Project Based Voucher Agreement to Enter into HAP Contract
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U.S. Department of Housing and Urban Development
Office of Public and Indian Housing
SECTION 8 PROJECT-BASED VOUCHER PROGRAM
AGREEMENT TO ENTER INTO A
HOUSING ASSISTANCE PAYMENTS CONTRACT
NEW CONSTRUCTION OR REHABILITATION
PART I
OMB Approval No. 2577–0169
(exp. 07/31/2022)
Public reporting burden for this collection of information is estimated to average 0.5 hours. This includes the time for
collecting, reviewing and reporting the data. The information is being collected as required by 24 CFR 983.152, which
requires the PHA to enter into an Agreement with the owner prior to execution of a HAP contract for PBV assistance as
provided in §983.153. 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. Assurances of confidentiality are not
provided under this collection.
Privacy Act Statement. HUD is committed to protecting the privacy of individuals’ information stored electronically or
in paper form, in accordance with federal privacy laws, guidance, and best practices. HUD expects its third-party
business partners, including Public Housing Authorities, who collect, use maintain, or disseminate HUD information to
protect the privacy of that information in Accordance with applicable law.
1.1
Parties
This Agreement to Enter into Housing Assistance Payments Contract
(“Agreement”) is between:
___________________________________________ (“PHA”) and
___________________________________________ (“owner”).
1.2
Purpose
The owner agrees to develop the Housing Assistance Payments Contract (“HAP
Contract”) units to in accordance with Exhibit B and to comply with Housing
Quality Standards (“HQS”), and the PHA agrees that, upon timely completion of
such development in accordance with the terms of the Agreement, the PHA will
enter into a HAP Contract with the owner of the Contract units.
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Glendale Housing Authority
Centerline on Glendale Two, LLC
1.3
Contents of Agreement
This Agreement consists of Part I, Part II, and the following Exhibits:
EXHIBIT A: The approved owner’s PBV proposal. (Selection of proposals must
be in accordance with 24 CFR 983.51.)
EXHIBIT B: Description of work to be performed under this Agreement,
including:
•
if the Agreement is for rehabilitation of units, this exhibit must include the
rehabilitation work write-up and, where the PHA has determined
necessary, specifications and plans.
•
if the Agreement is for new construction of units, the work description
must include the working drawings and specifications.
•
any additional requirements beyond HQS relating to quality, design and
architecture that the PHA requires.
•
work items resulting from compliance with the design and construction
requirements of the Fair Housing Act and implementing regulations at 24
CFR 100.205, the accessibility requirements under section 504 of the
Rehabilitation Act of 1973 and implementing regulations at 24 CFR 8.22
and 8.23, and accessibility requirements under Titles II and III of the
Americans with Disabilities Act at 28 CFR parts 35 and 36, as applicable.
EXHIBIT C: Description of housing, including:
•
project site.
•
total number of units in project covered by this Agreement.
•
locations of contract units on site.
•
number of contract units by area (size) and number of bedrooms and
bathrooms.
•
services, maintenance, or equipment to be supplied by the owner without
charges in addition to the rent to owner.
•
utilities available to the contract units, including a specification of utility
services to be paid by the owner (without charges in addition to rent) and
utility services to be paid by the tenant.
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•
estimated initial rent to owner for the contract units.
EXHIBIT D: The HAP contract.
1.4
Significant Dates
A.
Effective Date of the Agreement: The Agreement must be executed
promptly after PHA notice of proposal selection to the owner has been
given. The PHA may not enter this Agreement with the owner until a
subsidy layering review has been performed and an environmental review
has been satisfactorily completed in accordance with HUD requirements.
B.
A project may either be a single-stage or multi-stage project. A single-
stage project will have the same Agreement effective date for all contract
units. A multi-stage project will separate effective dates for each stage.
_____ Single-stage project
i.
Effective Date for all contract units: _______________
ii.
Date of Commencement of the Work: The date for
commencement of work is not later than ______________
calendar days after the effective date of this Agreement.
iii.
Time for Completion of Work: The date for completion of
the work is not later than ______________ calendar days
after the effective date of this Agreement.
_____ Multi-Stage Project
Enter the information for each stage upon execution of the
Agreement for the corresponding stage.
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STAGE
NUMBER
OF UNITS
EFFECTIVE
DATE
DATE OF
COMMENCEMENT
OF WORK
TIME FOR
COMPLETION
OF WORK
1
2
3
1
12
16
12
02/15/2023
02/15/2023
02/15/2023
03/01/2023
03/01/2023
03/01/2023
517 days
547 days
577 days
1.5
Nature of the Work
_____ This Agreement is for New Construction of units to be assisted by the
project-based Voucher program.
_____ This Agreement is for Rehabilitation of units to be assisted by the project-
based Voucher program.
1.6
Schedule of Completion
A.
Timely Performance of Work: The owner agrees to begin work no later
than the date for commencement of work as stated in Section 1.4. In the
event the work is not commenced, diligently continued and completed as
required under this Agreement, the PHA may terminate this Agreement or
take other appropriate action. The owner agrees to report promptly to the
PHA the date work is commenced and furnish the PHA with progress
reports as required by the PHA.
B.
Time for Completion: All work must be completed no later than the end of
the period stated in Section 1.4. Where completion in stages is provided
for, work related to units included in each stage shall be completed by the
stage completion date and all work on all stages must be completed no
later than the end of the period stated in Section 1.4.
C.
Delays: If there is a delay in the completion due to unforeseen factors
beyond the owner’s control as determined by the PHA, the PHA agrees to
extend the time for completion for an appropriate period as determined by
the PHA in accordance with HUD requirements.
1.7
Changes in Work
A.
The owner must obtain prior PHA approval for any change from the work
specific in Exhibit B which would alter the design or quality of the
rehabilitation or construction. The PHA is not required to approve any
changes requested by the owner. PHA approval of any change may be
conditioned on establishment of a lower initial rent to owner at the
amounts determined by PHA.
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B.
If the owner makes any changes in the work without prior PHA approval,
the PHA may establish lower initial rents to owner at the amounts
determined by PHA in accordance with HUD requirements.
C.
The PHA (or HUD in the case of insured or coinsured mortgages) may
inspect the work during rehabilitation or construction to ensure that work
is proceeding on schedule, is being accomplished in accordance with the
terms of the Agreement, meets the level of material described in Exhibit B
and meets typical levels of workmanship for the area.
1.8
Work completion
A.
Conformance with Exhibit B: The work must be completed in accordance
with Exhibit B. The owner is solely responsible for completion of the
work.
B.
Evidence of Completion: When the work in completed, the owner must
provide the PHA with the following:
1.
A certification by the owner that the work has been completed in
accordance with the HQS and all requirements of this Agreement.
2.
A certification by the owner that the owner has complied with
labor standards and equal opportunity requirements in the
development of the housing. (See 24 CFR 983.155(b)(1)(ii).)
3.
Additional Evidence of Completion: At the discretion of the PHA,
or as required by HUD, this Agreement may specify additional
documentation that must be submitted by owner as evidence of
completion of the housing. Check the following that apply:
_____ A certificate of occupancy or other evidence that the
contract units comply with local requirements.
_____ An architect’s or developer’s certification that the housing
complies with:
_____ the HQS;
_____ State, local, or other building codes;
_____ Zoning;
_____ The rehabilitation work write-up for rehabilitated
housing;
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_____ The work description for newly constructed
housing; or
_____ Any additional design or quality requirements
pursuant to this Agreement.
1.9
Inspection and Acceptance by the PHA of Completed Contract
Units
A.
Completion of Contract Units: Upon receipt of owner notice of completion
of Contract units, the PHA shall take the following steps:
1.
Review all evidence of completion submitted by owner.
2.
Inspect the units to determine if the housing has been completed in
accordance with this Agreement, including compliance with the
HQS and any additional requirements imposed by the PHA under
this Agreement.
B.
Non-Acceptance: If the PHA determines the work has not been completed
in accordance with this Agreement, including non-compliance with the
HQS, the PHA shall promptly notify the owner of this decision and the
reasons for the non-acceptance. The parties must not enter into the HAP
contract.
C.
Acceptance: If the PHA determines housing has been completed in
accordance with this Agreement, and that the owner has submitted all
required evidence of completion, the PHA must submit the HAP contract
for execution by the owner and must then execute the HAP contract.
1.10 Acceptance where defects or deficiencies are reported:
A.
If other defects or deficiencies exist, the PHA shall determine whether and
to what extent the defects or deficiencies are correctable, whether the units
will be accepted after correction of defects or deficiencies, and the
requirements and procedures for such correction and acceptance.
B.
Completion in Stages: Where completion in stages is provided for, the
procedures of this paragraph shall apply to each stage.
1.11. Execution of HAP Contract
A.
Time and Execution: Upon acceptance of the units by the PHA, the owner
and the PHA execute the HAP contract.
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B.
Completion in Stages: Where completion in stages is provided for the
number and types of units in each stage, and the initial rents to owner for
such units, shall be separately shown in Exhibit C of the contract for each
stage. Upon acceptance of the first stage, the owner shall execute the
contract and the signature block provided in the contract for that stage.
Upon acceptance of each subsequent stage, the owner shall execute the
signature block provided in the contract for such stage.
C.
Form of Contract: The terms of the contract shall be provided in Exhibit D
of this Agreement. There shall be no change in the terms of the contract
unless such change is approved by HUD headquarters. Prior to execution
by the owner, all blank spaces in the contract shall be completed by the
PHA.
D.
Survival of owner Obligations: Even after execution of the contract, the
owner shall continue to be bound by all owner obligations under the
Agreement.
1.12 Initial determination of rents
A.
The estimated amount of initial rent to owner shall be established in
Exhibit C of this Agreement.
B.
The initial amount of rent to owner is established at the beginning of the
HAP contract term.
C.
The estimated and initial contract rent for each units may in no event
exceed the amount authorized in accordance with HUD regulations and
requirements. Where the estimated initial rent to owner exceeds the
amount authorized in accordance with HUD regulations, the PHA shall
establish a lower initial rent tow owner, in accordance with HUD
regulations and requirements.
1.13 Uniform Relocation Act
A.
A displaced person must be provided relocation assistance at the levels
described in and in accordance with the requirements of the Uniform
Relocation Assistance and Real Property Acquisition Policies Act of 1970
(URA) (42 U.S.C. 4201-4655) and implementing regulations at 49 CFR
part 24.
B.
The cost of required relocation assistance may be paid with funds
provided by the owner, or with local public funds, or with funds available
from other sources. Payment of relocation assistance must be paid in
accordance with HUD requirements.
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C.
The acquisition of real property for a project to be assisted under the
program is subject to the URA and 49 CFR part 24, subpart B.
D.
The PHA must require the owner to comply with the URA and 49 CFR
part 24.
E.
In computing a replacement housing payment to a residential tenant
displaced as a direct result of privately undertaken rehabilitation or
demolition of the real property, the term “initiation of negotiations” means
the execution of the Agreement between the owner and the PHA.
1.14 Protection of In-Place Families
A.
In order to minimize displacement of in-place families, if a unit to be
placed under Contract is occupied by an eligible family on the proposal
selection date, the in-place family must be placed on the PHA’s waiting
list (if they are not already on the list) and, once their continued eligibility
is determined, given an absolute selection preference and referred to the
project owner for an appropriately sized unit in the project.
B.
This protection does not apply to families that are not eligible to
participate in the program on the proposal selection date.
C.
The term “in-place family” means an eligible family residing in a
proposed contract unit on the proposal selection date.
D.
Assistance to in-place families may only be provided in accordance with
the program regulations and other HUD requirements.
1.15 Termination of Agreement and Contract
The Agreement or HAP contract may be terminated upon at least 30 days notice
to the owner by the PHA or HUD if the PHA or HUD determines that the contract
units were not eligible for selection in conformity with HUD requirements.
1.16 Rights of HUD if PHA Defaults Under Agreement
If HUD determines that the PHA has failed to comply with this Agreement, or has
failed to take appropriate action to HUD’s satisfaction or as directed by HUD, for
enforcement of the PHA’s rights under this Agreement, HUD may assume the
PHA’s rights and obligations under the Agreement, and may perform the
obligations and enforce the rights of the PHA under the Agreement. HUD will, if
it determines that the owner is not in default, pay Annual Contributions for the
purpose of providing housing assistance payments with respect to the dwelling
unit(s) under this Agreement for the duration of the HAP contract.
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1.17 Owner Default and PHA Remedies
A.
Owner Default
Any of the following is a default by the owner under the Agreement:
1.
The owner has failed to comply with any obligation under the
Agreement.
2.
The owner has violated any obligation under any other housing
assistance payments contract under Section 8 of the United States
Housing Act of 1937 (42 U.S.C. 1437f).
3.
The owner has committed any fraud or made any false statement to
the PHA or HUD in connection with the Agreement.
4.
The owner has committed fraud, bribery, or any other corrupt or
criminal act in connection with any Federal housing assistance
program.
5.
If the property where the contract units are located is subject to a
lien or security interest securing a HUD loan or mortgage insured
by HUD and:
a.
The owner has failed to comply with the regulations for the
applicable HUD loan or mortgage insurance program, with
the mortgage or mortgage note, or with the regulatory
agreement; or
b.
The owner has committed fraud, bribery, or any other
corrupt or criminal act in connection with the HUD loan or
HUD-insured mortgage.
6.
The owner has engaged in any drug-related criminal activity or any
violent criminal activity.
B.
PHA Remedies
1.
If the PHA determines that a breach has occurred, the PHA may
exercise any of its rights or remedies under the Agreement.
2.
The PHA must notify the owner in writing of such determination.
The notice by the PHA to the owner may require the owner to take
corrective action (as verified by the PHA) by a time prescribed in
the notice.
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3.
The PHA’s rights and remedies under the Agreement include, but
are not limited to: (i) terminating the Agreement; and (ii) declining
to execute the HAP contract for some or all of the units.
C.
PHA Remedy is not Waived
The PHA’s exercise or non-exercise of any remedy for owner breach of
the Agreement is not a waiver of the right to exercise that remedy or any
other right or remedy at any time.
1.18 PHA and Owner Relation to Third Parties
A.
Selection and Performance of Contractor
1.
The PHA has not assumed any responsibility or liability to the
owner, or any other party for performance of any contractor,
subcontractor or supplier, whether or not listed by the PHA as a
qualified contractor or supplier under the program. The selection of
a contractor, subcontractor or supplier is the sole responsibility of
the owner and the PHA is not involved in any relationship between
the owner and any contractor, subcontractor or supplier.
2.
The owner must select a competent contractor to undertake
rehabilitation or construction. The owner agrees to require from
each prospective contractor a certification that neither the
contractor nor its principals is presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntarily
excluded from participation in contract by the Comptroller General
or any federal Department or agency. The owner agrees not to
award contracts to, otherwise engage in the service of, or fund any
contractor that does not provide this certification.
B.
Injury Resulting from Work under the Agreement: The PHA has not
assumed any responsibility for or liability to any person, including a
worker or a resident of the unit undergoing work pursuant to this
Agreement, injured as a result of the work or as a result of any other action
or failure to act by the owner, or any contractor, subcontractor or supplier.
C.
Legal Relationship: The owner is not the agent of the PHA and this
Agreement does not create or affect any relationship between the PHA and
any lender to the owner or any suppliers, employees, contractor or
subcontractors used by the owner in the implementation of the Agreement.
D.
Exclusion of Third Party Claims: Nothing in this Agreement shall be
construed as creating any right of any third party (other than HUD) to
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enforce any provision of this Agreement or the Contract, or to assert any
claim against HUD, the PHA or the owner under the Agreement or the
Contract.
E.
Exclusion of owner Claims against HUD: Nothing in this Agreement shall
be construed as creating any right of the owner to assert any claim against
HUD.
1.19 PHA-Owned Units
Notwithstanding Section 1.18 of this Agreement, a PHA may own units assisted
under the project-based voucher program, subject to the special requirements in
24 CFR 983.59 regarding PHA-owned units.
1.20 Conflict of Interest
A.
Interest of Members, Officers, or Employees of PHA, Members of Local
Governing Body, or Other Public Officials
1.
No present or former member or officer of the PHA (except tenant-
commissioners), no employee of the PHA who formulates policy
or influences decisions with respect to the housing choice voucher
program or project-based voucher program, and no public official
or member of a governing body or State or local legislator who
exercises functions or responsibilities with respect to these
programs, shall have any direct or indirect interest, during his or
her tenure or for one year thereafter, in the Agreement or HAP
contract.
2.
HUD may waive this provision for good cause.
B.
Disclosure
The owner has disclosed to the PHA any interest that would be a violation
of the Agreement or HAP contract. The owner must fully and promptly
update such disclosures.
1.21 Interest of Member or Delegate to Congress
No member of or delegate to the Congress of the United States of America or
resident-commissioner shall be admitted to any share or part of the Agreement or
HAP contract or to any benefits arising from the Agreement of HAP contract.
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1.22 Transfer of the Agreement, HAP Contract, or Property
A.
PHA Consent to Transfer
The owner agrees that the owner has not made and will not make any
transfer in any form, including any sale or assignment, of the Agreement,
HAP contract, or the property without the prior written consent of the
PHA. A change in ownership in the owner, such as a stock transfer or
transfer of the interest of a limited partner, is not subject to the provisions
of this section. Transfer of the interest of a general partner is subject to the
provisions of this section.
B.
Procedure for PHA Acceptance of Transferee
Where the owner requests the consent of the PHA for a transfer in any
form, including any sale or assignment, of the Agreement, the HAP
contract, or the property, the PHA must consent to a transfer of the
Agreement or HAP contract if the transferee agrees in writing (in a form
acceptable to the PHA) to comply with all the terms of the Agreement and
HAP contract, and if the transferee is acceptable to the PHA. The PHA’s
criteria for acceptance of the transferee must be in accordance with HUD
requirements.
C.
When Transfer is Prohibited
The PHA will not consent to the transfer if any transferee, or any principal
or interested party, is debarred, suspended, subject to a limited denial of
participation, or otherwise excluded under 2 CFR part 2424, or is listed on
the U.S. General Services Administration list of parties excluded from
Federal procurement or nonprocurement programs.
1.23 Exclusion from Federal Programs
A.
Federal Requirements
The owner must comply with and is subject to requirements of 2 CFR part
2424.
B.
Disclosure
The owner certifies that:
1.
The owner has disclosed to the PHA the identity of the owner and
any principal or interested party.
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2.
Neither the owner nor any principal or interested party is listed on
the U.S. General Services Administration list of parties excluded
from Federal procurement and nonprocurement programs; and
none of such parties are debarred, suspended, subject to a limited
denial of participation, or otherwise excluded under 2 CFR part
2424.
1.24 Lobbying Certifications
A.
The owner certifies, to the best of the owner’s knowledge and belief, that:
1.
No Federally appropriated funds have been paid or will be paid, by
or on behalf of the owner, 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 the Agreement or HAP contract, or the extension,
continuation, renewal, amendment, or modification of the HAP
contract.
2.
If any funds other than Federally appropriated funds have been
paid or will be paid to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of
Congress, an officer or employee of Congress, or an employee of a
Member of Congress in connection with the Agreement or HAP
contract, the owner must complete and submit Standard Form-
LLL, “Disclosure Form to Report Lobbying,” in accordance with
its instructions.
B.
This certification by the owner is a prerequisite for making or entering into
this transaction imposed by 31 U.S.C. 1352.
1.25 Subsidy Layering
A.
Owner Disclosure
The owner must disclose to the PHA, in accordance with HUD
requirements, information regarding any related assistance from the
Federal government, a State, or a unit of general local government, or any
agency or instrumentality thereof, that is made available or is expected to
be made available with respect to the contract units. Such related
assistance includes, but is not limited to, any loan, grant, guarantee,
insurance, payment, rebate, subsidy, credit, tax benefit, or any other form
of direct or indirect assistance.
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B.
Limit of Payments
Housing assistance payments under the HAP contract must not be more
than is necessary, as determined in accordance with HUD requirements, to
provide affordable housing after taking account of such related assistance.
The PHA will adjust in accordance with HUD requirements the amount of
the housing assistance payments to the owner to compensate in whole or
in part for such related assistance.
1.26 Prohibition of Discrimination
A.
The owner may not refuse to lease contract units to, or otherwise
discriminate against, any person or family in leasing of a contract unit,
because of race, color, religion, sex, national origin, disability, age, or
familial status.
B.
The owner must comply with the following requirements:
1.
The Fair Housing Act (42 U.S.C. 3601–19) and implementing
regulations at 24 CFR part 100 et seq.;
2.
Executive Order 11063, as amended by Executive Order 12259 (3
CFR 1959–1963 Comp., p. 652, and 3 CFR, 1980 Comp., p. 307)
(Equal Opportunity in Housing Programs) and implementing
regulations at 24 CFR part 107;
3.
Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d–2000d–
4) (Nondiscrimination in Federally Assisted Programs) and
implementing regulations at 24 CFR part 1;
4.
The Age Discrimination Act of 1975 (42 U.S.C. 6101–6107) and
implementing regulations at 24 CFR part 146;
5.
Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and
implementing regulations at part 8 of this title;
6.
Title II of the Americans with Disabilities Act, 42 U.S.C. 12101 et
seq.;
7.
24 CFR part 8;
8.
Section 3 of the Housing and Urban Development Act of 1968 (12
U.S.C. 1701u) and implementing regulations at 24 CFR part 135;
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9.
Executive Order 11246, as amended by Executive Orders 11375,
11478, 12086, and 12107 (3 CFR, 1964–1965 Comp., p. 339; 3
CFR, 1966–1970 Comp., p. 684; 3 CFR, 1966–1970 Comp., p.
803; 3 CFR, 1978 Comp., p. 230; and 3 CFR, 1978 Comp., p. 264,
respectively) (Equal Employment Opportunity Programs) and
implementing regulations at 41 CFR chapter 60;
10.
Executive Order 11625, as amended by Executive Order 12007 (3
CFR, 1971–1975 Comp.., p. 616 and 3 CFR, 1977 Comp., p. 139)
(Minority Business Enterprise Development); and
11.
Executive Order 12138, as amended by Executive Order 12608 (3
CFR, 1977 Comp., p. 393, and 3 CFR, 1987 Comp., p. 245)
(Women’s Business Enterprise).
12.
HUD’s Equal Access Rule at 24 CFR 5.105. [OGC-
Nonconcurrence: This section failed to reference protections with
respect to actual or perceived sexual orientation, gender identity, or
marital status in accordance with HUD’s Equal Access Rule at 24
CFR 5.105(a). Revising as indicated above is sufficient to resolve
this concern.
C. The PHA and the owner must cooperate with HUD in the conducting of
compliance reviews and complaint investigations pursuant to all applicable
civil rights statutes, Executive Orders, and all related rules and regulations.
1.27 Owner Duty to Provide Information and Access to HUD and PHA
A.
The owner must furnish any information pertinent to this Agreement as
may be reasonably required from time to time by the PHA or HUD. The
owner shall furnish such information in the form and manner required by
the PHA or HUD.
B.
The owner must permit the PHA or HUD or any of their authorized
representatives to have access to the premises during normal business
hours and, for the purpose of audit and examination, to have access to any
books, documents, papers, and records of the owner to the extent
necessary to determine compliance with this Agreement.
1.28 Notices and Owner Certifications
A.
Where the owner is required to give any notice to the PHA pursuant to this
Agreement, such notice shall be in writing and shall be given in the
manner designated by the PHA.
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B.
Any certification or warranty by the owner pursuant to the Agreement
shall be deemed a material representation of fact upon which reliance was
placed when this transaction was entered into.
1.29 HUD Requirements
A.
The Agreement and the HAP contract shall be interpreted and
implemented in accordance with all statutory requirements, and will all
HUD requirements, including amendments or changes in HUD
requirements. The owner agrees to comply with all such laws and HUD
requirements.
B.
HUD requirements are requirements that apply to the project-based
voucher program. HUD requirements are issued by HUD Headquarters as
regulations, Federal Register notices, or other binding program directives.
1.30 Applicability of Part II Provisions — Check All that Apply
____ Training, Employment, and Contracting Opportunities
Section 2.1 applies if the total of the contract rents for all units under the
proposed HAP contract, over the maximum term of the contract, is more
than $200,000.
____ Equal Employment Opportunity
Section 2.2 applies only to construction contracts of more than $10,000.
____ Labor Standards Requirements
Sections 2.4, 2.8, and 2.10 apply only when this Agreement covers nine or
more units.
____ Flood Insurance
Section 2.11 applies if units are located in areas having special flood
hazards and in which flood insurance is available under the National Flood
Insurance Program.
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EXECUTION OF THE AGREEMENT
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PUBLIC HOUSING AGENCY (PHA)
Name of PHA (Print)
By:
Signature of authorized representative
Name and official title (Print)
Date
OWNER
Name of Owner (Print)
By:
Signature of authorized representative
Name and official title (Print)
Date
Centerline on Glendale Two, LLC, a Wisconsin limited liability company
By: Centerline on Glendale Two MM, LLC, a Wisconsin limited liability company, its managing member
By: GEC Centerline on Glendale Two, LLC, a Wisconsin limited liability company, its manager
By: Gorman & Company, LLC, a Wisconsin limited liability company, its manager
Glendale Housing Authority
Jean R. Moreno, Community Services Director
Brian Swanton, President
OMB Approval No. 2577–0169
(exp. 07/31/2022)
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U.S. Department of Housing and Urban Development
Office of Public and Indian Housing
SECTION 8 PROJECT-BASED VOUCHER PROGRAM
AGREEMENT TO ENTER INTO A
HOUSING ASSISTANCE PAYMENTS CONTRACT
NEW CONSTRUCTION OR REHABILITATION
PART II
Public reporting burden for this collection of information is estimated to average 0.5 hours. This includes the time for
collecting, reviewing and reporting the data. The information is being collected as required by 24 CFR 983.152, which
requires the PHA to enter into an Agreement with the owner prior to execution of a HAP contract for PBV assistance as
provided in §983.153. 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. Assurances of confidentiality are not
provided under this collection.
Privacy Act Statement. HUD is committed to protecting the privacy of individuals’ information stored electronically or
in paper form, in accordance with federal privacy laws, guidance, and best practices. HUD expects its third-party
business partners, including Public Housing Authorities, who collect, use maintain, or disseminate HUD information to
protect the privacy of that information in Accordance with applicable law.
2.1
Training, Employment, and Contracting Opportunities
A.
The project assisted under this Agreement is subject to the requirements of
section 3 of the Housing Urban Development Act of 1968, as amended, 12
U.S.C. 1701u. The owner shall carry out the provisions of section 3 and
the regulations issued by HUD as set forth in 24 CFR part 135 and all
applicable rules and orders of HUD issued thereunder prior to the
execution of this Agreement. This shall be a condition of the Federal
financial assistance provided to the project, binding upon the owner, the
owner’s contractors and subcontractors, successors and assigns. Failure to
fulfill these requirements shall subject the owner, the owner’s contractors
and subcontractors, successors and assigns to the sanctions specified by
this Agreement, and to such sanctions as are specified by 24 CFR part
135.
B.
The owner shall incorporate or cause to be incorporated into any contract
or subcontract for work pursuant to this Agreement in excess of $100,000
the following clause:
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1.
The work to be performed under this contract is subject to the
requirements of section 3 of the Housing Urban Development Act
of 1968, as amended, 12 U.S.C. 1701u. 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.
2.
The parties to this Agreement agree to comply with HUD’s
regulations in 24 CFR part 135, which implement section 3. As
evidenced by their execution of this Agreement, the parties to this
Agreement certify that they are under no contractual or other
impediment that would prevent them from complying with the part
135 regulations.
3.
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, and shall set forth minimum number and job titles
subject to hire, availability of apprenticeship and training positions,
the qualifications for each; the name and location of the person(s)
taking applications for each of the positions; and the anticipated
date the work shall begin.
4.
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.
5.
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
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require employment opportunities to be directed, were not filled to
circumvent the contractor’s obligations under 24 CFR part 135.
