WHEREAS, the DEVELOPER has submitted a competitive proposal; and

Transcription

1 NEIGHBORHOOD STABILIZATION PROGRAM 3 GRANT DEVELOPER AGREEMENT BETWEEN DELAWARE STATE HOUSING AUTHORITY AND NONPROFIT DEVELOPMENT CORPORATION NSP 3 XX-11 THIS AGREEMENT, entered into as of this day of, 2013 by and between NonProfit Development Corportaiton the Delaware State Housing Authority (herein called DSHA ) Neighborhood Stabilization Program 3 (NSP 3) Grant Developer Agreement (herein called the AGREEMENT ) and NONPROFIT DEVELOPMENT CORPORATION (herein called the "DEVELOPER") and the, WITNESSETH THAT: WHEREAS, DSHA has applied for and received funds from the United States Government under the Dodd-Frank Wall Street Reform and Consumer Protection Act, Section 1497: Additional Assistance for Neighborhood Stabilization Program, for the purpose of assisting in the redevelopment of abandoned and foreclosed homes, in accordance with the same provisions applicable to the second undesignated paragraph under the heading Community Planning and Development Community Development Fund in title XII of division A of the American Recovery and Reinvestment Act of 2009 (Recovery Act) (Public Law 111-5; 123 Stat. 217), referred to throughout this notice as the Neighborhood Stabilization Program 3 (NSP 3); and WHEREAS, DSHA wishes to engage the DEVELOPER to assist DSHA in using a portion of the NSP 3 funds in accordance with applicable notices, regulations, and guidance from the U.S. Department of Housing and Urban Development (HUD), to purchase and rehabilitate one home in Kent or Sussex County for rental to persons with special needs; and WHEREAS, the DEVELOPER has submitted a competitive proposal; and WHEREAS, DSHA and the DEVELOPER wish to set forth the responsibilities of each in undertaking NSP 3 and in utilizing such funds. NOW, THEREFORE, the parties hereto do mutually agree as follows: I. SCOPE OF PROJECT AND GENERAL ADMINISTRATION A. Delivery of Services The DEVELOPER will be responsible for the delivery of NSP 3 activities set forth herein in accordance with the provisions of this AGREEMENT, in a manner satisfactory to DSHA. All of the services required hereunder will be performed by the DEVELOPER and all personnel engaged in the work shall be fully qualified and shall be authorized under State and local law to perform such services. 1

2 B. Time of Performance Activities of the DEVELOPER shall commence on the XXX day of XXX 2013 and end on the 6th day of March 2013, unless revised by written amendment to this AGREEMENT, except delivery of final reports described in Section III and long-term property management described in Section II. The rights and obligations of each party to this AGREEMENT shall not be effective and no party shall be bound by the terms of this AGREEMENT unless and until each party has executed the AGREEMENT. The DEVELOPER must close on property and submit draw request for acquisition funds by March 6, DSHA reserves the right to extend this grant agreement beyond the contract dates stated above. C. Performance Monitoring DSHA will monitor the performance of the DEVELOPER against the Scope of Services in Section II. Substandard performance as determined by DSHA will constitute noncompliance with this AGREEMENT. If action to correct such substandard performance is not taken by the DEVELOPER within a reasonable period of time after being notified by DSHA, contract suspension or termination procedures will be initiated. D. Budgets DSHA shall grant to the DEVELOPER NSP 3 funds in an amount not to exceed $XXXXXXXXXXX ($ XXX,XXX), for the sole and express purpose of undertaking the activities specified in Section II. Attachment A contains the Project Cost Summary for this activity. In addition, DSHA may require an additional detailed budget breakdown as applicable. The DEVELOPER shall provide such supplementary budget information in a timely fashion in the form and content prescribed by DSHA. Any amendments to the budget must be approved in writing by both DSHA and the DEVELOPER. E. Payment Project costs shall be paid in accordance with the budget allocations outlined in Attachment A Project Cost Summary. It is expressly agreed and understood that the total amount to be paid by DSHA under this AGREEMENT shall not exceed the NSP 3 funds allocated. Drawdowns for the payment of eligible expenses shall be made against the line item budgets specified in Attachment A and in accordance with performance. It is agreed that the payment for program activity costs will be reimbursement of actual or scheduled expenses. The DEVELOPER will be responsible for all costs that are incurred in excess of the NSP 3 funds allocated in this AGREEMENT and shall be responsible for any and all disallowances imposed by HUD and/or DSHA relating to the conditions or scope of work covered by this AGREEMENT. Payment requests must conform to the Request for Payment procedure, contained in the Delaware NSP 3 Policies and Procedures in Attachment C. DSHA reserves the right to suspend payments should the DEVELOPER fail to provide required reports in a timely and adequate fashion or if the DEVELOPER fails to meet other terms and conditions of this AGREEMENT. 2

