MADISON HEIGHTS HOME AGREEMENT PHASE I EXHIBITS.PDF

Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A STATEMENT OF WORK
ATTACHMENT 1-MANAGEMENT AND OWNERSHIP SERVICES
Madison Heights shall be responsible for the following:
1. Preparing the Project Plan and assisting the County in the preparation of funding applications and
disposition requests to be submitted to HUD.
2. Developing and organizing the Owner Entity for the Project in form and with such partners as are
approved by the County.
3. Preparing LIHTC and other financing applications for which Madison Heights is eligible to apply
in connection with the Project.
4. Preparing Rental Assistance Demonstration submissions to HUD as well as assisting the County in
responding to HUD's requests for additional information, if any, and provision of supporting
documentation in a timely manner.
5. Developing and implementing plans to encourage participation in the Project of Section 3
residents, Section 3 small business concerns, minority-owned businesses and women-owned
businesses. All such plans shall be submitted to the County for its review and approval.
6. Using best efforts to cause the Project to proceed and close in accordance with the Project Schedule
and the Project Budget.
7. Engaging an independent consultant to conduct a market analysis and feasibility study.
8. Assist the County in preparing all required submissions and reports to HUD and other governmental
agencies, and assisting the County in securing HUD approvals.
9. Assuring that all Project activities performed shall be provided in accordance with generally accepted
standards for quality Project and construction of housing in Maricopa County.
10. Furnishing the skill and judgment necessary to perform the Project Services in a quality,
expeditious and economical manner consistent with the best interests of the Project.
11. Subject to the review and approval of the County and HUD, negotiating and entering into all
necessary agreements between lenders, construction managers, equity investors, governmental bodies,
residents, and the Owner Entity.
12. Entering into a management agreement, including management policies, with a Management
Agent approved by Madison Heights, County, the tax credit investor and lenders for management
of the Project. The management agent shall be responsible for ensuring that all marketing and leasing
activities are completed.
13. Preparing a Property Management Plan responsive to mixed income and self-sufficiency goals,
subject to review and approval of the County.
14. Developing a marketing plan and initial lease-up program, subject to review and approval of the
County prior to the date such items are required to be submitted to HUD.
15. Performing such other Management and Ownership Services which are necessary for the Project.
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Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A STATEMENT OF WORK
ATTACHMENT 2- FINANCING SERVICES
Madison Heights shall be responsible for all project financing, including without limitation, preparing
for the County's review and approval of an overall plan for the financing and equity investment
necessary for the rehabilitation and/or construction of the Project ("Financing Plan"). Such plan shall
set forth, inter alia, the debt and equity to be raised, the sources for all funds and expected uses. It is
expected that such financing will include Low-Income Housing Tax Credits under Section 42 of the
Code ("LIHTC"); either 4% credits combined with an issuance of Tax-Exempt Bonds or 9%
credits, historic tax credits (if applicable), conventional financing and such other sources of
funds (including local government contributions) as necessary to fund the completion of the
Project. Such sources may include the Affordable Housing Program through the Federal Home Loan
Bank, State Housing Funds from ADOH, HUD funds, funds from the U.S. Department of
Treasury, mortgage financing (based on rent structure that can be supported), local commitments
including Madison Heights or other third party funds to cover pre-development planning (to include
but not necessarily be limited to the development of the schedule of tasks to refine, finalize and
implement the development program).
The Financing Plan shall be submitted to the County simultaneously with the Project Budget for
review, comment, and approval. The Financing Plan shall be reviewed and approved in the same
manner as set forth in Section 4.02 of this Agreement with respect to the Project Budget. All financing
shall be secured by Madison Heights on behalf of the Owner Entities. Once the Financing Plan is
approved by the County, Madison Heights shall be responsible for its implementation. Such
implementation shall include the following:
1. Applying for and obtaining from issuing agencies such tax-exempt bond volume
cap and/or LIHTC as necessary to (a) attract equity investments; (b) ensure such allocations are
preserved through the Closing and (c) ensure the making of such equity investments. Neither Madison
Heights nor any party affiliated with Madison Heights shall receive any compensation for the
syndication of tax credits or solicitation of investors.
2. Providing legal counsel for tax credit syndication and/or bond issuance, the cost of
which shall be a Project expense.
3. Prior to selecting an LIHTC Investor for the Project, Madison Heights will solicit no
fewer than three proposals from reputable tax credit investors, including any tax credit investors
recommended by the County; or after consultation with the County such other Investor funding
solicitation or application, including funding from ADOH, HUD or the Department of the
Treasury necessary so as to make the Project financially feasible. The County shall have the right
to review and comment on all solicitation packages, syndication and Investor proposals, and Madison
Heights shall take all such comment into reasonable consideration. The County may disapprove a
potential respondent identified by Madison Heights in writing specifying the grounds of disapproval,
which shall not be arbitrary or capricious. The County may recommend to Madison Heights one or
more additional potential respondents from which proposals should be solicited and Madison Heights
shall solicit proposals from such potential respondents. Madison Heights will consult with the County
regarding Madison Heights's assessment of proposals received, but final selection of an LIHTC investor
or other Investor shall be the sole function and responsibility of Madison Heights, based on
demonstrated competitiveness of the selected proposal under then-current market conditions in terms
of pricing and related terms and conditions, including pay-in schedule, required guaranties, and bridge
financing, and demonstrated reliability of performance in comparable transactions.
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4. Madison Heights shall ensure that the selected Investor understands the Project Plan
and Madison Heights's possible exit upon expiration of the Operating Deficit Guaranty Period as set
forth in this Agreement.
5. Madison Heights shall consult with the County regarding the terms of any LIHTC
or other Investor investment and obtain the County's consent to any terms which may impact the
County. Such terms would include payment of future cash flow, operating guarantees and any options
or right of first refusal.
6. Procuring all construction financing for the Project including any public funding.
7. Procuring all permanent financing of the Project, including public funding, with the
exception of HUD funding which must be procured by the County with Madison Heights's assistance.
8. Maintaining all Project books of account and financial records of the Project in
accordance with HUD and other funding requirements.
9. Preparing and submitting to the County such financial reports relating to the
Project as the County may reasonably request.
10. Preparing all documents required in order to obtain HUD approval and to close
the transaction. Madison Heights shall diligently and in good faith seek to obtain HUD's approval.
All evidentiary materials for the Project shall be provided to the County for review, approval, and
submission to HUD, and no changes required by HUD shall be made without the County approval.
11. Assisting the County in its preparation of the subsidy-layering analysis to ensure that
the Project is not over-subsidized.
12. Preparing any Total Project Cost calculations required by HUD.
Doing such other Financing Services as may be requested by the County or are otherwise reasonable
and necessary in connection with the Project, which may include assisting the County in applying for
HUD Rental Assistance Demonstration for the conversion of public housing to Section 8.
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Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A -STATEMENT OF WORK
ATTACHMENT 3- DESIGN/PLANNING SERVICES
Madison Heights shall, in its role as the architect, perform the following:
1. Oversee all Planning Services for the Project. The Planning Services shall include:
a. Collecting existing site data as required for adequate due diligence and in support
of design services, such as, survey, geotechnical, topographical, ownership of adjacent properties, etc.
b. Coordinating master grading, street abandonments or dedications and construction
of private utilities.
c. Conducting regular planning meetings with local professional consultants on the
revision of the existing master plan.
d. Preparing alternative Project plans and present them to the County for their
review and selection of the best approach.
e. Meeting with the County where the site is located, as well as the surrounding
neighborhood organizations and others the County requests to present the revised plan and obtain
feedback.
f. Making revisions to the plan, based upon community input and as required by
comments from regulatory and permitting agencies reviewing said plans, secure final approval from
the County and use the revised master plan going forward to revitalize the Project.
g. Preparing and submitting a preliminary site plan, as applicable, to the County where
the site is located for approval.
2. Preparing all budgets, schedules and contracts, including those with the contractors and
other parties working on the Project, with the advice and consent of the County.
3. Preparing a bidding package strategy, with the advice of the County, particularly but not limited
to Section 3, Section 504 for accessibility and energy efficiency.
4. Identifying and negotiating contracts with engineers, materials suppliers and other
contractors, subcontracting professionals and consultants as may be necessary to carry out the Project.
5. Applying for and obtaining all permits (including building and construction permits),
licenses, easements and approval necessary for the physical improvements contemplated by the
Project and maintaining in full force and effect any and all such permits and approvals.
6. Preparing and submitting all design documents, as defined by AIA document B-141, and
Project plans, critical path schedules, cost estimates, budgets, schedules, specifications, life cycle
analysis and design and Project documents to the County for review and approval.
7. On an ongoing and timely basis, advising the County as to the status of the processing of all
applications necessary to obtain all governmental approvals required for the Project. Advising the
County as to any material hearings or meetings regarding the Project with sufficient advance
notice to enable the County to attend such hearings or meetings.
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8. Monitoring the performance of all persons and entities that are to provide Design Services to
the Project and taking such actions as are necessary to maintain adherence to quality standards, the
Project Budget, and the Project Schedule.
9. Monitoring the approved Project Budget. Madison Heights shall develop and submit to the
County monthly cash flow reports and forecasts showing actual costs for activities in process and
estimates for uncompleted work. Monitoring, reviewing and certifying draw schedules.
10. Submitting written design and Project progress reports to the County monthly, in such form
as may be reasonably required, including all reports as may reasonably be requested by County and
which are of a nature generally requested or expected of construction managers or similar owner's
representatives on similar projects.
11. Performing all such other Design Services which are necessary in connection with the
Project.
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Maricopa County HOME Agreement
EXHIBIT A- STATEMENT OF WORK
ATTACHMENT 4-SITE PREPARATION SERVICES
Madison Heights shall or shall cause a Subcontractor to perform the following either pursuant to this
Agreement or an Additional Services Agreement as agreed to by the parties:
1. Prepare complete site preparation analysis, design and technical specifications
services through the completion of construction documents and a project manual that includes
agreements, general requirements and technical specifications.
2. Undertake all necessary site preparation, test borings, soil samples, geotechnical
analysis and other similar investigations in connection with the Project.
3. Perform the proposed construction scope of work and provide contract
administration services for this work in conformance with standards and recommendations described
in the civil engineering drawings and other applicable site construction documents as well as the
mitigations identified in the Environmental Review Record..
4. Clear the Existing Site and otherwise prepare the site as necessary to perform its
obligations hereunder.
5. Oversee all required demolition at the Existing Site as necessary to implement
the Project Plan.
6. Verify utility locations based on plats and coordinate site preparation requirements
with utility systems and providers for water, wastewater, storm water, natural gas, electricity and
telecommunications.
7. Obtain all necessary construction and/or temporary easements, rights of entry and
any other approvals required for the Project and infrastructure.
8. Design and construct all infrastructure, including roadways, sidewalks, curbs, gutters
and, if applicable, underground utilities necessary for the Project and satisfy all County requirements
for the infrastructure to be dedicated and accepted by the County where the Project is located.
9. Perform all such other Site Preparation Services which are necessary in connection
with the Project.
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Maricopa County HOME Agreement
EXHIBIT A- STATEMENT OF WORK
ATTACHMENT 5-CONSTRUCTION SERVICES
Madison Heights shall, in its role as the general contractor, perform the following:
1. Prepare all construction plans, budgets, schedules and contracts, including those with
the architect, contractors and other parties working on the Project. All such plans, budgets,
schedules and contracts and any material change thereto shall be subject to the review and approval
of the County, which approval shall not be unreasonably denied. The County and Madison
Heights agree that non-asbestos containing materials, where applicable, will be used during the
Project. All site plans submitted must include: (i) positioning of all improvements; (ii) identification
of set-backs from lot lines; (iii) grading plans; (iv) drainage plans; and (v) utility locations. The
construction plans and all revisions and modifications thereto, shall be certified by an architect duly
registered under the laws of the State of Arizona. The construction plans must conform with all
applicable legal requirements, including ordinances of the County where the Project is located,
all Environmental Laws, all State and local building and fire codes, and the Fair Housing Act.
2. Prepare a bidding package strategy, all with the advice and consent of the County, and
assisting the County in preparing any necessary independent third party cost appraisal or cost
reasonable analysis as may be needed in order to obtain HUD approval of Madison Heights as the
general contractor.
3. Administer contracts with local engineers, contractors, subcontractors, materials
suppliers and other local professionals and consultants. Madison Heights shall place in all such
contracts provisions whereby each Subcontractor warrants its work from any and all potential
construction defects.
4. Apply for and obtain all permits (including building and construction permits),
licenses, easements and approvals necessary for the physical improvements contemplated by the
Project.
5. Prepare and submit all construction plans, critical path schedules, cost estimates,
budgets, schedules, specifications, life cycle analyses and design and construction documents to the
County for review and approval, which approval shall not be unreasonably withheld.
6. Submit suggestions or requests for changes to the construction plans which could in
any reasonable manner improve the design, efficiency or cost of the Project.
7. On an ongoing and timely basis, advise the County as to the status of the processing of
all applications necessary to obtain all governmental approvals required for the Project, advising
the County as to any hearings or meetings regarding the Project with sufficient advance notice to
enable the County to attend such hearings or meetings.
8. Invite the County or its representative to all meetings with the construction contractor,
architect and other contractors. Madison Heights shall also ensure that the County or its
representative have access to the Project at all reasonable times to inspect the Project and the
progress thereof.
9. Cause the construction and completion of the Project in accordance with this
Agreement, the Project Schedule and the Project Budget.
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10. Monitor the performance of all persons and entities that are to provide materials,
equipment or services to the Project and take such actions as are necessary to maintain adherence to
quality standards, safety standards, production schedules, shipping dates, and job-site requirements.
11. Monitor the approved construction budget. Madison Heights shall develop and submit
to the County monthly cash flow reports and forecasts showing actual costs for activities in
process and estimates for uncompleted work. Madison Heights shall monitor, review and certify
construction draw schedules.
