HomeMy WebLinkAboutR40-Economic Development Agency
CITY OF SAN BERNARDINO
ECONOMIC DEVELOPMENT AGENCY
c
FROM:
Emil A. Marzullo
Interim Executive Director
SUBJECT:
TELACU Housing . San Bernardino V, Inc.,
Purchase Option Agreement (Central City
North Redevelopment Project Area)
DATE: April 7, 2008
SvnoDsis or Previous Commission/Council/Committee Action(s):
.On January 24, 2008, Redevelopment Committee Members Estrada and Johnson voted not to recommend that the Community
Development Commission consider this action for approval.
Recommended Motion(s):
~
(Community DeveloDment Commission)
Resolution of the Community Development Commission of the City or San Bernardino approving and authorizing
the Interim Executive Director or the Redevelopment Agency or the City of San Bernardino ("Agency") to execute
the Purchase Option Agreement by and between the Agency and TELACU Housing - San Bernardino V, Inc., a
California non-profit public benefit corporation ("Developer") (Central City North Redevelopment Project Area)
\-.-.
Contact Person(s):
Musibau Arogundade
Central City North Redevelopment
Project Area
Phone:
(909) 663-1044
Project Area(s):
Ward(s):
Supporting Data Attached:
o Staff Report 0 Resolution(s) 0Agreement(s)/Contract(s) 0 Map(s) 0 Letter(s)
FUNDING REQUIREMENTS:
Amount: $ 1.2 Million Source:
Low and Moderate Income Housing Fund
Budget Authority:
2007-2008 EDA Budget
SIGNATURE:
EmilA.
....
Fiscal Review: /}, ~r." ,', J j~ ~
.... ~ .............,Adm"'i_~ ""' ,D_
Commission/Council Notes:
c
P:\Aa:endasIComm Dcv COIIIRlissionICOC 2008\114-21.01 TELACU Howii"l V . Pun:haK Option AgremIt:lIl SR.doc:
COMMISSION MEETING AGENDA
Meeting Date: 0412112008
Agenda Item Number: M./l..
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
r
"-
TELACU HOUSING - SAN BERNARDINO V, INC.,
PURCHASE OPTION AGREEMENT
(CENTRAL CITY NORTH REDEVELOPMENT PROJECT AREA)
BACKGROUND AND CURRENT ISSUE:
TELACU Housing - San Bernardino V, Inc. ("Developer"), is a non-profit public benefit community
development corporation founded in the late 1960's to promote community and economic development
activity. For the past 20 years, the Developer has participated in the United States Department of
Housing and Urban Development ("HUD") Section 202 Program ("Program"). The Developer has
developed senior housing throughout many communities in California such as Baldwin Park, El
Monte, Alhambra and Monterey Park. The Program provides grants to qualified non-profits to finance
the construction and management of affordable. rental housing for seniors. The Developer presently
has 2 senior housing projects through the Program in the City of San Bernardino's ("City") downtown
area and 1 on East Commercial Road east of Waterman Avenue (225 units) and 1 in the design stage
proposed for development on the southeast comer of Highland and Central Avenues.
In May 2007, the Developer applied for a HUD Section 202 Grant ("202 Grant") under TELACU
Housing-San Bernardino V, Inc., and received approval notification for a 202 Grant in the amount of
$11.9 million (Exhibit "A" - approximately $10.7 million of these funds can be used for construction
r costs only) to construct and operate 75 units for seniors on the property located on the northwest comer
'- of 4th and "G" Streets consisting of approximately 1.71 acres (APNs: 0134-093-19,20 and 43, and
0134-093-45) (the "Site").
The Site will be developed with a 75-unit, 3-story senior citizen housing complex with a community
center of which 74 of the units will be 1 bedroom with a living room, kitchen and bathroom containing
approximately 540 square feet and the manager's unit will have 2 bedrooms ("Project"). The Project
will contain plush and ample landscaping around the building with a water fountain at the comer of 4th
and "G" Streets, a common multi-purpose kitchen, library, laundry room, storage space, an attractive
lobby/foyer and offices. The Site Plan prepared by Gregory Villanueva Architects is attached as
Exhibit "B."
The Agency expended approximately $4.51 million in Low and Moderate Income Housing Funds for
the acquisition, relocation and demolition of the Site. As part of the conditions for the release of the
HOD 202 Grant, the Developer is required to show site control and demonstrate Agency support for
the HUD 202 application. The Purchase Option Agreement is an acceptable document to fulfill HUD
202 Grant requirement and the Agency is requesting approval of the Purchase Option Agreement with
the Developer for a $1.2 million fixed purchase price. As a condition of the Purchase Option
Agreement, the Developer has previously deposited $20,000 earnest money with the Agency. The
c
,-
"-
c
Economic Development Agency Staff Report
TELACU Housing V-Purchase Option Agreement
Page 2
ENVIRONMENTAL IMPACT:
This request is exempt under the California Environmental Quality Act ("CEQA"), pursuant to Section
15312, Class 12, sale of property for development.
FISCAL IMPACT:
The $1.2 million in sales proceeds will be received by the Agency to off-set the Agency's $4.5 million
expenditure for acquisition, relocation and demolition.
RECOMMENDATION:
That the Community Development Commission adopt the attached Resolution.
ca'
cutive Director
Emil A. Marzullo, In
P:\AgeDdas\Comm Dev CommissionICDC 2008\04.21..()8 TELACU Housin& V. Purtbasc Optioll Apemcllt Sku
COMMISSION MEETING AGENDA
Meeting Date: 0412112008
Agenda Item Number:
ILl} fJ
c
1
2
3
4
5
6
7
8
9
RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO APPROVING AND
AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE THE PURCHASE OPTION AGREEMENT BY
AND BETWEEN THE AGENCY AND TELACU HOUSING - SAN
BERNARDINO V, INC., A CALIFORNIA NON-PROFIT PUBLIC BENEFIT
CORPORATION ("DEVELOPER") (CENTRAL CITY NORTH
REDEVELOPMENT PROJECT AREA)
WHEREAS, the Redevelopment Agency of the City of San Bernardino ("Agency") is a
10 public body, corporate and politic; and
11 WHEREAS, TELACU Housing - San Bernardino V, Inc. ("Developer"), applied and
12 received approval notification for a HUD Section 202 Grant in the amount of $11.9 million for the
13 development of 75-unit senior housing complex on the northwest corner of 4th and "H" Streets; and
,- 14 WHEREAS, the Agency deems it desirable to enter into a Purchase Option Agreement
\......- 15 ("Agreement") with the Developer to facilitate site design and development plans preparation for
16 the construction of a 75-unit senior housing facility for the provision of affordable rental housing to
C 27
17 low-income seniors; and
18 WHEREAS, the Project is exempt from the California Environmental Quality Act
19 ("CEQA"), pursuant to Section 15312, Class 12, transfer of property for development, and no further
20 environmental document is required pursuant to Section 15168 of the CEQA guidelines.
