#### U.S. Department of Housing and Urban Development

#### Office of Multifamily Housing Assistance Restructuring

#### 

#### Project-based Section 8

# HOUSING ASSISTANCE PAYMENTS 

# INTERIM (FULL) MARK-TO-MARKET 

# RENEWAL/RE-ENTRY CONTRACT

**PREPARATION OF CONTRACT**

Reference numbers in this form refer to notes at the end of the contract
text. These endnotes are instructions for preparation of the
Mark-To-Market, Interim **Renewal/Re-Entry** Contract. The instructions
are not part of the Renewal/Re-Entry Contract

**TABLE OF SECTIONS**

1 CONTRACT INFORMATION

PROJECT

TYPE OF RENEWAL

2 TERM OF RENEWAL/RE-ENTRY CONTRACT

3 DEFINITIONS.

4 RENEWAL/RE-ENTRY CONTRACT

a Parties

b Statutory authority

c Expiring Contract

d Purpose of Renewal/Re-Entry Contract

e Contract units

5 EXPIRING CONTRACT -- PROVISIONS RENEWED

6 CONTRACT RENT

a Initial contract rents

b Contract rent adjustments

7 OWNER WARRANTIES, REPRESENTATIONS AND

AGREEMENTS

8 OWNER TERMINATION NOTICE

9 HUD REQUIREMENTS

10 STATUTORY CHANGES DURING TERM

11 PHA DEFAULT

12 EXCLUSION OF THIRD-PARTY RIGHTS

13 WRITTEN NOTICES

SIGNATURES

#### U.S. Department of Housing and Urban Development

#### Office of Housing

# Project-based Section 8

# 

# HOUSING ASSISTANCE PAYMENTS

# INTERIM MARK-TO-MARKET RENEWAL/RE-ENTRY CONTRACT[^1]

1 CONTRACT INFORMATION[^2]

[Project]{.underline}

**Section 8 Project Number**

**Section 8 Project Number of Expiring Contract**

**Fha Project Number** (if applicable)

**Project Name**

**Project Description**[^3]

[TYPE OF RENEWAL]{.underline}

Check this box for a project renewed under Section 514(c) of MAHRA.

**[Parties to Renewal/Re-Entry Contract]{.underline}**

**Name of Contract Administrator**[^4]

**Address of Contract Administrator**

**Name of Owner**[^5]

**Address of Owner**

2 Term of Renewal/Re-Entry Contract

> **a** The term of the Renewal/Re-Entry Contract begins on
>
> .[^6]
>
> **b** Subject to the availability of sufficient appropriations to make
> housing assistance payments for any year in accordance with the
> Renewal/Re-Entry Contract, as determined by HUD, the Renewal/Re-Entry
> Contract shall begin on the first day of the term and shall terminate
> upon the date that is the earliest of: **(i) \_\_\_\_\_\_\_ months
> from the** date **specified in section 2a (*insert number of months
> not to exceed 12 months)*;** (ii) the last day of the month of closing
> under the Restructuring Commitment; (iii) upon a final decision that
> results in the discontinuance of the Restructuring process; or (iv)
> upon determination that the Owner is in default under the
> Renewal/Re-Entry Contract and that such event of default is continuing
> beyond any notice and cure periods under HUD requirements, if any.
> Section 8 housing assistance payments to the Owner during the
> Renewal/Re-Entry Contract term shall only be made from budget
> authority appropriated by the Congress, and available for this
> purpose.

