HomeMy WebLinkAboutAgreement A-19-579 with Kingsburg Linnaea Villas LP.pdf1
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H O M E A G R E E M E N T
THIS HOME AGREEMENT ("Agreement") is made this _____ day of __________________,
2019, by and between the COUNTY OF FRESNO, a political subdivision of the State of California
("County") whose address is 2220 Tulare Street, 6th Floor, Fresno CA 93721 and Kingsburg Linnaea
Villas, LP, a California limited partnership consisting of Silvercrest, Inc., a California non-profit
corporation, as the Managing General Partner and Kingsburg Linnaea Villas AGP, LLC, a California
limited liability company, as the Administrative General Partner ("Borrower" or "Partnership"), whose
address is 1331 Fulton Street, Fresno, CA 93721.
WITNESSETH
WHEREAS, the County has been designated as a participating jurisdiction to administer and
implement the Federal HOME Investment Partnerships ("HOME") Program activities of the County, in
accordance with the Federal HOME regulations, and the laws of the State of California;
WHEREAS, the general purpose of the HOME Program is to strengthen public-private
partnerships, and to expand the supply of decent, safe, sanitary, and affordable housing, with primary
attention to rental housing, for very-low income and low-income households;
WHEREAS, the Borrower has applied to the County for HOME funds to assist with the
development of an affordable senior apartment complex, Linnaea Villas ("Project"), which will be
affordable to very-low to low-income households;
WHEREAS, the Borrower requested a loan of One Million Dollars ($1,000,000) from the County
of Fresno HOME Program to assist with the construction of the Project, a forty-seven unit (47) rental
housing development, of which six (6) units will be unrestricted income units, and forty-one (41) units will
be restricted, and affordable to very low and low-income persons, with eleven (11) units of the forty-one
(41)affordable units funded by, and subject to, the County’s Federal HOME funds ("HOME-assisted");
WHEREAS, the County has One Million Dollars ($1,000,000) available from its Federal HOME
grant funds to loan to the Borrower for the Project;
WHEREAS, the County has determined the Borrower has the capacity to develop the Project,
and the Project has been determined to meet HOME requirements for funding;
5th November
19-1291 Agreement No. 19-579
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WHEREAS, the Project will increase the supply of affordable rental housing units in Fresno
County for households earning no more than eighty percent (80%) of the Area Median Income (AMI), as
reported annually by the U.S. Department of Housing and Urban Development (HUD);
WHEREAS, the total estimated Project cost is Twenty-One Million, Nine Hundred Nineteen
Thousand, Four Hundred Eight Dollars ($21,919,408), and the Borrower has, or will obtain, other funding
commitments apart from the County HOME loan to complete the financing for the Project; and
WHEREAS, the Project is consistent with the County’s Consolidated Plan and the City of
Kingsburg General Plan.
NOW, THEREFORE, in consideration of their promises as hereinafter set forth, the Borrower and
the County agree as follows:
I.PROJECT DESCRIPTION, LOCATION, SECURITY, BUILDING REQUIREMENTS AND
BUDGET
A.DESCRIPTION:
1.The Project consists of the acquisition and construction of forty-seven (47) new
senior rental housing units, of which six (6) units will be unrestricted income units, and forty-one (41) units
will be restricted, and affordable to very low and low-income households. The Project will result in the
construction of a total of forty-seven (47) new senior rental housing units, of which eleven (11) units shall
be HOME-assisted, and shall satisfy HOME occupancy requirements for no less than the required HOME
Period of Affordability (“Period of Affordability”). The Period of Affordability will be twenty (20) years,
beginning on the date the Project is completed and closed in HUD’s Integrated Disbursement &
Information System (IDIS). The Project’s HOME-assisted units include a mix of eight (8) 1-bedroom units,
and three (3) 2-bedroom units.
2.The Project will provide new rental housing units that will be affordable to
households earning no more than eighty percent (80%) of AMI for Fresno County, except six (6) units
that will be unrestricted, as reported annually by HUD. The eleven (11) HOME-assisted units will have
rents, including any tenant-paid utilities, at or below the HOME Rent limits for the duration of the Period
of Affordability. The Project shall meet the requirements of 24 CFR § 92.252, relating to rent limitations.
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3. Attachment A to this Agreement, which is incorporated by this reference, provides
a detailed breakdown of the Project unit mix for the forty-seven (47) units; this includes the eleven (11)
HOME-assisted units, composed of eight (8) 1-bedroom units, and three (3) 2-bedroom units. Affordability
for the eleven (11) HOME-assisted units must follow the AMI and the Rents for Fresno County, as
reported annually by HUD, and as described in Attachment A. All eleven (11) units shall float within the
Project as necessary to ensure compliance with the HOME Rent and occupancy requirements. The
eleven (11) HOME-assisted units must at a minimum be the approximate square footage designated, or
larger.
B. LOCATION:
The Project site currently consists of 4.84 gross acres; on which approximately 3.5 net
acres will be developed after street dedications are complete. The site located at the southwest corner
of Sierra Street and Madsen Avenue in Kingsburg, CA (the "Property") and will consist of one (1) 1-story
residential structure, one (1) 2-story residential structure, and one (1) 1-story community center.
C. SECURITY:
The County shall record the HOME Regulatory Agreement and Declaration of
Restrictive Covenants ("Regulatory Agreement"), which will include deed restrictions against the Property
that detail the rent limits and the tenant income limits for the HOME-assisted units, as determined by
HUD annually, for the specified Period of Affordability (see Section I, Paragraph A -1). The County or
applicable title company will provide a copy of the recorded Regulatory Agreement to the Borrower.
D. BUILDING REQUIREMENTS:
1. All aspects of the building construction will meet or exceed the County’s Affordable
Housing Programs Construction/Rehabilitation Standards and the International Energy Conservation
Code, and must comply with all applicable local building codes.
2. Rental Property Standards: The Project shall meet the requirements of 24 CFR §
92.251 relating to property standards, and all applicable local housing code requirements for the duration
of this Agreement, and any modifications or amendments or successor agreements thereto.
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3. Accessibility Standards: The Project shall meet the requirements of 24 CFR § 8.22
relating to handicap accessibility. A minimum of three (3) of the units will be accessible to those with
mobility impairments; one (1) additional unit will be accessible to those with sensory impairments.
E. BUDGET:
1. This Agreement does not provide the Borrower any legal claim to any amount of
HOME loan funds to be used for the specific project or site unless, and until, the site has received
environmental clearance, received authorization from HUD to use grant funds, and has met the other
terms of this Agreement.
2. The total preliminary Project budget estimate is $21,919,408. The proposed work
to be funded with County HOME loan funds for the development of the eleven (11) senior rental housing
units in the Project is as follows:
Expenses to be paid with HOME loan funds:
Construction Costs $1,000,000
TOTAL HOME loan funds $1,000,000
Notwithstanding the estimates described in the above preliminary Project budget, disbursements for the
eleven (11) HOME-assisted units in the Project from HOME loan funds will be based on the actual costs,
and shall not exceed the total amount of One Million Dollars ($1,000,000). Disbursement of HOME funds
is subject to approval and execution of loan, security, and related documents acceptable to the County,
in its sole discretion.
F. FUNDING:
1. Notwithstanding any other provision of the Agreement, the parties hereto agree
and acknowledge that this Agreement does not constitute a commitment of loan funds or site approval,
and that such "commitment of loan funds" or approval may occur only upon satisfactory completion of
the environmental review of the Project, and receipt by the County of a Release of Funds from HUD
under 24 CFR § 58. In addition, no commitment of loan funds will be made until all requirements contained
in this Agreement or any other loan, security, or other related documents are met by the Borrower, as
determined by the County. The parties further agree that the loan of any funds to the Project is
conditioned upon the County’s determination to proceed with, modify, or cancel the Project based on the
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results of the Project’s environmental review, as specified in Section III of this Agreement. The County
will give written notification to the Borrower when these requirements have been met.
