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HomeMy WebLinkAboutC2008-486 - 12/16/2008 - ApprovedHOME AGREEMENT BETWEEN THE CCCIC AND APARTMENTS OF THE VILLAGE STATE OF TEXAS § COUNTY OF NUECES § This HOME Program agreement ("HOME AGREEMENT") is hereby made and entered into by and between the Corpus Christi Community Improvement Corporation ("CCCIC"), a Texas nonprofit corporation, acting by and through its General Manager, and Apartments of the Village ("SUBRECIPIENT") a Texas nonprofit corporation, acting by and through its Executive Director, who is duly authorized and hereinafter referred to as SUBRECIPIENT'S Executive Director. WHEREAS, CCCIC, through the City of Corpus Christi, Texas ("CITY"), has received certain funds from the U.S. Department of Housing and Urban Development ("HUD") under Title II of the National Affordable Housing Act of 1990, (P. L. 101-625), for utilization in connection with its HOME Investment Partnerships Program ("HOME Program"); WHEREAS, the CCCIC, with the approval of the CITY's City Council, has adopted a budget for HOME Program funds and has included the expenditure of such funds in the form of a GRANT ("GRANT") to the SUBRECIPIENT for the project entitled, "Oasis at the Park" ("PROJECT"); WHEREAS, the CCCIC wishes to make a GRANT to the SUBRECIPIENT in connection with the SUBRECIPIENT's acquisition and development of the PROJECT; and WHEREAS, as a part of PROJECT implementation and management by the SUBRECIPIENT, it is proposed that the GRANT be made to the SUBRECIPIENT for, among other things, acquisition and development costs of real property more particularly described in Exhibit "A" attached to this HOME AGREEMENT, incorporated herein, and made a part hereof for all purposes (such real property and any and all - - improvements--along -with- any construction done or hereafter to be done referred to herein as the "Property"), such GRANT to be secured by, among other things, a restrictive covenant running with the Property, which is more particularly described in Exhibit "B" attached to this HOME AGREEMENT, incorporated herein, and made a part hereof for all purposes. 2008-486 12/16/08 CCCIC NOW, THEREFORE, the parties hereto severally and collectively agree, and by the execution hereof are bound, to the mutual obligations herein contained and to the performance and accomplishment of the tasks hereinafter described. I. DEFINITIONS 1.1 For purposes of this HOME AGREEMENT, in addition to the definitions and references set forth throughout this HOME AGREEMENT, the following terms shall have the meanings indicated: (A) "Business Day' -Every day of the week, except all Saturdays, Sundays, and those scheduled holidays officially adopted and approved by the CITY's City Council for its employees. (B) "Environmental Law" -Any federal, state or local law, statute, ordinance or regulation pertaining to health, industrial hygiene, or the environmental conditions on, under, or about the Property including, without limitation, (i) the Resource Conservation and Recovery Act, as amended by the Hazardous and Solid Waste Amendments of 1984, as now or hereafter amended ("RCRA") (42 U.S.C. §6901, et. seq.); (ii) the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986, as now or hereafter amended ("CERCLA") (42 U.S.C. §9601, et. seq.); (iii) the Clean Water Act, as now or hereafter amended ("CWA") (33 U.S.C. §1251, et. seq.); (iv) the Toxic Substances Control Act, as now or hereafter amended ("TSCA") (15 U.S.C. §2601, et. seq.); (v) the Clean Air Act, as now or hereafter amended ("CAA") (42 U.S.C. §7401, et. seq.), Texas Solid Waste Disposal Act (V.T.C.A. Health and Safety Code §361.001, et. seq.) and the Texas Water Code (V.T.C.A. Water Code §26.001-26.407); (vi) all regulations promulgated under any of the foregoing; (vii) any local, state, or federal law, statute, regulation, or ordinance analogous to any of the foregoing; and (viii) any other federal, state, or local law (including any common law), statute, regulation. or ordinance regulating, prohibiting, or otherwise restricting the placement, discharge, release, threatened release, generation, treatment, or disposal upon or into any environmental media of any substance, pollutant, or waste which is now or hereafter classified or considered to be hazardous or toxic to human health or the environment. (C) "Environmental Report" - A report prepared by a reputable engineer or other party on behalf of the SUBRECIPIENT, which report is satisfactory to the CCCIC, in its reasonable determination and discretion, and in such detail as the CCCIC may require, indicating that no part of the Property is contaminated with Hazardous Materials or is subject to undue risk of contamination by Hazardous Materials. LULAC Apts of the Village Grant Agm[ Final.doc Page 2 of 31 (D) "Governmental Authority' - Any and all courts, boards, agencies, commissions, offices, or authorities of any nature whatsoever for any governmental unit (federal, state, county, district, municipal, or otherwise), whether now or hereafter in existence, having jurisdiction over the applicable matter. (E) "GRANT Documents" - (i) this HOME AGREEMENT, and all attachments and (ii) that certain "Declaration of Restrictive Covenant of Affordability," of even date herewith, signed by SUBRECIPIENT in connection with the PROJECT, which declaration document is attached to this HOME AGREEMENT and incorporated herein as Exhibit "B" and as recorded. (F) "Hazardous Materials" - Any flammables, explosives, radioactive materials, asbestos, petroleum products, or other hazardous waste, including, without limitation, substances defined as "hazardous substances," "hazardous materials," or "toxic substances' in any Environmental Law; excluding, however, standard prepackaged household items and supplies and materials necessary for the construction and operation of the Property. (G) "Legal Requirements" - (i) any and all present and future judicial decisions, statutes, rulings, rules, regulations, permits, certificates, or ordinances of any Governmental Authority in any way applicable to SUBRECIPIENT, any guarantor of the PROJECT, the GRANT, or the Property including, without limitation, the ownership, use, construction, rehabilitation, development, occupancy, possession, operation, maintenance, alteration, repair, or reconstruction thereof, (ii) any and all covenants, conditions, and restrictions contained in any deed or other form of conveyance or in any other instrument of any nature that relate in any way or are applicable to the Property or the ownership, use, construction, occupancy, possession, operation, maintenance, alteration, repair, or reconstruction thereof, (iii) SUBRECIPIENT's or any PROJECT or GRANT guarantor's presently or subsequently effective bylaws and articles of incorporation or partnership, limited partnership, joint venture, trust or other form of business association agreement, (iv) any and all leases related to the Property or the PROJECT, (v) other contracts, whether written or oral, of any nature that relate in any way to the Property or the PROJECT and to which SUBRECIPIENT or any GRANT or PROJECT_guarantor may be bound. (H) "Material" - (i) as to monetary matters, any amount in excess of $10,000.00, or (ii) as to all other matters, any fact or circumstance without which the CCCIC, in its reasonable opinion, would not have made the GRANT. LULAC Apis of the Village Grant Agmt Final.doc Page 3 of 31 (I) "Plans" -Any and all contracts and agreements, written or oral, between the SUBRECIPIENT-approved architect for the PROJECT and SUBRECIPIENT, together with the final plans, specifications, shop drawings, and other technical descriptions prepared for the construction done in connection with the PROJECT, and all amendments and modifications thereof. il. TERM 2.1 Except as otherwise provided for pursuant to the provisions hereof, this HOME AGREEMENT shall commence immediately upon its execution and shall terminate on July 31, 2009. 2.2 Notwithstanding the provisions of paragraph 2.1 hereof, the completion date for any development work for the PROJECT shall be no later than June 30, 2009. III. RESPONSIBILITIES 3.1 SUBRECIPIENT hereby accepts responsibility for the performance, in a satisfactory and efficient manner as determined by CCCIC, in its reasonable determination and discretion, of all services and activities set forth in this HOME AGREEMENT. 3.2 Unless written notification by SUBRECIPIENT to the contrary is received and approved by the CCCIC, SUBRECIPIENT's Executive Director shall be SUBRECIPIENT's designated representative responsible for the management of all contractual matters pertaining to this HOME AGREEMENT. 3.3 CCCIC, acting through staff designated by the General Manager, is responsible for the administration of this HOME AGREEMENT. 3.4 Communications between the CCCIC and SUBRECIPIENT shall be directed to the designated representatives of each as set forth in paragraphs numbered 3.2 and 3.3 hereinabove. IV. COMPLIANCE WITH FEDERAL. STATE AND LOCAL LAWS 4.1 SUBRECIPIENT understands that funds provided to it pursuant to this HOME AGREEMEN_T_ar~funds, which have been made available to the CCCIC, through the __ CITY, by the federal government under the HOME Program (Final Rule) and in accordance with the CITY's HUD-approved GRANT Application and with other specific assurances made and executed by CITY. SUBRECIPIENT, therefore, assures and certifies that it will comply, in all material respects, with the requirements of the HOME Program and with all regulations promulgated thereunder, codified at Title 24 of the Code of Federal Regulations. SUBRECIPIENT understands, however, that the HOPJIE Program in no way is meant to constitute a complete compilation of all duties imposed LULAC Apts of the Village Grant Agmt Final.doc Page 4 of 3I upon SUBRECIPIENT by law or administrative ruling, or to narrow the standards which SUBRECIPIENT must follow. Accordingly, SUBRECIPIENT understands that if, the regulations and issuances promulgated pursuant to the HOME Program are amended or revised by HUD or the CCCIC, it shall comply with them or otherwise promptly notify the CCCIC pursuant to the provisions of Article XLIV of this HOME AGREEMENT. 4.2 SUBRECIPIENT understands that summaries of certain compliance requirements mandated by applicable laws or regulations are available from the CCCIC, and that SUBRECIPIENT must at all times remain in compliance therewith; SUBRECIPIENT further understands that said summaries are intended only as such and in no way are meant to constitute a complete compilation of all duties imposed upon SUBRECIPIENT by law or administrative ruling, or to narrow the standards which SUBRECIPIENT must follow. 