. 11.4 Failure to Maintain or Submit Required Reports and Documentation. If Developer fails to maintain all records and documentation as required in Section 9, or fails to submit any report or documentation required by this Cont�act after the Required Improvements are carnpleted, or if the submitted report or documentation is not in compliance with this Cont�•act or the HOME Regulations as detel�rnined by City in its sole discretion, City will notify Developer in writing and Developer will have 15 calendar days from the date of the written notice to obtain or recreate the missing records or documentation, or submit or resubmit CADO SINGLE FAMILYCONTRACT Page 26 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 any such report or documentation to City. If Developer fails to maintain the required reports or documentation, or submit or resubmit any such report or documentation within such time, City shall have the r•ight to terminate this Contract effective immediately upon written notice of such intent with no penalty or liability to City. In the event of teimination under this Section 11.4, any HOME Funds paid to Developer must be repaid to City within 30 calendar days of teimination. Failure to repay such HOME Funds will result in City exercising all legal remedies available to City under this Contract and the HOME Loan Documents. 11.5 In General. 11.5.1 Subject to Sections 11.1, 11.2, 11.3 and 11.4, and unless specifically provided otherwise in this Contract, Developer shall be in default under this Contract if Developer breaches any teim or condition of this Contract. In the event that such a breach remains uncured after 30 calendar days following written notice by City (or such other notice period as may be specified herein), or if Developer has diligently and continuously attempted to cure following receipt of such written notice but reasonably required more than 30 calendar days to cure, as detei7nined by both Parties mutually and in good faith, City shall have the right to elect, in City's sole discretion, to (i) extend Developer's time to cure, (ii) tei7ninate this Contract effective immediately upon written notice of such intent to Developer, or (iii) pursue any other legal remedies available to City under this Contract or the HOME Loan Documents. 11.5.2 City's remedies may include: 11.5.2.1 Direct Developer to prepare and follow a schedule of actions for cai-�ying out the affected activities, consisting of schedules, timetables and milestones necessary to implement the affected activities. 11.5.2.2 Direct Developer to establish and follow a management plan that assigns responsibilities for carrying out the remedial activities. 11.5.2,3 Cancel or revise activities likely to be affected by the performance deficiency, before expending HOME Funds for the activities. 11.5.2.4 Reprogram HOME Funds that have not yet been expended fiom affected activities to other eligible activities or withhold HOME Funds. 11.5.2.5 Direct Developer to reimburse City in any amount of HOME Funds not used in accordance with the HOME Regulations. 11.5.2.6 Suspend reimbursement or payment of HOME Funds for affected activities. 11.5.2.7 Any other appropriate action including but not limited to any remedial action legally available such as declaratory judgment, CHDO SINGLE FAMILYCONTRACT Page 27 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 specific perfoi�rnance, damages, temporary or peimanent injunctions, termination of this Cont�act or any other contracts with Developer, and any other available remedies. 11.5.3 In the event of termination under this Section 11.5, all HOME Funds awarded but unpaid to Developer pursuant to this Contract shall be immediately rescinded and Developer shall have no further i-ight to such funds and any HOME Funds already paid to Developer must be repaid to City within 30 calendar days of tei7nination. Failure to repay such HOME Funds will result in City exercising all legal remedies available to City under this Contract or the HOME Loan Documents. 1 L5.4 If this Contract tei�ninates prior to the sale of the house to a HOME Eligible Buyer or to conversion to a lease purchase or rental unit, Developer waives all right to the Developer Fee and CHDO Proceeds from the sale of this house. 11.6 No Funds Disbursed while in Breach. Developer undet•stands and agrees that no HOME Funds will be paid to Developer until all defaults are cured to the satisfaction of City. 11.7 No Comnensation After Date of Termination. Developer will not receive any HOME Funds for worlc undertal�en after the date of termination. 11.8 Ri�hts of Citv Not Affected. Termination shall not affect or teiminate any of the existing rights of City against Developer, or which may thereafter acciue because of such default, and this provision shall be in addition to any and all other rights and remedies available to City under the law and HOME Loan Documents including, but not limited to, compelling Developer to complete the Required Improvements in accordance with the terms of the Conh•act. Such termination does not terminate any applicable provisions of this Contract that have been expressly noted as sutviving the term or ter�rnination of this Connact. No delay or omission by City in exercising any right or remedy available to it under this Contract shall impair any such right or remedy or constitute a waiver or acquiescence in any Developer default. 11.9 Waiver of Breach Not Waiver of Subsepuent Breach. The waiver of a default or breach of any term, covenant, or condition of this Contract or the HOME Loan Documents shall not operate as a waiver of any subsequent breach of the same or any other term, covenant or condition hereof or thereof, 11,10 Civil, Criminal and Adminish�ative Penalties. Failure to pei�form all Contract terms may result in civil, criminal or administrative penalties, including, but not limited to those set out in this Contract. 1 l.l l Termination for Cause. 11.11.1 City inay terminate this Contract in the event of Developer's default, inability, CHDO SINGLE FAMILYCONTRACT Page 28 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 or failure to perfoim subject to notice, grace and cure periods. In the event City tei�ninates this Contract for cause, all HOME Funds awarded but unpaid to Developer pursuant to this Cont��act shall Ue immediately rescinded and Developer shall have no further right to such funds and any HOME Funds already paid to Developer must be repaid to City within 30 calendar days of termination, Failure to repay such HOME Funds will result in City exercising all legal remedies available to City under this Contract or the HOME Loan Documents. DEVELOPER ACKNOWLEDGES AND AGREES THAT IF CITY TERMINATES THIS CONTRACT FOR CAUSE, NEITHER DEVELOPER NOR ANY AFFILIATES OF DEVELOPER WILL BE CONSIDERED FOR ANY OTHER CITY CONTRACT FOR HOME FUNDS FOR A MINIMUM OF 5 YEARS FROM THE DATE OF TERMINATION. 11.11.2 This Contract shall be terminated immediately without penalty or liability for the City in the event Developer loses its CHDO certification or status after the cure period stated in Section 5.9.2. In the event City terminates this Contract pursuant to this section, all HOME Funds awarded but unpaid to Developer pursuant to this Cont�•act shall be immediately rescinded and Developer shall have no further right to such funds and any HOME Funds already paid to Developer must be repaid to City within 30 calendar days of ter�rnination. Failure to repay such HOME Funds will result in City exercising all legal remedies available to City under this Contract or the HOME Loan Documents. 11.11.3 Developer may terminate this Contract if City does not provide the HOME Funds substantially in accordance with this Contract. 11.12 Termination for Convenience. In terminating in accordance with 2 CFR 200, Appendix II, this Contract may be tei7ninated in whole or in part only as follows: 11.12.1 By City with the consent of Developer in which case the Parties shall agree upon the termination conditions, including the effective date and in the case of partial termination, the portion to be tetminated, oi• 11.12.2 By Developer upon written notification to City setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be ter-minated. In the case of a partial termination, City may terminate the Contract in its entirety if City determines in its sole discretion that the remaining portion of the Cont�act to be performed ar HOME Funds to be spent will not accomplish the purposes for which this Contract was made. 11.13 Dissolution of Developer Terminates Contract. In the event Developer is dissolved or ceases to exist this Contt•act shall terminate, unless, with City permission, the Contract has been assigned and the HOME Loan assumed by the assignee. In the event of termination under this Section, all HOME Funds are subject to repayment and/or City may exercise all of its remedies under this Contract and the HOME Loan Documents. 1 L 14 Reversion of Assets. CHDO SINGLE FAMILYCONTRACT Page 29 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 In the event this Contract is tertninated with or without cause by either party, all assets acquired by Developer with the HOME Funds including but not limited to plans, drawings, suiveys, renderings, construction documents and any other real or personal property owned by Developer that was purchased, created or improved with the HOME Funds shall belong to City and shall automatically transfer to City or to such assignees as City may designate. 11.15 Notice of Termination under Subordination A�reement. City shall not terminate this Contract without first giving notice and opportunity to cure if required in any Subordination Agreement. 12. REPAYMENT OF HOME FUNDS. All HOME Funds are subject to repayment in the event the house or the project does not meet the requirements of this Contract or of the HOME Regulations. If Developer takes any action that results in City being required to repay all or any portion of the HOME Funds to HUD, Developer agrees it will reimburse City for the full amount of such repayment. 13. MATERIAL OWNERSHIP CHANGE. Except for Permitted Transfers in accordance with the terms of the Deed of Trust and t�•ansfers or assignment of this Contract and an assumption of the HOME Loan consented to by City, if ownership of Developer materially changes after the date of this Contract, City may but is not obligated to, terminate this Contract. City has 30 calendar days to malce such determination after receipt of written notice fi•om Developer and failure to make such determination in that 30-day time period will constitute a waiver. In the event of termination by City under this Section 13, all HOME Funds awarded but not yet paid to Developer pursuant to this Contract shall be immediately rescinded and Developer shall have no further right to such funds. Any HOME Funds already paid to Developer must be repaid to City within 30 calendar days of ter�nination under this Section. 14. GENERAL PROVISIONS 14.1 Developer an Independent Contractor. Developer shall oper•ate hereunder as an independent contractor and not as an officer, agent, servant or employee of Ciry. Developer shall have exclusive control of, and the exclusive right to control, the details of the work and seivices per-fot�rned hereunder, and all persons perfoi�ning same, and shall be solely responsible for the acts and omissions of its ofiicers, members, agents, seivants, employees, contractors, subcontractors, vendors, tenants, licensees or invitees. 14.2 Doctrine of Respondeat Superior. The doct�•ine of respondeat superior shall not apply as between City and Developer, its officers, members, agents, servants, employees, cont��actors, subcontractars, vendors, tenants, licensees or invitees. Developer agrees that nothing herein shall be constiued as the creation of a partnership or joint entezpi7se between City and Developer. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Developer or any officers, CHDO SINGLE P'AMILYCONTRACT Page 30 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 agents, seivants, employees or subcont�actor of Developer. Neither Developer, nor any officers, agents, seivants, employees or subcontractor of Developer shall be entitled to any employment benefits from City. Developer shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, seivants, employees or subcontractor. City does not have the legal right to control the details of the taslcs perfonned hereunder by Developer, its officers, inembers, agents, employees, contractors, subcontractors, vendors, tenants, licensees or invitees. 14.3 Developer Property. City shall under no circuinstances be responsible for any property belonging to Developer, its officers, members, agents, employees, cont�actors, subcont�•actors, vendois, tenants, licensees or invitees that may be lost, stolen or destroyed or in any way damaged and DEVELOPER HEREBY INDEMNIFIES AND HOLDS HARMI,ESS CITY AND ITS OFFICERS, AGENTS, AND EMPLOYEES FROM ANY AND ALL CLAIMS OR SUITS PERTAINING TO OR CONNECTED WITH SUCH PROPERTY. 14.4 Religious Or�anization. No portion of the HOME Funds shall be used in support of any sectarian or religious activity. In addition, there must be no r•eligious or membership criteria for buyers of a HOME- funded property. 14.5 Venue. Venue shall lie in Tarrant County, Texas for any action, whether real or asserted, at law or in equity, arising out of the execution, performance, attempted performance or non-perfoi�nance of this Contract. 14.6 Governin� Law. This Contract shall be governed by and construed in accordance with the laws of the State of Texas. If any action, whether real or asser-ted, at law or in equity, arises out of the execution, performance or non-performance of this Contract or on the basis of any provision herein, for any issue not goveined by Federal law, the choice of law shall be the laws of the State of Texas. 14.7 Severabilitv. The provisions of this Contract are severable, and if for any reason a clause, sentence, paragraph or other part of this Contract shall be determined to be invalid by a court or Federal or state agency, board or commission having jurisdiction over the subject matter thereof, such invalidity shall not affect other provisions which can be given effect without the invalid provision. 14.8 Written Agreement Entire A�reement. This written instrument and the Exhibits, Attachments and Addendums attached hereto, which are incoiporated by reference and made a part of this Contract far• all purposes, constitute the entire agreement by the Parties concerning the work and setvices to be perfoi7ned under this Contract. Any priar or contemporaneous oral or written agreement which purports to vary the terms of this Contract shall be void. Any amendments to the terms of this Contract must be in CHDO SINGLE FAMILYCONTRACT Page 31 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 writing and executed by the Parties. 