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CONSTRUCTION LOAN AGREEMENT - ATTACHMENT A - DECLARATION OF RESTRICTIVE COVENANTS (2) CITY OF CLEARWATER CONSTRUCTION LOAN AGREEMENT This construction loan agreement (the "Agreement") is entered into this ~day of ---fl tt-rv~,L , 2006 by and between the CITY OF CLEARWATER (herein, "Lender" or "CITY"), a municipal corporation, whose address is Post Office Box 4748, Clearwater, Florida 33758 and the MT. CARMEL COMMUNITY DEVELOPMENT CORPORATION OF CLEARWATER, INC., a Not for Profit Florida Corporation, ("Borrower"), whose address is 608 N. Garden Avenue, Clearwater, Florida 33755 and is made in reference to the following facts: (A) Simultaneously with the execution and delivery of this Agreement, the City has made a loan to the Borrower in the principal amount of ONE HUNDRED & FIFTY THOUSAND and NO/OO--------------DOLLARS ($150.000.00), or as much thereof as may from time to time be advanced by the City to the Borrower, evidenced by a Note (the "Note") in favor of the City and second Mortgage (the "Mortgage") encumbering real property located in Pinellas County, Florida, more particularly described as follows (the "Property"): Lot 7, GREENWOOD MANOR, According to the map or plat thereof as recorded in Plat Book 21, Page 65, of the Public Records of Pine lias County, Florida (B) Borrower desires to make improvements on the Property in accordance with plans and specifications submitted to the City, and requires advances from the City from time to time during the period of construction, in order to construct said improvements. (C) The City is agreeable to making the advances set forth in (B) above as long as such advances are in strict compliance with the terms and conditions of this Agreement and secured by the lien of the Mortgage, and that construction is completed no later than 180 days from the date hereof (the "Construction Date"). NOW THEREFORE, in consideration of the statements as set for the above and the agreements herein made, the agreements and covenants contained in the Note and Mortgage, the Borrower and the City do hereby make the agreements set forth herein. ARTICLE 1. REPRESENTATIONS AND WARRANTIES OF BORROWER Borrower represents and warrants to the City as follows: (a) Existence, Borrower, as a Public Body Corporate in Politic, is duly authorized, validly existing and in good standing under the laws of the state of its incorporation and the laws of the state in which the Property is located, and its Chairman executing this Agreement and the Note and Mortgage is duly authorized and has all necessary corporate power to enter into these agreements. (b) No Default, the Borrower is not in default and has not breached in any material respect any agreement or instrument to which it is a party or by which it may be bound, and the execution and delivery of this Agreement, the Note and Mortgage, and the consummation of the other transactions contemplated herein do not conflict with or result in, (i) a violation of any regulation, order, writ, judgment, injunction or decree of any court or governmental or municipal instrumentality or (ii) the breach of or default under any agreement or instrument to which the Borrower is a party or by which it may be bound. (c) Non-Commencement of Work. There has been no commencement of operation on the Property incident to the Improvements and no activities have occurred prior to the date hereof which could result in any mechanic's lien or similar lien being filed against the Property which would be superior to the lien of the Mortgage. No Notice of Commencement has been filed in the public records of the county in which the Property is located. (d) Compliance With Laws. The Borrower has obtained all necessary governmental approvals necessary to commence construction of the Improvements. (e) Utilities, Land Use and Zoning. Sewer, water and all other necessary utilities are available to serve the Property and the Improvements in sufficient quality for their intended use, and the current land use and zoning classifications of the Property and any covenants and restrictions affecting the Property permit the construction and intended use of the Improvements without the necessity of obtaining further approvals, authorizations, waivers, consents, exceptions or variances. (f) Absence of Proceedings and Actions. there are no actions, suits or proceedings pending or, to the knowledge of the Borrower, threatened against or affecting the Borrower or the Property, or any Guarantors of the Loans, if any. (g) Financial Statements. All financial statements of the Borrower and the Guarantors, if any, of the Loan submitted to the City are true and correct as of the date of this Agreement. ARTICLE II. COVENANTS OF BORROWER The Borrower covenants to the City that: (a) Plans and Specifications. The Borrower shall cause to