AMENDMENT NO. 3 WITH NEWTOWN COMMUNITY DEVELOPMENT CORP RE HOME INVESTMENT PARTNERSHIP ACTIVITIES.PDF
Extracted text (via pymupdf)
26279 characters
Contract No. C-22-21-035-X-03 Amendment No. 3 Newtown Community Development Corporation Page 1 of 11 AMENDMENT NO. 3 TO THE DEVELOPER AGREEMENT BETWEEN MARICOPA COUNTY ADMINISTERED BY ITS HUMAN SERVICES DEPARTMENT AND NEWTOWN COMMUNITY DEVELOPMENT CORPORATION I. Maricopa County (“County”) administered by its Human Services Department and Newtown Community Development Corporation (“Developer”) entered into a financial Developer Agreement (“Agreement”) on or about September 16, 2020. The purpose of the Agreement is to provide funding for the Developer to acquire and rehabilitate five (5) single-family houses in Maricopa County’s Urban County cities or County islands. The completed homes will be sold to eligible low-income first-time homebuyers as part of Newtown’s Community Land Trust Program which will ensure the homes remain affordable in perpetuity. The County provided the Developer with $540,000 in U.S. Department of Housing and Urban Development (HUD) HOME Investment Partnerships Program (HOME) Program Year 2020 funds. All work performed or costs incurred or expended shall be reimbursable through August 31, 2024. The County and Developer are collectively referred to as the “Parties.” The Parties fully executed Addendum No. 1 on August 31, 2021. The purpose of the Addendum is to identify four (4) properties acquired for Project activities. The Parties fully executed Addendum No. 2 on December 30, 2021. The purpose of the Addendum is to identify one (1) property acquired for Project activities. The Parties executed Amendment No. 1 on or about January 21, 2022. The Amendment extended the Agreement through September 30, 2025, and revised Section 1 (General Provisions) Insurance, to include updated Insurance requirements and add required contract language and federal provisions. Section 2 (Special Provisions) was updated to add required contact language specific to Administrative Requirements, Subcontracts and Vendors, and General Conditions Paragraph 18, which revised and replaced subparagraph 18.1, Administrative Change Orders and Addenda. Section 3 (Work Statement) was updated to incorporate a new “2021 Work Statement” to the Agreement by providing the Developer $334,213.26 in U.S. Department of Housing and Urban Development (HUD) HOME Investment Partnerships Program (HOME) Program Year 2021 funds to acquire and rehabilitate three (3) single-family houses in Maricopa County’s Urban County cities or County islands. Section 4 (Compensation), paragraph 4 (Reimbursement) was also revised and replaced to reflect a new total Agreement funding amount of $874,213.26. The Parties executed Amendment No. 2 on or about December 13, 2022, The Amendment changed lead agency point of contact and added required contract language in Section 1 (General Provisions). The Amendment was updated to incorporate the “2022 Work Statement” to provide the Developer with $1,285,257.95 in U.S. Department of Housing and Urban Development (HUD) HOME Investment Partnerships Program (HOME) Program Year 2022 funds to acquire and rehabilitate five (5) single-family houses in Maricopa County’s Urban County cities or County islands and make available for homeownership for eligible families. The County also provided $780,000.00 in American Contract No. C-22-21-035-X-03 Amendment No. 3 Newtown Community Development Corporation Page 2 of 11 Rescue Plan Act (ARPA) – State and Local Fiscal Recovery (SLFRF) funds under ALN 21.027 for the Developer to acquire and rehabilitate at minimum four (4) single-family houses in Maricopa County’s Urban County cities or County islands and make available for homeownership for eligible families. The Developer shall also provide $500,000 in HOME funds for Down Payment Assistance (DPA) for ten (10) eligible families. The Agreement total increased to $2,939,471.21. II. The Parties agree to enter into this Amendment No. 3 to amend the Agreement as follows: A. Extend the term of the Agreement from September 30, 2025, through September 30, 2026. B. Revise and update Lead Agency (County) contact: