Backup Documents 04/25/2017 Item #16D3 1 6 4 .
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP Li
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1. Kristi Sonntag Community& Human
Services
2. Jennifer Belpedio County Attorney Office
3. BCC Office Board of County \ �
Commissioners %,,, tAzs\--t
4. Minutes and Records Clerk of Court's Office
4247
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PRIMARY CONTACT INFORMATION �^'
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for ad itional or missing information.
Name of Primary Staff Kristi Sonnta Phone Number 252-2486
Contact/ Department
Agenda Date Item was 04.25.17 Agenda Item Number 16D3
Approved by the BCC
Type of Document First Amendment to Big Cypress Housing Number of Original 4
Attached Corporation SHIP Documents Attached
PO number or account
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) pplicable)
1. Does the document require the chairman's original signature? KS am O
2. Does the document need to be sent to another agency for additional signatures? If yes, N/A
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's KS N/A
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the KS
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's KS
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 4/25/17 and all changes made during the KS
meeting have been incorporated in the attached document. The County Attorney's
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the KS
BCC,all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature. r ,
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
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MEMORANDUM
Date: April 26, 2017
To: Kristi Sonntag, Grants Manager
Housing, Human & Veteran Services Department
From: Teresa Cannon, Deputy Clerk
Minutes and Records Department
Re: First Amendment to Big Cypress Housing Corporation SHIP
Attached for your records are three (3) originals of the document referenced above
(Item #16D3) approved by the Board of County Commissioners on Tuesday, April 25,
2017.
An original has been kept by the Minutes and Records Department in the Board's
Official Records.
If you have any questions, please contact me at 252-8411.
Thank you
16O3
Grant- SHIP FY 2014 2015 2015-2016
Activity: - Rental Rehabilitation
SPONSOR: -Big Cypress Housing
Corporation
DUNS # - 064723252
CSFA# - 52.901
FIRST AMENDMENT TO AGREEMENT BETWEEN COLLIER COUNTY
AND
BIG CYPRESS HOUSING CORPORATION
THIS AGREEMENT is made and entered into this oc`J day of AA- r t \ , 2017,
by and between Collier County, a political subdivision of the State of Florida, ("COUNTY" or
Grantee") having its principal address as 3339 E. Tamiami Trail, Suite 211,Naples FL 34112, and Big
Cypress Housing Corporation a private not-for-profit corporation existing under the laws of the State
of Florida, having its principal office 19308 SW 380th Street, Florida City, FL 33034
("SPONSOR").
WHEREAS, on June 28, 2016, Item 16D17, the County entered into an Agreement with
Sponsor to undertake rental rehabilitation of affordable housing rental units.
WHEREAS, the Parties desire to amend the Agreement to reduce funding from fiscal funding
year 2014-2015 by $500,000 and increase funding from fiscal funding year 2015-2016 by $500,000.
The change in funding year will extend the time of performance to June 30, 2018.
WHEREAS, the Parties also desire to replace Request for Payment and Quarterly Progress
report exhibits and to remove or add language to allow for better administration and a more organized
format.
NOW, THEREFORE, in consideration of the mutual promises and covenants herein
contained, it is agreed by the Parties as follows:
Words Struck-Through are deleted; Words Underlined are added
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I. DEFINITIONS AND PURPOSE
A. DEFINITIONS
Terms shall be as defined in the State Housing Incentives Partnership (SHIP) Program,
Florida Statute 420.9071 and Chapter 67-37 of the Florida Administrative Code, and any
amendments thereto (also referred as the SHIP Program).
B. PURPOSE
The purpose of this Agreement is to state the terms and conditions under which the
SPONSOR will implement the Scope of Service summarized in Section II of this
Agreement.
II. SCOPE OF SERVICE
The SPONSOR shall, in a satisfactory and proper manner . . - ••- - . . -- e. .1- ,
perform the necessary tasks to administer and implement the described services herein
incorporated by reference as Exhibits B C A & B (Rental Rehabilitation Project Requirements
and Budget Narrative) in accordance with the terms and conditions of Sponsor's Requests for
Applications dated March 21, 2016 for, the Rental Rehabilitatio ' -• . • •-.:' '.. .. •..
Acquisition or Acquisitions of State Housing Initiatives Partnership Funding Cycle Fiscal Years
2014-2015 and 2015-2016. SPONSOR's Application dated March 21, 2016,
III. SPECIAL GRANT CONDITIONS
A. Within 30 days of the execution of this Agreement, the SPONSOR must deliver to CHS
the project to include staff assignment.
The following resolutions and policies must be adopted, if not previously adopted, by
the SPONSOR's governing body,within 60 days of contract execution:
1. Affirmative Fair Housing Policy
2. Procurement Policy including Code of Conduct
3. Affirmative Action Policy
4. Conflict of Interest Policy
5. Equal Opportunity Policy
6. Sexual Harassment Policy
7. Procedures for meeting the requirements set forth in Section 504 of the
Rehabilitation Act of 1973, as amended(29 U.S.C. 794)
8. Fraud Policy
9. Tenant Waitlist Policy
10. Tenant Grievance Policy
11. Tenant Guidelines (Income)
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IV. TIME OF PERFORMANCE
This Agreement shall be in effect from June 4-28 2016 through June 30, 2O1-2018. for FY 11
. .. :, .. . . - .• -• -. .' -- . •. . .. - . - . I. - ..' h--the
- ..•
must remain in effect throughout the development process of the Project and is terminer
including all SHIP assisted units.
V. AGREEMENT AMOUNT
It is expressly agreed and understood that the total amount to be disbursed by the COUNTY for
the use by the SPONSOR during the term of the Agreement shall not exceed FIVE HUNDRED
THOUSAND DOLLARS ($500,000.00).
The budget identified for the Project shall be as follows
SSP-Funds
Project Component One: Rehabilitation to rental $500,000.00
units. (Maximum $30,000.00 per unit)
TOTAL $--500,080.00
Modifications to the "Budget and Scope" may only be made if approved in advance by the
COUNTY. Budgeted fund shifts between cost categories and activities shall not be more than
10% and does not signify a change in scope. Fund shifts that exceed 10% of a cost category
shall only be made with Board approval.
All services specified in Section II. Scope of Services shall be performed by SPONSOR
employees, or shall be put out to competitive bidding under a procedure acceptable to the
COUNTY and State requirements. The SPONSOR shall enter into contract for improvements
with the lowest, responsive and qualified bidder. Contract administration shall be handled by
the SPONSOR and monitored by CHS, which shall have access to all records and documents
related to the project.
The County-will - . . . . .. . . . ... • • . . . - .. _ . -- • . -
- - . e° • : - - .- . . Funds will be secured by a zero percent (0%)
forgivable loan. A subordinate mortgage will be executed and placed on the property
rehabilitated. Loan will have a teen of fifteen(15) years.
-- . 'e _e ... . •- • : .. . :;:. ,.. -• - , - . • -
First Right of Refusal: If the SPONSOR offers the Property for sale before fifteen (15) years
after the SPONSOR's receipt of the Certificate of Occupancy, or at any other time when there
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are existing mortgages on the Property funded under the SHIP program, then the SPONSOR
must give a right of first refusal (ROFR) for a 90 day period, to experienced non-profit
organizations, reasonably approved by the County for purchase of the Property, at the then
current market value, for continued occupancy by eligible persons.
The 90 day right of first refusal period begins when a legal advertisement appears in a local
newspaper of general circulation or other method authorized by statute or regulation offering
the Property for sale to non-profit organizations. County approval of any nonprofit organization
submitting an offer of the full requested sale price or any other offer considered in the sole
determination of the SPONSOR to be reasonable, will be based on the criteria listed in the
affordable multi-family rental housing development strategy sponsor selection criteria, in the
County's FY 2013-2016 SHIP Local Housing Assistance Plan. If either;
(a) the 90-day right of first refusal period expires and the SPONSOR is not then a
party to an active contract for purchase and sale of the Property, with an eligible
nonprofit organization,reasonably approved by the County; or
(b) a contract for purchase and sale of the Property is entered into by the
SPONSOR and an eligible nonprofit organization, reasonably approved by the
County,within such 90-day ROFR period but terminated by either party
pursuant to the terms thereof subsequent to the 90-day period then the
SPONSOR can offer the property for the fair market value for continued
occupancy with eligible tenants.
VI. PAYMENT
The County shall provide an initial loan disbursement of$250,000 for rehabilitation activities
and will reconcile actual expenditures reported to the funds disbursed to the Sponsor based on
the properly completed Invoice with an accompany Al A or equivalent documentation. Once
the initial loan disbursement is reconciled and expended by the Sponsor, the Sponsor shall
submit a final loan request for $250,000 until all funds are disbursed not to exceed $500,000.
All funds are secured by a promissory note and mortgage signed prior to the disbursement of
any funds to secure the funds. Should the SPONSOR fail to perform the promissory note will
be due and payable for the amount disbursed to date.
Any funds disbursed to the Sponsor that are not expended or were determined to have been
expended for unallowable costs . .. - . . .o:• . will not be
used towards the total expenditure cost allowed towards the project. The County shall recoup
such overpayments. In the event an overpayment is identified after the end of the contract and
no further invoice is due,the Sponsor shall remit the overpayment to the County via check.
The County shall release a check in the amount of$250,000 upon entering an agreement with
SPONSOR ' -. . ...' . •. - . - . !0. .._ •. . - . .
forgivable note for the rehabilitation. Thereafter the SPONSOR will request a second loan
disbursement upon submission and approval by CHS of SPONSOR'S AIA documentation that
shows funds have been expensed properly and in a timely manner - ' : :•-
The SPONSOR shall ensure the performance of this Agreement. The second
-- - - ., . .' . . - . _ . . Final reconciliation invoices are due no
. - •e .. .. - ,.. • : -- -- . Proof of eligible expenditures made to the
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- .. .::
project must be provided to CHS before the end of the Agreement. All eligible and approved
expenditures received before end of Agreement will be used towards total project cost and a
modification to mortgage may be recorded to reflect the actual cost expended on project.
No disbursements will be made until approved by CHS and the Collier County Clerk of Courts
for grant compliance and adherence to any and all applicable local, state or federal
requirements. The second loan disbursement will be made upon receipt of a properly completed
invoice and in compliance with §218.70, Florida Statutes, otherwise known as the "Local
Government Prompt Payment Act."
The COUNTY reserves the right to withhold any future loan disbursements as a result of
incomplete or altered invoices, inadequately documented expenses, or expenses for items and
services the COUNTY deems not to be usual, customary and reasonable expenses related to
improvements of the Project. Additionally, the COUNTY reserves the right to not pay any
contractor, subcontractor, material men or supplier wherein a dispute arises.
A.I .'` . . •. - : . .. • :. --•-- • •. irk
performed based on the SPONSOR'S delivery to the COUNTY (i) an invoice, and subsequent
documents to Support the first loan disbursement to include but not limited to (ii) AIA G703,
disbursement, and (v) such other documentation and information as reasonably requested by
the COUNTY. All disbursements by the COUNTY will be made to the SPONSOR who shall
be responsible for paying the Contractor. Notwithstanding anything herein to the contrary, the
COUNTY shall have no obligation to fund the work if:
(i) the—SPONSOR is in default under the terms of this Agreement or any other
agreement between the SPONSOR and the COUNTY, or
(ii)the request includes items not in a budget approved by the COUNTY.
The COUNTY has the right,to be exercised in its sole and absolute discretion, to delay funding
of the work until such time that it receives a title endorsement from a nationally recognized title
insurance company providing that the Property and the improvements thereon, are free from
construction liens, if applicable. The SPONSOR shall comply with Chapter 713, Florida
Statutes in all respects.
VII. NOTICES
Notices required by this Agreement shall be in writing and delivered via mail (postage
prepaid), commercial courier, or personal delivery or sent by facsimile or other electronic
means. Any notice delivered or sent as aforesaid shall be effective on the date of delivery or
sending. All notices and other written communications under this Agreement shall be addressed
to the individuals in the capacities indicated below, unless otherwise modified by subsequent
written notice.
COLLIER COUNTY ATTENTION: Rayncsha Hudnell, Grant Coordinator
Priscilla Doria, Grant Coordinator
Collier County Government
Community and Human Services
3339 E Tamiami Trial, Suite 211
Naples,Florida 34112
5
Email to: ' • ::.- .:.:- ., '-
PrisciilaDoria@colliergov.net 1 6 0
Phone: 239-252-5312
SPONSOR ATTENTION: Steve Kirk,President
Big Cypress Housing Corporation
19308 SW 380th Street,POB 343529
Florida City,FL 33034
Email to: Stevekirk@ruralneighborhoods.org
Phone: 305-242-2142
VIII. GENERAL CONDITIONS
A. GENERAL COMPLIANCE
The SPONSOR agrees to comply with the requirements as outlined in Section 420.907
of the Florida Statutes and Chapter 67-37 of the Florida Administrative Code. The
SPONSOR also agrees to comply with all other applicable state and local laws,
regulations, and policies governing the funds provided under this Agreement. The
SPONSOR agrees to utilize funds available under this Agreement for Rental
Rehabilitation.
B. CODE OF ETHICS AND CONDUCT
The SPONSOR shall comply with the Code of Ethics and Conduct for Construction
Professionals developed by Construction Management Association of America(CMAA).
Adhering to this code of ethics is critical to demonstrating ethical conduct within the
construction industry. This code of ethics is not intended to replace, but rather to
supplement, any code of ethics that the SPONSOR already uses in their organization.
