April 4, 2013 - San Antonio Housing Authority
Transcripción
April 4, 2013 - San Antonio Housing Authority
AGENDA Regular Board meeting April 4, 2013, 1:00 pm SanAnt oni oHousi ngAut hor i t y Create dynamic communities where people thrive. Board of Commissioners Chairman Ramiro Cavazos Vice-Chair Vacant Commissioner Karina C. Cantu Commissioner Richard Gambitta Commissioner Yolanda Hotman Commissioner Stella Burciaga Molina Commissioner Charles R. Muñoz President & CEO Lourdes Castro Ramirez San Antonio Housing Authority Regular Board Meeting Thursday, April 4, 2013, 1:00 p.m. The meeting is wheelchair accessible. The accessible entrance is located at 818 S. Flores. Accessible parking spaces are also located at SAHA main office, 818 S. Flores. Auxiliary aids and services are available upon request (interpreters for the deaf must be requested fortyeight (48) hours prior to the meeting) by calling (210) 477-6288 V/TTY for assistance. 1. Meeting called to order. The Board of Commissioners or its committee may hold a closed meeting pursuant to Texas Government Code § 551.071-076 for consultation concerning attorney-client matters, real estate, litigation, personnel, and security matters. The Board or committee reserves the right to enter into closed meeting at any time during the course of the meeting. 2. Pledge of allegiance. 3. Ceremonial Items. Swearing in of Commissioner Dr. Morris Stribling. (Leticia Vacek, City Clerk, City of San Antonio) Recognition of Grand Prize winner of the design of the 2013 Education Investment Foundation Fiesta Medal. Recognition of appreciation of Citibank support of SAHA’s Choice Neighborhoods Initiative. 4. Minutes: Regular Board meeting held on February 28, 2013. CONSENT AGENDA The following items under the consent agenda have been vetted through the listed committee and forwarded to the full Board of Commissioners for approval. The consent agenda items can be taken together with one vote. Any Commissioner can request that a consent agenda item be pulled for further discussion. Operations and Human Resources Committee 5. Consideration and approval regarding Resolution 5332, authorizing the proposed 2013-2014 Moving to Work (MTW) agency plan, including revisions to the MTW plan, the Public Housing Admissions and Continued Occupancy Plan (ACOP), the Housing Choice Voucher Administration Plan (Admin. Plan), and Capital Fund Program Plan. (Richard Milk, Sr. Policy and Planning Manager; David Clark, Interim Deputy Director of Public Housing; Deborah Aleman, Director of Assisted Housing; Kathy McCormick, Development Services and Neighborhood Revitalization Officer). 6. Consideration and approval regarding Resolution 5331, authorizing an award of three contracts for plumbing maintenance services for an annual cumulative amount not to exceed $1,400,000.00 to: First Aid Plumbing Services (ESBE, HABE, MBE, SBE) for an annual amount not to exceed $466,666.67; A-Ram Plumbing, Inc. (DBE, ESBE, HABE, MBE, SBE, HUB, Section 3 Business) for an annual amount not to exceed $466,666.67; and Air Jireh Services (ESBE, HABE, MBE, SBE, Section 3 Business) for an annual amount not to exceed $466,666.66; for a period of one year with the option to extend four (4) additional one-year periods. (David Clark, Interim Deputy Director for Public Housing; Lawrence Fernandez, Interim Director for Non Profit Housing). 7. Consideration and approval regarding Resolution 5333, authorizing an award of a contract for resurfacing services on an “as needed basis” to EA Contractor, for an annual cumulative amount not to exceed $95,000.00, for a period of one year. (David Clark, Interim Deputy Director for Public Housing; Lawrence Fernandez, Interim Director for Non Profit Housing). 8. Consideration and approval regarding Resolution 5329, approving the 2013 payment standard schedule at 91-106% of the 2013 Fair Market Rents (FMRs) for the Housing Choice Voucher Program. (Deborah Aleman, Director of Assisted Housing Programs). INDIVIDUAL ITEMS FOR CONSIDERATION 9. Update and discussion regarding the March 26, 2013 Resident Services Committee meeting at Westway Apartments. (Yolanda Hotman, Chair, Resident Services Committee). 10. Consideration and approval regarding Resolution 5338, authorizing the 4th Amendment to the Moving to Work (MTW) agreement. (Richard Milk, Senior Planning and Policy Manager). 11. Consideration and approval regarding Resolution 5339, authorizing the adoption of the San Antonio Housing Authority Minority/Women Business Enterprise (MWBE) program. (Alejandra Villarreal, Chief Administrative Officer; Tomas Larralde, Director of Procurement.) 12. Consideration and approval regarding Resolution 5335 authorizing the refinancing of Converse Ranch I Apartments in the amount of $7,443,700, the execution of all documents necessary for the refinancing; and other matters in connection therewith. (Ed Hinojosa, Chief Financial Officer; Diana Kollodziej Fiedler, Director of Finance and Accounting). 13. Consideration and approval regarding Resolutions 5337 and 13SEN-04-01, authorizing the refinancing of Crown Meadows Townhomes in the approximate amount of $11,250,200, the execution of an application letter with RED Mortgage Capital, LLC, the execution and submission to HUD of all documents necessary to secure FHA Mortgage Insurance of the refinancing loan, the execution of a commitment to insure the refinancing loan, and the negotiation and execution of all final documents necessary for the refinancing; and other matters in connection therewith. (Ed Hinojosa, Chief Financial Officer; Diana Kollodziej Fiedler, Director of Finance and Accounting). 14. Consideration and approval regarding Resolution 5341, authorizing the President and CEO to sign HUD 1044 forms, accepting the Choice Neighborhoods Implementation Grant Agreement. (Kathy McCormick, Development Services and Neighborhood Revitalization Officer). 15. Consideration and appropriate action regarding Resolution 5340, authorizing approval of an interim agreement with McCormack Baron Salazar (MBS) for predevelopment and related work to implement the Wheatley Choice Neighborhoods Transformation Plan. (Kathy McCormick, Development Services and Neighborhood Revitalization Officer). 