W912HN-12-R-0021-0002.doc

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

SUMMARY OF CHANGES

SECTION SF 30 - BLOCK 14 CONTINUATION PAGE

The following have been added by full text:

ACCOUNTING FOR CONTRACT

Accounting for Contract Services

The Office of the Assistant Secretary of the Army (Manpower & Reserve Affairs) operates and maintains a secure Army data collection site where the contractor will report ALL contractor manpower (including subcontractor manpower) required for performance of this contract. The contractor is required to completely fill in all the information in the format using the following web address: https://contractormanpower.army.pentagon.mil. The required information includes: (1) Contracting Office, Contracting Officer, Contracting Officer’s Technical Representative; (2) Contract number, including task and delivery order number; (3) Beginning and ending dates covered by reporting period; (4) Contractor name, address, phone number, e-mail address, identity of contractor employee entering data; (5) Estimated direct labor hours (including sub-contractors); (6) Estimated direct labor dollars paid this reporting period (including sub-contractors); (7) Total payments (including sub-contractors); (8) Predominant Federal Service Code (FSC) reflecting services provided by contractor (and separate predominant FSC for each subcontractor if different); (9) Estimated data collection cost; (10) Organizational title associated with the Unit Identification Code (UIC) for the Army Requiring Activity (the Army Requiring Activity is responsible for providing the contractor with its UIC for the purposes of reporting this information); (11) Locations where contractor and sub-contractors perform the work (specified by zip code in the United States and nearest city, country, when in an overseas location, using standardized nomenclature provided on website); (12) Presence of deployment or contingency contract language; and (13) Number of contractor and sub-contractor employees deployed in theater this reporting period (by country). As part of its submission, the contractor will also provide the estimated total cost (if any) incurred to comply with this reporting requirement. Reporting period will be the period of performance not to exceed 12 months ending 30 September of each government fiscal year and must be reported by 31 October of each calendar year. Contractors may use a direct XML data transfer to the database server or fill in the fields on the website. The XML direct transfer is a format for transferring files from a contractor’s systems to the secure web site without the need for separate data entries for each required data element at the web site. The specific formats for the XML direct transfer may be downloaded from the web site.

CONTRACT PERIOD

CONTRACT PERIOD

The contract period shall begin upon the date of contract award and shall continue for a period of (1) year from that date, not including the two additional one year options.

EQUIPMENT AND OPERATING

Equipment and Operating Personnel The Contractor, in entering into the contract, shall have available during the contract period, the necessary equipment and qualified personnel to perform the services provided for in these specifications. If, in the opinion of the Contracting Officer or his authorized representative, any item of equipment or any of the personnel is considered unfit or unqualified for the performance of the services herein specified, the contractor shall, within three (3) calendar days after receipt of written notification of such deficiency, replace the unsatisfactory equipment or personnel by equipment or personnel to the satisfaction of the Contracting Officer or his authorized representative.

ONLINE REPRESENTATIONS & CERTS

Online Representations and Certifications Application (ORCA).

Beginning January 1, 2005, the Federal Acquisition Regulation (FAR) requires the use of ORCA in Federal solicitations as a part of the proposal submission process. ORCA is a web-based system that centralizes and standardizes the collection, storage and viewing of many of the representations and certifications required by the Federal Acquisition Regulations and previously found in solicitations. Prospective contractors must complete the electronic representations and certifications through ORCA at http://orca.bpn.gov. The representations and certifications submitted to ORCA must be updated as necessary but at least annually to maintain an active status. In addition to the use of ORCA as required by other clause or clauses in this solicitation, prospective contractors must complete the representations and certifications included in this solicitation.

PAYMENT ADDRESS

PAYMENT ADDRESS

(a) Submit invoices to the following address:

U.S. Army Corps of Engineers

Savannah District Corps of Engineers

ATTN: CESAS-RE-HA

100 West Oglethorpe Ave.

P.O. Box 889

Savannah, GA. 31401-0889

(b) Payment will be made by:

U.S. Army Corps Of Engineers Finance Center

ATTN: CEFC-AO-P

5720 Integrity Drive

Millington, TN 38054-5005

REQUIRED INSURANCE

REQUIRED INSURANCE (FEB 1987 SAS) (Ref. FAR 28.307)

(a) The Contractor shall procure and maintain during the entire period of his performance under this contract the following minimum insurance:

Comprehensive and Employer's Liability Insurance in the amount required by the State law in which the work is to be performed under this contract.

Comprehensive General Liability Insurance in an amount not less than $500,000 per accident.

Automobile Liability Insurance: $200,000 per person and $500,000 per accident for bodily injury liability and $20,000 property damage liability.

