RFP – Zoning Consultant

Request for Proposals For Financial Advisory Services for Real Estate Transactions (Project # RFP-2026-34)

DHA Procurement Department 3939 N. Hampton Road Dallas, Texas 75212 RFP – Financial Advisory Services

To Provide Financial Advisory Services for Real Estate Transactions (Project # RFP-2026-34)

DHA Housing Solutions for North Texas (“DHA”) invites qualified consulting firms to provide financial advisory and consulting services for DHA’s real estate transactions.

Responses to this Request for Proposals (“RFP”) may be delivered to Kenneth Duke, DHA Procurement Department, 3939 N. Hampton Road, Dallas, Texas 75212.

Requirements for submission of a proposal in response to this RFP may be downloaded from DHA’s online bidding platform at (https://dhantx.com/business-partners/procurement/ ).

Responses to this RFP must be submitted to DHA electronically through the online portal at https://dhantx.bonfirehub.com/portal/?tab=openOpportunities on Tuesday, September 1, 2026. Mailed, emailed or delivered submissions including Facsimile transmission and emails will not be accepted.

All sealed responses to this RFP must be submitted to DHA’s online bidding platform at https://dhantx.com/business-partners/procurement by the specified time. Any Proposals received after 2:00 p.m., on Tuesday, September 1, 2026 will be rejected.

DHA RESERVES THE RIGHT TO REJECT ANY AND ALL PROPOSALS OR TO WAIVE ANY INFORMALITIES IN THE PROPOSALS. DHA WILL NOT DISCRIMINATE ON THE BASIS OF RACE, COLOR, NATIONAL ORIGIN, RELIGION, SEX, DISABILITY, FAMILIAL STATUS, OR AGE. EQUAL HOUSING OPPORTUNITY.

Financial Advisory Services for Real Estate Transactions

Table of Contents

i) CERT OF COMPLIANCE TX GOVT CODE 2271 & 2274

Financial Advisory Services for Real Estate Transactions

Part I: INTRODUCTION DHA Housing Solutions for North Texas (DHA) requests sealed proposals from qualified and experienced firms capable and ready to enter into a contractual agreement to provide financial advisory services regarding real estate development and related funding options. DHA is seeking one or more innovative firms with significant experience in providing financial advisory services for the development of affordable housing communities and the issuance of tax-exempt bonds to accomplish the same. The selected firm(s) (“Financial Advisor”) should have demonstrated experience advising governmental entities and multifamily real estate developers regarding the financial feasibility of proposed housing projects. This experience should include affordable housing development, redevelopment, and rehabilitation using a wide range of financing tools including low-income housing tax credits; tax-exempt bond financing; HUD funding programs for public housing and non-public housing development; and the Federal Home Loan Bank’s Affordable Housing Program, as well as conventional debt. The Financial Advisor should be familiar with both rental and homeownership development programs and should have experience working with housing authorities who self-develop their projects as well as those that engage third-party developers. The Financial Advisor should have experience and knowledge of the typical programs administered by public housing authorities, including the Public Housing and Section 8 Housing Choice Voucher Programs, including both the Section 8 Project-Based Voucher and Project-Based Assistance Programs.

In 1999, DHA created a public facility corporation to issue bonds for the development of affordable housing. Housing Options, Inc. (“HOI”) has issued the debt for all of DHA’s 4% tax credit and tax exempt bond projects. The financial advisor must be registered with the Securities and Exchange Commission (SEC) as a municipal advisor.

Part II: SCOPE OF SERVICES The selected Financial Advisor will work with DHA’s development team to create quality affordable housing communities for DHA’s clients. DHA anticipates a broad range of services to potentially be provided by the selected Financial Advisor, and therefore, seeks an Advisor with extensive experience. The scope of the services to potentially be provided includes, but is not limited to, the following:

1. Real estate development and financial advisory services and advice in connection with DHA’s real estate development projects, including projects of its affiliates. Investigate financial structures for these projects.

2. Analyze and make recommendations regarding multifamily and single-family development budget sources.

3. Analyze and make recommendations regarding the anticipated level of equity to be invested in projects through the syndication of low-income housing tax credits and bonds.

4. Prepare or review project cash flows, budgets and other financial documents as requested.

5. As requested, prepare or review financial portions of funding proposals, including applications for low-income housing tax credits. Prepare applications for financing as needed.

6. Develop, or assist with the development of, financial plans for the development of mixed-finance development sites.

7. Assist as needed with the preparation of mixed finance documents for HUD review and approval.

8. Review sources and uses of funds and all financial information in closing documents for accuracy, and compliance with DHA’s instructions; lender, investor, and other funder’s requirements; HUD’s mixed-finance development requirements; and tax credit and bond requirements.