16. President’s Report: Update on the third and final phase of redevelopment of San Juan Homes Update on award for SAHA logo Update on the April 28 – May 1, 2013 TX-NAHRO conference in San Antonio Update on the May 19-22 PHADA national conference in San Antonio Update on the May 4 orchard planting Update on the recent NAHRO legislative visits Update regarding procurement activities Event Calendar for April 2013-May 2013 17. *Closed Session: Consultation with Attorney Deliberate current and potential legal matters and litigation, pursuant to Texas Government Code Sec. 551.071 (consultation with attorney). Consultation with attorney regarding legal issues related to the renovations at Marie McGuire Apartments. Consultation with attorney regarding budgetary impact of sequestration and continuing resolution on staffing Consultation with attorney and take appropriate action regarding issues related to the Public Housing Director. Real Estate Deliberate the management, purchase, exchange, lease or value of certain real properties and obtain legal advice regarding related legal issues pursuant to Texas Government Code Sec. 551.072 (real property) and Texas Government Code Sec. 551.071 (consultation with attorney). Consultation regarding potential land leases within, and adjacent to, the Choice study area. Personnel Deliberate the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of a public officer or employee or to hear a complaint or charge against an officer or employee and obtain legal advice regarding related legal issues pursuant to Texas Government Code Sec. 551.074 (personnel) and Texas Government Code Sec. 551.071 (consultation with attorney). Discussion of CEO performance evaluation 18. Citizens to be Heard at 2:00 p.m. (may be heard after this time) Citizens wishing to speak on issues not related to items posted on the agenda should personally sign the Citizens to be Heard roster prior to 3:00 p.m. Citizens will be given three minutes to speak. Only one appearance per speaker will be permitted at any regular Board Meeting. If present, a speaker may cede time to another speaker, but no speaker may have the floor for more than nine (9) minutes. Groups of citizens from the same organization are asked to share nine minutes to address the Board on certain items. Organizations must be represented by an officer or a Board member, and follow the same speaking rules as individuals. The Board thanks you for coming to the meeting. 19. Adjournment. Note: Whenever the Texas Open Meetings Act (Section 551.001 et seq. of the Texas Government Code) provides for a closed meeting in matters concerning legal advice, real estate, contracts, personnel matters, or security issues, the Board may find a closed meeting to be necessary. For convenience of the citizens interested in an item preceded by an asterisk, notice is given that a closed meeting is contemplated. However, the Board reserves the right to go into a closed meeting on any other item, whether it has an asterisk or not, when the Board determines there is a need, and a closed meeting is permitted under Chapter 551 of the Texas Government Code that permits the closed meeting. Additionally, the Board may take open session action on any item listed in closed session. ** Note: If a quorum of the Board of Commissioners attends the Committee Meeting, this meeting becomes a Special Meeting of the Board, but no Board action will be taken other than recommendations to the full board, unless the full Board is present. MINUTES SAN ANTONIO HOUSING AUTHORITY BOARD OF COMMISSIONERS REGULAR BOARD MEETING February 28, 2013 SCHEDULED: 2:00 p.m. at 818 S. Flores, San Antonio, Texas 78204 COMMISSIONERS PRESENT: Ramiro Cavazos, Chair Richard Gambitta, Commissioner Charles R. Muñoz, Commissioner Yolanda Hotman, Commissioner Karina C. Cantu, Commissioner Stella Molina, Commissioner COMMISSIONERS ABSENT: None COUNSEL: Doug Poneck, Escamilla, Poneck & Cruz, LLP TRANSLATOR: Vicky Cavazos Jones STAFF: Lourdes Castro Ramirez, President & CEO Ed Hinojosa, Chief Financial Officer Alejandra Villarreal, Chief Administrative Officer Melanie Villalobos, Policy, Planning & Public Affairs Officer Deborah Aleman, Dir. of Assisted Housing Jo Ana Alvarado, Director of Information Technology Diana Fiedler, Dir. of Finance & Accounting Kathy McCormick, Development Services & Neighborhood Revitalization Officer Tomas Larralde, Dir. of Procurement Paulette Owens-Holmes, Dir. of Human Resources Tim Alcott, Director of Legal Services Adrian Lopez, Dir. of Community Development Initiatives David Clark, Deputy Director of Public Housing Elvira Enriquez, Public Affairs Coordinator Dolores Mueller, Public Affairs Secretary David Casso, Mgr. of Development Services Item 1: Meeting called to order. Chair Cavazos called the meeting to order at 2:18 p.m. Item 2: Pledge of allegiance. Recitation of pledge. Item 3: Approval of minutes: Regular Board meeting held on February 14, 2013. Special Board meeting held on February 19, 2013. (Tour of Westside neighborhoods). Motion: Commissioner Hotman moved to approve the minutes as stated. Commissioner Muñoz seconded the motion. Minutes approved. Unanimous as follows: Member Ramiro Cavazos, Chair Karina C. Cantu, Commissioner Richard Gambitta, Commissioner Yolanda Hotman, Commissioner Stella Molina, Commissioner Charles R. Muñoz, Commissioner Aye X X X X X X Nay -1- Absent At Time of Vote Abstained CONSENT AGENDA: Items 4, 5, 6, 7, 8, and 9 were vetted through the appropriate committee and forwarded to the full Board of Commissioners for final approval. The consent agenda items can be taken together as one vote or as individual items. Agenda Item 8 was tabled for further discussion. Item 4: Consideration and approval regarding Resolution 5322, authorizing an award of a contract for carpet cleaning services to Master Carpet Cleaning, for an annual cumulative amount not to exceed $150,000.00, for a period of one year. Approved on Consent Agenda. Item 5: Consideration and approval regarding Resolution 5329, ratifying the award of a contract for the purchase and installation of security cameras at Lincoln Heights Courts for an amount not to exceed $125,000. Approved on Consent Agenda. Item 6: Consideration and approval regarding Resolution 5320, authorizing an award of a contract for concrete and asphalt maintenance, repair and replacement, on an as needed basis, to Myers Concrete Construction, LP, for an annual cumulative amount not to exceed $150,000.00, for a period of one year with the option to extend (2) two additional one-year periods. Approved on Consent Agenda. Item 7: Consideration and approval regarding Resolution 5325, authorizing an award of contracts for carpet replacement and installation services for an annual cumulative amount not to exceed $288,000.00 to the following three companies: Impact Floors of Texas for an annual amount not to exceed $96,000.00; Redi Carpet Sales of Houston for an annual amount not to exceed $96,000.00; and The Sherwin-Williams Company for an annual amount not to exceed $96,000.00; for a period of one year with the option to extend two (2) additional one-year periods. Approved on Consent Agenda. Item 8: Consideration and approval regarding Resolution 5323, authorizing an award of a contract for tree trimming services to Rios Tree Service, Inc., for an annual cumulative amount not to exceed $150,000.00, for a period of one year. Tabled for further discussion. Item 9: Consideration and approval regarding Resolution 5321, authorizing an award of a contract for irrigation