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Attachment 2 - Informal Solicitation On-Call Financial RFQ and RFQs.pdf

Richmond City Council
November 1, 2022

Document
Attachment 2 - Informal Solicitation On-Call Financial RFQ and RFQs.pdf
Meeting
November 1, 2022
Body
Richmond City Council
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Text extracted from the city's file for reading and search. Open the original on pub-richmond.escribemeetings.com. That file is the official record.

1 Soco Montore
Subject: FW: Request For Quotes - On Call Financial and Economic Analyses Attachments: Housing On-Call Financial Support RFQ_Quotes - 9-8-2022.pdf

From: Jesus Morales
Sent: Thursday, September 8, 2022 3:52 PM
To: Jesus Morales <[email protected]>
Cc: Lina Velasco <[email protected]>
Subject: Request For Quotes ‐ On Call Financial and Economic Analyses

Dear Consultant,

Attached is a Request for Quotes (RFQ) for On Call Financial and Economic Analyses services for the City of Richmond regarding proposed developments the city is currently reviewing. Please review the attached RFQ and provide the information requested therein. We acknowledge that the timeline is abbreviated however the city requires timely services and needs to get a financial services consultant onboard as soon as possible.

Email me with any questions you have.

Thank You,

Jesus M. Morales, Housing Manager
C I T Y O F R I C H M O N D |Housing Division
450 Civic Center Plaza, 2nd Floor | Richmond, CA 94804
[email protected]
Phone: 510-620-6649

/\' •• • ;\ CITY OF
fC//^l6{^^f C A L I F 0 Rv- y / \ i c^y^vyf^yvci CALIFORNIA

COMMUNITY DEVELOPMENT DEPARTMENT
Housmo DIVISION

REQUEST FOR QUOTES (RFQ)

ON-CALL FINANCIAL AND ECONOMIC ANALYSES
Today's Date: September 8, 2022
Closing Date and Time: Friday, September 16, 2022,
by 5:00 PM PST
Email Submittal Jesus Morales(a)ci.richmond.ca.us
Contact Person: Jesus M. Morales
Jesus [email protected]

1. Scope of Work
The Housing Division of the Community Development Department of the City of Richmond is seeking a financial services consultant (Consultant) on a fee-based basis that can provide timely on-call financial and economic analyses related to real property negotiations. The City reserves the right to make changes to the Scope of Work as needed. Services that will be provided include, but are not limited to the following:
• Provide professional financial services to assist the City in developing economic analyses on an on-call basis related to real property negotiations. • Financial review and analysis of developer proforma statements to ascertain the accuracy and feasibility of the financial model to construct, sell and or rent proposed mixed use, mixed income, market rate, and affordable housing developments.
• Make recommendations on restructuring the proposed financial model if needed and provide alternative financing resources to develop the proposed project. • Support staff in meetings with developers to present city's concerns and answer questions regarding financial and proforma shortfalls.
• Respond to City staff inquiries on matters of financial and economic analyses and impacts on City resources from proposed development projects. • Attend meetings of the City and its staff on an as-needed basis and make presentations to the City Council as needed.

When the City determines specific services that are required, the Consultants) shall prepare a scope of work and budget proposal based on staffing needs and the tasks required. Negotiations will take place and a task order will be created with the negotiated scope and budget.

2. Qualifications and References
The information requested in this section should describe the qualifications of the firm, key staff, and sub-contractors performing projects within the past five years that are similar in size and scope to demonstrate competence to perform these services. Such information shall include:
• Names of key staff that participated on named projects and their specific responsibilities with respect to this scope of service
City of Richmond September 8, 2022
Request for Quotes (RFQ) On Call Financial and Economic Analyses 1 of 6 • A summary of your firm's demonstrated capability, including length of time that your firm has provided the services being requested in this Request for Quotes. • Provide at least three (3) references that received similar services from your firm. • The City of Richmond reserves the right to contact any of the organizations or individuals listed. Information provided shall include:
• Client Name and contact info
o Telephone & e-mail address
o Address
• Description of services provided including contract amount • Project start and end dates

3. Cost Information
A cost breakdown shall be provided identifying: (1) the hourly billing rates for each professional and administrative staff person who will be committed to this Project, including the direct and indirect labor expenses; and (2) sub-consultant services, if needed. The City anticipates awarding one contract in amount not to exceed $25,000.

4. Submission of Proposals
Please submit proposals with all requested information via email to Jesus MoralesOi.ci.richmond.ca.us.JThe proposal must be received no later than 5:00 p.m., local time, on Friday, September 16, 2022. Late submittals will not be accepted.

PROPOSAL EVALUATION AND SELECTION PROCESS
The criteria upon which the evaluation of the proposals will be based include, but are not limited to, the following:

Experience/Past Performance/References - 40%
Consideration will be given based upon the firm's experience, years in business, past and current client references; technical expertise and professional competence in areas directly related to this RFQ; number of years of experience in performing similar work.

Proposer Qualifications - 40%
City of Richmond September 8, 2022
Request for Quotes (RFQ) On Call Fmancial and Economic Analyses 2 of 6 This category will evaluate the respondent's ability to take upon itself the responsibilities set forth in the Scope of Services and produce the required outcome in a timely manner.

Consideration will be given for the overall quality of the proposal, including a demonstrated understanding of the purpose, scope, and objective of the services to be performed. It is the intention of the City of Richmond to award a contract to the Respondent who furnishes satisfactory evidence that the Respondent has the requisite experience and ability to enable the Respondent to execute the work successfully and properly, and to complete services in a timely manner. To determine the degree of responsibility to be credited to the Respondent, the City of Richmond will weigh the evidence that the Respondent has performed satisfactorily other contracts of like nature, magnitude and comparable difficulty and comparable rates of progress.

Cost Proposal - 20%
This category evaluates the staff hourly rate quoted, for the services outlined in Section 1, Scope of Services. The city at its discretion, will determine which proposal provides the best overall value to the city.

Inquiries
Respondents are encouraged to promptly notify the City of any apparent major inconsistencies, problems, or ambiguities in this RFQ. Any requests for clarification or other questions concerning this RFQ must be submitted in writing via email to Jesus Morales at iesus [email protected].

City Disclaimer
The City reserves the right to reject any or all the Proposals, to waive any informality in any Proposal, and to select the Proposals that best meet the City needs. The City also reserves the right to reduce or revise elements of the scope of services, or to amend or modify the contractual requirements, or to negotiate with any qualified consultant.

No representation is made that any contract will be awarded pursuant to this RFQ. In no way shall a contract be viewed as exclusive. The City reserves the right to retain additional consultants as necessary. All costs incurred in the preparation of the qualification, in the submissions of additional information and/or in any other aspect of qualification prior to the award of a written contract will be borne by the proposed firm.

All qualifications submitted to the City in response to this RFQ will become the property of the City of Richmond and will not be returned. The "technical" portion of the Proposal will be considered public information.

City of Richmond September 8, 2022
Request for Quotes (RFQ) On Call Financial and Economic Analyses 3 of 6 Comments/Questions on the City Standard Service Provider Agreement The City's standard service provider agreement, which the Consultant Team will be required to sign, is attached for your consideration (see Exhibit A).

The proposer shall state whether it takes exception(s) to this RFQ, including but not limited to the City of Richmond's Standard Services Agreement (Exhibit A). If the proposer does take exception(s) to any portion of the RFQ or contract, the specific portion to which exception(s) is taken must be identified by section number and explained. Requests for changes, additions or requesting deletion of specific words and/or by providing new requested contract language shall be provided. Requests for complete replacement of the City of Richmond's Standard Services Agreement for another contract will not be considered. Failure to make exceptions to the RFQ or Standard Services Agreement within the proposal will be deemed a waiver of any objection. Exceptions will be considered during the proposal evaluation process and are not guaranteed to be approved.

Insurance Requirements
The City requires consultants doing business with it to obtain insurance, as shown in RFQ (see Exhibit B). The required insurance certificates must comply with all requirements of the standards as shown and must be provided within fifteen (15) days of issuance of the Notice of Intent to Award and prior to the commencement of any work on the project.

Business Licenses
The successful Contractor and all subcontractors used in the work will be required to hold or obtain a City of Richmond business license for which the fee will not be waived.

Sanctuary City Contracting Ordinance (SCCO)
The Richmond Sanctuary City Contracting Ordinance No. 12-18 N.S. (Exhibit C) prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security ("ICE").

Bidders/Proposers must submit the attached Sanctuary City Compliance Statement with their Bid or Proposal/Qualifications (Exhibit D).

Limited Liability Companies Disclosure Statement (LLCS) Resolution No. 86-21, approved by City Council on July 6, 2021, requires disclosure of the identities of beneficial & responsible owners of Limited Liability Corporations (LLC) City of Richmond September 8, 2022
Request for Quotes (RFQ) On Call Financial and Economic Analyses 4 of 6 (Exhibit E). Bidders/Proposers must submit the attached Disclosure Statement of Limited Liability Companies Form with their Bid or Proposal (Exhibit F).

Exhibits
Exhibit A: City's Standard Service Provider Agreement
Exhibit B: Insurance Requirements
Exhibit C: Richmond Sanctuary City Contracting Ordinance No. 12-18 N.S.

Exhibit D: Sanctuary City Compliance Statement
Exhibit E: Limited Liability Corporations (LLC), Resolution No. 86-21 Exhibit F: Disclosure Statement of Limited Liability Companies Form City of Richmond September 8, 2022
Request for Quotes (RFQ) On Call Financial and Economic Analyses 5 of 6

CITY OF RICHMOND

STANDARD CONTRACT
Department:

Project Manager E-mail:

PR No: Vendor No:

Project Manager:

Project Manager Phone No:

P.O./Contract No:

Description of Services:

The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond (herein referred to as the "City") and the following named Contractor:

Company Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone:

Business License No:

Email:
/ Expiration Date:

A California |1 corporation, Q limited liability corporation || general partnership, [_] limited partnership, Q individual, || non-profit corporation, II individualdba as [specify:]_
II other [specify:]

2. Term. The effective date of this Contract is and it
terminates unless terminated as provided herein.

3. Payment Limit. City's total payments to Contractor under this Contract shall not exceed $ . City shall not pay for services that exceed
the Contract Payment Limit unless a contract amendment has been approved by the City Council or City Manager.

4. Contractor's Obligations. Contractor shall provide those services and carry out that work described in the Service Plan (Exhibit A) which is attached hereto and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

5. City's Obligations. City shall make to the Contractor those payments described in the Payment Provisions (Exhibit B) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C) which are attached hereto and are incorporated herein by reference.

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any) which are attached hereto and are incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein. (Note:
other than Public Works contracts, the City will agree to Special Conditions only in unusual circumstances.)

9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F) which are attached hereto and are incorporated herein by reference.

10. Signatures. These signatures attest the parties' Contract hereto:

CITY OF RICHMOND CONTRACTOR:
a municipal corporation
By:

Title:

I hereby certify that this Contract
has been approved by City Council.

By:
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)
By:

Title:

Date Signed:

City Clerk
Approved as to form:

By:
(* The Corporation Chief Financial Officer,
Secretary or Assistant Secretary should sign below)
By:.

Title:_
City Attorney^
Date Signed:.

LIST OF ATTACHMENTS:

Service Plan
Payment Provisions
Authorized Representatives and Notices
General Conditions
Special Conditions
Insurance Provisions
Standard Contract/EJ/TE 9-26-07
(NOTE: Pursuant to California Corporations
Code Section 313, if Contractor is a corporation
or nonprofit organization, this Contract (1) must
be signed by (a) the Chairperson of the Board,
President or Vice-President and (b) the
Secretary any Assistant Secretary, the Chief
Financial Officer or any Assistant Treasurer.

Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Exhibit F
For the Contract between the City of
Richmond and

EXHIBIT A

SERVICE PLAN
Contractor shall, to the satisfaction of the _, perform the following services and be compensated as outlined below:

For the Contract between the City of
Richmond and

EXHIBIT B

PAYMENT PROVISIONS
{PLEASE NOTE THAT THE CITY OF RICHMOND SHALL NOT PAY FOR SERVICES

THAT EXCEED THE CONTRACT PAYMENT LIMIT UNLESS A CONTRACT

AMENDMENT HAS BEEN APPROVED BY THE CITY COUNCIL OR THE CITY MANAGER}

1. Provided Contractor is not in default under this Contract, Contractor shall be compensated as provided below.

2. Any and all payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel etc). Invoices, shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request.

3. Contractor shall submit timely invoices to the following address:

Attention: City of Richmond, Finance Department - Accounts Payable Project Manager:_ Department^
PO Box 4046
Richmond, CA 94804-0046

4. All invoices that are submitted by Contractor shall be subject to the approval of the City's Project Manager, _ before payments shall be authorized.

5. The City will pay invoice(s) within 45 days after completion of services to the City's satisfaction. The City shall not pay late fees or interest.

6. A Richmond business license shall be obtained before any payment under this Contract shall be authorized and the business license must be kept current during the term of this Contract for payments to continue to be authorized.

7. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract shall be executed by the City. The insurance coverage must be kept current during the term of this Contract for payments to continue to be authorized.

For the Contract between the City of
Richmond and

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. Notices. All notices, demands, statements, or communications provided for by this Contract shall be in writing and may be delivered by deposit in the United States mail, postage prepaid. Notices to the City shall be addressed to the Department Head and (as delineated below in section 1.1) to the project manager responsible for the administration of or the supervision of the scope of work under this Contract. Notices to the Contractor shall be addressed to the party designated by Contractor (as delineated below in section 1.2). Notice shall be deemed delivered (a) upon personal delivery; (b) as of the fifth business day after mailing by United States certified mail, postage prepaid, addressed to the proper party; or (c) as of 12:00 p.m. on the second business day immediately after the day it is deposited with and accepted by Federal Express, or a similar overnight courier service, addressed to the proper party and marked for next business day morning delivery. For the purposes of this Contract, a "business day" means any day Monday through Friday that is not a holiday recognized by the federal government or the State of California.

1. 1 CITY hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

City of Richmond
Richmond, CA 94804-0046

1. 2 CONTRACTOR hereby designates as its Authorized Representative the Project Manager whose name and address are as follows:

EXHIBIT D

GENERAL CONDITIONS

1. Independent Contractor. Contractor acknowledges, represents and warrants that Contractor is not a regular or temporary employee, joint venturer or partner of the City, but rather an independent Contractor. This Contract shall not be construed to create an agency, servant, employee, partnership, or joint venture relationship. As an independent Contractor, Contractor shall have no authority to bind City to any obligation or to act as City's agent except as expressly provided herein. Due to the independent Contractor relationship created by this Contract, City shall not withhold state or federal income taxes, the reporting of which shall be Contractor's sole responsibility.

2. Brokers. Contractor acknowledges, represents and warrants that Contractor has not hired, retained or agreed to pay any entity or person any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Contract.

3. City Property. The rights to applicable plans, drawings, reports, calculations, data, specifications, videos, graphics or other materials prepared for or obtained pursuant to this Contract, which, upon request, are to be delivered to City within a reasonable time, shall be deemed assigned to City. If applicable, Contractor shall prepare check prints upon request. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 15 below, indemnify, defend and hold harmless City from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

4. Patents, Trademarks, Copyrights and Rights in Data. Contractor shall not publish or transfer any materials, discoveries, developments, concepts, designs, ideas, know how, improvements, inventions and/or original works of authorship resulting from activities supported by this Contract without the express prior written consent of the City Manager. If anything resulting from activities supported by this Contract is patentable, trademarkable, copyrightable or otherwise legally protectable, City reserves the exclusive right to seek such intellectual property rights. Notwithstanding the foregoing, Contractor may, after receiving City's prior written consent, seek patent, trademark, copyright or other intellectual property rights on anything resulting from activities supported by this Contract. However, City reserves, and Contractor irrevocably grants, a nonexclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with the right to transfer, sublicense, practice and exploit said license and the right to make, have made, copy, modify, make derivative works of, use, sell, General Conditions/EJ/TE 01-19-11 1 Of 1 3
import, and otherwise distribute under all applicable intellectual properties without restriction of any kind said license.

Contractor further agrees to assist City, at City's expense, in every proper way to secure the City's rights in any patents, trademarks, copyrights or other intellectual property rights relating thereto, including the disclosure to City of all pertinent information and data with respect thereto. Contractor shall also assist City in the execution of all applications, specifications, oaths, assignments, recordations, and all other instruments which City shall deem necessary in order to apply for, obtain, maintain and transfer such rights, or if not transferable, to waive such rights. Contractor shall further assist City in the execution of all applications, specifications, oaths, assignments, recordations and all other instruments which City shall deem necessary in order to assign and convey to City, and any assigns and nominees the sole and exclusive right, title and interest in and to any patents, trademarks, copyrights or other intellectual property rights relating thereto. Contractor further agrees that its obligation to execute or cause to be executed, when it is in Contractor's power to do so, any such instruments or papers shall continue during and at all times after the end of Contractor's services and until the expiration of the last such intellectual property right. Contractor hereby irrevocably designates and appoints City, and its duly authorized officers, agents and servants, as its agent and attorney-in-fact, to act for and in its behalf and stead to execute and file any such applications and to do all other lawfully permitted acts to further the application for, prosecution, issuance, maintenance or transfer of letters of patents, copyright and other registrations. This power of attorney is coupled with an interest and shall not be affected by Contractor's subsequent incapacity.

5. Inspection. Contractor's performance, place of business and records pertaining to this Contract are subject to monitoring, inspection, review and audit by authorized representatives of the CITY, the State of California, and the United States Government.

If the project or services set forth in Exhibit A shall be performed on City or other public property, City shall have the right to inspect such work without notice. If such project or services shall not be performed on City or other public property, City shall have the right to inspect such work upon reasonable notice.

6. Services. The project or services set forth in Exhibit A shall be performed to the full satisfaction and approval of City. In the event that the project or services set forth in Exhibit A are also itemized by price, City, in its sole discretion, may, upon notice to Contractor, delete certain items or services set forth in Exhibit A, in which case there shall be a corresponding reduction in the amount of compensation paid to Contractor.

General Conditions/EJ/TE 01-19-11 2 Of 1 3
Contractor shall, at its own cost and expense, furnish all facilities and equipment necessary for Contractor to complete the project or perform the services required herein, unless otherwise provided in Exhibit A.

7. Records. Contractor shall keep and make available for inspection and copying by authorized representatives of the City, the State of California, and the United States Government, the Contractor's regular business records and such additional records pertaining to this Contract as may be required by the City.

Contractor shall retain all documents pertaining to this Contract for a period of five (5) years after this Contract's termination (or for any further period that is required by law) and until all Federal or State audits are complete and exceptions resolved for this contract's funding period. Upon request, CONTRACTOR shall make these records available to authorized representatives of the CITY, the State of California, and the United States Government.