3 NSP 3 Funds shall be deposited and maintained in a separate fund account upon the books and records of the DEVELOPER (the "Grant Account"). The DEVELOPER shall keep all records of the Grant Account in a manner that is consistent with generally-accepted accounting principles. All disbursements from the Grant Account shall be for activities related to the performance of this AGREEMENT and shall be supported by contracts, invoices, vouchers, and other data, as appropriate, evidencing the necessity of such expenditure. F. Fees The developer fee allowed is $ XXXX, to allow for reasonable office expenses, general business and operating expenses, and profit. Of this amount, $ XXXX is payable upon acquisition of an NSP 3 qualified property, and $ XXXX is payable upon the issuance of a certificate of occupancy for a property, until the total developer fee is reached or upon final draws as approved by DSHA. G. Low-Income Set-aside for Households Earning Less than 50% of AMI NSP 3 is a component of the Community Development Block Grant (CDBG) program, and all NSP 3 activities fall under the CDBG National Objective of benefit to low- and moderateincome persons, redefined for NSP 3 to include low-, moderate-, or middle-income persons earning up to 120% of Area Median Income (AMI), as determined by HUD and published annually by DSHA. In particular, activities under this AGREEMENT must meet NSP 3 low-income set-aside requirements, and the DEVELOPER certifies that the activities carried out under this AGREEMENT will meet the NSP 3 income eligibility requirements to serve households whose incomes do not exceed 50% of AMI, as determined by HUD and published annually by DSHA. H. Eligible Properties Activities in this AGREEMENT are NSP 3 eligible under Use B: Purchase and Rehabilitation of Foreclosed properties and Use E: Redevelopment of Vacant properties. Homes purchased must meet the definitions in this section of foreclosed or vacant. In addition, only properties in eligible locations may be purchased. See Attachment C NSP 3 Policies and Procedures for eligible Census tracts. A home or residential property has been foreclosed upon if any of the following conditions apply: (a) The property s current delinquency status is at least 60 days delinquent under the Mortgage Bankers of America delinquency calculation and the owner has been notified; (b) the property owner is 90 days or more delinquent on tax payments; (c) under state, local, or tribal law, foreclosure proceedings have been initiated or completed; or (d) foreclosure proceedings have been completed and title has been transferred to an intermediary aggregator or servicer that is not an NSP 3 grantee, contractor, subrecipient, developer, or end user or A residential property meets the definition of Vacant if it has been certified as uninhabited for at least ninety (90) days. 3

4 I. Environmental Review Activities under this Agreement are categorically excluded under 24 CFR Part 58 from National Environmental Policy Act requirements, but are subject to the provisions of 24 CFR Part 58.5 and Prior to purchase, each housing unit purchased under this AGREEMENT must undergo a site-specific environmental review to be conducted by DSHA. DSHA will execute a Certification of Completion of Environmental Review prior to the release of NSP 3 funds. The DEVELOPER may not purchase a property until the site-specific environmental review is complete. However, the DEVELOPER may enter into a real estate option contract or a conditional purchase contract prior to completion of the site-specific environmental review. Guidance on conditional purchase contracts is available from HUD s NSP Policy Alert: Using Optional and Conditional Contracts for Purchase of Real Property, and also from DSHA staff: J. Appraisal and Purchase Discount The DEVELOPER will acquire each property with NSP 3 funds at a minimum discount of one percent based on the current market appraised value of the property. The current market appraised value means the value of a property that is established through an appraisal made in conformity with either: (1) The appraisal requirements of the URA at 49 CFR , or (2) the Uniform Standards of Professional Appraisal Practice (USPAP), or (3) the appraisal requirements of the Federal Housing Administration (FHA) or a Government-Sponsored Enterprise (GSE); and the appraisal must be completed or updated within 60 days of a final offer made for the property. K. Notices Notices required by this AGREEMENT shall be made in writing and delivered via mail (postage prepaid), commercial courier, or personal delivery or sent by facsimile or other electronic means (provided that receipt is confirmed). Any notice delivered or sent as aforesaid shall be effective on the date of delivery or sending. All notices and other written communications under this AGREEMENT shall be addressed to the individuals in the capacities indicated below, unless otherwise modified by subsequent written notice. Communication and details concerning this contract shall be directed to the following contract representatives: DSHA R. Susan Eliason Community Development Delaware State Housing Authority 18 The Green Dover, DE (p) (f) Susane@destatehousing.com Developer Contact Person DEVELOPER Capacity/Title Entity Business Names Street Address City, State Zip Code Phone Number Fax Number Address 4