Representative: Jamie Macfarlane, Assistant Director Housing and Community Development Division Address: 234 North Central Ave, 3rd Floor, Phoenix AZ 85004 Phone: 602-506-5813 E-Mail: Jamie.Macfarlane@maricopa.gov C. Revise Section 1 (General Provisions) to add the following new paragraphs: 58.0 PROVISIONS REQUIRED BY LAW Each and every provision of law and any clause required by law to be in this Agreement will be read and enforced as though it were included herein and, if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, this Agreement will promptly be physically amended to make such insertion or correction. D. Revise Section 2 (Special Provisions) to address the following paragraph: 1. Paragraph 18.0 (GENERAL CONDITIONS), delete Subparagraph 18.1 in its entirety and replace with the following: 18.1 Administrative Change Orders and Addenda – The Chairman of the Board of Supervisors is authorized upon the recommendation of the Human Services Department Director and Legal Counsel to a.) review and execute administrative changes to the Agreement on behalf of the County through Administrative Change Orders, and b.) identify the single-family properties that are subject of Section III (Work Statement), Paragraph 1.0 (Detailed Scope of Work) of this Agreement through Addenda. The Administrative Change Orders and Addenda will be effective upon execution by both of the Parties. 18.1.1 Administrative Change Orders shall address any of the following changes: 18.1.1.1 Modifications to the Project timeline if the last day of the Project timeline is within the Agreement term; 18.1.1.2 Modifications to Budget line items if the Agreement Amount remains unchanged; 18.1.1.3 Modifications required by federal, state, or County regulations, ordinances, or policies; and/or 18.1.1.4 Modifications to administrative requirements such as changes in reporting periods, frequency of Contract No. C-22-21-035-X-03 Amendment No. 3 Newtown Community Development Corporation Page 3 of 11 reports, or report formats required by federal, state or local regulations, policies, or requirements; and 18.1.2 Addenda: 18.1.1.1 The Developer and the Administrator shall submit to the County, an Addendum when each property has been identified and will be acquired by the Developer and the Administrator for rehabilitation activities under this Agreement; and 18.1.1.2 All Addenda shall be integrated into the Agreement. E. Revise Section 3 (Work Statement) to address the following paragraphs: 1. Add an additional Work Statement hereinafter referred to as “2023 Work Statement” attached and incorporated into the Agreement. The Developer shall acquire and rehabilitate single-family houses in Maricopa County’s Urban County cities or County islands and make them available for homeownership by eligible families. The County shall provide the Developer with $2,130,610.30 for the Work Statement activities. The funding for this Amendment No. 3 is provided by: • $1,130,610.30 in HUD HOME Investment Partnerships Program (HOME) funds under ALN 14.239: o EN PY23: $683,216.00; o PI PY23: $90,052.30; o EN PY18 RE: $357,342.00 o The expenditure term for 2023 Work Statement activities funded through HOME funds identified above, for all work performed, or costs incurred or expended, shall be reimbursable through September 30, 2026. • $1,000,000 in American Rescue Plan Act (ARPA) Coronavirus State and Local Fiscal Recovery Funds (SLFRF) made available through a financial IGA between Maricopa County and City of El Mirage, under ALN 21.027. All work performed, or costs incurred or expended shall be reimbursable through December 31, 2025. 2. Revise PY2022 Work Statement to correctly state five (5) units shall be acquired and rehabilitated with HOME funds. 