6.
Pursuant to 24 CFR §135.90, recipients of HUD financial
assistance that is subject to Part 135 requirements, are required to
submit Section 3 Annual Reports on Form HUD-60002 to the
Office of Fair Housing and Equal Opportunity (FHEO). This form
must be submitted electronically and can be found at
www.hud.gov/section3.
7.
Noncompliance with HUD’s regulations in 24 CFR part 135 may
result in sanctions, termination of this Agreement for default, and
debarment or suspension from future HUD assisted contracts.
8.
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. 405e) 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 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 Enterprise. 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).
2.2
Equal Employment Opportunity
A.
The owner shall incorporate or cause to be incorporated into any contract
in excess of $10,000 for construction work, or modification thereof, as
defined in the regulations of the Secretary of Labor at 41 CFR chapter 60,
which is to be performed pursuant to this Agreement, the following
nondiscrimination clause:
During the performance of this contract, the contractor agrees as follows:
1.
The contractor will not discriminate against any employee or
applicant for employment because of race, color, creed, religion,
sex, or national origin. The contractor will take affirmative action
to ensure that applicants are employed, and that employees are
treated during employment, without regard to their race, color,
religion, creed, sex, or national origin. Such action shall include,
but not be limited to, the following: employment, upgrading,
demotion, or transfer; recruitment or recruitment advertising;
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layoffs or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship.
The contractor agrees to post in conspicuous places, available to
employees and applicants for employment, notices to be provided
by the contracting officer setting forth the provisions of this
nondiscrimination clause.
2.
The contractor will, in all solicitations or advertisements for
employees placed by or on behalf of the contractor, state that all
qualified applicants will receive consideration for employment
without regard to race, color, religion, creed, sex, or national
origin.
3.
The contractor will send to each labor union or representative of
workers with which the contractor has a collective bargaining
agreement or other contract or understanding, a notice to be
provided by or at the direction of the Government advising the
labor union or workers representative of the contractor’s
commitments under this section, and shall post copies of the notice
in conspicuous places available to employees and applicants for
employment.
4.
The contractor of will comply with all provisions of Executive
Order No. 11246 of September 24, 1965, and with the rules,
regulations, and relevant orders of the Secretary of Labor.
5.
The contractor will furnish all information and reports required by
Executive Order No. 11246 of September 24, 1965, and by the
rules, regulations, and orders of the Secretary of Labor, or pursuant
thereto, and will permit access to its books, records, and accounts
by HUD and the Secretary of Labor for purposes of investigation
to ascertain compliance with such rules, regulations and orders.
6.
In the event of the contractor’s noncompliance with the
nondiscrimination clauses of this contract or with any of the rules,
regulations, or orders, the contract may be canceled, terminated, or
suspended in whole or in part and the contractor may be declared
ineligible for further contracts in accordance with procedures
authorized in Executive Order No. 11246 of September 24, 1965,
and such other sanctions as may be imported and remedies invoked
as provided in Executive Order No. 11246 of September 24, 1965,
or by rule, regulation, or order of the Secretary of Labor or as
otherwise provided by law.
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7.
The contractor will include the provisions of paragraphs (1)
through (7) in every subcontract or purchase order unless
exempted by the rules, regulations, or orders of the Secretary of
Labor issued pursuant to section 204 of Executive Order No.
11246 of September 24, 1965, so that such provisions will be
binding upon each subcontractor or vendor. The contractor will
take such action with respect to any subcontract or purchase order
as the Government may direct as a means of enforcing such
provisions including sanctions for noncompliance; provided,
however, that in the event a contractor becomes involved in, or is
threatened with, litigation with a subcontractor or vendor as a
result of such direction by the Government, the contractor may
request the United States to enter into such litigation to protect the
interest of the United States.
B.
The owner agrees to be bound by the above nondiscrimination clause with
respect to his or her own employment practices when participating in
federally assisted construction work.
C.
The owner agrees to assist and cooperate actively with HUD and the
Secretary of Labor in obtaining the compliance of contractors and
subcontractors with the nondiscrimination clause and the rules,
regulations, and relevant orders of the Secretary of Labor, to furnish HUD
and the Secretary of Labor such information as they may require for the
supervision of such compliance, and to otherwise assist HUD in the
discharge of HUD’s primary responsibility for securing compliance.
D.
The owner further agrees to refrain from entering into any contract or
contract modification subject to Executive Order No. 11246 of September
24, 1965, with a contractor debarred from, or who has not demonstrated
eligibility for, Government contracts and federally assisted construction
contracts pursuant to the Executive Order and will carry out such
sanctions and penalties for violation of the nondiscrimination clause as
may be imposed upon contractors and subcontractors by HUD or the
Secretary of Labor pursuant to the Executive Order. In addition, if the
owner fails or refuses to comply with these undertakings, HUD may take
any or all of the following actions; cancel, terminate, or suspend in whole
or in part this Agreement; refrain from extending any further assistance to
the owner under the program with respect to which the failure or refusal
occurred until satisfactory assurance of future compliance has been
received from the owner, and refer the case to the Department of Justice
for appropriate legal proceedings.
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2.3
Reserved
2.4
HUD—Federal Labor Standards Provisions
The owner is responsible for inserting the entire text of section 2.4 of this
Agreement in all construction contracts and, if the owner performs any
rehabilitation work on the project, the owner must comply with all provisions of
section 2.4. (Note: Sections 2.4(b) and (c) apply only when the amount of the
prime contract exceeds $100,000.)
(a)(1) Minimum Wages. (i) All laborers and mechanics employed
or working upon the site of the work (or under the United States
Housing Act of 1937 or under the Housing Act of 1949 in the
construction or development of the project) will be paid
unconditionally and not less often than once a week, and without
subsequent deduction or rebate on any account (except such
payroll deductions as are permitted by regulations issued by the
Secretary of Labor under the Copeland Act (29 CFR part 3)), the
full amount of wages and bona fide fringe benefits (or cash
equivalents thereof) due at time of payment computed at rates not
less than those contained in the wage determination of the
Secretary of Labor which is attached hereto and made part hereof
regardless of any contractual relationship which may be alleged to
exist between the contractor and such laborers and mechanics.
Contributions made or costs reasonably anticipated for bona fide
fringe benefits under section l(b)(2) of the Davis-Bacon Act on
behalf of laborers or mechanics are considered wages paid to such
laborers or mechanics, subject to the provisions of 29 CFR
5.5(a)(1)(iv); also, regular contributions made or costs incurred
for more than a weekly period (but not less often than quarterly)
under plans, funds, or programs, which cover the particular
weekly period, are deemed to be constructively made or incurred
during such weekly period.
Such laborers and mechanics shall be paid the appropriate wage
rate and fringe benefits on the wage determination for the
classification of work actually performed, without regard to skill,
except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics
performing work in more than one classification may be
compensated at the rate specified for each classification for the
time actually worked therein: Provided, That the employer’s
payroll records accurately set forth the time spent in each
classification in which work is performed. The wage determination
(including any additional classification and wage rates conformed
under 29 CFR 5.5(a)(1)(ii) and the Davis-Bacon poster (WH-
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1321)) shall be posted at all times by the contractor and its
subcontractors at the site of the work in a prominent and
accessible place where it can be easily seen by the workers.
(ii)(A) Any class of laborers or mechanics, including helpers,
which is not listed in the wage determination and which is to be
employed under the contract shall be classified in conformance
with the wage determination. HUD shall approve an additional
classification and wage rate and fringe benefits therefore only
when the following criteria have been met:
(1) The work to be performed by the classification requested is not
performed by a classification in the wage determination;
(2) The classification is utilized in the area by the construction
industry; and
(3) The proposed wage rate, including any bona fide fringe
benefits, bears a reasonable relationship to the wage rates
contained in the wage determination.
(B) If the contractor and the laborers and mechanics to be
employed in the classification (if known), or their representatives,
and HUD or its designee agree on the classification and wage rate
(including the amount designated for fringe benefits where
appropriate), a report of the action taken shall be sent by HUD or
its designee to the Administrator of the Wage and Hour Division,
U.S. Department of Labor, Washington, D. C. 20210. The
Administrator, or an authorized representative, will approve,
modify, or disapprove every additional classification action within
30 days of receipt and so advise HUD or its designee or will notify
HUD or its designee within the 30-day period that additional time
is necessary.
(C) In the event the contractor, the laborers or mechanics to be
employed in the classification or their representatives, and HUD
or its designee do not agree on the proposed classification and
wage rate (including the amount designated for fringe benefits,
where appropriate), HUD or its designee shall refer the questions,
including the views of all interested parties and the
recommendation of HUD or its designee, to the Administrator for
determination. The Administrator, or an authorized representative,
will issue a determination within 30 days of receipt and so advise
HUD or its designee or will notify HUD or its designee within the
30-day period that additional time is necessary.
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(D) The wage rate (including fringe benefits where appropriate)
determined pursuant to subparagraphs (1)(B) or (C) of this
paragraph, shall be paid to all workers performing work in the
classification under this contract from the first day on which work
is performed in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract
for a class of laborers or mechanics includes a fringe benefit
which is not expressed as an hourly rate, the contractor shall
either pay the benefit as stated in the wage determinations or shall
pay another bona fide fringe benefit or an hourly cash equivalent
thereof.
(iv) If the contractor does not make payments to a trustee or other
third person, the contractor may consider as part of the wages of
any laborer or mechanic the amount of any costs reasonably
anticipated in providing bona fide fringe benefits under a plan or
program: Provided, That the Secretary of Labor has found, upon
the written request of the contractor, that the applicable standards
of the Davis-Bacon Act have been met. The Secretary of Labor may
require the contractor to set aside in a separate account assets for
the meeting of obligations under the plan or program.
(2) Withholding. HUD or its designee shall upon its own action or
upon written request of an authorized representative of the
Department of Labor withhold or cause to be withheld from the
contractors under this contract or any other Federal contract with
the same prime contractor, or any other Federally-assisted
contract subject to Davis-Bacon prevailing wage requirements,
which is held by the same prime contractor so much of the accrued
payments or advances as may be considered necessary to pay
laborers and mechanics, including apprentices, trainees and
helpers, employed by the contractor or any subcontractor the full
amount of wages required by the contract. In the event of failure to
pay any laborer or mechanic, including any apprentice, trainee or
helper, employed or working on the site of the work (or under the
United States Housing Act of 1937 or under the Housing Act of
1949 in the construction or development of the project), all or part
of the wages required by the contract, HUD or its designee may,
after written notice to the contractor, sponsor, applicant, or owner,
take such action as may be necessary to cause the suspension of
any further payment, advance, or guarantee of funds until such
violations have ceased. HUD or its designee may, after written
notice to the contractor, disburse such amounts withheld for and
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on account of the contractor or subcontractor to the respective
employees to whom they are due.
(3)(i) Payrolls and Basic Records. Payrolls and basic records
relating thereto shall be maintained by the contractor during the
course of the work and preserved for a period of three years
thereafter for all laborers and mechanics working at the site of the
work (or under the United States Housing Act of 1937, or under
the Housing Act of 1949, in the construction or development of the
project). Such records shall contain the name, address, and social
security number of each such worker, his or her correct
classification, hourly rates of wages paid (including rates of
contributions or costs anticipated for bona fide fringe benefits or
cash equivalents thereof of the types described in section l(b)(2)(B)
of the Davis-Bacon Act), daily and weekly number of hours
worked, deductions made and actual wages paid. Whenever the
Secretary of Labor has found under 29 CFR 5.5 (a)(1)(iv) that the
wages of any laborer or mechanic include the amount of any costs
reasonably anticipated in providing benefits under a plan or
program described in section l(b)(2)(B) of the Davis-Bacon Act,
the contractor shall maintain records which show that the
commitment to provide such benefits is enforceable, that the plan
or program is financially responsible, and that the plan or
program has been communicated in writing to the laborers or
mechanics affected, and records which show the costs anticipated
or the actual cost incurred in providing such benefits. Contractors
employing apprentices or trainees under approved programs shall
maintain written evidence of the registration of apprenticeship
programs and certification of trainee programs, the registration of
the apprentices and trainees, and the ratios and wage rates
prescribed in the applicable programs.
(ii)(A) The contractor shall submit weekly for each week in which
any contract work is performed a copy of all payrolls to HUD the
PHA. The payrolls submitted shall set out accurately and
completely all of the information required to be maintained under
29 CFR 5.5(a)(3)(i), except that full social security numbers and
home addresses shall not be included in weekly transmittals.
Instead the payrolls shall only need to include an individually
identifying number for each employee (e.g. the last four digits of
the employee’s social security number). The required weekly
payroll information may be submitted in any form desired.
Optional Form WH–347 is available for this purpose from the
Wage and HourDivision Web site at:
http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor
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site. The prime contractor is responsible for the submission of
copies of payrolls by all subcontractors. Contractors and
subcontractors shall maintain the full social security number and
current address of each covered worker, and shall provide them
upon request to HUD or its designee if the agency is a party to the
contract, but if the agency is not such a party, the contractor will
submit them to the applicant, sponsor, or owner, as the case may
be, for transmission to HUD, the contractor, or the Wage and
Hour Division of the Department of Labor for purposes of an
investigation or audit of compliance with prevailing wage
requirements. It is not a violation of this section for a prime
contractor to require a subcontractor to provide addresses and
social security numbers to the prime contractor for its own
records, without weekly submission to the sponsoring government
agency (or the applicant, sponsor, or owner).
(B) Each payroll submitted shall be accompanied by a “Statement
of Compliance,” signed by the contractor or subcontractor or his
or her agent who pays or supervises the payment of the persons
employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information
required to be provided under 29 CFR 5.5(a)(3)(ii), the
appropriate information is being maintained under 29 CFR 5.5
(a)(3)(i) and that such information is correct and complete;
(2) That each laborer or mechanic (including each helper,
apprentice, and trainee) employed on the contract during the
payroll period has been paid the full weekly wages earned, without
rebate, either directly or indirectly, and that no deductions have
been made either directly or indirectly from the full wages earned,
other than permissible deductions as set forth in 29 CFR part 3;
(3) That each laborer or mechanic has been paid not less than the
applicable wage rates and fringe benefits or cash equivalents for
the classification of work performed, as specified in the applicable
wage determination incorporated into the contract.
(C) The weekly submission of a properly executed certification set
forth on the reverse side of Optional Form WH-347 shall satisfy
the requirement for submission of the “Statement of Compliance”
required by paragraph (a)(3)(ii)(B) of this section.
(D) The falsification of any of the above certifications may subject
the contractor or subcontractor to civil or criminal prosecution
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under section 1001 of Title 18 and section 231 of Title 31 of the
United States Code.
(iii) The contractor or subcontractor shall make the records
required under paragraph (a)(3)(i) of this section available for
inspection, copying, or transcription by authorized representatives
of HUD or its designee or the Department of Labor, and shall
permit such representatives to interview employees during working
hours on the job. If the contractor or subcontractor fails to submit
the required records or to make them available, HUD or its
designee may, after written notice to the contractor, sponsor,
applicant, or owner, take such action as may be necessary to cause
the suspension of any further payment, advance, or guarantee of
funds. Furthermore, failure to submit the required records upon
request or to make such records available may be grounds for
debarment action pursuant to 29 CFR 5.12.
(4) Apprentices and Trainees.(i) Apprentices. Apprentices will be
permitted to work at less than the predetermined rate for the work
they performed when they are employed pursuant to and
individually registered in a bona fide apprenticeship program
registered with the U.S. Department of Labor, Employment and
Training Administration, Office of Apprenticeship
Training,Employer and Labor Services, or with a State
Apprenticeship Agency recognized by the Office, or if a person is
employed in his or her first 90 days of probationary employment as
an apprentice in such an apprenticeship program, who is not
individually registered in the program, but who has been certified
by the Office of Apprenticeship Training, Employer and Labor
Services, or a State Apprenticeship Agency (where appropriate) to
be eligible for probationary employment as an apprentice. The
allowable ratio of apprentices to journeymen on the job site in any
craft classification shall not be greater than the ratio permitted to
the contractor as to the entire work force under the registered
program. Any worker listed on a payroll at an apprentice wage
rate, who is not registered or otherwise employed as stated above,
shall be paid not less than the applicable wage rate on the wage
determination for the classification of work actually performed. In
addition, any apprentice performing work on the job site in excess
of the ratio permitted under the registered program shall be paid
not less than the applicable wage rate on the wage determination
for the work actually performed. Where a contractor is performing
construction on a project in a locality other than that in which its
program is registered, the ratios and wage rates (expressed in
percentages of the journeyman’s hourly rate) specified in the
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contractor’s or subcontractor’s registered program shall be
observed. Every apprentice must be paid at not less than the rate
specified in the registered program for the apprentice’s level of
progress, expressed as a percentage of the journeymen hourly rate
specified in the applicable wage determination. Apprentices shall
be paid fringe benefits in accordance with the provisions of the
apprenticeship program. If the apprenticeship program does not
specify fringe benefits, apprentices must be paid the full amount of
fringe benefits listed on the wage determination for the applicable
classification. If the Administrator determines that a different
practice prevails for the applicable apprentice classification,
fringes shall be paid in accordance with that determination. In the
event the Office of Apprenticeship Training,Employee and Labor
Services, or a State Apprenticeship Agency recognized by the
Office, withdraws approval of an apprenticeship program, the
contractor will no longer be permitted to utilize apprentices at less
than the applicable predetermined rate for the work performed
until an acceptable program is approved.
(ii) Trainees. Except as provided in 29 CFR 5.16, trainees will not
be permitted to work at less than the predetermined rate for the
work performed unless they are employed pursuant to and
individually registered in a program which has received prior
approval, evidenced by formal certification by the U.S.
Department of Labor, Employment and Training Administration.
The ratio of trainees to journeymen on the job site shall not be
greater than permitted under the plan approved by the
Employment and Training Administration. Every trainee must be
paid at not less than the rate specified in the approved program for
the trainee’s level of progress, expressed as a percentage of the
journeyman hourly rate specified in the applicable wage
determination. Trainees shall be paid fringe benefits in accordance
with the provisions of the trainee program. If the trainee program
does not mention fringe benefits, trainees shall be paid the full
amount of fringe benefits listed on the wage determination unless
the Administrator of the Wage and Hour Division determines that
there is an apprenticeship program associated with the
corresponding journeyman wage rate on the wage determination
which provides for less than full fringe benefits for apprentices.
Any employee listed on the payroll at a trainee rate who is not
registered and participating in a training plan approved by the
Employment and Training Administration shall be paid not less
than the applicable wage rate on the wage determination for the
classification of work actually performed. In addition, any trainee
performing work on the job site in excess of the ratio permitted
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under the registered program shall be paid not less than the
applicable wage rate on the wage determination for the work
actually performed. In the event the Employment and Training
Administration withdraws approval of a training program, the
contractor will no longer be permitted to utilize trainees at less
than the applicable predetermined rate for the work performed
until an acceptable program is approved.
(iii) Equal Employment Opportunity. The utilization of
apprentices, trainees and journeymen under this part shall be in
conformity with the equal employment opportunity requirements of
Executive Order 11246, as amended, and 29 CFR part 30.
(5) Compliance with Copeland Act Requirements. The contractor
shall comply with the requirements of 29 CFR part 3 which are
incorporated by reference in this Agreement.
(6) Subcontracts. The contractor or subcontractor will insert in
any subcontracts the clauses contained in section 2.4(a)(1)
through (11) and such other clauses as HUD or its designee may
by appropriate instructions require, and also a clause requiring
the subcontractors to include these clauses in any lower tier
subcontracts. The prime contractor shall be responsible for the
compliance by any subcontractor or lower tier subcontractor with
all the contract clauses in this section 2.4(a).
(7) Contract Terminations; Debarment. A breach of the contract
clauses in 29 CFR 5.5 may be grounds for termination of the
contract, and for debarment as a contractor and a subcontractor
as provided in 29 CFR 5.12.
(8) Compliance with Davis-Bacon and Related Act Requirements.
All rulings and interpretations of the Davis-Bacon and related Acts
contained in 29 CFR parts 1, 3, and 5 are herein incorporated by
reference in this contract.
(9) Disputes Concerning Labor Standards. Disputes arising out of
the labor standards provisions of this contract shall not be subject
to the general disputes clause of this contract. Such disputes shall
be resolved in accordance with the procedures of the Department
of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the
meaning of this clause include disputes between the contractor (or
any of its subcontractors) and the PHA, HUD, the U. S.
Department of Labor, or the employees or their representatives.
Agreement to Enter into a PBV HAP Contract
HUD 52531B, Part 2 of 2
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(10) Certification of Eligibility. (i) By entering into this Agreement,
the contractor certifies that neither it (nor he or she) nor any
person or firm who has an interest in the contractor’s firm is a
person or firm ineligible to be awarded Government contracts by
virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1)
or to be awarded HUD contracts or participate in HUD programs
pursuant to 24 CFR part 24.
(ii) No part of this Agreement shall be subcontracted to any person
or firm ineligible for award of a Government contract by virtue of
section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be
awarded HUD contracts or participate in HUD programs
pursuant to 24 CFR part 24.
(iii) The penalty for making false statements is prescribed in the
U.S. Criminal Code, 18 U.S.C. 1001. Additionally, U.S. Criminal
Code, section 1010, Title 18, U.S.C., “Federal Housing
Administration transactions, provides in part: “Whoever, for the
purpose of ...influencing in any way the action of such
Administration...makes, utters or publishes any statement, knowing
the same to be false... shall be fined not more than $5,000 or
imprisoned not more than two years, or both.”
11. Complaints, Proceedings, or Testimony by Employees. No
laborer or mechanic to whom the wage, salary, or other labor
standards provisions of this Agreement are applicable shall be
discharged or in any other manner discriminated against by the
Contractor or any subcontractor because such employee has filed
any complaint or instituted or caused to be instituted any
proceeding or has testified or is about to testify in any proceeding
under or relating to the labor standards applicable under this
Agreement to his employer.
(b) Contract Work Hours and Safety Standards Act. The provisions
of this paragraph (b) are applicable only where the amount of the
prime contract exceeds $100,000. As used in this paragraph, the
terms “laborers” and “mechanics” include watchmen and guards.
(1) Overtime Requirements. No contractor or subcontractor
contracting for any part of the contract work which may require or
involve the employment of laborers or mechanics shall require or
permit any such laborer or mechanic in any workweek in which he
or she is employed on such work to work in excess of forty hours in
such workweek unless such laborer or mechanic receives
compensation at a rate not less than one and one-half times the
Agreement to Enter into a PBV HAP Contract
HUD 52531B, Part 2 of 2
Previous Editions are obsolete
Page 15 of 17
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basic rate of pay for all hours worked in excess of forty hours in
such workweek.
(2) Violation; Liability for Unpaid Wages; Liquidated Damages. In
the event of any violation of the clause set forth in subparagraph
(1) of this paragraph, the contractor and any subcontractor
responsible therefore shall be liable for the unpaid wages. In
addition, such contractor and subcontractor shall be liable to the
United States (in the case of work done under contract for the
District of Columbia or a territory, to such District or to such
territory), for liquidated damages. Such liquidated damages shall
be computed with respect to each individual laborer or mechanic,
including watchmen and guards, employed in violation of the
clause set forth in subparagraph (1) of this paragraph, in the sum
of $25 for each calendar day on which such individual was
required or permitted to work in excess of the standard workweek
of forty hours without payment of the overtime wages required by
the clause set forth in subparagraph (1) of this paragraph.
(3) Withholding for Unpaid Wages and Liquidated Damages. HUD
or its designee shall upon its own action or upon written request of
an authorized representative of the Department of Labor withhold
or cause to be withheld, from any monies payable on account of
work performed by the contractor or subcontractor under any such
contract or any other Federal contract with the same prime
contractor, or any other Federally-assisted contract subject to the
Contract Work Hours and Safety Standards Act, which is held by
the same prime contractor such sums as may be determined to be
necessary to satisfy any liabilities of such contractor or
subcontractor for unpaid wages and liquidated damages as
provided in the clause set forth in subparagraph (2) of this
paragraph.
(4) Subcontractors. The contractor or subcontractor shall insert in
any subcontracts the clauses set forth in subparagraph (1) through
(4) of this paragraph and also a clause requiring the
subcontractors to include these clauses in any lower tier
subcontracts. The prime contractor shall be responsible for
compliance by any subcontractor or lower tier subcontractor with
the clauses set forth in subparagraphs (1) through (4) of this
paragraph.
(c) Health and Safety. The provisions of this paragraph (c) are
applicable only where the amount of the prime contract exceeds
$100,000.
Agreement to Enter into a PBV HAP Contract
HUD 52531B, Part 2 of 2
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(1) No laborer or mechanic shall be required to work in
surroundings or under working conditions which are
unsanitary, hazardous or dangerous to his health and safety as
established under construction safety and health standards
promulgated by the Secretary of Labor by regulation.
(2) The contractor shall comply with all regulations issue by the
Secretary of Labor pursuant to Title 29 part 1926 and failure
to comply may result in imposition of sanctions pursuant to the
Contract Work Hours and Safety Standards Act, 40 USC 3701
et seq.
(3) The contractor shall include the provisions of this paragraph in
every subcontract so that such provisions will be binding on
each subcontractor. The contractor shall take such action with
respect to any subcontract as the Secretary of Housing and
Urban Development or the Secretary of Labor shall direct as a
means of enforcing such provisions.
2.5
Reserved
2.6
Reserved
2.7
Reserved
2.8
Wage and Claims Adjustments
The owner shall be responsible for the correction of all violations under section
2.4, including violations committed by other contractors. In cases where there is
evidence of underpayment of salaries or wages to any laborers or mechanics
(including apprentices and trainees) by the owner or other contractor or a failure
by the owner or other contractor to submit payrolls and related reports, the owner
shall be required to place an amount in escrow, as determined by HUD sufficient
to pay persons employed on the work covered by the Agreement the difference
between the salaries or wages actually paid such employees for the total number
of hours worked and the full amount of wages required under this Agreement, as
well as an amount determined by HUD to be sufficient to satisfy any liability of
the owner or other contractor for liquidated damages pursuant to section 2.4. The
amounts withheld may be disbursed by HUD for and on account of the owner or
other contractor to the respective employees to whom they are due, and to the
Federal Government in satisfaction of liquidated damages under section 2.4.
Agreement to Enter into a PBV HAP Contract
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2.9
Reserved
2.10
Evidence of Unit(s) Completion; Escrow
A.
The owner shall evidence the completion of the unit(s) by furnishing the
PHA, in addition to the requirements listed in Part I of this Agreement, a
certification of compliance with the provisions of sections 2.4 and 2.8 of
this Agreement, and that to the best of the owner’s knowledge and belief
there are no claims of underpayment to laborers or mechanics in alleged
violation of these provisions of the Agreement. In the event there are any
such pending claims to the knowledge of the owner, the PHA, or HUD,
the owner will place a sufficient amount in escrow, as directed by the PHA
or HUD, to assure such payments.
B.
The escrows required under this section and section 2.8 of shall be paid to
HUD, as escrowee, or to an escrowee designated by HUD, and the
conditions and manner of releasing such escrows shall be designated and
approved by HUD.
2.11
Flood Insurance
If the project is located in an area that has been identified by the Federal
Emergency Management Agency as an area having special flood hazards and if
the sale of flood insurance has been made available under the National Flood
Insurance Program, the owner agrees that: (1) the project will be covered, during
the life of the property, by flood insurance in an amount at least equal to its
development or project cost (less estimated land cost) or to the limit of coverage
made available with respect to the particular type of property under the National
Flood Insurance Act of 1968, whichever is less; and (2) that it will advise any
prospective purchaser or transferee of the property in writing of the continuing
statutory requirement to maintain such flood insurance during the life of the
property.