9. Identify and negotiate with (or assist with same) tax credit investors, lenders, underwriters, credit enhancers, and other potential development or financing partners. Assist in negotiating financial obligations and terms with lenders, investors and other funders.

10. Identify and provide written reports, as needed, detailing financial implications of terms and conditions and risk imposed by investors and propose specific measures to mitigate these risks.

11. Provide financial advisory services to HOI and DHA regarding the issuance of tax-exempt bonds by HOI, including compliance with all statutory and regulatory requirements.

12. Review documents related to each transaction and confirm all financial information.

13. Assist in evaluating financial feasibility and implications from developer proposals.

14. Assist in closing as needed.

15. Attend meetings of the DHA Board of Commissioners and/or HOI Board of Directors as requested.

16. Other tasks as necessary and as requested by DHA.

Nature of DHA Staff Contributions DHA staff will be available throughout the course of the work to furnish support and direction. In general, local staff will be available to assist the qualified firm in the following types of activities:

Serve as the sole point of contact for the firm in conducting the work.

Provide overall work management and guidance concerning the execution of the scope of work, work products, contractual considerations, budget, and day-to-day process concerns.

Strategize with the firm on policy and substantiate plan recommendations and approaches.

Participation by Minority and Women-Owned Businesses It is the policy and practice of DHA to maximize the meaningful participation of minority and women owned businesses in the procurement of goods and services. DHA strongly encourages all Proposers to develop creative responses to this RFP which make use of joint ventures, partnerships, and other "team" approaches to the delivery of the services being offered in this RFP. DHA places a high value on the Proposer's approach to maximizing the meaningful participation of women and minority businesses. The proposal should explain in detail how any proposed team approach, partnership, and/or joint venture will be structured, what the proposed distribution of work and fee will be, and what the specific roles and work tasks of each partner will be. DHA reserves the right to require documentation supporting claimed minority and/or women-owned business enterprise status.

Section 3 Participation Section 3 is a Housing and Urban Development (HUD) requirement that helps create employment for low-income persons. It provides contracting opportunities for businesses that are owned by residents or companies that provide jobs and other economic opportunities to low-income persons, particularly public housing residents. Section 3 is a means by which HUD fosters local economic development, neighborhood economic development and improvement and individual self-sufficiency. Under Section 3 of the HUD Act of 1968, wherever HUD financial assistance is given for housing and community development, to the greatest extent feasible, economic opportunities will be given to residents and businesses in the area. This assistance includes job training, employment and contracts. Firms are encouraged to assemble a team that hires, to the extent possible, DHA residents or other eligible persons for within the community.

Part III: QUALIFICATION/PROPOSAL SUBMISSION PROCEDURES In connection with this RFP, interested Firms must submit electronically at:

https://dhantx.bonfirehub.com/portal/?tab=openOpportunities.

At a minimum, the response document shall contain all the information requested in this RFP. Proposals shall be submitted no later than 2:00 p.m., Tuesday, September 1, 2026. Any proposal received after the specified date and time will not be considered.

Questions Proposers desiring any explanation or further information regarding this solicitation must submit request through https://dhantx.bonfirehub.com/portal/?tab=openOpportunities no later than 12:00 noon, Tuesday, August 25, 2026. Questions received after this date and time will not be considered. Answers to all timely received questions will be posted on the DHA website no later than Wednesday, se 26, 2026. Only questions answered in writing by DHA will be binding.

Evaluation Process A selection committee composed of DHA staff will review the proposals in accordance with this RFP. The selection committee may at its discretion request oral interviews with the qualified firms to discuss specific aspects of their qualifications and proposals.

Part IV: QUALIFICATION/PROPOSAL REQUIREMENTS Interested firms should submit the following information for consideration:

Each submitted response should be prepared in the order below and provide all the information requested.

1. Letter of interest that demonstrates the Respondent’s understanding of the Scope of Work. The letter of interest should also include a brief summary of the respondent’s experience and qualifications.

2. Relevant Experience and Past Performance

a. Identify similar or related work that has been completed or is currently active. For each project provide the following:

i) Project name;

ii) Client name;

iii) Description of the project including the size of the project and funding sources; and

iv) Detailed description of the services performed by the Respondent.

b. Identify past experience in performing work for large public housing authorities.

c. Describe past performance in terms of cost control, quality of work, and compliance with performance schedules.

d. Demonstrate ability to produce work that is well regarded in the industry in terms of content, timeliness, and responsiveness.

e. Demonstrate Respondent’s familiarity and experience with Federal, State, and local laws, regulations, and codes that the Respondent believes may be pertinent or applicable to DHA’s anticipated projects.

f. If the Respondent is a joint venture or another entity formed solely for responding to this RFP, provide evidence of prior successful collaborations.