be constructed certain Improvements on the Property in accordance with the plans and specifications, and any amendments thereto previously submitted by the Borrower to the City and which have been approved by the City. The plans and specifications, and any amendments thereto, as so approved by the City, shall remain the property of the City. (b) Development Work Criteria. Development of the Property and construction of the Improvements shall be in accordance with the plans and specifications, all engineering reports and studies, soil reports and other similar matters which have heretofore been submitted by the Borrower to the City for the basis of the Loan, and in compliance with all restrictions, conditions, ordinances, codes, regulations and laws of governmental departments, including, if applicable HOME, SHIP and CDBG, and agencies having control over or jurisdiction over or an interest in the Property and the Improvements. No deviation shall be made in the plans and specifications without the prior written consent of the City and, to the extent applicable, no change shall be made in any contracts the Borrower has entered into with respect to construction of the improvements without the prior written consent of the City of Clearwater. (c) Commencement and Continuity of Work. Development of the Property and construction of the Improvements shall commence within 15 days from the date of this agreement and shall be carried on diligently and without interruption or delay until completed 2 and the same shall be constructed in a good and workmanlike manner, and in accordance with the plans and specifications referred to above. Immediately after the recordation of the Mortgage, the Borrower shall file a Notice of Commencement and post a certified copy thereof on the Property in accordance with Florida law. (d) Use of Proceeds and Deficiency in Loan Amount. The Borrower will use the proceeds of the Loan only for the payment of costs directly associated with the construction of the Improvements and shall not divert such funds for any other purpose. If it appears the construction cost of the Improvements will exceed the net amount available from the Loan, the City, at its option, require the Borrower to deposit, and the Borrower shall deposit with the City within 10 days after receipt of notice of sufficient sums, which together with a net amount remaining available for disbursement will be sufficient to pay all construction cost and related costs of completing the Improvements in accordance with the plans and specifications. The judgment and determination of the City as to any such deficiency shall be final and conclusive. (e) Liens. The Borrower will have any Mechanics' liens or other encumbrances which may be filed against the Property released or bonded off within 10 days of the date the Borrower receives notice thereof. (f) Access to Books and Records. The Borrower will permit the City or its agents to have at all reasonable times unrestricted access to its records, accounting books, contracts, subcontracts, bills and statements, including any supporting or related vouchers or other instruments, as relate in any manner to the development and construction of the Improvements, and the City or its agents shall have the right to copy the same. (g) Financial Statements. During the time period encompassing development of the Property and construction of the Improvements, or until the Completion Date, whichever occurs first, the City reserves the right at any time to require updated financial statements from the Borrower and any Guarantor, if any. The Borrower will permit the City, through any means deemed appropriate by the City, to verify the correctness of any such updated financial statements. (h) Delivery of Materials to Property. The Borrower will cause all materials, supplies and goods to be incorporated as part of the Improvements to be delivered to the Property free and clear of all liens and encumbrances so that no other party shall have an interest therein, whether superior or inferior to the lien of the Mortgage. (I) Compliance with Mechanics' Lien Law. The Borrower and its general contractor and Agent will comply in all respects whatsoever with the Florida Mechanics Lien Law as the same may from time to time exist, and the City shall not be obligated to disburse any funds to the Borrower if, in the opinion of the City or its counsel, such disbursement would result in a violation of such law. G) Access to the Property. The borrower will permit the City and its agents at all reasonable times to have the right of entry and free access to the Property and the right to inspect the Property and all work done, labor performed and material furnished thereon or thereabouts. (k) SERVICES TO BENEFIT THE CITY. INSPECTIONS AND OTHER SERVICES RENDERED BY OR ON BEHALF OF THE CITY AND WHETHER OR NOT