HomeMy WebLinkAbout25C - AGMT - HOUSING SRVSREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
FEBRUARY 17, 2015
TITLE:
AGREEMENTS FOR
HOUSING FINANCIAL
ANALYSIS AND ADVISORY
SERVICES
(STRATEGIC PLAN NO. 5,31
CITY MANAG+LR
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
VNU0 _1
❑ As Recommended
❑ As Amended
• Ordinance on 15' Reading
• Ordinance on 2nd Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
Authorize the City Manager and the Clerk of the Council to execute an on -call agreement
with Keyser Marston Associates, subject to non- substantive changes approved by the City
Manager and the City Attorney, to provide housing financial analysis and advisory
services, for up to $100,000 for a two -year agreement.
Authorize the City Manager and the Clerk of the Council to execute an on -call agreement
with CSG Advisors, Inc., subject to non - substantive changes approved by the City
Manager and the City Attorney, to provide housing financial analysis and advisory
services, for up to $100,000 for a two -year agreement.
DISCUSSION
The Community Development Agency creates and implements programs that offer affordable
housing opportunities within the City. Periodically, City staff requires professional consulting
services to insure the economic viability of the design and implementation of these programs.
On December 29, 2014, the City released a Request for Qualifications (RFQ) soliciting proposals
from experienced consulting firms to select one or more firms to provide on -call housing financial
analysis and advisory services for housing projects and programs within the City of Santa Ana.
These include housing activities funded by Community Development Block Grant (CDBG),
HOME Investment Partnership Grant (HOME), other competitive federal grants, the City's
Inclusionary Housing funds, and housing revenue bond financed programs. The RFQ was
advertised and posted on PlanetBids, and closed on January 29, 2015. The City received two
qualified proposals in response to the RFQ.
25C -1
Agreements for Housing Financial
Analysis and Advisory Services
February 17, 2015
Page 2
Responses were evaluated based on qualifications and company experience; demonstrated and
relevant affordable housing experience; fee proposal; and quality and depth of proposal.
All firms submitting proposals demonstrated the ability to deliver the necessary services to the
City. Staff is recommending that both Keyser Marston Associates (Exhibit 1) and CSG Advisors,
Inc. be awarded an on -call contract (Exhibit 2) for a two -year term with a one -year renewal
options. These contracts will cover the following services: general multi - family affordable housing
financial analysis and advisory services, multi - family and /or single - family bond issuance financial
advisory services, inclusionary housing program financial analysis and advisory services,
financial feasibility analysis, and subsidy layering analysis.
STRATEGIC PLAN ALIGNMENT
Approval of this item allows the City to meet Goal #5 (Community Health, Livability, Engagement
& Sustainability), Objective 3 (Facilitate diverse housing opportunities and support efforts to
preserve and improve the livability of Santa Ana neighborhoods).
FISCAL IMPACT
As potential projects are identified, funds will be made available in the HOME program (account
no. 13018780- 62300), Neighborhood Stabilization Program 1, 2, 3 (account no. 14218760-
62300, 14218761- 62300, 14218762 - 62300), and the inclusionary Housing Fund (account no.
41718820 - 62300.)
19WA
Kelly ReerQers V k-111
Executive Director
Community Development Agency
KR/SS /NV /sb
Exhibit: 1. Keyser On -Call Contract
2. CSG On -Call Contract
APPROVED AS TO FUNDS AND ACCOUNTS:
Francisco Gutierrez SR
Executive Director
Finance and Management Services Agency
25C -2
CONSULTANT AGREEMENT
THIS AGREEMENT, made and entered into this 17a' day of February 2015, by
and between Keyser Marston Associates, Inc. (hereinafter "Consultant "), and the City of
Santa Ana, a charter city and municipal corporation duly organized and existing under the
Constitution and laws of the State of California (hereinafter "City"),
RECITALS
A. The City desires to retain a qualified consulting firm having special skill and
knowledge in the field of financial consulting services and development.
B. Consultant represents that Consultant is able and willing to provide such services to
the City.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably
be expected from a professional consulting finm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and
subject to the terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Consultant shall provide on -call financial analysis and advisory services for
development and housing projects and programs within the City of Santa Ana. These
services include but are not limited to: housing activities funded by Community
Development Block Grant (CDBG), HOME Investment Partnership Grant fimds, the
City's hnclusionary Housing funds, housing revenue bond financed programs, and other
competitive federal grants as set forth in more detail in Consultant's Proposal attached
hereto and incorporated herein as Exhibit A.
2. DELIVERY OF WORK PRODUCT
Consultant shall deliver to City any work product which results from the services
provided.
In regard to all copyrightable material produced as a deliverable under this
Agreement, including but not limited to books, reports, plans, photographs, and drawings,
Consultant agrees, for itself and its affected officers, employees, agents, contractors, and
volunteer workers, that (a) other such material may not be copyrighted without prior
review from the City, and (b) the authors of all such material, whether copyrighted or not,
award to the City, and to its officers, agents and employees acting within the scope of
their official duties, as a condition of payment to the Consultant, a royalty -free,
nonexclusive, irrevocable license throughout the world for governmental purposes to
disclose, publish, translate, reproduce, and use such materials.
Exhibit I
25C -3
3. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its
services, the rates and charges identified in Exhibit B (Fee Schedule). The total sum to
be expended under this Agreement shall not exceed $ 100,000.00 during the two -year
term.
b. Payment by City shall be made within thirty (30) days following receipt of
proper invoice including a detailed breakdown of the services and tasks performed, Hours
and hourly rates related to performance of those services and tasks, subject to City
accounting procedures.
c. Payment need not be made for work which fails to meet the standards of
performance set forth in the Recitals which may reasonably be expected by City. In the
event that the City disputes a portion of Consultant's invoice, any sums not in dispute
shall be remitted to Consultant.
"W"L
This Agreement shall commence on the date first written above and terminate on
February 16, 2017, unless terminated earlier in accordance with Section 13, below. The
term may be extended by a writing executed by the City Manager and City Attorney,
5. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended
nor shall it be construed to create an employer - employee relationship, a joint venture
relationship, or to allow the City to exercise discretion or control over the professional
mammer in which Consultant performs the services which are the subject matter of this
Agreement; however, the services to be provided by Consultant shall be provided in a
manner consistent with all applicable standards and regulations governing such services.
Consultant shall pay all salaries and wages, employer's social security taxes, unemployment
insurance and similar taxes relating to employees and shall be responsible for all applicable
withholding taxes.
6. INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
25C -4
a. Commercial General Liability Insurance. Consultant shall maintain
commercial general liability insurance naming the City, its officers, employees, agents,
volunteers and representatives as additional insured(s) and shall include, but not be
limited to protection against claims arising from bodily and personal injury, including
death resulting therefrom and damage to property, resulting from any act or occurrence
arising out of Consultant's operations in the performance of this Agreement, including,
without limitation, acts involving vehicles. The amounts of insurance shall be the
following: single limit coverage applying to bodily and personal injury, including death
resulting therefrom, and property damage, in the total amount of $1,000,000 per
occurrence. Consultant shall supply City with a fully executed additional insured
endorsement in substantially the form attached hereto as Exhibit C upon execution of this
Agreement and shall be approved in form by the City Attorney.
b. Business automobile liability insurance, or equivalent form, with a combined
single limit of not less than $1,000,000 per occurrence. Such insurance shall include
coverage for owned, hired and non -owned automobiles.
c. Worker's Compensation Insurance. In accordance with the provisions of
Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required
to be insured against liability for worker's compensation or to undertake self - insurance.
Prior to commencing the performance of the work under this Agreement, Consultant
agrees to obtain and maintain any employer's liability insurance with limits not less than
$1,000,000 per accident.
d. Professional liability (errors and omissions) insurance, with a combined single
limit of not less than $1,000,000 per claim.
e. The following requirements apply to the insurance to be provided by
Consultant pursuant to this section:
(i) Consultant shall maintain all insurance required above in full force
and effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be furnished to the City upon
execution of this Agreement and shall be approved in forn by the
City General Counsel.
(iii) Certificates and policies shall state that the policies shall not be
canceled or reduced in coverage or changed in any other material
aspect without thirty (30) days prior written notice to the City.
f. If Consultant fails or refuses to produce or maintain the insurance required by
this section or fails or refuses to furnish the City with required proof that
insurance has been procured and is in force and paid for, the City shall have
the right, at the City's election, to forthwith terminate this Agreement. Such
termination shall not effect Consultant's right to be paid for its time and
materials expended prior to notification of termination.
25C -5
INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers,
agents, employees, consultants, special counsel, and representatives from liability. (1) for
personal injury, damages, just compensation, restitution, judicial or equitable relief
arising out of claims for personal injury, including health, and claims for property
damage, which may, arise from the direct or indirect negligent perfonnance of services of
the Consultant or its contractors, subcontractors, agents, employees, or other persons
acting on their behalf which relates to the services described in section 1 of this
Agreement; and (2) from any claim that personal injury, damages, just compensation,
restitution, judicial or equitable relief is due by reason of the terms of or effects arising
from this Agreement. This indemnity and hold harmless agreement applies to all claims
for damages, just compensation, restitution, judicial or equitable relief suffered, or
alleged to have been suffered, by reason of the events referred to in this Section or by
reason of the terms of, or effects, arising from this Agreement. The Consultant further
agrees to indemnify, hold harmless, and pay all costs for the defense of the City,
including fees and costs for special counsel to be selected by the City, regarding any
action by a third party challenging the validity of this Agreement, or asserting that
personal injury, damages, just compensation, restitution, judicial or equitable relief due to
personal or property rights arises by reason of the terms of, or effects arising from
Consultant's negligence or willful misconduct on the performance of this Agreement.
City may make all reasonable decisions with respect to its representation in any legal
proceeding.
8. CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and /or proprietary, Consultant
agrees that it shall not use or disclose such information except in the performance of this
Agreement, and further agrees to exercise the same degree of care it uses to protect its
own information of like importance, but in no event less than reasonable care.
"Confidential Information" shall include all nonpublic information. Confidential
information includes not only written information; but also information transferred orally,
visually, electronically, or by other means. Confidential information disclosed to either
party by any subsidiary and /or agent of the other party is covered by this Agreement.
The foregoing obligations of non -use and nondisclosure shall not apply to any
information that (a) has been disclosed in publicly available sources; (b) is, through no
fault of the Consultant disclosed in a publicly available source; (c) is in rightful
possession of the Consultant without an obligation of confidentiality; (d) is required to be
disclosed by operation of law; or (e) is independently developed by the Consultant
without reference to information disclosed by the City.
9. CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests,
direct or indirect, which would conflict in any manner with performance of services
specified under this Agreement.
25C -6
10. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in
person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile
or other telegraphic communication in the manner provided in this Section, to the
following persons:
To City: City of Santa Ana
Clerk of the Council
20 Civic Center Plaza (M -30)
P.O. Box 1988
Santa Ana, CA 92702 -1988
telefacsimile (714) 647 -6956
City of Santa Ana
Director of Community Development Agency
20 Civic Center Plaza (M -25)
P.O. Box 1988
Santa Asia, California 92702
City Attorney
City of Santa Ana
20 Civic Center Plaza (M -29)
P.O. Box 1988
Santa Ana, California 92702
Telefacsimile (714) 647 -6515
To Consultant: Keyser Marston Associates, Inc.
500 S. Grand Avenue, Suite 1480
Los Angeles, CA 90071
Phone: (213) 622 -8095
FAX: (213) 622 -5204
A party may change its address by giving notice in writing to the other party.
Thereafter, communication shall be addressed and transmitted to the new address. If sent
by mail, communication shall be effective or deemed to have been given three (3) days
after it has been deposited in the United States mail, duly registered or certified, with
postage prepaid, and addressed as set forth above. For purposes of calculating these time
frames, weekends, federal, state, County or City holidays shall be excluded.
11. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City
and Consultant, and supersedes any and all other agreements, oral or written, between the
parties. In the event of a conflict between the terms of this Agreement and any
attachments hereto, the terms of this Agreement shall prevail. This Agreement may not
be modified except by written instrument signed by the City and by an authorized
25C -7
representative of Consultant. The parties agree that any terms or conditions of any
purchase order or other instrument that are inconsistent with, or in addition to, the terms
and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to
this Agreement acknowledges that no representations, inducements, promises or
agreements, orally or otherwise, have been made by any party, or anyone acting on behalf
of any party, which are not embodied herein.
12. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of
Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest
herein without the prior written consent of the City and any such assignment, transfer,
delegation or subcontract without the City's prior written consent shall be considered null
and void. Nothing in this Agreement shall be construed to limit the City's ability to have
any of the services which are the subject to this Agreement performed by City personnel
or by other consultants retained by City.
13. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written
notice of termination. In such event, Consultant shall be entitled to receive and the City
shall pay Consultant compensation for all services performed by Consultant prior to receipt
of such notice of termination, subject to the following conditions:
a. As a condition of such payment, the City Manager may require Consultant to
deliver to the City all work product completed as of such date, and in such case such work
product shall be the property of the City unless prohibited by law, and Consultant consents
to the City's use thereof for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of
performance specified in the Recitals of this Agreement.
14. DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex,
marital status, sexual orientation, age, national origin, ancestry, or disability, as defined
and prohibited by applicable law, in the recruitment, selection, training, utilization,
promotion, termination or other employment related activities. Consultant affirms that it
is an equal opportunity employer and shall comply with all applicable federal, state and
local laws and regulations.
15. JURISDICTION -VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this
Agreement shall be determined and governed by the laws of the State of California. Both
parties further agree that Orange County, California, shall be the venue for any action or
25C -8
proceeding that may be brought or arise out of, in connection with or by reason of this
Agreement.
16. PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary
licenses, permits, approvals, waivers, and exemptions necessary for the provision of the
services hereunder and required by the laws and regulations of the United States, the
State of California, the City of Santa Ana and all other governmental agencies.
Consultant shall notify the City immediately and in writing of her inability to obtain or
maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall
be cause for termination of this Agreement.
17. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective parties to each of the terms of this
Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees,
for any injuries or damages to City in the event that such authority or power is not, in fact,
held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully
set forth in the body of this Agreement.
25C -9
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and
year first above written.
ATTEST:
CITY OF SANTA ANA
MARIA D. HUIZAR DAVID CAVAZOS
Clerk of the Council City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
Lisa E. Storck
Assistant City Attorney
APPROVED AS TO CONTENT: CONSULTANT
KELLY L. REENDERS
Executive Director
Community Development Agency
0
25C -10
By: Kathleen Head
Managing Principal/Vice President
Tax ID # 94- 23663741
EXHIBIT A
SCOPE OF SERVICES
9
25C -11
� Il
KEYSER MARSTON <4SSOMTES...