5 II. SCOPE OF SERVICES A. Acquisition and rehabilitation of one (1) home in a NSP-eligible census tract in Kent or Sussex County 1) The DEVELOPER may not execute a purchase agreement without first obtaining written approval from DSHA. To request this approval, the DEVELOPER will provide DSHA with the following: Property description; Proof of foreclosed or vacant status; Applicable items and notices specified in Attachment C, Section #2 (Records Required for NSP 3 Eligibility Compliance for all Housing Units); Preliminary project budget; Preliminary operating budget estimating revenues, operating expenses, debt service and net operating income for the first fifteen years of occupancy. The project budget will be similar to the Project Cost Summary in Attachment A. DSHA will base its approval upon an assessment of NSP rules and financial feasibility. 2) Maximum NSP 3 expenditure per dwelling unit may not exceed $250,000 unless DSHA gives written approval for an additional amount due to the strategic value of a property or unforeseen costs that were beyond the control of the DEVELOPER. B. Rehabilitation of homes according to the standards of the local Housing Code, and in accordance with applicable laws, codes, and other requirements related to housing safety, quality, and habitability 1) A schedule of rehabilitation activities to be undertaken must be approved by DSHA for each housing unit prior to commencement of rehabilitation work. Eligible rehabilitation activities are described in 24 CFR (b)(2). 2) All gut rehabilitation of buildings must be designed to meet the standards for Energy Star-Qualified New Homes. When replacing obsolete products and appliances, Energy Star and other Energy-efficiency standards must be met. 3) Rehabilitation activities are subject to HUD Lead-Based Paint Regulations, as described at 24CFR ) Rehabilitation scope of work will be the responsibility of the selected developer and approved by DSHA, in compliance with applicable local housing codes, standards and energy efficiency improvements. 5) Architectural drawings are required. Associated costs are eligible for reimbursement. 6) All rehabilitation will be required to be performed by licensed general contractors or specialty contractors (i.e. plumbing, electrical, etc.) 7) Property must be made fully accessible and have sprinkler system installed. 8) DSHA may inspect properties to assure that rehabilitation is being completed in a satisfactory manner and to local codes. 5

6 9) All projects should adhere to DSHA s Minimum Construction and Rehabilitation Standards, as applicable. The criteria included as Attachment D and is available on DSHA s website at the following link: C. Interim property management of selected homes during the rehabilitation period. Interim property management includes, but is not limited, to ongoing maintenance and security. D. Leasing of selected home to eligible households. When full occupancy is reached, a minimum of two persons will be assisted. 1) Eligible households are households (including one person households) whose incomes do not exceed 50% of AMI, as determined by HUD and published annually by DSHA. 2) The DEVELOPER will lease homes to eligible households and are encouraged to collaborate with agencies such as Friendship House, ARC of Delaware, West End Neighborhood House, and DHSS Delaware Health and Social Services Department; to house special needs persons including: - Recovering alcoholics or addicts who have completed residential treatment AND six months to one year of sober transitional housing; - Veterans; - Emancipated youth; - Persons with mental health or physical disabilities; - Disabled or elderly persons exiting the care of DHSS institutions such as the Delaware Psychiatric Center; - Persons earning less than 30% of AMI; and - Households whose income does not exceed 50% of AMI, as determined by HUD and published annually by DSHA. 3) Income determination. Tenant income shall be determined according to 24 CFR Part (a) using the definition of annual income at 24 CFR Part ( Part 5 method ). 4) Income eligibility need not be recertified annually, but each new tenant must be income eligible at time of initial tenancy. 5) Funds are for permanent rental housing only. Tenants must not be required to vacate or graduate unless pursuant to eviction policies consistent with the Delaware Landlord Tenant Code and the tenant s lease. 6

7 6) Maximum rents. a) When housing is provided in shared living arrangements (more than one household per home), rents (including tenant-paid utilities) will be the HOME program Rent Limit per number of bedrooms in the housing unit, as published annually by HUD for each county and described in 24 CFR Part (a), (c), and (f), with each household paying a proportionate share of the total unit rent. b) When a home is rented by a single household, rents (including tenant-paid utilities) will be the HOME program Rent Limit per number of bedrooms in the housing unit as published annually by HUD for each county and described in 24 CFR Part (b), (c), and (f). 7) Maximum allowed cash rent. Tenant-paid rent (including tenant-paid utilities) may not exceed 40% of a tenant s monthly gross income. 8) Tenant-paid utilities will be determined using a schedule of utility allowances from the local housing authority or equivalent document. E. On-going property management and regulatory compliance. For at least the affordability period described below, homes will remain affordable to persons with special needs earning less than 50% of AMI. Minimum Long-Term Affordability Total NSP 3 Investment Per Housing Unit Minimum Period of Affordability Under $15,000 5 years $15,000 - $40, years Over $40, years New Construction or Acquisition 20 years III. ADDITIONAL REQUIREMENTS A. Documentation and Recordkeeping The DEVELOPER shall submit to DSHA the reports as required by the NSP 3 Policies and Procedures in Attachment C. All records of the DEVELOPER pertinent to the activities undertaken as part of this AGREEMENT shall be maintained in accordance with 24 CFR Client Data. The DEVELOPER shall maintain client data demonstrating client eligibility for services provided. Such data shall include, but not be limited to, client name, address, income level or other basis for determining eligibility, and description of service or benefit provided. Such information shall be made available upon request to DSHA and/or the Grantee monitors or their designees for review. 7