12. Submit written construction progress reports to the County monthly, in such form as
may be reasonably required.
13. Upon substantial completion of rehabilitation and/or construction and six months and
11 months after substantial completion, Madison Heights and the architect shall inspect the work
to determine and record the condition of the work. Madison Heights shall notify the County of
such inspection, and shall allow County representatives to accompany it on any such inspection.
Madison Heights shall insure the correction or replacement of faulty work.
14. Require that any warranties for construction work shall continue for a period of not
less than one year from the date of final acceptance of the work.
15. Construction work shall be performed in accordance with all applicable legal
requirements. Construction work shall be performed in good and workmanlike manner, free and
clear of all mechanic's, materialman's or similar liens and in accordance with good construction
practices.
16. As a part of all construction work, Madison Heights shall equip any dwelling units or
cause the same to be equipped with all equipment and articles of personal property necessary and
appropriate for legal occupancy, including refrigerators and ranges, all in accordance with the
construction plans approved by the County.
17. Madison Heights shall take and/or cause others to take reasonable precautions for the
safety of, and shall provide reasonable protection to prevent damage, injury or loss to, employees
and other persons on and off-site where construction activities are underway. Madison Heights
shall take reasonable precautions for the safety and protection of the improvements, materials and
equipment to be incorporated therein, whether in storage on or off-site, under care, custody or
control of Madison Heights, contractors or any subcontractor. Madison Heights shall further take
precautions to protect the property of the County or others, whether or not forming part of the
improvements, located at a construction site or adjacent thereto in areas to which Madison Heights
has access.
18. Establish and implement appropriate administrative and financial controls for the
design and construction of the Project, including, but not limited to:
i. participating in conferences and rendering such advice and assistance as will
aid in developing economical, efficient and desirable designs and construction procedures in
connection with the Project;
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Maricopa County HOME Agreement
ii. reviewing all requests for payment under any architectural agreement,
general contractor's agreement or loan agreements with any lending institutions providing
funds for the benefit of the County for the design or construction of the Project;
iii. complying with all terms and conditions applicable to the Project contained
in any governmental permit or approval required or obtained for the lawful construction or
operation of the Project or in any insurance policy affecting or covering the Project, or in any
surety bond obtained in connection with the Project;
iv. furnishing such consultation and advice relating to the Project as may be
reasonably requested from time to time by the County;
v. giving or making approvals and payments provided for in the agreements
with any architect, general contractor, or other contractor, professional or consultant retained
for the Project;
vi. identifying local providers for Project and construction services; and
vii. filing any notices of completion required or permitted to be filed upon
the completion of any Project and taking such actions as may be required to obtain any
certificates of occupancy or equivalent documents required to permit the occupancy of units.
19. Perform all such other Construction Services which are necessary in connection with
the Project, including written progress reports for the County, funders and financing partners.
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Maricopa County HOME Agreement
EXHIBIT A- STATEMENT OF WORK
ATTACHMENT 6-SOCIAL SERVICES
Madison Heights and County recognize that the below-described social services are important to the
success of any revitalization, but that the sources of funding for such social services are very scarce. The
County with the assistance of Madison Heights shall use best efforts, subject to available public funds,
to obtain funding and service providers for the following services for residents of the Project:
1. Finalize and install community self-sufficiency programs and processes that address
the significant expectations of resident customers as well as public/private sector
stakeholders.
2. Attract private sector partners, maximizing private involvement, and integrating
government community economic participation incentives.
3. Enter into memoranda of understanding and/or agreements with local public and
private sector service providers and funding benefactors.
4. Facilitate and maintain well thought-out communications and outreach education
programs that encourage and heighten the involvement of resident customers,
community stakeholders, and resource Project/funding partners.
5. Establish procedures, processes, and tools for achieving maximum high-quality
resident self-sufficiency services and measurable resident customer and community
economic Project outcomes.
6. Design, develop and implement data collection and reporting instruments to
standardize program operations, monitor supportive service goal achievements as
well as facilitate periodic resident/customer input and customer satisfaction surveys.
7. Design approaches for case management of resident customers and coordinate
self- sufficiency programs for the residents.
8. Assist in the temporary or permanent relocation of the residents during rehabilitation.
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Maricopa County HOME Agreement
EXHIBIT A- STATEMENT OF WORK
ATTACHMENT 7-RIDER
Section 3: 24 CFR Part 135.38
All Section 3 covered contracts and subcontracts for the project assisted under this agreement shall
include the following citation, verbatim:
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. 1701u (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 the
part 135 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 workers' 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 where 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.
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Maricopa County HOME Agreement
EXHIBIT A- STATEMENT OF WORK
Attachment 8: Project Description
Project Description:
Madison Heights Phase I, LLC (“MADISON HEIGHTS”), owner of the Madison Heights Project as
described herein, that will utilize HOME funds to construct a seventy-seven (77) unit rental housing
project on the site of the existing Madison Heights apartments located at 1110 North Dysart Road,
Avondale, Arizona (see Exhibit A, Attachment 10 for the applicable legal description) (the “Property”).
The HOME funds, as well as low-income housing tax credit funds (“LIHTC”), are to be used by
MADISON HEIGHTS to construct eleven (11) buildings containing seventy-seven (77) units of
affordable low-income housing. The HOME funds provided under this Agreement will be used by
MADISON HEIGHTS in conjunction with LIHTC that MADISON HEIGHTS received in 2014. The
Madison Heights Project will benefit low-income families with an annual income at or below 60% of the
median area income (“AMI”). The funds will be used to construct four (4) HOME-assisted “floating”
units at the Property (“HOME-assisted units”). During the twenty (20) year Period of Affordability (as
that term is defined in the Agreement), the four (4) HOME-assisted “floating” units shall consist of: (a)
one (1) one-bedroom unit; (b) two (2) two-bedroom units; and (c) one (1) three-bedroom unit. The term
“floating” in this Agreement shall be defined as set forth in 24 C.F.R. § 92.252(j). HOME regulation
requires that projects with five (5) or more HOME-assisted units shall have at least 20% of the HOME
assisted units occupied by households whose income is below 50% AMI. MADISON HEIGHTS and the
County agree that all four (4) HOME-assisted units will be occupied by households at or below 50% AMI
(very low income of the HOME Income Limits). The income restrictions on the HOME-assisted units
must be maintained during the entire Period of Affordability.
Project Eligibility:
HOME Maximum Per–Unit Subsidy – The total amount of HOME funds invested on a per-unit basis in
affordable housing may not exceed the per-unit dollar limitations established under Section 221(d)(3)(ii)
of the National Housing Act (12 U.S.C. 17151(d)(3)(ii)) for elevator-type projects that apply to the area in
which the housing is located. See Exhibit A, Attachment 12: Section 221(d)(3) Program Limits.
Property Standards - Housing that is constructed or rehabilitated with HOME funds must meet all
applicable local codes, rehabilitation and construction standards, ordinances, and zoning ordinances,
including Section 504 of the Rehabilitation Act of 1973 and Fair Housing Act, as amended, at the time of
project completion. All work will meet decent, safe and sanitary housing standards consistent with
HOME regulations including HUD Housing Quality Standards and Maricopa County Housing
Rehabilitation Standards. These standards are available on the Maricopa County website under Housing
& Community Development or upon request.
Occupancy Requirements - The MADISON HEIGHTS’ staff will determine and verify income eligibility
of tenants for the HOME assisted-units prior to occupancy of a unit. The occupancy of the HOME-
assisted units must be by households whose income is at or below 50% AMI (very low income)
throughout the Period of Affordability; see Exhibit A, Attachment 13: HOME Income Limits.
MADISON HEIGHTS will define “Annual Income” as it is defined at 24 C.F.R. Part 92 and will
document sources of income and examine eligibility on an annual basis in order to meet requirements of
HOME regulations at 24 C.F.R. Part 92.203. Additional guidance and resources are outlined in Exhibit A,
Attachment 16: Annual Income Documentation.
Rental Requirements - The HOME-assisted units will be designated as Low HOME units, which are
outlined in Exhibit A, Attachment 14: HOME Program Rents. Utility Allowances are outlined in
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Exhibit A, Attachment 15: Utility Allowances. Exhibit A, Attachment 14: HOME Program Rents
provides that the Low HOME rent limit is the maximum rent allowed for a HOME-assisted unit; the
maximum rent amount includes the utility allowance. The initial rents for the HOME-assisted units shall
be the lesser of the HOME rent limits provided in Exhibit A, Attachment 14 or the rents limits
established by the State of Arizona for the Low Income Housing Tax Credit program which MADISON
HEIGHTS is receiving funding from for the Madison Heights Project. Any increase in the lesser of these
rent limits must be approved by HUD and the State of Arizona Department of Housing. You will provide
to us a written request for the increase in rent limits and supporting documentation for the justification of
this request.
Affordability Period – You will ensure that all housing assisted under this Agreement meets the affordability
requirements of 24 C.F.R. § 92.254 or § 92.252, as applicable, that are further described in Exhibit D:
Affordability Requirements.
Match - There is a 25% match requirement for HOME funds (amount listed in Exhibit A, Attachment 9:
Budget). The HOME funds provided under this Agreement are subject to the matching contribution required
under 24 C.F.R. § 92.218. MADISON HEIGHTS will supply match information as a part of the payment
procedures and claims for reimbursement set forth in the Agreement; see Exhibit C, Attachment 2: Match Log
Form. The match will be verified through required documentation and monitoring by the County.
FY 2015/2016 Deliverables
Beneficiaries
Number of households (units) 4
Number of people (approximate) 15
Use of HOME Funds - The HOME funds provided under this Agreement shall be used for “Hard Cost(s)”
only. Hard Cost(s) for the purposes of this Agreement are labor and material costs that directly
deal with construction, reconstruction, rehabilitation or installation of improvements. Hard Costs
are building construction materials and construction labor only. Hard Costs do NOT include costs
associated with the acquisition, leasing, or rental of the land and/or buildings for the Madison Heights
Project.
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Maricopa County HOME Agreement
Exhibit A
Attachment 9: Budget
MADISON HEIGHTS Phase I
New Construction/Rental
Maricopa County Project
Construction Period of July 1, 2015, 2014 to June 30, 2017
77-UNIT AFFORDABLE HOUSING FUNDS
Sources Total
Maricopa County – HOME Grant $320,000.00
Housing Authority of Maricopa County Land $721,538.00
Permanent Loan $1,410,540.00
Arizona Department of Housing GAP Loan $715,527.00
LIHTC Equity $13,759,605.00
$16,927,210.00
HOME ELIGIBLE EXPENSES
Item Expense
“Hard Cost” Construction (labor and materials for the $320,000.00
construction and rehabilitation of buildings) of five (5)
HOME-assisted units of affordable housing.*
HTF Match Expenses $80,000.00
Match Requirements – MADISON HEIGHTS’ matching funds requirement is $80,000.00. This non-
federal funds match requirement must be met using funds provided through volunteer hours for
construction, professional services, property tax abatements, donated materials, family sponsorships, and
direct salary/employee related expenses supported by non-federal dollars.
All match contributions shall be approved by the County prior to submittal of any claim for the
reimbursement of expenses. Failure to meet the match contributions may result in MADISON
HEIGHTS being denied a claim for the reimbursement of expenses.
*HOME funds provided can only be spent by MADISON HEIGHTS on Hard Cost(s) which for the
purpose of this Agreement are defined as labor and material costs that directly deal with
construction, reconstruction, rehabilitation or installation of improvements. Hard Costs are for
building construction materials and construction labor. Hard Costs do NOT include costs
associated with acquisition, leasing, or rental of the land or buildings for the Madison Heights
Project.
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Exhibit A
Attachment 10: Schedule
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Contract Number: C-22-15-062-3-00

Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A
Attachment 11: Amendment Request Form
Please complete the form below to be considered for an Agreement amendment under the Maricopa
County HOME program guidelines. This form must be completed for each type of amendment requested.
Requested Amendment for: HOME
Project Number Grantee
Program Representative
Person Completing Form
Contact Number
Extension of Contract End Date
Original Contract End Date
Current Contract End Date (including approved extensions)
Proposed Contract End Date
Proposed grant funds to be carried over $ From FY
*Required Attachment
A revised implementation schedule showing when major milestones will be completed for each activity.
Change in Proposed Accomplishments (Please explain below)
Original Proposed Changes
Project Summary
Provide a one-sentence summary
of the activity for which you are
requesting funds.
Primary Target
Group of Beneficiaries
Estimated Number Benefited
No. of People
No. of Housing Units
Other
Amendment to Scope of Work
Please include a description of the Original Scope of Work.
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Madison Heights Phase I
Maricopa County HOME Agreement
Please include a description of Proposed Amendment(s).
Budget Amendment
Any increase to total original grant amount requires Board of Supervisor’s Approval. No attachments are
required, but budget information must be included below.
Original Approved Budget Proposed Amended Budget
Funds Total Funds Funds Total Funds
**Please include the following for the amendment requested:
1. Identify the reasons for the proposed amendment(s).
2. Steps being taken to avoid any future amendment requests for the same reasons
3. If additional local matching funds are required as a result of this amendment, please attach
certification that such funds are available.
I approve the amendment(s) requested to be incorporated into our current agreement. All other provisions
of the agreement shall remain unchanged.