14.9 Para�raph Headin�s for Reference Only, No Le�al Si�nificance; Number and Gender. The paragraph headings contained herein are for convenience in refei•ence to this Contract and are not intended to define or to limit the scope of any provision of this Contract. When context requii•es, singular nouns and pronouns include the plural and the masculine gender shall be deemed to include the feminine or neuter and the neuter gender to include the masculine and feminine. The words "include" and "including" whenever used herein shall be deemed to be followed by the words "without limitation". 14.10 Compliance With All Applicable Laws and Re�ulations. Developer agrees to comply fully with all applicable laws and regulations that are cturently in effect or that are hereafter amended during the perfoi�rnance of this Contract. Those laws include, but are not limited to: ➢ HOME Investment Pai-tnerships Act as set out above ➢ Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.) including provisions requiring recipients of Federal assistance to ensure meaningful access by person of limited English proficiency ➢ The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. Sections 3601 et seq.) ➢ Executive Orders 11063, 11246 as amended by 11375 and 12086 and as supplemented by Department of Labor regulations 41 CFR, Part 60 ➢ The Age Discrimination in Einployinent of 1967 ➢ The Age Discz•imination Act of 1975 (42 U.S.C. Sections 6101 et seq.) ➢ The Unifoi7n Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. Sections 4601 et seq. and 49 CFR Part 24) ("URA") ➢ Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. Sections 794 et seq.) and 24 CFR Part 8 where applicable ➢ National Environmental Policy Act of 1969, as amended, 42 U.S.C. sections 4321 et seq. ("NEPA") and the related authorities listed in 24 CFR Part 58. ➢ The Clean Air Act, as amended, (42 U.S.C. Sections 1251 et seq.) and the Clean Water Act of 1977, as amended (33 U.S.C. Sections 1251 et seq.), related Executive Order 11738 and Environmental Protection Agency Regulations at 40 CFR Part 15. In no event shall any amount of the assistance provided under this Contract be utilized with respect to a facility that has given rise to a conviction under the Clean Air Act or the Clean Water Act. ➢ Immigration Reform and Control Act of 1986 (8 U.S.C. Sections ll01 et seq.) specifically including the provisions requiring employer verifications of legal status of its employees ➢ The Americans with Disabilities Act of 1990 (42 U.S.C. Sections 12101 et seq.), the Architectural Barriers Act of 1968 as amended (42 U.S.C. sections 4151 et seq.) and the Unifor7n Federal Accessibility Standards, 24 CFR Part 40, Appendix A ➢ Regulations at 24 CFR Part 87 related to lobbying, including the requirement that cer-tifications and disclosures be obtained fi•om all covered persons CHDO SINGLE FAMILYCONTRACT Page 32 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 ➢ Diug Free Worlcplace Act of 1988.(41 U.S.C. Sections 701 et seq.) and 24 CFR Part 23, Subpart F ➢ Executive Order 12549 and 24 CFR Pai�t 5.105(c) pertaining to restrictions on participation by ineligible, debai7ed or suspended persons or entities ➢ Regulations at 24 CFR Part 882,708(c) pei�taining to site and neighborhood standards for new construction proj ects ➢ Regulations at 24 CFR Part 983.6 for Site and Neighborhood Standards Review ➢ Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conseivation and Recovet•y Act ➢ Guidelines of the Environmental Protection Agency at 40 CFR Part 247 ➢ For contracts and subgrants for construction or repair, Copeland "Anti-Kicicback" Act (18 U.S.C. 874) as supplemented in 29 CFR Part 5 ➢ For constiuction contracts in excess of $2,000, and in excess of $2,500 for other cont�acts which involve the einployment of inechanics or laborers, Sections 103 and 107 of the Contract Worlc Hours and Safety Standards Act (40 U.S.C. 327A 300) as supplemented by 29 CFR Part 5 ➢ Lead-Based Paint Poisoning Prevention Act (42 U.S.C. 4801 et seq.), as amended by the Residential Lead-Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851 et seq.) and implementing regulations at 24 CFR Part 35, subparts A, B, M, and R ➢ Regulations at 24 CFR Part 92, Home Investment Partnerships Program Final Rule ➢ Unifoi7n Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 CFR Part 200 et seq, ➢ Federal Funding Accountability and Transparency Act of 2006, (Pub.L. 109-282, as amended by Section 6205(a) of Pub.L. 110-252 and Section 3 of Pub.L. 113-101) ➢ Federal Whistleblower Regulations, 10 U.S.C. 2409, 41 U.S.C. 4712, 10 U.S.C. 2324, 41 U.S.C. 4304 and 41 U.S.C. 4310. 14.11 HUD-Assisted Projects and Emplovment and other Economic Opportunities; Section 3 Requirements. 14.11.1 Requirement that Law Be Quoted in Covered Contracts. — Certain Requirements Pertainin� to Section 3 of the Housin� and Urban Development Act of 1968 as Amended (12 U.S.C. Sections 1701 et seq.) and its Related Re�ulations at 24 CFR Part 135 ' If the construction of the Required Improvements will cause the creation of fzew employment, t�aining, or contracting opportunities on a contractor or subcontractor level resulting from the expenditure of the HOME Funds, Developer shall comply with the following and will enswe that its contractors also comply. If the worlc perfoimed under this Contract is on a project assisted under a program providing direct Federal financial assistance from HUD, Section 3 of 24 CFR Part 135 ("Section 3") requires that the following clause, shown in italics, be insei-ted in all covered cont�acts ("Section 3 Clause"): Section to be quoted in covered contracts begins: "A. The u�or�li to be perfor^n2ecl under tlais contract is subject to the r�equir�e�nents of Section 3 of the Housing and Urban Developmei2t Act of 1968, as CHDO SINGLE FAMILYCONTRACT Page 33 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 amended, 12 U.S.C. 1701 u(Section 3). The ptirpose of Sectio�2 3 is to enszcr�e that etnployn�ent and other economic opportunities geY2erated by HUD assisted or� HUD-assistarzce pr�ojects covei�ed by Sectiorz 3, shall, to the gy�eatest extent feasible, be dr.rected to low- and very-low zncon�e pe�^so��s, par�ticularly perso�2s who af•e recipie�2ts of HUD assistance for• housing. B. Tlie pa�°ties to this contr�act agree to comply witli HUD's r°egulatio�2s in 24 CFR Part 135, whicl� implement Section 3. As evide�zcecl by tlaeir• execution of this contract, the parties to this co�ztr•act certify that they are under yao cont��act�ual or� other in2pedinzefat that would prevent thenz fi�om complying with the Pa��t 135 regulations. C. The contractor agrees to sencl to each labor� orga��ization or� r�epresef2tatzve of workers wzth which tlie contractor has a collective bargair2itZg agreement o�� otlzer• Zanderstanding, if any, a notice advisifag tl2e labor• orga�2izution. o�° worizers' represei2tative of the contr�actor°'s commitmerats under this Section 3 clause, and will post copies of the notice in conspicuo�a�s places at the wo��1z site where both employees and applzcurzts fo�• t�°aifaing and enaployment positiof�s can see the notice. The notice shall descr�ibe the Section 3 prefereizce, shall set fo�°th minimum nu��2ber• and job titles szcbject to Iaire, availability of appi�enticeshzp a�zd tr•aining positions, the qiialifzcations for each; and the na�ne and location of the pe�°son(s) talzing applzcatioT�s fo�� each of the positio�2s; anc� the anticipated date the wor7c shall begin. D. The co�at�•acto�• agr�ees that to incl2�de this Sectiofa 3 clatrse in every subco�ztract subject to complia�zce with regLclations in 24 CFR Part 135, and agrees to talze appropriate action, as provided i�z an� applicable pi°ovision of the subco�atract or in this Sectio�2 3 clause, atpofa a findijzg that the sicbcontr•actor� is in violation of the rega�lations in 24 CFR Pa��t 135. The cont�•actor wzll not subco�atr�act u�ith as2y subcoratractor where the co�atractof� lzas notice or� I�Zowledge that the sttbcontractor l�as been foZtnd in violcttion of the regtclations in 24 CFR par�t 135. E. Tlze contracto�• will certify that uny vacant employment posztions, iracluding t�aining positions that a�°e filled (1) after the cont��actor• is selected b�tat befor°e the contract is exectctecl, and (2) with per�so�2s othe�� tlaan those to whom the regulations of 24 CFR Par�t 13S ��equire employ�nent opportunities to be directed, wef°e not fzlled to circz�mvent the contr•c�ctor's obligcttzons tcnc�ei� 24 CFR pa��t 135. F. Noncomplia�ace with HUD's i�eg�ulation in 24 CFR Part 135 rnay resi�lt in sanctions, te���nination of this contr�cict for defc��aalt, and deba�^�nent of° suspe�asion frorn futiare HUD assisted co�ztracts. G. Witla �°espect to woriz per formed in connection wzth Sectzon 3 coverecl Indian housing assista�zce, section 7(b) of the Indian Self-Deter•nzination and Education Assist�tnce Act (25 U.S.C. 450e) also applies to the la�oi°k to be performed under� this Contract. Section 7(b) requir�es that to tlze g��eatest extent feasible (i) preference and opportunities fo�° tr�c�ining and ernployment shall be given to hidia�zs, a�ad (ii) prefererzce in the awaY�d of conti•acts a�zd subcont�°acts shall be given to Indiczn organizations and Indian-owned Economic Enterpi�ises. Par�ties to this co�atr�act that are subject to the provisions of Section 3 and Sectzon 7(b) agi°ee to comply with Section 3 to th�e maa irn�t�nz exterai feasible, baat not in CHDO SINGLE FAMILYCONTRACT Page 34 Ash Crescent Single Family Infill Project Development Corporation of Tarrant CounTy — 2750 Ash Crescent Street Rev. 03/04/2021 def•ogatioT2 of compliafzce with Sectiofz 7(b). " Section to be quoted in covered contracts ends. 14.11.2 Developer Responsibilities for Section 3 Requirements. City and Developer understand and agree that compliance with the provisions of Section 3, the regulations set forth in 24 CFR Part 135, and all applicable iules and orders of HCTD shall be a condition of the Federal financial assistance provided to the project binding upon City and Developer and their respective successors, assigns, contractors and subcontractors. Failure to fulfill these requirements shall subject Developer and its cont�actors and subcontt•actot•s and theiz• respective successors and assigns to those sanctions specified by the grant agi•eement through which Federal assistance is provided and to such sanctions as are specified by 24 CFR Part 135. Developer's responsibilities include: 14.11.2.1 Implementing procedures to notify Section 3 residents and business concei�ns about training, employment, and conn�acting opportunities generated by Section 3 covered assistance; 14.11.2.2 Notifying potential contractors worlcing on Section 3 covered projects of their responsibilities; 14.11,2.3 Facilitating the t�aining and employinent of Section 3 residents and the award of contracts to Section 3 business concerns; 14.11.2.4 Assisting and actively cooperating with the Neighborhood Services Department in inalcing contractors and subcontractors comply; 14.11.2.5 Refraining from entering into contracts with contractors that are in violation of Section 3 regulations; 14.11.2.6 Documenting actions taken to comply with Section 3; and 14.11.2.7 Submitting Section 3 Annual Summaiy Reports (Foi7n HIID- 60002) in accordance with 24 CFR Part 135.90. 14.11.3 Section 3 Reportin� Requirements. In order to comply with the Section 3 requirements, Developer must submit the foims attached hereto as Exhibit ��I" - Section 3 Reporting Forms and take the following actions: 14.11.3.1 Report to the City all applicants for employment by contractor and subcontractor on a quarterly basis. This shall include name, address, zip code, date of application, and status (hired/not hired) as of the date of the report. 14.11.3.2 Advertise available positions to the public for open competition, and provide documentation to City with the quarterly report that CHDO SINGLE rAMILYCONTRACT Page 35 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 demonstrates such open advertisement, in the form of printout of Texas Worlcforce Commission posting, copy of newspaper advertisement, copy of flyers and listing of locations where flyers were distributed, and the like. 14.11.3.3 Repot�t to City all contracts awarded by contractor and subcontractor on a quarterly basis. This shall include name of contractor and/or subcontractor, address, zip code, and amount of award as of the date of the report. 14.12 Prohibition A�ainst Discrimination. 14.12.1 General Statement. Developer shall comply in the execution, perfoi�rnance or attempted perfor�nance of this Contract with all non-discrimination requirements of 24 CFR Part 92.350 and Chapter 17, Article III, Division 4— Fair Hoalsifag of the City Code, Developet• may not discriminate against any person because of race, color, sex, gender, religion, national origin, familial status, disability or perceived disability, sexual orientation, gender identity, gender expression, or transgender, nor will Developer permit its officers, members, agents, employees, vendors or project participants to engage in such discrimination. This Contract is made and entered into with reference specifically to Chapter 17, Article III, Division 3- E�saploynzent Pructices of the City Code, and Developer hereby covenants and agrees that Developer, its officers, members, agents, employees, vendors and contractors, have fully complied with all provisions of same and that no employee, or applicant for employment has been discriminated against under the tei7ns of such ordinances by either ar its officers, members, agents, employees, vendors or contractors. 14.12.2 No Discrimination in Emplo.yment durin� the Performance of this Contract. During the performance of this Contract Developer agrees to the following provision, and will requi�e that its cont�actors, subcontractors and vendors also comply with such provision by including it in all contracts with its contractors, subcontractors or vendors: fCor2tr�ucto�°'s Subcont��actor's or• Vendor�'s Na�ne] will not unlawfully discriminate against any employee or applicants for employment because of race, color, sex, gender, religion, national origin, familial status, disability or perceived disability, sexual orientation, gender identity, gender expression or transgender. _[Contractor's, Sztbcontractor's or Vendors Namel _ will take affii�rnative action to enstue that applicants are hired without regard to race, color, sex, gender, religion, national origin, familial status, disability or perceived disability, sexual orientation, gender identity, gender expression or transgender and that employees are treated fauly dw•ing employment without regard to their race, color, sex, gender, religion, national origin, familial status, disability or perceived disability, sexual orientation, gender identity, gender expression or transgender. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or t�ansfer, reciuitment or i•eciuitment advertising, layoff or termination, rates of pay or other foz�ns of compensation, and selection for training, including CHDO SINGLE I'AMILYCONTRACT Page 36 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 apprenticeship. LContt•uctor's, Subcontracto��'s or Vet2dor's NanZe� agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. �Co�ztractor's, Subcontr�actor's or Pendor's Namel will, in all solicitations or advertisements for employees placed by or on behalf of _jContracto��'s, Subcontractor's or Vendor's Name� , state that all qualified applicants will receive consideration for employment without regard to race, color, sex, gender, religion, national origin, familial status, disability or perceived disability, sexual orientation, gender identity, gender expression or transgender. �Contractor's, Subco�zt��actof�'s or Vefzdor's Ncz�ne� covenants that neither it nor any of its officers, members, agents, employees, or contractors, while engaged in perfoi7ning this Contract, shall, in connection with the employment, advancement or discharge of employees or in connection with the terms, conditions or privileges of their employment, discriminate against persons because of their age or because of any disability or perceived disability, except on the basis of a bona fide occupational qualification, retirement plan or statutory requirement. [Co��tructor's, Subcont�°actoi•'s or Vendor's Namel further covenants that neither it nor its officers, members, agents, employees, cont�actors, or persons acting on theu behalf, shall specify, in solicitations or advertisements for employees to worlc on this Contract, a maximum age limit for such employment unless the specified maximum age limit is based upon a bona fide occupational qualification, retirement plan or statutory requirement. 14.12.3 Developer's Contractors and the ADA. In accordance with the provisions of the Americans With Disabilities Act of 1990 ("ADA"), Developer warrants that it and any of its contractors will not unlawfully discriminate on the basis of disability in the provision of seivices to the general public, nor in the availability, tei�rns and/or conditions of employment for applicants for employment with, or employees of Developer or any of its cont�actors. DEVELOPER WARRANTS IT WILL FI7LLY COMPLY WITH THE ADA'S PROVISIONS AND ANY OTHER APPLICABLE FEDERAL, STATE AND LOCAL LAWS CONCERNING DISABILITY AND WILL DEFEND, INDEMNIFY AND HOLD CITY HARMLESS AGAINST ANY CLAIMS OR ALLEGATIONS ASSERTED BY THIRD PARTIES, CONTRACTORS, SUBCONTRACTORS OR VENDORS AGAINST CITY ARISING OUT OF DEVELOPER'S AND/OR ITS CONTRACTORS', SUBCONTRACTORS', VENDORS', AGENTS' OR EMPLOYEES' ALLEGED FAILURE TO COMPLY WITH THE ABOVE- REFERENCED LAWS CONCERNING DISABILITY DISCRIMINATION IN THE PERFORMANCE OF THIS CONTRACT. 14.13. Prohibition A�ainst Interest / Conflict of Interest. 14.13.1 Developer shall establish safeguards to prohibit its employees, board members, advisors and agents fiom using positions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or others, pai�ticularly those with whom they have family, business or other ties. Developer shall disclose to City any such conflict of interest or potential conflict of interest immediately upon discovery of same. CHDO SINGLE FAMILYCONTRACT Page 37 Ash Ct�escent Single Family In�ll Project Development Corporation of Tarrant CounTy — 2750 Ash Crescent Street Rev. 03/04/2021 14.13.2 No employees, agents, consultants, officers or elected officials or appointed officials of City or of Developer who exercise or have exercised any functions or responsibilities with respect to activities assisted with HOME funds or who are in a position to participate in a decision-malcing process or gain inside infoi7nation with regard to these activities may occupy a HOME-assisted housing unit, may obtain a fmancial interest or benefit fiom a HOME-assisted activity, or have an interest in any contract, subcont�act or agreement with respect thei•eto, or the proceeds thereunder, either for themselves or those with whom they have family or business ties, during their tenure or for 1 year thereafter, unless they are accepted in accordance with the procedures set forth at 24 CFR Part 92.356. 14.13.2.1 Developer shall establish conflict of interest policies for Federal Awards and shall provide such policies in writing to City in accordance with the requirements of 2 CFR Part 200.112. 14.13.3 Disclosure of Conflicts of Interest. In compliance with 2 CFR Pai�t 200,112, Developer is required to tiinely disclose to City in writing any potential conflict of interest, as described in this Section. 14.13.4 Disclosure of Texas Penal Code Violations. Developer affirms that it will adhere to the provisions of the Texas Penal Code which prohibits bribeiy and gifts to public seivants. 14,13.5 Disclosure of Federal Criminal Law Violations. In compliance with 2 CFR Part 200.113, Developer is required to timely disclose to City all violations of federal criminal law involving fraud, briber•y or gratuity violations potentially affecting this Agreement. 14.14 Labor Standards. 14.14.1 As applicable, Developer agrees to comply with the requll�ements of the Secretary of Labor in accordance with the Davis-Bacon Act (40 U.S.C. 276a-7) as amended, the provisions of Cont�act Worlc 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 pei�formance of this Contract. Developer agrees to coinply with the Copeland Anti-Kicic Bacic Act (18 U.S.C. 874 et seq.) and the implementing regulations of the United States Departinent of Labor at 29 CFR Part 5. Developer shall maintain documentation that demonstrates compliance with hour and wage requir•ements of this Contract and the HOME Regulations. Such documentation shall be made available promptly to City for review upon request. 14.14.2 Developer agrees that, except with respect to the rehabilitation or const�uction of residential property containing less than 12 units assisted with HOME funds, all contractors engaged under contract for construction, renovation or t•epair work financed in whole or in part with assistance provided under this Contract, shall comply with Federal requirements adopted by City pertaining to such contracts and with the applicable requirements of the regulations of the CHDO SINGLE FAMILYCONTRACT Page 38 Ash Crescent Single Family In�ll Project Development Corporation of Tai'rant County — 2750 Ash Crescent Street Rev. 03/04/2021 Department of Labor under 29 CFR Pai-ts 1, 3, 5 and 7 govei�ning the payment of wages and ratio of apprentices and t�ainees to journey worlcers; provided that, if wage rates higher than those required under these regulations are imposed by state or local law, nothing hereunder is intended to relieve Developer of its obligation, if any, to require payment of the higher wage. Developer shall cause or require to be inset�ted in full provisions meeting the requirements of this paragraph in all such contracts subject to such regulations. 14.143 If Davis-Bacon is applicable, Developer shall provide City access to employee payrolls, contractor and subcont�•actor payrolls and other wage infotmation for persons performing construction of the Required Improvements. Payrolls must be submitted to the Neighborhood Services Department with each Reimbursement Request, and inust be available to Neighborhood Setvices Department staff upon request. In addition, Developer shall ensure that City will have access to employees, contractors and subcontractors and their respective employees in order to conduct onsite interviews with laborers and mechanics. Developer shall inform its contractors and subcontractors that City staff or representatives of Federal agencies may conduct periodic employee wage interview visits during construction of the project to ensure compliance. 14.15 Subcontracting �vith Small and Minoritv Firms, Women's Business Enterprises and Labor Surplus Areas. 14.15.1 For procurement cont�•acts $50,000.00 or larger, Developer agrees to abide by City's policy to involve Minority Business Enteiprises and Small Business Enteiprises and to provide thein equal opporiunity to compete for contracts for construction, provision of professional seivices, purchase of equipment and supplies and provision of other seivices required by City. Developer agrees to incoiporate the City's BDE Ordinance, and all amendments or successor policies or ordinances thereto, into all contracts and subcontracts for procurement $50,000.00 or larger, and will further require all persons or entities with which it so contracts to comply with said ordinance. 14.15.2 It is national policy to award a fair share of contracts to disadvantaged business enteiprises ("DBEs"), small business enteiprises ("SBEs"), minority business enteiprises ("MBEs"), and wolnen's business enterprises ("WBEs"). Accordingly, affirrnative steps must be talcen to assure that DBEs, SBEs, MBEs, and WBEs are utilized when possible as sources of supplies, equipment, construction and seivices. 14.15.3 In arder to comply with the reparting requirements of 24 CFR Part 92.508 (a)(7)(ii) , Developer must submit the form attached hereto as Exhibit "K" — MBE Reporting Form for each contract or subcontract with a value of $25,000 or more paid, or to be paid, with HOME funds. This form shall be submitted with the final Reimbursement Request. 14,16 Other Laws. The failure to list any Federal, State or City ordinance, law or regulation that is applicable to Developer does not excuse or relieve Developer fiom the requirements or responsibilities in regard to following the law, nor from the consequences ar penalties for Developer's failure to follow the law, if applicable. CHDO SINGLE FAMILYCONTRACT Page 39 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 14.17 Assignment. Developer shall not assign all or any part of its rights, privileges, or duties under this Contract without the prior written approval of Ciry. Any attempted assignment of same without approval shall be void, and shall constitute a breach of this Cont�act. Any approved assignment of this Contract shall include assumption of the HOME Loan. 14.18 Ri�ht to Inspect Developer Contracts. It is agreed that City has the right to inspect and approve in writing, prior to any charges being incurred, any proposed contracts between Developer and (i) its general contractor and subcont�actors, including any lower tier subcontractors engaged in any activity that is fiinded as part of the construction of the Required Improvements, (ii) vendor contracts arising out of the consttuction or sale of the Requii•ed Improvements, and (iii) any third party contracts to be paid with HOME Funds. 14.19 Force Majeure. If Developer becomes unable, either in whole or par�t, to fulfill its obligations under this Contract due to acts of God, strikes, locicouts, or other industrial disturbances, acts of public enemies, wars, blockades, insui�ections, riots, pandemics and epidemics, eai�thquakes, fires, floods, restraints ar prohibitions by any court, board, department, commission or agency of the United States or of any States, civil disturbances, or explosions, or some other reason beyond Developer's control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such event and the completion date for such obligations shall be extended for a like period. Developer will give City written notice of the existence, extent and nature of the Force Maj eure Event as soon as reasonably possible after the occurrence of the event. Failure to give notice will result in the continuance of Developer's obligation regardless of the extent of any existing Force Majeure Event. Developer will use commercially reasonable effol�ts to remedy its inability to perform as soon as possible. 14.20 Survival. Any provision of this Contract that pertains to the HOME Requirements, indemnity obligations, reporting requirements, auditing, monitoring, homebuyer income eligibility, record keeping and reports, City ordinances, the provisions of Section 6.6 pertaining to SAM, or any other HOME Program requirements, and any default and enforcement provisions necessary to enforce such provisions, shall survive the term or• earlier tei�nination of this Contract for 5 years after the termination date and shall be enforceable by City against Developer. 15. INDEMNIFICATION AND RELEASE. DEVELOPER COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE, CITY AND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS OF ANY I�ND OR CHARACTER, INCLUDING BUT NOT LIMITED TO CLAIMSFOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER CHDO SINGLE FAMILYCONTRACT Page 40 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 HIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY, AND DEVELOPER HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY OF CITY AND ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES FOR ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER HINDS OR CIIARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORM.ANCE OR NONPERFORMANCE OF THIS CONTRACT AND AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. DEVELOPER FURTHER COVENANTS AND AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL INJURY, DAMAGE OR DESTRUCTION OF PROPERTY OF CITY, ARISING OUT OF OR IN CONNECTION WITH ALL ACTS OR OMISSIONS OF DEVELOPER, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, VENDORS, INVITEES, LICENSEES, OR PROJECT PARTICIPANTS, OR CAUSED, IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. IT IS THE EXPRESS INTENTION OF THE PARTIES, BOTH DEVELOPER AND CITY, THAT TI3E INDEMNITY PROVIDED FOR IN THIS SECTION INCLUDES INDEMNITY BY DEVELOPER TO 1NDEMNIFY AND DEFEND CITY FROM THE CONSEQUENCES OF CITY'S OWN NEGLIGENCE, WHETHER THAT NEGLIGENCE IS ALLEGED TO BE THE SOLE OR CONCURRING CAUSE OF THE INJURY, DAMAGE OR DEATH. DEVELOPER AGREES TO AND SHALL RELEASE CITY, ITS AGENTS, EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR INJURY, DEATH, DAMAGE OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS CONTRACT, EVEN IF THE INJURY, DEATH, DAMAGE OR LOSS IS CAUSED BY CITY'S SOLE OR CONCURRENT NEGLIGENCE. DEVELOPER SHALL REQUIRE ALL OF ITS CONTRACTORS, SUBCONTRACTORS AND VENDORS TO INCLUDE IN THEIR CONTRACTS AND SUBCONTRACTS A RELEASE AND INDEMNITY IN FAVOR OF CITY IN SUBSTANTIALLY THE SAME FORM AS ABOVE. CHDO SINGLE FAMILYCONTRACT Page 41 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 DEVELOPER'S SEPARATE DUTY TO DEFEND CITY SHALL BE AT DEVELOPER'S SOLE COST BUT SHALL BE AT THE CITY'S OPTION. IN THE EVENT THE CITY DECIDES TO PERFORM ITS OWN DEFENSE, EITHER DIRECTLY OR BY HIRING A DEFENSE, DEVELOPER SHALL BE RESPONSIBLE FOR ANY AND ALL FEES, COSTS, OR OTHER EXPENSES OF ANY HIND IN CONNECTION WITH THE PROVISION OF THE DEFENSE. THE DUTY TO DEFEND S��AI,L ARISE AT THE MOMENT THAT CITY OR DEVELOPER IS NOTIFIED OF A CLAIM AGAINST CITY IS MADE IN CONNECTION WITH ANY ALLEGED ACTION, INACTION, OCCLIRANCE, OR NONOCCURANCE IN CONNECTION WITH OR FOR THE FURTHERANCE OF THE OBJECTIVES OF THIS CONTRACT. 