C. INDEPENDENT CONTRACTOR
Nothing contained in this Agreement is intended to, or shall be construed in any manner,
as creating or establishing the relationship of employer/employee between the parties.
The SPONSOR shall at all times remain an "independent contractor" with respect to the
services to be performed under this Agreement. The COUNTY shall be exempt from
payment of all Unemployment Compensation, FICA, retirement benefits, life and/or
medical insurance and Workers' Compensation Insurance, as the SPONSOR is an
independent SPONSOR.
D. WORKERS' COMPENSATION
The SPONSOR, its contractors and subcontractors, shall provide Workers'
Compensation Insurance coverage for all of its employees involved in the performance
of this contract.
E. INSURANCE
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The SPONSOR shall furnish a Certificate of Insurance naming Collier County as an
additional insured with general liability limits of at least$1,000,000 per occurrence in
accordance with Exhibit A"H" (Insurance Requirements).
F. INDEMNIFICATION
To the maximum extent permitted by Florida law, the SPONSOR shall indemnify and
hold harmless Collier County, its officers, agents and employees from any and all
claims, liabilities, damages, losses, costs, and causes of action which may arise out of
an act, or omission, including, but not limited to, reasonable attorneys' fees and
paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally
wrongful conduct of the SPONSOR or any of its agents, officers, servants, employees,
contractors, patrons, guests, clients, licensees, invitees, or any persons acting under the
direction, control, or supervision of the SPONSOR in the performance of this
Agreement. This indemnification obligation shall not be construed to negate, abridge or
reduce any other rights or remedies which otherwise may be available to an indemnified
party or person described in this paragraph. The SPONSOR shall pay all claims and
losses of any nature whatsoever in connection therewith and shall defend all suits in the
name of the COUNTY and shall pay all costs (including attorney's fees) and
judgments which may issue there-on. This Indemnification shall survive the termination
and/or expiration of this Agreement. This section does not pertain to any incident
arising from the sole negligence of Collier County. The foregoing indemnification shall
not constitute a waiver of sovereign immunity beyond the limits set forth in Section
768.28,Florida Statutes.
G. GRANTOR RECOGNITION
The SPONSOR agrees that all notices, informational pamphlets, press releases,
advertisements, descriptions of the sponsorships of the Program, research reports and
similar public notices prepared and released by the SPONSOR for, on behalf of, and/or
about the Program shall include the statement:
"FINANCED BY FLORIDA HOUSING FINANCING COPORATION (FHFC)
AND COLLIER COUNTY COMMUNITY AND HUMAN SERVICES
DIVISION"
and shall appear in the same size letters or type as the name of the SPONSOR. This
design concept is intended to disseminate key information regarding the development
team as well as Equal Housing Opportunity to the general public. Construction signs
shall comply with applicable COUNTY codes.
H. AMENDMENTS
The COUNTY and/or SPONSOR may amend this Agreement, at any time, provided
that such amendments make specific reference to this Agreement, and are executed in
writing, signed by a duly authorized representative of each organisation, and approved
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by the Grantee's governing body. Such amendments shall not invalidate this
Agreement, nor relieve or release the Grantee or SPONSOR from its obligations under
this Agreement.
The COUNTY may, in its discretion, amend this Agreement to conform with federal,
state or local governmental guidelines, policies and available funding amounts, or for
other reasons. If such amendments result in a change in the funding, the scope of
services, or schedule of the activities to be undertaken as part of this Agreement, such
modifications will be incorporated only by written amendment signed by both Grantee
and SPONSOR.
Expiration of Agreement: If the SPONSOR does not complete the project within the
time period, the COUNTY Manager or designee may grant a cumulative time extension
of no more than 180 days and modify any subsequent project work plans to reflect the
extension.
SUSPENSION OR TERMINATION
Either party may terminate this Agreement, at any time, by giving written notice to the
other party of such termination,and specifying the effective date thereof, at least 90 days
before the effective date of such termination. In the event of any termination for
convenience, all finished or unfinished documents, data, reports or other materials
prepared by the SPONSOR under this Agreement shall, at the option of the COUNTY,
become the property of the COUNTY. The COUNTY may also suspend or terminate
this Agreement,in whole or in part, if the SPONSOR materially fails to comply with any
term of this Agreement, or with any of the rules, regulations or provisions referred to
herein, in addition to other remedies as provided by law. If through any cause, the
SPONSOR shall fail to fulfill in a timely and proper manner its obligations under this
Agreement, or violates any of the covenants, agreements, or stipulations of this
Agreement, the COUNTY shall thereupon have the right to terminate this Agreement or
suspend loan disbursements in whole or part by giving written notice to the SPONSOR
of such termination or suspension of loan disbursements and specify the effective date
thereof, at least five (5) working days before the effective date of termination or
suspension.
See Section VII. G. — Corrective Action for escalation steps leading to suspension or
termination for non-compliance. If loan disbursements are withheld, Community and
Human Services Division staff shall specify in writing the actions that must be aken by
the SPONSOR as a condition precedent to resumption of loan disbursements and shall
specify a reasonable date for compliance. Sufficient cause for suspension of loan
disbursements shall include,but not be limited to:
* Ineffective use of funds.
* Failure to comply with Section II, Scope of Service of this Agreement.
* Failure to submit periodic reports as determined by the COUNTY.
J. PURCHASING
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All purchasing for services and goods, including capital equipment, shall be made by
purchase order or by a written contract and in conformity with the thresholds of Collier
County Purchasing Policy.
Purchasing Threshold Policy
Dollar Range($) Quotes
Under$3K 1 Written Quote
$3K to $50K 3 Written Quotes
Request for Proposal(RFP)
Above$50K Invitation for Bid(IFB)
VUTIX. ADMINISTRATIVE REQUIREMENTS
A. RECORDS TO BE MAINTAINED
The SPONSOR shall maintain all records required by the COUNTY that are pertinent
to the activities to be funded under this Agreement as established in Exhibit B A_
(Rental Rehabilitation Project Requirements).
B. RETENTION
The SPONSOR shall retain all records pertinent to expenditures incurred under this
Agreement for a period of five (5) fiscal years after the funds have been expended and
accounted for, provided applicable audits have been released. Notwithstanding the
above, if there is litigation, claims, audits, negotiations or other actions that involve any
of the records cited and that have started before the expiration of the five-year period,
then such records must be retained until completion of the actions and resolution of all
issues, or the expiration of the ten-year period,whichever occurs later.
C. DISCLOSURE
The SPONSOR shall maintain records in accordance with Florida's Public Information
Law(F.S. 119).
D. CLOSEOUTS
The SPONSOR's obligation to the COUNTY shall not end until all closeout
requirements are completed. Activities during this closeout period shall include,but not
be limited to: disposing of program assets (including the return of all unused materials,
equipment, program income balances, and receivable accounts to the COUNTY), close
out monitoring and determining the custodianship of records. In addition to the records
retention outlined in Section VIII.B, the SPONSOR shall comply with Section 119.021
Florida Statutes regarding records maintenance, preservation and retention. A conflict
between state and federal law records retention requirements will result in the more
stringent law being applied such that the record must be held for the longer duration.
Any balance of unexpended funds which have been disbursed must be returned to the
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County. Any funds paid in excess of the amount to which the SPONSOR is entitled
under the terms and conditions of this Agreement must be refunded to the COUNTY.
The SPONSOR shall also produce records and information that complies with Section
215.97, Florida Single Audit Act. At the time of closeout, if not already done, the
County shall secure a note and mortgage on the property for the amount of SHIP funds
invested. The SPONSOR shall be responsible for ongoing reporting, subject to onsite
monitoring, tenant income qualification activities and continued use for a period of 15
years.
E. AUDITS AND INSPECTIONS
1. Audits
Pursuant to Florida Statute 215.97(6) (Florida Single Audit Act), in the event that
the SPONSOR expends a total amount of State awards equal to or in excess of$500,000
in any fiscal year of such SPONSOR, the SPONSOR must have a State single or
project-specific audit for such fiscal year in accordance with Section 215.97, Florida
Statutes; applicable rules of the Executive Office of the Governor and the Comptroller,
and Chapter 10.650,Rules of the Auditor General.
In connection with these audit requirements, the SPONSOR shall ensure that the
audit complies with the requirements of Section 215.97(7), Florida Statutes. This
includes submission of a reporting package as defined by Section 215.97(2)(d), Florida
Statutes, and Chapter 10.650, Rules of the Auditor General. The financial reporting
package must be delivered to the COUNTY within 45 days after delivery of the
financial reporting package to the SPONSOR but no later than 180 days after the
SPONSOR's fiscal year end. Submit the financial reporting package and Exhibit G F
to the Grant Coordinator.
If the SPONSOR expends less than $500,000 in State awards in its fiscal year, an
audit conducted in accordance with the provisions of Section 215.97,Florida Statutes,is
not required. In the event that the SPONSOR expends less than $500,000 in State
awards in its fiscal year and elects to have an audit conducted in accordance with the
provision of Section 215.97, Florida Statutes, the cost of the audit must be paid from
non-State funds.
2. Inspections
The SPONSOR'S records with respect to any matters covered by this Agreement shall
be made available to the COUNTY and/or the FHFC at any time during normal
business hours, as often as the COUNTY or the FHFC deems necessary, to audit,
examine, and make excerpts or transcripts of all relevant data.
F. MONITORING
The SPONSOR agrees that CHS will carry out no less than one (1) annual on-site
monitoring visit and evaluation activities as determined necessary for a period of fifteen
(15) years. At the COUNTY's discretion, a desk top review of the activities may be
conducted in lieu of an on-site visit. The continuation of this Agreement is dependent
upon satisfactory evaluations. The SPONSOR shall, upon the request of CHS, submit
information and status reports required by CHS to enable CHS to evaluate said progress
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and to allow for completion of reports required. The SPONSOR shall allow CHS to
monitor the SPONSOR on site. Such site visits may be scheduled or unscheduled as
determined by CHS.
The COUNTY will monitor the performance of the SPONSOR based on goals and
perfoimance standards as stated with all other applicable federal, state and local laws,
regulations, and policies governing the funds provided under this Agreement.
Substandard performance, as determined by the COUNTY, will constitute
noncompliance with this Agreement. If corrective action is not taken by the SPONSOR
within a reasonable period of time after being notified by the COUNTY, contract
suspension or termination procedures will be initiated. The SPONSOR agrees to
provide the COUNTY, or the COUNTY's internal auditor(s) access to all records
related to performance of activities in this agreement.
G. CORRECTIVE ACTION
Corrective action plans may be required for noncompliance, nonperformance, or
unacceptable performance under this Agreement. Penalties may be imposed for failures
to implement or to make acceptable progress on such corrective action plans.
In order to effectively enforce Resolution 2013-228, Community and Human Services
(CHS) Division has adopted an escalation policy to ensure continued compliance by
recipients, SPONSORS, or any entity receiving grant funds from CHS. CHS's policy
for escalation for non-compliance is as follows:
1. Initial non-compliance may result in Findings or Concerns being issued to the
entity and will require a corrective action plan be submitted to the Division
within 15 days following the monitoring visit.
• Any pay requests that have been submitted to the Division for payment will be
held until the corrective action plan has been submitted.
• CHS will be available to provide Technical Assistance (TA) to the entity as
needed in order to correct the non-compliance issue.
2. If in the case an Entity fails to submit the corrective action plan in a timely
manner to the Division,the Division may require a portion of the awarded grant
amount be returned to the Division.
• The Division may require upwards of five percent (5%) of the awarded amount
be returned to the Division, at the discretion of the CHS Director.
• The entity may be considered in violation of Resolution 2013-228.
3. If in the case an Entity continues to fail to correct the outstanding issue or
repeats an issue that was previously corrected, and has been informed by the
Division of their substantial non-compliance,by certified mail;the Division may
require a portion of the awarded grant amount be returned to the Division.
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• The Division may require upwards of ten percent (10%) of the awarded amount
be returned to the Division,at the discretion of the CHS Director.
• The entity will be considered in violation of Resolution 2013-228
4. If in the case after repeated notification the Entity continues to be substantially
non-compliant, the Division may recommend the contract or award be
terminated.
• The Division will make a recommendation to the Board of County
Commissioners to immediately terminate the agreement or contract. The Entity
will be required to repay all funds disbursed by the County for project that was
terminated.
The entity will be considered in violation of Resolution No. 2013-228
If in the case the Entity has multiple agreements with the Division and is found to be
non-compliant, the above sanctions may be imposed across all awards at the Director's
discretion.
H. PAYMENT PROCEDURES
The Sponsor will retain a Licensed General Contractor, Architect and/or
Inspector who will perform a review and inspection of the Project prior to each
additional disbursement following the initial loan disbursement, verifying that the costs
claimed are allowable, unit rehabilitation is satisfactory, and reports are timely as
outlined under the provisions of this Agreement. Failure to submit required progress
reports in accordance with Exhibit DE (Quarterly Progress Report) may result in
disbursement delays as determined by Community and Human Services.
PROGRESS REPORTS
The SPONSOR shall submit regular Quarterly Progress Report (Exhibit -E) to the
COUNTY in the form,content and frequency required by the COUNTY.
ICY.CIVIL RIGHTS COMPLIANCE
—The SPONSOR agrees that no person shall, on the ground of race, creed, color, religion,
national origin, sex, handicap, familial status, marital status or age be excluded from the
benefits of, or be subjected to discrimination under any activity carried out by the SPONSOR
in performance of this Agreement. Upon receipt of evidence of such discrimination, the
COUNTY shall have the right to terminate this Agreement. The SPONSOR will take
affirmative action to ensure that all employment practices are free from such discrimination.