3 DEFINITIONS.

> **ACC.** Annual contributions contract
>
> **Contract units.** The units in the Project that are identified in
> Exhibit A by size and applicable contract rents.
>
> **Contract rent.** The total monthly rent to owner for a contract
> unit, including the tenant rent (the portion of rent to owner paid by
> the assisted family).
>
> **HAP contract.** A housing assistance payments contract between the
> Contract Administrator and the Owner.
>
> **HUD.** The United States Department of Housing and Urban
> Development.
>
> **HUD requirements.** HUD regulations and other requirements,
> including changes in HUD regulations and other requirements during the
> term of the Renewal/Re-Entry Contract.
>
> **MAHRA.** The Multifamily Assisted Housing Reform and Affordability
> Act of 1997 (Title V of Public Law No.105‑65, October 27, 1997, 111
> Stat. 1384ff), as amended by section 531 of the Departments of
> Veterans Affairs and Housing and Urban Development, and Independent
> Agencies Appropriations Act, 2000 (Public Law No. 106-74, October 20,
> 1999,113 Stat. 1109ff).
>
> **PHA.** Public housing agency (as defined and qualified in accordance
> with the United States Housing Act of 1937. 42 U.S.C. 1437 et seq.).
>
> **Project.** The housing designated in section 1 of the
> Renewal/Re-Entry Contract.
>
> **Section 8.** Section 8 of the United States Housing Act of 1937 (42
> U.S.C. 1437f)
>
> **Renewal/Re-Entry Contract.** This contract, including applicable
> provisions of the Expiring Contract (as determined in accordance with
> section 5 of the Renewal/Re-Entry Contract).

4 Renewal/Re-Entry Contract

> a Parties
>
> **(1)** The Renewal/Re-Entry Contract is a housing assistance payments
> contract ("HAP Contract") between the Contract Administrator and the
> Owner of the Project (see section 1).
>
> **(2)** If HUD is the Contract Administrator, HUD may assign the
> Renewal/Re-Entry Contract to a public housing agency ("PHA") for the
> purpose of PHA administration of the Renewal/Re-Entry Contract, as
> Contract Administrator, in accordance with the Renewal/Re-Entry
> Contract (during the term of the annual contributions contract ("ACC")
> between HUD and the PHA). Notwithstanding such assignment, HUD shall
> remain a party to the provisions of the Renewal/Re-Entry Contract that
> specify HUD's role pursuant to the Renewal/Re-Entry Contract,
> including such provisions of section 9 (HUD requirements), section 10
> (statutory changes during term) and section 11 (PHA default), of the
> Renewal/Re-Entry Contract.
>
> b Statutory authority
>
> The Renewal/Re-Entry Contract is entered pursuant to section 8 of the
> United States Housing Act of 1937 (42 U.S.C. 1437f), and section
> 514(c) of the MAHRA.
>
> c Expiring Contract
>
> Previously, the Contract Administrator and the Owner had entered into
> a Watch List HAP Contract (\"expiring contract\") to make Section 8
> housing assistance payments to the Owner for eligible families living
> in the Project**. The term of the expiring contract was for one year.
> However, the owner and HUD have agreed to amend that expiring contract
> and enter into this Renewal/Re-Entry Contract.**
>
> d Purpose of Renewal/Re-Entry Contract
>
> **(1)** The purpose of the Renewal/Re-Entry Contract is to renew the
> expiring contract for an additional term sufficient to facilitate the
> implementation of a mortgage restructuring and rental assistance
> sufficiency plan, as determined by HUD. The Renewal/Re-Entry Contract
> constitutes a binding commitment for purposes of section 579(b) of
> MAHRA. During the term of the Renewal/Re-Entry Contract, the Contract
> Administrator shall make housing assistance payments to the Owner in
> accordance with the provisions of the Renewal/Re-Entry Contract.
>
> **(2)** Housing assistance payments shall only be paid to the Owner
> for contract units occupied by eligible families leasing decent, safe
> and sanitary units from the Owner in accordance with statutory
> requirements, and with all HUD regulations and other requirements. If
> the Contract Administrator determines that the Owner has failed to
> maintain one or more contract units in decent, safe and sanitary
> condition, and**/or** has abated housing assistance payments to the
> owner for such units, the Contract Administrator may use amounts
> otherwise payable to the Owner pursuant to the Renewal/Re-Entry
> Contract for the purpose of relocating or rehousing assisted residents
> in other housing **or may take other action as appropriate.**
>
> e Contract units
>
> The Renewal/Re-Entry Contract applies to the Contract units.

