3-EXHIBIT A - Subrecipient Agreement FINAL.pdf

FISCAL YEAR 2021/2022 HOME INVESTMENT PARTNERSHIP PROGRAM

CONDITIONAL SUBRECIPIENT AGREEMENT

EXHIBIT A

SAMPLE

FISCAL YEAR 2021/2022 HOME INVESTMENT PARTNERSHIP PROGRAM CONDITIONAL

SUBRECIPIENT AGREEMENT

CITY OF SCOTTSDALE, ARIZONA

AND

[SUBRECIPIENT'S NAME]

This Agreement (Agreement) is made and entered into this [DAY] day of [MONTH], 2021, by and between [SUBRECIPIENT'S NAME] (Subrecipient, also referenced herein as Agency) and the City of Scottsdale, an Arizona municipal corporation (City), collectively referenced as the Parties and occasionally individually referenced as Party.

RECITALS

WHEREAS, pursuant to the National Affordable Housing Act, the City through the Maricopa HOME Consortium (Consortium) has received HOME Investment Partnership Program (HOME) funds for Homeowner Occupied Housing Reconstruction to assist families that are in need of home reconstruction because of substantial housing defects;

WHEREAS, Subrecipient will provide [DESCRIPTION OF PROJECT];

WHEREAS, this Conditional Subrecipient Agreement signifies that Subrecipient has received a preliminary award of HOME funds from the City;

WHEREAS, this Conditional Subrecipient Agreement will be amended and its conditional status removed only after requirements of the 2013 HOME Program Final Rule including the prerequisites to commitment are met; and, WHEREAS, no funds will be made available under this Agreement until commitment prerequisites have been met and the Agreement has been amended to remove its conditional status;

NOW THEREFORE, the Parties, for and in consideration of the sum to be paid by the City, in the manner and at the time provided in this Agreement, and for other covenants and conditions contained in this Agreement, do hereby agree as follows:

AGREEMENT TERMS

I. AUTHORITY

1. Authority. This Agreement is financed in part through a grant provided to the City by the United States Department of Housing and Urban Development (HUD) under Title 11 of the National Affordable Housing Act of 1990 (the Federal Act). As provided in the Federal Act, the City through the Consortium has elected to administer the HOME program. In the event of changes in any applicable Federal regulations and/or law, this Agreement shall be deemed to be amended when required to comply with any regulation or law so amended.

II. SCOPE OF AGREEMENT

2. Scope of Agreement. This Agreement consists of the body and the following exhibits and attachments which by this reference are incorporated as if fully set forth herein:

18780819v2 FY2021/2022 HOME Subrecipient Agreement

Exhibit A, Scope of Work Exhibit B, Reporting Requirements Exhibit C, Indemnification and Insurance Requirements Exhibit D, Certifications Exhibit E, Subrecipient's Designated Contract Representatives

Ill. SCOPE OF WORK

3. Scope of work. In accordance with 24 C.F.R. Part 92 and the terms and conditions of this Agreement, Subrecipient agrees to complete the [DESCRIPTION OF PROJECT] (Project) described in the attached Exhibit A. Subrecipient shall furnish all labor, materials, services, supervision, tools, equipment, licenses and permits necessary to complete the Project.

4. Contract amount.

IV. CONTRACT AMOUNT

4.1 The City shall provide financial assistance to Subrecipient in an amount not to exceed [FUNDING AMOUNT] dollars ($AMOUNT) in HOME funds. This amount constitutes the City's entire participation and obligation in the performance and completion of all work to be performed under this Agreement. Notwithstanding any other provision of this Agreement, failure by Subrecipient to complete the Project or perform or deliver the work, supplies, or services required by this Agreement or failure by Subrecipient to submit when due all required reports, documents, proper payment requests, and applicable, accurate, and complete supporting documentation substantiating the payment requests will result in the withholding of payment under this Agreement. Funds will be disbursed for actual eligible costs incurred in connection with this Agreement.

4.2 Subrecipient understands that this Agreement is funded in whole or in part by federal funds. In the unlikely event the federal funds supporting this Agreement become unavailable or are reduced, the City may terminate or amend this Agreement and will not be obligated to pay Subrecipient.

4.3 Subrecipient shall not anticipate future funding from the City beyond the duration of this Agreement and in no event shall this Agreement be construed as a commitment by the City to expend funds beyond the termination of this Agreement.

V. METHOD OF PAYMENT

5. Method of payment. Payment shall be made on an eligible cost reimbursement basis only and in such amounts and increments as may be approved by the City for various phases of work following submission by Subrecipient of a proper request for payment, including applicable, accurate and complete supporting documentation that substantiates the payment request and that is in accordance with the scope of work and program budget. Payment request and performance reporting are required to be submitted monthly under this Agreement. Documents and forms relating to billing are attached in Exhibit B. The final billing for the contract must be received by the first Friday in July; if it is a holiday. submit the final invoice on the Thursday before.

18780819v2 FY2021/2022 HOME Subrecipient Agreement

Page 2 of20

VI. PROGRAM INCOME

6. Program income. All income received from HOME funds shall be considered program income and subject to the requirements set forth in HOME Program regulations. If received by Subrecipient, program Income shall be returned to the City in accordance with 24 C.F.R. § 92.503.