Contractor shall keep full and detailed accounts, maintain records, and exercise such controls as may be necessary for proper financial management under this Contract. The Contractor's accounting and control systems shall be satisfactory to City. Contractor's accounting systems shall conform to generally accepted accounting principles and all records shall provide a breakdown of total costs charged under this Contract, including properly executed payrolls, time records, utility bills, invoices and vouchers. The City shall be afforded prompt access to Contractor's records, books, and Contractor shall preserve such project records for a period of at least five (5 years after the termination of this Contract, or for such longer period as may be required by law.

Contractor shall permit City and its authorized representatives and accountants to inspect, examine and copy Contractor's books, records, accounts, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to the project or services set forth in Exhibit A, and any and all data relevant to this Contract at any reasonable time for the purpose of auditing and verifying statements, invoices, or bills submitted by Contractor pursuant to this Contract and shall provide such assistance as may be reasonably required in the course of such inspection. Contractor shall also allow City access to the record keeping and accounting personnel of Contractor.

City further reserves the right to examine and re-examine said books, records, accounts, and data during the five (5 year period following the termination of this Contract; and Contractor shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, and data in any manner whatever for five (5 years after the termination of this Contract.

General Conditions/EJ/TE 01-19-11 3 Of 1 3
Pursuant to California Government Code § 10527, the parties to this Contract shall be subject to the examination and audit of representatives of the Auditor General of the State of California for a period of three (3) years after final payment under this Contract. The examination and audit shall be confined to those matters connected with the performance of this Contract including, but not limited to, the cost of administering this Contract.

8. Changes and Extra Work. All changes and/or extra work under this Contract shall be performed and paid for in accordance with the following:

Only the City Council or the City Manager may authorize extra and/or changed work. Contractor expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Contractor to secure the authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in contract price due to such unauthorized work and Contractor thereafter shall be entitled to no compensation whatsoever for performance of such extra and/or changed work.

If Contractor is of the opinion that any work which Contractor has been directed to perform is beyond the scope of this Contract and constitutes extra work, Contractor shall promptly notify City of the fact. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Contract and constitutes extra work. In the event that City determines that such work does constitute extra work, City shall provide extra compensation to Contractor on a fair and equitable basis. A change order or Contract Amendment providing for such compensation for extra work shall be negotiated between City and Contractor and executed by Contractor and the appropriate City official.

In the event City determines that such work does not constitute extra work, Contractor shall not be paid extra compensation above that provided herein and if such determination is made by City staff, said determination may be appealed to the City Council; provided, however, a written appeal must be submitted to the City Manager within five (5) days after the staffs determination is sent to Contractor. Said written appeal shall include a description of each and every ground upon which Contractor challenges the staffs determination.

9. Additional Assistance. If this Contract requires Contractor to prepare plans and specifications, Contractor shall provide assistance as necessary to resolve any\ questions regarding such plans and specifications that may arise during the period of advertising for bids, and Contractor shall issue General Conditions/EJ/TE 01-19-11 4 Of 1 3
any necessary addenda to the plans and specifications as requested. In the event Contractor is of the opinion that City's requests for addenda and assistance is outside the scope of normal services, the parties shall proceed in accordance with the changes and extra work provisions of Section 8 of these General Conditions.

10. Professional Ability. Contractor acknowledges, represents and warrants that Contractor and its employees are skilled and able to competently provide the services hereunder, and possess all professional licenses, certifications, and approvals necessary to engage in their occupations.

City has relied upon the professional ability and training of Contractor as a material inducement to enter into this Contract. Contractor shall perform in accordance with generally accepted professional practices and standards of Contractor's profession. In the event that City, in its sole discretion, desires the removal of any person employed or retained by Contractor to perform services hereunder, such person shall be removed immediately upon receiving notice from City.
11 .Business License. Contractor shall obtain a Richmond Business License before performing any services required under this Contract. The failure to so obtain such license shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

12. Termination Without Default. Notwithstanding any provision herein to the contrary, City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder, immediately upon written notice to Contractor. Contractor may terminate this Contract at any time in its sole and absolute discretion and without cause upon 30 days' written notice to City. In the event of termination by either party, Contractor shall be compensated for: (1) all authorized work satisfactorily performed prior to the effective date of termination; (2) necessary materials or services of others ordered by Contractor for this Contract, prior to receipt of notice of termination, irrespective of whether such materials or services of others have actually been delivered, provided that Contractor is not able to cancel such orders. Compensation for Contractor in such event shall be determined by City in accordance with the percentage of the project or services completed by Contractor; and all of Contractor's finished or unfinished work product through the time of the City's last payment shall be transferred and assigned to City. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

General Conditions/EJ/TE 01-19-11 5 Of 1 3

13. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Section 12 of these General Conditions; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert: witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

14. Conflict of Interest. Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

15. Indemnification.
(a) If this Contract is a contract for design professional services subject to California Civil Code Section 2782.8(a) and Contractor is a design professional, as defined in California Civil Code Section 2782.8(b)(2), Contractor shall hold harmless, defend and indemnify the City, its officers, agents, employees, and volunteers from and against any and all claims, damages, losses, and expenses including attorneys' fees arising out of, or pertaining to, or relating to the negligence, recklessness, or willful misconduct of the Contractor, except where caused by the active negligence, sole negligence, or willful misconduct of the City. To the fullest extent permitted by law, Contractor shall immediately defend and indemnify the City and its officers, agents, employees, and volunteers from and against any and all liabilities, regardless of nature or type, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, or its employees, agents, or subcontractors.

Liabilities subject to the duties to defend and indemnify include, without limitation, any and all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses;defense costs, including but not limited to reasonable attorneys' fees; court costs; and costs of alternative dispute resolution. Contractor's obligation to General Conditions/EJ/TE 01-19-11 6 Of 1 3
indemnify applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of an indemnified party.
(b) If this Contract is not a contract for design professional services subject to California Civil Code Section 2782.8(a) or Contractor is not a design professional as defined in California Civil Code Section 2782.8(b)(2), Contractor shall indemnify, defend, and hold harmless the City, its officers, agents, employees and volunteers from any and all claims, suits, or actions of every name, kind and description, brought forth on account of injuries to or death of any person or damage to property arising from or connected with the willful misconduct, negligent acts, errors or omissions, ultra-hazardous activities, activities giving rise to strict liability, or defects in design by Contractor or any person directly or indirectly employed by, or acting as, the agent for Contractor in the performance of this Contract, including the concurrent or successive passive negligence of the City, its officers, agents, employees or volunteers.
(c) It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Contractor shall be obligated to defend, in all legal, equitable, administrative, or special proceedings, with counsel approved by the City, the City and its officers, agents, employees, and volunteers, immediately upon tender to Contractor of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the claim does not relieve Contractor from its separate and distinct obligation to defend under this Section 15. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes an obligation to provide independent counsel if Contractor asserts that liability is caused in whole, or in part, by the negligence or willful misconduct of an indemnified party. (d) The review, acceptance or approval of the Contractor's work or work product by any indemnified party shall not affect, relieve or reduce the Contractor's indemnification or defense obligations. This Section 15 survives completion of the services or the termination of this Contract.

The provisions of this Section 15 are not limited by, and do not affect, the provisions of this Contract relating to insurance.
(e) Acceptance of insurance certificates and endorsements required under this Contract does not relieve Contractor from liability under this Section

15. This Section 15 shall apply whether or not such insurance policies are determined to be applicable to any such damages or claims for damages.

16. Safety. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor shall perform all work hereunder in full compliance with applicable local, state and federal safety requirements including but not limited to Occupational Safety and Health Administration requirements, and shall assume sole and complete General Conditions/EJ/TE 01-19-11 7 Of 1 3
responsibility for the safety of Contractor's employees and any subcontractor's employees. If a death, serious personal injury or substantial property damage occurs in connection with the performance of this Contract, Contractor shall immediately notify the City by telephone.

17. Insurance. Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.

18. Non-Liabilitv of Officials and Employees of the Citv. No official or employee of the City shall be personally liable for any default or liability under this Contract.

19. Compliance with Laws. Contractor shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals, with respect to this Contract, including without limitation environmental laws, employment discrimination laws and prevailing wage laws. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50, 2.52, 2.56, and 2.60, if applicable.

Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor shall promptly provide to City documents and information verifying its compliance with the Living Wage Ordinance. Also as prescribed in § 2.60.070, Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance.

Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or subcontractor under a contract or subcontract with the City for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential subcontractor.

Contractor acknowledges that the City's Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City's website at
http://www.ci.richmond.ca.us/workDlacepolicies . Contractor agrees to abide by the terms and conditions of said policies.

20. Limitation^ uporLSubcontracting^md Assicinment. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated General Conditions/EJ/TE 01-19-11 8 Of 1 3
under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.

Contractor acknowledges that the services which Contractor shall provide under this Contract are unique, personal services which, except as otherwise provided herein, Contractor shall not assign or sublet to any other party without the prior written approval of City, which approval may be withheld in City's sole and absolute discretion. In the event that City, in writing, approves any assignment or subletting of this Contract or the retention of subcontractors by Contractor, Contractor shall provide to City upon request copies of each and every subcontract contract prior to the execution thereof by Contractor and subcontractor. Any assignment by Contractor of any or all of its rights under this Contract without first obtaining City's prior written consent shall be a default under this Contract.

The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership orjoint-venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.

21. Integration. This Contract constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes any previous oral or written agreement; provided, however, that correspondence or documents exchanged between Contractor and City may be used to assist in the interpretation of the Exhibits to this Contract.

22. Modifications and Amendments. This Contract may be modified or amended only by a change order or Contract Amendment executed by both parties and approved as to form by the City Attorney.

23.Conflictinci Provisions. In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Conditions as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.

24. Non-exclusivitv. Notwithstanding any provision herein to the contrary, the services provided by Contractor hereunder shall be non-exclusive, and General Conditions/EJ/TE 01-19-11 9 Of 1 3
City reserves the right to employ other Contractors in connection with the project.

25. Exhibits. All Exhibits hereto are made a part hereof and incorporated herein by reference; provided, however, that any language in Exhibit A which does not pertain to the project description, proposal, scope of services, or method of compensation (as applicable), or any corresponding responsibilities of City, shall be deemed extraneous to, and not a part of, this Contract.

26. Force Maieure. Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.

27. Time of the Essence. Time is of the essence of this Contract. Contractor and City agree that any time period set forth in Exhibit A represents their best estimates with respect to completion dates and both Contractor and City acknowledge that departures from the schedule may occur.

Therefore, both Contractor and City will use reasonable efforts to notify one another of changes to the schedule. Contractor shall not be responsible for performance delays caused by others, or delays beyond Contractor's control, and such delays shall extend the times for performance of Contractor's work.

28. Confidentiality. Contractor agrees to comply with, and to require its employees, agents and partners to comply with, all applicable State or Federal statutes or regulations respecting confidentially, including but not limited to, the identity of persons served under this Contract, their records, or services provided them, and assures that:

All applications and records concerning any individual made or kept by Contractor or any public officer or agency in connection with the administration of or relating to services provided under this Contract will be confidential, and will not be open to examination for any purposes not directly connected with the administration of such service. t
No person will publish or disclose or permit or cause to be published or disclosed, any list of persons receiving services, except as may be required in the administration of such service.

General Conditions/EJ/TE 01-19-11 10 of 1 3

29. Third Parties. Nothing herein shall be interpreted as creating any rights or benefits in any third parties. For purposes hereof, transferees or assignees as permitted under this Contract shall not be considered "third parties."
SO.Governinc) Law. This Contract shall be construed in accordance with the law of the State of California without regard to principles of conflicts of law.

This Contract is made in Contra Costa County, California, and any action relating to this Contract shall be instituted and prosecuted in the courts of Contra Costa County, California.

31. Nonrenewal. Contractor understands and agrees that there is no representation, implication, or understanding that the services provided by Contractor under this Contract will be purchased or renewed by the City under a new contract following expiration or termination of this Contract, and waives all rights or claims to notice or hearing respecting any failure by City to continue the purchase of all or any failure to continue purchase of all or any such services from Contractor.

32. Claims. Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

33. Interpretation. This Contract shall be interpreted as if drafted by both parties.

34. Warranty. In the event that any product shall be provided to the City as part: of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

SS.Severabilitv. In the event that any of-the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view General Conditions/EJ/TE 01-19-11 11 Of13
toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

36. Authority. City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that he or she is duly authorized to enter into and execute this Contract on behalf of Contractor, and shall be personally liable to City if he or she is not duly authorized to enter into and execute this Contract on behalf of Contractor.

37. Waiver. The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach.

Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor's performance, or payments therefore, or any combination of these acts, shall not relieve the Contractor's obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

38. Possessorv Interest. If this Contract results in the Contractor having possession of, claim to or right to the possession of land or improvements, but does not vest ownership of the land or improvements in the same person, or if this Contract results in the placement of taxable improvements on tax exempt land (Revenue and Taxation Code 107), such interest or improvements may represent a possessory interest subject to property tax, and Contractor may be subject to the payment of property taxes levied on such interest.

39. Performance and Final Acceptance.

Contractor represents that it is experienced, qualified, registered, licensed, equipped, organized and financed to perform the services under this Contract.

Contractor shall perform the services under this Contract with that degree of skill and judgment normally exercised by professional firms performing services of a similar nature in the State of California, and shall be responsible for the professional quality, technical accuracy and coordination of the services it performs under this Contract. In addition to the other rights and remedies which City may have, Contractor shall, at its own expense, correct any services which fail to meet the above standard.

General Conditions/EJ/TE 01-19-11 12 Of 13
City shall provide Contractor an opportunity to cure errors and omission which may be disclosed during the review of submittals, with no increase in the authorized Contract Payment Limit. Should Contractor fail to make necessary corrections in a timely manner, such corrections shall be made by the City and the cost thereof shall be charged to Contractor.

If warranted, City shall determine, and Contractor may request such determination, that Contractor has satisfactorily completed performance of this Contract. Upon such determination, City shall issue to Contractor a written Notice of Final Acceptance, after which Contractor shall not incur further costs under this Contract. Contractor shall respond to such Notice of Final Acceptance by executing and submitting to City a Release and Certificate of Final Payment.

40. Survival. The rights and obligations of the parties which by their nature survive termination or completion of the services covered by this Contract shall remain in full force and effect after termination or completion.

General Conditions/EJ/TE 01-19.11 13 Of 1 3
For the Contract between the City of
Richmond and

EXHIBIT E

SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable):

For the Contract between the City of
Richmond and

EXHIBIT F

INSURANCE PROVISIONS
During the entire term of this Contract and any extension or modification thereof, the CONTRACTOR shall keep in effect insurance policies meeting the insurance requirements specified in the insurance provisions which are attached hereto and incorporated herein by this reference.

Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services
In all instances where CONTRACTOR. or its representatives will provide professional services (architects, engineers, construction management, counselors, medical professionals, hospitals, clinics, attorneys, consultants, accountants, etc.) to the City of Richmond (City), the City requires the following MINIMUM insurance requirements and limits.

CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery.

CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CFTY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CHY by virtue of the payment of any loss under such insurance.

Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability coverage, as well as a waiver of subrogation for Workers' Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance - the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001), and including coverage for bodily and personal injury, property damage, and products and completed operations (if applicable).

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).

3. Original and Separate Additional Insured Endorsement for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.

4. Workers' Compensation Insurance as required by the State of California including Employer's Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers' Compensation insurance.

6. Professional Liability or Errors & Omissions Liability Insurance appropriate to the CONTRACTOR'S profession (if required.)
Required CoverageMinimum Limits
Workers' Compensation and
Employers' Liability
General Liability
(primary and excess limits
combined)
Statutory limits as required by the State of California including $1 million Employers' Liability per accident, per employee for bodily injury or disease.

If CONTRACTOR, is self-insured, provide a certificate of Permission to Self- Insure, signed by the California Department of Industrial Relations and Self- Insurance. If contractor is a sole proprietor (has no employees) than contractor must sign "Contractor Release of Liability" found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61,
$2,000,000 per occurrence for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.

Type 2 - Page 1 of 3
Revised: September 2011
Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services
Automobile Liability
Professional Liability or Errors &
Omissions Liability -
Required for all professionals
including architects, engineers,
consultants, construction
management, counselors, medical
professionals, hospitals, clinics,
attorneys and accountants, & other
consultants as may be required by
the City.
$1,000,000 per occurrence for bodily injury and property damage.

PROJECT COST
A9-:Al-.[)]iJlip-n
-$l-mlllL()n-':.$_5-miJ!JP-n
?y?-r- $-s_ IFJ U LQ D.

REQUIRED LIMIT
.?l—mJLllon-P/P-
-?_2mJL1113n-P/P-
-$5_mjNron_p/p_
Required Policy Conditions
Additional Insured Endorsement
Primary and Noncontributory
Waiver of Subrogation
Endorsement Form
Deductibles and Self-Insured
Retentions
A. M. Best Rating
Applicable to General Liability coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured including bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. If the Contractor is supplying their product or providing a service then the endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required.

SAMPLE Endorsements can be found at
http://www. ci. richmond. ca. us/index. asox?nid= 61.

The contractor's insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Contractor's insurer will provide a Waiver of Subrogation in favor of the City for Workers' Compensation Insurance during the life of this contract.

SAMPLE Endorsements can be found at
htta://www.ci.richmond.ca.us/index.asox?nid=61.

Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverage's and cover those insured in the underlying policies.

Type 2 - Page 2 of 3
Revised: September 2011
. Exhibit F
Section 8
City of Richmond - Insurance Requirements - Type 2:

Professional Services
Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR, agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR'S subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CIT/ from CONTRACTOR, or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin.

The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manger. However, CONTRACTOR must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR, pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City's insurance requirements, the City may take such action as it deems necessary to protect the City's interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days' prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

Type 2 - Page 3 of 3
Revised: September 2011
ORDINANCE NO. 12-18 N.S
AN ORDmANCE OF THE COUNCIL OF THE CITY OF RICHMOND, CALIFORNIA, ADOPTmG A SANCTUARY CITY CONTRACTING AND INVEST?VEENT POLICY The City of Richmond does ordain as follows:

SECTION 1. Title
This ordinance shall be known as the Sanctuary City Contracting and Investment Ordiaance.

SECTION 2. Definitions
1) "City" means the City of Richmond, California.
2) "Data Broker" (also commonly called information broker, information reseller, data aggregator, and information solution provider) means either of the following:
a) The collection of mformation, includmg personal information, about consumers, from a -wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector businesses and government agencies; b) The aggregation of data that was collected for another purpose fropa that for which it is ultimately used.
3) "Extreme Vetting" means data-mimng, threat modeling, predictive risk analysis, or other similar service.
4) "ICE" means the United States Immigration and Customs Enforcement, and any subdivision thereof.
5) "Person or Entity" means any private natural person, corporation, institution, subsidiary, affiliate, or division under operating control of such person; the parent entities that have operating control over such person, and the subsidiaries, affiliates and divisions under operating control of such parent entity. Government entities, officers and employees are expressly excluded from this definition.

