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NeighborWorks Montana/Community Land Trust Grant AgreementGRANT ADMINISTRATION AGREEMENT between The City of Kalispell And Montana Homeownership Network dlbla NeighborWorks Montana THIS AGREEMENT is entered into on thisp O ay of June, 2019, by and between the City of Kalispell (CITY), a municipal corporation of the state of Montana, with its business office at 201 1" Ave E, Kalispell, MT 59901 and Montana Homeownership Network Montana d/b/a NeighborWorks Montana (AGENCY), a private, non-profit corporation incorporated under the laws of Montana (hereinafter referred to as "the Agency") with its business office at 17 5" Street South, Great Falls, MT 59401. WITNESSETH: WHEREAS, the CITY was the recipient of Montana's Neighborhood Stabilization Program [NSP] grants pursuant to the terms of #PMT-NSP-007-01-001 (NSP1] program attached hereto as Exhibit "A" and pursuant to the terms of #MT-NSP- 12-007-0 1 - 00 1 [NSP3] program attached hereto as Exhibit "B"; and WHEREAS, the above -described grants were closed out on the ;# day of �(j1 � , 2019 and the CITY now desires to contract with the AGENCY to Administer Contracts #MT-NSP-007-01-001 and #MT-NSP-12-007-01-001 between the Montana Department of Commerce (MDOC) and the CITY, (Grant Contract), in compliance with the Project Management Plan approved by the Department, attached hereto as Exhibit "C" and specifically incorporated herein by this reference (hereinafter referred to as the "Project Management Plan"), as may be amended from time to time by mutual agreement of the parties; and adherence to all responsibilities included in the long term program income plans for the above referenced Contracts and other agreements entered into by the parties. WHEREAS, this Grant Administration Agreement incorporates the contract amendments entered into between the parties as set forth in Exhibit "D" attached hereto and fully incorporated herein by this reference; and WHEREAS, the AGENCY agrees to operate, manage, and maintain the CITY's NSP Program(s) in a manner so as to be available to all income qualified residents within the City limits without regard to race, color, religion, creed, gender, age, marital status, physical or mental disability, or national origin and with granting agencies required guidelines; and Page I City of Kalispell NeighborWorks Montana Grant Administration Agreement WHEREAS, the parties to this Agreement understand that neither party has in any way abrogated any of its individual powers, and that this Agreement does not create any new organization or legal entity. NOW, THEREFORE, THE CITY AND THE AGENCY MUTUALLY AGREE AS FOLLOWS: I. Responsibilities Delesated to the AGENCY A. The AGENCY agrees to carry out the CITY's NSP Program(s) in accordance with the terms and conditions of the Grant Contracts; the MDOC Community Development Block Grant (CDBG)/Neighborhood Stabilization Program (NSP) Grant Administration Manual; the State of Montana NSP Substantial Amendment, Plan Year 2010 Annual Action Plan; the Housing and Economic Recovery Act of 2008; the Dodd -Frank Wall Street Reform and Consumer Protection Act of 2010; all applicable sections of 2 CFR Part 200 , and 570; and any other requirements for NSP Program(s) as set forth by HUD, including but not limited to 2 CFR part 200, and the Federal Register Notice 64322, Vol. 75, No. 201, and any revisions thereto. B. The CITY and the AGENCY will comply with all applicable parts of the Housing and Community Development Act of 1974, as amended, 42 U.S.C. §§ 5301, et seq.; the applicable Department of Housing and Urban Development (HUD) regulations, including but not limited to 24 CFR Part 570, 2 CFR Part 200 and Fonn HUD-4010, the Housing and Economic Recovery Act of 2008 and the Wall Street Reform and Consumer Protection Act of 2010, as now in effect or as they may be amended during the term of this contract; all administrative directives and procedures that may be established by the Department, including the most recent version of the CDBG/NSP Grant Administration Manual, as amended; and any other applicable local, state, and federal laws, regulations, administrative directives, procedures, ordinances, or resolutions. C. The AGENCY agrees to carry out the duties and responsibilities assigned to it in the Project Management Plan. D. The AGENCY will submit semi-annual reports to the CITY, due on April 30 and October 30, unless later excused or modified by new regulation or agreement. These reports shall include: 1) Montana Department of Commerce Neighborhood Stabilization Program Exhibit 15-4-C.NS (or most current version) Page 12 City of Kalispell Neigh borworks Montana Grant Administration Agreeni nt To be included in April 30 report only: 2) a copy of the Agency's annual IRS 990 tax form; and 3) a copy of the Agency's annual Treasurer's report; and 4) proof of adequate insurance on each facility acquired in whole or in part with the City's NSA Program funds. To be included in all reports - Confirmation and acknowledgement of the following: (5) All NSP funds and program income earned was expended in accordance with applicable federal and state regulations (6) All properties acquired, rehabilitated, and sold were in accordance with applicable federal and state regulations (7) All beneficiaries of NSP funds were assisted in accordance with applicable federal and state regulations E. The AGENCY will comply with the applicable procurement requirements set forth 24 CFR §85.36. The AGENCY will provide to the CITY copies of all quotes and any other construction documents as requested by the City and MDOC. The Agency shall procure all materials, property, or services in accordance with the requirements of Attachment O of OMB Circular A-110, Procurement Standards. F. Duration of the Agreement This Agreement takes effect when the following conditions are satisfied: The attorney for the CITY and the attorney for the AGENCY have approved this Agreement as to form and content; and 2. The CITY's Manager and the AGENCY's Executive Director have each reviewed this Agreement, agreed fully to its terms and conditions, and executed the same. G. This Agreement will be in effect throughout the period of affordability or up to twenty (20) years from the date the CITY's NSP Program(s) are completed and through the duration of earnings and expenditures of program income funded activities, depending on the amount of assistance provided, as referenced in State of Montana NSP Substantial Amendment Plan Year 2010 Annual Action Plan. Page 13 City of Kalispell Neighbor -works Montana Grant Administration Agreement II. Administration A. The AGENCY does not assume the CITY's environmental responsibilities described at 24 CFR Part 58. B. The AGENCY does not assume the CITY's responsibility for initiating the review process under the provisions of 24 CFR Part 52. III. Use and Disposition of Real Prosy and Program Income A. The AGENCY will manage the Programs during the term of this Agreement in accordance with the terms set forth herein and set forth in the program income plans as set forth by AGENCY and CITY and approved by MDOC for each Contract. With respect to any real property under the AGENCY's control that was acquired or improved in whole or in part with funds from the CITY's NSP Program(s) in excess of $25,000, the AGENCY will either: use the real property, and the proceeds from the sale or lease of same to meet one of the national objectives contained in 24 CFR 570.208 during the Period of Affordability; or 2. dispose of the real property in a manner that reimburses the CITY in the amount of the current fair market value of the real property, less any portion of the value attributable to expenditures of non-NSP funds for acquisition of, or improvements to, the real property, subject to all Program Income requirements. Reimbursement is not required after the Period of Affordability. B. Upon the expiration of this Agreement, the AGENCY will transfer to the CITY any of the Program Income (as defined in Subparagraph E below) on hand at the time of expiration of this Agreement and any accounts receivable attributable to the use of such funds. C. As security for the perfonnance of the obligations set forth herein, an abstract of this Agreement will be duly recorded with the Flathead County Clerk and Recorder's office against each real property acquired in whole or in part with Program Income (as defined in Subparagraph E below). Page 14 City of Kalispell Neighborivo►ks Montana Grant Administration Agreement D. Notwithstanding any other provision of this Agreement, all revenue (i.e. gross income) received by the AGENCY that is directly generated from the use of the City's NSP grant funds constitutes Program Income as defined in 24 CFR 570.500(a). All Program Income shall be retained by the AGENCY and used to meet one of the national objectives contained in 24 CFR 570.208 during the Period of Affordability and all provisions of this Agreement shall apply to the use of Program Income. IV. Indemnification The AGENCY shall indemnify and hold harmless the CITY and its agents and employees from and against all claims, damages, losses and expenses, including attorney fees, arising out of, or resulting from, the AGENCY's performance of its obligations under this Agreement, provided that any such claim, damage, loss, or expense is: A. attributable to bodily injury, sickness, disease or death or to damage or destruction of tangible property, including the loss and use resulting therefrom; and, B. is caused in whole or in part by any negligent act or omission of the AGENCY or its contractor(s), and subcontractor(s), or anyone directly or indirectly employed by any one of them, for whose acts any of them may be liable, regardless whether or not it is caused in part or by a party indemnified hereunder. V. Debarment The AGENCY certifies and agrees to ensure during the tern of this Agreement that neither it nor its principals, contractors, subcontractors, or sub -recipient entities are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily or otherwise excluded from or ineligible for participation in this Agreement by any governmental department or agency or in any Federal assistance programs under Executive Order 12549, "Debarment and Suspension." VI. Access to and Retention of Records A. In accordance with the requirements of 24 CFR § 570.502 and 2 CFR § 200.333, the AGENCY shall create and retain records of the services covered by this Agreement, including but not limited to financial records, supporting documents, and such other records as are required by law, for a period of five (5) years after either the completion date of this Agreement or the conclusion of any claim, litigation, or exception relating to this Agreement taken by the State of Montana, the CITY, or third party, whichever is later. These records will be kept in the AGENCY's offices in Kalispell, Montana. Page 5 City of Kalispell Neighborworks Montana Grain Administration Agreement B. In accordance with the requirements of 24 CFR § 570.502 and 2 CFR § 200.336, the AGENCY shall provide the Department, HUD, Comptroller General of the United States, Montana Legislative Auditor, or their authorized agents access to any records necessary to determine compliance with the Agreement and to make audits, examinations, excerpts, and transcripts. VII. Progress Reports The AGENCY shall submit semi-annual reports to the City in the form, content, and frequency as set forth in Section I above. VIII. Assignment. Transfer, and Subcontractinp- The AGENCY may not assign, transfer, or subcontract any portion of this Agreement without prior written approval by the City and MDOC. If such approval is granted, the AGENCY accepts responsibility for the adherence to the terms of this Agreement by such contractors, subcontractors, or sub -recipient entities and by any public or private agents or agencies to which it delegates authority to carry out any portion(s) of this Agreement. IX. Suspension or Termination In accordance with 2 CFR Part 200, the City may suspend or terminate this Agreement if the AGENCY materially fails to comply with the terns and conditions of this Agreement, or if the Grant Contract is terminated by the MDOC in accordance with its terms. Page 16 City of Kalispell Neighbotivorks Montana Grant Administration Agreement IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the c) _ day of June, 2019. CITY OF KALISPELL / • (�f r BY: DATE: 6 � Do g R el , City Manager ATTEST: -MjA/V'-i AimeJ Brunckhorst, City Clerk APPROVED AS TO FORM: c� Charles A. Harball, City Attorney Page 17 City of Kalispell Neighbor►vorks Montana Grant Administration Agreement STATE OF MONTANA County of Flathead On this 1 �'Lday of - _)-� , 2019, before me � "� R. Notary Public for the State of Montana, personally appeared Doug Russell, City Manager of the CITY OF KALISPELL, and acknowledged to me that he executed the written instrument on behalf of said entity. TINTED NAME: ID JUDI A. FUNK '� 01 AL}NOTARY PUBLIC 1101% Notary e State of Montana State of Montm Residing at_Residing at �, Mo b" My Commission �n M���rimission expires Febma 25 2020 Page 18 City of Kalispell Neighbonvorks Montana Grant Administration Agreement MONTANA HOMEOWNERSHIP NETWORK d/b/a/ NeighborWorks Montana r" F BY: Maur en Rude, E cutive Director STATE OF MONTANA County of Flathead DATE: {_ On this -Dll�k�Nday of , 2019, before me'_` t .. (�', , a Notary Public for the State of Montana, personally appeared Maureen Rude, Executive Director NEIGHBORWORKS MONTANA, and acknowledged to me that she executed the written instrument on behalf of said entity. JUDIA. FUNK PRINTED NAME: (N L) NOTARY PUBLIC b►!hs Notary Pub ' e State of Montana $tate of Mama Residin at: SEAL Residing at u mpeii, Montana Residing My Commisslon Expires My- mmission expires -- °F µ0fi Fo a 25, 2020 Page! 9 City of Kalispell - Neighborworks Montana Grant Administration Agreement Exhibit "A" 090019 NEIGHBORHOOD STABILIZATION PROGRAM CONTRACT CONTRACT #MT-NSP-007-0 1 -001 This Contract is entered into by City of Kalispell, Montana, (the Grantee), IRS#81-6001281 and the Montana Department of Commerce, Helena, Montana, (the Department). The Grantee and the Department hereby agree to the following terms: Section 1. PURPOSE The purpose of this Contract is to provide funding for project activities approved by the Department under the Neighborhood Stabilization Program (NSP) for FFY 2008. Section 2. AUTHORITY This Contract is issued under authority of Section 90-1-103, Montana Code Annotated, and the Administrative Rules of Montana, Title 8, Chapter 94, Subchapter 37. Section 3. DOCUMENTS INCORPORATED BY REFERENCE A. Department of Housing and Urban Development Federal Register Notice, Vol. 73, No. 194, dated October 6, 2008. B. Department of Housing and Urban Development Federal Register Update Notice, Vol. 74, No. 117, dated June 19, 2009. C. State of Montana NSP Substantial Amendment, Plan Yeor2008 Annual Action Plan, submitted to HUD November 28, 2008 and approved by HUD January 30, 2009 ("the NSP Program"), D. Grantee's application for participation in NSP, including any written modifications resulting from the review of that application by the Department, as set forth in the NSP approval letter dated September 17, 2009 (collectively, the "Grantee's Program"), and the representations contained therein, which are binding upon the Grantee. Section 4. ACCEPTANCE OF PROGRAM REQUIREMENTS Neighborhood Stabilization Program Grant I of 17 Contract # MT- NSP- 007-01-001 Montana Department of Commerce