ADVISORS IN PUBLIC /rRIVATE REAL CSTATE DEVELOPMENT
specialization in affordable housing services. KMA brings in -depth expertise in a variety
of financing techniques such as tax - exempt multifamily bonds, Low Income Housing Tax
Credits, New Market Tax Credits United States Department of Housing and Urban
Development (HUD) assistance sources, financing programs offered by the California
Housing and Community Development Department (HCD), the Federal Home Loan
Bank Affordable Housing Program funds (AHP), and the revenue sources that are
available to the housing successors to former redevelopment agencies.
KMA understands that the City wishes to enter into a two -year contract with the selected
firm, with the possibility for three (3) one -year options, If KMA is selected, we will obtain
a City of Santa Ana business license and provide the insurance certification required by
the RFQ. We will also comply with the anti - collusion requirements that are spelled out in
Exhibit C to the RFQ.
boo SOUTH GRAND AVENUE, SUITE 1460 : LOS ANGELES, CALIFORNIA 90071 'r PHONE 213.622.8095
- 1501020.KMA:KI11 -i
W W W.KEYSERMARSTON.COM 99900.900
25C -12
January 29, 2015
ADVISORS IN:
Real Estate
Redevelopment
Natalie Veriinich
Affordable Housing
3c:onomic Development
Housing Programs Analysis,
City Of Santa Ana
SAN FRANCISCO
A. ferxy Keyser
Community Development Agency
Rate Eyle!Gunk
Kate Earle Funk
20 Civic Center Plaza —M37
Debbie M. Kern
Santa Ana, California 92701
Reed T.Kawahara
David Doexema
Re: Request for Qualifications for Housing Financial Analytical and Advisory Services
Los ANGELES
Kathleen H. Head
James A. Rabe
Dear Ms, Verlinich:
Gregory V. Soo-Hoo
Kevin R. Engstrom
Julie L. Forney
Keyser Marston Associates,. Inc. (KMA) is pleased to submit this proposal to the City of
Santa Ana and the Santa Ana Housing Authority (collectively referred to as the "City ")
SAN DIEGO
Paul C. Marra
request for qualifications to provide housing financial analytical and advisory services
(RFQ). Specifically, KMA is proposing to provide financial assistance with multifamily
and single - family housing projects and programs; bond Issuance advisory services; and
financial evaluations of projects being undertaken under the auspices of the City's
Housing Opportunities Ordinance.
KMA is a full- service real estate, financial, and economic consulting firm with a
specialization in affordable housing services. KMA brings in -depth expertise in a variety
of financing techniques such as tax - exempt multifamily bonds, Low Income Housing Tax
Credits, New Market Tax Credits United States Department of Housing and Urban
Development (HUD) assistance sources, financing programs offered by the California
Housing and Community Development Department (HCD), the Federal Home Loan
Bank Affordable Housing Program funds (AHP), and the revenue sources that are
available to the housing successors to former redevelopment agencies.
KMA understands that the City wishes to enter into a two -year contract with the selected
firm, with the possibility for three (3) one -year options, If KMA is selected, we will obtain
a City of Santa Ana business license and provide the insurance certification required by
the RFQ. We will also comply with the anti - collusion requirements that are spelled out in
Exhibit C to the RFQ.
boo SOUTH GRAND AVENUE, SUITE 1460 : LOS ANGELES, CALIFORNIA 90071 'r PHONE 213.622.8095
- 1501020.KMA:KI11 -i
W W W.KEYSERMARSTON.COM 99900.900
25C -12
Natalie Verlinioh
City of Santa Ana
January 29, 2015
Page 2
For purposes of both the response to the RFQ, the Principal -in- Charge of this
engagement, and the authorized signatory to a legally binding commitment, the KMA
representative is:
Ms. Kathleen Head, Managing Principal
Keyser Marston Associates, Inc.
500 South Grand Avenue, Suite 1480
Los Angeles, California 90071 .
Telephone: 213.622.8095 / Fax: 213.622.5204
Email khead aakeysermarston.com
KMA appreciates the opportunity to assist the City. If you require any additional
Information, please do not hesitate to contact me.
Sincerely,
Keyser Marston Associates, Inc.
gf
Kathleen Head
25C -13
1501020.KMAXH11
99900.900
Reggjes't for Qualifications for Housing Flnaf(11Q.Cal
Ananlydcai. and Advisory Sea°vkes
"�Ei a i a ( lia�li it It;i 121t !M: �
Organizational Background ............... ............................... 1
FirmExperience ............................................................ ............................... 3
Sample of Orange County Affordable Housing Clients_ .............................. .... 3
Affordable Housing Services .......................................... ..............................4
DesignatedPersonnel ................................................... ..............................6
Scopeof Services ...............................................:........... ..............................7
BondAdvisory Services ................................................. ..............................7
Affordable Housing Transaction Structuring Services ......... ..............................8
RelevantExperience ........................................................ ..............................9
Other Exhibits
Exhibit B - Proposer's Statement and Fee Schedule
Exhibit C - Additional Insured Endorsement for Commercial General Liability Policy
Exhibit D - References and Relevant Work History
Exhibit E - Proposal's Contract and Agreement - Proposer's Statement
Exhibit F - Proposal Contract and Agreement - Certification of Nondiscrimination
Exhibit G - Non - Collusion Affidavit
Keyser Marston Associates, Inc. Page i
25C -14
Request for Qu allflciiions for dousing Financial
Anna yiticail and Advisory Services
ORGANIZATIONAL BACKGROUND
KMA is a full service real estate, financial and economic consulting firm that has a
specialization in affordable housing services, A privately field California corporation,
KMA was Incorporated in 1973, and now has one of the largest real estate and
redevelopment advisory practices on the West Coast, The majority of KMA
assignments Involve long-standing client relationships with city and county
governments, Including clients throughout the Orange County.
KMA presently has 23 professional staff persons in three offices located in Los
Angeles, San Francisco and San Diego, The downtown Los Angeles office, which
would provide services to the City, includes seven professional staff members and
provides consulting services to a wide range of government agencies and a limited
number of private sector clients in Southern California.
KMA's unique strength is the depth, continuity and availability of our principals who
average more than 20 years of practical experience working with our public and
institutional clients. All work assignments are directly supervised by a principal and
It is the personal involvement of our principals that contribute to the firm's ongoing
success.
KMA's principals are frequent speakers to industry groups including the California
League of Cities, the American Planning Association, NAHRO; the Urban Land
Institute, and other similar organizations. KMA's principals served as special
advisors to the California Redevelopment Association (CRA) Board of Directors and
its Affordable Housing Committee.
KMA's principals have acted as instructors at the following CPA Institute courses:
Beginning and Advanced Affordable Housing; Affordable Home Ownership; Pro
Forma Analysis; Components of the DDA; Developer Selection; and Redevelopment
Finance. KMA principals have also lectured at the UCLA Anderson School of
Business, the UCLA Graduate School of Urban Planning, the USC Graduate School of
Urban Planning; and the California State University at Long Beach Graduate School
of Public Administration.
The increased complexities of real estate transactions demand a strong technical
understanding of real estate market opportunities and constraints. KMA has the
ability to provide services to the City that are based on a fundamental
understanding of the real estate market, affordable housing programs and funding
sources, valuations and investment financing.
Keyser Marston Associates, Inc. Page 1
25C -15
Request for Qualifications for Housing Financial
Analytical and Advisory Services
Some unique characteristics possessed by KMA include:
+Over 40 years experience in assisting all levels or public sector clients throughout the West in
affordable housing market and evaluation services; developer selection and negotiation;
structuring public Investment In public /private - transactions; and redevelopment project
implementation services.
#KMA provides comprehensive services relating to market and financial feaslblit , economic
analysis, direct implementation experience and public finance without the nee multiple
consultants.
*The philosophy and structure of our firm Is to provide our clients with the maximum direct
contact with principals. The commitment of principals who are recognized leaders In real estate
advisory services througout California provides our clients with quality, tailored and direct
servvices.
KMA has developed a methodology and approach to ensure quality control for its
analytical and advisory services, The methodology and approach include the
following;
-Each assignment Is headed by one of
particular skill set required for the as:
housing practice.
-For projects where a va
affordable and market r
within the firm with the
firm's experienced principals, selected based upon the
rent. Kathleen Head manages the firm's affordable
skill sets are required
sing and a retail come
a mixed -use project that Includes both
), KMA will bring consulting principals
e assionment.
*The firm has created subgroups which Include selected principals and senior staff, to ensure that
the best practices adn analytical tools are made available firm wide. These specialty groups meet
on a regularly scheduled basis and include such areas as affordable housing, mixed -use, public
parking, ground lease development and redevelopment finance.
y.
�VOO-
*KMA has developed a series of proprietary models for financial feasibility analysis and fiscal impact
work to ensure a uniformity of approach and analysis.
Keyser Marston Associates, Inc. Page 2
25C -16
Request for Qualifications for Housing Financial
Analytical and Advisory Services
FIRM EXPERIENCE
Sample of Orange County Affordable Housing Clients
KMA has provided ongoing affordable housing services to a number of public sector
clients for over 25 years. A sample of- long -time clients that are located in Orange
County includes the Anaheim Housing Authority, the City of Fullerton, the
Huntington Beach Housing Authority, and the Costa Mesa Housing Authority. It
should also be noted that KMA has provided consulting services to the City of Santa
Ana Housing Authority, Planning Department, and former Redevelopment Agency
for over 30 years.
Contact Information for the identified long -term Orange County clients are
presented below:
Anaheim.HousingAuthority <
John Woodhead, Executive Director
7e1epbone Number
Email Address: jwoodhead @anaheim.net
Keyser Marston Associates, Inc. Page 3
25C -17
Request ocr Qualifications Tor mousing FlinnsraclIM
Analytical and Advisory Sw,vlces
Affordable Housing Services
KMA has extensive experience in the analysis of affordable housing transactions.
KMA is an expert in analyzing a full range of residential uses including rental and
for -sale projects; projects In urban, suburban and rural locations and very -low
income to luxury unit types.
KMA is practiced in all aspects of housing finance, KMA brings In -depth expertise in
a variety of financing techniques such as the following;
0-a e
-Conventional loans
.Tax - exempt multifamily bonds
*Section 221d3/4 FHA mortage Insurance
-California Hosuing Finance Agency (CaIHFA) financing programs
*Banking industry settlement rsubordinate loans
-a
*9 0/q and 4% Low Income Housing Tax Credits (LIHTCs)
*New Market Tax Credits
*Historic Tax Credits
-HOME Investment Partnership (HOME)
*Community Development Block Grants (CDBG)
*Section 8
-Section 202/811
*McKinney Act
+Section 108 /Brownfield Economic Development Investment
*New Issue Bond Program
*Neighborhood Stabilization Program (NSP)
*TOD loans and grants
*Infill Infrastructure grants
•Multifamily Housing Program (MHP)
•BEGIN
.CaIHOME
�0 oe
-Former redevelopment affordable housing sources
*Inclusionary housing in -lieu and Impact fees
•Mental Health Services Act (MHSA)
-Federal Home Loan Bank Affordable Housing Program
Keyser Marston Associates, Inc, page 4
25C -18
Request: for Qualifications for lliousa ng Financial
Analytical avid Advisory Services
The affordable housing areas in which KMA provides services include the following:
Layering and Leveraging Analyses W KMA prepares market and financial analyses
to quantify the appropriate level of client assistance to a project. We evaluate the impact of
burdens and incentives on affordable housing programs and advise on all aspects of project
financing, including the use of available outside funding and assistance sources KMA has
extensive experience preparing HOME layering analyses under the new HOME final rule,
Developer Solearfta tioatlSelecfion - KMA assists clients 16 the evaluation and
selection of developers for affordable housing projects. The evaluation typically includes a
thorough review of the developer's prior experience and that of the development team, its
financial strength and property management expertise.
Zncluslonary Housing Programs - KMA analyzes the financial impact associated
with requiring private sector residential developers to set aside units for very -low, low and
moderate income households. These analyses quantify the net economic detriment created by
the inclusionary requirement, after consideration of the benefits associated with various
incentives being offered by public entities. KMA has evaluated the financial impacts on both
rental and ownership housing and assisted cities in drafting inclusionary housing ordinances
and Implementation documents as well as participating in the public hearing approval process.
Policies and Procedures Manuals -- KMA has written policies and procedures
manuals for clients to ensure compliance with HOME Program regulations as well as developed
programs for the use of HOME Program funds. In addition, KMA has prepared policies and
procedures manuals to Implement inclusionary housing programs and programs funded by the
NSP.
St8 341 Affordable Housing Reports — KMA has prepared a template to be used
by Housing Successor staff to prepare the required annual S6 341 report. In addition, KMA also
prepares the report for housing successor agencies.
Compliance Monitoring - Affordable rental housing is typically funded with a variety of
layered funding sources. These sources impose income and affordability restrictions that
require clients to monitor compliance of the relevant affordable standard, KMA's experience
includes structuring housing projects funded with multiple assistance sources and monitoring
the completed projects to ensure continuing compliance with the income and affordability
covenants.
Residual Receipts Calculation and Compliance _ KMA has assisted clients in
the evaluation of affordable housing operations and ensuring compliance with residual receipts
loan repayment terms. The evaluation typically includes a review of the annual audited
financial statements and operating statements to determine any residual receipts payments
due.
Keyser Marston Associates, Inc. Page 5
25C -19
Request for Que9ifications for Housing Finandall
AnallytIcai and Advisory Services
Designated Personnel
KMA has designated Kathleen Head as the Project Manager /Principal Agency for
contract coordination and in the delivery of all services detailed herein. The contact
information for Kathleen is as follows:
Kathleen Head, Managing Principal
500 South Grand Avenue, Suite 1480
Los Angeles, California 90071
Telephone: 213.622.8095
Fax: 213.622.5204
Email: kljj �,pA akeysermars n.com
The personnel that would be assigned to this engagement are presented in the
following organizational chart:
Kathleen Head manages the housing related services performed by the KMA Los
Angeles office, and has extensive experience in program creation, policy analysis,
feasibility evaluations and transaction structuring. Kathleen has analyzed hundreds
of projects utilizing various local, state and federal assistance packages.
.Julie fdomey Is a Senior Principal who advises clients on affordable housing policy,
economic development and real estate assignments. Julie has performed market
and economic feasibility, tax allocation, land disposition and reuse analyses for
affordable housing projects for over 20 years.
