Agenda packet, joint meeting — Glendale City Council, January 30, 2024

PACKET
JOINT MEETING: GLENDALE CITY COUNCIL AND GLENDALE HOUSING AUTHORITY

COUNCIL CHAMBERS
613 E. Broadway, 2nd Floor
Glendale, CA 91206
Meetings

are

broadcast

live

Glendale

TV,

viewable

Spectrum

Cable,

channel

and

AT&T

U-
verse,

channel

99. Meetings

are

also

streamed

live

high

definition

(HD)

the

City

webpage,
glendaleca.gov/live
,

YouTube.com/myglendale
,

and

Apple

TV,

Roku,

Amazon

Fire,

iOS

and
Android

devices

using

free

app

called

Cablecast

and

choosing

"Glendale

TV"

from

the

menu.

Meetings

are

also

archived

the

City

Website

for

viewing

anytime

glendaleca.gov/agendas
.

Call

(818)

548-4013

for

program

schedules.

For

public

comments

and

questions

during

the
meeting,

call

(818)

937-8100.

Public

comments

specific

agenda

item

will

taken

when

that
agenda

item

discussed.

you

have

any

question

about

matters

the

agenda,

requests

for
assistance, please contact the City Clerk at (818) 548-2090 during regular business hours.

PLEASE TURN OFF CELLULAR PHONES WHILE INSIDE THE MEETING LOCATION In

compliance

with

the

Americans

with

Disabilities

Act

(ADA)

1990,

auxiliary

hearing

aids,

sign
language

translation,

and

Braille

transcripts

are

available

upon

request.

Assisted

listening

devices
are

available

same-day

upon

request.

The

City

Clerk’

office

should

notified

72 hours

(three
business

days)

soon

practicable

for

requests

regarding

sign

language

translation

and
Braille

transcription

services.

All

documents

open

session

items

this

agenda

that

are
received

less

than

72 hours

prior

this

meeting,

and

are

public

records,

will

available

for

review
in the Office of the City Clerk, 613 E. Broadway, RM 110, Glendale, CA 91206.

Translation

services

are

provided

for

meetings

through

the

use

bilingual

staff

for

speakers

who
wish

utilize

the

service

available.

Speakers

should

state

their

request

contacting

the

City
Clerk’s

office

(818)

548-2090,

least

72 hours

prior

the

scheduled

meeting

soon

as
practicable.

Please

specify

the

language

for

which

you

require

translation.

The

exclusive

use

City
provided

interpreters

not

required

and

persons

are

welcome

use

their

own

interpreter

speak
in their native language.

JANUARY 30, 2024

ROLL CALL
-
2:00 PM
-
Report of the City Clerk of the City Council and Housing Authority, re: Posting of Agenda.

The Agenda for the Tuesday, January 30, 2024 joint public meeting of the City Council and Housing Authority was posted on January 25, 2024, on the Bulletin Board outside City Hall.

1 TYPED 1/25/2024 5:16:26 PM
01 30 24
CC HA

JOINT PUBLIC MEETING
of the City Council and Housing Authority is hereby called to meet at

2:00 PM
on
Tuesday, January 30, 2024
, in the Council Chamber, 613 E. Broadway,
2nd Floor, Glendale, CA 91206 to consider the following item(s) of business, to wit;

1. Community Development, re: Execution of a Letter of Loan Commitment and Lease Option with EAH Housing for a 68-Unit Affordable Rental Housing Project for Seniors at 426 Piedmont Avenue and 507 Naranja Drive, Resolutions Approving a Cooperation Agreement Between the Housing Authority and the City of Glendale for the Purpose of Housing Authority Administration of PLHA Program Funds, and Approval of a Resolution of Appropriation for HOME-ARP Program funding in the amount of $2,181,500 for 426 Piedmont Avenue and 507 Naranja Drive a. Housing Authority Motion Authorizing the Executive Director to Execute a Letter of Loan Commitment and Lease Option with EAH Housing for 426 Piedmont Avenue and 507 Naranja Drive
b. City Council Resolution Authorizing the City Manager to Execute a Cooperation Agreement between the Housing Authority and the City of Glendale for the Purpose of Administering PLHA Program Funds and Designating Individuals To Sign and Approve PLHA Program Documents
c. Housing Authority Resolution Authorizing the Executive Director to Execute a Cooperation Agreement between the Housing Authority and the City of Glendale for the Purpose of Administering PLHA Program Funds and Designating Individuals To Sign and Approve PLHA Program Documents
d. Housing Authority Resolution of Appropriation in the Amount of $2,181,500 for the Funding of 426 Piedmont Avenue and 507 Naranja Drive

ADJOURNMENT

2 TYPED 1/25/2024 5:16:26 PM
01 30 24
CC HA

1 CITY OF GLENDALE, CALIFORNIA
REPORT TO THE JOINT MEETING: GLENDALE CITY COUNCIL AND

GLENDALE HOUSING AUTHORITY

AGENDA ITEM
Report: Execution of a Letter of Loan Commitment and Lease Option with EAH Housing for a 68-Unit Affordable Rental Housing Project for Seniors at 426 Piedmont Avenue and 507 Naranja Drive, Resolutions Approving a Cooperation Agreement Between the Housing Authority and the City of Glendale for the Purpose of Housing Authority Administration of PLHA Program Funds, and Approval of a Resolution of Appropriation for HOME-ARP Program funding in the amount of $2,181,500 for 426 Piedmont Avenue and 507 Naranja Drive.

1. Housing Authority Motion Authorizing the Executive Director to Execute a Letter of Loan Commitment and Lease Option with EAH Housing for 426 Piedmont Avenue and 507 Naranja Drive;

2. City Council Resolution Authorizing the City Manager to Execute a Cooperation Agreement between the Housing Authority and the City of Glendale for the Purpose of Administering PLHA Program Funds and Designating Individuals To Sign and Approve PLHA Program Documents;

3. Housing Authority Resolution Authorizing the Executive Director to Execute a Cooperation Agreement between the Housing Authority and the City of Glendale for the Purpose of Administering PLHA Program Funds and Designating Individuals To Sign and Approve PLHA Program Documents; and

4. Housing Authority Resolution of Appropriation in the Amount of $2,181,500 for the Funding of 426 Piedmont Avenue and 507 Naranja Drive.

COUNCIL ACTION
Item Type: Action Item
Approved for January 30, 2024 calendar

EXECUTIVE SUMMARY
Staff has negotiated and is bringing forth the terms of a Letter of Loan Commitment and Lease Option by and between the Housing Authority of the City of Glendale (Housing Authority) and EAH INC., a California nonprofit public benefit corporation (also known as EAH Housing). The Letter of Loan Commitment and Lease Option support 426 Piedmont Avenue and 507 Naranja Drive, a 100% affordable, 68-unit rental housing project reserved for extremely low, very low and low-income seniors. Staff is also bringing forth a Cooperation Agreement by and between the Housing Authority and the City of Glendale for the administration of Permanent Local Housing Allocation (PLHA) Program Funds.
3 of 61

21 4
8 6
9 RECOMMENDATION
That the Housing Authority review and adopt a motion to authorize the Executive Director to execute a Letter of Loan Commitment and Lease Option for 426 Piedmont Avenue and 507 Naranja Drive and that the Housing Authority adopt a Resolution of Appropriation in the amount of $2,181,500 to fund the project. That the City Council and Housing Authority each authorize the City Manager/Executive Director, respectively, to execute a Cooperation Agreement whereby the Housing Authority would administer PLHA Program funds.

ANALYSIS

BACKGROUND
In September 2022, the Housing Authority acquired 426 Piedmont Avenue and 507 Naranja Drive (Exhibit 1) from the Berg family for $11,900,000. The Berg Family developed the site in 1973 and operated it as a 112-bed senior assisted living facility. In 2020, the Berg family relocated the residents and proceeded to perform a substantial rehabilitation of the existing buildings. Most of the rehabilitation work on the exterior of the property was completed. Only a limited amount of rehabilitation work was completed on the interior when the Berg family decided to sell the property. They initially marketed the property to other senior assisted living facility operators, but the size of the units and the secluded nature of the location were unappealing to operators who prefer highly visible locations with plenty of foot and vehicle traffic. Housing staff became aware of the Berg family’s desire to sell the property and began negotiating with the family with the authorization of the Housing Authority. The purpose of the Housing Authority’s acquisition was for a future affordable housing development.

The property is located within the City Center/Citrus Grove residential neighborhood, north of Colorado Street. The neighborhood encompasses the original town of Glendale Tract, and the property is located directly across from Piedmont Mini Park. The property consists of approximately 0.90 acres or 39,178 square feet, with a two-story building comprised of 36,266 square feet developed at 426 Piedmont (Main Building). 507 Naranja Drive is a three-story building (Annex) attached to the northeast side of the property. The Main Building was originally developed in 1973 and features 91 bedrooms along with multiple community spaces. The Annex was developed in 1975 and features 21 bedrooms. The Main Building has elevator access to the subterranean garage, which consists of 46 parking spaces. The property includes open-air courtyards and a garden located at the center of the Main Building.

At its Joint City Council and Housing Authority meeting of April 18, 2023, the Housing Authority reviewed and approved the issuance of a Request for Qualifications (RFQ) to solicit proposals from development teams to convert the 112-bed senior assisted living facility into an affordable rental project for seniors. The RFQ was released in May 2023 to the development community (more than 100 organizations and 250 individuals) throughout the Southern California region. A site walk-through and predevelopment conference was held on the property shortly thereafter. The RFQ called for the conversion of the Piedmont site to 58-67 affordable rental housing units for senior 4 of 61

31 4
8 6
9 households with extremely low and very low incomes, and a minimum of 15 units or 25% of the total units (whichever greater) to target 30% area median income (AMI).

Housing Division staff received five submittals in response to the RFQ. An RFQ Review Team consisting of staff from Community Development Department’s Planning, Economic Development and Housing Divisions as well as a staff member of the Community Services and Parks Department was formed shortly after the RFQ was issued for the purpose of evaluating the responses. After a thorough vetting process, a clear consensus was formed by the RFQ Review Team in identifying one development team that stood out as exceptional in responding to the RFQ – EAH Housing. EAH Housing was able to identify a significant number of team members, all of whom have had years of experience working together. EAH Housing also ranked first in the lowest subsidy request of the Housing Authority, scored highest in sustainability goals, second in AMI targeting, and overall had an excellent vision for the site.

