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HomeMy WebLinkAbout2013-052 Housing - Community Home Trust Affordable Housing Bond Program $200,000 2 di3- v.sz- NORTH CAROLINA q 4L AFFORDABLE HOUSING BOND DEVELOPMENT AGREEMENT ORANGE COUNTY WITNESSTH This is an AGREEMENT between ORANGE COUNTY, a general local governmental unit of the State of North Carolina, (hereinafter referred to as the "County") and COMMUNITY HOME TRUST, INC., a North Carolina non-profit housing organization (herein fter referred to as "CHT"). The effective date of this agreement is WITNESSTH WHEREAS, the County, in the implementation of the Orange County Affordable Housing Bond Program solicited applications for funding from interested non-profit organizations; and WHEREAS, CHT submitted an application for Housing Bond funding on April 21, 2008 for $200,000 for second mortgage assistance which is hereby incorporated into this Agreement, and hereafter, referred to as "The Project". A copy of the application is on file in the office of the Housing, Human Rights and Community Development Department; and WHEREAS, the Orange County Board of Commissioners awarded CHT $200,000 in FY 2001 Orange County Affordable Housing Bond funds to provide second mortgage assistance to first-time homebuyers earning up to 80% of HUD area median income purchasing properties owned by the Community Home Trust; and WHEREAS, a first-time homebuyer for the purposes of this program is defined as any low income household that has not owned a home within the past three (3) years including households living in manufactured housing not permanently affixed to a foundation, or CHT- occupants of homes not feasible for rehabilitation. NOW, THEREFORE, in consideration of the mutual covenants, promises, and representations contained herein, it is agreed between the parties hereto as follows: I. USE OF BOND FUNDS 1. CHT shall perform the projects or tasks related to its allocation of Bond funds as provided in Exhibit A and within the proposed budget outlined in Exhibit B. Exhibits A and B are hereby made a part of this Agreement and are incorporated by reference, as it now reads or as it may be modified by the parties. 1 2. CHT may not request disbursement of funds under this Agreement until the funds are needed for payment of eligible costs in accordance with Exhibit B. The amount of each request must be limited to eligible costs as determined by Orange County staff. 3. Said funds shall be disbursed by check payable to the office of the closing attorney. II. AMOUNT OF BOND FUNDS/TERMS The County shall make available to CHT up to Two Hundred Thousand Dollars ($200,000) pursuant to this Agreement. Said funds shall be disbursed by the County to the CHT for performance of the services described in Exhibit A. The Orange County Affordable Housing Bond Program funding will be provided in the form of a grant to each subject property. III. TIMELINESS CHT shall complete the Project within twelve (12) months from the date of this Agreement. However, in the event of any alterations or additions or of circumstances beyond the control of CHT, which in the opinion of the Director of the County's Department of Housing, Human Rights and Community Development will require additional time for completion of the Project, then in that case, the time of completion shall be extended by the County Manager in writing for a period of time not to exceed six (6) months. Any further extensions will require the approval of the Orange County Board of County Commissioners. IV. DURATION OF THE AGREEMENT This Agreement will remain in effect for the Period of Affordability established below. V. AFFORDABILITY REQUIREMENTS Each housing unit must remain affordable for a period of ninety-nine years. CHT retains full responsibility for compliance with the affordability requirement for assisted housing units. CHT shall assure compliance with affordability of assisted housing units by having recorded, no later than the time it leases the first of the housing units, a "Declaration of Restrictive Covenants" (Exhibit C) on the Property. This Declaration shall constitute and remain a first lien on the Property during the period of affordability, unless otherwise provided by law or unless otherwise agreed by County. It is further the responsibility of CHT to rerecord the Declaration of Restrictive Covenants no later than one day before the expiration of 30 years of the date of its lease of each of the housing units in the event the CHT leasing the housing unit from CHT is still the CHT of the housing unit at the time of the rerecording. County retains the right to periodically and every 30 years after the first recording of the Declaration of Restrictive Covenants to register, with the Register of Deeds of Orange County, a notice of preservation of the restrictive covenants on the Property as provided in North Carolina General Statute § 4713-4 or any comparable preservation law in effect at the time of the recording of the notice of preservation. It is the 2 intent of this Section of this Agreement that the 99 year affordability requirement contained herein be accomplished and that CHT and the County will do what is necessary to ensure