21 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY
22 OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS FOLLOWS:
23
Section 1.
The Community Development Commission of the City of San Bernardino
24 ("Commission") approves and authorizes the Interim Executive Director of the Agency to execute
25 the Agreement and to make any necessary non-substantive changes in the Agreement as may be
26 approved by Agency Counsel.
Section 2.
The Commission makes a finding that the Agreement is exempt from CEQA,
28 pursuant to Section 15312, Class 12, and no further environmental document is required pursuant to
I
P:\Agendas\Re50lulions\Resolulions\2008\()4.2I-08 TELACU Housing V - Pw'chase Option Ag:-eement CDC Reso_doc
c
1 Section 15168 of the CEQA guidelines, and the Commission further authorizes and directs that the
2 necessary Notices of Determination and Exemption be filed with the County Clerk.
3 Section 3.
4 III
5 III
6 III
7 III
8 III
9 III
10 III
11 III
12 III
13 III
C 14 III
15 III
16 III
17 III
18 III
19 III
20 III
21 III
22 III
23 III
24 III
25 III
26 III
C27 III
28 III
This Resolution shall become effective immediately upon its adoption.
2
P:\Agendas\Resolutions\Resolutionsl2008\04-21-08 TELACU Howing V . Purchase Oplion Agreement CDC Re$odoc
1
C 2
3
4
5
6
7
8
C27
28
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO APPROVING AND
AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR OF THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") TO EXECUTE THE PURCHASE OPTION AGREEMENT BY
AND BETWEEN THE AGENCY AND TELACU HOUSING - SAN
BERNARDINO V, INC., A CALIFORNIA NON-PROFIT PUBLIC BENEFIT
CORPORATION ("DEVELOPER") (CENTRAL CITY NORTH
REDEVELOPMENT PROJECT AREA)
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Development Commission of the City of San Bernardino at a
meeting
19
Secretary
20 The foregoing Resolution is hereby approved this
day of
,2008.
21
22
23
Patrick J. Morris, Chairperson
Community Development Commission
of the City 9fSan Bernardino
24 Approved as to Form~: .
25 By: C/~:1--
26 Agency 0 el
3
P:\AgflIdas\Resolulions\Re:wlulions\lOO8\04-21-<l8 TELACU Housing V. Pw'chasc Option Agreement CDC Reso.doc
c
,-
'-
c
PURCHASE OPTION AGREEMENT
THIS PURCHASE OPTION AGREEMENT ("Option") is executed and effective as of
this 21 st day of April, 2008 ("Effective Date"), by and between the REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO, a public body, corporate and politic
("Seller") and THE EAST LOS ANGELES COMMUNITY UNION (TELACU),
("Purchaser"):
RECITALS
A. Seller is the owner of certain real property and improvements located in the City of
San Bernardino, State of California ("City"), comprising of approximately 1.71 acres, hereby
legally described in Exhibit A attached hereto ("Agency Parcel"). The Agency Parcel consists
of a nwnber of contiguous parcels which will require reconfiguring to create a single unitary lot upon
which the Proposed Development may be conStructed.
B. Purchaser has obtained a capital advance from the United States Department of
Housing and Urban Development ("HUD") in the amount of$11.9 million necessary as determined
by HUD to develop a 75-unit housing complex ("Proposed Development") on the Agency Parcel.
C. Purchaser desires to acquire from Seller the exclusive and irrevocable right, privilege
and option to purchase, under the conditions hereinafter provided, the Agency Parcel including all
improvements, together with all rights, easements and appurtenances thereto.
D. Seller is willing to grant Purchaser such Option pursuant to the terms herein,
conditioned upon the approval by the Community Development Commission of the City of San
Bernardino (the "Governing Body") and compliance with the California Community
Redevelopment Law ("CRL") governing property disposition.
TERMS
I. Grant of ODtion. Subject to the terms and conditions herein, Seller hereby
grants to Purchaser, an option to acquire the Agency Parcel for OIie Million Two Hundred
Thousand Dollars ($1,200,000) ("Purchaser Price").
2. Term of Ootion. The Option shall commence on the Effective Date and shall
continue until 5:00 p.m. Pacific Standard Time June 30, 2009 ("Option Period") and shall
automatically expire as such date without any further action of the parties.
3. Consideration. The grant of this Option is made by Seller in consideration of the
swnofTwenty Thousand Dollars ($20,000) ("Option Price"), receipt of which is acknowledged.
In the event that Purchaser attempts to, in good faith and prior to the termination of this Option, but
does not ultimately obtain a capital advance from HUD in the amount necessary to develop the
Proposed Development on the Agency Parcel, Seller shall refund fifty percent (50%) of the
Option Price to Purchaser upon written request from Purchaser and prior to the termination of
this Option. Notwithstanding the foregoing, in the event that Purchaser breaches this Option
prior to the termination of this Option, the seller shall be entitled to keep the total amount of the
Option Price.
I
P:\Agendas\Agenda AnachmemslAgrmls-Amend 2008\04-21-08 TELACU Housing V. Purchase Option Agreemen.tdoc
c
,-
\.......
c
4. Automatic Termination. In the event Purchaser has not exercised the Option to
acquire the Agency Parcel in the manner set forth in Section 6 below on or before the expiration of
the Option Period, the Option shall automatically terminate without any notice to Purchaser, and all
rights of Purchaser in and to the Agency Parcel shall then and there cease.
