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HomeMy WebLinkAboutContract 33793 C"ry 82CRETARY fI�, CONTRACT NO e STATE OF TEXAS § COUNTY OF TARR.ANT § THIS contract ("Contract") is made and entered into by and between the City of Fort Worth ("City"), whose address is 1000 Throckmorton St., Fort Worth TX 76102, acting by and through Dale A. Fisseler, its duly authorized Assistant City Manager, and Neighborhood Land Corporation ("NLC"), whose address is 3345 South Jones Street, Fort Worth, Texas 76110-4312, acting by and through Gage Yager, its duly authorized President. (Sometimes City and NLC are referred to individually as a"Party" and collectively as the "Parties"). WHEREAS, the City of Fort Worth ("City") has received a grant from the United States Department of Housing and Urban Development ("HUD") through the HOME Investment Partnerships Program ("HOME"), Program No. M-03-MC-4$-0204, Catalog of Federal Domestic Assistance ("CFDA") No. 14.239, with which the City desires to promote activities that expand the supply of affordable housing and the development of partnerships among the City, local govenunents, local lenders, private industry and neighborhood-based nonprofit housing organizations; WHEREAS, the primary purpose of the HOME program ("HOME Program")pursuant to 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. ("NAHA") and the HOME Investment Partnerships Program Final Rule, as amended, 24 CFR Part 92 et seq. (the "HOME Regulations" or "Regulations") is to benefit low income citizens by providing them with affordable housing; WHEREAS, NLC, a Texas non-profit corporation managed by a volunteer Board of Directors and qualified as a Community Housing Development Organization ("CHDO") according to HUD guidelines, is working to increase the number of decent, affordable housing units available to low and moderate income persons; WHEREAS, NLC is associated with Fort Worth Area Habitat for Humanity, Inc. doing business as Trinity Habitat for Humanity ("Habitat"). NLC contracts with Habitat to construct its single-family houses for low-income individuals, and originates the first lien purchase money loans that enable these individuals to purchase a house. Habitat purchases these mortgage loans from NLC and coordinates their servicing; WHEREAS, City citizens and the City Council have determined that the development of safe, decent, and affordable housing is needed for moderate, low, and very low-income citizens of Fort Worth; D HOME CHDO SF INFILL CONTRACT Page 1 Neighborhood Land Corp.(Habitat for Humanity) Rev.6-27-06 NOW, THEREFORE, THIS AGREEMENT FURTHER WITNESSETH: 1. GENERAL PROVISIONS A. Purpose The express purpose of this Contract is to provide NLC with HOME funds ("HOME Funds") not to exceed FOUR HUNDRED FORTY-THREE THOUSAND FIVE HUNDRED AND N01100 Dollars ($443,500.00) for the construction of eleven (11) single-family houses on infill lots located throughout the City, for operating costs associated with the construction and for homebuyer down payment assistance to certain qualified buyers of these houses (the"Program"). The HOME Funds will be used as follows: a) $412,500 for direct construction and other project costs for the new houses ("Project Costs"), b), $20,000 for HOME-eligible CHDO operating costs ("Operating Costs"), and c) $11,000 for down payment assistance to homebuyers all in accordance with the attached Exhibit"A"—Program Summary. City certifies that NLC is a Community Housing Development Organization ("CHDO") and acts as a housing developer as defined by HUD. The HOME Funds must be used in connection with the Program for eligible activities and costs allowed under the HOME Regulations including acquisition costs, development hard costs related soft and predevelopment costs, and CHDO Operating Costs as more specifically described in 24 CFR Part 92.206. Eligible activities and costs may include those activities and costs directly related to the Program that were incurred prior to the date of execution of this Contract. It is specifically understood that City within its sole discretion shall determine whether any such activities and costs incurred prior to the date of execution of this Contract shall be paid to NLC. HOME Funds will be disbursed to NLC on a reimbursement basis upon NLC's written request in accordance with City Housing Department policies for disbursement of CHDO Rmds. NLC shall retain the sales proceeds for the eleven (11) houses as CHDO proceeds ("CHDO Proceeds") which shall be used for the construction of at least one (1) additional single- family infill house in accordance with Exhibit "A" - Program Summary. If NLC completes construction of all eleven (11) houses and all such additional house or houses during the term of this Contract and any extensions hereof, using HOME Funds and CHDO Proceeds, it may retain all remaining sales proceeds from the closing and sale of any additional houses to be used at its discretion free of any HOME or City requirements. The City shall act through its agent, the City Manager, or his or her duly authorized representative, unless otherwise stated in this Contract. NLC agrees to comply with the HOME Regulations including, if applicable, the Uniform Administrative Requirements, 24 CFR Part 92.505, and Subpart F, the Project Requirements, 24 CFR Part 92.250 et seq. /�P. (FA ti'j,i [plr' _^31 Q`� v'it1� B. Duration 9 J 1 0 HOME CHDO SF INFILL CONTRACT Pamp 2 _ _... Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 The term of this Contract begins on the date of execution and terminates two (2) years thereafter except for any applicable obligations relating to insuring affordability as hereinafter described. This Contract may be extended for an additional one (1) year term. NLC shall request the extension in writing at least sixty(60) days prior to the end of the Contract term. The request for extension shall include NLC's anticipated budget and goals and objectives for the extended term. It is specifically understood that it is within the City's sole discretion whether to approve or deny NLC's request for an additional term. Any such extension must be in writing as an amendment to this Contract and approved by the City Manager or his or her designee. C. Income Eli lbili and Use of House as Principal Residence The income targeting requirements for the HOME Program and for construction projects assisted with HOME Funds are contained in 92 CFR Part 203(b). Annual income is used to establish homebuyer eligibility. The definition of annual income to determine homebuyer eligibility under this Contract shall be the definition contained in 92 CFR Part 203(b)(2) as amended from time to time. The annual income of the homebuyer, adjusted for family size, shall not exceed eighty percent (80%) of the area median income established by HUD. NLC shall use the most current HUD Income Guidelines and Technical Guidance for Determining Income and Allowances to determine a homebuyer's eligibility for the Program. NLC shall insure that each homebuyer will use the house purchased under this Program as his or her principal residence during the affordability period, as hereinafter defined. D. Housing Standards Housing units developed with HOME Funds furnished under this Contract shall meet all City Building Codes, ordinances and standards. Each house assisted with HOME Funds or CHDO Proceeds under this Contract must pass inspection by City Housing Department inspectors to assure construction quality. E. Other Requirements The sale price of each house constructed and sold under this Contract shall not exceed ninety-five percent (95%) of the median sales price of the same type of single-family housing located within the City as determined by HUD. The sale price of each house shall not exceed the appraised value of such house as determined by an independent, licensed appraiser. Housing assisted with HOME Funds under this Contract will remain affordable for the affordability period as described below. Affordable means that the homebuyer's monthly payment of principal, interest, property taxes, and insurance does not exceed thirty percent (30%) of the monthly adjusted income of a family with an income at or below eighty percent (80%) of the median income of the area, adjusted for family size, as established by HUD. In the case of new home construction, the percentage of the homebuyer's monthly adjusted income shall not HOME CHaO SF INFILL CONTRACT Page 3 Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 exceed thirty-two percent (32%). F. Independent Contractor NLC shall operate hereunder as an independent contractor and not as an officer, agent, - servant or employee of City. NLC shall have exclusive control of, and the exclusive right to control, the details of the work and services performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, members, agents, servants, employees, contractors, Program participants, licensees or invitees. The doctrine of respondeat superior shall not apply as between City and NLC, its officers, members, agents, servants, employees, contractors, Program participants, licensees or invitees, and nothing herein shall be construed as creating a partnership or joint enterprise between City and NLC. It is expressly understood and agreed that no officer, member, agent, employee, contractor, licensee or invitee of NLC, nor any Program participant, is in the paid service of City and that City does not have the legal right to control the details of the tasks performed hereunder by NLC, its officers, members, agents, employees, contractors, Program