SECTION 3. Prohibition on Use of City Resources
1) No officer, employee, department, board, commission, City Council, City Manager, or other entity of fhe City shall enter into a new, amended, or extended contract or sigreement with, any Person or Entity that provides ICE with any "Data Broker" or "Extreme Vetting" services, as defmed herein, unless the City Council makes a specific detennmation that no reasonable alternative exists, taking into consideration the following:
a) The intent and purpose of this ordinance;
b) The availability of alternative services, goods and equipment; and c) A declaration under the penalty of perjury executed by the Person or Entity, affirming that they do not provide Data Broker or Extreme Vetting services to ICE; and d) Information submitted to the City Manager by any member of the public, and thereafter duly verified.
4) Any Person or Entity identified as a supplier of Data Broker or Extreme Vetting services to ICE and potentially affected by this section shall be notified by the City Manager of the determination. Any such Person or Entity shall be entitled to a review of the determination by appeal to the City Manager.

Request for such review shall be made within thirty (30) days of notification, or seven (7) days of the date of a City solicitation or notice of a pending contract or purchase, of interest to the Person or Entity seeking review. Any Person or Entity vendor SQ identified tnay appeal fhe City Manager's determination to the City Council, within fifteen (15) days of the detennination.

SECTION 4. Prohibition, on Investment
1) The City of Richmond shall not make any investment in stocks, bonds, securities, or other obligations issued by any provider of Data Broker or Extreme Vetting services to ICE. 2) The City Council shall adopt a plan with respect to pension fund investments and shall implement such a plan consistent with the intent of this act.

SECTION 5. Investigation And Reporting
1) The City Manager, or his or her designee, shall review compliance with Sections 3-4. The City Manager may initiate and shall receive and mvestigate all complaints regarding violations of Sections 3- 4. After investigating such complaints, the City Manager shall issue findings regarding any alleged violation. If the City Manager finds that a violation, occurred, the City Manager shall, within 30 days of such. findmg, send a report of such finding to the City Council, the Mayor, and the head of any department involved in the violation or in which the violation occurred. All officers, employees, departments, boards, commissions, and other entities of the City shall cooperate with the City Manager in any investigation of a violation of Sections 3 -4. 2) The City Manager shall coordinate with the City Attorney's office to remedy any such violations, and fhe City Attorney is authorized to use all legal measures available to rescind, terminate, or void contracts awarded in violation of this ordinance. 3) By April 1 of each year, each City department shall certify its compliance with this ordinance by written notice to the City Manager.
4) By May 1 of each year, the City IVIanager shall schedule and submit to the City Council a written, public report regarding the department's compliance with Sections 3-4 over the previous calendar year. At minimum, this report must (1) detail with specificity the steps the department has taken to ensure compliance with Sections 3-4, (2) disclose any issues with compliance, including any violations or potential violations of this Ordinance, and (3) detail actions taken to cure any deficiencies with compliance.

SECTION 6. Enforcement
1\ /~l^n.~ ^f A-.^:~- A—.-.:_1_^— --C 4.1-;- r\—l;____- --__-L:-I_-J—- — ^-•—— ----) SECTION 7. Scverability
The provisions in this Ordinance are severablc. If any part of provision of this Ordinance. or the application of this Ordinance to any person or circuinslance. is held invalid, the remainder of this Ordinance, including the application of such part or provisions to other persons or circumstances, shall not be affected by such holding and shall continue to have force and effect.

SECTION 8. Construction
The proviyions of this Ordinance are to be construed broadly to effectuate the purposes of this Ordinance.

SECTION 9. Effective Date
This Ordinance becomes effective thirty (30) days after its final passage and adoption.

First introduced at a regular meeting of the City Council on May 15. 2018, and finally passed and adopted at a regular meeting held on June 5. by the following vote:

AYES:Councilmembers Choi. Martinez, Myrick, Recinos, and Vice Mayor Willis.

NOES:

ABSTENTIONS:

ABSENT:

Mayor Butt.

None.

Councilmembcr Beckles.Beckles.

PAMELA CHRISTIAN

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

TOM BUTT
Mayor
Approved as to form:

BRUCE GOODMILLER
Cily Attorney
Slate of California
County of Contra Costa
City of Richmond
: ss.

I certify that the forcgoing is a true copy of Ordinance No. 12-18 N.S.. passed and adopted by the City Council of the City of Richmond at a regular meeting held on June 5,2018.

Pamela Christian. CityTlerk of the City of Richmond

CITY OF MCHMOND
Sanctuary City Compliance Statement
The undersigned, an authorized agent of_ (hereafter
"Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter " Sanctuary City Contracting Ordinance " or "SCCO"). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the US. Immigration and Customs Enforcement Division of the United States Department of Homeland Security ("ICE"). Contractor understands the meaning of the following terms used in the SCCO:
a. " Data Broker" means either of the followmg:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. "Extreme Vetting" means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor' s failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing.

Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this _day of_, 20_, at _, California.

Printed Name: _Title:

Signed: _Date:

Business Entity:

Vendor SCCO Compliance Statement (Augt2020)
RESOLUTION NO. 86-21

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RICHMOND DIRECTING

THE CITY MANAGER TO UPDATE ALL CITY APPLICATIONS AND FORMS TO REQUIRE DISCLOSURE OF THE ^ENTITIES OF BENEFICIAL & RESPONSIBLE

OWNERS OF LIMITED LIABILITY CORPORATIONS (LLCS)
WHEREAS, the use of the Lunited Liability Corporation (LLC) business formation by landowners in acquiring real property has become increasingly common; and WHEREAS, the LLC business formation, at times, conceals the identity of the true owners by the practice of appointment of a professional agent and/or manager, such as an attorney or accountant; thereby, never having to reveal the owner's (member's) name(s) or the source of capital contributions (i.e., funding); and
WHEREAS, such anonymity provided by the LLC formation poses obstacles for code enforcement, thereby decreasing the incentive for owners to keep their properties in good repair, a practice often referred to as "deferred maintenance"; and WHEREAS, the obstacles imposed on code enforcement results in increased neighborhood blight.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Richmond as follows:

1. The City Manager is hereby directed to work with City Departments to update all City fonns and applications to require the disclosure of beneficial and responsible owners of LLCs as part of the submittal requirements;

2. The City Manager is hereby directed to maintain a list, which should be updated annually, of all real property owned by LLC within the City jurisdiction with address and assessor's parcel number. The list shall also mclude the names and addresses of beneficial and responsible owners of the LLCs, as disclosed to the City through its application process; and

3. The City Manager is hereby directed to provide the City Council a progress report every six months, which describes the implementation of this resolution and the successes and barriers of the implementation for the first three years after adoption.

BE IT FURTHER RESOLVED that the disclosure of beneficial and responsible owners of LLCs will be used for transparency purposes only and not as a condition of approval. ********+**********
I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held July 6, 2021, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

Councilmembers Jimenez, Martinez, McLaughlin, Willis,
and Vice Mayor Johnson III.

Councilmember Bates and Mayor Butt.

None.

None.

Approved:

THOMAS K. BUTT
Mayor
Approved as to form:

TERESA STRICKER
City Attorney

PAMELA CHRISTIAN

CLERK OF THE CITY OF RICHMOND
(SEAL)
State of California
County of Contra Costa
City of Richmond}
: ss.

I certify that the foregoing is a true copy of Resolution No. 86-21, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on July 6,2021.

Pamela Christian, Clerk of the City of Richmond

CITY OF RICHMOND
Sanctuary Citv Compliance Statement
The undersigned, an authorized agent of_ (hereafter
" Contractor "), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter " Sanctuary City Contracting Ordinance " or "SCCO"). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security ("ICE"). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker" means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. "Extreme Vetting" means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor' s failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notiiy the City Manager in writing.

Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fme.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this _day of_, 20_, at _, California.

Printed Name: Title:

Signed: Date:

Business Entity:

Vendor SCCO Compliance Statement (Augt2020)
Submitted by CSG Advisors
September 16, 2022
41 Perimeter Center East, Suite 615
Atlanta, GA 30346-1976
415.956.2454
415.956.2875

PROPOSAL TO PROVIDE

ON-CALL FINANCIAL

AND ECONOMIC ANALYSES

FOR THE

CITY OF

RICHMOND

COMMUNITY

DEVELOPMENT

DEPARTMENT

HOUSING DIVISION

HELPING CLIENTS NAVIGATE

UNCHARTERED WATERS
COVER LETTER ..................................................................................3 FIRM PROFILE ....................................................................................4 EXPERIENCE AND KNOWLEDGE ........................................6 APPROACH ...........................................................................................9 REFERENCES ....................................................................................16 KEY STAFF ...........................................................................................17 COST PROPOSAL .........................................................................32 FORMS .................................................................................................34

TABLE OF CONTENTS
Proposal for On-Call Financial and Economic Analyses
3 ROPOSAL TO PROVIDE

ON-CALL FINANCIAL AND ECONOMIC ANALYSES
SEPTEMBER 16, 2022
Jesus Morales
The City of Richmond
Housing Manager
450 Civic Center Plaza
Richmond, CA 94804
Dear Mr.Morales.,
We are pleased to submit this quote to assist the City of Richmond. We believe we are the ideal partner to help the City of Richmond preserve, protect, and produce the affordable housing its residents need.

Multifamily Finance. As a leading financial advisor for affordable housing bonds nationally, CSG has advised on hundreds of affordable multifamily transactions during its 40-year history (216 since 2019 alone). As a result, we have worked with all manner of federal, state, and local financing sources, including a variety of taxable and tax-exempt bond structures, 4% and 9% LIHTC, Section 8, HOME, CDBG, No Place Like Home, AHSC, Joe Serna, redevelopment agency funds, local housing trust funds, and numerous others. Over the years, CSG has been entrusted with some of the largest, most complex multifamily financings in the country and has, in many cases, helped develop the programs that finance such transactions.

Program Development and Implementation. A significant portion of our work is dedicated to helping governments develop and implement programs like the one The City of Richmond is proposing. Over the years, we’ve completed countless strategic financial plans, resource allocation studies, capital adequacy studies, program designs, policies, and procedures for our clients. In fact, since 2015, CSG staff have helped create or improve dozens of affordable housing financing and subsidy programs, including preservation loan programs.

Local and National Experience. As specialists in affordable housing finance with deep connections to the Bay Area as well as experience assisting state and local agencies across the country, CSG develops programs that are informed by national best practices but sensitive to local challenges and opportunities. In additional to their work with national clients, our San Francisco-based staff have decades of experience helping Bay-Area governments design programs and execute transactions to finance affordable housing.

Our Overall Approach. Our approach to program development involves a highly collaborative, data-driven process with a strong focus on successful long-term implementation. CSG works to engage key stakeholders early on and keep them engaged throughout the project. We establish clear goals and objectives, maintain strong cadence of communications, and develop work product through an iterative process of drafts and comments.

We base our recommendations regarding program structure on real-world data and industry best-practices, relying not only on our extensive experience developing programs for other agencies but also on systematic analysis of similar programs across the country. Finally, CSG works hard to ensure that programs are not only well-designed but are also implementable given the current structure of the agency and sustainable in the long term despite any future changes in the number, or experience level, of staff.

We thank you for the opportunity to discuss our qualifications and approach above and in the attached proposal materials. We are excited by the prospect of working with your team on this project and look forward to next steps in the selection process.

Sincerely,
41 Perimeter Center East, Suite 615, Atlanta, GA 30346-1976 | WWW.CSGADVISORS.COM

NICOLE GRAHAM, PRINCIPAL

CSG ADVISORS INCORPORATED
P: 415.430.7655 | F: 415.956.2875 | E: [email protected]

ADAM CRAY, VICE PRESIDENT

CSG ADVISORS INCORPORATED
415-830-8895 | [email protected]

FIRM PROFILE
Proposal for On-Call Financial and Economic Analyses
5 CSG Advisors has provided financial and economic consulting services to public agency clients throughout the country since 1982. We are a national, full-service, independent financial advisor that assists public finance clients in the design, financing, and implementation of affordable housing, urban redevelopment, and economic development initiatives.

CSG currently has 14 senior professional staff and 5 junior professional staff located in four offices: Atlanta, Los Angeles, New York, and San Francisco (please see the cover letter for our primary contact information).

SERVICES AND CLIENTS
CSG provides a wide range of financial
advisory, program design, and real
estate services to state and local
public agencies—including public
housing authorities, local housing
departments, and housing finance
agencies—throughout the U.S. Over
the years, we have advised 29 state
housing finance agencies and more
than half of America’s 50 largest cities.

NATIONAL LEADERSHIP AND

LOCAL EXPERIENCE
We have been the #1 financial
advisor for affordable housing for
19 of the last 20 years, 1 and we advise
on some of the most complex
development negotiations and
mixed-use projects in the country.

Since inception, the firm has served
as financial advisor for bond issues
totaling more than $110 billion. 2 In
addition to their work with national
clients, our San Francisco-based staff
have decades of experience helping
Bay-Area governments design
programs and execute transactions
to finance affordable housing. To
date, they’ve worked with 33 local
government clients across all 9
Bay-Area counties on hundreds of
separate projects.

MULTIFAMILY FINANCE EXPERIENCE
Since 2019 alone, CSG has served as
financial advisor on 216 affordable
multifamily housing financings
totaling more than $5.5 billion in par
value. These transactions combined
bond financing with a wide variety of
federal, state, and local subsidies and
other funding sources. We are also
experts in structuring transactions
that pair these sources with Low-
Income Housing Tax Credits (LIHTC).

We’ve structured hundreds of LIHTC
transactions, including the 3 largest
partnerships in the history of the
program: for NYCHA, Puerto Rico
Public Housing Authority, and San
Francisco Housing Authority. Because
of our independence and experience,
CSG was also selected to serve as
the Resolution Trust Corporation’s
national financial advisor for all tax-
exempt assets and as HUD’s first
national expediter for its largest and
most troubled HOPE VI projects.

FOCUS ON STRATEGIC PLANNING

AND PROGRAM DEVELOPMENT
CSG is unique among financial
advisors in working as extensively
on strategic planning and program
development as on bond financings.

In fact, approximately half of our
work is dedicated to designing
real estate and financial strategies,
programs, analyses, and disposition
approaches for public agencies. In
recent years, we’ve helped create
new affordable housing financing
programs or improve existing policies
and procedures for dozens of clients—
including agencies throughout
California in cities such as Anaheim,
Los Angeles, Sacramento, San
Bernadino, San Diego, San Francisco,
and Santa Cruz.

PHA EXPERIENCE
CSG is a national leader in serving
public housing authorities in their
modernization and redevelopment
efforts. We serve as financial advisor to
the housing authorities of Charlotte,
Delaware, Indianapolis, Los Angeles,
New York City, Philadelphia, Phoenix,
Portland, Puerto Rico, Richmond,
Sacramento, San Francisco, Santa
Clara County, Seattle, Tacoma, the U.S.

Virgin Islands, and many others on an
extraordinarily wide range of projects
and programs.

SECURITIES QUALIFICATIONS
CSG is a municipal advisory firm
registered with the SEC and MSRB.

All principals, and many of our
professional staff members, hold
the MSRB Series 50 qualification
required to advise municipal
entities on securities issuance and
investment matters (see attached
resumes for details).

INDEPENDENCE
CSG does not underwrite or sell
securities or provide services to
investment bankers. We act solely as
financial advisor and/or consultant
in providing advice to our clients.

We do not intend to engage any
subcontractors for this project.

FIRM INTRODUCTION

INDUSTRY LEADERSHIP
CSG has advised 29 state housing
finance agencies and more than
half of America’s 50 largest cities
1 by dollar volume of issuances, according to Thomson Reuters 2 This includes predecessor firms Caine Gressel Midgley Slater and CGMS Inc.

PREVIOUSLY RELATED

EXPERIENCE
Proposal for On-Call Financial and Economic Analyses
7 RELEVANT EXPERIENCE AND KNOWLEDGE
As described above, CSG is one of the nation’s top financial advisor for housing bond issuances and has unparalleled experience developing programs and executing transactions to finance affordable multifamily housing. We believe the frequency with which we bring multifamily issues to market (weekly on average) gives us a unique understanding of market conditions and allows us to provide cutting edge guidance to our clients—on both transactional and programmatic issues.

TRANSACTIONAL EXPERIENCE
In terms of transactions, in just the past
two years, our multifamily advisory
experience includes:
— 60 projects combining a bond issue
and public agency gap debt, wherein
we typically work with the public
agency lender on loan conditions and
repayment terms, prepare the term
sheet for the junior debt, and respond
to issues and concerns from the credit
enhancer on the senior debt.
— Over $400 million of multifamily and
nonprofit bond refundings, extending
the term of affordability, increasing
net income for the bond issuer, and
reducing rates for the projects.
— Extensive work on financings backed
by public housing authority RAD
revenues, as well as many financings
with additional first-mortgage
funding backed by Project-Based
Vouchers.
— Numerous FHA-insured and Fannie
Mae/Freddie Mac credit-enhanced
transactions.
— 82 direct purchases totaling nearly
$1.7 billion with a wide array of major
banks and structures.
— 35 transactions with nonprofit/public
agency owners or general partners.

Given the number of multifamily
transactions we’ve closed over the years,
CSG has experience with hundreds of
distinct federal, state, and local funding
sources. From Section 8, HOME, and
CDBG to No Place Like Home, AHSC,
and Joe Serna to RDA funds and local
housing trust fund dollars—CSG has
worked with them all.

PROGRAMMATIC EXPERIENCE
In addition to advising on transactions,
approximately half of our work is
dedicated to strategic planning and
program design for public agencies.

Over the years, we’ve completed
countless strategic financial plans,
resource allocation studies, capital
adequacy studies, program designs,
policies, and procedures for our clients.

Our experience developing loan
programs, in particular, is measured
in dozens of projects over decades.

In the 1980’s, our firm was built
on creating home improvement
loan programs for cities across the
country. In the 90’s, we developed
San Francisco’s Downpayment
Assistance Loan Program, which has
since become a national model. In
the early 2000’s, we designed the
long-term funding mechanisms for
the District of Columbia’s affordable
housing trust fund, which continue
to be the primary tools for covering
funding gaps in affordable multifamily
projects in the District. Just this year, we
worked extensively with the California
State Treasurer’s Office and leaders
in the legislature to design a shared
appreciation loan program, called
“California Dream for All,” which will
provide 20% of the purchase price of
a home for first-time homebuyers
across California. The program—which
is modeled on work we’ve done for San
Francisco and, more recently, Alameda
County—is a revolving investment fund
that will initially provide $1 billion a year
for such loans and could ultimately help
150,000 families buy homes.