2. Attachment B to this Agreement, which is incorporated by this reference, lists the
potential sources and proposed funding amounts for the Project. With the exception of County HOME
funds, these sources and/or the amounts are subject to change. Notwithstanding the funding sources
and amounts identified in Attachment B, disbursements for the Project from HOME loan funds will be
contingent upon reliable evidence acceptable to the County, in its sole discretion, that the Borrower has
obtained all funding necessary to meet the total Project cost. In addition, the Borrower may not award
the Project until the County has received authorization from HUD to use the grant funds, as described in
subsection F(1) of this Section I.
G. CHANGES TO PROJECT:
The Borrower will give written notification to the County Department of Public Works
and Planning, Community Development Division, of any event that changes the scope of the Project
and/or the funding sources. The Director of the Department of Public Works and Planning, or his
designee, at his discretion, is authorized to permit minor changes to the scope of the Project and/or the
funding sources, provided the Director or his designee determines that such changes do not substantively
alter the scope of the Project, the maximum amount of HOME loan funds allocated to the Project, or the
Project’s eligibility under the Federal HOME regulations, as more fully set forth in Section IX, subsection
K of this Agreement.
II. OBLIGATIONS OF THE COUNTY
A. FUNDING:
The County shall reserve up to, but not more than, One Million Dollars ($1,000,000)
from the County’s allocation of Federal HOME Program funds for the Project. All funds will be paid to the
Borrower in accordance with Section IX, (A) of this Agreement, subject to the requirements of all
applicable Federal and State statutory and regulatory requirements. Notwithstanding changes in the
funding sources and amounts identified in Attachment B, disbursements for the Project from HOME
Program funds will be contingent upon the County’s receipt, review, and approval of highly reliable
evidence acceptable to the County, in its sole discretion, showing that the Borrower has obtained, or will
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obtain, all funding to meet the Project development costs. Evidence may include, but shall not be limited
to, funding commitments and/or loan documentation from other lenders, and/or documents regarding tax
credit allocation commitments.
B. LOAN DOCUMENTS:
1. Promissory Note: The County will prepare a Promissory Note for execution by the
Borrower in a form and content acceptable to the County, in the County’s sole discretion. Said Promissory
Note ("Note") will set forth the terms and conditions and plan for repayment of the One Million Dollars
($1,000,000) HOME loan and other fees or charges, including but not limited to liquidated damages, if
applicable. HOME loan funds shall be utilized to assist with the construction of eleven (11) units in the
forty-seven (47) unit affordable senior rental housing complex, of which six (6) units will be unrestricted.
In addition to the Note, HOME loan funds shall be secured with a Deed of Trust recorded against the
Property, and other required security instruments, as described more fully below.
2. Deed of Trust: County shall record against the Property a Deed of Trust for the
County HOME loan in a form and content acceptable to the County. Said Deed of Trust will be recorded
for the purpose of securing repayment of the One Million Dollars ($1,000,000) loan, and will name the
County of Fresno, a political subdivision of the State of California, as beneficiary. Said Deed of Trust will
be in third lien position during construction and after construction (unless the County provides written
approval for a lesser lien position), until the Note described in this Section II is fully repaid.
3. HOME Regulatory Agreement and Declaration of Restrictive Covenants: The
County will record a HOME Regulatory Agreement and Declaration of Restrictive Covenants ("Regulatory
Agreement") signed by the Borrower in a form and content acceptable to the County. Said Regulatory
Agreement will impose the requirements of the HOME Investment Partnerships Program , as set forth in
the Code of Federal Regulations (24 CFR Parts 91 and 92) for the eleven (11) HOME-assisted units.
C. LABOR COMPLIANCE:
The County shall verify with the Labor Relations Division of HUD that the Project
general contractor has not been debarred or suspended from participating in Federal projects, in
accordance with Section IV, subsection (B-5) of the Agreement. The County will provide Borrower with
written notification that this requirement has been met.
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The County shall be provided at least ten (10) days’ notice of, and shall attend, the
pre-construction meeting between the Borrower and any project or construction management company
contracting with the Borrower (whether those construction contractors are contracting directly with the
Borrower or indirectly through the Borrower’s project or construction management company) to discuss
labor compliance requirements for the Project. The County may monitor Project records and conduct field
reviews to ensure that labor compliance and other conditions of this Agreement have been met.
D. RENT REQUIREMENTS AND AFFORDABILITY:
1. The County will provide to the Borrower records of the HUD-determined HOME
Rents, the authorized utility allowances by unit size, and the household income limits, adjusted for family
size, for the initial year of Project operations, and annually thereafter for the Period of Affordability (as
specified in Section I, subsection A(1)).
2. The County shall annually review information provided by the Borrower for the
eleven (11) HOME-assisted units, and shall periodically conduct on-site inspections to ensure compliance
with the affordability requirements of 24 CFR § 92.252 and § 92.504(d), the tenant and participant
protection requirements of 24 CFR § 92.253, and compliance with the terms of this Agreement, including
but not limited to, tenants’ income, rents, property standards, and other HOME rental requirements during
the Project’s Period of Affordability. The County shall provide the Borrower with the approved method for
determining income-eligibility. The County requires HUD’s Part 5 definition of annual income, as defined
in 24 CFR § 5.609, to be used to determine initial eligibility, which shall be used on an annual basis to
recertify tenant incomes during the Period of Affordability. Source documentation is required for
recertification every year of the Period of Affordability. The County will maintain a record of inspections
in its Project file, and will provide copies to Borrower upon request.
III. PROJECT SUBJECT TO ENVIRONMENTAL CLEARANCE and RELEASE OF FUNDS
In accordance with Federal HOME regulations, the Borrower may not incur costs to be
paid with County HOME loan funds for this Project until the County notifies the Borrower that it has
received the Authorization to Use Grant Funds notice (i.e., release of funds) from HUD. The County shall
specify in a letter to the Borrower that such notice has been received.
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Any costs incurred prior to the County’s written notification to Borrower that grant funds
may be released shall not be reimbursed from the County HOME loan funds, and may jeopardize use of
County HOME funds for the Project.
IV. OBLIGATIONS OF THE BORROWER
A. FUNDING:
1. The Borrower hereby certifies the authenticity and accuracy of the information
provided to the County with regards to the fiscal soundness of the Borrower , and Borrower’s capacity to
undertake the proposed Project. The Borrower further certifies that it has examined the Project
neighborhood market conditions, and determined there is adequate need for the Project.
2. The Borrower will provide any and all sums of money in excess of One Million
Dollars ($1,000,000) that may be necessary to complete the Project. Prior to disbursement of County
HOME loan funds, the Borrower shall secure or obtain firm commitments from other funding sources for
any and all sums of money in excess of One Million Dollars ($1,000,000) that may be necessary to
complete the Project. The Borrower will provide evidence of such commitments of funds satisfactory to
the County, as specified in Section I, subsection F(2) herein. The failure to secure all sums of money in
excess of One Million Dollars ($1,000,000) that may be necessary to complete the Project shall be
deemed a material breach of this Agreement, as discussed in Section IX, subsection E of this Agreement.
3. The Borrower shall require that all documents with other lenders to the Project
include a clause stating all Notice of Default statements be provided to the County, who shall have thirty
(30) days, or such longer applicable cure period as set forth in the promissory note, to cure said default.
During said cure period, the County shall forbear from taking any action to perfect its default remedies.
