Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 AGREEMENT NO. ------
HOME INVESTMENT PARTNERSHIPS PROGRAM
LOAN AGREEMENT WITH GOLDEN EMPIRE AFFORDABLE HOUSING INC. II This LOAN AGREEMENT ("Loan Agreement") is made and entered into on ______ , by and between the CITY OF BAKERSFIELD, a charter city and municipal corporation ("CITY") and GOLDEN EMPIRE AFFORDABLE HOUSING INC.
II, a California non-profit benefit corporation authorized to do business in California ("DEVELOPER").
RECITALS
WHEREAS, in 2024 and 2025 CITY entered into two different grant agreements with the U.S. Department of Housing and Urban Development ("HUD") to execute and implement the HOME Investment Partnerships Program ("HOME Program") with a goal of expanding the supply of safe, affordable housing for those of very low and low income; and
WHEREAS, the HOME Program provides that CITY will certify and contract with eligible developers, non-profit developers and/or Community Housing Development Organization ("CHOO") to develop affordable multi-family rental housing in CITY; and
WHEREAS, DEVELOPER submitted a funding application requesting a low interest HOME Program loan to subsidize the construction of a new affordable multi-family rental housing units in CITY ("Project"); and WHEREAS, Project consists of the construction of sixteen ( 16) new affordable multifamily housing units located at 1302 Eve Street Bakersfield, CA 93301 ("Project Site") and more specifically described in the Legal Description, attached hereto as Exhibit "A" and incorporated by reference herein, to be reserved for qualifying households earning less than 50% of the Kern County Area Median Income (AMI) which will remain affordable throughout the required twenty (20) year Period of Affordability; and
WHEREAS, CITY desires to assist DEVELOPER by loaning HOME Program Loan Funds to be used for eligible costs related to the development of the Project pursuant to the HOME Program established by HUD at 24 CFR Part 92; and WHEREAS, DEVELOPER shall obtain any additional funding for all other amounts required to complete the Project; and
WHEREAS, DEVELOPER shall complete the Project's Scope of Work, attached hereto as Exhibit "B" and incorporated by reference herein, in accordance with all HOME, federal, state and local requirements; and GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 1 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 WHEREAS, CITY shall not be obligated to disburse or pay to DEVELOPER or any third party, any funds until and after CITY receives HOME Program funds from HUD.
NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and DEVELOPER mutually agree as follows:
1. DEFINITIONS.
1.1. "Activity" means soft and hard costs associated with the construction of the Project and paid for with HOME Program funding.
1.2. "Completion Guaranty" means a completion guaranty agreement, executed by the guarantor, guaranteeing in favor of CITY the completion of the Scope of Work by DEVELOPER in the manner and within the time required by this Loan Agreement. The occurrence of either a Transfer or a Permitted Transfer shall not operate as to totally or partially release the guarantor under the Completion Guaranty unless CITY expressly consents to such release in writing, which consent may be given or withheld in CITY's sole and absolute discretion. Notwithstanding the foregoing, in lieu of the Completion Guaranty, DEVELOPER may, in the same time and manner as required of the Completion Guaranty, obtain a performance bond, subject to CITY'S satisfaction and approval, or replace the guarantor on the Completion Guaranty. The approval or disapproval of the performance bond or replacement guarantor shall be within the sole and absolute discretion of CITY.
1.3. "Debt Service" means regularly scheduled payments of principal and interest made in a calendar year pursuant to the approved financing obtained for the ownership of the Project Site, which is senior in lien priority to any payment obligation with respect to the loan.
1.4. "Eligible Project Costs" means those hard and soft construction costs related to the Project which are eligible for reimbursement as defined in 24 CFR 92.206. Eligible project costs under the HOME Program include: acquisition; demolition of existing structures; multifamily rental housing construction and rehabilitation; utility connections and improvements; site improvements; of multifamily rental projects; architectural, engineering, survey and other related professional expenses; permitting, legal and developer fees; funding initial operating deficit reserves; providing information such as affirmative marketing and fair housing information.
1.5. "HOME-assisted Units" means eleven (11) affordable multifamily housing units, located at 1302 Eye Street, Bakersfield, CA 93301, that will stay in compliance of this Loan Agreement for the duration of the Period of Affordability.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 2 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1
1.6. "Loan Funds" means CITY's loan of HOME Program funds to DEVELOPER to facilitate the construction of the Project to be paid back out of the Residual Receipts from the Project.
1.7. "Operating Expenses" means the actual soft cost of funding an initial operating deficit reserve, which is a reserve to meet any shortfall in project income during the period of project rent-up (not to exceed 18 months) and which may only be used to pay project operating expenses, scheduled payments to a replacement reserve, and debt service in accordance with 24 CFR 92.206(d)(5). Expenses for the purpose of calculating Residual Receipts are subject to CITY approval and shall be calculated on an accrual basis. Operating Expenses shall not include long-term capital improvements ( other than the maintenance of the Replacement Reserve Fund), repairs or replacements paid out of insurance proceeds received by DEVELOPER, or depreciation of buildings, or other similar non-cash items of expense or deduction from income.
1.8. "Payment Date" means within thirty (30) days of approval of Residual Receipts from CITY of the year following Project Completion and after the end of DEVELOPER's fiscal year with respect to the preceding fiscal year.
1.9. "Period of Affordability" means with respect to HOME-assisted units a twenty (20) year period as required in accordance with 24 CFR
92.252(e), beginning at Project Completion.
1.10. "Project" means DEVELOPER's development of the Project Site, consisting of sixteen (16) affordable multifamily housing units located on the Project Site in Bakersfield, CA.
1.11. "Project Completion" means the date a Certificate of Occupancy is issued for the project as defined in 24 CFR 92.2.
1.12. "Project Site" means that certain real property located on 1302 Eye Street, Bakersfield, California, 93301, more specifically described in the Legal Description, attached as Exhibit "A."
1.13. "Replacement Reserve Fund" means the fund, which shall be used in the future to replace furniture, fixtures and equipment and to replace various aspects of the buildings (e.g., roof, landscape, etc.) and Project Site.
1.14. "Residual Receipts" means, for each calendar year, Revenues less the sum of (i) Operating Expenses, (ii) Debt Service, (iii) Deposits to the Replacement Reserve Fund or other reserves required by Project lenders, (iv) deferred DEVELOPER fees, (vi) federal income tax liability, and (viii) unpaid property management fees. DEVELOPER shall begin GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 3 >ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 making annual payments of principal and interest from CITY's share of 50% of Residual Receipts in the year following Project Completion, as defined herein, in the order and priority set forth in DEVELOPER'S organizational documents. CITY shall apply such payments first to pay current annual interest due, then the cumulative interest owed, and then to reduce the principal amount of the Loan. If such calculation results in a negative number, Residual Receipts shall be zero {O) for that year.
1.15. "Revenues" means the sum of {i) all cash received from rents, lease payments and all other sources including, without limitation, rental assistance payments, but excluding {a) tenant security or other deposits {unless forfeited), {b) capital contributions and interest thereon, {c) proceeds from capital transactions and {d) interest on reserves not available for distribution, {ii) the net proceeds of any insurance (including rental interruption insurance), other than fire and extended coverage and title insurance, to the extent not reinvested, and (iii) any other funds deemed available for distribution by DEVELOPER.
2. TERMS AND CONDITIONS OF LOAN.
2.1. Amount and Term of Loan. CITY shall Loan DEVELOPER no more than TWO MILLION SIX HUNDRED THIRTY THOUSAND DOLLARS ($2,630,000) subject to the terms of this Loan Agreement.
The Loan shall be due and payable fifty-five {55) years from the date of execution by DEVELOPER of a promissory note as required herein ("Maturity Date"), unless repaid sooner as set forth in this Loan Agreement or the note as defined below.
2.1.1. DEVELOPER shall execute a Deed of Trust and Promissory Note in favor of CITY for TWO MILLION SIX HUNDRED THIRTY
THOUSAND DOLLARS {$2,630,000).
Such Deed of Trust shall be subject only to DEVELOPER's permanent lender and any other matters of record reasonably acceptable to CITY. The Deed of Trust shall secure all
DEVELOPER's promises extended to CITY in this Loan
Agreement.
2.1.2. In the event DEVELOPER prepays the Loan before the Maturity Date, DEVELOPER shall pay accrued interest up to that point.
DEVELOPER shall pay simple interest at a rate of three percent {3%) per year. DEVELOPER shall begin making annual
payments of principal and interest from Residual Receipts in the year following Project Completion, as defined herein.
Payments shall be made from CITY's share of fifty percent {50%) of the Residual Receipts. CITY shall apply such payments first to GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 4 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 pay current annual interest due, then the cumulative interest owed, and then to reduce the principal amount of the Loan.
