HomeMy WebLinkAbout2026-06-23 - AGENDA REPORTS - DIAMOND PARK APARTMENTS TEFRA HEARING AND AFFORDABLE HOUSING REG AGMTO
Agenda Item: 1
CITY OF SANTA CLARITA
.` AGENDA REPORT
PUBLIC HEARINGS
CITY MANAGER APPROVAL:
DATE: June 23, 2026
SUBJECT: THE DIAMOND PARK APARTMENTS TAX EQUITY AND FISCAL
RESPONSIBILITY ACT (TEFRA) HEARING AND APPROVAL OF
AN AFFORDABLE HOUSING REGULATORY AGREEMENT
DEPARTMENT: Administrative Services
PRESENTER: Amber Rodriguez
RECOMMENDED ACTION
City Council:
1. Conduct a public hearing under the Tax Equity and Fiscal Responsibility Act and Internal
Revenue Code section 147(f) on the proposed issuance of tax-exempt revenue bonds by the
California Municipal Finance Authority for the Diamond Park Apartments project.
2. Adopt a resolution approving California Municipal Finance Authority's issuance of
tax-exempt obligations in an aggregate principal amount not to exceed 110 million dollars.
3. Authorize the City Manager to execute an Affordable Housing Regulatory Agreement with
Maple Housing Foundation.
4. Authorize the City Manager or designee to execute all contracts and associated documents,
subject to City Attorney review.
BACKGROUND
The California Municipal Finance Authority (CMFA) was created on January 1, 2004, pursuant
to a Joint Exercise of Powers Agreement to promote economic, cultural, and community
development through the financing of economic development and charitable activities by
assisting local governments, non-profit organizations, and businesses with the issuance of
taxable and tax-exempt bonds aimed at improving the standard of living in California. To date,
over 350 municipalities, including the City of Santa Clarita (City), have become members of
CMFA.
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The City received a request from Maple Housing Foundation to conduct a public hearing under,
and in accordance with, Section 147(f) of the Internal Revenue Code in order for CMFA to issue
tax-exempt revenue bonds in an aggregate principal amount not to exceed $110 million on behalf
of Maple Housing Foundation, or an affiliate thereof (the "Borrower"), which is an organization
described in Section 501(c)(3) of the Internal Revenue Code.
The Borrower has requested that CMFA participate in the issuance of one or more series of
revenue bonds in an aggregate principal amount not to exceed $110,000,000 (the "Bonds") to
finance or refinance the acquisition, rehabilitation, improvement, and equipping of a multifamily
rental housing project located at 27940 Solamint Road, Santa Clarita, California (the "Project").
The Project currently consists of 256 multifamily rental units and is subject to an existing
Affordable Housing Regulatory Agreement (Agreement) with Los Angeles County entered into
in February 1987 that remains in effect until January 1, 2036. Under the existing affordability
restrictions, at least 20 percent of the Prcject's units are required to be occupied by low- or
moderate -income households, with at least one-half of those restricted units reserved for very
low-income households. This existing agreement results in 25 units at 50 percent. Average
Median Income (AMI) and 26 units at 80 percent AMI that are restricted through January 1,
2036.
As a condition of this new financing, the Borrower must execute a new CMFA Bond Regulatory
Agreement requiring the Project to increase its existing affordability restrictions from 25 units at
50 percent of Area Median Income (AMI) to 51 units at 50 percent AMI, and from 26 units at 80
percent AMI to 141 units at 80 percent AMI. In total, 192 units will be restricted under the
CMFA Bond Regulatory Agreement for a term ending on the later of 15 years or the maturity of
the bonds issued in connection with the Project.
In addition, the borrower must execute a separate Affordable Housing Regulatory Agreement
(Affordability Agreement) with the City and CMFA that will require the Project to set aside 50
percent of the total project units representing 128 units, to remain restricted at 80 percent AMI
for a period of 55 years. For clarity, these 128 units are inclusive of, and not in addition to, the
units restricted under the CMFA Bond Regulatory Agreement. During the term of the CMFA
Bond Regulatory Agreement, the 128 units subject to the City Affordability Agreement may
include units restricted at either 50 percent AMI or 80 percent AMI under the CMFA Bond
Regulatory Agreement. Upon expiration of the CMFA Bond Regulatory Agreement, those 128
units will continue to remain restricted at no more than 80 percent AMI under the City
Affordability Agreement for the remainder of the 55-year term.
The Affordability Agreement will be recorded against the property and is separate from the
existing agreement. These long-term restrictions advance the City's affordable housing goals,
support implementation of the Housing Element, and may help the City meet its Regional
Housing Needs Assessment (RHNA) obligations.
The Bonds would be tax-exempt 501(c)(3) bonds for purposes of the Internal Revenue Code and,
as such, require the approval of the elected body of the governmental entity having jurisdiction
over the area where the Project to be financed is located. The approval and adoption of the
resolution authorizing the issuance of the Bonds will not require the City to be financially
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obligated, liable, or provide any financing for the Project. The City's credit and bond ratings are
not at risk by adopting this resolution and no City revenues are at risk by this bond issuance.
In order for CMFA to issue such Bonds, the City must (1) conduct a public hearing allowing
members of the public to comment on the proposed Project and the Bonds, and (2) approve
CMFA's issuance of the Bonds for purposes of Section 147(f) of the Internal Revenue Code.
Although CMFA, not the City, will be the issuer of the tax-exempt revenue bonds for the Project,
the financing cannot proceed without the City, as the governmental entity having jurisdiction
over the site, approving the Bonds.
For this item, the Borrower selected CMFA as the financing agency. As a result of the Borrower
selecting CMFA, the City will receive a one-time issuance fee paid by CMFA and allocated to
the City. Participation by the City will not impact the City's appropriations limits or constitute
any type of indebtedness by the City. Specifically, approval and adoption of the resolution
authorizing the issuance of the Bonds will not require the City to be financially obligated, liable,
or provide any financing for the Project. In addition, the City's credit, bond ratings, and revenues
are not at risk whatsoever by adopting this resolution or bond issuance.
Once the City holds the required public hearing and adopts the required resolution following the
public hearing, no other participation by the City in the actions of CMFA or in the financing will
be required. Approval pursuant to this resolution does not constitute any other approval by any
commission or agency of the City with respect to any other City regulatory or other
requirements, such as planning approvals, permits, or other actions necessary in connection with
the Project.
ALTERNATIVE ACTION
1. City Council not agree to approve the issuance of bonds by CMFA for Maple Housing
Foundation.
2. Other action as determined by City Council.
FISCAL IMPACT
The City will receive 25 percent of a one-time issuance fee from the California Municipal
Finance Authority, which will equate to approximately $6,300 which will be deposited to
General Fund miscellaneous revenues (100-462101). The actual amount may vary and will be
dependent on the actual closing of the Bonds.
ATTACHMENTS
TEFRA Hearing Notice Diamond Park Apartments
Diamond Park Apartments Resolution
Diamond Park - CMFA City Regulatory Agreement (available in the City Clerk's Reading File)
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1.a
NOTICE OF PUBLIC HEARING
NOTICE IS HEREBY GIVEN that at 6:00 p.m., or as soon thereafter as the matter may be heard,
on June 23, 2026, at the regular meeting place of the City Council (the "City Council') of the City of Santa
Clarita (the "City"), City Council Chambers, 23920 Valencia Boulevard, Santa Clarita, CA 91355, a public
hearing as required by Section 147(f) of the Internal Revenue Code of 1986 (the "Code"), will be held to
consider the proposed plan of financing providing for the issuance by the California Municipal Finance
Authority (the "Authority") of qualified 501(c)(3) bonds, as defined in Section 145 of the Code in one or
more series issued from time to time, including bonds issued to refund such qualified 501(c)(3) bonds in
one or more series from time to time, in an aggregate principal amount not to exceed $110,000,000
(the "Bonds").
All of the of the proceeds of the Bonds will be used by Maple Housing Foundation or an affiliate
thereof (the `Borrower") to: (1) finance or refinance the acquisition, rehabilitation, improvement and
equipping of Diamond Park Apartments, a multifamily rental housing project located at 27940 Solamint
Road, Santa Clarita, California (the "Project"); and (2) pay certain expenses incurred in connection with
the issuance of the Bonds. The Project is or will be owned and operated by the Borrower which is an
organization described in Section 501(c)(3) of the Code.
At the hearing, the testimony of all interested persons will be heard. Persons who require
accommodation for any audio, visual or other disability in order to participate in a public hearing of the
City Council may obtain assistance by requesting such accommodation in writing addressed to the City
Clerk, 23920 Valencia Boulevard, Santa Clarita, CA 91355 or telephonically by calling (661) 255-4391.
Any such request for accommodation should be made at least 48 hours prior to the scheduled meeting for
which assistance is requested.
If you challenge the proposed action in court, you may be limited to raising only those issues you
or someone else raised at the public hearing described in this notice or in written correspondence delivered
to the City Council at or prior to the public hearing.
The Bonds, including the principal of (premium, if any) and interest thereon, will not constitute a
debt or a loan of credit or a pledge of the full faith and credit or taxing power of the City, the Authority, the
State of California, or any political subdivision thereof, within the meaning of any State of California
Constitutional provision or statutory limitation and shall never constitute or give rise to a pecuniary liability
of the City, the Authority, the State of California, or any political subdivision thereof. The Bonds shall not
constitute, directly or indirectly, or contingently obligate or otherwise constitute a general obligation of or
a charge against the general credit of the City, the Authority, the State of California, or any political
subdivision thereof, but shall be special limited obligations of the Authority payable solely from the sources
provided for in the proceedings for the issuance of the Bonds. The Authority has no taxing power.
The Bonds and the obligation to pay principal of and interest thereon and any redemption premium
with respect thereto do not constitute indebtedness or an obligation of the Authority, the State of California or
any political subdivision thereof, within the meaning of any constitutional or statutory debt limitation, or a
charge against the general credit or taxing powers of any of them. The Bonds shall be a limited obligation of
the Authority, payable solely from certain revenues duly pledged therefor and generally representing amounts
paid by the Borrower.