5 EXPIRING CONTRACT -- PROVISIONS RENEWED

> **a** Except as specifically modified by the Renewal/Re-Entry
> Contract, all provisions of the Expiring Contract are renewed (to the
> extent such provisions are consistent with statutory requirements in
> effect at the beginning of the Renewal/Re-Entry Contract term).
>
> **b** Any and all provisions of the Expiring Contract concerning any
> of the following subjects are not renewed, and shall not be applicable
> during the renewal term
>
> **(1)** Identification of contract units by size and applicable
> contract rents;
>
> **(2)** The amount of the monthly contract rents;
>
> **(3)** Contract rent adjustments; and

(4) Project account (sometimes called "HAP reserve" or "project
    reserve") as previously established and maintained by HUD pursuant
    to former Section 8(c)(6) of the United States Housing Act of 1937
    (currently Section 8(c)(5) of the Act, 42 U.S.C. 1437f(c)(5)).
    Section 8(c)(5) does not apply to the Renewal/Re-Entry Contract, or
    to payment of housing assistance payments during the
    Renewal/Re-Entry Contract term.

(5) **The submission of monthly accounting reports to HUD.**

> **c** The Renewal/Re-Entry Contract includes those provisions of the
> Expiring Contract that are renewed in accordance with this section 5.

6 Contract Rent

> a Initial contract rents
>
> At the beginning of the Renewal/Re-Entry Contract term, the contract
> rent for each bedroom size (number of bedrooms) shall be the initial
> contract rent amount listed in Exhibit A, which is attached to and, by
> this reference, is hereby made a part of the Renewal/Re-Entry
> Contract.
>
> b Contract rent adjustments
>
> There shall be no contract rent adjustments during the term of the
> Renewal/Re-Entry Contract.

7 OWNER WARRANTIES, REPRESENTATIONS AND AGREEMENTS

> **a** The Owner warrants that it has the legal right to execute the
> Renewal/Re-Entry Contract and to lease dwelling units covered by the
> contract.
>
> **b** The Owner warrants that the rental units to be leased by the
> Owner under the Renewal/Re-Entry Contract are in decent, safe and
> sanitary condition (as defined and determined in accordance with HUD
> regulations and procedures), and shall be maintained in such condition
> during the term of the Renewal/Re-Entry Contract.
>
> **c** The Owner, in full compliance with the requirements of Section
> 514(b) of MAHRA and Section 401.500 of the Final Rule for the
> Multifamily Housing Mortgage and Housing Assistance Restructuring
> Program (the "Mark-to-Market Program") issued on March 22, 2000 (65 FR
> 15452), warrants that it has provided, or will cause to be provided,
> the requisite written notice of the Owner\'s intention to participate
> in the Mark-to-Market Program to: (i) the tenants residing in the
> Project; (ii) the chief official of the affected unit of local
> government having jurisdiction over the Project; and (iii) the current
> mortgagee on the Project\'s Loan(s).
>
> **d** The Owner agrees to undertake all reasonable efforts to obtain
> any and all consents of third parties (e.g., the current mortgagee on
> the Project\'s Loan(s), the Owner\'s and, if applicable, the
> Purchaser\'s partners/investors that may be required in order to
> enable the Owner and, if applicable, the purchaser to execute a
> Restructuring Commitment and perform the related obligations in
> accordance with the Mark-to-Market Program's requirements.
>
> **e** Except as identified on Exhibit B, which is attached to and made
> a part of this Renewal/Re-Entry Contract, the Owner warrants that
> neither it nor any of its principals or affiliates is subject to, or
> received any notice of, any debarment, suspension or other
> administrative proceeding or investigation initiated by HUD, or any
> other federal or state government agency, with respect to such party
> or the Project.
>
> **f** Except as identified on Exhibit B, the Owner warrants that
> neither it nor any of its principals or affiliates has engaged in any
> material adverse actions or omissions with regard to the Project, or
> with regard to any other project(s) subject to a HUD-held or
> HUD-insured loan and/or receiving HUD assistance, which causes, or may
> cause, the Owner, and/or such principals or affiliates to be in
> default (monetary or technical) under, or in violation of, any HUD
> regulatory agreement, Section 8 Housing Assistance Payments Contract
> or other applicable HUD requirements.
>
> **g** Except as identified on Exhibit B, the Owner warrants that it
> has not received any notice from HUD or any other governmental
> authority that any unit(s) within the Project fail to comply with
> HUD\'s Section 8 Uniform Physical Condition Standards and/or local
> housing codes.
>
> **h** The Owner agrees to proceed in good faith and in a diligent
> manner to enter into a Restructuring Commitment with HUD and to
> consummate closing under the Restructuring Commitment *on or before
> the expiration date of the Renewal/Re-Entry Contract.* In connection
> with such obligation, the Owner agrees to, among other things: (A)
> promptly submit to the relevant participating administrative entity
> and its contractors and agents (hereinafter, collectively, the "PAE")
> all documents and information that may be requested by or on behalf of
> HUD relating to the Owner and/or the Project and to the extent any
> such documents or information are not in the Owner\'s possession or
> control, the Owner hereby agrees that the Owner will undertake all
> reasonable efforts to obtain such documents and deliver them to the
> PAE within ten (10) calendar days of request by HUD; (B) promptly
> provide the PAE (and its contractors and agents) with access to the
> Project; (C) attend such meetings as the PAE (and its contractors and
> agents) may deem reasonably necessary in connection with the Owner\'s
> participation in the Mark-to-Market Program; and (D) undertake all
> reasonable efforts to obtain third-party financing if refinancing of
> the first mortgage is found necessary under Section CFR 401.460(e).
>
> **i** Upon the request of HUD, the Owner agrees that it shall provide
> HUD with evidence satisfactory to HUD relating to each of the
> foregoing certifications.
>
> **j** The Owner agrees to provide written notice to the Contract
> Administrator immediately upon a change in circumstances making any of
> the above-stated representations or warranties untrue or incomplete.