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
OPPORTUNITY
In accordance with the fiscal year 2022-23 Annual PHA Plan, the City of Glendale Housing Authority
(GHA) PHA AZ003 is accepting proposals for Project Based Vouchers from qualified developments
under the provisions of 24 CFR 983.51(b)(2) Selection based on previous competition. This
opportunity is limited to proposed developments that meet all the following requirements:
1. Received an award of federal, State, or local (city or county) government funding that required a
competitive selection of proposals (e.g., HOME, Low-Income Housing Tax Credit, Community
Development Block Grant, or American Rescue Plan Act).
2. Competitive housing assistance selection process occurred within 3 years of the PBV proposal
selection date by the City of Glendale.
3. Competitive award did not involve any consideration that the project would receive PBV
assistance from the City of Glendale.
4. Proposed development must be in an incorporated area of the City of Glendale.
5. Construction has not started.
INTENT TO AWARD
GHA intends to commit up to 20% of its Housing Choice Vouchers to be utilized as Project Based
Vouchers to attract new development of quality affordable housing in Glendale. GHA may project-base
an additional 10% of its authorized units for units specifically made available to homeless persons,
veterans, persons with disabilities, elderly persons or units located in a census tract with a poverty rate
of 20% or less.
REVIEW PERIOD
This is an ongoing opportunity for qualified developments to submit PBV Assistance Applications on a
rolling basis after having been awarded a competitive award from another agency. This is NOT a
Request for Proposals.
The city of Glendale will conduct a monthly review of all applications received by midnight on the
second Sunday of every month. Applications will be evaluated by a selection panel of at least three
persons who will review, evaluate, rank, and select the applications according to the information
submitted with the application. Award decisions will be made within 45 days of the submission
deadline for that month. Applications received after midnight on the fourth Sunday will be considered
in the following month’s review. Incomplete applications will be returned to applicants with noted
deficiencies and can be reconsidered during the next monthly review based on resubmission date.
HOW TO APPLY
Complete the following application and submit it as one pdf document including all attachments and
all pages sequentially numbered. Applications or questions should be emailed to
glendalehousing@glendaleaz.com.
Page 1 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
PROJECT OVERVIEW
This information will not be used for application ranking.
I.
Project Owner Information
a. Organization Name: Gorman & Company, LLC, on behald of Centerline on Glendale,
LLC and Centerline on Glendale Two, LLC
b. Organization Address: 200 North Main Street, Oregon, WI 53575
c. Executive Director/CEO Name: Brian Swanton Telephone: 602-708-4889 Email:
bswanton@gormanusa.com
d. Project Manager Name: Brian Swanton Telephone: 602-708-4889 Email:
bswanton@gormanusa.com
e. Other Principal/s (Name, Telephone, Email):
f. Organization Type
Community Housing Development Organization
Nonprofit Housing Developer
Nonprofit Community Organization
For Profit Housing Developer
Other (please specify):
II.
Development Consultant (if applicable)
a. Organization Name: N/A
b. Contact Name: Telephone: Email:
III.
General Project Information
a. Name: Centerline on Glendale Phase I & Centerline on Glendale Phase II
b. Address/Location: SE corner of West Glendale and 67th Ave, Glendale, AZ 85301
c. Parcel Number: 144-07-004B, 144-07-004C, 144-07-004G, 144-07-005C
d. Is the property currently owned by the Project Owner or affiliate?
Yes
No
e. If no, provide dates and specificity regarding when the Project Owner anticipates
taking ownership of the property and include contracts or other documentation as an
appendix to the application: Property will sell/close February 13, 2023 see attached
PSA agreement/amendments
f. What is the requested PBV contract term length? 20 Years
IV. Project Timeline
Describe in detail the project timeline from inception to initial occupancy.
The project land was placed in escrow June 16, 2021. Since that time the general
plan was amended and the land has been re-zoned to PAD allowing for the proposed 368
unit development. Design review has been approved and final building permits (2nd review)
are pending. Financing has been structured using federal (4%) low income housing tax
credits, competitive state low income housing tax credits, soft financing from Maricopa
County, the State of Arizona Department of Housing, City of Glendale (CDBG) and housing
vouchers from the Arizona Health Care Cost Containment System. All funding sources have
been awarded. Permitting is set to be fully approved by early February 2023 with financial
Page 2 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
closing February 13, 2023. Construction will begin immediately and take 20 months to
complete with a phased opening of the 8 residential buildings beginning August 2025
through October 2025. Occupancy will begin as each building is completed during that
timeframe._______________
V.
Obstacles
Describe any known obstacles or issues that may affect the ability to meet any
of the project timelines including zoning/land-use issues, environmental
concerns etc.
There are no known obstacles that will effect timelines. All entitlements
are approved. All financing is in place. Once permits are approved
construction will begin March 2023 and be completed by October 2025
VI. Previous Competition Award Information
Provide information regarding the previously awarded competitive process and include a copy
of the award letter and contract as an attachment to this application.
a. Organization Name: Arizona Department of Housing
b. RFP Number: n/a
c. Date of Award:
d. Award Amount: $6 million in HOME and NationalHousing Trust Funds as well as $2
million in annual State Housing Tax Credits
VII. Disclosure of other government assistance for the proposed project (subsidy
layering review).
Arizona Department of Housing National Housing Trust Fund and HOME fund
Maricopa County ARPA SLFRF funding and City of Glendale CDBG.
PROJECT RANKING CRITERIA (up to 200 points total):
The details provided below will be used to rank and review applications. The number of points
available and how the application will be scored is included in each section. Additionally, applications
will also be awarded up to 10 additional points by evaluators based on overall development feasibility,
financial feasibility, and quality of the application. The review committee reserves the right to request
references or additional information as needed.
I.
Development Experience (up to 70 points)
Select the option below that is most applicable and provide a brief narrative describing
the Project Owner’s experience in developing, owning, and managing rental properties,
especially those serving low-income families; the number of years of experience; the
number of units managed, and total number of developments. Information provided in
the narrative must substantiate the multiple-choice selection in detail.
Narrative: Since 1984, Gorman & Company has specialized in constructing and rehabilitating
affordable housing, community revitalization, mixed-use housing, workforce housing and
historic renovations. Gorman is a national company operating in 10 states across the
Page 3 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
country, including Arizona. Gorman is a fully integrated company including development,
architecture, construction management, property and asset management, has been
nationally recognized as one of the top 50 affordable housing developers and received
numerous awards related to affordable housing. The company has developed over 11,000
units in 140 developments including 1,350 units in 16 projects in Maricopa County.
Years of Experience:
a.
10 years or more (10 points)
b.
5-9 years (5 points)
c.
1-4 years (0 points)
Number of developments in Maricopa County:
a.
10 or more (10 points)
b.
5-9 (5 points)
c.
3-4 (3 points)
d.
2 or less (0 points)
Number of developments in United States:
a.
31 or more (20 points)
b.
21-30 (15 points)
c.
11-20 (10 points)
d.
5-10 (5 points)
e.
4 or less (0 points)
Average number of units per development (please ensure the total number of units and total
number of developments is included in the narrative to substantiate your response here:
a.
301 or more (20 points)
b.
201-300 (15 points)
c.
101-200 (10 points)
d.
50-100 (5 points)
e.
49 or less (0 points)
Number of existing developments currently managed by Project Owner that participate in the
U.S. Department of Housing and Urban Development Part 983 Project-Based Voucher (PBV)
Program.
a.
10 or more (10 points)
b.
5-9 (5 points)
c.
3-4 (3 points)
d.
2 or less (0 points)
Page 4 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
II.
Ownership Intention (up to 10 points)
Select the option below that is most applicable and provide a brief narrative
describing the Project Owner’s intent as it relates to the long-term ownership of
the development. Information provided in the narrative must substantiate the multiple-
choice selection in detail.
Narrative: Gorman & Company intends to own this project for the length of the Land Use
Restriction Agreement, which is 30 years. As a company that is vertically integrated,
including development, architecture, construction, property management and asset
management, our business model is to be a long term owner/operator in compliance with all
LIHTC, ADOH, HUD and AHCCSS agreements.
a.
Project Owner will own for a minimum of 30 years (10 points)
b.
Project Owner will own for a minimum of 15 years (5 points)
c.
Project Owner may consider options to sell or transfer development during the
contract with the Housing Authority (0 points)
III. Management Intention (up to 10 points)
Select the option below that is most applicable and provide a brief narrative
describing the Project Owner’s intent as it relates to the long-term management of
the development. Information provided in the narrative must substantiate the multiple-
choice selection in detail.
Narrative: Gorman & Company is a long term owner/operator with its own property
management company. Gorman Property Management will serve as the property manager
for the duration of the contract. Currently, Gorman Property Management oversees 20
projects in the State of Arizona with vast experience in management of project based
vouchers and full compliance with HUD regulations.
a.
Project Owner will serve as the Property Manager for the duration of the contract
(10 points)
b.
Project Owner operates an affiliate Property Management Company that will serve
as the Property Manager for the duration of the contract (5 points)
c.
Project Owner will manage the property through a third-party contractor (0 points)
d.
Other as described in Narrative (up to 8 points)
IV.
Special Populations to use PBV Units (1 point for each dedicated unit, up to 10 points)
a. 5 per phase, 10 total Units for Homeless (McKinney-Vento Homeless Assistance Act
definition)
b. Units for Veterans
c. Units for persons with disabilities or elderly persons (62 or older)
V.
Census Tract Bonus (20 points)
Page 5 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
Is the development located in a Census Tract with a poverty rate of 20% or less?
Yes
No
VI.
Detailed Project Description (up to 80 points)
a. Describe the type of housing to be provided and how this type of housing meets the
need of Glendale residents (up to 10 points).
Narrative: Centerline on Glendale will provide housing for residents ranging from 30%
to 80% of area median income in 3 and 4 story buildings totaling 368 units. A
generous amenity package including a computer room, community space and exercise
room inside, and a dog park, splash pad, barbeques, ramadas and walking path
outside, will provide residents, including children, a range of spaces and opportunties
for activities. In addition, a commercial kitchen and retail/office spaces will offer
places for new businesses to be created. Currently, there is a large need and demand
for affordable housing in the City of Glendale with occupancy levels at 98% in the area
(market demand study by Newmark Valuation and Advisory) and a capture rate of
3.53% (anything under 10% shows a very strong market support for the product).
Rent rates have climbed substantially during the last few years driving demand for
more affordable housing. Units will be available from 1 bedroom to 3 bedrooms
serving singles and families. As new housing, it will provide residents with a clean,
healthy and attractive place to live which is increasingly difficult with rents
skyrocketing locally. Residents will also have on site access to supportive services as
well as the robust amenity package. This project will also offer units for SMI and
developmentally disabled residents through a partnership/vouchers from the Arizona
Health Care Cost Containment System. These types of units are in high demand with
few options available for this population.
b. Describe how this development will enhance the livability, aesthetics, or otherwise
improve the surrounding neighborhood (up to 10 points).
Narrative: This project sits on the west end of the Centerline Overlay District, created
by the businesses and residents to focus on ways to improve the neighborhood. While the
intention was well conceived, there has been limited investment in the area since its
inception. This project, designed to follow the guidelines and desires of the plan, will put a
stake in the ground at the western entrance into the district with a $115 million dollar
investment that creates a walkable urban environment proximate to public transportation,
amenities and Downtown Glendale. The building fronting Glendale will be over fifty feet high
with ground floor mixed uses that will bring life to the street and set the tone for development
continuing to the east. It's brick veneer and and porous street frontage will begin to establish
the environment envisioned in the Centerline Overlay District and jumpstart further
revitalization of the neighborhood. In other words it will set the benchmark for how the
neighborhood can look moving forward.
Page 6 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
c. Describe how the development meets funding priorities and is consistent with the City
of Glendale 5-Year Consolidated Plan which can be found here. Specifically identify
which goals will be addressed and how (up to 10 points).
Narrative: Page 3 and 4 of the 2022-2023 City of Glendale Annual Action plan states 6
main goals. Those goals include the following:
a. Promote access to decent affordable housing
b. Increase access to homeless services/housing
c. Increase access to public services for vulnerable populations
d. Provide educational programs and business assistance
e. Enhance livability of neighborhoods
f. Affirmatively further fair housing regulations
This project direcly fulfills the first 5 goals and puts into practice the sixth goal.
Centerline on Glendale (Phase 1 & 2) provides 368 total affordable units for residents,
including low income and at risk of homelessness/homeless. The development will
offer direct services to residents by Gorman and Company and through AHCCCS to
assist those with disabilities and with assistance in life skills. As part of the mixed use
portion of the project Gorman & Company is partnering with Local First Arizona to
create a commercial kitchen for small food vendors looking to improve their product
and learn how to build and grow small food businesses. The goal of this facility is to
create new small businesses that can strengthen low income families. As stated in
VI.b., this project is following the Centerline Overlay District plan which seeks to
enhance the neighborhood by creating a walkable, urban, mixed use environment that
revitalizes the community. This project mirrors those guidelines and reflects what the
residents and businesses have called for in their neighborhood. Finally, given the
nature of the funding sources for this project, fair housing regulations will be put into
practice for every unit. Gorman & Company looks forward to serving the residents of
Glendale.
d. Characteristics and demographics of the population to be served and how this benefits
the city of Glendale (up to 10 points).
Narrative: This project and the project based vouchers will serve those in need. The
census tract Centerline on Glendale is located in, 928.01, skews young, low to moderate
income and more likely to have very young children. Note the following statistics: average
age 26.1 vs 33.7 City of Glendale; median household income $46,382 vs $60,499 City of
Glendale; 12% use public transportation vs 2% City of Glendale; 6.9% of women gave birth in
past year vs 6.6% City of Glendale. The affordability, number of 2 and 3 bedroom units and
adjacent access to major bus lines, serve those in the neighborhood which in turn
strengthens the City of Glendale because it reduces the stress of living paycheck to paycheck
when housing is stable. The access to public transportation reduces costs, allowing
residents to spend their paychecks on important items such as food, healthcare and needs of
Page 7 of 53
Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
their children. When residents are unsure of their living arrangements due to cost and need
for personnel transportation, the stress is often born out on children and partners creating
bad situations for them and the community. Ultimately, this project is about creating an
environment where residents can thrive and thus build better lives for themselves and the
neighborhood.
e. Evidence of financing or lender interest, include pertinent documents as attachments
(up to 10 points).
Narrative: Centerline on Glendale is receiving equity through federal and state low
income housing tax credits, ARPA funds through the Arizona Department of Housing
and Maricopa County, CDBG funds through the City of Glendale and project based
vouchers from AHCCCS. Attached to this application is verification of those sources of
funding.
f. On-site support services to be provided (up to 10 points).
Narrative: Our on-site staff will leverage resources in the community in support of our
residents, with a particular emphasis on our SMI population. In addition, through our
partnership with AHCCCS, direct services and case management will be available to
the SMI households from the AHCCCS organization.
g. Location, characteristics, and distance to neighborhood amenities such as services,
health care, and public transportation (up to 10 points).
Narrative: The number one reason this site was selected was its proximity to
everything that residents need to live including transportation, retail, amenities and
healthcare. Major bus routes surround the project on both Glendale Avenue and 67th
Avenue. Stops are literally out the front door of the project. This will allow residents
to quickly get to jobs both in Downtown Glendale, west toward Westgate
Entertainment District or other job centers outside the city such as Downtown
Phoenix. A quarter mile to the west, Mountain Park Health Center is constructing a
brand new facility to serve the community and a half mile west is a Walmart
Neighborhood Market. Immediately surrounding the site are multiple restaurants,
service providers and schools, including Glendale High School. Downtown Glendale is
less than a mile away.
h. Describe waitlist management and advertising practices, how they would align to
GHA’s preference priorities, and how you would envision collaborating with GHA to
promote waitlist opportunities (up to 10 points).
Narrative: Our property management division is well versed in navigating the layers of
compliance that come with not only a LIHTC development but special needs
populations, SMI setasides, funding sources at a local, state, and federal level, and
Project Based Vouchers. Six months prior to the completion of construction, Proeprty
Management will open an interest list and begin working with prospective tenants.
Affirmative Fair Housing Marketing Plans are created to ensure compliance at a
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Project Based Voucher Assistance Application
Limited Opportunity Under 24 CFR 983.51(b)(2)
For Selection Based on Previous Competition Only
Federal level and implement accessibility to all populations. We look forward to
collaborating with GHA to reach an even larger prospective tenant base and increase
the number of resources for accessibility.
VII. Required Attachments
a. Previous Competition Award Letter and Contract
b. Proof of Authority to Operate in the State of Arizona (Arizona Corporation
Commission)
c. Unit Summary Table: Include a table that identifies the number of requested PBV
units, number of other subsidized units, number of market rate units, and total units
by bedroom size.
d. Proposed Contract Rent: Include a table that shows proposed contract rent per month
based on unit size.
VIII. Optional Attachments
List any additional attachments by name and number that you will include with your
application as needed:
Purchase and sale agreement/amendments for land
Page 9 of 53
ATTACHMENT E
VIA EMAIL, FEDEX AND U.S. MAIL
(bswanton@gormanusa.com)
(sschwenn@gormanusa.com)
April 1, 2022
Mr. Brian Swanton
Centerline on Glendale, LLC
c/o Gorman & Company, LLC
200 N. Main Street
Oregon, WI 53575-1447
RE:
Reservation of 2022 State Low Income Housing Tax Credits
Centerline on Glendale Phase I / State LIHTC #STC-01-22
Dear Mr. Swanton:
The Arizona Department of Housing (the “Department”) hereby notifies you of its decision on your application for
Low Income Housing Tax Credits (“LIHTC”) submitted February 15, 2022. The Department is pleased to officially
notify you that the above-referenced project qualifies for a reservation of State Low Income Housing Tax Credits
(“State Tax Credits”) from the 2022 credit ceiling contingent on the fulfillment of the specific requirements and/or
conditions described in this letter.
Reservation Amount
Based on its review of the 2022 state tax credit application for Centerline on Glendale Phase I, the Department issues
this Reservation of 2022 State Tax Credits to Centerline on Glendale, LLC in the amount of $1,000,000. The amount
of State Tax Credits reserved to the project is the lesser of the following: (1) the amount computed under the Eligible
Basis Analysis per the 2022-2023 Qualified Allocation Plan (“QAP”); or (2) the amount computed per the financial
feasibility test in the 2022-2023 QAP.
Conditions
Applicant must meet all conditions stated within this letter to move forward in the State Tax Credits allocation
process.
Condition 1
The Preliminary 4% LIHTC Application was received. To move forward in the State Tax Credit and 4% LIHTC
process all Final Application Documents must be submitted and the issuance 4% LIHTC Determination of
Qualification must be secured.
Page 10 of 53
ATTACHMENT A
Centerline on Glendale – Phase I / #STC-01-22 / Reservation
April 1, 2022
Page 2
Condition 2
The reservation of State Tax Credits is conditioned on payment of the Reservation Fee in the amount of $80,000
within 30 days of the Determination of Qualification for 4% LIHTCs.
Thank you for your application, we look forward to working with you on this project. Please contact Sheree Bouchee
at sheree.bouchee@az.housing.gov if there are questions.
Sincerely,
Sheree Bouchee
Rental Programs Administrator
Enclosures
cc: (sluster@gormanusa.com)
(cindy.stotler@az.housing.gov)
Page 11 of 53
September 23, 2022
Revised December 21, 2022
VIA EMAIL
(bswanton@gormanusa.com)
(mnesvacil@gormanusa.com)
Mr. Brian Swanton
Gorman & Company, LLC
200 N Main Street
Oregon, WI 53575-1447
RE:
ADOH Gap Financing Reservation
Centerline on Glendale - Phase I
Dear Mr. Swanton,
The Arizona Department of Housing (“ADOH” or the “Department”) has received a request for up to $3,000,000 in
National Housing Trust Fund (“NHTF”) and HOME dollars for the New Construction of a 186 unit housing
community in Glendale, Arizona (the “Project”).
This letter sets forth the terms and conditions under which the Department is conditionally reserving ADOH Gap
Financing to supplement the allocation of Tax Credits to the Project. Where not herein defined, all terms are as
defined in the 2022 Qualified Allocation Plan (“QAP”).
This reservation letter includes a conditional gap determination based on the submission of initial the gap application
and supporting documentation. The funding will be contingent upon the completion of an environmental review;
final underwriting assessment and approval; and valid funding commitments from all other sources. The
Department accepts no responsibility for any adverse consequences to the Project Owner if the Owner chooses to
proceed with the Project based upon this letter.
Applicant:
Loan Amount:
Loan Terms:
Centerline on Glendale, LLC
Up to $379,800 in National Housing Trust Funds
Up to $2,620,200 in HOME dollars
(final amount will be based on underwriting and subsidy layering evaluation)
ADOH loan shall be secured through a Deed of Trust and accrue simple interest annually at
the long-term applicable federal rate as of the date the loan closes. The term of the loan will
be based upon the longest period of affordability associated with the source of the funds
awarded (15-30 years). The annual payment shall be the greater of: (1) an annual simple
Page 12 of 53
Centerline on Glendale, LLC - ADOH GAP Financing
September 23, 2022 - Revised December 21, 2022
Page 2
interest hard payment to be determined by ADOH during underwriting or (2) Surplus Cash
Flow. If loan is structured as a Surplus Cash note a minimum annual payment of $1,000 will
be required.
Loan Fees:
There are no loan fees.
Pending the above-mentioned conditions, this letter of interest is confirmed for 30 days following final underwriting
approval by ADOH.
We are pleased to support the development of Centerline on Glendale - Phase I and look forward to its completion.
This project will help increase affordable housing in our community!
Sincerely,
Sheree Bouchee
Rental Programs Administrator
Page 13 of 53
Douglas A. Ducey, Governor
Jami Snyder, Director
801 East Jefferson, Phoenix, AZ 85034 • PO Box 25520, Phoenix, AZ 85002 • 602-417-4000 • www.azahcccs.gov
February 1, 2022
Brian Swanton, President & CEO
Gorman & Company, LLC
200 N. Main St.
Oregon, WI 53575
SUBJECT:
Centerline on Glendale – Phase I
Project-Based Voucher Commitment
Dear Mr. Swanton:
This letter serves as a preliminary commitment to award twenty (20) project-based, long-term
rental subsidies for the Centerline on Glendale – Phase I development in Glendale, AZ. This
award is based on the provisions of the AHCCCS Housing Program’s (AHP’s) Permanent Supportive
Housing Vouchers for persons with behavioral health needs.
This award of project-based rental subsidies is subject to conformance with all AHCCCS program
requirements and review of project due diligence. Once all conditions are met, an Agreement to
Enter into a Housing Assistance Payment (AHAP) Contract will be executed. Once construction is
completed and the property passes required inspections, AHCCCS’s Housing Administrator will
execute a Housing Assistance Payment (HAP) Contract with an initial term of up to 20 years. The
AHCCCS Housing Administrator would also coordinate referrals of eligible members for those units.
As you know, AHCCCS is working with its partners Arizona Behavioral Health Corporation (ABC) and HOM, Inc.,
to design a program and a replicable model around project-based rental subsidies for new developments like
yours. Finding affordable and available housing for those with mental health needs is a crisis in our state. Your
willingness to set aside units in your new development for this population is admirable and greatly appreciated.
If all affordable housing developers were willing to do this, our housing crisis would be far less severe.
Thank you for your interest in partnering with AHCCCS and our partnering housing agencies to house
Arizona’s seriously mentally ill residents. We look forward to working with you on this worthwhile
project. Should you have any questions, please contact me at (602) 417-4290 or
david.bridge@azahcccs.gov.
Sincerely,
David Bridge
Director of Housing Programs
Page 14 of 53
VIA EMAIL, FEDEX AND U.S. MAIL
(bswanton@gormanusa.com)
(sschwenn@gormanusa.com)
April 1, 2022
Mr. Brian Swanton
Centerline on Glendale Two, LLC
c/o Gorman & Company, LLC
200 N. Main Street
Oregon, WI 53575-1447
RE:
Reservation of 2022 State Low Income Housing Tax Credits
Centerline on Glendale Phase II / State LIHTC #STC-02-22
Dear Mr. Swanton:
The Arizona Department of Housing (the “Department”) hereby notifies you of its decision on your application for
Low Income Housing Tax Credits (“LIHTC”) submitted February 15, 2022. The Department is pleased to officially
notify you that the above-referenced project qualifies for a reservation of State Low Income Housing Tax Credits
(“State Tax Credits”) from the 2022 credit ceiling contingent on the fulfillment of the specific requirements and/or
conditions described in this letter.
Reservation Amount
Based on its review of the 2022 state tax credit application for Centerline on Glendale Phase II, the Department
issues this Reservation of 2022 State Tax Credits to Centerline on Glendale Two, LLC in the amount of $1,000,000.
The amount of State Tax Credits reserved to the project is the lesser of the following: (1) the amount computed under
the Eligible Basis Analysis per the 2022-2023 Qualified Allocation Plan (“QAP”); or (2) the amount computed per the
financial feasibility test in the 2022-2023 QAP.
Conditions
Applicant must meet all conditions stated within this letter to move forward in the State Tax Credits allocation
process.
Condition 1
The Preliminary 4% LIHTC Application was received. To move forward in the State Tax Credit and 4% LIHTC
process all Final Application Documents must be submitted and the issuance 4% LIHTC Determination of
Qualification must be secured.
Page 15 of 53
Centerline on Glendale – Phase II / #STC-02-22 / Reservation
April 1, 2022
Page 2
Condition 2
The reservation of State Tax Credits is conditioned on payment of the Reservation Fee in the amount of $80,000
within 30 days of the Determination of Qualification for 4% LIHTCs.
Thank you for your application, we look forward to working with you on this project. Please contact Sheree Bouchee
at sheree.bouchee@az.housing.gov if there are questions.
Sincerely,
Sheree Bouchee
Rental Programs Administrator
Enclosures
cc: (sluster@gormanusa.com)
(cindy.stotler@az.housing.gov)
Page 16 of 53
September 23, 2022
Revised December 21, 2022
VIA EMAIL
(bswanton@gormanusa.com)
(mnesvacil@gormanusa.com)
Mr. Brian Swanton
Gorman & Company, LLC
200 N Main Street
Oregon, WI 53575-1447
RE:
ADOH Gap Financing Reservation
Centerline on Glendale - Phase II
Dear Mr. Swanton,
The Arizona Department of Housing (“ADOH” or the “Department”) has received a request for up to $3,000,000 in
HOME dollars for the New Construction of a 182 unit housing community in Glendale, Arizona (the “Project”).
This letter sets forth the terms and conditions under which the Department is conditionally reserving ADOH Gap
Financing to supplement the allocation of Tax Credits to the Project. Where not herein defined, all terms are as
defined in the 2022 Qualified Allocation Plan (“QAP”).
This reservation letter includes a conditional gap determination based on the submission of initial the gap application
and supporting documentation. The funding will be contingent upon the completion of an environmental review;
final underwriting assessment and approval; and valid funding commitments from all other sources. The
Department accepts no responsibility for any adverse consequences to the Project Owner if the Owner chooses to
proceed with the Project based upon this letter.
Applicant:
Centerline on Glendale Two, LLC
Loan Amount:
Up to $3,000,000 in HOME dollars (final amount will be based on underwriting and
subsidy layering evaluation)
Loan Terms:
ADOH loan shall be secured through a Deed of Trust and accrue simple interest annually at
the long-term applicable federal rate as of the date the loan closes. The term of the loan will
be based upon the longest period of affordability associated with the source of the funds
awarded (15-30 years). The annual payment shall be the greater of: (1) an annual simple
interest hard payment to be determined by ADOH during underwriting or (2) Surplus Cash
Page 17 of 53
Centerline on Glendale Two, LLC - ADOH GAP Financing
September 23, 2022 – Revised December 21, 2022
Page 2
Flow. If loan is structured as a Surplus Cash note a minimum annual payment of $1,000 will
be required.
Loan Fees:
There are no loan fees.
Pending the above-mentioned conditions, this letter of interest is confirmed for 30 days following final underwriting
approval by ADOH.
We are pleased to support the development of Centerline on Glendale - Phase II and look forward to its completion.
This project will help increase affordable housing in our community!
