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Page 1 of 50 Foundation for Senior Living DEVELOPER AGREEMENT BETWEEN MARICOPA COUNTY ADMINISTERED BY ITS HUMAN SERVICES DEPARTMENT AND FOUNDATION FOR SENIOR LIVING Agreement Number: Agreement Amount: $288,000 Agreement Start Date: October 1, 2021 Agreement Termination Date: August 31, 2024 CFDA Number: 14.239, HOME Investment Partnerships Program DUNS Number: 800658858 This Agreement is entered into between Maricopa County, administered by its Human Services Department (“County”), and Foundation for Senior Living (FSL Holding Properties LLC (“Developer”). The County and the Developer collectively are referred to in this Agreement as the “Parties” and individually as a “Party.” The County shall provide financial reimbursement in the amount listed above, subject to the terms of this Agreement and the availability of funds. The Agreement Amount constitutes the County’s entire participation and obligation in the performance and completion of all work to be performed under this Agreement. The Developer for and in consideration of the covenants and conditions set forth in this Agreement shall provide and perform the services set forth in this Agreement. All rights and obligations of the Parties shall be governed by the terms of this Agreement and its exhibits, attachments, and appendices, including any Subcontracts, Amendments, or Change Orders as set forth in this Agreement and in: Section 1 – General Provisions Section 2 – Special Provisions Section 3 – Work Statement Section 4 – Compensation Section 5 – Attachments Lead Agency: Maricopa County Representative: Rachel Milne, Assistant Director, Housing and Community Development Division Phone: 602-372-1528 E-mail: Rachel.Milne@maricopa.gov Address: 234 North Central Avenue, Third Floor, Phoenix, Arizona 85004 Developer: Foundation for Senior Living Representative: Krista Schwartz Phone: 602-285-0505 ext. 121 E-mail KSchwartz@fsl.org Address: 1201 E. Thomas Road, Phoenix, AZ 85014 Notices under this Agreement shall be given either by personal delivery or by registered or certified mail postage prepaid and return receipt requested, to the persons at the addresses set Page 2 of 50 Foundation for Senior Living forth above and shall be effective upon receipt if personally delivered and three (3) business days after being placed in the U.S. Mail, properly addressed, with sufficient postage, if sent by registered or certified mail, unless otherwise indicated in the notice. Business days means Monday through Friday, unless recognized as a federal or State of Arizona holiday. This Agreement contains all the terms and conditions agreed to by the Parties. No other understanding, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind the Parties to this Agreement. Nothing in this Agreement shall be construed as consent to any lawsuits or waiver of any defenses in any lawsuits brought against Maricopa County or the Developer in any state or federal court. IN WITNESS, the Parties have approved and signed this Agreement: APPROVED BY: MARICOPA COUNTY Jack Sellers Date Chairman, Board of Supervisors APPROVED BY: FOUNDATION FOR SENIOR LIVING (Developer) Tom Egan Date President/CEO Attestation: Clerk, Board of Supervisors Date This Agreement has been reviewed by the undersigned Attorney who has determined that it is proper in form and within the power and authority granted to the County under the laws of the State of Arizona. By: _________________________________ Deputy County Attorney Date Page 3 of 50 Foundation for Senior Living SECTION 1 GENERAL PROVISIONS MARICOPA COUNTY HUMAN SERVICES DEPARTMENT Section 1 General Provisions Page 4 of 50 Foundation for Senior Living 1.0 PURPOSE The County shall provide the Developer with Program Income earned through the U.S. Department of Housing and Urban Development (HUD) HOME Investment Partnerships Program funds for the provision of HOME activities as identified in Section 3 (Work Statement). 2.0 TERM This Agreement shall commence and terminate on the dates listed on page 1 of this Agreement. This Agreement shall become effective upon approval and signature by both Parties. 3.0 RENEWAL This Agreement may be renewed by a written amendment provided the Developer is in full compliance with all terms and conditions of this Agreement. Under A.R.S. § 11-952, no renewal may exceed the duration of the previous agreement. The County shall notify the Developer in writing of its intent to extend the Agreement term at least thirty (30) calendar days prior to the expiration of the original Agreement term, or any additional terms thereafter. 4.0 AMENDMENTS All Amendments to this Agreement shall be in writing and signed by authorized signers for both Parties. 5.0 TERMINATION 5.1 Under A.R.S. § 38-511, the County may cancel this Agreement without penalty or 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 of this Agreement is in effect, is or becomes an employee or agent of any other party to this Agreement in any capacity or consultant to any other party to this Agreement with respect to the subject matter of this Agreement. 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 this Agreement on behalf of the County from any other party to this Agreement arising as the result of this Agreement. A cancellation notice made under this Subparagraph shall be effective when the recipient receives a written notice of cancellation unless the notice specifies a later date. 5.2 Either Party may terminate this Agreement at any time by giving the other Party at least sixty (60) calendar days prior notice in writing (unless terminated by the County under the Availability of Funds provision). The notice shall be given by either personal delivery or registered or certified mail, postage prepaid and return receipt requested, to the persons at the addresses set forth on page 1 of this Agreement. 5.3 The County has the right to terminate this Agreement upon twenty-four (24) hour notice when the County deems the health or welfare of the service recipients are endangered or the Developer’s noncompliance jeopardizes funding source financial participation. If not terminated by one of the above methods, then this Agreement will terminate upon the expiration of the Term of this Agreement stated on page 1 of this Agreement. 5.4 In accordance with 2 C.F.R. §§ 200, et seq., the County may suspend or terminate this Agreement if the Developer violates any term or condition of this Agreement or if the Developer fails to maintain a good-faith effort to carry out the purpose of this Agreement. Section 1 General Provisions Page 5 of 50 Foundation for Senior Living 5.5 The Parties may terminate this Agreement for convenience in accordance with 2 C.F.R. § 200. The Parties shall agree upon the termination conditions including the effective date of the termination. The Party initiating the termination shall notify the other Parties in writing stating the reasons for such termination. 6.0 EFFECT To the extent that the Special Provisions are in conflict with the General Provisions, the Special Provisions shall control. To the extent that the Work Statement is in conflict with the General Provisions or the Special Provisions, the Work Statement shall control. To the extent that the Compensation Provisions are in conflict with the General Provisions, Special Provisions, or Work Statement, the Compensation Provisions shall control. Nothing in this Agreement shall operate to increase the Operating Budget without a written amendment to this Agreement. 7.0 DEFINITIONS As used throughout this Agreement, the following terms shall have the following meanings: 7.1 Annual Action Plan means the annual plan submitted by the County (as the lead agency of the Maricopa HOME Consortium) to HUD, which describes the Consortium’s annual program goals. 7.2 Assistant Director means the Director of the Housing and Community Development Division within the Maricopa County Human Services Department. 7.3 Beneficiary means a person or household that meets the income requirements of 24 C.F.R. § 92.203 subject to the restriction on assistance to students enrolled in an institution of higher education, as described in 24 C.F.R. § 5.612. 7.4 Board of Supervisors (BOS) means the Maricopa County Board of Supervisors. 7.5 Commitment or Commit to a Specific Local Project shall have the same meaning as set forth in 24 C.F.R. § 92.2 (1) and (2), respectively. 7.6 Contractor means an entity that receives a contract as defined in §200.22 Contract. 7.7 County means Maricopa County. 7.8 Department means the Maricopa County Human Services Department, Housing and Community Development Division as Lead Agency. 7.9 Developer/Subcontractor means either a non-profit or for-profit organization carrying out HOME-related project activities as described in the written agreement between the County and the Developer. 7.10 Director means the Director of the Maricopa County Human Services Department. 7.11 Division means the Housing and Community Development Division of the Maricopa County Human Services Department. 7.12 Fidelity Bond means a bond to indemnify the Developer against losses resulting from fraud or lack of integrity, honesty, or fidelity of one or more employees, officers, or other persons holding a position of trust. 7.13 Five-Year Consolidated Plan means the HUD required Consolidated Plan submitted by the County as the Lead Agency for the Maricopa HOME Consortium. 7.14 HOME means the HOME Investment Partnerships Program. 7.15 HUD means U.S. Department of Housing and Urban Development. 7.16 IDIS means Integrated Disbursement Information Systems. IDIS is a nationwide database that provides HUD with current information regarding HOME activities. 7.17 LCP Tracker means a cloud-based software system for compliance reporting and tracking of Section 3 of the Housing and Development Act of 1968, the Davis-Bacon Act, and prevailing wage provisions. Section 1 General Provisions Page 6 of 50 Foundation for Senior Living 7.18 Lead Agency or Department means the Maricopa County Human Services Department, Housing and Community Development Division. 7.19 Low-income families mean families whose annual incomes do not exceed 80 percent of the median income for the area, as determined by HUD, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 80 percent of the median for the area on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. An individual does not qualify as a low-income family if the individual is a student who is not eligible to receive Section 8 assistance under 24 C.F.R. § 5.612. 7.20 Minority Business Enterprise (MBE) means an entity that is majority owned or controlled by a socially and economically disadvantaged individual as described by Public Law 95-507. 7.21 Net Proceeds means the amount remaining after deducting non-HOME debt and closing costs from the sale of a HOME funded asset, obligation, or loan. 7.22 Performance Bond means a bond executed to secure fulfillment of all of the Developer's obligations under this Agreement. 7.23 Program Income means gross income received by the Developer directly generated from the use of HOME funds. For purposes of this Agreement, the gross income from the sale of real property acquired and constructed with HOME funds is considered Program Income. Program Income is subject to the requirements of the HOME regulations. 7.24 Project means the work activities or functions identified in Section 3 (Work Statement) as described in a legally binding agreement between the Developer and the prospective owners or beneficiaries of the HOME funds for which all necessary financing has been secured, budgeted and underwriting has been completed and otherwise complies with 24 C.F.R. §§ 92.2(2)(A) and 92.2 (B). For Tenant- Based Rental Assistance, Project means assistance to one or more families through a rental assistance contract. 7.25 Public Agency has the meaning prescribed by A.R.S. § 11-951. 7.26 Subcontract means any agreement entered into by the Developer with a third party for professional services performance of any of the work or provision of any of the services covered by this Agreement. 7.27 Subcontractor means an entity funded through the Developer to provide any work or services required by the Work Statement. 7.28 Developer means a public or private nonprofit agency, authority or organization, or an entity described in 24 C.F.R. § 570.500(c), to which a subaward is made and which is accountable to the recipient for the use of the funds provided. 7.29 Vendor means an entity funded through the Developer to provide services required by the Work Statement. 7.30 Very low-income families mean low-income families whose annual incomes do not exceed 50 percent of the median family income for the area, as determined by HUD with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 50 percent of the median for the area on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. An individual does not qualify as a very low-income family if the individual is a student who is not eligible to receive Housing Choice Voucher assistance under 24 C.F.R. § 5.612. 7.31 Work Statement means the section of this Agreement that contains a description of services to be delivered pursuant to this Agreement. Section 1 General Provisions Page 7 of 50 Foundation for Senior Living 7.32 Women’s Business Enterprise (WBE) means an entity in which a woman has majority ownership and control. 8.0 GENERAL REQUIREMENTS 8.1 The terms of this Agreement shall be construed in accordance with Arizona law and the applicable laws and regulations of the United State Department of Housing and Urban Development (HUD). Any lawsuit arising out of this Agreement shall be brought in the appropriate court in Maricopa County, Arizona. 8.2 The Developer shall, without limitation, obtain and maintain all licenses, permits and authority necessary to do business, render services and perform work under this Agreement, and shall comply with all laws regarding unemployment insurance, disability insurance and worker's compensation. 8.3 The Developer is an independent contractor in the performance of work and the provision of services under this Agreement and is not to be considered an officer, employee or agent of the County. 8.4 The Developer shall comply with the regulations prohibiting a conflict of interest. The Developer shall not make any payments, either directly or indirectly, to any person, partnership, corporation, trust, or other organization that has a substantial interest in Developer's organization or with which the Developer (or any of its directors, officers, owners, trust certificate holders, or a relative thereof) has a substantial interest, unless the Developer has made full written disclosure of the proposed payments to the County and has received written approval for the payments. 8.5 For purposes of this provision, the terms "substantial interest" and "relative" shall have the meanings prescribed by A.R.S. § 38-502. 