3. Staffing and Qualifications

a. Provide information regarding staff experience and qualifications that demonstrates the Respondent’s capacity to perform the required services.

b. Identify all key personnel, specialists, and consultants who will perform the work required by the contract potentially resulting from this RFP. Identify their specific role in the provision of the required services and include resumes for each of these individuals. In addition to the education, career, and achievement information typically included in a resume, include the particular relevant experience of the individual as it relates to their proposed role in any contract potentially resulting from this RFP. Include evidence of required licenses and certifications, as applicable, held by the Respondent, its principals, and/or key staff.

4. Documentation of Registration with the SEC If applicable, provide documentation of registration with the Securities and Exchange Commission as a municipal advisor.

5. References Provide a list of five or more clients where similar services have been provided and the work is ongoing or has been completed within the last five years. This list should include the name and title of the contact person, with address, telephone number, email address, and fax number.

6. Fee Proposal Include a fee proposal and schedule that identifies the reasonable hourly fee for financial advisory services that might be required for work under a contract resulting from this RFP. Describe any flat rate fees proposed for any of the work included in the Scope of Services. The fee schedule shall include all professional services and all administrative costs. Please note DHA will not provide a monthly retainer for these services.

7. Completed and executed forms and certifications included in Attachment B. Please note, all forms must be completed, executed and submitted with the response package.

Part V: EVALUATION PROCESS AND SELECTION CRITERIA Proposals will be evaluated using the following criteria as a measure of the respondents’ ability to successfully complete the project scope of work. Cost will not be the sole basis for selection, since it is in DHA’s best interest to retain a firm/team that has significant professional credentials and a most comprehensive approach to planning and review process. Each submittal will be assessed generally using the following evaluation criteria:

40 Points – Experience and Qualifications as evidenced by:

Company (or companies) background and history Relevant experience with other projects Client references 10 Points – Strength of the proposed Project Team as evidenced by:

Appropriateness of personnel proposed.

Organizational approach to project management including workflow, reporting and quality assurance procedures Relevant experience with other projects 10 Points – Ability to successfully complete the project as evidenced by:

Understanding of task sequencing and major milestone events Adequacy of resources Ability to complete work on a timely basis and meet deadlines 20 Points – Cost Proposal 10 Points – SEC Registration as a financial advisor and consulting/advisory services to HOI Registration as a financial advisor to municipal issuers as required Ability to provide comprehensive services and advise to both DHA and HOI regarding the issuance of bonds 10 Points – Response Characteristics:

Adherence to the required format Completeness of submittal Part VI: GENERAL CONDITIONS OF THE RFP General Conditions

1. DHA reserves the right to accept or reject any and all Qualifications / Proposals submitted, either in whole or in part, with or without cause; to waive any informalities of any Proposal; to cancel this RFP; and, to make the award in the interest of DHA.

1. DHA reserves the right to request additional information, if needed, from prospective contractors.

1. In the event that it becomes necessary for DHA to revise any part of this RFP, revisions will be provided to all prospective contractors who picked up or were delivered the initial RFP, providing a name, address, telephone number, fax number, and e-mail address have been provided to DHA.

1. All Proposals submitted in response to this RFP will be considered public information and may be made available to the general public (including news media) unless confidential and / or proprietary information is submitted under separate cover and is clearly designated as such.

1. The Proposer shall provide a presentation and attend a pre-selection interview if requested to do so by DHA.

1. The Proposer affirms that he/she is of lawful age and that no other person, firm, partnership, or corporation has any interest in this submittal or in the contract proposed to be entered into.

1. The Proposer affirms that its Proposal is made without any understanding, agreement or connection with any other person, firm, partnership, or corporation making a submittal for the same purpose, and is in all respects fair and without collusion or fraud.

1. DHA may award one or more contracts for services under this RFP.

1. The Proposer has carefully read the provisions, terms, and conditions of the proposal document and does hereby agree to be bound thereby.

1. DHA retains the right to negotiate with the selected firm.

1. The Respondent must meet DHA’s insurance and indemnification requirements set forth herein below.

DHA Insurance Requirements The Selected firm will be required to provide the insurance as listed below.

(a) Contractor shall procure and maintain at its sole cost and expense for the duration of this Contract, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives, volunteers, employees or subcontractors. Contractor acknowledges that it has familiarized itself with the extent and scope of work to be performed and certifies that its insurance policies provide coverage for losses that might arise from the types of hazards to be found therein.

i. Contractor's insurance coverage shall be primary and noncontributory with respect to DHA, its commissioners, officers, directors, employees and volunteers.

ii. To the extent that subcontractors may be used, Contractor shall include all subcontractors as additional insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

iii. Certificates of Insurance and endorsements shall be furnished to DHA and approved by DHA before services are furnished.

iv. The following standard insurance policies shall be required:

v. Approval, disapproval or failure to act by DHA regarding any insurance supplied by Contractor shall not relieve Contractor of full responsibility or liability for damages and accident as set forth in the contract documents. Neither shall the bankruptcy, insolvency or denial of liability by the insurance company exonerate Contractor from liability.