At its Joint City Council and Housing Authority meeting of October 10, 2023, the Housing Authority unanimously authorized the Executive Director to enter into an ENA with EAH Housing to develop a 100% affordable, rental senior housing project on the site. Staff has negotiated with EAH Housing and is bringing the deal points of a 100% affordable housing development in the form of a Letter of Loan Commitment and Lease Option in time to apply for an allocation of 9% low income housing tax credits (9% Tax Credits) from the California Tax Credit Allocation Committee (CTCAC) in February 2024. Approval of the Letter of Loan Commitment and Lease Option are necessary for EAH Housing to apply for the 9% Tax Credits. See draft Letter of Loan Commitment (Exhibit 2) and draft Lease Option (Exhibit 3).

PROJECT DESCRIPTION
Since ENA issuance, EAH Housing has worked with Planning and Housing staff to entitle the 100% affordable housing project. The proposed project involves the adaptive reuse of an existing 112-bed senior assisted living facility to a 47,493-square-foot, three-story,100% affordable senior rental housing project housing. The project consists of 67 affordable senior dwelling units, one manager’s unit, and 45 on-site vehicular parking spaces. Strategically optimizing the operational performance of the existing built assets, the project prioritizes intentional design that is consistent with applicable development standards and drives placemaking. The overall concept for the project is twofold: (1) develop an affordable senior housing community that fosters health and wellness for residents; and (2) incorporate sustainable design elements for an existing legal, non-conforming use. The project includes no change to the building envelope, which includes two levels of Type V building for the Main Building and three levels of Type V building for the Annex, including one level of below grade/subterranean parking.

Units
The 47,493 square feet of affordable housing provides a mix of primarily two dwelling unit types designed to meet the needs of senior residents. On average, the studio units have an area of 350 square feet each, the one-bedroom units are roughly 400 square feet each, and the two-bedroom manager’s unit is 700 square feet. Room designs will 5 of 61

41 4
8 6
9 incorporate basic kitchenettes, refrigerators, restrooms, and accessibility features. The one-bedroom units are located within the two-story Main Building. The three-story Annex primarily consists of studio units. The two-bedroom manager’s unit is located on southwest corner of the second floor of the Main Building, directly accessible to a common area and amenity room. Laundry facilities, roughly 130 square feet in area each, are provided on every floor for common use. Common areas and multi-purpose uses are located on the first and second floors of the Main Building. Two existing elevators provide access and connection throughout the entire development and the subterranean parking structure. The unit mix by type and count are provided in Table 1:

TABLE 1: Unit Mix
Unit Type Unit Count
Studio 21
1 Bedroom 46
2 Bedroom (Manager’s Unit) 1
Total 68
The proposed unit mix and layout maximizes the number of dwelling units on site while providing convenient amenities catered to the project’s residents.

Residential Amenities
Indoor amenity spaces including a new kitchen, dining rooms, lounge, and multi- purpose rooms, foster mindful engagement and address the needs associated with aging in place. The roughly 500-square-foot kitchen, located on the first floor of the Main Building, is designed to bring residents together through shared meals, healthy eating, learning opportunities, and celebrations. The additional amenity rooms distributed across the first and second floors provide convenient access to those with limited mobility and facilitate a variety of programming catered to the residents. The wide range of activities offered in these rooms encourage socialization, creativity, entertainment, mental stimulation, movement, and relaxation. The project’s indoor amenity spaces provide a socially vibrant environment that supports the physical, emotional, and mental well-being, improving the quality of life overall, for its senior residents.

Parking
The project is eligible to provide parking pursuant to AB 2097, which allows zero parking for qualifying sites within a Transit Priority Area. As such, no minimum parking is required as part of the project. However, because the project is adaptively reusing an existing building on the site, 45 existing legally non-conforming vehicular parking spaces will be provided in the subterranean garage. The existing single driveways on Piedmont Avenue and Naranja Drive will remain for vehicular access to parking. Two elevators, located on the northeast corner of the development and the southwest corner of the Main Building, will continue to provide access to all residential floors.

Architecture
The project rehabilitates an existing building with a variety of aesthetic improvements crafted to complement the surrounding community character. The roof forms, decorative 6 of 61

51 4
8 6
9 styles, and color schemes build upon the most recent renovation to the existing assisted living facility. The project’s existing architectural character reflects Spanish Revival and mission-style architecture. Thus, designed parameters distilled from the form and character of the existing building, including the color palette and architectural styles, are retained to pay homage and add to the sense of place. An earth-toned, neutral colored plaster will reflect sunlight during the day, keeping the property cooler in the summertime and creating a light atmosphere for its residents. The existing arched doorways, entrances, and corridors are streamlined decorative elements that also provide efficient structural form. The façade is contrasted with terracotta-colored roofing that adds another layer of texture and dimension to the exterior; and lighter walls are offset by dark metal railings, and fixtures. The Project’s minor façade upgrades will enhance the existing building’s features while promoting a warm, modern, and welcoming appearance.

Landscaping
The project will retain existing landscaping on-site while incorporating functional improvements and additional native vegetation that will revitalize the property. The landscaping is intended to be layered with trees, shrubs, and other drought tolerant plants to complement adjacent buildings and soften edge conditions that feature retaining walls and masonry. The project will demonstrate an extensive native plant palette and be heavily landscaped to promote an open-air environment for residents to relax, improve focus, and connect with nature. The sustainable, low maintenance landscaping will feature senior-friendly gardens, surface improvements, a variety of ramps and steps, shading, and abundant seating options for respite along pedestrian pathways. Landscaping intentionally accounts for actions that get harder with age, such as bending down or reaching up, as well as the prevention of trip and fall hazards.

A diverse mix of materials will also add visual interest and promote a positive environment for seniors. All elements and materials listed have been integrated into the project’s landscape palette: water feature; concrete accent pavers; wooden and concrete benches; concrete planters; hanging plants; wooden pergolas, trellises, and shade structures.

Outdoor Open Space
The project offers several common outdoor open space areas, totaling 11,330 square feet, for residents to partake in a variety of personal and group activities. The project’s courtyards intend to foster serenity, with calming garden elements and sustainable materials, and encourage communal activities for both body and mind. The incorporated trellises, furnishings, planters, and lighting facilitate the active programming and varied uses anticipated such as social gatherings, events, picnics, meditation, and relaxation.

The naturally shaded portion of the courtyard will allow for low impact exercise stations.

Accessible planting boxes will be incorporated into a community garden for residents to use for nutrition, education, and social events. The produce grown in this space can be utilized in the new kitchen and shared at the picnic deck located on the southwest corner of the property. The northwest courtyard will become a quiet pocket with minimalist seating, wind chimes, a water feature, and thoughtfully placed plants throughout the shaded space. The project’s open space design features will not only 7 of 61

61 4
8 6
9 promote serenity but also invite exploration by connecting to all the pedestrian pathways for easy navigation and wayfinding.

Sustainability
The plan for the property is rooted in sustainable principles and will be designed with the goal of achieving LEED Platinum certification. The project will incorporate sustainable building and resource-efficient technologies. Multiple strategies will be employed to enhance efficiency and reduce the Property’s environmental footprint through focusing on the building’s systems and material selection. The project will be designed with electrification as a priority. The electrical system load will be reduced by installing Energy Star™ rated appliances, high efficiency LED lighting with occupancy sensors, and highly efficient HVAC systems. The project will also include renewable technologies such as solar thermal water preheating systems and solar photovoltaic electrical panels with the aim of offsetting some of the building’s calculated electrical demand. Water usage reduction strategies will focus on the water demand for the resident’s use and the implementation of smart landscape technologies to reduce the exterior water usage. These strategies assume a combination of smart metering and weather sensors to ensure appropriate watering as needed with slow-growing, drought tolerant native/adapted plants for new landscaping and outdoor spaces.

Interior material finishes selection will focus on products that reduce off gassing to provide a higher level of indoor air quality. Pre- and post-consumer recycled content finishes will be selected with durability to reduce waste going into the landfills. Durability will be defined through the selection of cabinetry constructed from zero-formaldehyde plywood boxes and thermofoil finishes; new flooring and adhesives guaranteeing low level emissions of Volatile Organic Compounds (VOCs); and paint finishes specified with zero-VOC content to reduce off-gassing. The use of smart framing techniques will ensure adequate continuous insulation throughout the building exterior envelope.

Additionally, the selection of paint colors for the exterior of the building will be consciously made to reduce the heat island effect. The combination of these strategies will enable the Project to secure LEED Platinum certification, while allowing the delivery of a building that will provide health and wellness to senior residents, have minimal impact on the City’s infrastructure, and remain an asset to the Citrus Grove neighborhood and its surrounding community.

TARGET POPULATION, INCOME LIMITS AND RENT SCHEDULE
The Project will provide affordable housing for a period of at least 55 years to households having income ranging from 30% to 60% of area median income. Table 2 below sets forth the annual income limits for households at 30% to 60% of area median income, adjusted for household size in 2023.
8 of 61

71 4
8 6
9 TABLE 2 Number of Persons in Household
Income limits 1 2 3
Extremely
Low
Income
0-30%
of
AMI
$26,490 $30,270 $34,050
Very Low
Income
31-
50%
of AMI
$44,150 $50,450 $56,750
Low
Income
51-
60%
of AMI
$52,980 $60,540 $68,100
Monthly rents (plus utilities) for the units will range from approximately $515 to $1,031 per month for the studio units before utility allowances are deducted and $589 to $1,418 per month for the one-bedroom units. The total number of rent restricted units is 67.

Table 3 shows the number of studio and one-bedroom units that will be available for each income level of households. One two-bedroom unit will be reserved for the resident manager and will not have rent restrictions.

TAX CREDIT PROGRAM FINANCING
The proposed project includes a financing plan that involves the utilization of 9% Tax Credits from CTCAC. EAH Housing will apply for approximately, $22,589,815 in 9% Tax Credits in February 2024. If not awarded 9% Tax Credits in the February 2024 round, EAH Housing will have another opportunity to apply for 9% Tax Credits in July 2024. 9% Tax Credits are considered the best leverage of funds for the project. Low-income housing tax credits were established by Congress in 1986. The program allows owners of qualified low-income rental housing developments to receive tax credits. Recipients of these credits can sell or syndicate the credits to profitable organizations and TABLE 3: Unit Mix and Rents
Unit No. of
Units % AMI Gross Rent Utility Allowance Net
Rent
Studio 16 30% $515 $65 $450
Studio 5 50% $1,031 $65 $966
1-
Bedroom 5 30% $589 $70 $519
1-
Bedroom 28 50% $1,178 $70 $1,108
1-
Bedroom 13 60% $1,418 $70 $1,348
2-
Bedroom 1 Manager's Unit - N/A -
9 of 61

81 4
8 6
9 individuals that have federal income tax obligations. The sale proceeds are then used to help finance the project.