(b) Prior to the commencement of work hereunder, the Contractor shall furnish to the Contracting Officer a certificate or written statement of the above-required insurance. The policies evidencing required insurance shall contain an endorsement to the effect that cancellation, or any material change in the policies adversely affecting the interests of the Government in such insurance, shall not be effective for such period as may be prescribed by the laws of the State in which this contract is to be performed and in no event less than 30 days after written notice thereof to the Contracting Officer.

(c) The Contractor agrees to insert the substance of this clause, including this subparagraph (c), in all subcontracts hereunder.

SAFETY AND HEALTH REQUIREMENTS

U.S. ARMY CORPS OF ENGINEERS SAFETY AND HEALTH REQUIREMENTS MANUAL, EM 385-1-1

This paragraph applies to contracts and purchase orders that require the contractor to comply with EM 385-1-1 (e.g., contracts that include the Accident Prevention clause at FAR 52.236-13 and/or other safety provisions). EM 385-1-1 and its changes are available at http://www.hq.usace.army.mil. (At the HQ homepage, select Safety and Occupational Health.) The Contractor shall be responsible for complying with the current edition and all changes posted on the web through the date that is 10 calendar days prior to the date offers are due. If the solicitation is amended to extend the time set for receipt of offers, the 10 calendar days rule stated above shall be applied against the amended date. (For example, if offers are due on 10 April, all changes posted on or before 31 March shall apply to the contract. If the time for receipt of offers is extended from 10 April to 20 April, all changes posted on or before 10 April shall apply to the contract.)

WAGE RATES (CECT-SAS-E)

U.S. Department of Labor Wage Decision No. ______ dated ______ shall be applicable to any contract resulting from this solicitation. These rates and benefits are the minimums to be paid employees hereunder.

Note: For the Expanded Homeowners Assistance Program By the American Recovery and Reinvestment Act of 2009 Title Evidence and Closing Services For All Fifty (50) States, the District of Columbia, and Puerto Rico Service Contract Act Wage Rates apply. Due to this contract calling for work in all Fifty (50) States, the District of Columbia, and Puerto Rico the wage rates will be provided with each property assignement received from Real Estate, by the Contract Specialist. Website for Wage Rates http://www.wdol.gov/

YEAR 2000 COMPLIANCE

Year 2000 Compliance

The contractor shall ensure products provided under this contract, to include hardware, software, firmware, and middleware, whether acting alone or combined as a system, are Year 2000 compliant as defined as follows: Year 2000 compliant means with respect to information technology, that the information technology accurately processes date/time data (including, but not limited to, calculating, comparing, and sequencing) from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000 and leap year calculations, to the extent that other information, used in combination with the information technology being acquired, properly exchanges date/time data with it.

52.203-15 Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009 (JUN 2010)

(a) The Contractor shall post notice of employees rights and remedies for whistleblower protections provided under section 1553 of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) (Recovery Act).

(b) The Contractor shall include the substance of this clause, including this paragraph (b), in all subcontracts that are funded in whole or in part with Recovery Act funds.

(End of clause)

52.204-11 AMERICAN RECOVERY AND REINVESTMENT ACT-REPORTING REQUIREMENTS (JUL 2010)

(a) Definitions. For definitions related to this clause (e.g., contract, first-tier subcontract, total compensation etc.) see the Frequently Asked Questions (FAQs) available at http://www.whitehouse.gov/omb/recovery_faqs_contractors. These FAQs are also linked under http://www.FederalReporting.gov.

(b) This contract requires the contractor to provide products and/or services that are funded under the American Recovery and Reinvestment Act of 2009 (Recovery Act). Section 1512(c) of the Recovery Act requires each contractor to report on its use of Recovery Act funds under this contract. These reports will be made available to the public.

(c) Reports from the Contractor for all work funded, in whole or in part, by the Recovery Act, are due no later than the 10th day following the end of each calendar quarter. The Contractor shall review the Frequently Asked Questions (FAQs) for Federal Contractors before each reporting cycle and prior to submitting each quarterly report as the FAQs may be updated from time-to-time. The first report is due no later than the 10th day after the end of the calendar quarter in which the Contractor received the award. Thereafter, reports shall be submitted no later than the 10th day after the end of each calendar quarter. For information on when the Contractor shall submit its final report, see http://www.whitehouse.gov/omb/recovery_faqs_contractors.

(d) The Contractor shall report the following information, using the online reporting tool available at www.FederalReporting.gov.

(1) The Government contract and order number, as applicable.

(2) The amount of Recovery Act funds invoiced by the contractor for the reporting period. A cumulative amount from all the reports submitted for this action will be maintained by the government's on-line reporting tool.

(3) A list of all significant services performed or supplies delivered, including construction, for which the contractor invoiced in this calendar quarter.

(4) Program or project title, if any.

(5) A description of the overall purpose and expected outcomes or results of the contract, including significant deliverables and, if appropriate, associated units of measure.