4.3 SUBRECIPIENT assures that all contractors and subcontractors receiving funds in connection with this PROJECT are familiar with, and shall comply with, any and all applicable federal and state laws, rules, regulations, and provisions mandating compliance, and SUBRECIPIENT will ensure that analogous provisions requiring compliance with all applicable federal and state laws, rules, and regulations will be included as part of every contract awarded in connection with this PROJECT. 4.4 SUBRECIPIENT shall observe and comply with all Legal Requirements. V. SUBRECIPIENT'S WARRANTIES AND REPRESENTATIONS 5.1 SUBRECIPIENT hereby unconditionally warrants, represents, assures and guarantees unto the CCCIC the following: (A) SUBRECIPIENT possesses the legal authority, pursuant to any proper, appropriate, and official motion, resolution, or action passed or taken, to enter into this HOME AGREEMENT and the other GRANT Documents and to perform the responsibilities herein required, and each such document constitutes a legal and binding obligation of, and is valid and enforceable against, SUBRECIPIENT and the Property (as the case may be) in accordance with the terms thereof. (B) SUBRECIPIENT represents, warrants, assures, and guarantees that the individual executing this HOME AGREEMENT has full legal authority to execute this HOME AGREEMENT on behalf of SUBRECIPIENT and to bind SUBRECIPIENT to all terms, performances, and provisions herein contained. (C) Any and all information, reports, papers, and other data, including, without limitation, any and all balance sheets, statements of income or loss, reconciliation of surplus and financial data of any other kind, heretofore furnished or to be furnished the CCCIC by or on behalf of LULAC Apts of the Village Grant Agm[ Final.doc Page 5 of 31 SUBRECIPIENT are, or when delivered will be, true and correct in all material respects; all financial data has been, or when delivered will have been, prepared in accordance with generally accepted accounting principals consistently applied, and fully and accurately present, or will present, the financial condition of the subjects thereof as of the dates thereof; and, with respect to the financial data heretofore furnished, no materially adverse change has occurred in the financial condition reflected therein. since the dates thereof. (D) Except as may be otherwise set forth on any exhibit attached hereto, there are no actions, suits, or proceedings of a material nature pending or, to SUBRECIPIENT's knowledge, threatened against or affecting SUBRECIPIENT, any GRANT or PROJECT guarantor or the Property, or involving the validity or enforceability of the Deed of Trust or the priority of the liens and security interests created therein; and no event has occurred (including specifically SUBRECIPIENT's and all GRANT and PROJECT guarantors' execution of their respective security documents related to the GRANT and SUBRECIPIENT's consummation of the GRANT) which will violate, be in conflict with, result in the breach of, or constitute (with due notice, if applicable, or lapse of time, or both) a default under any Legal Requirement or result in the creation or imposition of any lien, charge, or encumbrance of any nature whatsoever on the Property other than the liens and security interests created by or expressly permitted under the GRANT Documents. (E) SUBRECIPIENT has (or prior to commencement of any construction referred to herein will. have) (i) received all requisite building permits and approvals in connection with the PROJECT, (ii) filed and recorded all requisite plats and other instruments, and (iii) complied or ensured the compliance with all Legal Requirements required to be met prior to commencement of any construction work done in connection with the PROJECT. (F) All streets, easements, utilities, and related services necessary for any construction done in connection with the PROJECT and the operation thereof for their intended purpose are (or within thirty days prior to completion of construction work done in connection with the PROJECT, will be) available to the boundaries of the Property, including, without limitation,_potable water, storm and sanitary sewer, gas, electric, and telephone facilities and garbage removal. (G) The Property has not been the site of any activity that would violate any past or present Legal Requirement, including, without limitation, any Environmental Law. Specifically, without limitation, (i) no solid waste, as that term is defined in the Texas Solid Waste Disposal Act, and no petroleum or petroleum products have been handled on the Property such LULAC Apts of the Village Grant Agmt Final.doc Page 6 of 31 that they may have leaked or spilled on to the Property or contaminated the Property, (ii) there is no on-site contamination resulting from activities on the Property or adjacent tracts, (iii) there is no off-site contamination resulting from activities on the Property, (iv) the Property contain no Hazardous Materials and (v) there are no underground storage tanks located in, on, or under the Property, and that the CCCIC has obtained specific written assurance from the SUBRECIPIENT to such effect. (H) SUBRECIPIENT has delivered to the CCCIC duly executed documentation creating and lawfully establishing SUBRECIPIENT including evidence of any required filing with the Secretary of State. 5.2 In the event that a dispute arises as to the legal authority to enter into this HOME AGREEMENT of either the SUBRECIPIENT or the person signing on behalf of SUBRECIPIENT, and same is not dismissed within ninety (90) days, the CCCIC shall have the right, at its option, to either temporarily suspend or permanently terminate this HOME AGREEMENT. -Should the CCCIC suspend or permanently terminate this HOME AGREEMENT pursuant to this paragraph, however, SUBRECIPIENT shall be liable to the CCCIC for any money it has received from the CCCIC for performance of any of the provisions hereof. VI. MAINTENANCE OF EFFORT 6.1 SUBRECIPIENT agrees that the funds and resources provided to it under the terms of this HOME AGREEMENT shall in no way be substituted for funds and resources provided from other sources, nor shall such funds and resources in any way serve to reduce the funds, resources, services, or other benefits which would have been available to, or provided through, SUBRECIPIENT had this HOME AGREEMENT not been executed. VII. PERFORMANCE BY SUBRECIPIENT 7.1 SUBRECIPIENT, in accordance and compliance with the terms, provisions, and requirements of this HOME AGREEMENT, shall manage, perform, and provide all of the activities and services required under this HOME AGREEMENT in connection with the PROJECT to the CCCIC's satisfaction, in its reasonable determination and discretion. The funds available for utilization hereunder shall be expended only in accordance with the terms of this HOME AGREEMENT for the acquisition and _~lev~lopment_costs_of_the- PROJECT. SUBRECIPIENT shall submit a final PROJECT ___ budget and construction schedule ("Construction Schedule") within ten (20) days of the execution of this HOME AGREEMENT. A preliminary Construction Schedule is attached to this HOME AGREEMENT and incorporated herein as Exhibit "C." LULAC Apts of [he Village Grant Agm[ Final.doc Page 7 of 31 VIII. DRAW REQUESTS 8.1 Provided no Event of Default (as defined in the GRANT Documents) has occurred or remains uncured, the CCCIC will deliver $400,000 (Four Hundred Thousand Dollars) to SUBRECIPIENT as follows: $275,000 upon closing of the acquisition and $125,000 on a reimbursement basis for development costs to be used by the SUBRECIPIENT to acquire and develop the PROJECT. IX. INTENTIONALLY LEFT BLANK X. INTENTIONALLY LEFT BLANK XI. FURTHER REPRESENTATIONS. WARRANTIES AND COVENANTS 11.1 SUBRECIPIENT further represents and warrants that: (A) All information, data or reports heretofore or hereafter provided to the CCCIC is, shall be and shall remain complete and accurate in all material respects as of the date shown on the information, data or report, and that since said date shown, shall not have undergone any significant adverse change without prior, written notice to CCCIC; (B) Any supporting financial statements heretofore or hereafter provided to CCCIC are, shall be and shall remain complete, and accurate in all material respects and fairly reflective of the financial condition of SUBRECIPIENT on the date shown on said statements and during the period covered thereby, and that since said date shown, except as provided by written notice to CCCIC, there has been no material change, adverse or otherwise, in the financial condition of SUBRECIPIENT; (C) No litigation or proceedings are presently pending or threatened, to SUBRECIPIENT's knowledge, against SUBRECIPIENT; (D) None of the provisions contained herein contravene or in any way conflict with the authority under which SUBRECIPIENT is doing business or with the provisions of any existing indenture or agreement of SUBRECIPIENT; (E) SUBRECIPIENT has the legal authority to enter into this HOME ___ AGREEMENT and accept payments hereunder, and has taken all_ necessary measures to authorize such execution of contract and acceptance of payments pursuant to the terms and conditions hereof; and (F) None of the assets of SUBRECIPIENT are currently and for the duration of this HOME AGREEMENT subject to any lien or encumbrance of any character, except for the other Liens (as such term is defined in the Deed of Trust) securing the obligations of SUBRECIPIENT, current taxes not LULAC Ap[s of the Village Grant Agmt Final.doc Page 8 of 31 delinquent and except as shown in the financial statements. provided by SUBRECIPIENT to CCCIC and except as described in the other GRANT Documents. 11.2 Except as otherwise provided in the Deed of Trust's Permitted Exceptions executed by SUBRECIPIENT and dated as of even date herein, to and during the period of time that payment may be made hereunder and so long as any payments remain unliquidated, SUBRECIPIENT covenants that it shall not, without the prior written consent of CCCIC's General Manager or his designate, such consent not to be unreasonably delayed, withheld or conditioned: (A) Further mortgage, pledge, or otherwise encumber or cause to be encumbered any of the assets of SUBRECIPIENT now owned or hereafter acquired by it; (B) Permit any pre-existing mortgages, liens, or other encumbrances to remain on or attached to any of the assets of SUBRECIPIENT which are allocated to the performance of this HOME AGREEMENT and with respect to which CCCIC has ownership hereunder; (C) Sell, assign, pledge, transfer or otherwise dispose of accounts receivable, notes or claims for money due or to become due; (D) Sell, convey, or lease all or any substantial part of its assets other than for residential use; or (E) Make any advance or GRANT to, or incur any liability as guarantor, surety or accommodation endorser for any other firm, person, entity or corporation. 