Authorized Signature Date
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Madison Heights Phase I
Maricopa County HOME Agreement
FOR OFFICE USE ONLY
Recommended for Approval
Not Recommended for Approval due to :_______________________________________
________________________________________ ______________________________
Staff Signature Date
________________________________________ ______________________________
Staff Supervisor Signature Date
________________________________________ ______________________________
Community Development Assistant Director Date
Signature
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Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A
Attachment 12: Section 221(d)(3) Program Limits
US DEPART MENT OF HOUSING AND URBAN DEVELOPMENT
SECT ION 221d3 AND 234 PER UNIT LIMIT S
EFFECT IVE DAT E: MAY 8, 2012
ARIZONA LOCALIT IES
Douglas, Cochise, Greenlee,
Yavapai Pima Maricopa Mohave La Paz, Apache,
AREA and and and and and Gila and
BASE Coconino Santa Cruz Yuma Navajo Pinal Graham
LIMITS Counties Counties Counties Counties Counties Counties
263 246 244 239 234 226
0 Bedroom $52,586 $138,301 $129,361 $128,309 $125,680 $123,051 $118,844
1 Bedroom $60,632 $159,462 $149,154 $147,942 $144,910 $141,878 $137,028
2 Bedroom $73,124 $192,316 $179,885 $178,422 $174,766 $171,110 $165,260
3 Bedroom $93,601 $246,170 $230,258 $228,386 $223,706 $219,026 $211,538
4 Bedroom $104,275 $274,243 $256,516 $254,431 $249,217 $244,003 $235,661
ELEVAT OR
0 Bedroom $55,339 $145,541 $136,133 $135,027 $132,260 $129,493 $125,066
1 Bedroom $63,438 $166,841 $156,057 $154,788 $151,616 $148,444 $143,369
2 Bedroom $77,140 $202,878 $189,764 $188,221 $184,364 $180,507 $174,336
3 Bedroom $99,794 $262,458 $245,493 $243,497 $238,507 $233,517 $225,534
4 Bedroom $109,543 $288,098 $269,475 $267,284 $261,807 $256,330 $247,567
ISSUED: 8-May-12
Please request updated HOME maximum per unit investment limits from the Maricopa County
Community Development Division on an annual basis as these limits are adjusted annually by the U.S.
Department of Housing & Urban Development (HUD) or go to www.hsd.maricopa.gov or HUD’s
website for the updated versions each year.
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Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A
Attachment 13: HOME Income Limits
HOME INCOME LIMITS
1 person 2 person 3 person 4 person 5 person 6 person 7 person 8+ person
Maricopa County 30% $ 13,000 $ 14,850 $ 16,700 $ 18,550 $ 20,050 $ 21,550 $ 23,050 $ 24,500
Median Household (Very Low) 50% $ 21,700 $ 24,800 $ 27,900 $ 30,950 $ 33,450 $ 35,950 $ 38,400 $ 40,900
60% $ 26,040 $ 29,760 $ 33,480 $ 37,140 $ 40,140 $ 43,140 $ 46,080 $ 49,080
(Low) 80% $ 34,650 $ 39,600 $ 44,550 $ 49,500 $ 53,500 $ 57,450 $ 61,400 $ 65,350
Effective 5/1/2014
Please request updated HOME income limits from the Maricopa County Community Development
Division on an annual basis as these limits are adjusted annually by the U.S. Department of Housing &
Urban Development (HUD) or go to HUD’s website for the updated versions each year or
www.hsd.maricopa.gov.
http://portal.hud.gov/hudportal/HUD?src=/program_offices/comm_planning/affordablehousing/pr
ograms/home
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Maricopa County HOME Agreement
EXHIBIT A
Attachment 14: HOME Program Rents
HOME RENT LIMITS
Maricopa County Rent Limits Efficiency 1 BR 2 BR 3 BR 4 BR 5 BR 6 BR
LOW HOME Rent Limit $ 581 $ 623 $ 747 $ 863 $ 963 $ 1,063 $ 1,162
HIGH HOME Rent Limit $ 617 $ 774 $ 949 $ 1,089 $ 1,195 $ 1,300 $ 1,404
For information only:
Fair Market Rent $ 614 $ 774 $ 957 $ 1,410 $ 1,647 $ 1,894 $ 2,141
50% Rent Limit $ 581 $ 623 $ 747 $ 863 $ 963 $ 1,063 $ 1,162
65% Rent Limit $ 736 $ 790 $ 949 $ 1,089 $ 1,195 $ 1,300 $ 1,404
Effective 5/1/2014
Please request updated HOME rent limits from the Maricopa County Housing & Community
Development department on an annual basis as these limits are adjusted annually by the U.S.
Department of Housing & Urban Development (HUD) or go to HUD’s website for the updated
versions each year.
http://portal.hud.gov/hudportal/HUD?src=/program_offices/comm_planning/affordablehousing/pr
ograms/hom
Please request updated HOME rent limits from the Maricopa County Housing & Community
Development department on an annual basis as these limits are adjusted annually by the U.S.
Department of Housing & Urban Development (HUD) or go to HUD’s website for the updated
versions each year.
http://portal.hud.gov/hudportal/HUD?src=/program_offices/comm_planning/affordablehousing/pr
ograms/home
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Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT A
Attachment 15: Utility Allowances
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Maricopa County HOME Agreement
EXHIBIT A
Attachment 16
Annual Income Documentation
Source Documentation - The HOME regulations at 92.203(a) Require the income eligibility of
applicants to be determined by examining source documentation which provides evidence of annual
income, such as: wage statements, interest statements, and unemployment compensation statements.
HUD-approved forms are available in the HOME Front's Sample Forms module, which can be accessed
through the following link: http://www.hud.gov/offices/cpd/affordablehousing/library/forms/
MADISON HEIGHTS shall obtain and keep as a part of its records required under the Agreement the
following documents from the applicant for all HOME-assisted units. These documents shall be used in
the determination of the gross annual income of the applicants.
 Three (3) months of most recent pay stubs
(For everyone in the household 18 years & older)
 Three (3) months of recent bank statements for all asset/cash accounts (all pages)
 Income Tax Federal returns & W-2 (most recent year)
 Picture ID for applicants
 Social Security Card for applicants (Those with work only must bring residence card)
 Documentation of divorce decree all pages (if applicable)
HUD’ Affordable Housing Income Calculator - HUD's Income & Allowances Calculator is an
interactive tool that makes determining the income eligibility and assistance amounts for applicants to
HUD programs easy for agencies to calculate. The agency will enter the requested data and this calculator
will work behind the scenes to generate a summary of results for each applicant. You can then print out
the summary and include it as part of the applicant's file. HUD’s Income & Allowances Calculator can be
accessed through HUD’s website at the following link:
http://www.hud.gov/offices/cpd/affordablehousing/training/web/calculator/calculator.cfm
It is the responsibility of the MADISON HEIGHTS to ensure that the determination of gross income has
been calculated according to the HOME program rules and guidelines. Information on how to determine
the gross income of applicants can be found on the following website.
http://portal.hud.gov/hudportal/HUD?src=/program_offices/comm_planning/affordablehousing/tra
ining/web/calculator/requirements
For further questions on income determination, please contact the Maricopa County Human Services-
Community Development Division and speak with the HOME Program Manager.
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Madison Heights Phase I
Maricopa County HOME Agreement
EXHIBIT B
FORM OF DECLARATION OF COVENANTS,
CONDITIONS AND RESTRICTIONS
AND ATTACHMENTS
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Madison Heights Phase I
Maricopa County HOME Agreement
WHEN RECORDED, RETURN TO
Maricopa County
Attn: Human Services Department
234 N. Central Ave. Ste. 300
Phoenix, AZ 85004
DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS
HOME Investment Partnerships
Effective this _____ day of ___________, 2015, [Madison Heights Phase 1, LLC, Gorman Employee
Group Madison Heights Phase I, LLC, and Gorman & Company, Inc., Developer, whose local
address is 2375 E. Camelback Road, Suite 600, Phoenix, AZ 85016-3424 and Housing Authority of
Maricopa County, a non-profit and Co-Developer] whose address is 8910 N. 78th Avenue, Building
D, Peoria, AZ 85345 (, collectively the “Declarants”) hereby agree to bind themselves, their successors
and assigns and the Project in accordance with this Declaration of Covenants, Conditions, and
Restrictions (“the Declaration”), for the benefit of the Maricopa County by and through the Human
Services Department, an agency of the Maricopa County, (collectively “County”) together with any
successor and/or assignees to its rights, duties and obligations.
RECITALS
A. The County has been authorized pursuant to Arizona Revised Statutes §11-251 et seq. to, among
other things, facilitate development of affordable housing in Arizona by providing funding for property
development through loans and grants.
B. The Project that is the subject of this Declaration is more fully described in Attachment 1, below.
C. The Declarants applied to the County for funding for the Project; and the County relied on the
representations made in the Declarants’ application for funding including any documents, materials,
reports, appraisals or studies, provided by Declarants in support of the application for funding.
D. As consideration, in part, for funding awarded to the Declarants by the County, the Declarants agrees
to bind the Project and otherwise abide by the covenants, restrictions, duties and obligations set forth in
this Declaration.
E. Among other things, this Declaration describes use restrictions on the Project necessary to comply
with the specific program requirements for the source of funding provided by the County to the Project,
including without limitation the HOME Program and other funding programs administered by the
County.
F. The Declarants agrees that execution and recordation of this Declaration is a material condition to the
County’s agreement to provide funding to the Project and that the use of the Project shall be restricted for
the term of this Declaration
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Maricopa County HOME Agreement
AGREEMENT
NOW, THEREFORE, the Declarants, under the terms of this Declaration, intend, declare, acknowledge,
and covenant for themselves, their successors and assigns that the warranties, covenants, obligations, and
duties set forth herein, are covenants running with the Project for the term stated herein and as follows:
1. Incorporation. The above recitals are incorporated herein and are part of this Declaration.
2. Definitions. The capitalized terms used in this Declaration shall be understood as follows:
“Affordability Period” means the term of this Declaration which shall begin on the date that the
Project receives a Certificate of Occupancy and terminate 20 years from the date of completion or on
[December 31, 2037], whichever is later.
“Adjusted Income”, “Annual Income”, “Monthly Adjusted Income”, “Monthly Income” mean the
income amounts as determined by the County in accordance with the definitions of these terms in 24
C.F.R. Pt. 5, subpart F.
“County” or “Beneficiary” means the Maricopa County by and through the Human Services
Department as the context requires.
“County Guidance” means guidance provided from time to time by the County relevant to
multifamily rental development programs that it administers.
“Date of Completion” means the date upon which the project is certified for occupancy,
regardless of whether the units are occupied.
“Fair Market Rent” means the fair market rent determined from time to time by HUD for existing
housing for comparable units in the area in accordance with 24 C.F.R. Pt. 888.111.
“Funding Agreement” means the agreement dated May 20, 2015, executed by and between the
Declarants/Declarants and the County that sets forth the terms and conditions of the County’s funding
of the Project.
“Fixed Unit” means the specific units of a Project that have been permanently designated as
“County-Assisted Units” throughout the Affordability Period.
“Floating Units” means that the total number of County-Assisted Units in the Project is fixed for
the Affordability Period, but that the Declarants may from time to time change the designation of
individual units from a County-Assisted Units to a market-rate units so long as the total number of
County-Assisted Units and the Unit Mix at all times conform to the requirements of this Declaration.
“High HOME Rent” means a rent that does not exceed the area 65% rent limit, as determined by
HUD, with a utility allowance deduction, approved by the County, for all utility costs to be paid by
the tenant.
“HOME Program” means the HOME Investment Partnerships Program administered by the U.S.
Department of Housing and Urban Development (“HUD”). The HOME Program is authorized under
Title II of the Cranston-Gonzalez National Affordable Housing Act, as amended, which is codified at
42 U.S.C. § 211 et seq., along with the implementing regulations at 24 C.F.R. Pt 92 and described by
other relevant federal guidance.
“Lender” means any provider of funds through a loan or grant, including a government lender
other than the County, for the purpose of developing the Project. “Lender” does not include an equity
investor in the Project.
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“Loan Documents” means the Promissory Note, Deed of Trust, and other documents executed by
the Declarants in favor of the County for the purpose of memorializing and securing loans or grants of
financial assistance by the County for the Project.
“Low-Income Households” means families whose annual incomes do not exceed 60 percent of
the median income for the area, as determined by HUD.
“Low HOME Rent” means a monthly rent amount that does not exceed the area 50% rent limit,
as determined by HUD, with a utility allowance deduction, approved by the County, for all utility
costs to be paid by the tenant.
“Market-Rate Units” means residential rental units other than State-Assisted Units.
“Project” means the project real property, including all buildings, improvements, and fixtures
thereto, that are under common ownership and control of the Declarants, located within the County of
[Avondale], County of [Maricopa] at [1110 North Dysart Road, Avondale, AZ 85323-1652] and
commonly known as [Madison Heights Phase I] that is more specifically described in the Legal
Description attached to this Declaration as Attachment 1 and as depicted in the Plat Map attached as
Attachment 2.
“Qualified Allocation Plan” means the plan prepared by the County in accordance with Section
42(m) of the Internal Revenue Code and as approved by the governor from time to time.
“Section 8” means the program or holders of a voucher of family participation in the program
described under Section 8 of the Housing Act of 1937 (see 24 CFR Pt. 982, the Housing Choice
Voucher Program).
“County-Assisted Unit” means those units deemed to be assisted with County Housing Funds and
designated as County-assisted. The term County-Assisted Unit is synonymous with the term “HOME-
assisted unit” pursuant to Part 92 of title 24 of the Code of Federal Regulations.
“County Housing Funds” means funds made available by the County through either the HOME
Program through allocations and reallocations, plus all matching funds, repayments and interest or
other return on the investment of these funds; and/or Housing Trust Funds made available through
A.R.S. 41-3953 and A.R.S. 41-3955; or other nonfederal funds provided through the County.
“Utility Allowance” means the monthly utility allowance authorized by the County in accordance
with applicable program requirements for use in determining the maximum amount of rent allowable
on a County-Assisted Unit.
“Very Low-Income Household” means households whose annual incomes do not exceed 50
percent of the median household income for the area, as determined by HUD with adjustments for
smaller and larger households, except that HUD may establish income ceilings higher or lower than
50 percent of the median for the area on the basis of HUD findings that such variations are necessary
because of prevailing levels of construction costs or fair market rents, or unusually high or low family
incomes.