PROJECT ECONOMICS
The estimated project budget is $37,938,636. EAH Housing is requesting a long-term lease (valued at $11,900,000 or approximately, $175,000 per unit) from the Housing Authority to assist with development. EAH Housing is also seeking $2,181,500 from the Housing Authority in HUD HOME Investment Partnerships American Rescue Plan (HOME-ARP) Program funding. The remaining $22,589,815 will be financed with 9% Tax Credits and $1,267,221 will be accrued deferred interest. Table 4 shows the sources for the project.

TABLE 4: Sources of Funds
Permanent Project Cost Per Unit Cost

Low Income Housing Tax Credit
Equity $ 22,589,815 $ 332,203

City of Glendale Housing Authority
(Land Loan) $ 11,900,000 $ 175,000

City of Glendale Housing Authority
(Development Loan) $ 2,181,500 $ 32,081 Accrued Deferred Interest $ 1,267,221 $ 18,636 General Partner Equity $ 100 $ 1 Total Sources of Funds $ 37,938,636 $ 557,921

TERMS OF LETTER OF LOAN COMMITMENT AND LEASE OPTION
Summary of Terms of Letter of Loan Commitment
The key terms of the Letter of Loan Commitment are summarized as follows:
•EAH Housing will finance, adaptively re-use and construct a total of 68 residential dwelling units for seniors, 67 as affordable rental housing and one will be reserved as an on-site manager’s unit.
•The housing units will be reserved for rent by lower income, households at affordable rent levels between 30% and 60% area median income for a minimum period of 55 years from the date of recordation of the regulatory agreement by EAH Housing in favor of TCAC, or a longer period as mutually agreed upon by the Housing Authority and EAH Housing, upon terms and conditions approved by the Housing Authority.
•The Housing Authority’s total assistance to the project will be $14,081,500 (consisting of $11,900,000 for land and $2,181,500 development loan), or $207,081 per unit.
•The Housing Authority’s assistance will be in the form of residual receipt loans secured by a Leasehold Deed of Trust that will be subordinate to a Permanent Financing Loan.
•The Letter of Loan Commitment will expire December 31, 2024. 10 of 61

91 4
8 6
9 •Additional terms and conditions will be detailed in an Affordable Housing Agreement to be brought to the Housing Authority for consideration prior to the expiration of the Letter of Loan Commitment.

Summary of Terms of Lease Option
The key terms of the Lease Option are summarized as follows:
•The term of the Lease Option will be for a minimum of 55 years at a rate of $1 per year. The term will begin concurrent with construction loan closing for the project and will continue for a minimum of 55 years following project completion. •The Lease Option will expire on December 31, 2024. The Lease Option will automatically expire if EAH Housing has not received an award of 9% Tax Credits from CTCAC in the 2024 awards.
•The fully capitalized value of the annual rent (land) will be $11,900,000 paid in the form of promissory notes by EAH Housing upon the terms set forth in the Affordable Housing Agreement to be brought to the Housing Authority for consideration.
•The Housing Authority and EAH Housing will execute a Ground Lease subject to conditions precedent to execution of the Ground Lease set forth in the Affordable Housing Agreement and upon EAH Housing’s exercise of the Lease Option. The Ground Lease will run with the affordability covenants.

NEXT STEPS
With Approval of the Letter of Loan Commitment and Lease Option, EAH Housing will apply for an award of 9% Tax Credits in February 2024. If awarded 9% Tax Credits the project will need to secure all remaining financing, secure building permits, and enter into an Affordable Housing Agreement which will be brought to the Housing Authority later this fall for consideration and approval. With an approval of the AHA, other funding and building permits, construction of the project would commence with a completion date in late 2025 or early 2026. Marketing and lease-up of the project would begin approximately six months prior to expected Certificate of Occupancy with the goal of having a fully leased and occupied project on or before March 31, 2026.

COOPERATION AGREEMENT AND PLHA PROGRAM FUNDS
Senate Bill 2 (SB 2) was part of a 15-bill housing package aimed at addressing California’s housing shortage and high housing costs. SB 2 established a permanent source of funding intended to increase the affordable housing stock in California. The revenue from SB 2 varies from year to year, as revenue is dependent on real estate transactions with fluctuating activity.

Beginning in calendar year 2019, the legislation directed the California Department of Housing and Community Development (HCD) to provide financial assistance to local governments for eligible housing-related projects and programs to assist in addressing the unmet housing needs of their local communities. The program is referred to as the 11 of 61

101
4 8
6 9
PLHA Program. Pursuant to the PLHA Program, the City received its current allocation of $3,697,671 and allocated $3,512,787 to fund a portion of the acquisition for 426 Piedmont Avenue and 507 Naranja Drive. The City is anticipated to receive future allocations of PLHA Program funding in accordance with SB 2.

Historically, the Housing Authority has been the public entity responsible for coordinating, administering, and implementing low and moderate income housing projects in the City. Given the Housing Authority’s qualifications and experience to do so, staff recommends execution of a Cooperation Agreement by and between the Housing Authority and the City of Glendale that would grant the Housing Authority the responsibility of administering the PLHA Program Funds and the reuse of funds that are received by the Housing Authority in repayment of any PLHA Program funds.

In an effort to address the unmet housing needs of the City, Staff is bringing forth a draft Cooperation Agreement and recommending adoption of Resolutions whereby the City of Glendale would authorize the City Manager and the Housing Authority would authorize the Executive Director to execute the Cooperation Agreement authorizing the Housing Authority to administer PLHA Program funding and designating individuals to sign and approve PLHA program documents. See draft Cooperation Agreement (Exhibit 4).

STAKEHOLDERS/OUTREACH
Stakeholder outreach included the Joint City Council and Housing Authority meeting of April 18, 2023 authorizing staff to issue the RFQ, as well as the notice sent to more than 100 organizations and 250 individuals associated with the development of affordable housing. Moreover, at its Joint City Council and Housing Authority meeting on October 10, 2023, the Housing Authority unanimously authorized the Executive Director to enter into an ENA with EAH Housing to develop the 100% affordable, rental senior housing project.

FISCAL IMPACT
EAH Housing is requesting a long-term ground lease from the Housing Authority valued in an amount equal to the Housing Authority’s acquisition price of $11,900,000. The Housing Authority and Council previously appropriated Low and Moderate Income Housing Asset Fund (Low & Mod Fund), Measure S proceeds and Housing and Community Development (HCD) Permanent Local Housing Allocation (PLHA) Program funds for the acquisition of the site. In addition to the long-term ground lease, EAH is requesting $2,181,500 in HUD HOME Investment Partnerships American Rescue Plan (HOME-ARP) Program additional funding, which was not included as a part of the FY 2023-24 budget. Therefore, staff is requesting an appropriation of $2,181,500 from HOME-ARP grant revenue. The appropriation request is outlined below:
12 of 61

111
4 8
6 9
Requesting Appropriation
Amount From (Account
String)
To (Account String) Funding Source
$2,181,500 31240-2030-CDD-
0020-P0000-
CDD00914DG
43112-2030-CDD-
0020-P0000-
CDD00914DG
Home Grant Fund
The use of HOME-ARP funding is conditioned on meeting all requirements of the HUD HOME-ARP Program requirements. Currently, there is no fiscal impact associated with the Cooperation Agreement.

ENVIRONMENTAL REVIEW (CEQA/NEPA)
The project has undergone review under the California Environmental Quality Act (CEQA) and has been determined to be exempt from any further CEQA review pursuant to Section 15301 of Title 14 of the California Code of Regulations (CEQA Guidelines) as a Class 1 “Existing Facilities” project because no additions to the existing building are proposed, and pursuant to CEQA Guidelines Section 15332 as a Class 32 “In-Fill Development Project” as it meets all threshold criteria set forth in sections 15332(a) through (e). Additionally, the action authorizing execution of the Cooperation Agreement for future funding outside of this affordable housing project is not a project pursuant to Section 15378(b)(4) of the CEQA Guidelines because it constitutes the creation of government funding mechanisms or other government fiscal activities, which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.

CAMPAIGN DISCLOSURE
The names and business addresses of the members of the board of directors, the chairperson, CEO, COO, CFO, Subcontractors and any person or entity with more than 10% interest in the company proposed for contract in this Agenda Item Report are attached in Exhibit 5, in accordance with the City Campaign Finance Ordinance No. 5744.

ALTERNATIVES TO STAFF RECOMMENDATION
Alternative 1: Elect to change terms of the Letter of Loan Commitment such as Housing Authority funding levels, income targeting or the term of the Lease Option. In order to meet the February 2024 deadline for the 9% Tax Credit application, any of these changes could be incorporated into the Affordable Housing Agreement, which will be brought to the Housing Authority for consideration later this fall. Elect to change the terms of the Cooperation Agreement, which may be brought to the City Council and Housing Authority for consideration at a later date.

Alternative 2: Elect not to authorize execution of the Letter of Loan Commitment and Lease Option in any form. If this option is chosen, the Housing Authority could terminate its involvement in the potential joint development of the project. Elect not to authorize execution of the Cooperation Agreement. If this option is chosen, the Housing Authority would not be responsible for administering PLHA Program funds. 13 of 61

121
4 8
6 9
Alternative 3: Consider any other alternative not proposed by staff.

ADMINISTRATIVE ACTION
Submitted by:

Bradley Calvert, Director of Community Development
Prepared by:

Peter Zovak, Assistant Director of Community Development Michael Fortney, Deputy Director of Community Development Michelle Yekikian, Senior Housing Project Manager
Approved by:

Roubik R. Golanian, P.E., City Manager

EXHIBITS/ATTACHMENTS

1. 426 Piedmont Avenue and 507 Naranja Drive Site Map

2. Draft Letter of Loan Commitment

3. Draft Lease Option

4. Draft Cooperation Agreement

5. Campaign Disclosures
14 of 61

MOTION
Moved by Housing Authority Member ____________________________, seconded by Housing Authority Member ___________________________ that the Executive Director, or his designee, is hereby authorized to execute a Letter of Loan Commitment and Lease Option with EAH Housing, all as outlined in the Joint Report to Council and Housing Authority dated January 30, 2024 from the Director of Community Development (“Report”) in substantially the same form as the drafts of each attached to the Report as Exhibits 2 and 3, subject to any Housing Authority comments or modifications at the hearing on January 30, 2024. The Letter of Loan Commitment and Lease Option shall each be subject to approval as to form by the City Attorney.