9.0 ACCEPTANCE OF FUNDS The Developer hereby accepts the award of funds under the terms of this Agreement and agrees to execute and return this Agreement to the County within thirty (30) days after receipt, unless Developer receives a written waiver of this requirement by the County. 10.0 ASSIGNMENT AND SUBCONTRACTING/SUBCONTRACT No right, liability, obligation or duty under this Agreement may be assigned, delegated or subcontracted, in whole or in part, without the prior written approval of the County. The Developer shall bear all liability under this Agreement, even if it is assigned, delegated, or subcontracted, in whole or in part, unless the County agrees otherwise. 11.0 AVAILABILITY OF FUNDS 11.1 The provisions of this Agreement relating to the payment for services shall become effective when funds assigned for the purpose of compensating the Developer, as provided in this Agreement, are available to the County for disbursement. The County shall be the sole authority in determining the availability of funds under this Agreement and the County shall keep the Developer fully informed as to the availability of funds. 11.2 If any action is taken by any state agency, federal department, or any other agency or instrumentality to suspend, decrease, or terminate its fiscal obligation under or in connection with this Agreement, then the Parties may amend, suspend, decrease, or terminate their obligations under or in connection with this Agreement. In the event of termination, the County shall be liable for payment only for services rendered prior to the effective date of the termination, provided that such services performed are in accordance with the provisions of this Agreement. The County shall give written Section 1 General Provisions Page 8 of 50 Foundation for Senior Living notice of the effective date of any suspension, amendment, or termination under this Subparagraph at least ten (10) calendar days in advance. 12.0 BUDGET ADJUSTMENTS 12.1 Any requests for reasonable budget adjustments shall be submitted ninety (90) calendar days prior to the Termination Date of this Agreement. Requests for financial adjustments to this Agreement shall be supported by appropriate documentation. If the County agrees to the budget adjustments, the County shall follow Paragraph 4.0 above. 12.2 The Developer must receive prior written approval from the County to move funds from one budget activity line item to another. Budget adjustments that do not change the Agreement Amount may be documented by an Administrative Change Order signed by the Human Services Department Assistant Director and the Developer’s Executive Director as defined in Section 2 (Special Provisions), Subparagraph 18.0 (General Conditions) If a budget change is necessary that either increases or decreases in the Agreement Amount, then the County shall follow Section 1 (General Provisions), Paragraph 4.0 (Amendments) of this Agreement to amend the Agreement. 13.0 DISPUTES 13.1 Except as may otherwise be provided for in this Agreement, the Parties may attempt to informally resolve any dispute arising out of this Agreement for a reasonable period of time, which shall not exceed one hundred twenty (120) calendar days. Disputes which are not resolved in that time period, shall be submitted in accordance with the following formal dispute resolution process. 13.2 If a dispute cannot be resolved informally, then the Developer shall notify the Department in writing by mailing notice of the dispute to the Assistant Director within ten (10) business days from expiration of the informal dispute resolution process described in Subparagraph 13.1 above. 13.3 The Assistant Director shall respond in writing to the Developer within fourteen (14) business days. The decision of the Assistant Director shall be final and conclusive unless, within seven (7) business days after the date the Developer is served with the decision, the Developer files a written notice of appeal with the Human Services Department Director. 13.4 The Human Services Department Director shall provide the Developer with a written response within fourteen (14) business days following receipt of the notice of appeal. The decision of the Director shall be final and not appealable. 13.5 Pending a final decision of the Director, the Developer shall diligently proceed with its performance of this Agreement in accordance with the Assistant Director’s decision. 14.0 SEVERABILITY Any provision of this Agreement that is determined to be invalid, void, or illegal by a court shall in no way affect, impair, or invalidate any other provision of this Agreement, and the remaining provisions shall remain in full force and effect. 15.0 STRICT COMPLIANCE The County’s acceptance of the Developer’s performance that is not in strict compliance with the terms of this Agreement shall not be deemed to waive the requirements of strict compliance for all future performance. All changes in performance obligations under this Agreement shall be in writing and signed by both Parties. Section 1 General Provisions Page 9 of 50 Foundation for Senior Living 16.0 NON-LIABILITY The County and its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, committees, and commissions shall not be liable for any acts or omissions by the Developer or Vendor or any agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, committees, or commissions of the Developer or Vendor occurring in the performance of this Agreement, nor shall the County and its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, committees, and commissions be liable for any purchases or contracts made by the Developer or Vendor or any agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, committees, or commissions of the Developer or Vendor, in connection with this Agreement. 17.0 INDEMNIFICATION To the extent permitted by law, the Developer shall, and shall cause any of its Subcontractors, to indemnify, defend, save and hold harmless the County, any jurisdiction or agency issuing any permits for any work arising out of this Agreement, and their respective agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, committees, and commissions (hereafter referred to as “Indemnitee”) from and against any and all claims, demands, actions, liabilities, damages, losses, judgments, or expenses (including court costs, attorney and expert fees, and costs of claim processing, investigation, and litigation) (hereafter referred to as “Claims”): A.) that either directly or indirectly are caused by, arise from, or relate to breach of this Agreement by the Developer, and any of its Subcontractors, or any of the agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, committees, or commissions of the Developer, and any of its Subcontractors; and B.) for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property that are either directly or indirectly caused by, arise from, or relate to, or are alleged to be caused by, arise from, or relate to, in whole or in part, the negligent or willful acts or omissions of the Developer, and any of its Subcontractors, or any of the agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, or commissions of the Developer, and any of its Subcontractors. This indemnity includes any claim or amount arising out of or recovered under the Workers’ Compensation Law or arising out of the failure of the Developer, or any of its Subcontractors to conform to any federal, state, or local laws, statutes, ordinances, rules, regulations, or court decrees. It is the specific intention of the Parties that the Indemnitee shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by the Developer, and any of its Subcontractors from and against any and all claims. It is agreed that the Developer, and any of its Subcontractors will be responsible for primary loss investigation, defense, and judgment costs where this indemnification is applicable. 18.0 TECHNICAL ASSISTANCE The County shall provide reasonable technical assistance to the Developer to assist in complying with state and federal laws and regulations, and accountability for diligent performance and compliance with the terms and conditions of this Agreement and all applicable laws, regulations, and standards. However, this assistance in no way relieves the Developer of full responsibility and accountability for its actions and performance in compliance with the terms of this Agreement. Section 1 General Provisions Page 10 of 50 Foundation for Senior Living 19.0 SINGLE AUDIT ACT REQUIREMENTS The Developer is in receipt of federal funds through the County and is subject to the federal audit requirements of the Single Audit Act of 1984, as amended (Pub. L. No. 98-502) (codified at 31 U.S.C. § 7501, et seq.). The Developer shall comply with 2 C.F.R. 200, Subpart F. Upon completion, such audits shall be made available for public inspection. Audits shall be submitted to the County within the twelve (12) months following the close of the fiscal year. The Developer shall take corrective actions within six (6) months of the date of receipt of audit findings. The County shall consider sanctions as described in 2 C.F.R. § 200.505 if it is determined by either HUD or the County that the Developer is not in compliance with the audit requirements. 20.0 AUDIT DISALLOWANCES 20.1 The Developer shall, upon written notice, reimburse the County for any payments made under this Agreement that are disallowed by a federal, state, or County audit in the amount of the disallowance. Court costs and attorney and expert fees incurred will be specifically identified as applicable to the recovery of the disallowed costs in question. 20.2 If the County determines that a cost for which payment has been made is a disallowed cost, then the County will notify the Developer in writing of the disallowance and the required course of action, which shall be at the option of the County, either to adjust any future claim submitted by the Developer by the amount of the disallowance or to require immediate repayment of the disallowed amount by the Developer issuing a check payable to the County. 21.0 STAFF AND VOLUNTEER TRAINING The County may make available to the Developer the opportunity to participate in any applicable training activities conducted by the County. 22.0 CLEAN AIR ACT If the total face value of this Agreement exceeds $100,000, then the Developer agrees to comply with all regulations, standards, and orders issued under the Clean Air Act of 1970, as amended (42 U.S.C. §§ 7401, et seq.), to the extent any are applicable by reason of performance of this Agreement. 23.0 LOBBYING 23.1 No federal appropriated funds have been paid or will be paid by or on behalf of the Developer to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with the awarding of any federal agreement, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal agreement, grant, loan, or cooperative agreement. 23.2 If any funds, other than federal appropriated funds, have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with any federal agreement, grant, loan or cooperative agreement, then the Developer shall complete and submit OMB Form- LLL, titled "Disclosure of Lobbying Activities," in accordance with its instructions and 31 U.S.C. § 1352. Section 1 General Provisions Page 11 of 50 Foundation for Senior Living 24.0 RELIGIOUS ACTIVITIES The Developer warrants that none of its costs and none of the costs incurred by the Developer or any of its Subcontractors will include any expense for any religious activities. 25.0 POLITICAL ACTIVITY PROHIBITED None of the funds, materials, property or services contributed by the County or the Developer or any Subcontractor under this Agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office. 26.0 COVENANT AGAINST CONTINGENT FEES The Developer warrants that no person or entity has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee. For breach or violation of this warranty, the County may immediately terminate this Agreement without liability. 27.0 SAFEGUARDING OF PARTICIPANT INFORMATION 27.1 The Developer shall observe and abide by all applicable State of Arizona and federal statues, rules, and regulations regarding the use or disclosure of information including, but not limited to, information concerning applicants for and recipients of contracted services. To the extent permitted by law, the Developer shall release information to the County, Department, Attorney General’s Office, or other designated agency as required by the County by the terms of this Agreement or by law. 27.2 The Developer shall comply with the requirements of the Arizona Address Confidentiality Program, A.R.S. §§ 41-161, et. seq. The Department will advise the Developer as to applicable policies and procedures adopted for such compliance. 28.0 RIGHTS IN DATA The County shall have the use of data and reports resulting from this Agreement without cost or other restriction, except as otherwise provided by law or applicable regulation. Each Party shall supply the other Parties, upon request, any available information that is relevant to this Agreement and to the performance under it. 29.0 COPYRIGHTS If this Agreement results in a book or other written material, the author is free to copyright the work, but the County reserves a royalty-free, nonexclusive, perpetual, and irrevocable license to reproduce, publish, and otherwise use and to authorize others to use, all copyrighted material and all material that can be copyrighted as a result of this Agreement. 30.0 PATENTS Any discovery or invention arising out of, or developed in the course of, work aided by this Agreement shall be promptly and fully reported to the County for determination as to whether patent protection on such invention or discovery shall be sought and how the rights in the invention or discovery, including rights under any patent issued on such invention or discovery, shall be disposed of and administered in order to protect the public interest. 31.0 AGREEMENT COMPLIANCE MONITORING 31.1 The County will annually monitor the Developer's compliance for fiscal and programmatic performance under the terms and conditions of this Agreement and applicable regulations promulgated by the U.S. Department of Housing and Urban Development and Maricopa County. On-site visits for compliance monitoring may Section 1 General Provisions Page 12 of 50 Foundation for Senior Living be made by the County or its grantor agencies (or by both the County and its grantor agencies) at any time during the Developer's normal business hours, announced and/or unannounced. For auditing purposes, the County shall provide the Developer with 30-days’ advance notice of any proposed on-site visit. During an on-site visit(s), the Developer shall make all of its records and accounts related to work performed or services provided under this Agreement available to the County for inspection and copying. 