3. Use Restrictions. The Declarants covenant that for the term of this Declaration, the Project shall be
used as a multifamily rental as follows:
a) Program Requirements. The Project shall comply with all applicable program requirements
during the term of this Declaration.
i) All HOME Program requirements apply to Projects financed with HOME Program funds.
Other applicable federal requirements are identified in the Funding Agreement.
ii) HOME Program requirements specifically identified in this Declaration and the Funding
Agreement also apply to Projects financed solely with nonfederal funds.
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iii) Conflict. In the event that rules and regulations of multiple funding programs including
the Low Income Housing Tax Credit program described by 24 U.S.C. § 42 apply, the Project
must comply with the strictest of the applicable rules and regulations.
b) Affordability Restrictions. The income and rent restrictions described in Attachment 3 shall
apply to all County-Assisted Units. During the Affordability Period Declarants will maintain the
County-Assisted Units as rental housing and rent or hold available for rental each County-
Assisted Unit on a continuous basis.
c) Physical Condition Standards. During the Affordability Period, the Declarants must maintain the
project suitable for occupancy; and, in decent, safe, and sanitary condition and good repair in
accordance with the applicable health, safety, and building codes and federal physical conditions
standards described in 24 C.F.R. Pt. 92.251 or such other physical conditions standards as may be
adopted by HUD from time to time. Physical condition standards apply to the entire Project
rather than solely to the County-Assisted Units.
4. Tenants’ Rights. The Declarants shall abide by the following requirements when renting any County-
Assisted Unit:
a) Lease. Tenant leases shall be in writing, signed by the Declarants or the Declarant’s agent and
the tenant, and for a term of not less than twelve (12) months or for such other term by written
mutual agreement between the tenant and the Declarants.
b) Prohibited Residential Lease Terms. The following terms and provisions are prohibited in any
lease or agreement for a County-Assisted Unit:
i) Agreement to be sued. Agreement by the tenant to be sued, to admit guilt, or to a
judgment in favor of the Declarants in a lawsuit brought in connection with the lease;
ii) Treatment of the Tenant personal property. Agreement by the tenant that the Declarants
may take, hold, or sell personal property of household members without notice to the tenant and a
court decision on the rights of the parties. This prohibition, however, does not apply to an
agreement by the tenant concerning disposition of personal property remaining in the housing
unit after the tenant has moved out of the unit. The Declarants may dispose of this personal
property in accordance with Arizona law;
iii) Excusing Declarants from Responsibility. Agreement by the tenant not to hold the
Declarants or the Declarants’ agents legally responsible for any action or failure to act, whether
intentional or negligent;
iv) Waiver of Notice. Agreement of the tenant that the Declarants may institute a lawsuit
without notice to the tenant;
v) Waiver of Legal Proceedings. Agreement by the tenant that the Declarants may evict the
tenant or household members without instituting a civil court proceeding in which the tenant has
the opportunity to present a defense, or before a court decision on the rights of the parties;
vi) Waiver of a Jury Trial. Agreement by the tenant to waive any right to a trial by jury;
vii) Waiver of right to appeal court decision. Agreement by the tenant to waive the tenant's
right to appeal, or to otherwise challenge in court, a court decision in connection with the lease;
and
viii) Tenant Chargeable With Cost of Legal Actions Regardless of Outcome. Agreement by
the tenant to pay attorney's fees or other legal costs even if the tenant wins a court proceeding by
the Declarants against the tenant. The tenant, however, may be obligated to pay costs if the
tenant loses.
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c) Termination of Tenancy: Declarants may not terminate the tenancy or refuse to renew the lease
of a tenant of a County-Assisted Unit as specified herein except for: serious or repeated violation
of the terms and conditions of the lease; for violation of applicable federal, state, or local law; or
for other good cause. Any termination or refusal to renew must be preceded by the Declarants'
service upon the tenant of a written notice specifying the grounds for the action, which notice
must be delivered to the tenant at least 30 days before the termination or refusal to renew is to be
effective. Declarants may immediately terminate a lease in accordance with A.R.S. § 1368 (2)
unless the Project is funded with HOME Program funds and applicable HOME Program
regulations prohibit immediate termination of the lease.
d) The form of lease for any County-Assisted Unit in the Project shall provide for immediate
termination of the lease and eviction in accordance with Arizona Revised Statues for failure to
meet tenant income limits as a result of any material misrepresentation made by the tenant or
prospective tenant with respect to the income certification, or any material misrepresentation
made in conjunction with execution of the lease or the failure by such tenant to execute an
income certification at least annually.
e) Residential rental units in the Project will be rented or available for rental to the public on a
continuous basis and no tenant shall be evicted without cause.
f) No prospective tenant shall be denied occupancy solely because the person holds a Section 8
voucher or certificate.
5. Tenant Selection. The Declarants must adopt written tenant selection policies and criteria for County-
Assisted Units that:
a) are consistent with the purpose of providing housing for very low-income and low-income
families;
b) are reasonably related to program eligibility and the applicant's ability to perform the obligations
of the lease;
c) provide for the selection of tenants from a written waiting list in the chronological order of their
application, insofar as is practical; and
d) provide for the prompt written notification to any rejected applicant of the grounds for any
rejection; and,
e) provide for affirmative fair housing marketing procedures as described in Attachment 4 to this
Declaration.
6. Term of Declaration
a) The Affordability Period and this Declaration shall terminate 20 years from the date of initial
occupancy of the last HOME assisted unit.
b) The warranties, covenants, obligations, and duties described in this Declaration shall commence
on the date of execution of this Declaration and shall continue in effect during the full term of this
Declaration.
c) In the event of transfer of the Project as the result of a judicial foreclosure, trustee’s sale, or by
deed in lieu of foreclosure to the holder of a legal interest in the Project that is senior in time or
right to the County, the warranties, covenants, obligations, and duties described in this
Declaration shall terminate.
7. Monitoring and Enforcement. County shall conduct periodic monitoring and review of the Project for
the purpose of determining compliance with applicable program requirements and this Declaration.
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Monitoring and review includes on-site inspections and review of documents supplied to the County
by the Declarants or others on behalf of the Declarants or the Project.
a) Entry and Inspection. The Declarants shall permit, during normal business hours and upon
reasonable notice, any duly authorized representative of the County to conduct on-site inspections
of the Project land and improvements and to inspect any facility, document book, and record of
the Declarants relating to the Project.
b) Certifications. By March 15th of each year, the Declarants will submit such certifications as may
be identified in the Funding Agreement, in County Guidance, or otherwise required by the
County.
c) Books and Records. The Declarants shall keep and maintain at the Project all documents, books,
and records required by the Funding Agreement, applicable program requirements, and County
Guidance.
d) Information. The Declarants shall submit any other information, documents or certifications that
the County shall deem reasonably necessary.
8. Breach. The Declarants covenant and agree to inform the County by written notice of any breach of
the Declarants' obligations hereunder within five (5) business days of first discovering any such
breach. Violations shall be cured within the deadlines described in paragraph 9, below. If any such
breach is not corrected to the satisfaction of the County within the cure period, the County may,
without further notice, declare a default under this Declaration, and the County may apply to any
court, state or federal, for any of the remedies described in paragraph 9 of this Declaration.
9. Remedies. Subject to the written requirements of the Deed of Trust of even date with this
Declaration, and an agreement between a Lender and the County, if any, in the event that Declarants
breach any warranty, covenant, obligation, or duty set forth in this Declaration, and if such breach
remains uncured for a period of sixty (60) calendar days after notice thereof by the County, the
County shall be entitled to any or all of the remedies described below:
a) If the County determines that the Declarants have taken and diligently, continually, and in good
faith continues corrective action and that the breach cannot be corrected within the 60-day cure
period, the County may, in its sole discretion, allow the Declarants such additional time as may
be reasonably necessary to cure the breach;
b) In the event of an uncured breach the County may:
i) demand return of all funds provided by the County to the project, plus interest at the
default rate described in the Loan Documents, and/or an amount attributable to the increase in
equity in the Project attributable to the infusion of any County Housing Funds for any purpose;
resort to any court having jurisdiction of the subject matter for specific performance of this
Declaration, for an injunction against any violation of this Declaration, for an accounting, for the
appointment of a receiver to take over and operate the Project in accordance with the terms of this
Declaration, the Loan Documents, and program requirements, or for initiation of foreclosure
proceedings; or such other relief as may be appropriate, it being acknowledged by Declarants that
the beneficiaries of Declarants' obligations hereunder cannot be adequately compensated by
monetary damages in the event of Declarants' breach of this Declaration, because the
beneficiaries include the low-income families to be benefited by the funds invested by the County
to the Project.
ii) The County shall be entitled to reimbursement of reasonable attorneys' fees and all costs
incurred in any judicial action in which the County shall prevail.
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iii) The County may require reasonable assurances of security for repayments required
pursuant to this section in the form of a guaranty or appropriate amendments, revisions, or
additions to the Loan Documents, or in the event that there are no Loan Documents by execution
and recording of a deed of trust in a form satisfactory to the County as Beneficiary.
c) The Declarants and the County each acknowledge that the primary purpose for requiring
compliance by the Declarants with the restrictions provided in this Declaration are to assure
compliance of the Project and the Declarants with the program requirements, AND BY REASON
THEREOF, THE DECLARANTS IN CONSIDERATION FOR RECEIVING COUNTY
HOUSING FUNDS FOR THIS PROJECT HEREBY AGREE AND CONSENT THAT THE
COUNTY AND THE LOW-INCOME TENANT(S) (WHETHER PROSPECTIVE, PRESENT
OR FORMER OCCUPANTS OF THE PROJECT) (OR EITHER OR ALL OF THEM) SHALL
BE ENTITLED, FOR ANY BREACH OF THE PROVISIONS HEREOF, AND IN ADDITION
TO ALL OTHER REMEDIES PROVIDED BY LAW OR IN EQUITY, TO ENFORCE
SPECIFIC PERFORMANCE BY THE DECLARANTS OF ITS OBLIGATIONS UNDER THIS
DECLARATION IN ANY ARIZONA STATE COURT OF COMPETENT JURISDICTION, the
Declarants hereby further specifically acknowledging that the beneficiaries of the Declarants'
obligations hereunder cannot be adequately compensated by monetary damages in the event of
any default hereunder.
10. Representations, Covenants and Warranties of Declarants. The Declarants hereby warrant and
covenant that the warranties, covenants, and declaration of obligations and duties set forth herein may
be relied upon by the County and all persons interested in Project compliance under the program
requirements. In performing its duties and obligations hereunder, the County may rely upon
statements and certificates of the Declarants pertaining to occupancy of the Project. In addition, the
County may consult with counsel, and the authorization and protection in respect of any action taken
or suffered by the County hereunder in good faith and in conformity with the opinion of such counsel
shall be applicable to the County's reliance upon such opinion of counsel. The Declarants further
represent, covenant and warrant to the County that:
a) The Declarants and Co-Developers are: the Housing Authority of Maricopa County and Madison
Heights Phase 1, LLC, Madison Heights Phase 1 MM, LLC and its parent and/or affiliates
Gorman Employee Group Madison Heights Phase I, LLC and Gorman & Company, Inc.
b) The Housing Authority of Maricopa County:
i) Is a non-profit entity duly organized under the laws of the State of Arizona, and qualified
to transact business within the State of Arizona pursuant to either Title 10 or Title 29, Arizona
Revised Statutes;
ii) has the power and requisite authority to own its properties and assets as owned, where
owned, and to carry on its business as now being conducted (and as now contemplated) by this
Declaration and the Loan Documents; and
iii) has the full legal right, power, and authority to execute and deliver this Declaration and
the Loan Documents and to perform all undertakings of the Declarants hereunder.
c) Madison Heights Phase 1, LLC , Madison Heights Phase 1 MM, LLC and Gorman Employee
Group Madison Heights Phase 1, LLC:
i) are Limited liability companies duly organized under the laws of the State of Wisconsin
and qualified to transact business within the State of Arizona pursuant to either Title 10 or Title
29, Arizona Revised Statutes;
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ii) have the power and requisite authority to own its properties and assets as owned, where
owned, and to carry on its business as now being conducted (and as now contemplated) by this
Declaration and the Loan Documents; and
iii) have the full legal right, power, and authority to execute and deliver this Declaration and
the Loan Documents and to perform all undertakings of the Declarants hereunder.
d) Gorman & Company, Inc. is
i) a Corporation duly organized under the laws of the State of Wisconsin and qualified to
transact business within the State of Arizona pursuant to either Title 10 or Title 29, Arizona
Revised Statutes;
ii) have the power and requisite authority to own its properties and assets as owned, where
owned, and to carry on its business as now being conducted (and as now contemplated) by this
Declaration and the Loan Documents; and
iii) has the full legal right, power, and authority to execute and deliver this Declaration and
the Loan Documents and to perform all undertakings of the Declarants hereunder.
e) The execution and performance of this Declaration and the Loan Documents by the Declarants:
i) will not violate or, if applicable, have not violated any provision of law, rule or
regulation, or any order of any court or other governmental agency;
ii) will not violate or, if applicable, have not violated any provision of any indenture,
declaration, mortgage, mortgage note or other instrument to which the Declarants are a party or
by which it or the Project is bound;
iii) will not result in the creation or imposition of any prohibited lien, charge or encumbrance
of any nature.
f) The Declarants will, at the time of execution and delivery of this Declaration, have good and
marketable title to the real property and improvements constituting the Project free and clear of
any lien or encumbrance (subject to the Permitted Encumbrances identified in the Loan
Documents).
g) There is presently no action, suit or proceeding at law or in equity or by or before any
governmental instrumentality or other agency now pending, or, to the knowledge of the
Declarants, threatened against or affecting it, or any of its properties or rights, which, if adversely
determined, would materially impair the Declarants' rights to carry on business substantially as
now conducted (and as now contemplated) by this Declaration and the Loan Documents or which
would materially, adversely affect its financial condition. Neither the Declarants nor their
principals, shareholders, managers, members or general partners, as the case may be, have any
judgment entered against them which would, when recorded, constitute a lien against or
otherwise impair the security of the Project.
h) The Project as constructed and operated complies with program requirements and that the
County-Assisted Units of which will be rented or available for rental on a continuous basis to
members of the general public as further restricted by Attachment 3 hereto. The Project consists
of one or more proximate buildings or structures containing one or more similarly constructed
accommodations containing separate and complete facilities for living, sleeping, eating, cooking
and sanitation and facilities which are functionally related and subordinate to such
accommodations.
i) No actions will be taken by the Declarants which will in any way adversely affect the use of the
Project.