maintenance and repair services to R & C Landscape, LLC, for an annual cumulative amount not to exceed $100,000.00, for a period of one year. Motion: Commissioner Gambitta moved to approve Agenda Items 4, 5, 6, 7, and 9 as stated. Agenda Item 8 was tabled. Commissioner Molina seconded the motion. Unanimous as follows: Member Ramiro Cavazos, Chair Karina C. Cantu, Commissioner Richard Gambitta, Commissioner Yolanda Hotman, Commissioner Stella Molina, Commissioner Charles R. Muñoz, Commissioner Aye X X X X X X Nay -2- Absent At Time of Vote Abstained Chair Cavazos noted, on Agenda Item 8, that SAHA needs to widen the scope of all those on the Advertisement List so all have an equal opportunity to bid on SAHA contracts. Tomas Larralde, Director of Procurement, offered to meet with his staff and review the lists. It was also suggested that the name of the contact person and their phone number be added. Item 10: San Juan Homes – Phase III: Update and discussion regarding the third and final phase of the San Juan redevelopment project. Consideration and approval regarding Resolution 5328, 13FAC-02-01, and 13FIN-02-01 authorizing the San Juan Phase III transaction including: (i) the execution of all documentation necessary to carry out the transaction; (ii) a loan to San Juan III, Ltd. of Replacement Housing Factor Funds; (iii) the sale of the land to San Antonio Housing Facility Corporation (“SAFC”) and the lease of the land for the transaction to San Juan III, Ltd.; (iv) the acquisition of the membership interest by SAFC in SAHA San Juan III, LLC; (v) authorizing San Antonio Housing Facility Corporation to serve as the General Contractor; (vi) the issuance of San Antonio Housing Finance Corporation Multifamily Housing Revenue Bonds (the San Juan Phase III Apartments Project), Series 2013; (vii) the borrowing of City of San Antonio HOME Funds; (viii) obtaining Texas Department of Housing and Community Affairs tax credits; and other matters in connection therewith. This action is to request authority from the Board of Commissioners for SAHA to enter into a development agreement with NRP Group LLC, as well as authorize the issuance of bonds and secure other debt financing for the project. The project will consist of 252 family units, with 63 public housing units serving 30% AMI; 31 local set aside (aka PBV) voucher units; and 158 low income housing tax credit units serving 60% AMI at 300 Gante Walk and 2001 South Zarzamora. The non-smoking, multi-family project will be built to Build San Antonio Green Level II. Construction is projected to begin August 2013, with completion by November 2014. The Board is being asked to authorize all of the actions necessary to finance and construct the project. Motion: Commissioner Gambitta moved to approve Resolutions 5328, 13FAC-02-01, and 13FIN-02-01 as stated. Commissioner Molina seconded the motion. Unanimous as follows: Member Ramiro Cavazos, Chair Karina C. Cantu, Commissioner Richard Gambitta, Commissioner Yolanda Hotman, Commissioner Stella Molina, Commissioner Charles R. Muñoz, Commissioner Aye X X X X X X Nay Absent At Time of Vote Abstained Chair Cavazos recessed the Regular Board meeting at 2:25 to convene the San Antonio Housing Facility Corporation meeting and the San Antonio Housing Finance Corporation meeting. Chair Cavazos reconvened the Regular Board meeting at 2:28 p.m. INDIVIDUAL ITEMS FOR CONSIDERATION: Item 11: Update and discussion regarding the February 19, 2013 Resident Services Committee meeting at Lincoln Heights. Commissioner Hotman reported that a Resident Services Committee meeting was held on February 19, 2013 at Lincoln Heights Courts. Attendees included Chair Yolanda Hotman, Commissioner Charles Muñoz, Board Counsel Doug Poneck, SAHA President and CEO Lourdes Castro Ramirez, SAHA staff, representatives from area schools, and Urban Connections. Approximately 20 residents attended the meeting. -3- The following topics were discussed at the Lincoln Heights meeting: the Lincoln safety grant; neighborhood block walks; public housing rent statements; resident council fundraising activities; resident handbook; final phase of San Juan III; revitalization of the five neighborhoods of the Mirasol Project; and the community survey which is distributed to all residents in the Neighbors publication. Commissioner Hotman stated the new lighting at Lincoln has been installed and the residents are very pleased with the lighting upgrades. Commissioner Molina asked if the Resident Handbook is going to be available in Spanish. Ms. Castro Ramirez informed the Board the translator is currently working on the Spanish edition of the handbook and it would be available soon. Item 12: Update and discussion regarding the installation of Wi-Fi and internet access to the community rooms at 30 public housing sites. Mr. Lopez reported that one of SAHA’s six primary strategic goals is to “empower and equip families to improve their quality of life and achieve economic stability.” This Wi-Fi initiative will address this strategic goal by providing access to educational assistance, job training and employment opportunities, as well as health and wellness resources. SAHA will provide Internet and computer access to hundreds of public housing residents with the installation of free Wi-Fi in the community rooms of select SAHA properties. Ms. Alvarado stated the scope of work for the 1st phase of this initiative includes: Providing WiFi to 30 SAHA communities: WiFi will be available to residents on computers installed in community rooms; WiFi will be available to residents in the community centers for those residents that have personal devices that will connect wirelessly; WiFi will be secured in accordance with SAHA security policies; Installing a minimum of 2 computers with wireless connectivity in 30 of the community rooms of select sites; and Establishing a minimum of 3 “learning centers” in select communities (defined as where partners will provide on-site services utilizing the Wi-Fi and computer infrastructure) Phase I should be completed by the end of March 2013. Staff has identified several issues that still need to be resolved. These include: Addressing any liability issues associated with use of computers and Wi-Fi, such as implementing tighter security measures at the desktop level and firewall level. Securing of additional partners to program learning centers. (To date our partners are Career and Technology Academy Charter School, Restore Education, Gateway to College and AARP. These groups have made commitments to partner with SAHA to provide ongoing support and educational services utilizing the learning centers. Researching and securing grant funds to expand and enhance the initiative; and To develop metrics to evaluate the success of the initiative. Commissioner Gambitta asked about the need for individual login IDs and passwords. Ms. Alvarado stated