R-6985
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RESOLUTION NUMBER 6985(CCS)
(Cay Council Series)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA MONICA AUTHORIZING EXECUTION OF AN AMEND-
MENT TO THE COMMITMENT AGREEMENT BETWEEN THE CITY
OF SANTA MONICA AND THE CALIFORNIA HOUSING
FINANCE AGENCY
WHEREAS, by ResolutIon Number 6910 (CCS) the City C~uncil of
the CIty of Santa ~onIca approved and authorized the execution of
a certain Commitment Agreement between the CIty of Santa Monica
and the CalifornIa Housing Finance Agency (hereInafter "Agency") ;
and
\VHEREAS, the CI ty and Agency desire to amend the Commitment
Agreement to extend the date by which the bonds must be sold by
the Agency,
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA
DOES RESOLVE AS FOLLOWS:
SECTION l. The City CounCIl does hereby approve and au-
thorizes the CIty Manager to execute the attached Commi tment
Agreement ModIfIcatIon by and between the City of Santa Monica
and the CalifornIa HousIng FInance Agency.
SECTION 2. The the CIty Council further authorIzes the City
Manager to execute addItional modIfIcations as may be necessary
to extend the term of the Commitment Agreement.
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SECTION 3. The City Clerk shall certify to the adoption of
thIs resolution and thenceforth and thereafter the same shall be
in full force and effect.
APPROVED AS TO FORM:
~ \r-.~
Robert M. Myers ,
CIty Attorney
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Adopted and approved this 12th day of March, 1985.
\ ^ )~j "
V ~}" I'l.iYVro Tempor(j
I hereby certify that the foregoing ResolutIon No. 6985(CCS)
was duly adopted by the City Councll of the City of Santa Monica
at a meeting thereof held on March 12, 1985 by the followIng
Council vote:
Ayes: Councilmembers: Conn, Edwards, EpsteIn, JennIngs,
Katz, and Zane
Noes: Councllmembers: None
Absta1n: Councllmembers: None
Absent: Councilmembers: Mayor Reed
ATTEST: _, - ~
~~.~
City Clerk
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. . . ... Attachment A
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CALIFORNIA HOUSING FINANCE AGENCY
MULTIFAMILY REHABILITATION AND
INFILL NEW CONSTRUCTION PROGRAM
CO~~ITMENT AGREEMENT
Th1s Commitment Agreement, dated as of ,
1984 (date executed by the Agency), is made and entered ~nto
between t:hp r.it-v nf !':"'nt-rl Mn,.,~ca (the
"Locality") and tne California Housing F~nance Agency (the
"Agency") .
~ 1. ! !! ~ ~ ~ ~ ! !!:
WHEREAS, the Agency intends to issue its
Multifamily Rehabilitation Revenue Bonds (Bank of America
National Trust and Savings Association), 1984 Issue A (the
"Bonds") for the purpose of establishing a program to finance
the rehabilitation and development of mult~family rental
housing and inf~ll new construct~on (the "Program") ;
WHEREAS, the proceeds of the Bonds will be used to
fund mortgage loans ("Loans") to be originated by Bank of
America National Trust and Savings Association (the "Lender")
for ellglble properties in accordance wlth a Lender Loan
Agreement between the Agency and the Lender; and
WHEREAS, the Locality desires the Agency to cause
the Lender to reserve proceeds of the Bonds for Loans for
properties located within the jurisdiction of the Locality
and to be certified by the Locality; and the Agency and the
Lender desire to reserve proceeds of the Bonds for and fund
such Loans pursuant to the terms and conditions here~nafter
set forth;
NOW, THEREFORE, in cons1deration of the mutual
representations, promises and covenants hereinafter set
forth, the parties hereto agree as follows:
Section 1. Commitment Amount.
1.1 The Locality agrees to reserve from the
Agency, subject to the terms and conditions of this
Commitment Agreement, proceeds of the Bonds in the aggregate
principal amount (not less than $400,000) set forth
hereinafter or such lesser amount as the Agency may determine
to be the approved commltment amount (the "Commitment
Amount") .