8 OWNER TERMINATION NOTICE

> **a** Before termination of the Renewal/Re-Entry Contract, the Owner
> shall provide written notice to the Contract Administrator and each
> assisted family in accordance with HUD requirements.
>
> **b** If the Owner fails to provide such notice in accordance with the
> law and HUD requirements, the Owner may not increase the tenant rent
> payment for any assisted family until such time as the Owner has
> provided such notice for the required period.

9 HUD REQUIREMENTS

> The Renewal/Re-Entry Contract shall be construed and administered in
> accordance with all statutory requirements, and with all HUD
> regulations and other requirements, including changes in HUD
> regulations and other requirements during the term of the
> Renewal/Re-Entry Contract. However, any changes in HUD requirements
> that are inconsistent with the provisions of the Renewal/Re-Entry
> Contract, including the provisions of section 6 (contract rent), shall
> not be applicable.

10 STATUTORY CHANGES DURING TERM

> If any statutory change during the term of the Renewal/Re-Entry
> Contract is inconsistent with section 6, and if HUD determines, and so
> notifies the Contract Administrator and the Owner, that the Contract
> Administrator is unable to carry out the provisions of section 6
> because of such statutory change, then the Contract Administrator or
> the Owner may terminate the Renewal/Re-Entry Contract upon notice to
> the other party.

11 PHA DEFAULT

> **a** This section 11 of the Renewal/Re-Entry Contract applies if the
> Contract Administrator is a PHA acting as Contract Administrator
> pursuant to an annual contributions contract ("ACC") between the PHA
> and HUD. This includes a case where HUD has assigned the
> Renewal/Re-Entry Contract to a PHA Contract Administrator, for the
> purpose of PHA administration of the Renewal/Re-Entry Contract.
>
> **b** If HUD determines that the PHA has committed a material and
> substantial breach of the PHA's obligation, as Contract Administrator,
> to make housing assistance payments to the Owner in accordance with
> the provisions of the Renewal/Re-Entry Contract, and that the Owner is
> not in default of its obligations under the Renewal/Re-Entry Contract,
> HUD shall take any action HUD determines necessary for the
> continuation of housing assistance payments to the Owner in accordance
> with the Renewal/Re-Entry Contract.