5. Application of Consideration toward Purchase Price. The consideration paid for
the Option Period shall be credited towards the Purchase Price for the Agency Parcel.
6. Exercise of Option: Closing. Provided Purchaser is not in default under any
term or provision of this Option, the Option may be exercised by Purchaser delivering to Seller, prior
to the expiration of the Option Term, written notice of such exercise together with a copy of
HUD's approval of the fund reservation including HUD approval and appraisal of the Agency
Parcel.
7. Escrow. Within five (5) working days following exercise of the Option, the
parties shall execute escrow instructions for the sale/purchase of the Agency Parcel for the Purchase
price set forth in paragraph I, at LandAmerica Commercial Services or any other mutually
agreeable licensed escrow company ("Escrow Agent") upon the following terms and conditions:
(a) The escrow shall be for a period of not to exceed one hundred twenty (120)
days;
(b) The Purchase Price shall be paid at close of escrow;
(c) Seller shall pay the premium for a CLTA standard policy of owner's
title insurance in the amount of the Purchase Price in the Purchaser's name of Purchaser's
assignee, subject only to those matters approved by Purchaser pursuant to Paragraph 8
below;
(d) Purchaser shall pay all survey and subdivision costs required to consolidate
the various parcels currently constituting the Agency Parcel so as to create a legal lot suitable
for the Proposed development pursuant to the Subdivision Map Act and the City's Municipal
Code. Ifrequired by any federal, state or local law, a subdivision or parcel map of the Agency
Parcel shall be recorded in the San Bernardino County Recorder's Office prior to the
close of escrow;
(e) Seller shall pay one-half (1/2) of the escrow charge and any expenses
required to deliver title to Purchaser;
(f) Purchaser shall pay recording charges and one-half (1/2) of the escrow
charge and the entirety of the expense of any extended title coverage;
(g) All other escrow costs and charges shall be borne one-half (1/2) by Seller and
one-half (1/2) by Purchaser;
(h) Seller deposit an executed quitclaim deed for the Agency Parcel in escrow
for delivery to Purchaser at close of escrow;
2
P:\Agendas\Agenda Attac:hments\Agrmt$-Amend 2008\04-21-08 TELACU Housing V - Purchase Option Agreement-doc
c
/-
\.-
c
(i) Possession of Agency Parcel shall be given to Purchaser at close of escrow;
and seller shall have removed improvements at its expense;
(j) Current taxes and assessments shall be prorated to close of escrow. Taxes
shall be computed, if undetermined, by the escrow holder on the basis of the last available tax
rate and valuation;
(k) The close of escrow shall be subject to (i) Purchaser's obtaining a
Firm Commitment for Capital Advance Financing from HUD; (ii) the availability of such
funds and any other required funds at closing; and (iii) completion of any required land use
procedures and the obtaining of a building permit and
(I) Subject to the Seller's ability to give, conduct and make all legally
required notices, hearings and findings at its sole and absolute discretion, Seller and
Purchaser shall have entered into a disposition and development agreement ("DDA")
acceptable to Seller, Purchaser and HUD. The DDA shall contain the usual and customary
terms of such agreements entered into by Seller for affordable housing projects, shall
contain provisions for the sale of real property for the Purchase Price and shall refer to or
include, as applicable, the provisions set forth in this Section 7. Prior to the close of escrow,
Seller shall give and conduct all legally required notices and hearings pertaining to the
disposition of the Agency Property. In the event the governing body of Seller does not
approve the DDA for any reason whatsoever or does not conduct the required noticed
public hearing pursuant to the CRL of the State of California, Seller shall have no
liability of any nature to Purchaser except Seller shall thereupon return the Twenty
Thousand Dollars ($20,000) Option Price to Purchaser and may cancel this Option with
no further liability or obligation to Purchaser of any nature under this Option or
otherwise.
8. Title and Deed. The title shall be a good and merchantable title in fee simple, free
and clear of all liens and encumbrances except those specifically set forth in this Option, if any,
or those specifically approved by the Purchaser. Seller and Purchaser agree that any liens or
encumbrances not herein excepted or assumed may be cleared at closing from sales proceeds.
If any objectionable exceptions to the title cannot be cleared by the Seller prior to closing or
from sales proceeds, then, as the sole and exclusive remedy, Purchaser shall have the right to void this
Option.
9. Entrv. Insoection and Test ofProoertv. During the Option Period and during the
escrow period, Purchaser, or Purchaser's representative, shall have the right to enter the Agency
Parcel during normal business hours, and shall have the right to make tests as to the adaptability of
the Agency Parcel for the Purchaser's intended use of the Agency Parcel for the Proposed
Development described herein, including surveys, preliminary engineering, site planning, soil
bearing tests and other necessary inspections and tests, all at Purchaser's sole expense and
liability. Prior to any entry upon the Agency Parcel pursuant to this Section 9, by Purchaser or
Purchaser's agents, contractors, subcontractors or employees, Purchaser shall deliver to Seller an
original endorsement to Purchaser's commercial general liability insurance policy which
evidences that Purchaser is carrying a commercial general liability insurance policy with a
3
P:\Agendas\Agenda AttacltmenlslAgrmU-Amend 2008\04-21-08 TELACU Housing V - Purchase Option Agreement.doc
c"
c
c
financially responsible insurance company acceptable to Seller, covering: (1) the activities of Purchaser,
Purchaser's agents, contractors, subcontIactors and employees on or upon the Agency Parcel and (2)
Purchaser's indemnity obligation contained herein. Such endorsement to such insurance policy shall
evidence that such insurance policy sha11 have a per occurrence limit of at least One Million Dollars
($1,000,000) and an aggregate limit of at least Two Million Dollars ($2,000,000), shall name Seller
and the City and their officials, officers, employees, and agents as additional insureds, sha11 be
primary and non-contributing with any other insurance available to Seller and City and sha11 contain a
full waiver of subrogation clause.
The Purchaser sha11 indemnify, defend, protect and hold hannless the Seller, its agents, officers, and
employees fiom against any and all liability, expense, including defense costs and legal fees, and claims
for damages of any nature whatsoever, including, but not limited to, bodily injwy, death, personal
injury, or property damage arising fiom the negligent acts of the Purchaser, its employees, or general
contractors in connection with any inspections or activities conducted at the Agency Parcel pursuant to
this Section 9.