PAID FOR BY BORROWER SHALL BE RENDERED SOLELY FOR THE PROTECTION AND BENEFIT OF THE CITY, AND THE BORROWER SHALL NOT BE ENTITLED TO CLAIM ANY LOSS OR DAMAGE AGAINST THE CITY OR ITS AGENTS OR EMPLOYEES FOR FAILURE TO PRO PERL Y DISCHARGE THEIR DUTIES TO THE CITY. 3 (1) The City's Right to Approve. The City shall have the right to approve all contracts, subcontracts, purchase orders, or other similar agreements to be entered into by the Borrower with respect to any portion of the construction of the Improvements or any materials, supplies or labor to be rendered in connection therewith. (m) Sign age. The Borrower agrees that the City may erect a sign at the construction site in a conspicuous location indicating that the financing for the project is provided by the City of Clearwater. (n) Joiner by Contractor. If the Borrower is employing a General Contractor and/or Agent with respect to the construction of the Improvements, the Borrower will require such Contractor and/or Agent to join in the execution hereof, and, in the event of a conflict between the terms and conditions of any such contract and this Agreement, the terms and conditions of this Agreement shall govern and control. (0) Further Assurance. The Borrower will, at any time on the City's request, make, do, execute and deliver to the City and where appropriate shall cause to be recorded or filed at the Borrower's expense any and all further acts, Mortgages, documents and assurances as may be reasonably necessary to effectuate, complete and confirm the transactions sought to be consummated hereunder. (P) Compliance with Note and Mortgage. The Borrower will comply with and abide by all the terms, conditions, covenants, agreements, representations and warranties contained in the Note and Mortgage, each of which documents are incorporated herein by this reference thereto. In the event of a conflict between this Agreement and the Note or Mortgage, the terms and conditions of this Agreement shall govern and control. (q) Disputes Between Borrower and the City. In the event any dispute arises between the Borrower and the City with respect to the construction or meaning of the plans and specifications, the same shall, at the option of the City, be decided by a competent architect to be selected by the City but paid for by the Borrower or, if the Improvements are subject to HOME, SHIP or CDBG regulation, then, by a representative of the appropriate governmental agency. The decision of such architect or government representative, as the case may be, shall be conclusive and binding upon the parties hereto. (r) Disputes Between Borrower and Contractor and/or Agent. In the event a dispute arises between the Borrower and Contractor and/or Agent, and the Borrower desires that future disbursements to Contractor and/or Agent from the construction fund be suspended, the Borrower shall advise the City in writing of the facts giving rise to the dispute and shall request in writing that disbursements to the Contractor and/or Agent be suspended. The City shall withhold any disbursement due until the City receives written instructions signed by the Borrower and the Contractor and/or Agent. (s) HOME Restrictive Covenants. The Borrower, and subsequent purchaser of the home to be construction, shall be bound by the HOME Program - Declaration of Restrictive Covenants, attached hereto "Attachment A". ARTICLE III. DISBURSEMENT OF FUNDS 4 (a) Disbursement Schedule. Upon satisfaction of all conditions required and specified in the Disbursement Schedule set forth by Borrower, the City shall disburse funds to the Borrower. (b) Method of Disbursement. The City, at its option, disburse the Loan funds to or for the Borrower, the Contractor and/or Agent for the Borrower. Such election shall not prevent the City from making subsequent disbursements in a different manner or through a different party. (c) Disbursement Procedures. Requests for Loan disbursements shall be submitted to the City according to a Disbursement Authorization which by this reference is incorporated herein and made a part hereof (the "Disbursement Authorization"). Said authorization shall also serve as the Borrower's written authorization to the City of where and to whom the disbursements are to be made and the parties authorized to request such disbursements. (d) Disbursement Obligation of the City. Nothing contained in this Agreement, the Note or Mortgage shall impose upon the City any obligation to see to the proper application of any disbursements made pursuant to this Loan, and the sole obligation of the City shall be to disburse funds as set forth herein, provided there exists no default under this Agreement, the Note and Mortgage. ARTICLE IV. PARTIAL RELEASES Provided there is no default under this Agreement, the Note and Mortgage, and provided further that the Loan Commitment contemplates partial