Such employment practices include but are not limited to the following: hiring,upgrading,
demotion,transfer, recruitment or recruitment advertising, layoff,termination,rate of pay or
other forms of compensation,and selection for training, including apprenticeship. The
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SPONSOR agrees to post in conspicuous places, available to employees and applicants for
employment, notices setting forth the provisions of this nondiscrimination clause.
XXI. PROHIBITED ACTIVITY
The SPONSOR is prohibited from using funds provided herein or personnel employed in the
administration of the program for: political activities; sectarian or religious activities; lobbying,
political patronage, and nepotism activities.
XLXII. SEVERABILITY OF PROVISIONS
If any provision of this Agreement is held invalid, the remainder of this Agreement shall not
be affected thereby, if such remainder would then continue to conform to the terms and
requirements of applicable law.
XII. XIII. AVAILABILITY OF FUNDS
The parties acknowledge that the Funds originate from SHIP grant funds from FHFC and must
be implemented in full compliance with all of SHIP rules and regulations and any agreement
between COUNTY and FHFC governing FHFC funds pertaining to this Agreement. In the
event of curtailment or non-production of said state funds, the financial sources necessary to
continue to pay the SPONSOR all or any portions of the funds will not be available. In that
event, the COUNTY may terminate this Agreement, which termination shall be effective as of
the date that it is determined by the County Manager or designee, in his-her sole discretion and
judgment, that the funds are no longer available. In the event of such termination, the
SPONSOR agrees that it will not look to, nor seek to hold the COUNTY, nor any individual
member of the County Commissioners and/or County Administration, personally liable for the
performance of this Agreement, and the COUNTY shall be released from any further liability
to the SPONSOR under the terms of this Agreement.
XIII.XIV. DEFAULTS,REMEDIES,AND TERMINATION
This Agreement may also be terminated for convenience by either the County or the
SPONSOR, in whole or in part, by setting forth the reasons for such termination, the effective
date, and, in the case of partial terminations, the portion to be terminated. However, if in the
case of a partial termination, the County determined that the remaining portion of the award
will not accomplish the purpose for which the award was made, the County may terminate the
award in its entirety.
The following actions or inactions by the SPONSOR shall constitute a Default under this
Agreement:
A. Failure to comply with any of the rules, regulations or provisions referred to herein, or
such statutes, regulations, executive orders, and SHIP guidelines, policies or directives
as may become applicable at any time;
B. Failure, for any reason, of the SPONSOR to fulfill, in a timely and proper manner, its
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obligations under this Agreement;
C. Ineffective or improper use of funds provided under this Agreement;
D. Submission, by the SPONSOR to the COUNTY, of reports that are incorrect or
incomplete in any material respect.
E. Submission by the SPONSOR of any false certification;
F. Failure to materially comply with any terms of this Agreement;
G. Failure to materially comply with the terms of any other agreement between the County
and the SPONSOR relating to the project.
In the event of any default by the SPONSOR under this Agreement, the County may seek any
combination of one or more of the following remedies:
1. Require specific performance of the Agreement, in whole or in part;
2. Require the use of, or change in,professional property management;
3. Require immediate repayment by the SPONSOR to the County of all SHIP
funds the SPONSOR has received under this Agreement;
4. Apply sanctions, if determined by the County to be applicable;
5. Stop all payments,until identified deficiencies are corrected;
6. Terminate this Agreement by giving written notice to the SPONSOR of such
termination and specifying the effective date of such termination. If the
Agreement is terminated by the County as provided herein, the SPONSOR shall
have no claim of payment or claim of benefit for any incomplete project
activities undertaken under this Agreement.
. I $ . _:.s ! . •.... II :.`
-.. : . . ! .... • • '::.
XV. OPPORTUNITIES FOR SMALL AND MINORITY/WOMEN OWNED BUSINESS
ENTERPRISES
The SPONSOR will use its best efforts to afford small businesses, minority business
enterprises, and women's business enterprises the maximum practicable opportunity to
participate in the performance of this contract. As used in this contract, the terms "small
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business"means a business that meets the criteria set forth in section 3(a) of the Small Business
Act, as amended (15 U.S.C. 632), and "minority and women's business enterprise" means a
business at least fifty-one (51) percent owned and controlled by minority group members or
women. For the purpose of this definition, "minority group members" are Afro-Americans,
Spanish-speaking, Spanish surnamed or Spanish-heritage Americans, Asian-Americans, and
American Indians. The SPONSOR may rely on written representations by businesses regarding
their status as minority and female business enterprises,in lieu of an independent investigation.
XVI. AFFIRMATIVE ACTION
The SPONSOR agrees that it shall be committed to carry out pursuant to the COUNTY's
specifications an Affirmative Action Program in keeping with the principles as provided in
President's Executive Order 11246 of September 24, 1966. The COUNTY shall provide
Affirmative Action guidelines to the SPONSOR to assist in the formulation of such program.
Prior to the award of funds, the SPONSOR shall submit for approval, a plan for an Affirmative
Action Program. The Affirmative Action Program will need to be updated throughout the
fifteen year affordability period and must be re-submitted to County within 30 days of each
update/modification.
XVII. CONFLICT OF INTEREST
The SPONSOR covenants that no person under its employ who presently exercises any
functions or responsibilities in connection with the Project, has any personal financial interest,
direct or indirect, in the Project areas or any parcels therein, which would conflict in any
manner or degree with the performance of this Agreement and that no person having any
conflict of interest shall be employed by or subcontracted by the SPONSOR. The SPONSOR
covenants that it will comply with all-provisions of FL 287.057f 17) "Conflict of Interc3t", and
2 CFR 200.318, and any additional State and County statutes, regulations, ordinance or
resolutions governing conflicts of interest. Any possible conflict of interest on the part of the
SPONSOR or its employees shall be disclosed, in writing, to CHS provided, however, that this
paragraph shall be interpreted in such a manner so as not to unreasonably impede the statutory
requirement that maximum opportunity be provided for employment of and participation of low
and moderate-income residents of the project target area.
The SPONSOR will notify the COUNTY, in writing, and seek COUNTY approval, prior to
entering into any contract with an entity owned, in whole or in part,by a covered person or an
entity owned or controlled, in whole or in part,by the SPONSOR. The COUNTY may review
the proposed contract to ensure that the contractor is qualified and that the costs are reasonable.
Approval of an identity of interest contract will be in the COUNTY's sole discretion. This
provision is not intended to limit the SPONSOR's ability to self-manage the projects using its
own employees.
XVIII.INCIDENT REPORTING
If services to clients are to be provided under this agreement, the SPONSOR and any
subcontractors shall report knowledge or reasonable suspicion of abuse,neglect,or exploitation
of a child, aged person,or disabled adult to the County.
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XIX. RELIGIOUS ORGANIZATIONS
State funds may be used by religious organizations or on property owned by religious
organizations only in accordance with requirements set in Florida Statue, Chapter 196.011.The
SPONSOR shall comply with First Amendment Church/State principles as follows:
A. It will not discriminate against any employee or applicant for employment on the basis
of religion and will not limit employment or give preference in employment to persons
on the basis of religion.
B. It will not discriminate against any person applying for public services on the basis of
religion and will not limit such services or give preference to persons on the basis of
religion.
C. It will retain its independence from Federal, State and Local Governments and may
continue to carry out its mission, including the definition, practice and expression of its
religious beliefs, provided that it does not use direct State funds to support any
inherently religious activities, such as worship,religious instruction or proselytizing.
D. The funds shall not be used for the acquisition, construction or rehabilitation of
structures to the extent that those structures are used for inherently religious activities.
Where a structure is used for both eligible and inherently religious activities, SHIP
funds may not exceed the cost of those portions of the acquisition, construction or
rehabilitation that are attributable to eligible activities in accordance with the cost
accounting requirements applicable to SHIP funds in this part. Sanctuaries, chapels, or
other rooms that a SHIP funded religious congregation uses as its principal place of
worship, however,are ineligible for SHIP funded improvements.
XX. NATURAL DISASTER
In the event of a natural disaster, this Agreement may be suspended or terminated and funds
transferred to recovery activities as determined by the COUNTY. Funds subject to this
provision shall be those that are not contractually committed for construction, design or other
such third party private vendors.
XXI. ENFORCEMENT OF AGREEMENT
The benefits of this Agreement shall inure to, and may be enforced by the COUNTY for the
duration of the Agreement, whether or not the COUNTY shall continue to be the holder of the
Mortgage, whether or not the Project loan may be paid in full, and whether or not any bonds
issued for the purpose of providing funds for the project are outstanding. The SPONSOR
warrants that it has not,and will not,execute any other agreement with provisions contradictory
to, or in opposition to, the provisions hereof, and that, in any event, the requirements of this
Agreement are paramount and controlling as to the rights and obligations herein set forth and
supersede any other requirements in conflict herewith. However, this shall not preclude the
COUNTY from subordinating its loan to construction financing.
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XXII. ACQUISITION,RELOCATION,AND DISPLACEMENT:
The SPONSOR acknowledges that the SPONSOR will bear sole responsibility for any costs or
reimbursements, legal or otherwise, from person or persons claiming that they have been
involuntarily displaced by the acquisition of real property associated with development of the
Project.
XXHl. COPYRIGHTS AND PATENTS
If this Agreement results in a book or other copyright materials or patent materials, The
SPONSOR may copyright or patent such, but Collier COUNTY and the State of Florida
reserve a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise
use such materials and to authorize others to do so.
XXIV. FORCE MAJURE
The SPONSOR covenants and agrees that subject to matters of force majeure the work shall be
completed on or before Twelve (12)months from the date of this Agreement. This Agreement
shall be amended between the COUNTY and the SPONSOR when all permits have been issued
to set forth and determine the date of commencement of the work. Matters of force majeure
shall include,but not necessarily be limited to bonafide weather disturbances, strikes, shortages
of material, governmental delays, exclusive of those caused by or as a result of the fault of the
Construction Manager, and those matters over which the Construction Manager has no control.
Force majeure shall not be construed to reduce the obligation of the SPONSOR to timely
complete the project because of the failure of contractors and subcontractors to timely complete
their work,unless such delay is within the definition of the term force majeure,
XXV. COUNTERPARTS OF THE AGREEMENT
This Agreement, consisting of thirty (30) enumerated pages and the exhibits and attachments
referenced herein, shall be executed in two counterparts, each of which shall be deemed to be an
original,and such counterparts will constitute one and the same instrument.
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IN WITNESS WHEREOF,the SPONSOR and the County, have each,respectively, by an authorized
person or agent,hereunder set their hands and seals on the date first written above.
ATTEST:
DWIGHT E.BROCK, CLERK BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA
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By.
erk PENNY TAY1', CHAI'
Attest s a
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signatwe Dnly.
Dated: 4 12-to i' I ;\ 1`1(SEAIL(
) Date
Big Cypress Housing Corporation
By AOC / �
Sign.II:-
Steve Kirk,President
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Approved as to form and legality:
Jenna er A. Belpedio
Assistant County Attorney
31310
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EXHIBIT A-"H"
INSURANCE REQUIREMENTS
The SPONSOR shall furnish to Collier County,do Community and Human Services Division, 3339 E.
Tamiami Trail, Suite 211, Naples, Florida 34112, Certificate(s) of Insurance evidencing insurance
coverage that meets the requirements as outlined below:
1. Workers' Compensation as required by Chapter 440,Florida Statutes.
2. Commercial General Liability including products and completed operations insurance
in the amount of$1,000,000 per occurrence and $2,000,000 aggregate. Collier County
must be shown as an additional insured,with respect to this coverage.
3. Automobile Liability Insurance covering all owned, non-owned and hired vehicles used
in connection with this contract in an amount not less than$1,000,000 combined single
limit for combined Bodily Injury and Property Damage. Collier County shall be named
as an additional insured.
DESIGN STAGE(IF APPLICABLE)
In addition to the insurance required in 1 — 3 above, a Certificate of Insurance must be provided as
follows:
4. Professional Liability Insurance in the name of the SPONSOR or the licensed design
professional employed by the SPONSOR, in an amount not less than $1,000,000 per
occurrence/$1,000,000 aggregate, providing for all sums which the SPONSOR and/or
the design professional shall become legally obligated to pay as damages for claims
arising out of the services performed by the SPONSOR or any person employed by the
SPONSOR, in connection with this contract. This insurance shall be maintained for a
period of two (2) years after the certificate of Occupancy is issued. Collier County shall
be named as an additional insured.
CONSTRUCTION PHASE(IF APPLICABLE)
In addition to the insurance required in 1 — 4 above, the SUBRECIPEINT shall provide or cause its
Subcontractors to provide original certificates indicating the following types of insurance coverage
prior to any construction:
5. Completed Value Builder's Risk Insurance on an "All Risk" basis in an amount not less
than one hundred (100%) percent of the insurable value of the building(s) or
structure(s). The policy shall be in the name of Collier County and the SPONSOR.
6. In accordance with the requirements of the Flood Disaster Protection Act of 1973 (42
U.S.C. 4001), the SPONSOR shall assure that for activities located in an area identified
by the Federal Emergency Management(FEMA) as having special flood hazards, flood
insurance under the National Flood Insurance Program is obtained and maintained as a
condition of financial assistance for acquisition or construction purposes (including
rehabilitation).