4. The Borrower will provide matching funds of at least Two Hundred Fifty Thousand
Dollars ($250,000) (i.e., twenty-five percent (25%) of the County’s HOME loan) to the Project from other
non-Federal sources in accordance with 24 CFR § 92.220. The Borrower shall obtain a letter from the
County specifying that the conditions of this Section have been met.
B. DEVELOPMENT:
1. The Borrower is prohibited from undertaking or committing any funds to physical
or choice-limiting actions, including property acquisition, demolition, movement, rehabilitation,
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conversion, repair, or construction prior to the environmental clearance. A violation of this provision will
result in the denial of HOME loan funds under this Agreement.
2. Prior to the execution of loan documents, the Borrower will provide the County with
a copy of the appraisal establishing the fair market value of the land on which the Project is to be built.
Such appraisal shall be performed by a State certified real estate appraiser or other appraiser acceptable
to the County.
3. The Borrower shall develop and construct the Project as new construction rental
housing for households earning no more than eighty percent (80%) of the AMI for Fresno County, as
defined by HUD at time of initial occupancy, except six (6) units will be unrestricted. Additionally, in
accordance with 24 CFR § 92.252, rental projects with five (5) or more HOME-assisted rental units must
provide a minimum of twenty percent (20%) of the HOME-assisted units for occupancy by very low
income families earning no more than fifty percent (50%) of AMI during the HOME loan term specified in
the Note.
4. Prior to award of the construction contract, the Borrower will provide the County
an independent cost-estimate for the Project to determine cost-reasonableness, in order to obtain from
the County written approval of the contractor, the award, amount of the contract, and the final Project
budget. Prior to the date the work is to begin, the Borrower will provide both the contractor and the County
with a copy of the Notice to Proceed.
5. Prior to award of contracts, the Borrower will furnish the name of the general
contractor to the County so that the County can verify with the HUD Labor Relations Division that the
general contractor has not been debarred or suspended from participating in the Federal projects.
6. To the extent contractors and/or subcontractors are utilized on this Project, the
Borrower will conduct outreach to minority-and women-owned business enterprises (MWBE), and ensure
that contractors/subcontractors are informed of the requirements of Section 3 of the Housing and Urban
Development Act of 1968 ("Section 3") applicable to the Project, and are licensed in accordance with the
regulations of the Contractors State License Board.
7. The Borrower will conduct a pre-construction meeting with the Contractor, and will
notify the County at least ten (10) working days prior to the meeting, so that a representative of the County
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can be in attendance to discuss HOME labor compliance requirements and the applicable Section 3 and
MWBE policies for the Project. Attachment C to this Agreement, which is incorporated by this reference,
provides the required Section 3 compliance forms to be provided by the County to the Borrower and the
contractor to complete and return to the County.
8. Prior to the start of the construction, the Borrower will secure all permits required
by the City of Kingsburg. The Borrower will provide copies of all such permits to the County.
9. The Borrower shall comply with the mitigation measures and conditions identified
in Environmental Assessment No. 7519, which is incorporated herein by reference.
C. DISBURSEMENT:
1. The Borrower may not request disbursement of loan funds under this Agreement
until all conditions stated under Section III, Section IV and Section VIII of this Agreement have been
satisfied. HOME loan funds will be distributed to the Borrower on a reimbursement basis for actual eligible
costs.
2. In the event that the Project costs less than the current estimated total Project cost
of Twenty One Million, Nine Hundred Nineteen Thousand, Four Hundred Eight Dollars ($21,919,408),
the Borrower will notify the County of such savings. The County may then, at its sole discretion, reduce
the County’s contribution in direct proportion to the percentage of savings.
D. LOAN DOCUMENTS:
1. Prior to execution of the County’s loan documents, the Borrower shall submit to
the County all loan term sheets, any and all other requested loan documents, and any amendments
thereto, including any required deed restrictions from other funding sources.
2. The Borrower will select and use a title company acceptable to the County for title
work.
3. The Borrower will record a Notice of Completion, and will provide the County a
copy of the Notice of Completion after recordation.
4. The Borrower will inform the County in writing of the names and addresses of all
co-owners, all limited partners, and all lenders of the Project. The Partnership will inform the County in
writing of any addition, change, removal, or replacement of any co-owner, any limited partner, or any
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lender of the Project.
5. The Partnership shall not remove or replace the original Managing General
Partner, or any proposed partner approved by the County from the Partnership without the County’s prior
written approval, which shall not be unreasonably withheld. Furthermore, in the event the Managing
General Partner withdraws from the Partnership, the Partnership will replace the Managing General
Partner with another Managing General Partner approved by the County, and the new Managing General
Partner must be a current member of the Partnership, unless otherwise agreed by County.
E. PAYMENT FOR MONITORING/ATTORNEY FEES
1. Annual HOME Monitoring Fee: The Partnership shall pay to the County an annual
fee to cover the County’s actual costs of monitoring the Project during the Period of Affordability. The
Annual HOME Monitoring Fee shall be in an amount reflecting the County’s actual costs of monitoring,
oversight, and physical inspection of the Project. Monitoring fees will be paid in an amount not to exceed
$5,000 per annum, beginning on the date the Project receives certificates of occupancy, and may
increase each year thereafter by up to three percent (3%).
2. Attorney Fees: The Partnership hereby agrees to reimburse and pay to County,
the County’s actual costs incurred in having legal counsel review all loan documents, security documents,
and other documents related to the financing of the Project, up to a maximum of Ten Thousand Dollars
($10,000).
F. COMPLIANCE:
1. Prior to distribution of County HOME loan funds, the Borrower or its property
management firm will prepare and provide to the County its Affirmative Marketing Procedures conforming
to the requirements of 24 CFR § 92.351.
2. Prior to execution of County loan documents, the borrower shall provide evidence
to the County of the Project’s compliance with the applicable site and neighborhood standards in 24 CFR
§ 92.202, and will meet these standards upon completion.
3. The Borrower will comply with the requirements of 24 CFR § 92.252 and 92.504(d),
including, but not limited to, the requirements to annually permit on-site inspections and provide the
County with information on rents and occupancy of HOME-assisted units to demonstrate compliance with
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the affordability requirements. The eleven (11) HOME-assisted units are designated "floating HOME
units" as defined in 24 CFR § 92.252(j).
4. The Borrower will provide the County with copies of all leases to be executed for
the HOME-assisted units for County’s review and approval. In the event that any of the basic terms of
such leases are changed during the Period of Affordability, the Borrower will re-submit such lease(s) to
the County for review and approval of the changes. The Borrower agrees to comply with the requirements
of 24 CFR § 92.253 regarding tenant leases, including giving tenants a minimum 30-day notice of rent
increases, and a minimum 30-day eviction notice.
5. The Borrower will not be required to lower rents below the HOME Rent limits in
effect at the time of this Agreement for the eleven (11) HOME-assisted units, but must submit requests
for rent increases to the County and receive County’s approval of same before implementing higher rents.
HUD’s 2019 Rent Limits are listed in Attachment D to this Agreement, which is incorporated by this
reference. The Borrower agrees to conduct income determinations utilizing HUD’s Part 5 definition of
annual income, to certify tenant income eligibility before renting units to tenant applicants, and to recertify
tenant household income annually.
6. The Borrower agrees to comply with the requirements of 24 CFR § 92.252, will
maintain the correct number of high and low HOME Rent units, and adjust rents accordingly for tenants
whose incomes rise above eighty percent (80%) of the AMI.