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j) To the extent that the Project involves rehabilitation of existing residential rental units, relocation
of tenants complies with all the requirements of the Uniform Relocation Act.
k) The Project is in full compliance with the requirements of the Fair Housing Act Design
Standards.
l) Declarants have read and is familiar with the applicable provisions of the HOME Program, the
Funding Agreement, the Qualified Allocation Plan, and relevant federal guidance and County
Guidance that describe the obligations and duties of the Declarants to construct or rehabilitate,
operate, and maintain the Project.
m) Declarants reviewed the terms and conditions of this Declaration and seasonably notified all
Lenders that execution of this Declaration is a material condition of the County’s agreement to
provide funding to the Project.
n) Release and Indemnification. The Declarants warrant, covenant and agree that they have not
relied upon or sought any information from the County, its successors and/or assigns, its agents,
counsel or employees in conjunction with the application for, or award of funding for the Project.
In conjunction with the each Declarant’s application for funding through the County, the
Declarant acknowledges and agrees for itself and on behalf of any of its partners, limited partners,
special limited partners, members, special members or any other constituent entity of the
Declarant, and the Declarant’s successors and assigns that it shall hereby release the County, its
agents, counsel and employees from any claim, loss, demand or judgment as a result of the
provision of funding of the Project or the recapture of such funding by HUD, including any
interest and penalties thereon; and the Declarant hereby further agrees for itself, and on behalf of
any of its partners, limited partners, special limited partners, members, special members or any
other constituent entity of Declarant, and its successors and assigns to indemnify the County, its
agents, counsel and employees from any claim, loss, demand or judgment, to include reasonable
attorney's fees in the event of the decision of HUD to recapture of funds provided by the County.
Furthermore, Declarant, and its successors and assigns to indemnify the County, its agents,
counsel and employees from any claim, loss, demand or judgment, to include reasonable
attorney's fees as a result of or arising out the ownership, operation, management or any other
activities undertaken pursuant to this Declaration.
11. Declarants’ Obligations and Duties
a) Each Declarant agrees that it will not knowingly take or permit to be taken any action which
would have the effect, either directly or indirectly, of subjecting the Declarant or the Project to
non-compliance with program requirements. Moreover, each Declarant agrees to take any lawful
action (including amendment of this Declaration as may be necessary in the opinion of the
County) to comply fully with pertinent law and with all applicable rules, rulings, policies,
procedures, regulations or other official statements promulgated or proposed by HUD from time
to time pertaining to each Declarant's obligations under the program regulations.
b) Each Declarant agrees that it will not cause or acquiesce in its voluntary or involuntary
dissolution or otherwise fail to correct within 90 days after legal notice thereof, any breach of,
violation of, or practice that is materially inconsistent with laws of the State of Arizona or other
jurisdiction in which Declarant is organized relating to the regulation and formation of business
entities, or the Declarant’s Articles, Bylaws, or other such writing setting forth the formalities and
requirements of each Declarant’s form of organization.
c) Each Declarant agrees not to discriminate on the basis of race, creed, color, sex, age, handicap,
marital status, or national origin in the leases for occupancy of the Project or in conjunction with
the employment or application for employment of any person or persons for the operation and
management of said Project, except as provided in Attachment 3.
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d) Religious Organizations. During the Affordability Period, the Project will not be provided for
rental or use to any primarily religious organizations, such as churches, for any activity including
secular activities. The Project must be used exclusively by the Declarant’s entity for secular
purposes, available to all persons regardless of religious affiliation. In particular, there must be
no religious or membership criteria for tenants of the Project.
e) Affirmative Marketing. During the Affordability Period specified herein, each Declarant shall
comply with the Affirmative Marketing Procedures more fully described in Attachment 4.
f) As a condition of occupancy, the Declarants shall require each applicant for tenancy of a County-
Assisted Unit to certify in writing to the County that the person’s sources and amount of income
declared for the purposes of program eligibility are true and correct. Existing tenants of County-
Assisted Units shall be required to certify the same to the County annually. In addition, the
Declarants shall require each applicant for tenancy to provide whatever other information,
documentation, or certifications deemed necessary by the County to verify the tenant’s eligibility
for occupancy of a County-Assisted Unit.
g) During the term of this Declaration, each Declarant shall comply with all federal, state and local
laws, codes, ordinances, rules and regulations, conditions, and assurances, and shall keep and
maintain in effect at all times any and all licenses, permits, notices, and certifications which may
be required with regard to the Project. Furthermore, each Declarant shall abide by all
requirements of its respective corporate form, its articles of organization and bylaws, and remain
at all times in good standing with the agencies having regulatory jurisdiction over it.
h) Each Declarant agrees that if it shall become aware of any situation, event or condition which
would result in noncompliance of the Project or the Declarant’s compliance with this Declaration
or program requirements, then the Declarant shall promptly give written notice thereof to the
County.
i) Project Records
i) Each Declarant shall keep and maintain the Project Records described in 24 C.F.R. Pt.
92.508(a)(3) and (7)(i)(A) (equal opportunity and fair housing records) and (7)(ii)(A)(affirmative
marketing process records). If the Declarant received funds as a Community Housing
Development Organization, then each Declarant shall also keep and maintain the CHDO Records
described in 24 C.F.R. Pt. 92.508 (a)(4).
ii) Period of Record Retention: All records described in subparagraph (i), above plus all
pertinent documents, books, papers, accounts, reports, files, tenant lists, applications, leases,
waiting lists, income examinations, and other records relating to the project specified in this
Declaration or the Funding Agreement shall be retained for five years following expiration of this
Declaration. Notwithstanding the foregoing, if any litigation, claim, negotiation, audit, or other
action has been started before the expiration of the Affordability Period, the records must be
retained for five years following completion of the action and resolution of all issues which arise
from it, or for five years following the end Affordability Period, whichever is later.
j) Inspection and/or Audit of Records: Declarants shall make available at all reasonable times, for
inspection, transcription, excerpting, examination, copying, and audit by the County, the State
Auditor General, HUD, the Comptroller General of the United States, or any of their
representatives and designees, all pertinent books, documents, papers, accounts, reports, files,
tenant lists, applications, leases, waiting lists, income examinations, and other records (hereinafter
referred to as "Records") relating to the project specified herein. Upon request by such inspecting
or auditing entity, a legible copy of all such Records shall be produced by the Declarants at the
specified office of, the County, the State Auditor General, or at any other reasonable location.
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The original of all such Records shall also be available and produced for inspection, copying, and
audit when needed to verify the authenticity of a copy.
k) Transfer Restrictions
i) Except as provided in subparagraphs (ii) and (iii), below, the Declarants may sell, transfer or
exchange the Project or individual buildings at any time, upon prior written consent of the County,
such consent not to be unreasonably withheld or delayed. In addition, the County will require in
advance of the transfer of the project to any buyer or successor or other person acquiring the Project
or any interest therein written agreement, in a form satisfactory to the County that the transfer is
subject to the requirements of this Declaration, program requirements, and the Loan Documents.
Notwithstanding the foregoing, nothing in this subparagraph shall affect the rights of a Lender to
approve the proposed transfer as required under a lender loan document.
ii) The Declarants further covenant and agree not to dispose of less than all of its interest in
any building composing the Project.
iii) Except as specifically provided in the Funding Agreement, Scope of Work, the
Declarants shall not demolish any portion of the Project or substantially subtract from any real or
personal property comprising the Project; or permit the use of any residential rental unit for any
purpose other than rental housing during the term of this Declaration.
iv) The Declarants shall not grant commercial leases or licenses relating to the Project (other
than commercial leases with respect to insubstantial portions of the Project on a square footage
basis) or permit the sale, transfer, conveyance or other encumbrance of the Project or any portion
thereof (except for leases of County-Assisted Units or Market-Rate Units) during the effective
term of this Declaration, provided that this Declaration shall not apply to any encumbrance,
conveyance or transfer in conjunction with a sale, transfer or other conveyance of the Project that
complies with the requirements of the Loan Documents and this Declaration.
12. Casualty, Condemnation, and Eminent Domain. Subject to the written requirements of the Deed of
Trust of even date with this Declaration, and an agreement between a Lender and the County, if any,
the each Declarant represents, warrants and agrees that if the Project, or any portion thereof, shall be
damaged or destroyed or shall be condemned or acquired for public use, that the proceeds of any such
condemnation or acquisition shall be assigned in full and paid to the County as required by the Loan
Documents, who shall cause such proceeds to be used to repair and restore same to substantially the
same condition as existed prior to the event causing such damage or destruction, or to relieve the
condemnation, and thereafter operate the Project in accordance with the terms of the Loan Documents
and this Declaration. Provided, however, that if repair or restoration of the Project is not practicable,
the Declarants shall not be obligated to repair or restore the Project, and an award of damages under
this paragraph up to the amount of the unpaid principal and accrued interest of the Obligation Secured
described in the Loan Documents may be retained by the County and any remaining balance shall be
paid to Declarants. The County shall be a party to any agreement relating to the use of condemnation
proceeds or insurance proceeds from damage to the Project to repair and restore the Project. The
County may, at the County’s option, appeal from any such award in the name of Declarants.
13. Covenants Run with the Land; Successors Bound Thereby
a) Upon execution and delivery by the Declarants, each Declarant shall cause this Declaration and
all amendments and exhibits hereto to be recorded and filed in the official records of the county
recorder's office in the county in which this Project is located and, if applicable, with the
recording office of the appropriate Indian tribe if the Project is located on tribal land, and pay all
fees and charges incurred in conjunction with recording of this Declaration and all addenda or
amendments thereto. Upon recording, each Declarant shall immediately transmit or cause to be
sent directly from the recorder's office to the County an executed original of the recorded
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Declaration showing the date, book and page number of recording. Where pertinent, the County
may require Declarants to furnish a condition of title report for the Project prior to or after
recordation of this Declaration.
b) Each Declarant intends, declares and covenants, on behalf of itself and all future Declarants and
operators of the Project and land upon which the Project is constructed that, during the term of
this Declaration, all of the covenants and restrictions set forth in this Declaration regulating and
restricting the use, occupancy and transfer of the Project: (i) shall be and are covenants running
with the Project, encumbering the Project and land upon which the Project sits for the term of this
Declaration, and are binding upon the Declarants' successors in title and all subsequent
Declarants and operators of the Project and the land upon which the Project sits; (ii) are not
merely personal covenants of each Declarant; and, (iii) shall bind each Declarant (and the benefits
shall inure to the County and any past, present, or prospective tenant of a County-Assisted Unit)
and its and their respective successors and assigns during the term of this Declaration.
c) Each Declarant hereby agrees that any and all requirements of the laws of the State of Arizona to
be satisfied in order for the provisions of this Declaration to constitute deed restrictions and
covenants running with the land shall be deemed to be satisfied in full, and that any requirements
or privileges of estate or title are intended to be satisfied hereby, or in the alternative, that an
equitable servitude has been created to ensure that these restrictions will run with the land. For
the longer of the period this credit is claimed or the term of this Declaration, each and every
contract, deed or other instrument hereinafter executed conveying the Project or any portion
thereof shall expressly provide that such conveyance is subject to this Declaration, provided,
however, that the covenants contained herein shall survive and be effective regardless of whether
such contract, deed, or other instrument hereafter executed conveying the Project or any portion
thereof provides that such conveyance is subject to this Declaration.
d) Each Declarant further covenants and agrees to obtain the consent of any prior recorded lien
holder on the Project to this Declaration and the recording thereof, and such consent shall be a
condition precedent to the execution of this Declaration.
14. Subordination. Except for the Permitted Encumbrances identified in the Loan Documents or an Inter
-creditor and Subordination Agreement or similar agreement executed by and between the County
and a Lender, each Declarant warrants that it has not and will not execute any other agreement, lien or
security interest, or otherwise become a party to such an agreement, lien or security interest with
provisions contradictory to, or in opposition to, the provisions of this Declaration, and that in any
event, the requirements of this Declaration are paramount and controlling as to the rights and
obligations herein set forth and supersede the requirements and conflicts contained in any other
agreement. In the event of a conflict between the provisions of this Declaration and the Loan
Documents, the provisions of the Loan Documents shall control.
15. Effect of Other Restrictive Covenants. In the event that the Project is subject to declarations of
restrictive covenants relating to other governmental sources of funding, then the more restrictive
requirements shall apply. Upon the expiration or termination of any such declaration during the term
of this Declaration, the Affordability Period and other requirements of this Declaration shall continue
to apply to any County-Assisted Unit.
16. Amendment. This Declaration may be amended with the prior written approval of the County to
correct factual errors contained herein or to reflect changes in pertinent law, and program
requirements. No amendment to this Declaration may be made without the prior written approval of
the County. Each Declarant hereby expressly agrees to enter into all amendments hereto which, in
the opinion of the County's legal counsel, are reasonably necessary or desirable to correct factual
errors or for maintaining compliance with program requirements.
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17. Severability. The invalidity of any clause, part or provision of this Declaration shall not affect the
validity of the remaining portions thereof.
18. Notices. All notices to be given pursuant to this Declaration shall be in writing and shall be deemed
given when mailed by certified or registered mail, return receipt requested, to the parties hereto at the
addresses set forth below, or to such other place as a party may from time to time designate in
writing.