Vote as follows:

Ayes:

Noes:

Absent:

Abstain:
15 of 61

1 RESOLUTION NO. ______

A RESOLUTION OF THE COUNCIL OF THE CITY OF GLENDALE, CALIFORNIA

APPROVING A COOPERATION AGREEMENT BETWEEN THE HOUSING

AUTHORITY AND THE CITY OF GLENDALE FOR THE PURPOSE OF

ADMINISTRATION OF PLHA PROGRAM FUNDS AND DESIGNATING

INDIVIDUALS TO SIGN AND APPROVE PLHA PROGRAM DOCUMENTS
WHEREAS, the Council of the City of Glendale (“City”) formed the Glendale Redevelopment Agency (“Agency”), which continuously engaged in redevelopment activities under the Community Redevelopment Law (Health and Safety Code sections 33000 et seq.) until January 31, 2012; and
WHEREAS, by enactment of Part 1.85 of Division 24 of the Health and Safety Code, the Agency became subject to dissolution on February 1, 2012 such that the Agency shall be deemed to be a former redevelopment agency under Health and Safety Code section 34173(a); and
WHEREAS, pursuant to Part 1.85 of Division 24 of the Health and Safety Code, the City Council of the City of Glendale duly adopted Resolution No. 12-02 (“Resolution”), subject to all reservations therein stated, designating that the Housing Authority of the City of Glendale (the “Housing Authority”) receive a transfer of, without limitation, all of the housing assets, rights, powers, duties, obligations, liabilities and functions previously performed by the Agency pursuant to applicable provisions of the Community Redevelopment Law (Part 1, commencing with Section 33000); and WHEREAS, Chapter 364, Statutes of 2017 (SB 2, Atkins “SB 2”) was enacted to establish a permanent source of funding intended to increase the affordable housing stock in California. SB 2 directs the California Department of Housing and Community Development (“HCD”), beginning in calendar year 2019, to provide financial assistance to local governments for eligible housing-related projects and programs to assist in addressing the unmet housing needs of their local communities. The program is referred to as the Permanent Local Housing Allocation (“PLHA”) Program; and WHEREAS, pursuant to the PLHA Program, the City has received from HCD a current allocation of PLHA Program funds and will receive future allocations of PLHA Program funds from time to time in accordance with SB 2 (the “PLHA Funds”); and WHEREAS, the Housing Authority is the public entity that historically has been responsible for coordinating, administering, and implementing low and moderate income housing projects in the City and is qualified and experienced to do so; and WHEREAS, the Housing Authority administers the City’s Affordable Housing Strategy and the City and the Housing Authority mutually desire that the Authority also administer the PLHA Funds; and
16 of 61

2 WHEREAS, the City and Housing Authority desire to enter into a Cooperation Agreement whereby the Housing Authority will agree to administer the PLHA Funds; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred.

NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF GLENDALE, as follows:

Section 1. The Council hereby finds and determines that the foregoing recitals are true and correct.

Section 2. The Council hereby approves the Cooperation Agreement For Administration of PLHA Program Funds (“Agreement”) in substantially the form attached as Exhibit 4 to the Joint Report, dated January 30, 2024, to the City Council and Housing Authority.

Section 3. The City Manager or designee is hereby authorized to execute the Agreement on behalf of the City, together with such non-substantive changes and amendments as may be approved by the City Manager and the City Attorney.

Section 4. The City Manager or designee is hereby authorized, on behalf of the City, to sign all documents necessary and appropriate to carry out and implement the Agreement, to administer the City’s obligations, responsibilities and duties to be performed under the Agreement, and all PLHA Program documentation required to be signed on behalf of the City or Housing Authority.

Section 5. This Resolution shall take effect immediately upon its adoption.

Adopted this _____day of ___________________, 2024.
___________________________
Mayor
ATTEST:
_________________________
City Clerk
17 of 61

3 STATE OF CALIFORNIA )
) SS

COUNTY OF LOS ANGELES )
I, SUZIE ABAJIAN, Ph.D., City Clerk of the City of Glendale, certify that the foregoing Resolution was adopted by the Council of the City of Glendale, at a joint meeting of the City Council and Housing Authority held on the ______ day of ___________, 2024, and that same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:
___________________________
City Clerk
18 of 61

1 RESOLUTION NO. ________________

A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF GLENDALE

APPROVING A COOPERATION AGREEMENT BETWEEN THE HOUSING

AUTHORITY AND THE CITY OF GLENDALE FOR THE PURPOSE OF

ADMINISTRATION OF PLHA PROGRAM FUNDS AND DESIGNATING

2 WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred.

NOW, THEREFORE, BE IT RESOLVED BY THE HOUSING AUTHORITY OF THE CITY OF GLENDALE, AS FOLLOWS:

Section 1. The Housing Authority hereby finds and determines that the foregoing recitals are true and correct.

Section 2. The Housing Authority hereby approves the Cooperation Agreement For Administration of PLHA Program Funds (“Agreement”) in substantially the form attached as Exhibit 4 to the Joint Report, dated January 30, 2024, to the City Council and Housing Authority.

Section 3. The Executive Director of the Housing Authority or designee is hereby authorized to execute the Agreement on behalf of the Housing Authority, together with such non-substantive changes and amendments as may be approved by the Executive Director and the General Counsel to the Housing Authority.

Section 4. The Executive Director of the Housing Authority or designee is hereby authorized, on behalf of the Housing Authority, to sign all documents necessary and appropriate to carry out and implement the Agreement, to administer the Authority’s obligations, responsibilities and duties to be performed under the Agreement, and all PLHA Program documentation required to be signed on behalf of the City or Housing Authority.

Section 5. This Resolution shall take effect immediately upon its adoption.

Adopted this _______ day of __________________________, 2024. ____________________________
Chair
ATTEST:
____________________________
Clerk
20 of 61

3 STATE OF CALIFORNIA )
) SS

COUNTY OF LOS ANGELES )
I, SUZIE ABAJIAN, Ph.D., Clerk of the Housing Authority City of Glendale, certify that the foregoing Resolution was adopted by the Housing Authority of the City of Glendale, California, at a joint meeting with the City Council held on the _____ day of _________________, 2024, and that same was adopted by the following vote:

Ayes:

Noes:

Absent:

Abstain:
____________________________
Clerk
21 of 61

22 of 61

EXHIBIT 1
23 of 61

24 of 61

EXHIBIT 2

January 30, 2024

Mr. Welton Jordan
Chief Real Estate Development Officer

EAH INC
22 Pelican Way
San Rafael, CA 94901

Re: Loan Commitment in the amount of $14,081,641
APNS: 5645-007-903 and 5645-007-902
426 Piedmont Avenue and 507 Naranja Drive, Glendale, California

Dear Mr. Jordan:

On behalf of the Glendale Housing Authority (“Housing Authority”), I am pleased to inform you that the Housing Authority has approved a commitment to make a loan in the amount of $14,081,500 (consisting of $11,900,000 for land and the existing improvements, and a $2,181,500 development loan) (“Housing Authority Loan”) to a partnership to be formed by EAH INC, a California nonprofit public benefit corporation (or an affiliate approved by the Housing Authority), referred to as the “Borrower”, for the development of 67 units of affordable rental housing for seniors plus one manager’s unit and ancillary facilities ( the “Project”) on the site generally described as Assessor Parcel Number s 5645-007-903 and 5645-007-902 (“Site”), located at 426 Piedmont Avenue and 507 Naranja Drive in Glendale, California. As noted below, this commitment is contingent on the Project being awarded 9% Low Income Housing Tax Credits and is subject to the terms and conditions set forth in this letter.

Unless otherwise agreed to in writing by the Housing Authority in its sole discretion, the Housing Authority’s approval of this financing commitment is subject to and contingent upon the following terms and conditions. In addition, upon receipt or discovery of new, materially relevant information regarding the Borrower, the Site, or the Project, or a change or revision in a relevant law or regulation, the Housing Authority reserves the right, in the exercise of its sole discretion, to modify any of the terms, conditions or requirements set forth in this letter upon written notice to Borrower.

This commitment will expire at 5 p.m. on December 31, 2024.

25 of 61

Mr. Welton Jordan
January 30, 2024

Page 2 ends

TERMS AND CONDITIONS

1. The Project will consist of Borrower’s ground lease of the Site , the rehabilitation and adaptive reuse of an existing, vacant , 112-bed assisted living facili ty for residential use .

The Project will provide 68 units of rental housing, consisting of 21 studio units, 46 one- bedroom units and one two-bedroom manager’s unit. All units except the manager’s unit must be occupied by and restricted to lower income senior citizen households pursuant to the California Tax Credit Allocation Committee (60% of Los Angeles County area median income or lower), at affordable rents for at least 55 years. Additional restrictions will be placed on the gross rents (including a utility allowance) to be charged for certain of the units, as follows: 21 units rented to extremely low income seniors at rents that do not exceed 30% of 30% of area median income , 32 units rented to extremely low income seniors at rents that do not exceed 30% of 50% of area median income, and 13 units rented to low income seniors at rents not to exceed 60% of area median income.

2. This $14,081,641 loan commitment is contingent upon Borrower receiving a preliminary reservation of 9% Low Income Housing Tax Credits from the California Tax Credit Allocation Committee (“CTCAC”) to finance the Project approximately as follows (these are current projections and are subje ct to change) . At least two business days before submittal to CTCAC, the Borrower must submit to the Housing Authority a copy of its application for Low Income Housing Tax Credits substantially in the form that will be submitted to CTCAC.

Sources - Permanent

Low Income Housing Tax Credit Equity $22,589,815
City of Glendale Housing Authority (Land Loan) $11,900,000 ($175,000/unit) City of Glendale Housing Authority (Development Loan) $2,181,500 ($32,080/unit) Accrued Deferred Interest $1,267,221
General Partner Equity $100
Total Sources of Funds $37,938,636

3. The Housing Authority Loan will be for the value of the land and the existing improvements as evidenced by appraisal dated January 31, 2024 in the original principal amount of $ 11,900,000 and a development loan in the original principal amount of $2,181,641, each with a term of 55 years or such longer period as mutuall y agreed upon and simple interest at 3% per annum from the date of disbursal. Loan payments on the Housing Authority Loan shall be payable exclusively from 50% (subject to adjustment proposed by Borrower and approved by the Housing Authority) of annual residual receipts, net sale proceeds and net refinancing proceeds. The terms of the Residual Receipts obligation, including identification of all of Borrower’s obligations having a priority over 26 of 61

Mr. Welton Jordan
January 30, 2024

Page 3 ends

the Housing Authority’s right to receive Residual Receipts, will be set forth in the promissory note to be attached to the loan agreement.