Dated: June 13, 2026
Melody Bartlette
City Clerk
Published: The Signal, June 13, 2026
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1.b
RESOLUTION NO. 26-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA,
CALIFORNIA, APPROVING THE ISSUANCE OF REVENUE BONDS BY THE CALIFORNIA
MUNICIPAL FINANCE AUTHORITY FOR THE PURPOSE OF FINANCING THE
ACQUISITION, REHABILITATION, IMPROVEMENT, RENOVATION AND EQUIPPING OF
CERTAIN EDUCATIONAL FACILITIES AND AMENITIES FOR THE BENEFIT OF THE
DIAMOND PARK APARTMENTS
WHEREAS, pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the
State of California (the "Act"), certain public agencies (the "Members") have entered into a Joint
Exercise of Powers Agreement Relating to the California Municipal Finance Authority dated as of
January 1, 2004 (the "Agreement") in order to form the California Municipal Finance Authority
(the "Authority"), for the purpose of promoting economic, cultural and community development,
and in order to exercise any powers common to the Members, including the issuance of bonds,
notes or other evidences of indebtedness; and
WHEREAS, the City of Santa Clarita, California (the "City") is a Member of the Authority; and
WHEREAS, Maple Housing Foundation or an affiliate thereof (the "Borrower") which is an
organization described in Section 501(c)(3) of the Code, has requested that the California Municipal
Finance Authority (the "Authority") adopt a plan of financing providing for the issuance of qualified
501(c)(3) bonds as defined in Section 145 of the Internal Revenue Code of 1986 (the "Code") in one
or more series issued from time to time, including bonds issued to refund such qualified 501(c)(3)
bonds in one or more series from time to time, and at no time to exceed $110,000,000 in aggregate
principal amount (the "Bonds"), to finance or refinance the acquisition, rehabilitation, improvement
and equipping of a multifamily rental housing project located at 27940 Solamint Road, Santa Clarita,
California (the "Project"); and
WHEREAS, the acquisition of 27940 Solamint Road will enable the continued provision of
affordable housing in the City, and Borrower has agreed to enter into and record against title, once
acquired, a City Regulatory Agreement and Declaration of Restrictive Covenants (the "City
Regulatory Agreement") to ensure the continued provision of affordable housing; and
WHEREAS, pursuant to Section 147(f) of the Internal Revenue Code of 1986 (the "Code"),
the issuance of the Bonds by the Authority must be approved by the City because the Project is
located within the territorial limits of the City; and
WHEREAS, the City Council of the City (the "City Council") is the elected legislative
body of the City and is one of the "applicable elected representatives" required to approve the
issuance of the Bonds under Section 147(f) of the Code; and
WHEREAS, the Authority has requested that the City Council approve the issuance of the
Bonds by the Authority in order to satisfy the public approval requirement of Section 147(f) of the
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Code and the requirements of Section 4 of the Agreement, among certain local agencies, including
the City; and
WHEREAS, pursuant to Section 147(f) of the Code, the City Council has, following notice
duly given, held a public hearing regarding the issuance of the Bonds, and now desires to approve
the issuance of the Bonds by the Authority; and
WHEREAS, the Authority has requested that the City Council approve the issuance of the
Bonds by the Authority in order to satisfy the requirements of Section 4 of the Agreement.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA CLARITA,
CALIFORNIA DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. All of the above recitals are true and correct and the City Council so finds
Section 2. The City Council hereby approves the issuance of the Bonds by the
Authority. It is the purpose and intent of the City Council that this Resolution constitute approval
of the issuance of the Bonds by the Authority for the purposes of (a) Section 147(f) of the Code
by the applicable elected representative of the governmental unit having jurisdiction over the area
in which the Project is located, in accordance with said Section 147(f) and (b) Section 4 of the
Agreement. The City Council's approval is provided in consideration of the continued provision of
affordable housing within the Project and the commitment by the Borrower to enter into and record
against title the City Regulatory Agreement upon acquisition of the Project.
Section 3. The issuance of the Bonds shall be subject to the approval of the Authority of
all financing documents relating thereto to which the Authority is a party. The City shall have no
responsibility or liability whatsoever with respect to the Bonds.
Section 4. The adoption of this resolution shall not obligate the City or any department
thereof to (i) provide any financing to acquire or construct the Project or any financing of the Project;
(ii) approve any application or request for or take any other action in connection with any planning
approval, permit or other action necessary for the acquisition, rehabilitation or operation of the
Project; (iii) make any contribution or advance any funds whatsoever to the Authority; or (iv) take
any further action with respect to the Authority or its membership therein.
Section 5. The officers and staff of the City are hereby authorized and directed, jointly and
severally, to do any and all things, to execute and deliver any and all documents, which in
consultation with the City Attorney, they may deem necessary or advisable in order to effectuate the
purposes of this resolution, and any and all such actions previously taken by such officers or staff
members are hereby ratified and confirmed.
Section 6. This resolution shall take effect immediately upon its adoption.
Section 7. The City Clerk shall certify to the passage and adoption of this resolution.
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PASSED, APPROVED, AND ADOPTED this 23rd day of June 2026.
MAYOR
ATTEST:
CITY CLERK
DATE:
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF SANTA CLARITA )
I, Melody Bartlette, City Clerk of the City of Santa Clarita, do hereby certify that the
foregoing Resolution No. 26-_was duly adopted by the City Council of the City of Santa Clarita
at a regular meeting thereof, held on the 23rd day of June 2026, by the following vote:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
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CITY CLERK
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RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
Maple Diamond Park, LLC,
a California limited liability company
WHEN RECORDED RETURN TO:
Orrick, Herrington & Sutcliffe LLP
The Orrick Building
405 Howard Street
San Francisco, CA 94105-2669
Attention: []
CITY REGULATORY AGREEMENT AND
DECLARATION OF RESTRICTIVE COVENANTS
By and Among
CALIFORNIA MUNICIPAL FINANCE AUTHORITY, as [Issuer/Governmental Lender]
and
MAPLE DIAMOND PARK, LLC, a California limited liability company, as Owner
And
CITY OF SANTA CLARITA
Dated as of [Dated Date]
Relating to
CALIFORNIA MUNICIPAL FINANCE AUTHORITY
MULTIFAMILY HOUSING REVENUE [BONDS/NOTE]
([PROJECT NAME] APARTMENTS)
20[] SERIES A
4138-2410-9417.2
TABLE OF CONTENTS
Section 1.
Definitions and Interpretation...............................................................................3
Section 2.
Representations, Covenants and Warranties of the Owner....................................6
Section 3.
Qualified Residential Rental Project.....................................................................7
Section 4.
Moderate Income Tenants; Reporting Requirements............................................8
Section 5.
Reserved — COVERED IN BOND REG AGREEMENT]...................................10
Section6.
[.........................................................................................................................10
Section 7.
Error! Bookmark not defined.
Section 8.
Modification of Covenants.................................................................................10
Section 9.
Indemnification; Other Payments.......................................................................11
Section10.
Consideration.....................................................................................................12
Section11.
Reliance.............................................................................................................12
Section 12.
Error! Bookmark not defined.
Section13.
Term..................................................................................................................13
Section 14.
Covenants to Run With the Land........................................................................13
Section 15.
Burden and Benefit............................................................................................14
Section 16.
Uniformity; Common Plan.................................................................................14
Section 17.
Default; Enforcement.........................................................................................14
Section18.
[Reserved]..........................................................................................................15
Section 19.
Recording and Filing..........................................................................................15
Section20.
Payment of Fees.................................................................................................16
Section 21.
Choice of Law and Venue..................................................................................17
Section 22.
Amendments; Waivers.......................................................................................17
Section23.
Notices...............................................................................................................17
Section24.
Severability........................................................................................................18
Section 25.
Multiple Counterparts........................................................................................18
Section 26.
Limitation on Liability.......................................................................................18
EXHIBIT A DESCRIPTION OF REAL PROPERTY
EXHIBIT B FORM OF VERIFICATION OF INCOME
EXHIBIT C COMPLETION CERTIFICATE
EXHIBIT D CERTIFICATE OF CONTINUING PROGRAM COMPLIANCE
EXHIBIT E CERTIFICATE AS TO COMMENCEMENT OF QUALIFIED PROJECT
PERIOD
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4138-2410-9417.2
REGULATORY AGREEMENT AND
DECLARATION OF RESTRICTIVE COVENANTS
THIS REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE
COVENANTS (as supplemented and amended from time to time, this "Regulatory Agreement")
is made and entered into as of [Dated Date], by and among the CALIFORNIA MUNICIPAL
FINANCE AUTHORITY, a joint exercise of powers agency duly organized and existing under
the laws of the State of California (together with any successor to its rights, duties and obligations,
the "Issuer"), MAPLE DIAMOND PARK, LLC, a California limited liability company, duly
organized, validly existing and in good standing under the laws of the State of California (together
with any successor to its rights, duties and obligations hereunder and as owner of the Project
identified herein, the "Owner" or the `Borrower"), whose sole member is [501(c)(3)
ORGANIZATION], a California nonprofit public benefit corporation (the "Sole Member"), and
the CITY OF SANTA CLARITA, a general law city and municipal corporation (together with its
successors and assigns, the "City").
WITNESSETH:
WHEREAS, pursuant to Chapter 5 of Division 7 of Title 1 of the California Government
Code (the "Act") and in compliance with Chapter 7 of Part 5 of Division 31 of the California
Health and Safety Code (the "Housing Law"), the Issuer proposes to issue its Multifamily Housing
Revenue [Bonds/Note] ([Project Name] Apartments) 20[_] Series A (the "[Bonds/Note]") under
a [Trust Indenture/Funding Loan Agreement], dated as of [Dated Date] (as supplemented and
amended from time to time, the "[Indenture/Funding Loan Agreement]");
WHEREAS, the proceeds of the [Bonds/Note] will be used to fund a loan (the "Loan") to
the Owner pursuant to the [Project] Loan Agreement, dated as of [Dated Date], between the Issuer
and the Owner (as supplemented and amended from time to time, the "Loan Agreement"), to
provide, in part, financing for the [acquisition, rehabilitation][construction] and development of
the multifamily rental housing project known as [Project Name] Apartments, located on the real
property site described in EXHIBIT A hereto (as further described herein, the "Project");
WHEREAS, in order to assure the Issuer and the owners of the [Bonds/Note] that interest
on the [Bonds/Note] will be excluded from gross income for federal income tax purposes under
Section 103 of the Internal Revenue Code of 1986 (the "Code"), and to satisfy the public purposes
for which the [Bonds/Note] are authorized to be [issued/executed and delivered] under the Act and
the Housing Law, and to satisfy the purposes of the Issuer in determining to [issue/execute and
deliver] the [Bonds/Note], certain limits on the occupancy of units in the Project need to be
established and certain other requirements need to be met;
NOW, THEREFORE, in consideration of the [issuance/execution and delivery] of the
[Bonds/Note] by the Issuer and the mutual covenants and undertakings set forth herein, and other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the Issuer, the City and the Owner hereby agree as follows:
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4138-2410-9417.2
Section 1. Definitions and Interpretation. Unless the context otherwise requires, the
capitalized terms used herein shall have the respective meanings assigned to them in the recitals
hereto, in this Section 1, or in the [Indenture/Funding Loan Agreement].