3. Revise PY2021 Work Statement to reduce the number of units to be acquired and rehabilitated from three (3) to two (2) units. F. Revise Section 4 (Compensation), Paragraph 4.0 (Reimbursement) to delete in its entirety and replace with the following paragraph: 4.0 REIMBURSEMENT The County shall increase the Agreement funding amount to a total not-to- exceed Five Million Seventy Thousand Eighty Dollars and Fifty-One Cents ($5,070,080.51) subject to the terms of this Agreement and availability of funding. Contract No. C-22-21-035-X-03 Amendment No. 3 Newtown Community Development Corporation Page 4 of 11 G. The Agreement funding shall hereby increase by $2,130,610.30 for a new Agreement total of $5,070,081.51, comprised of the following: 1. HOME funds $3,290,081.51 2. ARPA funds $780,000 3. ARPA funds through IGA $1,000,000 III. Under A.R.S. §38-511, the Parties may cancel this Agreement without penalty of further obligation within three years after execution of this Agreement if any person significantly involved in initiating, negotiating, securing, drafting, or creating this Agreement on behalf of the County is, at any time while this Agreement or any extension is in effect, an employee or agent of any other party to the Agreement in any capacity or consultant to any other party of this Agreement with respect to the subject matter of this Agreement IV. Section II above contains all the changes made by this Amendment No. 3. All other terms and conditions of the Agreement and previously approved Amendments shall remain the same and in full force and effect as approved and amended. V. The Parties have authorized the undersigned to execute this Amendment No. 3 on their behalf, and it shall be effective upon approval and signature by both Parties. [Signatures are contained on following page] Contract No. C-22-21-035-X-03 Amendment No. 3 Newtown Community Development Corporation Page 5 of 11 IN WITNESS THEREOF, the Parties have signed this Amendment: APPROVED BY: MARICOPA COUNTY Jack Sellers Date Chairman, Board of Supervisors APPROVED BY: NEWTOWN COMMUNITY DEVELOPMENT CORPORATION (Developer) Stephanie Brewer Date Executive Director Attested to: _ Juanita Garza Date Clerk of the Board IN ACCORDANCE WITH A.R.S. §§ 11-201 11- 251, AND 11-952, THIS AMENDMENT NO. 3 HAS BEEN REVIEWED BY THE UNDERSIGNED ATTORNEY WHO HAS DETERMINED IT IS PROPER IN FORM AND WITHIN THE POWERS AND AUTHORITY GRANTED TO MARICOPA COUNTY UNDER THE LAWS OF THE STATE OF ARIZONA. Approved as to form: Deputy County Attorney Date Contract No. C-22-21-035-X-03 Amendment No. 3 2023 Work Statement Newtown Community Development Corporation Page 6 of 11 MARICOPA COUNTY HOME Investment Partnerships Program -- Program Year 2023 & American Rescue Plan Act 2021 – State & Local Fiscal Recovery Funds* Project: Urban County Land Trust Program Activity Type: Single Family Acquisition and Rehabilitation for Homebuyer 1.0 FUNDING HOME PY2023 FUNDS AMERICAN RESCUE PLAN ACT 2021 (ARPA) – STATE & LOCAL FISCAL RECOVERY FUNDS (SLFRF)* OTHER RESOURCES TOTAL BUDGET $1,130,610.30 (EN PY23 $683,216.00; PI PY23 $90,052.30; EN PY18 RE $357,342.00 $1,000,000 $2,174,110 $4,304,760 *$1,000,000 in American Rescue Plan Act (ARPA) Coronavirus State and Local Fiscal Recovery Funds (SLFRF) made available through a financial IGA between Maricopa County and City of El Mirage. 2.0 SCOPE OF WORK 2.1 Project Description: The Developer will use HOME Investment Partnership (HOME) funds in the amount of $1,130,610.30 to acquire, rehabilitate, and sell six (6) single-family homes in Maricopa County’s Urban County Cities or County Islands to eligible homebuyers earning at or below 80% AMI, and to provide home homebuyer counseling to those six (6) homebuyers. The HOME funds must be fully expended by September 30, 2026. The Developer will use ARPA SLFRF funding in the amount of $1,000,000 to acquire and rehabilitate five (5) single-family homes in the City of El Mirage and sell these homes to eligible homebuyers earning at or below 120% of the Area Median Income. This ARPA Funding is made available through a financial IGA between Maricopa County and the City of EL Mirage and must be fully expended by December 31, 2025. Execution of this agreement signifies a commitment by the Developer to begin acquisition within 2 months and commence rehabilitation within four months. This project is a scattered-site single-family homeownership project. The Parties agree to execute an addendum at the time the property is identified. An Addendum to this Agreement identifying individual properties by street address for participation in the Developer's Community Land Trust