(b) The following requirements are applicable to all policies:

i. Commercial General Liability and Workers Compensation insurance shall be written by a carrier with an A-: VII or better rating in accordance with current A.M. Best Key Rating Guide.

ii. Only insurance carriers licensed or duly authorized to do business in the State of Texas will be accepted.

iii. Only deductibles applicable to property damage are acceptable; if applicable they must be shown on the certificate of insurance and approved by DHA.

iv. Except for Professional Liability insurance, "Claims made" policies will not be accepted.

v. DHA, its commissioners, officers, directors, employees, and volunteers, are to be added as "Additional Insured" to the General Liability and the Automobile Liability policies. The coverage shall contain no special limitations on the scope of protection afforded to DHA, its commissioners, officers, directors, employees, and volunteers.

vi. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled, nonrenewed or reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested has been given to DHA.

vii. Upon request, certified copies of all insurance policies shall be furnished to DHA.

(c) COMMERCIAL GENERAL LIABILITY INSURANCE

The following Commercial General Liability Insurance is required:

i. Minimum Limits of $1,000,000 per Occurrence with an annual Aggregate of $1,000,000 for Bodily Injury, Personal Injury and Property Damage.

ii. Coverage shall be provided for premises/operations and product/completed operations hazards.

iii. The ISO Commercial General Liability Policy form ("Occurrence" form CG 0001, Ed. 11/88) or broader with no deletions of coverage. Any exclusions, changes or limitations of coverage must be submitted with Engineer's written proposal and must be approved by the DHA risk manager.

iv. A Waiver of Subrogation in favor of DHA must be endorsed to the policy.

(d) WORKERS' COMPENSATION INSURANCE

The following Workers' Compensation is required:

i. Minimum Employer's Liability limits of:

ii. "Texas," must appear in Item 3A of the declarations page or Item 3C must contain the following: "All states except those listed in Item 3A and the state of NV, ND, OH, WA, WV, and WY."

iii. A Waiver of Subrogation in favor of DHA must be endorsed to the policy.

(e) AUTOMOBILE LIABILITY

The following Automobile Liability Insurance will be required:

i. On Owned, Nonowned or Hired motor vehicles used on the site or in connection therewith, a minimum Combined Single limit of $1,000,000. each Accident for Bodily Injury and Property Damage.

ii. DHA, its commissioners, officers, directors, employees and volunteers, shall be added as "Additional Insureds."

iii. Insurance Services Office Business Auto coverage form (CA 0001, Ed. 6/92) or broader with symbol 1, "any auto" shown in the Covered Autos portion of the declarations page.

iv. There shall be no special limitations regarding the scope of protection afforded to DHA, its commissioners, officers, directors, employees and volunteers.

v. A Waiver of Subrogation in favor of DHA must be endorsed in the policy.

(f) PROFESSIONAL LIABILITY

The following Professional Liability Insurance will be required:

i. Minimum limits of liability of $1,000,000. each Claim, $1,000,000. Aggregate.

ii. The services which are to be rendered to the DHA must be specifically defined in the policy as an insured service.

iii. If the Professional Liability policy is written on a "Claims made" form, the following additional requirements apply:

(a) A retroactive date must be on or before the execution date of the Contract and the policy must provide an extended reporting period of not less than five years following the completion date of the Contract; or

(b) The Contractor agrees to keep valid and collectible Professional Liability insurance in full force and effect for a minimum of five years after the completion of this Contract.

(g) CERTIFICATES OF INSURANCE

All Certificates of Insurance shall be prepared and executed by the insurance company or its authorized agent, and shall contain provisions warranting the following:

i. The company is authorized to do business in the State of Texas.

ii. The insurance set forth by the insurance company is written on forms which have been approved by the Texas State Board of Insurance or ISO.

iii. Sets forth all endorsement and insurance coverage according to requirements and instructions contained herein.

iv. Shall specifically set forth the notice of cancellation, termination, or change in coverage provisions to DHA.

v. Original endorsements affecting coverage required by this section shall be furnished with the certificates of insurance.

(h) VERIFICATION OF COVERAGE

The following requirement pertains to all Certificates of Insurance.