Agency/Location Project Name/Description Contract Value (Approximate)
Alameda, County of (CA) Developed programs to deploy $580 million of G.O. bond proceeds for affordable housing $40,000
Anaheim, City of (CA)
Developed multifamily financing programs and related
policies/procedures; Developed bond/loan program
applications
$35,000
Cook County, Housing Authority
of (IL)
Developed multifamily bond program and related
policies/procedures $60,000
District of Columbia Office of the
Deputy Mayor for Planning and
Economic Development
Developed and updated (as recently as 2020) strategy for New Communities Initiative, which seeks to revitalize
severely distressed subsidized housing and redevelop
neighborhoods into vibrant mixed-income communities
$114,000
Hartford, Housing Authority
of the City of (CT)*
Developed multifamily bond program and related policies/ procedures $50,000
Proposal for On-Call Financial and Economic Analyses
8 Los Angeles County Development
Authority (CA)
Developed multifamily bond program and related policies/ procedures; Conducted bond trainings for staff; Assisted with drafting of subordinate funding guidelines/NOFA and underwriting of applications
$35,000
Los Angeles, Housing Authority
of the City of (CA)
Developed multifamily bond program and related
policies/procedures; Conducted bond trainings for staff $20,000 Los Angeles, Housing Authority
of the County of (CA)
Developed multifamily bond program and related policies/ procedures; Conducted bond trainings for staff $20,000
Monterey, Housing Authority
of the County of (CA)
Developed multifamily bond program and related policies/ procedures $30,000
Puerto Rico Housing Finance Agency Designed strategy to deploy tax credits, tax-exempt bonds, and subsidy for 2019 hurricane recovery effort $25,000
Sacramento Housing and
Redevelopment Authority (CA)*
Developed multifamily bond program and related policies/ procedures; Developed asset management policies/proce-
dures
$50,000
San Bernadino, Housing Authority o
f the County of (CA)
Developed multifamily bond program and related policies/ procedures $25,000
San Diego Housing Commission Developed multifamily bond program and related policies/ procedures $25,000
San Francisco, City and County
of (CA)
Designed Preservation and Seismic Safety Loan Program;
Developed Multifamily Securities Program Manual;
Drafted NOFA’s for multiple subsidy programs
N/A**
Virgin Islands Housing Authority
(USVI)*
Developed multifamily bond/loan program and related
policies/procedures $123,0000
Virginia Housing Development
Authority
Completed comprehensive analysis of the state’s
affordable multifamily housing construction/permanent
loan program
$25,000
* Project where proposed Project Manager (Tanya Dempsey) was sole or lead advisor ** Work completed by City employee now working for CSG (Adam Cray) The following is additional detail regarding the projects shown in bold typeface in the table above, each of which is similar in nature and scope to the work outlined in the RFP.

Alameda County. CSG helped Alameda
County Department of Housing and
Community Development create the
programs and budget for Measure A, a
$580 million general obligation bond
issue for affordable housing that passed
in November 2016. As a key part of this
work, CSG helped design the program
features and develop the detailed term
sheets related to $50 million for the
County’s shared appreciation down-
payment assistance loan program,
over $100 million for gap loans for
multifamily housing, $50 million for
supportive housing, and $50 million
for preservation efforts. CSG outlined
approaches, eligibility requirements
and preferences, type and amount
of assistance, existing programs that
could provide model documents and
be adapted for Alameda County, and
repayment terms. CSG also helped
develop an administrative model that
minimized impact on limited County
staff, together with an administrative
budget for the program and how to
fund it. CSG also advised on the use of
taxable general obligation bonds to fund
the programs in order to meet federal
tax rules, and then served as co-financial
advisor on the initial $240 million series
of bonds in March of 2018.

Housing Authority of the City of Los
Angeles. CSG worked with HACLA to
develop and document the policies
and procedures applicable to all HACLA
conduit bond issuances for affordable
multifamily housing. The resulting 30-
page document covered issues such as
project eligibility, bond type, transaction
type, legal requirements, closing
requirements, fees and expenses, and
issuance timetables. CSG has also
conducted trainings for HACLA staff
explaining the basics of bond financing
and key policies and procedures related
to HACLA revenue bond issuances.

Virginia Housing Development
Authority. Earlier this year, CSG
conducted a comprehensive analysis of
Virginia Housing’s affordable multifamily
housing construction/permanent
loan program. This analysis included
a comparison of key program terms
to those of 5 other lending programs
available to developers in Virginia. It
also involved modeling the true all-
in financing costs a developer could
expect to pay under each of the 6
programs given 24 common borrowing
scenarios. As a result, Virginia Housing
was able to gauge the competitiveness
of its program based on total actual cost
rather than quoted interest rates.

APPROACH
Proposal for On-Call Financial and Economic Analyses
10 PROJECT APPROACH
Our approach to program development involves a highly collaborative, data-driven process with a strong focus on successful long-term implementation. CSG works to engage key stakeholders early on and keep them engaged throughout the project. We establish clear goals and objectives, maintain strong cadence of communications, and develop work product through an iterative process of drafts and comments.. We base our recommendations regarding program structure on real-world data and industry best-practices, relying not only on our extensive experience developing programs for other agencies but also on systematic analysis of similar programs across the country. Finally, CSG works hard to ensure that programs are not only well- designed but are also implementable given the current structure of the agency and sustainable in the long term despite any future changes in the number, or experience level, of staff.

The sections below outline our proposed process for approaching development of both the Preservation Program and the new-construction NOFA projects. Depending on the City’s needs and priorities, these projects could be completed concurrently or consecutively.

A. PROJECT INITIATION
The initiation phase is important for CSG to learn about the agency, including its overarching goals and the context underlying these projects. Typically, we would work with staff to identify the critical stakeholders and influencers of this work, identify contacts and establish a cadence of meetings or communication approaches, and request and collect documentation and data.

Activities in this phase include the following:
✔ Kick-off meeting with City staff to review background information and deliverables
✔ Identify key stakeholders
✔ Schedule interview with stakeholders
✔ Determine ongoing meeting or call schedule
✔ Determine communication approaches
✔ Create and finalize a work plan and schedule with staff Deliverable: Finalized work plan
B. CONDUCT RESEARCH & ANALYSIS
CSG will research and summarize similar programs and prepare a comprehensive matrix of terms for City of Richmond . This research is important to provide options and explore different trade-offs for the agency related to both projects. Activities in this phase include the following::
✔ Identify best practices from similarly situated agencies ✔ Conduct interviews with those involved
✔ Research City programs, policies, procedures, and staffing levels and conduct interviews
✔ Gather and review data on affordable housing preservation and production to date and discuss with staff the type of future preservation/production activity to be incentivized
✔ Interview those who will be impacted by the new program and NOFA responses
✔ Synthesize data collected
Deliverable: Written summary of the information gathered, Matrix of similar programmatic terms, Risk assessment for programmatic decisions

OCTOBER JANUARY MARCH MAY JUNE JULY
LAUNCH
Project
Initiation
Prepare
Drafts
Prepare for
Launch of
New Processes
Meetings and
Process Related
Tasks
Conduct
Research &
Analysis
Complete Final
Written
Processes
Provide Support
for Launch
Proposal for On-Call Financial and Economic Analyses
11 C. PREPARE DRAFTS
Based on the information gathered, CSG will create working drafts of key Preservation Program and NOFA documents.

Activities in this phase include the following::
✔ Finalize broad conceptual framework for Preservation Program and NOFA
✔ For both programs, outline process workflow from start to finish, including outreach, application documents, evaluation, award process, and reporting/monitoring
✔ Prepare detailed outlines of Preservation Program term sheet and guidelines and NOFA for review/comments by staff
✔ Prepare full draft Preservation Program term sheet and guidelines and NOFA for review/comments by staff
Deliverable: Draft(s) of Process work flow documents for both projects, Term sheet and program guidelines for Preservation Program, NOFA document
D. COMPLETE FINAL WRITTEN PROCESSES
After finalizing the conceptual framework and completing/ vetting drafts of the primary deliverables for both projects, CSG would work with staff in an iterative process to finalize these key documents (including any public facing forms/exhibits) as well as internal forms, guidance documents, and any ancillary items.

Activities in this phase include the following:
✔ Meetings with key stakeholders
✔ Revision of documents as necessary
✔ Preparation of final Preservation Program guidelines and term sheet
✔ Preparation of final NOFA and exhibits
✔ Preparation of evaluation documents for internal staff ✔ Preparation of training materials for internal staff ✔ Preparation of reporting dashboards
✔ Preparation of development pipeline documents
Deliverable: Final Documents
E. PREPARE FOR LAUNCH OF NEW PROCESSES
CSG will assist on all aspects of the launch. This includes:
✔ Meetings with key stakeholders
✔ Preparation of copy for web pages and email communications describing the launch and soliciting participation
✔ Setting dates for launch of both processes with City staff ✔ Ensuring staff is trained, as needed
Deliverable: Web/email copy, Staff confirmation of readiness F. PROVIDE SUPPORT FOR LAUNCH
CSG will provide any support needed for the launch, including:
✔ Frequent check-ins with staff to ensure the launch is going smoothly and answer any technical/programmatic questions that may arise
✔ Assistance with programmatic reporting and evaluation ✔ Troubleshooting and document/program revisions as
necessary
Deliverable: Staff support and recommendations
G. MEETINGS AND PROCESS RELATED TASKS
CSG will meet either in person or virtually as needed throughout the project. We anticipate weekly meetings with staff
to ensure forward progress.

H. ON-GOING SUPPORT
CSG is committed to providing ongoing support to the
City to ensure the long-term success of the new Preservation Program and selection/funding of the most impactful
projects under the NOFA. We’ve allocated 30 hours for
this purpose in our initial estimate but will stand ready to provide support for these projects (on an hourly basis, initially at the rates described in the budget) in the future.

PROJECT

DESCRIPTIONS

Proposal for On-Call Financial and Economic Analyses
13 CITY OF FAIRFIELD (FHSD)
During CSG’s working relationship
with FHSD, CSG drafted and finalized
a Housing Trust Fund Ordinance for
City Council Approval on behalf of the
Fairfield Housing Services Department,
totaling an anticipated $2.042M in
additional funding for affordable
development in the City of Fairfield.

To properly prepare the City with
the necessary Housing Trust Fund
management and oversight tools
for prospective developments, CSG
assisted in preparing comprehensive
Lending and Mortgage Revenue
Bond Policies, acting as an integral
component of the City of Fairfield’s
mission to develop a robust portfolio
of affordable housing addressing a
spectrum of targeted populations. CSG
additionally provided underwriting
guidance on the pursuit of Sam Yeto,
a potential development of for-sale
affordable housing which, according
to CSG’s assessment, required market
interest analysis to ensure viable
project funding and partnerships for
sound feasibility of the project. At the
portfolio level, CSG drafted a project
underwriting template designed to
evaluate all proposed developments
identified by FHSD and is continually
evaluating active projects on an
ongoing basis.

LOS ANGELES COMMUNITY DEVELOPMENT

AUTHORITY (LACDA)

PROJECT MANAGEMENT ASSISTANCE
CSG provides support to the LACDA
(the “bond issuer”) during various
stages of affordable housing
development, ranging from the pre-
application to the issuance phases of
development. CSG assists LACDA by
attending calls on behalf of LACDA,
providing support to the Bond Analyst
on staff, assisting in CDLAC application
review, providing capacity support.

ASSISTANCE ON UNDERWRITING

AND PROCESS DOCUMENTATION
In addition to the bond program,
LACDA has a subordinate loan program
(“NOFA”). Projects that receive NOFA
funds from LACDA are required to
use LACDA as the bond issuer when
applying to the California Debt Limit
Allocation Committee (“CDLAC”). CSG
has incorporated LACDA’s NOFA loan
underwriting review into LACDA’s
bond underwriting review processes in
order to increase the bond program’s
capacity. CSG has also assisted in the
creation of internal fact sheet, term
sheet, CDLAC review templates, bond
issuance timelines, and improved bond
procedures for the bond analyst’s use.

BOND TRAINING
CSG has held multiple trainings for the
LACDA bond and NOFA staff. The goal
of these trainings is to improve staff’s
understanding of the general bond
issuance process, as well as clarify their
internal bond practices.

BOND MANUAL
CSG is assisting LACDA in creating
a comprehensive Bond Manual
to provide internal guidance and
information related to LACDA’s mission,
policies, and practices.

CITY OF PHOENIX HOUSING DEPARTMENT (PHD)
CSG Advisors has assisted the City of
Phoenix Housing Department (which
is the public housing authority) in all
aspects of its multiple HOPE VI awards
and other redevelopment projects
stretching back to 2003. CSG advised
on the 611-unit Matthew Henson
Homes HOPE VI revitalization where
we devised the initial master financing
plan for the redevelopment and
recommended phasing the project
over five phases to maximize financing
leverage. Our detailed development
budgets and financing models were
used to refine the revitalization plan
and secure HUD approvals.

CSG was also responsible for helping
the City design and conduct the
selection process for a master
developer for the site, after which we
helped negotiate the terms of the
development agreement.

Once the third-party developer
McCormack Baron Salazar was hired,
CSG focused on ensuring the financial
feasibility of the project and securing
the remaining HUD approvals. CSG
worked closely with the City and the
developer to ensure that all costs were
reflected in the budgets, that the
costs were conservatively estimated
and were within HUD safe harbor
limits, and that the budgets met other
requirements such as the state’s tax
credit underwriting standards. CSG
also monitored proposed sources of
funds to ensure they were achievable
and fit properly within the overall

Proposal for On-Call Financial and Economic Analyses
14 financial structure, and helped identify
and evaluate funding strategies to fill
remaining financing gaps.

CSG helped with additional
refinements to the Revitalization Plan
and getting related HUD approval.

We also assisted with the Demolition
and Disposition Plan and the Site
Acquisition Proposal to HUD, and
helped secure those approvals. As the
four individual rental phases of the
project were developed, we assisted
with each Mixed Finance proposal and
related communications with HUD.

All four rental phases are now fully
completed and operating.

Currently, CSG is assisting PHD
develop strategies to ensure financial
sustainability for both its Section 8 and
Public Housing Programs through
the administration of a survey to
benchmark key costs and identify
drivers of those costs.

SACRAMENTO HOUSING AND

REDEVELOPMENT AUTHORITY (SHRA)

PORTFOLIO STRATEGY
CSG recently assisted SHRA in
preparing the analysis and making
recommendations related to a RAD
and Section 8 conversion strategy
and preservation approach for the
Department for Development. Our work
included a specific recommendation for
each of SHRA’s 334 developments, based
on a financial analysis we conducted
about the ideal approach for each
site, which may range from minimal
modernization to full redevelopment and
replacement. As part of this work, CSG
evaluated supportable debt at various
operating expense levels, and identifying
the optimal development candidates
under several scenarios, including: 1)
unleveraged rehab to address 5-year PNA
needs; 2) unleveraged rehab to address
5-year PNA needs; 3) acquisition/rehab
leveraged with 4% tax credits to address
immediate PNA needs; and 4) acquisition/
rehab leveraged with 4% tax credits to
address full PNA needs. CSG assisted with
SHRA’s RAD applications and has advised
on RAD strategy since submission.

RAD CONVERSION STRATEGY
In 2015, CSG prepared a RAD feasibility
study for two properties, totaling 164
units. CSG ran multiple scenarios to
evaluate the costs and benefits of
converting public housing units to
Section 8 under the RAD program.

These scenarios included utilizing
4% Low Income Tax Credits, 9% Low
Income Tax Credits, tenant protection
vouchers, and varying levels of
acquisition cost and rehabilitation
need. CSG has not yet submitted RAD
applications for these projects.

SECTION 18 APPLICATIONS
In 2019, CSG helped SHRA prepare and
submit Section 18 Applications for their
216 scattered sites properties. CSG drafted
two separate Section 18 Applications
– one for 64 Scattered Sites properties
located under the County of Sacramento
Housing Authority’s ownership, and one
for the 152 Scattered Sites properties
located under the City of Sacramento
Housing Authority’s ownership. CSG
assisted with the application timing and
management, drafting narratives, and
maintaining a checklist of items needed
for submission. The application was
submitted in August of 2019 and was
approved in February of 2020.

RAD PILOT
CSG served as development, financial and
RAD consultant to SHRA for its first RAD
project. RAD Pilot is comprised of 120+
units, which were converted to RAD and
rehabbed with 4% LIHTC equity and debt.

CSG assisted SHRA in the preparation of
the 4% Low Income Housing Tax Credit
application and additional soft financing.

The project closed in July 2020.

CENTRAL CITY 1 DEAL STRUCTURING
CSG assisted in the pre-development
planning and deal structuring of
Central City 1, in support of the Housing
of the City of Sacramento’s (HACS)
goal of fully rehabilitating its Central
City properties. CSG identified which
properties should be paired to make
the most sense financially and ease of
property management. For Central City
1, those properties included EdgeWater
and Capitol Terrace, two high rises in
downtown Sacramento.

The current development plan is a 192-
unit transaction consisting of (192) 1-br for
Proposal for On-Call Financial and Economic Analyses
15 HOUSING AUTHORITY OF THE CITY OF LOS ANGELES (HACLA)

MAJOR REDEVELOPMENT EFFORTS
CSG advised HACLA on its Aliso Village
and New Dana Strand redevelopment
projects. Creating and maintaining
parallel financing models in order
to easily assess potential impacts to
the agency of deal terms and other
changes proposed by the developer.

We also assisted HACLA in developing
alternative financing strategies to
maximize the use of tax credits and
other funding sources, and to minimize
the contributions needed from
HACLA. For the Aliso Village project,
CSG prepared the RFQ for tax credit
investors, analyzed investor responses,
and staffed the selection committee
when it made its decision. For the
New Dana Strand project, CSG has
identified strategies to maximize both
the financial return to HACLA and the
number of ACC units constructed. We
have advised HACLA in its negotiations
with developers at each stage of this
project, and have secured concessions
based on our parallel financial analysis.

CSG is currently assisting HACLA with
its Jordan Downs redevelopment, a
10-phase redevelopment involving the
complete redesign of existing streets
and infrastructure, retail, office and
residential development.

CAPITAL SPENDING PLAN
CSG also prepared a 25-year Capital
Spending Plan for HACLA that would
finance improvements at all of the
agency’s public housing sites by
leveraging federal funds with state,
local, and private funding sources. The
25-year strategy will be implemented
with substantial City cooperation
and will ultimately include a
combination of Section 18 disposition,
Section 8 and RAD conversion, new
construction and rehab, and a mix of
residential and other uses.