16. WAIVER OF IMMUNITY BY DEVELOPER. If Developer, as a charitable or nonprofit organization, has or claims an immunity or exemption (statutory or otherwise) from and against liability for damages or injury, including death, to persons or property, Developer hereby expressly waives its rights to plead defensively such immunity or exemption as against City. This Section shall not be construed to affect a govei�rriental entity's immunities under constitutional, statutoiy ar common law. 17. INSURANCE AND BONDING. Developer will maintain coverage in the form of insurance or bond in the amount of $214,135.00 to insure against loss from the fiaud, theft or dishonesty of any of Developer's officers, agents, tiustees, directors or employees. The proceeds of such insurance ar bond shall be used to reitnburse City for any and all loss of HOME Funds occasioned by such misconduct. To effectuate such reimbursement, such fidelity coverage shall include a rider stating that reimbutsement for any loss or losses shall name City as a Loss Payee. Developer shall furnish to City, in a timely manner, but not later than 10 calendar days after the Effective Date, certificates of insurance as proof that it has secured and paid for policies of coinmercial insurance as specified herein, If City has not received such certificates as set forth herein, Developer shall be in default and City may at its option teiminate this Contract. Such insurance shall cover all insurable risks incident to or in connection with the execution, performance, attempted performance or nonperformance of this Contract, Developer shall maintain, or require its general contractor to maintain, the following coverages and limits thereof: Commercial General Liability (CGL) Insurance $1,000,000 each occurrence $2,000,000 aggregate limit Business Automobile Liability Insurance $1,000,000 each accident on a combined single-limit basis, or $ 250,000 Property Damage CHDO SINGLE FAMILYCONTRACT Page 42 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 $ 500,000 Bodily Injuiy per person per occui�•ence $1,000,000 Aggregate Insurance policy shall be endorsed to cover "Any Auto" defined as autos owned, hired and non-owned. Pending availability of the above coverage and at the discretion of City, the policy shall be the primary responding insurance policy versus a personal auto insurance policy if or when in the cotuse of Developer's business as contracted herein. Worlcers' Compensation Insurance Part A: Statutory Limits Part B: Employer's Liability $100,000 each accident $100,000 disease-each employee $500,000 disease-policy limit Note: Such insurance shall cover employees performing work on any and all projects including but not limited to construction, demolition, and rehabilitation. Developer or its cont�actors shall maintain coverages, if applicable. In the event the respective contractors do not maintain coverage, Developer shall maintain the coverage on such contractor, if applicable, for each applicable contract. Additional Requirements Such insurance amounts shall be revised upward at City's reasonable option and no more frequently than once every 12 months, and Developer shall revise such amounts within 30 days following notice to Developer of such requirements. Developer will submit to City documentation that it, and its general contractor, have obtained insurance coverage and have executed bonds as required in this Contract prior to payment of any monies provided hereunder. Where applicable, insurance policies required herein shall be endorsed to include City as an additional insut•ed as its interest may appear. Additional insured pai�ties shall include employees, ofiicers, agents, and volunteers of City. The Worlcers' Coinpensation Insurance policy shall be endorsed to include a waiver of subrogation, also refei7•ed to as a waiver• of rights of recovery, in favor of City. Any failure on part of City to request certificate(s) of insurance shall not be construed as a waiver of such requirement or as a waiver of the insurance requirements themselves. Insurers of Developer's insurance policies shall be licensed to do business in the State of Texas by the Department of Insurance or be othei�vvise eligible and authorized to do business in the state of Texas. Insurers shall be acceptable to City insofar as their financial strength and solvency and CIiDO SINGLE FAMILYCONTRACT Page 43 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 each such company shall have a cui7•ent minimum A.M. Best Key Rating Guide rating of A: VII or other equivalent insurance industry standard rating otherwise approved by City. Deductible limits on insurance policies shall not exceed $5,000 per occul�•ence unless otherwise approved by City. In the event there are any local, Federal or other regulatory insurance or bonding i•equirements for the project, and such requirements exceed those specified herein, the foi�ner shall prevail. Developer shall require its contractors to maintain applicable insurance coverages, limits, and other requirements as those specified herein; and, Developer shall require its contractor•s to provide Developer with certificate(s) of insurance documenting such coverage. Also, Developer shall require its cont�•actors to have City and Developer endorsed as additional insureds (as their interest may appear) on their respective insurance policies. Professional Liability coverage shall be in force and may be provided on a claims made basis. This coverage may also be refei7ed to as Management Liability, and shall protect the insured against claims arising out of alleged errors in judgment, breaches of duty and wrongful acts arising out of their manageinent duties. Developer shall require its general cont�actor to maintain builders r•islc insurance at the value of the construction. 18. CERTIFICATION REGARDING LOBBYING. Developer hereby certifies, to the best of its lcnowledge and belief, that; No Fede�•al appr�op��iczted fi�nds have been paid o�• wzll be paid, by oi� on behalf of Developer�, to ay2y person fo�� influencing or attenzpting to influence a�z officer or employee of any agency, a me�nbe�� of Congress, an officer or� employee of Congress in connection u�ith the awarding of afzy Federal contract, the rnal�ing of any Federal g�°ant, the nzal�ing of any Federal loun, the entering into of any coope�ative agreemefat and the extension, continuatiofa, i�e�zewal, anzendment, or modificutzon of any Federczl contract, gf�ant, loan of� cooper�ative agreement. If a�iy fitnds otlae�^ tha�i fede��ally appr•opriated fitnds laave been pcaid o�� will be paid to any perso�Z for influenciiag or� atten2pting to influence an officer or employee of any ager2cy, �nen2ber of Cong��ess in co�zraectzon witlz this Federal contract, grant, loan o�� cooper•atzve agr•eement, Developer• shall co»zplete afzd szibmii Stctndard Fo�na-LLL, "Disclost��°e Fof�m to RepoNt Lobbying, " in accor�dance witli its inst��uctions. Tliis certification is a material repr�esentatior� of fact i�po�z which reliance was placed whefa this Cont�°act was made o�° ente�°ed znto. Submissio�a of this ceYtificate is a�rerequisite for making or� entering into tl�is Contr�act iniposed by 31 U.S.C. Section 1352. Any person who fails to fzle the requzr�ed ce�•tifzcation CHDO SINGLE FAMILYCONTRACT Page 44 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 shall be subject to u civil penalty of �zot less than $1 D, 000. DO and not moi•e thaiz $100,000.00 fo�° each such failtcre. Developer shall require that the language of this certification be included in all subcont�acts or agreements involving the expenditure of Federal funds. 19. RELIGIOUS ORGANIZATION. Developer shall comply with all applicable requirements as more particularly described in 24 CFR Part 5.109. No portion of the HOME Funds shall be used in suppoi�t of any sectarian or religious activity. In addition, there inust be no religious or membership criteria for clients of a HOME-fitnded unit, 19.1. Separation of Explicitly Reli�ious Activities. Developer retains its independence and may continue to car7y out its mission, including the definition, development practice, and expression of its religious beliefs, provided that it does not use HOME Funds to support or engage in any explicitly religious activities (including activities that involve ovei�t religious content such as worship, religious instiuction, ot• proselytization), or in any other manner prohibited by law. 19.2 Explicitly Reli�ious Activities. If Developer engages in explicitly religious activities (including activities that involve overt religious content such as worship, religious instruction, or proselytization), the explicitly religious activities must be offered separately, in time or location, from the programs or activities suppoi�ted by HOME Funds and pat�ticipation must be voluntary for ciients of a HOME-funded unit. 20. LITIGATION AND CLAIMS. Developer shall give City immediate notice in writing of any action, including any proceeding before an administrative agency, filed against Developer in conjunction with this Contract or the project. Developer shall fui�ish immediately to Ciry copies of all pei�tinent papers received by Developer with respect to such action or claim. Developer shall provide a notice to City within 10 calendar days upon filing under any banl�-uptcy or financial insolvency provision of law. 21. NOTICE. All notices required or permitted by this Contract must be in writing and shall be effective upon receipt when (i) sent by U.S. Mail with proper postage, certified mail return receipt requested or by a nationally recognized overnight delivery service; and (ii) addressed to the other Party at the address set out below or at such other address as the receiving Party designates by proper notice to the sending Party. Citv City Attorney's Office 200 Texas St�eet CHDO SINGLE FAMILYCONTRACT Page 45 Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 Far-t Worth, TX 76102 Attention: Jo Ann Pate Tel ephone: 817-3 92-625 9 Copy to: Neighborhood Seivices Department 200 Texas St�eet Fort Worth, TX 76102 Attention: Assistant Director Telephone: 817-3 92-7540 Developer: Development Corparation of Tarrant County 1509-B S. University Dr., Suite 208 Fort Worth, TX 76102 Attention: President Telephone: 817-870-9008 22. DEVELOPER HAS LEGAL AUTHORITY TO ENTER INTO CONTRACT. Developer represents that it possesses the legal authority, pursuant to any proper, appropriate and official motion, resolution or action passed or taken, to enter into this Contract and to perform the responsibilities herein required. 23. IMMIGRATION NATIONALITY ACT. Developer shall verify the identity and employment eligibility of its employees who perfoiYn work under this Contract, including completing the Employment Eligibility Verification Form (I-9), Upon request by City, Developer shall provide City with copies of all I-9 foims and supporting eligibility docuinentation for each employee who performs worlc under this Contract. Developer shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no seivices will be performed by any Developer employee who is not legally eligible to perform such services. DEVELOPER SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY DEVELOPER, DEVELOPER'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Developer, shall have the right to immediately terminate this Contract far violations of this provision by Developer." 24. BOYCOTTING ISRAEL PROHIBITED. If Developer is a company with 10 or more full-time employees and if this Contract is for $100,000.00 or more, Developer acknowledges that in accordance with Chapter 2270 ofthe Texas Government Code, City is prohibited from entering into a contract with a company for good or setvices unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The CHDO SINGLE FAMII,YCONTRACT Page 46 Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Street Rev. 03/04/2021 Terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Goveinment Code. If applicable under this Contract and Developer is considered a"company," by signing this Cont�•act, Developer cet�tifies that Developer's signature provides written verification to City that Developer: (1) does not boycott Isr•ael; and (2) will not boycott Israel during the tei�rn of this Contract. 25. COUNTERPARTS. This Contract may be executed in multiple counterpai�ts, each of which shall be considered an original, but all of which shall constitute one instrument which may be sufficiently evidenced by one counterpat�t. [SIGNATURES APPEAR ON NEXT PAGE] CHDO SINGLE FAMILYCONTRACT Ash Crescent Single Family Infill Project Development Corpot•ation of Tarrant County — 2750 Ash Crescent Street Page 47 Rev. 03/04/2021 EXECUTED to be effective as of the Effective Date. ATTEST: ����-�' 0 Mary J. Kayser, City Secretary M&C 20-0197 Date: 3/24/2020 CITY OF FORT WORTH �� B�7; Fernando Costa (Apr22, 20211528 CDT) Fernando Costa, Assistant City Manager Date: Apr 22, 2021 1295 Cert. No.: 2020-581741 APPROVED AS TO FORM AND LEGALITY: Jo Pate�� 13:12 CDT) Jo Ann Pate, Assistant City Attoiney City of Fort Worth Agreement Compliance Manager: By signing I acicnowledge that I am the person responsible for the monitoring and administration of this contract, including ensurin all perfoi7nance and reporting requirements. L� Chad LaRoque, Housing Developinent and Grants Manager DEVELOPMENT CORPORATION OF TARR_ANT COUNTY ���� f2 P By: Charles Price, President Date: Ma�zs,zo�� CHDO HOME CONTRACT Signature Page Ash Crescent Infill Project Tarrant County Development Corporation — 2750 Ash Crescent Street EXHIBITS: Exhibit "A" — Project Summaiy — Scope of Work Exhibit "A-1" — Final Elevations Exhibit "A-2" — Environmental Mitigation Action Exhibit "B" — Budget E�hibit "C" — Construction and Reimbursement Scliedule Exhibit "D" — Audit Requiremeuts Exhibit "E" — Loan Documents Exhibit "F" — Reimbursement Forms Exhibit "G" — HOME Project Compliance Report (Single Family) Exhibit "H" — Federal Labor Sta�idards Provisions - Davis-Bacon Requirements Exhibit "I" — Section 3 Reporting Forms Exhibit "J" — Standards for• Complete Documentation Exhibit "K" — MBE Reporting Form CHDO HOME CONTRACT Page 48 Ash Crescent Infill Project Tat•rant County Development Corporation — 2750 Asli Ct•escent St►•eet Rev. 03/04/2021 EXHIBIT "A" PROJECT SUMMARY - SCOPE OF WORK DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent Capitalized terms not defined herein shall have meanings assigned to them in the Contract. DESCRIPTION: Developer will construct an approximately 1,600 square foot, 3-bedroom, 2-bath single family house on a lot size of approximately 5,000-7,000 square feet. Construction will include an attached two-car garage, which is not included in the square footage calculation. Fencing will be located at the rear and side yards. Landscaping will be include in the front yard. The construction of the house shall contain any reasonable and necessary accessibility requirements requested by a disabled HOME Eligible Buyer. If the cost of such accessibility i•equirements exceeds the Budget for the construction of the house, such additional expense shall be paid by the HOME Eligible Buyer. Developer must provide the demographic information on the attached Exhibit "G" HOME Project Compliance Report. The following appliances and related amenities will be included in the sale of the house: • Washei• and Dryer hool<ups • Centt•al Air Conditioning and Heating • Stove • Oven • Dishwasher • Vent-a-hood • Garbage Disposal • Electric Garage Door with Remote • Mailbox located at dooi• • Refi•igerator is not required to be furnished by Developer The following materials shall be used for the construction of the house: • Fence (bacic yard) • Landscaping (fi�ont) • Roofing Materials 3 TAB 25 YR • Siding (percentage) 100% • Foundation Type Post Tension • HVAC 15 Seer Heat Pump CHDO SINGLE FAMILY CONTRACT Ash Ci•escent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "A-1" FINAL ELEVATIONS DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent 4 i � i I I I I I I FI �I I I I I � � � � � C�Y— .. �., �\ �j� �� SAe Plan - Lot 27�0 l �J .:111�� ���I ��D'= ::.::auI�11I1_ ====� _ ��1=�- --- -_ _—==_=__- �--'�_ -_ = -�_ �-==--== ::=-- — - :.:. .::. __ �-iii::iii- ; -=___-,___ i- _-..