4. This commitment is based on Borrower ’s current estimates of total development costs , including demolition and rehabilitation costs, as shown in paragraph 2. Borrower w ill be responsible, without cost to the Housing Authority, for any additional sources of funds that may be needed to complete the Project. Borrower agrees that the Housing Authority Loan will be reduced to the extent the project is eligible for additional funding not needed to pay Project costs and to the extent that, upon completion, there are net cost savings payment in full of all Project costs (all as to be set forth in more detail in the loan agreement).

5. Borrower will ground lease the Site for a term o f 55 years from the date of recordation of the regulatory agreement by Lessee in favor of the California Tax Credit Allocation Committee, or such longer period as mutually agreed upon by Lessor and Lessee and required by tax credit investor , upon terms and conditions approved by the Housing Authority.

6. This letter is not intended to describe all of the requirements, terms, conditions and documents necessary for the Housing Authority L oan. A loan agreement, including the form of promissory note, deed of trust and related documents, (together, the “Loan Agreement”) will be prepared, and is subject to execution by the Borrower prior to its consideration by the governing body of the Housing Authority. The final form of the Loan Agreement approved by Borrower shall be subject to the discretionary approval of Housing Authority and shall include all provisions and attachments customarily included in Housing Authority loan agreements.

7. The Housing Authority reserves the right to fund the Housing Authority Loan using HOME ARP Funds and/or Low and Moderate Income Housing Asset Funds and/or Measure S Funds provided by the City of Glendale, or any combination thereof . The Borrower must comply with all applicable requirements relating to the funding source. Separate promissory notes will be used to evidence the repayment obligations relating to each funding source . The loan agreement will set forth all conditions precedent to the disbursement of the Housing Authority Loan.

8. The P roject must be constructed in accordanc e with all applicable laws, rules and regulations.

9. The Borrower must comply with State Prevailing Wage and/or Federal Davis -Bacon requirements, as applicable.

10. Borrower must prepare and submit a “sources and uses” project budget for approval by the Housing Authority as an attachment to the Loan Agreement. Line item estimates of the uses of funds must be supported by such documentation, including appraisals and 27 of 61

Mr. Welton Jordan
January 30, 2024

Page 4 ends

construction cost estimates, as may reasonably be requi red by the Housing Authority Executive Director. The final sources and uses of funds for the Project must be consistent with the approved Project budget except as otherwise approved by the Housing Authority Executive Director. The Housing Authority L oan will be disbursed to pay or reimburse Borrower for payment of costs in the approved p roject budget in accordance with disbursement procedures and requirements to be included in the loan agreement.

11. The Borrower must submit an audited cost certification follo wing completion of construction and after the completion of construction must submit for each year during the term of the Housing Authority L oan an annual audited income and expense statement, balance sheet and statement of all changes in financial positio n, signed by an authorized officer of Borrower.

12. The Housing Authority L oan will be evidenced by a limited -recourse promissory note (subject to customary non-recourse carve-outs), and will be secured by a deed of trust and other customary loan documents, wh ich will be subordinated to senior construction and permanent loan deeds of trust, provided the senior lender(s) agree to provide the Housing Authority with reasonable notice and cure rights that protect the Housing Authority ’s investment in the event of a default by Borrower.

13. The Housing Authority Loan promissory note will include definitions of “residual receipts” and related terms, consistent with other Housing Authority residual receipts loan documents.

14. The Housing Authority L oan documents will contain mutually agreeable provisions prohibiting certain direct or indirect transfers of Borrower’s interests in the Site, the Project and/or the loan agreement without the reasonable prior written consent of the Housing Authority Executive Director.

15. The Housing Authority Loan documents will describe events of default which will permit the Housing Authority, after notice and opportunity to cure, to pursue appropriate remedies, including acceleration of the Housing Authority Loan. These events may include, but are not limited to, failure to complete the development of the Project as required by the loan agreement, failure to comply with use restrictions, prohibited transfers of interests in the Borrower or in the Project without the reasonable prior consent of the Housing Authority, failure to comply with terms and conditions of the loan agreement, note or deed of tru st, and similar occurrences.

16. At the closing, the Housing Authority will receive an ALTA lender ’s policy of title insurance, showing the Housing Authority deed of trust junior in priority only to deeds of trust to which the Housing Authority has agreed to subordinate its interests. 28 of 61

Mr. Welton Jordan
January 30, 2024

Page 5 ends

17. The Project must have received all discretionary approvals and all land use entitlements necessary for its development before Borrower submits its CTCAC application. Such entitlements must be consistent with the entitlements packa ge prepared by Egan Simon Architecture and approved by the Housing Authority.

18. The Borrower must prepare and submit a scope of development for approval by the Housing Authority as an attachment to the Loan Agreement. The scope of development must be consist ent with the Project description contained in the Exclusive Negotiation Agreement dated as of October 11 , 202 3, by and between the Housing Authority and Borrower. and must include designing the Project to receive a LEED Platinum rating from the U.S. Green Building Council. The Housing Authority Executive Director will have the right to review and approve all design drawings and plans for the Project. All plans for the construction of the P roject will be subject to applicable City of Glendale design review approval procedures, and must be consistent with and a logical evolution of the scope of development, except as otherwise approved by the Housing Authority Executive Director.

The Housing Authority’s financial assistance to the Project will be predicated on the right of designated representatives of the Housing Authority to participate in weekly construction meetings during the construction of the Project and to approve proposed finishes, colors, fixtures, and like matters.

19. The Project and the approval of the Loan Agreement will be subject to compliance with all applicable environmental requirements (e.g., CEQA or NEPA). The Borrower, at its sole cost and expense, will be responsible for compliance with CEQA in connection with the development of the Property and the Project. The Borrower will be solely responsible for paying any and all costs and expenses (taking into account the availability of applicable CEQA exemptions) associated with the Housing Authority’s compliance with applicable CEQA requirements (including, without limitation, any required Environmental Impact Report and/or other required environmental documents). The Borrower will respond fully and in a timely manner to requests for information from the Housing Authority and any of its consultants. The provision of any funds to the Project is conditioned on the Housing Authority’s and the City’s determination to proceed with, modify or cancel the P roject based on the results of the subsequent environmental review. Developer must not undertake or unconditionally commit any funds to physical or choice -limiting actions, including property acquisition, demolition, movement, rehabilitation, conversion, repair or construction prior to the Project receiving environmental clearance.

20. The Borrower’s General Contractor, architect, construction lender, permanent lender, Tax Credit investor, relocation consultant, Davis Bacon Wage Compliance consultant , if applicable, and other lenders, consultants and service providers , including but not limited to the property manager, will be subject to the reasonable approval of the Housing Authority’s Executive Director. The Housing Authority will also have the right to review and approve any and all contracts and agreements with such entities for the Project. 29 of 61

Mr. Welton Jordan
January 30, 2024

Page 6 ends

21. The Borrower must prepare and submit a schedule of performance providing for the timely satisfaction of all conditions precedent to the closing and the timely commencement and completion of construction, for approval by the Housing Authority as an attachment to the Loan Agreement. Except as otherwise approved by the Housing Authority Executive Director, failure to comply with the schedule of performance will be a default under the terms of the Loan Agreement.

22. At the respective times provided in the sch edule of performance, Borrower must submit for approval by the Housing Authority Executive Director evidence of financing consistent with the Loan Agreement and sufficient to completely finance the development of the Project.

23. At the closing, the Borrower must execute an Agreement Containing Covenants, restricting for at least 55 years the maximum income of tenants and the maximum rents that may be charged to tenants, which will be recorded in senior position against Borrower’s interest in the Site. The Agreement Containing Covenants will require Housing Authority approvals of the housing management company and the management plans relating to the management and operation of the Project and will set forth the Borrower’s compliance reporting obligations.

24. The Borrower will cooperate with the Housing Authority by providing preliminary title reports, market studies, soils reports, surveys, phase I environmental report and additional information and data relating to the Site, the Project, the proposed financing o r the Borrower, as the Housing Authority may reasonably request.

25. The Borrower must indemnify and hold the Housing Authority harmless for any costs relating to haz ardous materials affecting the S ite. Notwithstanding the foregoing, Developer shall have no ob ligation to indemnify an Indemnified Party for loss, liability, claims, damages and expenses arising from Developer’s mere discovery of hazardous substances already present on the Site prior to the commencement of this financing commitment, so long as Deve loper has not contributed to the placement, release or migration of such pre -existing hazardous substances. Indemnified Party shall mean the Glendale Housing Authority, the City of Glendale, and their respective officers, employees, attorneys, agents, insurers and volunteers. Prior to the closing, Borrower must submit to the Housing Authority a Phase 1 Environmental Site Assessment. Borrower will conduct such additional environmental testing as may be necessary to determine that hazardous materials are not present on the S ite, or that any hazardous materials o n the S ite may be remediated without adversely af fecting the feasibility of the P roject. The Borrower must execute an environmental indemnity in favor of the Housing Authority similar to the form of environmental indemnity used in other Housing Authority transactions. 30 of 61

Mr. Welton Jordan
January 30, 2024

Page 7 ends

26. Borrower must submit for Housing Authority approval all applicable corporate and partnership or limited liability formation documents, agreements with the tax credit investor, evidence of good standing, and authorizing resolutions.

27. Borrower must obtain and maintain policies of insurance in the form and in the amounts required by the Housing Authority, not including earthquake insurance, naming the Housing Authority as an additional insured or loss payee, as applicable, and meeting the insurance requirements customarily included in Housing Authority loan agreements.

28. Prior to closing of construction financing, the Borrower must obtain and submit evidence of insurance, additional insured and lo ss payee endorsements, evidence of financing commitments, copies of construction loan documents and such other documentation as required by the loan agreement.

[Remainder of this page intentionally left blank]
31 of 61

Mr. Welton Jordan
January 30, 2024

Page 8 ends

If you have any questions, please do not hesitate to call Mike Fortney at 818-548-3723. Please acknowledge your consent to the foregoing terms and conditions by signing and returning a copy of this letter.

Sincerely,

GLENDALE HOUSING AUTHORITY

By:______________________
Roubik R. Golanian, P.E.

Executive Director

APPROVED AS TO FORM AND LEGALITY:

MICHAEL J. GARCIA, CITY ATTORNEY
General Counsel to the Authority

By: ______________________________
Michael J. Garcia

KANE, BALLMER & BERKMAN
Special Counsel to the Authority

By: ___________________________
Susan Apy

32 of 61

Mr. Welton Jordan
January 30, 2024

Page 9 ends

EAH INC hereby acknowledges and consents to all of the terms and conditions set forth in this letter.