that the same is not extinguished by the Real Property Marketable Title Act or any comparable law purporting to extinguish, by the passage of time, non possessory interests in real property. CHT and the County agree to do what each must do to accomplish the 99 year affordability requirement. VI. RESALE PROVISIONS CHT shall assure compliance with long term affordability of assisted housing units as provided for in the Ground Lease, which Ground Lease shall, as to resale provisions, remain in substantially the form of the current version of the Ground Lease, a copy of which is an exhibit to the Declaration of Restrictive Covenants, for at least 99 years. VII. CHT PERFORMANCE UNDER THIS AGREEMENT CHT agrees and authorizes the County to conduct on-site reviews, examine client and contractor records, client applications and to conduct any other procedures or practices to assure compliance with these provisions. CHT agrees to not violate any State or Federal laws, rules or regulations regarding a direct or indirect illegal interest on the part of any employee of CHT in the Project or payments made pursuant to this Agreement. CHT agrees that to the best of its knowledge, neither the Project nor the funds provided therefore, and the personnel employed in the administration of the program shall be in any way or to any extent engaged in the conduct of political activities in contravention of Chapter 15 of Title 5,United States Code,referred to as the Hatch Act. CHT shall adopt the audit requirements of the Office of Management and Budget (hereinafter "OMB") Circular A-110, "Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Nonprofit Organizations," and Circular A-122, "Cost Principles for Nonprofit Organizations," and OMB Circular A-133, "Audits of Institutions of Higher Education and Other Non-Profit Institutions." CHT shall submit to the County copy of said audit report. CHT shall permit the authorized representatives of the County, HUD and the Comptroller General of the United States to inspect and audit all data and reports of the CHT relating to its performance under the Agreement. The County shall provide, upon request, copies of all laws, regulations and orders cited in this Agreement. CHT and County shall at all times observe and comply with Title 24 CFR Part 92 and all applicable laws, ordinances or regulations of the Federal, State, County, and local government, which may in any manner affect the performance of this Agreement, and CHT shall perform all 3 acts with responsibility to the County in the same manner as the County is required to perform all acts with responsibility to the Federal government. CHT hereby assures and certifies that it will comply with the regulations, policies, guidelines and requirements with respect to the acceptance and use of Bond funds in accordance with the policies of the County. Also, CHT certifies with respect to the Project that: 1. The Project will be conducted and administered in compliance with: Title VI of the Civil Rights Act of 1964 (Pub. L. 88-352, 42 U.S.C. Sec 2000d et seq.) and implementing regulations issued at 24 CFR Part I; Title VIII of the Civil Rights Act of 1968 (Pub. L. 90-208, 42 U.S.C. Sec 2000d at seq.), as amended; and that the CHT will administer all programs and activities related to housing and community development in a manner to affirmatively further fair housing; Section 109 of the Housing and Community Development Act of 1974, as amended; and the regulations issued pursuant hereto; Section 3 of the Housing and Urban Development Act of 1968, as amended; Executive Order 11246-Equal Opportunity, as amended by Executive Orders 11375 and 12086, and implementing regulations issued at 41 CFR Chapter 60; Executive Order 11063-Equal Opportunity in Housing, as amended by Executive Order 12259, and implementing regulations at 24 CFR Part 107; Section 504 of the Rehabilitation Act of 1973 (Pub. L. 93-112), as amended, and implementing regulations when published in effect; The Age Discrimination Act of 1975 (Pub. L. 94135), as amended, and implementing regulations when published for effect; The Fair Housing Act (42 U.S.C. 3601-20); VIII. ADMINISTRATION AND REPORTING REQUIREMENTS CHT shall submit to the County a quarterly Progress Report no later than the fifth day of the months of January, April; July; October until the activity has been reported completed. Miscellaneous Provisions a. Termination of Agreement. The full benefit of the Project will be realized only after the completion of the affordability periods for all Project dwelling units. It is the County's 4 intention that the full public benefit of the Project shall be completed under the auspices of the CHT for the assisted units as follows: In the event that the CHT is unable to proceed with any aspect of the Project in a timely manner, and County and the CHT determine that reasonable extension(s) for completion will not remedy the situation, then the CHT will retain responsibility for requirements for any dwelling units assisted and County will make no further payments to the CHT. In the event that the CHT, prior to the contract completion date, is unable to continue to function due to, but, not limited