2.2. Disbursement of Funds. CITY shall not be obligated to disburse, or pay to DEVELOPER, any funds until and after CITY receives Loan Funds, allocated for this Project, from the federal government.
2.2.1. If CITY does not receive such Loan Funds, CITY, at its option, may terminate or suspend this Loan Agreement without any liability to DEVELOPER. DEVELOPER shall not be entitled to any damages from CITY until CITY receives Loan Funds,
even if DEVELOPER has detrimentally relied upon this
Agreement.
2.2.2. CITY may withhold Loan Funds from DEVELOPER if
DEVELOPER is not complying with the terms of this Loan
Agreement or any other local, state, or federal statute or regulation applicable to HOME Program administration.
Should CITY become subject to any penalties resulting from failure by DEVELOPER, or DEVELOPER's agent, to comply
with all applicable federal, state, and local laws and
regulations, DEVELOPER shall be solely liable for any such penalties and shall fully reimburse CITY for any payments made or funding lost as a result.
2.3. Required Documents. Additionally, CITY shall not be obligated to disburse any Loan Funds pursuant to this Loan Agreement until DEVELOPER has executed and recorded A Regulatory Agreement, Promissory Note and Deed of Trust for the Project Site.
3. DEVELOPER'S OBLIGATIONS.
3.1. Financing of the Project. DEVELOPER shall provide all other funding for all other amounts required to complete the development of the Project Site that cannot be paid for by CITY's assistance.
3.2. Financing Not Obtained. All of the Project's financing described herein shall have closed within one-hundred eighty ( 180) days of the date of this Loan Agreement. In the event said financing has not been provided or is not available, then DEVELOPER shall present to CITY alternative financing sources for the Project to continue prior to the close of the aforementioned one-hundred eighty ( 180) day period. If DEVELOPER cannot present sources to replace said funding proposed in this Loan Agreement, then CITY may, at its discretion, terminate all obligations under this Loan Agreement.
3.3. Security for Performance Hereunder. DEVELOPER and/or General Contractor shall cause certain subcontractors to provide a performance ( completion) bond and a payment bond (labor and GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 5 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 materials bond), each in the amount of one hundred percent ( l 00%) of the estimated cost of the work that is the subject of the subcontract ten ( l 0) days prior to commencement of the work under such subcontract. Such payment and performance bonds shall be issued by a surety company admitted and licensed in California with an AM Best rating of "A" or better and approved by CITY and naming CITY as beneficiary. These bonds must be in a form approved by CITY's legal counsel. Notwithstanding the foregoing, in the event that DEVELOPER's lender waives the requirement for payment and performance bonds, CITY may also waive any such requirement.
3.4. Cost of Construction. The cost of constructing the Project on the Project Site shall be borne by DEVELOPER. In the event the Project should cost more to construct than estimated herein or DEVELOPER makes changes to the Project which increases the costs, DEVELOPER shall pay for and bear full responsibility for all such additional costs.
This provision concerning DEVELOPER's responsibility for additional costs shall not be deemed to authorize changes to the Project without CITY's review and approval by means of an amendment to this Loan Agreement. The assistance provided by CITY shall not exceed the amounts set forth herein.
3.5. Material Sourcing. DEVELOPER shall source all specifically listed construction materials and manufactured products paid for by CITY's HOME Program loan funding in accordance with all provisions of the Build America, Buy America Act as enumerated in 2 CFR Part 184.
DEVELOPER must maintain appropriate documentation to show that all iron, steel, manufactured products, and construction materials purchased with CITY HOME Program funds are produced in the United States.
3.6. Permits. DEVELOPER shall, at its own expense, secure, or cause to be secured, any and all permits which may be required by CITY or any other governmental or private agency affected by or having jurisdiction over the Project Site or services. This includes but is not limited to DEVELOPER securing all zoning, building, and local land use approvals.
3.7. Compliance with All Laws. DEVELOPER shall, at DEVELOPER's sole cost, comply with all of the requirements of municipal, state and federal authorities now in force, or which may hereafter be in force, pertaining to this Loan Agreement, and shall faithfully observe in all activities relating to or growing out of this Loan Agreement all municipal ordinances and state and federal statutes, rules or regulations, and permitting requirements now in force or which may hereafter be in force including, without limitation, obtaining a City of Bakersfield business tax certificate (Bakersfield Municipal Code GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 6 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 Chapter 5.02) where required.
3.7.1. Local and Federal Laws. DEVELOPER shall obey all CITY regulations now or hereafter enacted to facilitate
administration applicable to the Project. DEVELOPER shall become familiar with the appropriate statutes, regulations, and guidelines governing the Project. DEVELOPER shall
obey all federal regulations and guidelines now or hereafter enacted pursuant now or hereafter in effect.
3.7.2. City Tax Certificate. DEVELOPER shall obtain a CITY business tax certificate (Bakersfield Municipal Code Chapter 5.02) where required.
3.7.3. Prevailing Wage. If applicable, DEVELOPER shall pay prevailing wages to all workers employed on public works projects, as defined by California Labor Code. Upon
request by CITY, when required per the California Labor Code, DEVELOPER must submit to CITY proof of registering the Project with the California Department of Industrial Relations (DIR).
3.7.4. Nondiscrimination. DEVELOPER shall not discriminate or segregate against any person or group of persons on
account of race, color, creed, religion, sex, sexual
orientation, marital status, national origin, ancestry or disability in the performance of this Loan Agreement or use of the Project Site.
3.7.5. Miscellaneous. By signing this Loan Agreement DEVELOPER, shall certify compliance and execute the requirements
listed and described in Exhibits "D","E","F","G" and "H", attached hereto and incorporated by reference herein.
3.8. Environmental Considerations. CITY and DEVELOPER want to assure that the policies of the National Environmental Policy Act of 1969 (NEPA), as amended, and the California Environmental Quality Act of 1970 (CEQA), as amended, are most effectively implemented.
CITY shall comply with HUD Environmental Review Procedures (24 CFR Part 58) leading to certification of release of funds for projects, and the CEQA review procedures (Title 14, Section 15000 et. seq. of the California Administrative Code) in connection with this Project.
Further, DEVELOPER shall comply with all applicable requirements of NEPA as it pertains to the environmental assessment conducted by CITY for the proposed undertaking.
3.9. Landscaping and Maintenance of the Project. DEVELOPER shall maintain the Project, the parking facilities and landscaping in good condition and shall keep the Project free from any accumulation of GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 7 >ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 debris or waste materials prior to and after construction.
Maintenance shall include, but is not limited to, programmed watering, consistent fertilizing, weed control, cleaning, pruning, trimming, pest control and cultivating. Landscape structural features shall be maintained in sound structural and attractive conditions. All plant material shall be serviced by a permanently installed, electrically automated sprinkler system. Replacement planting must conform to the original intent of the landscape design. Installation of landscape materials shall be in accordance with commonly accepted methods of installation. Trees shall be the equivalent to minimum fifteen ( 15} gallon container size or larger and shall be vigorous and healthy when planted. Shrubs shall be a minimum of five (5) gallon container size or larger and shall be vigorous and healthy when planted. Live vegetative matter shall cover no less than seventy-five percent (75%} of the required landscaped area at its maturity.
If, at any time, DEVELOPER fails to maintain the landscaping as required by this Loan Agreement or CITY standards, and the condition is not corrected within a reasonable time from the date of written notice to correct from CITY, CITY may perform the necessary landscaping maintenance, and DEVELOPER shall pay all such costs as are reasonably incurred for such maintenance.
3.10. Rights of Access. For the purpose of assuring compliance with this Loan Agreement, representatives of CITY staff shall have reasonable right of access to the Project Site without charges or fees and at normal construction hours during the period of construction and throughout the twenty (20} year affordability period for the purposes of this Agreement, including, but not limited to, the inspection of the work being performed in constructing the improvements provided, however, such inspections shall not unreasonably interfere with the construction work in progress. This provision shall not be construed to replace or modify inspection requirements arising out of the issuance of building permits or land use entitlements.
3.11. Program Regulations and Guidelines. DEVELOPER shall comply with all applicable provisions of the HOME Program regulations contained herein. Additionally, DEVELOPER shall comply with the following:
3.11.1. 3.11.2.
Initial rents shall be charged in accordance with the Initial Rent Schedule outlined in Exhibit "C", attached hereto
and incorporated by reference herein, of this Loan
Agreement. Further, rent increases shall be approved
when in accordance with the procedure identified in
Exhibit "C."
All leases for rental on Project shall comply with 24 CFR
92.253 Tenant protections and selection. DEVELOPER must GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 8 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1
3.11.3. 3.11.4.
3.11.5. 3.11.6.
