City of Anaheim
ANAHEIM HOUSING AUTHORITY
4870-6605-5873v1/022620-0106
June 11, 2024
Rochelle Mills, President and CEO
Lincoln Beach LP
c/o Innovative Housing Opportunities, Inc.
501 N. Golden Circle Drive Suite 100
Santa Ana, CA 92705
Re: Preliminary Award Letter by the Anaheim Housing Authority as Commitments to Provide an Enforceable Financial Assistance and Site Control for Development and Operation of a 47-Unit Intergenerational Affordable Rental Housing Project on the Approximate 0.65-Acre IG Parcel Located within a portion of APN 126 -602-31 at 130 S. Beach Boulevard near the Southeast Corner of Beach Boulevard and Lincoln Avenue , Anaheim, California pursuant to TCAC Requirements
Dear Ms. Mills:
This Preliminary Award Letter (“Award Letter”) is dated as of June 11, 2024 (“Date of Award Letter”) and is issued to Lincoln Beach LP, a California limited partnership (“Developer”), by the Anaheim Housing Authority1 (“Authority”). Herein, each of Authority and Developer is a “Party” and together the “Parties”. This Award Letter relates to Developer’s intended and required application(s) to the California Tax Credit Allocation Committee (“TCAC”) pursuant to the Tax Credit Rules 2 for a R eservation of 9% Tax Credits in up to two rounds as described and limited in Section 4 .1. related to the development and operation of a 47-unit intergenerational affordable rental project as more fully described in Section 3 .1 (“IG Project”) on a 0.65-acre IG Parcel (defined herein) that will be ground leased by Authority to Developer as described in the Ground Lease Option Agreement (“Option”), attached as Exhibit A and fully incorporated by this reference.
1 Authority is a public body corporate and politic organized and existing under pursuant to the California Housing Authorities Law, Health and Safety Code (“HSC”) Section 34200, et seq . (“HAL”) and serves as the housing successor to the former Anaheim Redevelopment Agency (“Former Agency”) pursuant to HSC § 34170, et seq., in particular §§34176 and 34176.1, (“Dissolution Law”). Further, as housing successor, Authority is required to comply with certain statutory requirements of the California Community Redevelopment Law, HSC §33000, et seq. (“CRL”) as operative post -dissolution pursuant to Senate Bill 341 (“SB 341”). The City of Anaheim is a California municipal corporation and charter city (“City”). In this Award Letter, together, Authority and the City may be referred to together as “Anaheim”.
2 “Tax Credits” and “Tax Credit Rules” shall mean and refer to Section 42 of the Internal Revenue Code and California Revenue and Taxation Code §§17057.5, 17058, 23610.4 and 23610.5 and California Health and Safety Code §50199, et seq., as applicable, as the foregoing may be amended from time to time, and the rules and regulations implementing the foregoing in the California Code of Regulations (“CCR”) Title 4, §10300, et seq., https://www.treasurer.ca.gov/ctcac/programreg/regulations_committee.pdf . When TCAC approves an
application it is referred to as a “Reservation” of Tax Credits.
Rochelle Mills, President and CEO
Lincoln Beach LP
June 11, 2024
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I. BACKGROUND AND OBJECTIVES.
This Award Letter sets forth the basic terms between the Parties to fulfill TCAC’s requirements that Developer, as applicant, evidence (1 ) an enforceable commitment of certain funds (“Authority Assistance” as hereinafter defined) , and ( 2) site control for construction, development, and operation of an intergenerational affordable housing project
3 (“IG Project”, as further defined and described herein) as required by TCAC for a Reservation of 9% Tax Credits; this Award Letter evidences both (1) and (2) above.
Authority owns in fee certain real property and has approved a lot line adjustment that creates a 0.65-acre single parcel within a portion of APN 126-602-31 located at the common address of 130 S. Beach Boulevard and near the Southeast Corner of Beach Boulevard and Lincoln Avenue, Anaheim (“IG Parcel”) as depicted on the Site Map, Exhibit B, and legally described in Exhibit C , both attached and fully incorporated herein, upon which IG Project will be developed.
The IG Parcel (inclusive of several adjacent parcels that are not the subject of this Award Letter) were the subject of surplus land disposition proceedings under the California Surplus Land Act, Government Code Section 54220, et seq. (“SLA”). Anaheim issued a Notice of Availability (“NOA”) and during the 60-day NOA period received and then reviewed and selected from multiple notices of interest with development proposals, a proposal submittal by Innovative Housing Opportunities, Inc., a California nonprofit public benefit corporation (“IHO”)4. From review of the notices of interest, Anaheim selected the joint proposal and sent a letter request and related documentation to the State of California, Department of Housing and Community Development (“State HCD”) for review and approval (or disapproval) under the SLA. By letter to Anaheim dated February 27, 2023, State HCD approved Anaheim’s disposition of Authority -owned property to build the 47-unit IG Project (as well as the 60-unit townhome development described in that joint proposal.) The IG Project is the subject of this Award Letter.
II. ENFORCEABLE FINANCING COMMITMENT AND SITE CONTROL
By this Award Letter and expressly subject to the Award Letter Condition Precedent, Authority commits to provide to Developer: (1) the “Authority Assistance” as the “enforceable financing commitment”
5, and ( 2) “site control” 6 through a commitment to
3 An intergenerational housing development is a community of affordable housing for seniors to live side by -side with youth transitioning out of foster care, which type of housing was authorized by Senate Bill 591, Stats. 2021, Ch. 364, Sec. 3, and codified at California Civil Code §51.3.5 and related statutes referenced therein (herein, SB 591”). As noted in research, seniors and transition age youth (“TAY”) will benefit greatly and positively from living in intergenerational housing. Based on the Social Services Plan required by this Award Letter and the DDAHA, there will be social, emotional, developmental and health benefit for both seniors and TAYs, particularly seniors, and this type of housing provides needed housing opportunities for TAYs. 4 The proposal was jointly submitted to Anaheim by IHO and Brandywine Homes, a California corporation (“Brandywine”) that included proposed development of the 47-unit IG Project and a 60-unit market rate townhome project that is not the subject of this Award Letter. 5 Tax Credit Rules Section 10325(f)(3).
6 Tax Credit Rules Section 10325(f)(2).
Rochelle Mills, President and CEO
Lincoln Beach LP
June 11, 2024
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ground lease the IG Parcel for development of the IG Project as set forth in the Option, Exhibit A, as both (1) and (2) are required under the Tax Credit Rules to apply to TCAC for a Reservation of 9% Tax Credits.
Authority Assistance includes (a ) the allocation of forty -six (46) project -based housing vouchers (“PBVs”)7 as described in Section 8.1, and (b) the issuance of the “Authority Loan” in the amounts described in subparagraphs 8. 2 (a)-(e), inclusive . Authority Assistance is described herein and shall be detailed in that certain Affordable Housing Agreement (“AHA”) and that certain “Ground Lease” between Authority and Developer to implement the IG Project, subject to Developer receiving a Reservation of 9% Tax Credits by TCAC . (Tax Credit Rules Section 10325(f)(3).)