the property manager and property staff could be able to provide a common login ID for the resident and the resident could have their own password to access the computer. Commissioner Muñoz asked if our system will be linked with some websites so that students and their parents will have the ability to access applications for scholarships and college readiness programs. Staff confirmed that some links would be pre-loaded as short-cuts on the provided computers. Ms. Castro Ramirez added that anyone who has their own WI-FI device can use the WI-FI system if they are within range of the community room. -4- Ms. Castro Ramirez added that staff will look at best practices for security for similar Wi-Fi systems, and will report back to the Board with additional information. Chair Cavazos asked who on the SAHA staff will go to sleep and wake up excited about this project. Who will be in charge? Ms. Castro Ramirez stated that the day-to-day management of the sites and programs will be the responsibility of Adrian Lopez and his staff. While this is a Community Development Initiative, Mr. Lopez will need assistance from the property managers and the IT department. Commissioner Gambitta stated he wanted to go on the record to state the importance of this service, which is becoming increasingly essential to households; whether there are children in school; whether they are seniors or veterans. Chair Cavazos introduced Dr. Sylvester Perez, the interim SAISD superintendent. Dr. Perez offered comments in support of this initiative and the great benefit is brings to SAISD children and their parents Ms. Castro Ramirez requested the Board allow the staff to conduct additional research on the concerns brought forth by the Board today, and report back at a later date. Item 13: Update and discussion regarding the 2013 NAHRO Legislative Conference and Congressional Agenda. Ms. Villalobos briefed the commissioners on the upcoming NAHRO Conference that is scheduled for March 17-20, 2013 in Washington D.C. SAHA’s Policy, Planning and Public Affairs staff is currently developing the messages that the agency will deliver to elected officials, to include: Item 14: SAHA’s new vision, mission and strategic plan; Investments being made through Wheatley Choice Neighborhoods, The Park at Sutton Oaks, San Juan III, and the new Victoria Commons master plan; and The impact of federal budget cuts to SAHA’s housing programs and those served by those programs, as well as support for a separate housing authority allocation in the Low Income Housing Tax Credit program, and support of HUD’s Rental Assistance Demonstration program and the proposed National Housing Trust Fund. Update and discussion regarding Finance Committee accomplishments and objectives for 2013. Commissioner Cantu, chair of the Finance Committee, identified the accomplishments achieved by the committee and staff during 2012. The Finance Committee held eight meetings during 2012 with discussions regarding numerous matters affecting the finances of the SAHA. Accomplishments include: Adopted the Internal Audit Charter. Oversaw efforts to improve the performance of properties in the mixed-income portfolio Adopted the Internal Audit Plan for FY 2012-2013. Received multiple briefings on the current federal funding environment and the impact to SAHA operations. Received updates on the status and progress of items in the Internal Audit Plan and other activities of the Internal Audit Department. Oversaw the development of the FY 2012-2013 agency budgets, including a budget workshop. Approved certification of SAHA’s investment policy and investment strategies. Oversaw the third-party audit, which resulted in a very favorable audit report, with no significant findings. Participated in Rental Housing Development Finance training through the National Development Council. Commissioner Cantu stated she looks forward to working with SAHA staff and the other commissioners to continue to strengthen these accomplishments in the coming year. -5- Item 15: Consideration and approval regarding Resolution 5314, in support of the Amendment and Restatement of the Housing Authority of the City of San Antonio Employees’ Money Purchase Pension Plan and Trust Restated effective January 1, 2013. Ms. Villarreal stated that the Plan was amended and restated effective July 1, 1993, effective January 1, 1998, and again effective January 1, 2008, and the 2008 restatement has been amended four times. In order to maintain the Plan’s qualified status under Section 401(a) of Internal Revenue Code (“Code”) it is necessary to amend and restate the plan to meet all applicable requirements of the Code and Treasury Regulations. Motion: Chair Cavazos moved to approve Resolution 5314 as stated. Commissioner Gambitta seconded the motion. Unanimous as follows: Member Aye Ramiro Cavazos, Chair Karina C. Cantu, Commissioner Richard Gambitta, Commissioner Yolanda Hotman, Commissioner Stella Molina, Commissioner Charles R. Muñoz, Commissioner Item 16: Na y Absent At Time of Vote Abstained X X X X X X Update and discussion regarding the San Antonio Housing Authority Internal Audit department. Tabled. Item 17: Update and discussion regarding the Financial Report for the San Antonio Housing Authority for the six months ended December 31, 2012. Mr. Hinojosa and Ms. Fiedler provided an update on the SAHA current budget status. The Condensed Statements of Revenue and Expense for the period reflects Net Revenue and Total Operating Expenses ended the period below budget at 4.04% and 4.46%, respectively. Operating Expenses ended the period $3.4 million below budget due primarily to lower than expected expenditures for salaries and benefits, consulting, technology and licensing, utilities, and telephone. The favorable variance for salaries and benefits can be attributed to unfilled positions in all sectors. The agency also saw a $2.3 million positive swing in Non-Operating income, due primarily to the sale and loan forgiveness of the Park Place mortgage debt. As a result of these activities, agency operations ended the quarter $2.3 million above budget expectations. Item 18: Update and discussion regarding the deficit analysis for Sendero I PFC (Legacy at Crowne Meadows). Mr. Hinojosa and Ms. Fiedler provided an analysis of the budgetary operations at Sendero, as requested by the Finance Committee. This review includes current operations and projections for collectability of amounts due. The analysis determined Sendero’s operating performance has improved during the current fiscal year and shows Sendero is currently meeting its Debt Service Coverage Ratio requirement of 1.15. However, it is only estimated to produce $26,000 in current year cash flow. In addition to the $26,000 in operating cash flow, the analysis also uncovered additional reserve funds, which can be used to pay down the project’s intercompany