11.3 Each of the foregoing representations, warranties and covenants shall be continuing and deemed repeated each time SUBRECIPIENT submits a new request for payment in accordance with the terms, provisions and requirements of this HOME AGREEMENT. XII. MAINTENANCE OF RECORDS 12.1 SUBRECIPIENT agrees to maintain records that will provide accurate, current, ~parate, and complete disclosure of the status of any funds received pursuant to this_ HOME AGREEMENT. SUBRECIPIENT further agrees: (A) That maintenance of said records shall be in compliance with all terms, provisions and requirements of this HOME AGREEMENT and with all applicable federal and state regulations establishing standards for financial management; and LULAC Apts of the Village Grant Agmt Final.doc Page 9 of 31 (B) That SUBRECIPIENT's record system shall contain sufficient documentation to provide in detail full support and justification for each expenditure. 12.2 SUBRECIPIENT agrees to retain, for the period of time and under the conditions specified by CCCIC, all books, records, documents, reports, and written accounting policies and procedures pertaining to the operation of programs and expenditures of funds under this HOME AGREEMENT. 12.3 SUBRECIPIENT agrees to include the substance of this Article in all of its sub- contracts. 12.4 Nothing in this Article shall be construed to relieve SUBRECIPIENT of: (A) Responsibility for retaining accurate and current records which clearly reflect the level and benefit of services provided under this HOME AGREEMENT; and (B) Fiscal accountability and liability pursuant to this HOME AGREEMENT and any Legal Requirements. XIII. ACCESSIBILITY OF RECORDS 13.1 At any reasonable time and as often as CCCIC may deem necessary, SUBRECIPIENT shall make all of its records available to CCCIC, HUD, or any of their authorized representatives, and shall permit CCCIC, HUD, or any of their authorized representatives to audit, examine, and make excerpts and/or copies of same. SUBRECIPIENT's records shall include, but shall not be limited to, the following: payroll, personnel and employment records, contracts, and invoices. XIV. PERFORMANCE RECORDS AND REPORTS 14.1 As often and in such form as CCCIC may require, SUBRECIPIENT shall furnish CCCIC such performance records and reports as deemed by CCCIC as pertinent to matters covered by this HOME AGREEMENT. 14.2 At minimum, monthly performance records and reports shall be submitted to CCCIC by SUBRECIPIENT no later than the tenth (10th) calendar day of the month __follawing.RecorrJs_and_reports shall be in accordance with the formats set forth by the_ CCCIC as required by federal regulation. 14.3 As of the commencement date of this HOME AGREEMENT, SUBRECIPIENT agrees to gather, retain and make available to CCCIC information and data relative to all programmatic and financial reporting. LULAC Apts of the Village Grant Agmt Final.doc Page 10 of 31 XV. MONITORING AND EVALUATION 15.1 CCCIC shall perform secondary on-site monitoring of SUBRECIPIENT's performance pursuant to the terms of this HOME AGREEMENT; provided however, that SUBRECIPIENT retains the primary duty and responsibility to ensure that all LEGAL REQUIREMENTS are met with regard to the PROJECT. 15.2 With reasonable notice to SUBRECIPIENT, and in accordance with any leases affecting the Property, SUBRECIPIENT agrees that CCCIC and HUD may, at CCCIC's and HUD's sole discretion, carry out monitoring and evaluation activities so as to ensure compliance by SUBRECIPIENT with this HOME AGREEMENT, with the Community Development Act, with the HOME Program regulations, with the program assurances and certifications executed by CCCIC, and with all other Legal Requirements. 15.3 SUBRECIPIENT agrees to cooperate with CCCIC in the development, implementation and maintenance of record-keeping systems and to provide CCCIC with any data determined by CCCIC, in its reasonable determination and discretion, to be necessary for its effective fulfillment of its monitoring and evaluation responsibilities. 15.4 SUBRECIPIENT agrees that it will cooperate with CCCIC and HUD in such a way so as not to obstruct or delay CCCIC or HUD in its monitoring of SUBRECIPIENT's performance and that it will designate one of its staff to coordinate the monitoring process as requested by CCCIC and/or HUD staff. 15.5 After each official monitoring visit, CCCIC shall provide SUBRECIPIENT with a written report of monitoring findings. 15.6 Copies of any fiscal, management, or audit reports by any of SUBRECIPIENT's funding or regulatory bodies shall be submitted by SUBRECIPIENT to CCCIC's General Manager or designate within five (5) business days of receipt thereof by SUBRECIPIENT. XVI. BONDING AND INSURANCE 16.1 SUBRECIPIENT shall observe sound business practices with respect to providing such bonding and insurance as would provide adequate coverage for activities under this HOME AGREEMENT; provided, however, that the foregoing ___ provision_of_this_paragraph-shall in no way be construed or deemed to limit or diminish __ the insurance requirements set forth in the other GRANT Documents with which SUBRECIPIENT must comply and maintain. 16.2 Upon signing this HOME AGREEMENT and annually thereafter, in addition to any other requirements and obligations of SUBRECIPIENT in the other GRANT Documents, SUBRECIPIENT shall provide CCCIC with: (1) proof of timely (i.e. before past due) payment in full of all taxes assessed against the Property and (2) evidence of LULAC Apts of the Village Grant Agmt Final.doc Page I 1 of 31 SUBRECIPIENT's current payment status on all GRANTs in connection with the Property and the PROJECT. 16.3 Premiums chargeable for any and all insurance referred to in this Article be paid by SUBRECIPIENT, at its own expense, unless otherwise authorized in writing by CCCIC ,and such insurance shall be kept in force during and throughout the term of this HOME AGREEMENT. Such insurance shall not be materially changed, canceled, terminated or otherwise allowed to expire unless thirty (30) calendar days advance written notice to such effect is submitted to CCCIC, and it shall be the responsibility of SUBRECIPIENT to ensure such submission. 16.4 In addition to SUBRECIPIENT's obligation set forth in the other GRANT Documents to provide CCCIC with Certificates of Insurance evidencing the above- required insurances prior to the commencement of this HOME AGREEMENT and thereafter, SUBRECIPIENT must provide to CCCIC certificates evidencing renewals or replacements of the policies of said insurance at least thirty (30) calendar days prior to the expiration or cancellation of any such policies. Additionally, SUBRECIPIENT shall provide CCCIC evidence of the payment of all premiums therefor. 16.5 Actual losses not covered by insurance as required by this Article shall not be allowable costs under this HOME AGREEMENT, and shall therefore remain the sole responsibility of SUBRECIPIENT. 16.6 Should SUBRECIPIENT, either directly or indirectly, engage in any construction, rehabilitation, or renovation type activities utilizing funds provided pursuant to this HOME AGREEMENT, then the current and specific bonding and compliance provisions required at that time shall prevail. XVII. INDEMNIFICATION 17.1 SUBRECIPIENT covenants and agrees to FULLY INDEMNIFY and HOLD HARMLESS, the CCCIC and the elected officials, employees, officers, directors, volunteers, agents and representatives of the CCCIC, individually or collectively, from and against any and all costs, claims, liens, damages, losses, expenses, fees, fines, penalties, proceedings, actions, demands, causes of action, liability and suits of any kind and nature, including but not limited to, personal or bodily injury, death and property damage, made upon the CCCIC, directly or indirectly arising out of, resulting from or related to SUBRECIPIENT's activities under this - HOME AGREE-MENTincluding any acts or omissions of SUBRECIPIENT, any- - agent, officer, director, representative, employee, consultant, contractor or subcontractor of SUBRECIPIENT, and their respective officers, agents, employees, directors and representatives while in the exercise or performance of the rights or duties under this HOME AGREEMENT, all without, however, waiving any governmental immunity available to the CCCIC under Texas law and without waiving any defenses of the parties under Texas law. IT /S FURTHER COVENANTED AND AGREED THAT SUCH INDEMNITY SHALL APPLY EVEN LULAC Apts of the Village Gran[ Agmt Final.doc Page 12 of 31 WHERE SUCH COSTS, CLAIMS, LIENS, DAMAGES, LOSSES, EXPENSES, FEES, FINES, PENALTIES, ACTIONS, DEMANDS, CAUSES OF ACTION, LIABILITY AND/OR SUITS ARISE IN ANY PART FROM THE NEGLIGENCE OFCCCIC, THE ELECTED OFFICIALS, EMPLOYEES, OFFICERS, DIRECTORS, VOLUNTEERS, AGENTS, AND REPRESENTATIVES OF CCCIC, UNDER THIS HOME AGREEMENT. The provisions of this INDEMNIFICATION are solely for the benefit of the parties hereto and not intended to create or GRANT any rights, contractual or otherwise, to any other person or entity. SUBRECIPIENT shall promptly advise the CCCIC in writing of any claim or demand against the CCCIC or SUBRECIPIENT known to SUBRECIPIENT related to or arising out of SUBRECIPIENT's activities under this HOME AGREEMENT and shall see to the investigation and defense of such claim or demand at SUBRECIP/ENT's cost. The CCCIC shall have the right, at its option and at its own expense, to participate in such defense without relieving SUBRECIPIENT of any of its obligations under this paragraph. 17.2 /t is the EXPRESS INTENT of the pansies to this HOME AGREEMENT that the INDEMNITY provided for in this Article (Article XVII) is an INDEMNITY extended by SUBRECIPIENT to INDEMNIFY, PROTECT, and HOLD HARMLESS the CCCIC from the consequences of the CCCIC'S OWN NEGLIGENCE, provided however, that the INDEMNITY provided for in this Article SHALL APPLY only when the NEGLIGENT ACT of the CCCIC is a CONTRIBUTORY OR CONCURRENT CAUSE of the resultant injury, death, or damage, and shall have no application when the negligent act of the CCCIC is the sole cause of the resultant injury, death or damage. SUBRECIPIENT further AGREES TO DEFEND, AT ITS OWN EXPENSE and ON BEHALF OF THECCCIC AND /N THE NAME OF THE CCCIC, any claim or litigation brought against the CCCIC and its elected officials, employees, officers, directors, volunteers, agents, and representatives, in connection with any such injury, death, or damage for which this INDEMNITY shall apply, as set forth above. 