"Administrator" means the City, or any administrator or program monitor appointed by the
City to administer this Regulatory Agreement, and any successor administrator appointed by the
City. The Administrator hereunder shall be separately appointed from the Administrator under the
Bond Regulatory Agreement.
"Area" means the Metropolitan Statistical Area or County, as applicable, in which the
Project is located, as defined by the United States Department of Housing and Urban Development.
"Available Units" means residential units in the Project that are actually occupied and
residential units in the Project that are vacant and have been occupied at least once after becoming
available for occupancy, provided that (a) a residential unit that is vacant on the later of (i) the date
the Project is acquired or (ii) the issue date of the [Bonds/Note] is not an Available Unit and does
not become an Available Unit until it has been occupied for the first time after such date, and (b) a
residential unit that is not available for occupancy due to renovations is not an Available Unit and
does not become an Available Unit until it has been occupied for the first time after the renovations
are completed.
"Bond Counsel" means Orrick, Herrington & Sutcliffe LLP or any other bond counsel to
the Issuer as selected by the Issuer.
"Bond Regulatory Agreement" means that certain Regulatory Agreement and Declaration
of Restrictive Covenants of even date herewith, by and among the Issuer and the Owner, relating
to the Bonds and requiring not less than 20% of the units to be occupied by households at 50% of
area median income and not less than 55% of the units to be occupied by households at 80% of
area median income, as it may be amended, supplemented or restated from time to time.
"Certificate of Continuing Program Compliance" means the Certificate to be filed by the
Owner with the Administrator, on behalf of the Issuer and the City, pursuant to Section 4(f) hereof,
which shall be substantially in the form attached as EXHIBIT D hereto or in such other comparable
form as may be provided by the Issuer or the City to the Owner, or as otherwise approved by the
Issuer or the City.
"City" means the City of Santa Clarita, California.
"Closing Date" means the date the [Bonds/Note] are [issued/executed] and delivered to the
initial purchaser thereof, which is expected to be [Closing Date].
"Code" means the Internal Revenue Code of 1986, as amended.
"Completion Certificate" means the Certificate of Completion of the Owner in the form
attached hereto as EXHIBIT C.
"County" means the [County], California.
4138-2410-9417.2
"Deed of Trust" means initially, the ["Security Instrument" as defined in the Funding Loan
Agreement][Multifamily Deed of Trust, Assignment of Rents, Security Agreement and Fixture
Filing dated as of the date hereof, by the Owner to a deed of trust trustee for the benefit of the
Issuer, as the same may be modified, amended or supplemented from time to time], or any deed
of trust (or similar security instrument) containing a power of sale clause reflecting a valid,
perfected first priority lien on the fee interest in the Project delivered by the Owner to secure the
Owner's obligations to a third -party lender.
"Effective Date" means the date this Regulatory Agreement is recorded in the Official
Records of Los Angeles County, California.
"Gross Income" means the gross income of a person (together with the gross income of all
persons who intend to reside with such person in one residential unit) as calculated in the manner
prescribed under Section 8 of the Housing Act.
"Housing Act" means the United States Housing Act of 1937, as amended, or its successor.
"Housing Law" means Chapter 7 of Part 5 of Division 31 of the California Health and
Safety Code, as amended.
"Income Certification" means a Tenant Income Certification and a Tenant Income
Certification Questionnaire in the form attached as EXHIBIT B hereto or in such other comparable
form as may be provided by the Issuer or the City to the Owner, or as otherwise approved by the
Issuer or the City.
"Issuer Issuance Fee" means $[Issuance Fee].
"Lender" means [Lender] and any successor entity serving in such capacity under the
[Indenture/Funding Loan Agreement].
"Manager" means the property manager of the Project, which shall meet the requirements
of Section 7(g) hereof. The initial Manager shall be [Manager].
"Moderate Income Tenant" means a tenant occupying a Moderate Income Unit.
"Moderate Income Unit" means any Available Unit if the aggregate Gross Income of all
tenants therein does not exceed limits determined in a manner consistent with determinations of
"low-income families" under Section 8 of the Housing Act (gross income of eighty percent (80%)
of median gross income for the Area, with adjustments for family size). A unit occupied by one
or more students shall only constitute a Moderate Income Unit if such students meet the
requirements of Section 142(d)(2)(C) of the Code. The determination of an Available Unit's status
as a Moderate Income Unit shall be made by the Owner upon commencement of each lease term
with respect to such unit, and annually thereafter, on the basis of an Income Certification executed
by each tenant.
"Project" means the [Units] -unit multifamily rental housing development (including [—]
manager's unit) to be located in the City of [ ] on the real property site described in
EXHIBIT A hereto, consisting of those facilities, including real property, structures, buildings,
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4138-2410-9417.2
fixtures or equipment situated thereon, as it may at any time exist, the [acquisition,
rehabilitation][construction] and development of which facilities is to be financed, in whole or in
part, from the proceeds of the sale of the [Bonds/Note] or the proceeds of any payment by the
Owner pursuant to the [Project] Loan Agreement, and any real property, structures, buildings,
fixtures or equipment acquired in substitution for, as a renewal or replacement of, or a modification
or improvement to, all or any part of the facilities described in the [Project] Loan Agreement.
"Project Costs", "Cost", "Costs" or "Costs of the Project" means with respect to the Project,
the costs chargeable to the Project in accordance with generally accepted accounting principles
including without limitation, the cost of acquisition, rehabilitation, construction, restoration,
repair, alteration, improvement and extension of any building, structure, facility or other
improvement; stored materials for construction work in progress; the cost of machinery and
equipment; the cost of the real property on which the Project is constructed, rights -in -lands,
easements, privileges, agreements franchises, utility extensions, disposal facilities, access roads
and site development necessary or useful and convenient for the Projector in connection therewith;
financing costs, including, but not limited to, costs of [issuance/execution] and delivery of the
[Bonds/Note], engineering and inspection costs; fees paid to the developer of the Project;
organization, administrative, insurance, legal, operating, letter of credit and other expenses of the
Issuer or the Owner actually incurred prior to and during acquisition, [rehabilitation] [construction]
or development; and all such other expenses as may be necessary or incidental to the financing,
acquisition, [rehabilitation][construction], development or completion of the Project, including,
but not limited to, interest expense incurred prior to completion of the Project, insurance premiums
payable by the Owner, taxes and other governmental charges levied on the Project.
"Qualified Project Costs" means "Good Costs" as such term is defined in the Tax
Certificate.
"Qualified Project Period" means the period beginning on the Effective Date and ending
on the fifty-fifth (55th) anniversary of the Effective Date.
"Regulations" means the Income Tax Regulations of the Department of the Treasury
applicable under the Code from time to time.
"Regulatory Agreement" means this Regulatory Agreement and Declaration of Restrictive
Covenants, as it may be supplemented and amended from time to time.
"Rental Payments" means the rental payments paid by the occupant of a unit, excluding
any supplemental rental assistance to the occupant from the State, the federal government, or any
other public agency, but including any mandatory fees or charges imposed on the occupant by the
Owner as a condition of occupancy of the unit.
"Tax -Exempt" means with respect to interest on any obligations of a state or local
government, including the [Bonds/Note], that such interest is excluded from gross income for
federal income tax purposes; provided, however, that such interest may be includable as an item
of tax preference or otherwise includable directly or indirectly for purposes of calculating other
tax liabilities, including any alternative minimum tax or environmental tax, under the Code.
5
4138-2410-9417.2
"Tax Certificate" means the Tax Certificate executed by the Owner and the Issuer as of the
Closing Date in connection with the [Bonds/Note], as it may be amended or supplemented from
time to time.
"Transfer" means the conveyance, assignment, sale or other disposition of all or any
portion of the Project; and shall also include, without limitation to the foregoing, the following:
(1) an installment sales agreement wherein Owner agrees to sell the Project or any part thereof for
a price to be paid in installments; and (2) an agreement by the Owner leasing all or a substantial
part of the Project to one or more persons or entities pursuant to a single or related transactions.
"Verification of Income" means a Verification of Income in the form attached as EXHIBIT
B hereto or in such other comparable form as may be provided by the Issuer or the City to the
Owner, or as otherwise approved by the Issuer or the City.
"Membership Agreement" means the operating agreement of the Owner, as it may be
amended, restated, supplemented or modified from time to time.
Unless the context clearly requires otherwise, as used in this Regulatory Agreement, words
of any gender shall be construed to include each other gender when appropriate and words of the
singular number shall be construed to include the plural number, and vice versa, when appropriate.
This Regulatory Agreement and all the terms and provisions hereof shall be construed to effectuate
the purposes set forth herein and to sustain the validity hereof.
The titles and headings of the sections of this Regulatory Agreement have been inserted
for convenience of reference only, and are not to be considered a part hereof and shall not in any
way modify or restrict any of the terms or provisions hereof or be considered or given any effect
in construing this Regulatory Agreement or any provisions hereof or in ascertaining intent, if any
question of intent shall arise.
The parties to this Regulatory Agreement acknowledge that each party and their respective
counsel have participated in the drafting and revision of this Regulatory Agreement. Accordingly,
the parties agree that any rule of construction to the effect that ambiguities are to be resolved
against the drafting party shall not apply in the interpretation of this Regulatory Agreement or any
supplement or exhibit hereto.
Section 2. Representations, Covenants and Warranties of the Owner.
(a) The Owner hereby incorporates herein, as if set forth in full herein, each of the
representations, covenants and warranties of the Owner contained in the Tax Certificate and the
[Project] Loan Agreement relating to the Project.
(b) The Owner hereby represents and warrants that the Project is located entirely within
the City.
(c) The Owner acknowledges, represents and warrants that it understands the nature
and structure of the transactions contemplated by this Regulatory Agreement; that it is familiar
with the provisions of all of the documents and instruments relating to the [Bonds/Note] to which
it is a party or of which it is a beneficiary; that it understands the financial and legal risks inherent
6
4138-2410-9417.2
in such transactions; and that it has not relied on the Issuer for any guidance or expertise in
analyzing the financial or other consequences of such financing transactions or otherwise relied
on the Issuer in any manner except to issue the [Bonds/Note] in order to provide funds to assist the
Owner in constructing and developing the Project.