City of Kalispell A. The Grantee will comply with all applicable parts of the Housing and Community Development Act of 1974, as amended, 42 U.S.C. §§ 5301, et seq.; the applicable Department of Housing and Urban Development (HUD) regulations, including but not limited to 24 CFR Part 570 and Form HUD-4010, and the Housing and Economic Recovery Act, 2008, as now in effect or as they may be amended during the term of this contract; all administrative directives and procedures that may be established by the Department, including the most recent version of the CDBGINSP Grant Administration Manual, as amended; and any other applicable local, state, and federal laws, regulations, administrative directives, procedures, ordinances, or resolutions. B. The Grantee agrees that all contracts entered into by it for the completion of the activities described in Section 6 SCOPE OF ACTIVITIES of this Contract will require such contractors, subcontractors, and subrecipient entities to also comply with all applicable local, state, and federal laws, regulations, administrative directives, procedures, ordinances, resolutions; and all administrative directives and procedures that may be established by the Department, including the CDBGINSP Grant Administration Manual, as amended. C. The Grantee expressly agrees to repay to the Department any funds advanced under this Contract that the Grantee, or its contractors, subcontractors, or subrecipient entities, or any public or private agent or agency to which they delegate authority to carry out portions of this Contract, expends in violation of the terms of this Contract, the statutes and regulations governing the NSP Program, or any applicable local, state, or federal requirements. D. Grantee acknowledges and agrees that the State of Montana is in no way exercising its power of eminent domain through its approval or funding of Grantee's Program. Section 5. EFFECTIVE DATE AND TIME OF PERFORMANCE A. This Contract shall take effect upon execution by the parties and will terminate upon approval of final Project closeout by the Department, unless terminated earlier in accordance with the terms of this Contract. The specific activities to be performed by the Grantee will be com- pleted according to the Project Request, Implementation Schedule, and Budget to be submitted by Grantee and approved by the Department. B. This Contract will be in effect for the period of affordability for activity, which may be up to twenty (20) years from the date of completion, depending on the amount of assistance provided, as referenced in State of Montana NSP Substantial Amendment Plan Year Neighborhood Stabilization Program Grant 2 of 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell 2008 Annual Action Plan, Section C — Definitions and Descriptions (p. 24). Section 6. SCOPE OF ACTIVITIES As stated in the Housing Economic Recovery Act of 2008, NSP Program funds must be obligated by September 19, 2010 and expended by March 19, 2013. The Grantee will engage in activities approved for the Grantee's Program until the total amount of NSP funds are committed and expended (the "Program") The major components of the Program include the following work for the City of Kalispell; • Purchase foreclosed single family homes; • Rehabilitate foreclosed single family homes; ■ Provide financing mechanisms to low income (at or below 120 percent area median income) individuals or households to purchase foreclosed single family homes; and • administration of this Contract in compliance with the Project Management Plan approved by the Department and as may be amended from time to time by mutual agreement of the Parties. Section 7. BUDGET A. The Department will not disburse funds to the Grantee for a particular project in Grantee's Program until the Grantee has submitted and the Department has approved the budget for that project. B. All projects require a separate budget for entry into the Disaster Recovery Grant Reporting system (DRGR). C. Budget adjustments must be approved in advance by the Department. For budget adjustments of $5,000 or less, Department approval of the Request for Funds form will constitute approval of the budget adjustment. The Grantee must describe the rationale for a budget adjustment in the Project Progress Report and note the adjustments in the Request for Funds and Status of Funds Report submitted with draws against the grant funding reserve. Budget adjustments in excess of $5,000 require formal Department approval and the Contract amended. No modification will be approved for obligation of funds beyond September 19, 2010, or expenditure of funds beyond March 19, 2013. Neighborhood Stabilization Program Grant 3 of 17 Contract # MT-NSP-007-01-001 Montana Department of Commerce City of Kalispell D. Program Income (i) The Grantee may retain program income received before Project closeout, but such income must be treated as additional NSP funds and subject to all applicable requirements governing the use of NSP funds. (ii) if the Grantee chooses to retain program income received before Project closeout, a program income plan in compliance with the most recent version of the Department's Program Income Manual for Revolving Loan Funds must be developed and submitted for review and written approval by the Department. (iii) Grantee will record receipt and expenditure of retained program income as part of the financial transactions of the Project. (iv) At the end of each calendar year during the term of this Contract, the Grantee must remit all program income balances (including investments thereof) held by the Grantee, its contractors, subcontractors, and subrecipient entities that exceed one -twelfth of the Department's total award to the Grantee, to be placed in the Grantee's funding reserve. (v) The Grantee must expend substantially all program income it receives before requesting additional NSP funds. The Department will deduct the amount of program income on hand, shown on the drawdown form, from the amount requested by the Grantee. (vi) If the Grantee desires to retain program income received after Project closeout, the Grantee must execute a grant closeout agreement with the Department at the time of closeout that describes the Grantee's responsibility for compliance with requirements governing program income received subsequent to grant closeout. E. Any authorized funds not expended by March 19, 2013 under this grant or otherwise accounted for in accordance with the provisions of this Section will revert to the Department and will be used to finance other NSP projects. Section B. AMOUNT OF GRANT AND METHOD OF PAYMENT A. The Grantee will request that the Department disburse funds when the funds are needed for payment of eligible reimbursable costs. The amount of each request will be limited to the amount needed. The Grantee will use NSP funds based upon the requirements of obligation of funds by September 19, 2010, and expenditure of NSP funds by March 19, 2013. B. if the Department determines the Grantee has failed to satisfactorily carry out its responsibilities under this Contract, the Department will notify the Grantee in writing of the Neighborhood Stabilization Program Grant 4 of 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell def ciency. If after receiving this notification, the Grantee does not remedy the deficiency within a reasonable period of time to be specified in the notice, the Department may suspend the Grantee's authority to draw against the reserve described in this Contract. The suspension will continue until the Department and the Grantee agree on a plan to remedy the deficiency. C. The Department agrees to reimburse the Grantee as set forth in this Section for successfully completing the activities set forth in Section 6 SCOPE OF ACTIVITIES, as the Grantee incurs approved, eligible, reasonable, and necessary Project expenses supported by adequate documentation submitted by the Grantee and upon approval by the Department of the Grantee's Request for Funds. In requesting reimbursement, the Grantee will follow the instructions supplied by the Department. D. The Department will not reimburse the Grantee for any costs incurred prior to the date of execution of this Contract, unless previously authorized in writing by the Department, but in no event for costs incurred prior to the date of the Notice of Grant Approval Letter September 17, 2009 for any expenses not included in the budget or an approved adjustment thereto, or for any expenses not clearly and adequately supported by the Grantee's records. E. The reimbursement of approved, eligible, reasonable, and necessary Project expenses incurred is contingent upon the Grantee's completion of Section 17 SPECIAL PROJECT START-UP CONDITIONS. F. The Department will not release any NSP funds to the Grantee until the Grantee has obtained firm commitments for all other financial resources to be involved in the Project. The Grantee may not expend or obligate any NSP funds, other than for administrative purposes, until the Department determines that this condition has been satisfied. G. As further set forth in Section 23 TERMINATION OF CONTRACT, if the Grantee fails to or is unable to comply with any of the terms and the conditions of this Contract, any costs incurred will be the: Grantee's sole responsibility. H. The Department may withhold two percent (2%) of the total authorized grant amount until all tasks outlined in Section 6 SCOPE OF ACTIVITIES are completed and approved and the Grantee's Project Completion Report is received and approved by the Department. The Department will disburse this withholding upon receipt and approval by the Department of the Ne'ghborhood Stabilization Program Grant 5 of 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell Grantee's Project Completion Report. Prior to receipt of the Project Completion Report, the Department liaison may authorize release of part or all of the withholding when situations occur that would result in an undue financial hardship on the Grantee, provided the Grantee has demonstrated effective overall management of this Project and, when applicable, satisfactorily managed any earlier NSP projects. If the Grantee fails to submit a Project Completion Report within the 60 days, the Department may consider whether these remaining funds should be reallocated by the Department to other unfunded or inadequately funded activities, whether or not related to Section 6 SCOPE OF ACTIVITIES set forth herein or to the Grantee. I. If actual total cost of completing the Project is less than has been projected by the Grantee in its Project budget or an approved adjustment thereto, the Department, at its discretion, may reduce the amount of NSP grant funds to be provided to the Grantee accordingly. If actual construction bids are less than the estimates included in its Project budget, the construction portion of the budget will be automatically adjusted to reflect the bid price, plus a ten percent contingency. At the Department's sole discretion, the difference between actual Project costs and the original grant award may be reallocated to other unfunded or inadequately funded NSP Projects, whether or not related to Section 6 SCOPE OF ACTIVITIES set forth herein or to the Grantee's Program. J. If needed, the Grantee's travel expenses, meals, and lodging will be reimbursed at the prevailing local rate at the time such expense is incurred. K. Unless otherwise stated herein, the Department is allowed 30 days to process a Request for Funds once the Department has received adequate supporting documentation. The Grantee may be required to provide banking information at the time of Contract execution in order to facilitate electronic funds transfer payments. The Department may withhold payments to the Grantee if the Grantee has breached the terms of this Contract. L. If the Department determines that the Grantee has failed to satisfactorily carry out its responsibilities under this Contract, the Department may withhold reimbursement to the Grantee until such time as the Department and the Grantee agree on a plan to remedy the deficiency. M. If any obligations remain as of the date of Project closeout, the Department shall prepare and the parties shall execute a Closeout Agreement specifying the conditions and requirements governing those remaining obligations, in accordance with the requirements set forth in 24 CFR § 570.509(c). Neighborhood Stabilization Program Grant 6 of 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell Section 9. LIAISONS Becky Anseth, NSP Program Specialist, is the Department's liaison with the Grantee regarding all administrative and technical matters concerning this Contract. Marney McCleary (or successor), is the Grantee's liaison with the Department for all administrative and technical matters concerning this Contract. For purposes of this Contract, these liaisons may be contacted as follows: For the Department: Becky Anseth (or successor) NSP Program Specialist, MDOC 301 S. Park Ave. Suite 506 P.O. Box 200523 Helena, MT 59620-0523 406-841-2770 For the Grantee: Marney McCleary (or successor) Community Action Partnership PO Box 8300 Kalispell, MT 59904-1300 406-758-541 1 Sectionill). OWNERSHIP AND PUBLICATION OF MATERIALS A. All reports, information, data, and other materials prepared by the Grantee, or any of its contractors or subcontractors, in furtherance of this Contract are the property of the Grantee and the Department, which both have the royalty -free, nonexclusive, and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, in whole or part, such property and any information relating thereto. No material produced in whole or in part under this Contract may be copyrighted or patented in the United States or in any other country without the prior written approval of the Grantee and the Department B. To the extent the funds awarded under this Contract will be used by any small business firm or non-profit organization, as defined in 37 C.F.R. 401.2, such firm(s) or organization(s) are subject to the standard patent rights clause set forth in its entirety in 37 C.F.R. 401.14 and specifically incorporated here°.n by this reference. Neighborhood Stabilization Program Grant 7 of 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell Section 1 1. ACCESS TO AND RETENTION OF RECORDS A. The Grantee shall create and maintain records of the services covered by this Contract, including but not limited to financial records, supporting documents, and such other records as are required by law or other authority, and to provide the Department, HUD, Comptroller General of the United States, Montana Legislative Auditor, or their authorized agents access to any records necessary to determine contract compliance. (Mont. Code Ann. § 18-1-1 18.) B. The Grantee agrees to create and retain records supporting the services rendered or supplies delivered for a period of four (4) years after either the completion date of this Contract or the conclusion of any claim, litigation, or exception relating to this Contract taken by the State of Montana or third party, whichever is later. These records will be kept in the Grantee's offices in Kalispell, Montana. C. The Grantee agrees to include in first -tier subcontracts under this Contract a clause substantially the same as paragraphs I I (a) and (b). Section 12. PROJECT MONITORING A. The Department or any of its authorized agents may monitor and inspect all phases and aspects of the Grantee's performance to determine compliance with Section 6 SCOPE OF ACTIVITIES, and other technical and administrative