10. Zoning and Legal Lot. Seller agrees to cooperate during the Option Period and
any extension thereof with regard to the proposed zoning for the Agency Parcel. It is the
understanding of the parties hereto that all costs and expenses with regard to any zoning sha11 be borne
entirely by the Purchaser. The purchase of the Agency Parcel is contingent upon adequate zoning for
Purchaser's intended use of the Agency Parcel for the Proposed Development described herein. Purchaser,
at its own expense, shall provide and process any subdivision map of the Agency Parcel if required to
convey a "Iegailot" Seller shall support the execution of any required subdivision or parcel map and
cooperate in the processing of the same consistent with all required and applicable federal, state and
local laws.
II. Real Estate Commission. The Purchaser and Seller represent and warrant to the
other that no third party is entitled to a real estate or broker's commission and/or finder's fee
connected with this transaction.
12. Representation and Warranty of Seller regarclinl7 Environmental Hazards. To the
best of Seller's knowledge, no hazardous substances or conditions are or have heretofore been
generated, treated, used, or stored, disposed of or deposited in or otherwise are existing in or on any
portion of the Agency Parcel, and no substances or conditions are in or on the Agency Parcel that would
affect the Agency Parcel or in any way affect the use thereof or that may support the claim at common
law or under any federal, state or local environmental statute, regulation, ordinance or other
environmental regulation. Notwithstanding such representation and warranty of Seller, Purchaser agrees
to conduct its own due diligence investigations and any purchase of the Agency Property sha11 be in an
"as is" condition subject to all known and later discovered fuults and conditions which sha11 be the sole
financial responsibility of Purchaser to remedy. Purchaser shall defend, hold hannless and indemnify
Seller fiom any claims of any nature due to the physical or environmental conditions or prior uses upon
the Agency Property, and Purchaser shall pay all attorneys' fees and other cowt costs and expenses that
may be incurred by Seller pursuant to this Section and in connection with any other cowt action filed by
any third party seeking to challenge either this Option or the physical or environmental condition of the
Agency Property.
4
/It:P/aclf',,,pl1f ~je"5
Q fl1>
P:\Agelldas\Agenda ArtIchmeuts\AgrAmeDd 2008\04-21.01 TELACUHouslna V - Purc.bue Optioa AgteerDent.doc
c
,-,
'-
c
13. Notices. All notices herein provided for shall be in writing and shall be given by
personal delivery or by u.s. Mail and shal1 take effect from the time of personal delivery or the mai1ing
thereof, as the case may be. Such notices shall be addressed as follows:
To Pwchaser:
The East Los Angeles Community Union (IELACU)
Attn.: TomF. Provencio, Treasurer
5400 East Olympic Boulevard, Suite 300
Los Angeles, CA 90022
To Seller:
Redevelopment Agency of the City of San Bernardino
Ann.: Emil A Marzullo, Interim Executive Director
20 I North "E" Street, Suite 30 I
San Bernanlino, CA 92401
Either party may, from time to time, by written notice to the others, designate a different address which
shall be substituted for the one above specified, and/or specify additional parties to be notified.
Notwithstanding anything to the contrary herein contained, any notices or documents which may be
delivered by mail pursuant to this Section 13 must be actually delivered to the other party on the last
business day immediately preceding any deadline date specified in this Option.
14. AssilZIlabilitv to Non-Profit Corooration. With prior written notice to the Seller,
the Purchaser may assign this Option to a private, nonprofit corporation which will be created to
serve as the owner for the Proposed Development. This Option shall not be assigned to any other
party.
IS. California Law to ADDlv. This Option shall be governed by the laws of the State of
California, and any question arising hereunder shall be construed of determined according to such
law.
16. Attornev Fees. Except as otherwise provided in Section 12 hereof, in the event of
any legal action hereunder, the prevailing party shall be entitled to recover, and the other party
agrees to pay, reasonable attorney fees, expenses and costs as the cowt may determine.
17. Recording of Dotion. Upon request of either party, the parties shall execute and
record a Memorandum of Option. If this Option is terminated or expires, Purchaser agrees, if
requested by Seller, to execute, acknowledge and deliver a quitclaim deed to Seller within fifteen (15) days
after termination and to execute, acknowledge and deliver any other documents required by any title
company to remove the cloud of this Option from the Agency Parcel.
18. Time of the Essence. Time is of the essence of each of the terms, covenants and
conditions of this Option.
19. Entire Dotion. This Option contains the entire agreement of the parties hereto with
respect to the matters covered hereby, and all negotiations and agreements, statements or
prornises between the parties hereto or their agents with respect to this transaction are merged in this
Option, which alone expresses the parties' rights and obligations. No prior agreements or
understandings not contained herein shall be binding or valid against either of the parties hereto.
5
P:lAgendaslAgenda Altachments\Agrmts-Amen<l2008\04-21-08 TELACU Housing V. Purchase Option Agreement doc
c
20. Modification. Any amendments of modifications to this Option must be in writing
and executed by all the parties to this Option.
21. Interoretation: Governing Law. This Option shall be construed according to its
fair meaning and as if pteplhed by both parties hereto. This Option sball be construed in accordance with
the laws of the State ofCalifomia in effect at the time of the execution of the Option. Trtles and captions
are for convenience only and sball not constitute a portion of this Option. As used in this Option,
masculine, feminine or neuter gender and the singular or plural nwnber sball each be deemed to include
the others wherever and whenever the context so dictates.
22. No Waiver. No delay or omission by either party hereto in exercising any right or
power accruing upon the compliance or failure of performance by the other party hereto IUlder the
provisions of this Option sball impair any such right or power or be construed to be a waiver thereof. A
waiver by either party hereto of a breach of any of the covenants, conditionS or agreements hereof to
be performed by the party sball not be construed as a waiver of any succeeding breach of the same or
other covenants, agreements, restrictions or conditions thereof.