1.2 The Agency agrees to cause the Lender to
reserve.the Commitment Amount for Loans to qualified
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mortgagors (the "Owners") for the (a) rehabilitatlon,
(b) acquisitlon and rehabilitation and (c) construction of
properties located within the jurisdiction of and certified
by the Locality (the "Developments").
1.3 If at any time the Agency believes that any
portion of the Commitment Amount will not be used durlng the
Commitment Period (as hereinafter defined), the Agency may in
its sole and absolute discretion reduce the Commitment Amount
of the Locallty upon wrltten notice to the Locality and
Lender; provided, however, that the Agency shall (a) allow
the Lender to fund all Loans committed by the Lender during
the Commitment Period prior to the effective date of such
notice and (b) promptly return to tne Locality a pro rata
portion of its Commitment Fee.
1.4 The Locality may request the transfer all or a
portion of its Commitment Amount to another locality Within
the State of California (and be reimbursed by such other
agency for a pro rata portion of its Commitment Fee),
provided that (i) the Agency approves the Locality's request
for such transfer (which approval shall not be unreasonably
withheld) and (ii) such transfer occurs during the Commitment
Period.
Section 2. Commitment Period.
2.1 The Commitment Amount shall be reserved for
Loans originated by the Lender during a period of twelve (12)
- " months from the date of issuance of the Bonds (the
"Cornml tment Perlod").
2.2 The Locality may request an extension of the
Commitment Period for up to six addItional months, which the
Agency may in its sole and absolute discretion grant. Any
such request must be accompanied by satisfactory evidence
that Loans will be originated during the period of the
extension. No such extension will be granted that would
impair the security for the Bonds.
Section 3. Commitment Fee.
3.1 The Locality shall furnish upon delivery of
this Agreement, cash or an unconditional, irrevocable letter
of credit acceptable to the Agency in an amount equal to
three and one-half (3-1/2%) percent of the requested
Commitment Amount (the "Commitment Fee"). If a letter of
credit is provided it will be converted to cash at the t1me
of sale of the Bonds.
3.2 The Agency shall return the Commitment Fee to
the Locality and this Agreement shall terminate in the event
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that e1ther the Bonds are not sold by December 17, 1984 or
the stated interest rate on the Loans will exceed 12
percent. The Agency agrees to return a pro rata share of the
Commitment Fee to the Locality in the event it reduces the
Commltment Amount 1n accordance with Section 1.
3.3 The CommItment Fee will be used by the Agency
in conJunctIon With the Bonds. The Locality is not entitled
to any refund or reimbursement of its Commitment Fee from the
Agency except in accordance with Sections 1.3, 1.4 or 3.2
above. The Locality may recover its Commitment Fee from
applicants for Loans or from Owners, but only in accordance
with Section 5.3. --
Section 4. Loan Terms and Conditions. Loans will
be originated by the Lender in accordance w1th the terms and
conditions set forth in the Agency's Program Guidelines,
dated September 10, 1984, as may be amended, for its
Multlfamily Rehabilitation and Infill New Construction
Program, which Program Guidelines are incorporated herein by
this reference.
Section 5. Responsibilities of Locality.
5.1 The Locality agrees to provide the Agency with
the following documents at the time of submission of this
Agreement and hereby represents and warrants that the
information provided in such documents is true and correct as
of the date of this Agreement: ~~~....~~ . - - - -
(8) the Commitment Request, the form of which is
attached as Exh1bit A, identifYlng prospective Projects, and
describing the Locality's strategy to minimize dlsplacement;
(b) any program guidelines or related requirements
of the Locality which will be applicable to Loans; and
(c) evidence acceptable to the Agency of the
authority of the officers of the Locality executing this
Agreement to do so.