7. The Borrower will comply with all Federal regulations (including, but not limited to:
24 CFR Parts 91, 92 and 135) governing the use of HOME funds with Low Income Housing Tax Credits
(LIHTC) and 24 CFR Parts 91 and 92, and specifically Sections 92.203 Income Determinations, 92.205
Eligible Activities-General, 92.206 Eligible Project Costs, 92.207 Eligible Administrative and Planning
Costs, 92.214 Prohibited Activities and Fees, 92.216 Income Targeting: Tenant-Based Rental Assistance
and Rental Units, 92.250 Maximum Per-Unit Subsidy Amount, Underwriting, and Subsidy Layering,
92.253 Tenant Protections and Selection, 92.255 Converting Rental Units to HOME ownership Units for
Existing Tenants, 92.350 Other Federal Requirements and Nondiscrimination, 92.351 Affirmative
Marketing; Minority Outreach Program, 92.353 Displacement, Relocation, and Acquisition, 92.354 Labor,
92.356 Conflict of Interest, 92.503 Program Income, Repayments, and Recaptured Funds, and 92.505
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Applicability of Uniform Administrative Requirements. Borrower shall comply with all prevailing wage
requirements, as they may apply. Borrower shall provide access to all original documents and provide
copies, as requested by the County and HUD.
V. CONFORMANCE WITH APPLICABLE LAWS AND REGULATIONS
The Borrower, its consultants, contractors, and subcontractors will comply with all
applicable State and Federal laws and regulations governing projects that utilize Federal funds.
Whenever the Borrower uses the services of a contractor or property management
company, whether directly or indirectly, the Borrower shall require that the contractor or property
management company comply with all Federal, State and local laws, ordinances, regulations, this
Agreement, and Fresno County Charter provisions applicable in the performance of their work.
Because the Borrower will borrow at least One Hundred Thousand Dollars ($100,000) for
the Project from the County’s HOME Program under this Agreement, the Borrower will complete and
submit to the County a "Certification for Contracts, Grants, Loans and Cooperative Agreements" form
and a "LLL-Disclosure of Lobbying Activities" form. Likewise, before the Borrower awards a contract using
at least One Hundred Thousand Dollars ($100,000) of such HOME loan funds, the Borrower will require
the consultant and/or contractor and all their sub-consultants and/or subcontractors to complete and
submit the two (2) forms described herein to both the Borrower and the County.
VI. PERFORMANCE STANDARDS:
The Borrower agrees to meet the following performance standards for this Project
throughout the project’s Period of Affordability:
A. The property will be adequately maintained to meet the required property standards;
and
B. Occupancy reports for rental housing projects must be received by the County on an
annual basis, or as requested.
VII. FINANCIAL RECORDS REQUIREMENTS:
Within nine (9) months after the end of the County’s Fiscal Year in which the Project is
completed, and for each subsequent Fiscal Year until the end of the loan term specified in the Note,
Borrower will provide County with audited Statement of Cash Flows, Distribution of Net Cash Flow,
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Balance Sheet and Profit and Loss Statements prepared by an independent, certified public accountant.
These statements shall be prepared in accordance with Generally Accepted Accounting Principles
(GAAP).
VIII. INSURANCE
Without limiting the County’s right to obtain indemnification from the Borrower or any third
parties, the Borrower, at its sole expense, will maintain in full force and effect the following insurance
policies throughout the term of this Agreement:
A. PROPERTY INSURANCE:
A policy of Property Insurance to the extent of not less than one hundred percent
(100%) of the actual full replacement cost (without depreciation) of all buildings and improvements
located on the Property, insuring against loss or damage by fire, extended coverage perils and such other
hazards, casualties or other contingencies (other than damage from earthquakes), as from time to time
may be reasonably required by the County of Fresno.
The Borrower will obtain endorsements to the Property Insurance naming the County
of Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only
insofar as the operations under this Agreement are concerned. Such coverage for additional insured will
apply as primary insurance and any other insurance, or self-insurance, maintained by the County, its
officers, agents and employees shall be excess only and not contributing with insurance provided under
the Borrower’s policies herein. This insurance shall not be cancelled or changed without a minimum of
thirty (30) days advance written notice given to the County.
B. COMMERCIAL GENERAL LIABILITY INSURANCE:
Commercial General Liability Insurance with limits of not less than One Million Dollars
($1,000,000) per occurrence and an annual aggregate of Two Million Dollars ($2,000,000) is required.
This policy will be issued on a per occurrence basis. The County may require specific coverage including
completed operations, product liability, contractual liability, Explosion-Collapse-Underground, fire,
extended coverage, legal liability or any other liability insurance deemed necessary because of the nature
of this Agreement.
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The Borrower will obtain endorsements to the Commercial General Liability Insurance,
fire, and extended coverage, naming the County of Fresno, its officers, agents, and employees,
individually and collectively, as additional insured, but only insofar as the operations under this
Agreement are concerned. Such coverage for additional insured will apply as primary insurance and any
other insurance, or self-insurance, maintained by the County, its officers, agents and employees shall be
excess only and not contributing with insurance provided under the Borrower’s policies herein. This
insurance shall not be cancelled or changed without a minimum of thirty (30) days advance written notice
given to the County.
C. AUTOMOBILE LIABILITY INSURANCE:
Comprehensive Automobile Liability Insurance with limits for bodily injury of not less
than Two Hundred Fifty Thousand Dollars ($250,000) per person, Five Hundred Thousand Dollars
($500,000) per accident and for property damages of not less than Fifty Thousand Dollars ($50,000) or
such coverage with a combined single limit of Five Hundred Thousand Dollars ($500,000) is required.
Coverage should include owned and non-owned vehicles used in connection with this Agreement.
D. PROFESSIONAL LIABILITY INSURANCE:
If the Borrower employs licensed professional staff (e.g., Ph.D., R.N., L.C.S.W.,
M.F.C.C., Engineer, Architect) in providing services, Professional Liability Insurance with limits of not less
than One Million Dollars ($1,000,000) per occurrence, Two Million Dollars ($2,000,000) annual aggregate
is required.
E. WORKER’S COMPENSATION INSURANCE:
A policy of Worker’s Compensation Insurance as may be required by the California
Labor Code.
Borrower hereby waives its right to recover from County, its officers, agents, and
employees any amounts paid by the policy of worker’s compensation insurance required by this
Agreement. Borrower is solely responsible to obtain any endorsement to such policy that may be
necessary to accomplish such waiver of subrogation, but Borrower’s waiver of subrogation under this
paragraph is effective whether or not Borrower obtains such an endorsement.
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Within thirty (30) days of the date the Borrower signs this Agreement, the Borrower
will provide certificates of insurance and endorsement as stated above for all of the listed policies, as
required herein, to the County of Fresno, Community Development Division, Program Manager,
Affordable Housing Programs, 2220 Tulare Street, 6th Floor, Fresno, CA 93721, stating that such
insurance coverages have been obtained and are in full force; that the County of Fresno, its officers,
agents and employees will not be responsible for any premiums on the policies; that for such worker’s
compensation insurance the Borrower has waived its right to recover from the County, its officers, agents,
and employees any amounts paid under the insurance policy and that waiver does not invalidate the
insurance policy; that such Commercial General Liability Insurance names the County of Fresno, its
officers, agents and employees, individually and collectively, as additionally insured, but only insofar as
the operations under this Agreement are concerned; that such coverage for additional insured shall apply
as primary insurance and any other insurance, or self-insurance, maintained by the County, its officers,
agents and employees, shall be excess only and not contributing with insurance provided under the
Borrower’s policies herein; and that this insurance shall not be cancelled or changed without a minimum
of thirty (30) days advance, written notice given to the County.
In the event the Borrower fails to keep in effect at all times insurance coverage as
herein provided, the County may, in addition to other remedies it may have, suspend or terminate this
Agreement upon the occurrence of such event.