EAH INC
a California nonprofit public benefit corporation

Dated:______________ By:_____________________________ Welton Jordan, Chief Real Estate Development Officer

33 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)

Page 1 ends

EXHIBIT 3

LEASE OPTION

THIS LEASE OPTION (“Option”) is made this 30th day of January, 2024, by and between THE HOUSING AUTHORITY OF THE CITY OF GLENDALE, a public body, corporate and politic (“Lessor”) on the one hand, and EAH, a California nonprofit public benefit corporation (“ Lessee”), on the other hand.

In consideration of the payment by Lessee to Lessor of the sum of One Dollar ($1.00), the receipt and sufficiency of which is acknowledged by Lessor, and other good and valuable consideration, Lessor grants to Lessee an option to lease the real property described on Exhibit “A” attached hereto (“Property”), on the terms and conditions set forth herein and in the loan commitment letter between Lessor (“ Housing Authority ” therein) and Lessee (“ Borrower” therein) of approximately even date herewith (“Loan Commitment”), which is incorporated into this Option by reference.

1. Term of Option

The term of the Option (“Option Term”) shall commence on the date hereof and shall expire at 5:00 p.m. PST on December 31, 2024.

2. Manner of Exercising Option

Provided Lessee is not in default under any term or provision of this Option and provided further that Lessor and Lessee (or a limited partnership formed by Lessee and approved by Lessor) have entered into an Affordable Housing Agreement for the Property (“ AHA”) specifying the terms of the development and use of the Property and Lessee has satisfied, or Lessor has waived, the conditions precedent to execution of the Ground Lease set forth in the AHA, the Option may be exercised by Lessee delivering to Lessor, prior to the expiration of the Option Term, written notice of such exercise.

3. Lease Term

The term of the Lease will be for 55 years from the date of recordation of the regulatory agreement by Lessee in favor of the California Tax Credit Allocation Committee (“TCAC”), or such longer period as mutually agreed upon by the Lessor and Lessee and required by the tax credit investor, upon terms and conditions approved by the Housing Authority.

34 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)

Page 2 ends

EXHIBIT 3

4. Rent Amount

The fully capitalized value of the annual rent for the Property will be Eleven Million Nine Hundred Thousand Dollars ($11,900,000), which will be paid in the form of a promissory note from Lessee to Lessor (“Authority Note”) upon the terms set forth in the AHA.

5. Escrow

Within five (5) business days (excluding weekends and California state holidays) following Lessee’s exercise of this Option pursuant to Paragraph 2, the parties will execute escrow instructions for the lease of the Property at a mutually acceptable licensed escrow company (“Escrow Agent”) upon the following terms and conditions:

(a) The escrow will be for a period of thirty (30) days, or such longer period as mutually agreed in writing by Lessor and Lessee;

(b) Lessee will have delivered to Lessor or the Escrow Agency the Authority Note and all documents related thereto, duly executed and acknowledged;

(c) Lessee will pay the premium for Lessor’s ALTA policy of lender’s title insurance with an endorsement to make the policy applicable to a leasehold estate, subject only to those matters approved by Lessor.

(d) Lessee will pay recording charges and all of the escrow charges.

(e) Lessor and Lessee will deposit an executed memorandum of lease in escrow for recording at the close of escrow.

(f) Possession will be given to Lessee at the close of escrow.

(g) Taxes and assessments will be prorated to the close of escrow.

(h) Close of escrow will be subject to Lessee ’s satisfaction, or Lessor ’s waiver, of the closing conditions set forth in the AHA.

6. Tax Credits

Lessee represents that it will submit an application for an allocation of 9% Low Income Housing Tax Credits from TCAC. It will be a condition of exercise of this Option by Lessee that prior to the exercise of this Option, Lessee will demonstrate to Lessor that it has in place all financing commitments necessary for the development of the Property upon the terms and conditions mutually 35 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)

Page 3 ends

EXHIBIT 3
agreed upon by Lessor and Lessee, and that the funding will close concurrently with the exercise of this Option. If the funding fails to close by the expiration of the Option T erm, this Option will thereupon be null and void.

7. Ground Lease

Following satisfaction by Lessee, unless waived by Lessor, of the conditions precedent to execution of the Ground Lease set forth in the AHA and upon Lessee’s exercise of this Option, Lessor and Lessee will execute a Ground Lease for the Property. The final form of the Ground Lease will be subject to the discretionary approval of Lessor and will include all provisions and attachments customarily included in Housing Authority ground lease agreements.

8. Notice

All notices or communications hereunder shall be sent by U.S. Mail, postage prepaid, registered or certified, return receipt requested, addressed as follows:

Lessor: Housing Authority of the City of Glendale
141 N. Glendale Avenue, Suite 202
Glendale, California 91206
Attn: Executive Director

Lessee: EAH INC
22 Pelican Way
San Rafael, CA 94901
Attn: Welton Jordan, Chief Real Estate Development Officer

No notice of exercise of Option shall be of any force or effect unless actually received by Lessor prior to the expiration of the Option Term at the foregoing address during regular business hours.

9. Right to Enter

During the Option Term, Lessee and its designated agents and independent contractors will have the right to enter upon the Property, subject to and conditioned upon the terms and conditions of the Right of Entry Agreement between Lessor and Lessee dated as of October 16, 2023.

10. Failure to Exercise Option

It is agreed that time is of the essence of this Option. If the Option is not exercised in the manner provided in Paragraph 2 prior to the expiration of the Option Term, Lessee will have no interest 36 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)

Page 4 ends

EXHIBIT 3
whatsoever in the Property and Lessee agrees to deliver to Lessor the results of all soil tests, engineering and marketing studies undertaken by Lessee.

11. Commissions

Lessor and Lessee each represent to the other that they have not entered into any agreement or incurred any obligation which might result in the obligation to pay a sales, leasing, or brokerage commission on this transaction.

12. California Law to Apply

This Option will be governed by the internal laws of the State of California, without reference to the principles relating to conflicts of laws, and any question arising hereunder shall be construed or determined according to California law.

13. Assignment

It is anticipated that, to effectuate the purposes of the Loan Commitment and the AHA, Lessee will form a limited partnership approved by Lessor, in which case, Lessee may assign this Option to such limited partnership. This Option may not be assigned by Lessee to any other entity without Lessor's prior written consent.

14. Attorneys’ Fees

In the event of any legal action hereunder, the prevailing party will be entitled to reasonable attorneys’ fees and costs as the court may determine.

15. Entire Agreement

This Lease Option and the Loan Commitment contain the entire agreement between the parties respecting the matters set forth herein, and no prior agreement or understanding pertaining to any such matter shall be effective for any purpose.

[Remainder of This Page Intentionally Left Blank; Signatures on Following Pages]

37 of 61

Lease Option
(426 Piedmont Avenue
and 507 Naranja Drive)
Page S-2
EXHIBIT 3
IN WITNESS WHEREOF, the parties have entered into this Option effective as of the date first set forth above.

LESSOR:

HOUSING AUTHORITY OF THE CITY OF
GLENDALE, a public body, corporate and politic

By:_____________________________
Roubik R. Golanian, P.E.

Executive Director

APPROVED AS TO FORM AND LEGALITY:

Michael Garcia, City Attorney
General Counsel to the Authority

By:________________________________
Michael J. Garcia

APPROVED AS TO FORM AND LEGALITY:

KANE, BALLMER & BERKMAN
Special Counsel to the Housing Authority

By: ___________________________
Susan Apy

[Signatures Continue on Following Page]

38 of 61

Lease Option
(426 Piedmont Avenue
and 507 Naranja Drive)
Page S-2
EXHIBIT 3

LESSEE:

EAH Inc., a California nonprofit public benefit corporation

By: ________________________________
Welton Jordan,
Chief Real Estate Development Officer
39 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)
Exhibit A - Legal Description

Page 1 of 3 ends

EXHIBIT 3

EXHIBIT A

LEGAL DESCRIPTION

All that certain real property situated in the County of Los Angeles, State of California, described as follows:

PARCEL 1:

LOT 17 OF TRACT NO. 1026, IN THE CITY OF GLENDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGES 70 AND 71 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

PARCEL 1A:

THAT PORTION OF LOT 16 OF TRACT NO. 1026, IN THE CITY OF GLENDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGES 70 AND 71 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 16; THENCE, EAST ALONG THE NORTHERLY LINE OF SAID LOT 16, 130.31 FEET; THENCE, SOUTH PARALLEL WITH THE EASTERLY LINE OF SAID LOT 16 TO INTERSECTION WITH THE SOUTH LINE OF SAID LOT 16; THENCE,
WEST ALONG THE SOUTHERLY LINE OF SAID LOT TO THE WESTERLY LINE THEREOF;

THENCE,
NORTHERLY ALONG THE WESTERLY LINE OF SAID LOT 16 TO THE POINT OF

BEGINNING,
PARCEL 1B:

LOT 16 OF TRACT NO. 1026, IN THE CITY OF GLENDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGES 70 AND 71 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

EXCEPT THEREFROM THAT PORTION THEREOF LYING WEST OF A LINE DESCRIBED AS FOLLOWS:
40 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)
Exhibit A - Legal Description

Page 2 of 3 ends

EXHIBIT 3
BEGINNING AT A POINT IN THE NORTH LINE OF SAID LOT 16 THAT IS DISTANT THEREON, 130.31 FEET EASTERLY FROM THE NORTHWEST CORNER THEREOF;

THENCE,
SOUTH PARALLEL WITH THE E AST LINE OF SAID LOT 16 OF THE SOUTH LINE THEREOF.

PARCEL 1C:

THAT PORTION OF LOT 15 OF TRACT NO. 1026, IN THE CITY OF GLENDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGES 70 AND 71 OF MAPS, IN THE OFFICE OF THE COUNT Y RECORDER OF SAID COUNTY.