Tim Breft is a Senior Associate who has been with KMA since 2008. Tim has
prepared affordable housing feasibility, market and reuse analyses for the firm's
public sector clients.
Keyser Marston Associates, Inc. Page 6
25C -20
Request for Qualifications for Housing Financiai
Analytical and Advisory Services
SCOPE OF SERVICES
The scope of services being requested by the City includes a mix of bond advisory
services, affordable housing transaction structuring, technical assistance with the
Implementation of the Housing Opportunities Ordinance, and ongoing oversight of
affordable housing projects that have received City assistance,
Bond Advisory Services
KMA has the demonstrated qualifications to provide the following bond advisory
services:
Keyser Marston Associates, Inc. Page 7
25C -21
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Keyser Marston Associates, Inc. Page 7
25C -21
Request for Qualifications for Housing Financial
Anaipytkal and Advisory Services
Affordable Housing Transaction Structuring Services
KMA has the experience necessary to provide the following services to the City:
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Keyser Marston Associates, Inc. Page 8
25C -22
Request for Qualifications for Hloussling Finaancaaai
Analytical and Advisory Services
RELEVANT EXPERIENCE
County of San Bernardino / 6 uldgeraerationai Housing and Library
KMA assisted the County of San Bernardino in evaluating the financial gap
associated with the Bloomington multigenerational housing and public library mixed
use project. The project consists of 72 senior - citizen apartment units, 35 family
apartment units, and a 6,600 square foot public library. The apartment
components of the project are subject to 55 -year income and affordability
covenants that allocate the units to households earning between 300/0 and 50% of
the San Bernardino County median Income.
The developer obtained 9% LIHTCs and conventional financing, The County
provided NSPI and NSP 3 funds, tax - exempt bonds that were secured by property
tax increment housing set -aside funds, MHSA funds; and a contribution of water
line Impact fees. KMA assisted in the negotiations process, quantified the
warranted local assistance to the project, and prepared the subsidy layering
analysis required by California Health and Safety Code Section 33433.
KMA Work Completed: 2014
Contact Person: Dena Fuentes, Director of Redevelopment and Housing
Telephone Number: 909357.4392 Email: dfuentes @rda.sbcounty.gov
City of Huntington Beach / Disposition of City Owned Property
The City of Huntington Beach engaged KMA to evaluate the options for selling or
holding a 164 -unit City -owned apartment project targeted to very-low and low
income senior citizens. As part of this engagement, KMA evaluated the project's
operating results; future capital expenditures requirements; and income and
affordability controls. KMA recommended that the City market the project to
housing developers that could acquire and rehabilitate the property to modern
standards using LIHTCs and tax exempt multifamily bond financing. KMA evaluated
the purchase offers; recommended income and affordability requirements to
maximize outside leveraging sources; and compared the financial terns and
structure of the purchase offers. The sale and financing was completed in 2010.
KMA Work Completed: 201.0
Contact Person: Kellee Fritzal, Deputy Director,
Office of Business Development
Telephone Number: 714.374.1519 Email kfritzal @surfcity- hb.org
Keyser Marston Associates, Inc. Page 9
25C -23
Request for QuallWiicati ons for Housing Rinanciai
Analytical and Advisory Services
city of orange / Santa Znes Villas and Lemon Grove Apartments
KMA prepared a HOME layering analysis for the proposed 42 -unit Santa Ines Villas
senior citizen apartment project. The KMA analysis was performed in accordance
with the HOME final rule, and it included an evaluation of the developer's cost
projections; rent and operating expense estimates; and the proposed funding
sources. The proposed funding sources included conventional financing, 9%
LIHTCs, and MHSA funds. KMA quantified the amount of HOME funds required to
ensure the affordability of the project, and reviewed and evaluated the financial
wherewithal of the developer to undertake the proposed project.
KMA prepared a HOME layering analysis and SB 341, analysis for the proposed 82-
unit Lemon Grove Apartments project. The project is proposed to be financed with
tax - exempt multifamily bonds /4% LIHTCs, Bank of America subordinate debt, a
deferred Developer Fee, Set -Aside funds and HOME Community Housing
Development Organization (CHDO) Funds
KMA Work Completed; 2013 and 2015
Contact person: Mary Ellen Laster, Senior Housing Manager
Telephone Number: 714.744.7211 Email: miaster @cityoforange.org
City of Beaus Monica / Village Site
KMA assisted the City of Santa Monica in the developer selection and
implementation process for the development of affordable rental housing, market
rate ownership housing, and retail uses on a 3,77 -acre property. KMA assisted the
City in drafting a RFQ, evaluating the 16 responses to the RFQ, drafting the
financial component of RFPs that was distributed to the three finalist developers,
evaluating the responses, and participating in the developer, Interviews. After a
developer was selected, KMA prepared the financial analysis for the proposed scope
of development, participated in the negotiations process for a long -term ground
lease and Disposition and Development Agreement (DDA), and prepared the
Summary Report required by California Health and Safety Code Section 33433.
KMA Work Completed
Contact Person:
Telephone Number:
2014
Andy Agle, Director of Housing & Economic Development
310.458.2251 Email: andy,agle @smgov.net
Keyser Marston Associates, Inc. Page 10
25C -24
Request for Q uaaa6fications for Housing Nnancliall
Analyticai and Advisory Services
Long Beach Housing Development Corporation/ Senior Artist Colony
KMA prepared a financial analysis for the Senior Artist Colony project and assisted
the LBHDC during deal structuring negotiations. The project includes 200
apartment units in a transit - oriented development that is geared towards active
seniors with a large component of artist- related amenities. All of the units are
restricted to low and very -low income households and utilizes the following funding
sources: tax - exempt bonds through the New Issue Bonds Program, 4% LIHTCs,
TOD grants and loans from HCD, a FHLB AHP loan and Set -Aside funds from the
LBHDC.
KMA Work Completed: 2011
Contact Person: Patrick Ure, Housing Development Officer
Telephone Number: 562,570.6026 Email: Patrick_Ure @longbeach.gov
Costa Mesa Housing Authority / Special Needs Project
KMA assisted the Costa Mesa Housing Authority in evaluating the financial
characteristics of an income restricted project targeted to homeless individuals with
mental health issues. During the initial stages, KMA assisted the redevelopment
agency in structuring a project with 9% LIHTC's; HOME funds; and Set -Aside funds
assistance. The project was subsequently restructured as a tax- exempt multifamily
bond /4% LIHTC project with funding assistance provided from MHSA funds offered
by the County of Orange.
KMA Work Completed: In Progress
Contact Person: Rick Francis, Assistant CEO
Telephone Number: 71.4.754.5099 Email: Rick.Francis @costamesaca.gov
Moreno Valley Redevelopment Agency / Special Needs project
The Moreno Valley Redevelopment Agency engaged KMA to prepare a HOME
layering analysis for an apartment project targeted to senior citizens and
developmentally disabled adults, The financial assistance to the project assistance
includes MHP Supportive Housing funds; County of Riverside HOME funds; City of
Moreno Valley HOME funds; donation of the land for the project from the
Redevelopment Agency of the City of Moreno Valley; an FFILB AHP loan; and
financial contributions from the developer and contractor.
KMA Work Completed: In Progress
Contact Person: Shanikqua Freeman, Housing Program Coordinator
Telephone Number: 951.413.3445 Email: shanikquaf @moval,org
Keyser Marston Associates; Inc. Page 11
25C -25
Request for qualifications for Housing Financial
Anallytical and Advisory Services
City of San Dimas / Grove Station
KMA assisted the City in restructuring the covenants Imposed on 10 "for sale"
affordable units to reflect current market conditions. The original covenants were
Imposed Irrevocably over a 45 -year term. The revised covenants allow home
owner's to resell the home on an unrestricted basis In return for providing the City
with a share in the unit's equity appreciation, KMA prepared the program
documentation to be used with the revised covenants.
KMA Work Completed; 2014
Contact Person: Larry Stevens, Assistant City Manager
Telephone Number: 909.394.6250 Email: Istevens @cLsan- dimas.ca.us
City of Pasadena — 60 -80 South Vinedo Density Bonus Analyses
KMA analyzed a developers request to construct a 26 -unit residential development
on a 30,000 square foot property. The proposed project Includes an 1.8% density
bonus and one concession. To evaluate the developer proposal, KMA analyzed a
project that complies with the existing zoning, a scenario that tested the value
created by the density bonus, and the proposed project. KMA prepared a
memorandum that summarizes the developer's request, outlined the City's Density
Ordinance requirements, and provides a finding on whether or not the developer's
request met the Ordinance's requirements.
KMA Work Completed: 2014
Contact Person: Jose Jimenez, Planner
Telephone Number: 626.744.7137 Email :josejimenez @cityofpasadena,net
City of Claremont / Ynclusionary Housing Policy
KMA assisted the City of Claremont in creating an Inclusionary Housing Ordinance
and an in -lieu fee structure. KMA quantified the net economic detriment created
by the requirement to provide low and moderate income housing after
consideration of the benefits associated with the incentives being offered by the
City. KMA also prepared the policies and procedures manual and supporting
documentation required to implement the program. KMA also provides financial
analyses of projects that are proposing to use the in -lieu fee option.
Year Completed: 2014
Contact Person: Briar Desatnik, Community Development Director
Telephone Number: 909.399.5342 Email: bdesatnik @ci,claremont.ca.us
Keyser Marston Associates, Inc. Page 12
25C -26
CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS
FOR HOUSING FINANCIAL ANALYTICAL AND ADVISORY SERVICES
PROPOSER'S STATEMENT AND PROPOSAL FEE SCHEDULE
Certification —1 certify that I have read, understand and agree to the terms and conditions
of t his Request for Qualifications. I have examined the Scope of Services (Exhibit A)
and am familiar with the scope of work locations. 1 am familiar with all the existing
conditions and limitations that may impact work requests. I understand and agree that I
am responsible for reporting any errors, omissions or discrepancies to the City for
clarification prior to the submission of my proposal.
KMA BILLING RATES
The billing rates for the KMA staff members who may be assigned to this engagement are
presented in the following table. KMA will not increase these hourly fees during the initial two -
year contract term.
Title
Hourly Rates
Managing Principal
$280.00
Senior Principals
$270.00
Senior Associates
$187.50
Technical Staff
$95.00
Administrative Staff
$60.00
PROPOSED FEE AND TIMELINE FOR SAMPLE ASSIGNMENTS
Subsidy Layering for an Affordable Multifamily Project
The technical components of a subsidy layering analysis can be completed within a three -week
time frame at a budget in the range of $9,000. This budget does not include KMA participation
in the negotiations or transaction structuring process, which vary widely based on the
transaction's level of complexity.
25C -27
Financial Advisory Services for a Multifamily Bond Issuance
Based on the scope of bond advisory services KMA described in Exhibit A of this proposal, KMA
estimates the fee related to a multifamily bond Issue In the range of $20,000. The KMA services
would be provided throughout the negotiations, structuring and financing process for a project.
This can be accomplished in as few as 90 days, but the process is more likely to require six
months or more to complete.
LEGAL NAME OF COMPANY
BUSINESS ADDRESS
21 3.622.8095 1213.6223?04 ,
PHONE AND FAX NUMBER
PRINTED NAME OF AUTHORIZED AGENT TITLE
SIGNATURE OF AUTHORIZED AGENT DATE
94- 23663741 '
FEDERAL. ID NUMBER
khead @k eysermarston. com
EMAIL ADDRESS
Exhibit 6 Page 2
25C -28
EXHIBIT C
ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL
GENERAL LIABILITY AND BUSINESS AUTOMOBIL POLICIES
Insurance Company
This endorsement modifies such insurance as Is afforded by the provisions of Policy #
relating to the following;
1. The City of Santa Ana, 20 Civic Center Plaza M•25, Santa Ana, California 92701; its officers,
employees, agents, volunteers and representatives are names as additional Insured(s)
( "additional insured(s)`y with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses performed by on behalf of the
named insured, such insurance as is afforded by this policy is primary and is not additional to
or contributing with any other insurance carried by or for the benefit of additional insured($).
3. This insurance applies separately to each insured against whom claim is made or suit is
brought except with respect to the company's limits of liability. The inclusion of any person of
organization as an insured shall not affect any right which such person or organization would
have as a claimant if not so included.
4. With respect to the additional insured(s), this insurance shall not be cancelled, or materially
reduced in coverage or limits except after thirty (30) days written notice has been given to the
City of Santa Ana, 20 Civic Center Plaza M -25, Santa Ana, California 92701.
(Completion of the following, Including countersignature, is required to make this endorsement
effective.)
Effective this endorsement form as part of
Policy #
Issued to J _,
Name Insured
Countersigned by:
Authorized Representative
City of Santa Ana Community Development Agency
Request for qualifications - Housing Financial Analytical and Advisory Services
Page 1'2
25C -29
EXHIBIT D
CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS
FOR HOUSING FINANCIAL ANALYTICAL AND ADVISORY SERVICES
THIS SHEET MUST BE COMPLETED IN FULL AND RETURNED WITH OFFEROR'S
PROPOSAL
List and describe fully the contracts performed by your firm which demonstrate your ability to provide the
supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if
required for additional references. The City reserves the right to contact each of the references listed for
additional information regarding your firm's qualifications.
Reference No. 1
Customer Name: City of Huntington Beach
Address: 2000 Main Street
Huntington Beach, CA
Contract Amount: $270,000
Description of supplies, equipment, or services pr(
the Successor Agency and the Housing Authority.
Reference No. 2
Contract Individual: Kellee Fritzal
Phone Number: 714.374.1519
Email Address: kfritzal @surfcity- hb:org
Year: 2014-2016
)vided: On -call financial consulting services to the City,
Customer Name: San Bernardino County Contract Individual: Dena Fuentes
Address: 385 N Arrowhead Avenue Phone Number: 909.387.4392
San Bernardino, CA Email Address: dfuentes @rda.sbcounty.gov
Contract Amount: $200,000 Year: 2013-2015
Description of supplies, equipment, or services provided: On -call affordable housing consulting services
to the Counties Housing Department.
Reference No. 3
Customer Name: City of Claremont Contract Individual: Brian Desatnik
Address: 207 Harvard Avenue Phone Number: 909.399.5342
Claremont, CA Email Address: bdesatnik @ci.claremont.ca,us
Contract Amount: $25,000 Year: 2014-2015
Description of supplies, equipment, or services provided: Provide technical assistance to the City staff,
the External Administrator, and developers in the implementation of the Inclusionary Housing Ordinance.