participants, licensees or invitees. City shall in no way nor under any circumstances be responsible for any property belonging to NLC, its officers, members, agents, employees, contractors, Program participants, licensees or invitees, which may be lost, stolen, destroyed or in any way damaged; and NLC hereby indemnifies and holds harmless City and its officers, agents, and employees from and against any and all claims or suits pertaining or connected with such property. G. Termination The City may terminate this Contract in the event of NLC's default, inability, or failure to perform, or otherwise whenever such termination is determined by the City to be in the City's best interest. Likewise,NLC may terminate this Contract if the City does not provide the HOME Funds set forth in this Contract. The Contract may be terminated for mutual convenience upon written agreement of the Parties. NLC agrees that any provisions of this Contract that pertain to affordability, homebuyer eligibility, and City Building Codes, ordinances and standards, as well as any applicable HOME requirements shall survive the termination of this Contract. NLC shall begin construction work within four(4) months from the date this Contract is executed. Failure to begin construction work within four (4) months shall be grounds for termination of this Contract. City shall notify NLC in writing of any breach of this Contract. NLC shall have fourteen (14) days within which to cure the particular breach. If NLC fails to cure the breach, this Contract shall automatically terminate at the expiration of the stated time allowed for cure. NLC will return. to City any unused HOME Funds previously distributed under this Contract within thirty (30) days of the effective date of Contract termination. City will have no HOME CHDO SF INFILL CONTRACT ; age 4 �{ v L' J Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 responsibility or liability for NLC's expenditures or actions occurring after the effective date of Contract termination. H. Venue - Venue for any action, whether real or asserted, at lava or in equity, arising out of the execution, performance, attempted performance or non-performance of this Contract, shall lie in Tarrant County, Texas. I. Written Instrument is Entire Agreement All terms of this Contract shall apply to any and all contractors of NLC which are in any way paid with HOME Funds or who perform any work in connection with NLC's Program. 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. The failure of the City to insist upon the performance of any term or provision of this Contract or to exercise any right herein conferred shall not be construed as a waiver or relinquishment to any extent of the City's right to assert or rely upon any such term or right on any future occasion. This written instrument and the exhibits attached hereto, which are incorporated by reference and made a part of this Contract for all purposes, constitutes the entire Contract by the Parties hereto concerning the work and services to be performed under this Contract. Any prior 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 writing and must be approved by each Party to this Contract. The paragraph headings contained herein are for convenience in reference to this Contract and are not intended to define or to limit the scope of any provision of this Contract. 2. DUTIES AND RESPONSIBILITIES OF CITY A. Disbursement of Funds The City will furnish HOME Funds for use as stated herein. City will monitor the use of the HOME Funds at least annually to ensure that they are being used appropriately and in conformance with the provisions of this Contract and the HOME Regulations. Funds shall be disbursed after execution of this Contract and in compliance with the provisions hereof. Disbursements of HOME Funds will not be made until actually needed, and payment shall require completion of all appropriate City forms and co ies of ade uate supporting HOME CHDO SF INFILL CONTRACT L i� =�u x age 5 a� 1 Neighborhood land Corp.(Habitat for Humanity) f�';,, lev. 6-27-06 documentation verifying the eligibility of activities and expenses. NLC shall furnish City a duplicate original of its construction contract with its builder(s) prior to any HOME Funds being disbursed hereunder. No additional HOME Funds will be disbursed if City has not received the necessary financial reports that account for previously disbursed HOME Funds. Reimbursement of eligible expenses shall be made against line items in the attached Exhibit "B" - Program Budget. NLC may not increase or decrease line-item amounts in the Program Budget without City's prior written approval. To further the purposes of the Program and only as requested in writing by NLC, City may disburse HOME Funds to pay NLC's vendors or contractors directly, in accordance with the City Housing Department's Disbursement Policy for CHDOs, Model Blocks, and Subrecipients. All work items must pass inspection by City's Housing Department inspectors as evidenced by a completed inspection form to be furnished by City prior to the release of HOME Funds for construction work draws. Project Costs for construction expenses will be paid on a monthly basis based on appropriate documentation verifying eligibility of expenditures as approved by City. Operating Costs will be disbursed monthly on a reimbursement basis. Homebuyer assistance funds will be disbursed at closing following verification of the homebuyers' income eligibility under the HOME Program. B. Amount of Funds It is agreed that the total distribution of HOME Funds made available to be paid on behalf of NLC during the term of this Contract shall not exceed the total sum of FOUR HUNDRED FORTY-THREE THOUSAND FIVE HUNDRED AND NO/100 DOLLARS ($443,500.00). 3. DUTIES AND RESPONSIBILITIES OF NLC A. Statement of Work NLC will utilize HOME Funds to provide affordable housing opportunities to persons who are low income citizens by building infill housing throughout the City. All houses constructed with HOME Funds must meet all HOME Program requirements. All homebuyers who purchase a house constructed with HOME Funds must also meet all HOME Program requirements. NLC shall timely furnish City all documentation necessary to show that both the house and the homebuyer are HOME eligible and meet all City and HOME Program requirements. Such requirements shall include but not be limited to copies of all documents necessary for City to verify that the house, the homebuyer and homebuyer's first lien mortgage meet all HOME Program and City requirements. NLC will ensure that all homebuyers complete a homeownership training program prior to the completion of their purchase of a house constructed under the Program. B. Budget NLC agrees that the HOME Funds will be expended in accordance with Exhibit "B" - Program Budget. Under no circumstances shall the total amount of Program funds expended by NLC from HOME Funds paid by the City exceed FOUR HUNDRED FORTY-THREE THOUSAND FIVE HUNDRED AND NOII00 DOLLARS ($443,500.00). HOME CHDO SF INFILL CONTRACT Page 6 Neighborhood Land Corp. (Habitat for Humanity) Rev. 6-27-06 NLC agrees to keep any excess sales proceeds in interest bearing accounts. During the term of the Contract and until all sales proceeds deemed CHDO Proceeds arising from the sale of homes initially constructed with HOME Funds from this Contract have been used to construct and sell additional HOME-eligible affordable single family homes, financial reports on all CHDO Proceeds and interest earned as a result of use of HOME Funds in this Contract shall be reported to the City on a monthly basis. NLC will not commingle HOME Funds or the CHDO Proceeds with any other funds in any manner that would prevent the City from readily identifying expenditures for operation of the Program. C. Time Line for Goals and Expenditures NLC will implement its housing development program in accordance with the schedule set forth in the attached Exhibit "C" - Program Timeline, and ensure that Program goals and expenditures correspond with the completion of the Program. D. Reversion of Assets and Use of Program Income NLC shall retain the proceeds from the sale of the first eleven (11) houses to build at least one (1) additional house in the City for sale to an eligible low income homebuyer. If NLC does not build this additional house for any reason, the CHDO Proceeds shall be returned to the City to be deposited in the City's HOME Investment Trust Fund local account or the unsold house(s) shall be conveyed to City to be sold by City to income-eligible residents. To secure the City's interest in the houses to be constructed in the event that NLC is unable for any reason to fully complete the Program, NLC agrees to execute and record appropriate security instruments including without limitation, notes, deeds of trust, security agreements, pledges or other similar security instruments, on the lots on which the eleven (11) houses will be constructed, and on any such additional lots developed with CHDO Proceeds. City agrees to execute partial releases of such security instruments as may be necessary to allow NLC to complete its obligations under this Contract provided that NLC is not otherwise in default of the provisions of this Contract including but not limited to those provisions relating to homebuyer eligibility under both City and HOME Program requirements. In the event NLC is dissolved, this Contract shall terminate. In the event this Contract is terminated with or without cause, for any reason whatsoever, all assets acquired with HOME Funds used in the development of the houses under the Program including cash, interest payments from loans or otherwise, all outstanding notes, mortgages or other security instruments used to secure HOME Funds and any real property owned by NLC that was acquired or improved with HOME Funds shall belong to City and shall be transferred to City or to such assignees as City may designate. HOME CHDO SF INFILL CONTRACT Page 7 Neighborhood Land Corp. (Habitat for Humanity) � 3 !