releases of the Property from the lien of the Mortgage, partial releases shall be granted upon the terms and conditions set forth, if applicable. ARTICLE V. EVENTS OF DEFAULT The happening of anyone or more of the following events shall constitute a default under this agreement, the Note and Mortgage: (a) Breach of Condition. The Borrower's violation or breach of any term, condition, covenant, representation or warranty contained in this Agreement, Note or Mortgage, or other instruments executed in connection herewith, or if the Improvements are not completed on or before the Completion Date set forth in this Agreement, or the existence of a material misrepresentation of a fact contained in the documents submitted in support of the Loan, and the continuance of such condition for a period of fifteen (15) days after the City has given notice thereof to the Borrower. (b) Transfer of Property. The sale, assignment, pledge, transfer, hypothecation, or other disposition of any proprietary or beneficial interest in the Borrower or the Property by the Borrower without the prior written consent of the City. (c) Impairment of the Property. The occurrence of any condition or situation which, in the sole determination of the City, constitutes a danger to or impairment of the Property or repayment of the Loan, and such condition or situation is not remedied within ten (10) days after written notice to the Borrower of such condition or situation. ARTICLE VI. THE CITY'S REMEDIES 5 Upon the occurrence of any event of default hereunder or under the Note or the Mortgage, the City shall have the absolute right to refuse to disburse any funds hereunder, and the City shall have the absolute right at its option and election and in its sole discretion to: (a) Possession. Take immediate possession of the Property as well as all other security for the Loan as is necessary to fully complete the Improvements as required hereunder and to do everything in its sole judgment to fulfill the obligation of the Borrower hereunder. (b) Exercise. Exercise any of the rights, privileges or remedies available to the City under the Note or Mortgage, or as otherwise may be permitted by applicable law. (c) Power of Completion. In the event of the death of the Contractor and/or Agent, or in the event of the bankruptcy of the Contractor and/or Agent, or in the event of the general assignment to creditors by the Borrower or Contractor and/or Agent during the period of construction of said building and before completion thereof, or upon any other occasion which might result in cessation of work, the City shall have full power to take charge of and complete the construction and make disbursements against the Loan and for the benefit of the Borrower, but shall not in any way be obligated to do so. (d) Acceleration. Accelerate the maturity of the Note and Mortgage and demand payment of the principal sums due thereunder, advances, costs and attorney's fees, whether incurred at the trial or appellate level, and enforce collection of such payment by foreclosure of the Mortgage or other appropriate action in a court of competent jurisdiction. The remedies and rights of the City hereunder and under the Note and Mortgage shall be cumulative and not mutually exclusive. The City may resort to anyone or more or all of the remedies but not to the exclusion of any other remedy. No party, whether, contractor, materialman, subcontractor, or supplier, shall have any interest in Loan funds withheld because of default, and shall have no right to garnish, require or compel payment thereof to be applied towards discharge or satisfaction of any claim of lien which such party may have for work performed or materials supplied for the construction of the Improvements. ARTICLE VII. THE CITY'S LIABILITIES (a) The escrow account. The Borrower approves the deposit of the construction funds in the escrow account of the City, and releases the City from all loss resulting from the handling of said funds by the City in the usual course of business. The Borrower agrees that the holding, application, and disbursement of said construction funds delivered by the Borrower to The City shall be for the account of the Borrower; however, it is expressly understood by the Parties that the holding, application and disbursement of said construction funds is for the protection of the City. (b) To Third Persons. This agreement shall not be construed to make the City liable to materialmen, contractors, craftsmen, laborers, or other for goods or services delivered by them in or upon said premises, or for debt or claims accruing to any such parties against the Borrower. (c) INSPECTION SERVICES. IT IS EXPRESSLY AGREED THAT ALL INSPECTION AND OTHER SERVICES RENDERED BY THE CITY SHALL BE RENDERED SOLELY FOR THE PROTECTION AND BENEFIT OF THE CITY, AND THE BORROWER SHALL NOT BE ENTITLED