3.11.7. 3.11.8.
adopt tenant selection policies in conformance with 24
CFR 92.253( d).
DEVELOPER shall make a good faith effort to solicit
applications from throughout CITY. DEVELOPER shall
comply with federal fair housing laws and not deny
access to the Project on the basis of age, race, ethnicity, marital or familial status, source of income, gender, or sexual orientation.
For HOME-assisted Units, over-income tenant procedures
in 24 CFR 92.2520).
The requirements of 24 CFR Subpart F (24 CFR 92.250-
92.258) to the extent required by law.
The applicable property standards required by 24 CFR
92.251 upon Project Completion. Further, compliance with these standards shall be maintained through the duration of the Period of Affordability.
As applicable, DEVELOPER shall comply with the
requirements of 2 CFR 200.310-316 "Property Standards." Prior to and during the Period of Affordability DEVELOPER shall:
3.11.8.1. Before initially marketing available units for the Project Site and taking any rental applications
from any person, deliver to CITY, for review,
comment, and approval or disapproval, a
copy of the marketing plan DEVELOPER intends
to use to market, and select occupants of, the
Project ("Marketing Plan"); DEVELOPER shall
change the Marketing Plan in response to
CITY's comments, so long as such comments
are commercially reasonable, will not have an
adverse effect on leasing, and conform to all
statutory requirements that pertain to the
property, and shall resubmit the Marketing Plan
for CITY review and approval; DEVELOPER shall
follow the Marketing Plan approved by CITY.
3.11.8.2. At all times, maintain the Project Site in a
manner which meets the requirements of this
Loan Agreement.
3.11.8.3. If DEVELOPER fails to comply with the provisions of this section, and upon written notice to
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 9 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 DEVELOPER from CITY listing areas of
noncompliance, fails to initiate corrective
action within sixty { 60) days from date of
notice, such failure shall constitute a breach of
this Loan Agreement. CITY shall thereupon
have the right to repayment from DEVELOPER
for the full amount of the Loan. Repayment of
the Loan shall not affect the time Period of
Affordability set forth in the Regulatory
Agreement.
3.11.8.4. DEVELOPER shall transfer to CITY any Loan
Funds on hand and any accounts receivable
attributable to the use of funds under this Loan
Agreement at the time of expiration,
cancellation, or termination, unless otherwise
specified in the HUD closeout agreement with
the Grantee.
3.12. Records and Audits. DEVELOPER shall maintain records sufficient to show it has reasonably complied with all applicable provisions and requirements of this Loan Agreement.
3.12.1. Records and Reports. DEVELOPER shall create and retain accurate records of DEVELOPER's efforts to market the
Project Site and results of those efforts. At least annually, but more often if requested by CITY, DEVELOPER will deliver to CITY a report which includes, at a minimum, the following:
3.12.1.1. A description of marketing and outreach
DEVELOPER carried out during the reporting
period, including such items as clipped notices,
flyers, advertisements, and letters; and
3.12.1.2. Identification of each applicant's referral
source; and
3.12.1.3. Race, ethnicity, gender and disability status of each applicant; and
3.12.1.4. Family income, rent paid to DEVELOPER, family size, race or ethnicity, gender and disability
status of each person who is a tenant during
the reporting period; and
3.12.1.5. For the HOME-assisted Units, information on unit substitution and vacancies; and
3.12.1.6. Level of revenues, reserves, occupancy rates
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) PagelO )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 and operating and debt-service costs; and
3.12.1.7. The amount, and proper allocation, of Residual Receipts, as described in this Loan Agreement;
and
3.12.1.8. Financial reports showing the availability
and/or payment of loan principal and interest
out of Residual Receipts. Additionally, financial
statements shall show the financial condition
and continued financial viability of the Project.
3.12.2. Audits. Upon the written request of CITY, DEVELOPER shall arrange, at its own expense, for the performance of a
"Single Audit" of its entire operations by an independent auditor in accordance with CITY policies.
The auditor shall deliver results of said audit to CITY within thirty (30) days of the audit's completion. CITY's
acceptance of DEVELOPER's audit reports does not prohibit CITY from performing any additional audit work CITY deems to be necessary or as necessary for CITY to comply with any administrative or audit requirements imposed by the
federal or state government.
3.12.3. Record Retention. As a condition of receiving federal financial assistance under this Loan Agreement,
DEVELOPER shall comply with the Project closeout
requirements as outlined in 24 CFR 92.507 and 2 CFR
200.335-337. Additionally, in order to assist CITY in complying with its obligations under 24 CFR 92.508(c), DEVELOPER shall maintain all records related to the development and
financing of the Project for no less than five (5) years after the Project's Completion. Additionally, all individual tenant income verifications, names, addresses, Project rents and Project inspections must be retained for the most recent five (5) year period, until five (5) years after the Period of Affordability terminates. Any agreement between
DEVELOPER and its independent auditor shall provide for access, during normal business hours, to the independent auditor's work papers, by state, federal and CITY auditors, or their authorized agents. DEVELOPER's independent
auditor shall retain, for review purposes, audit work papers for five (5) years from date of audit completion, or until four (4) years after all audit-related issues are resolved,
whichever occurs later. DEVELOPER shall maintain all
records related to this Loan Agreement for five (5) years from Project Completion. CITY reserves the right to review GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 11 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 all records required under the program. Further, DEVELOPER agrees to make documents available for review by HUD,
the Office of the Inspector General, and any agency
associated with the requirement of the program involved in ensuring the Project's compliance.
3.12.4. Financial-Management System. DEVELOPER shall comply with all applicable requirements of 2 CFR part 200 as stated in 24 CFR part 92 § 92.505 and maintain a financial
management system which complies with 2 CFR 200.302,
"Financial Management," except paragraph (a) thereof.
Additionally, DEVELOPER shall comply with 2 CFR 200.300- 305, 309 "Standards for Financial Management and
Program Management."
3.12.5. Payment Procedure. DEVELOPER shall comply with the methods and procedures for payment as outlined in this 2 CFR 200.305, "Payment" as modified by 24 CFR 92.502(c).
3.12.6. Procurement and Allowable Costs. DEVELOPER shall procure all subcontractors in a manner which encourages competition, is open to qualified participants, and does not unduly restrict participation. Further, all procurement will comply with all applicable components of 2 CFR 200
Subpart D (200.317-200.327, "Procurement" and all
applicable components of 2 CFR Subpart E (200.400-
200.475), "Cost Principles."
3.12.7. Subawards and Monitoring. DEVELOPER shall comply with the standards and requirements of 2 CFR 200.213,
"Subawards to Debarred and Suspended Parties"; and 2
CFR 200.327-328, "Performance and Financial Monitoring
and Reporting" [except paragraphs (b) through (d) and
paragraph (f)]. CITY has the right, but not the obligation, to monitor and supervise the administration and
implementation of the Project Site for a period of twenty (20) years following Project Completion.
3.12.8. Enforcement. DEVELOPER shall comply with the standards and requirements of 2 CFR 215.62, "Enforcement," and 2
CFR 200.338-342, "Remedies for Noncompliance."
3.12.9. Disallowances and Adjustments. DEVELOPER shall account to CITY for any and all program Loan Funds expended by
DEVELOPER or its officer, employee, agent, or
representative, whether or not such officer, employee,
agent or representative was acting within the scope of their employment. DEVELOPER shall repay CITY, on demand, the
full amount of any improperly expended HOME Program
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4. 5.
funds and shall comply with requirements of 2 CFR 200.344.
CITY may retain any funds of DEVELOPER in CITY's possession to liquidate (in whole or in part) the debt resulting from any such improper expenditure.
3.12.10. Collections. DEVELOPER shall comply with the standards and requirements of 2 CFR 200.345, "Collection of Amounts Due."
3.12.11. Closeout. DEVELOPER shall comply with the applicable requirements of 2 CFR 200.344 "Closeout."
3.12.12. Post-Closeout Adjustments and Continuing Responsibilities.
DEVELOPER shall comply with the requirements of 2 CFR
200.345 "Post-Closeout Adjustments and Continuing
Responsibilities".
USES OF THE PROJECT. DEVELOPER covenants and agrees for itself, its successors, its assigns and every successor in interest, that during construction and thereafter, eleven (11) affordable housing units will be designated for low-income seniors earning up to 50% of the Area Median Income (AMI) for a minimum affordability period of twenty (20) years in accordance with HOME Program funding requirements beginning at Project Completion.
DEFAULTS, REMEDIES AND TERMINATION.