7. Fiscal responsibility.

VII. FISCAL RESPONSIBILITY

7.1 It is understood and agreed that the total amount of the funds used under this Agreement shall be used for the Project outlined in this Agreement. Therefore, should the Project not be completed, be partially completed, or completed at a lower cost than the original budget called for, the amount reimbursed to Subrecipient shall be for only the amount of dollars actually spent by Subrecipient.

For any funds received under this Agreement for which expenditure is disallowed, Subrecipient shall reimburse said funds directly to City immediately but not later than fifteen (15) business days, exclusive of weekends and holidays.

7.2 Subrecipient acknowledges that the funds being provided by City for the Project are received by City, pursuant to the Housing and Community Development Act of 1974 (Act), as amended, and 24 C.F.R. Part 570 and that expenditures of these funds shall be in accordance with the provisions of the Act and all pertinent regulations issued by agencies of the federal government. Subrecipient agrees to comply fully with all federal, state and local laws and court orders applicable to its operation, whether or not expressly referred to in this Agreement.

VIII. DE-OBLIGATION AND REDUCTION IN FUNDS

8. De-obligation and Reduction in Funds. Upon written notice to Subrecipient, the City may reduce funds from the funding award evidenced by this Agreement, under the following circumstances:

8.1 The Subrecipient completes performance under the Scope of Work without using all funds provided by the City under this Agreement;

8.2 This Agreement expires and all funds are expended;

8.3 The City's original allocation was a loan and the Subrecipient paid the loan;

8.4 Cancelled or changed program required under the Scope of Work for reasons other than non-performance;

8.5 This Agreement has otherwise been terminated; or

8.6 The City determines that the Subrecipient failed to use the funds provided by the City or otherwise fails to perform under this Agreement in compliance with the terms and conditions outlined herein.

IX. REPAYMENT OF FUNDS

9. Repayment of Funds. Subrecipient agrees to repay funds provided under this Agreement in compliance the terms of this Agreement or the requirement of applicable laws and

18780819v2 FY2021/2022 HOME Subrecipient Agreement

Page 3 of20 regulations. This repayment obligation extends to but is not limited to questioned costs identified in HUD monitoring or Single Audit and repayments required by HUD for failed projects during the period of affordability for projects financed under this Agreement. The City may specify in writing, the terms of the repayment or alternative terms in lieu of repayment. However, in no case shall repayment or alternative terms be accomplished later than one hundred eighty (180) days following the City's written determination of noncompliance.

X. REMAINING FUNDS AT EXPIRATION & REVERSION OF ASSETS

10. Remaining Funds at Expiration & Reversion of Assets. Upon expiration of this Agreement, the Subrecipient shall transfer to the City any unexpended funds advanced to the Subrecipient by the City under this Agreement, any HOME funds on hand at the time of expiration, and any accounts receivable attributable to the use of HOME funds. Unexpended funds must be de-obligated and returned to the City for reallocation. A written letter to de-obligate funds will be sent to the Subrecipient from the City a minimum of ninety (90) days prior to termination of the Agreement.

XI. REAL PROPERTY ACQUIRED OR IMPROVED WITH HOME FUNDS.

11. Real Property Acquired or Improved with HOME Funds. Upon expiration of this Agreement, any real property under the Subrecipient's control that was acquired or improved in whole or in part with HOME funds must be occupied by low-and/or very low-income households, be in compliance with HOME occupancy limits, and meet the requirements to qualify as affordable housing subject to encumbrances and obligations described in any applicable recorded covenants running with the land. The option to use deed restrictions or covenants running with the land must include the period of affordability set forth in 24 C.F.R. §§ 92.252 and 92.254.

XII. RECOGNITION

12. Recognition. Subrecipient shall acknowledge the contributions of the City of Scottsdale HOME Program in all published literature, brochures, programs, fliers, etc., during the term of this Agreement. Compliance shall be enforced by periodic site reviews.

XIII. TERM

13. Term. The term of this Agreement is two (2) years beginning as of the date of this Agreement, first written above. The term may be extended by written mutual consent of the Community Assistance Office Manager and the Subrecipient. The foregoing notwithstanding, the provisions of this Agreement shall remain in effect, during any time period that the Subrecipient remains in control of HOME program funds or other assets, including program income.

XIV. TIME OF PERFORMANCE

14. Time of performance. The period of performance for all activities assisted by this Agreement shall commence on the contract date of [DATE] (Commencement Date) and shall be complete on [DATE](Completion Date), except those activities required for closeout.

XV. INDEPENDENT CONTRACTOR

15. Independent contractor. Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the Parties. The Subrecipient shall at all times remain an independent contractor, with respect to the services to be performed under this Agreement. The City shall be exempt from

18780819v2 FY2021/2022 HOME Subrecipient Agreement payment of all unemployment compensation, FICA, retirement, life and/or medical insurance, and Worker's Compensation Insurance.