TO CLAIM ANY LOSS OR DAMAGE AGAINST THE CITY. THE CITY SHALL NOT BE LIABLE FOR THE FAILURE OF ANY DEALER, 6 CONTRACTOR, CRAFTSMAN OR LABORER TO DELIVER THE GOODS OR PERFORM THE SERVICES TO BE DELIVERED OR PERFORMED BY THEM. (d) To the Borrower. The Borrower has accepted, and hereby accepts, the full responsibility for the selection of his own contractor and subcontractors and all materials, supplies and equipment to be used in the construction, and THE CITY ASSUMES NO RESPONSIBILITY FOR THE COMPLETION OF SAID BUILDING OR BUILDINGS, ACCORDING TO THE PLANS AND SPECIFICATIONS AND FOR THE CONTRACT PRICE. The Borrower has further accepted, and hereby accepts, full responsibility for compliance with the Florida Mechanics' Lien Law and hereby relieves the City from any and all liability thereunder of any nature whatsoever. Anything herein contained to the contrary notwithstanding, there shall be no obligation upon the City to make any additional disbursements hereunder, if at the time of the request for such disbursements the Borrower is in default or has failed to perform any provision of this Agreement or of the Note and Mortgage hereinabove referenced. ARTICLE VIII. MISCELLANEOUS (a) Notice. All notices provided for herein shall be sent by certified or registered return receipt requested mail, addressed to the appropriate party at the address designated for such party in the preamble to this Agreement, or such other address as the party who is to receive such notice may designate in writing. Notice shall be completed by depositing the same in a letterbox or other means provided for the posting of mail addressed to the party with the proper amount of postage affixed thereto. Actual receipt of notice shall not be required to effect notice hereunder. (b) Governing Law. This Agreement, the Note and the Mortgage shall be governed and construed in accordance with the laws of the State of Florida (c) Modification and Waiver. No provision of this Agreement, the Note or the Mortgage shall be amended, waived or modified except by an instrument in writing signed by the parties against whom such amendment, waiver or modification is sought to be enforced. (d) Severability. The inapplicability or unenforceability of any provision of this Agreement, the Note and Mortgage shall not limit or impair the operation or continued validity of any other provision of this Agreement, the Note and Mortgage. (e) Counterparts. This Agreement may be executed in any number of counterparts, each of which, when executed and delivered, shall be an original, and such counterparts together constitute one and the same instrument. (f) Assignability. The Borrower shall not assign this Agreement or any part of any advance to be made hereunder or convey, encumber, Mortgage, lease, in whole or in part, any portion of the Property without the prior written consent of the City. The rights of the City under this Agreement are assignable by the City in whole or in part without the consent of the Borrower. This Agreement is binding upon the representatives, successors and permitted assigns of the Borrower and the City. (g) Waiver of Defaults. Waiver by the City of any breach or default by the Borrower under the terms of the Note, Mortgage or this Agreement shall be deemed to, nor shall the same constitute a waiver of, any subsequent breach or default on the part of the Borrower. (h) Expenses. The Borrower shall pay all costs and expenses required to satisfy the condition of this Agreement or incidental to the Loan, induding, without limitation, all taxes, 7 insurance premiums, recording expenses, stamp taxes, all brokerage fees, appraisal fees, survey costs and title insurance costs. (1) Beneficiaries. This Agreement is an agreement only by and between the Borrower and the City and for their benefit and the benefit of their successors and assigns permitted by this Agreement. No other person or party, including any contractor that assents hereto, shall be a beneficiary hereof or have any rights hereunder, and no rights are conferred by this Agreement upon any other person or party, whether or not their name may be used or otherwise identified in this Agreement or in the Assent of Contractor below. (j) Attorney's Fees. Should it become necessary for the City to engage the services of an attorney due to the failure on the part of the Borrower promptly and fully to perform or comply and abide by each and every stipulation, agreement, condition and covenant of this Agreement or any related loan document, the Borrower agrees to pay any and all of the City's attorney fees. The term "attorney fees" as used in this Agreement includes any and all legal fees of whatever nature, including, but not limited to, fees resulting from any appeal of any involuntary order or final judgment or any other appellate proceedings arising out of any litigation. 