requirements of this Contract, including the adequacy of the Grantee's records and accounts. The Department will advise the Grantee of any specific areas of concern and provide the Grantee opportunity to propose corrective actions acceptable to the Department. B. Failure by the Grantee to proceed with reasonable promptness to take necessary corrective actions shall be a default. If the Grantee's corrective actions remain unacceptable, the Department may terminate this Contract in whole or in part, pursuant to the provisions of Section 23 TERMINATION OF CONTRACT, or reduce the contract price or award to reflect the reduced value of services received. Section 13. REPORTING REQUIREMENTS A. UPDATE REPORT (i) During the term of this Contract, the Grantee shall submit update reports by the Ne ghborhood Stabi ization Program Grant 8 of 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell 1.3 C. Am deadlines set by HUD and the Department for the NSP Program. This report shall follow the report format specified in the most recent version of the CDBGINSP Grant Administration Manual, and shall describe the status of the Project with respect to the activities set forth in Section 6 SCOPE OF ACTIVITIES, including, at a minimum, the percentage complete, costs incurred, funds remaining, number of units assisted, and projected completion date. The report must also describe any significant problems encountered in carrying out the Project and the scope of any necessary modifications the Grantee is requesting in the Project scope of activities, implementation schedule, or budget. (ii) The Department, at its sole discretion, may decline to honor any Request for Funds if the required update report has not been timely submitted to and approved by the Department. PROJECT PROGRESS REPORTING During the term of this Contract, the Grantee will submit a Project Progress Report with any Requests for Funds submitted to the Department. This report will describe the use of the funds requested for each administrative and activity line item. The report should also describe any anticipated changes in the budgeted amounts. STATUS OF FUNDS REPORTING During the term of this Contract, the Grantee will submit a Status of Funds Report with any Requests for Funds submitted to the Department. PROJECT COMPLETION REPORT Within 60 days after the completion of the Project, the Grantee will prepare and submit to the Department a Project Completion Report in the form prescribed by the Department. The Project Completion Report will describe the total costs incurred for the Project, identify the final completion date, summarize any significant problems encountered in carrying out the Project, provide the final information for each item set forth in paragraph (a) in this Section, and describe how the Grantee has fulfilled all requirements as set forth in the most current version of the CDBGINSP Grant Administration Manua, Chapter 13, Project Closeout. Within 15 days of approving the Project Completion Report, the Department will issue the Notice of Project Close-out. Neighborhood Stabilization Program Grant 9 of 17 Montana Department of Commerce Contract # MT-NSP-007-0 1 -001 City of Kalispell Section 14. COMPLIANCE WITH LAWS The Grantee must, in performance of work under this Contract, fully comply with all applicable federal, state, or local laws, rules, and regulations, including but not limited to the Montana Human Rights Act, the Civil Rights Act of 1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of 1990, Section 109 of the Housing And Community Development Act of 1974, Section 3 of the Housing and Urban Development Act of 1968, Executive Order 11246 of Sept. 24, 1965, and Section 504 of the Rehabilitation Act of 1973. Any contracting, subletting, or subcontracting by the Grantee subjects contractors, subcontractors, and subrecipient entities to the same provision. In accordance with Mont. Code Ann. § 49-3-207, the Grantee agrees that the hiring of persons to perform this Contract will be made on the basis of merit and qualifications and there will be no discrimination based upon race, color, religion, creed, political ideas, sex, age, marital status, physical or mental disability, or national origin by the persons performing this Contract. Section 15. AVOIDANCE OF CONFLICT OF INTEREST The Grantee will comply with the provisions of the applicable HUD regulations of 24 C.F.R. Parts 84, 85, and 570.611, and with sections 2-2-121,2-2-201, 7-3-4256, 7-3-4367, 7-5-2106, and 7-5-4109, MCA, (as applicable) regarding the avoidance of conflict of interest. Section 16. ASSIGNMENT, TRANSFER, AND SUBCONTRACTING The Grantee may not assign, transfer, or subcontract any portion of this Contract without prior written approval by the Department. Grantee accepts responsibility for the adherence to the terms of this Contract by such contractors, subcontractors, or subrecipient entities and by any public or private agents or agencies to which it delegates authority to carry out any portion(s) of this Contract. Section 17. SPECIAL PROJECT START-UP CONDITIONS A. The Grantee will not obligate or utilize funds for any activities provided for by this Contract until: (i) The Grantee completes an Environmental Review Record and the Department issues a Notice of Release of Funds; however, upon receiving written authorization from the Department, the Grantee may incur administrative costs necessary for the preparation of the Environmental Review Record and for planning activities defined as exempt under 24 CFR Part 58.34. Neighborhood Stabilization Program Grant 10 of 17 Contract# MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell (ii) The Grantee submits to the Department evidence of the firm commitment of the other financial resources necessary for the completion of the Project as defined in Section b SCOPE OF ACTIVITIES and its Project Implementation Schedule, within its Project Budget. (iii) The Grantee submits to the Department and the Department approves an acceptable Project Management Plan, Implementation Schedule, and Program Income Plan. (iv) The Grantee completes the civil rights activities described in Chapters, "Civil Rights," of the current version of the Department's CDBG Grant Administration Manual. The Department, at its sole discretion, may approve a deferral of certain elements of this requirement. (v) For any Projects or portions thereof that the Grantee intends to contract or subcontract to a third party, the Grantee submits to and obtain approval from the Department an acceptable interlocal / subrecipient agreement executed between the parties. Section 18. JURISDICTION AND VENUE This Contract is governed by the laws of Montana. The parties agree that any litigation concerning this Contract must be brought in the First Judicial District in and for the County of Lewis and Clark, State of Montana, and each party shall pay its own costs and attorney fees. Section 19. DEBARMENT A. The Grantee certifies and agrees to ensure during the term of this Contract that neither it nor its principals, contractors, subcontractors, or subrecipient entities are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this Contract by any governmental department or agency. B_ The Grantee certifies and agrees to ensure during the term of this Contract that neither it nor its principals, contractors, subcontractors, or subrecipient entities are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension." Section 20. HOLD HARMLESS AND INDEMNIFICATION Neighborhood Stabilization Program Grant I I of 17 Contract# MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell The Grantee shall protect, defend, and save the state, its elected and appointed officials, agents, and employees, while acting within the scope of their duties as such, harmless from and against all claims, liabilities, demands, causes of action, and judgments (including the cost of defense and reasonable attorney fees) arising in favor of or asserted by third parties on account of damage to property, personal injury, or death which injury, death, or damage, in whole or in part, arises out of services performed or omissions of services in any way results from the negligent acts or omissions of the contractor, it agents, or subcontractors. Section 21. INSURANCE A. General Requirements. Grantee shall maintain, and shall assure that its representatives, assigns, and subcontractors maintain, for the duration of this Contract, at their cost and expense, primary liability insurance against claims for injuries to persons or damages to property, including contractual liability, which may arise from or in connection with the performance of the duties and obligations in this Contract by Grantee, its agents, employees, representatives, assigns, or subcontractors. This insurance shall cover such claims as may be caused by any negligent act or omission. The State, its officers, officials, employees, and volunteers are to be covered as additional insured's for all claims arising out of the use of grant proceeds provided by the State of Montana. B. Primary Insurance. Grantee's insurance coverage shall be primary insurance with respect to the State of Montana, its elected or appointed officers, officials, employees, or volunteers and shall not contribute with it. C. General Liability Insurance. At its sole cost and expense, Grantee shall purchase occurrence coverage with minimum combined single limits of $1 million per occurrence and $2 million aggregate per year, or as established by statutory Tort limits of $750,000 per claim and $1,500,000 per occurrence as provided by a self-insurance pool insuring counties, cities, or towns, as authorized under Section 2-9-21 I, MCA. D. Professional Liability insurance. The Grantee shall assure that any representatives, assigns, and subcontractors performing professional services under this Contract purchase occurrence coverage with combined single limits for each wrongful act of $1 million per occurrence and $2 million aggregate per year Note: if "occurrence" coverage is unavailable or cost prohibitive, the Grantee may provide "claims made" coverage provided the following conditions are met: (1) the commencement date of the contract must not fail outside the effective date of insurance coverage and it will be the retroactive date for insurance coverage in future years; Neghborhood Stabihzaton Program Grant 12 Uf 17 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispe I and (2) the claims made policy must have a three (3) year tail for claims that are made (filed) after the cancellation or expiration date of the policy. E. Property Insurance. At its sole cost and expense, the Grantee shall maintain property and hazard insurance, including course of construction coverage, and earthquake insurance in areas where there is a shaking level above IOg (http://rmtd.mt.gov/aboutg5/publications/files/NEHRPado, for loss or damage for any building and all related improvements and contents therein on the premises on a replacement cost basis throughout the term of the contract. F. General Provisions. All insurance coverage shall be placed with a carrier licensed to do business in the State of Montana or by a domiciliary state and with a Best's rating of at leastA-, or by a public entity self -insured program either individually or on a pool basis as provided by Title 2, MCA. All certificates and endorsements are to be received by the Department prior to beginning any activity provided for under this Contract. Grantee shall notify the Department immediately of any material change in insurance coverage, such as changes in limits, coverage, change in status of policy, etc. The Department reserves the right to request complete copies of Grantee's insurance policy at any time, including endorsements. Section 22. CONTRACT AMENDMENT A. Except as otherwise set forth herein, this Contract may not be enlarged, modified, or altered except upon written agreement by all parties to the Contract. B. The Department will agree to an amendment only if the Grantee clearly demonstrates that the modification is justified and will enhance the overall impact of the original Project. The Department will consider each request to determine whether the modification is substantial enough to necessitate reevaluating the Project's original ranking. If warranted, the Department will analyze the impact of the proposed modification on the scores assigned to the Grantee's application in the original grant competition. C. The Department will consider amendments to the SCOPE OF ACTIVITIES or the BUDGET for additional activities or improvements that are similar to the major components under Section 6 SCOPE OF ACTIVITIES. D. If the Department determines that a proposed amendment represents a substantial change in the Project activities proposed in the original application for NSP funds, the Grantee will be required to submit a separate NSP Application for consideration by the Department. Neighborhood Stabilization Program Grant 33 of 's 7 Contract # MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell Section 23. PROPERTY MANAGEMENT Title to real property or equipment acquired under this Contract or a subcontract thereto will vest, upon acquisition, in the Grantee or subgrantee, respectively. The Grantee or subgrantee shall use, manage, and dispose of this property or equipment in accordance with the applicable requirements set forth in 24 CFR Parts 85 and 570. All real property within the Grantee's control that was acquired or improved in whole or in part using the NSP funds awarded pursuant to this Contract shall be subject to the standards set forth in 24 C.F.R. § 570.505 during the duration of this Contract term and for five years after closeout of the Project. In all cases in which equipment acquired pursuant to this Contract is sold, the proceeds shall be program income. Section 24. TERMINATION OF CONTRACT This Contract may only be terminated in whole or in part as follows: A. The Department may, by written notice to the Grantee, terminate this Contract in whole or in part at any time the Grantee or any of its contractors, subcontractors, or subrecipient entities fails to perform this Contract or materially fails to comply with any term of this Contract, whether stated herein or in any applicable local, state or federal law, regulation, administrative directive, procedure, ordinance, or resolution. Upon such failure(s), the Department may take one or more of the following actions, as appropriate in the circumstances: (i) Temporarily withhold cash payments pending correction of the deficiency by the Grantee or more severe enforcement action by the Department; (ii) Disallow all or part of the cost of the activity or action not in compliance; (iii) Wholly or partly suspend or terminate the grant for the Project; (iv) Withhold further grants to the Project or to the Grantee; (v) Take other remedies that may be legally available. Any costs or expenses incurred by the Grantee from obligations arising during a suspension or after termination of the grant pursuant to this Section are not allowable unless the Department expressly authorizes them in the notice of suspension or termination or Neighborhood Stabilization Program Grant 14 of 17 Contract# MT- NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell subsequently in writing thereafter. Other necessary and not reasonably avoidable Grantee costs incurred during suspension or after termination are allowable if: (1) They result from obligations properly incurred by the Grantee before the effective date of suspension or termination, are