RAD CONVERSION STRATEGY
CSG prepared a 25-year Capital Spending
Plan for HACLA that would finance
improvements for the agency’s entire
public housing portfolio by leveraging
federal funds with state, local, and private
funding sources. The 25-year strategy will
be implemented with substantial City
cooperation and will ultimately include
a combination of Section 18 disposition,
Section 8 and RAD conversion, new
construction and rehab, and a mix of
residential and other uses.

PROPERTY ACQUISITION
CSG Advisors complied a number of pro
formas as a part of HACLA’s application
for the Homekey program to transform
hotels/motels into housing for the
homeless. CSG created alternate funding
scenarios for properties that HACLA
could acquire as a part of this project.

CSG also provided underwriting analysis
for a potential property acquisition for
workforce housing, Eton Warner. This
analysis included an evaluation of rental
income, potential operations that could
be supported, and determining the
benefits of purchasing vs. leasing the
property.

JORDAN DOWNS- RAD

IMPLEMENTATION
CSG is currently advising HACLA
on its RAD Implementation. CSG
is providing project management
support to HACLA for Jordan Downs
Phase 1a and 1b, which will convert 70
units. Support for this project includes
creating development timelines;
organizing and leading weekly and
daily calls with team including other
consultants and development team
members; finalizing the RCNA,
preparing the financing template,
conducting the site and neighborhood
review, drafting documents for
FHEO and other documents for
HUD financing plan; and reviewing
documents for consistency and
compliance with the HUD rules.

HACLA closed the first phase in March
2017, the second phase is expected
to close in Q1 of 2021. CSG has closed
4 phases, which is about 450 units.

Two phases or 250 units have been
completely built and are occupied.

Jordan Downs Project
Jordan Downs Phase 1aJordan Downs Phase 1b

REFERENCES

FAIRFIELD HOUSING

AUTHORITY
1000 Webster Stree,
Fairfield, CA 94533

CONTACT
LaTanna Jones
Housing Services Director
(707) 428-7647
[email protected]

LOS ANGELES COUNTY

DEVELOPMENT AUTHORITY
700 W. Main St.,
Alhambra, CA 91801

CONTACT
Matt Lust
Manager Finance &
Development Unit
(626) 586-1809
[email protected]

SACRAMENTO HOUSING AND

REDEVELOPMENT AUTHORITY
801 12th Street
Sacramento, CA 95814

CONTACT
Mark Hamilton
Asst. Director of Public Housing
(916) 442-3718
[email protected]

NICOLE GRAHAM, PRINCIPAL

TANYA DEMPSEY, PRINCIPAL

JOHN HAMILTON, PRINCIPAL

TIFFANI BARLETTA, SENIOR VICE PRESIDENT

WILLIAM DREISBACH, SENIOR VICE PRESIDENT

ADAM CRAY, VICE PRESIDENT
ZULEKA A. FRASER, VICE PRESIDENT

ABIGAIL PICK, SENIOR ASSOCIATE

MADELEINE SINGER, ASSOCIATE

DANE SKAAR, JUNIOR ASSOCIATE

CYNTHIA LEWIS, JUNIOR ASSOCIATE

JULIANA ZATZ-WATKINS, JUNIOR ASSOCIATE

MEREDITH FLUG, TEAM MANAGER

KEY STAFF
Proposal for On-Call Financial and Economic Analyses
18 ZULEKA FRASER
Vice President

ADAM CRAY
Vice President
Delivering the highest quality work product for our clients is of the utmost importance to CSG. In order to ensure that our work consistently meets or exceeds the expectations of our clients, CSG employs seasoned professionals who are committed to helping our public agency clients achieve their goals for the benefit of the people they serve.

KEY STAFF

At CSG, we use a
whole-team approach
to staffing our client
assignments, assuring:
— Full coverage at all times from
knowledgeable senior professionals
Senior staff acts as back-up to the
Project Manager in order to provide
timely, substantive responses to any
questions or issues.
— In-depth, complementary expertise
on all aspects of housing finance
Because we have specialized in
housing finance for many years, the
individuals assembled bring extensive
knowledge of each facet involved:
housing bonds, pro forma feasibility,
terms of city assistance, development
planning, program design, tax credits,
real estate issues, local funding, etc.
— Quality Assurance & Cost Control
CSG is committed to providing
excellent customer service on time
and within budget. We do this by
peer reviewing assignments and
employing a firm manager that
ensures that costs come in below or
within budget.

To further control for high quality
products, CSG’s quality control plan relies
on peer review. All of the assignments
are discussed and reviewed by the
CSG team as a group once a week. As
assignments are completed, these
are distributed among the team and
reviewed before being provided to clients.

CSG will also confer with staff on a periodic
basis to obtain feedback on our work
product and process, and ensure that we
are satisfying client expectations. CSG will
use this information to calibrate its work
going forward to ensure that we continue
to provide the highest quality service and
work product to our public agency clients.

Our quality control process has been very
successful in our work with other clients,
as demonstrated by the longevity of our
clients, many of which have worked with
CSG for over 10 years.

Group
discussion
of scope of
work
Work
conducted
and
completed
Work
transmitted
to Public
Agencies
Monthly
review with
Public
Agencies
Work Peer
Reviewed

ORGANIZATIONAL CHART

WILL DREISBACH
Senior Vice President

JULIANA ZATZ-

WATKINS
Junior Associate

NICOLE GRAHAM
Principal
(Project Manager)

TIFFANI BARLETTA
Senior Vice President

JOHN HAMILTON
Principal

MEREDITH FLUG
Team Manager
Housing Strategies
GroupTANYA DEMPSEY
Principal

CYNTHIA LEWIS
Junior Associate

DANE SKAAR
Junior Associate

MADELEINE SINGER
Associate

ABIGAIL PICK
Senior Associate
Proposal for On-Call Financial and Economic Analyses
19 NICOLE GRAHAM

PRINCIPAL
[email protected]
(415) 430-7655

STRATEGIC & LONG-TERM PLANNING
Nicole’s work is guided by her philosophy that scarce public resources should be leveraged to the greatest extent feasible to ensure that clients receive maximum return on their investment. Toward this end, she works to optimize financing for her projects through both a thorough underwriting of projects (particularly from third-party developers) to identify possible savings, as well as rigorous competition among potential lenders and investors to ensure maximum value to the project. She also works to help clients stay on schedule to avoid cost overruns and other hiccups that would impact their projects and strategic goals.

STRUCTURING TRANSACTIONS
Nicole has advised on over $2 billion in affordable housing financings, including a $900 million financing for the New York City Housing Authority – one of the largest Low Income Housing Tax Credits (“LIHTC”) transactions in history – as well as a $600 million HUD Capital Fund borrowing for the same client. She has advised on other transactions as small as $5 million or as large as $100 million. In addition to housing financings, which have benefited over 25,000 low-income housing units, Nicole has also advised clients on non- residential borrowings to finance office and school buildings.

PREPARING LONG-TERM STRATEGIES
Nicole has helped several clients develop comprehensive strategies to address entire agency portfolios and specific operating concerns such as those confronting public housing authorities. Nicole has helped prepare comprehensive strategies for the authorities of Detroit, Gary, Los Angeles, Minneapolis, New Orleans, New York, Puerto Rico, Sacramento, and the Virgin Islands.

INTEGRATING PROGRAMS
Nicole’s work has focused on integrating deeply subsidized housing (including RAD, PBV, and traditional public housing) with standard LIHTC and market rate units as well as homeownership components to achieve financially feasible mixed-income developments. She is experienced with a range of HUD housing programs as well as FHA lending products and a variety of funding sources such as HOME, CDBG, Section 202, USDA, AHP and a range of state and local sources.

CLIENTS
Nicole leads the firm’s work with several of the largest housing authorities in the country, including New York City, Puerto Rico, and Philadelphia. She also manages CSG’s engagements with housing agencies in Cambridge, Detroit, Gary, Los Angeles, Oakland, Phoenix, Sacramento, Shreveport, the Virgin Islands, and Washington DC.

PRIOR WORK
Prior to joining CSG, Nicole worked for Economic and Planning Systems in California and Urban Partners Consulting in Pennsylvania, advising dozens of public agencies on a wide variety of affordable housing, financial feasibility, and economic impact studies and analyses. Nicole also has experience in the public sector as a policy advisor to the City Council of Oakland, CA.

EDUCATION
Nicole holds a Bachelor of Arts degree in Political Science from UC Berkeley, and a Master of Arts degree in Public Affairs and Urban and Regional Planning from Princeton University.

Nicole Graham, a Principal of CSG
Advisors, offers 18 years of experience
advising housing agencies on
how to optimize financing for the
development and operation of
affordable housing. Since joining
CSG in 2003, Ms. Graham has focused
her practice on helping public
agencies finance deeply subsidized
and mixed-income housing
developments, and preparing long-
term financial strategies to assist
agencies in addressing the capital
needs of large housing portfolios
over many years.

Proposal for On-Call Financial and Economic Analyses
20 Tanya Dempsey will be the lead
team member. Tanya Dempsey,
a Principal of CSG Advisors,
offers 14 years of public sector
experience. Since joining CSG in
2015, Ms. Dempsey has focused
her practice on advising housing
authorities on Strategic & Long
Term Planning, Real Estate
Transactions, Financial Impact
of Operations and Management,
Development Advising &
Transaction Services. Specifically,
she has advised on RAD process,
operational improvements,
portfolio analysis and structuring
affordable housing transactions
including 4% Low Income
Housing Tax Credits, Tax Exempt
Bonds & Conventional Financing
& other Federal Mortgage options.

Ms. Dempsey is deeply committed
to providing affordable housing
and ensuring that HAs have the
necessary tools to exist for many
years into the future.

TANYA DEMPSEY

PRINCIPAL
[email protected]
(646) 269-6322

STRATEGIC & LONG-TERM PLANNING
Tanya has helped several clients develop comprehensive strategies to address entire agency portfolios and specific operating concerns such as those confronting public housing authorities. Tanya has helped prepare comprehensive strategies for the authorities of Minneapolis, Hartford, Delaware and Philadelphia.

STRUCTURING TRANSACTIONS
Tanya has advised on over $50 million in affordable housing financings. These transactions include 4% Tax Credit Financing coupled with RAD vouchers & other soft funds. In total, Tanya has generated about $2 million in developer fee for her public housing clients.

OPERATIONS & OPERATIONAL REVIEW
Tanya was the Interim Chief Financial Officer at the Indianapolis Housing Agency from 2015-2016. In that capacity, she led the Agency effort to transition its entire portfolio under RAD. Major accomplishments include the creation of dashboards for management reviews, development of Board reporting, forecasting models & development of a cash positive annual budget.

Additionally, Tanya has consulted to many agencies such as Cambridge, Philadelphia, Minneapolis, Indianapolis & Phoenix on strategies to reduce operating expenses and central office expenses. This typically results in a reduction of about 15-20% in annual savings.

DEVELOPMENT ADVISING
Tanya has extensive experience on RAD transactions including but not limited to, Transfer of Assistance projects, RAD Blend (75/25), RAD with PBV, RAD with de minimus units, RAD with Reserves & RAD with LIHTC. To date, she has closed almost 3,000 units over 40 projects. In addition, she has conducted dozens of RAD feasibility studies for agencies, nationwide, submitted dozens of RAD applications.

PRIOR WORK
Before joining CSG Advisors, Tanya worked for the New York City Housing Authority, the nation’s largest public housing authority, having served as its Senior Director of Strategy and Program Development and as NYCHA’s Director of Budget and Financial Planning. Tanya helped manage portions of NYCHA’s historic “federalization” project – one of the largest tax credit transactions in the country – as well as the agency’s $700 million Capital Fund borrowing. In these capacities, Tanya evaluated the transactions from an overall financial and agency perspective. Tanya also led NYCHA’s Choice Neighborhoods program and built strategic relationships with sister agencies, funders, residents, and other partners as part of the CNI planning grant implementation and CNI implementation grant application process.

EDUCATION
Tanya holds a Bachelor of Arts degree in Environmental Studies from Denison University, and a Master of Public Policy degree from American University.

Proposal for On-Call Financial and Economic Analyses
21 JOHN HAMILTON

PRINCIPAL
[email protected]
(415) 956-2454
The types of assignments that are typical of his work at CSG include complex multifamily bond financings -- including HOPE VI transactions using 4% tax credits, single family bond structuring and program analysis, and structuring 9% tax credit housing transactions. He readily analyzes project financings involving funds such as HOME, redevelopment set-aside, FHA insured loans, Section 8, capital grant borrowings, low- income housing tax credits, local housing trust fund, monies, and AHP. These financings have included public, negotiated sales and private placements; credit enhanced and non- credit enhanced; security types including direct-pay and standby letters of credit, bond insurance, mortgage- backed securities, whole-loan; real-estate backed and HUD capital funds.

Mr. Hamilton brings comprehensive knowledge of tax-exempt bond financing for multifamily and single family housing, low-income housing tax credits (both 4% and 9%), and real estate underwriting. Mr. Hamilton not only assists issuers in structuring and issuing individual financings, but also in analyzing the intersections between real estate underwriting and transaction structuring. He has provided numerous services to issuers, including:
— structuring affordable housing developments to use Low Income Housing Tax Credit (LIHTC) syndication proceeds (both 4% and 9%); — developing bond issuance policies, performing default refunding analysis; — evaluation of potential acquisition and rehabilitation projects; — feasibility analyses for public agency subordinate loans and workouts; — evaluation of expiring Section 8 projects; and
— structuring over $100 million of HOPE VI financings for the Los Angeles, New Orleans, Richmond and San Francisco Housing Authorities.

Mr. Hamilton holds a Masters in City Planning from the University of California, Berkeley and Bachelor of Arts and Bachelor of Music degrees from Oberlin College.

Mr. Hamilton has, since 1994,
specialized in analyzing the financial
feasibility of real estate developments
involving affordable housing,
and in analyzing and structuring
financings involving public and
private financing. Mr. Hamilton has
served as financial advisor on more
than 20 single family transactions
and 100 multifamily transactions,
with total respective par amounts of
$300 million and $1 billion, including
financings for the City of Los Angeles,
San Francisco, San Diego, Santa Ana,
and Phoenix, AZ. These financings
have included public, negotiated
sales and private placements; credit
enhanced and non-credit enhanced;
security types including direct-
pay and standby letters of credit,
bond insurance, mortgage-backed
securities, whole-loan; real-estate
backed and HUD capital funds.

Proposal for On-Call Financial and Economic Analyses
22 Tiffani Barletta, a Vice President
of CSG Advisors, advises public
housing agencies on affordable
housing policies and initiatives.

Tiffani offers 14 years of consulting
experience. Since joining CSG
in 2015, Tiffani has focused her
practice on Development Advising,
predominately helping public
housing agencies navigate the U.S.

Department of Housing and Urban
Development’s Rental Assistance
Demonstration (RAD) program.

Tiffani is guided by her passion for
preserving and creating affordable
housing and improving resident
opportunities.

TIFFANI BARLETTA

SENIOR VICE PRESIDENT
[email protected]
(646) 269-6322

DEVELOPMENT ADVISING
Tiffani manages RAD projects from inception to closing. She has worked on over forty RAD transactions across the country, advising housing authorities on RAD components from application submission to closing.

She has submitted RAD applications for over 63,000 units and closed over two dozen RAD transactions. Tiffani has experience with various RAD elements including Transfers of Assistance, de minimis reductions, changes in unit configurations, and delayed HAP contracts. Through the RAD program, Tiffani has assisted housing authorities in converting over 1,800 public housing units to the Section 8 Project-Based Vouchers (PBV) and Project Based Rental Assistance (PBRA) programs. These RAD transactions have involved a wide range of complex financing, including 4% and 9% Low Income Housing Tax Credits (LIHTC), conventional and FHA insured mortgages.

Tiffani has closed affordable multi-family housing projects involving scattered sites, replacement units, and build first strategies. She has closed two dozen Low Income Housing Tax Credit projects. Tiffani has successfully prepared LIHTC and Tax-Exempt Bond applications for housing authorities throughout the country. Tiffani worked on the first application under the Section 22 Streamlined Voluntary Conversion notice 2019-05. She has also assisted with Choice Neighborhoods initiative applications.

CLIENTS
Tiffani advises some of the largest housing authorities in the country, including Philadelphia. She manages projects throughout the country, including housing agencies in California, Colorado, Delaware, Florida, and Michigan.

PRIOR WORK
Prior to joining CSG, Tiffani worked for nine years at NERA Economic Consulting where she assisted with a variety of projects in the Securities & Finance, Mass Torts & Product Liability, White Collar, and Labor practices.

EDUCATION
Tiffani holds a Bachelor of Arts degree in Environmental Studies, with a concentration in Economics, from Denison University and a Juris Doctor degree from Touro Law School.

Proposal for On-Call Financial and Economic Analyses
23 Will Dreisbach, a Vice President
of CSG Advisors, offers five years
of experience advising housing
authorities on optimizing operations
of public housing with the
purpose of improving financing
opportunities. Since joining
CSG in 2015, Will has focused on
helping public agencies reduce
operating costs, improve property
management efficiencies, and
increase opportunities to transform
their portfolio using long-term
financial strategies.

Will’s work is guided by the
philosophy of maximizing existing
resources to ensure that clients
are able to pursue their optimal
opportunities at minimal cost.

Toward this end, Will aims to look
at developing strategic plans, to
find the best long-term direction
to maximize resources and further
organizational goals. In addition,
Will looks at all aspects of operating
expenses, with the end result of
improving operating efficiencies
and improving the terms of debt
raised for agencies.

WILLIAM DREISBACH

SENIOR VICE PRESIDENT
[email protected]
(646) 258-0193

STRATEGIC AND LONG-TERM PLANNING
Will has advised clients on developing comprehensive strategies to leverage existing resources to finance portfolio transformations, improve existing portfolio, and further organizational goals. Will has worked with public housing agencies to refine development goals, assess long-term financial stability, and develop a roadmap, in conjunction with PHA staff, to accomplish their goals.

REAL ESTATE TRANSACTIONS, FINANCIAL ADVISORY SERVICES
Will assists in structuring transactions for public housing units through either new construction or rehabilitation. He has experience underwriting with multiple sources of financing, including, but not limited to, tax credits, RAD, PBV, ACC, bond debt and conventional debt financing.

He has prepared underwriting models for over a dozen transactions and helped create underwriting guidelines to ensure that third party developers are conforming to PHAs standards. This ensures that PHA is providing the lowest amount of funding needed. He also has experience in working on Low Income Housing Tax Credit applications and is familiar with the Qualified Allocation Plans nationwide.