8 Records to be Maintained. The DEVELOPER shall maintain all records required by Federal regulations specified in 24 CFR and Attachment C: NSP 3 Policies and Procedures. Such records shall include, but not be limited to: a) Records providing a full description of each activity undertaken; b) Records demonstrating that each activity undertaken benefits households earning less than 50% of AMI; c) Records required to determine the eligibility of activities and the eligibility of all properties assisted; d) Records required to document the purchase and sale amounts or rental amounts of each property, discounts, and the sources and uses of funds for each activity; e) Records documenting compliance with the fair housing and equal opportunity requirements of NSP 3, including but not limited to, the racial, ethnic, and gender characteristics of persons who are applicants for, participants in, or beneficiaries of the program; f) Records documenting efforts to ensure that the initial successor in interest in a foreclosed-upon dwelling or residential property has complied with the tenant protection requirements; g) Financial records; and h) Other records necessary to document compliance with Subpart K of 24 CFR Part 570. All information, data, reports, and records, as are existing, available, easily retrievable and necessary for the carrying out of the work shall be furnished to DSHA without charge, and DSHA shall cooperate with the DEVELOPER in every way possible in the carrying out of the Scope of Services. B. Records Retention and Access The DEVELOPER shall establish and maintain for at least three (3) years from the final close out of this Agreement, such records as are required by DSHA. The DEVELOPER agrees that DSHA, the State Auditor, the State Treasurer, and HUD, or any of their dulyauthorized representatives, shall, until the expiration of three years after expenditure of funds under this grant, have access to and the right to examine directly any books, documents, papers, and records of the DEVELOPER, which are directly pertinent to this AGREEMENT, for the purpose of making audit, examination, excerpt, and transcriptions. C. Audits The DEVELOPER agrees to secure an audit for the NSP 3 grant account in accordance with generally-accepted auditing standards, including such tests of accounting records and such other auditing procedures as shall be considered reasonable and necessary by DSHA. 8

9 D. Changes Any changes in this AGREEMENT must be incorporated in written amendments to this AGREEMENT. DSHA may amend this AGREEMENT at any time to conform to changes in NSP 3 regulations. E. Financial Management The DEVELOPER will use adequate internal controls, and maintain necessary source documentation for all costs incurred and adhere to any other accounting requirements included in this AGREEMENT or the NSP 3 Policies and Procedures in Attachment C. Costs must be allowable and reasonable; determined in accordance with generally-accepted accounting principles; and be adequately documented. Accounting for expenditures: the DEVELOPER will account for total NSP 3 expenditures per home by means of assigning an accounting code for NSP 3-funded or reimbursed expenses for each property and another accounting code, if applicable, for non-nsp 3-funded expenditures (if any). When the development of an NSP 3-assisted home is completed, the DEVELOPER will provide Grantee with a complete accounting of NSP 3 expenditures for that home and non-nsp 3 expenditures, if any. Payments may be contingent on compliance with this standard. F. Procurement The DEVELOPER is not subject to procurement rules of 24 CFR Part 84 and is not required to competitively purchase materials, property, or services. 1) The DEVELOPER may choose any construction contractor or property manager. Prior to hiring, the DEVELOPER should provide assurance to DSHA with information that the contractor or property manager has the needed capacity and expertise; is not federally debarred; is licensed to do business in the State of Delaware; has public liability insurance in a reasonable amount; and that estimated costs are eligible and reasonable. 2) NSP 3 funds may not be spent on purchase of equipment. 3) Use and Reversion of Assets. The use and disposition of real property and equipment under this AGREEMENT shall be in compliance with the requirements of 24 CFR , , and , as applicable. 4) Subcontracts. The DEVELOPER will include all relevant provisions of this AGREEMENT in all subcontracts entered into as part of the activities undertaken in furtherance of this AGREEMENT and will take appropriate action pursuant to any subcontract upon a finding that the subcontractor is in violation of regulations issued by any Federal agency. The DEVELOPER will not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 (Section 3 Economic Opportunities) and will not let any subcontract unless the entity has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. 9

10 5) Conflict of Interest. No personnel of the DEVELOPER, any subcontractor of the DEVELOPER, public official, employee or member of the governing body of the particular locality where this AGREEMENT shall be completed, who exercises any functions or responsibilities in connection with the review or approval of the work completed under this AGREEMENT, shall prior to the completion of such work, voluntarily or involuntarily acquire any personal interest, direct or indirect, which is incompatible or in conflict with the discharge or fulfillment of his/her functions or responsibilities with respect to the completion of the work contemplated under this AGREEMENT. Any person who, prior to or after the execution of this AGREEMENT, acquires any personal interest, involuntarily or voluntarily, shall immediately disclose his/her interest to DSHA in writing. Thereafter, he/she shall not participate in any action affecting the work under this AGREEMENT unless DSHA determines that, in light of the personal interest disclosed; his/her participation in any such action would not be contrary to the public interest. G. Contractor Section 3 Plan and Schedule A To comply with the provisions of Section 3 of the Housing and Urban Development Act of 1968, as amended, and as implemented by the regulations set forth in 24 CFR 135, the DEVELOPER will complete Attachment B: Contractor Section 3 Plan and Schedule A, outlining the DEVELOPER s plan to meet goals for economic opportunities for low-income persons, prior to execution of this AGREEMENT. H. Relocation and Tenant Protection Requirements The DEVELOPER agrees to comply with (a) the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24 and 24 CFR (b); (b) the requirements of 24 CFR (c) governing the Residential Anti-Displacement and Relocation Assistance Plan under section 104(d) of the HCD Act; and (c) the requirements in 24 CFR (d) governing optional relocation policies, as applicable. The DEVELOPER agrees to comply with the Recovery Act provisions concerning tenant protections applicable to NSP 3 acquisitions of foreclosed property. I. Insurance, Liability, and Bonding DEVELOPER shall carry sufficient insurance coverage to protect contract assets from loss due to theft, fraud and/or undue physical damage, and as a minimum shall purchase a blanket fidelity bond covering all employees in an amount equal to cash advances from DSHA. The DEVELOPER shall, at a minimum, provide the equivalent insurance coverage for real property acquired with Federal funds, as provided to property owned by the DEVELOPER. The DEVELOPER alone shall be responsible for investigation and payment of claims not covered by insurance. DSHA shall not in any way be responsible for payment of any claims determined to be the DEVELOPER s responsibility under this AGREEMENT. J. Applicable Laws and Regulations The DEVELOPER agrees to administer activities without discrimination and in compliance with all applicable State and Federal laws and regulation, including the following provisions: 10