25C -30
TO BE INCLUDED IN PROPOSAL
EXHIBIT E
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALFiCATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
PROPOSAL _ &_CONTRACT AGREEMEN
PROPOSER'S STATEMENT
Proposer understands and agrees that this written RFQ (or any part thereof specifically designated and
accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer
and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her
signature and official seal noting here on the action of approval of the Council, signed by the Executive Director
or her duly authorized agent, and signed by the City Attorney, denoting her approval of the form for this .
document, and its execution, and when it or an exact copy of it has be either delivered to proposer or
deposited with the United States Postal Service properly addressed to the proposer with the correct postage
affixed thereto.
Proposer further agrees that upon delivery (as defined above) of the accepted agreement he /she will furnish
City all required bonds and certificates of liability insurance within ten (10) days (excluding Saturdays, Sundays
and City's legal holidays), or the funds, check drafts, or proposer's bond substituted in lieu thereof
accompanying this proposal shall become the property of the City and shall be considered as payment of
damager due to the delay and other causes suffered by City because of failure to enter into an Agreement
and /or furnish necessary bonds and because it is distinctly agreed that the proof of damages actually suffered
by City Is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof
shall be returned to the undersigned.
Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in
the RFQ schedule are solely for the purpose of comparing proposals, and that final compensation under the
contract will be based upon the actual quantities of work satisfactorily completed.
All terms contained in the Specifications, the Certification of Non - Discrimination by Contractors, and the
Workers' Compensation Insurance Certificate are to be incorporated by reference into this Agreement and are
made specifically as part of this RFQ.
S2.(" �r5'�'a'V� SSMC t�� �•
FIRM
SIUNLU ANU Fhi I CLJ NANIC
k{,j�• ( VLSI �a a it tS
TITLE J DATE
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 15
25C -31
TO BE INCLUDED IN PROPOSAL
EXHIBIT F
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
PROPOSAL AND CONTRACT AGREEMENT
CERTIFICATION OF NONDISCRIMINATION BY CONTRACTOR
The undersigned Contractor or corporate officer, during the performance of this contract, certifies as follows:
1. The Contractor shall not discriminate against any employee or applicant for employment because of
race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated during employment without, regard to their
race, color, religion, sex, or national origin. Such action shall include, but not limited to, the following;
employment, upgrading, demotions, or transfer; recruitment advertising; layoff or termination; rates of
pay or other forms of compensation; and selection for training, Including apprenticeship. The Contractor
agrees to post in conspicuous places, available to employees and applicants for employment, notices
to be provided setting forth the provisions of this nondiscrimination clause.
2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the
Contractor, state that all qualified applicants will receive consideration for employment without regard to
race, color, religion, sex, or national origin.
3, The Contractor shall send to each labor union or representative of workers with which he has a
collective bargaining agreements or other contract or understanding, a notice to be provided advising
the said labor union or workers' representative of the Contractor's commitments under this section, and
shall post copies of the notice in conspicuous places available to employees and applicants for
erployment.
4. The Contractor complies with all provisions of Executive Order 11246 of September 24, 1965, and of .
the rules, regulations, and relevant orders of the Secretary of Labor.
5. The Contractor shall furnish all information and reports required by Executive Order 11246 of
September 24, 1965, and by rules, regulations, and order of the Secretary of Labor, or pursuant
thereto, and will permit access to his/ her books, records, and accounts by the administering agency
and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules,
regulations, and orders.
6. In the event the Contractor's noncompliance with the non - discrimination clauses of this contract or with
any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in
whole or in part and the contractor may be declared ineligible for further Government contracts or
federally assisted construction/ services contracts in accordance with procedures authorized in
Executive Orders 11246 of September 24, 1965, and such other sanctions may be imposed and
remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations,
or order of the Secretary of Labor, or as otherwise provided by law.
7. The Contractor shall include the portion of the sentence Immediately preceding paragraph (1) and the
provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 16
25C -32
rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive
Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or
purchase order as the administering agency may direct as means of enforcing such provisions,
including sanctions for noncompliance; provided, however, that in the event the Contractor becomes
involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction
by the administering ardency, the Contractor may request that the United States enter such Iltigation to
protect the interests of the United States.
Pursuant to California Labor Code Section 1736, as added by Chapter 643 Stats. 1039, and as
amended, no discrimination shall be made in the employment of persons because of race, religious
creed, color, national origin, ancestry; physical handicaps, mental condition, marital status, or sex of
such persons, except as provided in Section 1420, and any Contractor violating this Section is subject
to all the penalties imposed for a violation of the Chapter.
KP ;4str Me�'S� I�cSSoCl�siGS �I /I�- f�
FIRM
SIGNED AND PRINTED NA �-
TITLE
1lz.%I iS
GATE
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 17
25C -33
TO BE INCLUDED IN PROPOSAL
EXHIBIT G
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR OUALFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
NON - COLLUSION AFFIDAVIT
CITY OF SANTA ANA
PROPOSAL AND CONTRACT AGREEMENT
NON - COLLUSION AFFIDAVIT
(Title 23 United States Code Section 112 and Public Contract Code Section 7106)
To the City of SANTA ANA COMMOUNITY DEVELOPMENT AGENCY
In accordance with Title 23 United State Code Section 112 and Public Contract Code 7106 the PROPOSER
declares that this bid is not made in the interest of, or on behalf of, any undisclosed person, partnership,
company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the
PROPOSER has not directly or indirectly Induced or solicited any other PROPOSER to put in a false or sham
bid, and has not directly or indirectly colluded, conspired, connived or agreed with any PROPOSER or anyone
else to put in a sham bid, or that anyone shall refrain from bidding; that the PROPOSER has not in any
manner, directly or indirectly, sought by agreement, communication or conference with anyone to fix the bid
price of the PROPOSER or any PROPOSER, or to fix any overhead, profit, or cost element of the bid price, or
of that of any other PROPOSER, or to secure any advantage against the public body awarding the contract of
anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that
the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any
corporation, partnership, company associations, organization, bid depository, or to any member or agent
thereof to effectuate.a collusive or sham bid.
Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature
portion thereof shall also constitute signature of this Non - collusion Affidavit. PROPOSERS are
cautioned that making a false certification may subject the certifier to criminal prosecution,
State of California
County of _d avtCe / Lc�
�Sub ribed and sworn to (or affirmed) before me on thiso, day ofd 20�_, by
G /erg dC proved to me on the basis of sa isfaac� Cory /e— vidence to the person(s)
whn appeared before me.
.` KATHERINE 1! BRA1TON
Commission 1919823
Notary Public • Cslifornla
Los Anpales County
/°� G � M Gomm. Ex iras Jun 22, 2016
Notary Public Signature Notary Public Seal
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 1.8
25C -34
EXHIBIT C
ADDITIONAL INSURED ENDORSEMENT
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of -
Policy # relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California
92702; its officers, employees, agents and volunteers are named as additional
insureds ( "additional insureds ") with regard to liability and defense of suits arising
from the operations and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses
performed by or on behalf of the named insured, such insurance as is afforded
by this policy is primary and is not additional to or contributing with any other
insurance carried by or for the benefit of the additional insureds.
3. This insurance applies separately to each insured against whom
claim is made or suit is brought except with respect to the company's limits of
liability. The inclusion of any person or organization as an insured shall not
affect any right which such person or organization would have as a claimant if not
so included.
4. With respect to the additional insureds, this insurance shall not be
canceled, or materially reduced in coverage or limits except after thirty (30) days
written notice has been given to the City of Santa Ana, 20 Civic Center Plaza,
Santa Ana, California 92702.
(Completion of the following, including countersignature, is required to make this
endorsement effective.)
Effective
part of Policy #
Issued to
Named Insured
Countersigned by
this endorsement form as a
Authorized Representative
25C -35
25C -36
CONSULTANT AGREEMENT
THIS AGREEMENT, made and entered into this 17th day of February, 2015, by and
between CSG Advisors, a California corporation, (hereinafter "Consultant "), and the City of
Santa Ana, a charter city and municipal corporation organized and existing under the
Constitution and laws of the State of California ( "City ").
RECITALS
A. The City desires to retain a qualified consulting firm having special skill and
knowledge in the field of financial consulting services and development.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Consultant: represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject
to the terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Consultant shall provide on -call financial analysis and advisory services for
development and housing projects and programs within the City of Santa Ana. These
services include but are not limited to: housing activities funded by Community
- Inclusionary Housing funds, housing revenue bond financed programs and other - - --
competitive federal grants as set forth in more detail in Consultant's Proposal attached hereto
and incorporated herein as Exhibit A.
2. DELIVERY OF WORK PRODUCT
Consultant shall deliver to City any work product which results from the services
provided.
In regard to all copyrightable material produced as a deliverable under this
Agreement, including but not limited to books, reports, plans, photographs, and drawings,
Consultant agrees, for itself and its affected officers, employees, agents, contractors, and
volunteer workers, that (a) other such material may not be copyrighted without prior review
fitom the City, and (b) the authors of all such material, whether copyrighted or not, award to
the City, and to its officers, agents and employees acting within the scope of their official
duties, as a condition of payment to the Consultant, a royalty -free, nonexclusive, irrevocable
license throughout the world for governmental mmoses to disclose, publish, translate,
reproduce, and use such materials.
Exhibit 2-
25C -37
3. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its
services, the rates and charges identified in Exhibit B (Fee Schedule). The total sum to be
expended under this Agreement shall not exceed $ 100;000.00 during the two -year term.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice including a detailed breakdown of the services and tasks performed, hours and
hourly rates related to performance of those services and tasks, subject to City accounting
procedures.
c. Payment need not be made for work which fails to meet the standards of
performance set forth in the Recitals which may reasonably be expected by City. In the
event that the City disputes aportion of Consultant's invoice, any sums not in dispute shall
be remitted to Consultant.
4. TERM
This Agreement shall commence on the date first written above and terminate on
February 16, 2017, unless terminated earlier in accordance with Section 13, below. The
term may be extended by a writing executed by the City Manager and City Attorney.
S. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended
nor shall it be construed to create an employer - employee relationship, a joint venture
relationship, or to allow the City to exercise discretion or control over the professional -- -
manner in which Consultant performs the services which are the subject matter of this
Agreement; however, the services to be provided by Consultant shall be provided in a
manner consistent with all applicable standards and regulations governing such services.
Consultant shall pay all salaries and wages, employer's social security taxes, unemployment
insurance and similar taxes relating to employees and shall be responsible for all applicable
withholding taxes.
6. INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
25C -38
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection
against claims arising from bodily and personal injury, including death resulting therefrom
and damage to property, resulting from any act or occurrence arising out of Consultant's
operations in the performance of this Agreement, including, w thout limitation, acts
involving vehicles. The amounts of insurance shall be the following: single limit coverage
applying to bodily and personal injury, including death resulting therefrom, and property
damage, in the total amount of $1,000,000 per occurrence. Consultant shall supply City
with a fully executed additional insured endorsement in substantially the form attached
hereto as Exhibit C upon execution of this Agreement and shall be approved in form by the
City Attorney.
b. Business automobile liability insurance, or equivalent form, with a combined
single limit of not less than $1,000,000 per occurrence. Such insurance shall include
coverage for owned, hired and non -owned automobiles.
e. Worker's Compensation Insurance. In accordance with the provisions of Section
3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be
insured against liability for worker's compensation or to undertake self - insurance. Prior to
commencing the performance of the work under this Agreement, Consultant agrees to obtain
and maintain any employer's liability insurance with limits not less than $1,000,000 per
accident.
d. Professional liability (errors and omissions) insurance, with a combined single
limit of not less than $1,000,000 per claim.
e. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
(i) Consultant shall maintain all insurance required above in full force
and effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be furnished to the City upon execution
of this Agreement and shall be approved in form by the City General
Counsel.
(iii) Certificates and policies shall state that the policies shall not be
canceled or reduced in coverage or changed in any other material
aspect without thirty (30) days prior written notice to the City.
If Consultant fails or refuses to produce or maintain the insurance required by
this section or fails or refuses to furnish the City with required proof that
insurance has been procured and is in force and paid for, the City shall have the
right, at the City's election, to forthwith terminate this Agreement, Such
termination shall not effect Consultant's right to be paid for its time and materials
expended prior to notification of termination.
25C -39
7. INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers,
agents, employees, consultants, special counsel, and representatives from liability: (1) for
personal injury, damages, just compensation, restitution, judicial or equitable relief arising
out of claims for personal injury, including health, and claims for property damage, which
may arise from the direct or indirect negligent performance of services of the Consultant or
its contractors, subcontractors, agents, employees, or other persons acting on their behalf
which relates to the services described in section I of this Agreement; and (2) fiorn any
claim that personal injury, damages, just compensation, restitution, judicial or equitable
relief is due by reason of the terms of or effects arising from this Agreement. This indemnity
and hold harmless agreement applies to all claims for damages, just compensation,
restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of
the events referred to in this Section or by reason of the terns of, or effects, arising from this
Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for
the defense of the City, including fees and costs for special counsel to be selected by the
City, regarding any action by a third party challenging the validity of this Agreement, or
asserting that personal injury; damages, just compensation, restitution, judicial or equitable
relief due to personal or property rights arises by reason of the terms of, or effects arising
from Consultant's negligence or willful misconduct on the performance of this Agreement.
City may make all reasonable decisions with respect to its representation in any legal
proceeding.
8. CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and /or proprietary, Consultant
agrees that it shall not use or disclose such information except in the performance of this
Agreement, and further agrees to exercise the same degree of care it uses to protect its own
- infonnation of like importance, but- in -no- event -less- than reasonable care. "Confidential --
Information" shall include all nonpublic information. Confidential information includes not
only written information, but also information transferred orally, visually, electronically, or
by other means. Confidential information disclosed to either party by any subsidiary and /or
agent of the other party is covered by this Agreement, The foregoing obligations of non -use
and nondisclosure shall not apply to any information that (a) has been disclosed in publicly
available sources; (b) is, through no fault of the Consultant disclosed in a publicly available
source; (c) is in rightful possession of the Consultant without an obligation of
confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently
developed by the Consultant without reference to information disclosed by the City.
9. CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests,
direct or indirect, which would conflict in any manner with performance of services
specified under this Agreement.
25C -40
10. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in
person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or
other telegraphic communication in the manner provided in this Section, to the following
persons:
To City: City of Santa Ana
Clerk of the Council
20 Civic Center Plaza (M -30)
P.O. Box 1988
Santa Ana, CA 92702 -1988
telefacsimile (714) 647 -6956
City of Santa Ana
Director of Community Development Agency
20 Civic Center Plaza (M -25)
P.O. Box 1988
Santa Ana, California 92702
City Attorney
City of Santa Ana
20 Civic Center Plaza (M -29)
P.O. Box 1988
Santa Ana, California 92702
Telefacsimile (714) 647 -6515
To Consultant: Gene Slater, Chairman
I Post Street
Suite 2130
San Francisco, CA 94104
Telefacsimile (415) 956 -2875
A party may change its address by giving notice in writing to the other party.