16. Subcontracting.

XVI. SUBCONTRACTING

16.1 With any contractor or subcontractor (subcontractor), Subrecipient must have a contract that complies with 24 C.F.R. § 92.504(c). All work or services covered by this Agreement, which is subcontracted by the Subrecipient, shall be specified by written contract and subject to all provisions of this Agreement. All subcontracts must be approved by the City prior to execution.

16.2 Subrecipient shall remain fully obligated and liable under the provisions of this Agreement, notwithstanding its designation of any third party or parties for the undertaking of part or the entire program being assisted under this grant.

16.3 Subrecipient shall require any third party to comply with all lawful requirements necessary to ensure that the Project is carried out in accordance with this Agreement.

XVII. SUBRECIPIENT OBLIGATIONS

17. Subrecipient obligations: The Subrecipient agrees to comply with the following obligations:

17 .1 Utilize normal and customary practices and procedures for the delivery of the Project and provide a level of service that is consistent with the level of service for similar programs administered by the Subrecipient exclusive of this Agreement.

17.2 A certified Housing Quality Standards (HQS) inspector will perform all initial, annual, periodic, and/or special unit inspections. Inspections shall be in accordance with the guidelines provided in 24 C.F.R. § 982.401.

17.3 Subrecipient shall adhere to the uniform administrative requirements of 24 C.F.R.

§ 92.505.

17.4 Comply with the requirements and standards of 2 C.F.R. § 200 et seq. as applicable, including establishing and/or maintaining compliant accounting systems. Such systems will be subject to monitoring from time to time by the City or by HUD.

17.5 Comply with the indemnification and insurance requirements set forth in Exhibit C and provide insurance and evidence of insurance as indicated in Exhibit C.

17.6 Give all notices and comply with all laws, ordinances, and rules, building codes, regulations and lawful orders of any public authority bearing on the performance of the Project and activities, pursuant to this Agreement. If the Subrecipient believes that any part of the Agreement, including the Exhibits, are in conflict with any laws, statutes, building codes and/or regulations, it shall promptly notify the City, in writing, and any necessary changes shall be accomplished by appropriate written modification.

18780819v2 FY2021/2022 HOME Subrecipient Agreement

17.7 Comply with and require all subcontractors paid with funds provided by this Agreement to comply with all the applicable provisions of the Housing and Community Development Act of 1974, as amended, 24 C.F.R. Part 570 and the Special Conditions for activities assisted pursuant to Title I of the Community Development Act of 197 4.

17.8 Reporting. Prepare and submit to the City, regular reports relating to the performance of this Agreement, in the form, with the content, and at the times required by the City and as reflected in Exhibit B or as the City may amend.

17.9 Comply with the Certifications applicable to it, including Section 319 of Public Law 101-121, and execute all applicable documents in Exhibit D.

17 .1 O Conflict of Interest.

17.10.1 In the procurement of supplies, equipment, construction, and services by Subrecipient and sub-grantees, the conflict of interest provisions of 0MB Circular A-110 and 24 C.F.R. § 85.36, respectively, shall apply. In all cases not governed by the provisions of said circular and regulation, the provisions of 24 C.F.R. § 92.356(b) shall apply.

17.10.2 No member of the governing body, officers, or employees of the Subrecipient, or its designees or agents, or any other person who exercises any functions or responsibilities with respect to the program assisted by this Agreement during his tenure or for one year thereafter, shall have any direct interest in any contract or subcontract, or the proceeds thereof, for the work to be performed in connection with the program.

17.10.3 Subrecipient shall incorporate, or cause to be incorporated in all third-party agreements, a provision prohibiting such interest pursuant to the purpose of this Section. Subrecipient shall not employ, nor shall permit any third party to employ, any employee that would constitute a conflict of interest.

XVIII. CITY OBLIGATIONS

18. City Obligations: The City agrees to comply with the following obligations:

18.1 Disburse funds in a timely manner as described in this Agreement.

18.2 Provide reasonable technical assistance to the Subrecipient to comply with applicable federal guidelines governing the use of HOME funds.

18.3 Complete all environmental review requirements as described in 24 C.F.R. Part 58.

18.4 Comply with the Certifications applicable to it in the attached Exhibit D.

19. Amendment.

XIX. AMENDMENT

19.1 The City or Subrecipient may amend this Agreement at any time provided that such amendments make specific reference to this Agreement and are executed in

18780819v2 FY2021/2022 HOME Subrecipient Agreement

20.

writing, signed by a duly authorized representative of both organizations. Such amendments shall not invalidate this Agreement, nor relieve or release City or Subrecipient from its obligations under this Agreement. The City may, in its discretion, amend this Agreement to conform with federal, state, or local governmental guidelines, policies, and available-funding amounts, or for other reasons. If such amendments result in a change in the funding, the scope of services, or the schedule of the activities to be undertaken as part of this Agreement, or any other obligations of Subrecipient, such modifications will be incorporated only by written amendment signed by both the City and Subrecipient.