8 IN WITNESS WHEREOF. the parties hereto have caused this Agreement to be executed by their duly authorized officials on the day and date first above indicated. MT. CARMEL COMMUNITY DEVELOPMENT CORPORATION OF CLEARWATE~IN~. ( By!J1P ( U 3, J.-8' .- Q 00 L Date Continued: ATIEST: lky 1'iC Secretary 3-.;&~Db Date Countersigned: CITY OF CLEARWATER, FLORIDA ~/h~ V. Hibbard ' Mayor-Councilmember By: u.--~.Jf William B. Home, II City Manager Continued: Approved as to form: Attest: <~Z?qr Bry D. Rurf Assistant City Attorney 9 ATTACHMENT "A" DECLARATION OF RESTRICTIVE COVENANTS CITY OF CLEARWATER HOME PROGRAM THIS DECLARATION, made this ~day ofl11M2006 MT CARMEL COMMUNITY DEVELOPMENT CORPORATION OF CLEARWATER, INC., its successors, assigns and transferees of the project described below, whose mailing address is: 1014 Pennsylvania Avenue, Clearwater, Florida 33755 and hereinafter called ("Agency") and the City of Clearwater, Florida, unit of local government organized and existing under the laws of the State of Florida hereinafter called ("City"). WHEREAS, the Agency shall purchase certain real property described herein and agrees to the City that the real property executed Mortgage and Note shall contain the restrictive covenants set forth herein. WHEREAS, Agency agrees that the restrictive covenants shall remain in full force and effect against the real property until the end of the affordability period. This Agreement shall be properly filed and recorded by City in the Official Public Records of the City of Clearwater, Florida and shall constitute a restriction upon the use of the property subject to and in accordance with the terms contained herein. IN CONSIDERATION of funds the City has provided to the Agency for a loan to finance the acquisition including closing costs, renovation, and other related cost on lands in the City of Clearwater, Pinellas County Florida described as: Lot 7, GREENWOOD MANOR, according to the map or plat thereof as recorded in Plat Book 21, Page 65, of the Public Records of Pinellas County, Florida. - 1 - This acquisition/renovation, or a portion thereof, which has the address of: 1009 LaSalle Street, Clearwater, Florida 33755 (herein "Property Address") and which is described in the mortgage between the City and the Agency, the Agency acknowledges that this Agreement is necessary to comply with the atIordability requirements of the HOME program stated at 24 CFR ~92.252, from which funds were obtained to finance such loan, covenants and agrees that in connection with the acquisition and renovation project, that the City should approve transfer of sale and it will comply, and will require any subsequent purchaser of the project to comply, with the following: 1. Covenants and Restrictions on Use of Funds. HOME funds provided to this project will be used for acquisition of the real property plus closing costs and renovation costs. During the Period of Affordability as defined below, the single family HOME assisted unit which shall be sold to a family whose annual income does not exceed 80 percent of the median family income for the area, as determined and made available by the Department of Housing and Urban Development with adjustments for smaller and larger families at the time of purchase of the new home. The home must be the principal residence of the family. (a) The income of the persons or family who will occupy the unit will be verified by the Agency by obtaining third party verification of current income for the family who will occupy the housing unit and verification of assets. Source documentation evidencing annual income may include wage statements, interest statements, unemployment compensation statements, other documentation approved by the City. In the event that -2- (e) The City will use the recapture provision for repayment of the loan should the home buyer not abide with the affordability period. The repayment amount due and payable at sale, transfer of ownership, or when the property is not being used as the original home buyer' s principal residence shall be the balance due at the time of the actions listed above plus any interest, penalties, or any payments due thereof. (g) All proceeds, program income and recaptured funds associated with this project shall be returned to the City of Clearwater within 30 days of receipt by the agency. - 3 - (g) Any noncompliance with the requirement of this Section shall be corrected within 30 days after such error is first discovered or would have been discovered by the exercise of reasonable diligence. 