Thereafter, communication shall be addressed and transmitted to the new address. If sent by
mail, communication shall be effective or deemed to have been given three (3) days after it
has been deposited in the United States mail, duly registered or certified, with postage
prepaid, and addressed as set forth above. For purposes of calculating these time frames,
weekends, federal, state, County or City holidays shall be excluded.
11. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City
and Consultant, and supersedes any and all other agreements, oral or written, between the
parties, In the event of a conflict between the terms of this Agreement and any attachments
25C -41
hereto, the terms of this Agreement shall prevail. This Agreement may not be modified
except by written instrument signed by the City and by an authorized representative of
Consultant. The parties agree that any terms or conditions of any purchase order or other
instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall
not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges
that no representations, inducements, promises or agreements, orally or otherwise, have been
made by any party, or anyone acting on behalf of any party, which are not embodied herein.
12. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of
Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein
without the prior written consent of the City and any such assignment, transfer, delegation or
subcontract without the City's prior written consent shall be considered null and void..
Nothing in this Agreement shall be construed to limit the City's ability to have any of the
services which are the subject to this Agreement performed by City personnel or by other
consultants retained by City.
13, TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice
of termination. In such event, Consultant shall be entitled to receive and the City shall pay
Consultant compensation for all services performed by Consultant prior to receipt of such
notice of termination, subject to the following conditions:
a. As a condition of such payment, the City Manager may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product
shall be the property of the City unless prohibited by law, and Consultant consents to the City's
use thereof Tor such purposes as
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
14. DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and
prohibited by applicable law, in the recruitment, selection, training, utilization, promotion,
termination or other employment related activities. Consultant affirms that it is an equal
opportunity employer and shall comply with all applicable federal, state and local laws and
regulations.
15. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this
Agreement shall be determined and governed by the laws of the State of California. Both
parties further agree that Orange County, California, shall be the venue for any action or
25C -42
proceeding that may be brought or arise out of, in connection with or by reason of this
Agreement.
16. PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary
licenses, permits, approvals, waivers, and exemptions necessary for the provision of the
services hereunder and required by the laws and regulations of the United States, the State of
California, the City of Santa Ana and all other governmental agencies. Consultant shall
notify the City immediately and in writing of her inability to obtain or maintain such
permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for
termination of this Agreement.
17. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective patties to each of the terms of this
Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for
any injuries or damages to City in the event that such authority or power is not, in fact, held by
the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if Fully
set forth in the body of this Agreement.
25C -43
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and
year first above written.
ATTEST:
MARIA D. HUIZAR
Clerk of the Council
APPROVED AS TO FORM[:
SONIA R. CARVALHO
City Attorney
By:
Lisa E. Storcic
Assistant City Attorney
APPROVED AS TO CONTENT:
KELLY L.REENDERS
Executive Director
Community Development Agency
CITY OF SANTA ANA
DAVID CAVAZOS
City Manager
CONSULTANT
GENE SLATER
Chairman
TAX ID: 58- 2419370
8
25C -44
EXHIBIT A
SCOPE OF SERVICES
25C -45
Proposal to Provide
Housing Financial Analytical and
Advisory Services
to the
Santa Ana
Development Community Agency
RFQ ,94
Submitted by
CSG I advisors
One Post Street, Suite 2130
San Francisco, CA 94104
(415) 956 -2454
January 28, 2015
25C -46
CSG Advisors Incorporated January 2$, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 2 of 25
Table of Contents
1. Cover Letter .................. ............................... .................... . ..... ..............................3
2. Organizational Background .............................................................. ..............................5
3. Firm and Personnel Experience... ...................................................................................
6
4. Scope of Services .............................................................................. .............................15
5. Relevant Experience ........................................................................ .............................17
6. References ....................................................................................... .............................17
7. Fee Schedule .................................................................................. ............................... 20
Appendix 1: Financial Advisor Rankings ............................................ ............................... 21
Appendix 2: List of Projects from 2010 to Present ................................ .............................22
Exhibit B: Proposer's Statement and Proposal Item Pricing
Exhibit D: References and Relevant Work History
Exhibit E: Proposal Contract and Agreement
Exhibit F: Certification of Nondiscrimination by Contractor
Exhibit G: Non Collusion Affidavit
25C -47
CSG Advisors Incorporated
Proposal; Housing Financial Analytical and Advisory ,Services
1. Cover Letter:
January 28, 2015
Ms. Natalie Verlinich
Housing Programs Analyst
City of Santa Ana Community Development Agency
20 Civic Center Plaza
Santa Ana, CA 92701
Re: RFQ 14 -094
Dear Ms. Verlinich:
January 28, 2015
Page 3 of 25
We are very pleased to respond the request for Housing Financial Analytical and Advisory Financial
Services. We have worked continuously for the City on all its housing financings since 1985, for the last
30 years, and world be very pleased to be able to continue providing such services.
CSG Advisors (CSO) brings an unparalleled combination of experience in housing development
projects, bonds, real estate analysis, and financial strategy. This enables us not only to structure and
implement specific financings on behalf of our clients, but also to assist agencies in developing strategies
that lead to specific financings that implement specific agency goals.
• Nation's Leading Financial Advisor for Housing. We have been the leading financial advisor on
housing in the United States for each year since 1982. CSG has advised on over 3,000 housing
financings totaling over $76 billion. In the last 5 years we have advised on over $12 billion of
housing bond issues.
•
California Housing Experience. We have worked for over -25- California local issuers since 1980 -on-
all aspects of housing finance, including preservation, affordable development, rehabilitation (such
as of the Minnie Street Neighborhood in Santa Ana) and use of CDBG, HOME, NSP, Inclusionary
Housing funds and other resources. We have served as advisor on over 400 local multifamily bond
issues.
Work for Santa Ana. We have assisted Santa Ana for almost 30 years on more than 25 projects
and a wide range of housing issues and initiatives. In addition to serving as financial advisor of
more $320 million of bond issues including most recently thee Flower Terrace Project, we helped
the City develop strategies to address Pine Street overcrowding and Minnie Street deterioration.
Both of these programs were highly successful,
• Independence. CSG Advisors acts solely as a financial advisor and does not underwrite bonds or
other securities. Moreover we have only represented public agencies or non - profits in California,
not private developers. We are always on the City's side of the table.
Programs and Strategies. Unlike many other financial advisors, CSG Advisors works equally on (a)
housing bond issues (with a higher volume than any other firm in the country) and (b) designing
and helping implement programs, project analyses, housing strategies and other consulting as
described in the RFQ.
25C -48
CSG Advisors incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 4 of 25
• Senior Personnel and Specialization. CSG Advisors has seven full -time professionals in the San
Francisco office, with an average of more than 15 years experience working with public agencies on
housing financing and development. This depth of personnel allows us to provide timely and in,
depth assistance to our clients.
Long -Term Client Relationships. Our firm's work is characterized by long -term relationships with
clients over many years. We start with the public agency's policies and overall objectives, and design
each financing and project to meet those - and to build on each other to enhance the agency's
ability to do more in the future. We have represented Santa Ana on more than 25 financings.
Other major ongoing clients we have worked for more than 20 years include the cities of Anaheim,
Los Angeles, San Diego, San Francisco and San Jose, and Alameda, Los Angeles and Orange
Counties.
Santa Ana has long been an important client of the firm. We would be very pleased to have the
opportunity to continue working for the City. As Chairman, I can make legally binding commitments
for CSG.
Sincerely,
wk��tP F�
Gene Slater
Chairman
25C -49
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 5 of 25
2. Organizational Background
CSG Advisors Incorporated is an independent financial advisory firm highly specialized in housing
finance for public agencies. We provide a wide range of financial advisory, program design and real
estate finance services to state and local agencies responsible for housing, redevelopment and
community development.
History. CSG Advisors was incorporated in 1999 as successor to the financial advisory practice of
Caine Gressel Midgley Slater and before that CGMS Incorporated and Gressel Gressel Slater. Gene
Slater, the Chairman of CSG, has been a founding principal of these firms throughout, beginning in
1978.
Type of Organization. CSG is a subchapter S corporation, registered in Delaware. The firm is
entirely owned by its employees.
Firm's Qualification for the Proposed Services We have served as financial advisor on over 3,000
housing financings totaling more than $75 billion throughout the United States. CSG Advisors also
assists in the design and implementation of public - private real estate transactions, local government
programs, asset management and work -outs and negotiation and structuring of lowdncome housing tax
credits.
Housing Bond Expertise. CSG is the leading advisor In both the United States and California
on housing bond issues. Attached are the national rankings from Securities Data. (Appendix 1:
Financial Advisor Rankings). In our work, we have seen nearly every combination of financing
sources and challenges and apply that knowledge to our current tasks.
California Local Experience. CSG has provided financial advice to many California housing
-- - - agencies including Alameda County Anaheim; Fresno City and County Housing Authorities, - --
Fontana, Hayward, Los Angeles City, Housing Authority of City of Los Angeles, County of Los
Angeles, Oceanside, Ontario, Grange County, Sacramento, San Bernardino County, San Diego,
San Francisco, San Jose, Santa Ana and the Housing Authority of Santa Clara County.
• Registered Municipal Advisor. We are a registered Municipal Advisor with both the Securities
Exchange Commission and the Municipal Securities Rulemaking Board, and can thus serve as
independent registered municipal advisor on all bond issues.
Work for Public Agencies. As an independent firm, we solely represent the interests of the
public sector client in each transaction. We do not underwrite bonds, and can independently
advise our clients in selecting, working with and evaluating a variety of underwriters. We do not
promote or "sell" particular financial ideas or products, but help our clients systematically evaluate
the full range of choices available.
National Recognition. We were selected and served as HUD's national financial consultant on
housing rehabilitation programs and on complex multi- family bond reftmdings, as the Resolution
Trust Corporation's national financial advisor of all tax - exempt assets including 800 multi- family
bond issues and as national expeditor to HUD on some of its most troubled and complex public
housing redevelopment projects. CSG initiated the discussions with U.S. Treasury in the depths of
the financial crisis and outlined what became Treasury's New Issue Bond Program which
25C -50
CSC Advisors Incorporated
Proposal: Housing Financial Analytical and Advisory Services
January 28, 2015
Page 6 of 25
purchased $15 billion of housing bonds from local and state issuers, that assisted 25,000 rental
units and 100,000 first -time homebuyers.
We structured the two largest Low Income Housing Tax Credit raises in the history of the
program, one for modernizing 33 public housing projects throughout Puerto Rico and another for
20;000 units in New York. Two of the financings we helped design -the housing modernization
bond issue for Puerto Rico and the public infrastructure bond issue for Anaheim in conjunction
with Disney's expansion - were named in their respective years the Bondbuyer's National Deal of
the Year as the most outstanding municipal bond issue in the country.
Teamwork, Teamwork and collaboration between the financial advisor team and the client's
overall finance team is the key to success. We work effectively with all members of the finance
team to design collaborative solutions to complex problems. We share skills and techniques to
open the "black box" of financing, and emphasize training; education and open communication.
Responsiveness and Expertise for the City. Because we represent many California bond issuers,
we have frequent contact and close working relationships with the staff of CDLAC, CTAC and
other statewide entities. Similarly, we have worked regularly with most of the tax credit investors
and syndicators, lenders, credit enhancers, affordable housing taw firms, bond counsel, investment
banks and other entitles active in California. This helps us provide quick, timely responses to all
the City's questions.
3. Firm and Personnel Experience
Firm Experience
We were established as the first firm in the country to bring together and link expertise in affordable
-- housing, bond financing, rent estate, HUD programs, tax credits and related subsidies As such we have
been able to assist agencies throughout the country on all aspects of housing programs, projects and
policies. We have served as financial advisor foe more than 3,000 multi-family --
y projects, including Duce
550 in California.
List of Projects. Appendix 2 contains a list'of multi-famity proierts on which we have provided
Highlights. Following are some highlights of such work. We have divided this into two broad types of
services, in accordance with the RFP.
........................
• Housing. Financial Analytic Services
• Advisory' Services on Housing Bond Financings
a. Housing Financial Analytic Services. This includes a wide range of work depending on the
needs of the public agency.
Project Analysis. We have worked very effectively with public agencies in analyzing the
"affordability gap" for proposed affordable housing developments, i.e., determining the financing
deficit solely caused by the addition of affordable units to a development that could otherwise, for
analytical purposes, be considered as "market rate" units (this type of analysis best applies where
there are "market" equivalents for the development type, e.g., family or senior development - and
25C -51
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 7 of 25
not for developments with no programmatic market equivalent e.g., special needs, etc.). This
analysis establishes a ceiling that represents the maximum amount required to subsidize affordability
— preventing the City from subsidizing basic project feasibility (this counters the occasional efforts of
developers to use public agency funds to subsidize an otherwise infeasible project under the guise of
subsidizing affordability). The maximum subsidy thus is equivalent to the ceiling, less certain
expected sources (e.g., low income housing tax credits).
We do this work to help public agencies such as the City determine how much to assist a project.
The expertise we bring is demonstrated by the even more extensive modeling we have to do for
those public agencies (such as housing authorities) who act as their own developer on 4% and 9%
tax credit projects. We,assist,itrth ,66 inulatiai" E (and perform analy3es,a#) The development
negotiate with tax credit 'in vesior Agencies for which we have provided these types of services
include the New York City Housing Authority, Housing Authority of the County of Monterey, the
Housing Authority of the City of Oakland, the San Francisco Housing Authority, and the Housing
Authority of the City of New Orleans, among others. This type of work enables to us remain fully
abreast of market conditions that have a practical impact on project feasibility is well as providing
practical knowledge of developer goals and incentives.
Example: Santa Monica Civic Center Housing. CSG assisted the City of
Santa Monica in developing a financing platy for the Civic Center housing
developments. Understanding the financial feasibility of the projects helped
Santa Monica structure the best possible deal with the third -party developer(s)
that will execute the projects and to understand the likely amount of subsidy
_..
cast win De requireu, Eric - cracteous- oecween anoruauiury anu- stiusiuy- acvees, -auu
the types of financing the developer is likely to need. Developers need this type
of information before responding to an RFQ/RFP in order eo provide
substantive proposals.