19.2 This Conditional Subrecipient Agreement signifies that Subrecipient has received a preliminary award of HOME funds from the City. An amendment or amendments to this Agreement will be executed as an individual address is or addresses are identified for participation in Subrecipient's Project. Funds will not be made available under this Agreement until this Agreement is amended to indicate an individual address(es) identified for reconstruction by Subrecipient. The City's Community Services Director is authorized to execute an amendment(s) to this Agreement to remove or alter the Agreement's conditional status upon address(es) identification. Funds will be considered to be committed to Subrecipient and the conditional status of this Agreement removed only after the requirements of the 2013 HOME Program Final Rule are met under the definition of "commitment" which includes: all funding necessary for the project is secured, a budget and schedule are established, underwriting and subsidy layering is completed, construction is scheduled to begin within twelve months, individual addresses for acquisition are identified, and an environmental review is completed and approved.

XX. FAILURE TO MAKE PROGRESS

Failure to make progress.

20.1 Failure of Subrecipient to make progress according to the Scope of Work may result in Agreement termination, de-obligation of funds, or recapture of funds.

20.2 The City will terminate any Agreement and recapture funds from the same Agreement for which Subrecipient does not timely perform the activities described above or in the milestones in the Scope of Work. The City in its sole discretion may forego providing technical assistance and recapture funds as outlined in this Agreement and/or terminate the Agreement for cause.

20.3 In the event that the Project is not completed within two years from the date that the City executes this Agreement, Subrecipient must repay the HOME funds unless Subrecipient requests and the City grants an amendment to the Agreement prior to ninety days of Agreement expiration.

XXI. TERMINATION OR SUSPENSION

21. Termination or suspension.

21.1 In accordance with 2 C.F.R. 200 et seq., the City may suspend or terminate this Agreement if the Subrecipient violates any term or condition of this Agreement or

18780819v2 FY2021/2022 HOME Subrecipient Agreement

22.

if Subrecipient fails to maintain a good faith effort to carry out the purpose of this Agreement. Reasons for suspending or terminating this Agreement may include but are not limited to:

21.1.1 Failure to comply with any of the rules, regulations or provisions referred to in this Agreement, or such statutes, regulations, executive orders, and HUD guidelines, policies or directives, as may become applicable at any time;

21.1.2 Failure, for any reason, of the Subrecipient to fulfill its obligations under this Agreement, in a timely and proper manner;

21.1.3 Ineffective or improper use of funds provided under this Agreement; or

21.1.4 Submission by the Subrecipient to the City of reports that are incorrect or incomplete in any material aspect.

21.2 In accordance with 2 C.F.R. § 200 et seq., this Agreement may also be terminated for convenience by either the City or the Subrecipient, in whole or part, by setting forth in writing the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. If in the case of a partial termination, however, the City determines that the remaining portion of the award will not accomplish the purpose for which the award is being made, the City may terminate the award in its entirety.

XXII. NON-DISCRIMINATION AND EQUAL OPPORTUNITY

Non-discrimination and Equal Opportunity.

22.1 Subrecipient, in connection with any service or other activity under this Agreement, shall not in any way, discriminate against any person on the grounds of race, color, religion, sex, national origin, age, disability, political affiliation or belief.

Subrecipient shall include this clause in all of its Subcontracts.

22.2 Subrecipient shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, age, familial status, or physical/mental handicap. Subrecipient shall take affirmative action in employment and ensure that employees are treated during employment, without regard to their race, color, religion, sex, national origin, age, familial status, physical/mental handicap. The scope of non-discrimination and affirmative action shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rate of pay or other forms of compensation, and selection for training including apprenticeship.

Subrecipient agrees to post in conspicuous places available to employees and applicants for employment, notices setting forth the provisions of non discrimination as described in this clause.

22.3 Subrecipient shall not discriminate against any applicant for service because of race, color, religion, sex, national origin, age, familial status, or physical/mental handicap. Subrecipient shall, in all solicitations or advertisements, state that all qualified applicants will receive consideration for employment or service without regard to race, color, religion, sex, national origin, age, familial status or

18780819v2 FY2021/2022 HOME Subrecipient Agreement mental/physical handicap. Subrecipient agrees to adopt and post in all offices or site locations a Policy of Nondiscrimination on the Basis of Disability.

22.4 Subrecipient agrees to comply with all the requirements relating to fair employment practices, to the extent applicable and shall cause the foregoing provision to be inserted in all contracts with third parties for any work covered by this Agreement so that such provisions will be binding upon such third parties. Subrecipient will conduct and administer the grant in conformity with 24 C.F.R. § 92.350.

22.5 Subrecipient shall, to the extent such provisions apply, comply with Title VI and VII of the Civil Rights Act of 1964, as amended (42 U.S.C. §§ 2000a, et seq.); the Rehabilitation Act of 1973, as amended (29 U.S.C. §§ 701, et seq.); the Age Discrimination in Employment Act of 1967, as amended (29 U.S.C. §§ 621, et seq.); the Americans with Disabilities Act of 1990 (42 U.S.C. §§ 12101, et seq.);

and Arizona Executive Order 99-4, which mandates that all persons shall have equal access to employment opportunities.

XXIII. CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT

TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS

23. Contractor Employee Whistleblower Rights and Requirement to Inform Employees of Whistleblower Rights.

24.

