AGENDA
ITEM
23 CALEXICO California AGENDA
ITEM
COUNTY. C WHERE CALIFORNIA AND MEXICO MEET
CITY COUNCIL 23
AGENDA STAFF REPORT
DATE: February 5, 2025
TO: Mayor and City Council
APPROVED BY: Juan Contreras, Acting City Manager J Af
PREPARED BY: Michael Coyne, Planning & Building Director Ul SUBJECT: Adopt a Resolution of the City Council of the City of Calexico Authorizing a Joint Application to and Participation in the Homekey Program and Authorizing the City Manager to Enter into, Execute, and Deliver Homekey Program Documents ==ES==2m=
Recommendation: Adopt a Resolution of the City Council of the City of Calexico Authorizing a Joint Application to and Participation in the Homekey Program and Authorizing the City Manager to Enter into, Execute, and Deliver Homekey Program Documents
Background: On December 2, 2024, the City received a Breach of Contract Notice from the California Department of Housing and Community Development for the Hollies Affordable Housing Project (referred to herein as "project" or "property") at 801 South Imperial Avenue due to a change in ownership of the subject property without authorization from HCD (Attachment No. 1). The project received Homekey Program Grant funding from HCD in the amount of $6,657,266, with the City, Mirka Investments LLC, and Roben LLC ("co-grantees") jointly applying for and receiving an award of the grant. In accordance with the grant requirements, the City and co-grantees executed a Standard Agreement with HCD on December 11, 2020 (Attachment No. 2). The co-grantees have since created a California Limited Partnership named Riverwalk Imperial, LP that now holds ownership of the subject property. As Riverwalk Imperial, LP was not an original grant co-applicant and is not listed as a co-grantee under the Standard Agreement, the City would need to reauthorize a joint application to and participation in the including an amendment to the Standard Agreement.
The Hollies Affordable Housing Project is a 59-unit supportive housing development approved by the City Council on July 27, 2020 (see attached Resolution; Attachment No 3). The project consisted of the conversion of the former Hollies Hotel, with Homekey Program funds used toward the acquisition of the property. The project includes 58 deed-restricted units that serve low-income seniors and vulnerable (unhoused) individuals and one non-restricted manager's unit. The conversion of the hotel was completed on March 18, 2021 (with final building inspections occurring on this date) and the project is now fully occupied.
Discussion and Analysis: To remedy the Breach of Contract Notice from HCD, it is Staff recommendation that the City Council adopt the attached resolution to include Riverwalk Imperial, LP as a Homekey Program Grant co-applicant and co-grantee. The $6,657,266 in Homekey Program Grant funds have been fully transferred to the project owners and the City is up to date on all grant reporting
requirements. This resolution would allow HCD, in coordination with the City and co-grantees, to execute an amendment to the Standard Agreement and close out the grant.
Fiscal Impact: No costs to the City are associated with the subject action. However, if the Breach of Contract is not resolved, the City would be ineligible for future grant funding from HCD.
Coordinated With: Carlos Campos, City Attorney
Juan Contreras, City Manager
Attachments):
1. Breach of Contract Notice from HCD
2. Executed Standard Agreement
City Council Resolution No. 2020-45
4. Draft Resolution
ATTACHMENT NO. 1
Attachment No. 1
STATE OF CALIFORNIA - BUSINESS, CONSUMER SERVICES AND HOUSING AGENCY GAVIN NEWSOM, Governor
DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT
DIVISION OF STATE FINANCIAL ASSISTANCE
Multifamily Grants Management Section
651 Bannon Street, 8th Floor
P.O. Box 952054
Sacramento, CA 94252-2054
(916) 263-2771
www.hcd.ca.gov
December 2, 2024
City of Calexico
Juan Contreras, City Manager
608 Heber Avenue
Calexico, CA 92231
Mirka Investments, LLC
Kursat Misirlioglu, Sole Member and Manager
600 B Street, Ste. 300
San Diego, CA 92101
Roben LLC
Ray D. Roben, Sr, Managing Member
341 West Crown Court
Imperial, CA 92251
RE: Breach of Contract # 20-HK-00113 Hollies Affordable Dear Juan Contreras, Kursat Misirlioglu, Ray D. Roben:
This letter constitutes formal notice (the "Notice") that City of Calexico, Mirka Investments, LLC and Roben LLC (together the "Grantee") are in breach of contract of the Homekey Standard Agreement contract number 20-HK-00113 dated December 11, 2020 (the "Standard Agreement") for the project Hollie's Affordable Housing located at 801 South Imperial Avenue, Calexico, CA 92231 (the "Project").
For failing to comply with the Homekey Round 1 NOFA Section 405. Sales, Transfers, and Encumbrances: An applicants) shall not sell, assign, transfer, or convey the awarded Project or any interest therein or portion thereof, without the express prior written approval of the Department.
Grantee is in breach of the Standard Agreement Exhibit A, Paragraph 24. Restrictions on Sales, Transfers, and Encumbrances: Sponsor shall not for the duration of this agreement sell assign transfer or convey the project or any interest therein or portion thereof without the express prior written approval of the Department.
On October 6, 2023, the Department of Housing and Community Development (Department") emailed all Grantee(s) advising of the need to process a Standard Agreement amendment to add Riverwalk LP as a Co-Grantee.
On November 4, 2024, the Department of Housing and Community Development (Department") emailed all Grantee(s) advising of the need to process a transfer of ownership by adding Riverwalk LP to the Standard Agreement.
City of Calexico; Mirka Investments, LLC and Roben LLC
December 2, 2024
On November 15, 2024, the Department of Housing and Community Development (Department") emailed the City of Calexico's new acting City Manager and City Clerk's office advising of the need to process a transfer of ownership by adding Riverwalk LP to the Standard Agreement.
1. Grantee transferred an interest in the Project without having first obtained the express prior written approval of the Department when it sold, assigned, transferred, or conveyed the Project to Riverwalk Imperial, LP. The Department became aware that the transfer had taken place on April 11, 2022, when the recorded copy of the use restriction was submitted for our review. Email in support of this submittal along with the recorded use restriction has been enclosed for reference.
To cure this breach, the Grantee must submit the documents outlined in the enclosed email no later than 7 days from receipt of this letter. This will allow the Department to begin processing the Standard Agreement Amendment adding Riverwalk Imperial, LP as a Co-Grantee. You will then be required to sign and return the standard agreement amendment within 24 hours of receipt.
If, after 30 days from the date of this Notice, the above breach remains uncured, the Department shall take all actions necessary to protect its interest in the Project per the Standard Agreement, including but not limited to engaging with the Attorney's General Office to file a breach of contract claim against the Grantee, termination for cause of the Standard Agreement pursuant to Exhibit D, Paragraph 2 of the same, the assessment of negative points in future funding rounds.
Additionally, failure to comply may result in being identified as ineligible to apply for future Department funds, this includes existing Homekey Round 3 applications and future Homekey+ applications.
Through this Notice, the Department does not expressly or implicitly waive any other breaches or remedies that may exist under the Homekey Standard Agreement or any other Homekey report or documentation.
Please respond to this letter by December 9, 2024, with the documents outlined in the enclosed email to amend the Standard Agreement to add Riverwalk LP to the Standard Agreement.
If you have any questions, please contact me at (916) 776-7794 or Laura. [email protected] Sincerely,
Laura Cates
Laura Cates, Program Manager
Multifamily Grant Management
Division of State Financial Assistance
City of Calexico; Mirka Investments, LLC and Roben LLC
December 2, 2024
:
Housing and Community Development
651 Bannon Street, 8th Floor
Sacramento, CA 95811-9900
Enclosures:
Supporting Grantee Email
Recorded Use Restriction
CC: Geoffrey Geddes
Marshal A. Scarr
Jesus Suarez
Tuan Pham
Robert W. Laing
Hakan Misirlioglu
Meghan Patton
Jeremy Kravetz
ATTACHMENT NO. 2
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 D: Attachment No. 2 STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES PURCHASING AUTHORITY NUMBER (If Applicable)
AGREEMENT NUMBER
STANDARD AGREEMENT 2240
20-HK-00113
STD 213 (Rev. 04/2020)
1. This Agreement is entered into between the Contracting Agency and the Contractor named below:
CONTRACTING AGENCY NAME
Department of Housing and Community Development
CONTRACTOR NAME
City of Calexico; Mirka Investments, LLC; and Roben LLC
2. The term of this Agreement is:
START DATE
Upon approval by HCD
THROUGH END DATE
5 years from the effective date
3. The maximum amount of this Agreement is:
$6,657,266.00
4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement.
T Pages
Exhibits Title
Exhibit A Authority, Purpose and Scope of Work
3 Exhibit B Budget Detail and Payment Provisions
GTC -
Exhibit C* State of California General Terms and Conditions 04/2017 + 13
Exhibit D Homekey General Terms and Conditions
-
+ Project-Specific Provisions and Special Terms and Conditions 6 Exhibit E
Items shown with an asterisk (*), are hereby incorporated by reference and made part of this agreement as if attached hereto.
These documents can be viewed at https://www.dgs.ca.gov/OLS/Resources IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO.
CONTRACTOR
CONTRACTOR NAME (if other than an individual, state whether a corporation, partnership, etc.) See attached
CITY STATE ZIP
CONTRACTOR BUSINESS ADDRESS
See attached See attached
TITLE
PRINTED NAME OF PERSON SIGNING
See attached See attached
DATE SIGNED
CONTRACTOR AUTHORIZED SIGNATURE
See attached
See attached
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 D:
STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES PURCHASING AUTHORITY NUMBER (If Applicable)
AGREEMENT NUMBER
STANDARD AGREEMENT 20-HK-00113 2240
STD 213 (Rev. 04/2020)
STATE OF CALIFORNIA
CONTRACTING AGENCY NAME
Department of Housing and Community Development
ICITY STATE ZIP
CONTRACTING AGENCY ADDRESS
Sacramento CA 95833
2020 W. El Camino Ave, Suite 130
TITLE
PRINTED NAME OF PERSON SIGNING
Shaun Singh Contracts Manager
DATE SIGNED
CONTRACTING AGENCY AUTHORIZED SIGNATURE
12/11/2020
Haun Linch EXEMPTION (If Applicable)
CALIFORNIA DEPARTMENTOF GENERAL SERVICES APPROVAL
Exempt per: SCM Vol. 1 4.04.A.3 (DGS memo dated
6/12/1981)
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico
Mirka Investments, LLC
STATE OF CALIFORNIA Roben LLC
STANDARD AGREEMENT 20-HK-00113
STD 213 (Rev. 04.2020) Page 1 of 1
CONTRACTOR
City of Calexico,
a California municipal corporation
By: Date: 12/11/2020
Miguel Figueroa
City Manager
Address:
608 Heber Avenue
Calexico, CA 92231
Mirka Investments, LLC,
a California limited liability company
• DocuSigned by:
12/11/2020
By: Date:
+CD8500043740
Cursat Misirliogl
Sole Member and Manager
Address:
600 B Street, Ste. 300
San Diego, CA 92101
Roben LLC,
a California limited liability company
-DocuSigned by:
By: Ray D Roben, SR Date: 12/11/2020
Rays. Roben, Sr.
Managing Member
Address:
341 West Crown Court
Imperial, CA 92251
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
AUTHORITY, PURPOSE AND SCOPE OF WORK
Authority
Assembly Bill No. 83 (2019-2020 Reg. Sess.) added section 50675.1.1 and 50675.1.2 to the Multifamily Housing Program ("MHP) (Chapter 6.7 (commencing with Section 50675) of Part 2 of Division 31 of the Health and Safety Code). Health and Safety Code section 50675.1.1 is the statutory basis for the Homekey Program ("Homekey" or "Program").
Health and Safety Code section 50675.1, subdivision (d) authorizes the Department of Housing and Community Development ("Department" or "HCD") to administer MHP.
The Department issued a Notice of Funding Availability ("NOFA") for the Homekey Program on July 16, 2020. The NOFA incorporates by reference the MHP, as well as the MHP Final Guidelines ("MHP Guidelines"), dated June 19, 2019, both as amended and Relief, and Economic Security (CARES) Act (Public Law No. 116-136).
This STD 213, Standard Agreement ("Agreement") is entered under the authority and in furtherance of the Program. This Agreement is the result of an Application by the Sponsor, as defined below, for funding under the Program (the "Grant"). As such, this Agreement shall be executed by the Sponsor. Where the Sponsor comprises a Local Public Entity (as defined below) and a private entity, both entities shall execute the Standard Agreement.
This Agreement hereby incorporates by reference the Application in its entirety. This Agreement is governed by the following (collectively, the "Program Requirements") and each of the following is incorporated hereto as if set forth in full herein:
A. The above-referenced MHP statutory scheme;
B. The NOFA issued on July 16, 2020, and as may be subsequently amended; C. The MHP Guidelines;
D. The CARES Act and related federal guidance;
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
E. The award letter issued by the Department to the Sponsor; and F. Any and all other applicable law.
Purpose
The Homekey Program is intended to provide housing for individuals and families who are experiencing homelessness or who are at risk of homelessness, as defined in Part
78.3 of Title 24 of the Code of Federal Regulations, and who are impacted by the COVID-19 pandemic ("Target Population").