Program (CLT) will be executed before funding is made available regarding each property. Funds will be paid to the Developer only after it has met the commitment requirements as set forth in 24 C.F.R. § 92.2 (1) and (2), respectively and is prepared to commence rehabilitation within twelve months. Contract No. C-22-21-035-X-03 Amendment No. 3 2023 Work Statement Newtown Community Development Corporation Page 7 of 11 Funds for rehabilitation are obligated by completing a detailed set of specifications (work write-up) and completing a detailed rehabilitation cost estimate based upon those specifications. The cost estimate may include a contingency for construction change orders. The Developer must inspect each property prior to occupancy and at project completion to ensure compliance with applicable standards and codes. Each property must be free from any defects that pose a danger to the health and safety of occupants and must meet written rehabilitation standards and local codes and ordinances at project completion. Copies of the final inspection report must be retained in the project files and submitted to the County upon submitting a completion report. HOME units are subject to HUD’s HOME Maximum Per-Unit Subsidy Limits and Homeownership Value Limits. Current limits can be requested from HCD@maricopa.gov or found on the Maricopa County Human Services Housing and Community Development Notices and Documents webpage: https://www.maricopa.gov/3893/Notices-Documents . ARPA-assisted units are not subject to Maximum Per-Unit Subsidy Limits or homeownership Value Limits, but homes should be modest and consistent with other homes in the CLT. Completed homes will be sold to eligible low-to moderate income first-time homebuyers (ARPA-assisted units up to 120% AMI and HOME units up to 80% AMI). Properties will be acquired using the Developer’s line of credit, following completion of environmental review requirements. ARPA units do not require an environmental review. Resale provisions will be used to ensure compliance with the period of affordability required by HUD at 92.254 of the HOME regulations. The affordability restrictions shall be secured by a Community Land Trust Ground Lease and a Declaration of Affirmative Land Use Restrictions. Completed units shall be sold through the CLT program and under which the buyer shall purchase only the improvements and shall enter a 99-year CLT Ground Lease with the Developer. The CLT Ground Lease shall contain provisions that require that the housing to be used as the buyer's principal residence. The Ground Lease also shall restrict resale/ transfer only to Low Income buyers. In addition, the CLT Ground Lease shall contain a shared appreciation provision that limits the sale price of the housing and helps ensure affordability for future buyers. A Memorandum of Ground Lease and Right of First Refusal shall be recorded. A "Performance" Deed of Trust also shall be recorded with the Developer as the beneficiary; this is to ensure the Developer is notified in the event the owner of the home attempts to refinance or transfer the property. The shared appreciation provision shall conform to Maricopa HOME Consortium’s Recapture/Resale Provisions. "Fair Return" for leasehold properties is defined as the lessees purchase price, plus 25% of the lessee's share of the increase in leasehold value at time of resale based on a leasehold valuation performed by a duly licensed appraiser. Contract No. C-22-21-035-X-03 Amendment No. 3 2023 Work Statement Newtown Community Development Corporation Page 8 of 11 Eligible buyers will be required to complete an approved homebuyer education class and homeownership counseling. Eligible buyers also will be required to complete a CLT orientation, at which time the ground lease, resale restrictions, shared equity, and all other provisions of the CLT program shall be fully explained. 2.2 Project Purpose: The Project will create homeownership opportunities for a low- to moderate-income household that is rated as a high priority in the Consolidated Plan. 2.3 Project Beneficiaries: Six (6) first-time homebuyers in the Maricopa County Urban County at or below 80% of the area median income (HOME-assisted), and 5 homebuyers earning at or below 120% of the area median income in the City of El Mirage (ARPA-assisted) will benefit from this Project. Beneficiaries’ income eligibility will be verified by the Developer’s staff and will comply with 24 C.F.R §. 