31.2 The County shall request information for fiscal monitoring/audit per Office of Management and Budget (OMB) Uniform Guidance 2 C.F.R. § 200, to include: 31.2.1 Financial Management 2 C.F.R. § 200.302 31.2.2 Internal Controls 2 C.F.R. § 200.303 31.2.3 Bonds 2 C.F.R. § 200.304 31.2.4 Payment and Financial Reporting 2 C.F.R. § 200.305 31.2.5 Cost Sharing or Matching 2 C.F.R. § 200.306 31.2.6 Program Income 2 C.F.R. § 200.307 31.2.7 Revision of Budget and Program Plans 2 C.F.R. § 200.308 31.2.8 Period of Performance 2 C.F.R. § 200.309 31.2.9 Insurance Coverage 2 C.F.R. § 200.310 31.2.10 Record Retention and Access 2 C.F.R. §§ 200.334 – 200.338 31.2.11 Procurement Standards 2 C.F.R. § 200.318 31.2.12 Indirect Costs 2 C.F.R. § 200.414 31.2.13 Compensation-Personal Services 2 C.F.R. § 200.430 31.2.14 Audit Requirements 2 C.F.R. § 200.501-200.517 32.0 CONTINGENCY RELATING TO OTHER CONTRACTS AND GRANTS 32.1 The Developer shall, during the term of this Agreement, within 15 business days from acceptance, inform the Assistant Director in writing of the award of any other agreement or grant, including any other agreement or grant awarded by the County, where the award may affect either the direct or indirect costs being paid or reimbursed under this Agreement. The Developer’s failure to notify the County of any such agreement shall be a breach of this Agreement and the County may immediately terminate this Agreement without liability. 32.2 The Assistant Director may request, and Developer shall provide within a reasonable time, which shall not exceed ten (10) business days, a copy of all such other agreements or grants, when, in the opinion of the Assistant Director, the award of the agreement or grant may affect the costs being paid or reimbursed under this Agreement. 32.3 If the Assistant Director determines that the award to the Developer of such other agreements or grants has affected the costs being paid or reimbursed under this Agreement, then the Assistant Director shall prepare an amendment to this Agreement effecting a cost adjustment. If the Developer disputes the proposed cost adjustment, then the dispute shall be resolved pursuant to the "Disputes" paragraph of this Agreement. 33.0 MINIMUM WAGE REQUIREMENTS The Developer warrants that it shall pay all of its employees who are engaged in either performing work or providing services under the terms of this Agreement not less than the minimum wage specified under Section 206(a)(1) of the Fair Labor Standards Act of 1938, as amended (29 U.S.C. §§ 201, et seq.), by law and regulation, and, as applicable, Executive Order 13658, as amended, and as specified by Arizona law. Section 1 General Provisions Page 13 of 50 Foundation for Senior Living 34.0 RECOGNITION OF DEPARTMENT SUPPORT The Developer will give recognition to the County and the funding source for its support when the Developer publishes materials or releases of public information that is paid for in whole or in part with funds received by the Developer under this Agreement. 35.0 INSURANCE 35.1 The Developer, shall and shall cause any of its Subcontractors to purchase and maintain the minimum insurance stipulated in this Agreement from a company or companies duly licensed by the State of Arizona and possessing a current A.M. Best, Inc. rating of B++6 or higher. In lieu of State of Arizona licensing, the stipulated insurance may be purchased from a company which is or companies which are authorized to do business in the State of Arizona, provided that such insurance company or companies meet the approval of the County. The form of any insurance policies and forms must be acceptable to the County. 35.2 All insurance required under this Agreement shall be maintained in full force and effect until all work or service required to be performed under the terms of the Agreement is satisfactorily completed and formally accepted. Failure to do so may, at the sole discretion of the County, constitute a material breach of this Agreement. 35.3 The Developer’s insurance shall be primary insurance as respects the County, and any insurance or self-insurance maintained by the County shall not contribute to it. 35.4 Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an insurance policy warranty shall not affect coverage afforded under the insurance policies to protect the County. 35.5 The insurance policies may provide coverage that contains deductibles or self- insured retentions. Such deductible or self-insured retentions (or both) shall not be applicable with respect to the coverage provided to the County under those policies. The Developer shall be solely responsible for the deductible and self-insured retention and the County, at its option, may require the Developer to secure payment of such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter of credit. 35.6 The County reserves the right to request and to receive, within 10 business days, certified copies of any or all of the insurance certificates required under this Agreement. The County shall not be obligated to review policies and endorsements or to advise the Developer of any deficiencies in such policies and endorsements, and such receipt shall not relieve the Developer from, or be deemed a waiver of the County’s right to insist on strict fulfillment of the Developer’s obligations under this Agreement. 35.7 The insurance policies required by this Agreement, except Worker’s Compensation, shall name the County, its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, and commissions as Additional Insureds. 35.8 The policies required under this Agreement, except Worker’s Compensation, shall contain a waiver of transfer of rights of recovery (subrogation) against the County and its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, board, and commissions for any claims arising out of the Developer’s work or service. 35.9 The Developer's policies shall stipulate that the insurance afforded the Developer shall be primary insurance and that any insurance carried by the County and its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, and commissions shall be excess and not contributory insurance, as provided by A.R.S. § 41-621. Section 1 General Provisions Page 14 of 50 Foundation for Senior Living 35.10 Coverage provided by the Developer shall not be limited to the liability assumed under the indemnification provisions of this Agreement. 35.11 Commercial General Liability: Commercial General Liability insurance and, if necessary, Commercial Umbrella insurance with a limit of not less than $2,000,000 for each occurrence, $2,000,000 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. 35.12 Worker’s Compensation: 35.12.1Worker’s Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction of the Developer’s employees engaged in the performance of the work or services under this Agreement; and Employer’s Liability insurance of not less than $1,000,000 for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit. 35.12.2Developer waives all rights against County and its agents, representatives, officials, officers, directors, employees, volunteers, departments, agencies, boards, and commissions for recovery of damages to the extent these damages are covered by the Worker’s Compensation and Employer’s Liability or commercial umbrella liability insurance obtained by the Developer pursuant to this Agreement. 35.13 Sexual Molestation and Physical Abuse: 35.13.1When services involve working with children, elderly, or disabled individuals, the insurance requirements in the (sub)contract must include coverage for "sexual molestation and physical abuse." Coverage for this type of claim, or allegation, is excluded from standard general liability policies. Therefore, Developers whose services include working with or caring (or both) for children/elderly and disabled persons should have their policies specifically endorsed to include this coverage. 35.13.2The policy shall be endorsed to include coverage for sexual molestation and physical abuse at limits not less than $2,000,000.00 per occurrence and $4,000,000.00 aggregate. These limits may be included within a General Liability policy, Professional Liability policy or provided by separate endorsement with its own limits as required. Developer and its Subcontractors must provide the following statement on their Certificate(s) of Insurance: “Sexual molestation and physical abuse coverage is included.” Policies/certificates stating that “Sexual molestation and physical abuse coverage is not excluded” do not meet this requirement. 35.14 Certificates of Insurance: Upon execution of this Agreement, the Developer shall, and shall cause any of its Subcontractors, to furnish the County with valid and complete certificates of insurance, or formal endorsements as required by the Agreement, issued by the Developer’s insurer(s), as evidence that policies providing the required coverage, conditions and limits required by this Agreement are in full force and effect. Such certificates shall identify this Agreement by number and title. 35.15 Prior to commencing either work or services under this Agreement, the Developer shall have insurance in effect as required by the Agreement in the form provided by the County, issued by the Developer’s insurer(s), as evidence that policies providing Section 1 General Provisions Page 15 of 50 Foundation for Senior Living the required coverage, conditions and limits required by this Agreement are in full force and effect. Such certificates shall be made available to the County with ten (10) business days after a request by the County. BY SIGNING THIS AGREEMENT, THE DEVELOPER AGREES TO THIS REQUIREMENT AND THAT FAILURE TO MEET THIS REQUIREMENT WILL RESULT IN CANCELLATION OF THIS AGREEMENT. 35.16 In the event any insurance policy(ies) required by this Agreement is (are) written on a “claims made” basis, coverage shall extend for two years past completion and acceptance of the Developer’s work or services and as evidenced by annual Certificates of Insurance. 35.17 If a policy does expire during the life of this Agreement, then a renewed Certificate of Insurance must be sent to the County forty-five (45) business days prior to the expiration date. 35.18 Cancellation and Expiration Notice: Insurance required under this Agreement shall not be permitted to expire, be canceled, or materially changed without thirty (30) business days prior written notice to the County. 35.19 If the Developer provides professional or semi-professional personal services under this Agreement for which malpractice or professional liability coverage is available, such as medical, psychiatric, or legal services, then the Developer shall carry minimum liability coverage of $2,000,000 each occurrence and provide the County with proof of coverage. 35.20 Subcontractor: The Developer’s certificate(s) shall include all Subcontractors as insureds under its policies or the Developer shall furnish to the County separate certificates for each Subcontractor. All coverages for Subcontractors shall be subject to the minimum requirements identified above. 35.21 Approval: Any modification or variation from the insurance requirements in any agreement must have prior approval from the County whose decision shall be final. Such action will not require a formal Amendment. 35.22 Exceptions: In the event the Developer is a public entity, the Insurance Requirements shall not apply to such public entity. Such public entity shall provide a Certificate of Self-Insurance or a Certificate of Proof of Pool Insurance. Nongovernmental Subcontractors of the Developer shall comply with all insurance terms. 36.0 BONDING 36.1 The Developer shall not commence performance or receive any reimbursements under this Agreement until such time as an assurance of performance (performance bond) shall have been provided in the full amount of this Agreement. 36.2 Any performance bond shall be from a company with a rating not less than B++ and shall be in form acceptable to the Maricopa County Attorney. 36.3 The Developer shall provide the County with documentation of required bonding. 36.4 Nothing contained in this paragraph shall limit the ability of the Developer to provide multiple assurances provided that the total assured amount shall be not less than the full amount of this Agreement. 37.0 GRIEVANCE PROCEDURE The Developer shall establish a system through which applicants for, and recipients of, services may present grievances and may take appeals about eligibility and other aspects of the Developer’s work under this Agreement. The grievance procedure shall include provisions for notifying the applicants for, and recipients of, services of their eligibility or Section 1 General Provisions Page 16 of 50 Foundation for Senior Living ineligibility for service and their right to appeal to the County if the grievance is not satisfied at the Developer’s level. This system shall include protest procedures for decisions related to contract awards and requests for reasonable accommodations for persons with disabilities. 38.0 NONDISCRIMINATION, EQUAL OPPORTUNITY AND EQUAL ACCESS 38.1 The Developer, in connection with any services or other activities under this Agreement, shall not in any way discriminate against any person on the grounds of race, color, religion, sex, national origin, age, disability, political affiliation or belief. The Developer shall include this clause in all of its Subcontracts. 38.2 The Developer shall comply with requirements of the Housing and Urban Development Equal Access Rule at 24 C.F.R. Part 5, Final Rule 5863, to ensure equal access to housing and services regardless of gender identity. 39.0 EQUAL EMPLOYMENT OPPORTUNITY 39.1 The Developer shall not discriminate against any employee or applicant for employment because of race, age, disability, color, religion, sex, sexual identity, gender identity, or national origin. 39.2 The Developer shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, age, disability, color, religion, sex sexual identity, gender identity, or national origin. Such action shall include, but is not limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, lay-off or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. 39.3 The Developer shall and shall cause its Subcontractors to comply with: 39.3.1 Title VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000a, et seq.); 39.3.2 the Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.); 39.3.3 the Age Discrimination in Employment Act of 1967, as amended (29 U.S.C. §§ 621, et seq.); 39.3.4 the Americans With Disabilities Act of 1990 (42 U.S.C. §§ 12101, et seq.); and 39.3.5 Arizona Executive Order 2009-09, as amended, et seq. which mandates that all persons shall have equal access to employment opportunities. 40.0 DISABILITY REQUIREMENTS The Developer agrees that any electronic or information technology offered under this Agreement shall comply with A.R.S. §§41-2531 and 41-2532 and Section 508 of the Rehabilitation Act of 1973, which requires that employees and members of the public shall have access to and use of information technology that is comparable to the access and use by employees and members of the public who are not individuals with disabilities. 