Sponsor applied to the Department for the Grant in order to conduct one or more of the activities outlined in Paragraph 4 below. By entering into this Agreement and thereby accepting the award of Program Grant funds, the Sponsor agrees to comply with the Program Requirements and the terms and conditions of this Agreement.
3. Definitions
Any capitalized terms that are not defined below shall have the definitions set forth in the NOFA, the MHP statutes, and the MHP Guidelines. In the event of any conflict, the definitions in this Agreement and the NOFA are controlling.
A. "Application" means the application for Grant funds that was submitted in response to the Department's Homekey Program 2020 Notice of Funding Availability, issued on July 16, 2020.
B. "CRF Covered Period" means the time period running from March 1, 2020 through December 30, 2020. All Grant expenses for CRF-funded Eligible Uses must be incurred during this time period, or they will not be reimbursed. CRF-funded Eligible Uses are those listed at Paragraph 4.A - F, below.
C. "CRF Expenditure Deadline" means December 30, 2020. All Grant expenses for CRF-funded Eligible Uses must be incurred on or before this date, or they will not be reimbursed. CRF-funded Eligible Uses are those listed at Paragraph 4.A - E, below.
D. "Designated Payee" means the Co-Sponsor that will serve as the payee of the Program Grant funds. If applicable, the Designated Payee is identified at Exhibit E of this Agreement.
E. "Development Sponsor" has the same meaning as "Sponsor" below.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
F. "Eligible Uses" means the activities that may be funded by the Homekey Program Grant. Those activities are listed at Paragraph 4 of this Agreement, and at Health and Safety Code section 50675.1.1, subdivision (a).
G. "Interim Housing" means any facility that is primarily intended to provide temporary shelter or lodging for the Target Population, and which does not require occupants to sign leases or occupancy agreements.
H. "Local Public Entity" is defined at Health and Safety Code section 50079, and means any county, city, city and county, the duly constituted governing body of an Indian reservation or rancheria, tribally designated housing entity as defined in Section 4103 of Title 25 of the United States Code and Section 50104.6.5, redevelopment agency organized pursuant to Part 1 (commencing with Section 33000) of Division 24, or housing authority organized pursuant to Part 2 (commencing with Section 34200) of Division 24, and also includes any state agency, public district, or other political subdivision of the state, and any instrumentality thereof, that is authorized to engage in or assist in the development or operation of housing for persons and families of low or moderate income. In addition, and in accord with this Health and Safety Code definition, the term "Local Public Entity" also includes two or more local public entities acting jointly.
1. "Performance Milestones" means the indicators and metrics of progress and performance that are identified as such at Exhibit E of this Agreement. Sponsor's failure to satisfy any one of the Performance Milestones will constitute a breach of this Agreement and will entitle the Department to exercise any and all available remedies, including the recapture of disbursed Grant funds and the cancellation of this Agreement.
J. "Permanent Housing" means housing, dwellings, or other living accommodations where the landlord does not limit the tenant's length of stay or restrict the tenant's movements and where the tenant has a lease and is subject to the rights and responsibilities of tenancy.
K. "Program Requirements" means the legal authority and Program materials listed at Paragraph 1.A - E, above.
L. "Project" means a structure or set of structures with common financing, ownership, and management and which provides Permanent Housing or Interim Housing for the Target Population.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
M. "Scope of Work" or "Work" means the work to be performed by the Sponsor to accomplish the Program purpose.
N. "Sponsor" is defined by MHP at Health and Safety Code section 50675.2, subdivision (g). (See also Health and Safety Code, section 50669, subd. (c).) "Sponsor" refers, both individually and collectively, to the private entity and/or the Local Public Entity that received a Homekey Grant after submitting an Application or a joint Application to the Department. When the Sponsor comprises two entities, each entity may be referred to as a "Co-Sponsor." On the STD 213 portion of this Agreement, the Sponsor is identified as the Contractor.
O. "State General Fund Expenditure Deadline" means June 30, 2022. Grant expenses for capitalized 24-month operating subsidies, which are funded by the State General Fund, must be incurred on or before this date, or they will not be reimbursed.
P. "Target Population" means individuals and families who are experiencing homelessness or who are at risk of homelessness, as defined in Part 578.3 of Title 24 of the Code of Federal Regulations, and who are impacted by the COVID-19 pandemic.
4. Eligible Uses
Sponsor shall apply the Program Grant funds to one or more of the following uses.
Sponsor's use of the funds and scope of work ("Scope of Work" or "Work") are specified at Exhibit E of this Agreement.
A. Acquisition or rehabilitation of motels, hotels, or hostels.
B. Master leasing of properties.
C. Acquisition of other sites and assets, including purchase of apartments or homes, adult residential facilities, residential care facilities for the elderly, manufactured housing, and other buildings with existing residential uses that could be converted to permanent or interim housing.
D. Conversion of units from nonresidential to residential in a structure with a certificate of occupancy as a motel, hotel, or hostel.
E. The purchase of affordability covenants and restrictions for units.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
F. Relocation costs for individuals who are being displaced as a result of rehabilitation of existing units.
G. Capitalized operating subsidies for units purchased, converted, or altered with funds provided under the Program.
Performance Milestones
Sponsor shall complete each of the Performance Milestones set forth at Exhibit E of this Agreement by the date designated for such completion therein (each a "Milestone Completion Date"). Sponsor may apply to the Department for an extension of any such Milestone Completion Date. Approval of any such extension request shall be in the Department's sole and absolute discretion. In no event will the Department approve an extension request in the absence of Sponsor's demonstration of good cause for said extension, along with Sponsor's reasonable assurances that the extension will not result in Sponsor's failure to meet other Performance Milestones or any Expenditure Deadline under this Agreement.
6. Reporting Requirements
Sponsor shall comply with all reporting requirements set forth at Section 402 of the NOFA or in this Agreement, all in accordance with, without limitation, the deadline(s) set forth under Performance Milestones at Exhibit E of this Agreement.
7. Department Contract Coordinator
The Department's Contract Coordinator for this Agreement is the Deputy Director of the Division of Financial Assistance, or the Deputy Director's designee. Unless otherwise informed, Sponsor shall mail any notice, report, or other communication required under this Agreement by First-Class Mail to the Department Contract Coordinator at the following address:
California Department of Housing and Community Development Attention: Homekey Program (Homekey)
Grant Management Section
2020 West El Camino Avenue, Suite 400, 95833
P. O. Box 952050
Sacramento, CA 94252-2050
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
8. Sponsor Contract Coordinator
The Sponsor Contract Coordinator for this Agreement may coordinate with the State Grant Management Section Manager for the Homekey Program. Unless otherwise informed, the Department shall mail any notice, report, or other communication required under this Agreement by First-Class Mail, or through a commercial courier, to the Sponsor Contract Coordinator at the address specified at Exhibit E of this Agreement Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
Budget Detail
Applicant has been awarded the Grant amount set forth in this Agreement.
2. Conditions of Disbursement
The Department will disburse the full amount of the Grant award to the Sponsor after this Agreement has been fully executed and after the Department receives the Sponsor's request for funds, with all required supporting documents appended thereto.
The Sponsor shall append the following supporting documents to the request for funds, all in form and substance acceptable to the Department:
A. Payee Data Record (STD 204) or Government Agency Taxpayer ID Form, as applicable;
B. An authorizing resolution or set of authorizing resolutions that, in the Department's reasonable determination, materially comport with the Program's requirements (if the Sponsor has not already submitted same); C. Certification of compliance with California's prevailing wage law; D. Evidence of the insurance coverages required under the Program and/or a written acknowledgment of self-insured status;
E. Documentary evidence of capacity to provide operating funds for the Project for at least five (5) years;
F. A current title report (dated within 15 days of the request for funds); G. Any forms, certifications, or documentation required pursuant to Paragraph E- Additional Conditions Precedent to Disbursement of Exhibit E of this Agreement; and
H. Any other forms, certifications, or documentation deemed necessary by the Department prior to disbursement of Grant funds.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT B
Performance
After disbursement of the funds, the Sponsor shall meet each Performance Milestone set forth at Exhibit E by the designated deadline. After satisfaction of each Performance Milestone, the Sponsor shall promptly report its progress, in writing, to the Department.
Sponsor may apply to the Department for an extension of the Performance Milestone deadlines based on good cause shown and best efforts and assurances from the Recipient for timely completion of the remaining Milestones.
FAILURE TO SATISFY ANY ONE OF THE PERFORMANCE MILESTONES WILL
CONSTITUTE A BREACH OF THIS AGREEMENT AND ENTITLES THE
DEPARTMENT TO MANDATE THE SPONSOR TO RETURN TO THE DEPARTMENT ANY FUNDS DISBURSED; IN ANY SUCH INSTANCE, THE DEPARMENT MAY ALSO
CANCEL THIS AGREEMENT WITHOUT OWING ANY DAMAGES OR OTHER PAYMENT TO SPONSOR.
4. Fiscal Administration
A. Sponsor shall either deposit the Grant funds with an escrow company licensed to do business in the State of California and in good standing, or deposit Grant funds in an interest-bearing checking or savings account insured by the federal or state government. All interest earned from the deposit of Grant funds shall be used for eligible Program activities.
B. Any CRF Grant funds that have not been expended by the CRF Expenditure Deadline must be returned to the Department with accrued interest. Any State General Fund moneys that have not been expended by the State General Fund Expenditure Deadline must be returned to the Department with accrued interest.
Checks shall be made payable to the Department of Housing and Community Development and shall be mailed to the Department at the address below, no later than thirty (30) calendar days after the applicable Expenditure Deadline.
Department of Housing and Community Development
Accounting Division, Suite 300
2020 W. El Camino Avenue
Sacramento, California 95833
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Appected Date: 0l08202 dable Housing
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT B
Duplication of Benefit
federal program are not eligible uses of Homekey funding.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
HOMEKEY GENERAL TERMS AND CONDITIONS
Effective Date, Term of Agreement, Timing, and Deadlines This Agreement is effective upon the date of the Department representative's signature on the STD 213, Standard Agreement (such date, the "Effective Date").
B. This Agreement shall terminate five (5) years after the Effective Date, as stated in Paragraph 2 of the STD 213, Standard Agreement (such date, the "Expiration Date").
C. Sponsor will receive the disbursement of Program funds after satisfying all conditions precedent to such disbursement, as set forth under Paragraph 2 of Exhibit B. All Program funds must be disbursed by December 30, 2020.
D. Grant expenses for CRF-funded Eligible Uses must be incurred from March 1, 2020 through December 30, 2020 (the "CRF Covered Period"). December 30, 2020 is the deadline for all such expenditures (the "CRF Expenditure Deadline" or "Expenditure Deadline"). CRF-funded Eligible Uses are those listed Paragraph 4.A - E of Exhibit A
E. Grant expenses for capitalized 24-month operating subsidies (which are funded by the State General Fund) must be incurred by June 30, 2022 (the "State General Fund Expenditure Deadline" or "Expenditure Deadline").
F. Any expenses incurred prior to the CRF Covered Period, after the CRF Expenditure Deadline, or after the State General Fund Expenditure Deadline, respectively and as applicable, are not eligible for payment under the Program.
Grant funds that have not been expended by the applicable Expenditure Deadlines shall revert to the Department.
2. Termination
The Department may terminate this Agreement for cause at any time by giving at least 14 days' advance written notice to the Sponsor. Upon such termination, Sponsor shall return any unexpended funds to the Department within thirty (30) Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
calendar days of the date on the Department's written notice of termination, unless the Department has approved an alternate arrangement in advance and in writing, as provided below. Such termination will not limit any other remedies that may be available to the Department under this Agreement, at law, or in equity.
Cause shall consist of Sponsor's breach of, or failure to satisfy, any of the terms or conditions of this Agreement. Cause includes but is not limited to the following:
A. Sponsor's failure to satisfy the conditions precedent to disbursement or to expend Program Grant funds, as specified, by December 30, 2020.
B. Sponsor's failure to timely satisfy each or any of the conditions set forth in these Homekey General Terms and Conditions, the Special Conditions set forth at Exhibit É of this Agreement (including any one of the Performance Milestones), or the award letter.
C. Sponsor's violation of any of the Program Requirements.
D. The Department's determination of the following:
1) Any material fact or representation, made or furnished to the Department by the Sponsor in connection with the Application or the award letter, shall have been untrue or misleading at the time that such fact or representation was made known to the Department, or subsequently becomes untrue or misleading; or
2) Sponsor has concealed any material fact from the Department related to the Application or the Project.
E. The Department's determination that the objectives and requirements of the Homekey Program cannot be met in accordance with applicable timeframes, as memorialized by this Agreement.
Sponsor's failure to meet any applicable Expenditure Deadline shall result in the automatic termination of this Agreement, and Sponsor shall return all disbursed Grant funds to the Department within thirty (30) calendar days of the applicable Expenditure Deadline.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
In the event of any other breach, violation, or default by the Sponsor, the Department may give written notice to the Sponsor to cure the breach, violation, or default. If the breach, violation, or default is not cured to the Department's satisfaction within a reasonable time, as determined by the Department at its sole and absolute discretion, then the Department may declare a default under this Agreement and seek any and all remedies that are available under this Agreement, at law, or in equity.