(6) An assessment of the contractor’s progress towards the completion of the overall purpose and expected outcomes or results of the contract (i.e., not started, less than 50 percent completed, completed 50 percent or more, or fully completed). This covers the contract (or portion thereof) funded by the Recovery Act.

(7) A narrative description of the employment impact of work funded by the Recovery Act. This narrative should be cumulative for each calendar quarter and address the impact on the Contractor's and first-tier subcontractors' workforce for all first-tier subcontracts valued at $25,000 or more. At a minimum, the Contractor shall provide--

(i) A brief description of the types of jobs created and jobs retained in the United States and outlying areas (see definition in FAR 2.101). This description may rely on job titles, broader labor categories, or the Contractor’s existing practice for describing jobs as long as the terms used are widely understood and describe the general nature of the work; and

(ii) An estimate of the number of jobs created and jobs retained by the prime Contractor and all first-tier subcontracts valued at $25,000 or more, in the United States and outlying areas. A job cannot be reported as both created and retained. See an example of how to calculate the number of jobs at http://www.whitehouse.gov/omb/recovery_faqs_contractors.

(8) Names and total compensation of each of the five most highly compensated officers of the Contractor for the calendar year in which the contract is awarded if—

(i) In the Contractor’s preceding fiscal year, the Contractor received—

(A) 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants) and cooperative agreements; and

(B) $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants) and cooperative agreements; and

(ii) The public does not have access to information about the compensation of the senior executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986.

(9) For subcontracts valued at less than $25,000 or any subcontracts awarded to an individual, or subcontracts awarded to a subcontractor that in the previous tax year had gross income under $300,000, the Contractor shall only report the aggregate number of such first tier subcontracts awarded in the quarter and their aggregate total dollar amount.

(10) For any first-tier subcontract funded in whole or in part under the Recovery Act, that is valued at $25,000 or more and not subject to reporting under paragraph 9, the Contractor shall require the subcontractor to provide the information described in paragraphs (d)(1)(i), (ix), (x), (xi), and (xii) of this section to the Contractor for the purposes of the quarterly report. The Contractor shall advise the subcontractor that the information will be made available to the public as required by section 1512 of the Recovery Act. The Contractor shall provide detailed information on these first-tier subcontracts as follows:

(i) Unique identifier (DUNS Number) for the subcontractor receiving the award and for the subcontractor’s parent company, if the subcontractor has a parent company.

(ii) Name of the subcontractor.

(iii) Amount of the subcontract award.

(iv) Date of the subcontract award.

(v) The applicable North American Industry Classification System (NAICS) code.

(vi) Funding agency.

(vii) A description of the products or services (including construction) being provided under the subcontract, including the overall purpose and expected outcomes or results of the subcontract.

(viii) Subcontract number (the contract number assigned by the prime contractor).

(ix) Subcontractor’s physical address including street address, city, state, and country. Also include the nine-digit zip code and congressional district if applicable.

(x) Subcontract primary performance location including street address, city, state, and country. Also include the nine-digit zip code and congressional district if applicable.

(xi) Names and total compensation of each of the subcontractor’s five most highly compensated officers, for the calendar year in which the subcontract is awarded if—

(A) In the subcontractor’s preceding fiscal year, the subcontractor received—

(l) 80 percent or more of its annual gross revenues in Federal contracts (and subcontracts), loans, grants (and subgrants), and cooperative agreements; and

(2) $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants), and cooperative agreements; and

(B) The public does not have access to information about the compensation of the senior executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986.

(End of clause)

52.215-2 AUDIT AND RECORDS--NEGOTIATION (OCT 2010) - ALTERNATE I MAR 2009)

(a) As used in this clause, "records" includes books, documents, accounting procedures and practices, and other data, regardless of type and regardless of whether such items are in written form, in the form of computer data, or in any other form.

(b) Examination of costs. If this is a cost-reimbursement, incentive, time-and-materials, labor-hour, or price redeterminable contract, or any combination of these, the Contractor shall maintain and the Contracting Officer, or an authorized representative of the Contracting Officer, shall have the right to examine and audit all records and other evidence sufficient to reflect properly all costs claimed to have been incurred or anticipated to be incurred directly or indirectly in performance of this contract. This right of examination shall include inspection at all reasonable times of the Contractor's plants, or parts of them, engaged in performing the contract. The obligations and rights specified in this paragraph shall extend to the use of, and charges for the use of, the facilities under this contract.

(c) Cost or pricing data. If the Contractor has been required to submit cost or pricing data in connection with any pricing action relating to this contract, the Contracting Officer, or an authorized representative of the Contracting Officer, in order to evaluate the accuracy, completeness, and currency of the cost or pricing data, shall have the right to examine and audit all of the Contractor's records, including computations and projections, related to--

(1) The proposal for the contract, subcontract, or modification;

(2) The discussions conducted on the proposal(s), including those related to negotiating;

(3) Pricing of the contract, subcontract, or modification; or

(4) Performance of the contract, subcontract or modification.