11 1) The Dodd-Frank Wall Street Reform and Consumer Protection Act, Section 1497, the regulations issued October 19, 2010, in Volume 75, No. 201 of the Federal Register; and (except where superseded by the Federal Register notice of October 19, 2010, cited herein) Title 24 of the Code of Federal Regulations, Part 570, Subpart I (CDBG); 2) Title VI of the Civil Rights Act of 1964 (Pub. L ) and implementing regulations issued in 24 CFR Part 1; 3) Title VIII of the Civil Rights Act of 1968 (Fair Housing Act) (Pub. L ), as amended, and implementing regulations at 24 CFR Part 100, 103, and 104; 4) Section 104(b)(2) and Section 109 of the Housing and Community Development Act of 1974, as amended; and the regulations issued pursuant thereto 24 CFR Section (affirmatively further fair housing) and (non-discrimination). 5) Section 3 of the Housing and Urban Development Act of 1968, as amended and implementing regulations of 24 CFR Part 135, and applicable laws, regulations, and executive orders related to non-discrimination in employment and contracting opportunities as referenced in 24 CFR Part ; 6) Executive Order 11246, as amended by Executive Orders and and implementing regulations issued at 41 CFR Chapter 60; and the State review requirements of the Architectural Accessibility Act (Chapter 73, Title 29, Delaware Code) and the applicable rules and regulations promulgated by the State Architectural Accessibility Board; 7) Executive Order as amended by Executive Order and implementing regulations at 24 CFR Part 107, regarding non-discrimination and equal opportunity in housing; 8) Section 504 of the Rehabilitation Act of 1973 (Pub. L ), as amended and implementing regulations at 24 CFR Part 8, which prohibits discrimination against individuals with disabilities or handicaps in any Federally-assisted program. DSHA shall provide the DEVELOPER with any guidance necessary for compliance; 9) The Age Discrimination Act of 1975 (Pub. L ) and implementing at 24 CFR Part 146; 10) Executive Order relating to the evaluation of flood hazards and Executive Order relating to the prevention, control, and abatement of water pollution; and the flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973; 11) The Americans with Disabilities Act of 1990; 12) The provisions of the Hatch Act, which limits the political activity of employees; 13) The requirements of 24 CFR Part 24, Subpart F, on suspension and debarment actions; 14) The provisions of CDBG Regulation CFR , which prohibits conflicts of interest and with the HUD Standards of Conduct issued on November 1, 1985; 15) Section 519 of Public Law (the 1990 HUD Appropriations Act), the DEVELOPER certifies that it has adopted and is enforcing a policy prohibiting the use of excessive force by law enforcement agencies within its jurisdiction against any individual engaged in nonviolent civil rights; and 16) Any applicable regulations and policy/procedure memoranda of DSHA. In the event these documents are modified or new regulations and/or memoranda are adopted, it covenants and agrees to comply with any such modified or new regulation or memoranda. 11

12 K. Assurances and Understandings 1) Termination of AGREEMENT for Cause. If, through any cause, the DEVELOPER shall fail to fulfill in a timely and proper manner their obligations under this AGREEMENT, or if the DEVELOPER shall violate any of the covenants, agreements, or stipulations of this AGREEMENT, DSHA shall thereupon have the right to terminate this AGREEMENT by giving written notice to the DEVELOPER of such termination and specifying the effective date thereof, at least five (5) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs, and reports or other materials prepared by the DEVELOPER under this AGREEMENT shall, at the option of DSHA, become its property, and the DEVELOPER shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. NOTWITHSTANDING THE ABOVE, the DEVELOPER shall not be relieved of liability to DSHA for damages sustained by DSHA by virtue of any breach of the AGREEMENT by the DEVELOPER and DSHA may withhold any payments to the DEVELOPER for the purpose of setoff until such time as the exact amount of damages due from the DEVELOPER is determined. 2) Termination for Convenience of DSHA. DSHA may terminate this AGREEMENT without cause at any time by giving written notice to the DEVELOPER of such termination and specifying the effective date thereof, at least fifteen (15) days before the effective date of such termination. In that event, all finished or unfinished documents and other material as described in Section III-A above shall, at the option of DSHA, become its property. If the AGREEMENT is terminated by DSHA as provided herein, the DEVELOPER will be paid an amount which bears the same ratio to the total compensation as the services actually performed bear to the total services of the DEVELOPER covered by this AGREEMENT, less payments of compensation previously made. If this AGREEMENT is terminated due to the fault of the DEVELOPER, listed above, relative to termination shall apply. 3) Officials Not to Benefit. No Members of, or Delegates to, the Congress of the United States of America, or to the General Assembly of the State of Delaware, shall be admitted to any share or part hereof or to any benefit to arise hereof. 4) The DEVELOPER hereby assures and certifies that: a. It possesses legal authority to enter into this AGREEMENT; that a resolution, motion or similar action has been duly adopted or passed as an official act of the DEVELOPER s governing body, authorizing the execution of this AGREEMENT, including all understandings and assurances contained therein and directing and authorizing the person identified as the official representative of the DEVELOPER to act in connection with the AGREEMENT, and to provide such additional information as may be required; b. The DEVELOPER shall not assign any interest in this AGREEMENT, and shall not transfer any interest in the same (whether by assignment or notation), without the prior written consent of DSHA thereto; 12