Site control of the IG Parcel is provided herein by Authority ’s commitment to ground lease the IG Parcel to Developer pursuant to the Option, and then later under the AHA and the final form of the Ground Lease upon which the IG Project will be developed and operated.
The ground lease by Authority to Developer is expressly subject to two conditions precedent: (a) first, that Developer is awarded a Reservation of 9% Tax Credits by TCAC from the First Application, and if applicable, the Second Application as described in Section
4.1, and (b) second that Developer is ready to proceed to the closing of, and closes escrow for its, construction financing for the IG Project on or before the 180/194-day readiness deadline described in the Tax Credit Rules
8 for the IG Project (“Closing of Financing”) ,
which ( a) and ( b) together comprise the “Award Letter Condition Precedent”. Authority intends that this Award Letter provides “site control” under the Tax Credit Rules as “an executed lease agreement or lease option for the length of time the project will be regulated under this program connecting the applicant and the owner of the subject property …” (Tax Credit Rules Section 10325(f)(2)(A)(ii); italics added.) III. TERMS AND CONDITIONS OF AWARD LETTER AND OPTION
1. Term of Award Letter. The “Term” of this Award Letter commences on June 11, 2024 and shall end and expire automatically on the Letter Expiration Date, which date is the earliest to occur of : (i) fifteen (15) calendar days after the TCAC meeting at which Developer fails to receive a Reservation of 9% Tax Credits in its First Application described in Section 4 .1, and Authority Executive Director (“Director”) disapproves
7 “Section 8”, “Section 8 Laws”, and “Section 8 Federal Program Limitations” shall mean the Section 8 Housing Choice Vouchers Program, 24 C.F.R. part 882 (Rental Certificate Program), rental vouchers under 24 C.F.R. part 887 (Rental Voucher Program) as such now exist and as may hereafter be amended, or other project -based and/or tenant-based rental assistance programs issued or otherwise administered by Authority under the Section 8 Laws. The Section 8 Laws include and mean the Housing Choice Voucher Program, 42 U.S.C. 1437f and 3535(d), and the implementing regulations in the Code of Federal Regulations (“CFR”), Parts 982 and 983 and Section 8(o)(13) of the U.S. Housing Act of 1937, 42 U.S.C. Section 1437(f)(o)(13), and the implementing regulations at 24 CFR Part 983, and HR 3221, enacted July 30, 2008, under the Housing Opportunity through Modernization Act of 2016, Public Law 114–201, and implementing regulations and notices (together, “HOTMA”), and all other federal, state, and/or local laws, regulations, rules, Executive Orders, and other governmental or legal requirements relating or applicable to the federal Section 8 housing assistance program, including housing choice “Project Based Vouchers” (“PBVs”).
8 The Tax Credit Rules set forth a 180-day or 194-day “readiness” deadline, as assigned by the TCAC Executive Director.
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Lincoln Beach LP
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Developer’s request to submit a Second Application as described in Section 4 .1, or (ii) fifteen (15) calendar days after the TCAC meeting at which Developer fails to receive a Reservation of 9% Tax Credits in its Second Application as described in Section 4.1, or (iii) Developer’s failure to satisfy the Award Letter Condition Precedent, at which time the terms set forth herein shall be null and void. Notwithstanding (i), (ii) and (iii) in the prior sentence, prior to the Letter Expiration Date the Director may, in her or his sole and complete discretion, approve in writing an amendment and extension of the Term.
2. No Assignments by Developer during Term. In no event shall Developer assign, in whole or in part, this Award Letter during the Term. Authority and IHO (or IHO -affiliates) have direct prior experience related to development and operation of affordable housing projects and Authority has entered into this Award Letter in material reliance on this fact.
Developer is comprised of IHO, IHO affiliates, and/or IHO -affiliated entities as the general partners and limited partner of Lincoln Beach LP; therefore, no partner of the Developer entity shall assign its interests in the partnership during the Term, without the prior written consent of the Director in her or his reasonable discretion.
3. A ffordable Housing Agreement . Developer has applied to Authority for issuance of this Award Letter, and subject to the satisfaction of the Award Letter Condition Precedent and certain additional conditions precedent described herein, desires to implement this Award Letter. The complete terms, conditions, and provisions of the AHA and Ground Lease will be negotiated and entered into between Authority and Developer at a time concurrent with (a) Developer’s Closing of Financing, (b) entering into an amended and restated limited partnership agreement with the tax credit equity investor of Developer, and (c) related actions to commence construction of the IG Project. If the Award Letter Condition Precedent is satisfied by Developer, then under the AHA, including the Ground Lease to provide Developer a ground leasehold interest in the IG Parcel, all for development and operation of the IG Project on the IG Parcel.
3.1 IG Project. Developer shall construct, operate, manage, and maintain on the IG Parcel a new intergenerational affordable rental housing development consisting of forty-seven (47) apartment homes (46 “IG Units”) with ancillary amenities and improvements for tenancy/occupancy by qualified Extremely Low Income Households (“ELI”, HSC §50 107) at an Affordable Rent (HSC §§ 50052.5 and 50053), which tenants shall qualify as (a) Senior Citizen 9 h ouseholds as to at least 80% of the IG Units, and (b) transition age youth or caregivers as to up to 20% of the IG Units, as defined and authorized by and implemented in compliance with Civil Code §51.3.5 and related applicable laws (collectively, “IG Project”). The unit mix for the 47 apartments shall include (i) forty-six (46) one-bedroom units for occupancy by ELI Households (at or below 30% of area median income (“AMI”)), and (ii) one two-bedroom unit as the onsite “Manager Unit” that is not restricted as to income or rent. The IG Units shall be leased to income-qualified ELI tenants at an Affordable Rent (as further described and defined herein) in accordance with applicable TCAC, SB 591, HAL, CRL, and Dissolution Law requirements.
9 The term “Senior Citizen” is as defined in California Civil Code Section 51.3(b)(1): “…senior citizen” means a person 62 years of age or older, or 55 years of age or older in a senior citizen housing development.” Rochelle Mills, President and CEO
Lincoln Beach LP
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4. First Component of Award Letter Condition Precedent.
4.1 Application for Reservation of 9% Tax Credits. Developer agrees to prepare and submit application(s) to TCAC for a Reservation of 9% Tax Credits as follows:
(a) Second Round 2024 for 9% Tax Credits. Developer shall prepare and submit an application to TCAC on or before July 2, 2024, which is the outside date to apply to the 2024 second round funding process (“First Application”). (b) First Round 2025 for 9% Tax Credits . If Developer fails to receive a Reservation in the First Application, Developer may request, and Director may approve (or disapprove) a second application to TCAC in the 2025 first round funding process (“Second Application”), provided however, the Director retains sole and absolute discretion to approve (or disapprove) that Second Application. If approved, then Developer shall submit the Second Application in the 2025 first round seeking a Reservation of 9% Tax Credits.