3. Eligible Activities
Grant funds awarded to the Sponsor shall be applied to the eligible uses set forth at Exhibit A and described in greater detail at Exhibit E. Payment for any cost which is not authorized by this Agreement or which cannot be adequately documented shall be disallowed and must be reimbursed to the Department or its designee.
Performance Milestones
Sponsor shall timely satisfy and complete all Performance Milestones, as identified at Exhibit E of this Agreement.
5. Article XXXIV
Article XXXIV, section 1 of the California Constitution ("Article XXXIV") is not applicable to development involving the acquisition, rehabilitation, reconstruction, alterations work, or any combination thereof, of lodging facilities or dwelling units using moneys received from the CRF established by the federal CARES Act (Public Law 116-136), pursuant to Health and Safety Code section 37001, subdivision (h).
6. Appraisals
Sponsor shall, at the request of the Department, provide an appraisal of any real property or any interest in real property that is acquired with the Grant funds. Any such appraisal shall be prepared in a form, and by a qualified appraiser, acceptable to the Department.
7. Compliance with California's Prevailing Wage Law
Sponsor's Project may be subject to California's prevailing wage law (Lab. Code, § 1720 et seq.). Sponsor is urged to seek professional legal advice about the law's Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
requirements. Prior to disbursing the Grant funds, the Department will require a certification of compliance with California's prevailing wage law. The certification must verify that prevailing wages have been or will be paid if such payment is required by law, and that labor records will be maintained and made available to any enforcement agency upon request. The certification must be signed by Sponsor and its general contractor.
8. Environmental Conditions
Sponsor shall provide a Phase | Environmental Site Assessment ("ESA") for the Project, in conformance with ASTM Standard Practice E 1527, evaluating whether the Project is affected by any recognized environmental conditions. If the Phase I ESA discloses evidence of recognized environmental conditions and Sponsor desires to proceed with the Project, the Sponsor shall provide the Department with a Phase Il report and any additional reports as required by the Department and in a form acceptable to the Department. Any remediation work shall be subject to Department approval. Sponsor shall also provide an asbestos assessment and a lead-based paint report for the Department's approval if the Project involves rehabilitation or demolition of existing improvements.
9. Insurance
Sponsor shall obtain the insurance coverages identified at Article VI of the NOFA; Sponsor shall maintain such insurance coverages for either the term of this Agreement or the term of any required use restriction or affordability covenant, whichever applicable term is longer. Sponsor shall name the State of California and the Department, as well as their respective appointees, officers, agents, and employees, as additional insureds on all such policies. Such policies shall provide for notice to the Department in the event of any lapse of coverage or insurance claim thereunder. Prior to disbursement of any Grant funds, Sponsor shall provide evidence satisfactory to the Department of its compliance with these insurance requirements.
If Sponsor is a Local Public Entity and is self-insured, in whole or in part, as to any of the required types and levels of coverage, the Local Public Entity shall provide the Department with a written acknowledgment of its self-insured status prior to disbursement of any Grant funds. If the Local Public Entity abandons its self-insured status at any time after execution of this Agreement, the Local Public Entity shall Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
immediately notify the Department, and shall promptly comply with the insurance coverage requirements under the Program.
10. Operating Funds
Sponsor shall demonstrate its capacity to provide five (5) years of operating funds for the Project. As set forth at Exhibit B of this Agreement, Sponsor shall provide documentary evidence of such capacity prior to disbursement of any Grant funds.
11. Relocation
If there is or will be any residential or commercial displacement directly or indirectly caused by the Project, the Sponsor shall provide a relocation plan to the Department for review. The relocation plan must comply with the requirements of state law (Gov.
Code, § 7260 et seq.) and the regulations adopted by the Department (Cal. Code Regs., tit. 25, § 6000 et seq.). The Project budget shall include enough funds to pay all costs of relocation benefits and assistance, as identified in the relocation plan accepted by the Department. If the Project will not cause any displacement, the Sponsor must provide corroborating documentation to the Department for approval.
If there is separate federal funding of the Project, the Sponsor shall comply with federal Uniform Relocation Act requirements to the extent applicable.
12. Site Control
Unless and except as otherwise expressly approved in writing by the Department or provided at Exhibit E to this Agreement, the Sponsor shall at all times have control of the property and such control shall not be contingent on the approval of any other party. The status and nature of the Sponsor's title and interest in the property must be acceptable to the Department. Site control may be evidenced by one of the following:
A. Fee title.
B. A leasehold interest on the property with provisions that enable the lessee to make improvements on and encumber the property provided that the terms and conditions of any proposed lease shall permit compliance with, and satisfaction of, all program objectives and requirements, including, without limitation, those set forth in this Agreement. If the Sponsor's interest in the property is a leasehold, and the lessee and the lessor are affiliated or related parties, then the Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
Department may require that both the lessee and the lessor must execute this Agreement.
C. An executed disposition and development agreement, or irrevocable offer of dedication to a public agency.
D. A sales contract, or other enforceable agreement for the acquisition of the property. If this form of evidence was relied upon at the time of Application, the Department may impose additional Performance Milestones (e.g., presentation of additional or supplemental evidence of eventual site control closer to any projected close of escrow).
E. A letter of intent, executed by a sufficiently authorized signatory of the Sponsor, that expressly represents to the Department, without condition or reservation, that, upon successful application, the Sponsor shall purchase or otherwise acquire a sufficient legal interest in the property to accomplish the purpose of the award. The letter of intent must also be duly acknowledged by the party selling or otherwise conveying an interest in the subject property to the Sponsor. If this form of evidence was relied upon at the time of Application, the Department may impose additional Performance Milestones (e.g., presentation of additional or supplemental evidence of eventual site control closer to any projected close of escrow).
F. Other forms of site control that give the Department assurance (equivalent to A-E above) that the Sponsor will be able to complete the Project in a timely manner and in accordance with the Program's objectives and requirements, including, without limitation, those set forth or referenced in this Agreement.
13. Adaptability and Accessibility
The Project shall comply with all applicable federal, state and local laws regarding adaptability and accessibility in the design, construction and rehabilitation of residential projects for persons with disabilities.
14. Title Report
Sponsor shall provide a current title report for the real property on which the Project is located. If Sponsor's interest in the property is leasehold, then Sponsor shall provide a current title report for the leasehold interest and the fee interest.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico:
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
15. Title Insurance
Sponsor shall provide evidence of title insurance and an ALTA As-Built Survey that are acceptable to the Department. The condition of title, the insurer, the liability amount, the form of policy, and the endorsements shall be subject to Department approval. The policy shall insure that Sponsor holds good and marketable title (fee simple or leasehold).
16. Supportive Services Plan
Where a project features on-site supportive services, Sponsor shall submit a supportive services plan to the Department for its review and approval. Such plan shall meet the Program Requirements.
17. Non-Discrimination
During Sponsor's performance under this Agreement, Sponsor shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, gender identity, gender expression, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), genetic information, marital status, military and veteran status, and denial of medical and family care leave or pregnancy disability leave. Sponsor shall ensure that the evaluation and treatment of employees and applicants for employment are free from such discrimination and harassment. Sponsor shall comply with California's laws against discriminatory practices relating to specific groups: the California Fair Employment and Housing Act (FEHA) (Gov. Code, § 12900 et seq.); the regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.); and the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, §§ 11135 - 11139.5). Sponsor shall give written notice of its obligations under this provision to labor organizations with which it has a collective bargaining or other agreement.
18. Affirmative Fair Housing Marketing Plan and Fair Housing Compliance Sponsor shall develop and implement an affirmative fair housing marketing plan that is satisfactory to the Department. Appropriate aspects of the initial plan shall be Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
incorporated into the ongoing management plan to ensure positive outreach and informational efforts to those who are least likely to know about and apply for Interim Housing or Permanent Housing. Sponsor is encouraged to refer to the guidelines for Affirmative Fair Housing Marketing Plans issued by the U.S. Department of Housing and Urban Development ("HUD"). Sponsor shall comply with all state and federal fair
19. Sponsor Acknowledgment of the Pet Friendly Housing Act of 2017 By executing this Agreement, Sponsor acknowledges that the Pet Friendly Housing Act of 2017 (Health & Saf. Code, § 50466) requires each housing development, if it is financed on or after January 1, 2018 pursuant to Division 31 of the Health and Safety Code, to authorize a resident of the housing development to own or otherwise maintain one or more common household pets within the resident's dwelling unit, subject to applicable state laws and local governmental ordinances related to public health, animal control, and animal anticruelty.
20. Final Certificate of Occupancy
Sponsor shall provide a final certificate of occupancy (or an equivalent form of occupancy certification or approval) issued by the local agency having jurisdiction over such certificates.
21. Occupancy
The units shall be in decent, safe, and sanitary condition at the time of their occupancy. In addition, the Sponsor shall certify, upon occupancy, that it will employ the core components of Housing First (set forth at Welfare and Institutions Code section 8255) as part of its property management and tenant selection practices.
22. Reporting Requirements
Sponsor shall submit expenditure and program reporting to the Department by February 1, 2021. Such reporting shall include the data outlined at Section 402 of the NOFA.
If Sponsor has received State General Fund moneys to fund a 24-month operating subsidy, Sponsor shall submit relevant expenditure reporting to the Department on Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
January 31, 2021; July 31, 2021; January 31, 2022; and July 31, 2022. Such reporting shall include the data set forth at Section 402.i. - vi. of the NOFA.
23. Use Restrictions and Affordability Covenants
Either a use restriction or an affordability covenant shall be recorded against the Project real property, depending on the Project type. For Interim Housing Projects that will not result in permanent housing, the Department shall cause a 10-year use restriction to be recorded against the Project real property. For Interim Housing Projects that will ultimately result in permanent housing, the Local Public Entity shall cause a 10-year use restriction to be recorded against the Project real property. For Permanent Housing Projects, the Local Public Entity shall cause a 55-year affordability covenant to be recorded against the Project real property.
All use restrictions and affordability covenants shall require integration of the Target Population within all entrances, common areas, and buildings that comprise the Project.
All use restrictions and affordability covenants are subject to the advance written approval of the Department, and shall be acceptable to the Department in form, substance, and priority. Project-specific requirements and deadlines are set forth at Exhibit E of this Agreement.
24. Restrictions on Sales, Transfers, and Encumbrances
Sponsor shall not, for the duration of this Agreement, sell, assign, transfer, or convey the Project, or any interest therein or portion thereof, without the express prior written approval of the Department.
25. Retention, Inspection, and Audit of Records
Sponsor is responsible for maintaining records which fully disclose the activities funded by the Grant. Sponsor shall retain all records for a period of five (5) years after the expiration of this Agreement, unless a longer retention period is stipulated.
If any litigation, claim, negotiation, audit, monitoring, inspection or other action commences during this required retention period, all records must be retained until a full and final resolution of the action.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
The Department, as well as its appointees, employees, agents, and delegatees, shall have the right to review, obtain, and copy all records pertaining to performance under this Agreement. Sponsor shall provide any relevant information requested, and shall permit access to its premises, upon reasonable notice and during normal business hours, for the purpose of interviewing employees and inspecting and copying books, records, accounts, and other relevant material.
At any time during the term of this Agreement, the Department may perform or cause to be performed a financial audit of any and all phases of the Project. At the Department's request, the Sponsor shall provide, at its own expense, a financial audit prepared by a certified public accountant. The audit shall be performed by a qualified state, local, independent, or Department auditor. Where an independent auditor is engaged, the audit services agreement shall include a clause which permits the Department to have access to the independent auditor's relevant papers, records, and work product.
If there are audit findings, the Sponsor shall submit a detailed response to the Department for each audit finding. The Department will review the response. If the Department determines, in its sole and absolute discretion, that the response is satisfactory, the Department will conclude the audit process and notify the Sponsor in writing. If the Department determines, in its sole and absolute discretion, that the response is not satisfactory, the Department will contact the Sponsor, in writing, and explain the action required to cure any audit deficiencies. Such action could include the repayment of ineligible costs or other remediation.
If so directed by the Department upon the termination or expiration of this Agreement, the Sponsor shall deliver all records, accounts, documentation, and other materials that are relevant to this Agreement to the Department as depository.
26. Site Inspection
The Department reserves the right, upon reasonable notice, to inspect the Project to determine whether it meets the Program Requirements. If the Department reasonably determines that the site is not acceptable for the Project in accordance with the Program Requirements, the Department reserves the right to rescind the award and the Grant. Nothing in this paragraph is intended to create or imply any obligation of the Department to inspect the Project.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
27. Compliance with State and Federal Laws, Rules, Guidelines, and Regulations Sponsor agrees to comply with all state and federal laws, rules, guidelines, and regulations that are applicable to the Project, including those that pertain to construction, health and safety, labor, fair employment practices, and equal opportunity.
28. Updated Information
If there is any change in the information that has been provided to the Department, Sponsor shall promptly provide the Department with updated documentation (e.g., updated sources and uses). All changes shall be subject to Department approval.
29. Survival of Obligations
The obligations of the Sponsor, as set forth in this Agreement, shall survive the termination or expiration of this Agreement.