13 c. All published reports, and other documents completed as a part of this AGREEMENT, including public information notices and press releases, other than documents exclusively for internal use, shall clearly specify that the report or program has been funded by DSHA and, where applicable, also by the related Federal agency; d. All of the funds appropriated or otherwise made available under this AGREEMENT shall be used with respect to individuals and families whose income does not exceed 50 percent of AMI; and e. The DEVELOPER certifies and agrees that no contractual or other legal incapacity exists that would prevent compliance with these requirements. IN WITNESS WHEREOF, DSHA and the DEVELOPER have executed this AGREEMENT as of the date first above written. DELAWARE STATE HOUSING AUTHORITY BY: (Sealed) TITLE: ATTEST: NON-PROFIT DEVELOPMENT CORPORATION BY: (Sealed) TITLE: ATTEST: 13

14 Attachment A DELAWARE STATE HOUSING AUTHORITY PROJECT COST SUMMARY NSP 3 Contact Period From: To: NONPROFIT DEVELOPMENT CORPORATION Acquisition and Rehabilitation of one (1) permanent rental home for Special Needs Persons Earning Less than 50% of Area Median Income (AMI) in Kent and Sussex Counties I. PROGRAM ACTIVITIES NSP 3 FUNDS LOCAL FUNDS OTHER FUNDS TOTAL Use B LH25 (1) $ XXX,XXX $ XXX,XXX $ XXX,XXX $ XXX,XXX Use E LH25 (1) $ XXX,XXX $ XXX,XXX $ XXX,XXX $ XXX,XXX TOTAL Costs $ XXX,XXX $ XXX,XXX $ XXX,XXX $ XXX,XXX II. BUDGET DETAIL a. Pre-development Costs $ XXX,XXX b. Acquisition Costs $ XXX,XXX c. Construction Costs $ XXX,XXX d. Soft Costs (architectural, engineering, marketing, etc.) $ XXX,XXX e. Fees, taxes, insurance $ XXX,XXX f. Developer s Fee $ 20,000 (Maximum) g. Total Development Cost $ 250,000 (Maximum)

15 Attachment B CONTRACTOR SECTION 3 PLAN AND SCHEDULE A TO BE INCLUDED IN SOLICITATIONS AND BIDS Project Name Project Address Contractor or Business Name Contractor or Business Address Section 3 Contact Person Name Telephone I. EMPLOYMENT AND TRAINING FOR LOW- AND VERY LOW-INCOME AREA RESIDENTS A. The contractor hereby agrees to comply with all provisions of Section 3 as set forth in 24 CFR (Section 3 clause) The contractor hereby submits this Schedule A as its Section 3 Plan. The contractor agrees to appoint a Section 3 contact for the duration of the project. B. The contractor shall provide a status report identifying its progress in meeting the Section 3 goals established in this Schedule A on a monthly basis throughout the contract period. The monthly status report shall be submitted no later than 15 days after the end of each calendar month of the contract (e.g. April 15 for March). The status report shall provide at least the same level of detail as the approved Schedule A. For any goal not met, the report shall identify any other economic opportunities, which the contractor has provided or intends to provide to Section 3 residents. C. Each Bidder/Proposer for a construction or labor related contract shall complete this Section 3 Plan and Schedule A and submit all relevant information required herein. A prime contractor through his/her subcontractors may satisfy Section 3 resident hiring requirements. SECTION 3 SCHEDULE A Complete by job classification, for the number of New Hires, Section 3 New Hires, and Section 3 Trainees expected to be hired or trained as part of the construction project. A B C D E Job Classification Total # New Hires* Needed for Job Total # Section 3 Resident New Hires Percent of Section 3 New Hires Number of Section 3 Trainees Goal Actual Goal Actual Actual Goal Goal Actual Professionals Technician Office / Clerical Official / Manager Sales Craft Worker (skilled) Operative (semi-skilled) Laborer (unskilled) Service Worker Other (put in type) *New Hires are full-time employees for permanent, temporary, or seasonal employment. SECTION 3 PLAN AND SCHEDULE A, page 1