(d) Comptroller General or Inspector General. (1) The Comptroller General of the United States, an appropriate Inspector General appointed under section 3 or 8G of the Inspector General Act of 1978 (5 U.S.C. App.), or an authorized representative of either of the foregoing officials, shall have access to and the right to—

(i) Examine any of the Contractor’s or any subcontractor’s records that pertain to and involve transactions relating to this contract or a subcontract hereunder; and

(ii) Interview any officer or employee regarding such transactions.

(2) This paragraph may not be construed to require the Contractor or subcontractor to create or maintain any record that the Contractor or subcontractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e) Reports. If the Contractor is required to furnish cost, funding, or performance reports, the Contracting Officer or an authorized representative of the Contracting Officer shall have the right to examine and audit the supporting records and materials, for the purpose of evaluating (1) the effectiveness of the Contractor's policies and procedures to produce data compatible with the objectives of these reports and (2) the data reported.

(f) Availability. The Contractor shall make available at its office at all reasonable times the records, materials, and other evidence described in paragraphs (a), (b), (c), (d), and (e) of this clause, for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in Subpart 4.7, Contractor Records Retention, of the Federal Acquisition Regulation (FAR), or for any longer period required by statute or by other clauses of this contract. In addition--

(1) If this contract is completely or partially terminated, the Contractor shall make available the records relating to the work terminated until 3 years after any resulting final termination settlement; and

(2) The Contractor shall make available records relating to appeals under the Disputes clause or to litigation or the settlement of claims arising under or relating to this contract until such appeals, litigation, or claims are finally resolved.

(g) )(1) Except as provided in paragraph (g)(2) of this clause, the Contractor shall insert a clause containing all the terms of this clause, including this paragraph (g), in all subcontracts under this contract. The clause may be altered only as necessary to identify properly the contracting parties and the Contracting Officer under the Government prime contract.

(2) The authority of the Inspector General under paragraph (d)(1)(ii) of this clause does not flow down to subcontracts.

The clause may be altered only as necessary to identify properly the contracting parties and the Contracting Officer under the Government prime contract.

(End of clause)

The following have been modified:

STATEMENT OF WORK

EXPANDED HOMEOWNERS ASSISTANCE PROGRAM

By the AMERICAN RECOVERY AND REINVESTMENT ACT of 2009

TITLE EVIDENCE AND CLOSING SERVICES

For All Fifty (50) States, the District of Columbia, and Puerto Rico

SECTION I - GENERAL SPECIFICATIONS

1. Work to be Performed: The work to be performed under these specifications consists of closing services for transactions in which the Government purchases properties, Government is reselling the acquired properties (resale), providing title insurance binders and policies, and providing Department of Justice (DOJ) inspections and property boundary surveys.

The Contractor will perform services detailed below and represent the Government’s interest at closing in accordance with the laws and regulations of the jurisdiction in which the property is situated, and the “Standards for the Preparation of Title Evidence in Land Acquisitions by United States” attached hereto.

Properties could be located in all fifty (50) of the United States, the District of Columbia, and Puerto Rico, including the following designated geographic areas: Alabama, Alaska, Arizona, Arkansas, California, Colorado, Connecticut, Delaware, District of Columbia, Florida, Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Ohio, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Virginia, Washington, West Virginia, Wisconsin, Wyoming, and Puerto Rico.

2. Required Services: The required services consist of:

a. Closing transactions in which the Government is the purchaser of properties through the Expanded Homeowners Assistance Program (HAP).

b. Closing transactions in which the Government acts as the seller of the properties acquired through the Expanded Homeowners Assistance Program.

c. Providing Interim Binders on Owner’s Title Guarantee Insurance Policies and Final

Title Insurance Policies.

d. Taking curative action when necessary to issue a final policy subject only to objections which have been waived by the Government.

e. Conduct DOJ Inspections and provide property boundary surveys and survey updates.

3. Definitions:

a. Applicant – military service member, federal employee or employee of Non-Appropriated Fund Instrumentality (NAFI) who has applied for benefits under the Expanded Homeowners Assistance Program.

b. Closing Statement – a form prescribed by the Government entitled Real Estate Closing Statement, which is used to determine Applicant’s benefits and tax liabilities.

c. Closing Documents – As described in Sections II, III, and IV, documents prepared for closing for execution by the Government and the Applicant/Seller.

d. Expanded Homeowners Assistance Program (HAP) – A program designed to alleviate the undue hardship associated with selling a residential property as outlined in the American Recovery and Reinvestment Act of 2009.

e. DOJ Inspections and property boundary surveys – Each parcel of real property, that is acquired by the U.S. Government as part of the HAP program, is subject to an inspection, survey and review of the title documentation in order to determine whether work or labor has been performed, or materials furnished in connection with repairs that would entitle any person or entity to a lien upon the premises.