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OPERATION/MANAGEMENT PHASE(IF APPLICABLE)
After the Construction Phase is completed and occupancy begins,the following insurance must be kept
in force throughout the duration of the loan and/or contract:
7. Workers' Compensation as required by Chapter 440,Florida Statutes.
8. Commercial General Liability including products and completed operations insurance
in the amount of$1,000,000 per occurrence and $2,000,000 aggregate. Collier County
must be shown as an additional insured with respect to this coverage.
9. Automobile Liability Insurance covering all owned, non-owned and hired vehicles used
in connection with this contract in an amount not less than$1,000,000 combined single
limit for combined Bodily Injury and Property Damage. Collier County as an additional
insured.
10. Property Insurance coverage on an "All Risk" basis in an amount not less than one
hundred(100%) of the replacement cost of the property. Collier County must be shown
as a Loss payee with respect to this coverage A.T.LM.A.
11. Flood Insurance coverage for those properties found to be within a flood hazard zone
for the full replacement values of the structure(s) or the maximum amount of coverage
available through the National Flood Insurance Program(NFIP). The policy must show
Collier County as a Loss Payee A.T.I.M.A.
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EXHIBIT BA
RENTAL REHABILITION PROJECT REQUIREMENTS
1.) PROJECT DESCRIPTION
The Project is for the rehabilitation of existing affordable residential rental housing at
Mainstreet Village, an affordable housing community, located at 104 Anhinga Circle,
Immokalee, Florida which consists of seventy-nine (79) one-story rental apartments.
The project will be in accordance with the SHIP Program and the Collier County 2013-
2016 Local Housing Assistance Plan (LHAP) FY 2013 2016, The SPONSOR shall
perform the following activity under this agreement:
a) Rehabilitate existing rental property
a. Rehabilitation to rental units including,but not limited to, building permits; interior and
exterior building repairs; and site improvements to landscape, private sidewalks, parking
and streets;
b. Maximum $30,000 per unit.
The SPONSOR is required to comply with all applicable program requirements of the State
Housing Initiatives Partnership (SHIP)Program, including but not limited to Section 420.907
420.9079,Florida Statutes and Rule 67-37,Florida Administrative Code. Any or all of these
regulations may,but are not required to,be specifically set forth in any additional loan
documents executed in connection with the Loan.
1) Affordability of SHIP Assisted Units: For the duration of the Affordability Period(15-
-- . - , - - . . a -- . . .r '.•
•. . - ." • - . - -- • - -. . . -- . . - - - -- - . -• .. - . -- . - •
verified annual income that does not exceed 5!° ; : _-- ` -• ,.. :.s - - •- , •
arc revised annually and arc available from the COUNTY.
. ' ! . . •. . .•.. . .. . . - • ! - • . ,. •- - - - - ..
• - -•- ... . . . -- '--- -• - - - -.....- • - - -. D- -. -- - a-S-I i . `-
units carry rent and occupancy restrictions un • • - , ! , :o in in
reserved fee and rented to households which qualify for the following:
Income Limits • - -
<50% Very-Lew 40
Total of Units(Minimum) 40
- - . _ • _ _ . : . . -.!' - . . .. . ...• '
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period:
• . . .. - • . . - • - - ' • . •• ----- .w
•. • -- I ._ - • - 1 1 111 11
(FIVE HUNDRED DOLLARS), is provided by the COUNTY through the, SHIP
PROCRA#I. Project construction will commence and be completed as defined, and set forth
in the affordable housing development schedule incorporated by reference. In no event will
rehabilitation commence later than 120 days from the date of this agreement—nor—will
rehabilitation -be completed later than 24 months from the date of this agreement.
Rehabilitation will progress in accordance with the construction schedule submitted by the
SPONSOR to obtain financing.
2.) Compliance: Tenant Eligibility, Income&Rent Requirements:
The SPONSOR shall determine and verify the income eligibility of tenants in
accordance with HUD Section 8 housing assistance programs in 24 CFR Part 5 for
the Project. Income shall be calculated by annualizing verified sources of income for the
household as the amount of income to be received by a household,during the 12
months, following the effective date of the determination.
The Annual Gross Income, as defined in Section 420.9071(4), F.S,must be used and the
SHIP Program income limits cannot be exceeded. The SPONSOR shall maintain
complete and accurate income records pertaining to each tenant occupying a SHIP-
assisted unit. Onsite inspections will be conducted annually upon reasonable prior
written notice to verify compliance with tenant income,rents and the minimum propel
1 ! •! • - .. - .. " , - ;7 37,
A minimum of forty (40) units assisted shall be occupied by tenants whose total
household income does not exceed 50% of the median annual income adjusted for
family size for households as defined by the Department of Housing and Urban
Development (HUD). SPONSOR may voluntarily increase the number of units assisted
within this income category,
While occupying the rental unit, a very-low income household's annual income may
increase to an amount not to exceed 140 percent of the area's median income adjusted
for family size.
Rent on these units shall be restricted to the SHIP Program rent limits. Maximum
rent limits are revised annually and can be found at:
http://apps.floridahousing.org/StandAlone/FHFC ECM/AppPage ListPage.aspx?PageID=36
3.) Restriction on Use: The SPONSOR is required to comply with all applicable program
requirements of the State Housing Initiatives Partnership (SHIP)Program, including but
not limited to Section 420.907-420.9079, Florida Statutes and Rule 67-37, Florida
Administrative Code. Any or all of these regulations may, but are not required to, be
specifically set forth in any additional loan documents executed in connection with the
Loan. The SPONSOR shall include such language as the County may require in any
agreements with prospective tenants of the Project, or any portion, thereof to evidence
22
such requirements.
4.) Default of Subordinate Mortgage: The Subordinate Mortgage and Note shall provide
that a default shall occur if:
a. Sale; if proceeds are not sufficient to pay off the mortgage note, then the property owner
(not-for-profit or for profit)may contact the County regarding a settlement amount of
the SHIP loan.
b: Title transfer, either voluntarily or by operation of law,divested of title by judicial sale,
levy or other proceedings, including foreclosure or Deed in Lieu.
c. Refinance; a refinance of the first mortgage may be approved without repayment if the
request is submitted in writing and the refinance is at a lower fixed rate, with no cash
out, in accordance with the"Subordination Policy".
d. Property will no longer serve the intended target population.
e. Repayment of the loan is required in full when any of the aforementioned conditions is
met-
Other defaults that may trigger repayment, if not cured within any applicable cure or
notice period following a monitoring:
Lack of compliance by the SPONSOR with the State statutes or County Codes,
which has not been corrected within thirty days of written notice from the County;
extremely low income families and individuals, in accordance with the provisions of
•. - - . I I ; .
h.f. The SPONSOR abandons, and/or ceases to use the Property as affordable rental
housing to tenants, without the prior written approval of the County;
Subject to the rights of USDA Rural Development as First Mortgagee, and Florida
Housing as Second Mortgagee, the outstanding Loan balance shall become due and
payable upon default of this Agreement, the Mortgage or the Note, if not cured within
any applicable cure or notice period.
5. Assurance of Public Purpose: -The SPONSOR covenants that if the SPONSOR is
unable or unwilling to develop the property in accordance with the terms and conditions
incorporated herein, no lease, sale, or title transfer to any third party shall occur prior to
giving the COUNTY, a 90 (Ninety) day notification, during which time the COUNTY
shall have the right, solely at the COUNTY'S discretion, to purchase or find another
SPONSOR to purchase the Project, in order to carry out the eligible activities of the
SHIP Program,for an amount not to exceed the amount of funds provided by the
COUNTY through the Program.
6. Affirmative Marketing: The SPONSOR shall adopt appropriate procedures for
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affirmatively marketing the SHIP-assisted units. Affirmative marketing consists of good
faith efforts to provide information and otherwise to attract to the available housing,
eligible persons from all racial, ethnic and gender groups in the housing market area.
The SPONSOR shall be required to use affirmative fair housing marketing practices in
soliciting renters, determining eligibility, concluding transactions, and affirmatively
further fair housing efforts. The SPONSOR must maintain a file containing all
marketing efforts (i.e. copies of newspaper ads,memos of phone calls, copies of letters,
etc.) to be available for inspection on request by the COUNTY. The SPONSOR must
provide a description of intended actions that will inform and otherwise attract eligible
persons from all racial, ethnic, and gender groups in the housing market of the available
housing. The SPONSOR must provide the COUNTY with an assessment of the
affirmative marketing program. Assessment must include: a) methods used to inform
the public and potential renters about federal fair housing laws and affirmative
marketing policy,b)methods used to inform and solicit applications from persons in the
housing market who are not likely to apply without special outreach; and c) records
describing actions taken by the participating entity and/or owner to affirmatively market
emits; and records to assess the results of these actions.
7. Tenant Leases and Protections: Tenants applying for rental housing units shall be
qualified on a first-qualified, first-served basis. Tenants must be income-eligible and
of the Florida Landlord Tenant Act defined in Chapter 83 Part II of the Florida Statutes,
SHIP Program, and COUNTY requirements, which prohibit certain lease terms. All
tenant leases for assisted units shall be expressly subordinate to the Mortgage and shall
contain clauses, among others,wherein each individual lessee:
A. Agrees that the household income, household composition and other eligibility
requirements shall be deemed substantial and material obligations of the
tenancy; that the tenant will comply promptly with all requests for information
with respect thereto from the SPONSOR or the COUNTY, and that tenant's
failure to provide accurate information about household income or refusal to
comply with a request for information with respect thereto shall be deemed a
violation of a substantial obligation of his/her tenancy; and
B. Agrees not to sublease to any person or family who does not meet income
qualifications as determined,verified, and certified by the SPONSOR; and
C. States that the rental unit is the primary residence of the tenant; and
D. Agrees that the lease shall be for a one-year period, unless other terms are
mutually agreed upon by the SPONSOR and tenant.
The SPONSOR will submit to the County, a copy of the tenant/owner lease agreement.
Prior to signing by the tenant,the lease will be reviewed for compliance with
affirmative marketing, tenant selection and SHIP provisions stated in Section 420.907-
420.9079,Florida Statues and Rule 67-37, Florida Administrative Code.
8. Project Requirements: The SPONSOR agrees to not undertake any activity that may
adversely affect historic or environmental sensitivity of the site and to mitigate any
findings identified in an environmental assessment. The SPONSOR agrees that in the
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event that the Project is located in a Designated Flood Zone, all government
requirements for construction in a flood zone shall be satisfied.
rehabilitation schedule to include the following:
and in no event will rehabilitation commence later than 120 days from the date of this Agreement
completion of initial lease up.
TENTATIVE SCHEDULE (Not a Condition of Payment)
• ' _ August 30,2016
Bid Solicitation October 1,2016 Initial subcontractor bids
(BCHC projects multiple bids to be awarded due completed.
to types of rehabilitation work to be-performed)
Exterior/Interior Work Commenced September 30,2016
Construction Completed No later than June 30, 2018
9. Property Standards: The SPONSOR attests that the Project will meet the standards of
the Florida Building Code and all applicable local codes, standards, ordinances, and
zoning ordinances at the time of project completion and throughout the duration of the
affordability period. The Project will also meet the accessibility requirements at 24 CFR
part 8, which implements Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794)
and covered multifamily dwellings, as defined at 24 CFR 100.201, and the design and
construction requirements at 24 CFR 100.205,which implement the Fair Housing Act
(42 U.S.C. 3601-3619).
In accordance with the Local Housing Assistance Plan,a sponsor shall follow each
SHIP Program strategy program requirements below:
Energy Efficient Best Practices: Section 420.9075(3)(d), F.S. defines Energy Efficient
Best Practices as: innovative design, green building principles, storm resistant
construction or other elements that reduce long term costs relating to maintenance,
utilities or insurance.
Collier County requires the use or inclusion,when appropriate, of the following: energy
star appliances; low-E windows; additional insulation (for increased R-value); ceramic
tile;tank-less water heater; 14 and 15 SEER air conditioning units; stucco; florescent
light bulbs; and impact resistant windows and doors.
.. . .. -- a :. - • .
of Property, and other propert • .. _ -• - . -- : .- e -i• . .' . . - ...
COUNTY.
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EXHIBIT CB
Budget Narrative
Rental Rehabilitation
The total SHIP allocation to the SPONSOR for the Rental Rehabilitation,Program shall not exceed
FIVE HUNDRED THOUSAND DOLLARS ($500,000.00).
Sources for these funds are as follows:
SHIP Funding Year Rental Rehab Total
2014 2015 2015-2016 $500,000.00 $500,000-89
Total Funds - $500,000.00: $50000,00
Uses of these funds are as follows:
Funds shall be disbursed in the following manner for the following uses:
1. Rehabilitation expenditure per dwelling unit: The expenditure per dwelling unit may not
exceed $ 30, 000
2. Rehabilitation expenditure per property shall not exceed$500,000.
3. The initial disbursement will be issued following execution of agreement and occur
monthly thcr after shall be upon submission of Exhibit"D"(Request for Payment).
4. Sponsor shall provide proof of expenditures to equal initial advance prior to receiving the
second lean disbursement.
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EXHIBIT HC
REPORTS
Report Title Documentation Required Due Date
Quarterly Report Progress report detailing 10 days after the end of the
accomplishments calendar quarter
Invoice for Advance ... . - ..•- • • • - •- ! -• 1• , . -
AdvanceReconeiliation
Request Exhibit E,Promissory Note and p +� •-
Mortgage(initial request) .. e -- • _
execution)
Insurance Proof of coverage in accordance Annually within 30 days after
with Exhibit A/Declaration page renewal
SPONSOR Audit Audit report,Management Within 9 months after the end of
Letter and Exhibit G the SPONSOR fiscal year
through 2031
Quarterly Operating Statement Revenue and Expense and all 10 days after the end of the
necessary supporting calendar quarter year.
documentation as requestesd
Tenant/Lease Agreement Lease Submit prior to signing by first
Special Grant Policies See Section III(B) Within 60 days of contract
Conditions execution.