23. Severabilitv. If any term, provision, condition or covenant of this Option or the
application thereof to any party or circwnstances shall, to any extent, be held invalid or
lUlenforceable, the remainder of this instrwnent, or the application of such term, provision, condition
or covenant to persons or circwnstances other than those as to whom or which it is held invalid or
W1enforceable, sball not be affected thereby, and each term and provision of this Option sball be valid and
C enforceable to the fullest extent permitted by law.
24. Authority to Execute. Each individual executing this Option on behalf of a partnership
or corporation represents and warrants that he or she is duly authorized to execute and deliver this Option
on behalf of such partnership or corporation in accordance with the authority granted under the
formation docwnents of such entity, and, if a corporation, by a duly passed resolution of its Board of
Directors, that all conditions to the exercise of such authority have been satisfied, and that this Option are
or will be binding upon such entity in accordance with their respective terms. This Option has been
duly approved and authorized for execution and delivery by the governing body of Seller in
accordance with the laws of the State of California.
25. COlUltemarts. This Option, including any exhibits attached hereto, may be executed
by the parties hereto in several COlUlterparts, each of which sball be deemed to be an original copy.
26. Exhibits. Exhibits attached hereto are hereby incorporated herein by this reference.
c
27. No Third-Party Beneficiaries. The performance of the Seller's and the Purchaser's
respective obligations W1der this Option are not intended to benefit any party other than the Seller or
the Purchaser, except as expressly provided otherwise herein. No person or entity not a signatory to this
Option sball have any rights or causes of action against any party to this Option as a result of that party's
performance or non-performance under this Option, except as expressly provided otherwise herein.
III
III
III
III
6
P:\AacndaM&mda~Amcad2OOllD4-2I-01TELACUHousiIlaV -PllrdlaseOptloraApwmaLdoe
c
"-
c
IN WIlNESS WHEREOF, the undersigned have executed this Option as of the date first above
written.
SIGNA11JRE PAGE TO PURCHASE OPTION
SELLER:
Redevelopment Agency of the City of San Bernardino
By:
Emil A. Marzullo, Interim Executive Director
Approved as to Form and Legal Content:
By [~diU=
Agency Co e
PURCHASER:
The East Los Angeles Community Union
(TELACU)
By:
Tom F. Provencio, Treasurer
7
P:\Agendas\Agenda Attachments\Agrmt$-A,mend 2008\04.21.08 TELACU Housing V . Purchase Option Agreement!1oc
c
c
c
EXHIBIT A
LEGAL DESCRIPTION OF AGENCY PARCEL
All that certain real property situated in the COWlty of San Bernardino, State of California,
described as follow:
Parcel No. I:APN 0134-093-043
Lot 8, Block 26, according to the map of the City of San Bernardino, COWlty of San Bernardino,
State of California, as per map recorded in Book 7, Page I of Maps, in the Office of the COWlty
Recorder of said COWlty.
Excepting therefrom the North 50 feet;
And
The West 50 feet of Lot I, Block 26, according to map of the City of San Bernardino, COWlty of
San Bernardino, State of California, as per map recorded in Book 7, Page I of Maps, in the
Office of the COWlty Recorder of said COWlty.
Parcel No. 2:APN 0134-093-020
That portion of Lot 1, Block 26, City of San Bernardino, in the City of San Bernardino, COWlty of
San Bernardino, State of California, as per map recorded in Book 7, Page I of Maps, in the Office
of the COWlty Recorder of said COWlty.
Beginning at a point 50 feet East of the Southwest comer of said Lot I;
Thence running North 150 feet, more or less, to the North line of Lot I;
Thence East 50 feet;
Thence South 150 feet, more or less, to South line of said lot;
Thence West 50 feet to the Point of Beginning.
Parcel No. 3:APN 0134-093-019
That portion of Lot 1, Block 26, of the City of San Bernardino, COWlty of San Bernardino, State of
California, as per map recorded in Book 7, Page 1 of Maps, in the Office of the COWlty
Recorder of said COWlty, described as follows:
8
P:\AgendaslAgenda Anachments\Agrmts-Amend 2008\04.21-08 TELACU Housing V - Purchase Option Agreement.doc
c
Beginning at a point on the South line of said Lot I, ISO feet 4 inches from the Southeast corner of
said lot;
Thence Westerly along the South line of said lot, 48 feet, more or less, to the Southwest comer
of the land conveyed to A. F. Beasley, et al, by Deed Recorded in Book 58, Page 425, of deeds;
Thence North along the East line of the land conveyed to Beasley, ISO feet, more or less to the
North line of Lot I;
Thence East along the North line of Lot I, 48 feet, more or less, to a point ISO feet 4 inches
West of the Northeast comer of said Lot I;
Thence South to the Point of Beginning.
Parcel No. 4:APN 0134-093-045 portion
That portion of Lot I, Block 26, according to the map of the City of San Bernardino, County of
San Bernardino, State of California, as per plat recorded in Book 7 of Maps, Page I, Records of
said county, described as follows:
Beginning on the West line of "0" Street 99 feet 9 1/3 inches North of the Southeast comer of
said Lot 1;
Thence North along "0" Street, 49 feet 102/3 inches, more or less, to the Northeast comer of
said Lot 1;
Thence West along the North line of said Lot I, a distance of ISO feet;
Thence South 49 feet 10 2/3 inches, more of less to a point 99 feet 9 1/3 inches North of the
- South line of said Lot I;
\........ Thence East ISO feet to the Point of Beginning.
Parcel No. 5:APN 0134-093-045 portion
All that portion of Lot I, Block 26, according to the map of the City of San Bernardino, County
of San Bernardino, State of California, as per Plat recorded in Book 7 of Maps, Page I, Records
of said County, described as follows:
Beginning at the Southeast comer of said Lot 1;
Thence North 99 feet 9 1/3 inches;
Thence West ISO feet 4 inches;
Thence South 99 feet 9 1/3 inches to the South line of said Lot I;
Thence East 150 feet 4 inches to the Point of Beginning.
c
9
P:\Agcndas\Agenda Attathmenls\AgnnU-Amend 2008\04-21-08 TELACU HOLUing V - Purchase Option Agreemenl.doc
/-
'''"'u"''''''
oi "
\* I *;
'~"DI.;p./
U.S. Dopaltmonlol Housing and UrIlan Dovolopmonl
Los Angelos Flald Ollice. Rogion IX
611 W. 6" Street. Sulle 800
Los Angeles. CA 90017
..........