-===��1�1 _ _ -- -- __ - ----�-_ ��v�.��� CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent TAIIOH A\£ PW0.I[Gi DATAI MEri SiN6l[ f�YLLY RCSIO[NCC :OU0.4C FFET L��AIL;. [AW�E 0 15/S'1fT mevrreaw � ias¢n �W.K(OPCH I 60S�FT WIK7;FACF � �i105�3Ff TGTAL � I�IS4R Rev 03/04/2021 - _ _ .._ �-- '--� --�,�,_ c � EXHIBIT "A-2" ENVIRONMENTAL MITIGATION ACTION DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent HOME Funds may be i•eimbursed for exempt activities; however, HOME funds will not be paid, and costs cannot be incurred, until City has conducted and completed an environmental review of the proposed project site as required under 24 CFR Part 58. The environmental review may result in a decision to proceed with, modify, or cancel the project. Further, Developer will not undertake or commit any funds to physical or choice limiting actions, including property acquisition, demolition, movement, rehabilitation, conversion, repair oi• construction ui►til satisfactory completion of environmental review and receipt by City of an authorization to use grant funds from HUD under 24 CFR Part 58. Special conditions, procedui•es, and requirements identified for the project may include and are not limited to mitigation of any adverse effects identiiied by the environmental review process. The special conditions, procedures, and requirements may differ and are subject to approval by City and HUD. Environmental Mitigations are as follows: Noise Abatement Conti•ol Before consh�uction can begin, Developer must supply one of the following to City: 1) Certification fi•om a qualified acoustical engineer that the construction materials used will bring the interior noise level down to below 45 dB, or 2) The information required to fill out HUD's STraCAT tool, in order for City to calculate the degree to which the construction materials/design will reduce interior noise and verify that they meet HUD's standards. Once City confirms that interior noise will be reduced to an acceptable level, construction may proceed. Ve�etation and Wildlife During construction, all active nests should be avoided, and if found, a biologist with the United States Fish and Wildlife Service (USFWS) must be notified. No trees or bushes that have active nests in them may be cut down without first consulting with the USFWS, who will then determine if onsite assessment from a qualified biologist is necessary. City will provide Developer the executed environmental review record and certifications. Developer agrees to abide by the special conditions, procedures, and requirements of the executed environmental review certification approved by HUD. CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXffiBIT "B" BUDGET DEVELOPMENT CORPORATION OF TARRANT COUNT 2750 Ash Crescent Total Cost: $ 214,135.00 Project HOME Funds Awarded: $99,862.00 HOME Funds will be paid only as reimbursement for eligible expenses. Development Budget Use of Funds Source of Funds Predevelopment Cost HOME $ OTHER $ SOURCE OF OTHER TOTAL $ FUNDS FUNDS FUNDS FUNDS (1) (2) (Names) (1+2) 1. Market Study 2. Feasibility (i.e.: preliminac•y work write-up, cost estimates, design, bond, Environmental Studies) 3. Other: Soil Testing 2,500 2,500 Total Predevelo ment Cost 1+2=3) Develo ment Cost 4. Land and/or building acquisition 7,500 Veritex Bank Loan 7,500 5. Soft Costs (Utilities, Security, etc.) 2,500 2,500 5,000 6. Construction Cost Veritex Bank Loan and 87,362 104,273 BBVA Grant 191,635 7. Fence 8. Landscape 2,000 2,000 9. Contingency 10. Appraisal 11. Architect & Engineering Fees 5,500 5,500 12. Construction Management Fee / Developei• Fee 13. Consh•uction Loan Interest 14. Property Survey 15. Legal Fees 16. Real Estate Fees 17. Utility Hookup/Impact Fees 18. Title & Recording Fees 19. Program and Related Expenses 20. Construction Management 21. Bond Fees Total Develo ment Cost 99,862 114,273 214,135 22. Developer Fee From Sales Proceeds (15% of Total Development Costs) 32,120.25 32,120.25 Total Cost 99,862 109,273 214,135 CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Coiporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "C" CONSTRUCTION AND REIMBURSEMENT SCHEDULE DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent Phase Activity Beginning Week — subject to weather ermittin PHASE I ACTIVITIES: Contract signed Land and/or Building Ac uisition Site Preparation Architectural & Engineei•ing Fees Appraisal, Bond, Market Study Construction costs 50% Completion of Project PHASE I DEADLINE: FIRST PAYMENT $49,931 7/30/2021 PHASE II ACTIVITIES: Construction costs Consttuction loan intei•est Soft costs (utilities, security) 100% Completion of Project PHASE II DEADLINE: FINAL PAYMENT** $49,931 12/30/2021 CONSTRUCTION TOTAL $99,862 DEVELOPER FEE Paid after closing of sale to HOME $31 370 Eli ible Bu er ei• Section 7.8�` (is°io oftotal eligible development costs) PROJECT HOME Fi.JNDS AWARDED $99,862 *Developer will be reimbursed for eligible expenses only. All amounts are estimates and are subject to change. ** �xhibit "G" - HOA�IE Project Compliance Report must be submitted prior to reimbursement for Construction Final Payment, Construction Final Payment will not be made after closing of sale to the Eligible HOME Btryer. CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "D" AUDIT REQUIREMENTS DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent Not Applicable CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant Cotmty — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "E" DRAFT LOAN DOCUMENTS DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 PROMISSORY NOTE HOME Funds Date: Borrower: Development Corporation of Tarrant County, a Texas non-profit corporation Borrower's Mailing Address: 1509 S Univeisity Drive, Suite B208, Fort Worth, Tai•rant County, TX 76107 Lender: City of Fort Worth, Texas, a Texas municipal corporation Place for Payment: C/O Director ofNeighbot�hood Seivices Department 200 Texas St. Fort Worth, Tarrant County, TX 76102 or at any other place that Lender may designate in writing Principal Amount: $ Loan Authority: The loan evidenced by this Note (the "Loan") is being made pursuant to the HOME Investment Partneiships Program authorized under Title II of the Cranston-Gonzalez National Affordable Housing Act of 1990, as amended, 42 USC 12701 et seq. ("HOME Program") and the HOME Investment Partnerships Program Final Rule, as amended, 24 CFR Part 92 et seq. (the "HOME Regulations") with HOME funds. Annual Interest Rate: 0% Maturity Date: Terms of Payment (principal and interest): This Note is the Promissory Note required in City Secretary Contract No. between Borrower and Lender dated and has been executed and delivered in accordance with those contracts (collectively, the "HOME Contracts"). The funds advanced by Lender are HOME funds and the Contract t�equires that the houses located on the Property and constructed with a portion of the HOME funds must qualify and remain affordable housing in accordance with the HOME Progt•am and the HOME Regulations for a specified time period as more particularly described in the Contracts (the "Affordability Period"). The Loan will be in default and the Principal Amount and any other sums due hereunder may be declared immediately payable if all of the houses constructed on the Property are not sold to HOME Eligible Buyers as more particularly described in the Conti•acts and in accordance with the HOME Regulations. This Note is subject to all terms and conditions of the Contract. The Loan will be forgiven provided that (i) the houses are each sold to a HOME Eligible Buyer in accordance with HOME Program requirements, and (ii) Borrower is not othei•wise in CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infll Project Development Corporation of Tairant County — 2750 Ash Crescent Rev 03/04/2021 default of the Loan terms or Contract provisions. In the event the Loan is not forgiven in accordance with the terms of the Contracts, the Principal Amount will be payable in full on the Maturity Date. Security for Payment: This Note is secured by a Deed of Trust of even date from Borrower to Jo Ann Pate or Denis McEh�oy, Trustee, both of which cover the following real property: SEE EXHIBIT "A" ATTACHED HERETO AND INCORPORATED HEREIN FOR ALL PURPOSES Other Security for Payment: As set forth in the Contract. Prior Liens The lien securing this Note is subordinate to the lien securing anothet• note in the original principal amount of $ dated executed by Boirower, payable to ("First Lien Note"), and described in a deed of ti•ust of even date to, Trustee, recorded in the Real Property Records, Tarrant County, Texas. The Deed of Trust securing this Note is and shall be subject and subordinate in all respects to the liens, terms, covenants and conditions of the deed of trust or mortgage securing the Fiist Lien Note. The rights and remedies of the payee and each subsequent holder of this Note and the Deed of Trust securing this Note are subject to the liens, teims, covenants and conditions of the deed of trust or mortgage securing the First Lien Note. If there is a default in payment of any part of principal or intei•est of the First Lien Note or a breach of any covenants contained in any instruments securing it, the debt evidenced by this Note will immediately become payable at the option of lender. If Borrower fails to perform any of Borrower's obligations in the First Lien Note or in any instruments secui•ing it, Lender inay perform those obligations and be reimbursed by Borrower on demand, at the Place for Payment for any amounts advanced, including attorney's fees, plus interest on those amounts from the date of payment at the Annual Interest Rate on Matured, Unpaid Amounts. The amount to be reimbursed will be secured by all instruments securing this Note. Borrower promises to pay to the order of Lender the Principal Amount if not otherwise forgiven. This Note is payable at the Place for Payment and according to the Terms of Payment. All unpaid amounts are due by the Maturity Date, unless otherwise extended as provided for in the Contract. After maturity, Borrower promises to pay any unpaid principal balance. If Borrower defaults in the payment of this Note or in the perfoi•mance of its obligations under the Conh•act or the HOME Program or the HOME Regulations or any other obligation in any instrument securing or collateral to this Note, Lender may declai�e the unpaid principal balance, and any other amounts owed on the Note immediately due. Borrower and each surety, endorser, and guarantor waive all demand for payment, presentation for payment, notice of intention to accelerate maturity, notice of acceleration of maturity, protest, and notice of protest, to the extent permitted by law. Notwithstanding anything to the contraty, if a moneta�y event of default occurs under the terms of any of the Loan documents, prior to exercising any remedies Lender shall give Boi7ower CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infll Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 written notice of such default. Borrower shall have a period of 30 days after such notice is given within which to cure the default prior to exercise of remedies by Lender under the Loan documents. Notwithstanding anything to the contraiy, if a non-monetary event of default occurs undei� the teims of any of the Loan documents, prior to exercising any remedies, Lendei• shall give Borrower written notice of such default. If the default is reasonably capable of being cured within 30 days, Borrower shall have such period to effect a cure prior to exercise of remedies by Lender under the Loan documents. If the default is such that it is not i•easonably capable of being cured within 30 days, and if Bor7ower (a) initiates cori•ective action within said period, and (b) diligently, continually, and in good faith works to effect a cure as soon as possible, then Boimower shall have such additional time as is reasonably necessaiy to cure the default prior to exercise of any remedies by Lender. In no event shall Lender be precluded from exercising remedies if its security becomes or is about to become matei-ially jeopardized by any failure to cure a default or the default is not cured within 180 days after the fiist notice of default is given. Notices given to Borrower shall be in writing and delivered to the addresses listed above, or to such other address as Borrower designates by written notice to Lender. Each such notice or other coinmunication shall be effective upon receipt when sent by U. S. Mail, postage prepaid and by certified mail, return receipt requested; or by a nationally recognized overnight delivery service. Borrower also promises to pay reasonable attorney's fees and court and other costs if this Note is placed in the hands of an attoiney to collect or enforce the Note. Borrower will pay Lender these expenses and interest on demand at the Place for Payment. These expenses will become part of the debt evidenced by the Note and will be secured by any secur•ity for payment. Borrower may prepay this Note at any time before the Maturity Date without penalty or premium so long as the houses located on the Property and constructed with a portion of the HOME Funds qualify and remain affordable housing in accordance with the HOME Program and the HOME Regulations for the applicable Affordability Period specified in the Contracts. . Interest on the debt evidenced by this Note will not exceed the maximum rate or amount of non-usurious interest that may be contracted for, taken, resei•ved, charged, or received under law. Any interest in excess of that maximum amount will be credited on the Principal Amount or, if the Principal Amount has been paid, refunded. On any acceleration or required or permitted prepayment, any excess interest will be canceled automatically as of the acceleration or prepayment or, if the excess interest has already been paid, credited on the Principal Amount or, if the Principal Amount has been paid, refunded. This provision overrides any conflicting provisions in this Note and all other instruments concerning the debt. Each Borrower is responsible for all obligations represented by this Note. When the context reguires, singular nouns and pronouns include the plural. A default exists under this Note if (1) (a) Borrower or (b) any other person liable on any pai�t of this Note (an "Other Obligated Party") fails to timely pay or perform any obligation or covenant in any written agreement between Lender and Borrower or such Other Obligated Party; (2) any warranty, covenant, or representation in this Note or in any other written agreement between Lender and Borrower or any Other Obligated Party is materially false when made; (3) a CHDO SINGLE FAMILY CONTRACT Ash Ci•escent Single Family Infill Project Development Corporation