All policies will be with admitted insurers licensed to do business in the State of
California. Insurance purchased will be purchased from companies possessing a current A.M. Best, Inc.
rating of A FSC VII or better.
F. BOND INSURANCE:
Borrower acknowledges as a condition of receiving County HOME funds that the
Borrower shall obtain a performance bond and a labor and materials (payment) bond, in the amount of
one hundred percent (100%) of the construction contract sum, prior to the execution of all HOME loan
documents and related documents. These bonds shall comply with the requirements of California Civil
Code Section 3248 and acceptable to the County. The bonds shall be in recordable form, and shall name
such parties as indicated by Borrower as co-obligees or assignees. Borrower understands and
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acknowledges that the aforementioned requirements for both bonds are a condition precedent to
Borrower’s receipt of any County HOME funds and Borrower’s failure to procure such bonds shall be
considered a material breach of this Agreement.
IX. GENERAL REQUIREMENTS AND POLICIES
A. LOAN DISBURSEMENT
1. Amount: The total amount of HOME funds available to be loaned for the Project
shall not exceed the total sum of One Million Dollars ($1,000,000).
2. Disbursement Requests
a. The Borrower will submit written requests to the County for loan
disbursements to pay actual costs incurred in the performance of this Agreement. Any such request for
disbursement from HOME loan funds will be accompanied by a written certification from the Borrower
that the request for disbursement is consistent with the amount of work that has been completed, and
that to the best of the Borrower’s knowledge, the work is in accordance with this Agreement.
b. Requests for disbursement shall be accompanied by supporting
documentation acceptable to the County detailing the items comprising the total sought to be reimbursed,
such as invoices or vouchers for services or materials purchased, contractors’ costs or other costs
chargeable to the Project. After appropriate review and progress inspection, the County shall make
disbursements to the Borrower from HOME loan funds provided in this Agreement for all verified eligible
costs specified herein. The Project’s proposed disbursement schedule is provided in Attachment E to this
Agreement, which is incorporated herein by reference. A ten percent (10%) retention of the total One
Million Dollar ($1,000,000) loan amount will be held back from disbursement, to be disbursed thirty-five
(35) days after the Notice of Completion has been filed with the County Recorder’s Office. A copy of the
Notice of Completion must accompany the request for disbursement of the retained funds.
c. All requests for disbursement and supporting documentation shall be sent
to:
Department of Public Works and Planning Community Development Division Program Manager, Affordable Housing Programs 2220 Tulare Street, 6th Floor Fresno, CA 93721
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d. The County shall not be obligated to make any disbursement of funds for
the Project under this Agreement if the request for disbursement is submitted by the Borrower more than
sixty (60) days after the Notice of Completion has been filed with the County Recorder’s Office. The
Director of the Department of Public Works and Planning, or his designee, prior to the deadline, may
grant an extension to the sixty (60) day period, if the Borrower can demonstrate just cause for the delay.
3. All requests for disbursements will be processed via Special Run check processing
or a wire transfer, as determined by the County and processed by the County’s Auditor-
Controller/Treasurer-Tax Collector ("ACTTC").
4. Outside Agreements: The County will not be bound by any agreement between
the Borrower and any of its partners, agents, employees or subcontractors. The County will be bound
only by the terms of this Agreement. It is understood and agreed by the parties hereto that no third party
beneficiary status or rights are created by or under this Agreement, and that no other person, firm,
corporation, or entity shall be deemed a third party beneficiary of this Agreement.
5. The Borrower will establish accounting and bookkeeping procedures in
accordance with GAAP and standard bookkeeping practices, including, but not limited to, employee
timecards, payrolls and other records of all transactions to be paid with HOME loan funds in accordance
with the performance of this Agreement. All records and accounts will be available for inspection by the
County, the State of California, the Federal government, and if applicable, the Comptroller General of the
United States or any of their duly authorized representatives, at all reasonable times for a period of at
least five (5) years following the term of this Agreement, or the closure of all other related pending matters,
whichever is later. The borrower will certify accounts when required or requested by the County.
B. AUDITS
The Borrower is required to comply with the provisions of the Single Audit Act of 1984
(31 USC Sections 7501 et seq.), as amended. Whenever the Borrower receives HOME loan funds from
the County for a project, a copy of any audit performed by the Borrower in accordance with said Act shall
be forwarded to the Affordable Housing Programs Manager within nine (9) months of the end of any fiscal
year in which loan funds were distributed, borrowed, and/or outstanding for the Project. Failure to perform
the requisite audit functions as required by this paragraph may result in the County performing any
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necessary audit task or, at the County’s option, contracting with a public accountant to perform the audit.
All audit costs related to the Borrower’s failure to perform the requisite audit are the sole responsibility of
the Borrower, and such audit work costs incurred by the County shall be billed to the Borrower as
determined by the County’s ACTTC. The Borrower agrees to take prompt and appropriate corrective
action on any instance of material non-compliance with applicable laws and regulations.
C. INDEMNIFICATION
The Borrower will indemnify, save, hold harmless, and at the County’s request, defend
the County, its partners, officers, agents, and employees from and against any and all costs and
expenses (including attorney’s fees and costs), damages, liabilities, claims and losses whatsoever
occurring or resulting to the County in connection with the performance, or failure to perform, by the
Borrower, its partners, officers, agents, employees, or any persons, firms, or corporations furnishing or
supplying work, services, materials, or supplies in connection with the performance of this Agreement,
and from any and all claims and losses occurring or resulting to any person, firm, or corporation who may
be injured or damaged, including damage, injury, or death arising out of or connected with the
performance, or failure to perform, of the Borrower, its partners, officers, agents or employees under this
Agreement.
The provisions of this Section IX(C) shall survive termination of this Agreement.
D. TIME OF PERFORMANCE
1. The term of this Agreement will commence on the date upon which this Agreement
is executed by the County, and will expire when the Period of Affordability ends, twenty (20) years after
the date the Project is completed and closed in IDIS, or when the loan of One Million Dollars ($1,000,000)
and such other amounts, including but not limited to liquidated damages, if applicable, as set forth in the
Promissory Note, have been repaid, and the Deed of Trust has been reconveyed, whichever is later.
2. The Project, as described in Section I, herein, will commence on the day the
Agreement is executed by the County, and construction completed within eighteen (18) months of the
construction start date.
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3. The following schedule shall apply to the Project:
a. Award of Tax Credit Allocation Committee (TCAC) funding:
June 2019
b. Provide all necessary documents to execute loan documents by:
November 2019
c. All other funding sources secured by: November 2019
d. Begin Construction: December 2019
e. Record Notice of Completion: August 2021
f. Project leased up: November 2021
4. The Borrower will give immediate written notification to the Director of the County
Department of Public Works and Planning, or his designee, of any events that occur, which may affect
the Project Schedule and completion date noted above, or any event that may have significant impact
upon the Project or affect the attainment of the Project’s objectives. The Project’s proposed schedule is
provided in Attachment F to this Agreement, which is incorporated by this reference. The Director of the
County Department of Public Works and Planning, or his designee, is authorized to make adjustments in
the Project schedule if, in the Director’s or his designee’s judgment, the delays are beyond the control of
the parties involved.
E. BREACH OF AGREEMENT
In the event the Borrower fails to comply with any of the terms of this Agreement, the
County may, at its option, deem the Borrower’s failure to be a material breach of this Agreement, and
utilize any of the remedies set forth, or that it deems appropriate. Should the County deem a breach of
this Agreement to be a material breach, the County will immediately be relieved of its obligations to make
further loan disbursements as provided herein. Termination of this Agreement due to breach will not, in
any way whatsoever, limit the rights of the County in seeking any other legal relief in a court of law or
equity, including the recovery of damages. In addition to the Agreement being terminated by the County
in accordance with a material breach of this Agreement by the Borrower, the County may also terminate
this Agreement for convenience.