5.1. Defaults. Subject to the extensions of time for construction pursuant to the terms set forth in the Scope of Work, or otherwise pursuant to this Loan Agreement, failure or delay by either party to perform any material term or provision of this Loan Agreement constitutes an event of default under this Loan Agreement. Except as may be otherwise provided herein, the party who so fails or delays must, upon discovering or receiving notice of such event of default, immediately commence to cure, correct, or remedy such failure or delay and shall complete such cure, correction, or remedy with reasonable diligence.
If DEVELOPER is not in full compliance with the terms of this Loan Agreement at any time during the term of this Loan Agreement after CITY has commenced to disburse Loan Funds, CITY shall notify DEVELOPER of such noncompliance and DEVELOPER shall have sixty ( 60) days to cure provided, however that if such default cannot reasonably be cured in such sixty ( 60) day period, DEVELOPER shall have such further time as necessary to cure such default provided that DEVELOPER commences the cure of same within such sixty ( 60) day period and thereafter diligently pursues cure of same. If DEVELOPER fails to cure the noncompliance, in addition to other rights and remedies permitted by the Loan documents or applicable GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page13 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 law, CITY may proceed with any or all of the following remedies in any order or combination CITY may choose in its sole discretion:
5.1.1. 5.1.2.
5.1.3. Terminate this Loan Agreement, in which event the entire principal amount outstanding, as well as any other monies advanced to DEVELOPER by CITY under the Loan
documents including administrative costs, shall
immediately become due and payable at the option of
CITY; and
Bring an action in equitable relief ( l) seeking the specific performance by DEVELOPER of the terms and conditions of the Loan documents, and/or (2) enjoining, abating, or
preventing any violation of said terms and conditions,
and/or (3) seeking declaratory relief; and
The injured party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Additionally, CITY shall notify DEVELOPER's partners of any default by DEVELOPER. Except as required to protect against further damages, and except as
otherwise expressly provided in this Loan Agreement, the injured party may not institute proceedings against the party in default, nor shall the injured party be able to enforce any remedies or penalties provided hereunder,
until sixty ( 60) days after giving such notice and only in the event such event of default is not cured as set forth herein.
Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of default; and
5.1.4. Except as otherwise expressly provided in this Loan Agreement, any failures or delays by either party in
asserting any of its rights or remedies as to any event of default shall not operate as a waiver of any default or any such rights or remedies. Delays by either party in asserting any of its rights and remedies shall not deprive either party of its right to institute and maintain any actions or
proceedings, which it may deem necessary to protect,
assert or enforce any such rights or remedies; and
5.1.5. Upon the occurrence of an event of default, and subject to the terms of this Loan Agreement, the defaulting party shall be liable to the non-defaulting party for damages caused by such default. Nothing in this Loan Agreement
precludes the instigation of an action for specific
performance of the terms of this Loan Agreement.
5.2. Limited Recourse. The Loan and obligations set forth in the Loan GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Pagel4 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 documents are limited recourse obligations of DEVELOPER, its officers, employees, partners or agents. Neither DEVELOPER nor any other party shall have any personal liability for repayment of the Loan, except for losses or damages relating to {a) fraud or willful misrepresentation and {b) failure to deliver any insurance or condemnation proceeds received by DEVELOPER to CITY or to otherwise apply such sums as required under the Deed of Trust to the extent of the insurance or condemnation proceeds not delivered.
Except as otherwise provided herein, the sole recourse of CITY for repayment of the principal and interest shall be the exercise of CITY's rights against the Project Site.
6. ASSIGNMENT. Neither this Loan Agreement nor any rights, interests, duties, liabilities, obligations or responsibilities arising out of, concerning or related in any way to this Loan Agreement {including, but not limited to, accounts, actions, causes of action, claims, damages, demands, liabilities, losses, obligations, or reckonings of any kind or nature whatsoever, for compensatory or exemplary and punitive damages, or declaratory, equitable or injunctive relief, whether based on contract, equity, tort or other theories of recovery provided for by the common or statutory law) may be assigned or transferred by any party. Any such assignment is prohibited and shall be unenforceable and otherwise null and void without the need for further action by the non-assigning party or parties.
6.1. Prohibition. Except as provided herein, neither this Loan Agreement, nor any interest in it, may be assigned or transferred by any party without the prior written consent of all parties. Any such assignment will be subject to such terms and conditions CITY may choose to impose.
7. BINDING EFFECT. The rights and obligations of this Loan Agreement shall inure to the benefit of, and be binding upon, the parties to the Loan Agreement and their heirs, administrators, executors, personal representatives, successors and assigns.
8. CONFLICTS OF INTEREST. DEVELOPER stipulates that corporately, or individually, the firm, its employees and subconsultants have no financial interest in either the success or failure of any project, which is dependent upon the result of the work prepared pursuant to this Loan Agreement.
9. CORPORATE AUTHORITY. Each individual signing this Loan Agreement on behalf of entities represents and warrants that they are, respectively, duly authorized to sign on behalf of the entities and to bind the entities fully to each and all of the obligations set forth in this Loan Agreement.
10. COUNTERPARTS. This Loan Agreement may be executed in any number of counterparts, each of which shall be considered as an original and be effective as such.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II- AFFORDABLE HOUSING AGREEMENT (HOME) Pagels )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1
11. DIRECTION. DEVELOPER retains the right to control or direct the manner in which the services described herein are performed.
12. EFFECTIVE DATE. This Loan Agreement shall be in effect from the date of execution through the Period of Affordability, except that DEVELOPER shall retain records as required in this Loan Agreement. All loan obligations, including Residual Receipt payments and its related conditions, shall be in effect during the term of the Loan.
13. EQUIPMENT. DEVELOPER will supply all equipment, tools, materials and supplies necessary to perform the services under this Loan Agreement.
14. EXECUTION. This Loan Agreement is effective upon the date first written above and is the product of negotiation and all parties are equally responsible for authorship of this Agreement. Section 1654 of the California Civil Code shall not apply to the interpretation of this Loan Agreement.
15. EXHIBITS. In the event of a conflict between the terms, conditions or specifications set forth in this Loan Agreement and those in exhibits attached hereto, the terms, conditions, or specifications set forth in this Loan Agreement shall prevail. All exhibits to which reference is made in this Loan Agreement are deemed incorporated in this Loan Agreement, whether or not actually attached.
16. FORCE MAJEURE. In addition to specific provisions of this Loan Agreement, a party hereunder shall not be deemed to be in default where delays or defaults are due to war, insurrection, strikes, walkouts, riots, floods, earthquakes, fires, casualties, acts of God, governmental restrictions imposed or mandated by governmental entities, enactment of conflicting state or federal laws or regulations, new or supplementary environmental regulations enacted by the state or federal government, or litigation (any of the foregoing, "Force Majeure"). An extension of time for such cause may be mutually agreed upon by the parties hereunder for the period of the enforced delay or longer.
17. FURTHER ASSURANCES. Each party shall execute and deliver such papers, documents, and instruments, and perform such acts as are necessary or appropriate, to implement the terms of this Loan Agreement and the intent of the parties to this Loan Agreement.
18. GOVERNING LAW. The laws of the State of California will govern the validity of this Loan Agreement and its interpretation and performance. Any litigation arising in any way from this Loan Agreement shall be brought in Kern County, California.
19. INCLUDED DOCUMENTS. Any bid documents, including, without limitation, special provisions and standard specifications and any Request for Proposals, Request for Qualifications and responses thereto relating to this GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page16 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 Loan Agreement are incorporated by reference as though fully set forth herein.
20. INDEMNITY. DEVELOPER shall indemnify, defend, and hold harmless CITY and CITY's officers, agents and employees against any and all liability, claims, actions, causes of action or demands whatsoever against them, or any of them, before administrative or judicial tribunals of any kind whatsoever, arising out of, connected with, or caused by DEVELOPER or DEVELOPER's employees, agents, independent contractors, companies, or subcontractors in the performance of, or in any way arising from, the terms and provisions of this Loan Agreement whether or not caused in part by a party indemnified hereunder, except for CITY's sole active negligence or willful misconduct.
21. INDEPENDENT CONTRACTOR. This Loan Agreement calls for DEVELOPER's performance of the Scope of Work as an independent contractor.
DEVELOPER is not an agent or employee of CITY for any purpose and is not entitled to any of the benefits provided by CITY to its employees. This Loan Agreement shall not be construed as forming a partnership or any other association with DEVELOPER other than that of an independent contractor.
22. INSURANCE.
22.1 Types and Limits of Insurance. In addition to any other insurance or security required under this Loan Agreement, DEVELOPER must procure and maintain, for the duration of this Loan Agreement, the types and limits of insurance below ("Basic Insurance
Requirements").
22.1.1 Automobile liability insurance, providing coverage for owned, non-owned, and hired autos on an occurrence
basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1,000,000 per occurrence.