October 31, 2007
CERTIFIED MAIL - RETURN RECEIPT REQUESTED
Tom F. Provencio, Authorized Agent
TELACU
5400 East Olympic Boulevard, Suite 300
Los Angeles, CA 90022
Dear Mr. Provencio:
SUBJECT: Section 202 Supportive Housing for the Elderly Agreement
Fiscal Year: 2007
Project Name: TELACU San Bernardino V
City and State: San Bernardino. CA
Project No.: 143-EE068-W AH-NP/CA43-S071-003
No. of Units: 75 No. of Residents: 74
.-
.........
I am pleased to advise you that your application to construct:M units of housing
for the elderly and one two-bedroom unit for a resident manager under the Section 202
Supportive Housing Program for the Elderly has been approved.
Capital Advance authority in the amount of$10.735.700 is available for this
project, along with Project Rental Assistance contract and budget authority of $383.200
and $1.149.600. respectively.
In accordance with the provisions of the Revised Continuing Appropriations
Resolution, 2007 the amount of the Project Rental Assistance made available for this
project is based on 75 percent (rather than on 100 percent) of the current operating cost
standards applicable to Section 202 projects in San Bernardino, CA. This takes into
account the average tenant contribution toward rent. In addition, the term of the Project
Rental Assistance Contract is 3 (three) years.
Section 202 Capital Advance Funds and Project Rental Assistance Contract Funds
will be obligated for your project upon your signing of this Agreement and returning it to
this Office so that it can be executed by the Assistant Secretary for Housing. The
signature of the Assistant Secretary for Housing constitutes the obligation of funds. As
with all programs, these funds are subject to the availability of appropriations.
c
l~
'-'
The FY 2007 Department of Housing and Urban Development Revised
Continuing Appropriations Resolution requires that the funding made available for this
program be obligated by September 30, 2010. Once signed by you and co-signed by the
Assistant Secretary for Housing, this Agreement will constitute an obligation on the part
of the Federal government, contingent upon the tenns and conditions herein.
In addition. pursuant to 31 V.S.C. Section 1551, any funds (capital advance and
PRAC) not disbursed (obligated or un-obligated) by September 30, 2015, will be
recaptured.
c
Please indicate by signing in the space provided whether or not you accept this
Agreement including the special conditions or requirements that arc specified herein, and
certify to your understanding that the project must be developed in accordance with the
terms set forth in this Agreement Return by Certified Mail - Return Receipt
Requested, two sigued copies of this Agreement, along with the resume for the
consultant (if a consultant has been or win be used) to this Office within 14 days
from the date of this letter. If a consultant has been or will be used, tbe consultaut
must submit its Previous Participation Certification (Form HUD-2530) within 14
days from the date oUbis letter. If the Sponsor will be the consultant, the submission
of these documents on the consultant may be deferred until after formation of the Owner
corporation but no later than 90 days from the date of this document. If such is the case,
the consultant's resume must be submitted to this Office and the Form HUD-2530 filed
immediately upon completion of the contractual arrangements. If filing Form HUD-2530
electronically, information on the APPS registration and filing process is found at HUD's
web site at http://www.hud.gov/officeslhsglmfhlappslappsmfhm.cfm. Please advise this
Office whether or not a consultant has been or will be used and the type of consultant by
completing the following:
() Sponsor/Consultant
() Independent Professional Consultant
() No Consultant has been or will be used
TERMS AND CONDITIONS
Your acceptance of this Agreement constitutes a certification and agreement by
the Sponsor that:
(1) There will not be made any sale, assignment, conveyance, or any other form of
transfer of this Agreement, funding, the property or project, or any interest therein,
except a transfer from the Sponsor to an approved single-purpose Owner organized
by it.
(2) The Agreement and fund reservation will be canceled if construction, rehabilitation
or acquisition has not commenced within 18 months from the date of this
c
.--
'-'
Agreement, Wlless limited extensions, of up to 24 months, are approved by HUn.
Such extensions will be based upon HUn's determination that the Owner has
established a reasonable schedule and is making sufficient progress toward the start
of construction.
(3) The Section 202 Capital Advance and Project Rental Assistance Contract funds
available for the project identified herein may not be used in connection with any
other project.
(4) This Agreement and fund reservation will be subject to cancellation, at HUn's
option, in the event there comes into existence or HUn becomes aware of a pre-
existing conflict of interest involving the project on the part of officers or directors
of either the Sponsor or Owner organization (including affiliates).
(5) An attempt will be made to obtain exemption from State and/or local real and/or
personal property taxes. Evidence of filing, together with the response received
from the taxing authority, must be submitted with the Application for Firm
Commitment in one of the following forms:
(a) Tax exemption
(b) Tax abatement
(c) Payment in Lieu of Taxes (pILOT)
(d) Ineligibility for any tax relief
--
'-
Eligibility for (a), (b), or (c) must be supported by a copy of the appropriate
legislation or ordinance.
(6)
HUn wiIl not amend the amounts approved herein for this project before initial
closing has occurred. Therefore, based on HUD's review of the Firm
Commitment Application, the Sponsor will be liable for the cost of any front-
end cash requirement should the cost to develop the project exceed the amount
specified in this Agreement. After initial closing, HUn may consider an
amendment to the Agreement, if necessary, but only for increases resulting from
approved change order items during construction, subject to the availability of
funds.
(7)
Special Conditions or Requirements - This Agreement is issued subject to:
a. Formation of a legally acceptable single-purpose Owner corporation within ~
davs from the date of this document.
b. Capitalization of the Owner corporation in a sufficient amount to permit the
Owner to meet its obligations in connection with the project. This includes
the minimum capital investment, start-up costs, excess land costs, ineligible
amenities, excessive construction costs and any other funds the Sponsor
specifically commits to the project.