`r" `''_n Rev. 6-27-06 •�lJ'1�:'"``ii3ii,elf /15_i I E. Affirmative Marketing NLC must adopt affirmative marketing procedures and requirements for all housing assisted with HOME Funds. 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, creed, nationality, religion, handicap status or familial status are given an equal opportunity to participate in the Program. NLC will be solely responsible for the effective marketing responsibilities necessary to achieve NLC's production goals. F. Recapture Provisions/Period of Affordability Housing purchased or constructed with HOME Funds must remain affordable and subject to recapture provisions for the affordability periods described in 24 CFR Part 92.254 of the HOME Regulations. Housing assisted with HOME Funds must remain affordable housing for the following minimum periods: 5 years where the per-unit amount of HOME Funds provided is less than $15,000; 10 years where the per-unit amount of HOME Funds provided is $15,000 to $40,000; and 15 years where the per-unit amount of HOME Funds provided is greater than $40,000. To ensure that the affordability requirements are met, NLC will provide each homebuyer purchasing one of the initial eleven(11)houses assisted with HOME Funds under this Contract a minimum of ONE THOUSAND AND N0/100 DOLLARS ($1,000.00) from the HOME Funds provided to NLC in the form of closing cost and/or down payment assistance. City will assist NLC in providing direct assistance for closing cost and/or down payment assistance by determining and verifying homebuyer eligibility. Homebuyer eligibility shall be determined by City in City's sole discretion using City guidelines and HOME Program requirements. NLC shall timely provide City with all documents and information necessary for City to determine and verify home buyer eligibility. In addition, NLC may request that City provide additional closing cost and/or down payment assistance in an amount greater than ONE THOUSAND AND NO/100 DOLLARS ($1,000.00) for each house if such funds are needed to make the house affordable to the homebuyer_ However, the total amount of closing cost/down payment assistance provided with HOME Funds from both NLC and/or City shall not exceed a combined total of FOURTEEN THOUSAND NINE HUNDRED NINETY-NINE AND NO/100 DOLLARS ($14,999.00) per homebuyer. To secure recapture of the HOME Funds, NLC will ensure that all homebuyers for the eleven (11) new houses developed under this Contract will execute a Note and record a Deed of Trust payable to the City in the amount of assistance provided to that homebuyer. NLC will obtain forms for this Note and Deed of Trust from City, and will furnish copies of such executed Notes and recorded Deeds of Trust to City upon closing of the sale of the houses. City's Homebuyer's Assistance Note and Deed of Trust shall be subordinate to any first lien purchase money mortgage. Any HOME Funds invested in housing that fails to meet the affordability requirements for the appropriate affordability period must be repaid to t Pcitx in r with HOME HOME CHDO SF INFILL CONTRACT ��� 4'� }� Vi� '�' Le 8 Neighborhood Land Corp.(Habitat for Humanity) ^' '� �'allrs'1s ;' qev.6-27-06 Regulations. Houses constructed with the HOME Funds provided by this Contract must remain the homebuyer's principal residence during the applicable affordability period. The recapture provisions will remain in effect on houses constructed or purchased in whole or in part with HOME Funds for the specified affordability period. If the homebuyer retains ownership of the house and continues to occupy it as homebuyer's principal residence for the full period of affordability, no further recapture restrictions will apply. Any sale of the house by the homebuyer during the period of affordability will require repayment of the deferred payment loan or other subsidy provided in accordance with HOME Regulations, 24 CFR Part 92.254 (a) (4). G. Record Retention_and Reports NLC agrees to cooperate fully with City in the development, implementation, and maintenance of record-keeping systems and to promptly provide City with any data determined by City to be necessary for the effective fulfillment of City's monitoring and evaluation responsibilities. Specifically NLC will keep or cause to be kept an accurate record of all actions taken and all funds expended, with source documents, in the pursuit of the objectives of the performance of this Contract. Such records shall be kept for five (5) years after the period of affordability terminates. NLC agrees to promptly supply City with copies of any information or other documentation upon City's written request. NLC will obtain and keep on file the following information on each household served by the Program in accordance with the attached Attachment IV(a) "Performance Report": a. Annual income and size of the household of which the client is a member; b. Ethnicity and race of the client, using one of the following categories: Ethnicity: Hispanic/Latino or Non Hispanic/Latino Race: White, Black/African American, Asian; American Indian/AIaskan Native & Hawaiian/Other Pacific Islander, American Indian/Alaskan Native & White, Asian & White, Black/African American & White, American Indian/Alaskan Native &Black/African American, Other Multi-Racial; c. Whether the head of the client's household is male or female; d. Additional statistical information as may be required by HUD regulations and any amendments thereto: NLC will keep on file the following information and documentation on each individual project: e. Proof that the project meets the applicable property standards; f. The per unit amount of HOME Funds invested; g. Compliance with the affirmative marketing requirements and existence of acceptable procedures; h. Compliance with relocation requirements; i. Records indicating whether or not any contractors or subcontractors performing work under this Contract were Minority and/or female owned, and if so, the HOME CHDO SF INFILL CONTRACT Page 9 Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 contract amounts; j. Records demonstrating actions taken to affirmatively further fair housing aims in the sale of the houses; k. Compliance with lead based paint requirements; 1. Compliance with conflict of interest rules; m. Copies of the builder's State of Texas registration certificate. NLC will keep on file copies of the following loan documentation for each individual loan: n. Sales Contract between seller and buyer; o. Appraisal; p. Environmental review; q. Housing Quality Standard Inspection Checklist r. Closing Settlement Statement(HUD-1); s.Warranty Deed; t. First Lien Promissory Note; u. First Lien Deed of Trust v. Subordinate Promissory Note; w. Subordinate Deed of Trust; x. Mortgagee's Title Policy; y. Homeowner's Insurance Policy; z. Survey; aa. Termite inspection(i£applicable); bb. Lead Based Paint Disclosure(if any); and cc. Notice To Seller(the Guide Form Notice). By the 15th day of each month during which the Program is supported by HOME Funds provided under this Contract (to be construed as including the use of any asset obtained through the expenditure of HOME Funds),NLC will supply the City with a report detailing: a. Program reports in accordance with Attachment IV — "Monthly Narrative Report" and Attachment IV(a)- Performance Report; b. Expenditure detail in accordance with Attachment I - "Request For Funds", Attachment II - "Detail Statement of Costs", Attachment III - "Expenditures Worksheet", and Attachment V — "Program Income Report". c. The amount of leveraging generated by this grant, including items that qualify as HOME match. Documentation for HOME Match purposes shall include copies of donation checks and commitment letters referencing that the donation is made as a "permanent contribution to affordable housing", sign-in sheets for volunteer hours worked referencing the project address, letters from professionals providing discounted services referencing their "permanent contribution to affordable housing", and other appropriate detailed records documenting the dollar value and extent of contribution to the HOME-assisted housing units. HOME CHDO SF INFILL CONTRACT Page 10 Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 Reports shall be submitted in the format specified by the City. IF THE REQUIRED REPORTS AND APPROPRIATE SUPPORTING DOCUMENTATION ARE NOT RECEIVED BY THE DUE DATE, THE CITY RESERVES THE RIGHT TO WITHHOLD PAYMENTS REQUESTED UNDER THIS CONTRACT AND ANY OTHER CONTRACTS WITH NLC. H. Cost Principles NLC shall administer the Program in compliance with OMB Circular A-122, "Cost Principles for Non-Profit Organizations", as amended from time to time and with the following All non-federal entities that expend $500,000 or more in Federal funds within one year, regardless of the source of the Federal award, must submit to City an annual audit prepared in accordance with specific reference to OMB Circular A-133. The audit may cover either NLC's fiscal year during which this Contract is in force or cover the period of this Contract. The audit must be