30. Litigation
Sponsor shall notify the Department immediately of any claim or action undertaken by or against it which affects or may affect this Agreement or the Department, and shall take such action with respect to the claim or action as is consistent with the terms of this Agreement, the Program Requirements, the interests of the Department, and the objectives of the Homekey Program.
31. Severability
This Agreement constitutes the entire agreement between the Sponsor and the Department. All prior representations, statements, negotiations and undertakings with regard to the subject matter hereof are superseded hereby. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remaining terms and provisions of this Agreement, or the application of such terms or provisions to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLO
20-HK-00113
EXHIBIT D
32. Waivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The Department's failure, at any time, to enforce the provisions of this Agreement or to require the Sponsor's performance under this Agreement shall in no way be construed as a waiver of such provisions or performance, and it shall not affect the validity of this Agreement or the
33. Disputes
In the event of any conflict between this Agreement and any Sponsor documents or side agreements, this Agreement and the Program Requirements shall prevail, are applicable, and shall be enforceable by the Department even if the Department provided review or approval of such documents and side agreements.
34. Consent
The parties agree that wherever the consent or approval of the Department or Sponsor is required under this Agreement, such consent or approval shall not be unreasonably withheld, conditioned, or delayed, unless the same is specified as being in that party's sole and absolute discretion, or other words of similar import.
35. Sponsor Liability
Sponsor shall remain liable to the Department for performance under this Standard Agreement and compliance with all Program Requirements regardless of any Department-approved transfer or assignment of interest, or of any designation of a third party for the undertaking of all or any part of the Scope of Work. Likewise, each Co-Sponsor shall remain jointly and severally liable to the Department for performance under this Standard Agreement and compliance with all Program Requirements regardless of any Department-approved transfer or assignment of interest; any designation of a third party for the undertaking of all or any part of the Scope of Work; or the Co-Sponsors' identification of a Designated Payee.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
36. Defense and Indemnification
Sponsor agrees to defend, indemnify, and hold harmless the Department, and its appointees, agents, employees, and officers, from any losses, damages, liabilities, claims, actions, judgments, court costs and legal or other expenses (including attorneys' fees), which may arise in connection with Sponsor's use of the Grant funds and performance under this Agreement. If any attorney, including the California Attorney General, is engaged by the Department to enforce, construe, or defend any provision of this paragraph, with or without the filing of any legal action or proceeding, Sponsor shall, individually or jointly, pay to the Department, immediately upon demand, the amount of all attorneys' fees and costs incurred by the Department in connection therewith.
37. Time Is of the Essence
Time is of the essence under this Agreement, and in the performance of every term, covenant, and obligation contained herein.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT E
PROJECT-SPECIFIC PROVISIONS AND SPECIAL TERMS AND CONDITIONS
1. PROJECT-SPECIFIC PROVISIONS
Hollie's Affordable Housing APN: 058-346-001 and 058-356-007 801 South Imperial Avenue
Calexico, CA 92231
County of Imperial
Enter the number of doors by bedroom size and income level. # of Income Limit
Bedrooms # of Doors HK Restricted (% of AMI)
0 (Studio) 58 58 30% AMI
0 (Studio) 1 Manager
Total 59 58
A. Project Description
1. Grant Amount: $6,657,266.00
2. Designated Payee: City of Calexico, a municipal corporation ("City")
3. Eligible Use: Acquisition of a hotel and other assets for conversion to Permanent Housing.
4. Project Narrative: The Homekey Program Grant will support the acquisition of a 59-unit property, which will be used to provide Permanent Housing for the Target Population. The City will coordinate with Riverwalk Imperial, LP, a California limited partnership ("LP"'), to ensure the direct application of the Grant funds towards the LP's purchase of the Project site. The City's Co- Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
Sponsor - Roben LLC, a California limited liability company ("Roben") - is or will be one of the LP's general partners. The City's other Co-Sponsor - Mirka Investments, LLC, a California limited liability company ("Mirka") - Will support the Project with its considerable experience in affordable housing finance, development, and asset management.
At close of escrow, the City will cause the recordation of a 55-year regulatory agreement to ensure the site's long-term use and occupancy as Permanent Housing for the Target Population.
The Project will be fully occupied within 90 days of acquisition. Residents will be referred to the Project through the Coordinated Entry System (CES).
Residents will have access to supportive services (e.g., initial assessments, case management, individualized housing stability plans), and all programs will follow a low-barrier, Housing First philosophy. In addition, the Project service provider(s) will coordinate with the County of Imperial to connect the residents to health services and other resources. Within two years, the Sponsor will undertake a major rehabilitation of the facility.
5. Strategies to Promote Racial Equity and Accessibility:
a. The Sponsor shall, at the request of the Department, report back on any racial equity strategies described in the Homekey Application. b. The Sponsor shall ensure that the Project includes sensory accessible units and mobility accessible units in accordance with all relevant representations and descriptions in the Sponsor's Homekey Application (e.g., number of units, accessibility elements) and/or meets the minimum required accessible units as listed in the Homekey NOFA, to meet or exceed the greater of the two requirements.
B. Scope of Work
The Sponsor shall acquire a 59-unit property to provide Permanent Housing for households that are experiencing homeless or that are at risk of homelessness, and, because of that and for other reasons, are or have been impacted by the COVID-19 pandemic.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACEC0D5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
Upon acquisition of the property, the Sponsor shall undertake all necessary rehabilitation and repairs in order to make the facility safe and suitable as a Permanent Housing site under the Program. The Sponsor shall coordinate the move-in of the Target Population so that the Project is fully occupied within 90 days of acquisition. The Sponsor shall ensure that the residents have free access to the supportive services that are represented and described in the Application.
The Sponsor shall submit documentation of its compliance with California's relocation assistance law, in form and substance satisfactory to the Department, as required by Exhibit D of this Agreement.
The City shall ensure that a 55-year regulatory agreement is recorded against the real property of the Project site in accordance with and as more fully specified and set forth in the Special Conditions below.
Sponsor Contract Coordinator
•
Authorized Representative Miguel Figueroa
Name:
Authorized Representative City Manager
Title:
Entity Name: City of Calexico
608 Heber Avenue
Address: Calexico, CA 92231
Phone No.: (760) 768-2177
E-Mail Address: [email protected]
Authorized Representative Kursat Misirlioglu
Name:
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
Authorized Representative Sole Member and Manager
Title:
Entity Name: Mirka Investments, LLC
600 B Street, Ste. 300
Address: San Diego, CA 92101
Phone No.: (619) 599-3852
E-Mail Address: [email protected]
Authorized Representative Ray D. Roben, Sr.
Name:
Authorized Representative Managing Member
Title:
Entity Name: Roben LLC
341 West Crown Court
Address: Imperial, CA 92251
Phone No.: (760) 996-3469
E-Mail Address: [email protected]
D. Budget Detail
Intentionally omitted
E. Additional Conditions Precedent to Disbursement
The Sponsor shall confirm Roben's role in, and personal liability for, the LP purchaser of the property by providing the following documents to the Department for review: (i) a conformed copy of the LP's Amendment to Certificate of Limited Partnership (Form LP-2), or verifiable documentary evidence that such LP-2 is Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
: Roben LLO
20-HK-00113
pending review by the California Secretary of State; and (ii) a finalized and fully executed copy of the LP's limited partnership agreement.
Performance Milestones •
F.
Performance Milestones Date
Satisfaction of all conditions of disbursement set forth at 12/14/2020 Exhibit B.
Site control of Project site. 12/14/2020
Recordation of a 55-year regulatory agreement as more fully 12/14/2020 specified and set forth in the Special Conditions below.
Submit certification that the Sponsor will employ the core 12/14/2020 components of Housing First (set forth at Welfare and
Institutions Code section 8255) as part of its property management and tenant selection practices.
Submit documentation of compliance with California's 12/30/2020 relocation assistance law in accordance with and as more fully specified and set forth in the Special Conditions below.
Submission of expenditure and program reporting. Feb. 1, 2021 Submission of expenditure reporting in connection with 24- Jan. 31, 2021 month operating subsidy. July 31, 2021
Jan. 31, 2022
July 31, 2022
Satisfaction of occupancy timeline. 3/13/2021
2. SPECIAL TERMS AND CONDITIONS
The following Special Terms and Conditions are applicable to this Project and shall control notwithstanding anything to the contrary herein:
A. The City, Roben, and Mirka, as the Co-Sponsors of this Project, have identified the City as the Designated Payee of the Grant funds.
B. By executing this Agreement, the Co-Sponsors commit to applying all Grant funds solely towards the Homekey Program's Eligible Uses, which are defined herein and at Health and Safety Code section 50675.1.1, subdivision (a).
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
DocuSign Envelope ID: 2068158A-9B77-47DE-B65E-77BACECOD5C6 City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
The Sponsor shall submit documentation of its compliance with California's relocation assistance law, in form and substance satisfactory to the Department, as required by Exhibit D of this Agreement. Such documentation shall be in finalized form and expressly approved by the Department in writing by the Performance Milestone date set forth herein.
D. The City shall cause a regulatory agreement in accordance with the NOFA and Program Requirements ("Regulatory Agreement") to be recorded against the real property of the Project site by the Performance Milestone date set forth herein. The City shall obtain the Department's express written approval of the Regulatory Agreement prior to its recordation. Unless otherwise authorized by the prior and express written approval of the Department, the Regulatory Agreement shall be recorded as a lien against the Project in first position, and shall remain in first position over all other Project agreements, covenants or other matters of record on the real property for the period of affordability required by the Program. The Department reserves the right to require the amendment of the Regulatory Agreement to ensure that it comports with the requirements and legislative intent of the Homekey Program, and that it secures the Project site's long-term use and occupancy as Permanent Housing for the Target Population.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
AUTHORITY, PURPOSE AND SCOPE OF WORK
Authority
Assembly Bill No. 83 (2019-2020 Reg. Sess.) added section 50675.1.1 and 50675.1.2 to the Multifamily Housing Program ("MHP") (Chapter 6.7 (commencing with Section 50675) of Part 2 of Division 31 of the Health and Safety Code). Health and Safety Code section 50675.1.1 is the statutory basis for the Homekey Program ("Homekey" or "Program").
Health and Safety Code section 50675.1, subdivision (d) authorizes the Department of Housing and Community Development ("Department" or "HCD") to administer MHP.
The Department issued a Notice of Funding Availability ("NOFA") for the Homekey Program on July 16, 2020. The NOFA incorporates by reference the MHP, as well as the MHP Final Guidelines ('MHP Guidelines"), dated June 19, 2019, both as amended and in effect from time to time. In addition, the NOFA states that Homekey grant funds are derived primarily from Coronavirus Relief Fund ("CRF") money received from the U.S.
Department of the Treasury. The CRF was established by the federal Coronavirus Aid, Relief, and Economic Security (CARES) Act (Public Law No. 116-136).
This STD 213, Standard Agreement ("Agreement") is entered under the authority and in furtherance of the Program. This Agreement is the result of an Application by the Sponsor, as defined below, for funding under the Program (the "Grant"). As such, this Agreement shall be executed by the Sponsor. Where the Sponsor comprises a Local Public Entity (as defined below) and a private entity, both entities shall execute the Standard Agreement.
This Agreement hereby incorporates by reference the Application in its entirety. This Agreement is governed by the following (collectively, the "Program Requirements") and each of the following is incorporated hereto as if set forth in full herein:
A. The above-referenced MHP statutory scheme;
B. The NOFA issued on July 16, 2020, and as may be subsequently amended; C. The MHP Guidelines;
D. The CARES Act and related federal guidance;
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
E. The award letter issued by the Department to the Sponsor; and F. Any and all other applicable law.
2. Purpose
The Homekey Program is intended to provide housing for individuals and families who are experiencing homelessness or who are at risk of homelessness, as defined in Part 578.3 of Title 24 of the Code of Federal Regulations, and who are impacted by the COVID-19 pandemic ("Target Population").
Sponsor applied to the Department for the Grant in order to conduct one or more of the activities outlined in Paragraph 4 below. By entering into this Agreement and thereby accepting the award of Program Grant funds, the Sponsor agrees to comply with the Program Requirements and the terms and conditions of this Agreement.
3. Definitions
Any capitalized terms that are not defined below shall have the definitions set forth in the NOFA, the MHP statutes, and the MHP Guidelines. In the event of any conflict, the definitions in this Agreement and the NOFA are controlling.
A. "Application" means the application for Grant funds that was submitted in response to the Department's Homekey Program 2020 Notice of Funding Availability, issued on July 16, 2020.
B. "CRF Covered Period" means the time period running from March 1, 2020 through December 30, 2020. All Grant expenses for CRF-funded Eligible Uses must be incurred during this time period, or they will not be reimbursed. CRF-funded Eligible Uses are those listed at Paragraph 4.A - E, below.
C. "CRF Expenditure Deadline" means December 30, 2020. All Grant expenses for CRF-funded Eligible Uses must be incurred on or before this date, or they will not be reimbursed. CRF-funded Eligible Uses are those listed at Paragraph 4.A - E, below.
D. "Designated Payee" means the Co-Sponsor that will serve as the payee of the Program Grant funds. If applicable, the Designated Payee is identified at Exhibit E of this Agreement.