OPERATIONS AND FINANCIAL MANAGEMENT
Will analyzes operational costs for housing authorities to improve efficiencies and create opportunities for increased leveraging of debt. Will has helped identify areas for increased productivity that lead to expense reductions of approximately 20%. Additionally, he has created pathways for improving and continuing performance by crafting management oversight tools, developing strategies for staff deployment, and utilizing cost-benefit analysis to drive decision-making.

CLIENTS
Will has worked with several housing authorities throughout the country, including Philadelphia, NYCHA, Sacramento, Newark, DE, Hartford, San Joaquin, Delaware State, Cambridge, Los Angeles, Phoenix, Minneapolis, Indianapolis, Orlando, and Washington D.C.

PRIOR WORK
Prior to joining CSG, Will worked for the New York City Housing Authority, conducting quantitative analysis of personnel, maintenance, and financial planning, while monitoring grants and analyzing spending trends of each property within New York City. Will also worked in multiple international development projects, including community development banking, Internet connectivity, and economic development to reduce poverty among vulnerable populations in underserved areas. In addition, Will has five years of active duty service in the United States Army, including the Logistics Captains Career Course.

EDUCATION
Will holds a Bachelor of Arts degree in Political Science from Binghamton University, and a Master of International Affairs in Economic and Political Development from Columbia University.

Proposal for On-Call Financial and Economic Analyses
24 ADAM CRAY

VICE PRESIDENT
[email protected]
(415) 830-8895
— 15 years of affordable housing and public finance experience. Joined CSG in 2022.
— Most recently Vice President of Community Development Banking at Bank of America, providing debt and tax-credit equity financing for affordable housing.
— Began public finance career as a credit analyst at Standard and Poor’s, assessing the credit quality of state and local housing finance agencies, public housing authorities, parity bond indentures, and more than 100 affordable housing and structured-finance transactions.
— At S&P, lead analyst on issuer credit ratings and/or parity indenture ratings for HFAs in Nebraska, Nevada, South Dakota, Utah, and Tennessee; Served on credit committees and as a secondary analyst for many others.
— Managed San Francisco’s affordable housing bond program, including issuance of $2.8 billion in revenue bonds, oversight of tax- exempt financing for the RAD Program, and design of the city’s $260 million general obligation-backed preservation loan program. — Led the City’s strategic planning and policy development process for the multifamily bond program and drafted the City’s multifamily bond program manual.
— Extensive experience as a consultant and researcher focusing on housing and urban policy issues; Past clients include Berkeley Program on Housing and Urban Policy, California Homebuilding Foundation, Center for Resource Efficient Communities, Fisher Center for Real Estate and Urban Economics, and HUD.
— As a member of the Legislative Committee, and former member of the Board of Directors, for the National Association of Local Housing Finance Agencies (NALHFA), helped develop several policy initiatives and served as a subject-matter expert before federal agencies, on Capitol Hill, and at the White House.
— Currently pursuing the requirements to become a registered municipal advisor.

EDUCATION:
— Emory University, JD.
— University of California-Berkeley, MPP.
— Florida State University, BA.

Proposal for On-Call Financial and Economic Analyses
25 Zuleka Fraser, a Vice President
with CSG Advisors, has five years of
experience in Affordable Housing
Finance and over two years of
experience working with Public
Housing Authorities. Zuleka joined
CSG Advisors in 2019 and has
applied her experience and financial
skills to help public agencies achieve
redevelopment goals through the
Rental Assistance Demonstration
(RAD) Program, Section 22 Voluntary
Streamline conversion, and the
Low-Income Housing Tax credit
programs (LIHTC).

Zuleka’s work is guided by her
promise to do the utmost best in
her capacity as her contribution to
continuing to create opportunities
for affordable housing.

ZULEKA A. FRASER

VICE PRESIDENT
[email protected]
(786) 355-0256

STRATEGIC & LONG-TERM PLANNING
Zuleka has participated in policy and strategic planning efforts for competitive funding rounds and has used that experience to assist in developing comprehensive strategies for clients focused on their specific goals beyond repositioning.

REAL ESTATE TRANSACTIONS, FINANCIAL ADVISORY SERVICES
Zuleka assists in structuring real estate transaction deals with Public Housing Authorities’ goals in mind. Zuleka has a wealth of experience underwriting various financing sources including, Bond Financing, LIHTC, Conventional Debt, and Soft Funding through the HOME Investment program. Additionally, she is also familiar with HUD’s mixed financed processes, subsidy layering review, and Choice Neighborhoods Program.

Drawing from her experience, Zuleka underwrites to optimize transactions for Public Housing Authorities. She ensures that Public Housing Authorities contributions are minimized, maximum debt is leveraged, and soft funding sources are exhausted based on relevant underwriting criteria. Zuleka is also familiar with Qualified Allocation Plans (QAP) across the country and has experience with financial modeling. She also assists in evaluation of lender and investor comparison to provide optimal benefits to the projects.

DEVELOPMENT ADVISING
Zuleka focuses her development advising work on LIHTC applications, helping clients navigate the RAD conversion process, and Section 22 Voluntary Streamline Conversion process. She helps facilitate application completion and submission for HUD review. Zuleka also has experience in managing projects, reviewing third party reports, and due diligence review processes.

OPERATIONS AND FINANCIAL MANAGEMENT
Zuleka optimizes cost efficiency and effectiveness through analyzing operational costs for projects and housing authorities by performing central office analysis and operations analysis.

WORK
Prior to joining CSG Advisors, Zuleka served as Director of Underwriting and Managed the RAD Program and Conversion process at the City of Atlanta Housing Authority. She also worked at Georgia Department of Community Affairs (DCA) Housing Finance Agency, underwriting LIHTC applications (9% and 4%), HOME Loans and NHTF applications, and managed the 4% LIHTC Bond Program, including creating processes and policies issued in the Agency’s QAP.

EDUCATION
Zuleka has a Bachelor of Science degree in International Studies and a Master’s degree (MBA) in Business Administration. Zuleka is a designated Housing Credit Certified Professional (HCCP), and also holds certificates in the following programs: Rental Assistance Demonstration (RAD) Certification – Essential RAD Overview & Managing RAD Project Based Voucher (PBV), Georgia Technology Authority - Basics of Managing Projects (July 2017), Real Estate Institute of Canada (REIC) in Mortgage Underwriting and Risk Assessment, Credit & Electronic Underwriting (2012).

Proposal for On-Call Financial and Economic Analyses
26 Abigail’s commitment to maintaining and expanding affordable housing is built on the philosophy that the country’s current affordable housing stock should be fully utilized while also advancing new construction when possible.

Her work centers on these opportunities by ensuring that Public Housing Authorities have access to additional funds through HUD programs (RAD, Section 18) and innovative transaction structures.

ABIGAIL PICK

SENIOR ASSOCIATE
[email protected]
(617) 877-1008

PRIOR WORK
Abigail has helped to develop a tax credit application for an affordable housing developer and assisted in evaluating new housing development proposals at the New York City Department of Housing Preservation and Development. Most recently, she managed an $8 million grant portfolio to improve the lives of vulnerable populations in New York City.

DEVELOPMENT ADVISING
In her current role, Abigail has prepared RAD applications, RAD financing plans, Section 18 demolition and disposition application and tax credit applications. She provides project management support for their real estate transactions.

CLIENTS
Abigail works on transactions for several housing authorities across the country, including Minneapolis, Hartford, & Housing Authority of San Joaquin.

EDUCATION
Abigail has a Bachelor of Arts in Urban Design and Architecture Studies from New York University and a Master of Urban Planning from New York University’s Wagner School of Public Service.

Abigail Pick is a Senior Associate
at CSG Advisors with over 5 years
of experience in community
development and grant making.

Since joining CSG in 2019,
Abigail’s practice has focused on
Development Advising.

Proposal for On-Call Financial and Economic Analyses
27 MADELEINE SINGER

ASSOCIATE
[email protected]
(617) 877-1008
Madeleine Singer is an Associate at CSG Advisors. She joined the firm’s public housing practice in the fall of 2019 and has one year of experience.

Madeleine focuses on Development Advisory and Financial Analysis support for the Housing Development Strategies group. Madeleine is passionate about helping communities create and sustain affordable housing for those in need.

DEVELOPMENT ADVISING
Since joining CSG, Madeleine has focused her practice on project management of multiple projects, assisting on the implementation of RAD and Section 18/Section 22 requirements, and financial structures of transactions. She is currently working on multiple RAD Transactions and Section 18 Applications.

REAL ESTATE TRANSACTIONS, FINANCIAL ADVISORY SERVICES
In addition to development advisory services, Madeleine supports the team in executing financial feasibility analyses and transaction structuring.

CLIENTS
Madeleine assists public housing authorities across the country, including Philadelphia, Delaware, Sacramento, Atlanta, Home Forward and Tacoma.

PRIOR WORK
Prior to joining CSG, Madeleine worked in affordable housing financial advising, focusing on market research and analysis for private and non- profit clients. She also worked with non-profit organizations focusing on public health and education for children of low-income families.

EDUCATION
Madeleine has a Bachelor of Arts in Economics from Vassar College with a focus in quantitative statistical analysis.

Proposal for On-Call Financial and Economic Analyses
28 Cynthia Lewis is a Junior Associate at CSG Advisors. She joined the firm’s public housing practice in the fall of 2021 and has 6 months of experience.

Cynthia focuses on Development Advisory, Asset Management, Financial Analysis, and Project Management support for the Housing Development Strategies group.

DEVELOPMENT ADVISING
Since joining CSG, Cynthia has primarily on assisting in the project management of LIHTC transactions, RAD and Section 18 applications, as well as No Place Like Home Transactions.

CLIENTS
Cynthia assists public housing authorities across the country, including New York, Chicago, and Los Angeles among other clients.

PRIOR WORK
Prior to joining CSG, Cynthia served as a Corporate Real Estate Intern for Siemens Gamesa Renewable Energy S.A., a global technology leader in the renewable energy industry- specifically in the development, manufacturing, installation, and maintenance of wind turbines. Through this all-encompassing role, Cynthia gained experience in facility management, commercial leasing, and international business.

As a Research Analyst for Cushman & Wakefield, Cynthia worked to monitor and analyze databases for the Orlando and Jacksonville office and industrial markets. Through this experience Cynthia learned how to effectively read a market and capitalize of the analysis of trends in the market.

While an undergraduate at University of Central Florida, Cynthia completed an immersive degree program covering Commercial Estate development and investment, commercial real estate finance, as well as general aspects of business. Through this program, Cynthia received Level 1 and 2 certifications in Real Estate Financial Modeling (REFM). Moreover, Cynthia participated in the 2020 NAIOP Collegiate Case Competition placing second. This was an intercollegiate competition where student use creates a full development plan for a prime site in Central Florida using skills learned in coursework and present it to panel of industry professionals.

EDUCATION
Cynthia holds has a Bachelor of Science in Business Administration (B.S.B.A) in Real Estate from University of Central Florida with a concentration in Commercial Real Estate Development, Investment, and Adaptive Reuse.

CYNTHIA LEWIS

JUNIOR ASSOCIATE
[email protected]
(727) 678-1068
Proposal for On-Call Financial and Economic Analyses
29 Dane Skaar is a Junior Associate at CSG Advisors. He joined the firm’s public housing practice in the fall of 2021 and has 6 months of experience.

Dane focuses on Project Management, Development Advisory and Financial Analysis support for the Housing Development Strategies group. Dane holds a personal passion and investment in real estate and property development as a means of creating sustainable full-service neighborhoods serving as communities for residents across the spectrum of income level, housing, and economic development needs.

DEVELOPMENT ADVISING
Since joining CSG, Dane has focused his practice on project management consulting of multiple projects including LIHTC transactions, assisting on the implementation of RAD and Section 18 requirements, and financial analysis of transactions.

CLIENTS
Dane assists public housing authorities across the country, including Philadelphia, Delaware, Minneapolis, the greater Chicagoland region, Portland, and Los Angeles among other clients.

PRIOR WORK
Prior to joining CSG, Dane served as a Property Support Specialist for Property Solutions and Services, Inc, an affordable housing property management company in partnership with local agencies such as Twin Cities Housing Development Corporation, Minnesota Housing, and Minneapolis-based nonprofit developer Urban Homeworks, Inc. Through his floating management role, Dane developed a capacity to assist with inequities at the community level and how families benefit from financial counseling, educational coaching, and other resources centered around strengthening capital beyond stable housing. This opportunity enabled him to demonstrate through a variety of management responsibilities how vital the integration of community resources is for communities coming from less capital to advance themselves in personal goals and maintain livable stability.

As legislative intern in the Wisconsin State Legislature, Dane developed a nuanced background in policy through regularly assisting legislative staff in tracking and research of legislative bills, press releases and lobbying through the fall 2017 Legislative Session. Paired with on-site affordable housing property management experience, this has allowed Dane to refine his knowledge base of HUD and other public agencies’ roles in affordable housing development and community revitalization.

While an undergraduate at University of Wisconsin Madison, Dane pursued a variety of community development and urban planning focused courses.

Past analyses include a census data report of Milwaukee WI’s housing market in terms of residential segregation and concentrated poverty by property value and income level as well as an overarching course project assessing the impact of High Rise Development on the feasibility and potential for expanding affordable housing models in Madison WI’s central business and University districts.

EDUCATION
Dane holds has a Bachelor of Arts in Sociology from University of Wisconsin-Madison with a concentration in Community and Urban Development.

DANE SKAAR

JUNIOR ASSOCIATE
[email protected]
(608) 658-2323
Proposal for On-Call Financial and Economic Analyses
30 Juliana Zatz-Watkins is a Junior Associate at CSG Advisors. She joined the firm’s public housing practice in the summer of 2021. Juliana focuses on Development Advisory and Financial Analysis support for the Housing Development Strategies group. Juliana is dedicated to improving the stock of affordable housing throughout the country.

DEVELOPMENT ADVISING
Since joining CSG, Juliana has focused her practice on project management of RAD/Section 18 applications, and financial structures of transactions. She is currently working on multiple RAD and Section 18 Applications. She also provides project management support for Low Income Housing Tax Credit applications, as well as Construction & Permanent Loan closings.

REAL ESTATE TRANSACTIONS, FINANCIAL ADVISORY SERVICES
In addition to development advisory services, Juliana supports the team in executing financial feasibility analyses and transaction structuring.

CLIENTS
Juliana assists public housing authorities across the country, including Chicago, Marin, Mission First, New York, Sacramento, and San Joaquin, as well as the Los Angeles County Development Authority.

PRIOR WORK
Prior to joining CSG, Juliana worked as an affordable housing financial consultant, focusing on project management of 4% & 9% LIHTC applications and due diligence for Construction Loan closings for developers in California.

EDUCATION
Juliana has a Bachelor of Arts in Economics from the University of California, Santa Cruz.

JULIANA ZATZ-WATKINS

JUNIOR ASSOCIATE
[email protected]
(530) 219-1390
Proposal for On-Call Financial and Economic Analyses
31 Meredith Flug serves as our Team Manager. She has been a dedicated public servant for the City of New York her entire career–focused on fair marketing and admission processes within affordable housing. She is dedicated to providing an infrastructure to CSG that ensures successful growth so that CSG can continue to provide these services for years to come.

Since joining CSG in 2020, she has assisted on the creation of internal databases and dashboards.

PRIOR WORK
Prior to joining CSG, Meredith spent 14 years at New York City’s Department of Housing Preservation and Development, where she oversaw the administrative and compliance portion of the Mitchell-Lama Housing Program.

Meredith brings with her the experience of having worked in New York City government for 25 years, not only at HPD, but at The Board of Elections where she served as the Secretary to the Commissioners of Elections and the NYC Council as an Administrative and Training Manager. Additionally, Meredith has served as Deputy Executive Director for The Foundation for Ethnic Understanding, as well as a Government Relations Specialist for a Lobbying Firm.

EDUCATION
Meredith holds a Bachelor’s degree in Human Services from the University of Phoenix.

MEREDITH FLUG

TEAM MANAGER
[email protected]
(617) 877-1008

COST PROPOSAL
Proposal for On-Call Financial and Economic Analyses
33 COST PROPOSAL – NARRATIVE
For each of its engagements, CSG is dedicated to understanding the client’s policies and objectives to ensure that our advisory work integrates with and furthers the client’s needs and policy goals. CSG also provides detailed analysis – both numerical and descriptive – of issues, structures, value and pitfalls of any particular approach. Our approach is to break a problem or set of issues into component parts to expose each individually as well as their interrelationships. Such an approach often yields new understanding to the client – and is often suggestive of potential courses of action. Given a set of issues and identified constraints, CSG is adept at providing appropriate, creative solutions that maximize client goals and objectives while minimizing financial (and programmatic) risk.

We firmly believe that our approach
– which focuses on vetting multiple
potential structures and strategies to
arrive at the one that maximizes external
resources and minimizes public agency
funding –leaves our clients in a superior
financial position than when we began.

In fact, as a team, we evaluate our own
performance in part as a measure of the
additional funding that we have saved
our clients, which might include:
—
Identif
ying and securing additional
funding sources,
—
In
creasing returns through a highly
competitive solicitation process and
shrewd negotiating,
—
Maximizin
g borrowing capacity and
tax credit equity through detailed
comparisons and bidding approach,
—
Eliminatin
g funding gaps by pushing
developers to defer more fee and/or
return, and
—
Identif
ying cost reductions in
development and operating budgets.

EXAMPLES WHERE CSG HAS

PROVIDED SUBSTANTIAL BENEFITS
TO CLIENTS:

We have had several clients recognize
the degree to which we save them
money and they view our services as a
way to reduce costs overall.
—
C
SG has brought this experience
to bear several times for NYCHA,
including securing $6 million in post-
closing structuring savings as part of
the Federalization transaction, and
negotiating for higher cash flow splits
in both the Betances and Brooklyn
RAD/Section 18 transactions.
—
In th
e District of Columbia, we
identified several approaches
for stricter underwriting and
programmatic improvements that
could reduce the District’s financial
contribution by more than 50% for
selected projects..
—
In In
dianapolis, our work helped to
develop Insight, an instrumentality
of IHA, and create $4M in developer
fee in unrestricted funds.

CSG is also committed to developing internal staff capacity for our clients through the ongoing transfer of knowledge and training for client teams. Through this process, we often find that our billings for individual clients drop in subsequent years as client staff become increasingly competent in running basic financing scenarios, and CSG’s role evolves to higher-level review and structuring for more complicated and innovative financing transactions.

Hourly
Rate
Principal $335
Senior Vice President $290
Vice President $280
Senior Associate $255
Associate $230
Junior Associate $195
Management $100
Our hourly rates are subject increase
of 3% per position each year,
beginning January 1, 2023
FORMS

CITY OF MCHMOND
Sanctuary City Compliance Statement
The undersigned, an authorized agent of_ (hereafter"Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter " Sanctuary City Contracting Ordinance " or "SCCO"). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the US. Immigration and Customs Enforcement Division of the United States Department of Homeland Security ("ICE"). Contractor understands the meaning of the following terms used in the SCCO:
a. " Data Broker" means either of the followmg:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. "Extreme Vetting" means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor' s failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing.

Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this _day of_, 20_, at _, California.

Printed Name: _Title:

Signed: _Date:

Business Entity:

Vendor SCCO Compliance Statement (Augt2020)
CSG Advisors Incorporated
Nicole Graham Principal
12th September 22 San Francisco
September 12, 2022
CSG Advisors Incorporated

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PRODUCER

EDGEWOOD PARTNERS INS CENTER/PHS
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CONTACT
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INSURED
CSG ADVISORS, INC.
41 PERIMETER CTR E STE 615
ATLANTAGA30346-1976
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INSR

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SUBR
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POLICY EXP
(MM/DD/Y YYY) LIMITS
A

COMMERCIAL GENERAL LIABILITY
20 SBA AK8033 01/01/202201/01/2023
EACH OCCURRENCE $2,000,000

CLAIMS-MADEXOCCUR DAMAGE TO RENTED
PREMISES (Ea occurrence) $1,000,000
XGeneral Liability MED EXP (Any one person) $10,000
PERSONAL & ADV INJURY $2,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000

POLICY PRO-
JECT XLOC PRODUCTS - COMP/OP AGG $4,000,000
OTHER:

A

AUTOMOBILE LIABILITY
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COMBINED SINGLE LIMIT
(Ea accident) $2,000,000
ANY AUTO BODILY INJURY (Per person)

ALL OWNED
AUTOS

SCHEDULED
AUTOS BODILY INJURY (Per accident)
XHIRED

AUTOS XNON-OWNED
AUTOS

PROPERTY DAMAGE
(Per accident)
A

XUMBRELLA LIAB

EXCESS LIAB
XOCCUR

CLAIMS-
MADE 20 SBA AK8033 01/01/202201/01/2023
EACH OCCURRENCE $2,000,000
AGGREGATE $2,000,000
DEDXRETENTION$ 10,000
B

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
ANY

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OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
N/ A 20 WBC AF1KN9 01/01/202201/01/2023
XPER

STATUTE
OTH-
ER
Y/N E.L. EACH ACCIDENT $1,000,000
E.L. DISEASE -EA EMPLOYEE $1,000,000
E.L. DISEASE - POLICY LIMIT $1,000,000

AEMPLOYEE BENEFITS

LIABILITY
20 SBA AK8033 01/01/202201/01/2023 Each Claim Limit
Aggregate Limit
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$4,000,000
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DAVID PAUL ROSEN & ASSOCIATES

DEVELOPMENT, FINANCE AND POLICY ADVISORS
Quote and Qualifications to Provide On Call Development Economic and Financial Analysis Services

City of Richmond September 16, 2022

City of Richmond September 16, 2022 Quote to Provide Development Economic and Financial Analysis Service 1 Quote and Qualifications to Provide On Call Development Economic and Financial Analysis Services PREPARED FOR: Jesus Morales City of Richmond Housing Department [email protected] PREPARED BY: David Paul Rosen & Associates David Rosen, Principal 3527 Mt. Diablo Blvd, #361 Lafayette, CA 94549 510-451-2552 [email protected] www.draconsultants.com Nora Lake-Brown, Principal 3941 Hendrix Street Irvine, CA 92614 949-559-5650 [email protected] www.draconsultants.com

City of Richmond September 16, 2022 Quote to Provide Development Economic and Financial Analysis Service 2 Table of Contents 1. Cover Letter 2. Firm Qualifications ............................................................................ 1 3. Resumes of Staff Assigned to the Project ............................................ 2 4. Representative Project Experience ..................................................... 4 Richmond Housing Authority Development Advisory ........................ 4 Oakland Multifamily Underwriting and Asset Management ............... 5 Pasadena Concord Apartments .......................................................... 5 Denver Multifamily Underwriting and Loan Production ..................... 6 Emeryville Affordable Housing Developer Selection .......................... 7 5. References ......................................................................................... 8 6. Cost Information ................................................................................ 9

Dear Jesus: David Paul Rosen & Associates (DRA) is pleased to present the Richmond with our quote and qualifications to provide on-call real estate development economic and financial analyses related to real property negotiations All substantive services will be performed by DRA Principals. David Paul Rosen, Ph.D., Founder and Principal of DRA, is an internationally recognized authority in the fields of affordable housing finance, policy, land use, analysis, negotiation, lending and investment strategic planning, redevelopment and energy efficiency/renewable energy. Nora Lake-Brown, Principal of DRA’s Irvine office, has more than 35 years of experience in the analysis of real estate markets, local economies and financial feasibility, and has served as managing Principal advising more than sixty communities on affordable housing economic, policy and strategic planning studies. We look forward to this opportunity to continue serving the City of Richmond. Sincerely,

Nora Lake-Brown Principal

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 1

1. Firm Qualifications Founded in 1980, David Paul Rosen & Associates (DRA) is a nationally recognized public interest consulting firm with offices in the San Francisco Bay Area and Irvine, California. DRA specializes in financial and development advisory services for affordable housing. DRA Principals have advised on more than $10 billion in low income housing finance and projects. development representing more than 100,000 units. DRA's track record covers a wide range of renter and owner housing, mixed-use and commercial real estate transactions. DRA has advised on projects using many layers of financing provided by both the private and public sectors. DRA has a sophisticated understanding of complex financial transactions and structuring, as well as the real estate business acumen to best support all forms of affordable housing financing. We are expert in Low Income Housing Tax Credits (LIHTC), tax-exempt bonds, mixed-finance and mixed-income HOPE VI projects, ACC and PFS contracts, RAD, Vouchers, GSE debt structures, FHA, Ginnie Mae, private mortgage insurance and custom made credit enhancement programs, construction, permanent and mezzanine financing, property tax abatements, HUD programs and tax rules regarding credits, depreciation and capital gains. Significantly, DRA has long-established relationships with many affordable housing professionals and financial institutions worldwide. We are able to tap into those resources to validate or challenge interpretations and assumptions. These relationships include lenders, investors, syndicators, underwriters, developers, government-sponsored enterprises, and others who have extensive experience in affordable housing finance and development DRA’s clients include federal, state, and local government agencies, non-profit and for-profit developers, corporations, foundations, professional associations and research organizations in 45 states, and more than 300 cities and counties. Our current and former municipal and housing authority clients include San Luis Obispo, Los Angeles, Oakland, Pasadena, San Diego, San Jose, CA; Seattle, WA; Portland, OR; Denver, CO; Chicago, IL; Cambridge, MA; Richmond, VA; Chapel Hill, NC; as well as scores of small and mid-sized jurisdictions. DRA has worked with its public and private clients to improve their underwriting, asset and financial management systems to better ensure that the policy goals

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 2 and/or business objectives of these entities are met over the long term. The quality of risk management is a direct function of the quality of the entity's underwriting practices, loan policies, loan approval processes, asset and financial management systems. DRA helps its clients create underwriting guidelines, review the appropriateness of current guidelines, and revise such guidelines in the context of past experience, current market conditions and developer capabilities. 2. Resumes of Staff Assigned to the Project All substantive services for this assignment will be performed by David Paul Rosen and Nora Lake-Brown. Both Ms. Lake-Brown and Mr. Rosen will be available to City staff throughout the contract period. Brief resumes for Mr. Rosen and Ms. Lake-Brown are provided below. David Paul Rosen David Paul Rosen, Ph.D., is founder and Principal of David Paul Rosen & Associates (DRA), a 38-year old financial and development consulting firm with expertise in capital formation strategies for affordable housing and community economic development. DRA’s clients include federal agencies, the United States Congress, state and local agencies and legislative bodies, corporations, non-profit organizations and foundations. Dr. Rosen is nationally recognized in the field of affordable housing finance, policy, land use, analysis, negotiation, lending and investment strategic planning. He has personally advised on more than $3.0 billion in development finance. Dr. Rosen is responsible for some of the more important innovations in affordable housing development policy. He originated the concept of state housing trust funds, now in place in 47 states. These funds are a permanently dedicated, annually renewable source of capital for the production and preservation of affordable housing. He helped lead the efforts in the mid-1980s in California to negotiate with major money center banks under the Community Reinvestment Act (CRA) to make multi-billion dollar commitments to affordable housing development lending and investment. Dr. Rosen served as the inaugural Chairman of the California Organized Investment Network (COIN) Investment Advisory Board for the California Department of Insurance. Dr. Rosen led this first of its kind organization to develop an investment policy that encourages insurance companies to increase capital for affordable housing and neighborhood revitalization. Dr. Rosen has advised more than 60 California jurisdictions on the economic analysis, design and adoption of inclusionary housing land use policies, programs and

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 3 innovations. Dr. Rosen was the lead consultant to the City of Oakland creating the Community Alliance for Syndicated Housing, now Merritt Community Capital, and has also served as a lead consultant to the Federal Home Loan Bank of Atlanta (Bank) in its dealings with FHA, Ginnie Mae and Freddie Mac. He advised the Bank’s Chief Executive Officer and the Board of Directors on a wide range of community economic development and affordable housing initiatives throughout the nine state region of the Bank. Dr. Rosen has led federal research efforts on tax and financial policy for affordable housing. He has briefed White House and senior Administration officials at a dozen federal agencies. He has advised HUD, FHA, Ginnie Mae, the Federal Home Loan Bank system, the Federal Housing Finance Agency, Freddie Mac, the World Bank and the International Finance Corporation on housing finance policy. Education Bachelor of Arts, Political Science, Columbia University, 1972 Doctor of Philosophy, Public Policy, Union Institute, 1983 Nora Lake-Brown Nora Lake-Brown, Principal of DRA’s Irvine office, has more than 30 years of experience in the analysis of real estate markets, local economies and financial feasibility. She has performed fiscal impact assessments for more than 75 government agencies and 25 private developers statewide. She has served as financial consultant on more than $3.5 billion of affordable and market-rate housing, commercial, industrial and mixed-use real estate transactions and financings. Ms. Lake-Brown is a nationally recognized authority on land value recapture, using residual land value analysis to quantify the land value increment associated with government actions, such as rezoning, land use changes, and the provision of development incentives, so that a portion of the value can be recaptured for public benefit. Ms. Lake-Brown has assisted scores of cities with the preparation of residential market analyses, affordable housing needs assessments, affordability gap analyses and comprehensive housing strategies. She has analyzed inclusionary housing programs for local governments, identifying mitigations that can partially offset the costs of compliance. She has created computerized financial models to quantify the affordability cost of inclusionary housing requirements and the economic value of potential offsets

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 4 and non-cash incentive measures. Ms. Lake-Brown is acknowledged as one of the leading real estate economists dedicated to affordable housing development, transactions, finance and public policy in California. Ms. Lake-Brown’s technical excellence, clear insight, and extensive track record in real estate and affordable housing development finance provide concise and expert analysis in an easily understandable format. Ms. Lake-Brown provides asset management, portfolio overview and analysis, as well as strategic, business and financial planning for nonprofit organizations and public agencies active in the affordable housing development and finance. Ms. Lake-Brown served as the principal investigator on inclusionary housing analyses for major cities across the country including Los Angeles, San Diego, San Jose, Seattle, Portland, Denver and Cambridge. Education B.A., Economics, With Honors, University of California, Santa Cruz, 1981 B.A., Environmental Studies, University of California, Santa Cruz, 1981 M.A., City and Regional Planning, Kennedy School of Government, Harvard University, 1983 3. Representative Project Experience Examples of recent DRA experience in the last five years are provided below. All consulting services on these projects were performed by Nora Lake-Brown and David Rosen. Richmond Housing Authority DRA serves as development and financial advisor to the Richmond Housing Authority on its public housing and affordable housing inventory. To improve their financial viability and long-term sustainability, RHA has embarked on an analysis of repositioning options and recommendations for its Public Housing and Housing Choice Voucher (HCV) Programs. The goal of the repositioning effort is to develop financial structures that eliminate current operating shortfalls, improve the living conditions of residents, revitalize and/or redevelop RHA housing assets, put in place long-term sustainable financial repositioning of each asset, and bring each asset up to modern standards of design, energy efficiency, resident amenities and quality of construction.

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 5 DRA is advising RHA on its transitioning of public housing projects using RAD, Section 18 and Section 30 disposition processes. DRA is currently advising RHA on five different properties in different stages of the disposition process, involving the acquisition/rehabilitation of existing buildings and new construction to increase the density on existing development sites. DRA assists RHA in drafting RFPs and RFQs for redevelopment of the sites and the evaluation and due diligence on submitted developer proposals, financial plans and pro formas. DRA advises RHA on negotiation of deal terms with the developers for Exclusive Negotiation Agreements and Loan, Disposition and Development Agreement. DRA assists RHA in successfully navigating the HUD disposition process and achieving the goals and schedule of its Public Housing Recovery and Sustainability (PHARS) Agreement with HUD. City of Oakland Multifamily Underwriting and Asset Management The City of Oakland Housing and Community Development engaged DRA to provide continuing consulting services regarding asset management and underwriting of the City’s affordable multifamily rental and homeownership programs and portfolios. DRA has completed an assessment of the City’s asset management, underwriting, loan production and documentation policies, processes, systems and functions for its affordable multifamily rental housing program and portfolio. Specific tasks under this engagement included preparation of affordable multifamily housing loan underwriting guidelines; creation of an Excel-based financial model to assist City staff in analyzing the feasibility or proposed multifamily projects and determining the reasonableness of requested subsidies from the City; revising the City’s Notices of Funding Availability for both new construction and acquisition/rehabilitation projects to best reflect the City’s policies and priorities; and preparing a five-year capital plan outlining proposed City financial expenditures on affordable housing. DRA continues to provide on-call policy and analytical services to the City of Oakland for both its affordable multifamily and affordable homeownership programs. Pasadena Concord Apartments DRA advised the City of Pasadena on Retirement Housing Foundation’s (“RHF’s”) proposal to acquire from the City the 149-unit HUD-financed affordable senior housing property located at 275 E. Cordova Street, known as the Concord Apartments. DRA reviewed extensive information and documents on the history and current status of the transaction and the property.

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 6 The Concord Apartments (“Project) is situated on land owned by the City, conveyed to RHF Housing, Inc., pursuant to a Ground Lease. RHF Housing, Inc., currently owns the improvements, but it must convey the improvements to the City upon expiration or termination of the Ground Lease. The Pasadena Fire and Police Retirement System (“FPRS”) owns a 93% beneficial interest in the Concord asset. DRA conducted a site visit of the Concord Apartments and met with RHF representatives. DRA also analyzed the feasibility of the RHF proposal, including the appropriateness of the proposed property sales costs, rehabilitation and other hard construction costs, other soft development costs, operating costs, reserves, rent revenue, financing, HUD-related assumptions, and other assumptions used by RHF. DRA reviewed lender debt and equity proposals to maximize debt and equity proceeds. DRA reviewed revisions to the HAP contract, HUD rent study and other documents and advised the City on the HUD closing process. DRA assisted the City in negotiations with RHF for the sale of the property and evaluating additional financial analyses to the City, resulting in estimated cash sale proceeds at $16 million to the City and FPRS at closing along with ongoing residual receipts loan payments to the City on a $10 million Seller Loan. Denver Affordable Multifamily Housing Program Asset Management and Loan Production DRA served as advisor to the City of Denver on asset management of the City’s affordable multifamily rental housing program which includes nearly 3,000 units created through the City’s inclusionary housing program and through investment of local funds. Denver engaged DRA to conduct an assessment of the City’s asset management, underwriting, loan production and documentation processes, systems and functions for its affordable multifamily rental housing program and portfolio. DRA’s work products and recommendations included: • An underwriting manual containing the City’s affordable multifamily housing underwriting policies and guidelines. DRA compiled the City’s existing policies, prepared recommendations, and collaborated with City staff to prepare a final underwriting manual. • Interviews with a series of cities with comparable multifamily affordable housing portfolios regarding their housing organization, staffing levels, and loan approval process for affordable housing asset management and housing loan production. DRA compared the staffing levels and process in other cities with those in the City of Denver.

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 7 • Recommended changes to the City’s loan agreement, covenant (regulatory agreement) and other affordable multifamily documents. • A five-year capital plan that projects funding and expenditures for the City’s affordable multifamily rental housing loan program on an annual basis. • An Excel-based financial model that allows management to analyze any prospective combination of financing sources for the preservation and rehabilitation of at-risk rental housing, including Section 221d3, 236, 221d4, expiring Section 8 or other expiring use projects, including Year 15 LIHTC projects or others. • Provision of development and financial consulting services for project underwriting and financial evaluation on and ongoing basis upon written direction from housing staff. Emeryville Affordable Housing Developer Selection and Analysis DRA was retained by the City of Emeryville to assist with the selection of a development team to develop up to 340 affordable and/or market-rate residential units on a 2-acre keystone site across from the Public Market in downtown Emeryville. DRA drafted the developer Request for Proposals with City review and input. DRA is currently assisting the City to review developer proposals including: 1) review of developer corporate financial statements to assess the developers’ financial capacity to carry out the project; 2) review of audited financial statements for comparable projects to assess the developers’ ability to operate affordable rental projects successfully and in accordance with lender and investor requirements; and 3) a review of proposed project pro formas to evaluate the feasibility of the proposed financing plan and realistic assessment of the site’s competitiveness for leveraged financing sources.

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 8

4. References DRA provides the following references. Each of the projects are described above. 1. Pasadena Concord Apartments Jim Wong Senior Project Manager City of Pasadena Housing Department 649 N. Fair Oaks, 2nd Floor Pasadena, CA 91105 [email protected] 626-744-8316 2. Richmond Housing Authority Development and Financial Advisory Nannette Beacham Executive Director Richmond Housing Authority 450 Civic Center Plaza, 2nd Floor Richmond, CA 94804 Office: 510-621-1300 Mobile: 510-648-9074 [email protected] 3. City of Emeryville Developer Selection and Analysis Chad Smalley Economic and Development and Housing Manager City of Emeryville 133 Park Ave. Emeryville, CA 94608 (510) 596-4355 [email protected]

City of Richmond September 16, 2022 Quote to Provide On Call Economic and Financial Analysis Services 9

5. Cost Information DRA will provide services on a time and expense basis using the billing rates summarized in Attachment A. DRA will commit to holding its 2022 Professional Rates throughout the term of the contract. Attachment A 2022 Professional Fee and Expense Reimbursement Schedule Principal I $375 Principal II $345 Data Entry, Word Processing, Administrative Assistance and Accounting $125 The following costs are reimbursable expenses with supporting receipts: • Mileage at the equivalent of the then current federal mileage reimbursement rate; tolls • Round-trip coach airfare, as mutually agreed by client and consultant • Ground expenses: rental cars, parking, cabs and other • Meals and lodging • Long-distance telephone charges, facsimile charges and expedited courier service • Copying and production charges • Data service charges • Supplies, as required for deliverables. A 1.75% per month surcharge will be added to any invoice that is unpaid 30 days after the original date of the invoice. DRA may increase its Professional Fees on January 1, 2021, and will notify its clients in writing of this change.