prepared by an independent certified public accountant,be completed within twelve (12) months following the end of the period being audited and be submitted to City within thirty (30) days of its completion. NLC's audit certification is attached hereto as Exhibit "D" — "Audit Certification Form" and "Audit Requirements". The Audit Certification Form must be submitted to City within sixty (60) days of the end of period being audited (NLC's fiscal year). Costs of preparation of this audit may be an allowable expenditure of Federal funds in an amount proportional to that of the Federal funds used in NLC's total agency operating budget. Non- profit entities that expend less than $500,000 a year in Federal funds are exempt from Federal audit requirements for that year, but records must be available for review or audit by appropriate officials of the Federal agency, City, and General Accounting Office. City reserves the right to perform an audit of NLC's Program operations and finances at any time during the term of this Contract, if City determines that such audit is necessary for City's compliance with OMB Circular A-133, and NLC agrees to allow access to all pertinent materials as described in Section G. Record Retention and reports. If such audit reveals a questioned practice or expenditure, such questions must be resolved within fifteen (15) days after notice to NLC of such questioned practice or expenditure. If questions are not resolved within this period, City reserves the right to withhold further funding under this and/or future contract(s) with NLC. If as a result of any audit it is determined that NLC has misused, misapplied or misappropriated all or any part of the HOME Funds, NLC agrees to reimburse the City the amount of such monies so misused, misapplied or misappropriated, plus the amount of any sanctions, penalty or other charge levied against City by HUD because of su i. u. misapplication or misappropriation. �,�y i 'I,►i nr 0FIvI i.�VVr.� I. Monitor Effectiveness of Services and Work ' The City will monitor the activities and performance of NLC and its contra than annually as required by the HOME Regulations, 24 CFR Part 92.504. HOME CHDO SF INFILL CONTRACT Page 11 Neighborhood Land Corp.(Habitat for Humanity) Rev.6-27-06 NLC agrees to fully cooperate with City in monitoring the effectiveness of the services and work to be performed by NLC in compliance with the terms of this Contract. City shall have access at all reasonable hours to offices and records (dealing with the use of the funds that are the basis of this Contract) of NLC, its officers, directors, agents, employees, and contractors for the purpose of such monitoring. NLC agrees to likewise monitor the effectiveness of the services and work to be performed by its contractors. J. Compliance with All Applicable Laws and Regulations NLC agrees to comply with the following laws and the regulations as they are currently written or are hereafter amended during performance of this Contract: (1) Federal HOME Investment Partnerships Act at Title 11 of the Cranston Gonzales National Affordable Housing Act of 1990, as amended, 42 U.S.C. 12701 et seq. ("NAHA") Title VI of Civil Rights Act of 1964 (42 USC 2000d et seq.) Title VIII of Civil Rights Act of 1968 (42 USC 3601 et seq.) Executive Orders 11063 and 11246, as amended by Executive Orders 11375 and 12086 and as supplemented by 41 CFR Part 60 The Age Discrimination in Employment Act of 1967 (29 USC 621 et seq.) The Age Discrimination Act of 1975 (42 USC 6101 et seq.) Section 504 of the Rehabilitation Act of 1973 (29 USC 794 et seq.) and 24 CFR Part 8 where applicable National Environmental Policy Act of 1969, as amended, 42 USC 4321 et seq. ("NEPA") and the related authorities listed 24 CFR Part 58 The Clean Air Act, as amended, (42 USC 7401 et seq.), the Clean Water Act of 1977, as amended (33 USC 1251 et seq.) and the related EPA regulations at 40 CFR Part 15, as amended from time to time, and Executive Order 11738. 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 USC 1101 et seq.) specifically including the provisions requiring employer verifications of legal status of its employees The Americans with Disabilities Act of 1990, as amended, (42 USC 12101 et seq.), the Architectural Barriers Act of 1968, as amended, (42 USC 4151 et seq), and the Uniform Federal Accessibility Standards, 24 CFR Part 40, Appendix A Drug Free Workplace Act of 1988 (41 USC 701 et seq.) and 24 CFR part 23, Subpart F Regulations at 24 CFR Part 87 related to lobbying, including the requirement that certifications and disclosures be obtained from all covered persons Executive Order 12549 and 24 CFR Part 5.105 (c) pertaining to restrictions on participation by ineligible, debarred or suspended persons or entities Regulations at 24 CFR Part 882.708 (c) pertaining I V..siW and jiQjgbhurhj�pd standards for + Ti � HOME CHDO SF INFILL CONTRACT UFFICIG�I 'K+ s�1 Page 12 Neighborhood Land Corp. (Habitat for Humanity) ' 'JL k ,17 Rev. 6-27-06 new construction projects (2) Section 3 of the Housing and Urban Development Act of 1968, as amended, (12 USC 1701 u et seg.) and its related regulations at 24 CFR Part 135 - As the work performed under this Contract is on a project assisted under a program providing direct Federal financial assistance from HUD, Section 3 of 24 CFR 135.38 ("Section 3")requires that the following clause be inserted in all covered contracts ("Section 3 Clause"): "A. The work to performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 170lu (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assisted or HUD-assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed to low-and very low-income persons, particularly persons who are recipients of HUD assistance for housing. B. The Parties to this contract agree to comply with HUD's regulations in 24 CFR Part 135, which implement Section 3. As evidenced by their execution of this contract, the Parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations. C. The contractor agrees to send to each labor organization or representative of workers with which it has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representatives of the contractor's commitments under this Section 3 clause and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each, and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. D. The contractor agrees that it will include this Section 3 clause in every subcontract to comply with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon finding that the subcontractor is in violation of the regulations in 24 CFR Part 135. The contractor will not subcontract with any subcontractor where it has notice or knowledge that the subcontractor has been found in violation of regulations in 24 CFR 135, E. The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR Part 135. F. Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. G. With respect to work performed in connection with Section 3 covered Indian housing assistance, section 7(b) of the Indian Self Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this contract. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and HOME CHDO SF INFILL CONTRACT Page 93 Neighborhood Land Corp. (Habitat for Humanity) Rev. 6-27-06 employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian—owned Economic Enterprises. Parties to this contract that are subject to the provisions of Section 3 and Section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with Section 7(b)." City and NLC understand and agree that compliance with the provisions of Section 3, the regulations set forth in 24 CFR Part 135, and all applicable rules and orders of HUD shall be a condition of the Federal financial assistance provided to the Program, binding upon the City and NLC, and their respective successors, assigns and subcontractors. Failure to fulfill these requirements shall subject NLC and its subcontractors, and their respective successors and assigns, to those sanctions specified by the Grant Agreement through which Federal assistance is provided and to such sanctions as are specified by 24 CFR Part 135. (3) Lead Based Paint Requirements All houses built prior to 1978 proposed to be rehabilitated with Federal funds shall require inspection for lead based paint. Inspection and abatement work shall be carried out by contractors and workers certified and trained under the Texas Department of Health, Environmental Lead Branch. This includes inspectors, risk assessors, abatement and hazard reduction contractors. A written certification must be on file with the City Housing Department that certifies all firths, abatement supervisors, lead workers, inspectors, and risk assessors performing work on houses assisted with federal funds that require lead hazard reduction are certified under the laws and regulations of the Sate of Texas Department of Health, Environmental Lead Branch. If applicable,NLC and all of its contractors shall comply with appropriate HUD and EPA regulations regarding lead-based paint notification, disclosure, or work practices during lead hazard control activities. NLC and all contractors shall prohibit the use of open-flame burning, chemical strippers containing methylene chloride, dry scraping, uncontained hydroblasting or hydrowashing, uncontained abrasive blasting, machine sanding without HEPA attachments or heat stripping above 1100°F as work practices at anytime. NLC and all of its contractors shall dispose of waste resulting from lead hazard control activities in accordance with the requirements of the appropriate local, State and Federal regulatory agencies. NLC or contractors must handle disposal of wastes from hazard control activities that contain lead-based paint, but are not classified as hazardous, in accordance with State or local law or the HUD Guidelines for the Evaluation and Control of Lead-Based Paint Hazards in Housing. City's Housing Department will conduct a final inspection of the lead hazard control work performed. HOME CHDO SF INFILL CONTRACT �+ � aivl.