12 EXCLUSION OF THIRD-PARTY RIGHTS

> **a** The Contract Administrator does not assume any responsibility
> for injury to, or any liability to, any person injured as a result of
> the Owner\'s action or failure to act in connection with the Contract
> Administrator's implementation of the Renewal/Re-Entry Contract, or as
> a result of any other action or failure to act by the Owner.
>
> **b** The Owner is not the agent of the Contract Administrator or HUD,
> and the Renewal/Re-Entry Contract does not create or affect any
> relationship between the Contract Administrator or HUD and any lender
> to the Owner or any suppliers, employees, contractors or
> subcontractors used by the Owner in connection with implementation of
> the Renewal/Re-Entry Contract.
>
> **c** If the Contract Administrator is a PHA acting as Contract
> Administrator pursuant to an annual contributions contract ("ACC")
> between the PHA and HUD, the Contract Administrator is not the agent
> of HUD, and the Renewal/Re-Entry Contract does not create any
> relationship between HUD and any suppliers, employees, contractors or
> subcontractors used by the Contract Administrator to carry out
> functions or responsibilities in connection with contract
> administration under the ACC.

13 WRITTEN NOTICES

> **a** Any notice by the Contract Administrator or the Owner to the
> other party pursuant to the Renewal/Re-Entry Contract shall be given
> in writing.
>
> **b** A party shall give notice at the other party's address specified
> in section 1 of the Renewal/Re-Entry Contract, or at such other
> address as the other party has designated by a contract notice. A
> party gives a notice to the other party by taking steps reasonably
> required to deliver the notice in ordinary course of business. A party
> receives notice when the notice is duly delivered at the party's
> designated address.

SIGNATURES

**Contract administrator (HUD or PHA)**

Name of Contract Administrator (Print)

By:

Signature of authorized representative

Name and official title (Print)

Date

**Owner**

Name of Owner (Print)

By

Signature of authorized representative

Name and title (Print)

Date

**EXHIBIT A**

**IDENTIFICATION OF UNITS (\"CONTRACT UNITS\")**

**BY SIZE AND APPLICABLE CONTRACT RENTS**

**Number Number Contract**

**of Contract Units of Bedrooms Rent**

[NOTE:]{.underline} This Exhibit will be amended by Contract
Administrator notice to the Owner to specify adjusted contract rent
amounts as determined by the Contract Administrator in accordance with
section 6b of the Renewal/Re-Entry Contract.

EXHIBIT B[^7]

Any notice of, any debarment, suspension or other administrative
proceeding or investigation initiated by HUD, or any other federal or
state government agency, with respect to such party or the Project:

1\.

2\.

Any material adverse actions or omissions with regard to the Project:

1\.

2\.

Violations of section 8 uniform physical condition standards and/or
local housing codes:

1\.

2\.

**INSTRUCTIONS FOR PREPARATION OF RENEWAL/RE-ENTRY CONTRACT**

The following instructions are not part of the Renewal/Re-Entry
Contract.

Endnote numbers are keyed to references in the text of the
Renewal/Re-Entry Contract.

[^1]: This form of Renewal Contract **shall only be used** for Interim
    Mark-To-Market renewals of an expiring Section 8 project-based HAP
    contract in accordance with HUD requirements, and Sections 514(c) of
    MAHRA.

    Section 2 of the Renewal Contract specifies the contract term.

[^2]: To prepare the Renewal Contract for execution by the parties, fill
    out all contract information in section 1 and section 2.

[^3]: Enter a description of the housing that will be covered by the
    Renewal Contract. The description must clearly identify the Project
    by providing the Project's name, street address, city, county, state
    and zip code, block and lot number (if known), and any other
    information necessary to clearly designate the covered Project.

    If necessary, attach an exhibit with a site plan, legal description
    or other descriptive information. Enter a reference to the attached
    exhibit.

[^4]: Enter the name of the Contract Administrator that executes the
    Renewal Contract. If HUD is the Contract Administrator, enter
    "United States of America -- Department of Housing and Urban
    Development (HUD)". If the Contract Administrator is a public
    housing agency ("PHA"), enter the full legal name of the PHA.

[^5]: Enter the full legal name of the Owner. For example: "ABC
    Corporation, Inc., a Maryland corporation."

[^6]: The Renewal Contract must be entered before expiration of the
    Expiring Contract. Enter the date of the first day after expiration
    of the term of the Expiring Contract.

[^7]: Owner must provide information prior to execution. Insert the word
    "None" where applicable -- i.e. where there are no notices,
    violations, acts or omissions.