17.3 It is expressly understood and agreed that SUBRECIPIENT is and shall be deemed to be an independent contractor and operator responsible to all parties for its respective acts or omissions and that CCCIC shall in no way be responsible therefor. XVIII. EQUAL EMPLOYMENT OPPORTUNITY AND AFFIRMATIVE ACTION 18.1 SUBRECIPIENT shall comply with all applicable local, state and federal equal employment opportunity and affirmative action rules, regulations and laws. 18.2 So that CCCIC and HUD can investigate compliance with local, state and federal equal employment opportunity and affirmative action rules, regulations and laws, SUBRECIPIENT shall furnish to CCCIC and HUD any and all information and reports requested by CCCIC or HUD, and shall permit access by CCCIC or HUD of any and all of its books, records and accounts. LULAC Apts of the Village Gran[ Agmt Final.doc Page 13 of 31 18.3 In the event of non-compliance by SUBRECIPIENT (or SUBRECIPIENT's sub- contractors) with .local, state and federal equal employment opportunity and affirmative action rules, regulations and laws, this HOME AGREEMENT may be canceled, terminated, or suspended by CCCIC, in whole or in part, and SUBRECIPIENT may be barred from further contracts with CCCIC. XIX. NONDISCRIMINATION 19.1 SUBRECIPIENT covenants that it, or its agents, employees or anyone under its control, will not discriminate against any individual or group on account of race, color, sex, age, religion, national origin, handicap or familial status, in employment practices or in the use of or admission to the Property, which said discrimination SUBRECIPIENT acknowledges is prohibited. XX. CONFLICT OF INTEREST 20.1 SUBRECIPIENT covenants that neither it nor any member of its governing body or of its staff presently has any interest, direct or irdirect, which would conflict in any manner or degree with the performance of services required to be performed under this HOME AGREEMENT. SUBRECIPIENT further covenants that in the performance of this HOME AGREEMENT, no persons having such interest shall be employed or appointed as a member of its governing body or of its staff. 20.2 SUBRECIPIENT further covenants that no member of its governing body or of its staff shall possess any interest in, or use their position for, a purpose that is or gives the appearance of being motivated by desire for private gain for themselves or others, particularly those with which they have family, business, or other ties. 20.3 No member of CCCIC's governing body or of its staff who exercises any function or responsibility in the review or approval of the undertaking or carrying out of this HOME AGREEMENT shall: (A) Participate in any decision relating to this HOME AGREEMENT, which may affect his or her personal interest or the interest of any corporation, partnership, or association in which he or she has a direct or indirect interest; or (B) Have any direct or indirect interest in this HOME AGREEMENT or the -- -- proceeds thereof. XXI. NEPOTISM 21.1 SUBRECIPIENT shall not employ in any paid capacity any person who is a member of the immediate family of any person who is currently employed by SUBRECIPIENT or who is a member of SUBRECIPIENT's governing body. The term "member of immediate family" shall include: wife, husband, son, daughter, mother, LULAC Ap[s of [he Village Gran[ Agmt FinaLdoc Page 14 of 31 father, brother, sister, in-law, aunt, uncle, cousin, nephew, niece, step-parent, step- child. half-brother and half-sister. XXII. POLITICAL ACTIVITY 22.1 None of the performance rendered hereunder shall involve, and no portion of the funds received hereunder shall be used, either directly or indirectly, for any political activity including, but not limited to, an activity to further the election or defeat of any candidate for public office or for any activity undertaken to influence the passage, defeat or final content of local, state or federal legislation. XXIII. SECTARIAN ACTIVITY 23.1 None of the performance rendered hereunder shall involve, and no portion of the funds received hereunder shall be used, directly or indirectly, for the construction, operation, maintenance or administration of any sectarian or religious facility or activity, nor shall said performance rendered or funds received be utilized so as to benefit, directly or indirectly, any such sectarian or religious facility or activity. XXIV. INTENTIONALLY DELETED XXV. PUBLICITY 25.1 When appropriate, as determined by and upon written approval of CCCIC, SUBRECIPIENT shall publicize the activities conducted by SUBRECIPIENT pursuant to the terms of this HOME AGREEMENT. In any news release, sign, brochure, or other advertising medium disseminating information prepared or distributed by or for SUBRECIPIENT, however, mention shall be made of HUD funded CCCIC participation having made this PROJECT possible. XXVI. PUBLICATIONS 26.1 All published materials and written reports submitted pursuant to this HOME AGREEMENT shall be originally developed unless otherwise specifically provided for herein. If material not originally developed is included in a report, however, said material shall have its source identified, either in the body of the report or by footnote, regardless of whether the material is in a verbatim or extensive paraphrase format. - 26.-2 All-published-materials submitted pursuant to this PROJECT shall include the following reference on the front cover or title page: "This document was prepared in accordance with the City of Corpus Christi's HOME Investment Partnership Program, with funding received from the United States Department of Housing and Urban Development." LULAC Apts of [he Village Gran[ Agm[ Final.doc Page I S of 31 XXVII. RIGHTS TO PROPOSAL AND CONTRACTUAL MATERIAL 27.1 All finished or unfinished reports, documents, data, studies, surveys, charts, drawings, maps, models, photographs, designs, plans, schedules, or other appended documentation to any proposal or contract, and any responses, inquiries, correspondence and related material submitted by SUBRECIPIENT, shall, upon receipt, become the property of CCCIC. XXVIII. FUNDING APPLICATIONS 28.1 SUBRECIPIENT agrees to notify CCCIC each time SUBRECIPIENT is preparing or submitting any application for funding with regard to this PROJECT. When so preparing or submitting such an application, the following procedures shall be adhered by SUBRECIPIENT: (A) When the funding application is in the planning stages, a description of the funds being applied for and of the proposed use for the funds shall be submitted by SUBRECIPIENT to CCCIC; (B) Upon award or notice of award, whichever is sooner, SUBRECIPIENT shall notify CCCIC of the award or notice thereof, and of the effect, if any, of such funding on the funds and programs agreed to hereunder. Such notice shall be submitted by SUBRECIPIENT to CCCIC, in writing, within ten (10) business days of receipt of the award or notice thereof, together with copies of the applicable budget, personnel complement, program description, and contract; and (C) Except pursuant to prior written consent of CCCIC, SUBRECIPIENT shall not use, either directly or indirectly, resources provided hereunder to prepare applications for other federal, other public or private funds, nor shall said resources be used, directly or indirectly, as contributions. XXIX. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, PROPOSED DEBARMENT, AND OTHER RESPONSIBILITY MATTERS 29.1 SUBRECIPIENT certifies, and the CCCIC relies thereon in execution of this HOME AGREEMENT, that neither SUBRECIPIENT nor its Principals are presently --- debarrgd~uspendedrproposed for debarment, or declared ineligible, or voluntarily__ excluded for the award, proposed for debarment, or declared ineligible, or voluntarily excluded for the award of contracts by any Federal governmental agency or department. 29.2 "Principals," for the purposes of this certification, means officers, directors, owners, partners, and persons having primary management or supervisory LULAC Apts of the Village Grant Agmt Final.doc Page 16 of 31 responsibilities within a business entity (e.g., general manager, plant manager, head of subsidiary, division, or business segment, and similar positions). 29.3 SUBRECIPIENT shall provide immediate written notice to CCCIC, in accordance with Article XLIV, if, at any time during the term of this HOME AGREEMENT, including any renewals hereof, SUBRECIPIENT learns that its certification was erroneous when made or has become erroneous by reason of changed circumstances. 29.4 SUBRECIPIENT's certification is a material representation of fact upon which the CCCIC has relied in entering into this HOME AGREEMENT. Should CCCIC determine, at any time during this HOME AGREEMENT, including any renewals hereof, that this certification is false, or should it become false due to changed circumstances, the CCCIC may terminate this HOME AGREEMENT in accordance with Article XXXIV Termination. XXX. SUB-CONTRACTING 30.1 Any other clause of this HOME AGREEMENT to the contrary notwithstanding, none of the work or services covered by this HOME AGREEMENT shall be sub- contracted without the prior written approval of CCCIC. Any work or services approved for sub-contracting hereunder, however, shall be sub-contracted only by written contract or agreement and, unless specific waiver is granted in writing by CCCIC, shall be subject by its terms to each and every provision of this HOME AGREEMENT. Compliance by subcontractors with this HOME AGREEMENT shall be the responsibility of SUBRECIPIENT. 30.2 SUBRECIPIENT agrees that no subcontract approved pursuant to this HOME AGREEMENT shall provide for payment on a "cost plus a percentage of cost" basis. 30.3 Despite CCCIC approval of asub-contract, CCCIC shall in no event be obligated to any third party, including any sub-contractor of SUBRECIPIENT, for performance of work or services, nor shall CCCIC funds ever be used for payment of work or services performed prior to the date of HOME AGREEMENT execution or extending beyond the date of HOME AGREEMENT expiration. XXXI. CHANGES AND AMENDMENTS 31.1 Except when the terms of this HOME AGREEMENT expressly provide otherwise, any-alterations, -additions, or deletions to the terms hereof shall be by amendment in- - - writing executed by authorized representatives of both CCCIC and SUBRECIPIENT. 