41.0 UNIFORM ADMINISTRATIVE REQUIREMENTS By entering into this Agreement, the Developer 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. Section 1 General Provisions Page 17 of 50 Foundation for Senior Living 42.0 FINANCIAL MANAGEMENT The Developer shall establish and maintain a separate, interest-bearing bank account for money provided under this Agreement, or shall establish an accounting system that assures the safeguarding and accountability of all money and assets provided under this Agreement. No part of the money deposited in the bank account shall be commingled with other funds or money belonging to the Developer. All interest earned on the account shall be disbursed in a manner specified by the County in accordance with applicable State of Arizona and federal regulations. The Developer shall provide a signed bank account agreement authorizing the County to obtain information about the account. If an accounting system is used, then it shall be in accordance with generally accepted accounting principles. 43.0 RETENTION OF RECORDS 43.1 This provision applies to all financial and programmatic records, supporting documents, statistical records, and other records of the Developer that are related to this Agreement. 43.2 The Developer shall retain all records relevant to this Agreement for six (6) years after final payment or until after the resolution of any audit questions which could be more than six (6) years, whichever is longer, and the County, federal and state auditors and any other persons duly authorized by the County shall have full access to, and the right to examine, copy, and make use of any and all of the records. 44.0 ADEQUACY OF RECORDS If the Developer’s books, records, and other documents related to this Agreement are not sufficient to support and document that allowable services were provided to eligible participants, then the Developer shall reimburse the County for the services not supported and documented. 45.0 COMPETITIVE BID REQUIREMENTS 45.1 Equipment If this Agreement is with other than a Public Agency, the Developer shall obtain all equipment to be utilized under this Agreement and purchased with funds provided under this Agreement at the lowest practical cost in accordance with the following competitive bidding system: 45.1.1 Procurements in excess of $300, but less than $1,000, require oral price quotations from two or more vendors. The Developer shall keep and maintain a record of the vendors’ verbal quotations. The Developer’s award shall be made to the lowest bidder meeting specification requirements concerning price, conformity to specifications, and other purchasing factors. 45.1.2 Procurements exceeding an aggregate amount of $1,000 must be approved by the Assistant Director. At least three (3) bidders shall be solicited to submit written quotations. The Developer shall solicit written quotations by issuing a Request for Quotation to at least three (3) vendors. The award shall be made to the lowest bidder meeting specification requirements concerning price, conformity to specifications, and other purchasing factors. 45.2 Supplies If this Agreement is with other than a Public Agency, then the Developer shall obtain all supplies to be utilized under this Agreement and purchased with funds provided under this Agreement at the lowest practical cost and in accordance with a system of written quotes whenever the price is expected to be greater than $300, unless the Developer obtains the Assistant Director’s prior written approval to purchase supplies by an alternate method. Section 1 General Provisions Page 18 of 50 Foundation for Senior Living 45.3 Minority, Women and Small Business Enterprises The Developer shall take affirmative steps to provide an opportunity for minorities, women, and small businesses to compete in the procurement of equipment and supplies under this Agreement. 45.4 Bidding Procedures If the Developer is a Public Agency, then the Developer's own bidding procedures shall govern. 45.5 Procedures May Be Superseded Funding source requirements relating to competitive bid procedures may supersede any or all subparts of this clause and will be specified in the Special Provisions section of this Agreement. 46.0 PROPERTY 46.1 Any County property furnished or purchased pursuant to the terms of this Agreement shall be utilized, maintained, repaired, and accounted for in accordance with instructions furnished by the County, and title to all such property shall revert to the County upon the expiration or termination of this Agreement. The costs to repair such property are the responsibility of the Developer within the limits budgeted in this Agreement. 46.2 Any Developer property furnished or purchased pursuant to the terms of the Agreement shall be utilized, maintained, repaired, and accounted for by the Developer. Repair costs of such property shall be the responsibility of the Developer. 47.0 IMMIGRATION LAWS AND REGULATIONS 47.1 Federal Immigration and Nationality Act 47.1.1 The Developer understands and acknowledges the applicability of the Immigration Reform and Control Act of 1986 (IRCA). The Developer agrees to comply with the IRCA in performing under this Agreement and to permit the County to inspect personnel records to verify such compliance. 47.1.2 By entering into this Agreement, the Developer warrant compliance with the Federal Immigration and Nationality Act (FINA) and all other federal immigration laws and regulations related to the immigration status of its employees. The Developer shall obtain statements from their subcontractors certifying compliance and shall furnish the statements to the County upon request. These warranties shall remain in effect through the term of the Agreement. The Developer and their subcontractors shall also maintain Employment Eligibility Verification forms (I-9) as required by the U.S. Department of Labor’s Immigration and Control Act for all employees performing work under the Agreement. I-9 forms are available for download at USCIS.GOV. 47.1.3 The Developer may request verification of compliance for any employee or Subcontractor performing work under the Agreement. Should the County suspect or find that the Developer or any of its Subcontractors are not in compliance, then the County may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Agreement for default, and suspension or debarment (or both) of the Developer. All costs necessary to verify compliance are the responsibility of the Developer or its Subcontractor. 47.2 Arizona Law: The Developer warrants that it is in compliance with A.R.S. § 41-4401 (e-verify requirements) and further acknowledges that: Section 1 General Provisions Page 19 of 50 Foundation for Senior Living 47.2.1 That then Developer and its Vendors, if any, warrant their compliance with all federal immigration laws and regulations that relate to their employees and their compliance with A.R.S. § 23-214; 47.2.2 A breach of a warranty under this Subparagraph 47.2.2 shall be deemed a material breach of this Agreement and the County may immediately terminate this Agreement without liability; and 47.2.3 The County and any contracting government entity retain the legal right to inspect the papers and employment records of any Developer or Vendor employees who works on this Agreement to ensure that the Developer or Vendor is complying with the warranty provided under this Subparagraph 47.2.3 and that the Developer agrees to make all papers and employment records of those employees available during normal working hours in order to facilitate such an inspection. 48.0 GOVERNOR’S EXECUTIVE ORDER NO. 88-26 The Developer is required to use the Arizona Taxonomy of Human Services for reporting and contracting purposes. 49.0 EMPLOYMENT DISCLAIMER 49.1 This Agreement is not intended to constitute, create, give rise to, or otherwise recognize a joint venture agreement, partnership, or other business association or organization of any kind between the Parties, and the rights and obligations of the Parties shall be only those expressly set forth in this Agreement. 49.2 The Developer agrees that no individual performing under this Agreement on behalf of the Developer may be considered a County agent, employee, or representative and that no rights of County civil service, County retirement, or County personnel rules shall accrue to or apply to any such individual. The Developer shall have total responsibility for all salaries, wages, bonuses, retirement, withholdings, workers’ compensation, occupational disease compensation, unemployment compensation, other employee benefits, and all taxes and premiums appurtenant thereto concerning such individuals and the Developer shall indemnify, defend, and hold harmless the County with respect thereto. 49.3 The County agrees that no individual performing under this Agreement on behalf of County may be considered a Developer agent, employee, or representative and that no rights of the Developer civil service, the Developer retirement, or the Developer personnel rules shall accrue to or apply to any such individual. The County shall have total responsibility for all salaries, wages, bonuses, retirement, withholdings, workers’ compensation, occupational disease compensation, unemployment compensation, other employee benefits, and all taxes and premiums appurtenant thereto concerning such individuals and the County shall indemnify, defend and hold harmless the Developer with respect thereto. 50.0 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION 50.1 The undersigned, by signing this Agreement, represents that he/she has the authority to bind the Developer to the terms of this Certification. The Developer, as the primary participant in accordance with 2 C.F.R. Part 180, certifies to the best of its knowledge and belief that it and its principals: 50.1.1 Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; Section 1 General Provisions Page 20 of 50 Foundation for Senior Living 50.1.2 Have not within a 3-year period preceding the Start Date of this Agreement, been convicted of or had a civil judgment rendered against them for (1) the commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, State, or local) transaction or contract under a public transaction; (2) the violation of any federal or State antitrust statutes or (3) the commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; 50.1.3 Are not presently indicted or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with the commission of any of the offenses enumerated in Sub-subparagraph 50.1.2 above; and 50.1.4 Have not, within a three-year period preceding this Start Date of this Agreement, had one or more public transactions (federal, state, or local) terminated for cause or default. 50.2 The Developer agrees to include, without modification, this clause in all lower tier covered transactions (i.e., transactions with Subcontractors) and in all solicitations for lower tier covered transactions related to this Agreement. 51.0 DEVELOPER EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS 51.1 The Developer agrees that this Agreement and employees working on this Agreement will be subject to the whistleblower rights and remedies in the pilot program on the Developer employee whistleblower protections established at 41 U.S.C. § 4712 by Section 828 of the National Defense Authorization Act for Fiscal Year 2013 (Pub. L. 112–239) and Section 3.908 of the Federal Acquisition Regulation; 51.2 The Developer 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 the Developer and copies provided to County upon request; and 51.3 The Developer shall insert the substance of this clause, including this Paragraph 51.0, in all subcontracts over the simplified acquisition threshold ($250,000 as of June 2021). 52.0 WRITTEN CERTIFICATION IN ACCORDANCE WITH A.R.S. § 35-393.01 If the Developer engages in for-profit activity and has 10 or more employees, and if this Agreement has a value of $100,000 or more, then the Developer certifies it is not currently engaging in and agrees for the duration of this Agreement not to 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. 53.0 SURVIVAL The indemnification, hold harmless, defense, and non-liability provisions of this Agreement shall have full force and effect notwithstanding any other provisions in this Agreement and shall survive the termination or expiration of this Agreement. 54.0 FORCE MAJEURE 54.1 Neither Party shall be liable for failure of performance, nor incur any liability to the other Party on account of any loss or damage resulting from any delay or failure to perform all or any part of this Agreement if such delay or failure is caused by Section 1 General Provisions Page 21 of 50 Foundation for Senior Living events, occurrences, or causes beyond the reasonable control and without negligence of the Parties. Such events, occurrences, or causes will include Acts of God/Nature (including fire, flood, earthquake, storm, hurricane, or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, riots, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, lockout, blockage, embargo, labor dispute, strike, pandemic, and interruption or failure of electricity or telecommunication service. 54.2 Each Party, as applicable, shall give the other Party notice of its inability to perform and particulars in reasonable detail of the cause of the inability. Each party must use best efforts to remedy the situation and remove, as soon as practicable, the cause of its inability to perform or comply. 54.3 The Party asserting Force Majeure as a cause for non-performance shall have the burden of proving that reasonable steps were taken to minimize delay or damages caused by foreseeable events, all non-excused obligations were substantially fulfilled, and the other Party was timely notified of the likelihood or actual occurrence that would justify such an assertion, so that other prudent precautions could be contemplated. Page 22 of 50 Foundation for Senior Living SECTION 2 SPECIAL PROVISIONS MARICOPA COUNTY HUMAN SERVICES DEPARTMENT Section 2 Special Provisions Page 23 of 50 Foundation for Senior Living 1.0 STANDARDS The Developer shall perform the work and provide the services as identified in the Work Statement and shall immediately notify the Department whenever the Developer is unable to, or anticipates an inability to, perform any of the work, or provide any of the services required by the terms of this Agreement. The Developer acknowledges that any inability to perform the work and provide the services, or comply with the standards set forth in, this Agreement may subject the Developer to the remedies provided in Paragraph 5.0, Default and Remedies for Noncompliance in the Special Provisions. 