Contractor shall furnish DHA with certificates of insurance and with original endorsements effecting coverage by this clause. The certificates and endorsements for each policy are to be signed by a person authorized by that insurer to bind coverage on its behalf and written on forms that have been approved by the Texas Department of Insurance or Insurance Services Office. They must set forth all coverage and deductibles as well as the notice of cancellation, termination or change in coverage provisions to DHA according to requirements and instructions contained herein Certificates of insurance (or certified copies of policies) and any required endorsements shall be furnished to and approved by DHA before work commences. DHA reserves the right to require complete, certified copies of all required insurance policies at any time.

(I) NOTICES

All notices pertaining to insurance shall be given to DHA at the following two addresses:

INDEMNIFICATION

TO THE EXTENT PERMITTED BY LAW, CONTRACTOR AGREES TO DEFEND, INDEMNIFY AND HOLD DHA, ITS COMMISSIONERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, CONSULTANTS, AND VOLUNTEERS HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, FINES, PENALTIES, COSTS, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO ATTORNEY'S FEES, “DAMAGES” FOR PERSONAL INJURY (INCLUDING DEATH), PROPERTY DAMAGE, INJURY TO OR DESTRUCTION OF TANGIBLE PROPERTY, FAILURE TO COMPLY WITH GOVERNMENTAL LAWS OR REGULATIONS, OR OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, SUFFERED BY ANY PERSON OR PERSONS THAT MAY ARISE OUT OF OR BE OCCASIONED BY CONTRACTOR BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS CONTRACT, OR BY ANY ACT OR OMISSION OF CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THIS CONTRACT. SUCH OBLIGATION SHALL NOT BE CONSTRUED TO NEGATE, ABRIDGE, OR OTHERWISE REDUCE ANY OTHER RIGHT OR OBLIGATION OF INDEMNITY WHICH WOULD OTHERWISE EXIST AS TO ANY PARTY OR PERSON DESCRIBED IN THIS SECTION. THE PROVISIONS OF THIS PARAGRAPH 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.

Request for Proposals The Request for Proposals (“RFP”) may be downloaded from DHA’s website (https://dhantx.com/business-partners/procurement/ ).

Acceptance of RFP and Contract Terms Proposer's submission of a qualification/proposal in response to the RFP shall constitute acceptance by the Proposer of the terms and conditions of this RFP. In the event that the Proposer's qualification/proposal is accepted for contract award, the Proposer agrees to enter into a contract with DHA in a form substantially similar to the contract form appended hereto as Exhibit A.

Contract Award Subject to the rights reserved in this RFP, DHA will award the contract by written notice to the selected Proposer (the "Contractor"). The award of the contract is subject to the approval of DHA Contract Administrator and it shall be conditioned on the successful negotiation of revisions, if any, to the qualification/proposal, recommended as part of the evaluation of qualifications/proposals.

No Warranty Proposers are required to examine the RFP, specifications, and instructions pertaining to the services requested. Failure to do so will be at the Proposer's own risk. It is assumed that the Proposer has made full investigation as to be fully informed as to the extent and character of the services requested and of the requirements of the specifications. No warranty or representation is made or implied as to the information contained in this RFP.

Expense of RFR Submission All expenses incurred in the preparation and submission to DHA of qualifications/proposals in response to this RFP shall be borne by the Proposer.

(THIS SECTION INTENTIONALLY LEFT BLANK)

EXHIBIT A: Sample Contract for Services

DHA CONTRACT FOR SERVICES

In consideration of the mutual promises and covenants herein contained, INSERT NAME AND ADDRESS OF CONTRACTOR, (hereinafter referred to as the "Contractor") and DHA, Housing Solutions for North Texas, 3939 North Hampton Road, Dallas, Texas 75212 (hereinafter referred to as the "DHA") agree as follows:

1. SERVICES

Contractor shall furnish to DHA the services attached hereto as Exhibit A and made a part hereof for all purposes (hereinafter referred to collectively as the "Services"). Additional services and/or service adjustments may be added or deleted during the life of this Contract as mutually agreed upon in writing between DHA and Contractor. If it becomes necessary to revise the specifications after this Contract is executed, a written "Change Order" or a "Modification to the Contract" shall be executed by the parties and become part of this Contract. The Contractor shall perform the Services as expeditiously as is consistent with the requirements of DHA; it is understood that time is of the essence for performance of the Services.

2. CHARGES

In consideration for the Services provided pursuant to this Contract, DHA agrees to pay Contractor an amount not to exceed $250,000, in accordance with the Proposal attached hereto as Exhibit B and made a part hereof for all purposes. In no event shall DHA pay for goods or services not actually delivered.