SUBMISSION FOR ON-CALL FINANCIAL AND
ECONOMICS ANALYSIS TO:

THE HOUSING DIVISION OF THE CITY OF

RICHMOND

Submitted by:

Land Econ Group
One Sansome Street, Suite 3500
San Francisco, CA 94104

September 14, 2022

2 September 14, 2022 Mr. Jesus Morales Housing Division Community Development Department City of Richmond 440 Civic Center Plaza Richmond, CA 94804 RE: Response to the City’s Request for Quotes for On-call Financial and Economic Analysis Service Dear Mr. Morales: The Land Econ Group (LEG) is pleased to respond to the Housing Division’s RFQ with this attached submission. As you and other Richmond staff are well aware, we have been providing exactly this type of service to the City and the Port of Richmond for a couple of years now. LEG is able to offer senior level expertise, prompt response times and reasonable hourly rates. We recently completed a number of assignments and have the capacity to serve the Housing Division going forward. Our 2022 hourly billing rates are attached: William “Bill” Lee, Senior Economist $195 Tanya Chiranakhon, Planning Economist $135 These rates are adjusted on a calendar year basis to reflect inflationary cost increases. We look forward to the opportunity to serve the Housing Division of the City of Richmond. Respectfully submitted, William W. Lee Senior Partner

3 Table of Contents TABLE OF CONTENTS 3 A. COMPANY PROFILE AND KEY PERSONNEL 4 B. SELECTED CLIENT LIST 5 C. DETAILED RESUMES OF PROJECT STAFF 6 D. RELEVANT PROJECTS 10 E. REFERENCES 14

4 A. COMPANY PROFILE AND KEY PERSONNEL Land Econ Group LLC is a land planning and development economics consulting firm. The firm’s primary services include real estate market analysis, financial feasibility evaluation, fiscal impact analysis and economic impact evaluation for land development projects, station area plans, community plans, specific plans and general plans. LEG was formed to serve planning and urban design firms, municipalities, transportation authorities, other governmental entities, property owners, real estate developers and foreign governments. The firm is well equipped to negotiate real estate deals on behalf of public agencies, property owners and developers because of its detailed financial modeling capabilities. The firm is a certified DBE by the SFMTA under the California Unified Certification Program (CUCP) and is also a SBE, WBE and MBE. Land Econ Group LLC is a two-member limited liability corporation that operates as a professional services partnership.

William "Bill" Lee Senior Partner
Tanya Chiranakhon Managing Partner One Sansome Street, Suite 3500 San Francisco, CA 94104 Office: (415) 851-9328 Mobile: (510) 301 6698 [email protected] One Sansome Street, Suite 3500 San Francisco, CA 94104 Office: (415) 851-9328 Mobile: (415) 283-8517 [email protected]

5 B. SELECTED CLIENT LIST Land Econ Group partners have provided services to the following selected clients during their careers. Planning and Urban Design Firms AECOM Airbnb Crandall Arambula Dyett & Bhatia Field Paoli Gruen Associates HOK Kimley Horn Associates LMN Architects Lyft MIG Parsons Brinkerhoff Perkins+Will Sasaki Associates Skidmore, Owings & Merrill (SOM) SWA Group Wallace Roberts & Todd (WRT) Zimmer Gunsul Frasca Architects (ZGF) Real Estate Development Firms The Bixby Company Catellus Centex Homes LCOR Lend Lease Development Rimland Pacific Pine Street Associates The Irvine Company Wilson Meany Sullivan Cities / Urban Renewal Agencies Albuquerque NM Dallas TX Fremont CA Hayward CA Irvine CA Lincoln NE Long Beach CA Los Angeles CA Milpitas CA Oakland CA Phoenix AZ Portland OR Richardson TX Salt Lake City UT San Diego CA Santa Barbara CA Scottsdale AZ Seattle WA Vancouver BC Westminster CO Bay Area Cities and Agencies Hercules Berkeley Piedmont Los Altos Los Gatos Sunnyvale Mountain View Palo Alto Milpitas San Carlos Redwood City Foster City San Mateo Burlingame South San Francisco Daly City San Jose Santa Clara San Francisco Transportation Agencies Arizona DOT Bay Area Rapid Transit District (BART) Caltrans Dallas Area Rapid Transit (DART) Gold Line Development Authority Idaho DOT King County Washington DOT Nevada DOT Port of Richmond Portland Metro Portland Trimet Santa Clara VTA Utah DOT High Speed Rail Agencies Australia Government Department of Infrastructure and Transport California High Speed Rail Authority Korean National Railroad Taiwan Department of Transportation High Speed Rail Bureau Colleges and Universities Cal State Monterey Bay Cal State Sacramento Santa Clara University UC Davis UC Santa Cruz UC San Diego

6 C. DETAILED RESUMES OF PROJECT STAFF William “Bill” Lee - Senior Partner Mr. Lee has been in land planning economics and economic development consulting since the 1970s and was the Managing Principal of Economics Research Associates’ (ERA) San Francisco Office for 15 years. ERA was the largest and most experienced land economics consulting firm in the United States at the time of its sale to AECOM in 2007. He was with AECOM Economics from 2007 until 2012 before forming the Land Econ Group. During over four decades of practice, he has specialized in services to local government agencies, land planning/urban design firms, property owners, real estate developers and transportation agencies. Mr. Lee received his BS degree from Stanford University, with a major in economics and a minor in mathematics, and his MBA degree from Columbia University and also attended the Graduate School of City Planning at Columbia. Mr. Lee’s practice focuses on the economics of community development and transit oriented development. During his decades of practice, he has created multiple Excel Financial Models to analyze real estate development feasibility and has used this model for redevelopment negotiations, testing of project financial feasibility based on schematic concepts, valuating public agency properties, and for comparing planning or urban design alternatives. Some of the key projects where he served as project manager or lead principal are listed below: • Terminal 1 DDA Negotiations including Financial and Fiscal Analyses – City of Richmond • Richmond Marina Lease Turnover Review – City of Richmond • Opinion of Market Rate Lease of 1324 Canal Street to Rigger’s Loft Winery – City of Richmond • Opinion of Lease Negotiation Issues with Richmond Grown – City of Richmond • Terminal 3 Long-Term Lease Negotiation – Port of Richmond • Redwood City and San Mateo County Property Exchange Negotiations – City of Redwood City • Redwood City Downtown Core Property Disposition Negotiation Support – City of Redwood City • Three Way Negotiations for Parking Replacement and Joint Development at Pleasant Hill BART Station - BART • Market And Financial Analysis as Input to Estimating Developer Community Benefits Contribution for Four Stations Along The Exposition LRT Line - City of Los Angeles Department of City Planning • Downtown San Mateo Specific Plan Market and Development Alternatives Plus Financial Analysis of Community Benefits Exaction – City of San Mateo • Detailed Financial Modeling of Development Alternatives and Negotiations with California High Speed Rail Authority – Millbrae Serra Station Development LLC

7 • Downtown and CalTrain Station Area Market Analysis and Development Strategy – City of Burlingame • Market and Financial Evaluation for Multiple Planning Assignments – City of San Carlos • Downtown Mountain View Financial Analysis of Including Retail Space into City Parking Structure – City of Mountain View • Hotel Market and Financial Feasibility Analysis at Stanford Shopping Center – City of Palo Alto • Fiscal and Vitality Evaluation of Visioning Alternatives – City of Los Altos • Market Analysis and Implementation Assessment for the Diridon Station Specific Plan – City of San Jose • Market and Joint Development Financial Analysis for six Santa Clara County BART extension stations including Milpitas, Alum Rock, Berryessa, Downtown San Jose, Diridon and Santa Clara Stations – Santa Clara County Valley Transportation Authority (VTA). • Market and Disposition Financial Analysis for 15 potential surplus properties in Santa Clara County - Santa Clara County General Services Administration (GSA). • Financial Modeling to Assist with Redevelopment Negotiations for Disposition of Former Civic Center Properties – City of Hayward • Transit Area Specific Plan Market and Fiscal Analysis – City of Milpitas • Financial Modeling of Urban Design Alternatives for Downtown – City of Hercules • Development of Prototype Financial Model for Redevelopment Disposition Negotiations – City of West Sacramento • Comprehensive Housing Development Strategy for West Campus – UC Davis • Economic Impact of the University – Santa Clara University • South Hayward Bay Area Rapid Transit (BART) Station Area Form Base Code and Specific Plan Market and Fiscal Evaluation – City of Hayward • Mission Boulevard Revitalization Strategy and Fiscal Evaluation for Specific Plan – City of Hayward • Market Analysis and Long Term Planning Strategy for Ten Central Portland Retail Districts – City of Portland Planning Bureau • Economic Revitalization Strategy for Vancouver BC Chinatown – City of Vancouver Canada • San Francisco Chinatown Revitalization Strategy – Chinatown Community Development Corporation

8 Tanya Chiranakhon, AICP, LEED AP - Managing Partner Ms. Chiranakhon conducts research and analysis for a variety of economic and real estate development projects across the U.S. and Asia. Her expertise includes market studies, development programming, feasibility analysis, fiscal assessment and economic impact assessments. Ms. Chiranakhon was with Economics Research Associates (ERA) and then AECOM Economics from 2007 through 2011. She also has an in-depth understanding of physical planning. Prior to joining ERA, Ms. Chiranakhon worked as an Urban Planner/Designer in San Francisco and Hong Kong with HOK, and as a designer with various architecture firms. Ms. Chiranakhon holds a Master’s in Urban Planning from Harvard University, where she concentrated in real estate and urban development. She received a BA in Architecture from the University of California Berkeley. Ms. Chiranakhon served as a Mayoral appointee to the San Francisco Planning Department’s Eastern Neighborhoods Citizen Advisory Committee from April 2014 to June 2015. Ms. Chiranakhon is a certified planner, LEED accredited professional and a Young Leader of the Urban Land Institute. She is proficient in Mandarin and familiar with Thai and Cantonese. Some of her selected projects are highlighted below. Strategic Planning and Economic Development • Downtown San Mateo Specific Plan (San Mateo, CA) – Assessed future market conditions addressing residential, retail and restaurant, office and hotel uses. The market analysis guided alternative development scenarios that were then evaluated for feasibility and fiscal impact. • Downtown Los Altos Vision Plan Economics (Los Altos, CA) – Conducted a survey of downtown business owners and operators and integrated results with market and demographic trends analysis to formulate economic strategies and development scenarios for downtown Los Altos. • El Camino Real Corridor Specific Plan (Sunnyvale, CA) – Evaluated demographic and economic trends and projected future population and employment characteristics to assess future market conditions. Assisted in evalutation of alternative development scenarios and development of implementation and financing strategy. • Downtown Livermore Market Analysis (Livermore, CA) – Analyzed historic demographic and economic trends and estimated projections of residential, office and retail space in downtown Livermore. • Manteca Retail and Restaurant Opportunities Study (Manteca, CA) – Conducted local and regional market and demographic analysis, including a citywide public survey, to identify future retail and restaurant opportunities in the rapidly growing city of Manteca. • San Benito General Plan Update Economic Analysis (San Benito, CA) – Examined demographic and economic trends and generated long-range market demand and growth forecasts. Conducted fiscal impact analysis related to expected development and growth within San Benito County.

9 • Vancouver Chinatown Economic Revitalization Action Plan (Vancouver, BC, Canada) – Developed action strategies to improve the economic vitality and create a viable plan for the revitalization of Vancouver Chinatown. Analyzed economic conditions and conducted a public workshop, survey of businesses and interviews with stakeholders to assess cultural and historic assets in the community. • Westminster Colorado Comp Plan Update Market Analysis – Prepared real estate market assessments for the city as a whole and for six focus areas including three commuter rail stations. • Downtown Portland Retail Strategy Analysis (Portland, OR) – Conducted analysis of current and future retail market capacity in Central Portland and its subdistricts. This study included economic and demographic analysis, research on national downtown trends and best practices in downtown retail development. • Downtown Douglas Redevelopment Plan (Douglas, AZ) – Prepared an economic development strategy for a historic border town. Interviewed key stakeholders and evaluated the competitive environment and positioning of the historic downtown. • Barrio Logan Economics Analysis (San Diego, CA) – Analyzed real estate market pressures driving change in this near downtown neighborhood of San Diego. Conducted fiscal impact analysis of Community Plan land use alternatives. Transit/Transportation Projects • California Highspeed Rail Alignment Alternatives Analysis (Merced to Fresno, CA) – Conducted research and analysis of real estate acquisition and relocation costs for three highspeed rail alignment alternatives from Merced to Fresno. Determined the value of loss of urban and rural productivity to evaluate the regional economic impact of each alternative. • Southern Poplar Corridor Rail Crossing Economic Impact Analysis (Shelby County, Tennessee) – Examined travel savings, real estate acquisition, relocation and construction costs to determine the economic impact of new rail crossings on the long-term future of the regional economy and at the local level. • CBD Rail Loop Urban Development Business Case (Auckland, New Zealand) – Conducted detailed case study analysis to examine the impact of rail service on CBD office development over a 20 year period in San Francisco, Portland and San Diego. • Englewood Colorado LRT Station Area Plans – Conducted market research for three light rail stations in Englewood, Colorado.

10 D. RELEVANT PROJECTS Terminal One Developer Negotiations LEG has been assisting the City of Richmond with Terminal One DDA negotiations. The analyses included financial pro forma, fiscal impact modeling, review of developer pro forma and proposed business terms. It also included attendance at numerous staff and City Council meeting. Client: City of Richmond Various Lease Reviews LEG has been assisting City staff and its legal team review a number of leases that are either being amended or are subject to renewal. These included the Alcatraz Tours, Richmond Marina, Richmond Grown, Rigger’s Loft Winey and others. Client: City of Richmond Port of Richmond Terminal 3 Negotiations The Port of Richmond selected a developer for a long-term master lease of Terminal 3. The developer proposed capital investments to facilitate development of this property but required long-term lease control in order to recoup its investment over time. The Port retained the Land Econ Group (LEG) to assist with lease negotiations covering the developer’s return on capital and the Port’s lease escalation and profit participation over time. Client: Port of Richmond Redwood City and San Mateo County Property Exchange Negotiation The City of Redwood City was under time pressure to extend Blomquist Street to enhance access to the new 131-unit townhouse project being developed by a San Francisco developer. In the development agreement, the City gained substantial cost savings in constructing a section of the Blomquist Street Extension, if it was able to deliver the prepared land for the extension before the project opened for sale. The property required for the road extension was owned by San Mateo County and had an operating homeless shelter on it. Redwood City had a larger parcel nearby that it was prepared to exchange for the County parcel. The Land Econ Group was retained by the City to negotiate with San Mateo County to successfully overcome differences in appraised land value, issues related to the homeless shelter and the needs of a recreation boating group with a lease on the City parcel. Client: City of Redwood City

11 Redwood City Land Disposition Negotiation The City of Redwood City was in negotiations with a developer concerning the South Main Mixed-Use Project covering five city blocks in the downtown core. The only remaining parcel to be assembled by the developer was a City owned parcel strategically located at the center of the project that contained a 23-unit apartment building originally intended for below market housing. Because the parcel was critical to development project success, the City was in position to negotiate for a “holdout value premium.” The assemblage adds value to the overall project, but there is the risk that an overly aggressive land value could either render the project unfeasible or erode the quality of project amenities. LEG guided the value negotiation for this land disposition agreement. Client: City of Redwood City Millbrae Serra Station Financial Evaluation and Negotiation Assistance The Land Econ Group worked closely with Millbrae Serra Station LLC on the development of a major and long held piece of property located at the Millbrae BART, CalTrain and High Speed Rail Station. Our work included market analysis for overall project financing, station area retail analysis for the City of Millbrae, detailed financial modeling of alternatives, assessment of the financial impact of proposed City policy actions and proposed property exchange with the California High Speed Rail Authority. The project recently received development approval from the Millbrae City Council. Client: Millbrae Serra Station LLC

12 Pleasant Hill BART Station Joint Development Three Party Negotiation Over a multi-year period, Bill Lee of the Land Econ Group assisted BART in the three way negotiation amongst BART, a private developer and the Contra Costa County Redevelopment Agency addressing the use of BART parking lot, the construction of replacement parking and station area joint development. BART was able to secure full replacement parking plus a share of the long-term land lease revenue from the developer and Redevelopment Agency. Client: BART Downtown San Mateo Market Analysis and Development Strategy Land Econ Group has prepared multiple economics assignments for San Mateo. The current ones include the economics and market analysis for the Downtown Specific Plan and the fiscal evaluation of alternatives for the downtown and the Hillsdale Station Area. Previous assignments include a retail strategy for the downtown, zone change to allow ground floor office use, and market impact of revised inclusionary housing policy. A financial modeling based community benefits policy was part of the LEG Downtown Plan input. Client: City of San Mateo Exposition LRT Line Station Area Market and Financial Analysis for Public Benefit Capacity Mr. Lee served as the senior real estate market economist and financial analyst in the Exposition Line Station Area Specific Plan preparation. He guided the market analysis and provided the financial model to analyze development opportunities induced by the transit investment and proposed up zoning. He then used the model to estimate the financial capacity of new development to carry the cost of community benefit improvements and recommended a set of policies to fund these improvements. The policies were adopted by the City of Los Angeles. Client: City of Los Angeles Department of City Planning

13 Economic Impact of Lyft Services LEG has examined the economic impact of Lyft Ridesharing Services for over 60 metropolitan areas in North America. The impact assessments were based upon Lyft’s internal survey data, and the actual experience in served metropolitan areas was used to project likely impact onto similar metropolitan areas planned for Lyft service. Because of this work, LEG has an unparalleled understanding of how ridesharing services are changing the future form of cities. Client: Lyft

14 E. REFERENCES City of Richmond Client: Ms. Lina Velasco Director Community Development Department 450 Civic Center Plaza Richmond, CA 94804 (510) 620-6841 [email protected] Date: September 2022 Client: Ms. Shasa Curl City Manager 450 Civic Center Plaza Richmond, CA 94804 (510) 412-2091 [email protected] Date: September 2022 City of Redwood City On-Call Real Estate Negotiation Services Client: Mr. Alex Khojikian Director Community Development Department City of Redwood City 1017 Middlefield Road Redwood City, CA 94063 [email protected] Date: 2018 - 2022

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