(d) The Owner shall deliver to the Administrator and the Lender (i) on the date of the
completion of the acquisition, rehabilitation/construction and equipping of the Project, a duly
executed and completed Completion Certificate in the form attached hereto as EXHIBIT C, and
(ii) within thirty (30) days after the date on which 50% of the dwelling units in the Project are
occupied, a written notice in the form attached hereto as EXHIBIT E providing the information
requested therein.
Section 3. Qualified Residential Rental Project. The Owner hereby acknowledges and
agrees that the Project is to be owned, managed and operated as a "residential rental project"
(within the meaning of Section 142(d) of the Code) for a term equal to the Qualified Project Period.
To that end, and for the term of this Regulatory Agreement, the Owner hereby represents,
covenants, warrants and agrees as follows:
(a) The Project will be [constructed][rehabilitated], developed and operated for the
purpose of providing multifamily residential rental property. The Owner will own, manage and
operate the Project as a project to provide multifamily residential rental property comprised of a
building or structure or several interrelated buildings or structures, together with any functionally
related and subordinate facilities, and no other facilities, in accordance with Section 142(d) of the
Code, Section 1.103-8(b) of the Regulations and the provisions of the Act and the Housing Law,
and in accordance with such requirements as may be imposed thereby on the Project from time to
time.
(b) All of the dwelling units in the Project (except for not more than [—] unit[s] set
aside for a resident manager or other administrative use) will be similarly constructed units, and
each dwelling unit in the Project will contain complete separate and distinct facilities for living,
sleeping, eating, cooking and sanitation for a single person or a family, including a sleeping area,
bathing and sanitation facilities and cooking facilities equipped with a cooking range, refrigerator
and sink.
(c) None of the dwelling units in the Project will at any time be utilized on a transient
basis or rented for a period of less than 30 consecutive days, or will ever be used as a hotel, motel,
dormitory, fraternity house, sorority house, rooming house, nursing home, hospital, sanitarium,
rest home or trailer court or park; provided that the use of certain units for tenant guests on an
intermittent basis shall not be considered transient use for purposes of this Regulatory Agreement.
(d) No part of the Project will at any time during the Qualified Project Period be owned
by a cooperative housing corporation, nor shall the Owner take any steps in connection with a
conversion to such ownership or use, and the Owner will not take any steps in connection with a
conversion of the Project to condominium ownership during the Qualified Project Period (except
that the Owner may obtain final map approval and the Final Subdivision Public Report from the
California Department of Real Estate and may file a condominium plan with the City).
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4138-2410-9417.2
(e) All of the Available Units in the Project will be available for rental during the period
beginning on the Closing Date and ending on the termination of the Qualified Project Period on a
continuous, "first -come, first -served" basis to members of the general public; and the Owner will
not give preference to any particular class or group in renting the dwelling units in the Project,
except as permitted by applicable law, including Section 1.103-8(a)(2) of the Regulations, and to
the extent that dwelling units are required to be leased or rented in such a manner that they
constitute Moderate Income Units.
(f) The Project consists of a parcel or parcels that are contiguous except for the
interposition of a road, street or stream, and all of the facilities of the Project comprise a single
geographically and functionally integrated project for residential rental property, as evidenced by
the ownership, management, accounting and operation of the Project.
(g) No dwelling unit in the Project shall be occupied by the Owner; provided, however,
that if the Project contains five or more dwelling units, this provision shall not be construed to
prohibit occupancy of not more than [] dwelling unit[s] by a resident manager or maintenance
personnel, any of whom may be the Owner.
Section 4. Moderate Income Tenants, Reporting_ Requirements. Pursuant to the
requirements of the Code, the Owner hereby represents, warrants and covenants as follows:
(a) During the Qualified Project Period, no less than fifty percent (50%) (which equals
one hundred and twenty-eight (128) units of the total number of completed units in the Project
shall at all times be Moderate Income Units. For the purposes of this paragraph (a), a vacant unit
that was most recently occupied by a Moderate Income Tenant is treated as a Moderate Income
Unit until reoccupied, other than for a temporary period of not more than thirty-one (31) days, at
which time the character of such unit shall be redetermined.
(b) No tenant qualifying as a Moderate Income Tenant upon initial occupancy shall be
denied continued occupancy of a unit in the Project because, after admission, the aggregate Gross
Income of all tenants in the unit occupied by such Moderate Income Tenant increases to exceed
the qualifying limit for a Moderate Income Unit. However, should the aggregate Gross Income of
tenants in a Moderate Income Unit, as of the most recent determination thereof, exceed one
hundred forty percent (140%) of the applicable income limit for a Moderate Income Unit occupied
by the same number of tenants, the next available unit of comparable or smaller size must be rented
to (or held vacant and available for immediate occupancy by) Moderate Income Tenant(s). The
unit occupied by such tenants whose aggregate Gross Income exceeds such applicable income
limit shall continue to be treated as a Moderate Income Unit for purposes of the requirements of
Section 4(a) hereof, unless and until an Available Unit of comparable or smaller size is rented to
persons other than Moderate Income Tenants.
(c) For the Qualified Project Period, the Owner will obtain, complete and maintain on
file Income Certifications for each Moderate Income Tenant, including (i) an Income Certification
dated immediately prior to the initial occupancy of such Moderate Income Tenant in the unit and
a second Income Certification dated one year after the Moderate Income Tenant's initial move in
date, and (ii) thereafter, an annual Income Certification with respect to each Moderate Income
8
4138-2410-9417.2
Tenant. In lieu of obtaining an annual Income Certification required by clause (ii) of the preceding
sentence, the Owner may, with respect to any particular twelve-month period ending July 1, deliver
to the Administrator no later than fifteen (15) days after such date, a certification that as of July 1,
no residential unit in the Project was occupied within the preceding twelve (12) months by a new
resident whose income exceeded the limit applicable to Moderate Income Tenants upon admission
to the Project. The Administrator may at any time and in its sole and absolute discretion notify
the Owner in writing that it will no longer accept certifications of the Owner made pursuant to the
preceding sentence and that the Owner will thereafter be required to obtain an annual Income
Certification for tenants. The Owner will also provide such additional information as may be
required in the future by the Code, the State, the Issuer or the City, as the same may be amended
from time to time, or in such other form and manner as may be required by applicable rules, rulings,
policies, procedures, Regulations or other official statements now or hereafter promulgated,
proposed or made by the Department of the Treasury or the Internal Revenue Service with respect
to Tax -Exempt obligations. Upon request of the Administrator, the Issuer or the City, copies of
Income Certifications for Moderate Income Tenants commencing or continuing occupation of a
Moderate Income Unit shall be submitted to the Administrator, the Issuer or the City, as requested.
(d) The Owner shall make a good faith effort to verify that the income information
provided by an applicant in a Verification of Income is accurate by taking one or more of the
following steps as a part of the verification process: (1) obtain pay stubs for the three most recent
pay periods, (2) obtain an income tax return for the most recent tax year, (3) obtain a credit report
or conduct a similar type credit search, (4) obtain an income verification from the applicant's
current employer, (5) obtain an income verification from the Social Security Administration and/or
the California Department of Social Services if the applicant receives assistance from either of
such agencies, or (6) if the applicant is unemployed and does not have an income tax return, obtain
another form of independent verification reasonably acceptable to the Issuer or the City.
(e) The Owner will maintain complete and accurate records pertaining to the Moderate
Income Units, and will permit any duly authorized representative of the Issuer, the City, the
Department of the Treasury or the Internal Revenue Service to inspect the books and records of
the Owner pertaining to the Project, including those records pertaining to the occupancy of the
Moderate Income Units.
(f) For the Qualified Project Period, the Owner will prepare and submit to the
Administrator, on behalf of the Issuer and the City, annually, on or before February 1 of each year,
or such other date as shall be specified by the Issuer or the City in writing, a Certificate of
Continuing Program Compliance executed by the Owner in substantially the form attached hereto
as EXHIBIT D; provided, however, at the direction of the Issuer or the City, the Owner will prepare
and submit to the Administrator, on behalf of the Issuer and the City, quarterly, on or before
January 1, April 1, July 1 and October 1 of each year, a Certificate of Continuing Program
Compliance executed by the Owner in substantially the form attached hereto as EXHIBIT D.
During the Qualified Project Period, the Owner shall submit a completed Internal Revenue Code
Form 8703 or such other annual certification as required by the Code with respect to the Project,
to the Secretary of the Treasury on or before March 31 of each year (or such other date as may be
required by the Code). Upon the written request of the Issuer or the City, the Owner agrees to
provide such information or reports as are necessary, in the reasonable opinion of the Issuer or the
9
4138-2410-9417.2
City, to enable the City to respond to reporting requirements imposed on the City by the Internal
Revenue Service or other authorities having regulatory authority with respect to the [Bonds/Note].
(g) For the Qualified Project Period, all tenant leases or rental agreements shall be
subordinate to this Regulatory Agreement and the Deed of Trust. All leases pertaining to Moderate
Income Units shall contain clauses, among others, wherein each tenant who occupies a Moderate
Income Unit: (i) certifies the accuracy of the statements made by such tenant in the Verification
of Income; (ii) agrees that the family income and other eligibility requirements shall be deemed
substantial and material obligations of the tenancy of such tenant, that such tenant will comply
promptly with all requests for information with respect thereto from the Owner, the Issuer, the City
or the Administrator on behalf of the Issuer, and that the failure to provide accurate information in
the Verification of Income or refusal to comply with a request for information with respect thereto
shall be deemed a violation of a substantial obligation of the tenancy of such tenant;
(iii) acknowledges that the Owner, the Issuer and the City are relying on the statements made by
such tenant in the Verification of Income and supporting information supplied by the Moderate
Income Tenant in determining qualification for occupancy of a Moderate Income Unit, and that
any material misstatement in such certification (whether or not intentional) will be cause for
immediate termination of such lease or rental agreement; and (iv) agrees that the tenant's income
is subject to annual certification in accordance with Section 4(c) and that if upon any such
certification the aggregate Gross Income of tenants in such unit exceeds the applicable income
limit under Section 4(a), the unit occupied by such tenant may cease to qualify as a Moderate
Income Unit and such unit's rent may be subject to increase.
For purposes of this Section 4, no unit occupied by a residential manager shall be treated
as a rental unit during the time of such occupation.