balances. -6- The combination of operating cash and release of reserves is estimated to decrease the project’s intercompany balance to an estimated $131,000 by fiscal year end. If the current operating trend continues, the project will pay off all of its intercompany balance within 2.5 years. After an analysis of the Series A and Series B Bonds which will be available for redemption beginning June 1, 2013 at 102% of the principal balance, staff is requesting to refinance the bonds which could realize annual savings somewhere in the realm of $300,000. Staff believes it is in the best interest of the project to refinance the current debt, and is currently in the process of putting together a portfolio of information that can be provided to financial institutions to determine options for refinancing. Once the portfolio is compiled and reviewed, staff will bring the information back to Committee and/or the full Board for review and final approval. Item 19: President’s Report: Update on the Housing Choice Voucher Family Self-Sufficiency funding Update on the February 13 Wheatley Choice Neighborhoods celebration Update on SAHA's new Procurement Director Update on FY2014 MTW planning efforts Update regarding March 5 meeting with SAISD and Promise Neighborhood Update regarding March 11-12 Joint Site Visit of Departments of HUD, Education and Justice Update on the new community garden at O.P. Schnabel Apartments Update regarding procurement activities Event Calendar for March 2013-April 2013 Item 20: *Closed Session: Consultation with Attorney Consultation with attorney regarding legal issues related to the renovations at Marie McGuire Apartments. Consultation with attorney regarding jurisdictional issues relating to housing in accordance with local government code sec 392.017 (B). Consultation with attorney regarding the Texas Qualified Action Plan (QAP). Consultation with attorney and status report regarding issues related to the Public Housing Director. Consultation with attorney regarding employment litigation. Personnel Discussion of CEO evaluation process Chair Cavazos recessed to closed session at 3:34 p.m. The meeting reconvened at 4:50 p.m. There were no votes were taken. Item 21: Citizens to be heard at 3:00 p.m Suzan Baldwin Item 22: Sam Cardenas Adjournment. With no objections, Commissioner Gambitta adjourned at 5:43 p.m. ATTEST: _________________________ RAMIRO CAVAZOS CHAIR ________________________________ LOURDES CASTRO RAMIREZ SAHA PRESIDENT and CEO ________________________ DATE -7- ____________________ DATE SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5332, AUTHORIZING THE 2013-2014 MOVING TO WORK (MTW) AGENCY PLAN, INCLUDING REVISIONS TO THE MTW PLAN, THE PUBLIC HOUSING ADMISSIONS AND CONTINUED OCCUPANCY POLICY (ACOP), THE HOUSING CHOICE VOUCHER ADMINISTRATIVE PLAN AND THE CAPITAL FUND PROGRAM. ,~ LourdeS Castro Ramirez President and CEO Senior Policy & Planning Manager REQUESTED ACTION: Consideration and approval regarding Resolution 5332, authorizing the 2013-2014 Moving to Work (MTW) Agency Plan, including revisions to the MTW Plan, the Public Housing Admissions and Continued Occupancy Policy (ACOP), the Housing Choice Voucher Administrative Plan and the Capital Fund Program. PURPOSE: To move forward with the implementation of the Moving to Work program and revisions to the policies governing SAHA's Public Housing, Housing Choice Voucher and Capital Fund programs. FINANCIAL IMPACT: Under SAHA's MTW Plan, Public Housing, Non-Profit Housing, Housing Choice Voucher Program and Capital Fund resources are all combined into a single fund with full funding flexibility. All MTW initiatives will continue to be funded from this single fund. SUMMARY: Due to SAHA's designation as a Moving to Work (MTW) agency, SAHA's MTW Agency Plan serves as the agency's long-term and annual business plan, which is required to be submitted to the U. S. Department of Housing and Urban Development (HUD). The MTW Agency Plan has four sections: . MTW Plan . . . Public Housing Admissions and Continued Occupancy Policy (ACOP) Housing Choice Voucher Administrative Plan (Admin Plan) Capital Fund Program Plan Following a number of conversations with HUD MTW staff, meetings with residents and stakeholders, and internal analysis, the final proposed agency plan includes the following activities and revisions. Proposed Changes to MTW Plan for FY 2013-2014 I. Changes to Current Activities A. FY2011-1e Preservation and Expansion of Affordable Housing AgendaItem No.5 SAN ANTONIO HOUSING AUTHORITY . April 4, 2013 Revise metrics to focus on housing affordable to households earning <60% AMI not public housing or voucher B. FY2011-2 Simplify and streamline HUD approval process for the development, redevelopment, and acquisition of public housing . Close out activity due to expedited closing times for most recent development C. FY2013-2 Simplified Earned Income Disregard (EID) . . First year 100% EID, escrow starting year 2 Pending availability of new NOFA that includes MTW flexibility language D. FY2013-3 Standardize Section 8 and Public Housing Inspection Processes . HUD is testing at other PHAs . On hold until SAHA can review HUD findings E. Three existing PBV-related MTW Activities (FY2011-6 Commitment of project-based vouchers (PBV) to SAHA-owned or controlled units with expiring subsidies, FY2011-7 Remove limitation of commitment on PBV so that PBV may be committed to more than 25% of the units in family developments without required provision of supportive services, FY2011-8 Revise mobility rules for PBV) . . II. Expand language to apply beyond Springhill Consolidate into one or two new activities with shared metrics Proposed New Activities A. FY2014-1 Streamline Recertification . Requirements and Methods (HCV) Consolidates previous activities FY2011-4 and FY2011-5, allowing for easier tracking, greater implementation flexibility, and increased focus on outcomes B. FY2014-2 Path to Self Sufficiency . . . Establishes a requirement that applicants complete a set of courses upon admission to public housing or HCV Provides skills training to equip residents to become successful residents Establishes formal and effective partnerships with outside agencies to provide a portion of the curriculum . Establishes expectations early, supports culture of "Moving to Work" and minimizes crisis situations . Allows for tiered level of services C. FY2014-3 Faster Implementation of Payment Standard Decreases (HCV) . Implementat next annualor interimrecertification,instead of waiting for 2nd Annual Recertification D. FY2014-4 Biennial Recertification's (HCV) . All participants go to Biennial recertification (currently only Elderly/Disabled on fixed income) E. FY2014-5 TriennialRecertification's (HCV) 2 April 4, 2013 SAN ANTONIO HOUSING AUTHORITY . Elderly/Disabled on fixed income go to Triennial recertification