of Tan•ant County — 2750 Ash Crescent Rev 03/04/2021 receiver is appointed for Borrower, any Other Obligated Party, or any property on which a lien or security interest is created as security (the "Collateral Security") for any part of this Note; (4) any Collateral Security is assigned for the benefit of creditors; (5) a banla�uptcy or insolvency proceeding is commenced by Bot•rower or an Other� Obligated Party; (6) (a) a bankruptcy or insolvency proceeding is commenced against Borrower or an Other Obligated Party and (b) the proceeding continues without dismissal for 90 days, the party against whom the proceeding is commenced admits the material allegations of the petition against it, or an order for relief is entered; (7) any of the following parties is dissolved, begins to wind up its affairs, is authorized to dissolve or wind up its affairs by its governing body oi• persons, or any event occurs or condition exists that perinits the dissolution or winding up of the affairs of any of the following paiiies: (i) Borrower, or (ii) an Other Obligated Pai-ty; and (8) any Collateral Secui•ity is materially impaired by loss, theft, damage, levy and execution, issuance of an official writ or order of seizure, or destruction, unless it is promptly replaced with insurance proceeds, collatei•al security of like kind and quality or restored to its former condition. The execution and deliveiy of this Note are required under the Contract. If any provision of this Note conflicts with any provision of the Contract, the Deed of Trust oi• any other document evidencing the same transaction between Lender and Borrower, the pt�ovisions of the Conh�act will govern to the extent of the conflict. This Note will be construed under the laws of the state of Texas without regard to choice-of-law rules of any jurisdiction. [SIGNATURE PAGES IMMEDIATELY FOLLOW] CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Ini►11 Project Development Corpoc•ation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 DEVELOPMENT CORPORATION OF TARRANT COUNTY Charles Price, President CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "A" Property Description CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Cor•poration of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER DEED OF TRUST Terms Date: Grantor: Development Corporation of Tarrant County a Texas non-profit corporation. Grantor's Mailing Address: 1509 S University Drive, Suite B208, Fort Worth, Tarrant County, TX 76107 Trustee: Jo Ann Pate Trustee's Mailing Address: C/O City Attorney's Office 200 Texas St. Fort Worth, Tarrant County, TX 76102 Lender: City of Fort Worth, Texas, a Texas municipal corporation Lender's Mailing Address: C/O Neighborhood Seivices Department 1000 Throckmorton St. Fort Woi-th, Tarr�ant County, TX 76102 Loan Authority: The loan evidenced by the Note and secured by this Deed of Trust is being made pursuant to the HOME Investment Partnerships Progi•am authorized undei• Title II of the Ci•anston- Gonzales National Affordable Housing Act of 1990, as amended, 42 USC 12701 et seq. (the "HOME Program") and the HOME Investment Partnership Program Final Rule, as amended, 24 CFR Part 92 ei seq. (the "HOME Regulations") with HOME funds. Obligation Note Date: Original principal amount: $ Borrower: Development Coiporation of Tarrant County, a Texas non-profit coipoi•ation Lender: City of Fort Worth, Texas, a Texas municipal corporation Maturity Date: CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 Property (including any improvements): SEE EXHIBIT "A" ATTACHED HERETO AND INCORPORATED HEREIN FOR ALL PURPOSES Prior Lien: The lien created by this Deed of Trust will be subordinate to the lien securing payment of a note, and any renewals, extensions, and modifications thereof, in the original principal amount of $ dated made by Grantoi•, payable to ("First Lien Note"), and more fillly described in a deed of trust recorded in the Real Property Records of Tai7�ant County, Texas. Subject to waiver, notice, grace and cure period, if any, if default occurs in payment of any part of principal oi� interest of the First Lien Note or in observance of any covenants of the deed of trust or other loan documents securing it, the entire debt secured by this Deed of Trust will immediately become payable at the option of Lender. Other Exceptions to Conveyance and Warranty: Easements, rights-of-way, and prescriptive rights, whether of record or not; all presently recorded and validly existing recorded instruments other than conveyances of the surface fee estate that affect the Property; liens described in this Deed of Trust; and, taxes for the current year. For value received and to secure payment of the Obligation, Grantor conveys the Pt•operty to Trustee in trust. Grantor warrants and agt•ees to defend the title to the Property, subject to the Other Exceptions to Conveyance and Warranty. On payment of the Obligation and all other amounts secured by this Deed of Trust, this Deed of Trust will have no furthet• effect, and Lender will release it at Grantor's expense. Clauses and Covenants A. Grantor's Obligations Grantor agrees to— 1. keep the Property in good repair and condition; 2. pay all taxes and assessments on the Propei�ty before delinquency and provide proof of payment of same upon request by Lender; 3. defend title to the Property subject to the Other Exceptions to Conveyance and Warranty and preserve the lien's priority as it is established in this Deed of Trust; 4. maintain, in a form acceptable to Lender, an insurance policy that CHDO SINGLE FAMILY CONTRACT Ash Ct•escent Single Family Infill Project Development Corporation of Tan•ant County — 2750 Ash Crescent Rev 03/04/2021 a. covers all improvements for their full insui�able value as determined when the policy is issued and renewed, unless Lender approves a smaller amount in writing; b. contains an 80 percent coinsurance clause; c. provides all-risk coverage; d. protects Lender with a standard mortgage clause; e. pi•ovides flood insurance at any time the Property is in a flood hazard area; and f. contains such other coverage as Lender may reasonably require; 5. comply at all times with the requirements of the 80 percent coinsurance clause; 6. deliver the insurance policy to Lender within ten days of the date of this Deed of Trust and deliver renewals to Lender at least fifteen days before expiration; 7. obey all laws, ordinances, and restrictive covenants applicable to the Property; 8. keep any buildings occupied as required by the insurance policy; 9. if the lien of this Deed of Trust is not a first lien, pay or cause to be paid all prior lien notes and abide by or cause to be abided by all prior lien instruments; and, 10. notify Lender of any change of address. B. Lender's Rights L Lender may appoint in writing a substitute trustee, succeeding to all rights and responsibilities of Trustee. 2. If the proceeds of the Obligation are used to pay any debt secured by prior liens, Lender is subrogated to all the rights and liens of the holders of any debt so paid. 3. Lender may apply any proceeds received under the insurance policy either to reduce the Obligation or to repair or replace damaged or destroyed improvements covered by the policy. If the Property is Grantor's primary residence and Lender reasonably detetmines that repairs to the improvements are economically feasible, Lender will malce the insurance proceeds available to Grantor for repairs. 4. Notwithstanding the ter•ms of the Note to the contraiy, and unless applicable law prohibits, all payments received by Lender fi•om Grantor with respect to the Obligation or this Deed of Trust may, at Lender's discretion, be applied first to amounts payable under this Deed of Trust and then to amounts due and payable to Lender with respect to the Obligation, to be applied to late charges, principal, or interest in the order Lender in its discretion determines. CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Coi•poration of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 5. If Grantor fails to perform any of Grantor's obligations, Lender may perform those obligations and be reimbursed by Grantor on demand for any amounts so paid, including attoiney's fees, plus interest on those amounts fi�om the dates of payment at the rate stated in the Note for matured, unpaid amounts. The amount to be reimbursed will be secured by this Deed of Trust. 6. If there is a default on the Obligation or if Grantor fails to perform any of Grantor's obligations and the default continues after any required notice of the default and the time allowed to cure, Lender may— a. declare the unpaid principal balance on the Obligation immediately due; b. direct Trustee to foreclose this lien, in which case Lender or Lender's agent will cause notice of the foreclosure sale to be given as provided by the Texas Property Code as then in effect; and c. purchase the Property at any foi•eclosure sale by offering the highest bid and then have the bid credited on the Obligation. 7. Lender may remedy any default without waiving it and may waive any default without waiving any prior or subsequent default. 8. If the Property is acquired by Lender by foreclosure, Grantor's right to any insurance policies and proceeds resulting from damage to the Property prior the acquisition shall pass to Lender to the extent of the sums secured by this Deed of Trust immediately prior to the acquisition. 9. Lender or its agents may make reasonable entries upon and inspections of the Property. Lender shall give Bonower notice at the time of ot• prior to an inspection giving reasonable cause for the inspection. C. Trustee's Rights and Duties If directed by Lender to foreclose this lien, Trustee will- 1. either personally or by agent give notice of the foreclosure sale as requii�ed by the Texas Property Code as then in effect; 2. sell and convey all oi• part of the Propei-ty "AS IS" to the highest biddei• for cash with a general warranty binding Grantor, subject to the Prior Lien and to the Other Exceptions to Conveyance and Wat•i•anty and without representation or warranty, express or implied, by Trustee; 3. from the proceeds of the sale, pay, in this order— a. expenses of foreclosure, including a reasonable commission to Trustee; CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Iniill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 b. to Lender, the full amount of principal, interest, attorney's fees, and other charges due and unpaid; c. any amounts required by law to be paid before payment to Grantor; and d. to Grantor, any balance; and 4. be indemnified, held harmless, and defended by Lender against all costs, expenses, and liabilities incurred by Trustee for acting in the execution or enforcement of the trust created by this deed of trust, which includes all court and other costs, including attorney's fees, incurred by Ti•ustee in defense of any action or proceeding talcen against Trustee in that capacity. D. General Provisious L If any of the Property is sold under this Deed of Trust, Grantor must immediately surrender possession to the purchaser. If Grantor fails to do so, Grantor will become a tenant at sufferance of the purchaser, subject to an action for forcible detainer. 2. Recitals in any trustee's deed conveying the Property will be presumed to be true. 3. Proceeding under this Deed of Trust, filing suit for foreclosure, or puisuing any other remedy will not constitute an election of remedies. 4. This lien will remain superior to liens later created even if the time of payment of all or part of the Obligation is extended or part of the Property is released. 5. If any portion of the Obligation cannot be lawfully secured by this Deed of Trust, payments will be applied fiist to discharge that portion. 6. Grantor assigns to Lender all amounts payable to or received by Grantor from condeinnation of all or part of the Property, fi•om private sale in lieu of condemnation, and from damages caused by public works or constr�uction on or near the Property. After deducting any expenses incurred, including attorney's fees and court and other costs, Lender will either release any remaining amounts to Gi•antor or apply such amounts to reduce the Obligation. Lender will not be liable for failure to collect or to exercise diligence in collecting any such amounts. Gr•antor will immediately give Lender notice of any actual or threatened proceedings for condemnation of all or part of the Property. 7. Grantor assigns to Lender absolutely, not only as collateral, all present and future rent and other income and receipts fi•om the Property. Grantor warrants the validity and enforceability of the assignment. Grantor may as Lender's licensee collect rent and other income and receipts as long as Grantor is not in default with respect to the Obligation or this Deed of Trust. Grantot• will apply all rent and other income and receipts to payment of the Obligation and performance of this Deed of Trust, but if the rent and other income and receipts exceed the amount due with respect to the Obligation and the deed of trust, Grantor may retain the excess. CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill P►•oject Development Corparation of Tan�ant County — 2750 Ash Crescent Rev 03/04/2021 If Grantor defaults in payment of the Obligation or performance of this Deed of Trust, Lender may tet•minate Grantor's license to collect rent and other income and then as Grantor's agent may rent the Property and collect all rent and other income and receipts. Lender neither has nor assumes any obligations as lessor or landlord with respect to any occupant of the Property. Lender may exercise Lender's rights and remedies under this paragraph without taking possession of the Property. Lender will apply all rent and other income and receipts collected under this paragraph fitst to expenses incurt•ed in exercising Lender's rights and remedies and then to Grantor's obligations with respect to the Obligation and this Deed of Trust in the order• determined by Lender. Lender is not required to act under this paragraph, and acting under this paragraph does not waive any of Lender's other rights or remedies. If Grantor becoines a voluntary or involuntary debtor in bankruptcy, Lender's filing a proof of claim in bankruptcy will be deemed equivalent to the appointment of a receiver under Texas law. 8. Interest on the debt secured by this Deed of Trust will not exceed the maximum amount of non-usurious interest that may be contracted for, taken, reserved, charged, or received under law. Any interest in excess of that maximum amount will be credited on the principal of the debt or, if that has been paid, refunded. On any acceleration or required or permitted prepayment, any excess interest will be canceled automatically as of the acceleration or prepayment or, if already paid, credited on the principal of the debt or, if the principal of the debt has been paid, refunded. This provision overrides any conflicting provisions in this and all other instruments conceining the debt. 9. In no event may this Deed of Trust secure payment of any debt that may not lawfully be secui•ed by a lien on real estate or create a lien otherwise prohibited by law. 10. When the context requires, singular nouns and pronouns include the plural. 