Section 5. Reserved — COVERED IN BOND REG AGREEMENT]. [Reserved —
COVERED IN BOND REG AGREEMENT]. [RESERVED — COVERED IN BOND REG
AGREEMENT]. Modification of Covenants. The Owner, the City, and the Issuer hereby agree
as follows:
(a) To the extent any amendments to the Act, the Housing Law, the Regulations or the
Code shall, in the written opinion of Bond Counsel filed with the Issuer, the City and the Owner,
retroactively impose requirements upon the ownership or operation of the Project more restrictive
than those imposed by this Regulatory Agreement, and if such requirements are applicable to the
Project and compliance therewith is necessary to maintain the validity of, or the Tax -Exempt status
of interest on the [Bonds/Note], this Regulatory Agreement shall be deemed to be automatically
amended to impose such additional or more restrictive requirements.
(b) To the extent that the Act, the Housing Law, the Regulations or the Code, or any
amendments thereto, shall, in the written opinion of Bond Counsel filed with the Issuer, the City
and the Owner, impose requirements upon the ownership or operation of the Project less restrictive
than imposed by this Regulatory Agreement, this Regulatory Agreement may be amended or
modified to provide such less restrictive requirements but only by written amendment signed by
the Issuer, at its sole discretion, the City and the Owner, with the consent of the Lender, and only
upon receipt by the Issuer and the City of the written opinion of Bond Counsel to the effect that
10
4138-2410-9417.2
such amendment will not affect the Tax -Exempt status of interest on the [Bonds/Note] or violate
the requirements of the Housing Law, and otherwise in accordance with Section 22 hereof.
(c) The Owner, the Issuer and the City shall execute, deliver and, if applicable, file of
record any and all documents and instruments necessary to effectuate the intent of this Section 8.
Section 9. Indemnification; Other Payments. To the fullest extent permitted by law,
the Owner agrees to indemnify, hold harmless and defend the Issuer, the City and each of their
respective past, present and future officers, members, directors, officials, employees, attorneys and
agents (collectively, the "Indemnified Parties"), against any and all losses, damages, claims,
actions, liabilities, costs and expenses of any conceivable nature, kind or character (including,
without limitation, reasonable attorneys' fees, litigation and court costs, amounts paid in settlement
and amounts paid to discharge judgments) to which the Indemnified Parties, or any of them, may
become subject under or any statutory law (including federal or state securities laws) or at common
law or otherwise, arising out of or based upon or in any way relating to:
(i) the [Bonds/Note], the [Indenture][Funding Loan Agreement], [Project]
Loan Agreement, this Regulatory Agreement, or the Tax Certificate and all documents
related thereto, or the execution or amendment hereof or thereof or in connection with
transactions contemplated hereby or thereby, including the [issuance] [execution and
delivery], sale, [or] resale [or remarketing] of the [Bonds/Note];
(ii) any act or omission of the Owner or any of its agents, contractors, servants,
employees, tenants or licensees in connection with the Loan or the Project, the operation
of the Project, or the condition, environmental or otherwise, occupancy, use, possession,
conduct or management of work done in or about, or from the planning, design, acquisition,
installation, construction or [rehabilitation][development] of, the Project or any part
thereof,
(iii) any lien or charge upon payments by the Owner to the Issuer or any taxes
(including, without limitation, all ad valorem taxes and sales taxes), assessments,
impositions and other charges imposed on the Issuer in respect of any portion of the Project;
(iv) any violation of any environmental regulations with respect to, or the
release of any hazardous substances from, the Project or any part thereof,
(v) the defeasance and/or [redemption/prepayment] in whole or in part, of the
[Bonds/Note];
(vi) any untrue statement or misleading statement or alleged untrue statement or
alleged misleading statement of a material fact contained in any offering statement or
disclosure or continuing disclosure document for the [Bonds/Note], or any of the
documents relating to the [Bonds/Note], or any omission or alleged omission from any
offering statement or disclosure or continuing disclosure document for the [Bonds/Note]
of any material fact necessary to be stated therein in order to make the statements made
therein, in the light of the circumstances under which they were made, not misleading;
11
4138-2410-9417.2
(vii) any declaration of taxability of interest on the [Bonds/Note], or allegations
that interest on the [Bonds/Note] is taxable or any regulatory audit or inquiry regarding
whether interest on the [Bonds/Note] is taxable; or
except in the case of the foregoing indemnification of the Issuer or the City or any of their
respective officers, members, directors, officials, employees, attorneys and agents, to the extent
such damages are caused by the willful misconduct of such Indemnified Party. In the event that
any action or proceeding is brought against any Indemnified Party with respect to which indemnity
may be sought hereunder, the Owner, upon written notice from the Indemnified Party, shall assume
the investigation and defense thereof, including the employment of counsel selected by the
Indemnified Party, and shall assume the payment of all expenses related thereto, with full power
to litigate, compromise or settle the same in its sole discretion; provided that the Indemnified Party
shall have the right to review and approve or disapprove any such compromise or settlement. Each
Indemnified Party shall have the right to employ separate counsel in any such action or proceeding
and participate in the investigation and defense thereof, and the Owner shall pay the reasonable
fees and expenses of such separate counsel; provided, however, that such Indemnified Party may
only employ separate counsel at the expense of the Owner if in the judgment of such Indemnified
Party a conflict of interest exists by reason of common representation or if all parties commonly
represented do not agree as to the action (or inaction) of counsel.
The rights of any persons to indemnity hereunder and rights to payment of fees and
reimbursement of expenses pursuant to Section 20 hereof, this Section 9 and Section 7(a) hereof
shall survive the final payment or defeasance of the [Bonds/Note]. The provisions of this Section
shall survive the termination of the [Loan Agreement/Borrower Loan Agreement]; provided,
however, the provisions of this Section shall, in the case of the Issuer and the City, survive the
term of this Regulatory Agreement, but only as to claims arising from events occurring during the
term of this Regulatory Agreement.
Section 10. Consideration. The Issuer has agreed to issue the [Bonds/Note] and the City
has consented to such issuance to provide funds to lend to the Owner to finance or refinance the
Project (as applicable), all for the purpose, among others, of inducing the Owner to acquire,
construct, develop and operate the Project. In consideration of the [issuance][execution and
delivery] of the [Bonds/Note] by the Issuer and the City's consent thereto, the Owner has entered
into this Regulatory Agreement and has agreed to restrict the uses to which this Project can be put
on the terms and conditions set forth herein.
Section 11. Reliance. The Issuer and the Owner hereby recognize and agree that the
representations and covenants set forth herein may be relied upon by all persons interested in the
legality and validity of [Bonds/Note], in the exemption from California personal income taxation
of interest on the [Bonds/Note] and in the Tax -Exempt status of the interest on the [Bonds/Note].
In performing their duties and obligations hereunder, the Issuer, the City and the Administrator
may rely upon statements and certificates of the Moderate Income Tenants, and upon audits of the
books and records of the Owner pertaining to the Project. In addition, the Issuer and the City may
consult with counsel, and the opinion of such counsel shall be full and complete authorization and
protection in respect of any action taken or suffered by the Issuer or the City hereunder in good
faith and in conformity with such opinion.
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Section 12. [Reserved — In Bond RA]
Section 13. . Term. This Regulatory Agreement and all and several of the terms hereof
shall become effective upon its execution and delivery, and shall remain in full force and effect
for the period provided herein and shall terminate as to any provision not otherwise provided with
a specific termination date and shall terminate in its entirety at the end of the Qualified Project
Period, it being expressly agreed and understood that the provisions hereof are intended to survive
the retirement of the [Bonds/Note] and discharge of the [Indenture/Funding Loan Agreement] and
the [Project] Loan Agreement.
The terms of this Regulatory Agreement to the contrary notwithstanding, the requirements
of this Regulatory Agreement shall terminate and be of no further force and effect in the event of
involuntary noncompliance with the provisions of this Regulatory Agreement caused by fire or
other casualty, seizure, requisition, foreclosure of a senior obligation, transfer of title by deed in
lieu of foreclosure of a senior obligation, change in a federal law or an action of a federal agency
after the Closing Date, which prevents the Issuer from enforcing such provisions, or condemnation
or a similar event, but only if, within a reasonable period, either the [Bonds/Note] [are/is] retired
or amounts received as a consequence of such event are used to provide a project that meets the
requirements hereof, provided, however, that the preceding provisions of this sentence shall cease
to apply and the restrictions contained herein shall be reinstated if, at any time subsequent to the
termination of such provisions as the result of the foreclosure of a senior obligation or the delivery
of a deed in lieu of foreclosure of a senior obligation or a similar event, the Owner or any related
person (within the meaning of Section 1.103-10(e) of the Regulations) obtains an ownership
interest in the Project for federal income tax purposes. The Owner hereby agrees that, following
any foreclosure, transfer of title by deed in lieu of foreclosure or similar event, neither the Owner
nor any such related person as described above will obtain an ownership interest in the Project for
federal tax purposes.
Notwithstanding any other provision of this Regulatory Agreement, this Regulatory
Agreement may be terminated upon agreement by the Issuer, the City and the Owner, upon receipt
by the Issuer and the City of an opinion of Bond Counsel to the effect that such termination will
not adversely affect the exclusion from gross income of interest on the [Bonds/Note] for federal
income tax purposes. Upon the termination of the terms of this Regulatory Agreement, the parties
hereto agree to execute, deliver and record appropriate instruments of release and discharge of the
terms hereof, provided, however, that the execution and delivery of such instruments shall not be
necessary or a prerequisite to the termination of this Regulatory Agreement in accordance with its
terms.
Section 14. Covenants to Run With the Land. Notwithstanding Section 1461 of the
California Civil Code, the Owner hereby subjects the Project to the covenants, reservations and
restrictions set forth in this Regulatory Agreement. The Issuer, the City and the Owner hereby
declare their express intent that the covenants, reservations and restrictions set forth herein shall
be deemed covenants running with the land and shall pass to and be binding upon the Owner's
successors in title to the Project; provided, however, that on the termination of this Regulatory
Agreement said covenants, reservations and restrictions shall expire. Each and every contract,
deed or other instrument hereafter executed covering or conveying the Project or any portion
thereof shall conclusively be held to have been executed, delivered and accepted subject to such
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4138-2410-9417.2
covenants, reservations and restrictions, regardless of whether such covenants, reservations and
restrictions are set forth in such contract, deed or other instruments.