Project Schedule See Section III(A) Within 30 days of contract
execution.
27
:,•;A
EXHII3IT "E" 4fi, Lq
. LT e ... Li.1 P
I/IP
% e 1•Iir.
•• 11.1 . 9 - e P
• .41. :".: SY: .‘: it ; .t•
vpit' ' GC 1. .• :1111 Street,Florida City, FL 33034
Project Name: Main Street Village
Project No: Payment Request it
Total-Paymenti
Period of Availability:
The Agency has incurred the indebtedness listed below between and
SECTION II: STATUS OF FUNDS
- • . - $0700
. ' - - $0700
-- . • • 1: - -- 9
Past Claims Paid on this Account $0700
4 Amount of Previous Unpaid Requests
57 Amount of Today's Request
6, Current Grant Balance{Initial Grant Amount Awarded Less Sum of all
requests) $0700
I certify that this request for payment has been made in accordance with the terms and conditions of
-- • -- - ;- --- - 9 .1'• : . . -- ' • .9 . -- -
belief, all grant requirements have been followed.
Signature Date
Title
Authorizing Grant
Authorizing Grant Coordinator Accountant
Supervisor Department Director
(approval required$15,000 and above) (approval required$15,000 and above)
28
16D3
EXHIBIT"D"
REQUEST FOR PAYMENT
SECTION I:
Sponsor Name: Big Cypress Housing Corporation
Sponsor Address: 19308 SW 380th Street,Florida City,FL 33034
Project Name: Main Street Village
Payment Request#
Contract Period:
The Agency has incurred the indebtedness listed below between and
SECTION II:
1. Grant Amount Awarded
2. Sum of Past Claims Paid on this Account
3' Total Grant Amount Awarded Less Sum Of Past Claims Paid on this Account
4. Amount of Previous Unpaid Requests
5. Amount of Today's Request
6. Current Grant Balance(Initial Grant Amount Awarded Less Sum of all
requests)
I certify that this request for payment has been made in accordance with the terms and conditions of the
Agreement between the COUNTY and us as the SPONSOR.To the best of my knowledge and belief,all grant
requirements have been followed.
Signature Date
Title
Authorizing Grant Coordinator Authorizing Grant Accountant
Supervisor Department Director'
(approval required $15,000 and above) (approval required$15,000 and above)
Y
29
1 6 0 3 1,
EXHIBIT"F"
QU-ARTERLY-PROGRESS-REPORT
" " ' • ,•-•-• :" -, -- • • • •-
Status Report for the Quarter Ending: Submittal Date:
Project Name: Project Number:
.•e,• . '• • - . g-Cor-noratian
Contact Person:
Telephone:----Pax:
. e I 9
• ; • ; ;• :
Numb- . ' •- : • •: . •
EXPENDITUEDATA
-
A .- -. • • . -
A -- .- -. • - . . . •
- - : - . • - •
Name of Contractor Address Amount of Contract
Income Date
Client Income Category Income Amount
Identify c.r.y issues tl. t y c use del y in mooting sefivdt•led oxpend'two.deadline dates.
Date
Signature
30
v /
1603 ; ,
EXHIBIT "E"
QUARTERLY PROGRESS REPORT
Complete form for preceding quarter and submit to Community and Human Services staff by the 10th of the
following quarterly month.
Sponsor Name:
Quarter Year: Period Ending: 3/31 6/30 9/30 12/31
Project Name: •
Contact Person:
Telephone: E-mail:
Describe what actions have been taken and total funds expended on this project during this quarter period.
What events/actions are scheduled for the next month?
Identify any issues that may cause delay in meeting scheduled expenditure deadline dates.
Date
Signature
Title
31 to
1.
() Ci ..,:) Y
i
EXHIBIT F" '
1
ANNUAL AUDIT MONITORING REPORT
Circular 2 CFR 200.500 requires Collier County to monitor SPONSOR of federal awards to determine if SPONSOR are
compliant with established audit requirements. Accordingly, Collier County requires that all appropriate documentation
is provided regarding your organizations compliance.
In determining Federal awards expended in a fiscal year, the entity must consider all sources of Federal awards based
on when the activity related to the Federal award occurs, including any Federal award provided by Collier County. The
determination of amounts of Federal awards expended shallbe in accordance with the guidelines established by OMB
Circular A-133, for fiscal years beginning before December 26,`2014, and established by 2 CFR Part 200, Subpart F
Audit Requirements, for fiscal years beginning on or after December 26, 2014. This form may be used to monitor
Florida Single Audit Act(Statute 215.97) requirements.
SPONSOR
Name
First Date of Fiscal Year(MM/DD/YY) Last Date of Fiscal Year(MM/DD/YY)
Total Federal Financial Assistance Expended Total.State Financial Assistance Expended during most
during most recently completed Fiscal Year recently completed Fiscal Year
$ $
Check A or B. Check C if applicable.
The federal/state expenditure threshold for our fiscal year ending as indicated above has been met and a
❑ Circular A-133 or 2 CFR Part 200, Subpart F Single Audit has been completed or will be completed by
. Copies of the audit report and management letter are attached or will be provided within 30
days of completion.
We are not subject to the requirements of OMB Circular A-133 or 2 CFR Part 200,
Subpart F because we:
El El Did not exceed the expenditure threshold for the fiscal year indicated above
El Are a for-profit organization
❑ Are exempt for other reasons explain
An audited financial statement is attached and if applicable, the independent auditor's management letter.
Findings were noted, a current Status Update of the responses and corrective action plan is included separate
from the written response provided within the audit report.While we understand that the audit report contains a
El written response to the finding(s), we are requesting an updated status of the corrective action(s) being taken.
Please do not provide just a copy of the written response from your audit report, unless it includes details of
the actions, procedures, policies, etc. implemented and when it was or will be implemented.
Certification Statement
I hereby certify that the above information is true and accurate.
Signature Date
Print Name and Title
32
1603
EXHIBIT 4I". "G"
COLLIER COUNTY
CONS 1'RUCTION REHAB PROGRAM MANUAL OF PRACTICE
SELECTIVE REHAB PROCEDURES as may be amended from time to time.
REFERENCE DATE: JUNE 24,2014
ITEM# 16D.1
PAGE LEFT BLANK INTENTIONALLY
33
ft:Ft%_
160 3
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no I ter
than Monday preceding the Board meeting. ! ,� ��
**NEW** ROUTING SLIP 6C08tvt'S1-'`
to
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. f the document is already complete with the
exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1. Kristi Sonntag Community&Human fh/2-for-
Services j
2. Jennifer Belpedio County Attorney Office I,1 In
3. BCC Office Board of County VT
Commissioners v�/s ' \c=t�t-1
4. Minutes and Records Clerk of Court's Office1--) Ak)
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Kristi Sonntag/ HS Phone Number 252-2486
Contact/ Department
Agenda Date Item was 4/25/17 =-v-„—• ( "3
Approved by the BCC
Type of Document Subordination Agreement Number of Original 3 44
Attached Documents Attached
PO number or account
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whi.him ' Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signa - KS Stamp OK if
Or; 01;_";:k.I N 01- Original is
NOT required
2. Does the document need to be sent to another agency for additis- signature'. I - , N/A
provide the Contact Information(Name;Agency;Address;Phone)on an a"ac ed sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be KS
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the KS
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's KS
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip KS
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 4/25/17 and all changes made during the
meeting have been incorporated in the attached document. The County Attorney's
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the (y�
BCC,all changes directed by the BCC have been made,and the document is ready 'or the
Chairman's signature.
�5\cmcve—e4o. 0-h�j v-ecx-r e`-v\ - �S Su`csiKc xtoSL ._�c an�r��cc�t ' ' —�Y-�.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9 03 04.Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 r. ^
16D 3
-f S,
County,of Collier
CLERK OF THE-CIR UIT COURT
COLLIER COUN ',Y COU . THOUSE
1
Dwight E. Broct Clerk Qf Circuit
3315 TAMIAMI TRL E STE 102 P.O.BOX 413044
NAPLES, FL 34112-5324NAPLES,FL 34101-3044
Clerk of Courts • Comptroller • Auditor-•'Custodian of County Funds
August 10, 2017
Shutts & Bowen, LLP
Attn: Kathleen Maurer
200 South Biscayne Blvd.
Suite 4100
Miami, Florida 33131
Re: Subordination Agreements — Big Cypress Housing Corporation
Transmitted herewith are three (3) originals of the above referenced document for
further signature, as adopted by the Collier County Board of County Commissioners of
Collier County, Florida on Tuesday, April 25, 2017, during Regular Session.
Please return a fully executed original to our office in the envelope provided for your
convenience, it will be kept as part of the Boards Official Records.
Very truly yours,
DWIGHT E. BROCK, CLERK
n6A
41,
Martha Vergara, Deputy lerk
Enclosure
Phone- (239) 252-2646 Fax- (239) 252-2755
Website- www.CollierClerk.com Email-CollierClerk@collierclerk.com collierclerk.com
160 3
PULL AND RETAIN THIS COPY BEFORE AFFIXING TO THE PACKAGE,NO POUCH NEEDED.
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THIS INSTRUMENT PREPARED Draft#2 07/25/17
BY AND RETURN TO: NON File No.: 391.927
Junious D.Brown III,Esq.
Nabors,Giblin&Nickerson,P.A.
1500 Mahan Drive,Suite 200
Tallahassee,Florida 32308
ABOVE SPACE RESERVED FOR
RECORDING PURPOSES ONLY
SUBORDINATION AGREEMENT
(Main Street Village Apartments / HOME/2000-05111)
THIS SUIkORDINATION AGREEMENT (this "Agreement") is made and entered
into as of s: � ZS , 2017, by and among (i) FLORIDA HOUSING FINANCE
CORPORATION, a public corporation and a public body corporate and politic duly created and
existing under the laws of the State of Florida ("Senior Lender"), (ii) COLLIER COUNTY,
FLORIDA, a political subdivision organized and existing under the laws of the State of Florida
(the "Subordinate Lender") (which term as used in every instance shall include Subordinate
Lender's successors and assigns), and (iii) BIG CYPRESS HOUSING CORPORATION, a
Florida non-profit corporation ("Borrower").
RECITALS
A. Senior Lender issued a loan to the Borrower under the HOME Investment
Partnerships Program governed by the Florida Housing Finance Corporation and the applicable
rules of Florida Housing related thereto as codified at Fla. Admin. Code, Chapter 67-48, in effect
as of March 8, 2000, in the original principal amount of THREE MILLION TWO HUNDRED
EIGHTY THOUSAND AND NO/100 DOLLARS ($3,280,000) (the "Senior Loan"). The Senior
Loan has been secured by a Mortgage and Security Agreement, made by Borrower for the
benefit of Senior Lender, dated May 3, 2002 and recorded June 27, 2002, in O.R. Book 3062,
Page 3354, of the Public Records of Collier County, Florida (the "Senior Security Instrument")
on a multifamily rental housing development located on certain real property in Collier County,
Florida, known as Main Street Village Apartments (the "Property"). The Property is more fully
described in Exhibit "A" attached hereto. The Borrower's obligation to repay the Senior Loan is
evidenced by a Promissory Note, dated May 3, 2002 and maturing May 3, 2035 (the "Senior
Note").
B. The Borrower has requested that Senior Lender permit the Subordinate Lender to
maintain its subordinate loan previously made to Borrower in the original principal amount of
FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($500,000) (the "Subordinate
Subordination Agt
(Main Street Village Apartments/HOME/2000-051 H)
160 3
Loan") and secure the Subordinate Loan by maintaining a subordinate mortgage lien previously
placed against the Property.
C. The Senior Lender has agreed to permit the Subordinate Lender to maintain the
Subordinate Loan and to maintain a subordinate mortgage lien previously placed against the
Property, subject to all of the conditions contained in this Agreement.
NOW, THEREFORE, in order to induce the Senior Lender to permit the Subordinate
Lender to maintain the Subordinate Loan previously made to the Borrower and to maintain a
subordinate mortgage lien previously placed against the Property, and in consideration thereof,
the Senior Lender, the Subordinate Lender and the Borrower agree as follows:
1. Definitions.
In addition to the terms defined in the Recitals to this Agreement, for purposes of this
Agreement the following terms have the respective meanings set forth below:
"Affiliate" means, when used with respect to a Person, any corporation, partnership,joint
venture, limited liability company, limited liability partnership, trust or individual controlled by,
under common control with, or which controls such Person (the term "control" for these
purposes shall mean the ability, whether by the ownership of shares or other equity interests, by
contract or otherwise, to elect a majority of the directors of a corporation, to make management
decisions on behalf of, or independently to select the managing partner of, a partnership, or
otherwise to have the power independently to remove and then select a majority of those
individuals exercising managerial authority over an entity, and control shall be conclusively
presumed in the case of the ownership of 50% or more of the equity interests).
"Borrower" means the Person named as such in the first paragraph of this Agreement
and any other Person (other than the Senior Lender) who acquires title to the Property after the
date of this Agreement.
"Business Day" means any day other than Saturday, Sunday or a day on which the Senior
Lender is not open for business.