Sincerely,
Sheree Bouchee
Rental Programs Administrator
Page 18 of 53
Douglas A. Ducey, Governor
Jami Snyder, Director
801 East Jefferson, Phoenix, AZ 85034 • PO Box 25520, Phoenix, AZ 85002 • 602-417-4000 • www.azahcccs.gov
February 1, 2022
Brian Swanton, President & CEO
Gorman & Company, LLC
200 N. Main St.
Oregon, WI 53575
SUBJECT:
Centerline on Glendale – Phase II
Project-Based Voucher Commitment
Dear Mr. Swanton:
This letter serves as a preliminary commitment to award twenty (20) project-based, long-term
rental subsidies for the Centerline on Glendale – Phase II development in Glendale, AZ. This
award is based on the provisions of the AHCCCS Housing Program’s (AHP’s) Permanent Supportive
Housing Vouchers for persons with behavioral health needs.
This award of project-based rental subsidies is subject to conformance with all AHCCCS program
requirements, review of project due diligence and availability of funds to AHCCCS from the
State of Arizona. Once all conditions are met, an Agreement to Enter into a Housing Assistance
Payment (AHAP) Contract will be executed. Once construction is completed and the property
passes required inspections, AHCCCS’s Housing Administrator will execute a Housing Assistance
Payment (HAP) Contract with an initial term of up to 20 years. The AHCCCS Housing Administrator would
also coordinate referrals of eligible members for the committed units.
As you know, AHCCCS is working with its partners Arizona Behavioral Health Corporation (ABC) and HOM, Inc.,
to design a program and a replicable model around project-based rental subsidies for new developments like
yours. Finding affordable and available housing for those with mental health needs is a crisis in our state. Your
willingness to set aside units in your new development for this population is admirable and greatly appreciated.
If all affordable housing developers were willing to do this, our housing crisis would be far less severe.
Thank you for your interest in partnering with AHCCCS and our partnering housing agencies to house
Arizona’s seriously mentally ill residents. We look forward to working with you on this worthwhile
project. Should you have any questions, please contact me at (602) 417-4290 or
david.bridge@azahcccs.gov.
Sincerely,
David Bridge
Director of Housing Programs
Page 19 of 53
Page 20 of 53
ATTACHMENT B
Page 21 of 53
Page 22 of 53
P: (608) 835-3900
F: (608) 835-3922
info@GormanUSA.com
www.GormanUSA.com
200 N Main Street
Oregon, WI 53575
ATLANTA
CHICAGO
DENVER
MADISON
MILWAUKEE
PHOENIX
PORTLAND
Attachment C
Phase 1
City of Glendale ACHHHS
Unit Type PBV Units PBV Units LIHTC-only Market Rate Total
1BR 11 15 70 0 96
2BR 16 4 52 0 72
3BR 13 1 4 0 18
40 20 126 0 186
Phase 2
City of Glendale ACHHHS
Unit Type PBV Units PBV Units LIHTC-only Market Rate Total
1BR 12 15 47 0 74
2BR 16 4 62 0 82
3BR 12 1 13 0 26
40 20 122 0 182
Page 23 of 53
P: (608) 835-3900
F: (608) 835-3922
info@GormanUSA.com
www.GormanUSA.com
200 N Main Street
Oregon, WI 53575
ATLANTA
CHICAGO
DENVER
MADISON
MILWAUKEE
PHOENIX
PORTLAND
Attachment D
Phase 1
Unit Type Contract Rent
1BR $1,511
2BR $1,791
3BR $2,476
Phase 2
Unit Type Contract Rent
1BR $1,511
2BR $1,791
3BR $2,476
Page 24 of 53
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ATTACHMENT E
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16
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Page 53 of 53
SERIAL 220166-RFP
AFFORDABLE HOUSING DEVELOPMENT OPPORTUNITIES
Contract - Centerline on Glendale Two
DATE OF LAST REVISION: March 23, 2022
CONTRACT END DATE: June 30, 2024
CONTRACT PERIOD THROUGH JUNE 30, 2024
TO:
All Departments
FROM:
Office of Procurement Services
SUBJECT:
Contract for AFFORDABLE HOUSING DEVELOPMENT OPPORTUNITIES
Attached to this letter is published an effective purchasing contract for products and/or services to be
supplied to Maricopa County activities as awarded by Maricopa County on March 23, 2022
All purchases of products and/or services listed on the attached pages of this letter are to be obtained
from the vendor holding the contract. Individuals are responsible to the vendor for purchases made
outside of contracts. The contract period is indicated above.
EK/mm
Attach
Copy to:
Office of Procurement Services
Virginia Sturgill, Human Services
Rachel Milne, Human Services
Jamie Macfarlane, Human Services
AFFORDABLE HOUSING DEVELOPMENT OPPORTUNITIES
220166-RFP
This Contract is entered into this 23rd day of March 2022 by and between Maricopa County (“County”), a
political subdivision of the State of Arizona, and Centerline on Glendale Two, LLC, a Wisconsin Limited
Liability Company (“Contractor” or “Developer”).
1.0
CONTRACT TERM
This Contract is for a term of 2 years and 3 months, beginning on the 23rd day of March 2022 and
ending the 30th day of June 2024; however, all applicable terms and conditions of this Contract,
and any Exhibits hereto, shall remain valid for the entire Affordability Period as defined in Exhibit
C, Special Terms and Conditions, attached hereto and made a part hereof. (“Contractor” will be
referred to in Exhibit C – Special Terms and Conditions, as “Developer”).
2.0
OPTION TO RENEW
The County may, at its option and with the concurrence of the Contractor, renew the term of this
Contract up to a maximum of two years and six months. The Contractor shall be notified in writing
by the Office of Procurement Services of the County’s intention to renew the Contract term at least
60 calendar days prior to the expiration of the original Contract term.
3.0
SPECIAL TERMS AND CONDITIONS TERM
Special Terms and Conditions (Exhibit C) Developer’s Contract Termination Date: 30 years from
the date of issue of Certificate of Occupancy.
4.0
CONTRACT COMPLETION
In preparation for Contract completion, the Contractor shall make all reasonable efforts for an
orderly transition of its duties and responsibilities to another provider and/or to the County. This
may include, but is not limited to, preparation of a transition plan and cooperation with the County
or other providers in the transition. The transition includes the transfer of all records and other data
in the possession, custody, or control of the Contractor that are required to be provided to the
County either by the terms of this agreement or as a matter of law. The provisions of this clause
shall survive the expiration or termination of this agreement.
5.0
AVAILABILITY OF FUNDS
5.1
The provisions of this Contract relating to payment for services shall become effective
when funds assigned for the purpose of compensating the Contractor as herein provided
are actually available to County for disbursement. The County shall be the sole judge and
authority in determining the availability of funds under this contract. County shall keep the
Contractor fully informed as to the availability of funds.
5.2
If any action is taken by, any State agency, Federal department, or any other agency or
instrumentality to suspend, decrease, or terminate its fiscal obligations under, or in
connection with, this contract, County may amend, suspend, decrease, or terminate its
obligations under, or in connection with, this contract. In the event of termination, County
SERIAL 220166-RFP
shall be liable for payment only for services rendered prior to the effective date of the
termination, provided that such services are performed in accordance with the provisions
of this contract. County shall give written notice of the effective date of any suspension,
amendment, or termination under this section, at least 10 days in advance.
6.0
DUTIES
The Contractor shall perform all duties stated in Exhibit B – Statement of Work, or as otherwise
directed in writing by the Department of Housing, and the procurement officer (as applicable).
7.0
TERMS AND CONDITIONS
7.1
INDEMNIFICATION
7.1.1
To the fullest extent permitted by law, and to the extent that claims, damages,
losses, or expenses are not covered and paid by insurance purchased by the
Contractor, the Contractor shall defend, indemnify, and hold harmless the County
(as Owner), its agents, representatives, officers, directors, officials, and employees
from and against all claims, damages, losses, and expenses (including, but not
limited to attorneys' fees, court costs, expert witness fees, and the costs and
attorneys' fees for appellate proceedings) arising out of, or alleged to have resulted
from, the negligent acts, errors, omissions, or mistakes relating to the performance
of this contract.
7.1.2
Contractor's duty to defend, indemnify, and hold harmless the County, its agents,
representatives, officers, directors, officials, and employees shall arise in
connection with any claim, damage, loss, or expense that is attributable to bodily
injury, sickness, disease, death, or injury to, impairment of, or destruction of
tangible property, including loss of use resulting therefrom, caused by negligent
acts, errors, omissions, or mistakes in the performance of this contract, but only to
the extent caused by the negligent acts or omissions of the Contractor, a
subcontractor, anyone directly or indirectly employed by them, or anyone for
whose acts they may be liable, regardless of whether or not such claim, damage,
loss, or expense is caused in part by a party indemnified hereunder.
7.1.3
The amount and type of insurance coverage requirements set forth herein will in
no way be construed as limiting the scope of the indemnity in this section.
7.1.4
The scope of this indemnification does not extend to the sole negligence of County.
7.2
INSURANCE
7.2.1
Contractor, at Contractor’s own expense, shall purchase and maintain, at a
minimum, the herein stipulated insurance from a company or companies duly
licensed by the State of Arizona and possessing an AM Best, Inc. category rating
of B++. In lieu of State of Arizona licensing, the stipulated insurance may be
purchased from a company or companies, which are authorized to do business in
the State of Arizona, provided that said insurance companies meet the approval of
County. The form of any insurance policies and forms must be acceptable to
County.
7.2.2
All insurance required herein shall be maintained in full force and effect until all
work or service required to be performed under the terms of the Contract is
satisfactorily completed and formally accepted. Failure to do so may, at the sole
discretion of County, constitute a material breach of this contract.
SERIAL 220166-RFP
7.2.3
In the event that the insurance required is written on a claims-made basis,
Contractor warrants that any retroactive date under the policy shall precede the
effective date of this Contract and either continuous coverage will be maintained,
or an extended discovery period will be exercised for a period of two years
beginning at the time work under this Contract is completed.
7.2.4
Contractor’s insurance shall be primary insurance as respects County, and any
insurance or self-insurance maintained by County shall not contribute to it.
7.2.5
Any failure to comply with the claim reporting provisions of the insurance policies
or any breach of an insurance policy warranty shall not affect the County’s right to
coverage afforded under the insurance policies.
7.2.6
The insurance policies may provide coverage that contains deductibles or self-
insured retentions. Such deductible and/or self-insured retentions shall not be
applicable with respect to the coverage provided to County under such policies.
Contractor shall be solely responsible for the deductible and/or self-insured
retention and County, at its option, may require Contractor to secure payment of
such deductibles or self-insured retentions by a surety bond or an irrevocable and
unconditional letter of credit.
7.2.7
The insurance policies required by this contract, except Workers’ Compensation
and Errors and Omissions, shall name County, its agents, representatives, officers,
directors, officials, and employees as additional insureds.
7.2.8
The policies required hereunder, except Errors and Omissions, shall contain a
waiver of transfer of rights of recovery (subrogation) against County, its agents,
representatives, officers, directors, officials, and employees for any claims arising
out of Contractor’s work or service.
7.2.9
If available, the insurance policies required by this Contract may be combined with
Commercial Umbrella Insurance policies to meet the minimum limit requirements.
If a Commercial Umbrella insurance policy is utilized to meet insurance
requirements, the Certificate of Insurance shall indicate which lines the
Commercial Umbrella Insurance covers.
7.2.9.1
Commercial General Liability
Commercial General Liability (CGL) insurance and, if necessary,
Commercial Umbrella insurance with a limit of not less than $3,000,000
for each occurrence, $4,000,000 Products/Completed Operations
Aggregate, and $4,000,000 General Aggregate Limit. The policy shall
include coverage for premises liability, bodily injury, broad form property
damage, personal injury, products and completed operations and
blanket contractual coverage, and shall not contain any provisions which
would serve to limit third party action over claims. There shall be no
endorsement or modifications of the CGL limiting the scope of coverage
for liability arising from explosion, collapse, or underground property
damage.
7.2.9.2
Errors and Omissions/Professional Liability Insurance
Errors and Omissions (Professional Liability) insurance which will insure
and provide coverage for errors or omissions or professional liability of
the Contractor, with limits of no less than $2,000,000 for each claim.
SERIAL 220166-RFP
7.2.9.3
Builder’s Risk (Property) Insurance
Contractor shall purchase and maintain, on a replacement cost basis,
Builders’ Risk insurance and, if necessary, Commercial Umbrella
insurance in the amount of the initial Contract amount, as well as
subsequent modifications thereto for the entire work at the site. Such
Builders’ Risk insurance shall be maintained until final payment has
been made or until no person or entity other than County has an
insurable interest in the property required to be covered, whichever is
earlier. This insurance shall include interests of County, Contractor, and
all subcontractors and sub‐subcontractors in the work during the life of
the Contract and course of construction and shall continue until the work
is completed and accepted by County. For new construction projects,
Contractor agrees to assume full responsibility for loss or damage to the
work being performed and to the structures under construction. For
renovation construction projects, Contractor agrees to assume
responsibility for loss or damage to the work being performed at least up
to the full Contract amount, unless otherwise required by the Contract
documents or amendments thereto. Builders’ Risk insurance shall be on
a special form and shall also cover false work and temporary buildings
and shall insure against risk of direct physical loss or damage from
external causes including debris removal, and demolition occasioned by
enforcement of any applicable legal requirements, and shall cover
reasonable compensation for architect’s service and expenses required
as a result of such insured loss and other “soft costs” as required by the
contract. Builders’ Risk insurance must provide coverage from the time
any covered property comes under Contractor’s control and/or
responsibility, and continue without interruption during construction,
renovation, or installation, including any time during which the covered
property is being transported to the construction installation site and
while on the construction or installation site awaiting installation. The
policy will provide coverage while the covered premises or any part
thereof are occupied. Builders’ Risk insurance shall be primary, and any
insurance or self‐insurance maintained by the County is not contributory.
If the Contract requires testing of equipment or other similar operations,
at the option of County, Contractor will be responsible for providing
property insurance for these exposures under a Boiler and Machinery
insurance policy or the Builders’ Risk Insurance policy.
7.2.10 Certificates of Insurance
7.2.10.1 Prior to Contract award, Contractor shall furnish the County with valid
and complete Certificates of Insurance, or formal endorsements as
required by the Contract in the form provided by the County, issued by
Contractor’s insurer(s), as evidence that policies providing the required
coverage, conditions and limits required by this Contract are in full force
and effect. Such certificates shall identify this Contract number and title.
7.2.10.2 In the event any insurance policy(ies) required by this Contract is (are)
written on a claims-made basis, coverage shall extend for two years past
completion and acceptance of Contractor’s work or services and as
evidenced by annual certificates of insurance.
7.2.10.3 If a policy does expire during the life of the Contract, a renewal certificate
must be sent to County 15 calendar days prior to the expiration date.
SERIAL 220166-RFP
7.2.10.4 Certificate holder shall be identified as:
Maricopa County
c/o Risk Management
301 W Jefferson St., Suite 910
Phoenix, AZ 85003
7.2.11 Cancellation and Expiration Notice
Applicable to all insurance policies required within the insurance requirements of
this contract, Contractor’s insurance shall not be permitted to expire, be
suspended, be canceled, or be materially changed for any reason without 30 days
prior written notice to Maricopa County. Contractor must provide to Maricopa
County, within two business days of receipt, if they receive notice of a policy that
has been or will be suspended, canceled, materially changed for any reason, has
expired, or will be expiring. Such notice shall be sent directly to Maricopa County
Office of Procurement Services and shall be mailed, or hand delivered to
160 S. 4th Avenue, Phoenix, AZ 85003, or emailed to the procurement officer noted
in the solicitation.
7.3
TERMINATION FOR CONVENIENCE
Maricopa County and the Contractor may agree to mutually terminate the resultant
Contract for convenience.
7.4
TERMINATION FOR DEFAULT
7.4.1
The County may, by written Notice of Default to the Contractor, terminate this
Contract in whole or in part if the Contractor fails to:
7.4.1.1
perform the services within the time specified in this Contract or any
extension;
7.4.1.2
make progress, so as to endanger performance of this contract; or
7.4.1.3
perform any of the other provisions of this contract.
7.4.2
The County’s right to terminate this Contract under these subparagraphs may be
exercised if the Contractor does not cure such failure after receipt of a Notice to
Cure from the procurement officer specifying the failure and time frame allowed in
which to remedy. The County shall allow for a time for cure that is no less than
thirty (30) days in which to cure any Contractor default.
7.5
PERFORMANCE
It shall be the Contractor’s responsibility to meet the proposed performance requirements.
7.6
STATUTORY RIGHT OF CANCELLATION FOR CONFLICT OF INTEREST
Notice is given that, pursuant to A.R.S. § 38-511, the County may cancel any Contract
without penalty or further obligation within three years after execution of the contract, if any
person significantly involved in initiating, negotiating, securing, drafting, or creating the
Contract on behalf of the County is at any time, while the Contract or any extension of the
Contract is in effect, an employee or agent of any other party to the Contract in any capacity
or consultant to any other party of the Contract with respect to the subject matter of the
contract. Additionally, pursuant to A.R.S. § 38-511, the County may recoup any fee or
commission paid or due to any person significantly involved in initiating, negotiating,
securing, drafting, or creating the Contract on behalf of the County from any other party to
the Contract arising as the result of the contract.
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7.7
ASSIGNMENT
The Contractor may not assign to another party for performance of the terms and
conditions hereof without the written consent of the County. All correspondence authorizing
assignment must reference the Contract serial number and identify the job or project.
7.8
AMENDMENTS
All amendments to this Contract shall be in writing and approved/signed by both parties.
Maricopa County Board of Supervisors shall be responsible for approving all amendments
for Maricopa County.
7.9
RIGHTS IN DATA
7.9.1
The County shall have the use of data and reports resulting from a Contract without
additional cost or other restriction except as may be established by law or
applicable regulation. Each party shall supply to the other party, upon request, any
available information that is relevant to a Contract and to the performance
thereunder.
7.9.2
Data, records, reports, and all other information generated for the County by a third
party as the result of a Contract are the property of the County and shall be
provided in a format designated by the County or shall be and remain accessible
to the County into perpetuity.
7.10
ACCESS TO AND RETENTION OF RECORDS FOR THE PURPOSE OF AUDIT AND/OR
OTHER REVIEW
7.10.1 In accordance with Section MC1-373 of the Maricopa County Procurement Code,
the Contractor agrees to retain (physical or digital copies of) all books, records,
accounts, statements, reports, files, and other records and back-up documentation
relevant to this Contract for six years after final payment or until after the resolution
of any audit questions, which could be more than six years, whichever is longest.
The County, Federal or State auditors and any other persons duly authorized by
the department shall have full access to and the right to examine, copy, and make
use of, any and all said materials.
7.10.2 If the Contractor’s books, records, accounts, statements, reports, files, and other
records and back-up documentation relevant to this Contract are not sufficient to
support and document that requested services were provided, the Contractor shall
reimburse Maricopa County for the services not so adequately supported and
documented.
7.11
AUDIT DISALLOWANCES
If at any time it is determined by the County that a cost for which payment has been made
is a disallowed cost, the County shall notify the Contractor in writing of the disallowance.
The course of action to address the disallowance shall be at sole discretion of the County,
and may include either an adjustment to future invoices, request for credit, request for a
check, or a deduction from current invoices submitted by the Contractor equal to the
amount of the disallowance, or to require reimbursement forthwith of the disallowed amount
by the Contractor by issuing a check payable to Maricopa County.
7.12
STRICT COMPLIANCE
Acceptance by County of a performance that is not in strict compliance with the terms of
the Contract shall not be deemed to be a waiver of strict compliance with respect to all
other terms of the contract.
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7.13
VALIDITY
The invalidity, in whole or in part, of any provision of this Contract shall not void or affect
the validity of any other provision of the contract.
7.14
SEVERABILITY
The removal, in whole or in part, of any provision of this Contract shall not void or affect
the validity of any other provision of this contract.
7.15
NON-DISCRIMINATION
Contractor agrees to comply with all provisions and requirements of Arizona Executive
Order 2009-09, including flow down of all provisions and requirements to any
subcontractors. Executive Order 2009-09 supersedes Executive Order 99-4 and amends
Executive Order 75-5 and is hereby incorporated into this Contract as if set forth in full
herein. During the performance of this contract, Contractor shall not discriminate against
any employee, client, or any other individual in any way because of that person’s age, race,
creed, color, religion, sex, disability, or national origin. (Arizona Executive Order 2009-09
can
be
downloaded
from
the
Arizona
Memory
Project
at
http://azmemory.azlibrary.gov/cdm/singleitem/collection/execorders/id/680/rec/1.)
7.16
WRITTEN CERTIFICATION PURSUANT to A.R.S. § 35-393.01
If Contractor or any subcontractor employed for the work engages in for-profit activity and
has 10 or more employees, Contractor certifies it is not currently engaged in, and agrees
for the duration of this agreement to not engage in, a boycott of goods or services from
Israel. This certification does not apply to a boycott prohibited by 50 U.S.C. § 4842 or a
regulation issued pursuant to 50 U.S.C. § 4842.
7.17
DUNS NUMBER AND SYSTEM FOR AWARD MANAGEMENT REGISTRATION
Funding for activities under this Contract are provided through under the American Rescue
Plan Act – Coronavirus State and Local Fiscal Recovery Funds Assistance Listing Number
(ALN) 21.027. All Contractors that receive Federal funding must obtain a Data Universal
Numbering System (DUNS) number through http://fedgov.dnb.com/webform. Contractor
must also be registered and remain current with the System for Award Management (SAM)
at www.sam.gov, a database of basic business information for Contractors that receive
Federal funds.
7.18
CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
7.18.1 The undersigned (authorized official signing on behalf of the Contractor) certifies
to the best of his or her knowledge and belief that the Contractor, its current
officers, and directors:
7.18.1.1 are not presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from being awarded any
Contract or grant by any United States department or agency or any
state, or local jurisdiction;
7.18.1.2 have not within a three-year period preceding this contract:
7.18.1.2.1 been convicted of fraud or any criminal offense in
connection with obtaining, attempting to obtain, or as the
result of performing a government entity (Federal, State or
local) transaction or contract; or
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7.18.1.2.2 been convicted of violation of any Federal or State antitrust
statutes or conviction for embezzlement, theft, forgery,
bribery, falsification or destruction of records, making false
statements, or receiving stolen property regarding a
government entity transaction or contract;
7.18.1.2.3 are not presently indicted or criminally charged by a
government entity (Federal, State or local) with commission
of any criminal offenses in connection with obtaining,
attempting to obtain, or as the result of performing a
government entity public (Federal, State or local)
transaction or contract;
7.18.1.3 are not presently facing any civil charges from any governmental entity
regarding obtaining, attempting to obtain, or from performing any
governmental entity Contract or other transaction; and
7.18.1.4 have not within a three-year period preceding this Contract had any
public transaction (Federal, State or local) terminated for cause or
default.
7.18.2 If any of the above circumstances described in the paragraph are applicable to the
entity submitting a bid for this requirement, include with your bid an explanation of
the matter including any final resolution.
7.18.3 The Contractor shall include, without modification, this clause in all lower tier
covered transactions (i.e. transactions with subcontractors or sub-subcontractors)
and in all solicitations for lower tier covered transactions related to this contract. If
this clause is applicable to a subcontractor or sub-subcontractor, the Contractor
shall include the information required by this clause with their bid.
7.19
VERIFICATION REGARDING COMPLIANCE WITH A.R.S. § 41-4401 AND FEDERAL
IMMIGRATION LAWS AND REGULATIONS
7.19.1 By entering into the contract, the Contractor warrants compliance with the
Immigration and Nationality Act (INA using E-Verify) and all other Federal
immigration laws and regulations related to the immigration status of its employees
and A.R.S. § 23-214(A). The Contractor shall obtain statements from its
subcontractors certifying compliance and shall furnish the statements to the
procurement officer upon request. These warranties shall remain in effect through
the term of the contract. The Contractor and its subcontractors shall also maintain
Employment Eligibility Verification forms (I-9) as required by the Immigration
Reform and Control Act of 1986, as amended from time to time, for all employees
performing work under the Contract and verify employee compliance using the E-
Verify system and shall keep a record of the verification for the duration of the
employee’s employment or at least three years, whichever is longer. I-9 forms are
available for download at www.uscis.gov.
7.19.2 The County retains the legal right to inspect documents of Contractor and
subcontractor employees performing work under this Contract to verify compliance
with paragraph 7.19.1 of this section. Contractor and subcontractor shall be given
reasonable notice of the County’s intent to inspect and shall make the documents
available at the time and date specified. Should the County suspect or find that the
Contractor or any of its subcontractors are not in compliance, the County will
consider this a material breach of the Contract and may pursue any and all
remedies allowed by law, including, but not limited to: suspension of work,
termination of the Contract for default, and suspension and/or debarment of the
Contractor. All costs necessary to verify compliance are the responsibility of the
Contractor.
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7.20
CONTRACTOR Employee Whistleblower Rights and Requirement To INFORM
EMPLOYEES of Whistleblower Rights
7.20.1 The parties agree that this Contract and employees working on this Contract will
be subject to the Contractor employee whistleblower protections established by
Title 41 U.S.C. § 4712 and Section 3.908 of the Federal Acquisition Regulation.
7.20.2 Contractor shall inform its employees in writing, in the predominant language of
the workforce, of employee whistleblower rights and protections under 41 U.S.C.
§ 4712, as described in Section 3.908 of the Federal Acquisition Regulation.
Documentation of such employee notification must be kept on file by Contractor
and copies provided to County upon request.
7.20.3 Contractor shall insert the substance of this clause, including this paragraph, in all
subcontracts over the simplified acquisition threshold ($250,000 as of fiscal year
2018).
7.21
CONTRACTOR LICENSE REQUIREMENT
The Contractor shall procure all permits, insurance, and licenses, and pay the charges and
fees necessary and incidental to the lawful conduct of his/her business, and as necessary
complete any requirements, by any and all governmental or non-governmental entities as
mandated to maintain compliance with and remain in good standing. The Contractor shall
keep fully informed of existing and future trade or industry requirements, and Federal,
State, and local laws, ordinances, and regulations which in any manner affect the fulfillment
of a Contract and shall comply with the same. Contractor shall immediately notify both
Office of Procurement Services and the department of any and all changes concerning
permits, insurance, or licenses.
7.22
INFLUENCE
7.22.1 As prescribed in MC1-1203 of the Maricopa County Procurement Code, any effort
to influence an employee or agent to breach the Maricopa County Ethical Code of
Conduct or any ethical conduct, may be grounds for disbarment or suspension
under MC1-902.
7.22.2 An attempt to influence includes, but is not limited to:
7.22.2.1 A person offering or providing a gratuity, gift, tip, present, donation,
money, entertainment or educational passes or tickets, or any type of
valuable contribution or subsidy that is offered or given with the intent to
influence a decision, obtain a contract, garner favorable treatment, or
gain favorable consideration of any kind.
7.22.3 If a person attempts to influence any employee or agent of Maricopa County, the
chief procurement officer, or his designee, reserves the right to seek any remedy
provided by the Maricopa County Procurement Code, any remedy in equity or in
the law, or any remedy provided by this contract.
7.23
CONFIDENTIAL INFORMATION
7.23.1 Any information obtained in the course of performing this Contract may include
information that is proprietary or confidential to the County. This provision
establishes the Contractor’s obligation regarding such information.
7.23.2 The Contractor shall establish and maintain procedures and controls that are
adequate to assure that no information contained in its records and/or obtained
from the County or from others in carrying out its functions (services) under the
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Contract shall be used by or disclosed by it, its agents, officers, or employees,
except as required to efficiently perform duties under the contract. The Contractor’s
procedures and controls, at a minimum, must be the same procedures and controls
it uses to protect its own proprietary or confidential information. If, at any time
during the duration of the contract, the County determines that the procedures and
controls in place are not adequate, the Contractor shall institute any new and/or
additional measures requested by the County within 15 business days of the
written request to do so.