Section 15. Burden and Benefit. The Issuer, the City and the Owner hereby declare
their understanding and intent that the burdens of the covenants set forth herein touch and concern
the land in that the Owner's legal interest in the Project is rendered less valuable thereby. The
Issuer, the City and the Owner hereby further declare their understanding and intent that the
benefits of such covenants touch and concern the land by enhancing and increasing the enjoyment
and use of the Project by Moderate Income Tenants, the intended beneficiaries of such covenants,
reservations and restrictions, and by furthering the public purposes for which the [Bonds/Note]
were issued.
Section 16. Uniformity; Common Plan. The covenants, reservations and restrictions
hereof shall apply uniformly to the entire Project in order to establish and carry out a common plan
for the use of the site on which the Project is located.
Section 17. Default; Enforcement. If the Owner defaults in the performance or
observance of any covenant, agreement or obligation of the Owner set forth in this Regulatory
Agreement, and if such default remains uncured for a period of 60 days after notice thereof shall
have been given by the Issuer, the City or the Lender to the Owner, or for a period of 60 days from
the date the Owner should, with reasonable diligence, have discovered such default, then the Issuer
or the City shall declare an "Event of Default" to have occurred hereunder; provided, however,
that if the default is of such a nature that it cannot be corrected within 60 days, such default shall
not constitute an Event of Default hereunder so long as (i) the Owner institutes corrective action
within said 60 days and diligently pursues such action until the default is corrected, and (ii) in the
opinion of Bond Counsel, the failure to cure said default within 60 days will not adversely affect
the Tax -Exempt status of interest on the [Bonds/Note]. The Issuer and the City shall have the right
to enforce the obligations of the Owner under this Regulatory Agreement within shorter periods
of time than are otherwise provided herein if necessary to ensure compliance with the Housing
Law or the Code.
Following the declaration of an Event of Default hereunder, the Issuer or the City, subject
to the terms of the [Indenture/Funding Loan Agreement], may take any one or more of the
following steps, in addition to all other remedies provided by law or equity:
(i) by mandamus or other suit, action or proceeding at law or in equity,
including injunctive relief, require the Owner to perform its obligations and covenants
hereunder or enjoin any acts or things that may be unlawful or in violation of the rights of
the Issuer or the City hereunder;
(ii) have access to and inspect, examine and make copies of all of the books and
records of the Owner pertaining to the Project;
(iii) take such other action at law or in equity as may appear necessary or
desirable to enforce the obligations, covenants and agreements of the Owner hereunder;
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4138-2410-9417.2
(iv) with the consent of the Lender, which consent shall not be unreasonably
withheld, declare a default under the [Project] Loan Agreement, as applicable, and proceed
with any remedies provided therein; and
(v) order and direct the Owner in writing to terminate the Manager and to select
a replacement Manager meeting the requirements hereof within 60 days of such written
direction, and to notify the Issuer and the City in writing of the identity of the replacement
Manager and that certify that such replacement Manager satisfies the requirements hereof.
The Owner hereby agrees that specific enforcement of the Owner's agreements contained
herein is the only means by which the Issuer and the City may fully obtain the benefits of this
Regulatory Agreement made by the Owner herein, and the Owner therefore agrees to the
imposition of the remedy of specific performance against it in the case of any Event of Default by
the Owner hereunder.
The Issuer and the City hereby agree that cure of any Event of Default made or tendered
by any partner of the Owner shall be deemed to be a cure by the Owner and shall be accepted or
rejected on the same basis as if made or tendered by the Owner.
All reasonable fees, costs and expenses (including reasonable attorney's fees) of the Issuer
and the City incurred in taking any action pursuant to this Section shall be the sole responsibility
of the Owner.
Notwithstanding any other provision of this Section 17: (a) during the term of the Bond
Regulatory Agreement, the Issuer shall have the enforcement rights set forth in this Section 17,
and the City may exercise such rights jointly with the Issuer with respect to the affordability,
occupancy and rent requirements of this Regulatory Agreement; and (b) from and after the
expiration or termination of the Bond Regulatory Agreement, the City and the Issuer shall each
have the right to declare an Event of Default and to exercise all of the rights and remedies set forth
in this Section 17 for the remainder of the term of this Regulatory Agreement.
Section 18. [Reserved] [Reserved] Recording and Filing. (a) The Owner shall cause this
Regulatory Agreement and all amendments and supplements hereto and thereto, to be recorded
and filed in the real property records of the County, and in such other places as the Issuer or the
City may reasonably request. The Owner shall pay all fees and charges incurred in connection
with any such recording.
(b) The Owner, the Issuer and the City will file of record such other documents and
take such other steps as are reasonably necessary, in the opinion of Bond Counsel, in order to
ensure that the requirements and restrictions of this Regulatory Agreement will be binding upon
all owners of the Project.
(c) The Owner hereby covenants to include or reference the requirements and
restrictions contained in this Regulatory Agreement in any documents transferring any interest in
the Project to another person to the end that such transferee has notice of, and is bound by, such
restrictions, and, except in the case of a foreclosure or comparable involuntary conversion of the
Deed of Trust, whereby the Lender becomes the owner of the Project, to obtain the agreement from
any transferee to abide by all requirements and restrictions of this Regulatory Agreement.
15
4138-2410-9417.2
Section 20. Payment of Fees. The Owner shall pay to the Issuer on the Closing Date
the Issuer Issuance Fee.
Notwithstanding any prepayment of the Loan and notwithstanding a discharge of the
[Indenture/Funding Loan Agreement], throughout the term of this Regulatory Agreement, the
Owner shall continue to pay to the Issuer all fees and expenses to be paid by the Owner to the
Issuer pursuant to the provisions hereof and pursuant to provisions of the [Project] Loan
Agreement, including the following "Additional Payments," as follows:
(a) All taxes and assessments of any type or character charged to the Issuer in any way
arising due to the transactions contemplated hereby (including taxes and assessments assessed or
levied by any public agency or governmental authority of whatsoever character having power to
levy taxes or assessments); provided, however, that the Owner shall have the right to protest any
such taxes or assessments and to require the Issuer, at the Owner's expense, to protest and contest
any such taxes or assessments levied upon it and that the Owner shall have the right to withhold
payment of any such taxes or assessments pending disposition of any such protest or contest unless
such withholding, protest or contest would adversely affect the rights or interests of the Issuer;
(b) The reasonable fees and expenses of such accountants, consultants, attorneys and
other experts as may be engaged by the Issuer or the City to prepare audits, financial statements,
reports, opinions or provide such other services required under this Regulatory Agreement, the
[Indenture/Funding Loan Agreement], or the [Project] Loan Agreement; and
(c) The reasonable fees and expenses of the Issuer, the City, or any agent or attorney
selected by the Issuer or the City to act on its behalf in connection with the [Indenture/Funding
Loan Agreement], the [Project] Loan Agreement, the [Bonds/Note], or this Regulatory Agreement,
including, without limitation, any and all reasonable expenses incurred in connection with the
authorization, [issuance/execution] and delivery of the [Bonds/Note] or in connection with any
litigation, investigation or other proceeding which may at any time be instituted involving the
[Indenture/Funding Loan Agreement], the [Project] Loan Agreement, this Regulatory Agreement,
or the [Bonds/Note] or any of the other documents contemplated thereby, or in connection with
the reasonable supervision or inspection of the Owner, its properties, assets or operations or
otherwise in connection with the administration of the [Indenture/Funding Loan Agreement], the
[Project] Loan Agreement, this Regulatory Agreement or the [Bonds/Note].
(d) Any amounts due and payable by the Owner as arbitrage rebate under Section 148
of the Code, pursuant to Owner's covenants and agreements with respect thereto in the [Project]
Loan Agreement and the Tax Certificate.
Such Additional Payments shall be billed to the Owner by the Issuer from time to time,
together with a statement certifying that the amount billed has been incurred or paid by the Issuer
for one or more of the above items. After such a demand, amounts so billed shall be paid by the
Owner within thirty (30) days after the date of invoice. Notwithstanding the foregoing, the Issuer
shall not be required to submit a bill to the Owner for payment of any amounts due with respect
to arbitrage rebate under Section 148 of the Code, the calculation and payment for which is the
responsibility of the Owner.
16
4138-2410-9417.2
In addition, the Owner shall pay to the party entitled thereto as expressly set forth in this
Regulatory Agreement or the [Project] Loan Agreement:
(a) all expenses incurred by the Issuer or the [Bond][Note]holder arising out of or in
connection with the enforcement of any rights under the [Project] Loan Agreement, this
Regulatory Agreement, the [Indenture/Funding Loan Agreement] or any other [Loan] Document;
and
(b) all other payments of whatever nature that the Owner has agreed to pay or assume
under the provisions of this Regulatory Agreement, the [Project] Loan Agreement, the
[Indenture/Funding Loan Agreement] and any other [Loan] Document.
Section 21. Choice of Law and Venue: This Regulatory Agreement and the
[Bonds/Note] are contracts made under the laws of the State of California and shall be governed
by and construed in accordance with the Constitution and laws applicable to contracts made and
performed in the State of California. This Regulatory Agreement and the [Bonds/Note] shall be
enforceable in the State of California, and any action arising out of this Regulatory Agreement or
the [Bonds/Note] shall be filed and maintained in Los Angeles County, California, unless the City
waives this requirement.
Section 22. Amendments; Waivers. (a) Except as provided in Section 8(a) hereof, this
Regulatory Agreement may be amended only by a written instrument executed by the parties
hereto or their successors in title, and duly recorded in the real property records of [County],
California, and only upon (i) receipt by the Issuer and the City of an opinion from Bond Counsel
that such amendment will not adversely affect the Tax -Exempt status of interest on the
[Bonds/Note] and is not contrary to the provisions of the Housing Law and (ii) so long as [any
Bonds/the Note] remain[s] Outstanding, the written consent of the Lender, who shall receive a
copy of any such amendment.
(b) Anything to the contrary contained herein notwithstanding, the Issuer, the City and
the Owner hereby agree to amend this Regulatory Agreement to the extent required, in the opinion
of Bond Counsel, in order that interest on the [Bonds/Note] remains Tax -Exempt. The parties
requesting such amendment shall notify the other parties to this Regulatory Agreement of the
proposed amendment, with a copy of such proposed amendment to Bond Counsel and a request
that Bond Counsel render to the Issuer and the City an opinion as to the effect of such proposed
amendment upon the Tax -Exempt status of interest on the [Bonds/Note]. This provision shall not
be subject to any provision of any other agreement requiring any party hereto to obtain the consent
of any other person in order to amend this Regulatory Agreement.