to, dissolution or insolvency of the organization, its filing a petition for bankruptcy or similar proceedings, or is adjudged bankrupt or fails to comply or perform with provisions of this agreement, then the CHT shall, upon the County's request, convey to the County the Property assisted with Bond funds. Conveyance shall be at the sole discretion of County and on a Project dwelling unit by Project dwelling unit basis. Conveyance shall be on the terms set forth herein: Conveyance shall occur within thirty (30) days of County and the CHT's agreement of the CRT's inability to continue as a viable organization. The CHT shall convey the Property to the County by general warranty deed, free and clear of all liens and encumbrances of record except those which create a beneficial interest in County (Declaration of Restrictive Covenants and Deed of Trust). e. Default, Remedies. This Agreement may be terminated by a non-defaulting party upon an event of default hereunder, after written notice thereof and thirty (30) days grace period in which the defaulting party may act to cure. As used herein, the term "an event of default" shall mean and refer to a failure or act of omission by either party with respect to any undertaking, obligation, covenant or condition as set forth in this Agreement. With respect to any event of default, the non-defaulting party may exercise any right available to it at law or in equity with respect to such default. f. Books and Records. The CHT shall maintain records of its loan requirements under this contract for a period of not less than the completion of the affordability periods for all Project dwelling units. i. The CHT shall ensure access to records and financial statements, as necessary, to provide effective monitoring and evaluation of project performance. Additionally, the CHT shall submit a copy of its annual audit to the County. ii. Upon reasonable advance notice, County or its authorized representatives may from time to time inspect, audit, and make copies of any of the CHT records that relate to this contract. If any audit by County discloses that payments to the CHT were in excess of the amount to which the CHT was entitled under this contract, the CHT shall promptly pay to County the amount of such excess. If the excess is greater than 1% of the contract amount, the CHT shall also reimburse County its reasonable costs incurred in performing the audit. 5 iv. The CHT shall maintain records verifying the affordability of the dwelling units. g. Notices. Any Notice shall be in writing and shall be given by depositing the same in the United States mail, post-paid and registered or certified, and addressed to the party to be notified, with return-receipt requested, or by delivering the same in person to an officer or principal of such party. Notice deposited in the mail in the manner here in above described shall be effective upon mailing. For purposes of Notice, the addresses of the parties shall, unless changed as hereinafter provided,be as follows: i. To the County: Orange County c/o Housing, Human Rights and Community Development Department P.O. Box 8181 Hillsborough,NC 27278 ATTN: Director ii. To the CHT: Community Home Trust P.O. Box 307 Carrboro,NC 27510 ATTN: Executive Director Either the County or the CHT may change the person or address to which any future Notice shall be given as herein provided. h. No Assignment. No transfer or assignment of the interest of the CHT in this Agreement shall occur without the prior written consent of the County; neither may the CHT assign this Agreement without the prior written consent of County. i. Conflict of Interest. The CHT shall be aware of and observe the requirements of the Orange County Affordable Housing Bond Program which provides that no member of the Orange County Board of Commissioners shall be admitted to any share or part of this Agreement or to any benefit to arise from the same. The CHT shall also be aware of and observe the requirements which states that no member, officer, or employee of Orange County or its designees or agents, no member of the governing body of the locality who exercised any functions or responsibilities with respect to the program during his/her tenure or for one year thereafter, shall have any private interest, direct or indirect, in this contract or any subcontract, or the proceeds thereof, for work to be performed in connection with the program assisted under the agreement. j. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. 6 k. Indemnification. To the extent legally possible, the CHT shall indemnify and hold County, its officers, agents, and employees, harmless from and against any and all claims, actions, liabilities, costs, including attorney fees and other costs of defense, arising out of or in any way related to any act or failure to act by the CHT, its employees, agents, officers, and contractors in connection with this contract. In the event any such action or claim is brought against County, the CHT shall, upon County's tender, defend the same at the CHT's sole cost and expense, promptly satisfy any judgment adverse to County or to County and the CHT jointly, and reimburse County for any loss, cost, damage, or expense, including attorney fees suffered or incurred by County. 