23.1 The Parties agree that this Agreement and employees working on this Agreement will be subject to the whistleblower rights and remedies in the pilot program on Subrecipient employee whistleblower protections established at 41 U.S.C. § 4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (Pub. L. 112-239) and section 3.908 of the Federal Acquisition Regulation;

23.2 Subrecipient shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.C.

§ 4712, as described in section 3.908 of the Federal Acquisition Regulation.

Documentation of such employee notification must be kept on file by Subrecipient and copies provided to City upon request; and

23.3 Subrecipient shall insert the substance of this clause, including this paragraph, in all subcontracts over the simplified acquisition threshold ($150,000 as of September 2013).

XXIV. IMMIGRATION LAW COMPLIANCE

Immigration law compliance.

24.1 Under the provisions of A.R.S. § 41-4401, the Subrecipient warrants to the City that the Subrecipient and all its subcontractors will comply with all Federal Immigration laws and regulations that relate to their employees and that the Subrecipient and all its subcontractors now comply with the E-Verify Program under A.R.S § 23-214(A).

24.2 A breach of this warranty by Subrecipient or any of its subcontractors will be considered a material breach of this Agreement and may subject the Subrecipient

18780819v2 FY2021/2022 HOME Subrecipient Agreement

Page 9 of20 or subcontractor to penalties up to and including termination of this Agreement or any subcontract. The Subrecipient will take appropriate steps to assure that all subcontractors comply with the requirements of the E-Verify Program. The Subrecipient's failure to assure compliance by all its subcontractors with E-Verify Program may be considered a material breach of this Agreement by the City.

24.3 The City retains the legal right to inspect the papers of any employee of the Subrecipient or any subcontractor who works on this Agreement to ensure that the Subrecipient or any subcontractor is complying with the warranty given above.

24.4 The City may conduct random verification of the employment records of the Subrecipient and any of its subcontractors to ensure compliance with this warranty.

The Subrecipient agrees to indemnify, defend and hold the City harmless for, from, and against all losses and liabilities arising from any and all violations of these statutes.

24.5 The provisions of this section must be included in any contract the Subrecipient enters into with any and all of its service providers under this Agreement or any subcontract.

XXV. DRUG-FREE WORKPLACE ACT

25. Drug-Free Workplace Act. Subrecipient agrees to comply with the Drug-Free Workplace Act of 1988 (41 U.S.C. §§ 701 et seq.) which requires that Subrecipient and grantees of federal funds must certify that they will provide drug-free workplaces. This certification is a precondition to receiving a grant or entering into this Agreement.

XXVI. ADMINISTRATIVE REQUIREMENTS

26. Administrative requirements. In accordance with federal regulations including 24 C.F.R. § 92 et seq., the City is responsible for ensuring the administration of HOME Program Funds in accordance with all program requirements.

26.1 Financial Records. Subrecipient's accounting system and financial records shall comply with the applicable requirements and standards of 2 C.F.R. 200 et seq.

Such Systems shall be subject to monitoring from time to time by the City, County, or HUD.

18780819v2

26.1.1 Subrecipient agrees to adhere to accounting principles and procedures, to utilize adequate internal controls and maintain necessary source documentation for all costs incurred. Subrecipient further agrees to maintain an adequate accounting system that provides for appropriate grant accounting including calculation of program income.

26.1.2 Subrecipient is to adhere to applicable audit requirements as described and in accordance with 2 C.F.R. 200 et seq. In addition, Subrecipient must provide annual single-audit reports or annual audited financial statements to the City.

26.1.3 Subrecipient is to adhere to the repayment of investment requirements set forth in 24 C.F.R. § 92.503. Any HOME Funds invested in housing that

FY2021/2022 HOME Subrecipient Agreement does not meet the affordability requirements required by the City (5 years), must be repaid in accordance with 24 C.F.R. § 92.503(b)(3).

26.2 Documentation and Record Keeping.

18780819v2

26.2.1 Records to be maintained. Subrecipient shall maintain all records required by the Federal regulations specified in 24 C.F.R. § 92.508 that are pertinent to the activities to be funded under this Agreement. Such records shall include but not be limited to records:

26.2.1.1

26.2.1.2

26.2.1.3

26.2.1.4

26.2.1.5

26.2.1.6

26.2.1.7

26.2.1.8

26.2.1.9

26.2.1.10

26.2.1.11

26.2.1.12

26.2.1.13

Demonstrating that Subrecipient is and remains a qualified Subrecipient;

Providing a full description of each project undertaken and its impact;

Required to determine the eligibility of activities;

Demonstrating compliance with environmental review requirements;

Required to document the acquisition, improvement, use or disposition of real property acquired or improved with HOME assistance (properties retained shall continue to meet eligibility criteria);

Demonstrating citizen participation;

Demonstrating compliance regarding acquisitions, displacement, relocation and replacement housing;

Demonstrating continuing compliance for all activities and/or compliance with resale or recapture provisions of the affordability standards;

Documenting compliance with the fair housing and equal opportunity components of the HOME program

Financial records as required by 24 C.F.R. Part 570.502, 2 C.F.R. 200 et seq., and 0MB Circulars

Other records necessary to document compliance with HOME requirements;

Documenting compliance with Section 3 of the Housing Development Act of 1968;

Demonstrating compliance with deeds of trust, promissory notes, and forgivable loans associated with owner-occupied housing activities;

FY2021/2022 HOME Subrecipient Agreement

26.2.1.14

26.2.1.15

Supporting that Subrecipient has maintained client data demonstrating clients served meet the income and other criteria required by federal law and that no unlawful discrimination occurs in the solicitation or selection process of low-income persons or groups and that no conflict of interest exists.