� ! Page 14 -27-06 Neighborhood Land Co Habitat for Humanity) G5 Ertl ' °� Rev.6 (4) Other Laws NLC covenants and agrees that its officers, members, agents, employees, Program participants and contractors shall abide by and comply with all other laws, (Federal, state and local) relevant to the performance of this Contract, including all City ordinances, rules and regulations and the HOME Regulations. NLC further promises and agrees that it has read, and is familiar with, the terms and conditions of the Federal grant under which HOME Funds are granted and that it will fully comply with them. It is agreed and understood that, if City calls the attention of NLC to any such violations on the part of NLC or any of its officers, members, agents, employees, Program participants or contractors, then NLC shall immediately desist from and correct such violation. (5) Prohibition Against Discrimination NLC, in the execution, performance or attempted performance of this Contract and agreement, will not discriminate against any person because of sex, race, religion, color, national origin, age, handicap status, or familial status, nor will NLC permit its officers, members, agents, employees, contractors or Program participants to engage in such discrimination. During the performance of this Contract NLC agrees, and will require all its subcontractors to agree, as follows: NLC will not unlawfully discriminate against any employee or applicants for employment because of sex, race, religion, color, national origin, age, handicap status or familial status. NLC will take affirmative action to ensure that applicants are employed and that employees are treated fairly during employment without regard to their sex, race, religion, color, national origin, age, handicap status or familial status. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. NLC agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. NLC will, in ali solicitations or advertisements for employees placed by or on behalf of NLC, state that all qualified applicants will receive consideration for employment without regard to sex, race, religion, color, national origin, age, handicap status or familial status. NLC covenants that neither it nor any of its officers, members, agents, employees, program participants or contractors, while engaged in performing 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 handicap, except on the basis of a bona fide occupational qualification, retirement plan or statutory requirement. HOME CHDO SF INFILL CONTRACT Page 15 Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 NLC further covenants that neither it nor its officers, members, agents, employees, contractors, Program participants, or persons acting on their behalf, shall specify, in solicitations or advertisements for employees to work 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. In accordance with the provisions of the Americans With Disabilities Act of 1990 ("ADA"), NLC warrants that it and any of its contractors will not unlawfully discriminate on the basis of disability in the provision of services to the general public, nor in the availability, terms and/or conditions of employment for applicants for employment with, or employees of NLC or any of its contractors. NLC warrants it will fully comply with 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 or contractors against City arising out,of NLC's and/or its contractors' alleged failure to comply with the above-referenced laws concerning disability discrimination in the performance of this Contract. This Contract is made and entered into with reference specifically to the ordinances codified at Chapter 17, Article III, Division 3, "Discrimination in Employment Practices", of the City Code and NLC hereby covenants and agrees that NLC, its officers, members, agents, employees and contractors, have fully complied with all provisions of same and that no employee, applicant or Program participant has been discriminated against by the terms of such ordinances by either NLC or its officers, members, agents, employees or contractors. (6) Prohibition Against Interest No member, officer or employee of City or its designees or agents; no member of the governing body of the locality in which the Program is situated; and no other public official of such locality or localities, who exercises any functions or responsibilities with respect to the program funded hereunder during his tenure or for one year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed hereunder. NLC shall incorporate, or cause to be incorporated, like language prohibiting such interest in all contracts and subcontracts entered into in connection with the Program. No officer, employee, member or Program participant of NLC or its contractors shall have a financial interest, direct or indirect, in this Contract or the HOME Funds transferred hereunder or be financially interested, directly or indirectly, in the sale to NLC of any land, materials, supplies or services purchased with any funds transferred hereunder, except on behalf of NLC, as an officer, employee, member or Program participant. Any willful violation of this paragraph with the knowledge, expressed or implied, of NLC or its contractors shall render this Contract voidable by the City. No officer, employee, agent, consultant, elected official or appointed official of the City, HOME CHDO SF INFILL CONTRACT ,,o Page 16 Neighborhood Land Corp. (Habitat for Humanity) �u��'= t �' a}' Rev.6-27-06 NLC or its contractors who exercised any functions or responsibilities with respect to activities assisted with HOME Funds or who are in a position to participate in a decision making process or gain inside information with regard to these activities, may obtain a financial interest or benefit from a HOME assisted activity, or have an interest in any contract, subcontract, or agreement with respect thereto, or the proceeds thereunder, either for themselves or those with whom they have family or business ties, during their tenure or for one year thereafter. (7) Minority and Women Business Enterprise_Commitment NLC agrees to abide by the City's policy to involve Minority and Women Business Enterprises ("M/"Es") in all phases of its procurement practices and to provide them equal opportunity to compete for contracts for construction, provision of professional services, purchase of equipment and supplies and provision of other services required by City. Therefore, NLC agrees to incorporate City Ordinance No. 15530, and all amendments or successor policies thereto, into all contracts and subcontracts and will further require all persons or entities with whom it contracts to comply with said ordinance. K. Assignment NLC shall not assign all or any part of its rights, privileges, or duties under this Contract without the prior written approval of City. Any attempted assignment of same without approval shall be void, and shall constitute a breach of this Contract. It is agreed that the City has the right to inspect and approve in writing any proposed contracts between NLC and any contractor engaged in any activity in conjunction with this HOME funded project prior to any charges being incurred. L. Indemnification and Release NLC 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 FOR PROPERTY LOSS OR DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND 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 OF THE PROGRAM 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 NLC 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 KINDS OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN HOME CHDO SF INFILL CONTRACT Page 17 Neighborhood Land Corp.(Habitat for Humanity) Rev.6-27-06 CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE OF THIS CONTRACT AND AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, - EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY. NLC LIKEWISE 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 NLC, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES, CONTRACTORS, INVITEES, LICENSEES, OR PROGRAM 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 NLC AND CITY, THAT THE INDEMNITY PROVIDED FOR THIS SECTION INCLUDES INDEMNITY BY NLC TO INDEMNIFY AND PROTECT CITY FROM THE CONSEQUENCES OF CITY'S OWN NEGLIGENCE, WHETHER THAT NEGLIGENCE IS ALLEDGED TO BE THE SOLE OR CONCURRING CAUSE OF THE INJURY,DAMAGE OR DEATH. NLC 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 INCIDENTIAL TO PERFORMANCE UNDER THIS CONTRACT, EVEN IF THE INJURY, DEATH, DAMAGE OR LOSS IS CAUSED BY THE CITY'S SOLE OR CONCURRENT NEGLIGENCE. NLC SHALL REQUIRE ALL OF ITS CONTRACTORS TO INCLUDE IN THEIR SUBCONTRACTS A RELEASE AND INDEMNITY IN FAVOR OF THE CITY IN SUBSTANTIALLY THE SAME FORM AS ABOVE. M. Waiver of Immunity If NLC, 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, NLC hereby expressly waives its rights to plead defensively such immunity or exemption as against City. This section shall not be construed to affect a governmental entity's immunities under constitutional, statutory or common law. N. Insurance and Bonding NLC will maintain blanket fidelity coverage in the form of insurance or bond in the amount of $30,000, to insure against loss from the fraud, theft or dishonesty of any of NLC's officers, agents, trustees, directors or employees. The proceeds of such bond shall be used to HOME CHDO SF INFILL CONTRACT- Page 18 Neighborhood Land Corp.