(c) Any waiver of, or consent to, any condition under this Regulatory Agreement must
be expressly made in writing.
Section 23. Notices. Any notice required to be given hereunder shall be made in writing
and shall be given by personal delivery, overnight delivery, certified or registered mail, postage
prepaid, return receipt requested, or by telecopy, in each case at the respective addresses specified
in the [Indenture/Funding Loan Agreement], or at such other addresses as may be specified in
17
4138-2410-9417.2
writing by the parties hereto. Unless otherwise specified by the Administrator or the Owner, the
address of the Administrator is:
City: City of Santa Clarita
23920 Valencia Blvd.
Santa Clarita, California 91355
Attention: City Manager
Telephone: 661-259-2489
With a copy to: Burke, Williams & Sorensen, LLP
444 South Flower Street, 40t' Floor
Los Angeles, CA 90071
Attention: Joseph Montes
Telephone: (213) 236-2736
The Issuer, the City, the Administrator, and the Owner may, by notice given hereunder,
designate any further or different addresses to which subsequent notices, certificates or other
communications shall be sent. Notice shall be deemed given on the date evidenced by the postal
or courier receipt or other written evidence of delivery or electronic transmission; provided that
any telecopy or other electronic transmission received by any party after 4:00 p.m., local time of
the receiving party, as evidenced by the time shown on such transmission, shall be deemed to have
been received the following Business Day. A copy of each notice of default provided to the Owner
hereunder shall also be provided to the investor limited partner of the Owner and the Lender at the
addresses set forth in the [Indenture/Funding Loan Agreement].
A copy of each notice sent by or to the Owner shall also be sent to the Manager at the
address of the Manager provided by the Owner to the Administrator; but such copies shall not
constitute notice to the Owner, nor shall any failure to send such copies constitute a breach of this
Regulatory Agreement or a failure of or defect in notice to the Owner.
The Owner shall notify the Issuer, the City and the Administrator in writing of any change
to the name of the Project or any change of name or address for the Owner or the Manager.
Section 24. Severability. If any provision of this Regulatory Agreement shall be
invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions
hereof shall not in any way be affected or impaired thereby.
Section 25. Multiple Counterparts. This Regulatory Agreement may be simultaneously
executed in multiple counterparts, all of which shall constitute one and the same instrument, and
each of which shall be deemed to be an original.
Section 26. Limitation on Liability. Notwithstanding the foregoing or any other
provision or obligation to the contrary contained in this Regulatory Agreement (provided that the
Owner's obligations under Section 9 of this Regulatory Agreement are not subject to the provisions
and limitations of this Section 26) (i) the liability of the Owner under this Regulatory Agreement
to any person or entity, including, but not limited to, the [Lender], or the [Governmental
18
4138-2410-9417.2
Lender/Issuer] and their successors and assigns, is limited to the Owner's interest in the Project,
the [Pledged Revenues] [Collateral] [Trust Estate] and the amounts held in the funds and accounts
created under the [Funding Loan Agreement] [Indenture] [Trust Agreement], if any, or any rights
of the Owner under any guarantees relating to the Project, and such persons and entities shall look
exclusively thereto, or to such other security as may from time to time be given for the payment
of obligations arising out of this Regulatory Agreement or any other agreement securing the
obligations of the Owner under this Regulatory Agreement; and (ii) from and after the date of this
Regulatory Agreement, no deficiency or other personal judgment shall be rendered against the
Owner, the assets of the Owner (other than the Owner's interest in the Project, this Regulatory
Agreement, amounts held in the funds and accounts created under the [Funding Loan
Agreement] [Indenture] [Trust Agreement], if any, any rights of the Owner under the [Funding
Loan Agreement] [Indenture] [Trust Agreement] or any other documents relating to the
[Bonds/Note] or any rights of the Owner under any guarantees relating to the Project), its partners,
members, successors, transferees or assigns and each of their respective officers, directors,
employees, partners, agents, heirs and personal representatives, as the case may be, in any action
or proceeding arising out of this Regulatory Agreement and the [Funding Loan
Agreement] [Indenture] [Trust Agreement] or any agreement securing the obligations of the Owner
under this Regulatory Agreement, or any judgment, order or decree rendered pursuant to any such
action or proceeding. The foregoing provisions of this Section 26 shall in no way limit or alter the
Borrower's obligations and liability under the [Borrower] Loan Documents.
[Remainder of Page Intentionally Left Blank]
19
4138-2410-9417.2
IN WITNESS WHEREOF, the Issuer, the Owner and the City have executed this
Regulatory Agreement by duly authorized representatives, all as of the date first above written.
CALIFORNIA MUNICIPAL FINANCE
AUTHORITY
Authorized Signatory
Authorized Signatory
[Signature Page to Regulatory Agreement— [Project Name] Apartments]
S-1
4138-2410-9417.2
[BORROWER SIGNATURE BLOCK]
CITY OF SANTA CLARITA, a general law city and municipal corporation
By:
Name:
Title:
[Signature Page to Regulatory Agreement— [Project Name] Apartments]
S-2
4138-2410-9417.2
EXHIBIT A
DESCRIPTION OF REAL PROPERTY
A-1
4138-2410-9417.2
EXHIBIT B
FORM OF INCOME CERTIFICATION
[See Page Following]
4138-2410-9417.2
New Certification
Move -In Date
/Recertification
Unit Number
INCOME COMPUTATION AND CERTIFICATION
NOTE TO APARTMENT OWNER: This form is designed to assist you in computing Annual Income in accordance with the method set forth in
the Department of Housing and Urban Development ("HUD') Regulations (24 CFR 813). You should make certain that this form is at all
times up to date with the HUD Regulations. All capitalized terms used herein shall have the meaning set forth in the Regulatory Agreement.
Re: NAME and ADDRESS of Apartment Building (Please indicate on the line provided below):
CALIFORNIA MUNICIPAL FINANCE AUTHORITY
I/We the undersigned state that I/we have read and answered fully, frankly and personally each of the following questions for all persons who are
to occupy the unit being applied for in the above apartment project. Listed below are the names of all persons who intend to reside in the unit:
1. 2. 3. 4. 5.
Name of Members Relationship to Age Social Security Place of
of the Household Head of Household Number Employment
Income Computation
6. The total anticipated income, calculated in accordance with this paragraph 6, of all persons (except children under 18 years of age) listed
above for the 12-month period beginning the earlier of the date that Uwe plan to move into a unit or sign a lease for a unit is $
Included in the total anticipated income listed above are:
(a) the full amount, before any payroll deductions, of wages and salaries, overtime pay, commissions, fees, tips and bonuses and other
compensation for personal services;
(b) the net income from the operation of a business or profession. Expenditures for business expansion or amortization of capital
indebtedness shall not be used as deductions in determining net income. An allowance for depreciation of assets used in a business or
profession may be deducted, based on straight line depreciation, as provided in Internal Revenue Service regulations. Any withdrawal
of cash or assets from the operation of a business or profession will be included in income, except to the extent the withdrawal is
reimbursement of cash or assets invested in the operation by the family;
(c) interest and dividends and other net income of any kind from real or personal property. Expenditures for amortization of capital
indebtedness shall not be used as deductions in determining net income. An allowance for depreciation is permitted only as authorized
in paragraph (6)(b) of this section. Any withdrawal of cash or assets from an investment will be included in income, except to the extent
the withdrawal is reimbursement of cash or assets invested by the family. Where the family has net family assets in excess of $5,000,
annual income shall include the greater of the actual income derived from all net family assets or a percentage of the value of such assets
based on the current passbook savings rate, as determined by the Department of Housing and Urban Development;
(d) the full amount of periodic payments received from Social Security, annuities, insurance policies, retirement funds, pensions, disability
or death benefits, and other similar types of periodic receipts, including any lump sum amount except deferred periodic amounts from
supplemental security income and social security benefits that are received in a lump sum amount or in prospective monthly amounts;
(e) payments in lieu of earnings, such as unemployment and disability compensation, workers' compensation and severance pay;
(f) welfare assistance. If the welfare assistance payment includes an amount specifically designated for shelter and utilities that is subject
to adjustment by the welfare assistance agency in accordance with the actual cost of shelter and utilities, the amount of welfare assistance
income to be included as income shall consist of:
(1) the amount of the allowance or grant exclusive of the amount specifically designated for shelter or utilities; plus
If this form is being completed in accordance with recertification of a Moderate Income Tenant's occupancy of a Moderate
Income Unit, this form must be completed based upon the current income of the occupants.
B-2 Tenant Income Certification (January 2015)
4138-2410-9417.2
(2) the maximum amount that the welfare assistance agency could in fact allow the family for shelter and utilities. If the family's
welfare assistance is ratably reduced form the standard of need by applying a percentage, the amount calculated under this paragraph
shall be the amount resulting from one application of the percentage;
(g) periodic and determinable allowances, such as alimony and child support payments, and regular contributions or gifts received from
organizations or from persons not residing in the dwelling;
(h) all regular pay, special pay and allowances of a member of the Armed Forces except the special pay to a family member serving in the
Armed Forces who is exposed to hostile fire; and
Excluded from such anticipated income are:
(a) income from employment of children (including foster children) under the age of 18 years;
(b) payments received for the care of foster children or foster adults (usually persons with disabilities, unrelated to the tenant family, who
are unable to live alone);
(c) lump sum additions to family assets, such as inheritances, insurance payments (including payments under health and accident insurance
and workers' compensation), capital gains and settlement for personal or property losses except payments in lieu of earnings, such as
unemployment and disability compensation, worker's compensation and severance pay;
(d) amounts received by the family that are specifically for, or in reimbursement of, the cost of medical expenses for any family member;
(e) income of a live-in aide, as defined by 24 CFR §5.403;
(f) the full amount of student financial assistance paid directly to the student or to the educational institution;
(g) the special pay to a family member serving in the Armed Forces who is exposed to hostile fire;
(h) each of the following:
(1) amounts received under training programs funded by the Department of Housing and Urban Development;
(2) amounts received by a person with a disability that are disregarded for a limited time for purposes of Supplemental Security Income
eligibility and benefits because they are set aside for use under a Plan to Attain Self -Sufficiency (PASS);
(3) amounts received by a participant in other publicly assisted programs which are specifically for or in reimbursement of out-of-
pocket expenses incurred (special equipment, clothing, transportation, child care, etc.) and which are made solely to allow
participation in a specific program;
(4) amounts received under a resident service stipend is a modest amount (not to exceed $200 per month) received by a resident for
performing a service for the Public Housing Issuer or owner, on a part-time basis, that enhances the quality of life in the
development. Such services may include, but are not limited to, fire patrol, hall monitoring, lawn maintenance, and resident
initiatives coordination. No resident may receive more than one such stipend during the same period of time;
(5) incremental earnings and benefits resulting to any family member from participation in qualifying State or local employment
training programs (including training programs not affiliated with a local government) and training of a family member as resident
management staff. Amounts excluded by this provision must be received under employment training programs with clearly defined
goals and objectives, and are excluded only for the period during which the family member participates in the employment training
program;
(i) temporary, nonrecurring or sporadic income (including gifts);
(j) reparation payments paid by a foreign government pursuant to claims filed under the laws of that government by persons who were
persecuted during the Nazi era;
(k) earnings in excess of $480 for each full-time student 18 years old or older (excluding the head of household and spouse);
(1) adoption assistance payments in excess of $480 per adopted child; and
(m) deferred periodic payments of supplemental security income and social security benefits that are received in a lump sum amount or in
prospective monthly amounts;
(n) amounts received by the family in the form of refunds or rebates under State or local law for property taxes paid on the dwelling unit;
(o) amounts paid by a State agency to a family with a member who has a developmental disability and is living at home to offset the cost
of services and equipment needed to keep the developmentally disabled family member at home; or
(p) amounts specifically excluded by an other Federal statute from consideration as income for purposes of determining eligibility or benefits
under a category of assistance programs that includes assistance under any program to which the exclusions set forth in 24 CFR §5.609(c)
apply.