F. FY2014-7RentSimplification(HCV) . Calculate rent at 27.5% of gross income instead of higher of 30% of adjusted income/10% of gross income/minimum . $50 rent Eliminate deductions Alternative Implementation A. Reportin Sourcesand UsesSection,insteadof MTWActivitySection . Promote Education through Partnerships . . . Resident Ambassador Program Comprehensive Resident Training and Employment Partnership Urban Farm/Community Supported Agriculture B. Implement outside MTW . . Designated Housing (use established HUD guidance) Preferred Communities Other Changes A. New RHF Plan Appendix added to MTW Plan B. Allows SAHA to use second-increment of RHF as part of MTW Block Grant Housing Choice Voucher (HCV) Administrative Plan proposed revisions for FY 2013-2014 1. Updates reflecting changes in federal regulations and state and local law a. Definitions: LGBT Final Rule (3-I.B.), homeless (4-III.C.). b. Prohibit tenancy evictions for SAHA's failure to pay subsidy to the landlord (121.0.) c. Remove requirement for written notice to the owner prior to contract termination, in cases where the family is evicted or vacates prior to the contract termination date (13-II.E.) 2. Clarify a. b. c. certain policies Further define the Veterans and Homeless local preferences (4-III.C.) Clarify when a full-time student is considered a family member (6-I.B.) Require documentation to support a family's claim that the Head of Household is permanently absent from the unit (7-11.0.) d. Clarify when SAHA will provide a 30-day notice of HAP contract termination to the owner (8-II.G.) i. Federal regulations require immediate contract termination in some cases e. Elaborate the requirements for SAHA to process landlord evictions of program participants (12-III.C.; 13-II.C.) 3. Reduce unnecessary resource expenditures a. Narrow the circumstances in which SAHA will assign more than one bedroom per two persons in the household (5-11.8.) b. Apply the IRS dollar limit to child care expense deduction (6-II.F.) 3 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 c. Require itemized expense statements from families who claim zero income status (7-111.1.) d. Allow for landlord and tenant self-certification of corrective actions for minor HQS deficiencies (8-11.F.) e. Limit the types of relatives that are permitted to lease to program participants (13-1.0.) 4. Refocus on Housing Quality Standards a. Refocus local Housing Quality Standards (HQS) requirements (Chapter 8) b. Suspend the voucher term when a participant submits a Request for Tenancy Approval (5-11.E.) i. Reduce the number of program terminations due to voucher expiration, when units do not pass inspection c. Allow for landlord and tenant self-certification of corrective actions for minor HQS deficiencies (8-11. F.) d. Allow SAHA to conduct mail-in reexaminations (11-1.8.) e. Allow SAHA to terminate a participant's housing assistance for causing damage to a unit after the HAP contract expires (12-1.0.) f. Allow participants to report changes in income or family composition by mail or fax (11-11.0.) g. Prohibit tenancy evictions for SAHA's failure to pay subsidy to the landlord (121.0.) Public Housing Admissions revisions for FY 2013-2014 and Continued Occupancy Policy (ACOP) proposed 1. Pre-Application . Page 19, Section 0 - Application Procedure 0 The pre-application will be submitted electronically through the SAHA website. 0 0 0 Applicantswill be ableto selectpropertieswherethey would like to live. Applicantscan applyto as manydevelopmentsas they qualifyfor. The Waiting List will be temporarily unavailable after the maximum wait period of 12 month. 2. . Transfer Policy Page 36, Section VII - Transfer Policy 0 Residentswill be able to submita Requestfor Transferelectronicallythrough the SAHA website. 0 Applicantswill be ableto selectpropertiesthey would like to live at. 3. Flat Rent and Utility Allowance (UA) . . Page 30, Section C - Flat Rent update 4. Simplified Earned Income Disregard (EID) Page 31, Section 0 - Simplified Earned Income Disregard . Page 32, Section G - Utility Allowance update 0 Self-sufficiencyprogramsincludethe FamilySelf-SufficiencyProgramor the Jobs Plus Program. 4 April 4, 2013 SAN ANTONIO HOUSING AUTHORITY Capital Fund Program (CFP) 1. $10,152,547 of projects in planning stages and in progress in FY 2013-14 from previous CFP years. 2. Major items within 2013 CFP Annual Statement include: Property Alazan Apache Lincoln Heights Cassiano Homes Jewett Circle Villa Tranchese Fair Avenue Westway Activity Site Improvements Site Improvements Site Improvements Exterior Improvements Basement Drainage Improvements Safety & Alarm System Upgrades Waste Water System Cost Estimate Status $150,000 $100,000 $150,000 $212,875 $70,000 Scope Scope Scope Scope Scope $705,654 Scope Under Review $ 405,226 Scope Under Review Under Review Under Review Under Review Under Review Under Review UpClrades Total: -. ...-.-. ..-...Property Williamsburg TarryTowne Madonna SaharaRamsey . ....-- .-. Activity $1,793,755 ...... - . . - - -. ---..- -. - -----. ----. ---- - Cost Estimate UpgradeDuctsandFurnace Vents $ 90,000 $ 710,084 ExteriorImprovements Exterior& Site $447,473 Improvements Reroofinq $50,000 Total: $1,297,557 Status Scope Under Review Scope Under Review Scope Under Review Scope Under Review M Property Escondida Activity Cost Estimate Status ExteriorImprovements Cisneros Escondida ExteriorImprovements Installation of NewWindows Installation of NewWindows $290,000 $100,000 $80,000 Scope Under Review Scope Under Review Scope Under Review $567,000 $271,602 $162,000 Scope Under Review Scope Under Review TarryTowne Madonna JewettCircle LilaCockrell LindaLou Parkview SaharaRamsey FrankHornsby LilaCockrell SunPark Installation of NewWindows Installation of NewWindows Installation of NewWindows $410,000 $46,000 Scope Under Review Scope Under Review Scope Under Review $290,000 $125,153 Scope Under Review Scope Under Review Foundation Stabilization $70,000 $176,000 Scope Under Review Scope Under Review Foundation Stabilization $210,000 Scope Under Review Installation of NewWindows Installation of NewWindows Installation of NewWindows & Doors Foundation Stabilization 5 April 4, 2013 SAN ANTONIO HOUSING AUTHORITY Kenwood North OlivePark Guadalupe Block WilliamSinkin Parkview Foundation Stabilization Reroofing/Foundation Stabilization $93,000 Scope Under Review $325,000 Scope Under Review Reroofing $100,765 $45,000 Scope Under Review Scope Under Review Scope Under Review RoofingUpgrades RoofResurfacing Williamsburg MattGarcia $78,424 $100,000 Scope Under Review Scope Under Review HVAC/ WalkwayUpgrades $385,000 HVACUpgrades $25,000 SiteImprovements Total: $3,949,944 Sprigview Seniors Scope Under Review MTW Sources and Uses The 2014 operations budget is derived using 2013 budget and MTW Reserves. Capital sources and uses are updated based on the most current information provision for sequestration in this budget. . .erop2sed_c;onsolida.