11. The term Note includes all extensions, modifications, and renewals of the Note and all amounts secured by this Deed of Trust. 12. This Deed of Trust binds, benefits, and may be enforced by the successots in interest of all parties. 13. If Grantor and Borrower are not the same peison, the term Gf•antor includes Borrower. 14. Grantor and each surety, endorser, and guarantor of the Obligation waive all demand for payment, presentation for payment, notice of intention to accelerate maturity, notice of acceleration of maturity, protest, and notice of protest, to the extent peimitted by law. 15. Grantor agrees to pay reasonable attorney's fees, trustee's fees, and court and other costs of enforcing Lender's rights under this Deed of Trust if this Deed of Trust is placed in the hands of an attorney. 16. If any provision of this Deed of Trust is determined to be invalid or CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family In611 Project Development Corporation of Tairant County — 2750 Ash Crescent Rev 03/04/2021 unenforceable, the validity or enforceability of any other provision will not be affected. 17. The term Lefade�° includes any moi�tgage servicer for Lender. 18. Grantor represents that this Deed of Trust and the Note at�e given for the following purposes: The debt evidenced by the Note is in payment of the purchase price of the Property and the development costs of the Required Iinprovements as described in the Contract; the debt is secured both by the Deed of Trust and by a vendor's lien on the Property. This Deed of Trust does not waive the vendor's lien, and the two liens and the rights created by this Deed of Trust are cumulative. Lender may elect to enforce either of the liens without waiving the other or may enforce both. 19. If the Pi�operty is transferred by foreclosure, the transferee will acquire title to all insurance policies on the Property including all paid but unearned premiums. 20. Lender may declare the debt secured by this Deed of Trust immediately payable and invoke any remedies provided in this Deed of Trust for default if Grantor transfers any of the Property to a person who is not a permitted transferee without Lender's prior written consent. "Permitted transferee" means any other person controlling, controlled by, or under common control with Grantor. Lender shall not exercise this option if federal law as of the date of this Deed of Trust prohibits such exercise. 21. THIS CONVEYANCE IS MADE AND ACCEPTED SUBJECT TO THE FOLLOWING CONDITIONS AND RESTRICTIONS: The Note is the Note required in City Secretary Contract No. between Grantor and Lender dated and has been executed and delivered in accordance with these contracts (the "Contracts"). The funds advanced by Lender are HOME funds and the Contracts require that the residential housing located on the Property and constructed with a portion of the HOME funds must qualify and remain affordable housing in accordance with the HOME Program and the HOME Regulations for a specified time period as more particularly described in the Contracts (the "Affordability Period"). The loan evidenced by the Note and secured by this Deed of Trust will be in default and the Principal Amount and any other sums due thereunder may be declared immediately payable if the residential housing located on the Property is not sold to a HOME Eligible Buyer as more particularly described in the Contracts and the HOME Regulations. This Deed of Trust has also been executed and delivered pursuant to the terms of the Contracts. Grantor agrees to perform each and every obligation set forth therein and will not permit a default to occur thereunder. Any default in the performance of Grantor's obligations under the terms of the Contracts or the HOME Progi�am or HOME Regulations shall be deemed a default in the terms of the Note and Lendei• may declai•e the debt secured by this Deed of Trust immediately payable and invoke any remedies CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 provided herein for default. 23. THE NOTE AND THE DEED OF TRUST CONSTITUTE THE FINAL AGREEMENT OF THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. DEVELOPMENT CORPORATION OF TARRANT COUNTY Charles Price, President STATE OF TEXAS COUNTY OF TARRANT This instrument was acicnowledged before me on , 20_ by Charles Price, the President of Development Corporation of Tart�ant County, a Texas non-pi•ofit corporation, on behalf of said coiporation. NOTARY PUBLIC, STATE OF TEXAS AFTER RECORDING RETiJRN TO: City of Fort Worth C/O Neighborhood Seivices Department 200 Texas St. Fort Worth, Tairant County, TX 76102 CHDO SWGLE FAMILY CONTRACT Ash Crescent Single Family In�ll Project Development Corporation of Tatrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "F" REIMBURSEMENT FORMS DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent INVOICE Developer: Address: City, State, Zip: Project: Tax ID Number Phase Number: DEVELOPMENT CORPORATION OF TARRANT COUNTY 1509 S University Drive, Ste. B-208 Fort Worth, TX 76107 Ash Crescent Sin�le Familv Infill Proiect Amount This Invoice Cumulative to Date $ $ CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Iniill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 ATTACHMENT II Expenditure Worlcsheet Developer: Development Corporation of Tarrant County Project: Ash Crescent Single Family Infill Project Line No. Date Check No. Payee or Beneficiary* Description* Amount 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 Total CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tan•ant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "G" HOME PROJECT COMPLIANCE REPORT (SINGLE FAMILY) DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 CHDO SINGLE FANIILI' CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tartant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "H" FEDERAI. LABOR STANDARDS PROVISIONS - DAVIS BACON REQUIREMENTS DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent Not Applicable CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "I" SECTION 3 ItEPORTING FORMS DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 �XIIIBIT °I" Section 3 Summary Report Economic Opportunities for Low—and Very Low-Income Persons U.S. Deparlmenl of Housing and Urban �evelopment Offi�e of Feir Housing Md Equal Opportunily OMB Approval No: 2529-0043 (exp. 11/3o/2ot 0) nupFi��n uie�e .;^clionD�ti:"f C�;n t�r N�['..e F:e[�_�e��l IIuN.,n,la��mcre 1 H.::ic'.^rt Il�,'no :; �`.7]rc:: (::rei�t, n;y.;t:F'. ^.,p) 1 I cG:�ru� :,•.rtir.c,: cn (�r�rt nu 1 3 tc!� �'mou'E al�bvara � r�.��.,: f r:r:�,� s rn,r...� �m;��:n�, ;�r�,, �oc-t i, Irr.i`i<IC.rar�t 7 Ret�cn.nn('enr.f s �.�rz_;�:�:zL����t<,� ? re,❑m���roa.. �u,�„�,.dt..���t in rro:,u��r:�r�.e �i��.JiF:i.j -�r.J..) Part I; Em lo ment and Training (" Cdumns B. C and F nre mandat fields. Include New Hires in E 8F) a r+ n F F tl._,,;�=r�.� r:��r�r-r,,tu�,� ;�=n-,mt:��m�.r=r ,��i�.t,;i:e,,rNr�.r, i���R,h�r�rs=;n�n? ... _ _,�� ri,.:,w:.. r���;i���� _ �.i=�.,rN;�� �,ir:�;,H� ,_� �,e�a,ae��,ii�,; -. n:��..: �:.,� .;.:n • t,,,, ,�> � ... rs , _� 3 R-sIJ=��� ll'- i. � <'s f:es�Jeiils a„fTi� ii_._ ' Professlonels Technicians o�ce/Cledcel ConsWetion byTrede (Lisp Trade Trade Trede Trede Trade Olher List Tdel 'Fiw�=-iCi�les �-fuLl�fnJanll�u5ry .1-Il����wl�i>HS��•ler�_e 1 =f Iv,.�L!c..�[;-.1v �=U.�vclnomenl 5=11C`i.'z 2= �CClwn 29L'311 L= OC+'f:!��n E= I i07.f� ._yJlol��m.n',.'�: r�: �7 l=!ACUdm�23E2n l=CUUC-Cnitli�mC �t � CHDO SINGLE FAMILY CONTRACT Ash Crescent Single F+amily Infill Project Development Corporation of Tairant County — 2750 Ash Crescent 0' CDOu stl.e P�hnm.-.tr'eJ = Otn.>r � U t'i .pra�ns Itl = r-i,�i.: r 1 ii�.,�r�) F•ri.� ,1R�. l�rril�,iJGr',��p'i� ��,_f�i�� H• I ?3 (_E h' 1.15 Rev 03/04/2021 Part IL• Contracls Awarded 1. ConstructionConVac[s: A. Tolal dollar emount of ell contreUs awerded on the project B. Total dollm emount ofoontrecls nverded to Settion 3 twsinessts C. Perrentage of the lotal ddlar omount lha[ wa, avrerded lo Secdm 3 businerses D. Total numbsr ef Section 3 buslnassas raeciving tmlrects 2. Non-Construction ConVacts: A. Tatal dolWr amount ap nonconswcuon conhacts awarded m the projecVactiviy B. Total dollar amaunt otnon-consvuclion contreets awnrded to Sedion 3 6usinestes C. PercentageofthetotaldollaramountthatwasawardatltoSenion36usinesses D. Tatel number of Section 3 businesses receivinp nm-crosVuclion cmVacts Part III: SUmmary Indcete Ihe eflorts mede to direcl lhe emWoyment end other ecanomic opportunities genereted by HUD finenciel esslstence tor housing and rommunity develapment progrems, to lhe greetest extent feasible, ta.vard loN-end very low•income persons, particutariy lhose who are recipienls oi gwemmenl essislence for housing. (Check ell lhet epply.) _ Altempted to recruil low-income residents Ihrough: local advedising media, signs prominenlly displayed at Ihe prqect site. conhads wilh Ihe canmunity agenizations and puMic or private agencies operaHng wilhin the melropdilan area (or nonmetropolitan county) in which the Seclion 3 cwered program or prqecl is Ioceted, or simitar melhods. Perlicipated in o HUD program or olher program which promotes lhe treining a' employment ol Section 3 residents. Par�Icipated in n HUD program or clher program µfilch promotes the eward of contracls to business concerns which meet fhe defini�ion ot Seclion 3 business concems. _ Coordinated w�lh Youlhbufld Programs administered tn lhe metropditan area In which Ihe Section 3 covered project Is localed. � Other; descrb¢ bela,v. Public reporting for this cdlection of informalion is eslimated to average 2 hours per response, including lhe lime for reviewing instructions, searching existing dala sources, galhering and mein�aining the tlala needed. and canpleling and reviewing Ihe cdleclion of Informalion. This agency may not collect Ihls Intorma�ion, and you are not required to complele lhis fam, unless it dsplays a currently valid OMB number. Section 3 of the Housing end Urben Development Act of 1968, es emended, 12 U.S.C. 1701u, mendetes Ihet ihe Depertment ensures thet employment and olher economic opportunilies generaled hy its housing and communily developmenl assistance programs are drecled toward IvN- and very-low income persons, periiculady Ihose who are recipienls of gwernment assislance housing. The regulelions ere fountl et 24 CFR Pert 135. The Information will De used by the Depertment to monda progrem recipients' compliance with Sectlm 3, to assess the resulls o( the Depadment's efforts lo meet the stalulory objeclives of Section 5, lo prepare reporls lo Congress, end by recipienls as self-monilaing tod. The dala is entered inlo a dalabase and will be analyzed end dislributed. The cdlection of intamalion involves recipients retelving Fetleral finantial essistance for housing and communiry development programs cwered by Seclion 3. The infortnalion will be cdlecled annuelry lo assist HUD in meeting its repating requirements under Section 808(e)(6) oTlhe Fair Housing Act end Sec�ion 916 of the HCDA of 1992. M assurance af confidentisliry is not eppliceble to Ihis form. The Privacy Act of 1974 end OMB Circular A-108 are nIX applicable. The repafing requiremenls do nd contaln sensilive queslions. Data Is cumulative; personal Identiying iniormetfon is not intiuded. Peyr ? oi 2 I�nri I IU.J F�l_1`J? i i t!?G tOj Fel2d CF R �35 CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family In�ll Project Development Corporation of Tairant County — 2750 Ash Crescent Rev 03/04/2021 Fomi HUD-60002, Section 3 Summary Repor6 Economic OppoAunllies for Low-and Very Low-Income Persons. Insttuctlons; This form is [o ba usad to repat annual accompli:hmenis regerdng employment end olher eemomic oppartunHiez provided to low- and very Irnwinmmo pereans under Sacdon 3 of lhe Hvus�ng end Viban Developmenl Act of 1068. The Sectien 3 regulatlon, oppy to eny public and/rrdlan housing programslhat receive: (1) developnent essislence pursuant to Sec6on 5 ofthe U.S. Houzing AU of 193T, (21 operaung nssistance pursuanl lo Salion 9 of Ihe U.S. Hwsing Act of 1937; or (3) modemizaEon grantspursuantto Saction 14 ofthe U.S. HousingAct of 18�7 and to roNplmts of housing and community dzvelopmeM asslstante In excess of 5200,000 expended fa: (1) housing reha6ilitation (inNuding reduction and abatemmt of lead6ased paint hezaidsJ: (2) housing conslruction: or (3) oiher public crosUudion projedz; and to cvNracts and subcortLscfs In excess of5l00,000 awerded in conneellon wtth Ihe Sectioo-lcovered eRiviry. Form HUa600D2 has Nree pans, whiU are to 6a cm�pleted for aA progrems covered Ay Sectlon 3. Pert I relales lo entpbyment andValning. The recipem has tha option to tletermine numerical employmentAraining goals eilher on Iha basis of Iha number of hours workmd hy naw hires (rolumns B, D, E and F). PaR II oftha form relatee lo ronlracOng, and Pad III zummarizez rxipienls el/ortsto complywAh Svnion 3. Recipients or conheclors subject to Seetion 3 requirements must meinlein appropriate daumenletion lo establish that HUD fineneiel assistance far houzing and mmmuniy development programz were dirededtowerdlmv-endveryiow-inaomapersons.' Arecipiantof Sactlon 3 covered asrslance shal su6mit me eopy of this reportto HUD Headquerters, Office of Feir Housing end Eq.iel OpporNnily. Nfiere the program providing assisWnee iequiws an annuol perfamence repo�t lhis Seclion 3 �eportis to be submdtad at Iha same time the progam parfotmanca report Is submitled. Where en annual perfirmance repod is nol requved, this Section 3 repod is to 6e wbmhted by Januory 10 ond, if the projacl ends before December 91, witNn 10 days of project completion. Onfy Phme ReCfplenis ale requlred fo report [o HUD. T�e repoR must Incfutle accomplls/m�enls of all recfplents end M�eUSectlon 3 covered COIlViC(O15 Blltl SUDCOf1ff�CtOIS. HUDFddOffita: EnterlhaFiNdOlfitonoma. t. RecipienC Enlerthenemeendaddressofthereoiqent suhmiNing lhiz report. 2. Federalldentification: Enterlhenumber�hateppeersonlha awud form pveh dashes). The award may 6a o grant, cooperalive egreement a conlrecL 3. DdlarAmount ofAwatd: Enler Ihe dollar amoum, rountled to �he nearest tlollar, received by Ne redqent. 4& 5. Contect PerwnlPhone: Enter lhe neme and lelephme number of the person with knwJedge ofthe award and the rec'pienCs implamantation ol Section 3. 6. Reporting Periotl: Maeata tho lima panod (months andyau) Ihis repoR tovers. 