2.0 COMPLIANCE WITH LAWS, RULES & REGULATIONS This Agreement and the Parties to it, are subject to all applicable federal, state, or local laws, rules, and regulations. The Developer shall comply with all applicable laws, rules, and regulations, without limitation to those designated within this Agreement. Refer to Paragraph 5.0, Default and Remedies for Noncompliance provided in the Special Provisions. 3.0 COMPLIANCE WITH REQUIREMENTS REGARDING ELIGIBILITY FOR PUBLIC BENEFITS 3.1 The Developer shall comply with state and other laws regarding eligibility for public benefits, including A.R.S. §§ 1-501 and 1-502, which state that public benefits shall only be provided to eligible applicants who are citizens of the United States, or are Qualified Non-Citizens: 3.1.1 All applicants authorized to receive public benefits must provide documentation of their lawful presence in the United States through a verification process. 3.1.2 All eligible applicants must also execute an affidavit stating that the documentation provided during the verification process to prove citizenship or qualified non-citizen is true. 3.1.3 The Affidavit Demonstrating Lawful Presence in the United States or similar form shall be used to document compliance with requirements listed above. 3.1.4 Maricopa County and its subcontracted entities are required to report “discovered violations” of federal immigration law. 3.1.5 Federal public benefits are defined in A.R.S. § 1-501 as any grant, contract, loan, professional license, or commercial license provided by an agency of the United States or by appropriated funds of the United States; and any retirement, welfare, health, disability, public or assisted housing, postsecondary education, food assistance, unemployment benefit, or any other similar benefit for which payments or assistance are provided to an individual, household, or family eligibility unit by an agency of the United States or by appropriated funds of the United States. 3.1.6 State or local public benefits are defined in A.R.S. § 1-502 as any grant, contract, loan, professional license, or commercial license provide by an agency of the state or local government or by appropriated funds of a state or local government; and any retirement, welfare, health, disability, public or assisted housing, postsecondary education, food assistance, unemployment benefit, or any other similar benefit for which payments or assistance are provided to an individual, household, or family eligibility unit by an agency of a state or local government or by appropriated funds of a state or local government. Section 2 Special Provisions Page 24 of 50 Foundation for Senior Living 3.2 Programs, services, or assistance (such as soup kitchens, crisis counseling and intervention, and short-term shelter) that meet the following conditions are exempt from A.R.S. §§ 1-501 and 1-502: 3.2.1 deliver in-kind services at the community level, including through public or private nonprofit agencies; 3.2.2 do not condition the provision of assistance, the amount of assistance provided, or the cost of assistance provided on the individual recipient’s income or resources; and 3.2.3 are necessary for the protection of life or safety. 4.0 AUDIT REQUIREMENTS The Developer is in receipt of federal funds through the County and is subject to the federal audit requirements of the Single Audit Act of 1984, as amended (Pub. L. No. 98-502) (codified at 31 U.S.C. § 7501, et seq.). The Developer shall comply with 2 C.F.R. 200, Subpart F. Upon completion, such audits shall be made available for public inspection. Audits shall be submitted to the County within the twelve (12) months following the close of the fiscal year. The Developer shall take corrective actions within six (6) months of the date of receipt of audit findings. The County shall consider sanctions as described in 2 C.F.R. § 200.505 if it is determined by HUD or the County that the Developer is not in -compliance with the audit requirements. 5.0 DEFAULT AND REMEDIES FOR NONCOMPLIANCE 5.1 Notwithstanding anything to the contrary, this Section shall not be deleted or superseded by any other provision of this Agreement. 5.2 This Agreement may be immediately terminated by the County if the Developer defaults by failing to perform any objective or breaches any obligation under this Agreement, or any event occurs that jeopardizes the Developer’s ability to perform any of its obligations under this Agreement. The County reserves the right to have service provided by persons other than the Developer if the Developer is unable or fails to provide required services within the specified time frame in the work statement. 5.3 Failure to comply with the requirements of this Agreement and all the applicable federal, state, or local laws, rules, and regulations may result in suspension or termination of this Agreement, the return of unexpended funds (less just compensation for work satisfactorily completed that, to date, has not been paid), the reimbursement of funds improperly expended, or the recovery of funds improperly acquired. Noncompliance includes, but is not limited to: 5.3.1 Non-performance of any obligations required by this Agreement. 5.3.2 Noncompliance with any applicable federal, state, or local laws, rules or regulations, including Department of Treasury guidelines, policies, or directives. 5.3.3 Unauthorized expenditure of funds. 5.3.4 Improper disposition of program income. 5.3.5 Noncompliance with applicable financial record requirements, accounting principles, or standards established by OMB circulars and 2 C.F.R. §§ 200, et seq. 5.3.6 Noncompliance with recordkeeping, record retention, or reporting requirements. 5.4 Notwithstanding the suspension or termination of this Agreement, or the final determination of the proper disposition of funds, the Developer shall, without intent to limit or with restrictions, be subject to the following: Section 2 Special Provisions Page 25 of 50 Foundation for Senior Living 5.4.1 All awards of funding shall be immediately revoked, and any approvals related to the project described in the Special Provision or Work Statement shall be deemed revoked and canceled. Thereby, any entitlements to compensation after suspension or termination of this Agreement are similarly revoked and unavailable. 5.4.2 Not be relieved of any liability or responsibility associated with the Special Provision or Work Statement. 5.4.3 Acknowledge that suspension or termination of this Agreement does not affect or terminate any rights against the Developer at the time of suspension or termination, or that may accrue later. Nothing herein shall be construed to limit or terminate any right or remedy available under Agreement or rule. 5.4.4 Waiver of a breach or default of any term, covenant, or condition of this Agreement or any federal, state, or local law, rule, or regulation shall not operate as a waiver of any subsequent breach of the same or any other term, covenant, condition, law, rule, or regulation. 5.5 The Developer shall, upon notice or with knowledge obtained by itself or others, take any and all proactive actions necessary, and provide any and all applicable remedies to address and correct any act by itself, and any and all of its agents, representatives, officers, officials, directors, employees, volunteers, successors, assigns, or Subcontractors that resulted in any wrongdoing (intentional or unintentional); misuse or misappropriation of funds; the incorrect or improper disposition of funds; any violation of any federal, state, or local law, rule, or regulation; or the breach of any certification or warranty provided in this Agreement. 6.0 SPECIAL FEDERAL AND PROJECT PROVISIONS 6.1 In accordance with HUD HOME Program regulations, the Developer agrees to use HOME funds pursuant to the Five-Year Consolidated Plan and the Annual Action Plan as approved by HUD and all requirements of 24 C.F.R. Part 92. The Developer will require that this requirement is included in the award documents for all subawards at all tiers (including Subcontracts, subgrants, and agreements under grants, loans, and cooperative agreements) and that all Subcontractors and Vendors shall certify and disclose accordingly. The Annual Action Plan is hereby incorporated by reference into this Agreement. The project activities are described in Section 3 (Work Statement). The Developer shall be responsible to provide reports of all activities related to the Work Statement. The Developer agrees to submit to the County the following reports: 6.1.1 Quarterly Performance Reports: due on the 15th of January, April, July, and October of the preceding three (3) months (i.e., the July report covers the months of April, May, and June). Reports shall address all project activities described in the Work Statement. Failure to submit timely Quarterly Performance Reports will result in suspension of reimbursement of funds requested until all reports are brought current. 6.1.2 Request for Reimbursements: The Request for Reimbursement Form must include all supporting documentation, a Match Log, and Summary of Project Proceeds/Recaptured Funds Report. The Developer will complete the documents and submit them to the County for approval. 6.1.3 HOME Setup Reports: due within one (1) year after the date this Agreement is fully executed. According to 24 C.F.R. § 92.250 (b): Before Setup Reports are submitted, the Developer must evaluate the project in Section 2 Special Provisions Page 26 of 50 Foundation for Senior Living accordance with guidelines that it has adopted for determining a reasonable level of profit or return its investment in a project and must not commit or invest any more HOME funds, alone or in combination with other governmental assistance, than are necessary to provide quality affordable housing that is financially viable for a reasonable period (at a minimum, the period of affordability in accordance with 24 C.F.R. §§ 92.252 and 92.254) and that will not provide a profit or return on its investment that exceeds the Developer’s established standards for the size, type, and complexity of the project. 6.1.4 HOME Completion Report: due no later than sixty (60) days after final payment is requested. The HOME Completion Report must include all required documents as described in this Agreement. Within ten (10) business days after receipt of the HOME Completion Report, the County will enter project completion data into the HUD Exchange Integrated Disbursement and Information System (IDIS). The date the HOME Completion Report is entered into IDIS is the date the affordability period commences for each activity. 6.1.5 Initial Request for Reimbursement form: with required documentation for each activity is due within 45 (forty-five) days after submitting a HOME Setup Report. 6.1.6 Homebuyer Written Agreement-Recapture (Attachment 4): must be executed by the Developer and the prospective homebuyer. 6.1.7 Other HUD: required reporting data as applicable. 7.0 PROGRAM INCOME All Program Income generated from this Agreement shall be used to fund either the acquisition or rehabilitation (or both) of additional HOME eligible properties to be sold to qualified low-income families as defined in 24 C.F.R. § 92. The HOME requirements shall continue to apply if the Developer receives and uses Program Income, even if the Program Income funds are earned and expended after the expiration of this Agreement. 8.0 REAL PROPERTY ACQUIRED OR IMPROVED WITH HOME FUNDS Upon expiration of this Agreement, any real property under the Developer’s control that was acquired or improved in whole or in part with HOME funds must be occupied by low- or very-low-income households (or both) and in compliance with HOME occupancy limits and must meet the requirements to qualify as affordable housing subject to encumbrances and obligations described in any applicable recorded deed restrictions. The option to use deed restrictions must include period of affordability set forth in 24 C.F.R. §§ 92.252 and 92.254. 9.0 DE-OBLIGATION 9.1 The County may de-obligate funds under this Agreement under any one or more of the following circumstances upon written notice to the Developer: 9.1.1 The Developer completes performance under the Work Statement without using all funds provided by the County under this Agreement; 9.1.2 The County’s original allocation was a loan and the Developer paid the loan; 9.1.3 A Program activity under the Work Statement is cancelled or changed for reasons other than non-performance; or 9.1.4 This Agreement has been terminated. Section 2 Special Provisions Page 27 of 50 Foundation for Senior Living 10.0 REDUCTION IN FUNDS 10.1 The County, through an Amendment, may reduce Agreement funds under either of the following circumstances: 10.1.1 The County determines that the Developer failed to utilize the funds provided by this Agreement in compliance with the terms and conditions outlined herein; or 10.1.2 The Developer failed to perform in accordance with Section 3 (Work Statement) and identified timelines. 11.0 REPAYMENT OF FUNDS The Developer shall repay funds that are defined as unallowable costs under applicable laws and regulations. This repayment obligation extends to, but is not limited to, questioned costs identified in either a monitoring review or Single-Audit report. Repayment of funds is required by HUD for failed projects during the period of affordability for projects financed under this Agreement. The County may specify in writing the terms of the repayment or alternative terms in lieu of repayment. However, in no case shall repayment or alternative terms be accomplished later than one hundred eighty (180) days following the written determination by the County of noncompliance. 12.0 ADMINISTRATIVE REQUIREMENTS 12.1 The County is responsible for ensuring HUD HOME Program funds are administered in accordance with the HOME regulations, 24 C.F.R. Part 92. The County shall monitor the Developer’s activities to ensure compliance with the following: 12.1.1 FINANCIAL RECORDS: accounting system and financial records comply with the applicable requirements and standards of 2 C.F.R. Part 200, et seq. and are subject to monitoring from time to time by the either the County or by HUD. 12.1.1.1 The Developer agrees to adhere to accounting principles and procedures, to utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. The Developer further agrees to maintain an adequate accounting system that provides for appropriate grant accounting (including calculation of project proceeds). 12.1.1.2 The Developer shall adhere to applicable audit requirements as described in, and in accordance with, 2 C.F.R. Part 200. In addition, the Developer must provide annual single-audit reports or annual audited financial statements to the County. 12.1.1.3 The Developer shall adhere to the repayment of investment requirements set forth in 24 C.F.R. § 92.503. Any HOME funds invested in housing that do not meet the affordability requirements for the period specified in either 24 C.F.R. § 92.252 or § 92.254, as applicable, must be repaid in accordance with 24 C.F.R. § 92.503(b)(3). 