31.2 Whenever and as often as deemed necessary by CCCIC ,CCCIC may request and require changes to SUBRECIPIENT's Construction Schedule required under this HOME AGREEMENT (to be submitted in accordance with Article VII); such changes as requested or required by CCCIC, however, must be by written amendment hereto and may incorporate therein increases or decreases in the total monetary obligation of LULAC Apts of the Village Grant Agmt Final.doc Page 17 of 31 CCCIC to SUBRECIPIENT as provided for pursuant to the terms, provisions and conditions of this HOME AGREEMENT. 31.3 Except pursuant to (a) prior submission by SUBRECIPIENT of detailed information regarding budget and PROJECT revisions, and (b) prior written approval thereof by ,CCCIC, SUBRECIPIENT shall neither make transfers between or among line items approved within the budget categories set forth in the Construction Schedule nor shall SUBRECIPIENT alter, add to, or delete from the Construction Schedule. Instead, SUBRECIPIENT shall request budget revisions in writing and in a form prescribed by CCCIC; such request for revisions, however, shall not increase the total monetary obligation of CCCIC as provided for pursuant to this HOME AGREEMENT, nor shall said revisions significantly change the nature, intent, or scope of the PROJECT funded hereunder. 31.4 In the event that the level of funding for SUBRECIPIENT or for the PROJECT described herein is altered, SUBRECIPIENT shall submit, immediately upon request by CCCIC, revised budget and PROJECT information so as to enable re-evaluation by CCCIC of the original funding levels set forth in the Construction Schedule. 31.5 It is understood and agreed by the parties hereto that changes in local, state and federal rules, regulations or laws applicable hereto may occur during the term of this HOME AGREEMENT and that any such changes shall be automatically incorporated into this HOME AGREEMENT without written amendment hereto, and shall become a part hereof as of the effective date of the rule, regulation or law. 31.6 SUBRECIPIENT further agrees to notify CCCIC of any changes in personnel or governing board composition, such notice to be provided within five (5) business days of the change. XXXII. NOTICE AND CURE 32.1 Notwithstanding anything to the contrary set forth herein or in any of the other GRANT Documents, where it is determined that SUBRECIPIENT has failed to comply with any of the terms and/or conditions of this HOME AGREEMENT and/or any of the terms of any of the other GRANT Documents, CCCIC shall notify SUBRECIPIENT of such determination and shall GRANT SUBRECIPIENT ten (10) days to complete corrective monetary violations or defaults and thirty (30) days to complete corrective non-monetary violations or defaults prior to enforcing any of it remedies set forth herein _ or_in_any~f_the_other_GRANT Documents. XXXIII. SUSPENSION OF FUNDING 33.1 Upon reasonable determination by CCCIC of SUBRECIPIENT's failure to timely and properly perform pursuant to the provisions of this HOME AGREEMENT beyond any applicable notice and cure period, or of any of the other GRANT Documents beyond any applicable notice and cure period, CCCIC, without limiting or waiving any LULAC Ap[s of [he Village Grant Agmt Final.doc Page 18 of 31 rights it may otherwise have, may, at its discretion, withhold any, all and further payments to SUBRECIPIENT. 33.2 The period of funding suspension shall be of such duration as CCCIC deems appropriate to accomplish corrective action, but in no event shall it exceed thirty (30) calendar days. Upon expiration of the suspension period: (A) Should CCCIC determine that the default or deficiency has been cured, SUBRECIPIENT may, at CCCIC's option, be restored to full compliance status and paid all eligible funds withheld during the suspension period; or (B) Should CCCIC determine continued non-compliance, the provisions of Article XXXIV hereunder may be effectuated. XXXIV. TERMINATION 34.1 "Termination" of this HOME AGREEMENT shall mean termination by expiration of the HOME AGREEMENT term or earlier termination pursuant to any of the provisions hereof. 34.2 CCCIC may terminate this HOME AGREEMENT for any of the following reasons: (A) Neglect or failure by SUBRECIPIENT to perform or observe any of the terms, conditions, covenants or guarantees of 1) this HOME AGREEMENT, 2) any of the other GRANT Documents, or 3) any other valid, written contract or amendment between CCCIC and SUBRECIPIENT, beyond any applicable notice and cure period; (B) Termination or reduction of funding of the PROJECT by HUD; (C) Failure by SUBRECIPIENT to timely cure any default or deficiency basis for suspension of funding hereunder within any applicable notice and cure period; (D) Finding by CCCIC that SUBRECIPIENT: (1) is in such unsatisfactory financial condition as to endanger __- ___- ___ ___performance under this HOME AGREEMENT, including, but not_ limited to: (a) The apparent inability of SUBRECIPIENT to meet its financial obligations; LULAC Ap[s of the Village Gran[ Agmt Final.doc Page 19 of 31 (b) Items that reflect detrimentally on the credit worthiness of SUBRECIPIENT, including, but not limited to, liens, encumbrances, etc., on the assets of SUBRECIPIENT; (2) has allocated inventory to this HOME AGREEMENT materially exceeding reasonable requirements; or (3) is delinquent, in the ordinary course of business, in the payment of taxes or in the payment of costs of performance of or related to this HOME AGREEMENT or the PROJECT; (E) Appointment of a trustee, receiver or liquidator for all or a material part of SUBRECIPIENT's Property, or institution of bankruptcy, reorganization, rearrangement of or liquidation proceedings by or against SUBRECIPIENT, and the same is not dismissed within ninety (90) days; (F) The entry by a court of competent jurisdiction of a final order providing for the modification or alteration of the rights of SUBRECIPIENT's creditors; (G) Inability by SUBRECIPIENT to conform to changes in local, state and federal rules, regulations and laws as provided for in Article IV and in paragraph number 31.5 of this HOME AGREEMENT and all Legal Requirements; and (H) Violation by SUBRECIPIENT of any rule, regulation or law to which SUBRECIPIENT is bound or shall be bound under the terms of this HOME AGREEMENT. 34.3 SUBRECIPIENT may terminate this HOME AGREEMENT for any of the following reasons: (A) Cessation of outside funding upon which SUBRECIPIENT depends for performance hereunder; SUBRECIPIENT may opt, however, within the limitations of this HOME AGREEMENT and with the written approval of CCCIC, to seek an alternative funding source, provided that the termination of funding by the initial outside source was not occasioned by a breach of agreement as defined herein or as defined in a contract between SUBRECIPIENT and the funding source in question; or (B) Upon the dissolution of the SUBRECIPIENT organization, provided such dissolution was not occasioned by a breach of this HOME AGREEMENT. 34.4 Upon a decision to terminate by either CCCIC or SUBRECIPIENT, written notice of such, and the effective date thereof, shall be immediately provided to the other party. LULAC Apts of [he Village Grant Agmt Final.doc Page 20 of 31 34.5 Upon receipt of notice to terminate, SUBRECIPIENT shall cancel, withdraw, or otherwise terminate any and all outstanding orders and subcontracts, which relate to the performance of this HOME AGREEMENT and the PROJECT. To this effect, CCCIC shall not be liable to SUBRECIPIENT or SUBRECIPIENT's creditors for any expense, encumbrances or obligations whatsoever incurred after the date of termination or which was not canceled, withdrawn or otherwise terminated by SUBRECIPIENT in accordance with the provisions of this paragraph. 34.6 Upon receipt of notice to terminate, all finished or unfinished documents, data, studies, surveys, charts, drawings, maps, models, photographs, designs, plans, schedules, or other appended documentation to any proposal or contract, prepared by or on behalf of SUBRECIPIENT under this HOME AGREEMENT shall, at the option of CCCIC, and in accordance with Article XXVII hereof, become the property of CCCIC and shall, if requested or agreed to by CCCIC, be delivered by SUBRECIPIENT to CCCIC in a timely and expeditious manner. 34.7 Within thirty (30) calendar days after receipt of notice to terminate, SUBRECIPIENT shall submit a statement to CCCIC, indicating in detail the services performed under this HOME AGREEMENT prior to the effective date of termination. 34.8 Any termination of this HOME AGREEMENT as herein provided shall not relieve SUBRECIPIENT from the payment of any sum(s) that shall then be due and payable or become due and payable to CCCIC hereunder or as provided for at law or in equity, or any claim for damages then or theretofore accruing against SUBRECIPIENT hereunder or by law or in equity, and any such termination shall not prevent CCCIC from enforcing the payment of any such sum(s) or claim for damages from SUBRECIPIENT. Instead, all rights, options, and remedies of CCCIC contained in this HOME AGREEMENT shall be construed and held to be cumulative and no one of them shall be exclusive of the other, and CCCIC shall have the right to pursue any one or all of such remedies or any such other remedy or relief which may be provided by law or in equity whether or not stated in this HOME AGREEMENT. 