DHA shall pay the approved amounts of Contractor’s invoices within forty-five (45) days after receipt of invoice in proper form or upon closing of the real estate transaction as agreed upon in writing prior to the start of any work for a specific transaction. Payment will be contingent upon DHA’s review of the invoice and determination that the Services described in the invoice are within the description of the Services under this Contract. If DHA, in good faith, disputes and does not approve an item billed, DHA will notify the Contractor of the item or portion of an item disputed and will withhold payment thereof until settlement of the dispute. The right of DHA to withhold such payments will be in addition to, and not in any way in lieu of, any other right of DHA hereunder, including the right to raise disputes for the first time after audit. All payments shall be on account only and are subject to adjustment after audit.

3. TERM

Services provided by Contractor hereunder shall commence on INSERT DATE, MONTH AND YEAR and shall end on INSERT DATE, MONTH AND YEAR, unless terminated earlier as set forth herein. Contractor acknowledges that DHA is a recipient of Federal Funds and that payments made under this Contract will be made with Federal appropriations. Accordingly, if DHA does not receive its full appropriation, it may terminate this Contract under Section 4, below.

4. TERMINATION

DHA shall have the right to terminate this Contract, with or without cause, by giving written notice by certified mail to the other party at least THIRTY (30) days prior to the date the contract is to be terminated.

5. NO DUTY EXCEPT AS EXPRESSLY STATED

The Contractor shall perform all Services in a careful and workmanlike manner and in accordance with the highest nationally accepted standards of care, skill and diligence applicable to the Services. Otherwise, there shall be no duty owed by either party to this Contract except those that are expressly stated herein.

6. COMPLIANCE WITH LAW

The Contractor shall give all notices and comply with all federal, state, and local laws, ordinances, rules and regulations and the lawful orders of any public authority bearing on the performance of the Services. If the Contractor observes that any provision of the Contract is at variance with any applicable law, statute, building code or regulation, the Contractor shall notify DHA in writing promptly, and the necessary changes shall be accomplished by appropriate written modification of the Contract. If the Contractor performs any work knowing it to be contrary to such laws, ordinances, rules or regulations, the Contractor shall assume full responsibility and shall bear all cost and liability attributable thereto.

This Contract and the rights and obligations of the parties thereto shall be interpreted, construed and enforced in accordance with the laws of the State of Texas.

By execution of this Contract, the Contractor warrants and covenants to DHA that all Services will be performed in accordance with all applicable federal, state, county and city codes, rules and ordinances, including, but not limited to, the federal Clean Air Act and the Occupational Health and Safety Act, the Texas Industrial Safety and Health Act, and the Workers Right to Know Law.

Furthermore, the Contractor shall obtain and maintain in full force and effect during the term of this Contract, such licensing and/or permits as may be required by federal, state and local authorities.

7. INSURANCE

The following shall apply as indicated:

(a) Contractor shall procure and maintain at its sole cost and expense for the duration of this Contract, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Contractor, its agents, representatives, volunteers, employees or subcontractors. Contractor acknowledges that it has familiarized itself with the extent and scope of work to be performed and certifies that its insurance policies provide coverage for losses that might arise from the types of hazards to be found therein.

i. Contractor's insurance coverage shall be primary and noncontributory with respect to DHA, its commissioners, officers, directors, employees and volunteers.

ii. To the extent that subcontractors may be used, Contractor shall include all subcontractors as additional insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

iii. Certificates of Insurance and endorsements shall be furnished to DHA and approved by DHA before services are furnished.

iv. The following standard insurance policies shall be required:

v. Approval, disapproval or failure to act by DHA regarding any insurance supplied by Contractor shall not relieve Contractor of full responsibility or liability for damages and accident as set forth in the contract documents. Neither shall the bankruptcy, insolvency or denial of liability by the insurance company exonerate Contractor from liability.

(b) The following requirements are applicable to all policies:

i. Commercial General Liability and Workers Compensation insurance shall be written by a carrier with an A-: VII or better rating in accordance with current A.M. Best Key Rating Guide.

ii. Only insurance carriers licensed or duly authorized to do business in the State of Texas will be accepted.

iii. Only deductibles applicable to property damage are acceptable; if applicable they must be shown on the certificate of insurance and approved by DHA.

iv. Except for Professional Liability insurance, "Claims made" policies will not be accepted.

v. DHA, its commissioners, officers, directors, employees, and volunteers, are to be added as "Additional Insured" to the General Liability and the Automobile Liability policies. The coverage shall contain no special limitations on the scope of protection afforded to DHA, its commissioners, officers, directors, employees, and volunteers.

vi. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled, nonrenewed or reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested has been given to DHA.

vii. Upon request, certified copies of all insurance policies shall be furnished to DHA.