SECTION II – SPECIFICATION FOR CLOSING SERVICES GOVERNMENT PURCHASE OF PROPERTY

1. Work to be performed – The Contractor will coordinate the purchase of Applicant’s property who has requested that the Government purchase his/her property under the Expanded HAP. The Contractor will prepare all closing documents for execution by the Government and the Applicant/Seller including, but not limited to the following:

(a) A General Warranty Deed in accordance with the laws and regulations as stated above.

(b) A Real Estate Closing Statement which is a form prescribed by the Government and which will be provided to the Contractor.

(c) A Reimbursable Worksheet, if required, which is a form provided by the Government and which will be provided to the Contractor.

(d) Any Seller’s Affidavits required by the title insurance company issuing a Binder or Title Insurance Policy on the property.

2. Delivery – Closing of Government purchases will be completed within 30 days from the receipt of the closing assembly package, unless otherwise instructed. The closing assembly package will consist of an Information Sheet which will contain the available information about the acquisition and instructions for completion of the Closing Statement.

3. Responsibilities – The Contractor will be solely responsible for the closing of the real estate transaction, to include the following:

(a) determining a closing date and coordinating the acquisition of Applicant’s property with the Applicant, the Applicant’s mortgage company and the Government.

(b) performing a full sixty (60) year title search or updating title from the date of an owner’s policy, if one is available, to the date of closing.

(c) obtaining necessary title curative data and documents as required in Section VI, paragraph 1.

(d) perform all property inspections, boundary surveys, including staking of the property lines, and send inspectors out to each property to review the findings of the surveyors and perform inspections for the issues listed in the DOJ Inspection Certificate, and title work necessary to the completion of the U.S. Department of Justice Certificate Inspection and Possession Form

(e) obtaining information regarding the condition of indebtedness and the payoff of loan balance from Applicant’s mortgage company.

(f) preparing a Closing Statement in the format provided by the Government which includes calculating program benefits and payments using information provided by the Government. The Government will make at least one visit to the Contractor to provide instruction on the correct preparation of the Closing Statement and the calculation of benefits.

(g) preparing a Warranty Deed conveying title to the Government.

(h) preparing a cover letter to the Applicant enclosing the deed and other closing documents and explaining financial details including tax liabilities and specific instructions on completing and returning the documents.

(i) conforming to local statutes and recording requirements.

(j) verifying cancellation of Applicant’s mortgage.

4. Costs: Closing and settlement costs will be paid by the Government. The Government may reimburse the Applicant for mortgage interest (not principal payments), taxes and hazard insurance premiums that have been paid for the period determined by the Government that benefits start to the date the Government acquires the property. Payments made into an escrow account with Applicant’s lender which will eventually be returned to the Applicant will not be reimbursed.

5. Taxes: Property taxes will be prorated, with the Applicant paying his/her portion through the date of closing. When the closing takes place before a determination of the amount of taxes has been made by the taxing authority, or before the taxes are due and payable, an estimate of the current year taxes will be made based on the previous year taxes. The Applicant will pay his/her estimated prorata share of the current year taxes to the Government at closing in certified funds. Payments made into an escrow account with Applicant’s lender will not be used to fulfill Applicant’s obligation to pay a prorata share of the taxes. The Government will be responsible for payment of the taxes when billed – no further adjustments will be made for any increase or decrease in the actual tax due at time of billing.

6. Closing date:

(a) Prior to closing, the Contractor will notify the Government of the established closing date and forward to the Government the following documents no less than ten (10) working days prior to the closing date:

(1) Draft of the Warranty Deed

(2) Closing Statement

(3) Reimbursable Worksheet, if required

(4) Written verification of the payoff amount for the Applicant’s mortgage

(b) A pre-closing inspection will be scheduled and done by the Government not more than three (3) days or less than one (1) day prior to closing. The Government will provide proof of this inspection and the Contractor must not close until this proof is received.

7. Review of Documents: The Government will review the Warranty Deed and the Reimbursable Worksheet and will review and sign the Closing Statement. If the Closing Statement meets the Government’s approval, the Government will then return the Closing Statement to the Contractor.

8. Signatures: The Contractor will obtain signatures of Applicant(s) on the Closing Statement, Warranty Deed and a Seller’s Affidavit as required by the title insurance company. The Contractor will update title and file or record the Warranty Deed. The Contractor will then transmit by fax or email to the Government a copy of the final executed Closing Statement and a clocked in or filed copy of the Warranty Deed.

9. Disbursements: Savannah District Expanded HAP Branch will make any disbursements to the Applicant and the payoff to the mortgage company based on the Closing Statement prepared by the Contractor.