4.2 Additional Funding Sources. Developer may seek and apply for additional sources of funding for the development and operation of the IG Project; this may include without limitation grants, loans, and other funding by or from governmental or non-governmental entities for development and operation of permanent supportive housing and programs to address homelessness, in particular homeless seniors and transition age youth, that might include by way of example only: (a) CalOptima Health’s capital grant program, or (b) public and private corporations such as Kaiser Permanente, Disneyland Resort, Samueli Foundation, etc., provided that such funding source(s) do not conflict with Authority’s waiting list and preference policies for affordable housing subject to applicable state and federal Fair Housing Laws.
10 If and to the extent Developer secures
commitment(s) from such other and additional affordable housing programs, then such award(s) and amount(s) therefor shall be subject to a supplemental Financial Gap Analysis (defined in Section 14. herein) to determine if Authority Assistance amount will be adjusted, if at all. The award(s) described in this Section 4. 2 may require, in the discretion and decision of the Director, an amendment of this Award Letter to evidence the terms and conditions related thereto.
5. Site Control; Option.
5.1 Site Control under Tax Credit Rules. By this Award Letter and pursuant to the Tax Credit Rules, Authority intends to provide Developer “site control” of the IG Parcel pursuant to the Option, Exhibit A. The terms and conditions herein are also subject to the following:
10 The term “Fair Housing Laws” means and includes the Unruh Civil Rights Act, California Civil Code Section 51, et seq., California Fair Employment and Housing Act (FEHA), Government Code Section 65008, Government Code Section 11135, et seq ., Americans with Disabilities Act, 42 U.S.C. Section 12101, et seq., Government Code Section 4450, et seq., and other state and federal fair housing laws and regulations.
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Lincoln Beach LP
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(a) Site control under the Tax Credit Rules includes “an executed lease agreement or lease option for the length of time the project will be regulated under this program connecting the applicant and the owner of the subject property[.]” (Tax Credit Rules Section 10325(f)(2)(A)(ii).) Under the Option, Authority grants the Option to Developer to exercise its right to ground lease the IG Parcel, subject to the Award Letter Condition Precedent.
(i) Therefore, this Award Letter evidences a valid, current, enforceable contingent agreement connecting Developer, as applicant and optionee, and Authority, as owner and optionor of the IG Parcel.
6. IG Project Land Use IG Entitlement. As of the date of this Award Letter, the land use approvals (“ IG Entitlement”) for the IG Project are ministerial and “by right” under California Government Code Sections 65650 to 65656, in particular Section 65651, as this is a development for supportive housing and meets the statutory requirements therein.
Further, development of the IG Project has been previously, separately, and fully evaluated under CEQA as defined and further described in Section 13 herein.
6.1 Density Bonus Implementation, if Applicable. In connection with implementation of the IG Project and pursuant to Government Code Section 65915, et seq. and Anaheim Municipal Code Section 18.52, et seq. (together, “DBL”), Developer has requested and received a density bonus and shall enter into (a) Housing Incentives Memorandum, then (b) a Housing Incentives Agreement required by Section 18.52, et seq. and the State DBL, which shall be recorded in the Official Records, County of Orange, State of California (“Official Records”) as a senior nonsubordinate encumbrance in pari passu to Authority Regulatory Agreement described and required herein and pursuant to the AHA.
(a) The development plans, including plans and specifications, shall be reviewed and approved pursuant to City’s building plan check process, in compliance with and subject to City’s objective development standards, applicable laws and regulations, and the requirements of the AHA and Ground Lease.
7. [I ntentionally omitted.]
8. Authority Assistance: Commitment of PBVs and Authority Loan; Authority Loan and PBVs under AHA; Ground Lease.
8.1 Project-Based Housing Choice Vouchers. As a component of Authority Assistance, Authority, as a participating jurisdiction, public housing authority, and direct recipient of HUD 11 programs and funding, agrees to provide to Developer for operation of the IG Project forty -six (46) Section 8 PBVs, excluding the Manager Unit, under and in compliance with Section 8 Laws. Authority and Developer shall enter into an Agreement to Enter into a Housing Assistance Payment Contract (“AHAP”) with respect to the PBVs and
11 “HUD” means the United States Department of Housing and Urban Development.
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Lincoln Beach LP
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thereafter a Housing Assistance Payment Contract (“HAP”) for a term of twenty (20) years12 with respect to the provision of the PBVs to the Project pursuant to the requirements of the AHAP.
8.2 Authority Loan. Subject to the conditions described herein, the original principal amount of “Authority Loan” will be up to [$ 9,549,309], which will be evidenced by the “ Authority Note” and secured by the “ Authority Deed of Trust ”. The “Authority Loan Amount” shall be the cumulative total of the following (a) -(e): (a) $6,000,000 cash subsidy, as sourced from eligible funding source(s) available to Authority that may include without limitation Authority’s low to moderate income housing asset fund (“LMIHAF”) , or HOME Program13 funds, including HOME ARP funds 14, Permanent Local Housing Allocation Program (“PLHA”) funds, Homeless Housing, Assistance and Prevention (“HHAP”) Grant Program (“HHAP-TAY”)
15, or other funds eligible for affordable housing
purposes in an amount up to $6,000,000 for the Project, plus (b) $2,600,000 value of IG Parcel per IG Project Proforma , plus (c) the cumulative fees, costs, and expenses incurred by Anaheim (both Authority and City) for preparation of the IG Parcel for development as incurred during the period February 01, 20 19 to the date of Closing of Financing, such as but not limited to relocation, environmental assessment, clearance, remediation, contractors, subcontractors, engineering, consulting and other professional services, but excluding in-house staff time, plus ( d) Anaheim’s third party attorneys’ fees
12 The 20-year HAP term is the maximum period of a HAP pursuant to the Housing Opportunity through Modernization Act of 2016 (HOTMA). On July 29, 2016, HOTMA was signed into law. HOTMA makes numerous amendments to Sections 3, 8, and 16 of the United States Housing Act of 1937(1937 Act), including significant changes to income calculation, net family assets, and income reviews. HUD finalized HOTMA rulemaking in 2023 to put Sections 102, 103, and 104 into effect through revisions to HUD’s regulations found in 24 CFR Part 5 and 24 CFR Part 891. Section 102 addresses income reviews, including the frequency of income reviews and revises the definitions of income and assets. Section 103 is not applicable to multifamily housing programs.
Section 104 sets asset limits for both Section 8 Project -Based Rental Assistance and Section 202/8 programs.