As necessary to demonstrate compliance with applicable federal, state, and local laws and regulations including compliance with A.R.S. § 1-501 and§ 1-502.

26.2.2 Outcome measures. Subrecipient shall maintain data that supports the accomplishment of the desired outcomes as indicated in the Scope of Work.

26.2.3 Disclosure. Subrecipient understands that client information collected under this Agreement is private and the use or disclosure of such information, when not directly connected with the administration of the City's or Subrecipient's responsibilities with respect to services provided under this Agreement is prohibited unless written consent is obtained from the person receiving service. Subrecipient shall include a clause to this effect in all subcontracts.

26.3 Retention and Access.

26.3.1 Subrecipient shall retain all records pertinent to expenditures incurred under this Agreement for a period of six (6) years after termination of all activities funded under this Agreement or after the resolution of all federal audit finds, whichever occurs later. Records for non-expendable property acquired with funds under this Agreement shall be retained for six (6) years after final disposition of such property. Records for any displaced person must be kept for six (6) years after he/she has received final payment.

26.3.2 Subrecipient shall establish and maintain sufficient records for a minimum of six years to enable the City to determine whether Subrecipient has met the requirements of the HOME Program. Financial records, supporting documents, statistical records, and all other records pertinent to this program shall be retained in accordance with 24 C.F.R. § 85.42 and § 92.508.

26.3.3 Authorized representatives of the City, Maricopa County HOME Consortium, HUD, the Inspector General of the United States, or the U.S.

General Accounting office shall have access to all books, accounts, reports, files, papers, things, or property belonging to, or in use by, Subrecipient pertaining to the administration of these grants and receipt of assistance under the HOME Program as may be necessary to make audits, examinations, excerpts, and transcripts.

26.4 Grievance Procedure. Subrecipient shall establish a system through which applicants for, and recipients of, services may present grievances and may take appeals about eligibility and other aspects of Subrecipient work under this

18780819v2 FY2021/2022 HOME Subrecipient Agreement

Agreement. The grievance procedure shall include provisions for notifying the applicants for, and recipients of, services of their eligibility or ineligibility for service and their right to appeal to the Department if the grievance is not satisfied at the Subrecipient's level.

XX.VII. PROCUREMENT

27. Procurement.

27.1 Equipment. If Subrecipient is other than a public agency, Subrecipient shall obtain all equipment to be utilized under this Agreement and purchased with funds provided under this Agreement at the lowest practical cost pursuant to the following competitive bidding system:

27.1.1 Procurements in excess of $300 but less than $1,000 require oral price quotations from two or more vendors. Subrecipient shall keep and maintain a record of the vendors' verbal quotations. Subrecipient's award shall be made to the lowest bidder meeting specification requirements concerning price, conformity to specifications, and other purchasing factors.

27.1.2 Procurements exceeding an aggregate amount of $1,000 must be approved by the Contract Administrator. At least three (3) bidders shall be solicited to submit written quotations. Subrecipient shall solicit written quotations by issuing a Request for Quotation to at least three (3) vendors.

The award shall be made to the lowest bidder meeting specification requirements concerning price, conformity to specifications, and other purchasing factors.

27.2 Supplies. If Subrecipient is other than a public agency, Subrecipient shall obtain all supplies to be utilized under this Agreement and purchased with funds provided under this Agreement at the lowest practical cost and pursuant to a system of written quotes whenever the price is expected to be greater than $300, unless Subrecipient obtains the Contract Administrator's prior written approval to purchase supplies by an alternate method.

27.3 If Subrecipient is a public agency, Subrecipient's own bidding procedures shall govern.

27.4 Minority, Women, and Small Business Enterprises. Subrecipient shall take affirmative steps to provide an opportunity for minorities, women, and small businesses to compete in the procurement of equipment and supplies under this Agreement.

27.5 Subrecipient shall use established procurement procedures which reflect applicable Federal, State, and local law and regulations (24 C.F.R. §§ 84.40- 84.48).

27.6 These standards do not relieve Subrecipient of any contractual responsibilities under its contracts. Subrecipient is responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurement processes in

18780819v2 FY2021/2022 HOME Subrecipient Agreement

28.

connection to this grant. These include but are not limited to source evaluation, protests, disputes, and claims.

XXVIII. AUDIT AND INSPECTION

Audit and Inspection.