16 Attachment B II. SECTION 3 PLAN NARRATIVE Provide a narrative of the steps you will take to aggressively pursue and comply with Section 3. List any anticipated training needs related to the project. List what organizations you will contact about Section 3 resident employment opportunities. Will you contact the local public housing authority or other community organizations? See Examples in Appendix I of Part 135. How do you plan to notify Section 3 business concerns your service area 1 about subcontracting opportunities generated by Section 3 covered assistance? See Examples in Appendix II and II to Part 135. List dollar amounts expected to be subcontracted. List dollar amounts expected to be contracted to Section 3 business concerns. List that you will include the Section 3 clause in all contracts. List that you will comply with reporting requirements. Attach any flyers, posters, or supporting documentation. SECTION 3 PLAN AND SCHEDULE A, page 2

17 Attachment B III. COMPLIANCE A. Positions shall not be filled immediately prior to undertaking work in order to circumvent regulations set forth in 24 CFR Part 135 et seq., as amended. B. Each bidder/proposer must include a Section 3 Plan and a Schedule A, which indicates its commitment to meet the resident hiring requirement. C. If a bidder/proposer fails to submit a Section 3 Plan and a Schedule A and the related data along with the bid/proposal, such bid/proposal will be declared as non-responsive. D. Failure of the contractor to comply with the approved plan shall be a material breach of the contract. Acknowledged By: Name of President or Authorized Officer Company Name Signature and Title Date SECTION 3 PLAN AND SCHEDULE A, page 3

18 Attachment B DELAWARE NEIGHBORHOOD STABILIZATION PROGRAM SECTION 3 CONTRACT CLAUSE This Contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968 (12 U.S.C. 1701u)(as amended), the HUD regulations issued pursuant thereto at 25 CFR Part 135, and any applicable rules and orders of HUD issued hereunder prior to the execution of this contraction. The section 3 clause, set forth in 25 CFR Part (b) provides: a) The work to be 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 assistance 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 part 135 of the regulations. c) The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or worker's representative 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 to include this Section 3 clause in every subcontract subject to compliance 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 a finding that the subcontractor is in violation of the regulations in 24 CFR Part 135. The contractor will not subcontract with any subcontractor when the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 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. SECTION 3 PLAN AND SCHEDULE A, page 4

19 Attachment B Section 3 Business Certification Instructions: This form is to be completed by the business claiming Section 3 business status. Retain this form in project files. Name: Business Being Certified Address: Telephone Number: Project Information Name: Address: Section 3 Business Eligibility Select the option(s) below that apply to your business that determine that you meet the Section 3 Business qualifications: Your business is owned (51% or more) by individuals whose household incomes do not exceed 80% of Area Median Income (AMI). 30% (or more) of your business s full time, permanent employees have household incomes that do not exceed 80% of Area Median Income (AMI), or were Section 3 residents within three years of the date of first employment with the business concern. Your business will subcontract more than 25% of the dollar amount of this contract with a qualified business that is either 51% owned by Section 3 residents or 30% or more of its employees are Section 3 residents. I certify that the above statements are true, complete, and correct to the best of my knowledge. I understand that falsifying information on this form will be considered a material breach of contract. Business Representative Name (printed): Business Representative Name (signature): Date: SECTION 3 PLAN AND SCHEDULE A, page 5

20 Attachment B Section 3 Resident Certification Instructions to employer: complete this form for every employee that is a Section 3 Resident. This form must be signed by the Section 3 Resident. Retain this form in project files. Name: Employer Address: Telephone Number: Project Name: Project Address: Name: Employee Address: Telephone Number Section 3 Resident Eligibility Select the option(s) below that apply to this employee that determines that they meet the Section 3 Resident qualifications: The employee is a public housing resident. (Public housing is owned by a public housing authority.) Name of public housing site where the employee resides: The employee s household income does not exceed 80% of Area Median Income (AMI) as determined by HUD for the area in which the Section 3 covered assistance is expended. Annual income from all sources for the employee s household last year: $ Total number of people in the employee s household: County where employee resides: Under penalty of law, I certify that the above statements are true, complete, and correct to the best of my knowledge. Employee Name (printed): Employee Name (signature): Date: Employer Representative Name (printed): Employer Representative Name (signature): Date: SECTION 3 PLAN AND SCHEDULE A, page 6

21 Attachment C to NSP 3 Grant Agreement #XX-11 State of Delaware NSP 3 POLICIES & PROCEDURES This document covers policies and procedures for the third round of the HUD-funded Neighborhood Stabilization Program funding in Delaware, called NSP 3. Activity Agency Beneficiaries Allocation DSHA Households earning less Carvel State Office Building than 120% of Area 820 N. French Street Median Income (AMI) Wilmington, DE Rebuilding Our Communities (ROC) homebuyer downpayment and closing cost assistance Rental Housing for Persons with Special Needs New Castle County acquisition and rehabilitation of foreclosed, abandoned and vacant units. Administration Cornerstone West Community Development Corporation 710 N. Lincoln Street Wilmington, DE New Castle County James H. Gilliam Building 77 Read s Way New Castle, DE DSHA Carvel State Office Building 820 N. French Street Wilmington, DE Households earning less than 50% of AMI Households earning less than 120% of (AMI) Indirect Costs and Marketing ROC homebuyer program: NSP 3 funds will be used for a program of down payment and closing cost assistance in all eligible Census tracts. Loans will be at 0% interest and deferred until sale, rental, or refinance of property, up to $15,000, with any excess funds going to reduce the amount of the 30- year mortgage. Loans are in combination with 30-year fixed mortgages (FHA, VA, Rural Development, and conventional). Rental Housing for Persons with Special Needs: Cornerstone West NSP 3 funds will be used for acquisition and rehabilitation of a minimum of six homes in New Castle County outside of the municipal limits of Wilmington, to serve a minimum of 12 persons with special needs with affordable, permanent rental housing. Second Allocation To be determined New Castle County: NSP 3 funds will be used for acquisition, rehabilitation and/or redevelopment of a minimum of 10 homes in New Castle County, outside of the municipal limits of Wilmington, to serve households at or below 120% of AMI.