DESCRIBED AS FOLLOWS:

BEGINNING AT THE MOST WESTERLY CORNER OF SAID LOT 15; THENCE, NORTHERLY ALONG THE WESTERLY LINE OF SAID LOT 15, BEING A CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 178.00 FEET, A DISTANCE OF 50.00 FEET TO THE NORTHWEST CORNER THEREOF; THENCE,
NORTH 77° 30' 30" EAST ALONG THE NORTHWESTERLY LINE OF SAID LOT 15, A DISTANCE OF 122.74 FEET TO THE NORTHWEST CORNER OF THE LAND DESCRIBED IN DEED TO RYLAND SIZER AND WIFE, RECORDED AUGUST 3, 1948, BOOK 27898, PAGE 185 OF OFFICIAL RECORDS OF SAID COUNTY, THENCE,

SOUTHERLY ALONG THE WESTERLY LINE OF SAID LAND OF RYLAND AND PARALLEL WITH THE EASTERLY LINE OF SAID LOT 15, A DISTANCE OF 26.76 FEET TO A LINE PARALLEL WITH AND DISTANCE 50.00 FEET NORTHERLY THEREON, MEASUR ED ALONG SAID EASTERLY LINE OF SAID LOT 15; FROM THE SOUTHERLY LINE OF SAID LOT 15; THENCE,

EASTERLY ALONG LAST MENTIONED PARALLEL LINE TO THE NORTHWEST CORNER

OF THE LAND DESCRIBED IN DEED TO ARTHUR P, HAASCH AND WIFE, RECORDED JULY 29, 1948, BOOK 27837, PAGE 246 OF OFFICIAL RECORDS; THENCE, SOUTHERLY PARALLEL WITH SAID EASTERLY LINE OF SAID LOT 15, TO A POINT IN SAID SOUTHERLY LINE OF SAID LOT 15 DISTANCE WESTERLY THEREON 89.70 FEET FROM THE SOUTHEAST CORNER THEREOF; THENCE,
41 of 61

Lease Option
(426 Piedmont Avenue and 507 Naranja Drive)
Exhibit A - Legal Description

Page 3 of 3 ends

EXHIBIT 3
WESTERLY ALONG SAID SOUTHERLY LINE OF SAID LOT 15, A DISTANCE OF 140.61 FEET TO THE POINT OF BEGINNING.

PARCEL 2:

THE EASTERLY 89.70 FEET MEASURED ALON G THE SOUTHERLY LINE OF THE SOUTHERLY 50 FEET MEASURED ON THE EASTERLY LINE OF LOT 15 OF TRACT NO. 1026, IN THE CITY OF GLENDALE, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 17, PAGES 70 AND 71 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

Assessor’s Parcel Numbers: 5645-007-903 and 5645-007-902

42 of 61

Cooperation Agreement
(PLHA Funds)

Page 1 of 3 ends

COOPERATION AGREEMENT

FOR ADMINISTRATION OF PLHA PROGRAM FUNDS
THIS COOPERATION AGREEMENT (this “Agreement”) is entered into this _______ day of _____________, 2024, by and between the HOUSING AUTHORITY OF THE CITY OF GLENDALE, a public body, corporate and politic (the “Authority”), and the CITY OF GLENDALE, a charter city of the State of California (the “City”), with reference to the following facts:

A. Chapter 364, Statutes of 2017 (SB 2, Atkins “SB 2”) was part of a 15 -bill housing package aimed at addressing California’s housing shortage and high housing costs. Specifically, it established the Building Homes and Jobs Act (California Health and Safety Code section 50470 et seq.) which created the Building Homes and Jobs Trust Fund and establishes a permanent source of funding intended to increase the affordable housing stock in California. The revenue from SB 2 will vary from year to year, as revenue is dependent on real estate transactions with fluctuating activity.

The legislation directs the California Department of Housing and Community Development (“HCD”), beginning in calendar year 2019, to provide financial assistance to local governments for eligible housing-related projects and programs to assist in addressing the unmet housing needs of their local communities. The program is referred to as the Permanent Local Housing Allocation (“PLHA”) Program.

B. Pursuant to the PLHA Program, the City has received from HCD a current allocation of PLHA Program funds in the amount of $3,697,671 and will receive future allocations of PLHA Program funds from time to time in accordance with SB 2 (the “PLHA Funds”).

C. PLHA Funds are governed by the Building Homes and Jobs Act (California Health and Safety Code section 50470 et seq.) (as the same may be amended or modified from time to time), the Permanent Local Housing Allocation Final Guidelines dated October 2019 adopted by HCD with regard to the PLHA Program (as the same may be amended or modified from time to time), Standard Agreements entered into or to be entered between the City and HCD with respect to the PLHA Funds, and any future regulations and/or guidelines promulgated under Health and Safety Code Section 50470 et seq. (collectively, the “PLHA Rules”).

D. The Authority is the public entity that historically has been responsible for coordinating, administering, and implementing low and moderate income housing projects in the City of Glendale and is qualified and experienced to do so.

E. The Authority administers the City’s Affordable Housing Strategy and the City and the Authority mutually desire that the Authority also administer the PLHA Funds.

NOW, THEREFORE, the parties hereto do mutually agree as follows:

1. The Authority shall be respo nsible for administering the PLHA Funds. The Authority shall also be responsible for administering the reuse of funds that are received by the Authority in repayment of any PLHA Funds.

Exhibit 4
43 of 61

Cooperation Agreement
(PLHA Funds)

Page 2 of 3 ends

2. The City hereby delegates to the Authority such powers and functions of the City as are necessary or appropriate to the Authority’s exercise of the obligations set forth in Paragraph 1 of this Agreement.

3. The Authority shall carry out its obligations hereunder in accordance with the PLHA Rules and other applicable federal, sta te, and local laws and regulations. The Authority shall administer the PLHA Funds in a manner that furthers the objectives of the City’s Affordable Housing Strategy.

4. The Executive Director of the Authority or designee(s) is hereby authorized to execute such agreements, documents , and instruments as may be necessary or convenient to the Authority’s performance of its obligations hereunder, including but not limited to d raw requests for disbursements by HCD.

5. In contemplation of the provisions of California Government Code section 895.2 imposing certain tort liability jointly upon public entities solely by reason of such entities being parties to an agreement as defined by Government Code section 895, the parties hereto, as between themselves, pursuant to the authorization contained in Government Code sections 895.4 and 895.6, shall each assume the full liability imposed upon it, or any of its officers, agents or employees, by law for injury caused by negligent or wrongful acts or omissions occurring in the performance of this Agreement to the same extent that such liability would be imposed in the absence of Government Code section 895.2. To achieve the above -stated purpose, each party indemnifies, defends and holds harmless the other party for any liability, losses, cost or expenses that may be incurred by such other party solely by reason of Government Code section 895.2.

6. This Agreement may be executed in duplicate originals, each of which is deemed to be an original. This Agreement constitutes the entire understanding and agreement of the parties.

7. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties with respect to the subject matter of this Agreement.

8. This Agreement is intended solely for the benefit of the Authority and the City.

Notwithstanding any reference in this Agreement to persons or entities o ther than the Authority and the City, there shall be no third party beneficiaries under this Agreement.

9. All waivers of the provisions of this Agreement and all amendments to this Agreement must be in writing and signed by the authorized representatives of the parties.

10. If any term, provisions, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions shall continue in full force and effect unless the rights and obligations of the parties have been materially altered or abridged by such invalidation, voiding or unenforceability.

11. This Agreement shall be binding on and shall inure to the benefit of all successors and assigns of the parties, whether by agreement or operation of law. 44 of 61

Cooperation Agreement
(PLHA Funds)

Page 3 of 3 ends

IN WITNESS WHEREOF, Authority and City have signed this Agreement as of the dates set opposite their signatures.

THE HOUSING AUTHORITY OF THE

CITY OF GLENDALE, CALIFORNIA

Dated:_______________ By:_____________________________ Roubik Golanian
Executive Director

APPROVED AS TO FORM AND LEGALITY:

MICHAEL J. GARCIA, CITY ATTORNEY
General Counsel to the Authority

By:______________________________

APPROVED AS TO FORM:

KANE, BALLMER & BERKMAN
Special Counsel to the Authority

By: ______________________________
Susan Apy

CITY OF GLENDALE, CALIFORNIA

Dated:_______________ By:_____________________________ Roubik Golanian
City Manager

APPROVED AS TO FORM AND LEGALITY:

MICHAEL J. GARCIA, CITY ATTORNEY

By:______________________________

45 of 61

426 Piedmont Avenue & 507 Naranja Drive RFQ Campaign Finance Ordinance Disclosure

CAMPAIGN FINANCE ORDINANCE DISCLOSURE
City of Glendale
Disclosure - Campaign Finance Ordinance
In August 2011, City Council adopted Ordinance No. 5744, Campaign Finance Ordinance, which became effective on September 9, 2011 and amended it with Ordinance No. 5768 in February 2011. The Ordinance prohibits campaign contributions from parties who contract/subcontract with the City of Glendale (City), Glendale Redevelopment Agency (GRA), or the Housing Authority (HA) of the City of Glendale and prohibits Council Members from voting on matters pertaining to contracts with persons who have provided campaign contributions.

The Ordinance requires disclosure in staff reports providing the following information for the contractor and it’s subcontractor(s) receiving a contract, or a series or combination of contracts, from the City with a total value of $50,000 or more and $25,000 or more, respectively, in a fiscal year (July 1-June 30), excluding competitively bid contracts awarded to the lowest responsible Consultant:
• Name of the entity
• Name of the Chief Executive Officer/President
• Chief Operating Officer
• Chief Financial Officer
• Chairperson
• Any member of the board of directors
• Any person or entity that owns more than 10% of the contracting party or any subcontractor • Name of any campaign committee controlled or sponsored by the contracting party Please complete the following Information for contractors & subcontractors (including Consultants & Sub-consultants):

Contractor(s) *
Name Address
Full Name Title Business Address City State Zip
Chairperson
Chief Executive Officer/
President
Chief Operating Officer
Chief Financial Officer
Board of Directors
More than 10% interest owner
EAH Housing 22 Pelican Way, San Rafael, CA 94901
22 Pelican Way San Rafael CA 94901
22 Pelican Way
22 Pelican Way
22 Pelican Way
22 Pelican Way
San Rafael
San Rafael
San Rafael
San Rafael
CA
CA
CA
CA
94901
94901
94901
94901
Laura Hall
Welton Jordan
Catherine J. Macy
Linn Warren
See attached

Page 65 ends

5 | Conflict of Interest Declaration
Exhibit 5
46 of 61

426 Piedmont Avenue & 507 Naranja Drive RFQ Campaign Finance Ordinance Disclosure * For purposes of the Ordinance, the Contractor is any “person” who is the party or prospective party to the contract with the City, GRA or HA or any member of that party’s Board of Directors, its Chairperson, Chief Executive Office, Chief Financial Officer, Chief Operating Officer, any person with an ownership interest of more than ten percent (10%) in the party, and any campaign committee, that is sponsored or controlled by the party. Please disclose the name and addresses of these persons above.