(Habitat for Humanity) Rev.6-27-06 reimburse City for any and all loss of HOME Funds occasioned by such misconduct. To effectuate such reimbursement, such bond shall include a rider stating that reimbursement for any loss or losses thereunder shall be made directly to City for the use and benefit of NLC. NLC shall furnish to City, in a timely manner, certificates of insurance as proof that it has secured and paid for policies of commercial insurance as specified herein. Such insurance shall cover all insurable risks incident to or in connection with the execution, performance, attempted performance or nonperformance of this Contract. NLC shall maintain, or require its general contractor to maintain, the following coverages and limits thereof: Commercial General Liability(CGL) Insurance $500,000 each occurrence $1,000,000 aggregate limit Business Automobile Liability Insurance $1,000,000 each accident on a combined single-limit basis, or $250,000 Property Damage $500,000 Bodily Injury per person per occurrence $2,000,000 Aggregate Insurance policy shall be endorsed to cover"Any Auto" Pending availability of the above coverage and at the discretion of the NLC, the policy shall be the primary responding insurance policy versus a personal auto insurance policy if or when in the course of NLC's business as contracted herein. Workers' 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. NLC or its contractors shall maintain coverages. In the event the respective contractors do not maintain coverage, NLC shall maintain the coverage on such contractor for each applicable contract. Directors and Officers Insurance Optional (Highly Recommended) Note: This insurance shall cover NLC and any associated Board of Directors members. Additional Requirements Such insurance amounts shall be revised upward at City's option and that NLC shall revise such amounts within thirty (30) days following notice to NLC of such requirements. HOME CHDO SF INFILL CONTRACT Pa e 19 Neighborhood Land Corp.(Habitat for Humanity) � p� La�� �.�: Rev. 6-27-06 NLC will submit to City documentation that it, and its general contractor, has obtained insurance coverage and has executed bonds as required in this Contract prior to payment of any monies provided hereunder. Each insurance policy shall be endorsed to provide City with a minimum sixty (60) days notice of cancellation, non-renewal, and/or material change in policy terms or coverage. Insurance policies required herein shall be endorsed to include City as an additional insured as its interest may appear. Additional insured parties shall include employees, officers, agents, and volunteers of the City. The Workers' Compensation Insurance policy shall be endorsed to include a waiver of subrogation, also referred to as a waiver of rights of recovery, in favor of City. Any failure on part of the 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 NLC's insurance policies shall be licensed to do business in the state of Texas by the Department of Insurance or be otherwise eligible and authorized to do business in the state of Texas. Insurers shall be acceptable to the City insofar as their financial strength and solvency and each such company shall have a current 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 occurrence unless otherwise approved by City. In the event there are any local, federal or other regulatory insurance or bonding requirements for the Program, and such requirements exceed those specified herein, the former shall prevail. NLC shall require its contractors to maintain applicable insurance coverages, limits, and other requirements as those specified herein; and, NLC shall require its contractors to provide NLC with certificate(s) of insurance documenting such coverage. Also, NLC shall require its contractors to have City and NLC endorsed as additional insureds (as their interest may appear) on their respective insurance policies. NLC shall require its builder to maintain builders risk insurance at the value of the construction. O. Certification Regarding Lobbying The undersigned representative of NLC hereby certifies, to the best of his or her knowledge and belief, that: HOME CHDO SF INFILL CONTRACT Page 20 Neighborhood Land Corp.(Habitat for Humanity) Rev.6-27-06 No Federal appropriated funds have been paid or will be paid, by or on behalf of NLC, to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan or cooperative agreement. If any funds other than federally appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, member of Congress in connection with this Federal contract, grant, loan or cooperative agreement, NLC shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying,"in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this Contract was made or entered into. Submission of this certificate is a prerequisite for making or entering into this Contract imposed by 31 USC Section 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000.00 and not more than $100,000.00 for each such failure. NLC shall require that the language of this certification be included in all subcontracts or agreements involving the expenditure of Federal funds. P. MISCELLANEOUS PROVISIONS All terms of this Contract shall apply to any and all contractors of NLC who are in any way paid with HOME Funds or who perform any work in connection with NLC's Program. All notices required or permitted by this Contract must be in writing and are deemed delivered on the earlier date of the date actually received or the third day following (i) deposit in a Untied States Postal Service post office or receptacle; (ii) with proper postage, certified mail return receipt requested; and (iii) addressed to the other Party at the address set out in the preamble of this Contract or at such other address as the receiving Party designates by proper notice to the sending Party. If applicable, NLC must meet conditions and limitations for use of HOME Funds involving a primarily religious entity as set forth in the HOME Regulations. NLC shall notify City in writing of any changes in its 501 (c) (3) tax exempt status during the term of this Contract as well as any other change that alters NLC's certification as a CHDO under the HOME Regulations. NLC agrees to document its continued compliance, including but not limited to an annual board roster and certification of continued compliance. HOME CHDO SF INFILL CONTRACT Page 21 Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 NLC 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. [SIGNATURES APPEAR ON FOLLOWING PAGE] HOME CHDO SF INFILL CONTRACT Page 22 Neighborhood Land Corp.(Habitat for Humanity) Rev. 6-27-06 IN WITNESS WHEREOF, the Partieseto have P:ecu d four copies of this Contract in Fort Worth, Tarrant County, Texas, this May of , 2006. ATTEST: CITY OF FO T WORfv� By: City Secretary Dale A. Fisseler Assistant City Manager APP VED AS TO FO AND LEGALITY: Assistant City Attorney _ NEIG ORHOOD;LAND CORPORATION contract_ Author3.zation �y By: -Y� - Gage Nywger, rc de Date STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on q,,AW 6 , 2006 by Dale A. Fisseler, the Assistant City Manager, of the City of Fort orth,__Qn behalf the City of Fort Worth. Notary Public, State of Texas H E'1"'i'!E LANE MY coPu misSlo.,!EXPIRE& July 26,2007 STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on2006 by Gage Yager, President of Neighborhood Land Corporation, a TexAs non-profit corporation, on behalf of said corporation. ,,,„ 1 Ate,{J�{-���- Notary Public, State of Texas -,`,ti�Y pI WI�7.1�71y'f7CY17� 5►--q *= MY COMMISSION EXPIRES January 27,2007 HOME CHDO SF INFILL CONTRACT �t;1�� 'r6vL!" Page 23 Neighborhood Land Corp. (Habitat for Humanity) �`, ��� r iRFFL 'tijC'I Rev. 6-27-06 EXHMIT"A" PROGRAM SUMMARY SCOPE OF WORK Neighborhood Land Corporation,Inc. DESCRIPTION: Neighborhood Land Corporation ("NLC") will contract with Fort Worth Area Habitat for Humanity dba Trinity Habitat for Humanity ("Habitat") to construct eleven (11) single-family houses on infill Iots throughout the City of Fort Worth ("City"). Each house design will include at a minimum: three (3) bedrooms; two (2) baths; a single car garage; 1,200 square feet; masonry fagade; fence; and landscaping. Each house must pass inspection by City Housing Department inspectors to assure construction quality. NLC will provide the buyers of the initial eleven (11) houses with a minimum of$1,000.00 in down payment and/or closing cost assistance in conformance with City Housing Department policies and HOME Regulations. As needed, certain of these homebuyers may apply for additional assistance from the City's Homebuyer's Assistance Program, up to a total of $14,999.00 per homebuyer in designated City target areas, and up to a total of $8,500.00 per homebuyer in all non-target areas of the City. Buyers of houses constructed with CHDO Proceeds, as described below,will also be eligible for such additional homebuyer assistance. Construction will take place in two (2) phases, with construction of the first eleven (11) houses funded directly with HOME Funds from this Contract, and construction of at least one (1) additional house funded through CHDO Proceeds resulting from the sale of the first eleven (11) houses. As