22 NSP 3 Eligible Census Tracts 2000 Census Data Contact Information for NSP 3 Delaware State Housing Authority Community Development Section 18 The Green Dover, DE Asterisked (*) items in this document are required notices and forms which are available at: omeownership/dv_nsp.php RECORDKEEPING AND REPORTING 1. Records Retention The following information shall be maintained for at least three years after the sale of a home to a homebuyer; or the final close out of the NSP 3 agreement for rental housing. 2. Records Required for NSP 3 Eligibility Compliance for all Housing Units Verification that property is in NSP 3 eligible Census tract Documentation that property is a) foreclosed or b) vacant MLS property listing showing sales price Appraisal completed or updated within 60 days of a final offer Notice to owner of voluntary acquisition* Seller certification of vacancy (tenant protection assurances)* Date of final offer Certification of 1% discount of sales price Copy of written purchase offer and summary statement of the basis for the determination of just compensation; date of delivery to owner. Copy of the purchase contract, settlement statement, and documents conveying property. Lender certification on subprime mortgage lending* Lead paint visual assessment for homebuyer activities Lead paint compliance for rehabilitation activities Copy of any appeal or complaint filed and response Approved Environmental Review

23 3. Quarterly Performance Reports (QPR) DSHA is responsible to report to HUD on a quarterly basis using HUD s online Disaster Recovery Grants Reporting (DRGR) database system. HUD requires quarterly reporting in DRGR for every activity awarded Federal NSP funds. DSHA has provided quarterly report templates to the NSP 3 agencies.* In addition to quarterly reports, NSP 3 agencies must provide updates of their itemization of obligated and expended funds per project. A spreadsheet is included for this purpose in the quarterly report template, or agencies may use their own, however it must detail all costs associated with each activity. Reporting Due Dates - Reports must be received by DSHA on or before due dates. DSHA will hold payment requests until delinquent reports are received. Quarterly Performance Report Schedule Reporting Period Report Due to DSHA January 1 March 31 April 5 April 1 June 30 July 5 July 1 September 30 October 5 October 1 December 31 January 5 4. Records Required for Quarterly Reporting* Itemized budget and expenditures Housing units moved into compliance with local housing code Housing units made handicapped accessible Contractor and subcontractor information on women and minority-owned business and Section 3 economic opportunities for low income persons; and number of new hires or new trainees generated by NSP 3 funding.* Beneficiary Information o Household income eligibility by household size o Race, Hispanic ethnicity o Household handicapped status o Elderly households served o Single-parent head of household by gender

24 5. General Requirements for Recordkeeping File memoranda on meetings, site visits and other NSP-related activities. Time and attendance records on all NSP personnel Submission of Status Report [DSHA-13] & Itemization of Funds Report to DSHA. Mileage and travel expense records, salary information and such other data as is required to substantiate the expenses. Procurement documentation All such other records as may be required elsewhere in this Manual or that may be subsequently prescribed by DSHA. Submission of Minority Business Enterprise data on form DSHA-13 on a quarterly basis, indicating the racial/ethnic character of each business entity that receives a contract or subcontract paid with NSP funds. Data indicating which of those entities are women s business enterprise as defined in Executive Order and the amount of the contract or subcontract. REQUESTS FOR PAYMENT 6. NSP 3 Drawdown Request Form a. Payment for program activity costs will be reimbursement of actual or scheduled expenses. b. Funds are requested using the NSP 3 Drawdown Request Form (DSHA-8). Fax or mail of the form is permitted. c. All source documentation to fully support the request for payment must be attached, including: canceled checks, paid bills, invoices, payroll, and/or time and attendance records. Approximately seven to ten working days will normally be required from receipt of request, to issuance of check, provided the request is properly prepared in compliance with these instructions and other applicable policies. A fax is permitted. A copy is to be retained by the subrecipient for their records. d. The following requirements must be met before DSHA can process a Request for Payment: Certification of completion of the environmental review is submitted to and approved by DSHA; All documentation required prior to requesting draws has been submitted, reviewed, and approved by DSHA; The Authorized Signature for Request for Payment form (DSHA-5) is returned to DSHA containing identical typed names of the individuals authorized by the subrecipient to co-sign the Request for Payment. The written and typed names must be identical on each form; All grant conditions are removed and a release of funds is issued by DSHA; The Request for Drawdown Payment form (DSHA-8) must be accurate and completed in full; and Any changes to a program or project after the notice of award must be approved by DSHA.