92.203(d)(1), aside from the increased AMI for ARPA-assisted units. 2.4 Eligible buyers will be required to complete an approved homebuyer education class and homeownership counseling. Homebuyer counseling for the 6 HOME- assisted units will be provided by the Developer and can be expended under HOME as part of the maximum per-unit subsidy. 2.5 Project Staff: The Developer shall maintain staff qualified to perform the duties of the project. The Developer shall immediately notify the County regarding any changes in staff committed to the project. The County reserves the right to review the qualifications of new staff committed to the project after the execution of this Agreement. The Developer will be responsible for all communications with the Maricopa HOME Consortium, providing all updates and as needed reporting. In addition, any complaints will be the responsibility of the Developer. 2.6 Subcontractors: The Developer will oversee every aspect of the project. This oversight includes, but is not limited to, day-to-day operations; preparing budgets; managing the budget, timeline, and change orders; issuing a Request for Proposal and selecting the general contractor and Subcontractors. The Developer shall select Subcontractors in accordance with the Administrative Requirements of this Agreement. The Developer shall contract with responsible and qualified Subcontractors to perform the duties of the project. The Developer shall verify the qualifications of each Subcontractor through license verification, references, and SAM.gov. 2.7 Project Affordability: The family or individual acquiring the HOME-assisted housing must qualify as low-income, as defined in 24 C.F.R. § 5.609, or in the case of the ARPA-assisted units, they must earn at or below 120% AMI and maintain the housing as the principal residence throughout the period of affordability, which shall be for a period of 20 years from the date that the HOME completion report is entered into HUD’s Integrated Disbursement and Information System (IDIS) or in the case of ARPA, the date listed in the completion letter provided to the Developer by the County. Resale provisions will be used to ensure compliance with the period of affordability required by HUD at 24 C.F.R. § 92.254 of the HOME regulations. Contract No. C-22-21-035-X-03 Amendment No. 3 2023 Work Statement Newtown Community Development Corporation Page 9 of 11 Upon sale to an eligible buyer, a Declaration of Affirmative Land Use Restrictions (LURA) will be executed to secure the Period of Affordability and require the housing to be used as the buyer’s principal residence, as required by HUD. The LURA will include a due on sale clause to ensure that funds are recaptured if the property is sold during the Affordability Period. 3.0 OBJECTIVES AND OUTCOMES: OBJECTIVE OUTCOMES AVAILABILITY/ ACCESSIBILITY AFFORDABILITY SUSTAINABILITY DECENT HOUSING Single-Family Housing Rehab and Emergency Rehab, Homebuyer Assistance Homebuyer Activities, Acq./Rehab of rental housing, Acq./New Construction of rental housing, Expansion of assisted rental units in the private marketplace Housing Activities in a targeted revitalization area 4.0 LOGIC MODEL: PERFORMANCE INDICATORS OUTPUTS INPUTS/ RESOURCES ACTIVITIES PARTICIPATION OUTCOMES OBJECTIVES Development Staff, Funding and Contractors Acquire and rehabilitate 11 units of Affordable Housing to be held in the CLT and; Provide homebuyer counseling to 6 homebuyers of units to be held in the CLT. 11 Households in Urban County Increased affordable housing for a low- to moderate-income family. Increased homeownership. Improved neighborhoods and quality of life. Decent and affordable housing Contract No. C-22-21-035-X-03 Amendment No. 3 2023 Work Statement Newtown Community Development Corporation Page 10 of 11 5.0 PERFORMANCE REPORTING GOALS/TIMELINE OF ACTIVITIES MILESTONES ESTIMATES COMPLETION - HOME ESTIMATES COMPLETION – ARPA SLFRF