"Default Notice" means: (a) a copy of the written notice from the Senior Lender to the
Borrower stating that a Senior Loan Default has occurred under the Senior Loan; or (b) a copy of
the written notice from the Subordinate Lender to the Borrower stating that a Subordinate Loan
Default has occurred under the Subordinate Loan. Each Default Notice shall specify the default
upon which such Default Notice is based.
"Person" means an individual, estate, trust, partnership, corporation, limited liability
company, limited liability partnership, governmental department or agency or any other entity
which has the legal capacity to own property.
2
Subordination Agt
(Main Street Village Apartments/HOME/2000-05111)
160 3
"Senior Lender" means the Person named as such in the first paragraph on page 1 of this
Agreement and any other Person who becomes the legal holder of the Senior Note after the date
of this Agreement.
"Senior Loan Default" means the occurrence of an "Event of Default" as that term is
defined in the Senior Loan Documents.
"Senior Loan Documents" means the Senior Note, the Senior Security Instrument and
all other documents evidencing, securing or otherwise executed and delivered in connection with
the Senior Loan.
"Subordinate Lender" means the Person named as such in the first paragraph on page
one (1) of this Agreement and any other Person who becomes the legal holder of the Subordinate
Note after the date of this Agreement.
"Subordinate Loan Agreement" means that certain Agreement Between Collier County
and Big Cypress Housing Corporation, dated June 28, 2016, by and between the Borrower and
the Subordinate Lender governing the administration and disbursement of the proceeds of the
Subordinate Loan to the Borrower.
"Subordinate Loan Default" means a default by the Borrower in performing or
observing any of the terms, covenants or conditions in the Subordinate Loan Documents to be
performed or observed by it, which continues beyond any applicable period provided in the
Subordinate Loan Documents for curing the default.
"Subordinate Loan Documents" means the Subordinate Note, the Subordinate Security
Instrument, the Subordinate Loan Agreement, the Subordinate Regulatory Agreement, and all
other documents evidencing, securing or otherwise executed and delivered in connection with
the Subordinate Loan.
"Subordinate Note" means the State Housing Initiatives Partnership (SHIP) Program
Promissory Note dated June 24, 2016, made by the Borrower to the Subordinate Lender, or
order, to evidence the Subordinate Loan.
"Subordinate Regulatory Agreement" means the Land Use Restriction Agreement
dated as of June 28, 2016 and recorded August 1, 2016, in O.R. Book 5299, Page 976, of the
Public Records of Collier County, Florida, as may be amended from time to time, encumbering
the Property in connection with the Subordinate Loan.
"Subordinate Security Instrument" means the State Housing Initiatives Partnership
(SHIP) Program Second Mortgage dated June 28, 2016 and recorded September 1, 2016, in O.R.
Book 5309, Page 3529, of the Public Records of Collier County, Florida, encumbering the
Borrower's interest in the Property as security for the Subordinate Loan.
3
Subordination Agt
(Main Street Village Apartments/HOME/2000-051H)
16U 3
2. Permission to Maintain Mortgage Lien Against Property.
The Senior Lender agrees, notwithstanding the prohibition against inferior liens on the
Property contained in the Senior Loan Documents and subject to the provisions of this
Agreement, to permit the Subordinate Lender to maintain the Subordinate Security Instrument
and other recordable Subordinate Loan Documents previously recorded against the Property
(which are subordinate in all respects to the lien of the Senior Security Instrument, other than as
set forth herein) to secure the Borrower's obligation to repay the Subordinate Note and all other
obligations, indebtedness and liabilities of the Borrower to the Subordinate Lender under and in
connection with the Subordinate Loan. Such permission is subject to the condition that each of
the representations and warranties made by the Borrower and the Subordinate Lender in Section
3 is true and correct on the date of this Agreement and on each date on which the proceeds of the
Subordinate Loan are disbursed to the Borrower. If any of the representations and warranties
made by the Borrower and the Subordinate Lender in Section 3 are not true and correct on those
dates, the provisions of the Senior Loan Documents applicable to unpermitted liens on the
Property shall apply.
3. Borrower and Subordinate Lender Representations and Warranties.
The Borrower and the Subordinate Lender each make the following representations and
warranties to the Senior Lender:
(a) The Borrower makes the following representations and warranties to the Senior
Lender:
(1) Subordinate Note. The Subordinate Note shall be deemed to contain the
following provision:
"The indebtedness evidenced by this Note is and shall be subordinate in
right of payment to the prior payment in full of the indebtedness evidenced by a
Promissory Note dated May 3, 2002 in the original principal amount of
$3,280,000 (the "Senior Note") issued by BIG CYPRESS HOUSING
CORPORATION, a Florida non-profit corporation ("Borrower") and payable to
Florida Housing Finance Corporation, its successors and assigns (the "Senior
Lender"), as their respective interests may appear, or order, to the extent and in
the manner provided in that certain Subordination Agreement, dated as of August
, 2017 (the "Subordination Agreement"), among the Senior Lender, Borrower
and COLLIER COUNTY, FLORIDA, a political subdivision organized and
existing under the laws of the State of Florida (the "Subordinate Lender"). The
State Housing Initiatives Partnership (SHIP) Program Second Mortgage securing
this Note is and shall be subject and subordinate in all respects to the liens, terms,
covenants and conditions of the Mortgage and Security Agreement, securing the
Senior Note, as more fully set forth in the Subordination Agreement. The rights
and remedies of Subordinate Lender and each subsequent holder of this Note
under the Subordinate State Housing Initiatives Partnership (SI-IIP) Program
Second Mortgage securing this Note are subject to the restrictions and limitations
4
Subordination Agt
(Main Street Village Apartments I HOME/2000-051 H)
6D 3
set forth in the Subordination Agreement. Each subsequent holder of this Note
shall be deemed, by virtue of such holder's acquisition of the Note, to have agreed
to perform and observe all of the terms, covenants and conditions to be performed
or observed by the Subordinate Lender under the Subordination Agreement."
(2) Relationship of Borrower to Subordinate Lender and Senior Lender.
The Subordinate Lender is not an Affiliate of the Borrower and the Borrower is not in
possession of any facts which would lead it to believe that the Senior Lender is an
Affiliate of the Borrower.
(3) Subordinate Loan Term. The term of the Subordinate Note is scheduled
to end before the term of the Senior Note. Borrower and Subordinate Lender
acknowledge and agree that the failure of the Subordination Loan to be forgiven as
provided in Paragraph 3 of the Subordinate Note shall constitute a default under this
Agreement and any subsequent payment due to Subordinate Lender under the
Subordinate Note shall be subject to the terms herein.
(4) Subordinate Loan Documents. The executed Subordinate Loan
Documents are substantially in the same forms as those submitted to, and approved by,
Senior Lender prior to the date of this Agreement. Prior to the execution of this
Agreement, Borrower shall deliver to Senior Lender an executed copy of each of the
Subordinate Loan Documents, certified to be true, correct and complete.
(b) The Subordinate Lender makes the following representations and warranties to
the Senior Lender:
(1) Subordinate Note. The Subordinate Note shall be deemed to contain the
following provision:
"The indebtedness evidenced by this Note is and shall be subordinate in
right of payment to the prior payment in full of the indebtedness evidenced by a
Promissory Note dated May 3, 2002 in the original principal amount of
$3,280,000 (the "Senior Note") issued by BIG CYPRESS HOUSING
CORPORATION, a Florida non-profit corporation ("Borrower") and payable to
Florida Housing Finance Corporation, its successors and assigns (the. "Senior
Lender"), as their respective interests may appear, or order, to the extent and in
the manner provided in that certain Subordination Agreement, dated as of August
, 2017 (the "Subordination Agreement"), among the Senior Lender, Borrower
and COLLIER COUNTY, FLORIDA, a political subdivision organized and
existing under the laws of the State of Florida (the "Subordinate Lender"). The
State Housing Initiatives Partnership (SHIP) Program Second Mortgage securing
this Note is and shall be subject and subordinate in all respects to the liens, terms,
covenants and conditions of the Mortgage and Security Agreement, securing the
Senior Note, as more fully set forth in the Subordination Agreement. The rights
and remedies of Subordinate Lender and each subsequent holder of this Note
under the Subordinate State Housing Initiatives Partnership (SHIP) Program
5
Subordination Agt
(Main Street Village Apartments/HOME/2000-051H)
160 3
Second Mortgage securing this Note are subject to the restrictions and limitations
set forth in the Subordination Agreement. Each subsequent holder of this Note
shall be deemed, by virtue of such holder's acquisition of the Note, to have agreed
to perform and observe all of the terms, covenants and conditions to be performed
or observed by the Subordinate Lender under the Subordination Agreement."
(2) Subordinate Loan Term. The term of the Subordinate Note is scheduled
to end before the term of the Senior Note. Borrower and Subordinate Lender
acknowledge and agree that the failure of the Subordination Loan to be forgiven as
provided in Paragraph 3 of the Subordinate Note shall constitute a default under this
Agreement and any subsequent payment due to Subordinate Lender under the
Subordinate Note shall be subject to the terms herein.
(3) Subordinate Loan Documents. The executed Subordinate Loan
Documents are substantially in the same forms as those submitted to, and approved by,
Senior Lender prior to the date of this Agreement.
4. Terms of Subordination.
(a) Agreement to Subordinate. The Senior Lender and the Subordinate Lender
agree that: (i) the indebtedness evidenced by the Subordinate Loan Documents is and shall be
subordinated in right of payment, to the extent and in the manner provided in this Agreement to
the prior payment in full of the indebtedness evidenced by the Senior Loan Documents, and (ii)
the Subordinate Security Instrument and the other Subordinate Loan Documents are and shall be
subject and subordinate in all respects to the liens, terms, covenants and conditions of the Senior
Security Instrument and the other Senior Loan Documents and to all advances heretofore made
or which may hereafter be made pursuant to the Senior Security Instrument and the other Senior
Loan Documents (including but not limited to, all sums advanced for the purposes of (1)
protecting or further securing the lien of the Senior Security Instrument, curing defaults by the
Borrower under the Senior Loan Documents or for any other purpose expressly permitted by the
Senior Security Instrument, or (2) constructing, renovating, repairing, furnishing, fixturing or
equipping the Property).
(b) Subordination of Subrogation Rights. The Subordinate Lender agrees that if,
by reason of the advance payment by Subordinate Lender of real estate taxes, casualty insurance
premiums or other monetary obligations of the Borrower to protect the Property, the Subordinate
Lender, by reason of its exercise of any other right or remedy under the Subordinate Loan
Documents, acquires by right of subrogation or otherwise a lien on the Property which would
(but for this subsection) be senior to the lien of the Senior Security Instrument, then, in that
event, such lien shall be subject and subordinate to the lien of the Senior Security Instrument,
only to the extent of the amount advanced, provided that Subordinate Lender gives Senior
Lender prior written notice of its intent to advance sums for real property taxes and/or casualty
insurance.
(c) Payments Before Senior Loan Default. Until the Subordinate Lender receives a
Default Notice of a Senior Loan Default from the Senior Lender, the Subordinate Lender shall be
6
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entitled to retain for its own account all payments made under or pursuant to the Subordinate
Loan Documents.
(d) Payments After Senior Loan Default. The Borrower agrees that, after it
receives notice (or otherwise acquires knowledge) of a Senior Loan Default, it will not make any
payments under or pursuant to the Subordinate Loan Documents (including but not limited to
principal, interest, additional interest, late payment charges, default interest, attorney's fees, or
any other sums secured by the Subordinate Security Instrument) without the Senior Lender's
prior written consent excluding, however, such sums which were due and owing and received by
the Subordinate Lender prior to receipt of said notice or the time it otherwise acquires knowledge
of the Senior Loan Default. The Subordinate Lender agrees that, after it receives a Default
Notice from the Senior Lender with written instructions directing the Subordinate Lender not to
accept payments from the Borrower on account of the Subordinate Loan, it will not accept any
payments under or pursuant to the Subordinate Loan Documents (including but not limited to
principal, interest, additional interest, late payment charges, default interest, attorney's fees, or
any other sums secured by the Subordinate Security Instrument) without the Senior Lender's
prior written consent. If the Subordinate Lender receives written notice from the Senior Lender
that the Senior Loan Default which gave rise to the Subordinate Lender's obligation not to accept
payments has been cured, waived, or otherwise suspended by the Senior Lender, the restrictions
on payment to the Subordinate Lender in this Section 4 shall terminate, and the Senior Lender
shall have no right to any subsequent payments made to the Subordinate Lender by the Borrower
prior to the Subordinate Lender's receipt of a new Default Notice from the Senior Lender in
accordance with the provisions of this Section 4(d).
(e) Remitting Subordinate Loan Payments to Senior Lender. If, after the
Subordinate Lender receives a Default Notice from the Senior Lender in accordance with
subsection (d) above, the Subordinate Lender receives any payments under the Subordinate Loan
Documents, the Subordinate Lender agrees that such payment or other distribution will be
received and held in trust for the Senior Lender and unless the Senior Lender otherwise notifies
the Subordinate Lender in writing, will be promptly remitted, in kind to the Senior Lender,
properly endorsed to the Senior Lender, to be applied to the principal of, interest on and other
amounts due under the Senior Loan Documents in accordance with the provisions of the Senior
Loan Documents. By executing this Agreement, the Borrower specifically authorizes the
Subordinate Lender to endorse and remit any such payments to the Senior Lender, and
specifically waives any and all rights to have such payments returned to the Borrower or credited
against the Subordinate Loan. Borrower and Senior Lender acknowledge and agree that
payments received by the Subordinate Lender, and remitted to the Senior Lender under this
Section 4, shall not be applied or otherwise credited against the Subordinate Loan, nor shall the
tender of such payment to the Senior Lender waive any Subordinate Loan Default which may
arise from the inability of the Subordinate Lender to retain such payment or apply such payment
to the Subordinate Loan.