~~d available. Also, there is no Sour<:~~...<I..I'1.d.l:Ises of .MTW~nd!> ..~_. Fiscal YearEnding June 30,2014 . .. .., .',_.., ._" ,..J..". HCV Block Grant (HAP_& Adf!1inis!r:,ativefees) Public Housing Ope@!ing S.!:J.bsidl.. Public, Housing Ren~! & Ot~er Income .. Pu~li<;."H<?,~,sing ,<:::,~E!!.a.l,GrC!!!ts $9,400,9811 ,_." $5,052,790' ,.' """"-- .,..f. Replacement Housi!!gFac!.or Gr~nts- ~nd Inc.r:.ement I , Capita/~Oth.e! Prioritif:l~:' F:~pJlcJ:!°u~Caeital Us~ Capit~!lJ~es of Ml\I\I. Reserve ~nds $14,453,771" . . ,"., .." '" '" """ """ (net of SelfSufficien<;y & HCV Activities) ""'"''''''''''''''''''''--1''' $5,000,0Q.Q" Funding,for three p.l!()ritie~ (per.note 4 below) Salaries ... & Benefits , ".,._, "'''' $5,1 Qo,Qooi $16,416,478 $6,397,654 RE:!pair& Maintena~ce Utilities Insurance . ...."".... ., . "..,.." """ ..., . -~ ~... .. . . O.t~.~~,Ex~nses (1~ludes..tech.':'.ology/.!!.censingfees,(;~mputer/tel~phon~~consultingfe.~ Manag~r:!le.ntFees ... .. ... . .~ Expen~e. for Hg,.,Vpr.~gram.. " , ,...$5~ 782,5381 $687,897 $1,331,491 ' $2,6Q8,69?i $9,532,099' , ...$89,~11 ,6781 .,<:::.2!:'lplian(;e.Programs, ,. -,.. ."" ..,.. ,. .Self-~~fficiency Actiyities incluqing Gra"nt Matc~ing" Funds $19&~?2 $1 , 1 og,.oOO Property Activity Cost Estimate Status Alazan Apache Site Improvements Site Improvements $150,000 Scope Under Review $100,000 Scope Under Review Lincoln Heights 6 SAN ANTONIO HOUSING AUTHORITY Cassiano Homes Jewett Circle Villa Tranchese Fair Avenue Westway Site Improvements Exterior Improvements Basement Drainage Improvements Safety & Alarm System Upgrades Waste Water System UDorades Total: April 4, 2013 $150,000 $212,875 $70,000 Scope Under Review Scope Under Review $705,654 Scope Under Review $ 405,226 Scope Under Review Scope Under Review $1,793,755 Timeline: . . . . . . . . . . August to December 2012 - SAHA staff met on various occasions to discuss potential new MTW activities November 14,2012 and December 19,2012 - MTW Advisory Board met to discuss new activity priorities January 2013 - Staff will meet to finalize the selection of new activities, taking into account research and Advisory Board input January16, 2013 - 3rdMTW Advisory Board January 31, 2013 - HUD site visit February 13, 2013 - 4th MTW Advisory Board Meeting and 15t HCV Landlord and Participant Meeting February19,2013 - 2ndHCV Landlord and Participant Meeting February 20, 2013 - Presentation to Public Housing Resident Council Meeting February22, 2013 - 3rdHCV Landlord and Participant Meeting The final MTW and program plans will be presented to the Operations and Human Resources Committee on March 21, 2013 and to the Board of Commissioners on April 4, 2013. ATTACHMENTS: Resolution 5332 7 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 SAN ANTONIO HOUSING AUTHORITY Resolution 5332 RESOLUTION 5332, AUTHORIZING THE 2013-2014 MOVING TO WORK (MTW) AGENCY PLAN, INCLUDING REVISIONS TO THE MTW PLAN, THE PUBLIC HOUSING ADMISSIONS AND CONTINUED OCCUPANCY POLICY (ACOP), THE HOUSING CHOICE VOUCHER ADMINISTRATIVE PLAN AND THE CAPITAL FUND PROGRAM. WHEREAS, the Board of Commissioners of the San Antonio Housing Authority, a public instrumentality created pursuant to the laws of the State of Texas (“SAHA”) approved the 2013-2014 Moving to Work (MTW) Agency Plan for fiscal year 2013-2014 including the revised MTW Plan, Public Housing Admissions and Continued Occupancy Policy (ACOP), the Housing Choice Voucher Administrative Plan and the Capital Fund Program; and WHEREAS, the Board of Commissioners of the San Antonio Housing Authority now desires to authorize the submission of the 2013-2014 MTW Agency Plan to the U.S. Department of Housing and Urban Development (“HUD”); and WHEREAS, the Board desires to authorize the Chairman and the President and CEO to execute and submit to HUD such certifications and other documents that they deem necessary or advisable in connection with the submission of the MTW Agency Plan. NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby: 1) Approves Resolution 5332 authorizing Fiscal Year 2013-2014 Moving to Work Agency Plan and revised MTW Plan, Public Housing and Continued Occupancy Policy (ACOP), the Housing Choice Voucher Administrative Plan, and the Capital Fund Program, and their submission to HUD. Passed and approved the 4TH day of April 2013. _____________________________ RAMIRO CAVAZOS CHAIR, BOARD OF COMMISSIONERS Attested and approved as to form: ______________________________ LOURDES CASTRO RAMIREZ SAHA PRESIDENT AND CEO SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5331, AUTHORIZING AN AWARD OF THREE CONTRACTS FOR PLUMBING MAINTENANCE SERVICES ON AN "AS NEEDED BASIS," FOR AN ANNUAL CUMULATIVE AMOUNT NOT TO EXCEED $1,400,000.00 TO: FIRST AID PLUMBING SERVICES (ESBE, HABE, MBE, SBE) FOR AN ANNUAL AMOUNT NOT TO EXCEED $466,666.67; A-RAM PLUMBING, INC. (DBE, ESBE, HABE, MBE, SBE, HUB, SECTION 3 BUSINESS) FOR AN ANNUAL AMOUNT NOT TO EXCEED $466,666.67; AND AIR JIREH SERVICES (ESBE, HABE, MBE, SBE, SECTION 3 BUSINESS) FOR AN ANNUAL AMOUNT NOT TO EXCEED $466,666.66; ALL FOR A PERIOD OF ONE YEAR WITH THE OPTION TO EXTEND FOUR (4) FOUR ADDITIONAL ONE-YEAR PERIODS. ~. \ ~~ ... \/ ~ r .. 17 Interim Deputy Director for Public Housing Lawrence Fernandez Interim Director for Non pfofit Housing REQUESTED ACTION: Consideration and approval regarding Resolution 5331, authorizing an award of three contracts for plumbing maintenance services for an annual cumulative amount not to exceed $1,400,000.00 to: First Aid Plumbing Services (ESBE, HABE, MBE, SBE) for an annual amount not to exceed $466,666.67; A-Ram Plumbing, Inc. (DBE, ESBE, HABE, MBE, SBE, HUB, Section 3 Business) for an annual amount not to exceed $466,666.67; and Air Jireh Services (ESBE, HABE, MBE, SBE, Section 3 Business) for an annual amount not to exceed $466,666.66; for a period of one year with the option to extend four (4) additional one-year periods. PURPOSE: To provide plumbing maintenance services on an as-needed basis for the San Antonio Housing Authority Public and Non Profit Housing developments. This aligns with SAHA's priority to improve the quality of life for our residents and preserve our existing affordable housing assets. FINANCIAL IMPACT: The annual cost for plumbing maintenance services is not expected to exceed an annual cumulative amount of $1,400,000.00 and will be funded through the approved operating budgets. SUMMARY: On August 8, 2012, SAHA issued an "Invitation For Bids" (IFB) #1206-910-60-3839 for Plumbing Maintenance Services, which closed on August 28, 2012. The IFB was published on our website, Electronic State Business Daily (ESBD), La Prensa, the Express News and various other venues (See Advertisement List). A total of four (4) proposals were received in response to the IFB: Air Jireh Services, A-Ram Plumbing, Inc., My Plumber, Inc. dba J.R.'s