34.9 Should this HOME AGREEMENT be terminated by either party hereto for any reason, if the work required hereunder of SUBRECIPIENT is not fully completed to the reasonable satisfaction of CCCIC in accordance with the terms of this HOME AGREEMENT, SUBRECIPIENT shall refund any and all sums of money paid by CCCIC to SUBRECIPIENT within ten (10) business days of CCCIC's written request therefor. __- 34~1Q1.lpnn_ferminatio^ _of this HOME AGREEMENT by CCCIC under paragraph__ number 35.2(A) hereof, SUBRECIPIENT shall be barred from future contracts with CCCIC absent the express written consent of the General Manager, or his designate, to contract with CCCIC. LULAC Ap[s of the Village Grant Agmt Final.doc Page 21 of 31 XXXV. NOTIFICATION OF ACTION BROUGHT 35.1 In the event that any claim, demand, suit, proceeding, cause of action or other action (hereinafter collectively referred to as "claim") is made or brought against SUBRECIPIENT, SUBRECIPIENT shall give written notice thereof to CCCIC within five (5) business days after itself being notified. SUBRECIPIENT's notice to CCCIC shall state the date and hour of notification to SUBRECIPIENT of the claim; the names and addresses of those instituting or threatening to institute the claim, the basis of the claim; and the name(s) of any others against whom the claim is being made or threatened. Written notice pursuant to this Article shall be delivered either personally or by mail in accordance with Article XLIV of this HOME AGREEMENT. XXXVI. ASSIGNMENTS 36.1 SUBRECIPIENT shall not transfer, pledge or otherwise assign this HOME AGREEMENT, any interest in and to same, or any claim arising thereunder, without first procuring the written approval of CCCIC's General Manager. Any attempt at transfer, pledge or other assignment shall be void ab initio and shall confer no rights upon any third person. XXXVII. NO WAIVER OF PROVISIONS OR COMPLIANCE 37.1 Any failure by CCCIC to insist, or any election by CCCIC not to insist, upon the strict performance by SUBRECIPIENT or any guarantor of the PROJECT or the GRANT, of any of the terms, provisions or conditions of the GRANT Documents shall not be deemed to be a waiver of same or of any other term, provision or condition thereof, and CCCIC shall have the right at any time thereafter to insist upon strict performance by SUBRECIPIENT of any and all of same. Additionally, no advance by CCCIC of any GRANT proceeds shall in any way preclude CCCIC from thereafter declaring a failure by SUBRECIPIENT to comply with any of the terms, provisions or conditions of the GRANT Documents an event of default or, as applicable, a reason for termination in accordance with Article XXXIV hereof. XXXVIII. SEVERABILITY OF PROVISIONS 38.1 If any clause or provision of this HOME AGREEMENT is held invalid, illegal or unenforceable under present or future federal, state or local laws, including but not limited to the CITY's City Charter, CITY's City Code, or ordinances of the City of Corpus --Christi,T-exas-then-and in that event it is the intention of the parties hereto that such-- invalidity, illegality or unenforceability shall not affect any other clause or provision hereof and that the remainder of this HOME AGREEMENT shall be construed as if such invalid, illegal or unenforceable clause or provision was never contained herein; it is also the intention of the parties hereto that in lieu of each clause or provision of this HOME AGREEMENT that is invalid, illegal, or unenforceable, there be added as a part of the HOME AGREEMENT a clause or provision as similar in terms to such invalid, LULAC Apis of [he Village Gran[ Agm[ Final.doc Page 22 of 31 illegal or unenforceable clause or provision as may be possible, legal, valid and enforceable. XXXIX. RENEWAL NOT AUTOMATIC 39.1 Funding under this HOME AGREEMENT and any amendments or waivers that may be made or granted hereunder shall not be automatically renewed on the anniversary date of this HOME AGREEMENT. To the contrary, funding of any PROJECT requiring contract execution shall be achieved only pursuant to approval of the City Council of the City of Corpus Christi and the governing body of the CCCIC. XL. NON-WAIVER OF PERFORMANCE 40.1 No waiver by CCCIC of a breach of any of the terms, conditions, covenants or guarantees of this HOME AGREEMENT shall be construed or held to be a waiver of any succeeding or preceding breach of the same or any other term, condition, covenant or guarantee herein contained. Further, any failure of CCCIC to insist in any one or more cases upon the strict performance of any of the covenants of this HOME AGREEMENT, or to exercise any option herein contained, shall in no event be construed as a waiver or relinquishment for the future of such covenant or option. In fact, no waiver, change, modification or discharge by either party hereto of any provision of this HOME AGREEMENT shall be deemed to have been made or shall be effective unless expressed in writing and signed by the party to be charged. 40.2 No act or omission of CCCIC shall in any manner impair or prejudice any right, power, privilege, or remedy available to CCCIC hereunder or by law or in equity, such rights, powers, privileges, or remedies to be always specifically preserved hereby. 40.3 No representative or agent of CCCIC may waive the effect of the provisions of this Article. XLI. SPECIAL CONDITIONS 41.1 SUBRECIPIENT shall prepare accurate and complete monthl~r performance measures reports and submit to the CCCIC on or before the tenth (10 h) day of each month, with each report reflecting the previous month. Each such report shall contain details of all inputs (i.e., resources) and outputs (i.e., utilization of resources) in conjunction with efficiency and effectiveness measures regarding the PROJECT. The - --form-of--each-report must-meet the approval of CCCIC, and SUBRECIPIENT agrees to - make any and all changes to such form as may be recommended by CCCIC, as well as provide additional information in connection with such reports as may be requested by CCCIC. 41.2 SUBRECIPIENT shall ensure that all professional and contractual services in connection with PROJECT implementation shall be procured in accordance with 24 LULAC Apts of [he Village Grant Agmt Final.doc Page 23 of 3I CFR 570, Part 85, The Common Rule, Procurement, Competitive Standards and all other federal laws and regulations applicable to the PROJECT. 41.3 The PROJECT shall have eight (8) units designated as HOME-assisted. 41.4 INTENTIONALLY LEFT BLANK. 41.5 SUBRECIPIENT understands and acknowledges that CCCIC shall not be liable for any cost, or portion thereof, which is or was incurred in connection with an activity of SUBRECIPIENT where prior written authorization from CCCIC is required for the activity and such authorization was not first procured, or CCCIC has requested that SUBRECIPIENT furnish data concerning an activity prior to proceeding further therewith and SUBRECIPIENT nonetheless proceeds without first submitting the data and receiving approval thereof. 41.6 SUBRECIPIENT shall forward to CCCIC for approval a completed copy of Homeownership Assistance/Rental Housing PROJECT Setup Report (HUD form 40094) for the HOME Program Integrated Disbursement Information System (IDIS) for each activity under this HOME AGREEMENT, prior to initiating any activities and/or incurring any PROJECT activity cost. 41.7 SUBRECIPIENT understands and agrees that Davis-Bacon Wage and Hour Requirements shall apply to HOME funded PROJECTs when, in accordance with 24 CFR 92.354, twelve (12) or more units are rehabilitated or newly constructed. SUBRECIPIENT agrees to include said wage requirements in all bid advertisements and shall require same in all relevant third-party contracts, prior to the commencement of any construction activity. 41.8 SUBRECIPIENT shall accurately complete a PROJECT Completion Report (HUD form 40096) upon completion of each PROJECT activity, and forward the original completed form to the CCCIC within thirty (30) business days after SUBRECIPIENT's receipt of the final remittance of HOME AGREEMENT funds by CCCIC for such PROJECT activity. SUBRECIPIENT understands and acknowledges that new PROJECT Set-up Reports will not be processed by CCCIC if there are any outstanding PROJECT Completion Reports due. 41.9 SUBRECIPIENT shall ensure that all units constructed with assistance made available to SUBRECIPIENT by CCCIC under this HOME AGREEMENT shall comply _with_the_provisions_set forth in 24 CFR 92.251, Property Standards and shall comply_ with the CITY's City codes . 41.10 SUBRECIPIENT shall complete all Site Specific Environmental Review Records for each property/parcel of this PROJECT and submit such records to CCCIC. CCCIC must approve in writing such records prior to any PROJECT activity cost being incurred. LULAC Apts of [he Village Grant Agmt Final.doc Page 24 of31 41.11 To the greatest extent feasible, agreements for work to be performed in connection with this PROJECT shall be awarded to business concerns including, but not limited to, individuals or firms doing business in the field of planning, consulting, design, architecture, building construction, rehabilitation, maintenance, or repair, that are located in or owned in substantial part by persons residing in the same metropolitan area or non-metropolitan county as this PROJECT. 41.12 SUBRECIPIENT understands and agrees that all HOME assisted units in the PROJECT herein, shall only be leased to and occupied by households that are eligible as low-income families, in accordance with HUD Section 8 Income Guidelines. 41.13 SUBRECIPIENT shall determine which HOME assisted units in the PROJECT herein shall be floating, and provide said information to CCCIC immediately upon its determination. SUBRECIPIENT understands and agrees that time is of the essence in making said determination. 41.14 SUBRECIPIENT understands and agrees that, pursuant to 24 CFR 92.252, its maximum or High rents for its HOME assisted affordable units in the PROJECT herein shall be the lesser of: (A) The fair market rent for existing housing for comparable units in the area as established by HUD under 24 CFR 888.111; or (B) Arent that does not exceed thirty percent (30%) of the adjusted income of a family whose annual income equals sixty-five percent (65%) of the median income for the area, as determined by HUD, with adjustments for the number of bedrooms in the unit. 41.15 SUBRECIPIENT shall, in accordance with all applicable HOME regulations, determine and utilize rent schedules and limits that ensure that the rent charged for all PROJECT units remains in compliance with the HOME regulations and standards during the period of affordability. Furthermore, SUBRECIPIENT shall lease to qualified families not less than the minimum allowed percentage of Low and High rent HOME assisted affordable units required under the HOME regulations during the period of affordability. 41.16 SUBRECIPIENT further understands and agrees that Low rent HOME assisted affordable units must meet one (1) of the following Low HOME rent requirements: (A) The rent shall not exceed thirty percent (30%) of the annual income of a family whose income equals fifty percent (50%) of the median income for the area, as determined by HUD, with adjustments for smaller and larger families; or (B) The rent shall not exceed thirty percent (30%) of the family's adjusted, monthly income. If the unit receives Federal or State PROJECT-based LULAC Apts of the Village Grant Agmt Final.doc Page 25 of 31 rental subsidy and the very low-income family pays, as a contribution toward rent, not more than thirty percent (30%) of the family's adjusted income, then the maximum rent (i.e., tenant contribution plus PROJECT- based rental subsidy) is the rent allowable under the Federal or State PROJECT-based rental subsidy program. 41.17 INTENTIONALLY LEFT BLANK. 41.18 INTENTIONALLY LEFT BLANK. 