The HOTMA final rule became effective on January 1, 2024. 13 The City is a participating jurisdiction with HUD that has received funds (“HOME Funds”) pursuant to Title II of the Cranston-Gonzalez National Affordable Housing Act (42 U.S.C. 12701 12839) and the HOME Program regulations codified at 24 CFR Part 92, as amended by the 2013 HOME Final Rule:
https://www.ecfr.gov/cgi-
bin/text-idx?c=ecfr&tpl=/ecfrbrowse/Title24/24cfr92_main_02.tpl; https://www.hud.gov/program_offices/comm_planning/affordablehousing/programs/home/ (together, “HOME Program”). The HOME Program has, among its purposes, the strengthening of public -private partnerships to provide more affordable housing, and particularly to provide decent, safe, sanitary, and affordable housing, with primary attention for this IG Project to provide housing to qualified ELI Seniors and TAYs in accordance with the HOME Program and this Award Letter. HOME Funds are used by the City, as a participating jurisdiction, including transfer to Authority , to carry out multi -year housing strategies through acquisition, rehabilitation, and new construction of housing for target income persons and families. This Award Letter is not intended as a commitment of HOME Program funds pursuant to Section 92.1 and is subject to the City and/or Authority’s undertaking the required NEPA review.
14 Further, the City is a recipient of funds appropriated under section 3205 of the American Rescue Plan Act of 2021 (P.L. 117-2) under the HOME Program to provide homelessness assistance and supportive services (“HOME ARP”).
15 The California Department of Business, Consumer Services and Housing Agency, and the Board of the California Interagency Council on Homelessness (“Cal ICH”) implement HHAP funding awards that provide local jurisdictions flexible funding in continued efforts to end and prevent homelessness in their communities, to support regional coordination and expand or develop local capacity to address immediate homelessness challenges, and to build on regional collaboration to develop a unified regional response to homelessness. See:
https://bcsh.ca.gov/calich/hhap_program.html
.
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Lincoln Beach LP
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and costs with respect to the IG Parcel incurred during the period commencing on June 11, 2024 and ending on the date of the Closing of Financing, plus (e) the Transportation Fee (described below). Authority Loan is a part of the financing for, and to facilitate, the planning, design, construction, completion, operation, management and maintenance of the IG Project for not less than the 55-year Affordability Period described herein and hereafter in the AHA and Ground Lease, subject to satisfaction of the Award Letter Condition Precedent. Authority Loan Amount, estimated at [$ 9,549,309], is hereby committed to Developer for implementation of the IG Project subject to satisfaction of the Award Letter Condition Precedent and the other terms and conditions of this Award Letter.
The final Authority Loan Amount shall be determined after Developer meets the Award Letter Condition Precedent, based on an updated Financial Gap Analysis and subject to a subsidy layering analysis, which shall occur prior to Closing of Financing. In this regard, Authority will evaluate and establish more specifically in the AHA the terms and conditions of Authority Loan, Authority Note, Authority Deed of Trust, including its subordinate lien position, and other implementing instruments, which will take into consideration all sources of financing, in particular governmental funding and the applicable program requirements therefor.
(a) Authority Loan Repaid from Residual Receipts . Authority Loan will be a residual receipts loan in a lien position subordinate to the deed of trust securing Developer’s loan obtained for construction financing and the loan take-out permanent financing (each a “Primary Loan”), all as will be more fully set forth in the AHA and Ground Lease.
(i) Authority Loan shall be repaid from eighty-five percent (85%) of Residual Receipts and Developer will retain fifteen percent (15%) of Residual Receipts , subject to subparagraph (ii) below.
(A) The term “Residual Receipts” will be fully defined in the AHA, but generally is defined as IG Project annual revenue less the sum of defined and eligible: (1) operating expenses; (2) debt service on the Primary Loan, (3) required operating and capital reserve deposits, (4) repayment of permitted operating, development, or capital loans, if any, (5) property management fee, (6) eligible partnership related fees including an asset management fee, and (7) unpaid Deferred Developer Fee. (ii) If State HCD or other governmental funding sources require an allocation of Residual Receipts as between and/or among Authority , Developer, and other governmental entity(ies), if any, the split thereof shall be established after Developer receives the Reservation of Tax Credits and after the Financial Gap Analysis described above, provided however the percentage allocations between or among the governmental funding entities shall be established in a fair, reasonable manner and in compliance with applicable legal requirements.
(A) In the event that governmental funding loan(s), if any, are repaid in full through Residual Receipts and Authority Loan Note remains outstanding, then the percentage and allocation of Residual Receipts shall be adjusted so that Authority receives 85% of Residual Receipts and Developer will retain 15% of Residual Receipts.
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8.3 Ground Lease Option Agreement . Pursuant to the Option, Exhibit A, Authority grants to Developer the Option to ground lease the IG Parcel, and later a full ground lease, all for development and operation of the IG Project, expressly subject to the Award Letter Condition Precedent. The Option, Exhibit A, shall be entered into and executed by and between Developer and Authority concurrent with this Award Letter and shall be an exhibit to Developer’s application to TCAC for a Reservation of 9% Tax Credits as described above.
8.4 Transportation Fee. Subject to the Award Letter Condition Precedent, Authority Assistance will include the amount equal to City’s assessment of its Transportation Impact and Improvement Fee (“Transportation Fee”); this fee will be deferred subject to the full amount of this fee shall be added and included in the amount due under Authority Note and shall be repaid from Residual Receipts. The amount of the Transportation Fee that would otherwise be assessed on the IG Project and that Developer would be required to pay to City is estimated to be $60,959; this amount will be included in Authority Note or can be set forth in separate loan documents between City and Developer, as elected by Authority (and City) and considered in the Financial Gap Analysis after Developer receives a Reservation from TCAC for the 9% Tax Credits. In all events, Developer and the IG Project shall meet the requirements of the City of Anaheim Municipal Code related to this Transportation Fee.
9. Compliance with Law; Statutory Requirements. Developer acknowledges, and the AHA will affirm, that the site assembly, acquisition, and site preparation costs, including the costs and fees described in Section 8. 2 (c) and (d ) above have been paid for, in whole or in part, with monies sourced from and subject to the HAL, HSC Section 33334.2 pre-dissolution of the Former Agency and HSC Section 34176.1 post -dissolution by Authority, as the housing successor under the Dissolution Law, as amended by SB 341.
Therefore, this Award Letter, and then the AHA, the Ground Lease, and all other implementing documents and instruments are and shall remain subject to the applicable requirements of, and Developer covenants to comply with, all applicable requirements of:
(i) HAL, (ii) CRL as amended by SB 341, (iii) Dissolution Law, (iv) SB 591, (v) Environmental Laws (as defined in AHA ), and (vi) all other applicable federal, state, and local laws and regulations.
9.1 Prevailing Wage Laws; Labor Compliance. Based on Authority Assistance, in particular the allocation of 46 PBVs, the IG Project is subject to and Developer shall comply with California Labor Code Section 1720, et seq., and all federal labor laws, including without limitation Davis -Bacon
16, and related prevailing wage, labor,
contracting, and contractor requirements (together, “Prevailing Wage Laws”). Under the AHA, Developer shall assume all responsibility, liability, obligation for payment and will indemnify, hold harmless, and pay for all claims, suits, and liabilities affecting Authority (and
16 Federal prevailing wage regulations at 29 CFR parts 1, 3, and 5 that implement the Davis-Bacon Act and the Davis-Bacon Related Acts (collectively, “Davis-Bacon”)
https://www.federalregister.gov/documents/2023/08/23/2023-17221/updating-the-davis-bacon-and-related- acts-regulations.