E. "Development Sponsor" has the same meaning as "Sponsor" below.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
F. "Eligible Uses" means the activities that may be funded by the Homekey Program Grant. Those activities are listed at Paragraph 4 of this Agreement, and at Health and Safety Code section 50675.1.1, subdivision (a).
G. "Interim Housing" means any facility that is primarily intended to provide temporary shelter or lodging for the Target Population, and which does not require occupants to sign leases or occupancy agreements.
H. "Local Public Entity" is defined at Health and Safety Code section 50079, and means any county, city, city and county, the duly constituted governing body of an Indian reservation or rancheria, tribally designated housing entity as defined in Section 4103 of Title 25 of the United States Code and Section 50104.6.5, redevelopment agency organized pursuant to Part 1 (commencing with Section 33000) of Division 24, or housing authority organized pursuant to Part 2 (commencing with Section 34200) of Division 24, and also includes any state agency, public district, or other political subdivision of the state, and any instrumentality thereof, that is authorized to engage in or assist in the development or operation of housing for persons and families of low. or moderate income. In addition, and in accord with this Health and Safety Code definition, the term "Local Public Entity" also includes two or more local public entities acting jointly.
I. "Performance Milestones" means the indicators and metrics of progress and performance that are identified as such at Exhibit E of this Agreement. Sponsor's failure to satisfy any one of the Performance Milestones will constitute a breach of this Agreement and will entitle the Department to exercise any and all available remedies, including the recapture of disbursed Grant funds and the cancellation of this Agreement.
J. "Permanent Housing" means housing, dwellings, or other living accommodations where the landlord does not limit the tenant's length of stay or restrict the tenant's movements and where the tenant has a lease and is subject to the rights and responsibilities of tenancy.
K. "Program Requirements" means the legal authority and Program materials listed at Paragraph 1.A - E, above.
L. "Project" means a structure or set of structures with common financing, ownership, and management and which provides Permanent Housing or Interim Housing for the Target Population.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Proiect Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLO
20-HK-00113
EXHIBIT A
Mi. "Scope of Work" or "Work" means the work to be performed by the Sponsor to accomplish the Program purpose.
N. "Sponsor" is defined by MHP at Health and Safety Code section 50675.2, subdivision (g). (See also Health and Safety Code, section 50669, subd. (c).) "Sponsor" refers, both individually and collectively, to the private entity and/or the Local Public Entity that received a Homekey Grant after submitting an Application or a joint Application to the Department. When the Sponsor comprises two entities, each entity may be referred to as a "Co-Sponsor." On the STD 213 portion of this Agreement, the Sponsor is identified as the Contractor.
O. "State General Fund Expenditure Deadline" means June 30, 2022. Grant expenses for capitalized 24-month operating subsidies, which are funded by the State General Fund, must be incurred on or before this date, or they will not be reimbursed.
P. "Target Population" means individuals and families who are experiencing homelessness or who are at risk of homelessness, as defined in Part 578.3 of Title 24 of the Code of Federal Regulations, and who are impacted by the COVID-19 pandemic.
Eligible Uses
Sponsor shall apply the Program Grant funds to one or more of the following uses.
Sponsor's use of the funds and scope of work ("Scope of Work" or "Work") are specified at Exhibit E of this Agreement.
A. Acquisition or rehabilitation of motels, hotels, or hostels.
B. Master leasing of properties.
C. Acquisition of other sites and assets, including purchase of apartments or homes, adult residential facilities, residential care facilities for the elderly, manufactured housing, and other buildings with existing residential uses that could be converted to permanent or interim housing.
D. Conversion of units from nonresidential to residential in a structure with a certificate of occupancy as a motel, hotel, or hostel.
E. The purchase of affordability covenants and restrictions for units.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
F. Relocation costs for individuals who are being displaced as a result of rehabilitation of existing units.
G. Capitalized operating subsidies for units purchased, converted, or altered with funds provided under the Program.
Performance Milestones
Sponsor shall complete each of the Performance Milestones set forth at Exhibit E of this Agreement by the date designated for such completion therein (each a "Milestone Completion Date"). Sponsor may apply to the Department for an extension of any such Milestone Completion Date. Approval of any such extension request shall be in the Department's sole and absolute discretion. In no event will the Department approve an extension request in the absence of Sponsor's demonstration of good cause for said extension, along with Sponsor's reasonable assurances that the extension will not result in Sponsor's failure to meet other Performance Milestones or any Expenditure Deadline under this Agreement.
6. Reporting Requirements
Sponsor shall comply with all reporting requirements set forth at Section 402 of the NOFA or in this Agreement, all in accordance with, without limitation, the deadline(s) set forth under Performance Milestones at Exhibit E of this Agreement.
7. Department Contract Coordinator
The Department's Contract Coordinator for this Agreement is the Deputy Director of the Division of Financial Assistance, or the Deputy Director's designee. Unless otherwise informed, Sponsor shall mail any notice, report, or other communication required under this Agreement by First-Class Mail to the Department Contract Coordinator at the following address:
California Department of Housing and Community Development Attention: Homekey Program (Homekey)
Grant Management Section
2020 West El Camino Avenue, Suite 400, 95833
P. O. Box 952050
Sacramento, CA 94252-2050
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT A
8. Sponsor Contract Coordinator
The Sponsor Contract Coordinator for this Agreement may coordinate with the State Grant Management Section Manager for the Homekey Program. Unless otherwise informed, the Department shall mail any notice, report, or other communication required under this Agreement by First-Class Mail, or through a commercial courier, to the Sponsor Contract Coordinator at the address specified at Exhibit E of this Agreement.
Homekey Program (Homekey)
NOFA Date: J07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/27/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT B
BUDGET DETAIL AND PAYMENT PROVISIONS
Budget Detail
Applicant has been awarded the Grant amount set forth in this Agreement.
2. Conditions of Disbursement
The Department will disburse the full amount of the Grant award to the Sponsor after this Agreement has been fully executed and after the Department receives the Sponsor's request for funds, with all required supporting documents appended thereto.
The Sponsor shall append the following supporting documents to the request for funds, all in form and substance acceptable to the Department:
A. Payee Data Record (STD 204) or Government Agency Taxpayer ID Form, as applicable;
B. An authorizing resolution or set of authorizing resolutions that, in the Department's reasonable determination, materially comport with the Program's requirements (if the Sponsor has not already submitted same); C. Certification of compliance with California's prevailing wage law; D. Evidence of the insurance coverages required under the Program and/or a written acknowledgment of self-insured status;
E. Documentary evidence of capacity to provide operating funds for the Project for at least five (5) years;
F. A current title report (dated within 15 days of the request for funds); G. Any forms, certifications, or documentation required pursuant to Paragraph E- Additional Conditions Precedent to Disbursement of Exhibit E of this Agreement; and
Any other forms, certifications, or documentation deemed necessary by the Department prior to disbursement of Grant funds.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT B
3. Performance
After disbursement of the funds, the Sponsor shall meet each Performance Milestone set forth at Exhibit E by the designated deadline. After satisfaction of each Pertormance Milestone, the Sponsor shall promptly report its progress, in writing, to the Department.
Sponsor may apply to the Department for an extension of the Performance Milestone deadlines based on good cause shown and best efforts and assurances from the Recipient for timely completion of the remaining Milestones.
FAILURE TO SATISFY ANY ONE OF THE PERFORMANCE MILESTONES WILL
CONSTITUTE A BREACH OF THIS AGREEMENT AND ENTITLES THE
DEPARTMENT TO MANDATE THE SPONSOR TO RETURN TO THE DEPARTMENT ANY FUNDS DISBURSED; IN ANY SUCH INSTANCE, THE DEPARMENT MAY ALSO
CANCEL THIS AGREEMENT WITHOUT OWING ANY DAMAGES OR OTHER PAYMENT TO SPONSOR.
4. Fiscal Administration
A. Sponsor shall either deposit the Grant funds with an escrow company licensed to do business in the State of California and in good standing, or deposit Grant funds in an interest-bearing checking or savings account insured by the federal or state government. All interesi earned from the deposit of Grant funds shall be used for eligible Program activities.
B. Any CRF Grant funds that have not been expended by the CRF Expenditure Deadline must be returned to the Department with accrued interest. Any State General Fund moneys that have not been expended by the State General Fund Expenditure Deadline must be returned to the Department with accrued interest.
Development and shall be mailed to the Department at the address below, no later than thirty (30) calendar days after the applicable Expenditure Deadline.
Department of Housing and Community Development
Accounting Division, Suite 300
2020 W. EI Camino Avenue
Sacramento, California 95833
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC, and
Roben LLC
20-HK-00113
EXHIBIT B
Duplication of Benefit
Homekey funding is not required to be used as funding of last resort. However, Sponsor may not use Homekey funding to cover expenditures that have already been funded through other sources. Expenses that have been or will be reimbursed under any federal program are not eligible uses of Homekey funding.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
HOMEKEY GENERAL TERMS AND CONDITIONS
Effective Date, Term of Agreement, Timing, and Deadlines This Agreement is effective upon the date of the Department representative's signature on the STD 213, Standard Agreement (such date, the "Effective Date").
B. This Agreement shall terminate five (5) years after the Effective Date, as stated in Paragraph 2 of the STD 213, Standard Agreement (such date, the "Expiration Date").
C. Sponsor will receive the disbursement of Program funds after satisfying all conditions precedent to such disbursement, as set forth under Paragraph 2 of Exhibit B. All Program funds must be disbursed by December 30, 2020.
D. Grant expenses for CRF-funded Eligible Uses must be incurred from March 1, 2020 through December 30, 2020 (the "CRF Covered Period"). December 30, • 2020 is the deadline for all such expenditures (the "CRF Expenditure Deadline" or "Expenditure Deadline"). CRF-funded Eligible Uses are those listed at Paragraph 4.A - F of Exhibit A
E. Grant expenses for capitalized 24-month operating subsidies (which are funded by the State General Fund) must be incurred by June 30, 2022 (the "State General Fund Expenditure Deadline" or "Expenditure Deadline").
F. Any expenses incurred prior to the CRF Covered Period, after the CRF Expenditure Deadline, or after the State General Fund Expenditure Deadline, respectively and as applicable, are not eligible for payment under the Program.
Grant funds that have not been expended by the applicable Expenditure Deadlines shall revert to the Department.
2. Termination
The Department may terminate this Agreement for cause at any time by giving at least 14 days' advance written notice to the Sponsor. Upon such termination, Sponsor shall return any unexpended funds to the Department within thirty (30) Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
calendar days of the date on the Department's written notice of termination, unless the Department has approved an alternate arrangement in advance and in writing, as provided below. Such termination will not limit any other remedies that may be available to the Department under this Agreement, at law, or in equity.
Cause shall consist of Sponsor's breach of, or failure to satisfy, any of the terms or conditions of this Agreement. Cause includes but is not limited to the following:
A. Sponsor's failure to satisfy the conditions precedent to disbursement or to expend Program Grant funds, as specified, by December 30, 2020.
B. Sponsor's failure to timely satisfy each or any of the conditions set forth in these Homekey General Terms and Conditions, the Special Conditions set forth at Exhibit E of this Agreement (including any one of the Performance Milestones), or the award letter.
C. Sponsor's violation of any of the Program Requirements.
D. The Department's determination of the following:
1) Any material fact or representation, made or furnished to the Department by the Sponsor in connection with the Application or the award letter, shall have been untrue or misleading at the time that such fact or representation was made known to the Department, or subsequently becomes untrue or misleading; or
2) Sponsor has concealed any material fact from the Department related to the Application or the Project.
E. The Department's determination that the objectives and requirements of the Homekey Program cannot be met in accordance with applicable timeframes, as memorialized by this Agreement.
Sponsor's failure to meet any applicable Expenditure Deadline shall result in the automatic termination of this Agreement, and Sponsor shall return all disbursed Grant funds to the Department within thirty (30) calendar days of the applicable Expenditure Deadline.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
In the event of any other breach, violation, or default by the Sponsor, the Department may give written notice to the Sponsor to cure the breach, violation, or default. If the breach, violation, or default is not cured to the Department's satisfaction within a reasonable time, as determined by the Department at its soie and absolute discretion, then the Department may declare a default under this Agreement and seek any and all remedies that are available under this Agreement, at law, or in equity.
Eligible Activities
Grant funds awarded to the Sponsor shall be applied to the eligible uses set forth at Exhibit A and described in greater detail at Exhibit E. Payment for any cost which is not authorized by this Agreement or which cannot be adequately documented shall be disallowed and must be reimbursed to the Department or its designee.
4. Performance Milestones
Sponsor shall timely satisfy and complete all Performance Milestones, as identified at Exhibit E of this Agreement.
5. Article XXXIV
Article XXXIV, section 1 of the California Constitution ("Article XXXIV") is not applicable to development involving the acquisition, rehabilitation, reconstruction, alterations work, or any combination thereof, of lodging facilities or dwelling units using moneys received from the CRF established by the federal CARES Act (Public Law 116-136), pursuant to Health and Safety Code section 37001, subdivision (h).
6. Appraisals
Sponsor shall, at the request of the Department, provide an appraisal of any real property or any interest in real property that is acquired with the Grant funds. Any such appraisal shall be prepared in a form, and by a qualified appraiser, acceptable to the Department.