22.1.2 Commercial general liability insurance, unless otherwise approved by CITY's Risk Manager, providing coverage on
an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal
injury, with limits of not less than $1,000,000 per occurrence.
The policy must:
22.1.2.1 Provide contractual liability coverage for the terms of this Loan Agreement;
22.1.2.2 Provide products and completed operations
coverage;
22.1.2.3 Provide premises, operations, and mobile
equipment coverage; and
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page17 locusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2O1
22.1.2.4 Contain an additional insured endorsement in
favor of CITY and its mayor, council, officers,
agents, employees, and designated volunteers.
22.1.3 Workers' compensation insurance with limits of not less than $1,000,000 per occurrence. In accordance with the
provisions of Labor Code Section 3700, every contractor will be required to secure the payment of compensation to his employees. Pursuant to Labor Code Section 1861,
DEVELOPER must submit to CITY the following certification before beginning any work on the Improvements:
I am aware of the provisions of Section 3700 of the
Labor Code which require every employer to be
insured against liability for worker's compensation or
to undertake self-insurance in accordance with the
provisions of that code, and I will comply with such
provisions before commencing the performance of
the work of this contract.
By executing this Loan Agreement, DEVELOPER is submitting the certification required above.
The policy must contain a waiver of subrogation in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers.
22.2 General Provisions Applying to All Insurance Types.
22.2.1 All policies required of DEVELOPER must be written on a first dollar coverage basis or contain a deductible provision.
Subject to CITY's advance approval, DEVELOPER may utilize a self-insured retention in any or all of the policies provided, but the policy or policies may not contain language,
whether added by endorsement or contained in the policy conditions, that prohibits satisfaction of any self-insured provision or requirement by anyone other than the named insured or by any means including other insurance or which is intended to defeat the intent or protection of an
additional insured.
22.2.2 All policies required of DEVELOPER must be primary insurance as to CITY and its mayor, council, officers, agents, employees, or designated volunteers and any insurance or self-insurance maintained by CITY and its mayor, council, officers, agents, employees, and designated volunteers
must be excess of DEVELOPER's insurance and must not
contribute with it.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Pagel8 )ocusign Envelope ID: 24CE6002-DBBB-8935-B0F3-B961A6BAD2D1
22.2.3 The insurance required above, except for workers' compensation insurance, must be placed with insurers with a Best's rating as approved by CITY's Risk Manager, but in no event less than A-:VII. Any deductibles, self-insured retentions, or insurance in lesser amounts, or lack of certain types of insurance otherwise required by this Agreement, or insurance rated below Best's A-:VII, must be declared prior to execution of this Agreement and approved by CITY in
writing.
22.2.4 The insurance required in this section must be maintained until the Scope of Work is satisfactorily completed as
evidenced by CITY's written acceptance. All policies must provide that there will be continuing liability thereon, notwithstanding any recovery on any policy.
22.2.5 Full compensation for all premiums which DEVELOPER is required to pay to satisfy the Basic Insurance Requirements shall be considered as included in the prices paid for the performance of the Scope of Work, and no additional
allowance will be made therefor or for additional premiums which may be required by extensions of the policies of
insurance.
22.2.6 It is further understood and agreed by DEVELOPER that its liability to CITY will not in any way be limited to or affected by the amount of insurance obtained and carried by
DEVELOPER in connection with this Loan Agreement.
22.2.7 Unless otherwise approved by CITY, if any part of the Scope of Work is subcontracted, the Basic Insurance Requirements must be provided by, or on behalf of, all subcontractors even if CITY has approved lesser insurance requirements for DEVELOPER, and all subcontractors must agree in writing to be bound by the provisions of this section.
23. KEY PERSONNEL. At request of CITY, DEVELOPER shall name all key personnel to be assigned to the work set forth herein. CITY reserves the right to approve key personnel, which approval shall not be unreasonably withheld. Once the key personnel are approved DEVELOPER shall not change such personnel without the approval of CITY.
24. LICENSES. DEVELOPER shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Loan Agreement any licenses, permits and approvals which are legally required for DEVELOPER to practice its profession and perform the Scope of Work. If DEVELOPER is a corporation, at least one ( l) officer or key employee shall hold the required GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Pagel9 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 licenses or professional degrees. If DEVELOPER is a partnership, at least one ( 1) partner shall hold the required licensees or professional degrees.
25. MERGER AND MODIFICATION. This Loan Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Loan Agreement may be modified only in a writing approved by the City Council and signed by all the parties.
26. NEGATION OF PARTNERSHIP. CITY shall not become or be deemed a partner or joint venture with DEVELOPER or associate in any such relationship with DEVELOPER by reason of the provisions of this Loan Agreement. DEVELOPER shall not, for any purpose, be considered an agent, officer, or employee of CITY.
27. NO WAIVER OF DEFAULT. The failure of any party to enforce against another party any provision of this Loan Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time and shall not serve to vary the terms of this Loan Agreement.
28. NON-INTEREST. No CITY officer or employee shall hold any interest in this Agreement (California Government Code section 1090).
29. NOTICES. All notices relative to this Loan Agreement shall be given in writing and shall be personally served or sent by certified, commercial delivery service, or registered mail and be effective upon actual personal service, delivery by commercial delivery services or four (4) calendar days after depositing in the United States mail. The parties shall be addressed as follows or at any other address designated by notice:
CITY: BAKERSFIELD CITY HALL
1600 Truxtun Avenue
Bakersfield, CA 93301
DEVELOPER: GOLDEN EMPIRE AFFORDABLE HOUSING, INC.
601 24th Street, Suite B
Bakersfield, CA 93301
LENDER: KERN REGIONAL CENTER
3200 Sillect Ave
Bakersfield, CA 93308
30. REMEDIES. The remedies provided in this Loan Agreement are cumulative and are in addition to any other remedies in law or equity, which may be available to CITY. The election of one ( 1) or more remedies shall not bar the use of other remedies unless the circumstances make the remedies incompatible.
31. RESOURCE ALLOCATION. All CITY obligations under the terms of this Loan Agreement are subject to the appropriation and allocation of resources by the City Council.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 20 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1
32. SB 854 COMPLIANCE. To the extent Labor Code Section 1771.1 applies to this Loan Agreement, a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, be subject to the requirements of Section 4104 of the Public Contract Code or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. It is not a violation of Labor Code Section 1771.1 for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Labor Code Section 1725.5 at the time the contract is awarded. The prime contractor is required to post job site notices in compliance with California Code of Regulations, Title 8, Section 16451. This Project is subject to compliance monitoring and enforcement by the California DIR.
33. SEVERABILITY. If any provision of this Loan Agreement is held invalid, the remainder of the Loan Agreement shall not be affected thereby, and all other parts of this Loan Agreement shall nevertheless be in full force and effect.
34. STANDARD OF PERFORMANCE. The Scope of Work shall be performed in conformity with all legal requirements and industry standards observed by a specialist of DEVELOPER's profession in California.
35. STARTING WORK. DEVELOPER shall not begin work until authorized to do so in writing by CITY. No work will be authorized before the date first written above.
36. SUBORDINATION OF AFFORDABILITY RESTRICTIONS. CITY finds that an economically feasible method of financing for the construction and operation of the Project, without the subordination of the affordable housing covenants as may be set forth in this Loan Agreement and the regulatory agreement, is not reasonably available. CITY shall make affordable housing covenants set forth in this Loan Agreement and the regulatory agreement junior and subordinate to the deeds of trusts and other documents required in connection with the construction and permanent financing for the Project approved by CITY. Any subordination agreement entered into by CITY shall contain written commitments, which CITY finds are reasonably designed to protect Agency's investment in the event of default under such senior housing.
37. TAX NUMBERS.
DEVELOPER Federal Tax ID Number: 77-0435140
Is DEVELOPER a corporation? Yes: X No: __ _
(Please check one.)
38. TERMINATION OF AGREEMENT. This Loan Agreement may be terminated by GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) Page 21 )ocusign Envelope ID: 24CE6002-D8BB-8935-80 F3-B961A6BAD2D1 either party. CITY shall only convey to DEVELOPER Loan Funds for work done prior to the effective date of termination.
39. THIRD-PARTY CLAIMS. In the case of public works contracts, CITY will timely notify DEVELOPER of third-party claims relating to this Loan Agreement. CITY shall be allowed to recover from DEVELOPER, and DEVELOPER shall pay on demand , all costs of notification.
40. TITLE TO DOCUMENTS. All documents, plans, and drawings, maps , photographs, and other papers, or copies thereof prepared by DEVELOPER pursuant to the terms of this Loan Agreement, shall, upon preparation , become CITY property .
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above.