-
~
c
C. Evidence that the site is under the Owner's control at the time the
Application for Finn Commitment is submitted.
d. Form HUD-2530, Previous Participation Certification, is to be submitted for
all officers and directors of the Sponsor's and Owner's board within 90 days
and there must be subsequent clearance thereof.
e. Credit investigation clearance of the Owner's officers.
f. Submission of an Application for Finn Commitment in full compliance with
HUD's design and cost standards and programmatic requirements within
180 days from the date of this Agreement. The design and cost standards
apply to all projects regardless of the proposed operating cost level. The
design must not include any prohibited features and must be cost efficient.
g. Submission of Conflict of Interest and Disclosure Certifications for each
officer and director of both the Sponsor and Owner and Identity of Interest
and Disclosure Certifications for all development team members. NOTE: At
any time a new development team member is added or changed, an Identity of
Interest Certification must be submitted. Likewise, at any time the Sponsor or
Owner changes any officers or directors, a Conflict of Interest and Disclosure
Certification must be submitted for the new person(s).
,- h.
,
\.-
i.
Submission of the land appraisal within 30 days from the date of this
Agreement.
You are required to comply with the Department's policy with respect to
salary limitations for consultants. If a consultant will be used for your project,
you must ensure that the maximum salary payable to the consultant will not
exceed the daily equivalent of the rate of the high of the pay band paid fcr
level IV of the Executive Schedule, unless specifically authorized by law.
You can determine the maximum consultant's salary based on the level IV
rate of the Executive Schedule byaccessing the Office of Personnel and
Management's website at www.oDm.l!ov/ocalDavrates.
J. You are required to provide a drug-free workplace. Compliance with this
requirement means that you will:
I) Publish a statement, notifying employees that it is unlawful to
manufacture, distribute, dispense, possess or use a controlled substance in
the applicant's workplace and that such activities are prohibited. The
statement must specify the actions that will be taken against employees for
violation of this prohibition. The statement must also notify employees
that as a condition of employment under the federal award that they are
required to abide by the terms of the statement and each employee must
agree to notify the employer in writing of any violation of a criminal drug
c
c
statute occurring in the workplace no later than five calendar days after
such violation;
2) Establish an on-going drug-free awareness program to inform employees
about:
a) The dangers of drug abuse in the workplace;
b) The applicant's policy of maintaining a drug-free workplace;
c) Any available drug counseling, rehabilitation, or employee
maintenance programs; and
d) The penalties that may be imposed upon employees for drug abuse
violations occurring in the workplace;
3) Notify the federal agency in writing within 10 calendar days after
receiving notice from an employee of a drug abuse conviction or
otherwise receiving actual notice of a drug abuse conviction. The
notification must be provided in writing to HUD' s Office of Departmental
Grants Management and Oversight, Department of Housing and Urban
Development, 451 Seventh Street, SW, Room 3156, Washington, DC
20410-3000, along with the following information:
c
a) The program title and award number for each HUD award covered;
b) The HUD staff contact name, phone and fax numbers; and
c) A grantee contact name, phone and fax numbers; and
4) Require that each employee engaged in the performance of the federally
funded award be given a copy of the drug-free workplace statement
required in item (1) and notify the employee that one of the following
actions will be taken against the employee within 30 calendar days of
receiving notice of any drug abuse conviction-o
a) Institution of a personnel action against the employee, up to and
including termination consistent with requirements of the
Rehabilitation Act of 1973, as amended; or
b) Requiring that the employee participate satisfactorily in a drug abuse
assistance or rehabilitation program approved for such purposes by a
federal, state or local health, law enforcement or other appropriate
agency 0
k.o In accordance with 24 CFR part 24, no award of federal funds may be made
to applicants that are presently debarred or suspended, or proposed to be
debarred or suspended, from doing business with the federal government.
This requirement applies not only to you, as the Sponsor, and the Owner,
when formed, but also to all lower tier covered transactions and to all
solicitations for lower tier covered transactions. The prohibition includes the
following:
c
r--
'-'
1) Having principals who, within the previous three years, have been
convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public (federal, state, or local)
transaction, violation of federal or state anti-trust statutes or commission
of embezzlement, theft, forgery, bribery, falsification or destruction of
records, making false statements or receiving stolen property; and
2) Charges or indictments against the Sponsor, Owner and their principals by
a governmental entity (federal, state and local) for commission of any of
the above violations within the previous three years.
I. You, as the Sponsor, and the Owner, when formed, are subject to the
provisions of Section 319 of Public Law 101-121 (approved October 23,
1989) (31 V.S.C. 1352) (the Byrd Amendment), which prohibits recipients of
federal contracts, grants, or loans from using appropriated funds for lobbying
the executive or legislative branches of the federal government in connection
with a specific contract, grant, or loan. In addition, the Owner, when formed,
must disclose, using Standard Form LLL "Disclosure of Lobbying Activities,"
any funds, other than federally appropriated funds, that will be or have been
used to influence federal employees, Members of Congress, and congressional
staff regarding specific grants or contracts,
c
m. You, as the Sponsor, and the Owner, when formed, are required to report
annually, beginning from the date of the Agreement Letter, on the results
-achieved against the output goal(s) and outcome(s), which you proposed in the
Program Outcome Logic Model that was submitted in your application.
'-
1. Starting with awards'made in 2007, HUD is establishing a Grants
Performance page that will feature all approved logic models that shows
each awardee's projected outputs and outcomes during the period of
performance. As required performance report are received by HUD, they
will be added to the web site
n. Based on the information provided in your Program Outcome Logic Model,
you,.as the Sponsor, and the Owner, when formed, will be required to submit
to HUD a statement reporting on the Return on Investment (ROn as a result of
this funding award. HUD will issue instructions on the ROI at a later date.
O. Other Conditions: Site Requirements
c
c
c
c
ZONING
Based on research by HUD valuation it has been determined that the
proposed improvements are not legal Wlder current zoning. A zone
change, conditional use permit, and/or a variance must be obtained and
provided to HUD prior to initial closing.
NATURAL HAZARDS (EAR1HQUAKE)
This area has earthquake potential. The following exhibit must be submitted
to HUD for review:
(x) Evidence that the stIuctures are designed in compliance with the
Present Uniform Building Code ({)BC).
SITE SUITABILITY
The following exhibits must be submitted to HUD prior to further project
design for review by the Architectural & Engineering staff.
(x) Preliminary FOWldation Soils Report
The soil report/geotechnical investigation must reflect a sufficient
number of test borings of the site to indicate existing subsurface and
field conditions.