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Lincoln Beach LP
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City and their Indemnitees) relating to Prevailing Wage Laws as applicable to the IG Project, to Developer, its general contractor and all subcontractors . As between state and federal Prevailing Wage Laws, the most restrictive shall apply. (a) Under Davis -Bacon and Section 8 Law s, Authority’s allocation of 46 PBVs to the IG Project triggers compliance with Prevailing Wage Laws.
9.2 Receipt of Subsidy Layering Review approval from TCAC . The IG Project and all sources of funding of the IG Project are subject to subsidy layering review (“SLR”) under applicable federal and state laws to ensure that excessive public assistance is not used when combining public assistance from federal, state, or local agencies including through Tax Credits. Pursuant to federal and state notices, TCAC may, and is now, performing SLRs for and on behalf of HUD, and TCAC may authorize the local jurisdiction to prepare the SLR for its review and approval.
10. IG Project Proforma. As of the Date of Award Letter, the Anaheim Assistance has been evaluated and determined, and this Award Letter is provided, based on Authority’s material reliance on and review of Developer 's application for the Anaheim Assistance and Developer’s IG Project proforma dated 5/22/2024 for development with proposed sources of funding and financing, development costs, and 55-year projected cash flows for the IG Project, which proforma will be used by Developer in connection with its application to TCAC in the First Round (“IG Project Proforma”). The IG Project Proforma presumes approval of the funding sources described above based on Developer’s application to TCAC in the First Round for a R eservation of Tax Credits. Developer shall update the IG Project proforma after the Reservation is awarded (and updated for the Second Round application, if applicable). The IG Project Proforma, as updated, will be a part of the updated Financial Gap Analysis and applicable SLR in connection with preparation of and entering into the AHA and Ground Lease concurrent with the Closing of Financing.
11. Fun
ding Applications; Cooperation. The Parties shall cooperate in good faith in connection with Developer’s application to TCAC for the Tax Credits and to defer payment of certain development impact fees for the IG Project.
12. A ffordable Housing Agreement ; Ground Lease. S ubject to Developer’s receiving the Reservation of Tax Credits , Authority and Developer will negotiate and enter into the AHA and Ground Lease. The AHA will set forth a series of “Conditions Precedent”, to be satisfied by Developer, as applicable, and Authority, as applicable.
12.1 Approval and Execution of AHA and Ground Lease. The final form of the AHA and Ground Lease shall be approved by Developer in its sole and absolute discretion; and, the Director, is hereby authorized to approve and execute in her sole discretion, provided however, she may elect in her sole and absolute discretion to present the AHA and Ground Lease to Authority Board (and if applicable City Council) for consideration and action. The AHA and Ground Lease are also subject to approval as for form by the City Attorney/general counsel as required by the City Charter, and shall be attested by Authority Secretary.
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12.2 Summary of Certain AHA and Ground Lease Terms. A summary of the topics and basic terms to be set forth in the AHA and Ground Lease will include the following:
(a) Ground Lease. Subject to satisfaction of Award Letter Condition Precedent and Developer ’s exercise of the Option, Authority will transfer to Developer a long term ground leasehold interest in the IG Parcel for a term of fifty-seven (57) years to be set forth in the Ground Lease, or such longer period approved in the sole and complete discretion of the Director; and
(b) Authority Loan. Authority Loan shall be fully described in the AHA , including:
(i) Interest Rate. Principal amount of Authority Loan shall bear four percent (4%) simple interest per annum.
(ii) Term of Authority Loan. Remaining principal and accrued interest on Authority Loan shall be due in full upon the 55 th anniversary of the completion of construction of the IG Project or earlier upon transfer, sale, non-permitted refinancing, or default as will be set forth in the AHA.
(iii) Monetary Lien Priorities . The lien position of Authority Loan (and, if documented as two or more loans, the subordinate lien positions) will be subordinate to Developer’s Primary Loan for construction and permanent financing of the IG Project;
(iv) Residual Receipts Allocation. Repayment of Authority Loan shall be from Residual Receipts as described in Section 8. 2 above. Calculation of Residual Receipts will be subject to and calculated after payment of eligible operating expenses, approved debt service, Deferred Developer Fee, if any remaining, and eligible partnership related fees, also as provided above.
(v) Ground Lease Rent . The original Authority Loan Amount will also be deemed to be an amount of capitalized ground rent under the Ground Lease, with Developer, as ground lessee thereunder and borrower under the Authority Loan documents; provided however, in the event the Authority Loan is repaid in fully from Residual Receipts prior to the end of the term of the Ground Lease, then for such period commencing on the full repayment of the Authority Note until the expiration of the Ground Lease, Developer shall pay to Authority an annual ground lease rent out of Residual Receipts. (A) In other words, in the event the Authority Loan is repaid in full before the end of the term of the Ground Lease, rent under the Ground Lease shall continue and shall be paid by Developer to Authority in an amount equal to eighty -five percent (85%) of Residual Receipts based on the same calculation as the prior payments under the Authority Loan.
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12.3 Additional Terms and Conditions Precedent under AHA and Ground Lease. The AHA will include additional terms and set forth a series of conditions precedent to the Closing of Financing, including without limitation:
(a) Readiness for Construction. All grading permits shall have been issued, or be ready to issue with payment of fees, and City shall have issued a letter stating that building permits are ready to issue with payment of fees, subject only to the completion of grading of the IG Parcel for the IG Project.
(b) Primary Loan . Developer shall have secured all necessary institutional financing and funding for the Primary Loan to undertake and complete construction and thereafter operation of the IG Project and as approved by Authority and provided that no such loan shall be a FannieMae, FreddieMac or CalHFA backed loan unless and expressly subject to the condition that the Authority Regulatory Agreement is and remains a senior, nonsubordinate encumbrance against the IG Parcel in pari passu with the DBL Housing Incentives Agreement, and Tax Credit Regulatory Agreement . The Primary Loan shall be sufficient to pay all development costs of the IG Project, through lease-up, as set forth in a final budget and approved by Authority. (i) Developer will cause the lenders for the Primary Loan to provide Authority staff and legal counsel Word versions of all drafts of the loan documents, including the intercreditor and/or subordination agreements related to subordination of Authority Loan (but in no event Authority Regulatory Agreement) to be negotiated among the parties thereto.
(c) Insurance. Developer shall have provided evidence to Anaheim that Developer has obtained insurance policies, certificates, and additional insured or other endorsements acceptable to Authority , City Attorney, and City risk management staff for both Developer, its general contractor and subcontractors. (d) Indemnities. Developer shall provide certain indemnifications of Authority and City, inclusive of their elected and appointed officials, officers, employees, attorneys, representatives, volunteers, contractors and agents (collectively, “Indemnitees”), both general indemnity, Environmental Laws, indemnity, and compliance with Prevailing Wage Laws indemnity, with no carve-outs or exceptions, excepting only the sole, intentional misconduct by Indemnitee or Indemnitees.