To the County: Amy Jacobson, Assistant Director
Maricopa County Human Services Dept.
234 N. Central Ave. Ste. 300
Phoenix, AZ 85004
Attention: Community Development Assistant Director
To the Declarants: Brian Swanton, Local Representative for:
Madison Heights Phase I, LLC
Madison Heights Phase I MM, LLC
Gorman Employee Group Madison Heights Phase I,
LLC and
Gorman & Company
2375 E. Camelback Road, Ste. 600
Phoenix, AZ 85004
Gloria Munoz
Housing Authority of Maricopa County
8910 N. 78th Avenue
Peoria, AZ 85345
The County, and the Declarants, may, by notice given hereunder, designate any further or different
addresses to which subsequent notices; certificates or other communications shall be sent.
20. Governing Law. This Declaration shall be governed by the laws of the State of Arizona and, where
applicable, the laws of the United States of America. In accordance with Arizona law, the County
and State of Arizona may cancel this Declaration without penalty or further obligation under the
provisions of A.R.S. § 38-511. The parties further agree to use arbitration to the extent required by
A.R.S. § 12-1518.
21. Venue. The Declarants consent to venue in the Arizona Superior Court for Maricopa County for any
legal action arising under this Declaration.
22. Survival of Obligations. The obligations of the Declarants as set forth herein and in the Application
shall survive the disbursement of the funding that is the subject of this Declaration, which shall not be
deemed to terminate or merge with the distribution of funds or termination of the Funding
Agreement. Notwithstanding termination of the Funding Agreement pursuant to the terms thereof or
otherwise, the program requirements identified in the Funding Agreement that are applicable during
the period of operation of the Project shall be enforceable through this Declaration.
23. [Rider Language if any]
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IN WITNESS WHEREOF, each Declarant has caused this Declaration to be signed by its respective duly
authorized representative, as of the day and year first above written, such Declaration being
acknowledged by the Beneficiary, below.
__________________________________ __________________________________
DECLARANTS: BY MARICOPA COUNTY:
By: Madison Heights Phase I, LLC, Developer
By: Madison Heights Phase I MM, LLC, its
managing member
By: Gorman Employee Group Madison Heights
Phase I, LLC, its manager
By: Gorman & Company, Inc., its manager
Authorized Signature
GARY J. GORMAN, PRESIDENT Chairman, Board of Supervisors
DATE DATE
BY HAMC: Attested to:
Gloria Munoz, Director DATE Clerk, Board of Supervisors DATE
STATE OF ____________ )
) ss
County of _____________ )
On this the ________ day of _____________, 2015, before me, a Notary Public, personally
appeared ________________________, known to me or satisfactorily proven to be the person whose
name is subscribed to this instrument and acknowledged that he executed the same. If this person’s name
is subscribed in a representative County, it is for the principal named and in the County indicated.
_____________________________________ _______________________________________
Notary Expiration Date Signature of the Notary Public for Declarants
[STAMP/SEAL]
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STATE OF ____________ )
) ss
County of _____________ )
On this the ________ day of _____________, 2015, before me, a Notary Public, personally
appeared ________________________, known to me or satisfactorily proven to be the person whose
name is subscribed to this instrument and acknowledged that he executed the same. If this person’s name
is subscribed in a representative County, it is for the principal named and in the County indicated.
_____________________________________ _______________________________________
Notary Expiration Date Signature of the Notary Public for Declarants
[STAMP/SEAL]
STATE OF ____________ )
) ss
County of _____________ )
On this the ________ day of _____________, 20____, before me, a Notary Public, personally
appeared ________________________, known to me or satisfactorily proven to be the person whose
name is subscribed to this instrument and acknowledged that he executed the same. If this person’s name
is subscribed in a representative County, it is for the principal named and in the County indicated.
_____________________________________ _______________________________________
Notary Expiration Date Signature of the Notary Public for Declarants
[STAMP/SEAL]
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EXHIBIT B
ATTACHMENT 1
LEGAL DESCRIPTION
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EXHIBIT B
ATTACHMENT 2
PLAT MAP
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EXHIBIT B
ATTACHMENT 3
OCCUPANCY RESTRICTIONS AND PROJECT UNIT CHARACTERISTICS
This Attachment describes the specific affordability requirements and occupancy restrictions for the
Project required by the applicable program regulations and the project characteristics as described and
represented to the County by the Declarants in the materials described in Recital paragraph C. See I.R.C.
§ 42(f)(1). The Project shall be operated and maintained according to the unit mix and with the amenities
described herein.
1. Residential Rental Unit Mix. The Declarants acknowledges that the Project will contain [77 total
residential rental units of which, [73] are to be rented at market rates and [4] are County-Assisted Units.
The County-Assisted Units shall be Floating Units
2. Tenant Income and Rent Restrictions. The County-Assisted Units shall be rented to qualifying
tenants at the income levels and the rent limits described below:
[The following paragraphs may be deleted or revised as necessary to meet specific Project requirements]
a) At least [4] units comprising [1] one-bedroom units, [2] two-bedroom units and [1] three-bedroom
unit in the Project shall be Low Program Rent units and must be occupied by low-income households
initially earning no more than 50% of the area median income adjusted by family size with rents not
to exceed the lesser of: (1) the Fair Market Rent or (2) the Low Program Rent.
b) For the purposes of distinguishing High Program Rent Units from Low Program Rent Units, increases
in tenant income are permitted as follows: In the event that the income of a tenant occupying a Low
Program Rent unit or a Very Low Program Rent unit increases but does not exceed 80% of the area
median income, that unit shall become a High Program Rent unit. To replace the Low Program Rent
unit or a Very Low Program Rent unit, the Declarants must rent the next available unit (if the County-
Assisted Units are designated as Floating Units) or the next available County-Assisted Unit (if the
County-Assisted Units are Fixed Units), to a Low Program Rent tenant or a Very Low Program Rent
tenant as the case may be. The rent of the initial tenant whose income has increased may be increased
to the High Program Rent for the unit. This process shall not increase the number of County-Assisted
Units. If the tenant’s income increases above 80% of the area median income, the unit shall still be
considered to be a High Program Rent unit but the tenant’s rent must be adjusted as described under
paragraph 2(g), below. In projects where the County-Assisted Units are Floating Units, the next
available unit of comparable size or larger must be rented to tenants eligible for a County-Assisted
Unit and the rent can be adjusted as appropriate.
c) Annual Recertification of Tenant Income: The Declarants must reexamine the income of tenants
living in County-Assisted Units at least annually. Each recertification must take place on the
anniversary of the original income evaluation and lease signing, unless the Declarants has adopted an
annual schedule to perform all verifications at the same time.
d) Adjusting Rents for Over-Income Tenants: Over-income tenants in County-Assisted Units, as
described in paragraph 2(c), above, must pay 30% of their adjusted income for rent plus the
authorized utility allowance. If 30% of their adjusted income exceeds the fair market rent, the
Declarants may charge only up to the fair market rent. When state or local law imposes rent controls,
the rent control applies.
3. Supportive Services. The Declarants acknowledges that the following supportive services shall be
made available to tenants on the Project:
A program of supportive services appropriate to the specific needs of the chronically homeless.
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4. Amenities and Design Features. The Declarants acknowledges that the following amenities and
design features will be included in the Project upon completion of construction:
a) Project parking will consist of [#] total spaces.
b) Agreed upon Amenities for the project will be as follows:
c) Agreed upon Design Features specifically installed in the project include:
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EXHIBIT B
ATTACHMENT 4
AFFIRMATIVE MARKETING PROCEDURES
COUNTY HOUSING FUND PROGRAM
All correspondence, notices, and advertisements related to the County Housing Funds shall contain either
the Equal Housing Opportunity logo or slogan.
Projects assisted with County Housing Funds must comply with the following procedures for the
Affordability Period (depending on the source of program funds):
1. Declarants advertising vacant units must include the Equal Housing Opportunity logo or
statement. Advertising media must include general audience and minority-owned newspapers, radio,
television, brochures, leaflets, or may involve simply a sign in a window.
2. The Declarants shall implement special outreach efforts to solicit applications for vacant units
from protected persons in the housing market who are least likely to apply for the housing assisted
with County Housing Funds. Special outreach efforts should be designed to notify potential
applicants regardless of existing neighborhood racial or ethnic patterns, location of housing in the
metropolitan area, price, or other factors, and welcome them to apply and have the opportunity to
rent.
3. The Declarants shall use community organizations, places of worship, employment centers, fair
housing groups, housing counseling agencies, social service centers, or medical service centers as
resources for this outreach.
4. The Declarants must maintain a file containing all marketing efforts (i.e. copies of newspaper ads,
memos of phone calls, copies of letters, etc.) and the records to assess the results of these actions, and
make said documents available for inspection by the County.
5. The Declarants shall maintain a listing of all tenants residing in each unit at the time of
application submittal through the end of the compliance period.
The County will assess the affirmative marketing efforts of the Declarants by comparing predetermined
occupancy goals (based upon the area from which potential tenants will be drawn) to actual occupancy
data that the Declarants are required to maintain. Outreach efforts of the part of the Declarants will be
evaluated by reviewing marketing efforts.
The County will assess the efforts of the Declarants receiving County Housing Funds during the rent-up
period and marketing of the units by use of a compliance certification or personal monitoring visit to the
project according to the County’s monitoring schedule.
Where the Declarants fail to follow the affirmative marketing requirements, corrective actions shall
include extensive outreach efforts to appropriate contacts to achieve occupancy goals, or other actions the
County may deem necessary.
Each unit of general local government that subgrants the administration of this program must adopt
affirmative marketing procedures that meet the requirement in paragraphs (a) and (b) of 24 C.F.R. Pt.
92.351.
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EXHIBIT C - Payment Procedures
Reimbursements will be provided as set forth in Section 5 of the Agreement. MADISON HEIGHTS must
submit written requests for all payments to the County’s Housing and Community Development
Department. Upon receipt, the designated Community Revitalization Specialist will review the request
and all supporting documentation. Once approved, the County will process payment within thirty (30)
days.
MADISON HEIGHTS will, at a minimum, submit the below supporting documentation with each
payment request (claim). Should a particular claim require additional documentation, the County reserves
the right to request additional reasonable information/documentation from MADISON HEIGHTS.
 Required documentation for work completed depending on the claim completed; see Exhibit C,
Attachment 1.
 Status update of the project along with photos showing the progress of the construction.
 Match Log Form ; see Exhibit C, Attachment 2
 Cover letter to HOME Community Revitalization Specialist on MADISON HEIGHTS’
letterhead, signed by MADISON HEIGHTS’ authorized official/representative, with the contract
number listed at the top of this Agreement; see Exhibit C, Attachment 3
 Reimbursement Request Form; see Exhibit C, Attachment 4
 HUD form 40099 – Payment Certification; see Exhibit C, Attachment 6
 Program Income Form, as applicable; see Exhibit C, Attachment 1. For this agreement, program
income would only be generated as recaptured funds if the project were to be sold during the
period of affordability.
 Copies of checks from match funding sources/Documentation of volunteer hours and services
received for match funding
 Certified Request for Payment from Contractor
 Contractor Invoices
 Cancelled checks or EFT’s for all receipts submitted
 MADISON HEIGHTS’ inspection of construction/rehab: documentation of the inspection during
billing cycle
The County reserves the right to delay processing of reimbursements under this Agreement until all
required documents and back-up information is submitted to the County.
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EXHIBIT C
Attachment 1: Additional Documentation
Required Documentation for Work Completed
1. HOME Rental Set-up and Completion Form – see Exhibit C, Attachment 5 (Must be Filed with
First Claim)
2. Proof that MADISON HEIGHTS Checked the Excluded Parties List for Debarred Contractors –
MADISON HEIGHTS must check all contractors and subcontractors who may work on the
project prior to any signed agreement(s) to perform the work.
(https://www.sam.gov/portal/public/SAM/#1) (Must be Filed with First Claim)
3. Contractor Documents – bonding, insurance, contracts, licensing, etc. (Must be Filed with First
Claim)
4. Contractor/Subcontractor Proof of Insurance, including Workers’ Compensation Insurance (Must
be Filed with First Claim)
5. Lead-Based Paint Inspection / Abatement Report (Must be Filed with First Claim)
6. Lead and Asbestos Abatement Completion Report (Must be Filed with Final Claim)
7. Building Permits (Must be Filed with First Claim)
8. Notice to Proceed (Must be Filed with First Claim)
9. Section 3 Report completed by Contractor - see Exhibit C, Attachment 7 (Must be filed with first
claim if all construction contracts are executed prior to September 1, 2014; otherwise must be
filed with final claim prior to September 1, 2015. All contractors and subcontractors must
complete this form for the Madison Heights Project.)
10. MBE/WBE Report completed by Contractor – see Exhibit C, Attachment 8 (Must be filed with
the last claim filed prior to October 1, 2014. All contractors and subcontractors must completed
this form that work on the project.)
11. Warranties form - signed by Contractor (Must be Filed with Final Claim)
12. Final Inspection Approval and Certificate of Occupancy (Must be Filed with Final Claim)
13. HQS Inspections (Must be Filed with Final Claim)
14. Certification of completion of work from Contractor (Must be Filed with Final Claim)
15. Acceptance of work form (Must be Filed with Final Claim)
16. After construction appraisal (Must be Filed with Final Claim)
17. Copy of the State Audit as described in Subsection 5.8 of the Agreement (Must be Filed with
Final Claim)
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Exhibit C
Attachment 2: Match Log Form
Maricopa County #____________________________
HOME Funds Match Certification
FY 2015 – 2016
Match Credits (from Non-Federal Sources) Match Application NOTE:
Date Description and Source Amount of ITD Amount Date of HOME Amount of Applied TD Amount of Match
Received of Match Credit Match Of Match Expenditure Project No. Expenditure Match (25%) Applied Match Available
I certify that this representation of HOME Funds Match is accurate and the Match is from non-federal sources. All match
contributions shall be approved by the County prior to submittal of reimbursement of expenses.