2. Property Standards: The single family unit shall meet and maintain all applicable local codes, the Southern Building Code, ordinances, and zoning ordinances at the time of project completion. The HOME assisted units must meet all applicable State and local housing quality standards, code requirements and accessibility requirements at 24 CFR Part 8, which implements Section 504 of the Rehabilitation Act of 1973 and covered multifamily dwellings as defined at 24 CFR 100.20, and must also meet the design and renovation requirements at 24 CFR 100.205, which implement the Fair Housing Act. Renovation of house must meet the Model Energy Code. 3. Location of HOME Assisted Units. The location of the HOME assisted project is LaSalle Street, Clearwater, Florida. The Agency agrees that there will be no material changes to the design of the project after initial commitment by the City without assurances provided by Agency and approved by City that the proposed changes will not adversely affect the HOME assisted units or any provision of this Agreement. 4. No Discrimination. The Agency shall not discriminate, as defined by Federal Statutes, on the basis of race, creed, color, sex, age or national origin in the lease use, or occupancy of the HOME assisted units or in connection with the employment or application for employment of persons for the operation and management of the project. 5. Affirmative Marketing Efforts. The Agency will follow the affirmative marketing procedures and requirements for the HOME Program to attract eligible homebuyers in the -4- housing market area to the available housing without regard to race, color, national origin, sex, religion, familial status or disability. 6. Environmental Reviews. Each HOME assisted project must be assessed for environmental effects in accordance with the provisions of the National Environmental Policy Act of 1969 (NEPA) and related authorities listed in HUD's implementing regulations at 24 CFR parts 50 and 58. 7. Displacement, relocation, and acquisition. The Agency will take reasonable measures to minimize displacement of persons as a result of a project being assisted with HOME funds in accordance with the requirements of the Uniform Relocation Assistance and Real Properties Acquisition Act. The Agency will be responsible for any relocation expenses without City of Clearwater approval. 8. Labor. The Agency shall be responsible for maintaining the prevailing wage rates for HOME assisted projects with 12 or more units in accordance with the Davis-Bacon Act (40 U.S.C. 276a-276a-5). 9. Lead Based Paint. The Agency shall be responsible for maintaining that all HOME assisted units meet the requirements listed in the Lead Based Paint Poisoning Prevention Act and 24 CFR part 35. 10. No Conflicts with Other Documents. The Agency warrants that it has not, and will not, execute any other agreement with provisions contradictory to, or in opposition to, the provisions hereof, and that, in any event, the requirements of this Agreement are paramount and controlling as to the rights and obligations herein set forth and supersede any other requirements in conflict herewith. - 5 - 11. Requests for disbursement of funds. The Agency shall request funding for the HOME assisted project from the City of Clearwater on an as needed basis. 12. Records. The Agency shall retain all records pertaining to Project for a period of five years after audit and/or resolution of audit findings involving this loan. The Agency shall maintain accurate information regarding the occupancy and contract rents for each HOME assisted unit during the term of the affordability period and, at the request of the City, shall submit this information to the City for the City's review and comment. The Agency shall maintain documentation substantiating compliance with Affirmative Marketing Requirements. These Project records shall be made available to The City of Clearwater, U.S. Department of Housing and Urban Development and/or representatives of the Comptroller General of the United States for audit, inspection or copying purposes during normal business hours. The Owner shall maintain project records that include the following: (1) A full description of each project assisted with HOME funds, including the location and form of HOME assistance. (2) The source and application of funds for each project, including supporting documentation in accordance with 24 CFR 85.20. (3) Records demonstrating that each homeownership project meet the minimum per-unit subsidy amount of Section 92.205 (c), 92.250 (a) and the subsidy guidelines adopted in accordance with 92.250 (b). (4) Records demonstrating that each project meets the property standards of Section 92.251 and the lead based paint requirements of Section 92.355. -6- (5) Records demonstrating that each family is income eligible in accordance with Section 92.203. (6) Records demonstrating that the purchase price or estimated value after rehabilitation for each homeownership housing project does not exceed 95% of the median purchase price for the area in accordance with Section 92.254. (7) Records demonstrating that each homeownership project meets the affordability requirements of Section 92.254 for the required period. (8) Records demonstrating compliance with the written agreements required in Section 92.504 (9) Records demonstrating compliance with the applicable uniform administrative requirements required in 92.505. (10) Records documenting required inspections, monitoring reviews and audit, and the resolution of any findings or concerns (11) Records documenting equal opportunity and fair housing records. (12) Records documenting all HOME related financial activities. (13) Records documenting affirmative marketing and MBE/WBE activities. 