7_ Date Repart SubmiNad: Enter Ihe appropriate date. B. Progrem Code: Entar the appropriata progrem code as listad at tha bottom olthe pege. 9. Program Name: Enler tha name of HUD Pragram carresponding wdh Ihe'Prv9�m Code' in number 8. Part I: Employment and Tralning Opportunttles CoNmn A; Conlains various job categaies. Professlonals are de6ned az people who heve special knowiedge of an xcupelion fi.e. supervisors, archrtects, surveyors, planners, and computer pmgrammers). For con9m�tim positions, lisl each trade and prwide data in cdumns B through F for each Irade where pe�sons were employed. The category o('Other includes occupaEons such as eervite woikers. Column8: (MandaloryFld� En[erthenumhero(newhlresfor aech cetegory alworkers tdenCfied In Column A In tonnecGon with this award. Naw h"se refer.lo a person who Is not on tha conUaCors or reciplenPs payrWl kr employmm[ el tha tlme of seledlon fa the SecUon 3 caverad award oi at the Iime of rxeipt of Sectlon 3 co+ered essirianca. Column C: (MantlataryFl�tl) Enmr Iho num6ar o1SacCon 3 nav hiras Por each category af workers ideMified in Column A In connecban wiN Ihis award. SvcOon 3 ncw hire rofvrs to a Sxtlon 3 residenl who is not on tha contredor's or recipient's payroll fa employment et Ihe lime of selec6on (or the Sedion 3 eovered award or at the lima of receipt of Section 3 cwered acsis(an�e. Column D: Enler Ihe percentege af ell lhe statf hours otnew hlres (Sec�ion 3 residonts) in ronneelion vrith this eward. Column E: Enler tl�e percenlege o(the [otal atefFhours worked kr Secuon 3 employees and heinees pncluding new hires) connected wRh this e�rard. Includa staBhours fw pad-tima ond fulFlima posieons. ColumnF: (MarxlatoryFlel� EnterthenumberdSection3 residents thal were trained in eonnectlon with ihic aword. Pert II: Gontrad OppaA�nilies Blotk 1: ConstruUion ContreUs Item A: Enter the total dollar amount ol a0 contrac[s awarded on lhe praJecVpragrem. Item B: Enter tha total dollar amount of eontracts eonneeted with tl�is pmject/progum lhatwere awa�dedto Section 36usines:es. Item C: Enter 1he percenlaga o(lha lotal dotlar amount of conlmds connected wiih this projecVpogam e+ierded lo Section 3 businesses. Item D: Enter the numbar of Sactlan 3 Eusinasses reeeHing awards. Black 2: Noo-Construction Cmt�ects Irem A: Enter the taal tlollar amoun[ of aA con[rac[s awa�ded on the projecVprogrsm. Ite11l B: Enler the tolal dollar amoun[ ol eonVecla eonnetled witti Ihis projxt awarded [o Sectim 3 husinesses. Ilem C: Enter the percentage of the total dollar amount of tonlrads conn0etatl with thls projactlpragam awarded to Sae6on 3 lwsinossas. Ilem D: Enler lhe number o15ecGon 3 businesses reoeiving ewards. Partlll: SummaryafERorts—SeiF•e.planalory Submi one (1) capy of this repod to Ihe HUD Headquarten Office of Fair Housing a�d Equal Opportunily, at Ihe same time lha pedormante report is submitted Io lhe program o�nee. The Section 3 mport is submilted by Janirary 10. Include only conlrects executed during the period spedfied in lem 8. PHAs11HAs ere to reporl ell contad:lsubcontrads. ' The terms'Imv�income personi end very low-ineome persons"ha�e Ihe seme meenings given Ihe lerms in seclion 3(b) (� of Ihe Uniled Stales Housing Act of 1997. Low-lntonie peisons mean Fnmilies (inclutling stnple persons) whose iacomes do not exceed 80 percent of the medan income (ar the area, a5 delerrtined by the Secremry, wilh adustrnentz br smaller and larger familie; except that {,. �:. i CHDO SINGLE FAMILY CONTRACT Tha Secrelary may esteMish income te0ings highn or Imver Ihen 80 percent of tha median for Ihe area on lhe basi: otthe Sxretary's findngs such that verialions ere necessary 6ecause of prevailing levels ot consl�uctim msls or unusualy �igh- or lovr-incoma famiiies. Verylavincome pe�sons maan Imv-income Families (includ�ng single persons) whose in�mies do nd eKceed 50 percent of Ihe medan hrtily in<ome �rea, as detertnined try ihe Secretary with adjustments or smaller and larger famlies, except Ihal the &ecratnry may establish income eailings hi�er or lower than 50 pereent of Ihe medan for the erea m lhe besie of lhe Secretary's findings lhat such variations ere necesaery becauss of unusuely hi� or Irnv famiy �ncomes. Ash Crescent Single Family Intill Project Development Corporation of Tarrant County — 2750 Ash Crescent _,mHIIIlG�Nn; 17tr]al�� Raf i3 �"FR I35 Rev 03/04/2021 EXHIBIT "J" STANDARDS FOR COMPLETE DOCUMENTATION DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family In�ll Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 FORTWORTH � Standard af Documentation for Reimbursement of De�elopment Costs Cost A�quisition of Real Property Documentation Standard • Notice to Seller (date must be on or 6efore the date of option� agreement or sales contract and signed by the buyer and seller) • Re�orded Deed of Trust • Purchase Agreement tivJ Required HUD language • h+la�terSettlementStatement/HUD-1 • Appraisal or other document used to determine purchase price • Proof of Payment (i.e., hank statement/cancelled check) • VerifiEation of Vacant 5tatus {as appli�able} Pre-Development and 5ott Costs (Architect, Engineer, Landscape Design, Surveys, Appraisals, Environmental, Legal Fees, Other Consultantr, Etc.) Invoice shauld in�lude: ■ date; ■ company`s letterhead; ■ address for �vhi�h service is provided; ■ description of service(s} and item{s}; ■ amount for itemized services; and ■ total amount Proof of Payment {i.e., bank statement or cancelled check) Fully executed contract/service agreements/letter agreements and applicable amendments � Provide printout from �+nnrwsam_eo� verifying contractar/subcontractor is not listed on the debarred and suspension li�t If only a portion is being paid ��rith City funds, then shova calculation and documentation of ho�v costs are allocated_ NeighUorhood Seiti�ces FINAL as of 6 f 21 f 2017 Page 1 CHDO SINGLE FAMILY CONTRACT Ash Crescent Single Family Infill Project Development Corporation of Tairant County — 2750 Ash Crescent Rev 03/04/2021 F�ORT WORTH � �tandard of Dacumentation for Reimbursement �f Development Costs Construction Costs (Contrac#ors & 5ubcontractors) - Invoice should include: ■ date; ■ company's letterliead; ■ adclress far tvhich service is provicled; ■ description of service(s) and item(s}; ■ amount for itemized services; and ■ total amount • Proof of Payment {i_e., bank statement or cancelled check) - Copy of applicable inspection report(s) conducted by NSD Inspector • Copy of executed agreements ■ Provide printout from r+nnnvsam_eov verifying �ontractor/subcontractvr is not listed on the debarred and suspension list - If only a portion is being paid �vith City funds, then shovr calculation and do�umentation of ho�,v costs are allo�ated. • For payment of final retainage for the prime contractor, {�rovide lien �vaivers for the prime and all subcontractors. - List of subcontractors Materials Purchased by Developzr {if applicable) - lnvoice should indude: ■ date; ■ company's letterliead; ■ address for ti�rhich service is provi�led; ■ dEsuiption of service[s} and item(s}; ■ amount for itemized services; and ■ total amount • Proof of Payment (i.e., banR statement or cancelled check) - Verification of delivery Develaper Fee (if paid directly from HDME funds) I - Final Invoi�e ReflectingTotal DevelopmentCost - Proof of payrnent for any other entity/funding source �ontributing to development costs - Shotiv calculation of agreed upon developer fee percentage • Copies of final lien releases from contractorJsubcontractor - Complete Do�umentation income eligibility of buyersJrenters (i.e., in�ome dacuments for eligible homebuyerJtenants, sales contract between developerJhomebuyer, HAP Deed of Trust �vith required affordability period language, etc.} - Lease documents - Final ins�ections of completed units Neighborliood Seiti�ce� FIY�L as of 6�21 f 2017 Page 2 CHDO SINGLE FAMILY CONTRACT Ash Ci•eseent Single Family Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 EXHIBIT "K" MBE REPORTING FORM DEVELOPMENT CORPORATION OF TARRANT COUNTY 2750 Ash Crescent CHDO SINGLE FAMILI' CONTRACT Ash Crescent Single Family Infill Project Development Corpoi•ation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 fuia.aaa.ulS.J �w��reA��:.i�. �_inwau.riW.r�nnn.dw.a �� rrNi. _ _.�.� A�d:r�-sx�. �.eaea.vvfn-..�laana�in.a«asf�m- .x,eo:..W�v�ssmam.o.aWt:li.�fiom.i'ae.m�.mv{Ia.�Wm�-�+vn.�..x�-n.zmm.m Ikl�l�:n:az�.N.rsi li:tt�+s. all.il..m_-re.'...�afwxv� nm{Issta�Eea-zbulqln.�aa.cirriiltwtlivmlu��;c� ��r'�� nm�>mm. �.:m u�..T.ry�witi ;m,`�.ae i�.v em+.�� x.:ray ro�n� �,���ue xia a�.d pn..v� mun m F x..rm enf.�arhm �.-� i�.a L yrnYutr . re�K. + � -�sriA�,-'w• l.Jx��++d .-..�R zvn.,+-•.�.v.u. .. �+++.a I�t.�ae..am..sayi.ryl�.uw��eaak.ti.tax.e�.e -r� tqaym.��...rv'd�'rs.lr.w.x*oiwn.�� m�+.,:.� _R-.ee!.... �R.-n�.u_T�u.n.._�tem....�r � �.,i_.s.-�.�....uy .�:�_ i�,�i_ae,i.v��.ni�,. 1. .atu.�, 1�..��y.ee...:�.1sRa�t�ve.e..t.n�.nz. CHDO SINGLE FANIILP CONTRACT Ash Crescent Single ramil,y Infill Project Development Corporation of Tarrant County — 2750 Ash Crescent Rev 03/04/2021 —.'.,.'�. e-v..���er�.m ..naua..r..c�,�Wc.��+wrdna�..�ia..i�aW�..ae.�Da .�. u.e • �..a:.u��..:.+ . �. . City of Fort Worth, Mayor and Texas Council Communication DATE: 03/24/20 M&C FILE NUMBER: M&C 20-0197 LOG NAME: 19ASH CRESCENT NEIGHBORHOOD INFILL SUBJECT Authorize Expenditure of HOME Investment Partnerships Program Grant Funds in the amount of $399,448.00 to Development Corporation of Tarrant County, a certified Community Housing Development Organization in the Form of a Subordinate Forgivable Loan for Development of Four Single Family Houses in the Ash Crescent Neighborhood and Authorize Execution of Related Contracts (COUNCIL DISTRICT 8) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the City Manager, or his designee, to substitute current and prior funding years in order to meet commitment, disbursement and expenditure deadlines for grants from the United States Department of Housing and Urban Development; 2. Authorize the expenditure of $399,448.00 in HOME Investment Partnerships Program grant funds to Development Corporation of Tarrant County in the form of a subordinate forgivable loan for the Ash Crescent Neighborhood Single Family Infill Development; 3. Authorize the City Manager, or his designee, to execute a contract with Development Corporation of Tarrant County in the total amount of $399,448.00 for the development for a three year term beginning on the date of execution of the contract; 4. Authorize the City Manager, or his designee, to execute all related contracts or other documents necessary for lending activities; 5. Authorize the City Manager, or his designee, to extend the contract for the HOME funds for two one-year extensions if such extensions are necessary for completion of the development, and to extend the other contracts for lending activities as necessary for completion of the development; and 6. Authorize the City Manager, or his designee, to amend the contracts if necessary to achieve project goals provided that the amendments are within scope of the project and in compliance with City policies and applicable laws and regulations governing the use of federal grant funds. DISCUSSION: On August 6, 2019, the City Council approved the City's 2019-2020 Action Plan for submission to the United States Housing and Urban Development Department (HUD), which included $399,448.00 in HOME Investment Partnerships Program (HOME) grant funds to Development Corporation of Tarrant County (DCTC) for the Ash Crescent Neighborhood Single Family Infill Development (M&C 19-0016). HUD requires the City to set aside 15 percent of its allocation of HOME funds for Community Development Housing Organizations (CHDO) activities. DCTC is an experienced single family affordable housing developer and certified by the City as a CHDO. DCTC plans to develop four approximately 1,700 square foot, three-bedroom, two-bath, two-car garage single family houses on Ash Crescent Street. The houses will be sold to individuals or families that earn 80 percent or less of the Area Median Income as determined by the U.S. Department of Housing and Urban Development (HUD). Buyers must meet all HOME program requirements, including applying for and receiving at least $1,000 in down payment and/or closing cost assistance from the City's Homebuyer Assistance Program (HAP) and occupying the houses as their primary residences for the designated affordability period. On February 4, 2020, the Fort Worth Housing Finance Corporation approved the sale of four of its vacant lots in the Ash Crescent Neighborhood to DCTC for the project. Staff recommends execution of a contract with Development Corporation of Tarrant County for a subordinate forgivable loan of CHDO HOME funds in the amount of $399,448.00 for the development of the Ash Crescent Neighborhood Single Family Infill Development on the following terms and conditions: HOME Contract and HOME Loan Terms: 1. 2. 3. 4. 5. 6. 7. 8. Construction must begin within six months of date of Contract execution; Loan term to commence on execution of the loan documents; Three year term for HOME contract and HOME loan; First lien commercial construction loan terms must be acceptable to City; � HOME loan will be subordinate only to first lien commercial construction loan; Borrower's performance of the terms of the HOME contract and HOME loan will be secured by a deed of trust; Payment of HOME loan will only be required if Borrower fails to fulfill the HOME requirements in the contract and the terms of the HOME loan; DCTC will be paid a15 percent developer fee and will retain the net sales proceeds from the houses to be used to construct at least one additional affordable house to be sold to a HOME-eligible buyer; and, Houses must be sold to HOME-eligible buyers who qualify for a HAP loan of at least $1,000.00. The expenditure of HOME fund is conditioned upon the followina: 1. Satisfactory underwriting in accordance with federal guidance for use of HOME funds and Ciry policies for funding of HOME units; 2. Satisfactory completion of an environmental review, pursuant to 24 CFR Part 58; 3. Receipt of authorization to use grant funds from HUD; and, 4. Closing on all other financing for the project. The purpose of this project is to benefit low and very low-income citizens by providing them with affordable housing. This project will assist the City in meeting its CHDO commitment and expenditure goals with HUD. A public comment period on the use of these HOME funds was held from July 1, 2019 to July 31, 2019. Any comments are maintained by the Neighborhood Services Department in accordance with federal regulations. The Action Plan funding year may vary and be substituted in order to expend the oldest grant funds first. This project is located in COUNCIL DISTRICT 8 FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations and execution of the agreement, funds will be available in the current operating budget, as appropriated, of the Grants Operating Federal Fund. This is a reimbursement grant. The Neighborhood Services Department is responsible for requesting all reimbursements and will verify funding availability prior to incurring any expense. Submitted for City Manager's Office bv: Fernando Costa 6122 Originatina Business Unit Head: VictorTurner 8187 Additional Information Contact: Chad LaRoque 2661 Leticia Rodriguez 7319 SAM Search Results List of records matching your search for : Search Term : Development Corporation of Tarrant County* Record Status: Active ENTITY Development Corporation of Tarrant County Status: Active DUNS: 791548964 +4: CAGE Code: 6KSW5 DoDAAC: Expiration Date: 02/09/2022 Has Active Exclusion?: No Debt Subject to Offset?: No Address: 1509 S UNIVERSITY DR STE B208 City: FORT WORTH State/Province: TEXAS ZIP Code: 76107-9501 Country: UNITED STATES March 09, 2021 12:49 PM https://www.sam.gov Page 1 of 1