(e) Construction Security . Developer shall have provided construction security naming and in favor of Authority (and City), which may include:
(i) a completion guaranty from an entity (or person) with adequate capital and available liquid assets to and as the guarantor is approved by the Director and legal counsel in their sole discretion; in this regard, by way of example, the guarantor will have a Dun & Bradstreet PAYDEX score of 80 to 100; or
(ii) an unconditional standby letter of credit, or
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(iii) payment and performance bonds from the general contractor and subcontractors for the IG Project, or
(iv) some combination of any or all of (i), (ii) or (iii) above), in an amount sufficient to ensure the IG Project will be completed, all invoices paid, and all workers paid in conformity with applicable federal and state labor laws, including Prevailing Wage Laws, and applicable IG Project documents and agreements, and placed in service within the time set forth in the schedule for the IG Project as approved by Authority. (f) Additional Contracts. Developer shall submit and obtain approval of Authority and legal counsel (which approval shall not be unreasonably withheld, conditioned or delayed) for:
(i) the construction contract with its general contractor and the subcontracts therefor;
(A) construction of the IG Project must be competitively bid by a minimum of three General Contractors in accordance with applicable federal, state and local laws and regulations, in particular State HCD and HUD requirements, if any . The Executive Director of AHA shall have an opportunity to review and provide feedback on the bids of the General Contractors prior to Developer entering into a construction contract. (ii) the limited partnership agreement for the limited partnership entity to be formed to own and operate the IG Project under the AHA; (iii) qualifications and experience of the property manager to operate and manage affordable housing projects comparable to the IG Project and the property management agreement;
(iv) Developer shall identify, and evidence the qualifications and experience of the provider of social services for the TAYs and the Senior Citizens under the Social Services Plan (defined below) and each and all contracts with social service provider(s);
(A) the detailed social and supportive services plan that describes the social and supportive services, goals and objective, with a detailed budget both for Senior Citizen tenants and TAY tenants (“Social Services Plan”); (B) The Social Services Plan shall include a robust level of social services offered at the IG Project and suitable for the residents’ needs and provided by professionally trained staff. Services must include an assessment of clients’ needs, link to services and verification of services obtained. The Social Services Plan must also provide clear outcome measurements related to services provided and must clearly identify if services will be provided by Developer or by third party entity(ies); (C) For services to be provided by Developer, the Social Services Plan shall clearly identify the budget and resources available for the services. For services to be provided by third party entity(ies), the Social Services Plan must include Rochelle Mills, President and CEO
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copies of the agreements or memoranda of understanding that govern provision of the services; and
(v) Marketing and Tenant Selection Plan. The marketing and tenant selection plans for the IG Project, including Authority ’s reasonable preferences waterfall;
(A) Authority and Developer will implement a residency
preference plan that prioritizes occupancy for Senior Citizens and if applicable TAYs who were previously displaced by an Anaheim entity, and who live, work or have been hired to work in Anaheim, which could include persons from Disadvantaged or Low Income Communities as defined by State HCD, subject to applicable state and federal Fair Housing Laws and requirements to Affirmatively Furthering Fair Housing (“AFFH”). (g) Cost Savings . Cost savings from the IG Project, if any, and/or permanent funding sources in excess of project costs shall be used and applied to pay down Authority Loan, first toward principal then accrued interest, subject to compliance with the applicable regulations for TCAC financing.
(h) Permitted Refinancing, Sale, Transfer; Authority Due Certain Share of Net Sale or Refinancing Proceeds . Sale, transfer, and refinancing will be subject to the terms of Authority Loan and AHA.
(i) Limitation on Resyndication. Developer (including any successor or assign) shall not apply for or otherwise seek and cause resyndication of the IG Project after the initial Tax Credit compliance period expires without Authority’s prior written consent and such decision to approve or disapprove remains in the sole, reasonable discretion of Authority.
(j) Post-Closing Conditions. The AHA will set forth terms and conditions related to construction and construction monitoring from commencement through completion, operations, financing, refinancing, transfer, management and maintenance of the IG Project.
12.4 Affordable Housing Unit Mix; Income and Rent Levels. The IG Units shall be leased to income-qualified ELI tenants at an Affordable Rent (as further described and defined herein) in accordance with applicable TCAC, SB 591, HAL, CRL, and Dissolution Law requirements. The term Extremely Low Income Household is defined in HSC Section 50107 and includes persons and households whose incomes do not exceed 30% of AMI for Orange County as income limits are published by State HCD annually. (a) Income and Unit Mix. The income and unit mix at the IG Project shall be as follows:
(i) Forty-six (46) one-bedroom units for occupancy by Extremely Low Income Households at or below 30% of AMI; and
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(ii) one (1) two-bedroom unit as the onsite Manager Unit that is not restricted as to income or rent.
12.5 Non-subordinate Authority Regulatory Agreement; Affordability Period .
All IG Units at the IG Project will be restricted as set forth herein and in the AHA for a minimum of fifty -five (55) years (“Affordability Period”) and as set forth in a separate regulatory agreement ( “Authority Regulatory Agreement” ) with conditions, covenants and restrictions affecting the use, ownership, operation, management, maintenance, transfer and financing of the IG Project on the IG Parcel . Authority Regulatory Agreement will be recorded in the Official Records, County of Orange, State of California as senior, nonsubordinate encumbrance against the IG Parcel . All monetary liens shall be subject to and remain subordinate to Authority Regulatory Agreement. (a) Non-subordinate Underlying Fee. Authority’s underlying fee interest in the IG Parcel shall not be subordinated to Developer’s Primary Loan, including construction and permanent financing. In this regard, a condition to Closing of Financing shall include both an owner policy of title insurance as to such nonsubordinate fee interest and a lender policy of title insurance for Authority Loan.
12.6 Affordable Rent. The AHA will require that Developer will not charge more and shall state in each lease agreement with a tenant that monthly rent shall be an “Affordable Rent” pursuant to HSC Sections 50052.5 and 50053, and the implementing regulations in 25 CCR 6910, et seq. , as applicable to the Extremely Low Income Households, as tenants of the IG Units.
(a) The term “Affordable Rent” means the maximum amount of out-of-pocket housing cost to be charged monthly by Developer and paid for an IG Unit by each ELI tenant based on the unit mix in Section 12.4 above. Affordable Rent will be determined and calculated pursuant to HSC Section 50053 (not the Tax Credit Rules.) For purposes of Affordable Rent, the monthly housing payment shall mean the total of monthly payments by each tenant household of an IG Unit, inclusive of payments attributable to Portable Vouchers (after expiration or earlier termination of the HAP for the PBVs) under the Section 8 Laws, other rental subsidies, or other public subsidies by Authority or any other local, state, or federal governmental agency for use and occupancy of an IG Unit and facilities associated therewith, including a reasonable allowance for utilities for an adequate level of service.