(c) COMMERCIAL GENERAL LIABILITY INSURANCE

The following Commercial General Liability Insurance is required:

i. Minimum Limits of $1,000,000 per Occurrence with an annual Aggregate of $1,000,000 for Bodily Injury, Personal Injury and Property Damage.

ii. Coverage shall be provided for premises/operations and product/completed operations hazards.

iv. The ISO Commercial General Liability Policy form ("Occurrence" form CG 0001, Ed. 11/88) or broader with no deletions of coverage. Any exclusions, changes or limitations of coverage must be submitted with Contractor's written proposal and must be approved by the DHA risk manager.

iv. A Waiver of Subrogation in favor of DHA must be endorsed to the policy.

(e) WORKERS' COMPENSATION INSURANCE

The following Workers' Compensation is required:

i. Workers’ Compensation to Statutory limits;

ii. Minimum Employer's Liability limits of:

iii. "Texas," must appear in Item 3A of the declarations page or Item 3C must contain the following: "All states except those listed in Item 3A and the state of NV, ND, OH, WA, WV, and WY."

iv. A Waiver of Subrogation in favor of DHA must be endorsed to the policy.

(e) AUTOMOBILE LIABILITY

The following Automobile Liability Insurance will be required:

i. On Owned, Non-owned or Hired motor vehicles used on the site or in connection therewith, a minimum Combined Single limit of $1,000,000. each Accident for Bodily Injury and Property Damage.

ii. DHA, its commissioners, officers, directors, employees and volunteers, shall be added as "Additional Insureds."

iii. Insurance Services Office Business Auto coverage form (CA 0001, Ed. 6/92) or broader with symbol 1, "any auto" shown in the Covered Autos portion of the declarations page.

iv. There shall be no special limitations regarding the scope of protection afforded to DHA, its commissioners, officers, directors, employees and volunteers.

v. A Waiver of Subrogation in favor of DHA must be endorsed in the policy.

(f) PROFESSIONAL LIABILITY

The following Professional Liability Insurance will be required:

ii. Minimum limits of liability of $1,000,000.00 each Claim, $1,000,000.00 Aggregate.

ii. The services, which are to be rendered to the DHA, must be specifically defined in the policy as an insured service.

iii. If the Professional Liability policy is written on a "Claims made" form, the following additional requirements apply:

(a)) A retroactive date must be on or before the execution date of the Contract and the policy must provide an extended reporting period of not less than five years following the completion date of the Contract; or

(b)) The Contractor agrees to keep valid and collectible Professional Liability insurance in full force and effect for a minimum of five years after the completion of this Contract.

(g) CERTIFICATES OF INSURANCE

All Certificates of Insurance shall be prepared and executed by the insurance company or its authorized agent, and shall contain provisions warranting the following:

i. The company is authorized to do business in the State of Texas.

ii. The insurance set forth by the insurance company is written on forms approved by the Texas State Board of Insurance or ISO.

iii. Sets forth all endorsement and insurance coverage according to requirements and instructions contained herein.

iv. Shall specifically set forth the notice of cancellation, termination, or change in coverage provisions to DHA.

v. Original endorsements affecting coverage required by this section shall be furnished with the certificates of insurance.

(h) VERIFICATION OF COVERAGE

The following requirement pertains to all Certificates of Insurance.

Contractor shall furnish DHA with certificates of insurance and with original endorsements effecting coverage by this clause. The certificates and endorsements for each policy are to be signed by a person authorized by that insurer to bind coverage on its behalf and written on forms that have been approved by the Texas Department of Insurance or Insurance Services Office. They must set forth all coverage and deductibles as well as the notice of cancellation, termination or change in coverage provisions to DHA according to requirements and instructions contained herein Certificates of insurance (or certified copies of policies) and any required endorsements shall be furnished to and approved by DHA before work commences. DHA reserves the right to require complete, certified copies of all required insurance policies at any time

(I) NOTICES

All notices pertaining to insurance shall be given to DHA at the following two addresses:

8. INDEMNIFICATION

TO THE EXTENT PERMITTED BY LAW, CONTRACTOR AGREES TO DEFEND, INDEMNIFY AND HOLD DHA, ITS COMMISSIONERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, CONSULTANTS, AND VOLUNTEERS HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, FINES, PENALTIES, COSTS, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO ATTORNEY'S FEES, “DAMAGES” FOR PERSONAL INJURY (INCLUDING DEATH), PROPERTY DAMAGE, INJURY TO OR DESTRUCTION OF TANGIBLE PROPERTY, FAILURE TO COMPLY WITH GOVERNMENTAL LAWS OR REGULATIONS, OR OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, SUFFERED BY ANY PERSON OR PERSONS THAT MAY ARISE OUT OF OR BE OCCASIONED BY CONTRACTOR'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS CONTRACT, OR BY ANY ACT OR OMISSION OF CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THIS CONTRACT. SUCH OBLIGATION SHALL NOT BE CONSTRUED TO NEGATE, ABRIDGE, OR OTHERWISE REDUCE ANY OTHER RIGHT OR OBLIGATION OF INDEMNITY WHICH WOULD OTHERWISE EXIST AS TO ANY PARTY OR PERSON DESCRIBED IN THIS SECTION. THE PROVISIONS OF THIS PARAGRAPH 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.