5.2 During the Commitment Period, the Locality
agrees to:
(a) review and complete Part IV of the Improvement
Certificate in the form attached hereto as Appendix E of the
Program Guidelines for each Loan prior to approval of the
Loan by the Lender;
(b) comply with its strategy to minimize
displacement descr~bed in its Comm1tment Request and assure
that any tenant displaced by a Development is provided with
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relocation benefits in accordance with State and Federal
relocation laws if applicable~
(c) cooperate with the Lender in assuring
efficient processlng of Loans and provide technical
asslstance to Owners where necessary~
(d) provlde the Agency a quarterly progress report
in the form specifled in Appendix F of the Program Guidelines
on Loans wlthln its jurisdlction; and
(e) comply with the affirmative action guidellnes
set forth in Appendix C of the Program GUldelines.
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5.3 The Locality may:
(a) utilize other resources, such as Section B
certificates, pledges of collateral in a form acceptable to
the Lender securing anticipated operating income, Community
Development Block Grant funds and Rental Rehabilltation Grant
funds, where appropriate, to ensure the feasibllity of a
Development. The specific application of these resources is
at the discretion of the Locality;
(b) provide the Owner a grant or a loan which is
subordinate to the Loan made with Bond proceeds (such
subordlnate loan may be a deferred payment loan due upon sale
of the property or a loan to be paid only from net income
after operat~ng expenses of the Development and debt service
on the Loan -- other forms of loans or subsidy require the
prlor approval of the Agency and the Lender)~
(c) charge the Owner up to 3-1/2% of the Loan
amount to recover the Locality's Commitment Fee (such charge
may be pa~d in cash at or prior to Loan closing or may be a
subordinate loan in accordance with 5.3(b)); and
(d) establish additional restrictions on the
Development not inconsistent with the Program Gu~delines or
Regulatory Agreement, inCluding rent levels and income limits.
Any Locality actions or requirements affecting a Development
under this Section 5.3 shall be promptly disclosed in writlng
to the Lender prior to the Lender's approval of the Loan.
5.4 After Loans are originated, the Locality shall:
(a) receive a copy of and review the OWner's
annual certification of compliance with the Regulatory
Agreement and, if reasonably necessary, obtain addltional
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information to determine the material accuracy of such
cert~fication;
(b) mail the Owner's certificatlon after reV1ew by
the Locality to the Agency by April 1 of each year; and
(c) notify the Agency in writlng within 5 days if
the Locality, at any time, is aware that the Owner is not in
compl1ance with the Regulatory Agreement.
Section 6. Responsibilities of the Agency.
6.1 The Agency shall use its best efforts to sell
the Bonds by December 17, 1984.
6.2 The Agency shall use its best efforts to
prOVide technical assistance to the Locality upon request to
ensure that Loans are made in a timely manner and that the
Program Guidelines are implemented.
6.3 The Agency shall monitor the progress of both
the Locality and the Lender at least quarterly and more
frequently as appropriate, including the Locality's
affirmative action and affirmative marketing efforts.
6.4 The Agency shall review and approve or
dlsapprove all Loan requests (a) requiring any amount of
reflnancing, (b) for any Project containing nonreSldentlal
space, (c) for prevailing wage compliance for any Loan Wlth
rehab1lltation or construction costs of $4DO,OOO-or more and
(d) for affirmative action compliance for any loan with
rehab1litation or construction costs of $250,000 or more.
Procedures for Loans with these conditions will be made
available to the Locality and the Lender and the form for
approval is included in the Improvement Certificate which 1S
included in the Program Guidelines - Appendix E.
Section 7. Inspection of Records.
The Agency shall have the right at any time and
from time to time during normal business hours, and upon five
(5) days notice to the Locality to examine any records of the
Locallty pertaining to the Program. The Agency shall have
the right to require the Locality to furnish such documents
as the Agency reasonably deems necessary in order to
determine compliance with the prOVisions of this Commitment
Agreement and the Program Guidelines.
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Sectlon B. Amendments.