12. Monitoring. The Agency shall permit the City or its designee to inspect all records pertaining to HOME assisted units upon reasonable notice and within normal working hours and shall submit to the City such documentation as required by the City to document compliance with this Agreement and HOME Program rules. If the project is new construction, the Agency shall provide the required documentation quarterly, until all HOME assisted units are filled. The Agency acknowledges that City or its designee must, - 7 - no less than annually, inspect each HOME assisted unit for compliance with Housing Quality Standards and local code requirements, will facilitate such inspections with tenants as necessary. 13. Successors Bound. This Agreement and the covenants contained herein shall run with the land and shall bind, and the benefits shall inure to, respectively, the Agency and its successors and assigns and all subsequent owners of the project or any interest therein, and to the City for the Period of Affordability set forth in this Agreement. 14. Enforcement of Terms. The benefits of this Agreement shall inure to, and may be enforced by the City for the Period of Affordability, whether or not the City shall continue to be the holder of the Mortgage, whether or not the project loan may be paid in full, and whether or not any bonds issued for the purpose of providing funds for the project are outstanding. 15. Conflict of Interest. The Agency warrants that no person covered who exercises or exercised any functions or responsibilities with respect to HOME activities or who is in the position to participate in decisions or gain inside information may obtain a financial interest or benefit from a HOME activity; or have an interest in any contract, subcontract or agreement for themselves or for persons with business or family ties. 16. Conditions of Religious Organizations. HOME funds may not be used for rehabilitation or construction of housing that is owned by primarily religious organizations or to assist primarily religious organizations in acquiring housing. 17. Uniform Administrative Requirements. If the owner of the HOME assisted project is a not- for-profit organization, the owner agrees to comply with applicable federal administrative requirements of OMB Circular A-87 and applicable provisions of - 8 - 24 CFR 85 for government entities, or OMB Circular A-122 and applicable provisions of 24 CFR Part 84 for non-profit entities. 18. Severability~ The invalidity of any clause, part or provision of this Agreement shall not affect the validity of the remaining portion thereof. 19. Defaults and Remedies. If the Agency shall fail to observe or perform any covenant, condition or agreement contained herein on its part to be observed or performed, then and in such event, the City shall be entitled, in addition to all other remedies provided by law or in equity. (a) To compel specific performance by the Agency of its obligations under this Agreement, it being recognized that the beneficiaries of Agency obligations hereunder cannot be adequately compensated by monetary damages in the event of Agency's default. (b) To cause the Agency to pay to the City an amount equal to all HOME funds loaned to Agency less any principal balance previously repaid by Agency, if any HOME assisted unit is knowingly or negligently rented to persons who do not comply with the requirements for such unit. (c) In addition, to these remedies, a default by the Agency hereunder shall constitute a default under the Mortgage and note which will enable the City thereunder, after notice and an opportunity to cure as therein provided, to accelerate the Agency's loan and take such other actions as may be permitted under the terms of the Mortgage. - 9 - IN WITNESS WHEREOF, Signed, Sealed and Delivered in the presence of: *Note: Two witnesses are required Please type or write names underneath signatures MT. CARMEL CDC OF CLEARWATER. INC. By: Mt. Carmel Community Development Corporation of Clearwater, Inc., a not for profit organization (f4 t; ?L1 PresIdent By: Countersigned: CITY OF CLEARWATER, FLORIDA ~~~~~ Fr"ank V. Hibbard Mayor-Councilmember BY:~~.':6_~L-:Tj William B. Home, II City Manager Approved as to form: n .7) .r:) II ~~~.4r Assistant City Attorney Attest: - 10-