(i) After expiration or earlier termination of the HAP for the PBVs, Developer shall accept tenants holding Section 8 portable vouchers or other tenant -based rental assistance certificates (each a “Portable Voucher”).
12.7 Minimum and Maximum Occupancy Standards. The minimum occupancy of the IG Units shall be not less than one person per bedroom. The maximum occupancy of the IG Units shall not exceed more than such number of persons as is equal to two persons per bedroom, plus one; thus: (i) for the one- bedroom IG Units the maximum occupancy shall not exceed three (3) persons, and (ii) for the two (2) bedroom IG Units the minimum Rochelle Mills, President and CEO
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occupancy is two (2) persons and the maximum occupancy shall not exceed five (5) persons.
12.8 Developer Fee; Deferred Developer Fee. In connection with the development of the IG Project and subject to compliance with the Tax Credit Rules, Developer will be entitled to a total developer fee of $2,500,000 as listed in the IG Project Proforma (“Developer Fee”) . Receipt of a portion of Developer Fee will be deferred (“Deferred Developer Fee”), which is estimated at $507,322 in the IG Project Proforma.
12.9 Annual Monitoring Fee. Annually and concurrently with the delivery of each annual report and compliance certificate that will be required under the AHA , Developer shall pay a $60/ per unit fee with annual adjustment (“Annual Monitoring Fee”) to Authority that shall compensate Authority for its costs incurred to monitor Developer’s compliance with the AHA.
12.10 Annual Financial Report . The AHA will require Developer to submit an “Annual Financial Report”, which is a certified financial statement by Developer for the IG Project using generally accepted accounting principles (“GAAP”) and as separately accounted for by Developer.
13. Environmental Compliance.
13.1 CEQA and NEPA. Developer shall comply with applicable federal and state laws and regulations affecting environmental review of the IG Project pursuant to all, including the California Environmental Quality Act ("CEQA") and, as and if applicable, the National Environmental Protection Act (“NEPA”) and approval thereof. (a) CEQA: Ground Lease of IG Parcel and IG Entitlement under CEQA and NEPA. While the IG Project is a by -right development, nonetheless such development on the IG Parcel was part of the land use entitlement for this IG Project and a separate residential townhome project that is not the subject of this Award Letter but described in the proposal to Authority and the subject of the SLA proceedings described above. The IG Project (and the townhome development) was evaluated under the California Environmental Quality Act, California Public Resources Code Section 21000, et seq., and the implementing regulations set forth at Title 14 California Code of Regulations Section 15000, et seq. (“Guidelines”, together with the statutes “CEQA”). (i) In connection with that application and prior to the Date of Award Letter, Anaheim staff conducted an initial study pursuant to CEQA and determined the IG Project is eligible for the exemption in added by Assembly Bill 1449 that added Public Resources Code Section 21080.40. The IG Project qualifies for the CEQA exemption described therein for certain actions taken by a public agency related to affordable housing projects.
(ii) Further as background, on November 20, 2018, the Anaheim City Council approved the Beach Boulevard Specific Plan (“BBSP”) and certified Final Environmental Impact Report No. 2017 00350 (EIR No. 350), which included the Rochelle Mills, President and CEO
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adoption of Findings of Fact and a Statement of Overriding Considerations, Mitigation Monitoring and Reporting Program No. 342 (MMRP No. 342), and a Water Supply Assessment. On December 18, 2018, the City Council adopted the related ordinances with the BBSP becoming effective on January 17, 2019. From the initial study described above, presently, there appear to be no special circumstances or potential new impacts associated with the development of the IG Project that have been identified and that would require further environmental review under CEQA. Additionally, development of the IG Project on the IG Project will implement and comply with all required mitigation measures identified in the approved MMRP for the BBSP as the proposed density and uses therefor were considered in EIR No. 350.
(b) NEPA: PBVs and HOME Funding, including HOME ARP, if applicable. Subject to Developer receiving a Reservation of 9% Tax Credits and prior to Authority and Developer executing and entering into the AHAP for the PBVs or a commitment to expend HOME Funds in connection the Closing of Financing, Anaheim staff shall have prepared an environmental assessment in accordance with NEPA and determined that the IG Project qualifies for a categorical exclusion thereunder, including 24 CFR 58.35.
13.2 Environmental Laws. Developer shall comply “Environmental Laws” including, all applicable laws, ordinances, statutes, codes, rules, regulations, orders and decrees of the United States, the State of California, County of Orange, City of Anaheim, or any other political subdivision, agency, or instrumentality exercising jurisdiction over Developer, Authority, City or the IG Project.
14. Financial Gap Analysis. This Award Letter for the Anaheim Assistance has been determined based on a “Financial Gap Analysis” of the proposed development and operation of the IG Project, including all funding and financing sources, and the IG Project Proforma, and other supporting documentation. This Award Letter is and shall remain subject to the Award Letter Condition Precedent and the Financial Gap Analysis. After the Award Letter Condition Precedent is satisfied by Developer, Anaheim will re-review and analyze all awarded and committed funding sources for all costs of development and operation of the IG Project. Developer shall update the IG Project Proforma and provide to Authority requested supporting documentation. The Financial Gap Analysis will be conducted by Authority’s economic and housing consultant to evaluate, without limitation, supportable debt (construction and permanent financing), structure, terms and market value of Tax Credits, amount of tax credit investor equity, Deferred Developer Fee, other subordinate debt, if any, and grants, if any, and the terms therefor. Developer agrees to cooperate with Authority and its agents and provide complete, truthful supporting documentation in connection with conducting the Financial Gap Analysis. Developer and Authority agree to cooperate in good faith toward achieving a financially feasible IG Project and to that end each shall provide the other and their respective agents with complete, truthful, and timely supporting documentation in connection with conducting the Financial Gap Analysis.
15. A
uthorization to Implement Award Letter.
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15.1 Director Authority. By consideration and action to approve this Award Letter, Authority hereby authorizes the Director to sign this Award Letter and the Option on behalf of Authority. Further the Director is authorized to cause to be prepared and executed the AHA , in implementation hereof, so long as the terms and provisions of the AHA, and each and all implementing agreements and instruments therefor, are substantially and materially consistent, financially and legally, with this Award Letter and the Option. (a) Further, the Director (or her duly authorized representative) is authorized to implement the AHA , the Ground Lease, and take all further actions and execute all documents referenced therein and/or necessary and appropriate to carry out the transaction contemplated by this Award Letter, the Option, and thereafter the AHA and Ground Lease, including all exhibits, instruments and implementing agreements thereto. To the extent necessary during the implementation hereof and thereof, the Director is authorized to make technical or minor changes and interpretations of this Award Letter and/or the Option, and thereafter the AHA and Ground Lease , as reasonably necessary in her/his sole and absolute discretion, to properly implement and carry out the IG Project provided any and all such changes shall not in any manner substantially or materially affect Anaheim’s rights and obligations, or increase the value and monetary amount(s) that comprise Authority Assistance under this Award Letter, the Option, all subject to the Award Letter Condition Precedent.