12.1.2 DOCUMENTATION AND RECORD KEEPING 12.1.2.1 Records to be Maintained: The Developer shall maintain all records required by the federal regulations specified in 24 C.F.R. § 92.508 that are pertinent to the activities to be funded under this Agreement. Such records shall include, but not be limited to, records: Section 2 Special Provisions Page 28 of 50 Foundation for Senior Living 12.1.2.1.1 Providing a full description of each activity undertaken and its impact; 12.1.2.1.2 Required to determine the eligibility of activities; 12.1.2.1.3 Demonstrating compliance with environmental review requirements; 12.1.2.1.4 Required to document the acquisition, improvement, use, or disposition of real property acquired or improved with HOME assistance (Properties retained shall continue to meet eligibility criteria); 12.1.2.1.5 Demonstrating citizen participation; 12.1.2.1.6 Demonstrating compliance regarding acquisitions, displacement, relocation, and replacement housing; 12.1.2.1.7 Demonstrating continuing compliance for all activities and compliance with recapture provisions of the affordability standards; 12.1.2.1.8 Documenting compliance with the fair housing and equal opportunity components of the HOME Program; 12.1.2.1.9 Required by 24 C.F.R. § 570.502, 2 C.F.R. Part 200, and OMB Circulars; 12.1.2.1.10 Other records necessary to document compliance with HOME Program requirements; 12.1.2.1.11 Documenting compliance with Section 3 of the Housing and Development Act of 1968 and implementing regulations at 24 C.F.R. Part 135, including registering and continued reporting of the project in the County’s LCP Tracker; 12.1.2.1.12 Demonstrating compliance with deeds of trust, promissory notes, and forgivable loans; 12.1.2.1.13 Supporting that the Developer has maintained client data demonstrating all clients served have met the income and other criteria required by federal law and that no unlawful discrimination occurs in the solicitation or selection process of low- income persons or groups and that no conflict of interest exists, as described in 24 C.F.R. § 92.356; 12.1.2.1.14 Documenting compliance with underwriting and subsidy layering requirements, including the requirement that the Developer will not invest any more HOME funds in combination with other federal assistance than is necessary to provide affordable housing, as described in 24 C.F.R. § 92.250 and further described in HUD Notice CPD 15-11; and, Section 2 Special Provisions Page 29 of 50 Foundation for Senior Living 12.1.2.1.15 Demonstrating compliance with federal, state, and local laws and regulations, including compliance with A.R.S. §§ 1-501 and 1-502. 12.1.2.2 Outcome Measures – The Developer shall maintain data that supports the accomplishment of the desired outcomes as indicated in the Work Statement. 12.1.2.3 Disclosure – The Developer understands that client information collected under this Agreement is private and the use or disclosure of such information, when not directly connected with the administration of the County’s or the Developer’s responsibilities with respect to services provided under this Agreement, is prohibited unless written consent is obtained from such person receiving service. 12.1.2.4 Program Activity Reports – Such reports as required by the County including, but not limited to, HOME Setup/Completion Reports, Quarterly Performance Reports, Quarterly Project Proceeds Reports, Match Reports, MBE/WBE information, and other HUD-required reporting data, as applicable, shall be submitted at the completion of each Program that is described under the Work Statement. 12.1.2.5 Audits and Inspections – All of the records with respect to any matters covered by this Agreement shall be made available to the County, its designees, and the federal government, at any time during normal business hours, as often as the County deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any relevant deficiencies noted in audit reports shall be addressed by the Developer within 45 days after receipt by the Developer. Failure of the Developer to comply with the above audit requirements shall constitute a violation of this Agreement and may result in the withholding of future payments. The Annual Audit requirement is applicable to all levels of funding received by the Developer under this Agreement, even if the level of funding is less than the current thresholds cited in 2 C.F.R. § 200.501. 12.1.2.6 Performance Monitoring – The County will monitor the Developer to determine whether HOME funded activities are implemented and administered in accordance with all applicable federal requirements and gauge performance of the Developer against goals and performance standards required in this Agreement. The Developer will prepare for monitoring and assure all required files and documentation are available at scheduled monitoring. Failure of the Developer to administer, implement, and perform as determined by federal regulations and County policies shall constitute noncompliance with this Agreement and is subject to the Default and Remedies for Noncompliance provided in Paragraph 5.0. Section 2 Special Provisions Page 30 of 50 Foundation for Senior Living 13.0 ENVIRONMENTAL REVIEW CONDITIONS 13.1 Completion of the Environmental Review Record (ERR) is mandatory before taking any physical action on a site or entering into choice-limiting contracts. Only exempt activities such as administration may be taken and reimbursed by the County prior to receiving a written release of HOME funds to the Developer. Exempt activities described in 24 C.F.R. § 58.34(a)(1)-(11) are activities that generally have no physical impact on the environment. If federal funds are involved in an activity, then neither federal nor non-federal funds may be expended or committed by contract (conditional or not) for property acquisition, rehabilitation, conversion, lease, repair, or construction activities until either HUD or the County provide the Developer with written authorization based on approval of an ERR. 13.2 An option agreement (to purchase land or a single-family residence) on a proposed site or property is allowable prior to the completion of the environmental review if the option agreement is contingent upon a HUD authorization to use funds based on the completion of the ERR. The cost of the option must be a nominal portion of the purchase price. 13.2.1 The Developer agrees to comply with: The National Environmental Policy Act of 1969 (P.L. 91-190) pursuant thereto 40 C.F.R. Parts 1500 – 1508; Environmental Review Procedures for Entities Assuming HUD Environmental Responsibilities pursuant thereto Title 24 C.F.R. Part 58, Subpart A; CPD Notice 01-11 HOME Environmental Review Requirements; and all conditions required in the process of the environmental assessment. 13.2.2 Air and Water - The Developer shall comply with the following requirements insofar as they apply to the performance of this Agreement: 13.2.2.1 Clean Air Act, 42 U.S.C. § 7401, et seq., as amended. 13.2.2.2 Federal Water Pollution Control Act, as amended, 33 U.S.C. §§ 1251, et seq, as amended, Section 1318 relating to inspection, monitoring, entry, reports, and information, and all regulations and guidelines issued thereunder. 13.2.2.3 Environmental Protection Agency (EPA) regulations pursuant to 40 C.F.R. § 50, as amended. 13.2.2.4 The Developer agrees to comply with conditions set forth by the Air Quality Department or other County agency, as required. 13.2.2.5 Flood Disaster Protection - In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. § 4001), the Developer shall ensure that for activities located in an area identified by FEMA as having special flood hazards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes. The Developer shall require the homeowner to obtain and maintain flood insurance as a condition of funding, or funds shall not be utilized. 13.2.2.6 Historic Preservation - The Developer shall comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966 (16 U.S.C. § 470) and the procedures set forth in 36 C.F.R. § 800, Advisory Council on Historic Preservation Procedures for Protection of Section 2 Special Provisions Page 31 of 50 Foundation for Senior Living Historic Properties, insofar as they apply to the performance of this Agreement. 13.2.2.7 Release of Funds (ROF) - No funds may be encumbered prior to the completion of the Environmental Review. The ERR must be completed before any funds are obligated. Funding also is conditioned upon the completion of the ERR of every activity site by address. The responsibility for certifying the appropriate ERR and ROF shall rest with the County. It is the responsibility of the Developer to notify the County and to refrain from making any commitments and expenditures on a site until a ROF has been issued by the County. Failure to meet these conditions will mean that requested funds will not be disbursed. 14.0 ADDITIONAL CERTIFICATIONS, WARRANTIES, AND AGREEMENTS 14.1 The Developer agrees to undertake the same obligations as the County has undertaken to HUD pursuant to the County’s Annual Action Plan (included in this Agreement by reference) and shall adhere to the federal Certifications reference below, including Attachment 1 - Certification for a Drug-Free Workplace (HUD form 50070) and Attachment 2 - Certification of Payments to Influence Federal Transactions (HUD form 50071). The Developer shall hold the County harmless, defend, and indemnify the County against any damages or other liabilities that the County may incur with respect to HUD as a result of any failures on the part of the Developer. 14.2 The Developer agrees: 14.2.1 To ensure that the total HOME investment in each unit does not exceed the maximum per unit subsidy (24 C.F.R. § 92.250) for the area in which the property is located. This limit is updated annually. Refer to Attachment 3 of this Agreement. 14.2.2 To ensure that the period of affordability imposed on the project reflects the per unit subsidy limit. The minimum affordability period is five years for HOME subsidies of less than $15,000 per unit; ten years for subsidies of $15,000 to $40,000; and 15 years for subsidies greater than $40,000. 14.2.3 To ensure that the annual Homeownership Value Limits are not exceeded. HOME funds for homebuyer assistance or single-family rehabilitation projects must have an initial purchase price that does not exceed 95% of the median purchase price for Maricopa County These limits apply to homeownership units assisted with HOME funds for the following single-family activity types: new housing construction for resale; homebuyer assistance; acquisition with rehabilitation for resale; and owner-occupied housing rehabilitation. This limit is updated annually. Refer to Attachment 3 of this Agreement. 14.2.4 To utilize and make available the HOME funds in conformity with the non-discrimination and equal opportunity requirements set out in the HUD regulations in the National Housing Affordability and Stability Act (24 C.F.R. §§ 92.350-92.454), which include: 14.2.5 Implementation of the Fair Housing Act, (42 C.F.R. §§ 3601-3620), and implementing regulations at 24 C.F.R. Part 100 (discriminatory conduct under the Fair Housing Act), Executive Order 11063 (Equal Section 2 Special Provisions Page 32 of 50 Foundation for Senior Living Opportunity in Housing) as amended by Executive Order 12259 (leadership and coordination of fair housing in federal programs) (3 C.F.R. §§ 1958-1963 Comp., p. 652 and 3 C.F.R. § 1980, Comp. p. 307) and implementing regulations at 24 C.F.R. Part 107 (nondiscrimination and equal opportunity in housing under Executive Order 11063), and Title VI of the Civil Rights Act of 1964 (42 U. S. C. §§ 2000d, et seq.), and implementing regulations at 24 C.F.R. Part 1 (Nondiscrimination in Federally Assisted Programs of HUD); 14.2.6 Affirmatively further fair housing, which includes taking appropriate actions to overcome the effects of any impediments identified in the County’s “Analysis of Impediments to Fair Housing Choice” and maintain records reflecting any actions taken in regard to fair housing; 14.2.7 Adhere to Executive Order 13166 (Improving Access to Services for Persons with Limited English Proficiency) in accordance with Title VI of the Civil Rights Act of 1964; 14.2.8 Implementation of the prohibitions against discrimination on the basis of age under the Age Discrimination Act of 1975 (42 U.S.C. §§ 6101, et seq.) and the regulations at 24 C.F.R. Part 146 (nondiscrimination on the basis of age in HUD programs or activities receiving federal financial assistance); 14.2.9 Implementation of the prohibitions against discrimination on the basis of handicap under Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §§ 794, et seq.) and implementing regulations at 24 C.F.R. Part 8 (nondiscrimination based on handicap in federally assisted programs and activities of HUD) and the Americans with Disabilities Act 1990 (42 U.S.C. §§ 12101, et seq.); 14.2.10 Adhere to the requirements of the Executive Order 11246 (Equal Employment Opportunity) and the regulations issued under the Order at 41 C.F.R. Chapter 60 (3 C.F.R. §§ 1964-65, Comp, p. 339); 14.2.11 Implementation of the requirements of Section 3 of the Housing and Urban Development Act of 1968 (12 U.S.C. § 1702u) (Employment Opportunities for Business and Lower Income Persons in Connection with Assisted Activities); 14.2.12 Implementation of the requirements of Executive Orders 11625 and 12432 regarding MBE development and 12138 regarding WBE, and Regulations S. 85.36 (e) and of Section 281 of the National Housing Affordability and Stability Act; and 14.2.13 Implementation of the requirements of the HUD 246 Rule (24 C.F.R. Part 5 Final Rule 5863) to ensure equal access to housing and services regardless of gender identity. 14.3 The Developer agrees that it will prepare and adopt acceptable procedures and requirements for affirmatively marketing units in the HOME Activities, when HOME Program-assisted housing contains five (5) or more rental units, by providing information about the availability of HOME Program-assisted units that are vacant at the time of completion or that later become vacant. The Developer shall make good faith efforts to provide information and to otherwise attract eligible persons from all racial, ethnic, and gender groups in the housing market to the available housing during the period of affordability. These procedures and requirements are Section 2 Special Provisions Page 33 of 50 Foundation for Senior Living not applicable when units are occupied by families referred from a Public Housing Authority's (PHA) waiting list, or to families receiving tenant-based rental assistance provided from HOME funds. 14.4 HOME funds may not be used for operations or modernization of public housing projects financed under the Housing Act of 1937. 