7.23.3 Any requests to the Contractor for County proprietary or confidential information
shall be referred to the County for review and approval, prior to any dissemination.
7.24
PUBLIC RECORDS
Under Arizona law, all offers submitted and opened are public records and must be
retained by the County at the Maricopa County Office of Procurement Services. Offers shall
be open to public inspection and copying after Contract award and execution, except for
such offers or sections thereof determined to contain proprietary or confidential information
by the Office of Procurement Services. If an offeror believes that information in its offer or
any resulting Contract should not be released in response to a public record request, under
Arizona law, the offeror shall indicate the specific information deemed confidential or
proprietary and submit a statement with its offer detailing the reasons that the information
should not be disclosed. Such reasons shall include the specific harm or prejudice which
may arise from disclosure. The records manager of the Office of Procurement Services
shall determine whether the identified information is confidential pursuant to the Maricopa
County Procurement Code.
7.25
INTEGRATION
This Contract represents the entire and integrated agreement between the parties and
supersedes
all
prior
negotiations,
proposals,
communications,
understandings,
representations, or agreements, whether oral or written, expressed, or implied.
7.26
UNIFORM ADMINISTRATIVE REQUIREMENTS
By entering into this contract, the Contractor agrees to comply with all applicable provisions
of
Title
2,
Subtitle
A,
Chapter
II,
Part
200—UNIFORM
ADMINISTRATIVE
REQUIREMENTS, COST PRINCIPLES, AND AUDIT REQUIREMENTS FOR FEDERAL
AWARDS contained in Title 2 C.F.R. § 200 et seq.
7.27
GOVERNING LAW
This Contract shall be governed by the laws of the State of Arizona. Venue for any actions
or lawsuits involving this Contract will be in Maricopa County Superior Court, Phoenix,
Arizona.
7.28
SPECIAL TERMS AND CONDITIONS AGREEMENT
Special terms and conditions can be found in Exhibit C – SPECIAL TERMS AND
CONDITIONS which are incorporated herein and made a part hereof.
7.29
ORDER OF PRECEDENCE
If there is any conflict between the terms of this Contract and any exhibit to this Contract,
unless otherwise specified, the terms of this Contract shall prevail.
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7.30
INCORPORATION OF DOCUMENTS
7.30.1 The following are to be attached to and made part of this Contract:
7.30.1.1 EXHIBIT A – CONTRACTOR INFORMATION
7.30.1.2 EXHIBIT B – STATEMENT OF WORK
7.30.1.2.1 Attachment B1: Project Description
7.30.1.2.2 Attachment B2: Budget
7.30.1.2.3 Attachment B3: Project Schedule
7.30.1.2.4 Attachment B4: Budget Amendment Request Form
7.30.1.2.5 Attachment B5: HOME Income and Rent Limits
7.30.1.2.6 Attachment B6: Utility Allowances
7.30.1.3 EXHIBIT C – SPECIAL TERMS AND CONDITIONS
7.30.1.4 EXHIBIT D – ADDITIONAL PROCEDURES/FORMS
7.30.1.4.1 Attachment D1: Affirmative Marketing and Fair Housing
Policies and Procedures
7.30.1.4.2 Attachment D2: Occupancy Restrictions and Project Unit
Characteristics
7.30.1.4.3 Attachment D3: Prohibited Lease Provisions
7.30.1.4.4 Attachment D4: Request for Reimbursement Procedures
7.30.1.4.5 Attachment D5: Sample Request for Reimbursement Cover
Letter
7.30.1.4.6 Attachment D6: Request for Reimbursement Form
7.30.1.4.7 Attachment D7: ARPA Progress Report
7.30.1.4.8 Attachment D8: Annual Rental Compliance Report
7.30.1.5 EXHIBIT E – SECURITY INSTRUMENTS
7.30.1.5.1 Attachment E1: Sample Declaration and Assignment of
Affirmative Land Use; Deed of Trust; Promissory Note
7.30.1.5.2 Attachment E2: Sample ALTA / NSPS Land Title Survey
7.31
NOTICES
All notices given pursuant to the terms of this Contract shall be addressed to:
For County:
Maricopa County Human Services Department
Housing and Community Development
234 N. Central Ave., Third Floor,
Phoenix, AZ 85004
Attention: Rachel Milne, Assistant Director
Phone Number: 602-506-1528
AND
Maricopa County
Office of Procurement Services
160 S. 4th Avenue
Phoenix, Arizona 85003-1647
SERIAL 220166-RFP
For Contractor:
Centerline on Glendale Two, LLC
200 N Main Street
Madison, WI 53703
Attention: Brian Swanton, President
Phone: 602-708-4889
Email: bswanton@gormanusa.com
7.32
INQUIRIES
7.32.1 Inquiries concerning information herein must be submitted prior to the question
deadline date/time posted in the e-procurement platform, Periscope S2G, using
the link in the “Q&A” tab.
7.32.2 Administrative telephone/email inquiries shall be addressed to:
ELIZABETH KUTTNER, PROCUREMENT OFFICER
TELEPHONE: (602) 506-0099
elizabeth.kuttner@maricopa.gov
7.32.3 Inquiries may be submitted by telephone but must be followed up in writing. No
oral communication is binding on Maricopa County.
[signature page follows]
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EXHIBIT A-CONTRACTOR (DEVELOPER) INFORMATION
DUNS#: 118609479
FEDERAL TAX ID: 87-3221575
COMPANY NAME:
Centerline on Glendale Two, LLC
DOING BUSINESS AS (dba):
MAILING ADDRESS:
200 N Main Street, Madison, WI 53703
REMIT TO ADDRESS:
200 N Main Street, Madison, WI 53703
TELEPHONE NUMBER:
608-835-3900
FAX NUMBER:
WWW ADDRESS:
www.gormanusa.com
REPRESENTATIVE NAME:
Brian Swanton
REPRESENTATIVE TELEPHONE NUMBER:
602-708-4889
REPRESENTATIVE EMAIL ADDRESS
bswanton@gormanusa.com
YES
NO
REBATE
WILL ALLOW OTHER GOVERNMENTAL ENTITIES TO
PURCHASE FROM THIS CONTRACT:
WILL ACCEPT PROCUREMENT CARD FOR PAYMENT:
FUEL COMPRISES (if applicable) 0% OF TOTAL BID AMOUNT
PAYMENT TERMS: RESPONDENT IS REQUIRED TO PICK ONE OF THE FOLLOWING. PAYMENT
TERMS WILL BE CONSIDERED IN DETERMINING LOW BID. FAILURE TO CHOOSE PAYMENT
TERMS WILL RESULT IN A DEFAULT TO NET 30 DAYS.
NET 60 DAYS
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EXHIBIT B – STATEMENT OF WORK
Attachment B1: Project Description
Project Description:
The Project as described herein, Centerline on Glendale Phase II, shall utilize ARPA funds to construct
phase two of a two phase 368-unit affordable rental housing community that shall be constructed in two
simultaneous phases. This Project is located near the southeast corner of 67th Avenue and Glendale
Avenue on parcels currently known as 144-07-004B,144-07-004C, 144-07-004G and 144-07-005C (the
“Property”). Phase II, includes 182 total units, including 74 one-bedroom, 82 two-bedroom and 26 three-
bedroom high quality rental homes. Phase I, which is the subject of a separate project, shall include 186
total units, also with a mix of one, two and three-bedroom units. ARPA funds as well as Arizona State
Housing Tax Credits (“SHTF”), federal 4% federal Low Income Housing Tax Credits (“LIHTC”) and National
Housing Trust Funds (“NHTF”) from the Arizona Department of Housing (ADOH). The funds shall be used
to construct 12 ARPA-assisted “floating” units at the Property (“ARPA-assisted units”). During the 30 year
Period of Affordability (as that term is defined in the Agreement), the twelve (12) ARPA-assisted “floating”
units shall consist of: (a) five (5) one-bedroom units; (b) five (5) two-bedroom units and (c) two (2) three-
bedroom units. The term “floating” in this Agreement shall be defined as set forth in 24 C.F.R. § 92.252(j).
The income restrictions on the ARPA-assisted units must be maintained during the entire Period of
Affordability.
ARPA funds in the amount of $3 Million are being sought to offset eligible land acquisition, hard construction
costs, and project-specific soft costs for Phase II. One-hundred percent of the units in the development
shall be affordable to households earning at or below 60% of the area median income (“AMI”), with at least
20 units in each phase (40 units total) being targeted to households earning at or below 30% of area median
income. The Phase II project shall include a 6,800 square foot community service facility called the Glendale
Center for Healthy Living, that shall be open to the public and contain a community kitchen for small
business incubation in partnership with Local First Arizona, healthy living classes, telehealth stations, a
fitness facility, and other uses to encourage multi-generational healthy living.
The Project plans to partner with the City of Glendale and the Arizona Health Care Cost Containment
System (AHCCCS), as well as HOM, Inc and the Arizona Behavioral Health Corporation (ABC). Through
this unique partnership, the Contractor shall be utilizing long-term project-based subsidies for the
construction of permanent supportive housing units specifically for extremely low income seriously mentally
ill and developmentally disabled households. Units shall be set-aside in the development for the duration
of the affordability period to prevent this vulnerable population from becoming homeless. AHCCCS will
provide long term rental subsidies for the eligible households through the AHCCCS Housing Programs
(AHP). In fact, this is only the second time in Arizona history where 4% tax credits will be utilized to develop
newly constructed affordable housing units with project-based subsidy and wrap-around services for this
incredibly difficult to house population.
Project Eligibility:
Property Standards - Housing that is constructed or rehabilitated with ARPA 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 shall 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 Project staff shall determine and verify income eligibility of tenants for the
ARPA assisted-units prior to occupancy of a unit. The occupancy of the ARPA-assisted units must be by
households whose income is at or below 60% AMI (very low income) throughout the Period of Affordability;
see Exhibit B, Attachment B5: HOME Income and Rent Limits. The Project shall define “Annual Income”
as it is defined at 24 C.F.R. Part 92 and shall 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
SERIAL 220166-RFP
guidance and resources are outlined in Exhibit D, Attachment D2: Occupancy Restrictions and Project
Unit Characteristics.
Rental Requirements - The ARPA-assisted units shall be designated as Low HOME units, which are
outlined in Exhibit B, Attachment B5: HOME Income and Rent Limits. Utility Allowances are outlined in
Exhibit B, Attachment B6: Utility Allowances. The Low HOME rent limit is the maximum rent allowed for
a ARPA-assisted unit; the maximum rent amount includes the utility allowance. Any increase in the lesser
of these rent limits must be approved by HUD and the State of Arizona Department of Housing. The
Developer shall provide to us a written request for the increase in rent limits and supporting documentation
for the justification of this request.
Affordability Period – The Developer shall ensure all housing assisted under this Agreement meets the
affordability requirements of 24 C.F.R. § 92.254 or § 92.252, as applicable.
Deliverables
Beneficiaries
Number of households (units)
12
Number of people (approximate)
27
Use of ARPA Funds - The ARPA funds provided under this Agreement shall be used for the cost detailed
in the budget found in Attachment B2.
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EXHIBIT B – STATEMENT OF WORK
Attachment B2: Budget
FUND SOURCES
Sources
Total
Bank Debt
Debt Financing
$16,083,000
Federal Low Income Housing Tax Credit Equity
Debt Financing
$16,694,069
State Low Income Housing Tax Credit Equity
Debt Financing
$5,999,400
Deferred Developers Fee
Debt Financing
$2,016,966
ADOH Gap Financing
Grants/Soft Loans
$2,000,000
MCHSD ARPA Funds
Grants/Soft Loans
$3,000,000
$45,793,435
BUDGET SUMMARY
Name of Activity: Centerline of Glendale Phase II
ARPA Funds
Additional Sources
TOTAL COST
Acquisition Costs
Land
$ -
$ 2,494,603
$ 2,494,603
Building Acquisition
$ -
$ -
$ -
Other: taxes, title, recording
$ -
$ -
$ -
General Development Costs
Construction Hard Costs- Residential
$ 3,000,000
$ 22,660,000
$ 25,660,000
Construction Costs- Nonresidential
$ -
$ -
$ -
Contractor OH, Profit, and Gen. Conditions
$ -
$ 3,510,000
$ 3,510,000
Hard Costs Contingency
$ -
$ 1,949,000
$ 1,949,000
Environmental- inspection and remediation
$ -
$ 35,750
$ 35,750
Demolition
$ -
$ -
$ -
Site Planning
$ -
$ -
$ -
Architect Fees
$ -
$ 1,049,000
$ 1,049,000
Engineering Fees
$ -
$ 200,000
$ 200,000
Survey, Permit, Tests
$ -
$ 55,000
$ 55,000
Legal Fees
$ -
$ 255,000
$ 255,000
Other Professional Fees
$ -
$ 25,000
$ 25,000
State Finance Agency Tax Credit Fees
$ -
$ 290,507
$ 290,507
Syndication
$ -
$ 75,000
$ 75,000
Bond Cost of Issuance Fees
$ -
$ 250,000
$ 250,000
Permits and Fees Paid for by Developer
$ -
$ 500,000
$ 500,000
Accounting and Cost Certification
$ -
$ 37,500
$ 37,500
Title and Recording
$ -
$ 75,000
$ 75,000
Market Study/Appraisal
$ -
$ 26,000
$ 26,000
Real Estate Taxes
$ -
$ 91,000
$ 91,000
Insurance
$ -
$ 155,000
$ 155,000
Construction Period Interest
$ -
$ 1,550,000
$ 1,550,000
Construction Financing Fees
$ -
$ 247,500
$ 247,500
Permanent Financing Fees
$ -
$ 193,623
$ 193,623
Marketing Expense
$ -
$ 55,000
$ 55,000
Reserves
$ -
$ 1,310,765
$ 1,310,765
Soft Cost Contingency
$ -
$ 40,000
$ 40,000
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Developer’s Fee
Developer’s Fee
$ -
$ 5,663,187
$ 5,663,187
Homeownership Counseling
Counseling fee
$ -
$ -
$ -
Program Administration Costs*
Program Management Services
$ -
$ -
$ -
Staff
$ -
$ -
$ -
Supportive Services
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
TOTALS
$ 3,000,000
$ 42,793,435
$ 45,793,435
SERIAL 220166-RFP
EXHIBIT B – STATEMENT OF WORK
Attachment B3: Project Schedule
Project Milestone
Estimated Completion
Date
Comments
Site Acquisition
6/30/2022
Construction Loan (Closing Date)
11/29/2022
Partnership Closing (Closing Date)
11/29/2022
Permanent Loan Commitment
08/15/2022
Permanent Loan Closing
Other Funds Firm Commitment
04/15/2022
Source: NHTF
Other Funds Firm Commitment
Source:
Environmental Review Completion
6/15/2022
Authority to Use Grant Funds
7/15/2022
Zoning Entitlements
4/26/2022
Plans Submitted to the Municipality
8/1/2022
Civil Permits Issued
11/30/2022
Building Permits Issued
11/30/2022
Contractors Notice to Proceed Issued
11/30/2022
Construction Mobilization
11/30/2022
25% Completion
02/01/2023
50% Completion
07/19/2023
75% Completion
01/01/2024
Certificate of Occupancy
05/31/2024
ARPA-Assisted Units Occupied
06/30/2024
Leasing shall begin 03/01/2024
100% Occupancy
12/31/2024
SERIAL 220166-RFP
EXHIBIT B – STATEMENT OF WORK
Attachment B4: Budget Amendment Request Form
Please complete the form below to be considered for an Agreement amendment. This form must be
completed for each type of amendment requested.
Requested Amendment for:
Project Number
Developer
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 Program Year:
*Required Attachment
A revised implementation schedule showing when major milestones shall 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.
Please include a description of Proposed Amendment(s).
Budget
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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
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
FOR OFFICE USE ONLY
Recommended for Approval
Not Recommended for Approval due to: _______________________________________
________________________________________
____________________________
Staff Signature
Date
________________________________________
______________________________
Assistant Director Signature
Date
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EXHIBIT B – STATEMENT OF WORK
Attachment B5: HOME Income and Rent Limits
Updated HOME income rent limits from the Maricopa County Housing & Community Development division
are available on an annual basis. These limits are adjusted annually by the U.S. Department of Housing &
Urban Development (HUD). The Developer can request the updated limits from the County or by going to
https://www.maricopa.gov/3893/Notices-Documents or going to HUD’s website for the updated versions
each year.
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EXHIBIT B – STATEMENT OF WORK
Attachment B6: Utility Allowances
Utility Allowance Determination - A utility allowance must be used when determining all eligible unit rents
only if, and only for, utilities that are paid directly by the resident. If all utilities are provided by the
owner/agent, there is no utility allowance. A copy of the current utility allowance schedule must be submitted
to the County each year with the Annual Report. It is noted that utility allowance schedules often remain
the same from year to year. If the table has not changed, the owner/agent should include a copy of a letter
so stating from the appropriate authority dated in the calendar year covered by the annual report.
If a project is receiving both ARPA and LIHTC funding, a County may coordinate with the LIHTC agency to
obtain a project-specific agency estimate or may accept a UA approved by the LIHTC agency based on its
actual usage methodology.
SERIAL 220166-RFP
EXHIBIT C – SPECIAL TERMS AND CONDITIONS
Funding Completion Date: June 30, 2024
Developer: Centerline on Glendale Two, LLC
CFDA Number: CFDA 21.027 American Rescue Plan Act Coronavirus State and Local Fiscal Recovery
Funds
DUNS Number: 118609479
These Special Terms and Conditions are attached to and made part of the Contract - AFFORDABLE
HOUSING DEVELOPMENT OPPORTUNITIES 220166-RFP.
1.
The County is the recipient of funds from the United States of America pursuant to the
American Rescue Plan Act of 2021 (ARPA).
2.
On December 9, 2021, County did solicit proposals from developers seeking to obtain
ARPA funds for projects that are to include affordable housing within the County.
3.
Developer, in response to said solicitation, did submit a proposal for a project known as
Centerline on Glendale Phase II.
4.
County has reviewed Developer’s proposal and has determined that said proposal is
eligible for funding pursuant to the criteria established by the County.
5.
The purpose of these Special Terms and Conditions is to set forth the basis pursuant to
which the County will provide to Developer money from the allocation of ARPA funds made available to
HSD, and to establish that the failure of Developer to abide by or perform any of these term or condition
shall result in the breach of the Contract.
6.
The following words and phrases shall have the definitions set forth when used in this
Agreement:
a. “Claim for reimbursement” means the process and procedures the Developer must use to
obtain the disbursal of the funds being provided pursuant to the Contract. Claims for
reimbursement may include claims for reimbursement for the costs of Work if such costs
have already been paid using other funds.
b. “Declaration” means a document executed by Developer and recorded in the office of the
Maricopa County recorder against the Project Property restricting units, or some of them,
in the Project as available only to residents who income qualify for a period that is not
shorter than thirty (30) years.
c. “Deed of Trust” means a security instrument executed by Developer and recorded in the
office of the Maricopa County Recorder that secures the repayment of the funds advanced
to the Developer under certain conditions set forth in the document.
d. “Obligations Secured” means the Promissory Note, the Contract and the Declaration to be
executed and, as appropriate, recorded in connection with securing the repayment of the
funds to Developer under certain conditions set forth in those documents.
e. “Period of Affordability” means a term of thirty (30) years, commencing on the date any
certificate of occupancy is issued to the Project, during which all housing assisted under
the Contract shall satisfy the requirements set forth on Exhibit D, attachment D2 to the
Contract.
f.
“Project” means Centerline on Glendale Phase II, all as submitted to the County by
Developer in response to the solicitation by the County on January 11, 2022.
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g. “Promissory Note” means a document evidencing Developer’s promise to repay the funds
advanced under certain conditions set forth in the document.
h. “Work” shall mean the acquisition of the property, the designing of the Project, the obtaining
of all necessary permits, approvals and land rights for the Project, the overseeing of
management of the Project, the construction of the Project and related improvements, the
completion of leases to qualified tenants who shall reside in the Project and eligible on-site
supportive services.
7.
Developer shall complete all Work as described on Exhibit B to the Contract.
8.
County will provide funding to Developer, subject to the availability of funds, and all terms
and conditions of the Obligations Secured, in the amount of $ 3,000,000.00, which funding shall be used
exclusively for Work. In no event will any funding be provided as reimbursement for monies paid for Work
performed prior to the effective date of the Contract. Failure to meet the obligations of the Contract may
result in a demand for repayment of the funds.
9.
Funding is contingent upon all housing in the Project complying with the affordability
requirements, that are further described on Exhibit D to the Contract. Failure to comply with the affordability
requirements is a material breach of the Contract and these Special Terms and Conditions, and Developer
shall repay the County any and all funds disbursed for any purpose other than funding compliant housing
unit(s).
10.
Prior to any funds being disbursed, Developer shall deliver to the County a fully authorized
and executed Declaration and Assignment of Affirmative Land Use, and a Deed of Trust, which documents
shall be recorded in the Maricopa County Recorder’s Office, to attach to the Project. The forms for such
documents are attached to the Contract as Exhibit E, attachment E1. Declaration and Assignment of
Affirmative Land Use shall bind the property of the Project to provide affordable housing to the tenants who
are to reside in the Project during the entirety of the Affordability Period. In no event shall said Declaration
be removed of record or modified in any manner without the prior written consent of the County.
11.
Prior to any funds being disbursed, Developer shall deliver to the County a copy of all
proposed forms of lease that will be required to be executed by prospective residents of the Project. No
funds will be disbursed unless and until the County approves all proposed forms of lease.
12.
Funds will be disbursed as repayment of costs for Work performed on or after the effective
date of the Contract. At the discretion of the Maricopa County Board of Supervisors, this date may be
extended, but in no event will this date be extended beyond December 31, 2026, or such other date as may
be established by the United States Government. To obtain such repayment costs, Developer shall:
a. Submit a claim for reimbursement. The payment procedures and sample forms for a
properly executed claim are shown on Exhibit D, attachments D4-D6 of the Contract.
b. Submit a request for inspection of the Work performed.
c. Not submit a claim for reimbursement until the funds are needed for payment related to
Work.
d. Submit its initial claim for reimbursement not later than 180 days from the effective date of
the Contract.
e. Not submit more than one claim for reimbursement in the same calendar month.
13.
Upon receipt of a claim for reimbursement from the Developer, the County will:
a. Review the claim for reimbursement to ensure compliance with applicable requirements
pursuant to the Contract. The approval of payment based on a claim for reimbursement is
at the County’s discretion.
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b. Notify the Developer of any deficiencies in the claim for reimbursement and itemize what
additional information, if any, is need.
c. Conduct, if, in the opinion of the County it is necessary, an inspection of the Project.
d. Disburse all funds for which and to the extent of approval of the submitted claim for
reimbursement in the manner, amount, increment, and timeframe determined at County’s
discretion.
14.
Funding is contingent upon the availability of funds. If any action is taken by any State
agency, federal department or any other agency or instrumentality to suspend, decrease or terminate its
fiscal obligation under, or in connection with the Contract, the County may amend, suspend, decrease or
terminate its obligations under or in connection with the Contract. In the event of termination, the County
will, subject to the provisions of paragraphs 9, 10, 11, 12, 13 and 15 hereof, disburse funds for Work
performed prior to the effective date of the termination. The County will give written notice of the effective
date of any suspension, amendment, or termination under this Section at least 10 calendar days in advance.
15.
Prior to occupancy of the Project the total sum of all claims for reimbursement shall not
exceed ninety-five percent (95%) of total funding to Developer by the County pursuant to the Contract.
Developer shall submit all claims for reimbursement, including the final claim for reimbursement post
issuance of the final certificate of occupancy, not later than June 30, 2024, unless extended pursuant to
paragraph 14 hereof. The term “occupancy” for purposes of obtaining the balance of funding for the Project
will be as defined on Exhibit D, attachment D2 attached hereto and made a part hereof. However, in no
event will the balance of funds be released to Developer unless and until all of the ARPA-assisted units are
completed, leased and the tenants are income qualified.
16.
The County will not be liable for any contracts entered into by Developer in anticipation of
receiving payments under the Contract.
17.
Not later than July 30 of each year and continuing until the expiration of the Affordability
Period, Developer shall provide to the County:
a. A copy of the then current rent rolls.
b. Proof that all residents of the Project are qualified by income to reside in the Project.
c. A copy of the then current forms of lease required to be executed by residents of the
Project.
d. Such other information as, in the sole discretion of the County, is necessary to demonstrate
to the County that all requirements with respect to affordability are satisfied.
e. Schedule with the County an inspection to allow the County to ensure all units are in
compliance with Housing Quality Standards (HQS).
18.
Notwithstanding any reporting obligations set forth herein, Developer shall provide any and
all progress reports attached to ARPA funding by the federal government, the State of Arizona and/or the
County. Furthermore, until “occupancy” of the Project as defined on Exhibit D, attachment D2 attached
hereto and made a part hereof, Developer shall provide County with progress reports not less frequently
than 15 days after the end of each calendar quarter, providing the information required by and on the form
attached hereto as Exhibit D, attachment D7. In addition to the obligations set forth herein, Developer shall,
simultaneously with the reporting obligation of the receiving entity, provide County with a copy of all reports
and filings made with the federal government and/or the State of Arizona and/or any municipality, with
respect to the Project.
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19.
Developer shall comply with any and all federal, state and local statutes, ordinances,
resolution, regulations and rules, and any violation of any such law shall be deemed to be a material breach
of the Contract. Specifically, Developer shall comply with all applicable provisions of American Rescue Plan
Act 2021 and the Coronavirus State and Local Fiscal Recovery Funds.
20.
Developer must receive prior written approval from the County for all Project amendments
involving changes in the scope of the work, completion dates of project phases, location of approved
activities, or budget.
21.
The parties shall execute and deliver all such documents and perform all such acts as
reasonably may be requested by the other party in order to conduct the activities described herein and to
enforce the applicable affordability requirements.
22.
Developer shall acknowledge the contribution of the County in all related publications
during the Term of the Contract. Developer shall not use the name of Maricopa County in any other manner
without prior written consent. Developer shall not use the County of Maricopa logo in any publications,
marketing, or any other type of media without prior written authorization.
23.
APPROVAL BY LENDERS AND INVESTOR
Developer intends to obtain financing from one or more lenders in order to develop and
build the Project (each a “Lender”). Developer also intends to obtain state and federal low income housing
tax credits and raise equity by admitting an investor member or members (each an “Investor Member”) as
a member of Developer in exchange for allocating such low income housing tax credits to Investor Member.
The parties acknowledge that the Lender(s) and Investor Member(s) have not yet been identified by
Developer, and that once identified, such Lender(s) and Investor Member(s) have the right to review and
approve the terms of this Contract and related agreements, including without limitation, the Declaration and
Assignment of Affirmative Land Use, Deed of Trust, and Promissory Note (including the repayment terms
and conditions thereof). County and Developer may, but shall not be required to, make such amendments
or modifications to this Contract and related agreements as Lender(s) and Investor Member(s) may
reasonably require upon their review of the same.
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EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D1: Affirmative Marketing and Fair Housing Policies and Procedures
The public, property owners, and potential tenants will be informed about the responsibilities of the Project
in complying with Fair Housing Act and Affirmative Marketing, 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 ARPA funds. The ARPA funds defer to the HOME Regulations regarding
Fair Housing and Equal Opportunity (Title VI of the Civil Rights Act of 1964, As Amended, The Fair Housing
Act, Equal Opportunity in Housing (Executive Order 11063, As Amended by Executive Order 12259), and
the
Age
Discrimination
Act
of
1975,
As
Amended;
(https://www.hud.gov/program_offices/fair_housing_equal_opp) and Affirmative Marketing (24 CFR Part
92.253(d); 2 CFR Part 92.351(a); HUD Executive Orders 11625, 12432, 12138).
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EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D2: 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. The Project shall be operated and maintained according to the unit mix and with the amenities
described herein.