1. Subcontracting. The CHT shall not subcontract work under this Agreement, in whole or in part, without the County's prior written approval. The CHT shall require any approved subcontractor to agree, as to the portion subcontracted, to comply with all applicable federal, state, and local laws, rules, ordinances, and regulations at all times and in the performance of the work and to comply with all applicable obligations of the CHT specified in this contract. Notwithstanding County's approval of a subcontractor, the CHT shall remain obligated for full performance of this contract and County shall incur no obligation to any subcontractor the CHT shall indemnify, defend, and hold County harmless from all claims of its contractors. M. No Joint Venture or Agency. The County and the CHT each agree and acknowledge that nothing contained herein or otherwise, including, without limitation, any act of the County or the CHT under this Agreement, shall be deemed or construed to create any relationship of joint venture,partnership or agency between the parties. n. Effect of Waiver or Forbearance. No failure by the County to insist upon the strict performance of any term or condition of this Agreement, or to exercise any right or remedy upon the breach by the CHT of any of its obligations, agreements, or covenants hereunder, shall be a waiver of such affected term or condition or of such breach; nor shall any forbearance by the County to seek a remedy for any breach by the CHT be a waiver by the County of its rights and remedies with respect to that or any other breach. o. Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of North Carolina. Any litigation arising out of this Agreement shall be brought in courts sitting in North Carolina, with venue in Orange County. P. Severability. The provisions of this Agreement are independent of and separable from each other, and no provision shall be affected or rendered invalid or unenforceable by the fact that for any reason any other provision may be invalid or unenforceable in whole or in part. If any provision of this Agreement or the application thereof to any person or circumstances shall, to any extent, be or become invalid or unenforceable, the remainder of this Agreement, or the application of such provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. The County and The CHT agree to substitute for such provision of this Agreement or the application thereof determined to be invalid or unenforceable, such other 7 provision as most closely approximates, in a lawful manner, such invalid, illegal or unenforceable provision. If the County and the CHT cannot agree, they shall apply to a court of competent jurisdiction to substitute such provision as the court deems reasonable and judicially valid, legal and enforceable. Such provision determined by the court shall automatically be deemed part of this Agreement ab initio. q. Equal Opportunity. The CHT shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, political affiliation or belief, age,handicap, or familial status in the implementation of the Project. r. Headings. Headings are for convenience only and shall not be used to interpret or construe its provision. S. Gender; Singular and Plural. As used herein, the neuter gender includes the feminine and masculine. The masculine includes the feminine and neuter, and the feminine includes the masculine and neuter and each includes a corporation, partnership or other legal entity when the context so requires. The singular number includes the plural and vice versa, whenever the context so requires. t. Recording. The parties hereto agree that upon notice to the other and at its own cost and expense, a party may record this Agreement in the Office of Register of Deeds for Orange County. U. Compliance with Laws. To the extent applicable, each party hereto agrees to comply with all laws, ordinances and regulations affecting the Property from and after the date hereof. Without limiting the generality of the foregoing, the CHT shall comply with all federal, state and local laws, regulations and ordinances applicable to the expenditure of funds provided by the County, to purchase and develop the Property. V. Publicity; Signage. The CHT agrees to provide such publicity with respect to the County's participation in the development of the Property as the County shall reasonably require. Any signage at the Property shall acknowledge the County's role and contribution. W. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. X. No Third Party Rights. The parties hereto covenant and agree that nothing contained in this Agreement or any act by the County or the CHT shall be deemed or construed by the parties or any third party to create any relationship of third party beneficiary, including third party principal or agent, or to create any right, claim or cause of action against the County, the CHT or any of their respective officers, agents or employees by any third party. Y- Performance of Government Functions. Notwithstanding anything in this Agreement which may be to the contrary, nothing contained in this Agreement shall in any way stop, limit or impair the County from exercising or performing any regulatory, policing or 8 governmental powers or functions with respect to the Property including, without limitation, inspection of the Property in the performance of such functions. Z. Duration of Agreement. This Agreement shall be effective on the date of execution and shall remain in effect during the period of affordability required by the recorded Declaration of Restrictive Covenants. [SIGNATURE PAGE TO FOLLOW] 9 IN WITNESS WHEREOF, the parties hereto, intending to be legally bound, have set their hands and seals on the d ear first above written. t , �vuhf ORANGE COUNTY NORTH CAROLINA f u 52 Frank . Cli on, , County Manager ATTEST: D aker Clerk to the Board of Commissioners M vedo form and legality Ar&ette Moo V, Staff 4ttorney This document has been preaudited in accordance with the N.C. Local Government and Fiscal Control Act. �I J Clarence Grier, Assistant County Manager/CFO COMMUNITY HOME TRUST,INC it i o President NORTH CAROLINA ORANGE COUNTY 1,J&evi'c(hm Notary Public in and for the above named County and State, do certify that on this day personally appeared before me ,V,a, with whom I am personally acquainted, who, being by me duly sworn, says that he is Pees.cle of Community Home Trust, Inc., a North Carolina corporation, and that by authority duly given and as the act of the corporation, the foregoing instrument was signed by him on behalf of the corporation. Witness my hand and notarial seal, this the t`' day of , 20_(5' . otary Public `op�tarurrebeeje ..*` a Care OTAR• �s��'. My Commission expires: 1#11k-401S Ur tee•• My Comm. Exp. c 10-26-2015 EXHIBIT A Scope of Services Services to be provided are in accordance with the April 21, 2008 Orange County Affordable Housing Bond Application from Orange County Housing and Land Trust. Affordable Housing Bond funds will be used to provide mortgage assistance to up to 27 first- time homebuyers of land trust properties. The first-time homebuyers must have incomes less than 80% of area median income. 17 EXHIBIT B Project Budget Second Mortgage Assistance $200,000 Source of Funds Orange County Affordable Housing Bond Program $200,000 Owner may not request disbursement of funds under this Agreement until the funds are needed for payment of eligible costs. The amount of each request must be limited to eligible costs as determined by the County's Housing and Community Development Department ("OCHCD"). Funds may be shifted between line items of the Project without prior approval of the County only to the extent of"Minor Adjustments," defined as actions which do not result in a change in the Project and so long as such Minor Adjustments do not exceed ten percent (10%) of the line item total from which the funds are being removed or to which the funds are being added, there is no increase to the Total Renovation Cost specified in the above budget, and there are only minor changes to the Plans and Specifications. 18 EXHIBIT C Prepared by and return to: Annette Moore, Orange County Attorney's Office: P.O. Box 8181; Hillsborough,NC 27278 DECLARATION OF RESTRICTIVE COVENANTS THIS DECLARATION OF RESTRICTIVE COVENANTS (Declaration), dated ' by Community Home Trust, Inc, and its successors and assigns (Owner), is given as a condition precedent to the award of Affordable Housing Bond Program funds by Orange County, North Carolina, a body politic and corporate, a political subdivision of the State of North Carolina, (hereafter "the County") together with any successor to its rights, duties, and obligations. RECITALS: WHEREAS, the County, in the implementation of the Orange County Affordable Housing Bond Program solicited applications for funding from interested non-profit organizations; and WHEREAS, CHT submitted an application for Housing Bond funding on April 21, 2008 for $200,000 for second mortgage assistance which is hereby incorporated into this Agreement, and hereafter, referred to as "The Project". A copy of the application is on file in the office of the Housing and Community Development Department; and WHEREAS, the Orange County Board of Commissioners awarded CHT $200,000 in FY 2001 Orange County Affordable Housing Bond funds to provide second mortgage assistance to first-time homebuyers earning up to 80% of HUD area median income purchasing properties owned by the Community Home Trust; and WHEREAS, a first-time homebuyer for the purposes of this program is defined as any low income household that has not owned a home within the past three (3) years including households living in manufactured housing not permanently affixed to a foundation, or CHT- occupants of homes not feasible for rehabilitation. 