14.5 The County, as the participating jurisdiction, assumes all the responsibilities for environmental review, decision making, and action under the National Environmental Policy Act of 1969 (42 U.S.C. § 4321) and the other provisions of the law that would apply to HUD were HUD to undertake such Activities as Federal Activities in accordance with 24 C.F.R. Part 58 (environmental review procedures for entities assuming HUD environmental responsibilities). The County will assume the responsibilities for the Request for Release of Funds. The Developer agrees not to commit or incur expenditures for HOME activities until this environmental review process has been completed. Should it be determined that the Developer has incurred expenses in violation of the NEPA requirements, the Developer will be responsible for the full costs for such expenditures and repayment of any related reimbursements. The Developer shall provide all necessary assistance to the County in completing this environmental review process. 14.6 The Developer agrees to comply with the acquisition and relocation requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (URA) (42 U.S.C. §§ 4291-4655) and the governmental implementing regulations at 49 C.F.R. Part 24; and follow a residential anti-displacement and relocation assistance plan required under §104(d) of the Housing and Community Development Act of 1974, as amended, in connection with any activity assisted with funding as they apply to the HOME Program. 14.7 The Developer shall comply with the Davis-Bacon Act (40 U.S.C. §§ 276a, et seq.), Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 327, et seq.) related acts, and the provisions of 24 C.F.R. Part 24 regarding Government Debarment and Suspension as they apply to this HOME Program. 14.8 The Developer shall comply with the Flood Disaster Protection Act of 1973 (42 U.S.C. §§ 4001, et seq.) as they apply to this HOME Program. 14.9 The Developer shall comply with the Drug-Free Workplace Act of 1988 as it applies to the HOME Program. 14.10 Housing assisted with HOME Program funds constitutes HUD-assisted housing for the purposes of the Lead-Based Paint Poisoning Prevention Act (42. U.S.C. §§ 4801, et seq.) and is therefore subject to 24 C.F.R. Part 35 and 24 C.F.R 92.355. 14.11 No person who is an employee, agent, consultant, officer or elected official, or appointed official who exercises or has exercised any functions or responsibilities with respect to activities assisted with HOME funds or who is in a position in a decision making process or gains inside information with regard to these activities, may obtain a financial interest or benefit from a HOME-assisted activity, either for himself/herself or those whom the person has family or business ties, during his/her tenure or for one year thereafter. 15.0 SUBCONTRACTS AND VENDORS 15.1 Approvals – Unless expressly authorized in this Agreement, exempt activities such as architectural, engineering, and administration may not be undertaken and reimbursed by the County prior to receipt of HUD Request Release of Funds (RROF). Exempt activities described in 24 C.F.R. § 58.34(1)(1)-(11) are activities that generally have no physical impact on the environment. Otherwise, the Developer shall not expend or commit federal or non-federal funds by contract Section 2 Special Provisions Page 34 of 50 Foundation for Senior Living (conditional or not) for property acquisition, rehabilitation, conversion, lease, repair or construction activities, until HUD has provided written authorization based on approved ERR. Any pre-Agreement costs entered into by Subcontract with any agency or individual in the performance of this Program that are not exempt activities without Release of Funds (ROF) from the County prior to the execution of such Agreement. 15.2 DUNS Number – All Subcontractors shall have a valid DUNS number and an active profile in the federal System for Award Management, or SAM. 15.3 Fees – The Developer and all Subcontractors under this Agreement shall not charge servicing, origination, or other fees for the costs of administering the HOME Program, except as permitted by 24 C.F.R. § 92.214(b)(1). 15.4 Selection Process – The Developer shall ensure that all Subcontracts in the performance of this Agreement are awarded on a fair and open competitive basis. Executed copies of all Subcontracts shall be forwarded to the County along with documentation, if requested, concerning the selection process. 15.5 Section 3 of the Housing and Urban Development Act of 1968 – The Developer shall include the Section 3 clause in every Subcontract and shall take appropriate action pursuant to the Subcontract upon a finding that a Subcontractor is in violation of regulations issued by HUD. The Developer shall not Subcontract with any entity where the Developer has notice or knowledge that the entity has been found in violation of the regulations under 24 C.F.R. Part 75. The Developer has the responsibility of determining Section 3 eligibility. 15.6 Monitoring – The Developer shall monitor/review all subcontracted services to assure contract compliance. Results of monitoring efforts shall be summarized in Quarterly Performance Reports and supported with documented evidence, if requested, of follow-up actions taken to correct areas of noncompliance. 16.0 THE COUNTY CERTIFIES 16.1 That a public purpose is served by the County contracting for activities identified in Section 3 (Work Statement). 16.2 That the HOME Program funds designated for the Work Statement activities constitute reasonable and prudent assistance. 17.0 PROGRAM COMPLETION 17.1 Upon completion of the Agreement activities, any Agreement funds not expended shall be retained by the County for reallocation as defined by the Maricopa HOME Consortium Policies and Procedures. 17.2 The disposition of any property purchased during the term of this Agreement shall follow Section 1 (General Provisions), Paragraph 47.0 (Property). 17.3 The Developer shall continue to be responsible for compliance activities until all HOME Program requirements and contractual obligations are met, including affordability restrictions. The Developer’s obligations shall not end until all close- out requirements are completed. The County will notify the Developer in writing that a Completion Report is due to the County within sixty (60) days after one of the following occurrences: 17.3.1 Funds have been expended for the activity; 17.3.2 The Work Statement has been completed; 17.3.3 This Agreement has expired; or 17.3.4 The Agreement has otherwise been terminated. 17.4 Following the receipt and approval of the Completion Report for each activity, the County will notify the Developer in writing that each activity is closed. In compliance Section 2 Special Provisions Page 35 of 50 Foundation for Senior Living with 24 C.F.R. § 92.502(d), all project completion data shall be entered into IDIS by the County within 120 days after the final drawdown. Project completion means projects have all necessary title transfer and construction work completed, projects comply with HOME requirements including property standards set forth at 24 C.F.R. § 92.251, the final draw has been disbursed, and the projection completion data has been entered into IDIS. 17.5 For the purposes of a rental project, the following shall apply: 17.5.1 The project shall be completed when the site receives a Certificate of Occupancy; 17.5.2 It is not required for a beneficiary to be identified for the project to be considered complete. Vacant rental units may be marked as vacant when completion data is entered into IDIS. 17.5.3 If any rental unit remains unoccupied six (6) months after the date of project completion, the Developer must provide the County information about marketing efforts to place occupants in the unit and, if appropriate, an enhanced plan for marketing the unit so that it is leased as quickly as possible. 17.5.4 Within eighteen (18) months after the date of project completion, if efforts to market the unit are unsuccessful and the unit is not occupied by an eligible beneficiary (or beneficiaries), the Developer shall be required to repay all HOME funds invested in the unit. 18.0 FAILURE TO MAKE PROGRESS 18.1 The failure of the Developer to make progress according to the Work Statement may result in the termination of this Agreement, de-obligation of funds, or recapture of funds. The Developer agrees to meet with the County at the site at which the funded activity is to take place to discuss progress and allow the County to provide technical assistance if: 18.1.1 The Developer fails to complete an Environmental Review pursuant to Section 2 (Special Provision) Paragraph 12.0 (Environmental Review Conditions) within one hundred and eighty (180) calendar days after the date this Agreement is executed; 18.1.2 The Developer fails to commit funds to a specific local project in accordance with the terms of this Agreement within eighteen (18) months after the date of full execution of this Agreement. Commit for the purposes of this paragraph shall have the same meaning as in 24 C.F.R. § 92.2(2)(i)- (iii). 18.1.3 The Developer fails to expend HOME funds in performance of project activities in accordance with the terms of this Agreement within twenty-four (24) months after the date of full execution of this Agreement. 18.1.4 Within six (6) months after the date of project completion, if a unit remains unoccupied, then the Developer must provide the County information about current marketing efforts and, if appropriate, an enhanced plan for marketing the unit so that it is leased as quickly as possible. Within 18 months from the date of project completion, if efforts to market the unit are unsuccessful and the unit is not occupied by an eligible tenant, then HUD will require repayment of all HOME funds invested in the unit. A unit that has not served a low- or very low-income household has not met the purpose of the HOME program. Therefore, the costs associated with the unit are ineligible. This tracking provides the County with early notice of any units at risk of going unoccupied as described in 24 C.F.R. § 92.252. Section 2 Special Provisions Page 36 of 50 Foundation for Senior Living 18.2 The County will terminate this Agreement and recapture funds if the Developer does not perform the activities described in the Work Statement of this Agreement. The County, in its sole discretion, may forgo providing technical assistance and require repayment of funds as outlined in this Agreement under Section 1, Paragraph 5.0, or terminate the Agreement for cause under Section 1, Paragraph 5.0. 19.0 GENERAL CONDITIONS 19.1 Administrative Change Orders– The Chairman of the Board of Supervisors is authorized upon the recommendation of the Human Services Department Director and Legal Counsel to make changes within the general scope of the Agreement on behalf of the County through Administrative Change Orders. Administrative Change shall be approved and fully executed by the Chairman of the Board of Supervisors and the City. Administrative Change Orders may address any of the following areas: 19.1.1 Modifications to the project timeline if the last day of the project timeline is within the Agreement term; 19.1.2 Modifications to Budget line items if the Agreement Amount remains unchanged; 19.1.3 Modifications required by federal, state, or County regulations, ordinances, or policies; and 19.1.4 Modifications to Administrative requirements such as changes in reporting periods, frequency of reports, or report formats required by HUD or local regulations, policies or requirements. 19.2 It is the responsibility of the Developer to ensure the latest documents are consulted and followed. 20.0 REVERSION OF ASSETS Unexpended funds must be de-obligated and returned to the County for reallocation. At the expiration of this Agreement, the County, may reallocate any unencumbered funds. A written letter to de-obligate funds will be sent to the Developer from the County a minimum of ninety (90) calendar days prior to termination of this Agreement. 21.0 VIOLENCE AGAINST WOMEN REAUTHORIZATION ACT of 2013 If the newly constructed home has not been sold to an eligible homebuyer within nine (9) months after the receipt of a Certificate of Occupancy, 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). The Developer then also must comply with VAWA 2013, which applies to all victims of domestic violence, dating violence, sexual assault, and stalking, regardless of sex, gender identity, or sexual orientation, and which must be applied consistent with all nondiscrimination and fair housing requirements. The Developer must give a Notice of Occupancy Rights to tenants and applicants to ensure they are aware of their rights under VAWA, maintain an emergency transfer plan, and document incidents of domestic violence, dating violence, sexual assault, and stalking. Page 37 of 50 Foundation for Senior Living SECTION 3 WORK STATEMENT MARICOPA COUNTY HUMAN SERVICES DEPARTMENT Section 3 Work Statement Page 38 of 50 Foundation for Senior Living MARICOPA COUNTY HOME Investment Partnerships Program Program Year 2021 Project: Name: Casa del Sol Affordable Housing DUNS Number: FSL Holding Properties LLC 962626706 Type of Property: Acquisition and New Construction 1.0 FUNDING HOME Program Income-2021 FUNDS CASH MATCH OTHER RESOURCES TOTAL BUDGET $288,000 $300,000 $3,265,000. $3,853,000. 2.0 SCOPE OF WORK 2.1 Project Description: The Casa del Sol subdivision consists of 16 residential lots on an infill site located at 439 W. Palm Drive, Wickenburg, Arizona 85390. The 2.90-acre parcel of land was acquired by FSL Holding Properties LLC, a wholly owned subsidiary of the Foundation for Senior Living (FSL), on March 5, 2021. The seller was the Wickenburg Area Habitat for Humanity (WAHFH). FSL will serve as the project developer, responsible for infrastructure improvements, as well as the development of single-family detached homes on 12 of the lots. WAHFH has an option to purchase the remaining 4 lots. The homes to be constructed by FSL will be energy-efficient and will incorporate a number of Universal Design features, such as zero-step entries, 36” wide interior doors, and lever-style door hardware and plumbing fixtures. Buyers will be able to select from three different floor plans and two different elevation styles. The plans will range in size from 1,300 to 1,600 square feet and will feature 3 to 5 bedrooms, 2 bathrooms, and 1- and 2- car garages. All homes will be reserved for first-time homebuyers (as defined by HUD) with household incomes at or below 80% of the area median income. 2.2 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. 