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F. TERMINATION
1. Non-Allocation of Funds: The terms of this Agreement, and the funds provided
thereunder, are contingent on the award and/or commitment of funds by HUD to the County, and to the
award and/or commitment of funds to the Project by the Sources of Funds identified in Attachment B of
this Agreement. Should HUD fail to award funds to County, or should the County determine, in its sole
discretion, that sufficient funds have not been allocated by the other sources of funds to complete the
development of the forty-seven (47) units comprising the Project, the County may terminate this
Agreement at any time without penalty by giving the Borrower thirty (30) days advance written notice,
and the Borrower shall promptly repay to the County any and all HOME loan funds previously paid,
pursuant to all applicable laws and regulations.
2. Termination For Convenience: This Agreement may also be terminated for
convenience by the County. In the event the County terminates this Agreement solely for convenience,
the Borrower promptly shall repay to the County any and all HOME loan funds, pursuant to all applicable
laws and regulations. However, in the event of termination, the County, at its sole discretion, may
negotiate with the Borrower alternate terms of repayment of HOME loan funds
3. For Cause: The County may elect to terminate this Agreement for cause, as set
forth in Paragraph E of this Section IX, herein.
G. VENUE; GOVERNING LAW
Venue for any action arising out of or relating to this Agreement shall only be in Fresno
County, California. The rights and obligations of the parties and all interpretation and performance of this
Agreement shall be governed in all respects by the laws of the State of California.
H. INDEPENDENT CONTRACTOR
In performance of the work, duties, and obligations assumed by the Borrower under
this Agreement, it is mutually understood and agreed that the Borrower, including any and all of the
partners, officers, agents and employees, will at all times be acting and performing as an independent
contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee, joint
venture, partner, or associate of the County. Furthermore, the County shall have no right to control,
supervise or direct the manner or method by which the Borrower shall perform its work and function.
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However, the County shall retain the right to administer this Agreement so as to verify that the Borrower
is performing its obligations in accordance with the terms and conditions thereof. The Borrower and the
County shall comply with all applicable provisions of law and the rules and regulations, if any, of
governmental authorities having jurisdiction over matters of the subject thereof.
Because of its status as an independent contractor, the Borrower shall have absolutely
no right to employment rights and benefits available to County employees. The Borrower shall be solely
liable and responsible for providing to, or on behalf of, its employees all legally required employee
benefits. In addition, the Borrower shall be solely responsible and save the County harmless from all
matters relating to payment of the Borrower’s employees, including compliance with Social Security
withholding, and all other laws and regulations governing such matters. It is acknowledged that during
the term of this Agreement, the Borrower may be providing services to others unrelated to the County or
to this Agreement.
I. MODIFICATION
Any matters of this Agreement may be modified from time to time by the written
consent of all parties without, in any way, affecting the remainder.
J. NON-ASSIGNMENT
Neither party shall assign, transfer or sub-contract this Agreement nor their rights or
duties under this Agreement without the written consent of the other party. Any transfer or assignment
without the County’s prior consent shall be voidable and, at the County’s sole discretion, shall constitute
a material breach of this Agreement. No consent to any assignment shall constitute a further waiver of
the provisions of this Section IX(J).
K. AUTHORIZATION AND NOTICES
1. County Authority: The Director of the County’s Department of Public Works and
Planning, or his duly authorized designee, at his discretion, is hereby authorized to enter into and sign in
the name of the County, all loan documents, security documents and other related documents, and any
amendments thereto, subject to the prior review and approval of County Counsel and the Auditor -
Controller/Treasurer-Tax Collector, as shall be necessary for the purpose of developing the Project as
described in Section I of this Agreement. Additionally, in the County’s experience, changes in
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circumstances frequently occur that require a quick response from the County, otherwise the project
and/or its financing may fail. In such cases, where the County’s response is time-sensitive, the Director,
or his duly authorized designee, hereby is authorized, but not required, to consent to the following matters
in the name of the County, subject to the prior review of County Counsel and the Auditor -
Controller/Treasurer-Tax Collector: (1) changes to Attachments to this Agreement that do not alter the
terms of the Agreement or substantively alter the scope of the Project; (2) non -substantive changes to
the scope of the Project, so long as the Director or his designee determines that the Project remains
eligible under the Federal HOME regulations; (3) changes of funding sources from those specific other
entities named in Attachment B, so long as the Director or his designee determines that the Project
remains eligible under the Federal HOME regulations and this Agreement; (4) changes of the specific
dollar amounts set forth in Attachment B coming from other entities, or the total thereof, provided the total
monies coming from the County under this Agreement do not increase, and further provided that the
Director or his designee determines that the Project remains viable, is fully funded, and eligible under the
Federal HOME regulations and this Agreement; (5) to sign subordination documents solely in order to
facilitate the placement of permanent financing, and only within the first two years after the Notice of
Completion is recorded; and (6) terminate the Agreement if it has been determined that the Borrower is
not able to acquire the funds necessary to meet the terms described in the Agreement.
2. Borrower Authority: The Administrative General Partner of Kingsburg Linnaea
Villa, LP, has authority to enter into and sign this Agreement, and the loan, security and all other related
documents, and any amendments thereto on behalf of the Partnership, as shall be necessary for the
purpose of borrowing the funds to develop the Project as described in Section I herein.
3. The persons and their addresses having authority to give and receive notices
under this Agreement include the following:
County: County of Fresno Department of Public Works and Planning Community Development Division Attention: Manager, Affordable Housing Programs 2220 Tulare Street, 6th Floor Fresno, CA 93721 /// ///
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Borrower: Kingsburg Linnaea Villas, LP c/o Housing Authority of Fresno County, CA 1331 Fulton Street Fresno, CA 93721 Attention: CEO/Executive Director Copy to: Wells Fargo Community Lending & Investment 333 Market Street, 18th Floor San Francisco, CA 94105 Attention: Tim McCann And: Ballard Spahr, LLP 300 East Lombard Street, 18th Floor Baltimore, MD 21202-3268 Attention: Teri Guarnaccia And: Sidley Austin, LLP One South Dearborn Chicago, Illinois 60603 Attention: Philip Spahn And: Davis Wright Tremaine 865 South Figueroa Street, Suite 2400 Los Angeles, CA 90017-2566 Attention: Nancy Clapp L. ENTIRE AGREEMENT
This Agreement constitutes the entire Agreement between the Borrower and the
County with respect to the subject matter hereof, and supersedes all previous discussions, negotiations,
proposals, commitments, writings, advertisements, publications and understandings of any nature
whatsoever unless expressly included in this Agreement.
M. EFFECTIVE DATE
The effective date of this Agreement shall be the date upon which it is executed by the
County. The County shall place the day and month upon which it signs this Agreement on Page 1, in the
space provided.
N. DISCLOSURE OF SELF-DEALING TRANSACTIONS
This provision is only applicable if the Borrower is operating as a corporation (a for-
profit or non-profit corporation) or if, during the term of this Agreement, the Borrower changes its status
to operate as a corporation.
Members of the Borrower’s Board of Directors shall disclose any self-dealing
transactions that they are a party to while the Borrower is providing goods or performing services under
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this Agreement. A self-dealing transaction shall mean a transaction to which the Borrower is a party and
in which one or more of its directors has a material financial interest. Members of the Board of Directors
shall disclose any self-dealing transactions that they are a party to by completing and signing a Self-
Dealing Transaction Disclosure Form (Exhibit 1), and submitting it to the County prior to commencing
with the self-dealing transaction or immediately thereafter.