11 WHEREAS, the as particularly described herein, the Property will be held by CHT (See Exhibit A), ensuring affordability of the project dwelling units for at least 99 years. WHEREAS, CHT has signed this Declaration agreeing to the terms of this Declaration, its obligations pursuant to this Declaration and agreeing to the terms of the Development Agreement between the County and CHT of even date; and NOW, THEREFORE, in consideration of the mutual covenants, promises, and representations contained herein, it is agreed between the parties hereto as follows: SECTION 1 REPRESENTATIONS, COVENANTS AND WARRANTIES OF OWNER CHT hereby represents covenants and warrants as follows: a. Subject to the requirements of the AFFORDABLE HOUSING BOND DEVELOPMENT AGREEMENT, an unsigned copy of which is Exhibit B hereto, and this Declaration, CHT may sell, transfer, or exchange the Property to a non-profit fund, foundation, or corporation of like purpose which is organized and operated exclusively for charitable and educational purposes and which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code, or to the County, but Owner shall notify in writing and obtain the agreement of any buyer or successor or other person acquiring the Property or any interest therein, that such acquisition is subject to the requirements of this Declaration and to the requirements of the AFFORDABLE HOUSING BOND DEVELOPMENT AGREEMENT, CHT agrees that County may void any sale, transfer, or exchange of the Property or any portion of the Property if the buyer or successor or other person fails to assume in writing the requirements of this Declaration and the requirements of the AFFORDABLE HOUSING BOND DEVELOPMENT AGREEMENT. b. Contemporaneously with the execution, delivery and recording of this Declaration, CHT will acquire good and marketable title to the Property, free and clear of any lien or encumbrance (except encumbrances created pursuant to this Declaration or other encumbrances permitted by Orange County). C. CHT warrants that it will not accept title to the Property subject to and will not execute any other declaration with provisions contradictory to, or in opposition to, the provisions hereof, and that in any event, the requirements of this Declaration are paramount and controlling as to the rights and obligations herein set forth and supersede any other requirements in conflict herewith. SECTION 2 TERM OF DECLARATION a. This Declaration (and the terms of affordability specified herein) applies to the Property immediately upon the recordation of this Declaration. CHT and all subsequent owners of the Property shall comply with all covenants herein. This Declaration shall terminate ninety-nine years after the Project completion date as specified in the AFFORDABLE HOUSING BOND DEVELOPMENT AGREEMENT. 12 SECTION 3 RECORDING AND FILING; COVENANTS TO RUN WITH THE LAND a. CHT shall cause this declaration and all amendments hereto to be recorded and filed in the Office of the Register of Deeds of Orange County upon its execution. CHT shall pay all fees and charges incurred in connection therewith. b. CHT intends, declares and covenants, on behalf of itself and all future owners of the Property during the term of this Declaration, that this Declaration and the covenants and restrictions set forth in this Declaration regulating and restricting the use, occupancy and transfer of the Property (1) shall be and are covenants running with the land, encumbering the Property for the term of this Declaration, binding upon all present and future owners of the Property; (2) are not personal covenants of Declarant; and (3) shall bind all present and future owners (and the benefits shall inure to the County and any prospective owner of the Property) and its respective successors and assigns during the term of this Declaration. For the term of this Declaration, each and every contract, lease, deed or other instrument hereafter executed conveying the Property or portion thereof shall expressly provide that such conveyance is subject to this Declaration, provided, however, the covenants contained herein shall survive and be effective regardless of whether such contract, lease, deed, or other instrument hereafter executed conveying the Property or portion thereof provides that such conveyance is subject to this Declaration. It is further the responsibility of CHT to rerecord this Declaration periodically and no less often than one day less than every 30 years from the date hereof for the purpose of renewing the rights of first refusal in the Property or portion thereof including any leasehold interest in the Property or portion thereof. The County retains the right to, periodically and every 30 years after the first recording of the Ground Lease created in Exhibit C hereof, register, with the Register of Deeds of Orange County, a notice of preservation of the Restrictive Covenants on the Property as provided in North Carolina General Statute § 47B-4 or any comparable preservation law in effect at the time of the recording of the notice of preservation. It is the intent of this Section 3 of this Declaration that the 99 year duration of this Declaration of Restrictive Covenants be accomplished and that any future owner of the Property, CHT and Orange County will do what is necessary to ensure that the same is not extinguished by N.C. Gen. Stat. § 41-29 or any comparable law purporting to extinguish, by the passage of time, preemptive rights in the Property and by the Real Property Marketable Title Act or any comparable law purporting to extinguish, by the passage of time, non possessory interests in real property. Any future owner of the Property, CHT and Orange County will to do what each must