28.1 On-site visits for compliance monitoring may be made by the City at any time during Subrecipient's normal business hours, announced or unannounced. All Subrecipient records with respect to any matters covered by this Agreement shall be made available to the City, grantor agency, their designees or the federal government, at any time during normal business hours, as often as the City or grantor agency deems necessary for inspection and copying. Any deficiencies noted in audit reports must be fully cleared by Subrecipient within 30 days after receipt by Subrecipient. Failure of Subrecipient to comply with the audit requirements will constitute a violation of this Agreement and may result in withholding of future payments. Subrecipient hereby agrees to have an annual audit conducted in accordance with current City policy concerning Subrecipient audits. The annual audit requirement is applicable to all levels of funding received by Subrecipient through this Agreement even if the level of funding is less than the current thresholds cited in 2 C.F.R. § 200.501.

28.2 Subrecipients are required to submit one copy of the fiscal year audit report covering the program. The audit reports shall be sent to the City within 30 days after audit completion, but no later than one-hundred eighty (180) days after the end of the audit period unless agreed to by the City.

XXIX. ENVIRONMENTAL CONDITIONS

29. Environmental Conditions.

29.1 Subrecipient agrees to comply with: the National Environmental Policy Act of 1969 (P.L. 91-190) pursuant thereto 40 C.F.R. Parts 1500-1508; Environmental Review Procedures for Entities Assuming HUD Environmental Responsibilities pursuant thereto Title 24 C.F.R. Part 58, Subpart A; CPD Notice 01-11 HOME Environmental Review Requirements and with all conditions required in the process of the environmental assessment. Subrecipient agrees that no ground disturbance activity or construction will occur prior to receiving a site, address specific environmental clearance provided by the City to Subrecipient.

29.2 An option agreement to purchase land or a single-family residence on a proposed site or property is allowable prior to completion of the environmental review if the option agreement is contingent upon HUD authorization to use funds based on ERR completion. The cost of the option must be a nominal portion of the purchase price.

29.3 Air and Water. Subrecipient agrees to comply with the following requirements insofar as they apply to the performance of this Agreement: Clean Air Act, 42 U.S.C. § 7401, et seq., as amended; Federal Water Pollution Control Act, as amended, 33 U.S.C. § 1251, et seq., as amended 1318 relating to inspection, monitoring, entry, reports and information, as well as other requirements specified

18780819v2 FY2021/2022 HOME Subrecipient Agreement in said Section 114 and Section 308 and all regulations and guidelines issued thereunder; and Environmental Protection Agency (EPA) regulations pursuant to 40 C.F.R. Part 50, as amended.

Subrecipient agrees to comply with conditions set forth by the Air Quality Department or other County agency, as required.

29.4 Flood Disaster Protection. In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42 U.S.C. § 4001 ), Subrecipient shall assure that for activities located in an area identified by FEMA as having special flood hazards, flood insurance under the National Flood Insurance Program is obtained and maintained as a condition of financial assistance for acquisition or construction purposes. The homeowner must obtain and maintain flood insurance as a condition of funding, or funds may not be utilized.

29.5 Historic Preservation. Subrecipient agrees to comply with the Historic Preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. § 470) and the procedures set forth in 36 C.F.R.

Part 800, Advisory Council on Historic Preservation Procedures for Protection of Historic Properties, insofar as they apply to the performance of this Agreement. In general, this requires concurrence from the State Historic Preservation Office for all rehabilitation and demolition of historic properties that are fifty (50) years old or older or that is listed or eligible for the National Register of Historic places or included on any state or local historic property inventory or any archaeological findings.

29.6 Release of Funds (ROF). No funds may be encumbered prior to the completion of the Environmental Review. The Environmental Review Record (ERR) must be completed before any funds are obligated. Funding is also conditioned upon the completion of the ERR of every activity site by address. The responsibility for certifying the appropriate ERR and ROF shall rest with the City. It is the responsibility of Subrecipient to notify the City and to refrain from making any commitments and expenditures on a site until an ROF has been issued by the City.

Failure to meet these conditions will mean that requested funds will not be disbursed.

29.7 Lead-Based Paint.

18780819v2

29.7.1 Subrecipient will adhere to lead-based paint program requirements for all units. This requirement applies to tenants requesting security/utility deposits as well as to those applying for rental assistance coupons. During initial and periodic inspections, an inspector acting on behalf of Subrecipient and trained in visual assessment for deteriorated paint surfaces in accordance with procedures established by HUD shall conduct a visual assessment of all painted surfaces in order to identify any deteriorated paint (24 C.F.R. Part 35.1215(a)(1 )). The visual assessment must take place as part of the initial and periodic inspections required by HUD (24 C.F.R. Part 35, Sec. 92.209(i)). TBRA funding cannot be provided until the unit passes the lead-based paint visual inspection.

FY2021/2022 HOME Subrecipient Agreement

30.