The provisions of this Agreement cannot be waived
or modified unless such waiver or modlfication is in writlng
and signed by all parties to this Commitment Agreement. The
Agency may amend the Program Guidelines at any tIme by
maillng to the Locality changed pages thereof, such
amendments to be effective ten (10) business days after the
date of mailing thereof, provided, however, that if any such
amendment materially adversely affects the interests of the
Locallty hereunder, such amendment may be made as to the
Locality only with the written consent of the Locality,
unless such amendment is necessary to comply with any
applicable-law or to maintain the exemption from income taxes
of interest on the Bonds. in which case such consent shall
not be necessary.
Section 9. Severability.
Invalidation of anyone of the provisions of this
Agreement, by Judgment or court order, shall in no way affect
any other pro~isions herein contalned, which provisions shall
remain in full force and effect.
Section 10. Applicable Law.
This Agreement shall be governed by the laws of the
State of Callfornia.
~ection 11. Assi~nment. - -
This Agreement shall not be assignable by the
Locality. in whole or in part, wlthout the prior written
consent of the Agency, and in the event of any attempted
assignment thereof without such written consent, the Agency
may, at its option, terminate this Agreement as to its
obligation to cause Lender to fund any additional Loans.
Section 12. Successors.
This Agreement and all obligations and rights
arising hereunder shall bind and inure to the beneflt of the
Agency and the Locality and their respective successors in
interest and permitted assigns.
Section 13. Counterparts.
This Agreement may be executed in one or more
counterparts, each of which shall be an original, but all
such counterparts~shall together constitute but one and the
same agreement.
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IN WITNESS WHEREOF, the parties hereto have caused
this Agreement to be executed by the1r duly author1zed
off1cers as of the dates hereof.
REQUESTED CO~~lTMENT AMOUNT: $ 1 r1"71 .....,l'l {\{\ (a't:
least $400,000). -,------
C~ty of Santa Mon~ca
-- [Name of Loca11ty]
APPROVED AS TO FORM:
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By
-~ ~,~~ (Signature of Author1zed
Ofhcer)
Robert M. Myers
Clty Attorney John Jalili, Actlnq city Manager
(Printed or typewr1tten name of
Authorized Officer)
october 24 1984
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APPROVED COMMITMENT AMOUNT: $
CALIFORNIA HOUSING FINANCE AGENCY
---,-~ ~ - -- By
(T1tle)
, 1984
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CALIFORNIA HOUSING FINANCE AGENCY
Multlfam~ly RehabIlItatIon
and Inflll New Construct~on Program
CommItment A~reement Modlflcat~on
This Commltment Agreement Modlf~catlon ("Modlflcatlon") t
dated as of , 1985, IS made and entered lnto by and
between the (the "Locallty") and
the CalIfornIa HOUSIng F~nance Agency (the "Agency" ) to modify
the terms of that certain Commitment Agreement tendered by the
LocalIty to the Agency pursuant to a Commitment Request for
fundIng under the Agency's Mult~fam~ly Rehab~lltation and Inhll
New ConstructIon Program (the "Program").
WHEREAS, the Local1 ty tendered to the Agency a Commitment
Agreement whereby the the Agency, after due execut~on and
delIvery, would commIt to provIde proceeds of Bonds to finance
Loans pursuant to the Program (all capltall.zed terms are defIned
In the Program GUIdelInes dated September 10, 1984, as amended).
NOW, THEREFORE, the Locality and the Agency agree to modify
the Commitment Agreement, and the CommItment Agreement as
tendered IS hereby modIfIed, as follows:
The date II December 17, 1984 " In SectIons 3.2 and 6.1 of the
Commitment Agreement, as amended, IS changed to be "March 31,
1985. "
IN WITr"ESS WHEREOF, the LocalIty and the Agency have caused
thIS ModIfIcatIon to be executed as of the dates hereof.
California Houslng FInance
(Name of Local1 ty) Agency
By By
Xame Name
TItle TItle
Date Date