"CITY"
CITY OF BAKERSFIELD
By: - ----------
KAREN GOH
Mayor
APPROVED AS TO CONTENT:
DEVELOPMENT SERVICES DEPARTMENT
By:--- - - ----
PHILLIP BURNS
Director
APPROVED AS TO FORM:
City Attorney: _________ _
VIRGINIA GENNARO
Insuranc e: __ _
A tta c hment(s ): Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Exhibit F
Exhibit G
Exhibit H
"DEVELOPER"
GOLDEN EMPIRE AFFORDABLE
SignliliQUSING INC. II
[ qfe .-:f/' ..
By: ___,,_--~--~ - - ----- 8ElEl2~148EElli14ii A ...
SHARON K. EDGAR
Executive Director
COUNTERSIGNED:
Finance Direc tor: ______ _ __ _
RANDY MCKEEGAN
GOLDEN EMPIRE AFFORDABLE HO USING, INC. II - AFFORDABLE HO USING AG REEMENT (HO ME) Page 22 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 Exhibit "A"
Legal Description
The land described herein is situated in the State of California, County of Kern, City of Bakersfield, described as follows:
The South 70 feet of Lots 5 and 6 in Block 365 as shown on the map of the City of Bakersfield, in the City of Bakersfield, County of Kern, State of California, according to the map thereof recorded November 28, 1898 in Book l, Page 13 of Maps, in the office of the County Recorder of said County.
APN: 006-412-05-00-0
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) A-1 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 Purpose:
Exhibit "B"
Scope of Work
The Eye Street Apartments affordable housing development located at 1302 Eye Street, Bakersfield, CA 93301, will feature sixteen (16) one-bedroom units reserved for qualifying households earning less than 50% of the Area Median Income (AMI).
Eleven ( 11) of which will be HOME-assisted. Eight (8) of the 1-bedroom units will be affordable to households with income at or below 30% AMI, and eight (8) units will serve households at or below 50% AMI in accordance with HOME Program funding guidelines as defined in 24 CFR 92.252.
Description:
CITY's contribution of TWO MILLION SIX HUNDRED THIRTY THOUSAND DOLLARS ($2,630,000) from HOME Program funding will be a loan to DEVELOPER at 3% simple interest, calculated from residual receipts, with a term of fifty-five (55) years and secured by a Deed of Trust on the property.
Unit Distribution:
One-Bedroom Units:
8 units for households at or below 30% AMI
8 units for households at or below 50% AMI
Construction Costs:
The HOME Program loan will be used for eligible soft and hard construction costs.
Under this Loan Agreement, costs which were incurred prior to the date of execution will be eligible for payment under this Loan Agreement. The following tables show the projected total sources of funds for the project and uses of the funds.
Sources/Uses of Funds:
Sources:
CITY HOME Loan
Kern Regional Center Loan
TOTAL
Uses:
Construction Costs
Program Oversight
Architecture, Engineering, Survey
Permits/Impact Fees
Services Reserve
$
$
$
$
$
$
$
$
2,630,000.00
600,000.00
3,230,000.00
2,420,000.00
120,000.00
200,000.00
240,000.00
150,000.00
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) B-1 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 Financing Costs
Insurance
Misc. Expenses/Costs
Utility Connection Fees
TOTAL
Reporting:
$
$
$
$
$
50,000.00
15,000.00
15,000.00
20,000.00
3,230,000.00
DEVELOPER will be responsible for ensuring that all units funded by CITY HOME Program funding will have a required affordability period of twenty (20) years following Project Completion as required by 24 CFR 92.252. To ensure compliance, the CITY will monitor DEVELOPER's program on a yearly basis. DEVELOPER will submit yearly reports each April l st, beginning after Project Completion, to the CITY to ensure that each housing unit is being utilized, and occupied, for an affordable housing recipient. These annual reports will also include financial statements showing the availability and/or payment of loan principal and interest out of Residual Receipts. Additionally, financial statements shall be submitted annually to show the financial condition and continued financial viability of the project. The information required by the CITY in these reports will be given to DEVELOPER within 60 days of Council approval of this Loan Agreement.
Schedule of Performance:
Enter into Ground Lease with Housing Authority of the County of Kern .. June 2025 Funding Application ........................................................................ May 2025 Land use approvals, title, and legal ............................................... August 2025 Secure Financing ................................................................... September 2025 Project Design ............................................................................ January 2026 Issue RFP /IFB for construction subcontractors ................................... August 2026 Building/Grading Permit .......................................................... September 2026 Construction starts ...................................................................... October 2026 Marketing and Leasing Activity ...................................................... August 2027 Construction Completion ......................................................... November 2027 l 00% Occupancy ....................................................................... January 2028 GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) 8-2 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 Exhibit "C"
Initial Rent Schedule and Rent Increased Procedure
As of the date hereof, the affordable housing unit rents are at the following levels in accordance with HOME Program funding guidelines set forth in 24 CFR 92.252:
Initial Rent Schedule
#of Unit Designation Unit Gross Utility Net Rent Bedrooms Count Rent Allowance l 30%AMI 8 $653 $106 $547
l 50%AMI 8 $910 $106 $804
If minor modifications to the gross rent, net rent, or utility allowance are required due to program modifications for compliance, the CITY is authorized to modify said rent schedule prior to initial occupancy.
If, at any point after initial occupancy, the property owner desires to increase the rents level for project units, the project owner shall submit, in writing, the proposed increase. This documentation shall identify the current gross rent, utility allowance, and net rent for the unit while identifying the proposed increased rate.
Additionally, the owners shall submit the project units (including street address and unit number) for the units in which the rent increase is being proposed.
The City of Bakersfield shall review the proposed increase in lieu of the project's current utility allowance and applicable rent levels. If the rents are within the allowable HOME rent limits, the CITY shall approve the rent increases. However, if the rent increases are not within the allowable rent levels, the increase shall be denied.
When rent increases are proposed and approved/disapproved, both parties shall maintain documentation of the process.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) C-1 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 EXHIBIT "D"
HOME PROGRAM REQUIREMENTS
By signing this agreement, DEVELOPER agrees to maintain full compliance with all HOME program and federal cross-cutting requirements for the duration of the project and required affordability period. DEVELOPER hereby certifies that all activities, construction, rehabilitation, and project operations associated with the HOME-funded project will comply with the HOME Investment Partnerships Program requirements under 24 CFR Part 92 and all applicable federal requirements, laws, regulations, and executive orders, including but not limited to:
HOME Program Requirements (24 CFR Part 92):
1 . Eligible costs, activities, and written agreement requirements
2. Income, rent, and long-term affordability compliance
3. Procurement rules (24 CFR Part 92 and 2 CFR Part 200) and applying to subcontractor contracts all applicable federal contract provisions.
4. §92.251 Property standards Property standards and ongoing compliance obligations (24 CFR 92.251 and 92.252)
5. Federal procurement, financial management, and conflict-of-interest requirements (24 CFR 92.356 and 2 CFR Part 200)
6. § 92.350 Other Federal requirements and nondiscrimination
7. § 92.351 Affirmative marketing; minority outreach program
8. § 92.352 Environmental review
9. § 92.353 Displacement, relocation, and acquisition As required by law, any displacement, relocation, and acquisition requirements imposed by the CITY and consistent with 24 CFR 92.353, State Relocation Assistance Law (CA Government Code Section 7260-7277), and other regulations implementing the requirements.
10. § 92.354 Labor
11. § 92.355 Lead-based paint Lead-Based Paint Poisoning Prevention Act (42 USC 4821, et. seq.) and its implementing regulations in 24 CFR Part 35
12. § 92.356 Conflict of interest
13. § 92.357 Executive Order 12372
14. § 92.358 Consultant activities
15. § 92.359 For applicable HOME-assisted rental housing, the Developer/Owner agrees to comply with the Violence Against Women Act requirements applicable to the project, including 24 CFR §92.359. The Developer/Owner shall implement applicable procedures concerning:
a. V AWA protections for eligible tenants
b. Notice of V AWA rights
c. Emergency transfer requirements
d. Lease provisions
e. Confidentiality
f. Documentation of VAWA-related requests
g. Prohibition against prohibited adverse housing actions based on covered VA WA circumstances
h. The DEVELOPER shall maintain applicable V AWA policies and documentation and make them available to the CITY upon request.
Other applicable federal requirements:
Labor Standards - the DEVELOPER acknowledges that applicable federal labor standards may apply to the HOME-assisted project pursuant to 24 CFR §92.354.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) D-1 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2O1
1. Contract Work Hours & Safety Standards
2. The Fair Labor Standards Act. Section 202(a) of the Flood Disaster Protection Act of 1973.
3. Davis-Bacon, when applicable. The Developer/Owner agrees, when Davis Bacon requirements are triggered, to:
a. Include required federal labor standards provisions in applicable construction contracts.
b. Pay laborers and mechanics the applicable prevailing wages. c. Maintain required payroll records.
d. Ensure applicable contractors and subcontractors comply with labor standards.
e. Permit required inspections and reviews.
f. Submit required certified payroll documentation.
g. Correct identified violations.