not in anticipation of it, and in the case of a termination, noncancellable; and (2) The costs would be allowable if the award were not suspended or expired normally at the end of the funding period in which the termination takes effect. S. The Department may terminate this Contract in whole or in part at any time with the consent of the Grantee, in which case the parties shall agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion of this Contract to be terminated; C. The Grantee may terminate this Contract in whole or in part at any time upon written notification to the Department, setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion of the Contract to be terminated. However, if, in the case of a partial termination, the Department determines that the remaining portion of the award will not accomplish the purposes for which the award was made, the Department may terminate the award in its entirety under paragraph (a) of this section. D. The Department may, at its sole discretion, terminate or reduce the scope of this Contract if available funding is eliminated or reduced for any reason. If a termination or modification is required, the Department will, to the extent permitted by available NSP funds, compensate the Grantee for eligible work elements the Grantee has completed and for approved, eligible, reasonable, and necessary expenses incurred by the Grantee as of the revised termination date. The Department will give the Grantee written notice of the effective date of the modification or termination of this Contract and, if a reduction in funding is required, will provide the Grantee with a modified Project budget. Section 25. COMPLIANCE WITH WORKERS' COMPENSATION ACT Grantees are required to comply with the provisions of the Montana Workers' Compensation Act while performing work for the State of Montana in accordance with Sections 39-71-401, 39-71-405, and 39-41-417, MCA. Proof of compliance must be in the form of workers' compensation insurance, an independent contractor's exemption, or documentation of corporate officer status. Neither the Neighborhood Stabr xation Program Grant IS of 17 Montana Department of Commerce Contract # MT-NSP-007-0 1 -001 City of Kalispell Grantee nor its employees are employees of the State. This insurance/exemption must be valid for the entire term of the Contract. Proof of compliance and renewal documents must be sent to the Department. Section 26. FORCE MAJEURE Neither party shall be responsible for failure to fulfill its obligations due to causes beyond its reasonable control, including without limitation, acts or omissions of government or military authority, acts of God, materials shortages, transportation delays, fires, floods, labor disturbances, riots, wars, terrorist acts, or any other causes, directly or indirectly beyond the reasonable control of the non- performing party, so long as such party is using its best efforts to remedy such failure or delays. Section 27. SEPARABILITY A declaration by any court, or any other binding legal forum, that any provision of this Contract is illegal and void shall not affect the legality and enforceability of any other provision of this Contract, unless the provisions are mutually dependent. Section 28. NOTICE All notices required under the provisions of this Contract must be in writing and delivered to the parties' liaisons as identified herein either by first class mail or personal service. Section 29. REFERENCE TO CONTRACT The Contract number must appear on all invoices, reports, and correspondence pertaining to this Contract. Section 30. NO ARBITRATION Unless otherwise agreed to in writing or provided for by law, arbitration is not available to the parties as a method of resolving disputes that would arise under this Contract. Section 31. NO WAIVER OF BREACH No failure by the Department to enforce any provisions hereof after any event of breach shall be deemed a waiver of its rights with regard to that event, or any subsequent event. No express failure Neighborhood Stabilization Program Grant 16 of 17 Contract# MT-NSP-007-0 1 -001 Montana Department of Commerce City of Kalispell of any event of breach shall be deemed a waiver of any provision hereof. No such failure or waiver shall be deemed a waiver of the right of the Department to enforce each and all of the provisions hereof upon any further or other breach on the part of the Grantee. Section 32. INTEGRATION This Contract contains the entire agreement between the parties, and no statements, promises, or inducements of any kind made by either party, or the agents of either party, not contained herein or in a properly executed amendment hereto are valid or binding. WITNESS OF THE TERMS SET OUT ABOVE, the parties have executed this Contract. Pamela B. Kennedy, Mayor Date City of Kalispell ATTEST: Amy Robertson, Finance Director APPROVED AS TO FORM: Charles all, t o Kalispell, Attorney Department of Commerce: Anthony J. Preite, Director U Montana Department of Commerce Neighborhood Stabilization Program Grant 17 of 17 Montana Department of Commerce Date Contract # MT-NSP-007-0 1 -001 City of Kalispell Exhibit "B" MONTANA DEPARTMENT OF COMMERCE NEIGHBORHOOD STABILIZATION PROGRAM 3 CONTRACT #MT-NSP- 12-007-01 -001 This Contract is entered into by City of Kalispell, Montana, (the Grantee), IRS #81-6001281, and the Montana Department of Commerce, Helena, Montana, (the Department). The Grantee and the Department hereby agree to the following terms: Section 1. PURPOSE The purpose of this Contract is to provide funding for project activities approved by the Department under the Neighborhood Stabilization Program (NSP) 3 for FFY 2011. Section 2. AUTHORITY This Contract is issued under authority of Section 90-1-103, Montana Code Annotated, and the Administrative Rules of Montana, Title 8, Chapter 94, Subchapter 37. Section 3. DOCUMENTS INCORPORATED BY REFERENCE A. Department of Housing and Urban Development Federal Register Notice, Vol. 75, No. 201, dated October 19, 2010. B. State of Montana NSP3 Substantial Amendment, Plan Year 2011 Annual Action Plan, initial submission, submitted to HUD February 28, 2011 and approved by HUD March 16, 2011. C. State of Montana NSP3 Substantial Amendment Plan Year 2011 Annual Action Plan, competitive submission, submitted to HUD June 30, 2011 and approved by HUD July 20, 2011. D. Grantee's application for participation in NSP3including any written modifications resulting from the review of that application by the Department, as set forth in the NSP3 approval letter dated November 23, 2011 (collectively, the "Grantee's Program"), and the representations contained therein, which are binding upon the Grantee. Neighborhood Stabilization Program Grant I of 18 Contract # MT-NSP- 12-007-01 -001 Montana Department of Commerce City of Kalispell Section 4. ACCEPTANCE OF PROGRAM REQUIREMENTS A. The Grantee will comply with all applicable parts of the Housing and Community Development Act of 1974, as amended, 42 U.S.C. §§ 5301, et seq.; the applicable Department of Housing and Urban Development (HUD) regulations, including but not limited to 24 CFR Part 570 and Form HUD-4010, and the Wall Street Reform and Consumer Protection Act of 2010, as now in effect or as they may be amended during the term of this contract; all administrative directives and procedures that may be established by the Department, including the most recent version of the CDBGINSP Grant Administration Manual, as amended; and any other applicable local, state, and federal laws, regulations, administrative directives, procedures, ordinances, or resolutions. B. The Grantee agrees that all contracts entered into by it for the completion of the activities described in Section 6 SCOPE OF WORK of this Contract will require such contractors, subcontractors, and sub recipient entities to also comply with all applicable local, state, and federal laws, regulations, administrative directives, procedures, ordinances, resolutions; and all administrative directives and procedures that may be established by the Department, including the CDBGINSP Grant Administration Manual, as amended. C. The Grantee expressly agrees to repay to the Department any funds advanced under this Contract that the Grantee, or its contractors, subcontractors, or subrecipient entities, or any public or private agent or agency to which they delegate authority to carry out portions of this Contract, expends in violation of the terms of this Contract, the statutes and regulations governing the NSP Program, or any applicable local, state, or federal requirements. Section S. EFFECTIVE DATE AND TIME OF PERFORMANCE A. This Contract shall take effect upon execution by the parties and will terminate upon approval of final Project closeout by the Department, unless terminated earlier in accordance with the terms of this Contract. The specific activities to be performed by the Grantee will be com- pleted according to the Project Request, Implementation Schedule, and Budget to be submitted by Grantee and approved by the Department. Neighborhood Stabilization Program Grant 2 of 18 Contract # MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell B. This Contract will be in effect for the period of affordability for activity, which may be up to twenty (20) years from the date of completion, depending on the amount of assistance provided, as referenced in State o f Montana NSP3 Substantial Amendment Plan Year 2011 Annual Action Plan, Ensured Continued Affordability. Section 6. SCOPE OF WORK As stated in the Wall Street Reform and Consumer Protection Act of 2010, NSP3 Program funds must be fifty percent (50%) expended within two years of HUD contract date, March 16, 2013 and fully (100%) expended within three years of HUD contract date, March 16, 2014. The Grantee will engage in activities approved for the Grantee's Program until the total amount of NSP3 funds expended. The major components of the Program include the following work for the City of Kalispell: ■ Acquisition of foreclosed, vacant or abandoned single family homes in any of the following eligible census tracts contingent upon available funding to meet HUD requirements. When acquisitions occur in any eligible census tract, the City of Kalispell will meet the minimum impacted units, per census tract, as established by HUD. (-) Census tract 30029001200 (Tract #12) r..) Census tract 30029000900 (Tract #9) o Census tract 30029001 100 (Tract #1 1) ■ Rehabilitation of acquired single family homes; Resale or rental of rehabilitated units; and ■ administration of this Contract in compliance with the Project Management Plan approved by the Department and as may be amended from time to time by mutual agreement of the Parties. Section 7. BUDGET A. The Department will not disburse funds to the Grantee for a particular project in Grantee's Program until the Grantee has submitted and the Department has approved the budget for that project. B. All projects require a separate budget for entry into the Disaster Recovery Grant Reporting Neighborhood Stabilization Program Grant 3 of 18 Contract# MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell system (DRGR). C. Budget adjustments must be approved in advance by the Department. For budget adjustments of $5,000 or less, Department approval of the Request for Funds form will constitute approval of the budget adjustment. The Grantee must describe the rationale for a budget adjustment in the Project Progress Report and note the adjustments in the Request for Funds and Status of Funds Report submitted with draws against the grant funding reserve. Budget adjustments in excess of $5,000 require formal Department approval and the Contract amended. No modification will be approved for obligation of funds beyond March 16, 2014. D. Program Income (i) The Grantee may retain program income received before Project closeout, but such income must be treated as additional NSP3 funds and subject to all applicable requirements governing the use of NSP3 funds. (ii) If the Grantee chooses to retain program income received before Project closeout, a program income plan in compliance with the most recent version of the Department's Program Income Manual for Revolving Loan Funds must be developed and submitted for review and written approval by the Department. (iii) Grantee will record receipt and expenditure of retained program income as part of the financial transactions of the Project. (iv) At the end of each calendar year during the term of this Contract, the Grantee must remit all program income balances (including investments thereof) held by the Grantee, its contractors, subcontractors, and sub recipient entities that exceed one -twelfth of the Department's total award to the Grantee, to be placed in the Grantee's funding reserve. (v) The Grantee must expend substantially all program income it receives before requesting additional NSP3 funds. The Department will deduct the amount of program income on hand, shown on the drawdown form, from the amount requested by the Grantee. (vi) If the Grantee desires to retain program income received after Project closeout, the Grantee must execute a grant closeout agreement with the Department at the time of closeout that describes the Grantee's responsibility for compliance with requirements governing program income received subsequent to grant closeout. E. Any authorized funds not expended by March 16, 2014 under this grant or otherwise accounted for in accordance with the provisions of this Section will revert to the Department and will be used in accordance with HUD regulations. Neighborhood Stabilization Program Grant 4 of 18 Contract ## MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell Section 8. METHOD OF REIMBURSEMENT A. The Grantee will request that the Department disburse funds when the funds are needed for payment of eligible reimbursable costs. The amount of each request will be limited to the amount needed. The Grantee will use NSP3 funds based upon the requirements of fifty percent expenditure of funds by March 16, 2013, and full or 100 percent expenditure of NSP3 funds by March 16, 2014. B. If the Department determines the Grantee has failed to satisfactorily carry out its responsibilities under this Contract, the Department will notify the Grantee in writing of the deficiency. If after receiving this notification, the Grantee does not remedy the deficiency within a reasonable period of time to be specified in the notice, the Department may suspend the Grantee's authority to draw against the reserve described in this Contract. The suspension will continue until the Department and the Grantee agree on a plan to remedy the deficiency. C. The Department agrees to reimburse the Grantee as set forth in this Section for successfully completing the activities set forth in Section 6 SCOPE OF WORK, as the Grantee incurs approved, eligible, reasonable, and necessary Project expenses supported by adequate documentation submitted by the Grantee and upon approval by the Department of the Grantee's Request for Funds. In requesting reimbursement, the Grantee will follow the instructions supplied by the Department. D. The Department will not reimburse the Grantee for any costs incurred prior to the date of execution of this Contract, unless previously authorized in writing by the Department, but in no event for costs incurred prior to the date of the HUD approval date of State of Montana NSP3 Substantial Amendment Plan Year 2011 Annual Action Plan, July 20, 2011 for any expenses not included in the budget or an approved adjustment thereto, or for any expenses not