10. Closing Package: Immediately after closing is completed, the Contractor will send the following documents to the Government:

(a) Copy of recorded Warranty Deed

(b) Original Closing Statement

(c) Reimbursable Worksheet

(d) Copy of executed Seller’s Affidavit

11. Title Insurance: The Contractor will provide a final Title Insurance Policy as specified in Section V, paragraph 4. The original recorded Warranty Deed will be forwarded to the Government along with the final title policy.

12. Payment: Payment shall be made for closing services ordered and delivered, on the item basis provided in the bid schedule. Invoices setting forth Application number and names of Applicant will be submitted in duplicate for Closing Services delivered and accepted, during the preceding month. Payment shall be made for recording fees upon invoice by the Contractor with a receipt from the Courthouse attached. Contractor shall be reimbursed for actual costs incurred for express mail charges necessary for timely consummation of each closing transaction.

SECTION III - SPECIFICATION FOR CLOSING SERVICES GOVERNMENT RESALE OF PROPERTY

1. Work to be performed: The work to be performed consists of closing transactions in which the Government acts as the seller of property purchased by the Government pursuant to HAP. The Contractor will perform the services detailed below and represent the Government’s interest at closing in the sale of properties.

2. Delivery: Upon acceptance of a Contract to Purchase, the Government will forward it to the Contractor, with supporting documents. The Contractor will schedule a closing date to conform to time frame stipulated in the sales agreement.

3. Responsibilities: The Contractor will have the following responsibilities:

a. Determine what documents are required to complete the sale and prepare closing documents for execution by the Government and the Purchaser including but not limited to the following:

Quitclaim Deed

Settlement Statement

Other documents, addendums, or affidavits required transferring marketable title

b. Represent the interests of the Government at closing. The Contractor may also provide closing services to the buyer if requested by the buyer, at buyer’s expense. If buyer does not require closing services from the Contractor, the Contractor will continue to have the responsibilities listed in this paragraph and the responsibility of coordinating the closing on behalf of the Government.

c. Obtain and review updated title information.

d. Explain all closing papers and documents related to the transfer of the property to the purchaser.

e. Administer requests for closing extensions.

f. Collect funds related to the sale by the Government.

4. Closing Date: Prior to closing, the Contractor will notify the Government of the established closing date and forward to the Government, by fax or email, for review the following documents no less than four days prior to the closing date:

a. Quitclaim Deed

b. Power of Attorney for the Attorney to act on behalf of the Chief of Real Estate

c. The Settlement Statement summarizing the transaction.

5. Review of Documents: The Government will review and sign the Deed, the Settlement Statement and other required documents. The Government will return the executed Deed and Closing Statement in advance of the date of closing.

6. Coordination: The Contractor will conduct all coordination between the Government and the Purchaser, Real Estate Broker, Purchaser’s mortgage company, Purchaser’s attorney, and any other parties necessary to meet the closing date specified in the Sales Contract. The contractor will inform the purchaser fairly and accurately on matters pertaining to the sales closing, including providing information on the location and date for closing, the amount of funds needed to close the sale, and documents related to closing. If a mortgage loan is being obtained, the closing will be at the mortgage lenders office.

7. Earnest Money and Closing Procedures. The Contractor will be responsible for the coordination and accounting for disposition of the earnest money as well as for disposition/collection of all other closing proceeds. Contractor will forward proceeds to the Government as soon as practicable following closing – usually within 24 hours, to the address set forth in Section VI, number 8.

8. Copies of Documents: The Contractor will provide copies of all executed closing documents.

9. Taxes: Property taxes will be prorated, with the Government paying its portion through the date of closing. When the closing takes place before a determination has been made of the amount or before the taxes are due and payable, an estimate of the current year taxes will be made based on the previous year taxes. The Government will pay its estimated prorate share of the current year taxes to the Purchaser at closing. Purchaser will be responsible for payment of the taxes when billed – no further adjustments will be made for an increase or decrease in the actual tax due at time of billing.

10. Closing Costs: The Government’s closing costs and the real estate commissions are to be paid from the closing proceeds at the time of closing. Items, which may be deducted from the Government’s proceeds at closing, may include any of the following:

a. Real Estate Brokers Sale Commission in the amount specified in the Sales Contract.

b. Unpaid Utility bills which occurred during Government ownership

c. Termite/Pest Inspection and Certification letter, required by the Lender.

d. Termite/Pest treatments required as a result of the inspection, required by Lender.

e. Unpaid Homeowners Association dues, which were assessed during Government ownership.

f. Government’s estimated pro rata share of current year’s taxes.

g. Recording and transfer charges required to be paid by the Government as seller.

h. Any other expenses approved and agreed to the Government.

11. Recording: The Contractor will record the Quitclaim Deed in the appropriate District where the property is situated. Contractor will provide a certified copy of the deed as recorded to the purchaser and to the Government. All recording fees other than those associated with the Quitclaim Deed will be the expense of the purchaser.