In our work we inet with Agency staff to review the goals for the project and
constraints. We explored issues such as affordability targets, rent levels for
market and affordable units, commercial space feasibility, construction cost
limits In the tax credit program, phasing and timing issues, competitiveness for
9% credit awards, and differences between financings using 9% tax credits and
those using bonds and 4% tax credits. This work resulted in a comprehensive
financial planning model for the Civic Center housing developments. Using
this model, we worked with Agency staff to evaluate financing scenarios and
develop a "base case" for the financing. We then assisted in the review of
nronosals and negotiations with the selected develoner.
Responses to the Foreclosure Crisis, CSO helped design the Neighborhood Stabilization
Program initiatives for the City of Los Angeles, Los Angeles County, Orange County Housing
Authority, the City of Phoenix and numerous other communities. In the example of Phoenix, we
helped utilize a significant portion of NSP funds for the City to help acquire and rehabilitate large
troubled multi- family projects insured by FHA. We thus helped the City negotiate the discounted
purchase of a 500 -unit property with 50% vacancy, using NSP funds for the rehabilitation work.
25C -52
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 8 of 25
For the last two years we have been assisting San Bernardino County in designing responses to
defaulted loans to help assist homeowners and surrounding neighborhoods. We are currently
working on a major public - private partnership to purchase such loans directly from FHA, with
approval by OMB, so as to be able to provide principal modifications, including from the remaining
$1 billion of uncommitted Keep Your Home California funds.
Preservation. CSG Advisors has worked on a wide range of preservation efforts including the first
sale of assisted FHA mortgages to a state housing agency and the first two tax - exempt financings in
the country for non - profit acquisition of expiring use projects. We have assisted numerous public
agencies in designing preservation efforts, including the California Housing Finance Agency and the
San Francisco Redevelopment Agency, Our analyses have focused on evaluating the impact of lost
federal subsidies on unit affordability and the most efficient methods to transition the developments
to alternate financing structures, maintaining as much affordability as possible, minimizing the
impact on current tenants, and minimizing Agency exposure.
Non - Profit Housing. We have helped finance more than 200 projects with non - profit owners or
non -profit general partners. As a result we understand the special objectives, constraints, tax
benefits, IRS concerns and resources of 501(c)(3) corporations. These projects have ranged in size
from 20 to 500 units. Our experience spans more than 25 years.
We have assisted governments in working with a wide range of non- profit housing developers
including Eden Housing, BRIDGE, Mid - Peninsula Housing, Spanish Speaking Unity Council,
Napa Valley Community Housing, Neighborhood Housing Services of America, Orange County
Community Housing, Southern California Housing Development Corporation, LINK, American
Baptist Homes, Franciscan Sisters, Mercy Housing, Dominican Sisters, Jewish Home for the Aged in
Seattle and in Orange County, Florence Crittenden Home.
Housing Program Evaluation, Improvement and Design. CSG is unique among financial
-- -- -- advisors in our extensive -- programmatic- orientation. We have been national leaders in designing --
such programs and strategies as first time homebuyer assistance programs, strategies for redeveloping
public housing with and without HOPE VI funds, programs for recovery from natural disasters
(including the Northridge earthquake), economic development financing strategies, and programs to
finance development of housing for specific populations such as the disabled or students. Examples
of this work include:
Served as HUD's national consultant for revising Its housing rehabilitation loan program
and for providing model financing and administrative systems for local programs
nationwide.
Designed CDBG programs for local governments, including design and implementation of
multifamily rehabilitation programs for San Francisco, Los Angeles County, Anaheim,
Phoenix, Pittsburgh, Chicago, and Wichita.
Designed HOME programs and use of HOME funds for specific multifamily projects for
San Francisco, Contra Costa, Napa, Santa Cruz, and San Mateo Counties.
Developed site acquisition programs for San Francisco, Los Angeles and the District of
Columbia.
Designed the City of Los Angeles' successful effort to use over $300 million of special
federal assistance for earthquake repairs.
Developed underwriting guidelines and policies for a variety of lenders, including the
Washington State Department of Community, Trade and Economic Development, the $50
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CSC3 Advisors Incorporated
Proposal: Housing Financial Analytical and Advisory Services
January 28, 2015
Page 9 of 25
million City of Industry Funds administered by the County of Los Angeles and for the Long
Beach Housing Development Department.
Now housing trust funds for San Francisco, Denver, Seattle, Los Angeles and Sacramento.
Example: Phoenix Best Practices Study. CSO undertook an extensive study
of affordable housing best practices for the City of Phoenix. Our client, the
Housing Department of the City of Phoenix, is unusual in combining many
functions tinder one roof that are handled by separate agencies elsewhere:,`oThe
1`7eoarrmem' admif isternd federal hn isin'v funds = (HOME. CDBG and
HOPWA),
achaintsters first time homebuyer programs. = The Department sought the study
in order to help it respond to changes in both the Phoenix housing market
(rapidly appreciating in the past several years) and the federal public housing
programs.
CSO drew upon its experience with housing agencies across the country to
analyze the Department's programs and operations and recommend new
financing strategies for its homeownership programs, rental housing programs
(including public housing) and general departmental operations. Some
recommendations focused on how existing resources could be restructured to
provide a greater impact (for example, by impementing 40 year ,first time
condition' of receiving public funds).'- " Other recommendations emphasized
securing new resources for the Department (e.g. incorporating 4 % tax credits
into its new affordable rental housing development, earning development fees
A key element of CSO's recommendations was to est
criteria that the City could use to judge:' new initiF
initiative's contribute to achieving all four of those ob
affordability; create well designed, mixed income nc
Department's financial and development capaci
partnerships. Following the study we have hell
commments of the work.
b. Advisory Services for Multi- Family Bond Transactions
numerous
Overall Level of Experience. CSO has been the leading advisor both in California and nationally on
private activity multi- family housing bonds.
Total Private Activity Multi - Family Housing Transactions
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CSO Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 10 of 25
Transactions In Last 5 Years. To show our annual level of activity in this area, following are
transactions by Individual year since January 1, 2010.
Multi-Family Bond Transactions by Year: Last 5 Years
Our knowledge and understanding of current trends and details of multi - family bonds in California and
nationally enables to be extremely effective in handling the widest range of types and sizes of projects,
forms of credit enhancement, different resources and subsidies that Santa Ana might deal with.
Achievements. Wehave:
Prepared mulilfafnily hbnd policies and criteria for Orange County, Los Angeles County, and
the cities of Anaheim, Hayward, Los Angeles, San Diego, San Francisco and many others.
Designed nationally innovative multifamily approaches, including the first local loans -Co lenders
bond issues, the first Federal Home Loan Bank letter of credit-backed issues, the local taxable
multifamily bonds, and tax - exempt bonds for HUD expiring use projects.
VI, Capital Fund financings and low income housing tax credits: CSO has developed these
programs by working on 67 mixed- finance developments across the country for more than 20
_major housing _auxhatities,_including the_ California._ housing_ authorities of Los_ Angeles,
Oakland, Richmond, and San Francisco.
Developed nationally innovative very low-cost standardized private placement Programs,
including Washington State's Small Tax- Exempt Placement Program (STEP).
Have advised on over 300 projects involving FHA mortgage insurance and as a result of this
expertise served as HUD's national consultant for complex multi- family refunding requests to
determine their impact on FHA.
Helped structure over 100 FHA and Fannie Mae - backed issues and have worked on bank
placements or letters of credit with all the major banks active in California.
many, with interest rate''
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CSO Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 11 of 25
Example: City of San Francisco Hunters View. Redevelopment of the Hunters
View public housing, one of the first of the City's HOPE SF public housing
redevelopment project, was faced with significant financial challenges, including potential
sources of funding based on using the City's annual HOPE SF pledge. On behalf of the
Mayor's Office of Housing, we analyzed the options and feasibility for structuring City
funds for the multiple phases of the project - including bridge financing needs, ultimate
takeout sources, use of certificates of participation by the City and County and ultimate
resources for such repayment, use of tax increment and security for special State
infrastructure grant. We then served as financial advisor on the first phase of Hunters
View bonds.
Placements with Major Banks. In the last 5 years, we have helped structure more than 50 private
placements with major banks, including Wells, Cid, US Bank, BofA and many others. These are
typically designed on a drawdown basis to avoid any negative arbitrage.
Short -Term Tax-Exempt Bonds Taken Out by GNMA Securities or Freddie Mac. We have
assisted numerous issuers in'designing and imnpleaienting sharf -term tax-exempt bond that (a) qualify
for 4% Low Income Housing Tax Credits, (b) utilize very low -cost cash - collateralized tax- exempt
construction financing (c) minimize negative arbitrage and (d) provide permanent financing through the
GNMA market or Freddie Mac at long -term rates well below 4% in past months. A key concern we
have assisted issuers with is designing its compensation structure so that it receives a reasonable total
return on the transaction despite the short period of time in which the bonds are outstanding.
Understanding of 4% Tax Credits. Since access to tax credits is the main reason developers use
multi- family bends in &e first place, ottr kwwledpe of such credits a— the amount of bonds needed to
meet the 50% test, how long bonds need to be outstanding, how they are used in acquisition -
rehabilitation and new construction, how bridge debt is arranged - enables its to work very
knowledgeably and efficiently for CSCDA. As an example of our experience, we structured the three
--
largest tax credit raises in the history of the program- $35 million for San Francisco's North Beach,
$210 million for modernizing 33 public housing projects in Puerto Rico, and $230 million for 21,000
units in New York City.
Bonds for Preservation Projects. We have served as financial advisor on more than 100 preservation
projects including a portfolio of ten projects for the San Francisco Redevelopment Agency, the City of
Los Angeles, and the San Diego Housing Commission. These projects included expiring Section -236
mortgages where the developer desired to continue the interest reduction payments (IRP) under either
236(b) (where the 236 note remains outstanding and is held by a public agency) or 236(e) (where note is
paid off and de-coupled from the IRP). These financings also included bonds secured by tax - credits,
interest reduction payments (IRP) and, in the San Francisco transactions, bonds secured by Section -8
rents above tax - credit rents. CSO also served as financial advisor on CHFA's purchase of California's
Section -236 portfolio from Fannie Mae.
Refundings. We have completed multifamily bond.refundings ' on more than 200 multifamily projects.
California clients include Orange, Los Angeles, and Alameda Counties and the cities of Los Angeles,
Fremont, Livermore, Santa Rosa, Anaheim, Vallejo, the San Diego Housing Commission and the Santa
Cruz County Housing Authority.
On behalf of these clients, we have helped establish and implement clear refunding guidelines,
procedures for analyzing default refunding requests and new regulatory policies. For example, Orange
County has successfully obtained conversion of half of the units rented to persons below 80% of median
25C -56
CSG Advisors Incorporated
Proposal: Housing Financial Analytical and Advisory Services
January 28, 2015
Page 12 of 25
to be limited to persons below 50% of median on projects totaling more than 600 units. We have also
helped design pooled multifamily refunding programs for groups of small and medium sized diverse
housing projects in Washington State, Alameda County and the City of Los Angeles.
Personnel
Team. CSG "s team will be led by Gene Slater together with and assisted by >John Hamilton, Principal,
and Scott Smith, Principal. The work will be conducted out of our San Francisco office.
A key strength of our firm for our clients such as Santa Ana is the depth of senior personnel assigned.
Gene, John and Scott each have more than 15 years experience working on development financing for
public agencies. Each has worked extensively on multi - family projects and both Gene and Scott have
worked on numerous transactions for Santa Ana.
This team approach assures:
o full coverage for the City at all times from knowledgeable senior professionals as back -up and
inaddition to the Project Manager / Principal Agent in order to provide timely, substantive
response to any questions or issues,.
o 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, work with CDLAC, real estate issues, City
funding, etc.
Organization Chart
-
_ProjectManager/
Principal Agent
Support and
Support and
Specialized Assistance
Specialized Assistance
ScottSmith
John Hamilton
Principal F '�'� - °"
. - - Principal
Project Manager /Principal Agent: Gene Slater. Gene is Chairman of CSG Advisors and has
advised the City since 1985. His contact information is as follows:
Gene Slater, Chairman
CSG Advisors
1 Pose Sweet, Suite 2130
San Francisco, CA 94404
Phone: (415) 956 -2454
gs late r9csgadv iso i s. corn
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CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 13 of 25
Gene Slater is the chairman of CSG Advisors and co- founded the firm and its predecessors beginning in
1978. He has more than 30 years of national and California experience in municipal finance,
structuring transactions and real estate projects, and assisting public agencies in major negotiations. He
has served as financial advisor on more than $10 billion of housing bond financings and is a national
leader on public - private financings for public agencies.
As examples of his past experience, Gene:
• Initiated and designed with U.S. Treasury in 2009 what became Treasury's:
$15.1 billton New Issue Bond Program for state and local housing finance agency bonds which
has financed mortgages for 100,000 first -time buyers and 24,000 rental units; and
$6.2 billion Temporary Credit and Liquidity Program
• Served as HUD Central's national consultant on complex FHA multi - family bond refunding
requests,
• Is currently assisting San Bernardino County in negotiations with FHA, State of California and
major banks on a nationally innovative effort to help homeowners with defaulted mortgages, and to
assure that properties where the homeowner cannot remain are re -sold to owner - occupants to help
strengthen not weaken neighborhood stability.
• Led the firm's effort as the national financial advisor to the Resolution Trust Corporation on all its
tax - exempt related assets, including more than 800 bond issues from savings and loans throughout
the United States, and structured the RTC's national bridge financing program for disposing of
assets to local and state governments and non - profits.
• Structured and helped conduct the City of Anaheim's many years of successful negotiations with
The Walt Disney Company for over $1.5 billion of public and private investment in a second theme
park, expansion of the convention center and public infrastructure, and more recently on hotel
negotiations and redevelopment of Resort Area in conjunction with ARC transit line.
• Served as financial advisor to San Francisco and the San Diego Housing Commission since 1980;
Los Angeles County since 1983, Alameda County, Anaheim, Hayward and Santa Ana since 1985,
Orange County since 1987 including before and after the bankruptcy, and the City of Los Angeles
since 1990.
• Helped design the City of Los Angeles' successful program to use $300 million of special Federal
CDBG funds to repair 15,000 units damaged by the Northridge Earthquake,
• Helped develop and implement the City and County of San Francisco's long -term affordable
housing plan including use of City-owned sites, non - profit purchase of Tenderloin hotels and shared
appreciation homeownership; structured more than 40 financings; helped design and implement
$100 million in 4 series of Proposition A general obligation bond issues for affordability; chaired
the task force of real estate, advocacy, community groups that helped lead to mclusionary zoning;
and negotiated affordability covenants for Mission Bay.