2.3 Project Affordability: Homes will be affordable to households earning less than 80% of the Area Median Income. Section 3 Work Statement Page 39 of 50 Foundation for Senior Living 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 Construct two new units of affordable housing, market and sell to qualified low-income buyers Two low-income households Increased affordable housing for two low-income households. Increased homeownership. Improved neighborhoods and quality of life. Quality affordable housing 5.0 PERFORMANCE REPORTING GOALS/TIMELINE OF ACTIVITIES MILESTONES: Tasks to be Performed COMPLETION DATE Application/market study March 2021 Execute Developer Agreement with Maricopa County for HOME funds September 2021 Environmental Review approval September 2021 Acquisition of properties March 2021 RFP for General Contractor November 2021 Homeownership counseling/buyer preparation April 2022 – Dec. 2022 Construction Phase Jan. 2022 – Dec. 2022 Final MCHSD inspection December 2022 Execute Homebuyer Agreement-Recapture Provisions Oct. 2022 – Dec. 2022 Sale of Unit Oct. 2022 – Dec. 2022 Homebuyer financing secured Oct. 2022 – Dec. 2022 Expend Proceeds January 2023 Final Close-out /Project Completion Form February 2023 Any change to the Timeline will need to be approved by the County. Section 3 Work Statement Page 40 of 50 Foundation for Senior Living 6.0 ACTIVITY BUDGET SUMMARY: ACTIVITY HOME FUNDS CASH MATCH (1) OTHER RESOURCES TOTAL ACTIVITY BUDGET Acquisition 234,181 234,181 Construction costs 288,000 300,000 2,188,220 2,776,220 Developer Fee 376,874 376,874 Closing costs 21,600 21,600 Other Soft Costs 444,125 444,125 TOTALS $288,000 $300,000 $3,265,000 $3,853,000 (1) Cash match dedicated to this Project only. Note: A total of $3,000 per activity (home) 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. 7.0 SOURCE AND AMOUNT OF OTHER RESOURCES: SOURCE AMOUNT VOLUNTEER/ IN-KIND AMOUNT Cash and Line of Credit 234,181 Construction Loan 3,031,000 TOTAL $3,265,000 8.0 ACTIVITY MATCH: AMOUNT FORM OF MATCH SOURCE $300,000 AHP (Affordable Housing Program) 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 34% of the buyer’s gross monthly household income, unless there are documented compensating factors. Maximum Debt To Income (DTI) Ratio shall not exceed 46% of the gross monthly income. In addition, the housing will have an initial purchase price or estimated after rehabilitation that does not exceed 95% of the median purchase price for the area, as described in 24 C.F.R. § 92.254 (a)(2). Refer to Attachment 3 to this Agreement. 9.2 The buyer must obtain a mortgage loan with a fixed term and interest rate and lender fees may not exceed 3% of the mortgage amount. The income of the buyer shall be determined according to the requirements at 24 C.F.R. § 92.203. 9.3 Buyers shall be first time home buyers, as defined by HUD. 10.0 PROGRAM INCOME: All proceeds generated from the 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. Part 92. Program Income shall be retained and Section 3 Work Statement Page 41 of 50 Foundation for Senior Living expended by the Developer for the acquisition and rehabilitation of additional properties under this Agreement. 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. Page 42 of 50 Foundation for Senior Living SECTION 4 COMPENSATION MARICOPA COUNTY HUMAN SERVICES DEPARTMENT Section 4 Compensation Page 43 of 50 Foundation for Senior Living 1.0 COMPENSATION 1.1 The Developer will only utilize HOME funds to pay for eligible activities and costs of those activities permitted in 24 C.F.R. § 92.300 and not specifically prohibited under 24 C.F.R. § 92.214 (Prohibited Activities and Fees). 1.2 The Developer shall be reimbursed utilizing the Catalog of Federal Domestic Assistance (CFDA): 14.239, HOME Investment Partnerships Program provided to the County through the U.S. Department of Housing and Urban Development (HUD). 1.3 Subject to the availability and authorization of funds for the explicit purposes set forth below, the County will pay the Developer compensation for services rendered as indicated in the following subparagraphs. 1.4 The Developer shall not retain any funds drawn down in excess of immediate cash needs (to be used within 15 days after drawing down) to cover subsequent requests for reimbursement. Any excess funds must be returned to the County within 30 days after receipt. The Developer also must return to the County any interest that is earned on these funds that are drawn down and not expended for eligible costs within 15 days after the funds have been draw down. 2.0 METHOD OF PAYMENT 2.1 The Developer agrees to submit reimbursement requests utilizing the approved Reimbursement Request Form to the County, along with the Match Log Certification Form. The Developer may request funds only after it has satisfied the funding contingencies and federal Environmental Review conditions and have a written agreement in place for Project activities. Requests for reimbursement must be made using the request for payment incorporated in this Agreement. 2.2 The Developer may not request disbursement of funds under this Agreement until the funds are needed for payment of eligible costs. The amount of each request must be limited to the amount needed. Program Income funds must be disbursed before the Developer requests funds from the County. 2.3 The County agrees to reimburse the Developer for actual allowable costs incurred, upon certification of HUD Environmental Release of Funds and submittal by the Developer of an itemized statement of actual expenditures incurred, supported by appropriate documentation. Reimbursement by the County is not to be construed as final in the event that HUD disallows reimbursement for the Program or any portion thereof. The County shall reimburse the Developer on a Net 0 payment standard. 2.4 The Developer shall submit to the County a Request for Reimbursement of all expenditures within the same fiscal year in which the expenditures are incurred. The fiscal year runs July 1st through June 30th and all Requests for Reimbursement shall be submitted no later than July 30th for the preceding fiscal year. 3.0 TIMELINESS 3.1 The Developer shall submit monthly requests for reimbursement by the 15th calendar day of the month following the month close out. 3.2 The Developer shall submit the final reimbursement for each Work Statement not later than 15 calendar days after the reimbursable period ends. 3.3 The Developer shall submit to the County a Request for Reimbursement of all expenditures within the same fiscal year in which the expenditures are incurred. The fiscal year runs July 1st through June 30th and all Requests for Section 4 Compensation Page 44 of 50 Foundation for Senior Living Reimbursement shall be submitted no later than July 30th for the preceding fiscal year. 3.4 All requests for reimbursements shall be submitted to: HSDFINANCE@MARICOPA.GOV. 4.0 REIMBURSEMENT The County shall provide financial assistance in an amount not to exceed Two hundred eighty-eight thousand dollars and zero cents ($288,000.00) subject to the terms of this Agreement and availability of funds. 5.0 FINAL REIMBURSEMENT UPON AGREEMENT TERMINATION 5.1 Prior to termination of this Agreement, at the date identified on page 1 of this Agreement, or as may be amended, the Developer shall submit the final reimbursement request. 5.1.1 This request shall be submitted no later than 30 calendar days after the termination date except as noted immediately below. 5.1.2 If the termination date is between June 10 and June 30, then the final reimbursement request shall be submitted by July 10th. 5.1.3 The final progress report, and any other required reports that may be applicable, such as the program income report, shall be submitted with the final reimbursement request Page 45 of 50 Foundation for Senior Living SECTION 5 ATTACHMENTS MARICOPA COUNTY HUMAN SERVICES DEPARTMENT Section 5 Attachments Page 46 of 50 Foundation for Senior Living Attachment 1 Section 5 Attachments Page 47 of 50 Foundation for Senior Living Attachment 2 Section 5 Attachments Page 48 of 50 Foundation for Senior Living Attachment 3 HOME Maximum Per-Unit Subsidy Limits This limit determines the maximum amount of HOME funds that may be invested on a per-unit basis in HOME-assisted housing projects as of June 4, 2020. Bedroom Size Maximum HOME per unit subsidy limit 0 Bedroom $153,314 1 Bedroom $175,752 2 Bedrooms $213,718 3 Bedrooms $276,482 4 Bedrooms $303,490 5 Bedrooms $303,490 Please request updated HOME maximum per unit investment limits from the Maricopa County Housing and Community Development Division on an annual basis, as these limits are adjusted annually by the U.S. Department of Housing & Urban Development (HUD). For current Maricopa HOME Consortium limits, refer to additional Maricopa County Information Bulletins here: https://www.maricopa.gov/3893/Funding-Notices-Bulletins More information can be found here: https://www.hudexchange.info/resource/2315/home-per-unit-subsidy/ HOME Homeownership Value Limits (95% Limits) Community Housing Development Organizations using HOME funds for homeownership assistance for new housing construction for resale must have an initial purchase price that does not exceed 95% of the median purchase price for Maricopa County, which is $375,000 as of July 1, 2021. Please request updated HOME Homeownership Value Limits from the Maricopa County Housing and Community Development Division on an annual basis, as these limits are adjusted annually by the U.S. Department of Housing & Urban Development (HUD). Section 5 Attachments Page 49 of 50 Foundation for Senior Living Attachment 4 HOME PROGRAM-HOMEBUYER WRITTEN AGREEMENT RECAPTURE NOTICE TO HOMEBUYER: This AGREEMENT contains a number of requirements you must fulfill in exchange for the federal assistance you are receiving through the HOME Investment Partnerships Program (HOME Program). You should read each paragraph carefully and ask questions regarding any sections you do not fully understand. This AGREEMENT will be enforced through Land Use Restriction Agreement (LURA) which will be executed at the close of escrow. You should be sure that you thoroughly understand these documents before you sign them. THIS AGREEMENT made and entered into by and between Foundation for Senior Living (hereinafter referred to as “FSL”) and __________________________, A Single Person (Hereinafter referred to as the (“HOMEBUYER”) is to provide assistance to the HOMEBUYER through funding made available through the HOME Program, a federal program administered by Maricopa County, Arizona through the U.S. Department of Housing and Urban Development (HUD). The HOME Program assistance helps to make it possible for the HOMEBUYER to purchase the residence located at _____________________________________________________, Arizona. (Hereinafter referred to as the (“RESIDENCE”). During the entire period of time covered by this AGREEMENT, the RESIDENCE must remain the principal place of residence for the HOMEBUYER. Section 1. Form and Amount of Assistance The assistance provided to the HOMEBUYER is made possible through the FSL’s Affordable Housing Program. The estimated subsidy for the purchase of the RESIDENCE is $_____________. Prior to closing, the HOMEBUYER will be given an exact subsidy amount. Section 2. Affordability Period The period of affordability for the RESIDENCE will be ____________years. During this ___________ year period, the HOMEBUYER must maintain the RESIDENCE as his/her principal place of residence at all times. The HOMEBUYER should be aware that according to HUD regulations, the period of affordability does not begin until the activity is shown as completed in HUD’s Integrated Disbursement and Information System (IDIS). Therefore, the affordability period may not start until sometime after the execution of this AGREEMENT, but not more than 90 days after closing. The HOMEBUYER and/or FSL must contact Maricopa County Human Services Department in order to determine the exact date on which the period of affordability will expire. The duration of this AGREEMENT and the affordability period will be the same. Section 3. Date by which the housing must be acquired The RESIDENCE that is the subject of this AGREEMENT must be acquired by the HOMEBUYER by no later than_______________________________. Section 4. Estimated appraised property value FSL certifies that a certified property appraiser has appraised the RESIDENCE that is the subject of this AGREEMENT at a value of $_________________. Section 4. Principal residence requirement This agreement shall remain in force throughout the affordability period as long as the RESIDENCE remains the principal residence of the HOMEBUYER. Should the HOMEBUYER not maintain the RESIDENCE as his/her principal residence, or rent or sell the RESIDENCE to Section 5 Attachments Page 50 of 50 Foundation for Senior Living another party, the HOMEBUYER will be in breach of this AGREEMENT and FSL will have the right to foreclose on its mortgage lien, if necessary, to protect the HOME Program investment. Section 5. Refinancing The HOMEBUYER will be required to obtain prior approval by Maricopa County Human Services for any refinancing. Refinancing with cash out, and/or non-compliance with the program requirements will require loan repayment. Section 6. Use of HOME funds The HOMEBUYER acknowledges that the HOME assistance (subsidy) provided is the reduction in the sales price of the RESIDENCE from fair market value. The subsidy will reduce the total amount the HOMEBUYER will be required to borrow in order to purchase the RESIDENCE. Section 7. Low-Income homebuyer The HOMEBUYER attests, and FSL has verified, that the HOMEBUYER qualifies as a Low- income individual or household as defined by the HOME Program. “Low-income” is defined as an individual or household whose total income does not exceed 80% of the Area Median Income (AMI) as defined by HUD. Section 8. Housing determined to be modest FSL has verified that the purchase price of the RESIDENCE does not exceed 95 percent (95%) of the median purchase price of homes for the area, as set forth in 24 CFR Part 92.254(a). Section 9. Insurance requirement The HOMEBUYER must at all times during the duration of this AGREEMENT maintain a valid and current insurance policy on the RESIDENCE for the current appraised or assessed value of the home. Failure to maintain a valid and current insurance policy will be considered a breach of this AGREEMENT, and FSL will have the right to foreclose on its mortgage lien, if necessary, to protect the HOME Program investment. Section 10. Property standards Pursuant to HOME Program rules, the property that is the subject of this AGREEMENT must meet all Section 8 Housing Quality Standards, all state and local code requirements, and have major systems with a remaining useful life of a minimum of five years. In addition, if lead-based paint is present, the HOMEBUYER was issued all required notices. ___________________________________________ Date___________________________ HOMEBUYER ___________________________________________ Date____________________________ FOUNDATION FOR SENIOR LIVING