12. Payment: The Settlement Statement will show the Contractor’s fee. However, the Government at closing will not pay the Contract Attorney. Rather, it will be necessary that the Contractor provide an invoice to the Government for services rendered at the time of submission of the recorded documents, final Settlement Statement and other items relevant to the closing. After review, the invoice will be processed for payment through the Finance and Accounting Office in accordance with the terms of the Contract entered into between the Contractor and the Government.

13. Costs Associated with Delay in Closing:

a. Closing services for the Government Purchase. If the contractor fails to complete the closing on or before the specified closing date, absent circumstances beyond the contractor's control, the contractor shall be responsible for any additional costs incurred.

b. Closing Services for Government Sale of Property. If the contractor fails to complete the closing on or before the date specified in the Sales Contract, absent circumstances beyond the contractor's control, or if the sale proceeds are not delivered or not forwarded to the Government within 24 hours after the closing, the Government will have the right to require the Contractor to pay interest for each day of delay at the prime rate.

14. Bonding: The Contractor shall obtain bonding in an amount equal to the value of the cases assigned by the Government during a normal two-month period. The Bond may be surety or fidelity, provided the Government is fully protected against acts involving misappropriation of funds by the principal, employees of the Contractor and any subcontractor the closing agent may use. The bond must be in place prior to contract award.

15. Escrow Account: The Contractor must have an escrow account for all proceeds. Complete and accurate records must be maintained for the escrow account, which as a minimum, include a cash receipts and disbursement register. This register shall be reconciled monthly to the bank account. The register shall identify by address and case number each property to which the receipt or disbursement applies and the purpose for each disbursement.

16. The Government reserves the right to make on site reviews of the Contractor’s records and procedures relating to the closing under this contract including the receipt and disbursement register referred to in Paragraph 15.

SECTION IV - OWNER'S TITLE INSURANCE BINDERS AND POLICIES AND ENDORSEMENTS

1. The Contractor represents, and it is a condition of any obligation of the Government hereunder, that the Corporation that is to issue Title Insurance Policy there under, is authorized and qualified to issue a policy in the State where the land is located. If the Contractor is an abstractor, the binders and title policies to be issued are binders and title policies issued by a corporation authorized and qualified to issue binders and title policies in the State where the land is situated.

2. The Title Binders and Policies shall be based on an unqualified and thorough search and examination of the public records affecting the title to the land, and shall contain the legal description of the property to be insured.

3. The Title Binders and Policies shall disclose the name or names of the record owner or owners of the property described therein for which the Title Insurance Policy is to be issued. Where subsurface estates or mineral interests in the property to be acquired are owned by parties other than the present record owner of the surface, it will not be necessary to furnish ownership data on the outstanding subsurface interests as title to the Government will be taken subject to any outstanding third parties subsurface or mineral interest.

4. The Title Binders and Policies shall contain in Schedule B, the names and addresses, as disclosed by the public records, of all persons or corporations having any liens or mortgages or rights or interests in the property described therein. This information shall include the amount of indebtedness of any liens secured by the property and all subsequent assignees of the lien, as disclosed by the public record.

5. The Title Binders and Policies shall contain sufficient information concerning defects, liens, encumbrances, and other matters accepted therein, to enable an attorney examining the policy to determine the nature and extent of such exceptions and their probable effect on the validity of the title to the land described. It shall also state or be accompanied by a report specifying the evidence or action, if any, which will be acceptable to the corporation issuing the policy, as a basis for the issuance of an Endorsement deleting each such defect, lien, encumbrance, and other matter from the Title Policy.

6. The Policy shall contain a detailed statement of any taxes and special assessments of record that are a lien on the property described. This statement shall include information concerning Homeowners Association fees or dues affecting the property sufficient to enable an attorney examining the policy to determine the nature and amount and the method of payment of the fees or dues.

7. If the Policy contains any objection with respect to liens for taxes, assessments, or bonds of a special improvement district, such objections will be followed by facts necessary to enable an attorney examining the policy to determine the nature and extent and method of payment of the lien, if any, created by such taxes, assessments, or bonds, on the land described therein.

8. If the Policy shows title in a record owner who is deceased, it shall, when possible, also state, or be accompanied by a statement indicating whether a judicial proceeding, affidavits or heirship, or some other form of proof will be acceptable to the title company as the basis for the issuance of a final Title Policy showing title in the United States upon execution and recordation of a deed to the United States from such persons shown by such proof to be all heirs of the deceased.

9. The Title Binders and Policies and Endorsements shall be provided on a United States form approved by the Attorney General of the United States and the American Land Title Association. Each Binder, Policy and Endorsement shall be executed by an authorized officer of the issuing corporation, shall bear the corporate seal, and shall be countersigned by the authorized officer of the corporation, where necessary. The Title Policy shall not except from the corporation's liability any defects, liens, encumbrances, or other matters of record set forth in the original policy, which are waived by the corporation or its duly authorized representative or are cured to the satisfaction of the corporation or its duly authorized representative before closing of the acquisition, nor shall such amended policy contain any exception with respect to any matter affecting the title as of the date of the original Binder or Policy which was not disclosed in the original Binder or Policy.