clearly and adequately supported by the Grantee's records. E. The reimbursement of approved, eligible, reasonable, and necessary Project expenses incurred is contingent upon the Grantee's completion of Section 18 SPECIAL PROJECT START-UP CONDITIONS. R The Department will not release any NSP3 funds to the Grantee until the Grantee has obtained firm commitments for all other financial resources to be involved in the Project. The Grantee may not expend or obligate any NSP3 funds, other than for administrative purposes, Neighborhood Stabilizat on Program Grant 5 of 18 Contract # MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell until the Department determines that this condition has been satisfied. G. As further set forth in Section 24 TERMINATION OF CONTRACT, if the Grantee fails to or is unable to comply with any of the terms and the conditions of this Contract, any costs incurred will be the Grantee's sole responsibility. H. The Department may withhold two percent (2%) of the total authorized grant amount until all tasks outlined in Section 6 SCOPE OF WORK are completed and approved and the Grantee's Project Completion Report is received and approved by the Department. The Department will disburse this withholding upon receipt and approval by the Department of the Grantee's Project Completion Report. Prior to receipt of the Project Completion Report, the Department liaison may authorize release of part or all of the withholding when situations occur that would result in an undue financial hardship on the Grantee, provided the Grantee has demonstrated effective overall management of this Project and, when applicable, satisfactorily managed any earlier NSP3 projects. If the Grantee fails to submit a Project Completion Report within the 60 days, the Department may consider whether these remaining funds should be reallocated by the Department to other unfunded or inadequately funded activities, whether or not related to Section 6 SCOPE OF WORK set forth herein or to the Grantee. I. If actual total cost of completing the Project is less than has been projected by the Grantee in its Project budget or an approved adjustment thereto, the Department, at its discretion, may reduce the amount of NSP3 grant funds to be provided to the Grantee accordingly. If actual construction bids are less than the estimates included in its Project budget, the construction portion of the budget will be automatically adjusted to reflect the bid price, plus a ten percent contingency. At the Department's sole discretion, the difference between actual Project costs and the original grant award may be reallocated to other unfunded or inadequately funded NSP3 Projects, whether or not related to Section 6 SCOPE OF WORK set forth herein or to the Grantee's Program. J. If needed, the Grantee's travel expenses, meals, and lodging will be reimbursed at the prevailing local rate at the time such expense is incurred. K. Unless otherwise stated herein, the Department is allowed IS working days to process a Request for Funds once the Department has received adequate supporting documentation. The Grantee shall provide banking information at the tkme of Contract execution in order to facilitate electronic funds transfer payments. The Department may withhold payments to the Grantee if the Grantee has breached the terms of this Contract. Neighborhood Stabilization Program Grant 6 of 18 Contract# MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell L. If the Department determines that the Grantee has failed to satisfactorily carry out its responsibilities under this Contract, the Department may withhold reimbursement to the Grantee until such time as the Department and the Grantee agree on a plan to remedy the deficiency. M. If any obligations remain as of the date of Project closeout, the Department shall prepare and the parties shall execute a Closeout Agreement specifying the conditions and requirements governing those remaining obligations, in accordance with the requirements set forth in 24 CFR § 570.509(c). Section 9. REPORTING REQUIREMENTS A. UPDATE REPORT (i) During the term of this Contract, the Grantee shall submit update reports by the deadlines set by HUD and the Department for the NSP3 Program. This report shall follow the report format specified in the most recent version of the CDBGINSP Grant Administration Manual, and shall describe the status of the Project with respect to the activities set forth in Section 6 SCOPE OF WORK, including, at a minimum, the percentage complete, costs incurred, funds remaining, number of units assisted, and projected completion date. The report must also describe any significant problems encountered in carrying out the Project and the scope of any necessary modifications the Grantee is requesting in the Project scope of work, implementation schedule, or budget. (ii) The Department, at its sole discretion, may decline to honor any Request for Funds if the required update report has not been timely submitted to and approved by the Department. B. PROJECT PROGRESS REPORTING During the term of this Contract, the Grantee will submit a Project Progress Report with any Requests for Funds submitted to the Department. This report will describe the use of the funds requested for each administrative and activity line item. The report should also describe any anticipated changes in the budgeted amounts. C. STATUS OF FUNDS REPORTING Neighborhood Stab lizaaon Program Grant 7 of 18 Montana Department of Commerce Contract # MT-NSP- 12-007-01 -001 City of Kalispell During the term of this Contract, the Grantee will submit a Status of Funds Report with any Requests for Funds submitted to the Department. D. PROJECT COMPLETION REPORT Within 60 days after the completion of the Project, the Grantee will prepare and submit to the Department a Project Completion Report in the form prescribed by the Department. The Project Completion Report will describe the total costs incurred for the Project, identify the final completion date, summarize any significant problems encountered in carrying out the Project, provide the final information for each item set forth in paragraph (a) in this Section, and describe how the Grantee has fulfilled all requirements as set forth in the most current version of the CDBGINSP Grant Administration Manual, Project Closeout. Within 30 days of approving the Project Completion Report, the Department will issue the Notice of Project Closeout. Section 10. LIAISONS All project management and coordination on behalf of the Department shall be through a single point of contact designated as the Department's liaison. Grantee shall designate a liaison that will provide the single point of contact for management and coordination of Contractor's work. All work performed pursuant to this Contract shall be coordinated between the State's liaison and the Contractor's liaison. The liaisons for this Contract are: For the Department: Andrew Chanania (or successor) NSP Program, MDOC 301 S. Park Ave. P.O. Box 200523 Helena, MT 59620-0523 406-841-2770 For the Grantee: Marney McCleary (or successor) Community Action Partnership P.O. Box 8300 Kalispell, MT 59904-1300 (406) 758-541 I Ne ghborhood Stabilization Program Grant 8 of 18 Montana Department of Commerce Contract # MT-NSP- 12-007-0 1 -001 City of Kalispell Section 1 I. ACCESS TO AND RETENTION OF RECORDS A. The Grantee shall create and maintain records of the services covered by this Contract, including but not limited to financial records, supporting documents, and such other records as are required by law or other authority, and to provide the Department, HUD, Comptroller General of the United States, Montana Legislative Auditor, or their authorized agents access to any records necessary to determine contract compliance. (Mont. Code Ann. § 18-1-1 18.) B. The Grantee agrees to create and retain records supporting the services rendered or supplies delivered for a period of four (4) years after either the completion date of this Contract or the conclusion of any claim, litigation, or exception relating to this Contract taken by the State of Montana or third party, whichever is later. These records will be kept in the Grantee's offices in Kalispell, Montana. C. The Grantee agrees to include in first -tier subcontracts under this Contract a clause substantially the same as paragraphs I I (a) and (b). Section 12. PROJECT MONITORING The Department or any of its authorized agents may monitor and inspect all phases and aspects of the Grantee's performance to determine compliance with Section 6 SCOPE OF WORK, and other technical and administrative requirements of this Contract, including the adequacy of the Grantee's records and accounts. The Department will advise the Grantee of any specific areas of concern and provide the Grantee opportunity to propose corrective actions acceptable to the Department. Section 13. COMPLIANCE WITH NON-DISCRIMINATION LAWS The Grantee must, in performance of work under this Contract, fully comply with all applicable federal, state, or local laws, rules, and regulations, including but not limited to the Montana Human Rights Act, the Civil Rights Act of 1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of 1990, Section 109 of the Housing And Community Development Act of 1974, Section 3 of the Housing and Urban Development Act of 1968, Executive Order 11246 of Sept. 24, Neighborhood Stabilization Program Grant 9 of 18 Contract ## MT- NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell 1965, and Section 504 of the Rehabilitation Act of 1973. Any contracting, subletting, or subcontracting by the Grantee subjects contractors, subcontractors, and sub recipient entities to the same provision. In accordance with Mont. Code Ann. § 49-3-207, the Grantee agrees that the hiring of persons to perform this Contract will be made on the basis of merit and qualifications and there will be no discrimination based upon race, color, religion, creed, political ideas, sex, age, marital status, physical or mental disability, or national origin by the persons performing this Contract. Section 14. ACCOUNTING, COST PRINCIPLES, AND AUDITING A. The Grantee, in accordance with Section 18-4-31 1, MCA and other authorities, must maintain for the purposes of this Contract an accounting system of procedures and practices that conforms to Generally Accepted Accounting Principles (GAAP). B. The Department or any other legally authorized governmental entity or their authorized agents may, at any time during or after the term of this Contract, conduct, in accordance with Sections 2-7-503, 5-13-304, and 18-1-1 18, MCA and other authorities, audits for the purposes of ensuring the appropriate administration, expenditure of the monies, and delivery of services provided through this Contract. Section 15. AVOIDANCE OF CONFLICT OF INTEREST A. The Grantee will comply with the provisions of the applicable HUD regulations of 24 C.F.R. Parts 84, 85, and 570.611, and with sections 2-2-121, 2-2-201, 7-3-4256, 7-3-4367, 7-5-2106, and 7-5-4109, MCA, (as applicable) regarding the avoidance of conflict of interest. 13. The Grantee agrees that none of its officers, employees, or agents will solicit or accept gratuities, favors or anything of monetary value from contractors, subcontractors, or potential contractors and subcontractors, who provide or propose to provide services relating to the project funded under this Contract. C. The Grantee shall promptly refer to the Department any credible evidence that a principal, employee, agent, contractor, sub -grantee, subcontractor, or other person has submitted any false claim or has committed any criminal or civil violation of laws pertaining to fraud, conflict of interest, bribery, gratuity, or similar misconduct involving funds provided under this Contract. Neighborhood Stabilization Program Grant 10 of 1a Contract# MT-NSP- 12-007-01 -001 Montana Department of Commerce City of Kalispell Section 1 G. OWNERSHIP AND PUBLICATION OF MATERIALS A. All reports, information, data, and other materials prepared by the Grantee, or any of its contractors or subcontractors, in furtherance of this Contract are the property of the Grantee and the Department, which both have the royalty -free, nonexclusive, and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, in whole or part, such property and any information relating thereto. No material produced in whole or in part under this Contract may be copyrighted or patented in the United States or in any other country without the prior written approval of the Grantee and the Department B. To the extent the funds awarded under this Contract will be used by any small business firm or non-profit organization, as defined in 37 C.F.R. 401.2, such firm(s) or organization(s) are subject to the standard patent rights clause set forth in its entirety in 37 C.F.R. 401.14 and specifically incorporated herein by this reference. Section 17. ASSIGNMENT, TRANSFER, AND SUBCONTRACTING The Grantee may not assign, transfer, or subcontract any portion of this Contract without prior written approval by the Department. Grantee accepts responsibility for the adherence to the terms of this Contract by such contractors, subcontractors, or subrecipient entities and by any public or private agents or agencies to which it delegates authority to carry out any portion(s) of this Contract. Section 18. SPECIAL PROJECT START-UP CONDITIONS A. The Grantee will not obligate or utilize funds for any activities provided for by this Contract until: (i) The Grantee completes an Environmental Review Record and the Department issues a Notice of Release of Funds; however, upon receiving written authorization from the Department, the Grantee may incur administrative costs necessary for the preparation of the Environmental Review Record and for planning activities defined as exempt under 24 CFR Part 58.34. Neighborhood Stabilizat-on Program Grant 1 I cf IS Contract # MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell (ii) The Grantee submits to the Department evidence of the firm commitment of the other financial resources necessary for the completion of the Project as defined in Section 6 SCOPE OF WORK and its Project Implementation Schedule, within its Project Budget. (iii) The Grantee submits to the Department and the Department approves an acceptable Project Management Plan, Implementation Schedule, and Program Income Plan. (iv) The Grantee completes the civil rights activities described in the current version of the Department's CDBG/NSP Grant Administration Manual. The Department, at its sole discretion, may approve a deferral of certain elements of this requirement. (v) For any Projects or portions thereof that the Grantee intends to contract or subcontract to a third party, the Grantee submits to and obtain approval from the Department an acceptable interlocal/ sub recipient agreement executed between the Section 19. HOLD HARMLESS AND INDEMNIFICATION The Grantee shall protect, defend, and save the state, its elected and appointed officials, agents, and employees, while acting within the scope of their duties as such, harmless from and against all claims, liabilities, demands, causes of action, and judgments (including the cost of defense and reasonable attorney fees) arising in favor of or asserted by third parties on account of damage to property, personal injury, or death which injury, death, or damage, in whole or in part, arises out of services performed or omissions of services in any way results from the negligent acts or omissions of the contractor, it agents, or subcontractors. Section 