29.7.2 If assisted occupancy has commenced prior to an annual or periodic inspection, and the visual inspection reveals deteriorated lead-based paint, the owner shall stabilize each deteriorated paint surface in accordance with 24 C.F.R. Part 35.1330(a) and (b). Such paint stabilization must be completed within 30 days of notification to the owner of the results of the visual assessment. Depending upon the scope of the work undertaken to stabilize the paint, and if necessary, the owner at his/her expense, is responsible for relocating the tenants to a comparable, safe, and sanitary dwelling free of lead-based paint while the work is taking place. Paint stabilization is considered complete when clearance is achieved in accordance with 24 C.F.R. Part 35.1340. The owner shall provide a notice to occupants in accordance with 24 C.F.R. § 35.125(b)(1) and (c) describing the results of the clearance examination.

29.7.3 Subrecipient will provide lead-based paint disclosure information to all tenants and landlords. Optional blood level verification forms will be provided to tenants with children under age 6 who have selected units that were constructed prior to 1978. Addresses of tenants with children under age 6 living in pre-1978 structures will be provided to the local health department quarterly. Refer to 24 C.F.R. § 35.1225.

XXX. DEBARMENT, SUSPENSION, AND VOLUNTARY EXCLUSION

Debarment. Suspension. and Voluntary Exclusion.

30.1 Upon execution of this Agreement, Subrecipient certifies to the best of its knowledge and belief that it and its principals:

30.1.1 Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency;

30.1.2 Have not within a 3-year period preceding this Agreement been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;

30.1.3 Are not presently indicted or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (b) of this section; and

30.1.4 Have not within a 3-year period preceding this Agreement had one or more public transactions (federal, state, or local) terminated for cause or default.

30.2 Subrecipient further certifies that it shall immediately notify the City if, at any time during the term of this Agreement, it is debarred, suspended, declared ineligible, or voluntarily excluded from participation, and that it shall not enter into a

18780819v2 FY2021/2022 HOME Subrecipient Agreement subcontract with a person or organization that is debarred, suspended, declared ineligible, or voluntarily excluded from participation. The City may pursue available remedies in the event of such occurrence(s) including immediate termination of this Agreement.

30.3 Subrecipient shall include without modification this Certification's language, entitled "Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion - Lower Tier Covered Transactions," with all sub-grantees in all lower tier covered transactions and in all solicitations for lower tier covered transactions in accordance with 45 C.F.R. Part 76.

30.4 Should Subrecipient be unable to provide this Certification, an explanation as to why shall be immediately provided to the City's Contract Administrator.

XXXI. PROGRAM CLOSEOUT

31. Program Closeout. Program Closeout is the process by which the City determines that all applicable actions and all required work of the program including audit and resolution of audit findings have been completed or that there are no additional benefits likely to occur by continuation of program activities or costs. All findings from City monitoring visits must be cleared prior to closeout. Subrecipient's obligation to the City shall not end until all closeout requirements are completed. Activities during this close-out period shall include but are not limited to making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, program income balances, and receivable accounts to the City, and determining the custodianship of records.

XXXII. PROHIBITED ACTIVITIES

32. Prohibited Activities.

32.1 Subrecipient is prohibited from using funds provided herein or personnel employed in the administration of the program, for political activities, sectarian, or religious activities, political patronage, and nepotism activities.

32.2 Subrecipient agrees that none of its costs will include any expense for any religious activity.

32.3 Lobbying.

18780819v2

No federal appropriated funds have been paid or will be paid by or on behalf of Subrecipient to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with the awarding of any federal 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.

32.3.1 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

FY2021/2022 HOME Subrecipient Agreement of Congress, or an employee of a member of Congress in connection with any federal contract, grant, loan or cooperative agreement, Subrecipient shall complete and submit 0MB Form-LLL, titled "Disclosure of Lobbying Activities," in accordance with its instructions and 31 U.S.C. § 1352.

32.4 Covenant against contingent fees. Subrecipient warrants that no person or entity has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage or contingent fee. For breach or violation of this warranty, the City may immediately terminate this Agreement without liability.

XXXIII. MISCELLANEOUS

33. Miscellaneous.

33.1 It is expressly understood by the Parties hereto that this Agreement has been negotiated and executed in anticipation of receipt of funds by the City from HUD pursuant to the HOME Program and that therefore, the terms, conditions and sums payable under this Agreement are subject to any changes or limitations which may be required by HUD, the HOME regulations, and/or the terms of the agreement between the City and HUD. Notwithstanding any other provisions of this Agreement, any payment to Subrecipient by the City under this Agreement is contingent upon the City's actual receipt of funds from HUD.

33.2 The Parties hereto understand, acknowledge, and agree that each Party may cancel this Agreement pursuant to A.R.S. § 38-511.

33.3 Any dispute not disposed of by mutual agreement of the Parties shall be decided in accordance with the applicable Arizona laws.

33.4 This Agreement is the entire Agreement of the Parties regarding its subject matter.

It supersedes any and all other agreements, either oral or in writing, between the Parties hereto and contains all the covenants and agreements between the Parties. Each Party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any Party, or anyone acting on behalf of any Party, which is not embodied herein.

33.5 The Subrecipient shall not assign, or transfer, any interest in this Agreement without the prior written consent of the City.

33.6 This Agreement shall be governed by and construed in accordance with the laws of the State of Arizona and all applicable federal laws and regulations.

33.7 The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

33.8 City's failure to…