Environmental & Safety Requirements
1. National Environmental Policy Act (NEPA) and related environmental requirements under 24 CFR Part 58
2. Lead-safe housing rules (24 CFR Part 35), when applicable
3. Executive Order 11738 dated September 10, 1973, and the regulations of the Environmental Protection Agency at 40 CFR Part 50, as amended.
4. Clean Air Act & Clean Water Act as mended
a. DEVELOPER shall cause or require to be inserted in full the clause set out in 48 CFR 52.223-2 in all contracts and subcontracts with respect to any nonexempt ( exceed $100,000 or involve a facility the subject of a conviction under the Clean Air Act, or the Federal Waste Pollution Control Act, and listed by the Environmental Protection Agency, or not otherwise exempt) transaction.
b. DEVELOPER shall also cause or require to be inserted in full, the certification set forth in 48 CFR 52.223-1, in each solicitation and resulting contract and contracts it awards without a solicitation. c. DEVELOPER shall not use any funds under this Loan Agreement for a facility which has a conviction under Section 113( cl( 1) of the Clean Air Act or Section 309(c) of the Federal Water Pollution Control Act.
5. Endangered Species Act
6. Floodplain management and wetlands protection (Executive Orders 11988 and 11990)
7. The development of broadband infrastructure, as required for new construction projects and rehabilitation substantial rehabilitation (as defined in 24 CFR 5.100) in accordance with 24 CFR 92.251 (a)(2)(vi).
Fair Contracting & Financial Requirements
1. Minority- and Women-Owned Business requirements
2. Debarment and suspension requirements (2 CFR Part 180)
3. Federal procurement rules under 2 CFR Part 200
Relocation Requirements
1. Uniform Relocation Assistance and Real Property Acquisition Policies Act (URA) The Uniform Relocation Assistance and Real Property Acquisition Policies Act (URA), when applicable
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) D-2 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2O1 EXHIBIT "E"
FEDERAL NONDISCRIMINATION AND EQUAL OPPORTUNITY CERTIFICATION The DEVELOPER agrees that the HOME-assisted project will be carried out in compliance with applicable federal civil-rights, nondiscrimination and equal-opportunity requirements, including those incorporated through 24 CFR §92.350 and other applicable federal law during the full term of the loan per the Promissory Note.
DEVELOPER shall not discriminate in the development, sale, rental, occupancy, financing, or administration of the project on a basis prohibited by applicable federal law. All contractors and subcontractors shall not discriminate against any employee, applicant for employment, subcontractor, supplier, or other person in connection with the Project on any basis prohibited by applicable federal law.
The DEVELOPER further agrees and certifies that it shall comply with to comply with applicable requirements concerning:
• Title VI of the Civil Rights Act of 1964
• Title VI of the Civil Rights Act of 197 4, Public Law 99-352, and the regulations of HUD with respect thereto, including 24 CFR, Parts 1 and 2.
• Title VIII of the Civil Rights Act of 1968, Public Law 90-284 • Fair Housing Act, as amended.
• Executive Order 11063, as amended.
• Section 504 of the Rehabilitation Act of 1973
• Americans with Disabilities Act, where applicable
• Section 109 of the Housing and Community Development Act of 197 4 • Age Discrimination Act of 197 5
• Applicable HUD equal-opportunity requirements
• Nondiscrimination in Federally Assisted Programs of the Department of Housing and Urban Development (24 CFR, Subtitle A Part l
• Section 503 of the Rehabilitation Act and the Vietnam Era Veterans' Readjustment Assistance Act (VEVRAA).
The DEVELOPER shall maintain documentation demonstrating compliance, including all assurances will be required of subgrantees, contractors and subcontractors, transferees, successors in interest, and other participants in the program or activity. DEVELOPER shall promptly notify the CITY of any complaint or alleged violation relating to the HOME assisted project for which the United States may seek judicial enforcement.
Regarding equal opportunity (48 CFR 52.222-26), the DEVELOPER agrees as follows:
( l) The contractor(s) shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, sexual orientation, or gender identity. However, it shall not be a violation of this clause for the contractor(s) to extend a publicly announced preference in employment to Indians living on or near an Indian reservation, in connection with employment opportunities on or near an Indian reservation, as permitted by 41 CFR 60-1 .5.
(2) The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. This shall include, but not be limited to, (i) employment, (ii) upgrading, (iii) demotion, (iv) transfer, (v) recruitment or recruitment GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) E-1 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 advertising, (vi) layoff or termination, (vii) rates of pay or other forms of compensation, and (viii) selection for training, including apprenticeship. (3) The Contractor shall post in conspicuous places available to employees and applicants for employment the notices to be provided by the Contracting Officer that explain this clause.
(4) The Contractor shall, in all solicitations or advertisement for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin.
( 5) The Contractor shall send, to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, the notice to be provided by the Contracting Officer advising the labor union or workers' representative of the Contractor's commitments under this clause, and post copies of the notice in conspicuous places available to employees and applicants for employment. ( 6) The Contractor shall comply with Executive Order 11246, as amended, and the rules, regulations, and orders of the Secretary of Labor. (7) The Contractor shall furnish to the contracting agency all information required by Executive Order 11246, as amended, and by the rules, regulations, and orders of the Secretary of Labor. The Contractor shall also file Standard Form l 00 (EE0- 1), or any successor form, as prescribed in 41 CFR part 70-1. Unless the Contractor has filed within the 12 months preceding the date of contract award, the Contractor shall, within 30 days after contract award, apply to either the regional Office of Federal Contract Compliance Programs (OFCCP) or the local office of the Equal Employment Opportunity Commission for the necessary forms.
(8) The Contractor shall permit access to its premises, during normal business hours, by the contracting agency or the OFCCP for the purpose of conducing on-site compliance evaluations and complaint investigations. The Contractor shall permit the Government to inspect and copy any books, accounts, records (including computerized records), and other material that may be relevant to the matter under investigation and pertinent to compliance with Executive Order 11246, as amended, and rules and regulations that implement the Executive Order. (9) If the OFCCP determines that the Contractor is not in compliance with this clause or any rule, regulation, or order of the Secretary of Labor, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts, under the procedures authorized in Executive Order 11246, as amended. In addition, sanctions may be imposed and remedies invoked against the Contractor as provided in Executive Order 11246, as amended; in the rules, regulations, and orders of the Secretary of Labor; or as otherwise provided by law.
( 10) The Contractor shall include the terms and conditions of subparagraph (b) ( 1) through ( 12) of this clause in every subcontract or purchase order that is not exempted by the rules, regulations, or orders of the Secretary of Labor issued under Executive Order 11246, as amended, so that these terms and conditions will be binding upon each subcontractor or vendor.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) E-2 >ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD201 ( 11) The Contractor shall take such action with respect to any subcontract or purchase order as the contracting officer may direct as a means of enforcing these terms and conditions, including sanctions for noncompliance; provided, that if the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of any direction, the Contractor may request the United States to enter into the litigation to protect the interests of the United States. ( 12) Notwithstanding any other clause in this contract, disputes relative to this clause will be governed by the procedures in 41 CFR 60-1.1 .
Developer: _________ _
Authorized Representative: __________ _
Signature: _____________ _
Date: ---------------
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) E-3 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 EXHIBIT "F"
SECTION 3 TRAINING EMPLOYMENT AND BUSINESS OPPORTUNITY
The work to be performed under this contract is on a project assisted under a program providing direct federal financial assistance from the Department of Housing and Urban Development and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701 u. Section 3 requires that the greatest extent feasible opportunities for training and employment be given lower income residents of the project area and contracts for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part by persons residing in the area of the project.
The parties to this contract will comply with the provisions of said Section 3 and the regulations issued pursuant thereto by the Secretary of Housing and Urban Development set forth in 24 CFR Part 135 and all applicable rules and orders of the Department issued thereunder prior to the execution of this contract. The parties to this contract certify and agree that they are under no contractual or other disability which would prevent them from complying with these requirements.
The contractor will send to each labor organization or representative of workers with which he has a collective bargaining agreement or other contract or understanding, if any, a notice advising the said labor organization or worker's representative of his commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training.
The contractor will include this Section 3 clause in every subcontract for work in connection with the project and will, at the direction of the applicant for or recipient of Federal financial assistance, take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the Secretary of Housing and Urban Development, 24 CFR Part 135. The contractor will not subcontract with any subcontractor where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 and will not let any subcontract unless the subcontractor has first provided it with a preliminary statement of ability to comply with the requirements of these regulations.