Subcontractor(s) **
Name Address
Full Name Title Business Address City State Zip
Chairperson
Chief Executive Officer/President
Chief Operating Officer
Chief Financial Officer
Board of Directors
More than 10% interest owner
** “Subcontractor” means a person who has entered into a contract for the performance of all or a portion of the work undertaken under an agreement with an architect, design professional, engineer, or general or prime contract, usually by a general or prime contractor. For purposes of the “subcontractor”, “Person” includes the subcontracting party as well as any member of that party’s Board of Directors, its Chairperson, Chief Executive Office, Chief Financial Officer, Chief Operating Officer, any person with an ownership interest of more than ten percent (10%) in the party, and any campaign committee, that is sponsored or controlled by the party. Please disclose the names and addresses of these persons above.

Campaign Committee Controlled/Sponsored by
Title Business Address City State Zip
Certification
I hereby certify, on behalf of the above-named contractor, that the names of all “person” of the contractor and subcontractor under the contract are fully set forth above. I further acknowledge that the Consultant has a continuing obligation to update this disclosure form if the Consultant selects additional or substitute architects, design professionals, contractor or subcontractors within ten (10) days of the selection or change. I hereby certify that I have been legally authorized by the contractor to submit this disclosure form and certify to the content hereof.

Executed on at , California
Contractor’s Signature , Print Consultants’ Full Name
Contractor’s Address
Contractor’s Contact Phone Number Contractors’ E-mail Address Welton Jordan
22 Pelican Way, San Rafael, CA 94901
(415) 295-8876 [email protected]
San RafaelJune 22, 2023
5 | Conflict of Interest Declaration

Page 66 ends

47 of 61

426 Piedmont Avenue & 507 Naranja Drive RFQ

CERTIFICATION
On behalf of the above-named Contractor Subcontractor:
• I acknowledge that I have a continuing obligation to update this disclosure form if I substitute― or if I select additional― architects, design professionals, contractors, or subcontractors within ten (10) days of the selection or change; and
• I hereby certify that:
 I have identified all persons for which the Ordinance requires disclosure;  The information in this disclosure form (and any attachment to this form) is true, accurate, c orrect, and complete; and
 I have been legally authorized to submit this disclosure form.

In total, this disclosure form (including attachments) is pages.

Executed on: , 20 , at:
, California.

Signature: Print Full Name:

Address:

Phone Number: E-mail Address:

X
23 San Rafael
Welton Jordan
(415) 295-8876 Welton.Jordan@eahhous
ing.org
4 June 22
22 Pelican Way, San Rafael, CA 94901

Page 67 ends

5 | Conflict of Interest Declaration
48 of 61

CAL
IFORNIA 22 Pelican Way, San Rafael, CA 94901 | (415) 258-1800 | CA Lic. 853495 HAWAII 1001 Bishop Street, #2880, Honolulu, HI 96813 | (808) 523-8826 | HI Lic. RB-16985 www.EAHHousing.org
Expanding the range of opportunities for all by
developing, managing and promoting quality
affordable housing and diverse communities.

EAH INC.

OFFICERS:

L
inn Warren, Chair
Robert M. (Bob) Brown, Vice Chair
Paul Foster, Secretary/Treasurer
Laura Hall, Assistant Secretary and President & CEO
Cathy Macy, Assistant Secretary and CFO
Welton Jordan, Assistant Secretary and Chief Real Estate Development Officer David Egan, Assistant Secretary and Vice President Real Estate Development DIRECTORS:

B
arney Deasy (2024)
Robert M. (Bob) Brown (2024)
Pat Cashman (2023)
Paul S. Foster (2023)
Joseph F. Walsh (2024)
Linn Warren (2024)
Lucien P. Wong (2024)
5 | Conflict of Interest Declaration

Page 68 ends

49 of 61

• For purposes of the Ordinance, the Contractor is any "person' who is the party or prospective party to the contract with the City, GRA or HA or any member of that party's Board of Directors, its Chairperson, Chief Executive Office, Chief Financial Officer, Chief Operating Officer, any person with an ownership interest of more than ten percent (10%) in the party, and any campaign committee, that is sponsored or controlled by the party. Please disclose the name and addresses of these persons above.
s- ----··-·----· -
Name Address
J. S. Egan Design Inc. d.b.a EGAN SIMON ARCHITECTURE 7740 N. MANCHESTER AVE #205, PLAYA DEL REY, CA, 90293 Full Name Title Business Address Citv State Zio
Chairperson
JOHN EGAN Chief Executive Officer/President SEE ABOVE
Chief Operating Officer
Chief Financial Officer
Board of Directors
More than 10% interest owner
•• "Subcontractor" means a person who has entered into a contract for the performance of all or a portion of the work undertaken under an agreement with an architect, design professional, engineer, or general or prime contract, usually by a general or prime contractor. For purposes of the "subcontractor*, "Person" includes the subcontracting party as well as any member of that party's Board of Directors, its Chairperson, Chief Executive Office, Chief Financial Officer, Chief Operating Officer, any person with an ownership interest of more than ten percent (10%) in the party, and any campaign committee, that is sponsored or controlled by the party. Please disclose the names and addresses of these persons above.

Campaign Committee Controlled/Sponsored by ______ ___ __ _ Title Business Address C State Zl
Certification
I hereby certify, on behalf of the above-named contractor, that the names of all "person" of the contractor and subcontractor under the contract are fully set forth above. I further acknowledge that the Consultant has a continuing obligation to update this disclosure fonm if the Consultant selects additional or substitute architects, design professionals, contractor or subcontractors within ten (10) days of the selection or change. I hereby certify that I have been legally authorized by the contractor to submit this disclosure fonm and certify to the content hereof.

Executed on 7f--f at California
CootractoCs s;goaM�r ==:_ , Paot Coos"ltao�• F"IL Name __________________ _ Contractor's Address. _____________________________________________ _ Contractor's Contact Phone Number _____________ _ Contractors' E-mail Address, _____________ _ 426 Piedmont Avenue & 507 Naranja Drive RFO Campaign Finance Ordinance Disclosure June 6, 2023 7740 N. MANCHESTER AVE #205, PLAYA DEL REY

JOHN EGAN
7740 N. MANCHESTER AVE #205, PLAYA DEL REY, CA, 90293
(310)871-0962 [email protected]

Page 69 ends

50 of 61

CERTIFICATION
On behalf of the above-named D Contractor liZI Subcontractor:
• I acknowledge that I have a continuing obligation to update this disclosure form if I substitute- or if I select additional- architects, design professionals, contractors, or subcontractors within ten (10) days of the selection orchange;and
• I hereby certify that
• I have identified all persons for which the Ordinance requires disclosure; • The information in this disclosure form (and any attachment to this form) is true, accurate, correct, and complete; and
• I have been legally authorized to submit this disclosure form.

In total, this disclosure form (including attachments) is _3 ___ pages.

Address: 7740 N. MANCHESTER AVE #205, PLAYA DEL REY, CA, 90293 Print Full Name: JOHN EGAN
Phone Number: ..sl3"1-"0Jc.30"6-"7--'B-'-04'---------- E-mail Address: [email protected] 426 Piedmont Avenue & 507 Naranja Drive RFQ
7740 W Manchester Ave #205
5 | Conflict of Interest Declaration

Page 70 ends

51 of 61

Executed on at , California
Contractor’s Signature , Print Consultants’ Full Name
Contractor’s Address
Contractor’s Contact Phone Number Contractors’ E-mail Address 06/21/2023 Los Angeles
4940 Alminar Ave
213-392-0972 [email protected]
La Canada CA 91011
Jack Wickersham
Lynn Wickersham
Jack Wickersham 4940 Alminar Ave La canada CA 91011
4940 Alminar Ave La canada CA 91011

Page 71 ends

AMJ Construction Management
52 of 61

426 Piedmont Avenue & 507 Naranja Drive RFQ

In total, this disclosure form (including attachments) is pages.

Executed on: , 20 , at:
, California.

Signature: Print Full Name:

Address:

Phone Number: E-mail Address:
3 06/21/2023 23 Los Angeles
Jack Wickersham
4940 Alminar Ave La Canada, CA 91011
213-392-0972 [email protected]
5 | Conflict of Interest Declaration

Page 72 ends

53 of 61

Page 73 ends

54 of 61

5 | Conflict of Interest Declaration

Page 74 ends

55 of 61

Executed on at , California
Contractor’s Signature , Print Consultants’ Full Name
Contractor’s Address
Contractor’s Contact Phone Number Contractors’ E-mail Address June 20, 2023 Torrance
Partner Assessment Corporation dba Partner Energy
2154 Torrance Boulevard, Suite 200, Torrance, CA 90501
310-615-4500 [email protected]
Partner Assessment Corporation dba Partner Energy 2154 Torrance Boulevard, Suite 200, Torrance, CA 90501 Joseph P. Derhake /CEO
2154 Torrance Boulevard, Suite 200
Tony Liou - Partner Energy
Monique Burrola
Marc Goldberg 2154 Torrance Boulevard,Suite 200
Dana Derhake 2154 Torrance Boulevard,Suite 200
2154 Torrance Boulevard,Suite 200
2154 Torrance Boulevard,Suite 200 Torrance
Torrance
Torrance
Torrance
90501
90501
90501
90501
CA
CA
CA
CA
Torrance CA 90501

Page 75 ends

56 of 61

426 Piedmont Avenue & 507 Naranja Drive RFQ

In total, this disclosure form (including attachments) is pages.

Executed on: , 20 , at:
, California.

Signature: Print Full Name:

Address:

Phone Number: E-mail Address:
x
3 June 20 23 Torrance
Tony Liou
2154 Torrance Boulevard, Suite 200, Torrance, CA 90501
310-615-4500 [email protected]
5 | Conflict of Interest Declaration

Page 76 ends

57 of 61

Jo Ann Rayner 19012 Saddleback
Ridge Road
Santa Clarita CA 91351
June 16, 2023 Santa Clarita
Jo Ann Rayner
19012 Saddleback Ridge Road, Santa Clarita, CA 91351
(818) 731-9120 [email protected]

Page 77 ends

Vector Engineering
58 of 61

x
June 16 23 Santa Clarita
Jo Ann Rayner, President, Vector Engineering Group, Inc. 19012 Saddleback Ridge Road, Santa Clarita, CA 91351
(818) 731-9120 [email protected]
5 | Conflict of Interest Declaration

Page 78 ends

2 59 of 61

Page 79 ends

Hellman & Lober
60 of 61

5 | Conflict of Interest Declaration

Page 80 ends

61 of 61

Glendale City CouncilJanuary 30, 2024

Glendale City Council
January 30, 2024