7. Compliance with California's Prevailing Wage Law
Sponsor's Project may be subject to California's prevailing wage law (Lab. Code, § 1720 et seq.). Sponsor is urged to seek professional legal advice about the law's Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
requirements. Prior to disbursing the Grant funds, the Department will require a certification of compliance with California's prevailing wage law. The certification must verify that prevailing wages have been or will be paid if such payment is required by law, and that labor records will be maintained and made available to any enforcement agency upon request. The certification must be signed by Sponsor and its general contractor.
Environmental Conditions
Sponsor shall provide a Phase | Environmental Site Assessment ("ESA") for the Project, in conformance with ASTM Standard Practice E 1527, evaluating whether the Project is affected by any recognized environmental conditions. If the Phase I ESA discloses evidence of recognized environmental conditions and Sponsor desires to proceed with the Project, the Sponsor shall provide the Department with a Phase II report and any additional reports as required by the Department and in a form acceptable to the Department. Any remediation work shall be subject to Department approval. Sponsor shall also provide an asbestos assessment and a lead-based paint report for the Department's approval if the Project involves rehabilitation or demolition of existing improvements.
9. Insurance
Sponsor shall obtain the insurance coverages identified at Article VI of the NOFA; Sponsor shall maintain such insurance coverages for either the term of this Agreement or the term of any required use restriction or affordability covenant, whichever applicable term is longer. Sponsor shall name the State of California and the Department, as well as their respective appointees, officers, agents, and employees, as additional insureds on all such policies. Such policies shall provide for notice to the Department in the event of any lapse of coverage or insurance claim thereunder. Prior to disbursement of any Grant funds, Sponsor shall provide evidence satisfactory to the Department of its compliance with these insurance requirements.
If Sponsor is a Local Public Entity and is self-insured, in whole or in part, as to any of the required types and levels of coverage, the Local Public Entity shall provide the Department with a written acknowledgment of its self-insured status prior to disbursement of any Grant funds. If the Local Public Entity abandons its self-insured status at any time after execution of this Agreement, the Local Public Entity shall Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
immediately notify the Department, and shall promptly comply with the insurance coverage requirements under the Program.
10. Operating Funds
Sponsor shall demonstrate its capacity to provide five (5) years of operating funds for the Project. As set forth at Exhibit B of this Agreement, Sponsor shall provide documentary evidence of such capacity prior to disbursement of any Grant funds.
11. Relocation
If there is or will be any residential or commercial displacement directly or indirectly caused by the Project, the Sponsor shall provide a relocation plan to the Department for review. The relocation plan must comply with the requirements of state law (Gov.
Code, § 7260 et seq.) and the regulations adopted by the Department (Cal. Code Regs., tit. 25, § 6000 et seq.). The Project budget shall include enough funds to pay all costs of relocation benefits and assistance, as identified in the relocation plan accepted by the Department. If the Project will not cause any displacement, the Sponsor must provide corroborating documentation to the Department for approval.
If there is separate federal funding of the Project, the Sponsor shall comply with federal Uniform Relocation Act requirements to the extent applicable.
12. Site Control
Unless and except as otherwise expressly approved in writing by the Department or provided at Exhibit E to this Agreement, the Sponsor shall at all times have control of the property and such control shall not be contingent on the approval of any other party. The status and nature of the Sponsor's title and interest in the property must be acceptable to the Department. Site control may be evidenced by one of the following:
A. Fee title.
B. A leasehold interest on the property with provisions that enable the lessee to make improvements on and encumber the property provided that the terms and conditions of any proposed lease shall permit compliance with, and satisfaction of, all program objectives and requirements, including, without limitation, those set forth in this Agreement. If the Sponsor's interest in the property is a leasehold, and the lessee and the lessor are affiliated or related parties, then the Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
Department may require that both the lessee and the lessor must execute this Agreement.
C. An executed disposition and development agreement, or irrevocable offer of dedication to a public agency.
A sales contract, or other enforceable agreement for the acquisition of the property. If this form of evidence was relied upon at the time of Application, the Department may impose additional Performance Milestones (e.g., presentation of additional or supplemental evidence of eventual site control closer to any projected close of escrow).
E. A letter of intent, executed by a sufficiently authorized signatory of the Sponsor, that expressly represents to the Department, without condition or reservation, that, upon successful application, the Sponsor shall purchase or otherwise acquire a sufficient legal interest in the property to accomplish the purpose of the award. The letter of intent must also be duly acknowledged by the party selling or otherwise conveying an interest in the subject property to the Sponsor. If this form of evidence was relied upon at the time of Application, the Department may impose additional Performance Milestones (e.g., presentation of additional or supplemental evidence of eventual site control closer to any projected close of escrow).
F. Other forms of site control that give the Department assurance (equivalent to A-E above) that the Sponsor will be able to complete the Project in a timely manner and in accordance with the Program's objectives and requirements, including, without limitation, those set forth or referenced in this Agreement.
13. Adaptability and Accessibility
The Project shall comply with all applicable federal, state and local laws regarding adaptability and accessibility in the design, construction and rehabilitation of residential projects for persons with disabilities.
14. Title Report
Sponsor shall provide a current title report for the real property on which the Project is located. If Sponsor's interest in the property is leasehold, then Sponsor shall provide a current title report for the leasehold interest and the fee interest.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLO
20-HK-00113
EXHIBIT D
15. Title Insurance
Sponsor shall provide evidence of title insurance and an ALTA As-Built Survey that are acceptable to the Department. The condition of title, the insurer, the liability amount, the form of policy, and the endorsements shall be subject to Department approval. The policy shall insure that Sponsor holds good and marketable title (fee simple or leasehold).
16. Supportive Services Plan
Where a project features on-site supportive services, Sponsor shall submit a supportive services plan to the Department for its review and approval. Such plan shall meet the Program Requirements.
17. Non-Discrimination
During Sponsor's performance under this Agreement, Sponsor shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, gender identity, gender expression, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), genetic information, marital status, military and veteran status, and denial of medical and family care leave or pregnancy disability leave. Sponsor shall ensure that the evaluation and treatment of employees and applicants for employment are free from such discrimination and harassment. Sponsor shall comply with California's laws against discriminatory practices relating to specific groups: the California Fair Employment and Housing Act (FEHA) (Gov. Code, § 12900 et seq.); the regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.); and the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code, §§ 11135 - 11139.5). Sponsor shall give written notice of its obligations under this provision to labor organizations with which it has a collective bargaining or other agreement.
18. Affirmative Fair Housing Marketing Plan and Fair Housing Compliance Sponsor shall develop and implement an affirmative fair housing marketing plan that is satisfactory to the Department. Appropriate aspects of the initial plan shall be Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
incorporated into the ongoing management plan to ensure positive outreach and informational efforts to those who are least likely to know about and apply for interim Housing or Permanent Housing. Sponsor is encouraged to refer to the guidelines for Affirmative Fair Housing Marketing Plans issued by the U.S. Department of Housing and Urban Development ("HUD"). Sponsor shall comply with all state and federal fair housing laws.
19. Sponsor Acknowledgment of the Pet Friendly Housing Act of 2017 By executing this Agreement, Sponsor acknowledges that the Pet Friendly Housing Act of 2017 (Health & Saf. Code, § 50466) requires each housing development, if it is financed on or after January 1, 2018 pursuant to Division 31 of the Health and Safety Code, to authorize a resident of the housing development to own or otherwise maintain one or more common household pets within the resident's dwelling unit, subject to applicable state laws and local governmental ordinances related to public health, animal control, and animal anticruelty.
20. Final Certificate of Occupancy
Sponsor shall provide a final certificate of occupancy (or an equivalent form of occupancy certification or approval) issued by the local agency having jurisdiction over such certificates.
21. Occupancy
The units shall be in decent, safe, and sanitary condition at the time of their occupancy. In addition, the Sponsor shall certify, upon occupancy, that it will employ the core components of Housing First (set forth at Welfare and Institutions Code section 8255) as part of its property management and tenant selection practices.
22. Reporting Requirements
Sponsor shall submit expenditure and program reporting to the Department by February 1, 2021. Such reporting shall include the data outlined at Section 402 of the NOFA.
If Sponsor has received State General Fund moneys to fund a 24-month operating subsidy, Sponsor shall submit relevant expenditure reporting to the Department on Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
January 31, 2021; July 31, 2021; January 31, 2022; and July 31, 2022. Such reporting shall include the data set forth at Section 402.i. - vi. of the NOFA
23. Use Restrictions and Affordability Covenants
Either a use restriction or an affordability covenant shall be recorded against the Project real property, depending on the Project type. For Interim Housing Projects that will not result in permanent housing, the Department shall cause a 10-year use restriction to be recorded against the Project real property. For Interim Housing Projects that will ultimately result in permanent housing, the Local Public Entity shall cause a 10-year use restriction to be recorded against the Project real property. For Permanent Housing Projects, the Local Public Entity shall cause a 55-year affordability covenant to be recorded against the Project real property.
All use restrictions and affordability covenants shall require integration of the Target Population within all entrances, common areas, and buildings that comprise the Project.
All use restrictions and affordability covenants are subject to the advance written approval of the Department, and shall be acceptable to the Department in form, substance, and priority. Project-specific requirements and deadlines are set forth at Exhibit E of this Agreement.
24. Restrictions on Sales, Transfers, and Encumbrances
Sponsor shall not, for the duration of this Agreement, sell, assign, transfer, or convey the Project, or any interest therein or portion thereof, without the express prior written approval of the Department.
25. Retention, Inspection, and Audit of Records
Sponsor is responsible for maintaining records which fully disclose the activities funded by the Grant. Sponsor shall retain all records for a period of five (5) years after the expiration of this Agreement, unless a longer retention period is stipulated.
If any litigation, claim, negotiation, audit, monitoring, inspection or other action commences during this required retention period, all records must be retained until a full and final resolution of the action.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
The Department, as well as its appointees, employees, agents, and delegatees, shall have the right to review, obtain, and copy all records pertaining to performance under this Agreement. Sponsor shall provide any relevant information requested, and shall permit access to its premises, upon reasonable notice and during normal business hours, for the purpose of interviewing employees and inspecting and copying books, records, accounts, and other relevant material.
At any time during the term of this Agreement, the Department may perform or cause to be performed a financial audit of any and all phases of the Project. At the Department's request, the Sponsor shall provide, at its own expense, a financial audit prepared by a certified public accountant. The audit shall be performed by a qualified state, local, independent, or Department auditor. Where an independent auditor is engaged, the audit services agreement shall include a clause which permits the Department to have access to the independent auditor's relevant papers, records, and work product.
If there are audit findings, the Sponsor shall submit a detailed response to the Department for each audit finding. The Department will review the response. If the Department determines, in its sole and absolute discretion, that the response is satisfactory, the Department will conclude the audit process and notify the Sponsor in writing. If the Department determines, in its sole and absolute discretion, that the response is not satisfactory, the Department will contact the Sponsor, in writing, and explain the action required to cure any audit deficiencies. Such action could include the repayment of ineligible costs or other remediation.
If so directed by the Department upon the termination or expiration of this Agreement, the Sponsor shall deliver all records, accounts, documentation, and other materials that are relevant to this Agreement to the Department as depository.
26. Site Inspection
The Department reserves the right, upon reasonable notice, to inspect the Project to determine whether it meets the Program Requirements. If the Department reasonably determines that the site is not acceptable for the Project in accordance with the Program Requirements, the Department reserves the right to rescind the award and the Grant. Nothing in this paragraph is intended to create or imply any obligation of the Department to inspect the Projeci.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
27. Compliance with State and Federal Laws, Rules, Guidelines, and Regulations Sponsor agrees to comply with all state and federal laws, rules, guidelines, and regulations that are applicable to the Project, including those that pertain to construction, health and safety, labor, fair employment practices, and equal opportunity
28. Updated Information
If there is any change in the information that has been provided to the Department, Sponsor shall promptly provide the Department with updated documentation (e.g., updated sources and uses). All changes shall be subject to Department approval.
29. Survival of Obligations
The obligations of the Sponsor, as set forth in this Agreement, shall survive the termination or expiration of this Agreement.
30. Litigation
Sponsor shall notify the Department immediately of any claim or action undertaken by or against it which affects or may affect this Agreement or the Department, and shall take such action with respect to the claim or action as is consistent with the terms of this Agreement, the Program Requirements, the interests of the Department, and the objectives of the Homekey Program.
31. Severability
This Agreement constitutes the entire agreement between the Sponsor and the Department. All prior representations, statements, negotiations and undertakings with regard to the subject matter hereof are superseded hereby. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remaining terms and provisions of this Agreement, or the application of such terms or provisions to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLO
20-HK-00113
EXHIBIT D
32. Waivers
No waiver of any breach of this Agreement shall be held to be a waiver of any prior or subsequent breach. The Department's failure, at any time, to enforce the provisions of this Agreement or to require the Sponsor's performance under this Agreement shall in no way be construed as a waiver of such provisions or performance, and it shall not affect the validity of this Agreement or the Department's right to enforce this Agreement.
33. Disputes
In the event of any conflict between this Agreement and any Sponsor documents or side agreements, this Agreement and the Program Requirements shall prevail, are applicable, and shall be enforceable by the Department even if the Department provided review or approval of such documents and side agreements.