Signature Date:
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Exhibit C
Attachment 3: Payment Request Cover Letter
AGENCY LETTERHEAD
Date
Amy Jacobson, Assistant Director
Maricopa County Human Services
234 North Central Avenue
Phoenix, AZ 85004
Re: Project Name:
Quarterly Report Enclosed _____
Contract Number: ________________ Payment Request Number: _________
Environmental Release Date for Requested Activity: ____________
Dear _________________:
This letter certifies that ( Agency Name )(“MADISON HEIGHTS”) has complied with the requirements
of the Department of Housing and Urban Development, Maricopa County, the HOME Investment
Partnerships Program and our HOME agreement for reasonable and necessary costs of construction.
MADISON HEIGHTS additionally certifies that MADISON HEIGHTS’s files, including project
management documentation files, and financial documentation of expenditures incurred in accordance
with the HOME program rules and regulations for eligible costs.
Therefore, MADISON HEIGHTS respectfully requests reimbursement of funds in the amount of
$_________________ as established by the attached itemized expenditure invoice, other invoices, current
project status report, proof of payment and other supporting documentation. If you have any questions,
please contact me at _____________________.
Sincerely,
Signature: __________________________
Printed Name: _______________________
Title: _______________________________
Enclosures
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EXHIBIT C
Attachment 4: Payment Request Form
Maricopa HOME Consortium Subrecipient Contract FY2014-2015 PAYMENT REQUEST
MARICOPA COUNTY HUMAN SERVICES DEPARTMENT REQUEST FOR PAYMENT SUMMARY SHEET PAGE 1 OF 2
Subrecipient Date
Contract No Contract Period: Pay Req. No/Mo
Activity(ies) Direct Wire Dep Yes No
Subrecipient Address Project City
Contact Person Reporting Category
Phone Email
Vendor#: Email
Itemized Payment Statement (Sheet 2 of 2) must accompany this form. Actual receipts, invoices, bank statements or copies of such items
MUST BE included to process the request.
a b c d e f g
Project IDIS Amount Requested Amount of this Program Income New
Scope of Work Act No. Address To Date Request- EN Receipted in IDIS Balance
$ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
Total $0.00 $0.00 $0.00 $0.00 $0.00
Recipient Authorized Signature Date Title
Recipient Authorized Signatory certifies that all activities undertaken by the contractor with funds provided under this contract have been carried
out in accordance with the contract. Attach wiring information if not previously submitted. Attach alternate mailing address if necessary.
Performance Reports Current Not Current
For MCHSD Use
Only
MCHSD Program Coordinator Approval Date MCHSD Program Manager Approval Date
This document is available in Excel format.
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EXHIBIT C
Attachment 5: Rental Set Up and Completion Form
[See attached]
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EXHIBIT C Attachment 6: HUD Form 40099
[see attached]
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LOCCS/VRS OMB Approval No. 2501-0013 (exp. 11/30/97)
HOME Program Payment Certification
VOUCHER
Public reporting burden for this collection of information is estimated to average 0.25 hours per
response, including the time for reviewing instructions, searching existing data sources, gathering and
maintaining the data needed and completing and reviewing the collection of information. Send comments
regarding this burden estimate or any other aspect of this collection of information, including suggestions
for reducing this burden, to the Reports Management Officer, Paperwork Reduction Project (2501-0013),
Office of Information Technology, U.S. Department of Housing and Urban Development, Washington,
D.C. 20410-3600. This agency may not conduct or sponsor, and a person is not required to respond to, a
collection of information unless that collection displays a valid OMB control number.
Do not send this form to the above address
1. Voucher Number 2. LOCCS Pgm.
019 | | | | | | Area:
HOME
6. Participant’s Name & Address:
6a. Participantes Tax ID No:
$ Check type of
9. Project Number Amount of Request Disbursement
(as assigned by HUD) (show dollars & Partial Final
cents)
1 2
1 2
1 2
1 2
1 2
10. Voucher Total
$
I hereby certify that all the information stated herein, as well as any information provided in any accompaniment
herewith, is true and accurate. Warning: HUD will prosecute false claims and statements. Conviction may result in
criminal and/or civil penalties.
(18 U.S.C. 1001, 1010, 1012; 31 U.S.C. 3729, 3802)
11. Name & Phone Number (including area code) 12. Signature: 13. Date of
of the Authorized Person who called: Request
X
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Privacy Statement: Public Law 97-255, Financial Integrity Act, 31 U.S.C. 3512, authorizes the Department of Housing
and Urban Development (HUD) to collect all the information (except the Social Security Number (SSN), which will be
used by HUD to protect disbursement data from fraudulent actions. The Housing and Community Development Act of
1987, 42 U.S.C. 3543, authorized HUD to collect the SSN. The data are used to ensure that individuals who no longer
require access to Line of Credit Control System (LOCCS) have their access capability promptly deleted. Provision of the
SSN is mandatory. HUD uses it as a unique identifier for safeguarding LOCCS from unauthorized access. Failure to
provide the information requested may delay the processing of your approval for access to LOCCS. This information will
not be otherwise disclosed or released outside of HUD, except as permitted or required by law.
1 of 2
form HUD-40099 (1/93)
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Instructions for the HOME Program Certification/Voucher
The Certification / Voucher form must be completed for each Telephone the HOME C/MI Voice Response System (VRS)
request of HOME funds. It is necessary to prepare the at (702) 391-1400 and provide your security ID. After
Certification/Voucher form prior to calling HUD to request completing the call the original copy must be kept in the
funds from the Cash & Management Information (C/MI) Participant’s HOME Program file.
System.
Specific Instructions:
Item 1 Voucher Number: Provided by the HOME C/MI Item 9 Project Number & Funds Requested: Enter the
System project
VRS at the time of call –in. Number assigned by HUD and the amount requested
for Each project.
Item 2 LOCCS Program Area: The program code for the
HOME Item 10. Voucher Total: The voice response system (VFS)
Program is preprinted in block 2. will Confirm the amounts requested by project and the total
Amount requested at the end of the call-in.
Item 6 Participant’s Name: Enter the name of the
participant Item 11. Name & phone number (including area code) of
Identified in the funding agreement. the Authorized person who completed the call-in to VRS.
The Authorized person is shown on line 3 of form HUD-
Item 6a Participant’s Tax Identification No: Enter the tax 27054.
(employer) Identification Number shown in item 6 on
Standard Item 12. Signature of the person identified in Item 11.
Form 424 of the HOME Application and the SF
1199A (direct deposit form). Item 13. Date of this Request: Enter the date of the call-in
to request funds.
2 of 2
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EXHIBIT C
Attachment 7: Section 3 Report
[See attached]
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EXHIBIT C
Attachment 8: MBE/WBE Report
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Exhibit D - Affordability Requirements
Properties assisted with HOME funds must be affordable to low-income purchasers or renters. The
period of affordability is determined by the type of property being occupied and the amount of HOME
funds invested. If the property is new rental construction, the period of affordability is twenty (20) years.
If the property is an existing structure, the period of affordability is five (5) years if $15,000 or less of
HOME money is invested; ten (10) years for $15,000 to $40,000; and fifteen (15) years for amounts over
$40,000.
Period of Affordability
The Period of Affordability for the Madison Heights Project funded by this Agreement will be
twenty (20) years. The Period of Affordability will begin on the date that the last of the five (5)
HOME-assisted units at the Madison Heights Project is initially occupied by an income eligible
tenant and will end twenty (20) years from that date.
Rental Properties:
24 C.F.R. § 92.252 and § 92.253 apply to any part of the Work that includes construction or rehabilitation
of property for rental housing; the affordability requirements in 24 C.F.R. § 92.252 must be enforced by
deed restriction. These provisions establish rent limitations and restrictions that are applicable
throughout the twenty (20) year Period of Affordability. Current fair market rents, maximum subsidy
limits, and utility deductions are addressed. For further information on annual updates to these limits,
refer to Exhibit A, Attachment 14 of this Agreement. Additionally, if the rental project contains HOME-
assisted units and other units, the County will designate whether the HOME-assisted units are fixed or
floating in accordance with 24 C.F.R. § 92.252(j); in the case of the Madison Heights Project, the
HOME-assisted units are designated as floating. MADISON HEIGHTS must obtain all required tenant
income information and submit it to the County on an annual basis in accordance with 24 C.F.R. §
92.203(a)(1)(i) and this Agreement. MADISON HEIGHTS will ensure that all leases for the Property
comply with the requirements of 24 C.F.R. § 92.253. All units will be “floating” HOME-assisted units
during the twenty (20) year Period of Affordability; Affordability; the term “floating” in this Agreement
shall be defined as set forth in 24 C.F.R. § 92.252(j). Under the HOME program, projects with five (5) or
more HOME-assisted units shall have at least 20% of the HOME-assisted units occupied by households
whose income is at or below 50% of the area median income during the Period of Affordability. For the
purposes of this Agreement, MADISON HEIGHTS and the County have agreed that all five (5) HOME-
assisted units will be occupied by households whose income is at or below 50% of the area median
income throughout the Period of Affordability.
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EXHIBIT E
Attachment 1: Completion Report Form
Maricopa County
Rental New Construction Report
Report Period: ______________________________
OWNER: Agency Name
Activity Name: Project Name
Contact Person: Contact Person Phone: xxx-xxx-xxxx
Completed HOME
units: assisted units:
Number of total units completed in the project:
Of those, total affordable units completed:
Of those, total unrestricted units completed
Of those, number of units meeting Section 504 accessibility:
Of those, number of units meeting Energy Star Standards:
Of those, number of units designated for persons with HIV/AIDS
including units receiving assistance for operations:
Of those, number for chronically homeless:
Of those, number of units of permanent housing designated for
homeless persons and families, including units receiving assistance
for operations:
Of those, number for chronically homeless:
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Number of affordable units meeting the following conditions: Completed HOME-assisted
Number of total Affordable units:
Of those, number of units occupied by elderly:
Of those, number of years of affordability guaranteed:
HOME Beneficiaries
Refer to legend for details regarding what type of information to enter:
HOUSEHOLD
# of
Unit # Bedrooms Occupant % Med Hisp? Race Size Type Assist Type
Legend for HOME Beneficiaries:
# of Bedrooms in unit: 0 = SRO/Efficiency; 1 = 1 Bedroom; 2 = 2 Bedroom; 3 = 3 Bedroom;
4 = 4 Bedroom; 5 = 5 or more bedrooms
Occupant: 1 = Tenant; 2 = ARM; 9 = Vacant unit
Household % Med: 1 = 0 to 30%; 2 = 30+ to 50%; 3 = 50+ to 80%; 4 = 60+ to 80%
Household Size: 1 = 1 person; 2 = 2 persons; 3 = 3 persons; 4 = 4 persons; 5 = 5 persons
Household Type: 1 = Single, non-elderly; 2 = Elderly; 3 = Single parent; 4 = Two parents; 5 = Other
Assistance Type: 1 = Section 8; 2 = HOME TBRA; 3 = Other federal, state or local assistance; 4 = No
assistance
Race of Head of Household: 11 = White; 12 = Black/African American; 13 = Asian; 14 = American
Indian/Alaska Native; 15 = Native Hawaiian/Other Pacific Islander; 16 = American Indian/Alaska Native
& White; 17 = Asian & White; 18 = Black/African American & White; 19 = American Indian/Alaska
Native & Black/African American; 20 = Other Multi Racial
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Household % Med: 1 = 0 to 30%; 2 = 30+ to 50%; 3 = 50+ to 80%; 4 = 60+ to 80%
Household Size: 1 = 1 person; 2 = 2 persons; 3 = 3 persons; 4 = 4 persons; 5 = 5 persons
Household Type: 1 = Single, non-elderly; 2 = Elderly; 3 = Single parent; 4 = Two parents; 5 = Other
Assistance Type: 1 = Section 8; 2 = HOME TBRA; 3 = Other federal, state or local assistance; 4 = No
assistance
Race of Head of Household: 11 = White; 12 = Black/African American; 13 = Asian; 14 = American
Indian/Alaska Native; 15 = Native Hawaiian/Other Pacific Islander; 16 = American Indian/Alaska Native
& White; 17 = Asian & White; 18 = Black/African American & White; 19 = American Indian/Alaska
Native & Black/African American; 20 = Other Multi Racial
Page 2 of 2
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EXHIBIT E
Attachment 2: Annual Rental Compliance Report
This document is available in an Excel format.
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Exhibit F
Attachment 1: Affirmative Marketing Policy & Procedures
Policy
The public, property owners, and potential tenants will be informed about affirmative marketing aspects
of the HOME program, its regulations and the goal of attracting persons from all racial, ethnic, and
gender groups in the housing market area to the available housing. This policy applies equally to all
recipients of HOME funds.
Purpose
The purpose of this policy is to establish a standard affirmative marketing procedure for HOME- assisted
housing containing five (5) or more housing units.
Procedure
A. Methods for informing the public, property owners, and potential tenants about the Maricopa
County’s (“County”) Affirmative Marketing Policy:
1. Unit occupants are subject to the Affirmative Marketing Procedures and the Tenant
Notification Procedures (outlined in the County’s “Administrative Procedures for Provision
of Tenant Assistance under the Rental Rehabilitation Program”) that are available upon
request.
2. MADISON HEIGHTS will mention the HOME program, its regulations, and the goal of
attracting persons of all racial, ethnic, and gender groups in all articles and press releases
published in the Arizona Republic or other local newspapers, dealing with the program.