7. Do the persons whose income or contributions are included in paragraph 6 above:
(a) have savings, stocks, bonds, equity in real property or other form of capital investment (excluding the values of necessary items of
personal property such as furniture and automobiles and interests in Indian trust land) Yes No; or
(b) have they disposed of any assets (other than at a foreclosure or bankruptcy sale) during the last two years at less than fair market value?
Yes No
(c) If the answer to (a) or (b) above is yes, does the combined total value of all such assets owned or disposed of by all such persons
total more than $5,000? Yes No
(d) If the answer to (c) above is yes, state:
(1) the combined total value of all such assets: $
4138-2410-9417.2
(2) the amount of income expected to be derived from such assets in the 12-month period beginning on the date of initial occupancy
in the unit that you propose to rent: , and
(3) the amount of such income, if any, that was included in item 6 above
8. (a) are all of the individuals who propose to reside in the unit full-time students*? Yes No
* A full-time student is an individual enrolled as a full-time student during each of 5 calendar months during the calendar year in which
occupancy of the unit begins at an educational organization which normally maintains a regular faculty and curriculum and normally
has a regularly enrolled body of students educational organization or of a state or political subdivision thereof.
(b) If the answer to 8(a) is yes, are at least 2 of the proposed occupants of the unit a husband and wife entitled to file a joint federal income
tax return? Yes No
9. Neither myself nor any other occupant of the unit Uwe propose to rent is the owner of the rental housing project in which the unit is located
(hereinafter the "Owner"), has any family relationship to the Owner; or owns directly or indirectly any interest in the Owner. For purposes of
this paragraph, indirect ownership by an individual shall mean ownership by a family member, ownership by a corporation, partnership, estate
or trust in proportion to the ownership or beneficial interest in such corporation, partnership, estate or Trustee held by the individual or a
family member; and ownership, direct or indirect, by a partner of the individual.
10. This certificate is made with the knowledge that it will be relied upon by the Owner to determine maximum income for eligibility to occupy
the unit; and Uwe declare that all information set forth herein is true, correct and complete and based upon information Uwe deem reliable
and that the statement of total anticipated income contained in paragraph 6 is reasonable and based upon such investigation as the undersigned
deemed necessary.
11. UWe will assist the Owner in obtaining any information or documents required to verify the statements made herein, including either an
income verification from my/our present employer(s) or copies of federal tax returns for the immediately preceding calendar year.
12. UWe acknowledge that Uwe have been advised that the making of any misrepresentation or misstatement in this declaration will constitute a
material breach of my/our agreement with the Owner to lease the unit and will entitle the Owner to prevent or terminate my/our occupancy
of the unit by institution of an action for ejection or other appropriate proceedings.
UWe declare under penalty of perjury that the foregoing is true and correct.
Executed this day of , 20 in the City of , California
Applicant
Applicant
Applicant Applicant
Applicant Applicant
[Signature of all persons (except children under the age of 18 years) listed in number 2 above required]
0
4138-2410-9417.2
FOR COMPLETION BY APARTMENT OWNER ONLY:
1. Calculation of eligible income:
a. Enter amount entered for entire household in 6 above: $
b. (1) If the amount entered in 7(c) above is yes, enter the total amount
entered in 7(d)(2), subtract from that figure the amount entered in
7(d)(3) and enter the remaining balance
(2) Multiply the amount entered in 7(d)(1) times the current passbook
savings rate as determined by HUD to determine what the total
savings annual earnings on the amount in 7(d)(1) would be
investigated in passbook savings ($ ), subtract
from that figure the amount entered in 7(d)(3) and enter the
remaining balance
(3) Enter at right the greater of the amount calculated under (1) or (2)
above: $
c. TOTAL ELIGIBLE INCOME (line la. plus l.b(3)): $
2. The amount entered in l.c qualifies the applicant(s) as follows in accordance with the Regulatory
Agreement that applies to the Project:
Workforce Tenant(s).
Moderate -Income Tenant(s).
Moderate Income Tenant(s).
3. This apartment unit (was/was not) last occupied for a period of 31 or more consecutive days by persons
whose aggregate anticipated annual income as certified in the above manner upon their initial
occupancy of the apartment unit qualified them as a Moderate Income Tenant(s).
4. Method using to verify applicant(s) income:
Employment income verification.
Copies of tax returns.
Other ( )
Manager
G
4138-2410-9417.2
Date
EXHIBIT C
COMPLETION CERTIFICATE
The undersigned hereby certifies that all construction work on the Project was substantially
completed and all units in the Project were available either for occupancy or use by tenants in the
Project as of
The undersigned hereby further certifies that:
(a) the aggregate amount disbursed on the Loan to date is $ ;
(b) all amounts disbursed from proceeds of the [Bonds/Note] have been applied to pay
or reimburse the undersigned for the payment of Project Costs and none of the amounts disbursed
from the proceeds of the [Bonds/Note] have been applied to pay or reimburse any party for the
payment of costs or expenses other than Project Costs; and
(c) at least 97 percent of the amounts disbursed from the proceeds of the [Bonds/Note]
have been applied to pay or reimburse the Owner for the payment of Qualified Project Costs
(as that term is used in the Regulatory Agreement) and less than 25 percent of the amounts
disbursed from the proceeds of the [Bonds/Note], exclusive of amounts applied to pay the costs of
delivering the [Bonds/Note], have been applied to pay or reimburse the Owner for the cost of
acquiring land.
[BORROWER SIGNATURE BLOCK]
C-1
4138-2410-9417.2
EXHIBIT D
CERTIFICATE OF CONTINUING PROGRAM COMPLIANCE
[PROJECT NAME] APARTMENTS
Project Name:
Property Address:
Project Completion Date (if completed,
otherwise mark NA):
Witnesseth that on this day of , 20, the undersigned, having borrowed certain
funds from the CALIFORNIA MUNICIPAL FINANCE AUTHORITY (the "Issuer") for the
purpose of financing a multifamily rental housing development (the "Project"), does hereby certify
that:
A. There have been no changes to the ownership entity, principals or property
management of the Project since the [Bonds/Note] [were/was] issued, or since the last certification
was provided (as applicable), except as described below:
(If so please attach a request to revise the resolution noting all pertinent information regarding the
change, otherwise state "NONE")
If Project has not yet been placed in service, mark N/A for the balance of the items below:
B. During the preceding twelve -months (i) such Project was continually in compliance
with the Regulatory Agreement executed in connection with such loan from the Issuer and
(ii) % of the units in the Project were occupied by Moderate Income Tenants (minimum of
25%).
C. Set forth below is certain information regarding occupancy of the Project as of the
date hereof.
1. Total Units:
2. Total Units Occupied:
3. Total Units Held Vacant
Income Tenants
and Available for Rent to Moderate
4. Total Moderate Income Units Occupied:
5. % of Moderate Income Units to Total Units %
(equals the Total ofLines 3 and 4, divided by the lesser ofLine I or Line 2)
D-1
4138-2410-9417.2
D. The units occupied by Moderate Income Tenants are of similar size and quality to
other units and are dispersed throughout the Project.
E. Select appropriate certification: [No unremedied default has occurred under this
Regulatory Agreement, the [Bonds/Note], Loan Agreement or the Deed of Trust.] [A default has
occurred under the The nature of the default and the measures being taken to
remedy such default are as follows:
F. There has been no change of use for the project, except as follows: (please describe
if any, or otherwise indicate "NONE")
G. As captured in Exhibit A of the Resolution, the Project has committed to and is
currently providing the following service amenities for a minimum of ten years, on a regular and
ongoing basis, which are provided free of charge (with the exception of day care services):
Please check the services that apply or write N/A where appropriate:
After -school Programs
Educational, health and wellness, or skill building classes
Health and Wellness services and programs (not group classes)
Licensed Childcare provided for a minimum of 20 hours per week (Monday -
Friday)
Bona -Fide Service Coordinator/ Social Worker
1) For this reporting period, attached is evidence (i.e. MOUs, contracts,
schedules, calendars, flyers, sign-up sheets, etc.) confirming that the above listed services are being
provided and have met the requirements of Exhibit A of the Resolution.
2) If any of the above services requirements were not met, what corrective
action is being taken to comply?
Date:
Owner
D-2
4138-2410-9417.2
EXHIBIT E
CERTIFICATE AS TO COMMENCEMENT OF QUALIFIED PROJECT PERIOD
The undersigned, on behalf of [BORROWER NAME], hereby certifies that: (complete
blank information):
(a) 10% of the dwelling units in the project financed in part from the proceeds of the
captioned [Bonds/Note] were first occupied on , 20
(b) 50% of the dwelling units in the project financed in part from the proceeds of the
captioned [Bonds/Note] were first occupied on , 20.
DATED: 20
[BORROWER SIGNATURE BLOCK]
E-1
4138-2410-9417.2