'-"
At least two to three exploratory borings, must be taken within the
footprint of the proposed rectilinear structure: where the footprint of
the proposed stIucture is non-rectilinear, additional test borings are to
'" be taken.
When historical data indicates potential subsurface cesspools, septic
tanks, sumps, buried stIuctures, organic debris fill, or groWldwater
existed - additional borings must be taken to detennine and evaluate
potential effect on the proposed construction.
(x) Grading Plan
(x) Drainage Plan
AIR QUALITY
Mitigation measures must be incoIporated into the building design to reduce
the indoor airborne particulate level of pollution. The Area Office
Architectural & Engineering staff and the Environmental Clearance Office
must be consulted in developing appropriate measures.
c
STATE mSTORIC PRESERVATION
If in the course of project implementation, archaeological features, such as
concentrations of artifacts or culturally modified soils deposits, including
trash pits over fifty years old, are discovered at any time during grading,
scraping, or excavation of the property, all work shall stop in the vicinity
of the find, HUD shall be notified, and a qualified archaeologist shall be
contacted immediately to make an evaluation of the find. If warranted by
the concentration of artifacts or soils deposits, the archaeologist shall
monitor further ground disturbing work in the discovery area. All ground
disturbance activity shall stop in the area of any significant discovery until
HUD can evaluate the National Register eligibility of the fmd in
consultation with the SHPO.
If human remains are encountered during grading and construction, all work
shall stop in the immediate vicinity of the discovered remains and the
County Coroner and a qualified archaeologist shall be notified immediately
so that an evaluation can be performed. If the remains are deemed to be
Native American and prehistoric, the Coroner shall contact the Native
American Heritage Commission so that a "Most Likely Descendant" can be
designated.
c
To provide you and your architect with assistance in the development of a project
which meets HUD's design and cost standards, immediately contact Alex Rogic, HUD's
design representative, at (213) 534-2650 to discuss the design of the project.
. ....~
In addition, HUD has developed revised procedures applicable to the submission,
review and processing of Section 202 Applications for Firm Commitment through Final
Closing. We have enclosed a copy of Notice H 96-102 which outlines Section 202
program changes. Please read the Notice very carefully because the revised procedures
will affect not only your project funding but also your responsibilities for project
completion.
If two copies ofthis Agreement indicating acceptance are not returned within
14 days of the date of this Agreement, or if you accept and your single-purpose
Owner fails to submit an Application for Firm Commitment within the specified
period, HUD may cancel this Agreement and the fund reservation.
c
c
If you have any questions regarding the requirements for submission of the
Application for Firm Commitment and to obtain information about your required
attendance at the Office's Project Planning Conference, please call Mary Ann Carrasco,
Project Manager, at (213) 534-2635.
We look forward to working with you toward the successful completion of this
project
Very sincerely yours,
Qo~~an ~
Development Director
Los Angeles Multifamily Hub
Enclosures
cc: Marie Phillips
c
r
'-'
,-
'-
Signa
ACCEPT:
DO NOT ACCEPT:
Signature of Authorized Officer
Title: 'r.f",a. P"PRidl=lnt'/~p"'Ttat"aT'Y
Date: November 5. 2007
Obligation of Funds:
Assistant Secretary For Housing
-Federal Housiug Commissioner
Date
c
c
"G" STREET
250'.0"
,
b '
WI b PLANT AREA (PAl : fA
FENCE (\l :
: ._-~,w =~ 0
I ~~~. ...'.~~~~"~""""""~"'" '" ,.,~.. ~~ \J
I ~ _~.'3 STORY BUILDING ~ ~ . - - -. -, BUILDING
,I . ~~ ~. "75 UNIT_ ~ I OVERHANG )l
it.. ~ ."~
CONCRETE .
PATIO
1'1 -E~'~ L : .~~ ~
I CMUWALL, ~~ ~,::: f ~,,~ ~
16'IlHIGH ~~ ~~ ~. P:;:G\' it ~ PA
j ._.-....~ ~ I
b. _~ ~~ I-__m___ ~
~ 1
100'.OM
22'-11.
fA
yEGETABu;,
PLANTERS
,
,
fA :
,
fA
: 18..O"J
~
~
,
.,
:: PA
"
"b. ~
I:' .10--27' - O.------J.
WI SLIDING -l 5 GUEST PARKING
El.EC. GATE . SPACES P G
1127"0"~
c
z
::>
I
;?
'"
"
:>
'"
'"
W
'"
'"
PA
I
38 TENANT PARKING
SPACES
171.-0"
17 PARKING SPACES@9'-O"'D.C.
171'-0"
19 PARKING SPACES CD 9'-0" C.C.
1
fA
PLANT AREA
EXISTING eMU WAll
BlILDING ANALYSIS
AREA OF PROPERTY: 1.71ACRES
74,600 SQ. FT.
LOT COVERAGE: 1ST FLOOR PlAN =
22,24080. FT
TENANT PARKING:
37 - STANDARD STAllS. 02. OISABlED
STALLS :I: 39
THREE STORY BUIllllNG
74 ONE BEDROOM UNTS
011WO BEDROOM MANAGER'S LNT
SITE PLAN
SCAlE 1. s 2t1- (1'
PARKING REQlIRE[);
.50 PER DV\IELLING = 75 x.5O = 30
PARKING SPACES
PARKING PROVIDED
GUEST PARKING:
3. STANJARD STALLS. 02-D1SABtED
STALlS=7
TOTAL PARKING = 46
TOTAL OF 75 UNITS
'''l;-L--, ffi
11'10'. _ Q7
TOTAL BUIlDING AREA. 64, 000 SQ. FT.
NORTH
CONSTRUCTION TYPE:
TYPE V. 1 HOUR, FULLY SPRINKLEREO
SITE Pt.AN
.. TELACU-SAN BERNARDINO V --
_ SENIOR HOUSING
s::ii BERNARDINO, CAliFORNIA
a, .',: ," VILlANUEVA ARCHTECTS,INC.
H ..--
. ----
,-.Jr..... _crw__
D\ .. _(1'10)__
'':"---:'"''
! A1.1 -".
~,
.... r._