(f) Agreement Not to Commence Bankruptcy Proceeding. The Subordinate
Lender agrees that during the term of this Agreement it will not commence, or join with any
other creditor in commencing any bankruptcy reorganization, arrangement, insolvency or
7
Subordination Agt
(Main Street Village Apartments/HOME/2000-05I H)
1613 3
liquidation proceedings with respect to the Borrower, without the Senior Lender's prior written
consent.
5. Default Under Subordinate Loan Documents.
(a) Notice of Default and Cure Rights. The Subordinate Lender shall deliver to the
Senior Lender a Default Notice within five (5) Business Days in each case where the
Subordinate Lender has given a Default Notice to the Borrower. Failure of the Subordinate
Lender to send a Default Notice to the Senior Lender shall not prevent the exercise of the
Subordinate Lender's rights and remedies under the Subordinate Loan Documents, subject to the
provisions of this Agreement. The Senior Lender shall have the right, but not the obligation, to
cure any Subordinate Loan Default within 60 days following the date of such notice provided,
however that the Subordinate Lender shall be entitled, during such 60-day period, to continue to
pursue its rights and remedies under the Subordinate Loan Documents. All amounts paid by the
Senior Lender in accordance with the Senior Loan Documents to cure a Subordinate Loan
Default shall be deemed to have been advanced by the Senior Lender pursuant to, and shall be
secured by the lien of, the Senior Security Instrument.
(b) Subordinate Lender's Exercise of Remedies After Notice to Senior Lender. If
a Subordinate Loan Default occurs and is continuing, the Subordinate Lender agrees that,
without the Senior Lender's prior written consent, it will not commence foreclosure proceedings
with respect to the Property under the Subordinate Loan Documents or exercise any other rights
or remedies it may have under the Subordinate Loan Documents, including, but not limited to
accelerating the Subordinate Loan, collecting rents, appointing (or seeking the appointment of) a
receiver or exercising any other rights or remedies thereunder unless and until it has given the
Senior Lender at least 60 days' prior written notice; during such 60 day period, however, the
Subordinate Lender shall be entitled to exercise and enforce all other rights and remedies
available to the Subordinate Lender under the Subordinate Loan Documents and/or under
applicable laws. Notwithstanding anything to the contrary in this Section 5(b), during such 60
day period, Subordinate Lender shall be entitled to exercise its rights to enforce covenants and
agreements of the Borrower relating to income, rent or affordability restrictions.
(c) Cross Default. The Borrower and the Subordinate Lender agree that a
Subordinate Loan Default shall constitute a Senior Loan Default under the Senior Loan
Documents and the Senior Lender shall have the right to exercise all rights or remedies under the
Senior Loan Documents in the same manner as in the case of any other Senior Loan Default. If
the Subordinate Lender notifies the Senior Lender in writing that any Subordinate Loan Default
of which the Senior Lender has received a Default Notice has been cured or waived, as
determined by the Subordinate Lender in its sole discretion, then provided that Senior Lender has
not conducted a sale of the Property pursuant to its rights under the Senior Loan Documents, any
Senior Loan Default under the Senior Loan Documents arising solely from such Subordinate
Loan Default shall be deemed cured, and the Senior Loan shall be reinstated, provided, however,
that the Senior Lender shall not be required to return or otherwise credit for the benefit of the
Borrower any default rate interest or other default related charges or payments received by the
Senior Lender during such Senior Loan Default.
8
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160 3
6. Default Under Senior Loan Documents.
(a) Notice of Default and Cure Rights. The Senior Lender shall deliver to the
Subordinate Lender a Default Notice within five (5) Business Days in each case where the
Senior Lender has given a Default Notice to the Borrower. Failure of the Senior Lender to send
a Default Notice to the Subordinate Lender shall not prevent the exercise of the Senior Lender's
rights and remedies under the Senior Loan Documents, subject to the provisions of this
Agreement. The Subordinate Lender shall have the right, but not the obligation, to cure any such
Senior Loan Default within 60 days following the date of such notice; provided, however, that
the Senior Lender shall be entitled during such 60-day period to continue to pursue its remedies
under the Senior Loan Documents. Subordinate Lender may have up to 90 days from the date of
the Default Notice to cure a non-monetary default if during such 90-day period Subordinate
Lender keeps current all payments required by the Senior Loan Documents. In the event that
such a non-monetary default creates an unacceptable level of risk relative to the Property, or
Senior Lender's secured position relative to the Property, as determined by Senior Lender in its
sole discretion, then Senior Lender may exercise during such 90-day period all available rights
and remedies to protect and preserve the Property and the rents, revenues and other proceeds
from the Property. All amounts paid by the Subordinate Lender to the Senior Lender to cure a
Senior Loan Default shall be deemed to have been advanced by the Subordinate Lender pursuant
to, and shall be secured by the lien of, the Subordinate Security Instrument.
(b) Cross Default. The Subordinate Lender agrees that, notwithstanding any
contrary provision contained in the Subordinate Loan Documents, a Senior Loan Default shall
not constitute a default under the Subordinate Loan Documents if no other default occurred
under the Subordinate Loan Documents until either (i) the Senior Lender has accelerated the
maturity of the Senior Loan, or (ii) the Senior Lender has taken affirmative action to exercise its
rights under the Senior Security Instrument to collect rent, to appoint (or seek the appointment
of) a receiver or to foreclose on (or to exercise a power of sale contained in) the Senior Security
Instrument. At any time after a Senior Loan Default is determined to constitute a default under
the Subordinate Loan Documents, the Subordinate Lender shall be permitted to pursue its
remedies for default under the Subordinate Loan Documents, subject to the restrictions and
limitations of this Agreement. If at any time the Borrower cures any Senior Loan Default to the
satisfaction of the Senior Lender, as evidenced by written notice from the Senior Lender to the
Subordinate Lender, any default under the Subordinate Loan Documents arising from such
Senior Loan Default shall be deemed cured and the Subordinate Loan shall be retroactively
reinstated as if such Senior Loan Default had never occurred.
it
7. Conflict.
The Borrower, the Senior Lender and the Subordinate Lender each agree that, in the
event of any conflict or inconsistency between the terms of the Senior Loan Documents, the
Subordinate Loan Documents and the terms of this Agreement, the terms of this Agreement shall
govern and control solely as to the following: (a) the relative priority of the security interests of
the Senior Lender and the Subordinate Lender in the Property; (b) the timing of the exercise of
remedies by the Senior Lender and the Subordinate Lender under the Senior Security Instrument
and the Subordinate Security Instrument, respectively; and (c) solely as between the Senior
9
Subordination Agt
(Main Street Village Apartments/HOME/2000-051 H)
160 3
Lender and the Subordinate Lender, the notice requirements, cure rights, and the other rights and
obligations which the Senior Lender and the Subordinate Lender have agreed to as expressly
provided in this Agreement. Borrower acknowledges that the terms and provisions of this
Agreement shall not, and shall not be deemed to: extend Borrower's time to cure any Senior
Loan Default or Subordinate Loan Default, as the case may be; give the Borrower the right to
notice of any Senior Loan Default or Subordinate Loan Default, as the case may be other than
that, if any, provided, respectively under the Senior Loan Documents or the Subordinate Loan
Documents; or create any other right or benefit for Borrower as against Senior Lender or
Subordinate Lender.
8. Rights and Obligations of the Subordinate Lender Under the Subordinate
Loan Documents and of the Senior Lender under the Senior Loan Documents.
Subject to each of the other terms of this Agreement, all of the following provisions shall
supersede any provisions of the Subordinate Loan Documents covering the same subject matter:
(a) Protection of Security Interest. The Subordinate Lender shall not, without the
prior written consent of the Senior Lender in each instance, take any action which has the effect
of increasing the indebtedness outstanding under, or secured by, the Subordinate Loan
Documents, except that the Subordinate Lender shall have the right, after ten (10) business days'
notice to Senior Lender, to advance funds to cure Senior Loan Defaults pursuant to Section 6(a)
above and advance funds pursuant to the Subordinate Security Instrument for the purpose of
paying real estate taxes and insurance premiums, making necessary repairs to the Property and
curing other defaults by the Borrower under the Subordinate Loan Documents.
(b) Condemnation or Casualty. In the event of: a taking or threatened taking by
condemnation or other exercise of eminent domain of all or a portion of the Property
(collectively, a "Taking"); or the occurrence of a fire or other casualty resulting in damage to all
or a portion of the Property (collectively, a "Casualty"), at any time or times when the Senior
Security Instrument remains a lien on the Property, the following provisions shall apply:
(1) The Subordinate Lender hereby agrees that its rights (under the
Subordinate Loan Documents or otherwise) to participate in any proceeding or action
relating to a Taking and/or a Casualty, or to participate or join in any settlement of, or to
adjust, any claims resulting from a Taking or a Casualty shall be and remain subordinate
in all respects to the Senior Lender's rights under the Senior Loan Documents with
respect thereto, and the Subordinate Lender shall be bound by any settlement or
adjustment of a claim resulting from a Taking or a Casualty made by the Senior Lender;
provided, however, this subsection and/or anything contained in this Agreement shall not
limit the rights of the Subordinate Lender to file any pleadings, documents, claims or
notices with the appropriate court with jurisdiction over the proposed Taking and/or
Casualty; and
(2) All proceeds received or to be received on account of a Taking or a
Casualty, or both, shall be applied (either to payment of the costs and expenses of repair
and restoration or to payment of the Senior Loan) in the manner set forth in the Senior
10
Subordination Agt
(Main Street Village Apartments/HOME/2000-051 H)
16D 3
Security Instrument; provided, however, that if the Senior Lender elects to apply such
proceeds to payment of the principal of, interest on and other amounts payable under the
Senior Loan, any proceeds remaining after the satisfaction in full of the principal of,
interest on and other amounts payable under the Senior Loan shall be paid to, and may be
applied by, the Subordinate Lender in accordance with the applicable provisions of the
Subordinate Loan Documents, provided however, the Senior Lender agrees to consult
with the Subordinate Lender in determining the application of Casualty proceeds,
provided further however that in the event of any disagreement between the Senior
Lender and the Subordinate Lender over the application of Casualty proceeds, the
decision of the Senior Lender, in its sole discretion, shall prevail.
(c) No Modification of Subordinate Loan Documents. The Borrower and the
Subordinate Lender each agree that, until the principal of, interest on and all other amounts
payable under the Senior Loan Documents have been paid in full, it will not, without the prior
written consent of the Senior Lender in each instance, increase the amount of the Subordinate
Loan, increase the required payments due under the Subordinate Loan, decrease the term of the
Subordinate Loan, increase the interest rate on the Subordinate Loan, or otherwise amend the
terms of the Subordinate Loan in a manner that creates an adverse effect upon the Senior Lender
under the Senior Loan Documents. Any unauthorized amendment of the Subordinate Loan
Documents or assignment of the Subordinate Lender's interest in the Subordinate Loan without
the Senior Lender's consent shall be void ab initio and of no effect whatsoever.
9. Modification or Refinancing of Senior Loan.
In an Event of Default or threatened, imminent default, under the Senior Loan
Documents, the Subordinate Lender consents to any agreement or arrangement in which the
Senior Lender waives, postpones, extends, reduces or modifies any provisions of the Senior Loan
Documents, including any provision requiring the payment of money, without the prior approval
of Subordinate Lender. Subordinate Lender further agrees that its agreement to subordinate
hereunder shall not extend to any new mortgage debt which is for the purpose of refinancing all
or any part of the Senior Loan (including reasonable and necessary costs associated with the
closing and/or the refinancing) that has not been previously approved by Subordinate Lender;
and that all, after approval, the terms and covenants of this Agreement shall inure to the benefit
of any holder of any such refinanced debt; and that all references to the Senior Loan, the Senior
Note, the Senior Security Instrument, the Senior Loan Documents and Senior Lender shall mean,
respectively, the refinance loan, the refinance note, the mortgage securing the refinance note, all
documents evidencing securing or otherwise pertaining to the refinance note and the holder of
the refinance note.
10. Default by the Subordinate Lender or Senior Lender.
If the Subordinate Lender or Senior Lender defaults in performing or observing any of
the terms, covenants or conditions to be performed or observed by it under this Agreement, the
other, non-defaulting lender shall have the right to all available legal and equitable relief
11
Subordination Agt
(Main Street Village Apartments/HOME/2000-051 H)
160 3
11. Notices.
Each notice, request, demand, consent, approval or other communication (hereinafter in
this Section referred to collectively as "notices" and referred to singly as a "notice") which the
Senior Lender or the Subordinate Lender is required or permitted to give to the other party
pursuant to this Agreement shall be in writing and shall be deemed to have been duly and
sufficiently given if: (a) personally delivered with proof of delivery thereof (any notice so
delivered shall he deemed to have been received at the time so delivered); or (b) sent by Federal
Express (or other similar national overnight courier) designating early morning delivery (any
notice so delivered shall be deemed to have been received on the next Business Day following
receipt by the courier); or (c) sent by United States registered or certified mail, return receipt
requested, postage prepaid, at a post office regularly maintained by the United States Postal
Service (any notice so sent shall be deemed to have been received two (2) days after mailing in
the United States), addressed to the respective parties as follows:
Senior Lender: Florida Housing Finance Corporation
227 North Bronough Street, Suite 5000
Tallahassee, Florida 32301-1329
Attention: Executive Director
Phone: (850) 488-4197
with a copy to: Nabors, Giblin &Nickerson, P.A.