1. Residential Rental Unit Mix. The Developer acknowledges that the Project shall contain 182 total
residential rental units of which, 0 are to be rented at market rates and 12 are ARPA-Assisted Units. The
ARPA-Assisted Units shall be floating Units
2. Tenant Income and Rent Restrictions. The ARPA-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 12 units; a) five (5) one-bedroom units; (b) five (5) two-bedroom units and (c) two (2) three-
bedroom units in the Project shall be Low Program Rent units and must be occupied by low-income
households initially earning no more than 60% 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 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 ARPA-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(e), below. The next available unit of comparable size
or larger must be rented to tenants eligible for a ARPA-Assisted Unit and the rent can be adjusted as
appropriate.
c) Annual Recertification of Tenant Income: The Developer must reexamine the income of tenants living
in ARPA-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) Source Documentation – The ARPA fund will defer to The HOME regulations in 24 C.F.R. 92.203 for
the income eligibility of applicants to be determined by examining source documentation which provides
evidence of annual income. Verification of household income must be verified by the developer in
accordance with 24 CFR 92.203. The project shall obtain and keep as part of its records the required
documentation from the applicant for all ARPA-assisted units on an annual basis.
e) Over-income Tenants - If, during the annual requalification process stipulated in 24 C.F.R. 92. 203 a
tenant is determined to be over income, the Developer shall designate the next available comparable
unit as a floating ARPA- assisted unit and apply all HOME regulatory requirements and those of this
Agreement to that unit. Developer shall notify the County of any requirements of other funding that
conflict with the requirements of this Agreement; the parties agree to take reasonable steps to remedy
such conflicts if possible and necessary
3. Supportive Services. The Developer acknowledges that supportive services shall be made available to
tenants on the Project.
SERIAL 220166-RFP
EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D3: Prohibited Lease Provisions
The ARPA funded units will defer to HOME Regulations regarding prohibited lease terms. Pursuant to 24
CFR 92.253(b), the following terms are prohibited from inclusion in leases of ARPA- assisted. units: for the
period of affordability agreed upon herein.
1. Agreement to be Sued. Tenant shall not be required to agree to be sued, admit guilt or consent to
judgement in favor of the landlord in legal proceedings brought forth in connection with the lease
agreement.
2. Treatment of Property. Landlord shall not take, hold, or sell tenant' s personal property without notice
and a court decision on the rights of the respective parties.
3. Excusing Owner from responsibility. Tenant shall not be required to hold landlord or landlord' s
agents harmless in any action or failure to act, whether unintentional or negligent.
4. Waiver of Notice. Tenant shall not be required to waive notification of a lawsuit instituted by landlord.
5. Waiver of Legal Proceedings. Tenant shall not be required to waive a court proceeding in an eviction
process.
6. Waiver of Jury Trial. Tenant shall not be required to waive any right to a trial jury.
7. Waiver of Right to Appeal Court. Decisions. Tenant shall not be required to waive their rights to
appeal a court decision associated with the lease.
8. Tenant's Payment of Legal Fees. Tenant shall not be required to pay any legal costs of landlord
associated with a court proceeding.
9. Mandatory Supportive Services. Tenant shall not be required to accept supportive services in
connection with their occupancy of the ARPA- assisted unit.
Developer acknowledges and agrees that inclusion of any of these provisions in a ARPA- assisted lease
agreement, regardless of intent, is unenforceable.
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EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D4: Request for Reimbursement Procedures
1. Cover letter to County on the Developer’s letterhead, signed by the Project’s authorized
official/representative
2. Status update of the project along with photos showing the progress of the construction
3. Request for Reimbursement Form
4. Certified Request for Payment from Contractor
5. Contractor Invoices
6. Proof of payment-cancelled checks or EFT’s for all receipts submitted
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 D- ADDITIONAL PROCEDURES/FORMS
Attachment D5: Sample Request for Reimbursement Cover Letter
AGENCY LETTERHEAD
Date
Rachel Milne, Assistant Director
Maricopa County Human Services Department
234 North Central Avenue
Phoenix, AZ 85004
Re:
Project Name:
Quarterly Report Enclosed _____
Contract Number: ________________ Payment Request Number: _________
Dear _________________:
This letter certifies that (Agency Name) (“Project Name”) has complied with the requirements of the
Department of Housing and Urban Development, Maricopa County, the ARPA Program and our agreement
for reasonable and necessary costs of construction. The Project additionally certifies the files, including
project management documentation files, and financial documentation of expenditures incurred in
accordance with the program rules and regulations for eligible costs.
Therefore,
the
Project
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 D- ADDITIONAL PROCEDURES/FORMS
Attachment D6: Request for Reimbursement Form
A version of this form will be available in an Excel format.
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EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D6: Request for Reimbursement Form
A version of this form will be available in an Excel format.
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EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D7: ARPA Progress Report
A version of this form will be available in an Excel format.
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EXHIBIT D- ADDITIONAL PROCEDURES/FORMS
Attachment D8: Annual Rental Compliance Report
A version of this form will be available in an Excel format.
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EXHIBIT E-SECURITY INSTRUMENTS
Attachment E1: Sample Declaration and Assignment of Affirmative Land Use;
Deed of Trust; Promissory Note
WHEN RECORDED, RETURN TO:
Maricopa County
Human Resources Department
Assistant Director
Housing and Community Development Department
234 North Central Avenue, 3rd Floor
Phoenix, Arizona 85004
Declaration and Assignment of Affirmative Land Use
[SUBJECT TO LENDER AND INVESTOR REVIEW AND APPROVAL]
This Declaration and Assignment of Affirmative Land Use (the "Declaration"), dated this
_____ day of _______________, 2022, by Centerline on Glendale Two, LLC, a Wisconsin limited
liability company (“Declarant”), its successors and assigns, for the benefit of the Maricopa
County, a body politic and corporate, by and through its Human Services Department, an agency
of the Maricopa County, together with any successor and assignees, to its rights, duties, and
obligations (collectively, "County").
R E C I T A L S
WHEREAS, the County has been authorized under Arizona Revised Statutes Section 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; and
WHEREAS, the County is the recipient of funds from the United States of America
pursuant to the American Rescue Plan Act of 2021 (ARPA); and
WHEREAS, by Resolution adopted by the Maricopa County Board of Supervisors on
_____________, 2021, the sum of $30,000,000 of the ARPA funding has been allocated to the
Maricopa County Human Services Department (“HSD”) to facilitate the creation of affordable
housing within the County; and
WHEREAS, Declarant is the record owner of property upon which Declarant propose to
develop a _________________________ housing project located on lands within the County of
Maricopa, State of Arizona, the legal description of which is more particularly set forth in Exhibit
A and known as ______________________________("Project"); and
WHEREAS, Declarant submitted a proposal to the County seeking ARPA funds for the
Project, which proposal has met with favorable consideration and funding for which will be
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provided conditioned upon Declarant recording a Declaration whereby units within the Project
shall remain affordable for a terms of not fewer than thirty (30) years; and
WHEREAS, Declarant, intends, declares, acknowledges, and covenants for itself and its
successors and assigns that the regulatory and restrictive covenants set forth in this Declaration,
governing the use and occupancy of the Project or any portion of it, are covenants running with
the Project land for the term stated in this Declaration and are binding upon all subsequent
declarants of the Project land for such term.
NOW, THEREFORE, Declarant declares as follows:
1.
Incorporation. The above recitals are incorporated as a substantive portion of this
Declaration.
2.
Representations, Covenants. and Warranties of Declarant. Declarant represents and
warrant as follows:
(a) Declarant has good and marketable title to the real property and improvements
constituting the Project.
(b) There are 182 units available for rental and residential use in the Project.
(c) Twelve (12) units; a) five (5) one-bedroom units; (b) five (5) two-bedroom units
and (c) two (2) three-bedroom units in the Project shall be designated as floating ARPA-
assisted units low-income units which will meet the requirements of 24 C.F.R. § 92.252
(“County ARPA Units”).
(d) The twelve (12) County ARPA Units shall be leased for no more than the U.S.
Department of Housing and Urban Development annually published LOW HOME RENT
LIMIT to individuals or families whose income shall not exceed sixty percent (60%) of the
Area Median Income pursuant to the guidelines set forth in 24 C.F.R. § 92.203 through the
period of affordability;
(e) The Project will meet the property standards as set forth in 24 C.F.R. § 92.251
through the period of affordability.
(f) All affordable units occupied by income qualified tenants shall be of comparable
quality to other units in the Project.
(g) Declarant covenants and agrees not to discriminate on the basis of race, color,
religion, sex, national origin, age, disability and genetic information 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.
(h) Declarant covenants and agrees to comply with the Violence Against Women
Reauthorization Act of 2013, as applicable to the Project.
(i) The affordability period shall commence on the date the County, or such other
jurisdiction with permitting authority over the Project, issues a certificate of occupancy for
the Project.
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3.
The units identified on Exhibit 2, attached hereto and made a part hereof, shall be
subject to the terms and restrictions as described on said Exhibit 3 (“Affordability Requirements”)
for the entirety of the affordability period.
4. Expiration of Restrictions. The restrictions created by this Declaration and as described
on Exhibit 2 attached hereto and made a part hereof, shall expire on the date that is 360 months
from the date the affordability period commenced (“Expiration Date”). The restrictions created by
this Declaration and this Declaration shall automatically expire on the Expiration Date. Upon
request of Declarant, or a subsequent owner of the Project, following the Expiration Date, the
County shall execute and deliver a notice of expiration of this Declaration in a form acceptable for
recording in Maricopa County.
5.
Effect and Amendment. This Declaration shall run with and be binding on the land
and may be amended only with the prior written approval of the County.
6.
Severability. The invalidity of any clause, part or provision of this Declaration shall
not affect the validity of the remaining portions thereof.
7.
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. Declarant consents to
venue for any action to enforce this Declaration being in the Superior Court located in Maricopa
County.
8.
Assignment of Declaration. Declarant hereby assigns and sets over to Assignee,
and Assignee hereby accepts assignment of, all of Declarant’s rights and obligations under this
Declaration.
[signature pages follow]
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IN WITNESS WHEREOF, Declarant and Assignee have caused this Declaration to be
signed by their duly authorized representative, as of the day and year first above written.
DECLARANT:
Centerline on Glendale Two, LLC
a Wisconsin limited liability company
By:
Centerline on Glendale Two MM, LLC, a Wisconsin limited liability company, managing
member
By:
GEC Centerline on Two Glendale, LLC, a Wisconsin limited liability company, manager
By:
Gorman & Company, LLC, a Wisconsin limited liability company, manager
Date: _______________________________
STATE OF ______________ )
) ss
COUNTY OF ____________ )
The foregoing instrument was acknowledged before me this _____ day of
_______________, 2022, by _______________, who personally appeared and acknowledged
themselves to be the_____________________________________________________________,
and that they as such, being authorized to do so, executed the foregoing instrument for the purposes
stated in it.
My term of office expires: ____________________
_________________________
Notary Public
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EXHIBIT 1 –Legal Description
INFORMATION WILL BE ADDED AT A LATER DATE
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EXHIBIT 2 –Project Description
Project Description:
The Project as described herein, Centerline on Glendale Phase I will utilize ARPA funds to construct phase
2 of a 2 phase 368-unit affordable rental housing community that will be constructed in two simultaneous
phases. This Project is located near the southeast corner of 67th Avenue and Glendale Avenue on parcels
currently known as 144-07-004B,144-07-004C, 144-07-004G and 144-07-005C (the “Property”). Phase II,
includes 182 total units, including 74 one-bedroom, 82 two-bedroom and 26 three-bedroom high quality
rental homes. Phase I, which is the subject of a separate project, will include 186 total units, also with a
mix of one, two and three-bedroom units. ARPA funds as well as Arizona State Housing Tax Credits
(“SHTF”), federal 4% federal Low Income Housing Tax Credits (“LIHTC”) and National Housing Trust Funds
(“NHTF”) from the Arizona Department of Housing (ADOH). The funds will be used to construct twelve (12)
ARPA-assisted “floating” units at the Property (“ARPA-assisted units”). During the thirty (30) year Period of
Affordability (as that term is defined in the Agreement), the twelve (12) ARPA-assisted “floating” units shall
consist of: (a) five (5) one-bedroom units; (b) five (5) two-bedroom units and (c) two (2) three-bedroom
units. The term “floating” in this Agreement shall be defined as set forth in 24 C.F.R. § 92.252(j). The income
restrictions on the ARPA-assisted units must be maintained during the entire Period of Affordability.
ARPA funds in the amount of $3 Million are being sought to offset eligible land acquisition, hard construction
costs and project-specific soft costs for Phase II. One hundred percent of the units in the development will
be affordable to households earning at or below 60% of the area median income (“AMI”), with at least 20
units in each phase (40 units total) being targeted to households earning at or below 30% of area median
income. The Phase I development will include a 6,000 square foot leasing office and multi-purpose facility
that will include space for property management, case management and human services, job training and
educational programming, and indoor and outdoor recreational space, including a splash pad and dog park.
The Phase II project will include a 6,800 square foot community service facility called the Glendale Center
for Healthy Living, that will be open to the public and contain a community kitchen for small business
incubation in partnership with Local First Arizona, healthy living classes, telehealth stations, a fitness facility,
and other uses to encourage multi-generational healthy living.
The Project plans to partner with the City of Glendale and the Arizona Health Care Cost Containment
System (AHCCCS), as well as HOM, Inc and the Arizona Behavioral Health Corporation (ABC). Through
this unique partnership, we are utilizing long-term project-based subsidies for the construction of permanent
supportive housing units specifically for extremely low income seriously mentally ill and developmentally
disabled households. Units will be set-aside in the development for the duration of the affordability period
to prevent this vulnerable population from becoming homeless. AHCCCS will provide long term rental
subsidies for the eligible households through the AHCCCS Housing Programs (AHP). In fact, this is only
the second time in Arizona history where 4% tax credits will be utilized to develop newly constructed
affordable housing units with project-based subsidy and wrap-around services for this incredibly difficult to
house population.
Project Eligibility:
Property Standards - Housing that is constructed or rehabilitated with ARPA 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 Project staff will determine and verify income eligibility of tenants for the
ARPA assisted-units prior to occupancy of a unit. The occupancy of the ARPA-assisted units must be by
households whose income is at or below 60% AMI (very low income) throughout the Period of Affordability;
see Exhibit B, Attachment B5: HOME Income and Rent Limits. The Project 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
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guidance and resources are outlined in Exhibit D, Attachment D2: Occupancy Restrictions and Project
Unit Characteristics.
Rental Requirements - The ARPA-assisted units will be designated as Low HOME units, which are outlined
in Exhibit B, Attachment B5: HOME Income and Rent Limits. Utility Allowances are outlined in Exhibit
B, Attachment B6: Utility Allowances. The Low HOME rent limit is the maximum rent allowed for a ARPA-
assisted unit; the maximum rent amount includes the utility allowance. 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 all housing assisted under this Agreement meets the affordability
requirements of 24 C.F.R. § 92.254 or § 92.252, as applicable.
Deliverables
Beneficiaries
Number of households (units)
12
Number of people (approximate)
27
Use of ARPA Funds - The ARPA funds provided under this Agreement shall be used for the cost detailed
in the budget found in Attachment B2.
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EXHIBIT 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. The Project shall be operated and maintained according to the unit mix and with the amenities
described herein.
4. Residential Rental Unit Mix. The Developer acknowledges that the Project will contain 182 total
residential rental units of which, 0 are to be rented at market rates and 12 are ARPA-Assisted Units. The
ARPA-Assisted Units shall be floating Units
5. Tenant Income and Rent Restrictions. The ARPA-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 [12] units; a) five (5) one-bedroom units; (b) five (5) two-bedroom units and (c) two (2) three-
bedroom units in the Project shall be Low Program Rent units and must be occupied by low-income
households initially earning no more than 60% 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 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 ARPA-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(e), below. The next available unit of comparable size
or larger must be rented to tenants eligible for a ARPA-Assisted Unit and the rent can be adjusted as
appropriate.
c) Annual Recertification of Tenant Income: The Developer must reexamine the income of tenants living
in ARPA-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) Source Documentation – The ARPA fund will defer to The HOME regulations in 24 C.F.R. 92.203 for
the income eligibility of applicants to be determined by examining source documentation which provides
evidence of annual income. Verification of household income must be verified by the developer in
accordance with 24 CFR 92.203. The project shall obtain and keep as part of its records the required
documentation from the applicant for all ARPA-assisted units on an annual basis.
e) Over-income Tenants - If, during the annual requalification process stipulated in 24 C.F.R. 92. 203 a
tenant is determined to be over income, the Developer will designate the next available comparable
unit as a floating ARPA- assisted unit and apply all HOME regulatory requirements and those of this
Agreement to that unit. Developer will notify the County of any requirements of other funding that conflict
with the requirements of this Agreement; the parties agree to take reasonable steps to remedy such
conflicts if possible and necessary
6. Supportive Services. The Developer acknowledges that supportive services shall be made available to
tenants on the Project.
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EXHIBIT E-SECURITY INSTRUMENTS
Attachment E2: Sample ALTA / NSPS Land Title Survey
Requested By:
When Recorded Return to:
Maricopa County
Human Services Department
Attn: Housing and Community Development Division
234 N. Central Ave., Ste. 300
Phoenix, AZ 85004
DEED OF TRUST
[SUBJECT TO LENDER AND INVESTOR REVIEW/APPROVAL]
Effective Date:
_________________________, 2022
County and State where Real Property is located:
Maricopa County, Arizona
TRUSTOR:
DEVELOPER
BENEFICIARY:
Maricopa County
Human Services Department
Attn: Housing and Community Development Division
234 N. Central Ave., Ste. 300
Phoenix, AZ 85004
TRUSTEE:
Project Property:
PROJECT
APN:
Obligations Secured:
Promissory Note Amount $3,000,000.00
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Subject Real Property: Trustor is the record owner of the Project Property by deed recorded with the Maricopa
County Recorder RECORDING INFORMATION, commonly known as PROJECT and further described in
Exhibit A hereto (the "Project Property"), incorporated by this reference. Trustor has all of the beneficial and
equitable interest in and to the Project Property and is lawfully seized and possessed of the Project Property.
1. Conveyance. Trustor irrevocably grants and conveys to Trustee in trust, with power of sale, the
Project Property, subject to existing taxes, covenants, conditions, restrictions, rights of way and
easements of record, to be held as security for the payment by Trustor of the Obligations Secured
as described on the cover page hereof, and for the performance of other obligations of Trustor as
set forth in this Deed of Trust.
2. Appurtenances. Trustor grants, together with the Project Property, all buildings and improvements
now or hereafter erected thereon and all fixtures attached to or used in connection with the Project
Property (including, without limiting the generality of the foregoing, all ventilating, heating, air
conditioning, refrigeration, plumbing and lighting fixtures), together with all leases, rents, issues,
profits or income therefrom (hereinafter “Property Income”), subject, however, to the right power
and authority hereinafter given to Beneficiary to collect and apply such Property Income.
3. Obligations Secured. The obligations secured by this Deed of Trust are: a certain Agreement
executed by and between Trustor and Beneficiary and dated _________ (the "Agreement"); a
Promissory Note dated of even date herewith in the original principal amount of $3,000,000.00
made by Trustor in favor of Beneficiary ("Promissory Note"); and the Declaration of Covenants,
Conditions, and Restrictions of even date herewith executed by Trustor in favor of Beneficiary in
conjunction with this Deed of Trust ("Declaration"). The Agreement, Promissory Note and
Declaration are collectively referred to herein as the "Obligations Secured." Capitalized terms used
herein and not otherwise defined have the same meaning as the defined terms as set forth in the
Agreement.
4. Taxes, Assessments and Trust Expenses. Trustor shall pay, before delinquent, all taxes and
assessments affecting the Project Property, all encumbrances, charges and liens, when due, with
interest, on the Project Property or any part thereof, which appear to be prior or superior hereto; all
costs, fees and expenses of this trust and all lawful charges, costs and expenses of any
reinstatement of this Deed of Trust following a default.
5. Fire Insurance. Trustor shall, at Trustor’s expense, maintain in force fire and extended coverage
insurance in any amount of not less than the full replacement value of any buildings which may
exist on the Project Property with loss payable to Beneficiary. Trustor shall provide fire insurance
protection on its furniture, fixtures and other personal property on the Project Property in an amount
equal to the full insurable value thereof and promises that any insurance coverage in this regard
will contain a waiver of the insurer’s right of subrogation against Beneficiary. The amount collected
under any insurance policy may be applied to any indebtedness hereby secured and in such order
as the Beneficiary may determine, or at the option of the Beneficiary the entire amount so collected
or any part thereof may be released to Trustor. Such application or release shall not cure or waive
any default hereunder or cause discontinuance of any action that may have been or may thereafter
be taken by Beneficiary or Trustee because of such default.
6. Liability Insurance. Trustor shall, at Trustor’s expense, maintain in force policies of liability
insurance, with Beneficiary as an additional insured thereunder, insuring Trustor against any claims
resulting from the injury to or the death of any person or the damage to or the destruction of any
property belonging to any person by reason of Beneficiary’s interest hereunder or the use and
occupancy of Project Property by Trustor. Such insurance shall be in the following amounts:
a. $2,000,000 against any claim resulting from injury to or the death of any one person.
b. $4,000,000 against any claim resulting from injury to or deaths of any number of persons
from any one accident.
c. $2,000,000 against any claim resulting from the damage to or destruction of any property
belonging to any person.
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7. Processing of Insurance Policies. Trustor shall promptly deliver to Beneficiary the originals or
true and exact copies of all insurance policies including flood insurance (if required) by this Deed
of Trust. Trustor shall not do or omit to do any act which will in any way impair or invalidate any
insurance policy required by this Deed of Trust. All insurance policies shall contain a written
obligation of the insurer to notify Beneficiary in writing at least 10 days prior to any cancellation
thereof. Failure to maintain all insurance required under any of the Obligations Secured or this
Deed of Trust shall be deemed a default and entitle Beneficiary to proceed in accordance with this
Deed of Trust for such default.
8. Indemnification of Trustee and Beneficiary. Trustor shall hold Trustee and Beneficiary, harmless
from and indemnify them for any and all claims of any nature whatsoever against Trustee or
Beneficiary resulting from their interests hereunder or the acts of Trustor except to the extent that
any claim raised by a third party is the result of the gross negligence or intentional misconduct of
the Trustee or Beneficiary. Such indemnification shall include reasonable attorneys’ fees and costs,
including cost of evidence of title. Trustor shall appear in, and defend, any action or proceeding
purporting to affect the security hereof or the rights or powers of the Trustee or Beneficiary; and
shall pay all costs and expenses of Trustee or Beneficiary, including costs of evidence of title and
attorneys’ fees in a reasonable sum in such action or proceeding which Trustee or Beneficiary may
appear, and in suit brought by Beneficiary to foreclose on this Deed of Trust.
9. Right of Beneficiary or Trustee to Pay Obligations of Trustor. If Trustor fails or refuses to pay
any sums due to be paid by it under the provisions of this Deed of Trust, or fails or refuses to take
any action as herein provided, then Beneficiary or Trustee shall have the right, but not the
obligation, to pay any such sum due to be paid by Trustor and to perform any act necessary. The
amount of such sums paid by Beneficiary or Trustee for the account of Trustor and the cost of any
such action, together with interest thereon at the maximum legal contractual rate per annum, from
the date of payment until satisfaction, shall be added to the Obligations Secured, unless otherwise
specified by Beneficiary at the time of such payment. No excuse of obligation contained in any of
the Obligations Secured shall be applicable to any payments made by Beneficiary or Trustee
pursuant to this paragraph. The payment by Beneficiary or Trustee of any such sums or the
performance of any such action shall be prima facie evidence of the necessity therefore.
10. Condemnation. Subject to the written requirements of any subordination agreement executed by
Beneficiary, any award of damages in connection with any condemnation or injury to any of the
Project Property by reason of public use or for damages for private trespass or injury thereto are
assigned in full and shall be paid to Beneficiary, who shall apply them to the payment of the principal
of the Obligations Secured, the interest thereon, and any other charges and amounts secured
hereby in such manner as Beneficiary may elect. Any remaining balance shall be paid to Trustor.
Beneficiary may, at Beneficiary’s option, appeal from any such award in the name of Trustor.
Unless Trustor and Beneficiary otherwise agree in writing, any application of such proceeds to principal shall
not extend or postpone the due dates of any installment payments of the Obligations Secured or change the
amount of such payments.
11. Affordability. At all times Trustee shall ensure that the affordability requirements, attached hereto
and made a part hereof as Exhibit B, and of the Obligations Secured, are satisfied. Failure to satisfy
the affordability requirements under any of the Obligations Secured shall be deemed a default and
entitle Beneficiary to proceed in accordance with this Deed of Trust for such default.
12. Care of Property. Trustor shall take reasonable care of the Project Property and the buildings
thereon and shall adequately maintain the Project Property in good repair and condition as at the
date the Project Property shall obtain a certificate of occupancy from Maricopa County, or such
jurisdiction with permitting authority over the Project Property, ordinary depreciation excepted.
Trustor shall commit or permit no waste and do no act which will unduly impair or depreciate the
value of the Project Property. For purposes of this section, adequate maintenance includes (a)
removal of debris, salvage, junk cars, trash in and/or around the Project Property; (b) ongoing
maintenance of landscaping of premises; and (c) compliance with “good faith effort” to maintain
and clean interior and exterior of structure in compliance with 24 CFR 92.251 (f), Minimum Property
Standards. If the Trustor fails to so care for the Project Property, then Beneficiary, at its option, may
make or contract for the necessary repairs or remediation necessary to restore the Project Property
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and, the Trustor shall reimburse Beneficiary for the reasonable cost of such repairs and remediation
on a timetable set by Beneficiary. No excuse of obligation contained in any of the Obligations
Secured shall be applicable to any payments made by Beneficiary pursuant to this paragraph.
13. Right to Inspect Project Property. In addition to any inspection rights otherwise granted to
Beneficiary pursuant to the Obligations Secured, at all convenient and reasonable times, upon prior
notice to Trustor, Beneficiary or Trustee shall have the right and license to go on and into the Project
Property to inspect it in order to determine whether the provisions of the Obligations Secured are
being kept and performed. The Trustor agrees and understands that periodic site inspections will
be made by Beneficiary.
14. Event of Default. In addition to any other items of default identified herein, each of the following
shall be considered an event of default ("Event of Default") of this Deed of Trust:
a. The occurrence of an event of default or breach of any provision of the Agreement, Promissory
Note or any other term of this Deed of Trust after written notice to Trustor and an opportunity
to cure such default or breach, or failure of Trustor to pay on demand by Beneficiary any amount
for which demand is made on Beneficiary by the U.S. Federal Government arising from the
failure by Trustor of the Project Property to comply and is not caused, partially or otherwise by
the Trustee or Beneficiary.
b. The failure of Trustor to perform any duty or obligation required by the Obligations Secured and
such failure continues after applicable cure periods;
c. The removal or attempted removal by Trustor of any property included in the Project Property
without the consent of Beneficiary;
d. The failure of Trustor to maintain the Project Property in accordance with paragraph 11 above
and such failure continues after applicable cure periods;
e. Abandonment of the Project Property by Trustor;
f.