10. The Contractor shall report changes in ownership and/or to eliminate or cause to be eliminated from the Title Binder or Policy objections disclosed in the Title Binder or Policy when ownership changes occur and when curative material obtained by representatives of the United States is acceptable to the title company issuing the Title Policy.

11. Liability of the corporation under the Title Policy, issued pursuant to these specifications, shall not be limited to a sum less than the monetary consideration paid or to be paid by the United States for the acquisition of the property.

12. The Contractor shall provide copies of liens affecting the property including but not limited to, mortgages, assignments, Uniform Commercial Code Financing Statements, at no additional charge. Contractor agrees to provide copies of documents for each exception set out in the Title Binder or Policy when requested by the Government at no additional charge.

13. If available through the public records, the Title Binder shall be accompanied by a plat or plan, based on a survey by a surveyor or engineer, sufficient to enable an attorney to locate the land described in the Title Binder. When the land is part of a subdivision, a copy of the subdivision plat, or the section in which the land is located, should be submitted.

14. Title Binders shall contain a statement that the obligations and liabilities under the Binder will not terminate after six months and that the obligations and liabilities will extend for two years from the effective date of the Binder or until the policy committed for shall be issued.

15. The amounts necessary to satisfy any liens or mortgages shall be transmitted to the lien holder by the Contractor. Upon receipt by the contractor of the check, the payoff statement, and the transmittal letter to the lien holder, the Contractor will remit to the mortgage holder. Upon closing, the final Title Policy shall be issued without a Schedule B exception for the liens or mortgages.

16. Performance shall be in accordance with the "Standards for the Preparation of Title Evidence in Land Acquisitions by United States" and Engineer Regulation (ER 405-1-12) (See copies attached) and U.S. DOJ Title Standards, 2001, www.u.s.doj.gov/enrd/legaldocuments.html.

17. Quality Control Plan. Within five (5) days of contract award, the Contractor shall provide a written Quality Control Plan to the Government for approval. The Quality Control Plan shall outline the procedures the Contractor has in place to ensure the specifications of this contract are met as required and that the performed work meets local codes and industry standards.

SECTION V – U.S. DEPARTMENT OF JUSTICE INSPECTIONS AND PROPERTY BOUNDARY SURVEYS

1. The U.S. Department of Justice requires each parcel of real property, that is acquired by the U.S. Government as part of the HAP program, to be subject to an inspection, survey and review of the title documentation in order to determine whether work or labor has been performed, or materials furnished in connection with repairs, on the property, that would entitle any person or entity to a lien upon said premises, and/or determine that there are no persons or entities which have, or which may have, any rights of possession in said premises adverse to the rights of the named owners of the property or the United States of America.

2. In addition, to ensure that both the U.S. Government and the Contractor have maximum information from the Sellers/HAP Applicant pertaining to the property being acquired by the government, Seller/HAP Applicant would be required to furnish to Contractor and to the U.S. Government a separate Seller's Affidavit intended to obtain their certification that no property changes have been made that would result in a lien on the property, or create any dispute over the rights of possession held by the U.S. Government on the property. Contractor agrees to provide all necessary legal work to produce the Seller’s Affidavit for approval by the government, and once approved, Contractor and U.S. Government agree that said Seller’s Affidavit shall be obtained by the Contractor, from the Seller/HAP Applicant, prior to the closing on the sale of the property to the government.

3. To the extent necessary to the timely completion of these services prior to the closing on the sale of the property to the U.S. Government, Contractor agrees to order and process additional title updates necessary for each property.

4. To the extent that there is adequate funding already incorporated in the Contract to fund this additional work, there has been no additional funding required at this time. To perform these additional duties, an additional 35 days may be added to the required closing times for all U.S. Government acquisitions assigned to the Contract.

5. The quantities are strictly “estimates” based on current information available and may change or be modified based on the actual number of properties acquired. The quantities for each line item may be adjusted to reflect the most realistic number of properties the U.S. Government expects to purchase. The quantities shown are for estimating purposes “Only” and the total funding limits in the contract shall dictate the amount of work ordered by the government and performed by the Contractor.

SECTION VI - DETAILED SPECIFICATIONS

1. Title Evidence. Title evidence shall consist of a Preliminary Title Insurance Binders, Endorsements to Title Insurance Binders or Policies, Copies of Easements as required, and Final Title Insurance Policies, as appropriate. References hereinafter to "Binder," "Policy," and "Endorsements" shall apply to the forms of title evidence specified by said Schedule.

Applicants to this Program designate the property for which he or she is claiming benefits through an application to the Program. One abstract of title, binder or policy shall be issued for each Applicant.