34. Consent
The parties agree that wherever the consent or approval of the Department or Sponsor is required under this Agreement, such consent or approval shall not be unreasonably withheld, conditioned, or delayed, unless the same is specified as being in that party's sole and absolute discretion, or other words of similar import.
35. Sponsor Liability
Sponsor shall remain liable to the Department for performance under this Standard Agreement and compliance with all Program Requirements regardless of any Department-approved transfer or assignment of interest, or of any designation of a third party for the undertaking of all or any part of the Scope of Work. Likewise, each Co-Sponsor shall remain jointly and severally liable to the Department for performance under this Standard Agreement and compliance with all Program Requirements regardless of any Department-approved transfer or assignment of interest; any designation of a third party for the undertaking of all or any part of the Scope of Work; or the Co-Sponsors' identification of a Designated Payee.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT D
36. Defense and Indemnification
Sponsor agrees to defend, indemnify, and hold harmless the Department, and its appointees, agents, employees, and officers, from any losses, damages, liabilities, claims, actions, judgments, court costs and legal or other expenses (including attorneys' fees), which may arise in connection with Sponsor's use of the Grant funds and performance under this Agreement. If any attorney, including the California Attorney General, is engaged by the Department to enforce, construe, or defend any provision of this paragraph, with or without the filing of any legal action or proceeding, Sponsor shall, individually or jointly, pay to the Department, immediately upon demand, the amount of all attorneys' fees and costs incurred by the Department in connection therewith.
37. Time Is of the Essence
Time is of the essence under this Agreement, and in the performance of every term, covenant, and obligation contained herein.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/20/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
EXHIBIT E
PROJECT-SPECIFIC PROVISIONS AND SPECIAL TERMS AND CONDITIONS
PROJECT-SPECIFIC PROVISIONS
Hollie's Affordable Housing APN: 058-346-001 and 058-356-007 801 South Imperial Avenue
Calexico, CA 92231
Gounty of Imperial
Enter the number of doors by bedroom size and income level. #of Income Limit -
Bedrooms # of Doors HK Restricted (% of AMI)
0 (Studio) 58 . 58 30% AMI
0 (Studio) Manager
Total 59 58
Project Description
1. Grant Amount: $6,657,266.00
2. Designated Payee: City of Calexico, a municipal corporation ("City")
3. Eligible Use: Acquisition of a hotel and other assets for conversion to Permanent Housing.
4. Project Narrative: The Homekey Program Grant will support the acquisition of a 59-unit property, which will be used to provide Permanent Housing for the Target Population. The City will coordinate with Riverwalk Imperial, LP, a California limited partnership ("LP"), to ensure the direct application of the Grant funds towards the LP's purchase of the Project site. The City's Co- Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
Sponsor - Roben LLC, a California limited liability company ("Roben") - is or will be one of the LP's general partners. The City's other Co-Sponsor - Mirka Investments, LLC, a California limited liability company ("Mirka") - will support the Project with its considerable experience in affordable housing finance, development, and asset management.
At close of escrow, the City will cause the recordation of a 55-year regulatory agreement to ensure the site's long-term use and occupancy as Permanent Housing for the Target Population.
The Project will be fully occupied within 90 days of acquisition. Residents will be referred to the Project through the Coordinated Entry System (CES).
Residents will have access to supportive services (e.g., initial assessments, case management, individualized housing stability plans), and all programs will follow a low-barrier, Housing First philosophy. In addition, the Project service provider(s) will coordinate with the County of Imperial to connect the residents to health services and other resources. Within two years, the • Sponsor will undertake a major rehabilitation of the facility.
5. Strategies to Promote Racial Equity and Accessibility:
a. The Sponsor shall, at the request of the Department, report back on any racial equity strategies described in the Homekey Application. b. The Sponsor shall ensure that the Project includes sensory accessible units and mobility accessible units in accordance with all relevant representations and descriptions in the Sponsor's Homekey Application (e.g., number of units, accessibility elements) and/or meets the minimum required accessible units as listed in the Homekey NOFA, to meet or exceed the greater of the two requirements.
B. Scope of Work
The Sponsor shall acquire a 59-unit property to provide Permanent Housing for households that are experiencing homeless or that are at risk of homelessness, and, because of that and for other reasons, are or have been impacted by the COVID-19 pandemic.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
Upon acquisition of the property, the Sponsor shall undertake all necessary rehabilitation and repairs in order to make the facility safe and suitable as a Permanent Housing site under the Program. The Sponsor shall coordinate the move-in of the Target Population so that the Project is fully occupied within 90 days of acquisition. The Sponsor shall ensure that the residents have free access to the supportive services that are represented and described in the Application.
The Sponsor shall submit documentation of its compliance with California's relocation assistance law, in form and substance satisfactory to the Department, as required by Exhibit D of this Agreement.
The City shall ensure that a 55-year regulatory agreement is recorded against the real property of the Project site in accordance with and as more fully specified and set forth in the Special Conditions below.
Sponsor Contract Coordinator
Authorized Representative Miguel Figueroa
Name:
Authorized Representative City Manager
Title:
Entity Name: City of Calexico
Address: 608 Heber Avenue
Calexico, CA 92231
Phone No.: (760) 768-2177
E-Mail Address: [email protected]
Authorized Representative Kursat Misirlioglu
Name:
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
Authorized Representative Sole Member and Manager
Title:
Entity Name: Mirka Investments, LLC
Address: 600 B Street, Ste. 300
San Diego, CA 92101
Phone No.: (619) 599-3852
E-Mail Address: [email protected]
Authorized Representative Ray D. Roben, Sr.
Name:
Authorized Representative Managing Member
Title:
Entity Name: Roben LLC
341 West Crown Court
Address:
Imperial, CA 92251
Phone No.: (760) 996-3469
E-Mail Address: [email protected]
D. Budget Detail
Intentionally omitted.
E. Additional Conditions Precedent to Disbursement
The Sponsor shall confirm Roben's role in, and personal liability for, the LP purchaser of the property by providing the following documents to the Department for review: (i) a conformed copy of the LP's Amendment to Certificate of Limited Partnership (Form LP-2), or verifiable documentary evidence that such LP-2 is Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
pending review by the California Secretary of State; and (ii) a finalized and fully executed copy of the LP's limited partnership agreement.
Performance Milestones
Performance Milestones Date
Satisfaction of all conditions of disbursement set forth at 12/14/2020 Exhibit B.
Site control of Project site. 12/14/2020
Recordation of a 55-year regulatory agreement as more fully 12/14/2020 specified and set forth in the Special Conditions below.
Submit certification that the Sponsor will employ the core 12/14/2020 components of Housing First (set forth at Weltare and
Institutions Code section 8255) as part of its property management and tenant selection practices
Submit documentation of compliance with California's 12/30/2020 relocation assistance law in accordance with and as more fully specified and set forth in the Special Conditions below.
Submission of expenditure and program reporting. Feb. 1, 2021 Submission of expenditure reporting in connection with 24- Jan. 31, 2021 month operating subsidy. July 31, 2021
Jan. 31, 2022
July 31, 2022
Satisfaction of occupancy timeline. 3/13/2021
2. SPECIAL TERMS AND CONDITIONS
The following Special Terms and Conditions are applicable to this Project and shall control notwithstanding anything to the contrary herein:
A. The City, Roben, and Mirka, as the Co-Sponsors of this Project, have identifiec the City as the Designated Payee of the Grant tunds.
B. By executing this Agreement, the Co-Sponsors commit to applying all Grant funds solely towards the Homekey Program's Eligible Uses, which are defined herein and at Health and Safety Code section 50675.1.1, subdivision (a).
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
City of Calexico;
Mirka Investments, LLC; and
Roben LLC
20-HK-00113
C. The Sponsor shall submit documentation of its compliance with California's relocation assistance law, in form and substance satisfactory to the Department, as required by Exhibit D of this Agreement. Such documentation shall be in finalized form and expressly approved by the Department in writing by the Performance Milestone date set forth herein.
The City shall cause a regulatory agreement in accordance with the NOFA and Program Requirements ("Regulatory Agreement) to be recorded against the real property of the Project site by the Performance Milestone date set forth herein. The City shall obtain the Department's express written approval of the Regulatory Agreement prior to its recordation. Unless otherwise authorized by the prior and express written approval of the Department, the Regulatory Agreement shall be recorded as a lien against the Project in first position, and shall remain in first position over all other Project agreements, covenants or other matters of record on the real property for the period of affordability required by the Program. The Department reserves the right to require the amendment of the Regulatory Agreement to ensure that it comports with the requirements and legislative intent of the Homekey Program, and that it secures the Project site's long-term use and occupancy as Permanent Housing for the Target Population.
Homekey Program (Homekey)
NOFA Date: 07/16/2020
Project Name: Hollie's Affordable Housing
Approved Date: 10/08/2020
Prep. Date: 12/10/2020
ATTACHMENT NO. 3
Attachment No. 3
RESOLUTION NO. 2020-45
RESOLUTION OF THE OF CITY COUNCIL OF THE CITY OF
CALEXICO APPROVING A CONDITIONAL USE PERMIT, UNIFORM
APPLICATION NO. 2020-07 FOR A PROPOSED CONVERSION OF 43 HOTEL ROOMS AT THE HOLLIES HOTEL AT 801 IMPERIAL
AVENUE (APN: 058- 346-001) AND THE EXISTING 16 UNIT-
APARTMENT COMPLEX AT 18 LINCOLN STREET (APN: 058-346-007) INTO A 59-UNIT PROFESSIONALLY MANAGED, DEED RESTRICTED
AFFORDABLE SENIOR AND VULNERABLE POPULATION LIVING
FACILITY, INCLUDING THE RETENTION OF EXISTING
COMMERCIAL SPACE
WHEREAS, the Planning Commission of the City of Calexico ("City Council") did on the 13th day of July, 2020 hold a duly noticed public hearing to consider the request by the applicant for a Conditional Use Permit, Uniform Application No. 2020-07 allowing for a proposed conversion of 43 Hollies Hotel located at 801 Imperial Avenue (APN: 058- 346-001) and the existing 16 unit-apartment complex at 18 Lincoln Street (APN: 058-346-007) into a 59-unit, professionally managed, deed restricted affordable senior and vulnerable population living facility, including the retention of existing commercial space ("CUP"), and WHEREAS, the Planning Commission failed to pass said resolution by the following vote:
AYES - 2 NOES - 1 ABSENT - 1
WHEREAS, the applicant has provided a letter appealing the decision of the Planning Commission to the City Council of the City of Calexico for a final decision in accordance with section 17.01.240 of the Calexico Municipal Code, and
WHEREAS, the City Council of the City of Calexico held a duly noticed public hearing on July 27, 2020, to receive public testimony concerning the Project, and after conducting the public hearing, unanimously voted to approve the resolution by a majority vote to wit; and WHEREAS, the City Council of the City of Calexico realizes that the City is in need of affordable housing units, especially for the City's most vulnerable populations evidenced by the deficit for housing in all lower income levels indicated in the City's "2020 Annual Progress Report" submitted to the Department of Housing and Community Development; and WHEREAS, the proposed project conforms to, and is consistent with, the City of Calexico General Plan, and Zoning Ordinance the use is conditionally permitted in the Commercial Highway, CH Zone and meets those policies and regulations as set forth in the General Plan and Zoning Ordinance, and appropriate conditions have been made part of the approval (Conditions of Approval"); and
WHEREAS, the proposed use will not constitute a nuisance or be detrimental to the public welfare of the community, in that the intensity of the use is modest, and the use would be consistent with existing and permitted uses in the area; all conditions and requirements deemed Resolution No. 2020-45
necessary and in the public interest have been or will be met as they have been imposed on the application approval to reduce the impact of the use on adjacent properties and vicinity; and there are no significant privacy, noise, traffic, parking concerns raised by the use; and WHEREAS, the nature, intensity, and condition of the proposed use is compatible with existing and adjacent uses and structures and appropriate for the site, in that the project is for a 59-unit, professionally managed senior and vulnerable population living facility located along the Imperial Avenue corridor as the proposed project proposes a major tenant improvement, but no newly constructed buildings; the project meets all applicable development standards; and appropriate conditions have been made part of the approval; and WHEREAS, the proposed project substantially satisfies the design requirements and intent of the Community Design Standards for the development in the City of Calexico; and WHEREAS, pursuant to the California Environmental Quality Act ("CEQA"), the proposed use is categorically exempt from further environmental review pursuant to CEQA Section 15301 which exempts existing facilities, including part (a) Interior or exterior alterations involving such things as interior partitions, plumbing, and electrical conveyances involving negligible or no expansion of existing or former use; and
WHEREAS, proper notice of this public hearing was given in all respects as required by law; and
WHEREAS, the Planning Commission has reviewed all written evidence and oral testimony presented to date.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Calexico. based on substantial evidence in the administrative record of proceedings and pursuant to its independent review and consideration, does hereby make the following findings anc determinations with respect to the proposed Conditional Use Permit and Uniform Application 2020-07
1) The City Council of the City of Calexico hereby makes the following findings:
a) The proposed Conditional Use Permit and Uniform Application 2020-07, 07 allowing for a proposed conversion of 43 hotel rooms at the Hollies Hotel located at 801 Imperial Avenue (APN: 058- 346-001) and the existing 16 unit-apartment complex at 18 Lincoln Street (APN: 058-346-007) into a 59-unit professionally managed, deed restricted affordable senior living facility, including the retention of existing commercial space conforms to the City of Calexico General Plan, applicable provisions of the Zoning Ordinance, in that the use shall be conditionally permitted in Commercial Highway, or CH zone, and appropriate conditions have been made part of the approval. b) Pursuant to the California Environmental Quality Act ("CEQA"), the proposed use is categorically exempt from further environmental review pursuant to CEQA Section 15301 which exempts existing facilities, including part (a) Interior or exterior alterations 82093.00038\24556840,2
Resolution No. 2020-45
involving such things as interior partitions, plumbing, and electrical conveyances involving negligible or no expansion of existing or former use. c) The traffic trip generation was determined by the City's engineer to he under the threshold requiring a traffic study, and an evaluation of traffic and circulation found no potentially significant impacts.
d) The project will not substantially conflict with the region's Air Quality Management Plan as it is consistent with the City's General Plan, will not result in an increase in population, and VMT traveled would be negligible: project will incorporate best management practices during and after construction to reduce construction related dust and erosion and maintain ambient air quality standards and greenhouse gas reductions. e) The project complies with City storm water requirements and includes "low impact" design measures and will not result in significant water quality impacts. 1) The project is adequately served by all required utilities and public services. g) The site for the intended use is adequate in size, shape, topography, accessibility, and other physical characteristics to accommodate the use and required provisions of the Zoning Ordinance and satisfies all minimum physical standards required under the City's Zoning Ordinance for similar type uses.