41.19 SUBRECIPIENT shall not discriminate against any certificate or voucher holder in accordance to 24 CFR Part 982, Section 8, Tenant Based Assistance: Unified Rule for Tenant-Based Assistance under the Section 8 Rental Certificate Program and the Section 8 Rental Voucher Program or to the holder of a comparable document evidencing participation in a HOME tenant-based rental assistance program. 41.20 SUBRECIPIENT understands and agrees that HOME assisted units shall meet the affordability requirements for not less than twenty (20) years, commencing upon PROJECT completion. 41.21 CCCIC shall provide SUBRECIPIENT with information on updated HUD HOME rent limits so that rents may be adjusted (not to exceed the maximum HOME rent limits provided by HUD to CCCIC upon HUD's determination of fair market rents and median incomes) in accordance with this HOME AGREEMENT. SUBRECIPIENT shall annually provide CCCIC with documentation on rents and occupancy of HOME assisted units to demonstrate compliance. 41.22 SUBRECIPIENT understands and agrees that any increase in rents for HOME assisted units is subject to the provisions of outstanding leases, and in any event, SUBRECIPIENT shall provide tenants of those units not less than thirty (30) days prior written notice before implementing any increase in rents. 41.23 SUBRECIPIENT understands and agrees that the income of each tenant shall be determined initially in accordance with 24 CFR 92.203(a)(1)(i). SUBRECIPIENT shall annually re-examine each tenant's annual income during the period of affordability in accordance with one of the options in 24 CFR 92.203. 41.24 SUBRECIPIENT shall ensure that HOME assisted units continue to qualify as _ __ ____~fforsiable _ho~a ing_despite a temporary noncompliance caused by increases in the incomes of existing tenants if actions satisfactory to CCCIC are being taken to ensure that all vacancies are filled in accordance with 24 CFR 92.252 until the noncompliance is corrected. 41.25 SUBRECIPIENT shall ensure that tenants who no longer qualify as low-income families must pay, as rent, the lesser of the ampunt payable by the tenant under State or local law or thirty percent (30%) of the family's adjusted income, except that tenants LULAC Apts of [he Village Grant Agmt Final.doc Page 26 of 3I of HOME assisted units that have been allocated low-income housing tax credits by a housing credit agency pursuant to section 42 of the Internal Revenue Code of 1986 (26 U.S.C. 42) must pay rent governed by section 42. If SUBRECIPIENT has designated the HOME units as floating pursuant to Section 41.13 herein, SUBRECIPIENT shall not require tenants who no longer qualify as low-income to pay, as rent, an amount that exceeds the market rent for comparable, unassisted units in the neighborhood. 41.26 SUBRECIPIENT shall submit to CCCIC apost-construction appraisal promptly upon completion of the PROJECT. 41.27 SUBRECIPIENT acknowledges, understands and agrees to comply with the following federal regulations as promulgated in Section 3 Clause of the Housing and Urban Development Act of 1968, as amended, if applicable: (A) The work to be performed under this HOME AGREEMENT is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted PROJECTs covered by Section 3, shall, to the greatest extent feasible, be directed to low- and very low income persons, particularly persons who are recipients of HUD assistance for housing. (B) The parties to this HOME AGREEMENT agree to comply with HUD's regulations in 24 CFR Part 135, which implement Section 3. As evidenced by their execution of this HOME AGREEMENT, the parties to this HOME AGREEMENT certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations. (C) The SUBRECIPIENT agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this Section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum _-numlZet~nd_job titles subject to hire, availability of apprenticeship and_ training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. (D) SUBRECIPIENT agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR Part 135, and agrees to take appropriate action, as provided in an applicable LULAC Apts of the Village Gran[ Agm[ FinaLdoc Page 27 of 31 provision of the subcontract or in this Section 3 clause upon a finding that the subcontractor is in violation of the regulations in 24 CFR Part 135. SUBRECIPIENT will not subcontract with any subcontractor where SUBRECIPIENT has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135. (E) SUBRECIPIENT will certify that any vacant employment positions, including training positions, that are filled (1) after contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR Part 135 require employment opportunities to be directed, were not filled to circumvent SUBRECIPIENT's obligations under 24 CFR Part 135. (F) Noncompliance with HUD's regulations in 24 CFR Part 135 may result in sanctions, termination of this HOME AGREEMENT for default, and debarment or suspension from further HUD-assisted contracts. (G) With respect to work performed in connection with Section 3 covered Indian housing assistance, Section 7(b) of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this HOME AGREEMENT. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian-owned Economic Enterprises. Parties to this contract that are subject to the provision of Section 3 and Section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with Section 7(b). XLII. ENTIRE -AGREEMENT 42.1 This HOME AGREEMENT, along with the other GRANT Documents, constitutes the final and entire agreement between the parties hereto and contains all of the terms and conditions agreed upon. No other agreements, oral or otherwise, regarding the subject matter of this HOME AGREEMENT shall be deemed to exist or to bind the parties hereto unless same be in writing, dated subsequent to the date hereof, and duly executed by the parties. __ XLiII.INTERPRETATION 43.1 In the event any disagreement or dispute should arise between the parties hereto pertaining to the interpretation or meaning of any part of this HOME AGREEMENT or its governing rules, regulations, laws, codes or ordinances, CCCIC, as the party ultimately responsible to HUD for matters of compliance, shall have the final authority to render or secure an interpretation. LULAC Apts of [he Village Grant Agm[ FinaLdoc Page 28 of 3I XLIV. NOTICES 44.1 All notices, demands, requests or other communications to be sent by one party to the other hereunder or required by law shall be in writing and shall be deemed to have been validly given or served by delivery of the same in person to the intended addressee, or by depositing the same with Federal Express or another reputable private courier service for next business day delivery to the intended addressee at its address set forth below or at such other address as may be designated by such party as herein provided, or by depositing the same in the United States mail, postage prepaid, registered or certified mail, return receipt requested, addressed to the intended addressee at its address set forth below or at such other address as may be designated by such party as herein provided. All notices, demands and requests shall be effective upon such personal delivery, or one (1) business day after being deposited with the private courier service, or three (3) business days after being deposited in the United States mail as required above. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given as herein required shall be deemed to be receipt of the notice, demand or request sent. Service of any notice required by Texas Property Code Section 51.002, as the same may be amended, shall be effective when the requirements to that statute are met. The following are the addresses of LENDER and SUBRECIPIENT for all purposes in connection herewith: CCCIC: Corpus Christi Community Improvement Corporation 1201 Leopard St. Corpus Christi, TX 78401 Attn: General Manager SUBRECIPIENT: The Apartments of the Village 1417 Horne Road Corpus Christi, TX 78416-2002 Attn: Executive Director By giving to the other party hereto at least ten (10) days' prior, written notice thereof in accordance with the provisions hereof, the parties hereto shall have the right from time _ ___to_time_to_change_their_respective addresses and each shall have the right to specify as___ its address any other address. XLV. PARTIES BOUND 45.1 This HOME AGREEMENT shall be binding on and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal LULAC Ap[s of [he Village Grant Agm[ rinal.doc Page 29 of 31 representatives, successors and .assigns, except as otherwise expressly provided herein. XLVI. GENDER 46.1 Words of gender used in this HOME AGREEMENT shall be held and construed to include the other gender, and words in the singular number shall be held to include the plural, unless the context otherwise requires. XLVII. RELATIONSHIP OF PARTIES 47.1 Nothing contained herein shall be deemed or construed by the parties hereto, or by any third party, as creating the relationship of principal and agent, partners, joint venturers or any other similar such relationship between the parties hereto. 47.2 It is expressly understood and agreed that SUBRECIPIENT is and shall be deemed to be an independent contractor and operator responsible to all parties for its respective acts or omissions and that CCCIC shall in no way be responsible therefor. XLVIII. TEXAS LAW TO APPLY 48.1 THIS HOME AGREEMENT SHALL BE CONSTRUED UNDER AND IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, AND ALL OBLIGATIONS OF THE PARTIES CREATED HEREUNDER ARE PERFORMABLE IN NUECES COUNTY, TEXAS. XLIX. CAPTIONS 49.1 The captions contained in this HOME AGREEMENT are for convenience of reference only, and in no way limit or enlarge the terms andlor conditions of this HOME AGREEMENT. XLX. SUBORDINATION 50.1 INTENTIONALLY LEFT BLANK. LULAC Apis of the Village Grant Agmt FinaLdoc Page 30 of 31 EXECUTED in duplicate originals this the ~~day of ~ 2008. CCCIC: ATTEST: Armando Chapa Secretary SUBRECIPIENT: THE APARTMENTS OF THE VILLAGE, ~- Executive Direct CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATION r ' ~ ~dG~- `A el .Escobar General Manager ~ eC I ,~,,,, AUTHUNIZkt- er Coulicll. i ~`~ °~ CFf;RFTAR~ a Texas nonprofit corporation ~ ~ 1-~~~ Date (ACKNOWLEDGMENT) STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on this ~a~v~ day of acv-.,~.