(b) In addition, the Director is authorized, on behalf of Authority, to sign all other documents necessary or appropriate to carry out and implement this Award Letter, the Option, and thereafter the AHA and Ground Lease, for the IG Project, including all exhibits thereto and including causing the issuance of warrants in implementation thereto, and to administer Anaheim’s obligations, responsibilities and duties to be performed thereunder so long as substantially and materially consistent with herewith. Any and all substantive changes, including monetary adjustments that increase Authority Assistance, to this Award Letter or the Option, or to the terms and provisions of the AHA, the Ground Lease, and implementing agreements and instruments thereto shall require the consideration and action of Authority Board (and/or City Council), as applicable.
16. Authority Board Action; City Council and Authority Board Joint Public Hearing. The governing board of the Authority includes the elected members of the City Council (“Authority Board”). The City Council and Authority Board conducted a duly noticed joint public hearing pursuant to HSC Sections 33433 and 34312.3 on June 11, 2024. After review and consideration of testimony, the agenda materials, and staff presentation, City Council and Authority Board approved the disposition of the IG Parcel. Authority Board approved this Award Letter with Option, which evidence the preliminary award of the Anaheim Assistance, the Option for site control, and related matters to satisfy the requirements of the Tax Credit Rules. Further, the PAL and Option to ground lease the IG Parcel, and thereafter authority to enter into the AHA and Ground Lease, are subject to the notice and public hearing requirements of HSC Sections 33433 and 34312.3; in this regard, a summary report, this Award Letter , and the Option were made available for public review prior to the Joint Public Hearing and interested persons were invited to provide comments and/or testimony, whether oral or written, prior to the hearing.
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Should you have any questions or require additional information, please contact Andy Nogal, Deputy Director, at (714) 765-4368 or by email at [email protected].
Sincerely,
Grace Ruiz-Stepter, Executive Director
Anaheim Housing Authority
The Preliminary Award Letter and Ground Lease Option Agreement to Lincoln Beach LP is:
AGREED AND ACCEPTED
this __ day of June, 2024:
DEVELOPER:
LINCOLN BEACH LP,
a California limited partnership
By: IHO-Lincoln Beach LLC,
a California limited liability company,
its general partner
By: Innovative Housing Opportunities, Inc.,
a California nonprofit public benefit
corporation,
its sole member and manager
By:
Rochelle Mills, President and
Chief Executive Officer
cc: Andy Nogal, Deputy Director
Sandra Viramontes, Senior Project Manager
Kevin Clausen-Quiroz, Community Investment Manager
Ryan O. Hodge, Esq., Deputy City Attorney IV
Joshua Mason, Esq., Goldfarb Lipman, IHO Counsel
Celeste Stahl Brady, Esq., Anaheim Special Counsel
Exhibit A
Ground Lease Option Agreement
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Exhibit A
Ground Lease Option Agreement
(attached)
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Exhibit B
Site Map
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Exhibit B
Site Map
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Exhibit C
Legal Description
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Exhibit C
Legal Description of IG Parcel
THAT CERTAIN PARCEL OF LAND SITUATED IN THE CITY OF ANAHEIM, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PORTION OF THE NORTH 5 ACRES OF THE WEST 10 ACRES, AS PROPORTIONED PER NOTES ON A RECORD OF SURVEY FILED IN BOOK 10, PAGE 21 OF RECORDS OF SURVEY, OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 13, TOWNSHIP 4 SOUTH, RANGE 11 WEST, IN THE RANCHO LOS COYOTES, AS SHOWN BY MAP ON FILE IN BOOK 51 PAGE 11 OF MISCELLANEOUS MAPS, BOTH IN THE OFFICE OF THE RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWEST CORNER OF SAID SECTION 13;
THENCE ALONG THE NORTH LINE OF SECTION 13 NORTH 89°41'15 ” EAST 332.08 FEET TO THE EAST LINE OF THE WEST 10 ACRES AS SHOWN PROPORTIONED ON A RECORD OF SURVEY FILED IN BOOK 10, PAGE 21 OF RECORDS OF SURVEY,
SAID EAST LINE ALSO BEING ACCEPTED AS THE NORTHERLY PROLONGATION OF THE WEST LINE OF TRACT NO. 4261 FILED IN BOOK 161 PAGES 41 THROUGH 43,
INCLUSIVE, OF MISCELLANEOUS MAPS, IN THE OFFICE OF SAID COUNTY RECORDER;
THENCE ALONG THE WEST LINE OF SAID TRACT NO. 4261 SOUTH 00°10'27 ” EAST 496.50 FEET TO THE TRUE POINT OF BEGINNING, SAID POINT BEING ON A LINE PARALLEL WITH AND 496.50 FEET SOUTHERLY OF THE NORTH LINE OF SAID SECTION 13;
THENCE CONTINUING ALONG SAID WEST LINE SOUTH 00°10'27 ” EAST 172.31 FEET TO THE SOUTH LINE OF SAID NORTH 5 ACRES;
THENCE ALONG SAID SOUTH LINE SOUTH 89°40'37” WEST 259.23 FEET TO A POINT
ON A NON-TANGENT CURVE CONCAVE EASTERLY AND HAVING A RADIUS OF 15934.00 FEET, A RADIAL LINE OF SAID CURVE FROM SAID POINT BEARS NORTH 88°08'37” EAST, SAID POINT ALSO BEING ON THE EAST LINE OF PARCEL 2 AS
DESCRIBED IN A DEED TO THE STATE OF CALIFORNIA PER DOCUMENT RECORDED AUGUST 10, 1951 IN BOOK 2215 PAGE 106 OF OFFICIAL RECORDS; THENCE ALONG SAID CURVE AND EAST LINE NORTHERLY 91.39 FEET THROUGH A CENTRAL ANGLE OF 00°19'43” TO A LINE THAT IS PARALLEL WITH AND 577.50 FEET SOUTHERLY OF THE NORTH LINE OF SAID SECTION 13;
THENCE ALONG SAID PARALLEL LINE NORTH 89°41'15” EAST 205.65 FEET TO A LINE THAT IS PARALLEL WITH AND 56.00 FEET WESTERLY OF SAID WEST LINE OF TRACT NO. 4261;
THENCE ALONG SAID PARALLEL LINE NORTH 00°10'27 ” EAST 81.00 FEET TO SAID PARALLEL LINE 496.50 FEET SOUTHERLY OF THE NORTH LINE OF SECTION 13; THENCE ALONG SAID PARALLEL LINE NORTH 89°14'15” EAST 56.00 FEET TO THE TRUE POINT OF BEGINNING.
CONTAINING AN AREA OF 28,327 SQUARE FEET OR 0.650 ACRES MORE OR LESS.
Assessor’s Parcel Number: a portion of APN 126-602-31
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