20. INSURANCE A. General Requirements. Grantee shall maintain, and shall assure that its representatives, assigns, and subcontractors maintain, for the duration of the Contract, at their own cost and expense, liability insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the duties and obligations in the Contract by Grantee, its agents, employees, representatives, assigns, or subcontractors. This insurance shall cover such claims as may be caused by any negligent act or omission. The Neighborhood Stabilization Program Grant 17 of 18 Contract# MT-NSP- 12-007-01 -001 Montana Department of Commerce City of Kalispell State, its officers, officials, employees, and volunteers are to be covered as additional insured's for all claims arising out of the use of grant proceeds provided by the State of Montana. B. General Liability Insurance. At its sole cost and expense, the Grantee shall purchase occurrence coverage with minimum combined single limits of $1 million per occurrence and $2 million aggregate per year, or as established by statutory Tort limits of $750,000 per claim and $1,S00,000 per occurrence as provided by a self-insurance pool insuring counties, cities, or towns, as authorized under Section 2-9-21 I, MCA. C. Professional Liability Insurance. The Grantee shall assure that any representatives, assigns, and subcontractors performing professional services under this Contract purchase occurrence coverage with combined single limits for each wrongful act of $1,000,000 per occurrence and $2,000,000 aggregate per year. Note: if "occurrence" coverage is unavailable or cost prohibitive, the Contractor may provide "claims made" coverage provided the following conditions are met: (1) the commencement date of the contract must not fall outside the effective date of insurance coverage and it will be the retroactive date for insurance coverage in future years; and (2) the claims made policy must have a three (3) year tail for claims that are made (filed) after the cancellation or expiration date of the policy. D. Property Insurance. At its sole cost and expense, the Grantee shall maintain property and hazard insurance, including course of construction coverage, and earthquake insurance in areas where there is a shaking level above I Og (see map at http://rmtd.mt.gov/content/aboutus/publications/files/NEHRP.12df for loss or damage for any building and all related improvements and contents therein on the premises on a replacement cost basis throughout the term of the contract. E. General Provisions. All insurance coverage shall be placed with a carrier licensed to do business in the State of Montana or by a domiciliary state and with a Best's rating of at least A-, or by a public entity self -insured program either individually or on a pool basis as provided by Title 2, MCA. All certificates and endorsements are to be received by the Department prior to beginning any activity provided for under the Contract. Grantee shall notify the Department immediately of any material change in insurance coverage, such as changes in limits, coverage, change in status of policy, etc. The Department reserves the right to request Neighborhood Stabilization Program Grant 13 of 18 Contract # MT-NSP-12-007-01-001 Montana Department of Commerce City of Kalispell complete copies of Grantee's insurance policy at any time, including endorsements. Section 21. DEBARMENT A. The Grantee certifies and agrees to ensure during the term of this Contractthat neither it nor its principals, contractors, subcontractors, or sub recipient entities are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this Contract by any governmental department or agency. B, The Grantee certifies and agrees to ensure during the term of this Contract that neither it nor its principals, contractors, subcontractors, or sub recipient entities are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension." Section 22. CONTRACT AMENDMENT Except as otherwise set forth herein, this Contract may not be enlarged, modified, or altered except upon written agreement by all parties to the Contract. Section 23. PROPERTY MANAGEMENT Title to real property or equipment acquired under this Contract or a subcontract thereto will vest, upon acquisition, in the Grantee or subgrantee, respectively. The Grantee or subgrantee shall use, manage, and dispose of this property or equipment in accordance with the applicable requirements set forth in 24 CFR Parts 85 and 570. All real property within the Grantee's control that was acquired or improved in whole or in part using the NSP funds awarded pursuant to this Contract shall be subject to the standards set forth in 24 C.F.R. § 570.505 during the duration of this Contract term and for five years after closeout of the Project. In all cases in which equipment acquired pursuant to this Contract is sold, the proceeds shall be considered program income. Section 24. TERMINATION OF CONTRACT This Contract may only be terminated in whole or in part as follows: Neighborhood Stabilization Program Grant 14 of 18 Montana Department of Commerce Contract #f MT- NSP- 12-007-0 1 -001 City of Kalispell A. The Department may, by written notice to the Grantee, terminate this Contract in whole or in part at any time the Grantee or any of its contractors, subcontractors, or subrecipient entities fails to perform this Contract or materially fails to comply with any term of this Contract, whether stated herein or in any applicable local, state or federal law, regulation, administrative directive, procedure, ordinance, or resolution. Upon such failure(s), the Department may take one or more of the following actions, as appropriate in the circumstances. (i) Temporarily withhold cash payments pending correction of the deficiency by the Grantee or more severe enforcement action by the Department; (ii) Disallow all or part of the cost of the activity or action not in compliance; (iii) Wholly or partly suspend or terminate the grant for the Project; (iv) Withhold further grants to the Project or to the Grantee; (v) Take other remedies that may be legally available. Any costs or expenses incurred by the Grantee from obligations arising during a suspension or after termination of the grant pursuant to this Section are not allowable unless the Department expressly authorizes them in the notice of suspension or termination or subsequently in writing thereafter. Other necessary and not reasonably avoidable Grantee costs incurred during suspension or after termination are allowable if: (1) They result from obligations properly incurred by the Grantee before the effective date of suspension or termination, are not in anticipation of it, and in the case of a termination, noncanceilable; and (2) The costs would be allowable if the award were not suspended or expired normally at the end of the funding period in which the termination takes effect. B. The Department may terminate this Contract in whole or in part at any time with the consent of the Grantee, in which case the parties shall agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion of this Contract to be terminated; C. The Grantee may terminate this Contract in whole or in part at any time upon written Neighborhood Stabilization Program Grant 15 of 18 Contract # MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell notification to the Department, setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion of the Contract to be terminated. However, if, in the case of a partial termination, the Department determines that the remaining portion of the award will not accomplish the purposes for which the award was made, the Department may terminate the award in its entirety under paragraph (a) of this section. D. The Department may, at its sole discretion, terminate or reduce the scope of this Contract if available funding is eliminated or reduced for any reason. If a termination or modification is required, the Department will, to the extent permitted by available NSPfunds, compensate the Grantee for eligible work elements the Grantee has completed and for approved, eligible, reasonable, and necessary expenses incurred by the Grantee as of the revised termination date. The Department will give the Grantee written notice of the effective date of the modification or termination of this Contract and, if a reduction in funding is required, will provide the Grantee with a modified Project budget. Section 25. DEFAULT Failure on the part of either party to perform the provisions of the Contract constitutes default. Default may result in the pursuit of remedies for breach of contract as set forth herein or as otherwise legally available, including but not limited to damages and specific performance. Section 26. COMPLIANCE WITH WORKERS' COMPENSATION ACT Grantees are required to comply with the provisions of the Montana Workers' Compensation Act while performing work for the State of Montana in accordance with Sections 39-71-401, 39-71-405, and 39-71-417, MCA. Proof of compliance must be in the form of workers' compensation insurance, an independent contractor's exemption, or documentation of corporate officer status. Neither the Grantee nor its employees are employees of the State. This insurance/exemption must be valid for the entire term of the Contract. Proof of compliance and renewal documents must be sent to the Department. Section 27. FORCE MAJEURE Neither party shall be responsible for failure to fulfill its obligations due to causes beyond its Neighborhood Stabilization Program Grant 16 of 18 Montana Department of Commerce Contract # MT-NSP- 12-007-0 1 -001 City of Kalispell reasonable control, including without limitation, acts or omissions of government or military authority, acts of God, materials shortages, transportation delays, fires, floods, labor disturbances, riots, wars, terrorist acts, or any other causes, directly or indirectly beyond the reasonable control of the non- performing party, so long as such party is using its best efforts to remedy such failure or delays. Section 28. SEPARABILITY A declaration by any court, or any other binding legal forum, that any provision of this Contract is illegal and void shall not affect the legality and enforceability of any other provision of this Contract, unless the provisions are mutually dependent. Section 29. NOTICE All notices required under the provisions of this Contract must be in writing and delivered to the parties' liaisons as identified herein either by first class mail or personal service. Section 30. NO ARBITRATION Unless otherwise agreed to in writing or provided for by law, arbitration is not available to the parties as a method of resolving disputes that would arise under this Contract. Section 3 I. REFERENCE TO CONTRACT The Contract number must appear on all invoices, reports, and correspondence pertaining to this Contract. Section 32. NO WAIVER OF BREACH No failure by the Department to enforce any provisions hereof after any event of breach shall be deemed a waiver of its rights with regard to that event, or any subsequent event. No express failure of any event of breach shall be deemed a waiver of any provision hereof. No such failure or waiver shall be deemed a waiver of the right of the Department to enforce each and all of the provisions hereof upon any further or other breach on the part of the Grantee. Neighborhood Stabilization Program Grant 17 of 18 Contract # MT-NSP- 12-007-0 1 -001 Montana Department of Commerce City of Kalispell Section 33. JURISDICTION AND VENUE This Contract is governed by the laws of Montana. The parties agree that any litigation concerning this Contract must be brought in the First Judicial District in and for the County of Lewis and Clark, State of Montana, and each party shall pay its own costs and attorney fees. Section 34. INTEGRATION This Contract contains the entire agreement between the parties, and no statements, promises, or inducements of any kind made by either party, or the agents of either party, not contained herein or in a properly executed amendment hereto are valid or binding. IN WITNESS OF THE TERMS SET OUT ABOVE, the parties have caused this Contract to be executed. 17 2-1 Doug Rus II, ity Manager Date City of Kalispell ATTEST: � } Rick Wills, Finance Director APPROVED AS TO FORM: Charles Harball ity of Kalispell, Attorney Montana Department of Commerce Neighborhood Stabilization Program Grant 18 of 18 Montana Department of Commerce Contract # MT-NSP- 12-007-0 1 -001 City of Kalispell a Department of Commerce Community Development Division 301 S. Park Ave * P.O Box 200523 * Helena, Montana 59620-0523 Phone 406-841-2770 * Fax 406-841.2771 * TOD 406-641-2702 * http!lcomdevmt.gow July 20, 2012 Doug Russell, City Manager City of Kalispell 201 First Avenue East Kalispell MT 59901 RE: NSP contract finalized, other start up documents City Manager Russell: Enclosed for your records and NSP project file is your copy of contract #MT-NSP-1 2-007-01 -001 between Montana Department of Commerce and City of Kalispell, signed by all parties. Please call if you have further questions. Andrew Chanania Montana Department of Commerce 406 841 2551 Cc: Katharine Thompson, City of Kalispell Community Development Manager BRIAN SCHWEITZER, GOVERNOR Exhibit "C" Neighborhood Stabilization Program 1 Program Income Plan Grantor "Commerce" Montana Department of Commerce Community Development Division Grantee "the City" City of Kalispell, Montana 201 V Avenue East, Kalispell, MT 59901 Sub -Recipient "NWMT" Montana Homeownership Network dba NeighborWorks Montana 17 51h Street South Great Falls, MT 59401 Grantor Contact Jennifer Olson Division Administrator Community Development Division 406-841-2773 jeolson@mt.gov Grantee Contact Doug Russell City Manager 406,758-7703 drussell@kalispell.com Sub -Recipient Contact Maureen Rude Executive Director 406.458.8704 mrude@nwmt.org Need for Plan Governing Neighborhood Stabilization Program (NSP) Program Income The purpose of this plan is to establish guidelines on the policies and procedures for the administration and utilization of program income received as a result of activities funded under the Neighborhood Stabilization Program (NSP). NSP1 is authorized under Title III of Division B of the Housing and Economic Recovery Act of 2008 (HERA) and under the heading of the Emergency Assistance for Redevelopment of Abandoned and Foreclosed Homes. HERA provides under a rule of construction that, unless it is otherwise stated, grants made under the NSP are considered to be Community Development Block Grant (CDBG) funds. This NSP Program Income Plan is intended to satisfy the requirements specified in federal statute and regulation at Section 104(j) of the Housing and Community Development Act ("the Act"), as amended in 1992 and 24 Code of Federal Regulations (CFR) 570.489 (e)(3) and of Title III of Division B of HERA. These statutory and regulatory sections permit the Grantee and Sub -Recipient to retain NSP Program Income generated by eligible NSP activities pursuant to HERA. The eligible NSP activities shall benefit low-, moderate-, and middle -income (LMMI) individuals and families as described in the Grantee's application and Exhibit B of the NSP Standard Agreement, and shall consist of: NSP Program Income Plan, updated December 18, 201S • Eligible Use A: Financing Mechanisms Eligible Use A may only be used for financing mechanisms to acquire an eligible property and funds cannot be used for foreclosure prevention. • Eligible Use B: Acquisition Rehabilitation • Program Administration and Planning (in combination with an eligible use). Acceptance of the NSP Program Income Plan The NSP Program Income Plan details the proposed uses of NSP Program Income and confirms the jurisdiction's required compliance with state and federal regulations. Program Income Defined Program income is defined within federal regulations at 24 CFR 570.500(a), which specify that NSP program income is gross income received by the Grantee that has been directly generated from the use of NSP funds. There are limitations and requirements based on the NSP activity that generated the program income and on the date the income is received. 