prospective homebuyers select particular lots throughout the City, Habitat and/or NLC will notify the Housing Department in writing of the location of the lot selected in a timely manner, prior to commencement of construction, so that appropriate notification of low moderate income neighborhood representatives can be made in accordance with City Council policy and Section 92.2 of the HOME Regulations. All houses constructed through this Contract will be eligible for application for City Neighborhood Empowerment Zone basic incentives, including fee waivers and five (5)-year tax abatements, as applicable. To the greatest extent possible, NLC and Habitat will encourage such prospective h mabliXerg select lots acquired through previous Federal grant contracts (CDBG) with th (01 �o �� , Worth. Habitat will purchase the mortgages of the approved homebuyers for these H : aid ?s: 4 units from NLC utilizing non-federal funds. The HOME portion of the purch st-price--paid - NLC by Habitat for these mortgages will be CHDO Proceeds for NLC, which will be used by NLC to construct at least one (1) additional affordable house. The proceeds of the sale of houses constructed with CHDO Proceeds will not be subject to the requirements of the HOME Regulations or this Contract, and may be used to fund additional mortgages of any remaining houses constructed with HOME CHDO Funds and CHDO Proceeds from this or other contracts. Following the purchase of these mortgages for the houses constructed with these HOME Funds or CHDO Proceeds, Habitat or its assignee will service the mortgages and collect homebuyer payments over the terms of the loan for each house, consistent with its internal policies for sale of Habitat houses and servicing of Habitat mortgage loans. The City's investment in each of the properties to be developed through this Contract will be secured by a subordinate lien deed of trust. City will execute releases of each of these deeds of trust upon the closing of the sale of a completed house to an income-eligible homebuyer - provided the terms of the Contract pertaining to affordability and the requirements of the HOME Regulations are met. PROGRAM OBJECTIVES: 1) Completion of eleven (11) infill homes, and further completion of one (1) additional house utilizing CHDO Proceeds. 2) Reporting (at least quarterly) on use of CHDO Proceeds from sale of mortgage loans for eleven(11) infill houses for the time period from the date of sale until these proceeds are used for construction of the one (1) additional house and that additional house is sold. 3) Reporting on a monthly basis, with all applicable documentation, of all eligible HOME match produced as a result of this Contract. PROGRAM MEASURES: Estimated Budget 2006-2007 • Build eleven(11)quality houses • Construction complete on eleven(11) $412,500 that meet City housing standards houses, funded with HOME Funds for residents who do not exceed • Construction complete on one(1)house, 80%of AMI. funded with CHDO Proceeds • Reporting on use of CHDO • Down payment/closing cost assistance to Proceeds and HOME Match. eligible buyers as needed. $ 11,000 • CHDO Operating Costs to support the $20,000 Final Program Costs program. $443,500 TOTAL PROGRAM BUDGET $443,500 Exhibit"B" PROGRAM BUDGET Neighborhood Land Corporation Eleven-Home Project Cost Item HOME Funds Other Amount: Sources of This Contract Funds PROJECT COSTS Lot Acquisition 0 $66,000 Construction Hard Costs $412,500 $183,700 Construction Soft Costs 0 $28,050 Survey 0 $2,200 Project Management 0 $93,500 Total Project Development Costs $412,500 $373,450 Homebuyer Down-Payment Assistance $11,000 0 CHDO OPERATING COSTS Partial Salary: Compliance & Support Specialist $20,000 TOTAL HOME FUNDS $4439500 EXHIBIT"C" PROGRAM TIMELINE Contract Execution July 2006 Homebuyers Complete Selection of Sites for Houses August 2006 Construction Commences on Houses September 2006 Construction Complete on Houses November 2006 to January 2007 Sale of First House December 2006 Sale of Last House February 2007 0 F F I C I I C 0, ?b EXHIBIT D CITY OF FORT WORTH HOUSING DEPARTMENT Audit Certification Form Subrecipient: Fiscal Year Ending: 1 I Mo Day Yr ❑ We have exceeded the federal expenditure threshold of $500,000. We will have our Single Audit or Program Specific Audit completed and will submit the audit report within nine (9) months after the end of the audited fiscal year. ❑ We did not exceed the $500,000 federal expenditure threshold required for a Single Audit or a Program Specific Audit to be performed this fiscal year. (Fill out schedule below) Federal Expenditure Disclosure Fadaral Funds Must be filled out if Single Audit or Program Audit is not required: Pass Through Program Name & Contract Federal Grantor Grantor CFDA Number Number Expenditures Total Federal Expenditures for this Fiscal Year $ Printed Name Title(Must be CFO, CEO or equivalent) Authorized Signature(Must be CFO, CEO or equivalent) Phone Number Date Failure to submit this or a similar statement or failure to submit a completed single audit package as described in the audit requirements by the required due date will result in suspension of funding and will affect eligibility for future funding. Submit this form to the City of Fort Worth within 60 days after the end of your Fiscal year CITY OF FORT WORTH HOUSING DEPARTMENT AUDIT REQUIREMENTS Organizations expending $500,000 or more in federal awards (from City of Fort Worth and other funding sources) during their fiscal years shall obtain either an annual single audit or a program specific audit. Organizations may have a program specific audit in accordance with OMB Circular A-133 if they expended funds for only one federal program as listed in the Catalog of Federal Domestic Assistance (CFDA). If funds are spent for more than one federal program, a single audit is required. The audited time period is the organization's fiscal year, and not the City of Fort Worth's funding period. The audit shall be conducted by a certified public accountant (CPA) that is licensed at the time of the audit by the appropriate regulatory body. The CPA shall meet all of the general standards concerning qualifications, independence, due professional care and quality control as required by Government Auditing Standards, including the requirements for continuing professional education and external peer reviews. Auditor selection must adhere to federal procurement requirements. A separate supplementary schedule of revenues, expenditures and changes in fund balance for each City of Fort Worth contract is no longer required. The Schedule of Expenditures of Federal Awards should list City of Fort Worth 's contract numbers, the total expended for each individual federal program, and the CFDA number (OMB A-133 § .310). The independent auditor's report should include all of the relevant items listed on the "Audit Report Checklist." Additional guidance on the conduct and reporting of these audits is contained in the latest issuance of the following publications: Government Auditing Standards issued by the Comptroller General of the United States, 2003 OMB CircularA-133 as revised 6130197 and amended June 2003 OMB Circular A-133 Compliance Supplement AICPA's Statement of Position 98-3, "Audits of States, Local Governments, and Not-for-Profit Organizations Receiving Federal Awards" Various AICPA audit guides for nonprofits, colleges and universities and health and welfare organizations AICPA's Audit Risk Alert "State and Local Governmental Developments" fY .�J3;ul" N Y!-G4 , t All organizations that receive a City of Fort Worth award must submit the provided Audit Certification Form which certifies whether you are subject to a single/program audit. Organizations receiving federal awards from the City of Fort Worth who are not required to have an audit shall certify in writing to the agency. The organizations Chief Executive Officer or Chief Financial Officer shall make the certification within 60 days of th'e end of the organization's fiscal year. The following items should be submitted to the City of Fort Worth Housing Department within the required timeframe: Due 60 days after organization's fiscal year end: re aired for all subreci ients ® Completed Audit Certification Form _Due within the earlier of 30 days after receipt of the auditor's report or nine months after the end of the audit period. • Two copies of the entire audit report issued by the CPA • Two copies of any management letter issued by the CPA in conjunction with the audit report • Two copies of management's comments on all findings, recommendations, & questioned costs contained in the audit report and management letter, including a detailed corrective action plan Failure to submit any of these items by the required due date may result in holds on current draw requests, suspension of the organization's contract(s) and eligibility for future funding. -If the organization does not meet the requirements of having a single/program audit conducted, records must still be kept available for review or audit by City of Fort Worth staff (OMB A-133 Subpart B Sec 200(d). If additional information is needed concerning the audit requirements, please call (817) 392-6141. CITY OF FORT WORTH HOUSING DEPARTMENT SINGLE AUDIT REPORT CHECKLIST The Department developed this checklist to help organizations improve the quality and completeness of audit reports. General Purpose or Basic Financial Statements of the Organization Opinion/Report on Organization's Financial Statements in accordance with Govemment Auditing Standards Notes to the General Purpose or Basic Financial Statements of the Organization A Schedule of Expenditures of Federal Awards including the Department's contract numbers, the total expended for the federal program, and the CFDA number (OMB A-133 Subpart C Sec 310). Opinion/Report on Schedule of Expenditures of Federal and State Awards Report on Compliance and on Internals Control Over Financial Reporting Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards. (OMB A-133 § 505 (b)) Report on Compliance with Requirements Applicable to Each Major Program and Internal Control over Compliance in Accordance with OMB Circular A-133. (OMB A-133 § 505 (c)) Schedule of Findings and _Questioned Costs (OMB A-133 §. 