2) The City Council of the City of Calexico hereby approves the following:
Conditional Use Permit, Uniform Application No. 2020-07 allowing for a proposed conversion of 43 hotel rooms at the Hollies Hotel located at 801 Imperial Avenue (APN: 058- 346-001) and the existing 16 unit-apartment complex at 18 Lincoln Street (APN: 058-346-007) into a 59-unit, professionally managed, deed restricted affordable senior and vulnerable population living facility, including the retention of existing commercial space.
PASSED AND ADOPTED by the City Council of the City of Calexico at a special meeting on the 27' day of July, 2020, by the following vote:
AYES: Arreola-Fernandez, Reisin, Pacheco, Garcia, Hodge NOES: None
ABSTAIN: None
ABSENT: None
Ravi Auseal Femnder
Rosie Arreola-Fernandez, Mayor
82093.00038124556840.2
Resolution No. 2020-45
ATTEST:
Gabriela. Garcia, City Clerk
APPROVED AS TO FORM:
Carlos Campos, City Attorney
•
State of California
County of Imperial ) sS.
City of Calexico )
1, Gabriela T. Garcia, City Clerk of the City of Calexico do hereby certify that the foregoing Resolution No. 2020-45 was adopted at a special meeting of the City Council of the City of Calexico held on the 27" day of July, 2020 by the following vote:
AYES: Arreola-Fernandez, Reisin, Pacheco, Garcia, Hodge NOES: None
ABSENT: None
ABSTAIN: None
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Calexico, California this 27' day of July, 2020.
82093 000381245568402
Resolution No. 2020-45
CONDITIONS OF APPROVAL
DEVELOPMENT SERVICES DEPARTMENT
Planning Division
1. The Project shall include the development of a conversion of 43 hotel rooms at the Hollies Hotel located at 801 Imperial Avenue (APN: 058- 346-001) and the existing 16 unil-apartment complex at 18 Lincoln Street (APN: 058-346-007) into a 59-unit. professionally managed, deed restricted affordable senior living facility, including the retention of cxisting commercial space.
a. Affordable Housing Deed Restriction shall be in compliance with rules set forth by the California Tax Allocation Committee for a period of time determined by said rules.
2. The Project's development shall conform substantially with exhibits on file with the City's Development Services Department, as modified by the conditions, below.
3. Site Plan must conform to the 2019 California Green Building Standards, Chapter 5:
Non-Residential Mandatory Measures Division 5.1 - Planning and Design (land is designated Commercial in the General Plan)
4. The properties 801 Imperial Avenue and 18 Lincoln Street shall be 100% deed restricted as affordable housing pursuant to rules set forth by the California Tax Allocation Committee.
Building Division
5. The Project shall comply with the latest adopted edition of the following codes:
a. 2019 California Building Code and its appendices and standards. b. 2019 California Plumbing Code and its appendices and standards. c. 2019 California Mechanical Code and its appendices and standards. d. 2019 California Electrical Code.
e. 2019 California Energy Code.
f. 2019 California Green Building Standards Code.
g. 2019 California Administrative Code.
h. 2019 California Fire Code and its appendices and standards.
6. All site improvements approved with this request shall be constructed as indicated on the approved site plan. Revisions to approved site plans shall be subject to the review of the Development Services Department. All plans submitted for Building Division Plan Check shall conform to the submitted plans as modified by Conditions of Approval, or the Planning Commission through subsequent action.
7. Applicant shall comply with the requirements of the Imperial Irrigation District ("IID"") for any work proposed within the ID's jurisdiction. Proof of compliance shall be submitted to the Development Services Department prior to issuance of building permits and final approval.
82093.00038\24556840.2
Resolution No. 2020-45
Engineering Division
General
8. Utilities shall be provided in accordance with the City's Master Water/Sewer Plan.
Street Improvements and Traffic Circulation
9. The Applicant shall be repave the alley directly west of 801 Imperial Avenue pursuant to the standards set forth by the Design Procedures and Improvement Standards adopted by the City of Calexico.
FIRE DEPARTMENT
10. Vehicle access for firefighting shall be provided to all construction or demolition sites.
Vehicle access shall be provided by either temporary or permanent roads, capable of supporting vehicle loading under all weather conditions. Vehicle access shall be maintained until permanent fire apparatus access roads are available.
Structures under construction, alteration or demolition shall be provided with not less than one approved portable fire extinguisher in accordance with section 906 of the California Fire Code and sized for not less than ordinary hazard as follows:
a. At each stairway on all floor levels where combustible materials have accumulated.
b. In every storage and construction shed.
Additional portable fire extinguishers shall be provided where special hazards exits including, but not limited to, the storage and use of flammable and combustible liquids
11. Completion before occupancy. In buildings where an automatic sprinkler system is required by the California Fire Code or the California Building Code, it shall be unlawful to occupy any portion of a building or structure until the automatic sprinkler system installation has been tested and approved.
PUBLIC WORKS DEPARTMENT
12. Replaced existing 4" 50 years old cast iron water main with 8" C900 water main underneath the alley directly to the west of 801 Imperial Avenue
13. Install USC approved Lead-Free Backflow precentor at every. water service connection. (domestic, irrigation and fire)
POLICE DEPARTMENT
14. Placement of security arms on the northern and southern entrances of the parking lot adjacent to Imperial Avenue with a coded entry system.
15. Placement of security arms on the eastern and western entrances of the parking lot adjacent to Lincoln with a coded entry system
82093.00038124556840.2
Resolution No. 2020-45
PASSED, APPROVED, and ADOPTED by the City Council of the City of Calexico at a special meeting on the 27" day of July. 2020, by the following vote:
AYES: Arreola-Fernandez, Reisin, Pacheco, Garcia, Hodge NOES: None
ABSENT: None
ABSTAIN: None
Han Anaula tunner
Rosie Arreola-Fernandez, Mayor
ATTEST:
luca
Gabriel Garcia Clerk
82093.00038124556840.2
ATTACHMENT NO. 4
CITY COUNCIL RESÖLUTION NO. 2025-_
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CALEXICO,
CALIFORNIA, AUTHORIZING A JOINT APPLICATION TO AND
PARTICIPATION IN THE HOMEKEY PROGRAM AND AUTHORIZING THE
CITY MANAGER TO ENTER INTO, EXECUTE, AND DELIVER HOMEKEY
PROGRAM DOCUMENTS
WHEREAS, the City of Calexico, California ("City") is a municipal corporation, duly organized under the California Constitution and laws of the State of California; and WHEREAS, the Department of Housing and Community Development ("Department") issued a Notice of Funding Availability ("NOFA"), dated July 16, 2020, and NOFA amendment dated June 28, 2022 for the Homekey Program ("Homekey" or "Homekey Program"). The Department issued the NOFA for Homekey grant funds pursuant to Health and Safety Code section 50675.1.1 (Assem. Bill No. 83 (2019-2020 Reg. Sess.), § 21.) WHEREAS, MIRKA INVESTMENTS, LLC, a California limited liability company ("Mirka Investments, LLC"), MIRKA HOLLIES AGP, LL.C, a California limited liability company, ("Mirka Hollies AGP, LLC"'), PSCDC ONE LLC, a California limited liability company ("PSCDC One, LLC"), ROBEN LLC, a California limited liability company ("Roben LLC") and, together with RIVERWALK IMPERIAL LP, a California limited partnership ("Riverwalk Imperial LP) "Co-Applicants"), jointly applied for Homekey grant funds with the City (referred to in such application and herein as "Local Public Entity"'). Towards that end, Co-Applicants joined Local Public Entity and submitted an application for Homekey funds ("Application") to the Department for review and consideration.
WHEREAS, the Department is authorized to administer Homekey pursuant to the Multifamily Housing Program (Chapter 6.7 (commencing with Section 50675) of Part 2 of Division 31 of the Health and Safety Code). Homekey funding allocations are subject to the terms and conditions of the NOFA, the Application, the Department-approved STD 213, Standard Agreement, and all other legal requirements of the Homekey Program.
WHEREAS, Co-Applicants were awarded Homekey grant funds in an amount equal to $6,657,266.00 (the "Award") and have entered into a Standard Agreement No. 20-HK-00113 Am. 1, dated June 18, 2023, detailing the terms and conditions of such award (the "Standard Agreement"), including the intention of the Co-Applicants that the Award would be used primarily for the acquisition of a hotel and other assets for conversion to a 59 unit long-term affordable rental housing development consisting of 58 deed restricted units and one non-deed restricted manager's unit on property located at 801 South Imperial Avenue, Calexico, CA 92231 (APN 058-346-001) and 18 Lincoln Street, Calexico, CA 92231 (APN 058-346-007) (collectively, the "Property").
WHEREAS, on July 27, 2020, the City Council approved Resolution No. 2020-45, unanimously approving the conditional use permit application of MIRK A INVESTMENTS, LIC California limited liability company ("MirKa"), to develop a Project; and Resolution No. 2025-_
WHEREAS, Co-Applicants have transferred ownership of the Property to RIVERWALK IMPERIAL, LP, a California limited partnership ("New Owner").
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF
CALEXICO, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS:
SECTION 1. Findings. The City Council finds that all of the preceding background facts are true and correct and are hereby incorporated and adopted as findings and determinations by the City Council as if fully set forth herein.
Homekey funds from the Department and to participate in the Homekey Program, and all amendments thereto (collectively, the "Homekey Documents").
SECTION 3. Acknowledgment of New Owner's Obligations Under Standard Agreement.
The City acknowledges that, upon executing the Standard Agreement, the New Owner shall be subject to the terms and conditions specified in the Standard Agreement, and that the NOFA and Application will be incorporated in the Standard Agreement by reference and made a part thereof.
Any and all activities, expenditures, information, and timelines represented in the Application are enforceable through the Standard Agreement. Funds are to be used for the allowable expenditures and activities identified in the Standard Agreement.
SECTION 4. Authorization to Enter into. Execute, and Deliver Homekey Documents. The City Manager is hereby authorized and directed to enter into, execute, and deliver a Standard Agreement, subject to the approval of the City Attorney, and do any other act, including but not limited to entering into, executing, and delivering any and all other documents (subject to the approval of the City Attorney), required or deemed necessary or appropriate to secure the Homekey Program funds from HCD and to participate in the Homekey Program, and all amendments thereto (collectively, the "Homekey Documents").
SECTION 5. Not Subject to CEQA. The City Council finds that this Resolution and actions approved herein are not subject to the California Environmental Quality Act ("CEQA"), because the above-described authorizations are not "projects" as defined in State CEQA Guidelines Section 15378, and even if the actions described herein were projects, they would be categorically exempt from CEQA review pursuant to State CEQA Guidelines Section 15301, which excludes the repair, maintenance, or minor alteration of existing facilities, including interior or exterior alterations involving such things as interior partitions, plumbing, and electrical conveyances that involve negligible or no expansion of use.
SECTION 6. Certification. The City Clerk shall attest and certify to the passage and adoption of this Resolution and it shall become effective immediately upon its approval. [signatures on next page!
Resolution No. 2025-—
PASSED, APPROVED, AND ADOPTED this 5th day of February 2025.
Diana Nuricumbo, Mayor
ATTEST:
Veronica Alvarado, City Clerk
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE )
CITY OF CALEXICO )
1, Veronica Alvarado, City Clerk of the City of CALEXICO, DO HEREBY CERTIFY that foregoing Resolution No. 2025- _was duly passed and adopted by the City Council of the City of Calexico at their regular meeting held February 5, 2025, by the following roll call vote, to wit:
AYES:
NOES:
ABSTAIN:
ABSENT:
Veronica Alvarado, City Clerk
APPROVED AS TO FORM:
CITY ATTORNEY