•~- 2008, by `~~~~ ~c~~er~ ,the Executive Director of The Apartments of the illage, a Texas nonprofit corporation, on behalf of the corporation. Attachments: Exhibit "A" - Property Description Exhibit "B" -Declaration of Restrictive Covenant Exhibit "C" -Budget and Construction Schedule Exhibit "D" -Other Federal Requirements Exhibit "E" - Certifiication Against Lobbying J~ tS.,~ ~~a~1. l~e~ NOTARY PUBLIC STATE OF TEXAS N ~~~ N i •f~ MONA KOiiTER WELLS ~ Notary pabHc, State of Texea My Commisalon Expkea ~ fabmaY 91, 2011 Attachment "A" Parce Lot C, KreaEncTRncr, an AddAion to the City of Corpus Christi, Nueces County, Texas, as shown by the map or plat thereof recorded in Volume 22, Page 69, Map Records, Nueces County, Texas, to which reference is here made for atl pertinent purposes. Parcel A triangular tract of land containing 1.42 acres, more or lass, adjoining and lying West of Port Avenue and bordered on the North antl South by the Missouri Pack Railroad and being out of the Henry Cowing 105 acre tract of land, sometimes referred to as Traci Four (4) of the Cowing Acreage, more particulady described as follows, to-wit: BecINNINC at the point where the Northwesterly boundary of Port Avenue intersects the curved Northeasterly boundary of the right of way of the Westery branch of the San Antonio, Uvalde and Gulf Railroad Company's Y trail; for tha South corner of this tract; 7neNCe in a Northeasterly direction with said Northwesterly boundary of Port Ave., 324.12 feet, more or less, to the intersection of the Northwesterly boundary of Port Ave. with the Southerly houndary line of the San Antonio, Uvalde and Gulf Railway Company's tract for the Easterly corner of this tract; Tr+eNCE in a Westerly direction along the Southerly boundary Tine of the San Antonio, Uvalde and Gulf Railroad Company tract, 545.78 feet, more or less, to the point of intersection with the Southwesterty branch of the San Antonio, Uvalde and Gulf Railroad Company's Y Tract for the most Westerly corner of this tract; THENCE in a Southeastedy direction with the Northeasterly boundary of the Southwesterly branch of the San Antonio, Uvalde and Gult Railroad's Y curved right of way, the arc of a circular curve of 789.08 feet radius, 441.04 feet, more or less, to the point of beginning. EXHIBIT B COVENANT TO BIND PROPERTY FOR PERIOD OF AFFORDABILITY STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS: COUNTY OF NUECES § Pursuant to agreements entered into between the Corpus Christi Community Improvement Corporation ("CCCIC") and The Apartments of the Village ("Village"), executed of even date herewith, which agreement is incorporated in this instrument by reference as if fully set out herein ("Agreement"), Village accepted federal funds, in conjunction with the United States Department of Housing and Urban Development's Home Investment Partnership Program ("HOME Program") administered by the CCCIC, for rehabilitation of the following property: Lot C, KLEBERG TRACT, an Addition to the City of Corpus Christi, Nueces County, Texas, as shown by the map or plat thereof recorded in Volume 22, Page 69, of the Map Records of Nueces County, Texas, and commonly known by its street address of 402 N. Port Street, located in Corpus Christi, Nueces County, Texas (hereinafter referred to as the "Property"). Pursuant to the terms, conditions, and covenants contained within the Agree- ment, as owner of the Property and in consideration of receiving the federal funds, Village agrees to bind the Property with the affordability requirements specified in Title 24, Part 92.252, of the United. States Code of Federal Regulations, for a period of not less than twenty (20) years from the date of acquisition of the property, such date of completion presently unknown but anticipated to be December 20, 2008. This instrument constitutes a covenant running with the land and binds all successors, assigns, and transferees of the Property, such Property being subject to this instrument. THE APAjRJT/I _'~' Executive Di Printed Nam TS OF THE VILLAGE, a Texas nonprofit corporation Date: ~~~ ~~ ~~-~ ~ STATE OF TEXAS § COUNTY OFNUECES § Subscribed to and sworn before me this ~ day of '(~Q Ceti,-~t-a-~ 2008, by ~~n.Y, 7 ~~'~e-~~a.~ ,Executive Director of The Apart- ments of the Vil ge, a Texas nonprofit corporation, on behalf of the corporation. „ , „~~ ,~ MONA KOSiER WELIS Notary Public,State of Texas +~• it ` ,,,, My Commission Expires February 21, ZOl 1 Notary Public, State of Texas AFTER RECORDING, RETURN TO: Corpus Christi Community Improvement Corporation Attn: General Manager P. O. Box 9277 Corpus Christi, Texas 78469-9277 EXHIBIT "C" The Apartments of the Village Oasis at the Park Acquisition/Rehabilitation Preliminary Schedule Acquisition.Closing December 20, 2008 Design Construction begins Construction ends January 2009 September 2009 June 2010 The Apartments of the Village Oasis at the Park Acquisition/Rehabilitation Preliminary Budget Bldg/Land acquisition Architectural/Engineering Rehabilitation Total $275, 000 $65,000 $60,000 $400,000 EXHIBIT D OTHER FEDERAL REQUIREMENTS Village shall comply with all federal, state, and local laws and regulations applicable to the activities and performances rendered by Village under this Agreement including, but not limited to, the laws and the regulations specified in Section I through VI of this Exhibit C. L CIVIL RIGHTS The Fair Housing Act (42 U.S.C. 3601-20) and implementing regulations at 24 CFR Part 100; Executive Order 11063, as amended by Executive Order 12259 (3 CFR, 1958-1963 Cornp., p. 652 and 3 CFR, 1980 Comp., p. 307) (Equal Opportunity in Housing) and implementing regulations at 24 CFR Part 107; and Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d) (Nondiscrimination in Federally Assisted Programs) and implementing regulations issued at 24 CFR Part 1; Executive Order 11063, as amended by Executive Order 12259, and 24 CFR Part 107, "Nondiscrimination and Equal Opportunity in Housing under Executive Order 11063." The failure or refusal of Village to comply with the requirements of Executive Order 11063 or 24 CFR Part 107 shall be a proper basis for the imposition of sanctions specified in 24 CFR 107.60; The prohibitions against discrimination on the basis of age under the Age Discrimination Act of 1975(42 U.S.C. 6101-07) and implementing regulations at 24 CFR Part 146, and the prohibitions against discrimination against handicapped individuals under section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and implementing regulations at 24 CFR Part 8; The requirements of Executive Order 11246 (3 CFR 1964-65, Comp., p. 339) (Equal Employment Opportunity) and the implementing regulations issued at 41 CFR Chapter 60; The requirements of Executive Orders 11625 and 12432 (concerning Minority Business Enterer-ise),-and. 1-2-1-3$-(concerning Women's Business Enterprise). Consistent with HUD's responsibilities under these Orders, each applicant must make efforts to encourage the use of minority and women's business enterprises in connection with HOME funded activities. Village must prescribe procedures acceptable to the CCCIC to establish activities to ensure the inclusion, to the maximum extent possible, of minorities and women, and entities owned by minorities and women. Village will be required to identify contracts which have been bid by minority owned, women owned, and by small disadvantaged businesses; EXHIBIT D Page 2 of 3 The Age Discrimination Act of 1975 (42 U.S.C. §6101 et seq.); and Section 504 of the Rehabilitation Act of 1973 (29 U.S.C., Section 794) and "Nondiscrimination Based on Handicap in Federally-Assisted Programs and Activities of the Department of Housing and Urban Development", at 24 CFR Part 8. By signing this Agreement, Village understands and agrees that the activities funded herein shall be operated in accordance with 24 CFR Part 8; and the Architectural Barriers Act of 1968 (42 U.S.C. Section 4151 et. seq.), including the use of a telecommunications device for deaf persons (TDDs) or equally effective communication system. II. LEAD-BASED PAINT Title IV of the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. Sec. 4831). III. ENVIRONMENTAL STANDARDS Environmental Review Procedures for Title I Community Development Block Grant Programs, 24 CFR Part 58, as amended in 47 Fed. Reg. 15750 (April 12, 1982); National Environmental Policy Act of 1969 (42 U.S.C. Sec. 4321 et. seq.) and 40 CFR Parts 1500-1508; The National Historic Preservation Act of 1966 (16 U.S.C. Sec. 470 et. seq.) as amended; particularly Section 106(16 U.S.C. Sec. 470f); Executive Order 11593, Protection and Enhancement of the Cultural Environment, May 13, 1971(36 Fed. Reg. 8921), particularly Section 2(c); The Reservoir Salvage Act of 1960 (16 U.S.C. Sec. 469 et seq.), particularly Section 3 (16 U.S.C. Sec. 469a-1), as amended by the Archeological and Historic Preservation Act __of 197_4; _ Flood Disaster Protection Act of 1973, (42 U.S.C. Sec. 4001 et. seq.) as amended, particularly Sections 102(a) and 202(a) (42 U.S.C. Sec. 4012a (a) and Sec. 4106(a)); Executive Order 11988, Floodplain Management, May 24, 1977 (42 Fed. Reg. 26951), particularly Section 2(a); EXHIBIT D Page 3 of 3 Executive Order 11990, Protection of Wetlands, May 24, 1977 (42 Fed. Reg. 26961), particularly Sections 2 and 5; The Coastal Zone Management Act of 1972 (16 U.S.C. Sec. 1451 et seq.) as amended, particularly Section 307(c) and (d) (16 U.S.C. Sec. 1456(c) and (d)); The Safe Drinking Water Act of 1974 (42 U.S.C. Sec. 201. 300(f) et seq.) and (21 U.S.C. Sec. 349) as amended, particularly Section 1424 (e) (42 U.S.C. Sec. 300h-303(e)); The Endangered Species Act of 1973 (16 U.S.C. Sec. 1531 et seq.) as amended, particularly Section 7 (16 U.S.C. Sec. 1536); The Wild and Scenic Rivers Act of 1968 (16 U.S.C. Sec. 1271 et seq.) as amended, particularly Sections 7(b) and (c) (16 U.S.C. Sec. 1278(b) and (c)); The Clean Air Act (41 U.S.C. Sec. 7401 et seq.) as amended, particularly Sections 176(c) and (d) (42 U.S.C. Sec. 7506(c) and (d)): Farmlands Protection and Policy Act of 1981 (7 U.S.C. Sec. 4201 et seq.); and 24 CFR Part 51, Environmental Criteria arid Standards. IV. ACQUISITION/RELOCATION The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C., Sec. 4601 et. seq.), 49 CFR Part 24, and 24 CFR Section 570.496a (55 Fed. Reg. 29309 (July 18, 1990)). EXHIBIT E CERTIFICATION REGARDING LOBBYING CERTIFICATION FOR CONTRACTS, GRANTS, LOANS, AND COOPERATIVE AGREEMENTS The undersigned certifies, to the best of his or her knowledge and belief, that (1) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or an employee of any agency, a member of congress, an officer or employee of congress, or an employee of a member of congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. (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 this federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit with this a Standard Form-11, "Disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. f z~ ~, Signature Date Print Name of uthorize Individual Or anization Name