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1 IN WITNESS WHEREOF, the parties have executed this Agreement on the date set forth above.
2 KINGSBURG LINNAEA VILLAS , LP ,
A California limited partnership
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By:~-..L.1-!~-=---+--~--
5 Preston Prince,
Silvercrest , Inc.,
6 a California non-profit corporation,
Its Managing General Partner
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Date : q /2-la~q
FUND NO: 0001
SUBCLASS NO: 10000
ORG NO: 55122008
ACCOUNT NO: 7295
COUNTY OF FRESNO
~~ :)
Nathan Magsig , Chairman of the Board
of Supervisors of the County of Fresno
ATTEST:
Bernice E . Seidel
Clerk of the Board of Supervisors
County of Fresno, State of California
By ~ ~
Deputy
REMIT TO:
Housing Authority of Fresno County, CA
Attention: CEO/Executive Director
1331 Fulton Street
Fresno , CA 93721
Telephone: (559) 443-8400
27 G:\7 205ComDev\AHP\CHDO -Rental\CHDO PROJECTS \CHDO Projects in Re view \Kingsburg Seniors\Agree ment\1105_KingsburglinnaeaVillas_agmt.docx
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ATTACHMENT A
Unit Mix and Rent Schedule
TOTAL UNITS (47)
Unit Type Rent
Level
Number
of Units Unit Sq.Ft.
Max
HOME
Rent
Gross
Rent
Utility
Allowance
Net
Rent
1 Bedroom 30% 3 705-745 608 364 46 318
1 Bedroom 40% 15 705-745 608 486 46 440
1 Bedroom 50% 5 705-745 608 608 46 562
1 Bedroom 60% 6 705-745 769 730 46 684
1 Bedroom 80% 6 705-745 769 730 46 684
1 Bedroom MKT 3 705-745 N/A 750 N/A N/A
2 Bedroom 30% 2 890 730 438 62 376
2 Bedroom 40% 3 890 730 584 62 522
2 Bedroom 60% 1 890 929 876 62 814
2 Bedroom MKT 2 890 N/A 910 N/A N/A
3 Bedroom N/A 1 1,190 N/A N/A N/A N/A
Total 47
Maximum HOME Allowable Rent
HOME UNITS (11)
Unit Type Rent
Level
Number
of Units
Unit
Sq.Ft.
Max
HOME
Rent
Gross
Rent
Utility
Allowance
Net
Rent
1 Bedroom 30% 2 705-745 608 364 46 318
1 Bedroom 40% 6 705-745 608 486 46 440
2 Bedroom 30% 1 890 730 438 62 376
2 Bedroom 40% 2 890 730 584 62 522
Total 11
ATTACHMENT B
Sources and Uses of Funds are anticipated as follows:
Sources of Funds
1. Construction Loan $16,023,004
2. County of Fresno HOME Loan Funds $1,000,000
3. City of Kingsburg Land Donation $1,001,000
4. City of Kingsburg Deferred Fee $390,460
5. Housing Relinquished Fund Corp. $515,000
6. General Partner $100
7. Developer (Deferred Costs) $1,409,159
8. Tax Credit Equity $1,580,685
Total Sources $21,919,408
Uses of Funds:
1. Acquisition Costs $1,631,110
2. Construction Costs $13,394,923
3. Financing Costs $1,253,732
4. Operating Reserves $220,228
5. Soft Costs and Development Fees $5,419,415
Total Project Cost $21,919,408
ATTACHMENT C
SECTION 3 REQUIREMENTS
A. The work to be performed under this contract is subject to the requirements of Section 3
of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C 170lu
("Section 3"). The purpose of Section 3 is to ensure that employment and other
economic opportunities generated by HUD assistance or HUD-assisted projects
covered by Section 3, shall to the greatest extent feasible, be directed to low- and very
low-income persons, particularly persons who are recipients of HUD assistance for
housing.
B. The parties to this contract agree to comply with HUD’s regulations in 24 CFR Part 135,
which implement Section 3. As evidenced by their execution of this contract, the parties
to this contract certify that they are under no contractual or other impediment that would
prevent them from complying with part 135 regulations.
C. The Contractor agrees to send to each labor organization or representative of workers
with which the Contractor has a collective bargaining agreement or other
understanding, if any, a notice advising the labor organization or workers’
representative of the Contractor’s commitments under this Section 3 clause, and will
post copies of the notice in conspicuous places at the work site where both employees
and applicants for training and employment positions can see the notice. The notice
shall describe the Section 3 preference, shall set forth minimum number and job titles
subject to hire, availability of apprenticeship and training positions, the qualifications for
each; and the name and location of the person(s) taking applications for each of the
positions, and the anticipated date the work shall begin.
D. The Contractor agrees to include this Section 3 clause in every subcontract subject to
compliance with regulations in 24 CFR part 135, and agrees to take appropriate action,
as provided in an applicable provision of the subcontract or in this Section 3 clause,
upon a finding that the subcontractor is in violation of the regulations in 24 CFR part
135. The Contractor will not subcontract with any subcontractor where the Contractor
has notice or knowledge that the subcontractor has been found in violation of the
regulations in 24 CFR Part 135.
E. The Contractor will certify that any vacant employment positions, including training
positions, that are filled (1) after the Contractor is selected but before the contract is
executed, and (2) with persons other than those to whom the regulations of 24 CFR part
135 require employment opportunities to be directed, were not filled to circumvent the
Contractor’s obligations under 24 CFR part 135.
F. Noncompliance with HUD’s regulations in 24 CFR Part 135 may result in sanctions,
termination of this contract for default, and debarment or suspension from future HUD-
assisted contracts.
SECTION 3 ASSURANCES
[FORM MUST BE COMPLETED AND SUBMITTED PRIOR TO AWARD]
I/We, the undersigned __________________(representative), as official representative of
_____________________(Contractor) agree to comply with Section 3 requirements for the
____________________ (Project). It is understood that failure to comply may result in the
following sanctions: cancellation, termination, or suspension in whole or in part of this contract. A
copy of this executed form and the charts for hires and contractors will be provided to the County
along with any back up documentation requested prior to execution of contract.
Complete for Staffing:
A. How many new full time (permanent, temporary, seasonal) positions will be needed on this
project? _______________
B. How many new employment training positions will be created? _______________
C. If New Hires and Employment Training will take place, how many positions are projected to be
filled by local low income area residents? ___________(see goal below).
If new hires or employment training are anticipated then Contractor must provide copies of
outreach efforts, any preferences given, and any actual Section 3 hires completed. If there
were no Section 3 residents hired or the goals were not met, then an explanation of why this
happened will be provided.
D. If new hires or training were made available, did Contractor reach 30% Section 3 goal/target?
_______________
See attached chart with list of all New Hires / Transfers for this Project
Complete for construction subcontractors and non-construction contracts:
A. How many construction subcontractors will be utilized for this project? __________
B. Of these subcontractors, how many are Section 3 subcontractors? ________
1) Was the Section 3 Goal/target of 10% of project dollar amount reached? _______
C. How many non-construction contracts will be utilized? _________________
D. Of these, how many are Section 3 businesses? ___________________
1) Was the Section 3 Goal/target of 3% of project dollar amount reached?________
See attached chart with list of all Contractors hired for this Project
Authorized Signature _______________________________ Date:
Section 3 Resident Eligibility Certification
The U.S. Department of Housing and Urban Development (HUD) monitors our hiring practices on
Section 3-funded projects. It is important, therefore that the information below be provided. Please
be aware that your response, though needed, is voluntary and has no effect on your employment
status.
