Item 05 - Crossroads at Washington Affordable Housing Project at 1126, 1136, & 1146 East Washington Ave.

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Crossroads at Washington Affordable Housing Project at 1126, 1136, & 1146 East Washington Avenue June 21, 2022 Page 4 2 8 1 5 approval of a Loan Agreement for $3,007,489 in HOME Investment Partnerships Program funds, a Loan Agreement for $1,637,420 in Neighborhood Stabilization Program (“NSP”) funds (which includes an additional award of $339,727 in NSP funds), a Development Impact Fee Deferral Agreement, and two Subordination Agreements with U.S. Bank, National Association and the County of Orange as senior lenders. In addition, the following items are also required for this Project to move forward: 1) an award of eight additional project-based vouchers; 2) a revised joint sixty-five (65) year Ground Lease; 3) a Land Use Covenant; and 4) an Equitable Community Revitalization Grant Agreement. These various actions and Agreements are summarized in detail below, followed by a description of the Project. Loan Agreement – HOME Investment Partnerships Program Funds The HOME Investment Partnerships Program Loan Agreement is attached as Exhibit 5. The following loan terms are incorporated into the Loan Agreement: Borrower: Washington Santa Ana Housing Partners, L.P., which is a California limited partnership formed by Related and ACOF. Loan Amount: $3,007,489 principal amount from the HOME Investment Partnerships Program (the "HOME Program”) Interest Rate: 3% simple interest per year Term: Sixty-two (62) years from the date of issuance of the Certificate of Completion for the Project. Terms of Repayment: Repaid from twenty-four (24%) of residual receipts (pro- rata with payments due in connection with other financing provided) calculated by taking the Gross Revenues from the Property for each year, less deductions for annual Operating Expenses. Disbursement Schedule/Budget: 90 percent of the funds will be disbursed upfront for the construction, with a 10 percent contingency. Selection of Tenants: Except for the permanent supportive housing units covered by the 43 project-based vouchers provided by the Orange County Housing Authority, a local preference shall be given to residents that live and/or work in the City of Santa Ana. [On February 18, 2020, City Council adopted a resolution granting consent to the Orange County Housing Authority to administer project - based vouchers in the City of Santa Ana for the development of the Project.] The HOME Loan Agreement has been pre-signed by Related to acknowledge their acceptance of the terms.