• Helped design and implement public housing modernization for the Government of Puerto Rico,
including financing more than $500 million of rehabilitation and raising Low Income Housing Tax
Credit proceeds of more than $235 million.
Gene received a Master of City Planning from M.I.T., a B.A. summa cum laude in government from
Columbia University, and received a traveling fellowship to the London School of Economics. He
received a mid - career Loeb Fellowship from Harvard University where he studied capital finance at the
Harvard Business School and created and taught the first joint Harvard - M.I.T. seminars on public -
private partnerships.
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CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 14 of 25
Other Key Personnel: Scott Smith
Mr. Smith joined CSO in June 1998. Since coming to CSO, Mr. Smith has assisted in the structuring
of over $t billion in public agency issued bonds primarily related to housing, redevelopment, lease -
revenue and land - secured financings. Among the California public agencies he has assisted with
housing issuances and project evaluations include Anaheim, Colton, Fontana, Hayward, Oceanside,
Ontario, San Bernardino County, San Francisco, San Jose, Santa Ana and Vacaville.
He has been lead advisor on a wide range of bond issues, evaluated and negotiated city assistance for
housing and other development projects, estimated debt capacity (including longer-term borrowing
projections), evaluated taxable and tax - exempt borrowings, and worked on financing and development
programs for large -scale development areas, especially in Southern California.
For the City and County of San Francisco, he assisted with the issuance of four series of voter - approved
general obligation bonds for affordable housing totaling $100 million. Scott assisted the County of San
Bernardino, City of Oceanside and District of Columbia with developer selection and negotiation for
affordable housing. He has completed major multifamily financings for Santa Ana, Anaheim and
Hayward. For Hayward, he assisted with a highly complex major transit - orlented affordable
development which included State funding in the amount of $16 million. Scott's role included vetting
the financial and development capabilities of a new market rate developer co- developing the site with a
non- profit affordable developer (who was purchasing the market -rate site after the affordable housing
closing), and negotiating a $1 million back -stop loan for the affordable developer related to uncertain
site remediation costs.
For the District of Columbia, he assisted in evaluating debt capacity and structuring bonds for the
District's Housing Production Trust Fund and evaluating developer proposals for public financing of a
major waterfront development that included several high -rise residential components including
affordable housing, and market-rate for sale and rental housing.
Scott holds a Bachelor of Science in Business Administration from Pepperdine University, Malibu, and
a Master's of Public Policy from the University of California, Berkeley. He is Chair of Satellite
Affordable Housing Associates, Inc., a non-profit housing development and management corporation
based in Berkeley which is owner /manager of approximately 3,000 affordable housing units in and
around the Bay Area.
Other Key Personnel: John Hamilton
John Hamilton joined CSO in 1994. He 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. In the last five years lie has served as financial advisor on transactions totaling over
$524 million. Mr. Hamilton not only assists his issuers in structuring and issuing individual financings,
but also in analyzing the intersections between real estate underwriting and transaction structuring,
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 has an in -depth knowledge of a wide array of financing vehicles, structures, and credit
enhancements for housing - including credit structures such as FHA /GNMA, FNMA, direct -pay and
stand -by letters of credit; rated and unrated bonds; public sales and private placements; derivative hedges
such as swaps, forward rate locks, collars and floors. This experience allows him to assist issuers not only
25C -59
CSQ Advisors Incorporated
Proposal: Housing Financial Analytical and Advisory Services
January 28, 2015
Page 15 of 25
In structuring financings based on established structures but also in evaluating newly proposed
structures- and vehicles.
He has provided numerous services to issuers, including structuring affordable housing developments to
use Law Income Housing Tax Credit (LIHTC) syndication proceeds (both 4% and 9 %); developing
bond issuance policies, performing default refunding analysis; providing advisory services on 18 single
and more than 115 multifamily tax- exempt bond issues for a total par value of over $356 trillion and
$1.37 billion, respectively; evacuation 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. Major clients include the City of Los
Angeles, the City and County of San Francisco, the City of Oakland, and the San Diego Housing
Commission.
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.
4. Scope of Services
Multi- Family Bond Financings
Financial Advisor. We represent the issuer on bond transactions. Our work on multifamily bond
issues would generally include;
• identify major issues and concerns;
create and coordinate the financing schedule, particularly to assure timely issuance of bonds
within issuer approval constraints and applicable allocation expiration dates;
• coordinate selection of members of the finance team such as trustees and underwriters,
including drafting and distribution of solicitations arid analysis of responses;
° evaluate the proposed bond structure and credit enhancement (including analyzing and
proposing alternative structures to 'minimize interest cost and maximize P roceeds)
• review documents to ensure that issuer policies are fully implemented;
• review the preliminary and final offering statement;
• assisting in bond pricing (including analyzing market conditions and negotiating with the
underwriters on the rate for each maturity),
• assist with obtaining investment agreements, and
• assist at bond closing, including preparation of a closing/flow of funds memorandum, good -
cost/bad -cost analyses (as may be requested by counsel), etc.
As a registered Municipal Advisor tinder SEC and MSRB rules, we provide independent advice to the
public agency issuer on transactions and in independently reviewing proposals from bond underwriters.
Additional Assistance on Private Placement Transactions. We also provide an expanded range of
services, depending upon the transaction. For instance, for private placements - which have become
increasingly common, particularly in California -- we manage all aspects of the transaction in lieu of an
underwriter and also retain our financial advisory functions on behalf of the issuer. Where the issuer is
also a subordinate lender, we review the subordinate loan documents in concert with the bond
documents to ensure the relevant provisions of the subordinate loan, e.g., transfer restrictions, default
and remedies, indemnifications, affordability restrictions, etc, are not vitiated by the terms of the bond
documents (and are accurately reflected therein), which may be lender- (or credit enhancer -) driven and
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CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 16 of 25
not in the particular interest of the issuer (as subordinate lender).
Issuer Protection on Unrated Bonds. With the compression of yield spreads between highly rated
and unrated debt, borrowers often suggest that the public agency issue unrated bonds to multiple
buyers. We have helped many agencies establish policies to prohibit or highly constrain such bond
issues. Examples of the protections we have helped build include: no more than one bond owner,
sophisticated investor letter from the original purchaser and any subsequent purchaser, and — perhaps
most innovative -- a provision that the issuer can never be in default on the bonds; rather the
bondholder can cause the bonds to be redeemed by having the trustee simply assign all assets to the
bondholder. We have helped negotiate these protections in issues sold to Bank of America, Cltigroup,
GE Capital, a Merrill Lynch bond fund, U.S. Bank, Welts Fargo and other major purchasers.
Outstanding Bond Issues. Many underwriters and financial advisors focus primarily on issuance of
new bonds. In contrast, CSG recognizes the importance of ongoing management. We are available for
follow -up work with public agency staff and bond trustees to better understand and manage outstanding
debt, and to assure compliance with indenture / loan agreement / and other provisions. We do not
charge separately for this work unless there are major changes to the transaction (like the potential need
for a work -out or to deal with amendments to outstanding bonds).
In addition, CSG has helped more than a dozen issuers to:
• Address remaining regulatory restrictions and fee payments due to the City when the borrower
may want to prepay the outstanding bonds, for Orange County, Hayward, Anaheim and many
other issuers,
• Avoid potential bond defaults for Denver, Oklahoma, Pasadena and Phoenix,
• Review potential opportunities to refund old bonds at lower rates, with a renewed regulatory
period on behalf of the City,
• Sell whole loans and securities for clients including Los Angeles County, Orange County,
Washington State, and the University of California,
Evaluate residual assets from prior bond issues that can be released to the issuer, including for
the "Southern California Home Finance Authority, City of Los Angeles, Cooney of Los Angeles,
Orange County, Contra Costa County, Sacramento County, and City of San Francisco.
Housing Financial Analytic Services
Our aim in this work is to provide the level of assistance requested by our individual client, to help
assure the most effective use of staff as well as to be cost - effective for the clients given needs. Our aim
is to provide whatever support and training will best help the client. Examples of this approach
include:
Sharing the skills and strategies with the client's staff as the work proceeds. For
example, we played a major role in drafting RFP's for developers and tax credit investors in the
early years of our involvement with the San Francisco Housing Authority on its HOPE VI
projects. We have done similar work more recently for the housing authorities of the County of
Monterey and Santa Clara, with the staff of the those agencies taking on greater roles and
responsibilities as their skills grew with each transaction.
• Providing formal training on bonds, tax credits and affordable housing finance. We
have clone this for numerous public agencies, including the San Francisco Mayor's Office of
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C.SO Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 17 of 25
Housing, the Los Angeles Housing Department, and the Housing Authority of the City of Los
Angeles, San Diego Housing Commission, Los Angeles County and many others.
Our aim in our work is to open the "black box" of financing, to help enable staff to fully understand all
the choices they have and to increase capacity over time,
5, Relevant Experience
Appendix A includes a list of projects for which we have provided financial analytical and /or advisory
set-vices within the last 5 years. We have also highlighted projects for each of the clients in the
Reference section
6. References
Assignment:
Housing Financial Advisor
Name of Client:
City of Anaheim _
Year Last Worked:
Current
Client Website (if any):
http: / /www.anahebn.nct/
Contact Name(s) /Title(s)
John Woodhead, Director of Community Development
Contact Phone Number(s):
714. 765.4301 W
Contact Email(sh
joodhead@anaheim.net
Brief Description of Work: We have worked for Anaheim since 1984 on all of its housing efforts, including 37
multi- family bond issues, the renovation of the Chevy Chase neighborhood and a wide range of
rehabilitation and other programs. We also led the financial negotiations with The Walt Disney Company
leading to the expansion of Disneyland and $1,5 billion of public and private capital investment.
Projects Since January 2010: Village Center Apartments ($15,000,000), Paseo Village Apartments ($19,750,000), 'Die
Crossings at Cherry Orchard Apartments ($12,355,000), Anton Monaco Apartments ($35,460,000), analysts of
options for Resort Area, helped design tourism improvement special district, analysis and negotiations on hotel for
expansion of Convention Center, design of alternative approach and of financing for Convention Center Plaza
($20,000,000), negotiations strategy for Angels Stadium.
Assignment:
Multifamily Financial Advisor
Name of Client:
City of Hayward
Year Last Worked:
Current
Client Website (if any):
http: / /www ci hayward.ca.us/
Contact Name(s)/Title(s)
Omar Cortez, Housing Department Specialist
Contact Phone Number(sh
510.583.4246
Contact Email(s)t
omar.cortez @havward- ca.eov
Brief Description of Work: As financial advisor since 1984, we have completed 18 multifamily bond
transactions, have evaluated and helped negotiate public agency investments in many major projects and
worked on redevelopment and transit•oriented developments by both BART stations.
Projects Since January 2010: South Hayward BART Family and Senior Housing ($32,000,000), Hayward Senior
Housing Phase II ($5,281,574), Majestic Apartments loan payoff, negotiations on marketaate development and on $16
million State infrastructure grant, analysis of housing seraside funds posraedevelopmem.
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Proposal: Housing Financial Analytical and Advisory Services Page 18 of 25
Assignment;
Housing Financial Advisor
Name of Client;
City of Los Angeles
Year Last Worked:
Current
Client Website (i£ any);
http:/ Jland.lacity.orp/lahclinternet/
Contact Names) /Title(s)
Yaneli Ruiz, Bond Unit Supervisor
Contact Phone Number(s);
Helmi Hisserich, Assistant General Manager
Contact Phone Number(s):
Ms, Ruiz: 213. 808.8951
Brief Description of Work: We have worked for the Mayor's Office of Housing since 1980; structured 55 bond
Ms. Hisserich 213. 808.8662
Contact Email(s):
Ms. Ruiz: yaneh.ruiz @lacity.or„
requirements for Mission Bay as well as the infrastructure financing strategy; acquisition and financing of
Ms, Hisserich: hhisserich @land.lacirv.org
Brief Description of Work: We have worked for LAHD since 1990, serving as financial advisor on 149 housing
bond transactions; program design, including mortgage credit certificates, Housing Trust Fund, City's
homeownership strategy; asset management; reuse of City-owned sites for affordable housing; design of
major efforts pose - Northridge Earthquake including $300 million for rehabilitation of damaged properties;
work -outs of troubled projects; on -going services on outstanding bond issues (e.g., rating downgrades, etc.).
Projects Since January 2010: Park Plaza Apartments ($8,052,000), Laurel Village Apartments ($13,183,440), Boca
Vista Apartments ($22,000,000), Moonlight Villas Apartments ($7,000,000), Hazeltine & Wyandotte Apartments
($10,381,000), Hollywoodland Apartments ($9,100,000), Broadway Villas Senior Apartments ($7,479,629),
Silvedake Village Apartments ($12,100,000), Vistas Senior Apartments ($10,700,000), West Valley lowers Senior
Apartments ($10,920,000), Harbor Village Apartments ($57,125,000), Orangewood Court Apartments ($9,100,000),
Coral Wood Court Apartments ($13,000,000), Banning Villa Senior Apartments ($10,100,000), Freeman Villa Senior
Apartments ($4,750,000), Eagle Vista Apartments ($10,000,000), Hamlin Apartment Project ($3,850,000), Taylor
Yard Apartments ($11,000,000), Parcel M Grand Avenue Apartments ($102,805,000), Seven Palm Apartments
($7,500,000), Oakridge Family Homes ($6,617,000), Ficketi Tower Apartments ($15,500,000), Vista Angelina
Family Apartments ($12,300,000), Linda Vista Senior Apartments ($4,718,850), Vineland Avenue Senior Villas
($19,524,065), Chinatown Metro ($23,000,000), Dunbar Village Apartments ($15,025,000), Figueroa Senior
Housing ($5;600,000), La Cortina Senior Apartments ($14;000,000), Cardry Woods Senior Housing ($13,000,000),
Del Rey Senior Housing ($18,000,000), Menlo Family Housing ($13,500,000), NoHo Senior Villas ($9,600,000),
5555 Hollywood ($21,750,000), Vendome Palms ($6,260,000), Dana Strand Senior Apartments ($12,775,000),
Toberman Village ($10,000,000), Swansea Park Senior Apartments ($11,426,000), MacArthur Park Metro
Apartments ($18,300,000), 36" and Broadway Apartments ($3,016,164).