Because these questions are personal in nature, your answers will be treated with confidentiality.
Thank you for assisting us.
Sincerely,
Fresno County Community Development Division
1. Name: ___________________________________________________________
Address: __________________________________________________________
2. Number of individuals living in your household (include yourself):____________
3. Total annual household income (please CIRCLE one):
Household
Size 30% 50% 60% 65% 80%
1 $ 13,650 $ 22,700 $ 27,240 $ 29,490 $ 36,300
2 $ 15,600 $ 25,950 $ 31,140 $ 33,710 $ 41,500
3 $ 17,550 $ 29,200 $ 35,040 $ 37,940 $ 46,700
4 $ 19,450 $ 32,400 $ 38,880 $ 42,120 $ 51,850
5 $ 21,050 $ 35,000 $ 42,000 $ 45,500 $ 56,000
6 $ 22,600 $ 37,600 $ 45,120 $ 48,870 $ 60,150
7 $ 24,150 $ 40,200 $ 48,240 $ 52,240 $ 64,300
8 $ 25,700 $ 42,800 $ 51,360 $ 55,610 $ 68,450
Check Box If Above $68,450
4. Are you currently employed? __________ Yes __________ No
I certify that the statements made on this sheet are true, complete and correct to be best of my
knowledge and belief, and made in good faith.
Signature _______________________________ Date:
Section 3 Business Eligibility Certification
The U.S. Department of Housing and Urban Development (HUD) monitors our hiring practices on
Section 3-covered projects. It is important, therefore that the information below be provided.
Please be aware that your response, though needed, is voluntary and has no effect on your
contracting.
Your answers will be treated with confidentiality. Thank you for assisting us.
Sincerely,
Fresno County Community Development Division
Business Name: _______________________________________________________
Address: _____________________________________________________________
1. Are 51% of the business owners qualified Section 3 Residents? _________
If YES stop, if NO proceed.
2. Are at least 30% of the employees Section 3 Residents (or were they when they started less
three years ago)? _________
If YES stop, if NO proceed.
3. Will the business subcontract more than 25% of the proposed work under the contract to
business concerns that meet the qualification set forth in number 1 & 2 above? _________
If YES stop, if NO proceed.
_____ We currently do not qualify as a Section 3 business
I certify that the statements made on this sheet are true, complete and correct to be best of my
knowledge and belief, and made in good faith.
Signature _______________________________ Date:
SECTION 3 Project Work Force Breakdown
Job
Category
Total
Positions Needed
for Project
No. Positions
Occupied by
Permanent
Employees
Number of
Positions not
Occupied
Number
of
Positions
filled with
Section 3
residents
Supervisor
Professional
Technical
Office/Cleric.
Others
TRADE:
Journeyman
Apprentices
Trainees
Others
TRADE:
Journeyman
Apprentices
Trainees
Others
*Section 3 Resident:
Individual residing within the Section 3 Area Whose
family income does not exceed 80% of the median
income in the Metropolitan Statistical Area or the
county if not within a MSA in which the Section 3
covered project is located. See attached income
schedule.
Company
Project
Project Number
NOTE: This document must be submitted with bid documents.
Person Completing Form: Date:
SECTION 3 Contracts / Subcontracts Breakdown
Type of Contract
(Business or
Profession
Total
Number
Total Approx.
Dollar Amount
Estimated No. of
Contracts to
Section 3
Businesses
Estimated Dollar
Amount to Sec. 3
Businesses
NOTE: This document is to be submitted by the
Contractor with bid documents
Company
Project
Project Number
Person Completing Form: Date:
SECTION 3 BUSINESS UTILIZATION REPORT
Project No. : _______________ Total Dollar Amount of Contract: $ ____________________
Federal ID No. : ____________________ Address: _________________________________________
Name of Prime Contractor:
Name of Subcontractor
Sec 3
Y/N
Address/Telephone
Trade/Service or
Supply
Contract
Amount
Award Date
Competitive or
Negotiated Bid
Federal
Identification
No.
Total Dollar Amount Awarded to Section 3 Businesses:
$
Company
NOTE: This report must be completed and submitted by the
Contractor (monthly) with each payment request.
Project
Project Number
Date Person Completing Form
ATTACHMENT D
U.S. DEPARTMENT OF HUD 2019
STATE:CALIFORNIA 2019 2019 HOME PROGRAM RENTS
Fresno, CA MSA
PROGRAM Efficiency 1 BR 2 BR 3 BR 4 BR 5 BR 6 BR
Low HOME Rent Limit 567 608 730 842 940 1037 1134
High HOME Rent Limit 668 769 929 1065 1169 1271 1373
HOME Rents
Every HOME-assisted unit is subject to rent limits designed to help make rents affordable to low income households. These
maximum rents are referred to as "HOME Rents." Annually, the U.S. Department of Housing and Urban Development
establishes maximum monthly rents for HOME-assisted rental projects. Based on changes in area income levels or market
conditions, HOME Rents, as calculated by HUD and approved by the Department, may increase.
ATTACHMENT E
Project Disbursement Schedule
Kingsburg Linnaea Villas
Draw Schedule
Draw
No. Percentage of Funds
Dollar
Amount
Requested
10%
Retention
Amount
Disbursed
1 Deposit at escrow $0 $0 $0
2 25% of Total Loan Amount
(First construction draw) $250,000 $25,000 $225,000
3 25% of Total Loan Amount $250,000 $25,000 $225,000
4 25% of Total Loan Amount $250,000 $25,000 $225,000
5 25% of Total Loan Amount $250,000 $25,000 $225,000
Total Amounts $1,000,000 $100,000 $900,000
Retention Amount
(pay 35 days after the
recordation of the Notice of
Completion)
$100,000
ATTACHMENT F
Kingsburg Linnaea Villas
PROJECT TIMELINE
TCAC Application Mar-19
TCAC Award Jun-19
Building Permits Dec-19
Loan Documents Dec-19
Construction Start Dec-19
Market Units Jul-21
Construction Complete Aug-21
Lease Up Complete Nov-21
Permanent Loan Closing May-22
EXHIBIT 1
SELF-DEALING TRANSACTION DISCLOSURE FORM
In order to conduct business with the County of Fresno (hereinafter referred to as "County"),
members of a contractor’s board of directors (hereinafter referred to as "County Contractor"), must
disclose any self -dealing transact ions that they are a party to while providing goods, performing
services, or both for the County. A self -dealing transaction is defined below:
"A self-dealing transaction means a transaction to which the corporation is a party and in which
one or more of its directors has a material financial interest"
The definition above will be utilized for purposes of completing this disclosure form.
INSTRUCTIONS
(1) Enter board member’s name, job title (if applicable), and date this disclosure is being made.
(2) Enter the board member’s company/agency name and address.
(3) Describe in detail the nature of the self -dealing transaction that is being disclosed to the
County. At a minimum, include a description of the following:
a. The name of the agency/company with which the corpor ation has the transaction; and
b. The nature of the material financial interest in the Corporation’s transaction that the
board member has.
(4) Describe in detail why the self -dealing transaction is appropriate based on applicable
provisions of the Corporations Code.
(5) Form must be signed by the board member that is involved in the self -dealing transaction
described in Sections (3) and (4).
(1) Company Board Member Information:
Name: Date
:
Job
Title:
(2) Company/Agency Name and Address:
(3) Disclosure (Please describe the nature of the self-dealing transaction you are a party
to):
(4) Explain why this self-dealing transaction is consistent with the requirements of
Corporations Code 5233 (a):
(5) Authorized Signature
Signatur
e:
Date:
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