505d), including: Summary Schedule of Prior Audit_Findings reporting the status of all findings included in the prior audit's schedule of findings and questioned costs. (OMB A- 133 Sec. 315 (a) and (b)) Corrective Action Plan including (OMB A-133 Sec. 315 (c)) name of person responsible for the corrective action, corrective action planned, anticipated completion date, and explanation and reason if auditee does not agree with findings or believes correction is not required. All reports are signed and dated by the auditor Two copies of the audit reports are submitted Two copies of the management letter, if issued in conjunction with the audit report Two copies of comments by management concerning all findings and recommendations included in management letter, including a corrective action plan Attachment I CITY OF FORT WORTH HOUSING DEPARTMENT SUBGRANTEE'S REQUEST FOR FUNDS Agency Program Name: CHDO Program Contract Number: Report Period: Contract Amount: Date of Request: ^sEC'I'CON-1 (ACJS 2OY). Ctireont Month Cllmnllntive CASA BALANCE ANALYSIS FOR 1. Beginning Cash Balance $ $ 2. Amount Received: Program Income $ $ City of Fort Worth $ $ Interest Earned $ $ 3. Total Funds Available(I+2) $ $ 4. Less Expenditure(detail statement cost) $ $ 5. ENDING CAST[BALANCE (3-4) $ $ 0lie roIIng Lust 6, Estimated Expenditures $ 7. Funds Needed(6-5) $ 8. Less Estimated Program Income $ 9. Unpaid Request for Payment Previously Submitted $ 10. Amount of This Request(7-8 &9) $ TDTXL M%LINT KXQU ' .1611 1. MARS-Purchasing Request A. MARS INPUT: Vendor/PO Number/Requisition Number B. Fund/Account/Center C. Total Amount of this Request SECTION CII - 1. Verification A. Development Project Coordinator Barbara Asbury 1 I (Nan.) B. Contract Compliance: Charles Cumby / 1 (N.—) C. Accounting: Stephen Thomas / 1 (Name) 2. Authorization A. Agency: / (Nene) B. Mgmt&Budget Administrator Phyllis Johnson I I (Hans) Housing Director Jerome C.Walker IF OVER 58,%0.00 (Name) Attachment li CITY OF FORT WORTH HOUSING DEPARTMENT MANAGEMENT AND BUDGET DIVISION DETAIL STATEMENT OF COSTS CONTRACT NO. DATE AGENCY TO PROGRAM REPORT PERIOD PROGRAM MONTHLY CUMULATIVE COST CATEGORY ACCOUNT BUDGET EXPENDITURES TO DATE BALANCE PERSONAL SERVICES Salaries 516010 FICA 518010 Life Insurance 518050 Health Insurance 518060 Unemployment-Federal 518090 Unemployment Tax-State 518090 Worker's Comp 518040 Retirement 518070 SUPPLIES Office Supplies 521010 Postage 521020 Other Operating Supplies 523300 CONTRACTUAL SERVICES Telephone 535040 Electric 535020 Gas(Utility) 535010 Water/Waste Disposal 535030 Rent(Building) 537010 Custodial Services 539220 Printing 533030 Equipment Maintenance 537030 Fidelity Bond 538210 Liability Insurance 534020 Legal&Accounting 538060 Annual Audit 532130 Mileage Reimbursement 532130 Conferences&Seminars 531180 Contractual Services 539120 Indirect Cost 517010 CAPITAL OUTLAY Furniture,Fixtures 541330 Office Equipment 541370 Property Insurance TOTAL Sub-Contractors Certification: I certify that the costs incurred are taken from the books of accounts and that such costs are valid and consistent with the terms of the agreement. SIGNATURE and DATE Attachment III CITY OF FORT WORTH HOUSING DEPARTMENT MANAGEMENT AND BUDGET DIVISION EXPENDITURES WORKSHEET CONTRACT NO. DATE AGENCY TO PROGRAM REPORTPERIOD CHECK NO. DATE # PAYEE DESCRIPTIDN ACCOUNT NO. AMOUNT 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 TOTAL - Sub-Contractors Certification: I certify that the costs incurred are taken from the books of accounts and that such costs are valid and consistent with the terms of the agreement. NAME and TITLE OF AUTHORIZED OFFICER SIGNATURE and DATE Attachment IV Fort Worth Rousing Department Housing Project Monthly Narrative Report For Reporting Period to 1. ACCOMPLISHMENTS 2. PROBLEMS ENCOUNTERED AND SOLUTIONS PROPOSED 3. ANTICIPATED ACTIVITIES DURING NEXT MONTH Attachment IV(a) � o ,ell m �+ CU Z Q' m tj o a, a H � a :tom � ® Cl x CD w z O w W �I 'C U OW s. Cd w c� C .0 .0 z ,� z 0 U q CdP14 Cd W PW C' q � d � x � 0 po � a ^�� 00P4 �o ., Cd q m d z U City of Fort Worth, Texas Mayor and Council Communication COUNCIL .ACTION: Approved on 5/1612006 DATE: Tuesday, May 16, 2006 LOG NAME: 05NLC-HABITAT REFERENCE NO.: C-21460 SUBJECT: Allocation of $443,500 in HOME Investment Partnership Grant Funds, and Authorization to Execute a Contract with Neighborhood Land Corporation (NLC) for Project Development and Operating Costs for Construction of Eleven Single Family Infill Homes RECOMMENDATION: It is recommended that the City Council approve the following: 1. Allocation of $443,500 in HOME CHDO funding for the Neighborhood Land Corporation (NLC), for development and operating expenses in support of a Single-Family New Construction project; 2. Authorize the City Manager or his designee to execute a contract with NLC for the above project, with a two-year performance period beginning on the date of the execution of the contract; 3. Authorize the City Manager or his designee to extend or renew the contract for up to one year if NLC requests an extension and such extension is necessary for completion of the project; and 4. Authorize the City Manager or his designee to amend the contract, if necessary to achieve project goals, provided that the amendment is within the scope of the project and in compliance with all applicable laws and regulations governing use of federal grant funds. DISCUSSION: Regulations governing the HOME Investment Partnership Grant program require that local jurisdictions provide a minimum of 15% of their annual grant awards to eligible Community Housing Development Organizations (CHDOs). Neighborhood Land Corporation (NLC) has fulfilled requirements to be certified as a CHDO in the City of Fort Worth. NLC provides single-family homeownership opportunities to individuals that typically earn at or below 60% of the area median income. NLC proposes to develop eleven new single-family homes, and will enter into an agreement with Trinity Habitat for Humanity (previously Fort Worth Area Habitat for Humanity) to construct the homes. Six of these homes will be built in Mosier Valley and the remaining five will be constructed in infill sites throughout the Central City as selected by qualified homebuyers. The Central City Revitalization and Economic Development Committee of City Council reviewed NLC's proposal at its March 7, 2006 meeting. NLC will be the project owner and developer. As the general contractor, Trinity Habitat has successfully built and sold 255 single-family homes throughout Johnson and Tarrant County. All homes will be 3 bedroom, 2 bath with a minimum size of 1,200 square feet. Trinity Habitat has enhanced its home designs to include a single-car garage and porch details which appropriately blend with existing designs in many Central City neighborhoods. The total project development cost is $789,500, of Logname: 60SOUTHWEST Pagel of 2 which $412,500 has been requested from the City to bridge the funding gap and cover a portion of construction and related expenses. The balance of $377,000 has already been secured in the form of corporate and individual donations. Commitment of these donated funds to the project will help the City to meet grant matching obligations for the HOME Investment Partnerships program. In addition to the development costs, $11,000 in HOME funding is requested to provide $1,000 in down payment and closing cost assistance to each of the eligible buyers. Also, $20,000 is being requested in CHDO operating funds to support the non-profit organization during a one-year period while the homes are being developed. Funds will be provided in the form of a grant, with proceeds from the sale of the homes returning to the non-profit organization over the life of the loans, as Habitat acts as the mortgage company. Six of the proposed home sites are located in COUNCIL. DISTRICT 5, with possible other sites being in COUNCIL DISTRICTS 2, 9, 7 and 8. FISCAL INFORMATIONICERTIFICATION: The Finance Director certifies that upon approval of the above recommendations, funds will be available in the current operating budget, as appropriated, in the Grants Fund. TO FundlAccount/Centers FROM Fund/Account[Centers GR76 539120 00520693OXXO $20,000.00 GR76 539120 005206930020 $20,000.00 GR76 539120 005206128XX0 371.47 GR76 539120 005206128170 371.47 GR76 539120 005206698XXO $10,745.27 GR76_..539120 005206698250 $10,745.27 GR76 539120 005206772XXO $1.38 868.46 GR76 5391.20 005206772040 138,868.46 GR76 539120 00520693OXX0 $16,059.65 GR76 539120 005206930030 $16,059.65 GR76 539120 005206006XX0 257,455.15 GR76 539120 005206006030 $257,455.15 Submitted.for City Manager's Office by—, Dale Fisseler(6266) Originating Department_Head: Jerome Walker(7537) Jerome Walker (7537) Additional Information Contact; Barbara Asbury (7331) Logname: 60SOUTHWEST Page 2 of 2