The filing, execution or occurrence of:
i. A petition in bankruptcy by or against Trustor which is not dismissed within one hundred
twenty (120) days.
ii. A petition or answer seeking a reorganization, composition, readjustment, liquidation,
dissolution or other relief of the same or different kind under any provision of the Bankruptcy
Act which is not dismissed within one hundred twenty (120) days.
iii. Adjudication of Trustor as a bankrupt or insolvent, or insolvency in the bankruptcy equity
sense.
iv. An assignment by Trustor for the benefit of creditors, whether by trust, mortgage or otherwise.
v. A petition or other proceedings by or against Trustor for the appointment of a trustee, receiver,
guardian, conservator or liquidator of Trustor with respect to all or substantially all its property
which petition is not dismissed within one hundred twenty (120) days.
vi. Trustor’s dissolution or liquidation or the taking of possession of Trustor’s property by any
governmental authority in connection with dissolution or liquidation.
g. A reasonable determination by Beneficiary that the security of the Deed of Trust is inadequate or
in danger of being impaired or threatened from any cause whatsoever.
h. The sale, conveyance, transfer or attempted conveyance or transfer, or subjection to a mortgage
or deed of trust, whether voluntary, involuntary or by operation of law, of the Project Property or
any interest in it, without prior written consent of Beneficiary. Upon any prospective purchaser of
the Project Property executing all necessary documents concerning the affordability requirements
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of the Obligations Secured, and upon Beneficiary being satisfied said prospective purchaser is
capable of managing the Project Property to ensure satisfaction of the affordability requirements of
the Obligations Secured going forward, Beneficiary’s consent will not be unreasonably withheld,
conditioned or delayed. Notwithstanding the forgoing, Beneficiary will not unreasonably withhold
consent to any refinance of indebtedness on the Property to which the Promissory Note or this
Deed of Trust are subordinate does not constitute a default so long as such refinancing is
conducted for the sole purpose of loss mitigation or foreclosure prevention. Refinance activity
regarding indebtedness on the Property for purposes of “cashing out,” equity or that is otherwise
not for the purpose of loss mitigation, foreclosure prevention, or retention of the property without
the written consent of the Beneficiary is hereby deemed to constitute a default of the Note and
Deed of Trust during the 360 month duration of the Note.
i.
Notwithstanding anything to the contrary in the Obligations Secured, the following shall not
constitute a default under the Obligations Secured or this Deed of Trust (a) the sale, transfer,
conveyance or pledge of any membership interest in an investor member, if any, and (b) any
amendment to an operating agreement of the Trustor (the "Operating Agreement"), which does not
affect the financial terms of the Operating Agreement, and does not otherwise adversely affect the
security interest of Beneficiary in the Project Property or Declaration.
15. Cure Rights.
a. Beneficiary shall give Trustor and any other person identified in paragraph 29 below,
simultaneous written notice of any monetary Event of Default occurring under the terms of
the Promissory Note prior to exercising any remedies thereunder. Trustor shall have a
period of thirty (30) business days after receipt of such notice, or such longer period of time
as may be set forth in the Promissory Note, to cure the default prior to exercise of remedies
under the Promissory Note or this Deed of Trust.
b. Beneficiary shall give Trustor and any other person identified in paragraph 26 below,
simultaneous written notice of any non-monetary default or Event of Default occurring
under the term of the Obligations Secured, prior to exercising any remedies. Such non-
monetary default or Event of Default shall not remain uncured for more than one hundred
twenty (120) calendar days. If Beneficiary determines that Trustor has taken and diligently,
continually and in good faith continues corrective action and that the non-monetary default
or Event of Default cannot be corrected within the 120-day cure period, Beneficiary may,
in its sole discretion, allow Trustor such additional time as may be reasonably necessary
to cure the non-monetary default or Event of Default before Beneficiary exercises any
remedies.
c. Beneficiary agrees that any cure of any Event of Default described in the Obligations
Secured by any person identified in paragraph 26 below, shall be deemed to be cure by
Trustor and shall be accepted or rejected on the same basis as if made by Trustor.
16. Acceleration. In the event of default by Trustor, Beneficiary may declare all sums secured hereby
immediately due and payable by delivery to Trustee of written notice setting forth the nature thereof
and of Beneficiary’s election to cause the Project Property to be sold under this Deed of Trust.
Beneficiary shall also deposit with Trustee all documents evidencing the Obligations Secured and
any expenditures secured hereby.
17. Trustee’s Sale. Upon receipt of Beneficiary’s notice of election to cause the Project Property to be
sold, Trustee shall, in accordance with all provisions of law, give Trustor notice of trustee’s sale
and, after the lapse of the required amount of time, sell the Project Property at public auction, at
the time and place specified in the Notice of Trustee’s Sale, to the highest bidder of cash in lawful
money of the United States, payable at the time of sale. Any persons, including Trustor, Trustee or
Beneficiary may purchase at the Trustee’s Sale. Trustee may postpone or continue the sale by
giving notice of postponement or continuance by public declaration at the time and place last
appointed for sale. Upon sale, Trustee shall deliver to the purchaser a Trustee’s Deed conveying
the Project Property, but without any covenant or warranty, expressed or implied.
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18. Proceeds of Trustee’s Sale. After deducting all costs, fees and expenses of Trustee and of this
trust, including the cost of evidence of title in connection with the sale and reasonable attorney’s
fees, Trustee shall apply the proceeds of sale to payment of all sums then secured hereby and all
other sums due under the terms hereof, with accrued interest, and the remainder, if any, to the
persons legally entitled thereto or as provided by ARS §33-812 as currently codified or as amended.
19. Defaults on Prior Encumbrances. If there are mortgages upon the Project Property or other
encumbrances which are prior in time or prior in right, then Trustor promises to comply with the
terms of those prior mortgages or encumbrances. If Trustor fails to comply with such terms and
defaults on those mortgages or obligations, such default shall also be considered a default of this
Deed of Trust, and Trustee or Beneficiary herein may advance the monies necessary to remedy
such defaults, and, if it does, such monies shall be added to the Obligations Secured and shall bear
the maximum contractual legal rate of interest from the date monies are tendered unless otherwise
specified by Beneficiary at the time of such payment. Beneficiary may also proceed on this default
by exercising the same remedies it has on this Deed of Trust.
20. Foreclosure and Other Remedies. In lieu of sale pursuant to the power of sale conferred hereby,
this Deed of Trust may be foreclosed in the same manner provided by law for the foreclosure of
mortgages on real property. Beneficiary shall also have all other rights and remedies available
hereunder and at law or in equity. All rights and remedies shall be cumulative.
21. Reinstatement after Default. Notwithstanding Beneficiary’s acceleration of sums secured by this
Deed of Trust, Trustor shall have the right to have any proceedings begun by Beneficiary to enforce
this Deed Trust discontinued and to have the Deed of Trust reinstated at any time before the day
of the Trustee’s Sale or before the filing of a foreclosure action. In order to have the Deed of Trust
reinstated after default, the Trustor must:
a. Pay to Beneficiary the entire amount due under this Deed of Trust and the Obligations
Secured, other than such portion of the principal as would not be due had no default
occurred;
b. Cure all defaults or covenants or agreements of Trustor regarding the Agreement as
contained in this Deed of Trust;
c. Pay costs and expenses incurred by Beneficiary and Trustee in enforcing the terms of this
Deed of Trust and pursuing remedies;
d. Pay reasonable attorney’s fees actually incurred by Beneficiary and Trustee;
e. Pay the recording fee for any cancellation of notice of sale; and
f.
Pay the Trustee’s fees, in an amount not to exceed $600 or one half of one per cent of the
entire unpaid principal sum secured, whichever is greater.
22. Upon reinstatement, this Deed of Trust and the Obligations Secured hereby shall remain in full
force and effect as if no acceleration had occurred.
23. Assignment of Property Income, Right of Entry and Appointment of Receiver. As additional
security, Trustor hereby gives Beneficiary the right, power and authority, during the continuance of
this Trust, to collect the Property Income, reserving to Trustor the right, prior to any Event of Default
by Trustor in payment of any indebtedness secured hereby or in performance of any agreement
hereunder, to collect and retain such Property Income as it becomes due and payable.
24. Upon any such uncured Event of Default and subject to the interest of the superior lien holders
identified in Exhibit A to the Promissory Note, Beneficiary may at any time, with notice, either in
person, by agent or by a receiver to be appointed by a court, and without regard to the adequacy
of any security for the indebtedness hereby secured, enter upon and take possession of the
Property Income; in its own name sue for or otherwise collect such Property Income, including
amounts past due and unpaid; and apply the same, less costs and expenses of operation and
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collection, including reasonable attorney’s fees, upon any indebtedness secured hereby, or as
otherwise appropriate to preserve Beneficiary’s security interest and ensure compliance with the
Program, Department Guidance, and Federal Guidance (as those terms are defined in the
Promissory Note); and in such order as Beneficiary may determine.
25. The entering upon and taking possession of the Property Income, the collection of such Property
Income and the application thereof, shall not cure or waive any default or notice of Trustee’s Sale
hereunder or invalidate any act done pursuant to such notice.
26. Acts of Trustee Affecting Project Property. At any time, with notice, upon written request of
Beneficiary and presentation of this Deed of Trust and the Obligations Secured for endorsement,
Trustee may, without liability, release and reconvey all or any part of the Project Property, consent
to the making and recording, or either, of any map or plat of all or any part of the Project Property;
join in granting any easement thereon; join in or consent to any extension agreement or any
agreement subordinating the lien, encumbrance or charge hereof.
27. Any such action by Trustee may be taken without affecting the personal liability of any person for
payment of the indebtedness secured hereby, without affecting the security hereof for the full
amount secured hereby on all property remaining subject hereto, and without the necessity that
any sum representing the value or any portion thereof of the property affected by Trustee’s action
be credited on the indebtedness.
28. Satisfaction of the Obligation. If Trustee receives full payment of the Obligations Secured in the
amount secured or at the Maturity Date of the Promissory Note, whichever is earlier, at the request
of Trustor, Beneficiary or Trustee shall acknowledge satisfaction of the Deed of Trust by recording
and delivering to Trustor a Satisfaction or Release of Realty Deed of Trust in accordance with
A.R.S. § 33-712. However, the Declaration and Assignment of Affirmative Land Use recorded
against the Project property shall remain in full force and in effect for the entire duration of its term.
29. Notices. Copies of all notices and communications concerning this Deed of Trust shall be mailed
to the Parties at the addresses specified in this Deed of Trust. Any change of address shall be
communicated to the other Parties in writing. Any documents which may adversely affect the rights
of any party to this Deed of Trust shall be dispatched by Certified Mail, Return Receipt Requested.
A
copy
of
all
foregoing
notices
and
communications
shall
be
mailed
to:
_________________________________________
30. Headings. The marginal or topical headings of the provisions herein are for convenience only and
do not define, limit or construe the contents of these provisions.
31. Interpretation. In this Deed of Trust, whenever the context so requires, masculine gender includes
the feminine and neuter, and the singular includes the plural and vice versa.
32. Applicable Law. This Deed of Trust shall be subject to and governed by the laws of the State of
Arizona, in particular the provisions of ARS Title 33, Chapter 6.1, regardless of the fact that one or
more Parties now is or may become a resident of a different state.
33. Nonwaiver. The failure of the Beneficiary at any time to require performance of any provision or to
resort to any remedy provided under this Agreement, or the Beneficiary’s agreement to provide
accommodation outside the terms of this Agreement, shall in no way affect the right of the
Beneficiary to require contract performance or to resort to a remedy at any time, or to refuse to
make accommodation thereafter, nor shall the waiver by any party of a breach be deemed to be a
waiver of any subsequent breach. A waiver shall not be effective unless it is in writing and signed
by the party against whom the waiver is being enforced. No course of dealing or any failure to
exercise, nor any delay in exercising any right, power or privilege hereunder shall operate as a
waiver thereof.
34. Succession of Benefits. The provisions of this Deed of Trust shall inure to the benefit of and be
binding upon the Parties hereto, their heirs, personal representatives, conservators and permitted
assigns.
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35. Successor Trustee. Beneficiary may appoint a Successor Trustee in the manner prescribed by
law. A Successor Trustee herein shall, without conveyance from the predecessor Trustee, succeed
to all the predecessor’s title, estate, rights, powers and duties. Trustee may resign by mailing or
delivering notice thereof to Beneficiary and Trustor.
36. Entire Agreement. The terms of this Deed of Trust, the Obligations Secured and attached Exhibit
A executed this date constitute the entire agreement among the Parties and the Parties represent
that there are no collateral or side agreements not otherwise provided for within the terms of this
Deed of Trust.
37. Time of Essence. Time is of the essence in this Deed of Trust and every term, condition, covenant
and provision hereof.
38. Modification. No modification of this Deed of Trust shall be binding unless evidenced by an
agreement in writing and signed by all Parties.
39. Partial Invalidity. If any provision of this Deed of Trust is held to be invalid or unenforceable all the
remaining provisions shall nevertheless continue in full force and effect.
[SIGNATURES APPEAR ON FOLLOWING PAGES]
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TRUSTOR/BORROWER:
Centerline on Glendale Two, LLC,
a Wisconsin limited liability company
By:
Centerline on Glendale Two MM, LLC, a Wisconsin limited liability company, managing
member
By:
GEC Centerline on Glendale Two, LLC, a Wisconsin limited liability company, manager
By:
Gorman & Company, LLC, a Wisconsin limited liability company, manager
By:
______________________________________
Brian Swanton, President
STATE OF _____________)
) ss.
County of ___________ )
The foregoing Deed of Trust was acknowledged before me this ______day of ______________,
_____, by ____________________________________________________________________
______________________________________
My Commission expires:
Notary Public
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Reviewed, Approved and Agreed to Pursuant to Paragraph 38.
MARICOPA COUNTY, a political subdivision of the State of Arizona
____________________________________
Name, Title
STATE OF ARIZONA
)
) ss.
County of Maricopa
)
The foregoing Deed of Trust was acknowledged before me this ______day of ______________,
_____, by ____________________________________________________________________.
______________________________________
My Commission expires:
Notary Public
SERIAL 220166-RFP
BENEFICIARY
By:_____________________________________
Title:
STATE OF ARIZONA )
)ss.
County of Maricopa
)
The foregoing Deed of Trust was acknowledged before me this ______day of ______________, _____,
by____________________________________, Chairman, Board of Supervisors
______________________________________
My Commission expires:
Notary Public
Do not destroy this Deed of Trust or the note that it secures. Both must be delivered to the Trustee
for cancellation before release and conveyance will be made.
Escrow No.
41.
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Exhibit A
Legal Description
INFORMATION WILL BE ADDED AT A LATER DATE
SERIAL 220166-RFP
PROMISSORY NOTE
[SUBJECT TO LENDER AND INVESTOR
REVIEW/APPROVAL]
Maricopa County, Arizona
___________, 2022
For value received, Centerline on Glendale Two, LLC ("Borrower") promises to pay to the County
of Maricopa, an Arizona body politic ("County"), the sum of THREE MILLION AND 00/100
DOLLARS ($3,000,000.00) (the "Obligation") payable in accordance with the terms of certain
agreement between Maricopa County Administered by its Human Services Department and
Centerline on Glendale Two, LLC dated _____________, 2022 (the "Agreement"), attached hereto
and incorporated herein.
1. The definition of any capitalized term or word used and not otherwise defined shall have the
meaning set forth in the Loan Agreement.
2. The Note shall bear zero percent (0%) interest. The term of this Note shall coincide with the
Affordability Period as set forth in the Agreement. Principal payments of $_____ shall be made
annually on the first day of June commencing the year following completion of the project (the
“Annual Payment”) from the Borrower’s Net Cash Flow, as hereinafter defined, in the order
determined by Borrower’s Amended and Restated Operating Agreement dated as of _______,
2022 (the “Operating Agreement”).“ Net Cash Flow” shall mean the sum of gross rent revenues
(less rental taxes and tenant security deposits) plus other income received by the Borrower
from the operation of the Project, less (a) annual accrued debt service for the first and second
priority loans, (b) payment of any unpaid Deferred Development Fee amount, (c) actual
operating expenses (including amounts deposited in replacement reserve account ) and
excluding allowable depreciation, and (d) payments of the Asset Management Fee pursuant to
the Operating Agreement . Net Cash Flow shall be calculated based on the Borrower’s audited
financial statements for the calendar year preceding the Annual Payment date. All outstanding
principal shall be due and payable in full on or before _____, 20__.
3. During the Affordability Period as set forth in the Agreement, Borrower shall comply
with all of the terms, restrictions and conditions in said Agreement and the Declaration
and Assignment of Affirmative Land Use recorded in accordance with said Agreement,
that ensure the housing provided in whole or in part with the funds evidenced by this
Promissory Note remains subject to affordability requirements and available to those
residents who qualify for such housing. So long as the Project Property as defined in
the Agreement, shall remain affordable in accordance with the terms of said
Agreement and the Declaration and Assignment of Affirmative Land Use for the full
term of this Promissory Note, all obligations set forth herein shall be forgiven without
the necessity of repayment. If said Project Property fails to remain affordable as
defined aforesaid, the full obligation evidenced herein shall be come immediately due
and payable in full.
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4. This Note shall bind and inure to the benefit of the respective permitted successors
and assigns of the Borrower and the County.
5. Payments shall be made in lawful money of the United States of America at the
administrative offices of Maricopa County Human Services Department at the
following address: 234 N. Central Ave., Phoenix, Arizona, 85004.
6. The prevailing party in a suit on this Note shall recover, as part of the judgment,
reasonable attorney’s fees that may be fixed by the judge of the court.
7. This Note shall be evidenced and secured by the following documents, all of which
will be executed in favor of the County on even date herewith and will be duly recorded
in the Office of the Recorder of Maricopa County, Arizona:
a. The Agreement
b. The Declaration and Assignment of Affirmative Land Use
c. Deed of Trust
8. Borrower's obligations under this Note are nonrecourse to Borrower and its
members and may be enforced solely out of the proceeds of the sale of the
property in accordance with the Deed of Trust.
9. The Note shall be governed by, and construed in accordance with, the laws of the
State of Arizona.
10. Time is of the essence in this Note and every term, condition, covenant and
provision hereof.
11. The Deed of Trust and this Note are and shall be subject and subordinate in all
respects to the liens, terms, covenants and conditions of any senior lender
recorded prior in time to the Deed of Trust, as reflected on Exhibit A attached
hereto.
[SIGNATURE APPEARS ON THE FOLLOWING PAGE]
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IN WITNESS WHEREOF, Borrower has signed this Note on this ____ day of _________, 2022.
Centerline on Glendale Two, LLC,
a Wisconsin limited liability company
By:
Its:
___________________________
Brian Swanton, President
STATE OF _________
)
) ss.
County of _______
)
The foregoing Promissory Note was acknowledged before me this _____ day of
,
2022, by _____________________________________________________________________.
______________________________________
My Commission expires:
Notary Public
SERIAL 220166-RFP
Exhibit A
List of Permitted Encumbrances (Order of Priority)
1. [Senior Lender]
2. ADOH
3. [Others?]
INFORMATION WILL BE ADDED AT A LATER DATE
SERIAL 220166-RFP
CENTERLINE ON GLENDALE TWO, LLC, 200 N MAIN STREET, OREGON, WI 53575
PRICING SHEET: NIGP CODE 95296
Terms:
Vendor Number:
Certificates of Insurance
Contract Period:
NET 60 DAYS
VS0000007040
Required
To cover the period ending June 30, 2024.
Respondent: Brian Swanton, President & CEO of Gorman & Company, LLC
January 11, 2022
Response to 220166-RFP
Affordable Housing
Development Opportunities
January 11, 2022
Andrea Stupka, Procurement Officer
Maricopa County
Andrea.Stupka@maricopa.gov
RE:
Response to 220166-RFP Affordable Housing Development Opportunities
Centerline on Glendale Phase II (182 Units) – Glendale, AZ
Dear Ms. Stupka and evaluation committee:
Gorman & Company, LLC is proud to submit to the Maricopa County Human Services Department
(MCHSD) an application for ARPA funds for the new construction of a 182-unit mixed-income permanent
supportive rental housing community. This project is part of a two-phased development that will
ultimately create a total of 368 units of new affordable housing in Glendale’s Centerline Redevelopment
Area with wrap-around supportive services. With immediate access to major employment hubs in
downtown Glendale and in the nearby Westgate Entertainment District, major bus lines on both Glendale
Avenue and 67th Avenue, as well as walking distance to nearby Glendale High School and Aquatic Center,
and just a block from the soon-to-be constructed Mountain Park Health Clinic, this site is perfectly
situated to not only address critical housing needs in the west valley, but also address the full spectrum
of the social determinants of health.
The project will be located on a fully-zoned, shovel ready, 13-acre parcel of land that is entitled for the
182 units planned for Phase II as well as the 186 additional units in Phase I (subject of a separate
application for MCHSD ARPA funds). This development is being developed in two simultaneous phases
simply for financial engineering reasons as Gorman & Company is seeking an allocation of Arizona State
Housing Tax Credits for both phases, along with federal 4% federal Low Income Housing Tax Credits, in an
effort to maximize the financial feasibility of the overall project. The large size of the project requires two
separate state tax credit allocations. While each phase will be owned by two separate legal entities under
two independent debt and equity structures, the project will share access and amenities across phases
and be operated as one community once completed.
Centerline on Glendale will be an integral part of the comprehensive revitalization strategy for the
Glendale Centerline redevelopment area, which was originally established as a redevelopment area in the
1980’s and is also part of a Qualified Census Tract. What is particularly unique about this development is
our partnership with the City of Glendale and the Arizona Health Care Cost Containment System (AHCCCS),
as well as HOM, Inc and the Arizona Behavioral Health Corporation (ABC). Through this unique
partnership, we are utilizing long-term project-based subsidies for the construction of permanent
supportive housing units specifically for extremely low income seriously mentally ill and developmentally
disabled households. Units will be set-aside in the development for the duration of the affordability
period to prevent this vulnerable population from becoming homeless. AHCCCS will provide long term
rental subsidies for the eligible households through the AHCCCS Housing Programs (AHP).
Through a series of meetings and design charrettes we held over the past several months, the following
guiding principles emerged which serve as the cornerstones of our proposal:
1. Glendale’s Centerline Redevelopment Area has significant heritage, and the residents are very
committed to the neighborhood. Accordingly, this project should be viewed as a neighborhood
redevelopment effort and an economic development effort, more than just a housing
redevelopment effort and award-winning design should be a minimum expectation.
2. As a part of a master redevelopment plan, this site for is ideal given its location between both
downtown Glendale and the Westgate Entertainment District, numerous amenities and its proximity
to grocery, retail shopping, health services, schools and the like.
3. In order for this effort to be successful, the final product must include significant and meaningful
community partnerships, including intentional resident engagement before, during and after project
completion.
4. As project-based rental assistance is a scarce resource, a portion of the newly redeveloped units
should be set-aside to house populations at high risk of homelessness, with a preference for
seriously mentally ill, adults with developmental disabilities and veteran populations, utilizing the
best practices found in the Housing First Permanent Supportive Housing model.
5. Indoor and outdoor facilities for comprehensive, multi-generational resident services should be a
priority to compliment the amenities offered throughout the area.
This development will be accessible to the physically disabled and sensory impaired. 100% of the units
are designed utilizing Universal Design principles for accessibility and visitability. The project will contain
both Type-A (fully accessible) and Type-B (adaptable) units. The project has been designed to provide a
balance of safety and security needs with tenants' independence and sense of well-being.
The resident population of the project will be mixed and diverse, including families with children, single
individuals, elderly, disabled, and special needs. The project is in an extremely diverse census tract with a
relatively high percentage of Hispanic households. The project will affirmatively further fair housing by
developing a housing project that will serve the needs of a diverse tenant base, including households of
varying demographics than the prevailing demographics in the census tract. In addition, the site and
surrounding area is the center of a focused and concerted revitalization strategy.
As you will see in the attached response, Centerline on Glendale Phase II is a unique opportunity to be
the focus of the master redevelopment plan for the Glendale Centerline redevelopment area, just west
of the historic center of the City of Glendale. Centerline on Glendale will be a significant asset for low and
moderate-income renters who are seeking an environmentally and economically sustainable housing
option with on-site resident services, along with accessible features for the disabled and a permanent
supportive housing environment for high-risk families, individuals, and seniors.
Thank you for your time and consideration to this request. We look forward to furthering our partnership
with the Maricopa County Human Services Department as we work to revitalize the City of Glendale.
Brian Swanton, President & CEO
5.6.1.1.1 – Centerline on Glendale I & II is a to-be-constructed 368-unit affordable rental housing
community that will be constructed in two simultaneous phases. Phase II, the subject of this application,
includes 182 total units, including 74 one-bedroom, 82 two-bedroom and 26 three-bedroom high quality
rental homes. Phase I, which is the subject of a separate application, will include 186 total units, also with
a mix of one, two and three-bedroom units. This development is being developed in two simultaneous
phases simply for financial engineering reasons as Gorman & Company is seeking an allocation of Arizona
State Housing Tax Credits for both phases, along with federal 4% federal Low Income Housing Tax Credits,
in an effort to maximize the financial feasibility of the overall project. The large size of the project requires
two separate state tax credit allocations. While each phase will be owned by two separate legal entities
under two independent debt and equity structures, the project will share access and amenities across
phases and be operated as one community once completed. Gorman & Company has developed several
projects in a similar fashion, including Madison Heights I & II in Avondale, AZ (funded, in part, with MCHSD
HOME funding), Escobedo I & II in Mesa, AZ and Esperanza En Escalante I & II in Tucson, AZ.
ARPA funds in the amount of $3 Million are being sought to offset eligible land acquisition, hard
construction costs and project-specific soft costs for Phase I. One hundred percent of the units in the
development will be affordable to households earning at or below 60% of the area median income, with
at least 20 units in each phase (40 units total) being targeted to households earning at or below 30% of
area median income. The Phase I development, subject of a separate application, will include a 6,000
square foot leasing office and multi-purpose facility (similar in nature to Madison Heights in Avondale)
that will include space for property management, case management and human services, job training and
educational programming, and indoor and outdoor recreational space, including a splash pad and dog
park. This Phase II project will include a 6,800 square foot community service facility called the Glendale
Center for Healthy Living, that will be open to the public and contain a community kitchen for small
business incubation in partnership with Local First Arizona, healthy living classes, telehealth stations, a
fitness facility, and other uses to encourage multi-generational healthy living. This exciting facility is being
integrated into the project at the request of the City of Glendale as this area of the City has no access to
a Boys & Girls Club, YMCA, LA Fitness or similar facility.
What is particularly unique about this development is our partnership with the City of Glendale and the
Arizona Health Care Cost Containment System (AHCCCS), as well as HOM, Inc and the Arizona Behavioral
Health Corporation (ABC). Through this unique partnership, we are utilizing long-term project-based
subsidies for the construction of permanent supportive housing units specifically for extremely low
income seriously mentally ill and developmentally disabled households. Units will be set-aside in the
development for the duration of the affordability period to prevent this vulnerable population from
becoming homeless. AHCCCS will provide long term rental subsidies for the eligible households through
the AHCCCS Housing Programs (AHP). In fact, this is only the second time in Arizona history where 4% tax
credits will be utilized to develop newly constructed affordable housing units with project-based subsidy
and wrap-around services for this incredibly difficult to house population. The only other example of
constructing new permanent supportive housing at scale using 4% tax credits was at Heritage at Surprise,
a 100-unit project development in partnership between Gorman & Company and the Housing Authority
of Maricopa County. Centerline on Glendale I & II looks to more than triple the scale of that successful
model and place a significant dent in the number of homeless SMI and developmentally disabled
households in Maricopa County.
5.6.1.1.2 – The site to be acquired for this exciting new mixed-income permanent supportive housing
development is located near the southeast corner of 67th Avenue and Glendale Avenue. The subject site
is currently vacant land and located in a Qualified Census Tract (QCT). It is also strategically located at the
west end of the City of Glendale’s Centerline Redevelopment Area, as well as the Centerline Overlay
District’s ‘Market District’ character area. In fact, this will be the largest housing development ever
constructed in the Glendale Centerline Redevelopment Area, which runs from 67th Avenue east to 43rd
Avenue along Glendale Avenue. The site is conveniently located along major Valley Metro bus routes with
frontage on both Glendale Avenue and 67th Avenue. The site is also walking distance to Glendale High
School, which includes a city pool, as well as Smith Elementary School and a brand-new Mountain Park
Federally Qualified Health Center (FQHC) that will be breaking ground in 2022.
5.6.1.1.3 – This 13-acre vacant lot, which is being bifurcated into two separate tax parcels, one for
Phase I and one for Phase II, is already hard zoned for multi-family development and can accommodate
the 368 units planned for the full site. We are currently 75% completed with a PAD process for both
phases which is designed to create reduced parking requirements, decreased setbacks, and other minor
site modifications. We held a community meeting regarding the PAD with no public opposition. It is
important to note that this project has the full support of Councilman Jamie Aldama from Glendale’s
Ocotillo District, as well as City Manager Kevin Phelps and Jean Moreno, Glendale’s Director of Community
Services.