Assignment:
Housing Financial Advisor
Name of Client:
City of San Francisco Mayor's Office of Housing
Year Last Worked:
Current _ u
Client Website (if any):
het ; sf- moh.org�
Contact Name(s) /Title(s)
Joan NcNamara, Senior Project Manager
Contact Phone Number(s);
415.701.5532
Contact Email(s):
loan,mcnamara @sfgov.ore _
Brief Description of Work: We have worked for the Mayor's Office of Housing since 1980; structured 55 bond
issues; helped design the City's affordability plan and numerous programs including the site acquisition
program for non- profits, shared - appreciation mortgages for homebuyers, Mortgage Credit Certificates,
purchase of Tenderloin hotels for non- profit housing, programs; helped structure the affordability
requirements for Mission Bay as well as the infrastructure financing strategy; acquisition and financing of
more than a dozen preservation projects; year 15 conversions for tax credit projects; HOPE SF investments
and strategy.
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CSG Advisors Incorporated
Proposal; Housing Financial Analytical and Advisory Services
January 28, 2015
Page 19 of 25
Projects Since January 2010: Transbay /Block 6 ($15,000,000), Bayview Senior Housing ($28,500,000), 1100 Ocean
Avenue Apartments ($19,500,000), 1180 Fourth Street ($42,000,000), Hunters View Project ($41,000,000), analysis
of HOPE SF financing overall and for all phases of Hunters View, review of Potrero Hill HOPE SF development, Lennar
negotiations and letter of credit for redevelopment of Alice Griffiths Homes.
Assignment:
Housing Financial Advisor
Name of Client;
San Diego Housing Commission
Year Last Worked:
Current
Client Website (if any)s
htrp:f/ .sdhc.oi
Contact Name(s) /Tit1e(s)
Ann Kern, Vice President- Real Estate & Program Development
Contact Phone Number(s):
619 - 578.7582
Contact Email(s):
annk@sdhc.org
Brief Description of Work: We have worked for the Commission since 1980, including 22 housing bond
financings. We helped redesign the Commissions housing rehabilitation programs, its initial
homeownership financing efforts, preservation - related programs, and its recent overall Commission strategy.
Projects Since January 2010: 9`h and Broadway Apartments ($21,600,000), Sorrento Tower Apartments
($14,500,000), helped prepare the in-depth Strategic Plan. 2014 -2016" (available at
httn: / /wwwsdhaorg/HGR 14003SCraeeeicPlanPtoposalALL .ash}
25C -64
CSC Advisors Incorporated
Proposal: Housing Financial Analytical and Advisory Services
7. Fee Schedule
Housing Analytic Services
January 28, 2015
Page 20 of 25
The work on these services would be on an hourly basis, paid monthly. For projects where more than
12 hours would be required, we would provide in writing a not -to- exceed limit to the City for the
specific work or phase of work involved.
Hourly rates for CSG personnel are as follows. These rates include additional amounts as requested by
the City to cover direct and indirect costs.
Title
CSG Personnel
Hourly Rate
Chairman
Gene Slater
$320
Principal
Scott Smith, John Hamilton
$275
Senior Associate
As needed
$150
These rates are applicable to 2015 and are adjusted upward by 4% at the beginning of each year,
commencing January 1, 2016.
We have included in these rates as requested all costs for office overhead, including phones, cellular
phones, vehicles, mileage and other direct and indirect costs and have assumed as on prior analytical
services for the City that services and discussions for such reviews will be conducted by phone and email.
Layering Analysis for an Affordable Multi - Family Project. From our experience working with the
City, such review would typically be completed in 3 to 4 weeks depending on availability of borrower
information and the cost would not exceed $7,500.
Multi- Family Bond Issuance -- — - --
Work as financial advisor on multi- family bond issues is contingent upon bond sale and is paid from
funds deposited by the borrower and /or bond proceeds. The fee schedule for such transactions is:
Publicly sold negotiated series
of bonds:
Private placement:
$26,000 plus 1 /10 of 1% above $5 million,
not to exceed $36,000.
For the additional services involved, the fee
would be $15,000 higher.
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CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS FOR HOUSING FINANCIAL ANALYTICAL AND ADVISORY SERVICES
PROPOSERS STATEMENT and PROPOSAL FEE SCHEDULE
EXHIBIT B
Certification — I certify that I have read, understand and agree to the terms and conditions of this
Request for Proposals. I have examined the Scope of Services (Exhibit A) and am familiar with the
scope of work locations. I am familiar with all the existing conditions and limitation that may impact
work requests. I understand and agree that I am responsible for reporting any errors, omissions or
discrepancies to the City for clarification prior to the submission of my proposal.
CSG Advisors Incorporated P: (415) 956 -2454 / F; (415) 956 -2875
LEGAL NAME OF COMPANY PHONE AND FAX NUMBER
1 Post Street, Suite 2130 *, San Francisco, CA 94104
Gene Slater
Chairman
58- 2419370 N/A
*effective February 16, 20.15 out-suite number will be 575
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 11
25C -71
EXHIBIT D
CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS FOR HOUSING FINANCIAL ANALYTICAL AND ADVISORY SERVICES
THIS SHEET MUST BE COMPLETED IN FULL AND RETURNED WITH OFFEROR'S PROPOSAL
List and describe fully the contracts performed by your firm which demonstrate your ability to provide the
supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages
if required for additional references. The City reserves the right to contact each of the references listed for
additional information regarding your firm's qualifications.
Reference No. 1
Customer Name:
Address:
City of Anaheim
Contract Individual
201 S. Anaheim Blvd., Ste. 1003 Phone Number:
Anaheim, CA 92805 Facsimile Number:
John Woodhead
(714) 765.4301
(714) 765.4630
Contract Amount: $100000 Year: Since 1984/2014.2015
Description of supplies, equipment, or services provided: We have worked for Anaheim since 1984 on all of its
housing efforts, including -- multi- family bond issues, the renovation of the Chevy Chase neighborhood and a wide range of
rehabilitation and other programs. We also led the financial negotiations with The Walt Disney Company leading to the
expansion of Disneyland and $1.5 billion of public and private capital investment.
Reference No.
Customer Name: City of Hayward Contract Individual: Omar Cortez
Address:
777 B Street
Phone Number: (510) 583.4246
Hayward, CA 94541 Facsimile Number: (510) 583.3650
Contract Amount: $80,000 Year: Sincel984 /2012.2016
Description of supplies, equipment, or services provided: As financial advisor since 1984, we have completed —
multi - family bond transactions, have evaluated and helped negotiate public agency investments in many major projects and
worked on redevelopment and transit-oriented developments by both BART stations.
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 13
25C -72
Reference No. 3
Customer Name:
Address:
Contract Amount:
City of Los Angeles
1200 W. 7"' Street, 8`t Floor
Los Angeles, CA 90017
$100,000
Contract Individual:
Phone Number:
Facsimile Number:
Year:
Yaneli Ruiz
(213) 808.8951
(213) 808.8918
Since 1990 / 2010 -2015
Description of supplies, equipment, or services provided: We have worked for LAHD since 1990, serving as
financial advisor on -- bond transactions; program design, including mortgage credit certificates, Housing Trust Fund, City's
homeownership strategy; asset management re use of City-owned sites for affordable housing; design of major efforts post-
Northridge Earthquake including $300 million for rehabilitation of damaged properties; work -outs of troubled projects; on-
going services on outstanding bond issues (e.g., rating downgrades, etc.).
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 14
25C -73
TO BE INCLUDED IN PROPOSAL
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
PROPOSAL & CONTRACT AGREEMENT
PROPOSER'S STATEMENT
Proposer understands and agrees that this written RFQ (or any part thereof specifically designated and
accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer
and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her
signature and official seal noting here on the action of approval of the Council, signed by the Executive Director
or her duly authorized agent, and signed by the City Attorney, denoting her approval of the form for this
document, and its execution, and when it or an exact copy of it has be either delivered to proposer or
deposited with the United States Postal Service properly addressed to the proposer with the correct postage
affixed thereto.
Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish
City all required bonds and certificates of liability insurance within ten (10) days (excluding Saturdays, Sundays
and City's legal holidays), or the funds, chock drafts, or proposer's bond substituted in lieu thereof
accompanying this proposal shall become the property of the City and shall be considered as payment of
damager due to the delay and other causes suffered by City because of failure to enter into an Agreement
and/or furnish necessary bonds and because it is distinctly agreed that the proof of damages actually suffered
by City is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof
shall be returned to the undersigned.
Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in
the RFQ schedule are solely for the purpose_ of comparing proposals, and that final compensation_ under the
contract will be based upon the actual quantities of work satisfactorily completed.
All terms contained in the Specifications, the Certification of Non - Discrimination by Contractors, and the
Workers' Compensation Insurance Certificate are to be incorporated by reference into this Agreement and are
made specifically as part of this RFQ.
CSG Advisors
FIRM N
SIGNED Al'
Chairman
TITLE
Gene Stater
January 28, 2015
DATE
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 15
25C -74
TO BE INCLUDED IN PROPOSAL
EXHIBIT F
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
PROPOSAL AND CONTRACT AGREEMENT
CERTIFICATION OF NONDISCRIMINATION BY CONTRACTOR
The undersigned Contractor or corporate officer, during the performance of this contract, certifies as follows:
1. The Contractor shall not discriminate against any employee or applicant for employment because of
race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated during employment without, regard to their
race, color, religion, sex, or national origin, Such action shall include, but not limited to, the following:
employment, upgrading, demotions, or transfer; recruitment advertising; layoff or termination; rates of
pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor
agrees to post in conspicuous places, available to employees and applicants for employment, notices
to be provided setting forth the provisions of this nondiscrimination clause.
2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the
Contractor, state that all qualified applicants will receive consideration for employment without regard to
race, color, religion, sex, or national origin.
3. The Contractor shall send to each labor union or representative of workers with which he has a
collective bargaining agreements or other contract or understanding, a notice to be provided advising
the said labor union or workers' representative of the Contractor's commitments under this section, and
shall post copies of the notice in conspicuous places available to employees and applicants for
employment.
4. The Contractor complies with all provisions of Executive Order 11246 of September 24, 1965, and of
- -the rules,- regulations,- and relevant orders of the- Secretary -of- Labor. -- -- --
5. The Contractor shall furnish all information and reports required by Executive Order 11246 of
September 24, 1965, and by rules, regulations, and order of the Secretary of Labor, or pursuant
thereto, and will permit access to his/ her books, records, and accounts by the administering agency
and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules,
regulations, and orders.
6. In the event the Contractor's non - compliance with the non - discrimination clauses of this contract or with
any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in
whole or in part and the contractor may be declared ineligible for further Government contracts or
federally assisted construction/ services contracts in accordance with procedures authorized in
Executive Orders 11246 of September 24, 1965, and such other sanctions may be imposed and
remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations,
or order of the Secretary of Labor, or as otherwise provided by law.
7. The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the
provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 16
25C -75
rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive
Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or
purchase order as the administering agency may direct as means of enforcing such provisions,
including sanctions for noncompliance; provided, however, that in the event the Contractor becomes
involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction
by the administering agency, the Contractor may request that the United States enter such litigation to
protect the interests of the United States,
& Pursuant to California Labor Code Section 1735, as added by Chapter 643 State. 1039, and as
amended, no discrimination shall be made in the employment of persons because of race, religious
creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of
such persons, except as provided in Section 1420, and any Contractor violating this Section is subject
to all the penalties imposed for a violation of the Chapter.
CSG Advisors Incorporated
FlRfvl
SIGNED AND PRINTED NA
Chairman
TITLE
Gene Slater
January 28, 2015
DATE
City of Santa Ana Community Development Agency
Request for Qualifications - Housing financial Analytical and Advisory Services
Page 1.7
25C -76
.+�'P.iIW3W
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR OUALFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
NON-COLLUSION AFFIDAVIT
CITY OF SANTA ANA
PROPOSAL AND CONTRACT AGREEMENT
NON - COLLUSION AFFIDAVIT
(Title 23 United States Code Section 112 and Public Contract Code Section 7106)
To the City of SANTA ANA COMMOUNITY DEVELOPMENT AGENCY
In accordance with Title 23 United State Code Section 112 and Public Contract Code 7106 the PROPOSER
declares that this bid is not made in the interest of, or on behalf of, any undisclosed person, partnership,
company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the
PROPOSER has not directly or indirectly induced or solicited any other PROPOSER to put in a false or sham
bid, and has not directly or indirectly colluded, conspired, connived or agreed with any PROPOSER or anyone
else to put in a sham bid, or that anyone shall refrain from bidding; that the PROPOSER has not in any
manner, directly or indirectly, sought by agreement, communication or conference with anyone to fix the bid
price of the PROPOSER or any PROPOSER, or to fix any overhead, profit, or cost element of the bid price, or
of that of any other PROPOSER, or to secure any advantage against the public body awarding the contract of
anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that
the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any
corporation, partnership, company associations, organization, bid depository, or to any member or agent
thereof to effectuate a collusive or sham bid.
Note: The above Non - collusion Affidavit is part of the Proposal Signing this Proposal on the signature
portion thereof shall also constitute signature of this Non - collusion Affidavit. PROPOSERS are
cautioned that making a false certification may subject the certifier to criminal prosecution.
State of California
County of
Subscribed and sworn to (or affirmed) before me on this day of `; 20, by
proved to me on the b s isfactory evldence to the person(s)
who appeared before me. J a
G
Notary Public S' ure Notary Public Seal
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 18
25C -77
notary public or other officer completing this
)rtificate verifies only the identity of the Individual
7o signed the document to which this certificate
attached, and not the truthfulness, accuracy, or
lidity of that document.
State of California
County of San Francisco
Subscribed and sworn to (or-ef fined) before me on this 28th
day of January 20 15, by John Hamilton _^
proved to me on the basis of satisfactory evidence to be the
person(zlwho appeared before me.
JACK WIGGINS JR.
to Comm.# 1955003 '�pp
0 Of NOTARY PUOIIC- CAtifORHIA
✓ W
>+ CITY Mo cm" M rummo
!dr Cauu. EzP. Oct. 30, 7415
(Seal)
25C -78
EXHIBIT C
ADDITIONAL INSURED ENDORSEMENT
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
Ml
relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California
92702; its officers, employees, agents and volunteers are named as additional
insureds ( "additional insureds ") with regard to liability and defense of suits arising
from the operations and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses
performed by or on behalf of the named insured, such insurance as is afforded by
this policy is primary and is not additional to or contributing with any other insurance
carried by or for the benefit of the additional insureds.
3. This insurance applies separately to each insured against whom claim
is made or suit is brought except with respect to the company's limits of liability.
The inclusion of any person or organization as an insured shall not affect any right
which such person or organization would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be
canceled, or materially reduced in coverage or limits except after thirty (30) days
written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa
Ana, California 92702.
(Completion of the following, including countersignature, is required to make this
endorsement effective.)
Effective
part of Policy #
Issued to
Named Insured
Countersigned by
this endorsement form as a
Authorized Representative
25C -79
25C -80