3. MADISON HEIGHTS will inform property owners, tenants, and applicants about the
affirmative marketing aspects of the HOME Program upon initial contact, whether by
telephone, letter or brochure. MADISON HEIGHTS may also reach tenants and applicants
through articles in local newspapers, especially in the real estate section, and will include
information about affirmative marketing in such articles. MADISON HEIGHTS will include
a statement about the affirmative marketing requirements of the program in all brochures,
letters, and other communications, sent to potential applicants for HOME-assisted units.
B. Requirements and practices regarding affirmative marketing to be carried out by property owners:
1. MADISON HEIGHTS will carry out affirmative marketing procedures in advertising
HOME-assisted units and attracting tenants of all racial, ethnic, and gender groups. When
advertising rental rehab units, MADISON HEIGHTS will state in its ads that Section 8
tenants are welcome in the units. HOME-assisted units to be occupied by Section 8 voucher
holders are governed by the County’s Equal Opportunity Housing Plan which is available
upon request.
2. In addition to requiring the affirmation of the certification by MADISON HEIGHTS in
Section 6 of the Contractor Certifications attached as Exhibit G to the Agreement, the County
will provide a list of groups MADISON HEIGHTS should contact when marketing the
availability of its units to persons least likely to apply. That list will include an appropriate
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local newspaper such as the Arizona Republic, the Arizona Informant, or Mesa Tribune.
MADISON HEIGHTS will also list the HOME program and the County’s Housing
Department.
C. The County will assist MADISON HEIGHTS in its efforts to inform and solicit applications from
persons who are not likely to apply to be tenants without special outreach. The County has contacts
in a number of public agencies that can be used as well as community gathering spots, such as
supermarkets, restaurants, senior centers, and laundromats, which often have bulletin boards used to
advertise apartment rentals. In addition, the County may use various media, such as TV and radio
public service spots, and local newspapers, to announce the program and availability of units
rehabilitated with HUD funding.
D. Affirmative Marketing Record-Keeping and Assessment:
1. The County will keep records on all program announcements, brochures distribution, articles
and radio/TV spots relating to the HOME Program. The County will ask persons calling to
inquire about the availability of HOME-assisted units how they first heard about the program
and whether they are aware of the Affirmative Marketing Policy.
2. MADISON HEIGHTS will keep records on any advertising of the HOME-assisted units,
whether by ad in a newspaper, a posted notice, or a sign in the unit window, so that the
County may confirm compliance with this Affirmative Marketing Policy.
3. In addition, MADISON HEIGHTS will provide information to the County on the lease status
of HOME-assisted units, so that the availability of the units for affirmative marketing efforts
is known.
4. MADISON HEIGHTS will document and maintain a record throughout the Period of
Affordability the race, ethnicity and gender of the head of household of all tenants placed in a
HOME-assisted unit.
5. MADISON HEIGHTS’ failure to demonstrate good faith in the correction of a violation of
this Affirmative Marketing Policy may result in termination of this Agreement and
disqualification from future funding under the HOME program.
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Exhibit F
Attachment 2: Minority and Women’s Business Enterprise Policy & Procedures
The County complies with HUD’s responsibilities under Executive Orders 11625, 12432 (concerning
Minority Business Enterprises) and 12138 (concerning Women’s Business Enterprises), making efforts to
encourage the use of minority and women’s business enterprises in connection with HOME-funded
activities. The purpose of this policy is to take affirmative steps to assure that small and minority
businesses, and women’s business enterprises are used, when possible, as a source of supplies, equipment,
construction and service. MADISON HEIGHTS will take the following affirmative steps:
1. Include qualified small and minority businesses, and women’s business enterprises on solicitation
lists;
2. Assure that small and minority businesses, and women’s business enterprises, are solicited
whenever they are potential sources, particularly for purchases of supplies and materials;
3. When economically feasible, divide total requirements into smaller tasks or quantities to permit
maximum participation by small and minority business, and women’s business enterprises;
4. Where the requirement permits, establish delivery schedules, which encourage participation by
small and minority business, and women’s business enterprises; and
5. If any subcontracts are to be let, require the prime contractor to take the affirmative steps in 1
through 4 above.
6. The County will take similar appropriate affirmative action in support of small and minority
businesses, and women’s business enterprises.
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Exhibit G -Certifications
CONTRACTOR CERTIFICATIONS
Section 1. 24 C.F.R. § 135.38 - SECTION 3 REQUIREMENTS. In this Section (1) MADISON
HEIGHTS is referred to as the “contractor”.
A. The work to be performed under this Agreement 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, will, 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 the Agreement agree to comply with HUD’s regulations in 24 C.F.R. Part 135,
which implement Section 3. As evidenced by their execution of the Agreement, the parties to
the Agreement 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 or workers with
which the contractor has a collective bargaining agreement or other understanding, if any, a
notice advising the labor organization or workers’ 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 will describe the Section 3 preference, 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 C.F.R. 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 C.F.R. Part 135. The
contractor will not subcontract with any subcontractor where the contractor has notice or
knowledge that the subcontractor has been found in violation of the regulations in 24 C.F.R.
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 C.F.R. Part 135 require
employment opportunities to be directed, were not filled to circumvent the contractor’s
obligations under 24 C.F.R. Part 135.
F. Noncompliance with HUD’s regulations in 24 C.F.R. 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. 450(e) 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
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Madison Heights Phase I
Maricopa County HOME Agreement
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).
Section 2. Compliance with Federal and State Immigration Laws
A. MADISON HEIGHTS agrees to comply with the Immigration Reform and Control Act of 1986
(IRCA) in performance under this Agreement and to permit the County or its agents to inspect
personnel records to verify such compliance. MADISON HEIGHTS will ensure and keep
appropriate records to demonstrate that all employees have a legal right to live and work in the
United States.
B. Under the provisions of A.R.S. § 41-4401, MADISON HEIGHTS hereby warrants to the County
that the MADISON HEIGHTS and each of its subcontractors (“Subcontractors”) will comply
with, and are contractually obligated to comply with, all Federal immigration laws and
regulations that relate to their employees and A.R.S. § 23-214(A) (“Contractor Immigration
Warranty”).
C. A breach of the Contractor Immigration Warranty will constitute a material breach of this
Agreement and will subject the MADISON HEIGHTS to penalties up to and including
termination of this Agreement at the sole discretion of the County.
D. The County retains the legal right to inspect the papers of any MADISON HEIGHTS or
Subcontractor employee who works on this Agreement to ensure that the MADISON HEIGHTS
or Subcontractor is complying with the Contractor Immigration Warranty. MADISON
HEIGHTS agrees to assist the County in regard to any such inspections.
E. The County may, at its sole discretion, conduct random verification of the employment records of
MADISON HEIGHTS and any subcontractors to ensure compliance with the Contractor
Immigration Warranty. MADISON HEIGHTS agrees to assist the County in regard to any
random verification performed.
F. Neither the MADISON HEIGHTS nor any of the Subcontractors shall be deemed to have
materially breached the Contractor Immigration Warranty if MADISON HEIGHTS or
Subcontractor establishes that it has complied with the employment verification provisions
prescribed by sections 274A and 274B of the Federal Immigration and Nationality Act and the E-
Verify requirements prescribed by A.R.S. § 23-214, Subsection A.
Section 3. Drug-Free Workplace Requirements. The certification set out below is a material
representation upon which reliance is placed by HUD in awarding the grant. If it is later determined that
MADISON HEIGHTS knowingly rendered a false certification, or otherwise violates the requirements of
the Drug-Free Workplace Act, HUD, in addition to any other remedies available to the Federal
Government, may take action authorized under the Drug-Free Workplace Act. MADISON HEIGHTS
certifies that it will provide a drug-free workplace by doing all of the following:
A. Publishing a statement notifying employees that the unlawful manufacture, distribution,
dispensing, possession or use of a controlled substance is prohibited in the MADISON
HEIGHTS’s workplace and specifying the actions that will be taken against employees for
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Maricopa County HOME Agreement
violation of such prohibition.
B. Establishing a drug-free awareness program to inform employees about:
1. The dangers of drug abuse in the workplace;
2. MADISON HEIGHTS’s policy of maintaining a drug-free workplace;
3. Any available drug counseling, rehabilitation and employee assistance programs; and
4. The penalties that may be imposed upon employees for drug abuse violations occurring
in the workplace.
C. Making it a requirement that each employee to be engaged in the performance of the grant be
given a copy of the statement required by paragraph (A).
D. Notifying the employee in the statement required by paragraph (a) that, as a condition of
employment under the grant, the employee will:
1. Abide by the terms of the statement; and
2. Notify the employer of any criminal drug statute conviction for a violation occurring in
the workplace no later than five (5) days after such conviction;
E. Notifying the U.S. Department of Housing and Urban Development within ten (10) days after
receiving notice under subparagraph (D)(2) from an employee or otherwise receiving actual
notice of such convictions;
F. Taking one of the following actions, within thirty (30) days of receiving notice under
subparagraph (D)(2), with respect to any employee who is so convicted:
1. Taking appropriate personnel action against such an employee, up to and including
termination; or
2. Requiring such employee to participate satisfactorily in a drug abuse assistance or
rehabilitation program approved for such purposes by a federal, state or local health, law
enforcement, or other appropriate agency.
G. Making a good faith effort to continue to maintain a drug-free workplace through implementation
of paragraphs (A) through (F).
Section 4. Section 319 of Public Law 101-121. MADISON HEIGHTS certifies, to the best of his or her
knowledge and belief, that:
A. No federal appropriated funds have been paid or will be paid, by or on behalf of MADISON
HEIGHTS, to any person for influencing or attempting to influence an officer or employee of any
agency, a Member of Congress, an officer or employee of Congress or an employee of a Member
of Congress, in connection with the awarding of any federal contract, the making of any federal
grant, the making of any federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment or modification of any federal contract, grant, loan
or cooperative agreement.
B. If any funds other than federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress or an employee of a Member of Congress in
connection with this federal contract, grant, loan or cooperative agreement, the undersigned shall
complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance
with its instructions.
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Madison Heights Phase I
Maricopa County HOME Agreement
C. MADISON HEIGHTS shall require that the language of this certification be included in the
award documents for all sub-awards at all tiers (including subcontracts, sub-grants and contracts
under grants, loans and cooperative agreements) and that MADISON HEIGHTS shall certify and
disclose accordingly.
D. This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making
or entering into this transaction imposed by 31 U.S.C. § 1352. Any person who fails to file the
required certification shall be subject to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Section 5. Minority and Women’s Business Enterprise Policy (Region IX – San Francisco)
A. Pursuant to the County’s responsibilities under Executive Order 11625, 12432 and 12138 and in
support of directives from the Secretary of HUD, Region IX has developed an affirmative action
policy to further full participation of minority and women-owned business enterprise
(MBE/WBE) in all federally funded programs, including: Community Development Block
Grants. Such affirmative action and participation is specifically required under OMB Circular A-
102, Attachment 0 referenced in the applicable regulations for the above programs.
B. MADISON HEIGHTS certifies that it will take affirmative steps to assure that small and minority
businesses and women’s business enterprises are utilized when possible as sources of supplies,
equipment, construction and services. Affirmative steps shall include the following:
1. Including qualified small and minority businesses on solicitation lists, e.g., solicitation of
bidding for construction, professional services or rehabilitation contracts.
2. Assuring that small and minority businesses are solicited whenever they are potential
sources, particularly for purchase of supplies and materials.
3. When economically feasible, dividing total requirements into smaller tasks or quantities
so as to permit maximum small and minority business participation.
4. Where the requirement permits, establishing delivery schedules that will encourage
participation by small and minority business.
5. If any subcontracts are to be let, requiring the prime contractor to take the affirmative
steps in 1 through 4 above.
C. MADISON HEIGHTS shall take similar appropriate affirmative action in support of women’s
business enterprises.
Section 6. Equal Employment and Affirmative Action Policy Statement;
Policy of Nondiscrimination
A. MADISON HEIGHTS agrees to consider each applicant for employment on the basis of his or
her qualifications for the job and without regard to race, religion, sex, marital status, age or
national origin. Nor will MADISON HEIGHTS discriminate against any employee or applicant
for employment because of physical or mental disability in regard to any position for which the
employee or applicant for employment is qualified.
B. Every effort will be made by MADISON HEIGHTS to ensure that appointments, promotions,
reclassifications, transfers, compensation, training, layoffs, terminations or any other type of
personnel actions are based on merit, fitness or other factors determined to be free of
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Madison Heights Phase I
Maricopa County HOME Agreement
discrimination.
C. MADISON HEIGHTS undertakes a program of Affirmative Action, to which good faith efforts
will be directed to continue to:
a. Determine the extent to which minorities and women are underutilized in major
categories and identify and eliminate the specific causes of such underutilization.
b. Identify and eliminate employment practices, which have an adverse impact on
minorities, females and other protected classes, and replace them with job related
practices.
c. Develop special recruitment efforts to locate qualified minority and female candidates in
order to help reduce underutilization.
d. Develop special recruitment efforts to locate qualified disabled candidates.
e. Establish monitoring systems which will assure effective operation of the affirmative
action program, achievement of its goals and means for modification of the plan as
needed.
D. MADISON HEIGHTS agrees, to have or adopt a Policy of Nondiscrimination. Such Policy shall
state that MADISON HEIGHTS does not discriminate in the admission or access to, or treatment
or employment in, its federally assisted programs or activities on the basis of race, color, religion,
sex, national origin, age, handicap or familial status.
By signing below, I acknowledge that I have read, understand, and agree to all of the provisions of
MADISON HEIGHTS Certifications.
Madison Heights Phase I, LLC,
a Wisconsin limited liability company
By: Madison Heights Phase I MM , LLC
Its: Member
By: Gorman Employee Group
Madison Heights Phase I, LLC
Its: Manager
By: Gorman & Company, Inc.
Its: Manager
(Described as “you” or “MADISON HEIGHTS”
throughout the Agreement)
By: ______________________________________
Gary J. Gorman, President
Address: 200 N. Main Street
Oregon, WI 53575
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