5.6.1.1.4 – The full 13-acre parcel is currently under an exclusive purchase contract with Gorman &
Company, LLC (or its assigns) as the buyer. Saia Family Limited Partnership, the current property owner,
is the seller. The purchase contract was executed on June 16, 2021 and amended on September 28, 2021.
As mentioned above, the site is properly zoned for multi-family housing.
5.6.1.1.5 – Centerline on Glendale – Phase II will include total site acreage of 6.27 acres and will
comprise the northern portion of the site with frontage on Glendale Avenue to the north. This phase of
the project will include 74 one-bedroom units with an average size of 640 square feet; 82 two-bedroom
units with an average size of 836 square feet; and 26 three-bedroom units with an average size of 1,094
square feet. The entire project will be designed utilizing Universal Design to maximize accessibility and
visitability. All units will either be Type-A fully accessible or Type-B adaptable and 100% of the units will
contain proper turning radii in kitchen and bathroom areas for wheelchair accessibility, elevated outlets
and lowered wall switches, two-by-four backing behind the drywall in the bathrooms for the easy addition
of grab bars, and other comprehensive accessibility features.
5.6.1.1.6 – Appraisal is attached.
5.6.1.1.7 – Syndication cost for the syndication of the 4% Low Income Housing Tax Credits is included
in the Project Development Budget and is reflected in the Sources and Uses Workbook as a use of funds.
All investors handle syndication costs slightly differently and price these costs differently. Final
syndication costs will be adjusted after an equity investor is selected later this year.
5.6.1.1.8 – As we expand the permanent supportive housing component of this project, we intend to
seek out additional project-based subsidies to increase the number of 30% AMI units for high-risk
populations. We have had preliminary discussions with the Arizona Department of Economic Security’s
(DES’s) Division of Developmental Disabilities (DDD) for the placement of Section 811 rental subsidies for
adults with developmental disabilities. However, Section 811 subsidies could not be brought into the
project until after construction completion. We have also discussed the possibility of an allocation of
Project-Based Housing Choice Vouchers (e.g. – Project-Based Section 8) with the City of Glendale.
However, to secure vouchers form the City of Glendale, we would have to compete in a competitive
process, which the City anticipates implementing the coming months. While both DES-DDD Section 811
subsidies and City of Glendale Section 8 Project-Based Vouchers are anticipated, neither source of subsidy
is currently committed to this project.
Further, we anticipate an allocation of Arizona State Housing Tax Credits and federal 4% Low Income
Housing Tax Credits, as well as $2 million in National Housing Trust Funds from the Arizona Department
of Housing (ADOH). Applications for all three of these sources will be submitted to ADOH on February 15,
2022. As a result, this project is assuming Davis-Bacon and Section 3 compliance throughout the
construction process. These added costs are factored into our hard cost budget. Should other
governmental assistance be obtained in the future, MCHSD will be notified promptly.
5.6.1.1.9 – Centerline on Glendale - Phase II will have a projected total development cost of
$45,793,435. This project’s primary funding mechanism will be a tax-exempt bond issuance through the
Arizona Industrial Development Authority (AZIDA) along with a non-competitive allocation of federal 4%
Low Income Housing Tax Credits (LIHTC). Our annual federal 4% LIHTC request will be approximately
$1,855,071 and will generate approximately $16.7 Million in equity for the project. We have already
secured preliminary approval of this transaction from the AZIDA in December of 2021. Our preliminary
application to ADOH for non-competitive 4% LIHTC will be submitted on February 15, 2022. While our
unit count in Phase I is slightly lower than Phase II, our costs for Phase II are slightly higher. This is simply
due to the larger amount of square footage in Phase II with more three-bedroom units.
In terms of competitive funding sources, we will also be submitting an application to ADOH on February
15, 2022 for Arizona State Housing Tax Credits in the amount of $1 million, which is expected to generate
$6 Million in equity. We will also be submitting a request to ADOH for $2 million in National Housing Trust
Funds at the same time. We have been told by ADOH that NHTF funding is readily available for projects
that have units set aside for households earning at or below 30% of Area Median Income as we do with
this project.
5.6.1.1.10 – We are not requesting ARPA funds for supportive services. However, Gorman’s Property
Management Division will be offering a comprehensive on-site supportive services program in partnership
with Local First Arizona and the City of Glendale. We have budgeted for a full-time on-site Resident
Services Coordinator to manage a wide array of intergenerational and wrap-around supportive services
along with our partners.
5.6.1.1.11 – Again, we are not requesting ARPA funding for supportive services as these costs are built
into our operational budget. However, the additional costs in our budget for supportive services will be
partially offset by the additional cash flow generated by the project-based rental subsidies. This will
ensure that funding for resident services will be sustainable throughout the 30-year compliance period.
This is a similar model that has been successfully utilized at our other permanent supportive housing
projects mentioned above (e.g. Madison Heights, Escobedo, Esperanza En Escalante and Heritage at
Surprise).
5.6.1.1.12 – As mentioned above, Centerline on Glendale is intended to create a working and
repeatable model for creating permanent supportive housing units at scale using 4% LIHTC to finance
large scale new construction of affordable rental units with project-based subsidy and wrap-around
supportive services, integrated into a high quality, mixed-income community with access to services and
amenities that address the social determinants of health.
In addition to the growing homeless issue in the Valley, we have large numbers of Section 8 recipients,
SMI populations, and developmentally disabled populations that have immediate access to rental
subsidies yet have no place to take that subsidy due to a disastrous lack of housing supply in the Phoenix
metro area. This project is designed to attack that issue head on by creating a large number of affordable
units using 4% and state housing tax credits, designating a significant portion of those units to housing
providers with rental subsidy programs who cannot find adequate housing for their low income and
special needs populations, and project-basing those subsidies through long term (20+ year) subsidy
contracts. This guarantees the subsidy providers such as the City of Glendale, AHCCCS, HOM, Inc, ABC,
DES-DDD, and the like long-term access to units for their special populations and allows the owner of the
real estate to leverage the income streams from the rental subsidy to fund resident services in a
sustainable way. If, for example, we were able to create 100 subsidized units in this development alone
for special populations (50 in Phase I and 50 in Phase II) and developers can repeat this model ten times
in ten different locations throughout the region, we could reduce homelessness in high-risk populations
by 1,000 households. That’s a remarkable shift in addressing homelessness in Maricopa County, and the
resources are out there to get it done.
As mentioned above, at this time we currently have a firm commitment from AHCCCS for 40 long term
project-based subsidies for the Seriously Mentally Ill population (20 in Phase I and 20 in Phase II).
However, after securing an award of tax credits, we intend to seek out additional project-based subsidies
through the City of Glendale for low income and homeless families and veterans, as well as DES and ADOH
through the Section 811 program for adults with developmental disabilities. Due to programmatic rules
for these subsidies, we either have to compete for those additional subsidies through an RFP process or
wait until after construction completion. We ultimately hope to house as many as 100 special needs
households (50 in Phase I and 50 in Phase II) by the time construction is completed. Note, however, that
the financial feasibility of this project is solely based on the 20 units commitment to this phase by AHCCCS
in partnership with HOME, Inc and ABC.
5.6.1.1.13 – See attached 30-year proforma.
5.6.1.1.14 – Gorman Property Management, LLC manages and operates 70 affordable and mixed-
income properties across the nation, including 10 in Arizona, totaling over 5,000 units. We provide asset
management services to an additional 629 units of third-party managed assets that we own. Maintaining
our management company within the Gorman & Company umbrella allows us to customize our tenant
selection criteria to our specific target population while conforming to investor, Section 42, and federal,
state and local funding regulations. Gorman and all its subsidiaries comply with Equal Opportunity, Fair
Housing, and Equal Access Rule.
Gorman utilizes a software platform called RealPage, which is a professional suite of property
management tools that automates, centralizes and accounts for every dollar of revenue and every
expense related to the property. This includes a centralized accounting, reporting and array of spend
management tools. Rents are collected by check, money order, or credit/debit card. No cash receipts are
allowed. All payments received are deposited into an FDIC-insured deposit account daily and all monthly
accounting reports are produced by our corporate financial management team under the direction of our
Chief Financial Officer, our Controller, and our Assistant Controller.
The physical management of Centerline at Glendale will be staffed and overseen by Gorman Property
Management, LLC. A property of this size, when combined with the subsequent phase, will include a
Property Manager, an Assistant Manager, and 2 Leasing Specialists along with an Administrative Assistant.
We will also have a full time Resident Services Coordinator on-site. On the maintenance side, we will have
a Lead Maintenance Technician as well as two full time Maintenance Technicians. All staff will be overseen
by our Regional Director of Property Management.
The general maintenance of each Gorman property is a high priority. Maintenance items will include, but
not be limited to, exterior and interior cleaning, painting, decorating, plumbing, electrical, mechanical,
carpentry, and other normal maintenance and repair work necessary to maintain the property, the
welfare of the residents or any other person. Gorman utilizes a web-based maintenance work order
module through our RealPage software which automates the daily, weekly, monthly and annual
maintenance tasks necessary to preserve each asset long term. All maintenance requests from residents,
or work orders initiated by management, will be recorded and will become part of the resident’s file
(which shall be made available for review by that resident at his or her request) and a work order record
system which will be available for management and all compliance agencies.
In terms of advertising and marketing, most of our properties use building signage and a customized
website for marketing purposes. Third party advertising is generally not required to maintain a lengthy
waitlist. We all advertise with the local housing authority. All advertising includes the Fair Housing/Equal
Opportunity logo. Our waitlist management system, which is a chronological wait list based upon the date
and time an application is received, is coordinated through our RealPage software and will be managed in
accordance with Section 42 Low Income Housing Tax Credit guidelines, as well as any regulatory guidelines
established by all other funding sources. All regulatory agreements will be kept on-site. Upon application
in-take, which will take place at our on-site leasing office and/or online, all files are reviewed by our off-
site team of compliance officers before a file is approved for move-in. In terms of credit and criminal
background, we utilize a third-party approval/denial system for automatic acceptance or rejection of
potential tenants based on pre-determined criteria established in a Resident Selection Plan to avoid any
fair housing issues. Federal, State, and City fair housing laws cover equally all units in the Property. All
practices, in every aspect of the Plan, must not subject any person to discrimination prohibited by Fair
Housing laws, which prohibit discrimination based on race, color, religion, sex, handicap, familial status,
national origin, marital status, ancestry, gender identity, and sexual orientation.
Accessible units will be offered to eligible families with disabilities requiring the accessibility features of
the unit in accordance with 24 CFR 8.27.
5.6.1.1.15 – Gorman Property Management, LLC is highly experienced in managing properties with
multiple set-asides. We have a team of compliance specialists that track and manage the requirements
for each funding source and the applicable tenant. All compliance, upper management, and several key
site team members have certifications such as COS, HCCP, RAD PBV and Multifamily Housing Specialist.
Third parties such as Theopro and Nan McKay provide training for these certifications. Continuing
education is provided for staff to keep abreast of changes throughout the year. Gorman currently
maintains a staff of 9 full-time compliance specialists, including a Director of Compliance, to ensure the
ongoing operational compliance of our national portfolio.
5.6.1.1.16 – Since 1984, Gorman & Company has specialized in downtown revitalization, mixed-use
and live-work housing, workforce housing, neighborhood transformation, historic renovation and
preservation of affordable housing. We are consistently ranked among the “Top 50 Affordable Housing
Developers” in the U.S. by Affordable Housing Finance Magazine, and regularly receive local and national
recognition for our catalytic developments.
Gorman & Company works closely with local governments and municipal groups to help cities meet their
development, planning, economic and social goals. Gorman’s ability to assemble the resources necessary
to tackle challenging developments has made us an industry leader in partnering with communities to
address affordable and workforce housing needs. Our team has experience in managing multiple
development projects occurring simultaneously, the majority of which involve complex layers of financing,
bureaucratic processes and approval, design work, construction, and lease-up to management.
Gorman & Company is a vertically integrated development firm. We have the in-house capacity to
produce affordable, multifamily development projects from concept to delivery. Over the past 35 years,
we have developed internal functions that allow us to address the comprehensive range of development
activities that are required by projects. We have over 400 employees with a wide range of affordable and
workforce housing experience, including market analysis, development project conceptualization,
financial analysis and syndication, architecture, construction, property management, relocation and asset
management. Of the 120+ developments Gorman & Company has completed in the past 38 years, the
company has never had a foreclosure, has never defaulted, and has never had the general partner
replaced by the investor. We have also never lost tax credits or any other funding sources due to non-
compliance issues.
Below is an outline of some of our key development team members for the Centerline on Glendale project:
DEVELOPER
Gorman & Company, LLC
Brian Swanton, President & CEO
Zach Johnson, Director of Housing Finance
Dan Klocke, Development Project Manager
Cassandra Bishop, Development Project Manager
ARCHITECT OF RECORD
Gorman Architectural, LLC
Peter Meyer, Lead Architect
GENERAL CONTRACTOR
Gorman General Contractors, LLC
Ron Swiggum, VP of Construction
Stephen Burke, Project Manager
PROPERTY MANAGER
Gorman Property Management, LLC
Laura Narduzzi, Director of Operations
Sara Luster, Regional Manager
ACCOUNTANT
Baker Tilly
Tina Huisman, Partner
Brian Swanton, President & CEO
Brian Swanton transitioned into the role of President & Chief Executive Officer for Gorman & Company in
2018, after serving as the Arizona Market President since 2008. During his tenure as Arizona Market
President, Mr. Swanton led a multi-disciplinary team that designed and constructed over 1,000 units of
new housing across the State with an emphasis on permanent supportive housing for families, seniors,
veterans and chronically homeless populations in both urban and rural locations. In addition, Gorman
was procured by the Housing Authority of Maricopa County (“HAMC”) to redevelop some of the first
public housing units in the country using HUD’s Rental Assistance Demonstration (RAD) program. Under
Mr. Swanton’s leadership, Gorman was competitively selected by the City of Phoenix to be its master
development partner for two public housing RAD conversion projects and to serve as the Housing
Implementation Entity (HIE) for the $30 million HUD Choice Neighborhood Initiative (CNI) grant to
improve the Edison-Eastlake Community near downtown Phoenix. This grant is in the process of
transforming 577 public housing units into a vibrant 1,011 unit mixed-income neighborhood east of
downtown Phoenix. As a result of Mr. Swanton’s foresight and focus to pursue public-private partnerships
with Public Housing Authorities, Gorman has become a national leader in the redevelopment of RAD
conversion projects.
Zach Johnson Director of Housing Finance
Zach Johnson serves as the Director of Housing Finance, providing oversight and support on financing
structure and HUD processes, with a primary focus on Gorman’s Public Housing Authority relationships
throughout the country. He plays a vital role in financial modeling, deal structuring, and sourcing debt
and equity for repositioning public housing portfolios with our Housing Authority partners. He is
responsible for underwriting each phase of the Edison-Eastlake Community redevelopment which was
awarded a Choice Neighborhood Implementation Grant from the U.S. Department of Housing and Urban
Development in 2018. Since joining Gorman in 2008, Mr. Johnson has led Gorman’s financial underwriting
efforts across all of our national markets and has gained extensive experience with a variety of HUD
financing structures, as well as the RAD, Section 18 and blended programs. Mr. Johnson’s primary focus
is structuring projects with Low Income Housing Tax Credits, tax-exempt bonds and other affordable
housing resources. Mr. Johnson received his BA in Finance from the University of Wisconsin-Whitewater.
Dan Klocke, Development Project Manager
Dan Klocke joined Gorman & Company in 2020 to help manage the company's continued growth in the
Arizona market. Previously, he worked with the Downtown Phoenix Partnership for seventeen years,
serving as the Executive Director for the past four. Mr. Klocke began working with the Partnership to
oversee the Downtown Phoenix Community Development Corporation, a nonprofit affiliate which sought
out potential affordable housing developments. He brings with him extensive experience working closely
with local governments and boards of directors to coordinate development strategies for affordable
housing communities. He has often served as a sounding board with residents and community
stakeholders to strategize innovative ways to build affordable housing into existing neighborhoods which
simultaneously serves as a catalyst for revitalization. Mr. Klocke earned his degree at the University of
Notre Dame and a masters from Tufts University in law and diplomacy. He received a real estate
development certificate from Arizona State University.
Cassandra Bishop, Development Project Manager
Cassandra serves as Development Project Manager in the Colorado and Arizona markets. She works
closely with Market Presidents on all phases of a development from site selection to stabilization,
specializing in crafting responses to RFQs and RFPs, coordinating due diligence of a land or financial
closing, and recognizing our projects for national awards. As part of a vertically integrated firm, she often
bridges communication between development and architecture, construction, and property management
to ensure projects stay on schedule and all departments are in lockstep. Previously Cassandra worked as
an administrative assistant to the Development team and aided both the CFO and CEO. Cassandra holds
a bachelor's degree from University of Wisconsin-Green Bay in Business Administration with an emphasis
in Marketing.
Peter Meyer, Lead Architect
Mr. Meyer has over 30 years of experience in architectural design and has been a registered Architect in
Wisconsin since 2001 and in Arizona since 2013. He has a vast amount of experience and knowledge in
light frame design and construction techniques for both residential and commercial buildings. He first
served Gorman & Company as a Project Architect, and more recently as Architect of Record and Lead
Architect serving our Arizona market. He has been responsible for the design and supervision of over
1,500 affordable housing apartments since joining Gorman & Company in 2011. Mr. Meyer is a member
of the American Institute of Architects and proudly supports developing and designing sustainable
affordable housing throughout the state of Arizona.
Ron Swiggum, Vice President of Construction
Mr. Swiggum has over 25 years of experience in construction project management. As part of a vertically
integrated development company, he has a breadth of skills beyond general contracting including
coordination of design professionals, development and training of personnel, strategic business planning,
risk management, profit and loss oversight, and customer relations. He directed construction for one of
the largest “Green Communities” Public Housing Authority developments east of the Mississippi River and
oversaw the construction for an innovative workforce housing development in Monroe County, Florida.
He also served as Construction Project Manager for award winning Gorman & Company affordable
housing development in Glendale, Arizona as well as a LEED Platinum project. Mr. Swiggum has most
recently completed oversight for an $80M Hotel and Convention Center in the City of Rockford, Illinois.
Stephen Burke, Project Manager
Mr. Burke was first introduced to the construction industry working in high school as a laborer for his
father’s residential & commercial construction company. After departing Indiana University for Arizona in
2007, his career in construction originated as an Assistant Project Manager building custom homes in
North Scottsdale, AZ. In 2010, he accepted a role in Safety with the Safeway Group as their Intel Site Safety
Manager and was ultimately promoted to Project Manager. Mr. Burke moved into multifamily
construction in 2015 as a Project Manager for American Preservation Builders where he managed and
supervised the renovation of their multifamily projects. Since then, he has attained experience with HUD
and tax credit developments while successfully Mr. Burke takes pride in leading and guiding the
professional development in others.
Laura Narduzzi, Director of Operations
Ms. Narduzzi received her degree in Hotel and Restaurant Management from the University of Wisconsin
– Stout in 1989. She joined Gorman & Company in 2009 and now is the Director of Operations. She
oversees the operations of Gorman’s management division as well as supervises several corporate
functions including facilities, marketing, training and compliance. Ms. Narduzzi works closely with
Development, Design and Construction in the development process to ensure strong viability and long-
term sustainability and leads the relocation effort associated with many of Gorman’s projects.
Sara Luster, Regional Manager
Ms. Luster joined Gorman & Company in 2018 and leads the Southwest multifamily market, supervising
the operations of more than 1,000 units. She oversees all facets of property operations for the portfolio
to achieve financial goals and ownership objectives while adhering to all Gorman & Company policies, all
applicable laws and ordinances, including Fair Housing and equal employment laws. Prior to joining
Gorman & Company, she brings a wealth of experience in her 15 years of affordable housing experience,
serving in roles as compliance officer, district manager and in multiple on-site management positions.
5.6.1.1.17 - Our team has experience in managing multiple development projects at the same time,
the majority of which are extremely complex in terms of financing, regulation and approval, design, and
architecture. Gorman & Company’s integrated functions, including development, architecture,
construction, relocation and property management, allow us to collaboratively develop and construct
highly successful developments from the very early stages through our creative public-private
partnerships. All of the parties sit at the same table to program a development from concept through final
execution, and we always engage our public and non-profit partners, as well as the surrounding
community, in a comprehensive design charrette process to maximize buy-in from the residents we serve.
Since Gorman’s inception in 1984, we have developed over 9,000 units totaling nearly $2 billion in assets.
With a portfolio this large spanning the nation, Gorman is no stranger to working with multiple partners
on each and every development. Gorman has developed projects in Wisconsin, Arizona, New Mexico,
Colorado, Illinois, Florida, Arkansas, and is currently working on projects located in Georgia, Ohio and
Michigan. Being vertically integrated allows all departments to maintain constant and thorough
communication from development to operations. We are consistently asked to return to communities to
develop additional projects as we stand by our commitments and build award winning projects. When we
receive an RFP award, we enthusiastically deliver on our promises and maintain a long-term commitment
to our community partners. Gorman is experienced in developing financially feasible projects that include
the ownership of the land being retained by the current owner, whether that is a municipality, County,
housing authority, non-profit or for-profit owner. We are well versed in structuring projects that
incorporate a ground lease, joint venture, and various other partnership arrangements.
Since starting our Arizona based office in 2008, we have completed 19 developments, are under
construction with three, moving towards closing with two, and have six developments in the pipeline.
Since starting our work in Arizona in 2008, we have received 23 LIHTC awards from the Arizona
Department of Housing and have partnered with eight different syndicators with a competitive bid
process for each project.
Gorman & Company has cultivated strong working relationships with local and national funding partners.
Our development projects frequently employ financing in the form of Low-Income Housing Tax Credit
(LIHTC) equity; CDBG, TIF, and NSP; city, county, and state HOME funds; EB-5, Federal Home Loan Bank
AHP funding, local property tax exemptions, and more. We have significant experience with HUD
programs and funding sources such as HOPE VI, CNI, RAD, project-based, and tenant-based vouchers, as
well as FHA-backed financing such as Section 221(d)(4) and 223(f) and the latest debt products from
Fannie Mae and Freddie Mac.
We are agile and creative in securing financing and are proficient at incorporating non-standard funding
sources such as private equity and foundation grants. Many of our projects also incorporate partnerships
with land and property owners to further leverage resources into the development. In our projects we
are constantly discovering new sources of funding in order to ensure development goals are implemented.
Our proficiency coupled with perseverance and outside-the-box thinking is a powerful company
characteristic.
5.6.1.1.18 – We recognize that our request for $3 million in ARPA funding for Phase II and an
additional request of $3 million for Phase I is a significant request. However, the ability to produce a total
of 368 new service-enriched permanent supportive housing units represents a County investment of
$16,304 per unit and will be leveraged into a $90 Million investment in this important neighborhood
revitalization area near downtown Glendale. Also, with construction costs where they are today, every
dollar matters. As a matter of practice, Gorman & Company only asked for what we truly think we need
to make a project work financially, and we have even had a history of returning excess funds to the County
that were allocated on previous projects that were not needed, as we did with the HOME funds allocated
to Madison Height I & II. However, if we were required to reduce our allocation of ARPA funds, we would
certainly work with our underwriting team to find creative ways to reduce costs through value engineering
and/or raise additional gap funds through other possible sources if necessary.
5.6.1.2 - Please accept the following exceptions to the Affordable Housing Development Opportunities
Solicitation Serial # 220166
•
5.6.1.9 Attachment G – Financial Information
o Commitment letters for first mortgage and investment tax credits
▪
We will seek lender and investor partnerships after the award of tax credits
o Construction cost estimate
▪
We will have a construction cost estimate after the award of tax credits
o Construction contract
▪
We will draft a construction contract after the award of tax credits
•
5.6.1.11 Attachment I – Relocation Forms
o Not applicable
•
5.6.1.13 Exhibit 2 – Sole Proprietor Waiver
o Not applicable
Exhibit B
Description of work to be performed under this Agreement
Centerline on Glendale Phase II is a 182-unit mixed-income permanent supportive rental housing
community. This project is part of a two-phased development that will ultimately create a total of 368
units of new affordable housing in Glendale’s Centerline Redevelopment Area with wrap-around
supportive services. With immediate access to major employment hubs in downtown Glendale and in
the nearby Westgate Entertainment District, major bus lines on both Glendale Avenue and 67th Avenue,
as well as walking distance to nearby Glendale High School and Aquatic Center, and just a block from the
soon-to-be constructed Mountain Park Health Clinic, this site is perfectly situated to not only address
critical housing needs in the west valley, but also the full spectrum of the social determinants of health.
The project is located on a fully zoned, shovel ready, 13-acre parcel of land that is entitled for the 182
units planned for Phase II as well as the 186 additional units in Phase I. This project is being developed in
two simultaneous phases for financing reasons. While each phase will be owned by two separate legal
entities under two independent debt and equity structures, the project will share access and amenities
across phases and be operated as one community once completed.
This development will be accessible to the physically disabled and sensory impaired. 100% of the units
are designed utilizing Universal Design principles for accessibility and visitability. The project will contain
both Type-A (fully accessible) and Type-B (adaptable) units. The project has been designed to provide a
balance of safety and security needs with tenants' independence and sense of well-being as a
cornerstone of the community.
All work completed has been designed to comply with Housing Quality Standards (HQS), Fair Housing Act
and implementing regulations at 24 CFR 100.205, the accessibility requirements under Section 504 of the
Rehabilitation Act of 1973 and implementing regulations at 24 CFR 8.22 and 8.23.
Exhibit C
Description of housing
The project is located on a fully zoned, shovel ready,13-acre parcel of land that is entitled for the 182
units planned for Phase II as well as the 186 additional units in Phase I. This development is being
developed in two simultaneous phases simply for financial engineering reasons as well as financial
feasibility. While each phase will be owned by two separate legal entities under two independent
debt and equity structures, the project will share access and amenities across phases and be operated
as one community once completed.
This development will be accessible to the physically disabled and sensory impaired. 100% of
the units are designed utilizing Universal Design principles for accessibility and visitability. The
project will contain both Type-A (fully accessible) and Type-B (adaptable) units. The project has
been designed to provide a balance of safety and security needs with tenants' independence
and sense of well-being as a cornerstone of the community.
The resident population of the project will be mixed and diverse, including families with
children, single individuals, elderly, disabled, and special needs. The project is in an extremely
diverse census tract with a relatively high percentage of Hispanic households. The project will
affirmatively further fair housing by developing a housing project that will serve the needs of a
diverse tenant base, including households of varying demographics than the prevailing
demographics in the census tract. In addition, the site and surrounding area is the center of a
focused and concerted revitalization strategy.
The total Residential Floor Area of the one-bedroom units will range from 639-648 square feet, two
bedrooms from 803-901 square feet, and three bedrooms from 1,105 square feet.
Centerline on Glendale Phase I has received an allocation of 40 Project Based Vouchers from the City
of Glendale, five of which are reserved for individuals experiencing homelessness, which will be
allocated as follows:
•
Twelve (12) one-bedroom/one-bath units approximately 639-648 square feet with approved
initial rent at $1,511 with a utility allowance of $102
•
Sixteen (16) two-bedroom/one-bath units approximately 803-901 square feet with approved
initial rent at $1,791 with a utility allowance of $122
•
Twelve (12) three-bedroom/two-bath units approximately 1,105 square feet with approved
initial rent at $2,476 with a utility allowance of $148
All work completed has been designed to comply with Housing Quality Standards (HQS), Fair Housing
Act and implementing regulations at 24 CFR 100.205, the accessibility requirements under Section
504 of the Rehabilitation Act of 1973 and implementing regulations at 24 CFR 8.22 and 8.23.