1. Examples of program income include, but are not limited to, the following: • Proceeds from the disposition by sale or long-term lease of real property purchased or improved with NSP funds; • Proceeds from the disposition of equipment purchased with NSP funds; • Gross income from the use or rental of real or personal property acquired by the grantee with NSP funds, less costs incidental to generation of the income; • Gross income from the use or rental of real property, owned by the grantee that was constructed or improved with NSP funds, less costs incidental to generation of the income; • Payments of principal and interest on loans made using NSP funds; • Proceeds from the sale of loans made with NSP funds; • Proceeds from sale of obligations secured by loans made with NSP funds; • Interest earned on funds held in a revolving fund account; • Interest earned on program income pending its disposition; and • Funds collected through special assessments made against properties owned and occupied by households not of low and moderate income, where the assessments are used to recover all or part of the NSP portion of public improvement. 2. Program income does not include, but is not limited to, the following: • Interest earned on grant advances from the U.S. Treasury. Any interest earned on grant NSP Program Income Plan, updated December 18, 2015 advances is required to be returned to the U.S. Treasury; • Proceeds from fund-raising activities carried out by subrecipients that are receiving NSP assistance to implement eligible activities; • Funds collected through special assessments that have been made to recover the non- NSP portion of a public improvement; • Proceeds from the disposition by the grantee of real property that has been acquired or improved with NSP funds when the disposition occurs after grant close-out for entitlement grantees; • Proceeds from the disposition of real property that has been acquired or improved with NSP funds, where the disposition occurs within a five-year period after expiration of the agreement between the grantee and subrecipient. Program Income Plan The City will comply with the following to use program income funds according to NSP regulations and guidelines. 1. Restrictions Program Income funds are limited by the following restrictions: • 100% of all program income funds receipted must be used toward an eligible use as established below. • NSP funds must be expended on project activities that meet a National Objective. • At least 25% of all program income funds receipted must be used to benefit low income households (less than 50% Area Median Income) and must be tracked to report compliance to Commerce). • No more than 10% of all program income funds receipted may be used for expenses related to program administration. • All NSP program income funds must follow the NSP Federal Register Notice, State of Montana Substantial Amendment, NSP Grant Administration Manual, the applicable Department of Housing and Urban Development (HUD) regulations, and all other applicable federal regulations. 2. Eligible Uses The City has identified the following Eligible Uses(s) for which program income may be used. Only the following may be used as eligible expenditures: • Eligible Use A: Financing Mechanisms Eligible Use A may only be used for financing mechanisms to acquire an eligible property and funds cannot be used for foreclosure prevention. • Eligible Use B: Acquisition Rehabilitation • Program Administration and Planning (in combination with an eligible use) s. gash Managemkz NSP Program Income Plan, updated December 18, 2015 All NSP program income generated by NSP-funded activities will be retained in a separate interest bearing NSP program income account held at the local level. All NSP program income must be disbursed for eligible NSP activities. The Grantee will be allowed to use the NSP program income to meet the used/obligated milestones. Furthermore, any NSP program income funds that are not shown to be used/obligated on the Grantee's next NSP Program Income Report may be returned to Commerce. Program Income should be expended in 12 months of receipt or returned to Commerce, unless otherwise agreed upon between Commerce and the City. This information will specifically be included in the program income reports submitted to Commerce. If program income generated from all sources does not exceed $25,000 in a program year for entitlement or state the grantee shall utilize the funds for administration or include the funds in another CDBG activity if reviewed and approved by Commerce. (See section 6. Reuses of NSP Program Income.) * If program income generated exceeds $250,000 per year, the 25% set -aside requirements must be met. The Grantee will incorporate within subrecipient agreements such provisions as are necessary to ensure compliance with the requirements of this paragraph, including the requirement that program income be remitted to Commerce. The City has entered into a Sub -Recipient Interlocal Agreement with NeighborWorks Montana (NWMT) to administer the NSP 3 Program Income. 4. General Administration (GA) Cost Limitation The Grantee will be allowed general administrative costs of up to ten percent (10%) of all NSP Program Income expended during each fiscal year. This information will be included in program income reports submitted to Commerce. 5. Financial Management The financial process for handling of funds following receipt of program income involves NWMT Fiscal Department staff. Staff registers receipt of NSP program income. Fiscal staff deposits the program income checks in the designated fund. It is tracked through NWMT's Abila Software. The acquisition of foreclosed, vacant or abandoned properties follows a process identified in the City's Sub -Recipient Interlocal Agreement approved by the City Manager and the NWMT Executive Director. It authorizes NWMT as the Sub -Recipient to approve and execute the purchase transactions of foreclosed, vacant or abandoned properties. NWMT is also authorized to execute contracts for rehabilitation and to execute sales documents to income -eligible households. NWMT has a subject property appraised and inspected for suitability and will recommend acquisition. Maximum purchase price is set at one percent less than the appraised value of the property. A closing is scheduled and the property is insured, slated for snow and landscape management, and utilities are transferred. Following acquisition, NWMT creates a final scope of work from the completed inspections. Bids are generated via contractor(s) and procured through the NSP/CDBG procurement process. The Construction Agreement is created, reviewed and approved by NWMT staff and signed by the contractor(s). NWMT is also responsible for contract management. All related materials are provided to the City upon request. NSP Program Income Plan, updated December 18, 2015 The Purchase Requisition, with accompanying executed Construction Agreement, is entered into NWMT's Abila accounting system and then routed for approval through the following channels: Community Land Trust Coordinator, Housing Network Specialist and Executive Director, according to NWMT's Fiscal Policies and Procedures. Inspections and building permit activities must be conducted prior to payment being issued for work completed. Contracts are monitored by NWMT and activities are reported to the City for compliance during regular reporting. When rehabilitation is complete, an appraisal is ordered to assist NWMT staff in determining purchase price. NWMT notifies current income -eligible applicants of property availability on a first - come, first -served basis. NWMT performs applicant eligibility review and approval. Closings are scheduled and conducted with the title company and the property is transferred to the new owner. Program income is received from the sale and checks are deposited as noted above. NWMT provides the City copies of all required documents following the property closing. Recaptured funds would also be deposited and utilized to further the NSP program as noted above. The Grantee and Sub -Recipient are audited annually via independent auditing firms for federal and financial compliance. Program income will remain with the NWMT and will be used according to NSP eligible uses specified in section 3. Cash Management of this plan, Appendix D, A. Management Plan, of the Sub - Recipient Interlocal Agreement, or unless otherwise amended by the City for use or NWMT fails to comply with the requirements to reuse the funding. NWMT will use funds for NSP activities, or funds will be returned to the City (if under $25,000) to be used for other CDBG projects or as approved by Commerce. All program income generated by activities funded by NSP grants will be placed in a separate interest bearing NSP program income account. There will be no commingling of NSP program income funds with other program income funds. 6, Reporting The Grantee and sub -recipient shall comply with all NSP reporting requirements including NSP Program Income Annual Report to Commerce as required and identified in the Frist Amended and Restated Sub -Recipient Interlocal agreement. 7. Federal Overlay Compliance NWMT shall ensure that the use of NSP program income under this plan complies with all federal overlay requirements including, but not limited to: NSP Progrem Income Plan, updated December 18, 2015 - Citizen participation - Environmental review - Equal opportunity - Section 3 employment -Lead-based paint Plan Revisions Labor standards Acquisition and relocation Procurement Maintenance of adequate accounting and recordkeeping systems Commerce will consider each request to determine whether the amendment is substantial and will analyze the impact of the proposed modification. Commerce will consider amendments to the scope of activities and budget that have similarity to the original major components of the project. The NWMT has the authority to propose amendments and revisions to this document with City and Commerce approval. The Grantee agrees to update this document if additional guidance from Commerce is received regarding the contents of the plan. Documents Incorporated by Reference All application materials, contracts, contract amendments, management plans, prior reporting and certifications and resolutions submitted to Commerce remain in full force and effect for the duration of this period of affordability. NSP Program Income Plan, updated December 18, 201S pjy,e 6 v° 8 These certifications are made under penalty of perjury under the laws of the State of Montana. SIGNATURE OF GRANTEE CERTIFYING OFFICIAL: Doug Russell, City Manager City of Kalispell, Montana SIGNATURE OF SUB -RECIPIENT CERTIFYING OFFICIAL: LMIW� U Maureen Rude, Executive $i ector Montana Homeownership Network dba NeighborWorks Montana ■ a ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ a a ■ ■ ■ ■ ■ a ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ a a a a a a a a a a ■ ■ ■ ■ ■ ■ ■ ■ ACCEPTED AND CERTIFIED Montana Department of Commerce: Signature Date Printed Name / Title NSP Program Income Plan, updated December 18, 2015 a aaz?) op V, PROGRAM INCOME - TITLE I CERTIFICATION Amendments to Title I of the Housing and Community Development Act require that local governments continue to spend all program income for eligible Neighborhood Stabilization Program (NSP) grant activities according to all Title I requirements, even after close out of the NSP project. The following certification is to be executed by the chief local government official to certify for every program income report to Commerce that these requirements have been met. Certification I hereby certify that all program income expenditures generated by NSP activities for the City of Kalispell were expended for eligible NSP activities, according to requirements of Title I of the Housing and Community Development Act of 1974, as required by amendments to the Act dated October, 1992. Doug Russell, City Manager Chief Local Government Official Date Maur.en Rude, Executiv irector --- Montana Homeownership Network dba NeighborWorks Montana e Date NSP Program Income Plan, updated December 18, 2015 P.1?',. 8 r,:f 8. Neighborhood Stabilization Program 3 Program Income Plan Grantor "Commerce" Montana Department of Commerce Community Development Division Grantee "the City" City of Kalispell, Montana 201151 Avenue East, Kalispell, MT 59901 Sub -Recipient "NWMT" Montana Homeownership Network dba NeighborWorks Montana 17 5" Street South Great Falls, MT 59401 Grantor Contact Jennifer Olson Division Administrator Community Development Division 406-841-2773 jeolson@mt.gov Grantee Contact Doug Russell City Manager 406.758-7703 drussell@kalispell.com Sub -Recipient Contact Maureen Rude Executive Director 406.458.8704 mrude@nwmt.org Need for Plan Governing Neighborhood Stabilization Program (NSP) Program Income The purpose of this plan is to establish guidelines on the policies and procedures for the administration and utilization of program income received as a result of activities funded under the NSP. NSP 3 is authorized under Section 1497 of the Dodd -Frank Wall Street Reform and Consumer Protection Act: Additional Assistance for the Neighborhood Stabilization Program. This NSP Program Income Plan is intended to satisfy the requirements specified in federal statute and regulation at Section 104(j) of the Housing and Community Development Act ("the Act"), as amended in 1992 and 24 Code of Federal Regulations (CFR) 570.489 (e) (3) and Section 1497 of the Dodd -Frank Wall Street Reform and Consumer Protection Act: Additional Assistance for the Neighborhood Stabilization Program. These statutory and regulatory sections permit the Grantee and Sub -Recipient to retain for reuse, NSP program income generated by eligible NSP activities. The eligible NSP activities shall principally benefit low-, moderate-, and middle -income (LMMI) individuals and families, and limited to only those activities as described in the Grantee's Application and Commerce Contract #1 MT-NSP-12-007-01-001 and subsequent contract amendments. Acceptance of the NSP Program Income Plan The NSP Program Income Plan details the proposed uses of NSP Program Income and confirms the jurisdiction's required compliance with state and federal regulations. NSP Program Income Plan, updated December 18, 2015 Program Income Defined Program income is defined within federal regulations at 24 CFR 570.500(a), which specify that NSP program income is gross income received by the Grantee that has been directly generated from the use of NSP funds. There are limitations and requirements based on the NSP activity that generated the program income and on the date the income is received. When program income is generated by an activity that is only partially assisted with NSP funds, the income shall be prorated to reflect the percentage of NSP funds used. 1. Examples of program income include, but are not limited to, the following: • Proceeds from the disposition by sale or long-term lease of real property purchased or improved with NSP funds; • Proceeds from the disposition of equipment purchased with NSP funds; • Gross income from the use or rental of real or personal property acquired by the grantee with NSP funds, less costs incidental to generation of the income; • Gross income from the use or rental of real property, owned by the grantee that was constructed or improved with NSP funds, less costs incidental to generation of the income; • Payments of principal and interest on loans made using NSP funds; • Proceeds from the sale of loans made with NSP funds; • Proceeds from sale of obligations secured by loans made with NSP funds; • Interest earned on funds held in a revolving fund account; • Interest earned on program income pending its disposition; and • Funds collected through special assessments made against properties owned and occupied by households not of low and moderate income, where the assessments are used to recover all or part of the NSP portion of public improvement. 