9. LIMITATION OF AGREEMENT

Contractor and DHA agree and acknowledge that this Contract is entered into by and between Contractor and DHA only, and is not intended to inure to the benefit of any other party. No party other than Contractor and DHA may claim a benefit pursuant to this Contract, and in the event that any third party asserts a claim against DHA as a result of this Contract or as a result of the services provided by Contractor pursuant to this Contract, Contractor agrees to defend, indemnify and hold harmless DHA, its commissioners, officers, directors, employees, agents, attorneys, consultants, and volunteers against any and all liabilities, demands, claims, suits, judgments, or other costs or expenses incident to any and all such claims.

10. ACCESS TO RECORDS

Contractor acknowledges that DHA is a grantee of federal funds and therefore Contractor agrees to provide access by DHA, the United States Department of Housing and Urban Development, the Comptroller General or the United States, or any of their duly authorized representatives to any books, documents, papers, and records of Contractor which are directly pertinent to this Contract for the purposes of making audit, examination, excerpts, and transcriptions.

11. RETENTION OF RECORDS

Contractor agrees to retention of all records pertinent to this Contract for three (3) years after DHA makes final payment hereunder and all other pending matters are closed.

12. EQUAL EMPLOYMENT OPPORTUNITY

Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin or handicap. Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, national origin or handicap. Such action shall include, but not be limited to (1) employment, (2) upgrading, (3) demotion, (4) transfer, (5) recruitment or recruitment advertising, (6) layoff or termination, (7) rates of pay or other forms of compensation, and (8) selection for training, including apprenticeship. Contractor shall include the terms and conditions of this clause in every subcontract unless exempted by the rules, regulations, or order of the Secretary of Labor issued under Executive Order 11246, as amended. Contractor agrees to indemnify, defend and save DHA harmless from all claims, investigations and suits with respect to all alleged or actual violations of state or federal labor laws resulting from any act or acts, or omissions of Contractor.

13. EMPLOYMENT, TRAINING, AND CONTRACTING OPPORTUNITIES FOR LOW-INCOME PERSONS, SECTION 3 OF THE HOUSING AND URBAN DEVELOPMENT ACT OF 1968

The Contractor agrees as follows:

(a) The work to be performed under this contract is subject to the requirements of section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u (section 3). The purpose of section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by section 3, shall, to the greatest extent feasible, be directed to low- and very low-income persons, particularly persons who are recipients of HUD assistance for housing.

(b) The parties to this contract agree to comply with HUD's regulations in 24 CFR Part 135, which implement section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the part 135 regulations.

(c) The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers representative of the contractors commitments under this section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin.

(d) The contractor agrees to include this section 3 clause in every subcontract subject to compliance with regulations in 24 CFR part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Part 135.

(e) The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the requirements of 24 CFR part 135 require employment opportunities to be directed, were not filled to circumvent the contractors obligations under 24 CFR part 135.

(f) Noncompliance with HUD’s regulations in 24 CFR Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts.

(g) Pursuant to 24 CFR 905.170(b), compliance with Section 3 requirements shall be to the maximum extent consistent with, but not in derogation of compliance with section 7(b) of the Indian Self-determination and Education Assistance Act, 25 U.S.C. section 450e(b) when this law is applicable.

CONTRACTOR UNDERSTANDS AND AGREES THAT FAILURE TO COMPLY WITH DHA’S SECTION 3 REPORTING REQUIREMENTS IS GROUNDS FOR THE TERMINATION OF THIS CONTRACT.

14. INTEREST OF MEMBERS OF CONGRESS

No member of or delegate to the Congress of the United States of America shall be admitted to any share or part of this Contract or to any benefit that may arise there from.

15. INTEREST OF MEMBERS, OFFICERS OR EMPLOYEES AND FORMER MEMBERS, OFFICERS OR EMPLOYEES

No member, officer or employee of DHA, no member of the governing body of the locality in which DHA is situated, no member of the governing body of the locality in which DHA was activated, and no other public official of such locality or localities who exercise any functions or responsibilities with respect to DHA shall, during his or her tenure, or for one year thereafter, have any interest, direct or indirect, in this Contract or the proceeds thereof.

16. LIMITATION ON PAYMENTS MADE TO INFLUENCE CERTAIN FEDERAL FINANCIAL TRANSACTIONS

The Contractor agrees as follows:

(a) Contractor agrees to comply with Section 1352 of Title 31, United States Code which prohibits the use of Federal appropriated funds to pay any person for influencing or attempting to…