do to accomplish the 99 year duration of this Declaration of Restrictive Covenants. SECTION 4 ENFORCEMENT OF AFFORDABLE HOUSING REQUIREMENTS a. At the time of resale of the project dwelling unit, CHT will convey a housing unit to qualified homebuyer. Each housing unit will consist of a 99 year Ground Lease (renewable for an additional 99 years) to the project dwelling unit. The Ground Lease, the form of which is Exhibit B hereto, provides for the long term affordability (at least 99 years) of the housing unit 13 and provides remedies to insure the long term affordability of the housing unit. CHT hereby declares and covenants, on behalf of itself and all future owners of the Property, that, during the term of this Declaration, the County is a third party beneficiary of and successor to each and every remedy intended to insure the long term affordability of the housing unit that is provided for in the Ground Lease and may, in the event of the failure or default of the Lessor in the Ground Lease to insure the long term affordability of the housing unit as provided for in the Ground Lease, exercise all rights and remedies available to the Lessor in the Ground Lease for that purpose. b. CHT covenants that it will not knowingly take or permit any action that would result in a violation of the affordability requirements of the AFFORDABLE HOUSING BOND DEVELOPMENT AGREEMENT. Orange County, together with any future owner of the Property may execute and record any amendment or modification of this Declaration necessary to insure the successful completion of the Project and the long term affordability (at least 99 years) of the housing units on the Property and such amendment or modification shall, to the extent permitted by law, either relate back to the date of recording of this Declaration or not as necessary to carry out the intent of this Declaration, and be binding on third parties granted rights under this Declaration. CHT expressly covenants and agrees to rerecord this Declaration periodically and no less often than one day less than every 30 years from the date hereof for the purpose of renewing the Lessor's option to purchase and right of first refusal, that are contained in the Exhibit B Ground Lease, in the Property or portion thereof including any leasehold interest in the Property or portion thereof. C. CHT acknowledges that the primary purpose for requiring compliance by CHT with restrictions provided in this Declaration is to assure compliance with the long term affordability requirements of the AFFORDABLE HOUSING BOND PROGRAM, CHT, IN CONSIDERATION FOR RECEIVING AFFORDABLE HOUSING BOND PROGRAM FUNDS FOR THE PROPERTY, HEREBY AGREES AND CONSENTS THAT THE COUNTY SHALL BE ENTITLED, FOR ANY BREACH OF THE PROVISIONS HEREIN, AND IN ADDITION TO ALL OTHER REMEDIES PROVIDED BY LAW OR IN EQUITY, TO ENFORCE BY SPECIFIC PERFORMANCE CHT'S OBLIGATIONS UNDER THIS DECLARATION IN A STATE COURT OF COMPETENT JURISDICTION, WITH VENUE IN ORANGE COUNTY. CHT hereby further specifically acknowledges that the beneficiaries of CHT's obligations hereunder cannot be adequately compensated by monetary damages in the event of any default hereunder. If legal costs are incurred by the County, such legal costs, including attorney fees and court costs (including costs of appeal), are the responsibility of, and may be recovered from the CHT. SECTION 5 MISCELLANEOUS a. Severability. The invalidity of any clause,part, or provision of this Declaration shall not affect the validity of the remaining portions thereof. 14 b. Notices. Any Notice shall be in writing and shall be given by depositing the same in the United States mail, post-paid and registered or certified, and addressed to the party to be notified, with return-receipt requested, or by delivering the same in person to an officer or principal of such party. Notice deposited in the mail in the manner herein above described shall be effective upon mailing. For purposes of Notice, the addresses of the parties shall, unless changed as hereinafter provided,be as follows: i. To the County: Orange County c/o Housing /Human Rights & Community Development Department P.O. Box 8181 Hillsborough,NC 27278 ATTN: Director ii. To CHT: Community Home Trust P.O. Box 307 Carrboro,NC 27510 ATTN: Executive Director C. Governing Law. This Declaration shall be governed by the laws of the State of North Carolina and,where applicable, the laws of the United States of America. IN WITNESS WHEREOF, CHT has caused this Declaration to be signed by its duly authorized representative, on the day and year first above written. [SIGNATURES APPEAR ON FOLLOWING PAGE] 15 Community Home Trust, Inc. By: President NORTH CAROLINA ORANGE COUNTY I, , Notary Public in and for the above named County and State, do hereby certify that on this day personally appeared before me with whom I am personally acquainted, who, being by me duly sworn, says that he is of Community Home Trust, Inc., a North Carolina corporation, and that by authority duly given and as the act of the corporation, the foregoing instrument was signed by him on behalf of the corporation. Witness my hand and notarial seal,this the day of , 20_ Notary Public My commission expires: 16