1500 Mahan Drive, Suite 200
Tallahassee, Florida 32308
Attention: Junious D. Brown III, Esq.
Phone: (850) 224-4070
Email: ibrown@ngn-tally.com
Subordinate
Lender: Collier County Community & Human Services Division
SHIP Purchase Assistance Program
3339 E. Tamiami Trail, Building H, Suite 211
Naples, Florida 34112
Attention: Kristi Sonntag, Manager
Phone: (239) 252-2486
Email: KristiSonntag@colliergov.net
with copy to: Collier County Community & Human Services Division
3339 E. Tamiami Trail, Building H, Suite 211
Naples, Florida 34112
Attention: Kristi Sonntag, Manager
Phone: (239) 252-2486
Email: KristiSonntag@colliergov.net
12
Subordination Agt
(Main Street Village Apartments/HOME/2000-051 H)
16 ;D 3
Borrower: Big Cypress Housing Corporation
19308 SW 380th Street
Florida City, Florida 33034
Attention: Steven C. Kirk
Phone: (305) 242-2142
Email: kirknet@yahoo.com
with a copy to: Shutts & Bowen LLP
200 South Biscayne Boulevard, Suite 4100
Miami, Florida 33131
Attention: Robert Cheng
Phone: (305)415-9083
Email: rcheng@shutts.com
Any party may, by notice given pursuant to this Section, change the person or persons and/or
address or addresses, or designate an additional person or persons or an additional address or
addresses for its notices, but notice of a change of address shall only be effective upon receipt.
12. General.
(a) Assignment/Successors. This Agreement shall be binding upon the Borrower,
the Senior Lender and the Subordinate Lender and shall inure to the benefit of the respective
legal successors and assigns of the Senior Lender and the Subordinate Lender.
(b) No Partnership or Joint Venture. The Senior Lender's permission for the
placement of the Subordinate Loan Documents does not constitute the Senior Lender as a joint
venturer or partner of the Subordinate Lender. Neither party hereto shall hold itself out as a
partner, agent or Affiliate of the other party hereto.
(c) Senior Lender's and Subordinate Lender's Consent. Wherever the Senior
Lender's consent or approval is required by any provision of this Agreement, such consent or
approval may be granted or denied by the Senior Lender in its sole and absolute discretion,
unless otherwise expressly provided in this Agreement. Wherever the Subordinate Lender's
consent or approval is required by any provision of this Agreement, such consent or approval
may be granted or denied by the Subordinate Lender in its sole and absolute discretion, unless
otherwise expressly provided in this Agreement.
(d) Further Assurances. The Subordinate Lender, the Senior Lender and the
Borrower each agree, at the Borrower's expense, to execute and deliver all additional instruments
and/or documents reasonably required by any other party to this Agreement in order to evidence
that the Subordinate Security Instrument is subordinate to the lien, covenants and conditions of
the Senior Security Instrument, or to further evidence the intent of this Agreement.
(e) Amendment. This Agreement shall not be amended except by written instrument
signed by all parties hereto.
13
Subordination Agt
(Main Street Village Apartments/HOME/2000-051 H)
16U 3
( Governing Law. This Agreement shall be governed by the laws of the State in
which the Property is located.
(g) Severable Provisions. If any provision of this Agreement shall be invalid or
unenforceable to any extent, then the other provisions of this Agreement shall not be affected
thereby and shall be enforced to the greatest extent permitted by law.
(h) Term. The term of this Agreement shall commence on the date hereof and shall
continue until the earliest to occur of the following events: (i) the payment of all of the principal
of, interest on and other amounts payable under the Senior Loan Documents; (ii) the payment of
all of the principal of, interest on and other amounts payable under the Subordinate Loan
Documents, other than by reason of payments which the Subordinate Lender is obligated to remit
to the Senior Lender pursuant to Section 4 hereof; (iii) the acquisition by the Senior Lender of
title to the Property pursuant to a foreclosure or a deed in lieu of foreclosure of, or the exercise of
a power of sale contained in, the Senior Security Instrument; or (iv) the acquisition by the
Subordinate Lender of title to the Property pursuant to a foreclosure or a deed in lieu of
foreclosure of, or the exercise of a power of sale contained in, the Subordinate Security
Instrument, but only if such acquisition of title does not violate any of the terms of this
Agreement.
(1) Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall be considered an original for all purposes; provided, however, that all such
counterparts shall together constitute one and the same instrument.
[COUNTERPART SIGNATURE PAGES TO FOLLOW]
14
Subordination Agt
(Main Street Village Apartments/HOME/2000-05I H)
160 3
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AGREEMENT
(Main Street Village Apartments /HOME /2000-05111)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
SENIOR LENDER:
WITNESSES: FLORIDA HOUSING FINANCE
CORPORATION
Print:
By:
Ken Reecy
Print: Director of Multifamily Programs
Address: 227 North Bronough Street, Suite 5000
Tallahassee, Florida 32301-1329
[SEAL]
STATE OF FLORIDA
COUNTY OF LEON
The foregoing instrument was acknowledged before me this day of
, 2017, by KEN REECY, as Director of Multifamily Programs of the
FLORIDA HOUSING FINANCE CORPORATION, a public corporation and a public body
corporate and politic duly created and existing under the laws of the State of Florida, on behalf of
Florida Housing. Said person is personally known to me or has produced a valid driver's license
as identification.
Notary Public; State of Florida
Print Name:
My Commission Expires:
My Commission No.:
S-1
160 3
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AGREEMENT
(Main Street Village Apartments/HOME/2000-05111)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
SUBORDINATE LENDER:
N
COLLIER O Y, FLORIDA
WITNESSES:
By: - --
Print: Name: Tex,h aks.. o o
Title: Cv,..,r,,,,,y --
Print:
3aRct —74.---.'141,—;1 E ,S.. ,- . 3o3
Address: N a p i e S, FL—o"i dei 3 i i
STATE OF FLORIDA ►u ' 6 .„k3
COUNTY OF COLLIER
The foregoing instrument was acknowledged .- .ore me this day of
, 2017 by as of COLLIER
COUNTY, FLORIDA, a political subdivision organiz-. and existing under the laws of the State
of Florida, on behalf of said political subdivision. uch person is personally known to me or
has produced as iden ' ication.
Notary Public; State of Florida
Print Name:
My Commission Expires:
My Commission No.: _
ALTS' 1
IGH1 �( Approved as to form and legality
tel h
Oeep vtYClerk' Assistant County Atte •sr
Attest as to Chairman's
signature only.. S-2
160 3
COUNTERPART SIGNATURE PAGE TO
SUBORDINATION AGREEMENT
(Main Street Village Apartments/ HOME/2000-051 H)
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first written above.
BORROWER:
BIG CYPRESS HOUSING CORPORATION, a
WITNESSES: Florida non-profit corporation
Print: By:
Steven C. Kirk
President and Chief Executive Officer
Print:
Address: 19308 SW 380th Street
Florida City, Florida 33034
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged before me this day of
, 2017, by STEVEN C. KIRK, as President and Chief Executive Officer of BIG
CYPRESS HOUSING CORPORATION, a Florida non-profit corporation, on behalf of the
corporation. Said person is personally known to me or has produced a valid driver's license as
identification.
Notary Public; State of Florida
Print Name:
My Commission Expires:
My Commission No.:
S-3
160 3
EXHIBIT "A"
LEGAL DESCRIPTION
(Main Street Village Apartments)
Tract B,Roberts Ridge, according to the map or plat thereof, as recorded in Plat Book 25,
Page(s) 100 and 101, as recorded in the Public Records of Colliern County, Florida.
Subordination Agt
(Main Street Village Apartments/HOME/2000-051H)
160
Form SHIP AR/2009
67-37.008(3)(f),F.A.C.
Effective Date:11/2009
Title: SHIP Annual Report Report Status: Unsubmitted
Collier County/Naples FY 2016/2017 Interim-2
Form 1
SHIP Distribution Summary
Homeownership
Expended Encumbered Unencumbered
Code Strategy Amount Units Amount Units Amount Units
3 Owner Occupied Rehab $816,226.00 15
10 Construction Assistance $603,093.20 12
Homeownership Totals: $1,419,319.20 27
Rentals
Expended Encumbered Unencumbered
Code Strategy Amount Units Amount Units Amount Units
12 Special Needs Rental $410,082.88 2
14 Rehab Rental $324,995.00 26
21 Rental Development $324,995.00 26
Rental Totals: $1,060,072.88 54
Subtotals: $2,479,392.08 81
Additional Use of Funds
Use Expended Encumbered Unencumbered
Administrative $65,149.17 $153,207.63
Homeownership Counseling $49,377.00
Admin From Program Income $27,062.15
Admin From Disaster Funds
Totals: $65,149.17 $229,646.78 $2,479,392.08 81
Total Revenue (Actual and/or Anticipated) for Local SHIP Trust Fund
Source of Funds Amount
State Annual Distribution $2,232,945.00
Program Income (Interest) S27,038.79
Program Income (Payments) $514,204.24
Recaptured Funds
Disaster Funds
Other Funds
Page 1
16D 3
Form SHIP AR/2009
67-37.008(3)(f),F.A.C.
Effective Date: 11/2009
Carryover funds from previous year $.00 *Carry Forward to Next Year: $.00
Total: $2,774,188.03
NOTE: This carry forward amount will only be accurate
when all revenue amounts and all expended,
encumbered and unencumbered amounts have been
added to Form 1
Form 2
Page 2
160 3
Form SHIP AR/2009
67-37.008(3)(f), F.A.C.
Effective Date: 11/2009
Rental Unit Information
Description Eff. 1 Bed 2 Bed 3 Bed 4 Bed
The amount of rent charged for a rental unit based on the unit size complies with the Rent Limits
posted on the Florida Housing website
Recap of Funding Sources for Units Produced ("Leveraging")
Source of Funds Produced Amount of Funds Expended to
through June 30th for Units Date % of Total Value
SHIP Funds Expended
Public Moneys Expended NaN
Private Funds Expended NaN
Owner Contribution NaN
Total Value of All Units $.00 NaN
SHIP Program Compliance Summary - Home Ownership/Construction/Rehab
FL Statute
Compliance Category SHIP Funds Trust Funds % of Trust Fund Minimum %
Homeownership $2,183,568.00 .00% 65%
Construction / Rehabilitation $2,183,568.00 .00% 75%
Program Compliance - Income Set-Asides
Income Category SHIP Funds SHIP Funds SHIP Funds Total of Total
Expended Encumbered Unencumbered SHIP Funds Available
Funds %*
Extremely Low $740,016.68 $740,016.68 27.16%
Very Low $692.516.49 $692,516.49 25.42%
Low $786,858.91 $786,858.91 28.88%
Moderate $260,000.00 $260,000.00 9.54%
Over 120%-140% $.00 .00%
Totals: $.00 $.00 $2,479,392.08 $2,479,392.08 90.99%
Project Funding for Expended Funds Only
Income Category Total Funds Mortgages, Total Funds SHIP Total SHIP Total #
Mortgages, Loans & SHIP Grants Grant Funds Units
Loans & DPL's DPL Unit#s Unit#s Expended
Extremely Low $.00 0
Very Low $.00 0
Low $.00 0
Moderate $.00 0
Totals: $.00 0 $.00 0 $.00 0
Page 3
160 3
Form SHIP AR/2009
67-37.008(3)(f),F.A.C.
Effective Date: 11/2009
Form 3
Number of Households/Units Produced
List Unincorporated
and Each
Strategy Municipality ELI VLI Low Mod Total
Totals: 0
Characteristics/Age (Head of Household)
List Unincorporated
and Each
Description Municipality 0 -25 26 -40 41 -61 62+ Total
Totals: 0
Family Size
List Unincorporated
and Each 1 1 2-4 5+
Description Municipality Person People People Total
Totals: 0
Race (Head of Household)
List Unincorporated —_-- ------ �---- --_and Each Hisp- Amer-
Description Municipality White Black anic Asian Indian Other Total
Totals: 0
Demographics (Any Member of Household)
List Unincorporated Devel.
and Each Farm Dis- Home-
Description Municipality Worker abled less Elderly Other Other Total
Totals: 0
Special Target Groups for Funds Expended (i.e. teachers, nurses, law enforcement,
fire fighters, etc.) Set Aside
Special Target Total#of
Description Group Expended Funds Expended Units
Form 4
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1611 3
Form SHIP AR/2009
67-37.008(3)(f), F.A.C.
Effective Date: 11/2009
Expended Funds
Strategy Full Name Address City Zip Expended Unit
Code Funds Counted
Collier County/Naples 2016 Interim-2
Form 5
Special Needs Breakdown
SHIP Expended and Encumbered for Special Needs Applicants
•
Expended Encumbered
Code(s) Strategies Amount Units Amount Units
3 Owner Occupied Rehab
14 Rehab Rental
21 Rental Development
Special Needs Category Breakdown by Strategy
Expended Encumbered
Strategies Special Needs Category Amount Units Amount Units
Provide a description of efforts to reduce homelessness:
With SHIP funds -the Rental Acquisition Strategy is administered by a sub recipient that deals mostly with Homeless
clients.
Other assistance is provided through the HUD Emergency Solutions Grant.
Page 5
160 3
Form SHIP AR/2009
67-37.008(3)(f),F.A.C.
Effective Date: 11/2009
LG Submitted Comments:
Page 6