Application/market study 12/2022 12/2022 Execute Developer Agreement with Maricopa County 9/2024 9/2024 Environmental Review Approval for 1st Unit* 1/2025 N/A Acquisition of Unit 1 (for each funding source) 1/2025 11/2024 Acquisition of Unit 2 (for each funding source) 3/2025 12/2024 Sale of Unit 1 (for each funding source) 4/2025 1/2025 Acquisition of Unit 3 (for each funding source) 5/2025 1/2025 Acquisition of Unit 4 (for each funding source) 7/2025 2/2025 Sale of Unit 2 (for each funding source) 7/2025 2/2025 Acquisition of Unit 5 (for each funding source) 9/2025 3/2025 Sale of Unit 3 (for each funding source) 9/2025 3/2025 Acquisition of Unit 6 (HOME only) 11/2025 N/A Sale of Unit 4 (for each funding source) 11/2025 4/2025 Sale of Unit 5 (for each funding source) 1/2026 5/2025 Sale of Unit 6 (HOME only) 3/2026 N/A Final Close-out /Project Completion Form 6/30/2026 6/30/2025 Any change to the Timeline will need to be approved by the County. *All home units must have an approved environmental review before acquisition. 6.0 ACTIVITY BUDGET SUMMARY: ACTIVITY HOME FUNDS ARPA SLFRF OTHER RESOURCES *Provide in Table 7 below TOTAL ACTIVITY BUDGET Acquisition $1,128,810.30 $1,000,000.00 $0.00 $2,130,610.30 Developer Fees $557,000.00 $557,000.00 Down Payment Assist. $385,000.00 $385,000.00 Closing costs $77,110.00 $77,110.00 Rehab $1,100,000.00 $1,100,000.00 Homebuyer Counselling Fees $1,800.00 $55,000.00 $56,800.00 TOTALS $1,130,610.30 $1,000,000.00 $2,174,110.00 $4,304,720.30 Note: A total of $3,000 per unit will be withheld as retainage from the total amount of HOME funds obligated to each activity until a completion report is submitted to the County. Contract No. C-22-21-035-X-03 Amendment No. 3 2023 Work Statement Newtown Community Development Corporation Page 11 of 11 7.0 SOURCE AND AMOUNT OF OTHER RESOURCES*: FUNDING AGENCY CASH AMOUNT VOLUNTEER/ IN-KIND AMOUNT Newtown CDC (lines of credit and operation cash) $2,174,110 $0 TOTAL $0 $0 8.0 ACTIVITY MATCH: Match commitment must equal 25% of the HOME EN funds requested. Documentation is due at the time of request for payment(s). Match Logs must be submitted annually by June 30th of each year. AMOUNT FORM OF MATCH SOURCE $260,139.50 WISH Funds Federal Home Loan Bank of San Francisco 9.0 SALES PRICE: 9.1 To ensure the homes are affordable for the target income group, the sales price shall be calculated so that each buyer’s monthly housing expenses (including principal, interest, property taxes, and home insurance) does not exceed 35% of the buyer’s gross monthly household income, unless there are documented compensating factors. In addition, the housing will have an initial purchase price or estimated after rehabilitation value that does not exceed 95% of the median purchase price for the area, as described in 24 C.F.R. § 92.254 (a)(2). Each HOME unit must have draws for 9.2 The buyer must obtain a mortgage loan with a fixed term and interest rate and lender fees may not exceed 5% of the mortgage amount. The income of the buyer shall be determined according to the requirements at 24 C.F.R. § 92.203. 10.0 PROGRAM INCOME: All proceeds generated from the sale of units with HOME funding development activities shall be considered Program Income and subject to the Program Income requirements set forth in HOME Program regulations. as defined in 24 C.F.R. § 92. Program Income shall be retained and expended by the Developer for the acquisition and rehabilitation of additional properties under this Agreement or upon completion of the number of required units in this agreement, into other CLT low-to-moderate income projects. Program Income shall be tracked by the Developer and reported to the County with each Request for Reimbursement and at the request of the County. 11.0 CONVERSION TO RENTAL: If the home has not been sold to an eligible homebuyer within nine (9) months after the receipt of a Certificate of Occupancy, then it must be converted to a HOME rental unit that complies with all HOME requirements for the period of affordability applicable to such rental units, according to 24 C.F.R. § 92.254(a)(3). If the vacant property is not converted, then HOME funds must be repaid to the County.