2. Program income does not include, but is not limited to, the following: • Interest earned on grant advances from the U.S. Treasury. Any interest earned on grant advances is required to be returned to the U.S. Treasury; • Proceeds from fund-raising activities carried out by subrecipients that are receiving NSP assistance to implement eligible activities; • Funds collected through special assessments that have been made to recover the non-NSP portion of a public improvement; • Proceeds from the disposition by the grantee of real property that has been acquired or improved with NSP funds when the disposition occurs after grant close-out for entitlement grantees; • Proceeds from the disposition of real property that has been acquired or improved with NSP funds, where the disposition occurs within a five-year period after expiration of the agreement between the grantee and subrecipient. Program Income Plan MSP Program Income Plan, updated December 18, 2015 The City will comply with the following to use program income funds according to NSP regulations and guidelines. 1. Restrictions Program Income funds are limited by the following restrictions: • 100% of all program income funds receipted must be used toward an eligible use as established below. • NSP funds must be expended on project activities that meet a National Objective. • At least 25% of all program income funds receipted must be used to benefit low income households (less than 50% Area Median Income) and must be tracked to report compliance to Commerce). • No more than 10% of all program income funds receipted may be used for expenses related to program administration. • All NSP program income funds must follow the NSP Federal Register Notice, State of Montana Substantial Amendment, NSP Grant Administration Manual, the applicable Department of Housing and Urban Development (HUD) regulations, and all other applicable federal regulations. 2. Eligible Uses The City has identified the following Eligible Uses(s) for which program income may be used. Only the following may be used as eligible expenditures: • Eligible Use A: Financing Mechanisms Eligible Use A may only be used for financing mechanisms to acquire an eligible property and funds cannot be used for foreclosure prevention. • Eligible Use B: Acquisition Rehabilitation 0 Program Administration and Planning (in combination with an eligible use) 3. Cash Management All NSP program income generated by NSP-funded activities will be retained in a separate interest bearing NSP program income account held at the local level. All NSP program income must be disbursed for eligible NSP activities. The Grantee will be allowed to use the NSP program income to meet the used/obligated milestones. Furthermore, any NSP program income funds that are not shown to be used/obligated on the Grantee's next NSP Program Income Report may be returned to Commerce. Program Income should be expended in 12 months of receipt or returned to Commerce, unless otherwise agreed upon between Commerce and the City. This information will specifically be included in program income reports submitted to Commerce. If program income generated from all sources does not exceed $25,000 in a program year for entitlement or state the grantee shall utilize the funds for administration or include the funds in another CDBG activity if reviewed and approved by Commerce. (see section 6. Reuses of NSP Program Income) NSP Program Income Plan, updated December 18, 2015 • If program income generated exceeds $250,000 per year, the 25% set -aside requirements must be met. The Grantee will incorporate within subrecipient agreements such provisions as are necessary to ensure compliance with the requirements of this paragraph, including the requirement that program income be remitted to Commerce. The City has entered into a Sub -Recipient Interlocal Agreement with NeighborWorks Montana (NWMT) to administer the NSP 3 Program Income. 4. General Administration (GA) Cost Limitation The Grantee will be allowed general administrative costs of up to ten percent (10%) of all NSP Program Income expended during each fiscal year. This information will be included in program income reports submitted to Commerce. 5. Financial Management The financial process for handling of funds following receipt of program income involves NWMT Fiscal Department staff. Staff registers receipt of NSP program income. Fiscal staff deposits the program income checks in the designated fund. It is tracked through NWMT's Abila Software. The acquisition of foreclosed, vacant or abandoned properties follows a process identified in the City's Sub -Recipient Interlocal Agreement approved by the City Manager and the NWMT Executive Director. It authorizes NWMT as the Sub Recipient to approve and execute the purchase transactions of foreclosed, vacant or abandoned properties. NWMT is also authorized to execute contracts for rehabilitation and to execute sales documents to income -eligible households. NWMT has a subject property appraised and inspected for suitability and will recommend acquisition. Maximum purchase price is set at one percent less than the appraised value of the property. A closing is scheduled and the property is insured, slated for snow and landscape management, and utilities are transferred. Following acquisition, NWMT creates a final scope of work from the completed inspections. Bids are generated via contractor(s) and procured through the NSP/CDBG procurement process. The Construction Agreement is created, reviewed and approved by NWMT staff and signed by the contractor(s). NWMT is also responsible for contract management. All related materials are provided to the City upon request. The Purchase Requisition, with accompanying executed Construction Agreement, is entered into NWMT's Abila accounting system and then routed for approval through the following channels: Community Land Trust Coordinator, Housing Network Specialist and Executive Director, according to NWMT's Fiscal Policies and Procedures. Inspections and building permit activities must be conducted prior to payment being issued for work completed. Contracts are monitored by NWMT and activities are reported to the City for compliance during regular reporting. When rehabilitation is complete, an appraisal is ordered to assist NWMT staff in determining purchase price. NWMT notifies current income -eligible applicants of property availability on a first - come, first -served basis. NWMT performs applicant eligibility review and approval. Closings are scheduled and conducted with the title company and the property is transferred to the new owner. Program income is received from the sale and checks are deposited as noted above. NWMT provides the City copies of all required documents following the property closing. NSF Program Income Plan, updated December 18, 2015 Recaptured funds would also be deposited and utilized to further the NSP program as noted above. The Grantee and Sub -Recipient are audited annually via independent auditing firms for federal and financial compliance. 6. Reuses of NSP Program Income The Sub -Recipient will be allowed to use earned NSP program income for eligible NSP activities in the areas of greatest needs listed in the Grantee's Application and in Exhibit B of the NSP Standard Agreement. Program income will remain with the NWMT and will be used according to NSP eligible uses specified in section 3. Cash Management of this plan, Appendix D, A. Management Plan, of the Sub - Recipient Interlocal Agreement, or unless otherwise amended by the City for use or NWMT fails to comply with the requirements to reuse the funding. NWMT will use funds for NSP activities, or funds will be returned to the City (if under $25,000) to be used for other CDBG projects or as approved by Commerce. All program income generated by activities funded by NSP grants will be placed in a separate interest bearing NSP program income account. There will be no commingling of NSP program income funds with other program income funds. 7. Reporting The Grantee and sub -recipient shall comply with all NSP reporting requirements including NSP Program Income Annual Report to Commerce as required and identified in the Frist Amended and Restated Sub -Recipient Interlocal agreement. 8. Federal Overlay Compliance NWMT shall ensure that the use of NSP program income under this plan complies with all federal overlay requirements including, but not limited to: - Citizen participation - Environmental review - Equal opportunity - Section 3 employment - Lead -based paint Plan Revisions Labor standards Acquisition and relocation - Procurement Maintenance of adequate accounting and recordkeeping systems Commerce will consider each request to determine whether the amendment is substantial and will analyze the impact of the proposed modification. Commerce will consider amendments to the scope of activities and budget that have similarity to the original major components of the project. The NWMT has the authority to propose amendments and revisions to this document with City and Commerce approval. The Grantee agrees to update this document if additional guidance from Commerce is received regarding the contents of the plan. Documents Incorporated by Reference All application materials, contracts, contract amendments, management plans, prior reporting and certifications and resolutions submitted to Commerce remain in full force and effect for the duration of this period of affordability. NSP Program Income Plan, updated December 18, 2015 - " These certifications are made under penalty of perjury under the laws of the State of Montana. SIGNATURE OF CERTIFYING OFFICIAL: Doug Russell, City Manager City of Kalispell, Montana SIGNATURE OF SUB -RECIPIENT CERTIFYING OFFICIAL: - Maureen Rude, Executive Di a for Montana Homeownership Vtwork dba NeighborWorks Montana ACCEPTED Montana Department of Commerce: Signature Printed Name / Title Date NSP Program Income Plan, updated December 18, 201S page C. cF 7 PROGRAM INCOME -TITLE I CERTIFICATION Amendments to Title I of the Housing and Community Development Act require that local governments continue to spend all program income for eligible Neighborhood Stabilization Program (NSP) grant activities according to all Title I requirements, even after close out of the NSP project. The following certification is to be executed by the chief local government official to certify for every program income report to Commerce that these requirements have been met, Certification I hereby certify that all program income expenditures generated by NSP activities for the City of Kalispell were expended for eligible NSP activities, according to requirements of Title I of the Housing and Community Development Act of 1974, as required by amendments to the Act dated October, 1992. Doug Russell, City Manager Chief Local Government Official Date Maureen Rude, Executive V.'r ctorMontana Homeownershipwork dba NeighborWorks Montana Date NSP Program Income Plan, updated December 18, 2015 Pag;., i trf i Exhibit "D" This exhibit reflects the contract amendments to #MT-NSP-007-0 1 -001 and #MT-NSP- 12-007- 0 1 -00 1 as described in the Fhsl Amended and Restated Sub -Recipient Interlocal Agreement between the Montana Department of Commerce and the City, to which this exhibit is attached. Contract #MT-NSP-007-01-001 as amended by the properties specific: Contract Amendment #MT-NSP-007-0 1 -00 1 A; Contract Amendment #MT-NSP-007-01-001B; Contract Amendment #MT-NSP-007-01 -001 C; Contract Amendment #MT-NSP-007-01 -001 D; Contract Amendment #MT-NSA-007-01-001E; Contract Amendment #MT-NSP-007-01 -001 F; Contract Amendment #MT-NSP-007-01-001G; Contract Amendment #MT-NSP-007-0 1 -001 H; Contract Amendment #MT-NSP-007-0 1 -0011; Contract Amendment #MT-NSP-007-01-001J; Contract Amendment #MT-NSP-007-01-OO1K; Contract Amendment #MT-NSP-007-0 1 -001 L. Contract Amendment #MT-NSP-007-01-OO1M; Contract Amendment #MT-NSF-007-01-00IN; Contract Amendment #MT-NSP-007-01-0010; Contract Amendment #MT-NSP-007-0 1 -001 P; Contract Amendment #MT-NSP-007-0 1 -00 1 P-1; Contract Amendment #MT-NSP-007-0 1 -00 1 Q. Contract #MT-NSP-12-007-01-001 as amended by the properties specific: Contract Amendment #MT-NSP- 12-007-0 1 -001 A; Contract Amendment #MT-NSP- 12-007-0 1 -001 B; Contract Amendment #MT-NSP-12-007-01-001 C; Contract Amendment #MT-NSP- 12-007-0 1 -001 D; Contract Amendment #MT-NSP- 12-007-0 1 -001 E; Contract Amendment #MT-NSP- 12-007-0 1 -00 1 F; Contract Amendment #MT-NSP-12-007-01-001 G; Contract Amendment #MT-NSP- 12-007-0 1 -001 H; Contract Amendment #MT-NSP- 12-007-0 1 -0011; Contract Amendment #MT-NSP- 12-007-0 1 -00 1 J. All referred collectively in the First Amended and Restated Sub -Recipient Intel -local Agreement as the "Grant Contract." /V Heighboiffirkso MONTANA Corporate Resolution Jl2019.2 The Board of Directors of Montana HomeOwnership Network, Inc., dba NeighborWorks Montana resolves that signing authority for corporate and financial instruments is delegated to Board members Michael O'Neil, Michael Smith, Peggy Trenk, Burt Hurwitz, Jack Prothero, James Weber, Andrea Davis, Lawrence Williams, Victoria Matejovsky, and Julie Graham and to employees Maureen Rude, Kaia Peterson, Hannah Sidner, and Kathleen Biggs. Corporate financial instruments require signature from one signatory with the exception of documents pertaining to the buying or selling of property, which require signature from two signatories. Signed Burt urwitz, President Witness. ,e LOLL LC& Maure6i Rude, Executive Director f2m2lP.O. Box 102.5 t Great palls, MT 59403 r40VAL" ISM MAtKoufi■o VUebsite: --. nyvrllt arJ NEIGHBO RWORKS LENDeR OPPORIUM Y (406) 761-5861 Fax (406) 403.0273 GREEN ORGAINIZ T10t4 Neighborffirkv MONTANA Corporate Resolution #2019-3 The Board of Directors of Montana HomeOwnership Network, inc., dba NeighborWorks Montana, resolves that signing authority for NeighborWorks Montana lending documents, including but not limited to borrower insurance checks and documents to be filed in the public record, is delegated to Board members Michael O'Neil, Michael Smith, Peggy Trenk, hurt Hurwitz, lack Prothero, lames Weber, Andrea Davis, Lawrence Williams, Victoria Matejovsky, and Julie Graham and to employees Maureen Rude, Kaia Peterson, Hannah Sidner, Kathleen Biggs, and Kevin Lee. Signet( Burt Hurwitz, President (late i tit ess= . a_ Maureen Rude, Executive' ° irector pate f2l P.O. Box 107S • Great Faits, MT 59403 td1JlL NOUS:+G iauAl N...... Webslte, vnf:l.nLvrnt.or}, NEIGHBORWORNS LENDER OPPORTUHIIY (406', 761-5861 Fax (4061 403-0273 *GREEN ORGANIZATION