Compliance with the provisions of Section 3, the regulations set forth in 24 CFR Part 135, and all applicable rules and orders of the Department issued thereunder prior to the execution of the contract, shall be a condition of the federal financial assistance provided to the project, binding upon the applicant or recipient for such assistance, its successors, and assigns. Failure to fulfill these requirements shall subject the applicant or recipient, its contractors and subcontractors, its successors, and assigns to those sanctions specified by the grant or loan agreement or contract through which federal assistance is provided, and to such sanctions as are specified by 24 CFR Part 135.
Per Section 3 of the Housing and Urban Development Act (economic opportunities). All work performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701 u (Section 3).
DEVELOPER agrees to comply with HU D's regulations in 24 CFR part 75, which implement Section 3. As evidenced by their execution of this agreement, the parties to this contract GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) F-1 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 certify that they are under no contractual or other impediment that would prevent them from complying with part 75 regulations.
DEVELOPER agrees to submit to the CITY all required Section 3 reporting documentation.
DEVELOPER agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR part 75, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR part 7 5. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR part 75. All Section 3 covered contracts shall include the following clause (referred to as the Section 3 Clause):
A. The work to be performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701 u (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed to low-income and other Qualifying Populations, particularly persons who are recipients of HUD assistance for housing.
B. The parties to this contract agree to comply with HUD's regulations in 24 CFR part 75, which implement Section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with part 75 regulations.
C. The contractor agrees to send to each labor organization or representative or workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this Section 3 clause and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin.
D. The contractor agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR part 75, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR part 75. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR part 75.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) F-2 >ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 E. The contractor will certify that any vacant employment positions, including training positions, that are filled ( 1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR part 7 5 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR part 75.
F. Noncompliance with HUD's regulations in 24 CFR part 75 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) F-3 Jocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 EXHIBIT "G"
BUILD AMERICA, BUY AMERICA (BABA) ACT
The DEVELOPER shall certify that, as required by the Build America, Buy America (BABA) Act, all of the iron, steel, manufactured products, and construction materials incorporated into an infrastructure project are produced in the United States, unless exempted by a HUD general waiver or a project-/product-specific waiver approved by the Made in America Office (MIAO) at the Office of Management and Budget (0MB).
For covered materials not otherwise exempted from the Buy America Preference (BAP), the undersigned certifies the following:
• All iron and steel used in the project are produced in the United States. This means all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States;
• All manufactured products used in the project are produced in the United States.
This means the manufactured product was manufactured in the United States, and the cost of the components of the manufactured product that are mined, produced, or manufactured in the United States is greater than 55 percent of the total cost of all components of the manufactured product, unless another standard that meets or exceeds this standard has been established under applicable law or regulation for determining the minimum amount of domestic content of the manufactured product;
• All construction materials used in the project are manufactured in the United States. This means that all manufacturing processes for the construction material occurred in the United States. Attach a list of all covered materials procured by the signatory and used in the project. I hereby certify this information is complete and accurate and agree to provide documentation collected on the country of origin for all covered materials I caused to be incorporated into or affixed to an infrastructure project to the CPD grantee and HUD upon request. I understand and agree that the provisions of 31 U.S.C. Chap. 38, Administrative Remedies for False Claims and Statements, apply to this certification and disclosure, if any.
Developer: _________ _
Authorized Representative: __________ _
Signature: ____________ _
Date: _____________ _
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) G-1 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 EXHIBIT "H"
Affirmative Action for Disabled Veterans and Veterans of the Vietnam Era (48 CFR 52.222-35 - April 1998)
(A) Definitions.
As used in this clause -- All employment openings includes all positions except executive and top management, those positions that will be filled from within the contractor's organization, and positions lasting 3 days or less. This term includes full-time employment, temporary employment of more than 3 days' duration, and part-time employment.
Appropriate office of the State employment service system means the local office of the Federal-State national system of public employment offices with assigned responsibility to serve the area where the employment opening is to be filled, including the District of Columbia, Guam, the Commonwealth of Puerto Rico, and the Virgin Islands. Positions that will be filled from within the Contractor's organization means employment openings for which no consideration will be given to persons outside the Contractor's organization (including any affiliates, subsidiaries, and parent companies) and includes any openings that the Contractor proposes to fill from regularly established Arecall" lists. The exception does not apply to a particular opening once an employer decides to consider applicants outside of its organization.
Veteran of the Vietnam era means a person who --
( 1) Served on active duty for a period of more than 180 days, any part of which occurred between August 5, 1964, and May 7, 1975, and was discharged or released therefrom with other than a dishonorable discharge; or
(2) Was discharged or released from active duty for a service- connected disability if any part of such active duty was performed between August 5, 1964, and May 7, 1975. (B) General.
( 1) Regarding any position for which the employee or applicant for employment is qualified, the Contractor shall not discriminate against the individual because the individual is a disabled veteran or a veteran of the Vietnam era. The Contractor agrees to take affirmative action to employ, advance in employment, and otherwise treat qualified disabled veterans and veterans of the Vietnam era without discrimination based upon their disability or veterans' status in all employment practices such as -- (i) Employment; (ii) Upgrading; (iii) Demotion or transfer; (iv) Recruitment; (v) Advertising; (vi) Layoff or termination; (vii) Rates of pay or other forms of compensation; and (viii) Selection for training, including apprenticeship.
(2) The Contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary of Labor (Secretary) issued under the Vietnam Era Veterans' Readjustment Assistance Act of 1972 (the Act), as amended.
(C) Listing openings.
( 1) The Contractor agrees to list all employment openings existing at contract award or occurring during contract performance, at an appropriate office of the State employment service system in the locality where the opening occurs. These openings include those occurring at any Contractor facility, including one not connected with GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) H-1 >ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 performing this contract. An independent corporate affiliate is exempt from this requirement.
(2) State and local government agencies holding Federal contracts of $10,000 or more shall also list all employment openings with the appropriate office of the State employment service.
(3) The listing of employment openings with the State employment service system is [[Page 138]] required at least concurrently with using any other recruitment source or effort and involves the obligations of placing a bona fide job order, including accepting referrals of veterans and nonveterans. This listing does not require hiring any particular job applicant or hiring from any particular group of job applicants and is not intended to relieve the Contractor from any requirements of Executive orders or regulations concerning nondiscrimination in employment.
(4) Whenever the Contractor becomes contractually bound to the listing terms of this clause, it shall advise the State employment service system, in each State where it has establishments, of the name and location of each hiring location in the State. As long as the Contractor is contractually bound to these terms and has so advised the State system, it need not advise the State system of subsequent contracts. The Contractor may advise the State system when it is no longer bound by this contract clause. (D) Applicability.
This clause does not apply to the listing of employment openings that occur and are filled outside the 50 States, the District of Columbia, the Commonwealth of Puerto Rico, Guam, and the Virgin Islands.
(E) Postings.
( 1) The Contractor agrees to post employment notices stating (i) the Contractor's obligation under the law to take affirmative action to employ and advance in employment qualified disabled veterans and veterans of the Vietnam era, and (ii) the rights of applicants and employees.
(2) These notices shall be posted in conspicuous places that are available to employees and applicants for employment. They shall be in a form prescribed by the Deputy Assistant Secretary for Federal Contract Compliance Programs, Department of Labor (Deputy Assistant Secretary), and provided by or through the Contracting Officer. (3) The Contractor shall notify each labor union or representative of workers with which it has a collective bargaining agreement or other contract understanding, that the Contractor is bound by the terms of the Act, and is committed to take affirmative action to employ, and advance in employment, qualified disabled veterans and veterans of the Vietnam Era.
(F) Noncompliance.
If the Contractor does not comply with the requirements of this clause, appropriate actions may be taken under the rules, regulations, and relevant orders of the Secretary issued pursuant to the Act.
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) H-2 )ocusign Envelope ID: 24CE6002-D8BB-8935-80F3-B961A6BAD2D1 (G) Subcontracts.
The Contractor shall include the terms of this clause in every subcontract or purchase order of $10,000 or more unless exempted by rules, regulations, or orders of the Secretary.
The Contractor shall act as specified by the Deputy Assistant Secretary to enforce the terms, including action for noncompliance.
Alternate I (APR 1984). As prescribed in 22. l 308(a)(2), add the following as a preamble to the clause: Notice: The following term(s) of this clause are waived for this contract: [List term(s)]. [48 FR 42478, Sept. 19, 1983, as amended at 55 FR 38518, Sept. 18, 1990; 63 FR 9059, Feb. 23, 1998]
GOLDEN EMPIRE AFFORDABLE HOUSING, INC. II - AFFORDABLE HOUSING AGREEMENT (HOME) H-3