Plumbing, and The Brandt Companies, LLC. All proposals were evaluated based on cost. First Aid Plumbing Services (ESBE, HABE, MBE, SBE), A-Ram Plumbing, Inc. (DBE, ESBE, HABE, MBE, SBE, Section 3 Business) and Air Jireh Services (ESBE, HABE, MBE, SBE, Section 3 Business) were the lowest responsive and responsible bidders and are therefore recommended for award. (See attached cost Analysis). A-Ram Plumbing, Inc. has been certified as a DBE, ESBE, HABE, MBE and SBE by the South Central Texas Regional Certification Agency and a HUB by the State of Texas. They have also been certified as a Section 3 business by SAHA. A-Ram Plumbing, Inc. has previously been awarded contracts by SAHA for plumbing maintenance and repair services. This contractor indicates usage of the following subcontractors for landscape, irrigation and ground maintenance: R & C Landscape (ESBE, HABE, MBE, SBE, Section 3 Business) and Fairway Landscape & Nursery, Inc. (HABE, MBE, Agenda Item No.e SAN ANTONIO HOUSING AUTHORITY April 4, 2013 SBE, VBE). Their material supplier will be AII-Tex Pipe & Supply, Inc. (WBE), and for plumbing and landscaping material it will be Timm's Trucking & Excavating, Ltd. (MBE, SBE). Their Section 3 Program Good Faith Effort Compliance Plan includes a 30%-33% goal for Section 3 new hires. Air Jireh Services is certified as an ESBE, HABE, MBE, and SBE by the South Central Texas Regional Certification Agency and a Section 3 Business by SAHA. This Contractor has previously been awarded contracts by SAHA for gas supply upgrades at Cassiano and interior gas upgrades at Lincoln. Their Section 3 plan includes hiring one apprentice. First Aid Plumbing Services has received certification as an ESBE, HABE, MBE and SSE by the South Central Texas Regional Certification Agency. This Contractor's Section 3 Compliance Plan includes hiring two laborers and one trainee. ATTACHMENTS: Company profile Resolution 5331 Bid Tab Advertisement List Air Jireh Services Company Profile Air Jireh Services has been servicing San Antonio for over twenty years for any air conditioning or plumbing problems. They have their own plumbing engineers that constantly keep current with energy efficient and economical designs. They currently have the annual service contract for the San Antonio Libraries and the Bexar County Court House. They stay up to date with any changes in the Texas Mechanical Code and City Regulations. We bring practical experience and technical skills to our customers. They service existing systems and can design and install new systems. Air Jireh Services is a SBE, MBE, and Section 3 certified business. A-RAM Plumbing Company Profile A-RAM Plumbing is a SBE, MBE and Section 3 certified business specializing in plumbing construction services and repairs. They are located in San Antonio. They have a full time staff of nine. A-RAM Plumbing was founded in 1998 by Albert and Patricia Ramirez. A-RAM does work for the San Antonio Water System and US General Services Administration. A-RAM is at the forefront of the green initiative in San Antonio and has completed LEED construction work. A-RAM has worked with SAHA for the past six years. First Aid Plumbing Company Profile First Aid Plumbing is a family owned and operated business here in San Antonio, Texas. First Aid Plumbing Services has 10 years’ worth of experience. They are Registered Master Licensed Plumbers. First Aid Plumbing Services is Insured and family owned & operated. All employees have background checks and are drug tested. First Aid Plumbing is certified by the SCTRCA as SBE, HABE and MBE. SAN ANTONIO HOUSING AUTHORITY April 4, 2013 SAN ANTONIO HOUSING AUTHORITY RESOLUTION 5331 RESOLUTION 5331, AUTHORIZING AN AWARD OF THREE CONTRACTS FOR PLUMBING MAINTENANCE SERVICES ON AN “AS NEEDED BASIS,” FOR AN ANNUAL CUMULATIVE AMOUNT NOT TO EXCEED $1,400,000.00 TO: FIRST AID PLUMBING SERVICES (ESBE, HABE, MBE, SBE) FOR AN ANNUAL AMOUNT NOT TO EXCEED $466,666.67 AND A-RAM PLUMBING, INC. (DBE, ESBE, HABE, MBE, SBE, HUB, SECTION 3 BUSINESS) FOR AN ANNUAL AMOUNT NOT TO EXCEED $466,666.67 AND AIR JIREH SERVICES (ESBE, HABE, MBE, SBE, SECTION 3 BUSINESS) FOR AN ANNUAL AMOUNT NOT TO EXCEED $466,666.66 FOR A PERIOD OF ONE YEAR WITH THE OPTION TO EXTEND FOUR (4) FOUR ADDITIONAL ONE-YEAR PERIODS. WHEREAS, the Housing Authority of the City of San Antonio, Texas must provide safe and quality living conditions for its residents; and WHEREAS, an Invitation For Bids (IFB) was issued on August 8, 2012 and subsequently closed on August 28, 2012; and WHEREAS, four (4) companies submitted their proposals to IFB, #1206-910-60-3839 for evaluation by the due date; and WHEREAS, after evaluated First Aid Plumbing Services(ESBE, HABE, MBE, SBE), Air Jireh Services (ESBE, HABE, MBE, SBE, Section 3 Business) and A-Ram Plumbing, Inc. (DBE, ESBE, HABE, MBE, SBE, HUB, Section 3 Business), were the lowest responsive and responsible bidders; and WHEREAS, staff requests that the Board of Commissioners authorize the President and CEO or her designee to execute all documents to enter into these contracts. NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby: 1) Approves Resolution 5331, authorizing an award of three contracts for plumbing maintenance services on an “as needed basis,” for an annual cumulative amount not to exceed $1,400,000.00: First Aid Plumbing Services (ESBE, HABE, MBE, SBE) for an annual amount not to exceed $466,666.67 and A-Ram Plumbing, Inc. (DBE, ESBE, HABE, MBE, SBE, HUB, Section 3 Business) for an annual amount not to exceed $466,666.67, and Air Jireh Services (ESBE, HABE, MBE, SBE, Section 3 Business) for an annual amount not to exceed $466,666.67 all for a period of one year, with an option to extend the contracts at the election of SAHA for up to four additional years for an amount not to exceed $1,400,000.00 annually; 2) Authorizes the President and CEO or her designee to execute all necessary documents associated with this contract. Passed and approved the 4th day of April, 2013 __________________________ Ramiro Cavazos Chair, Board of Commissioners Attested and approved as to form: ________________________________ Lourdes Castro Ramirez SAHA President and CEO Bid Tabulation Plumbing Maintenance Services 1206-910-60-3839 Contractor Master Plumber (per hour) Journeyman Plumber (per hour) Jydro Jetting (per hour) Video Inspections (per hour) Backhoe with Operator (per hour) Excavator with Operator (per hour) *A-RAM Plumbing Brandt Companies **JR's Plumbing *Air Jireh Regular Hours After Hours Regular Hours After Hours Regular Hours After Hours Regular Hours After Hours $98.00 $147.00 $115.00 $230.00 $69.50 $104.25 $90.00 $90.00 $90.00 $135.00 $115.00 $230.00 $69.50 $104.25 $65.00 $90.00 $175.00 $262.50 $300.00 $300.00 $175.00 $262.50 $90.00 $90.00 $115.00 $172.50 $100.00 $100.00 $75.00 $112.50 $150.00 $150.00 $99.50 $149.25 $150.00 $450.00 $75.00 $112.50 $250.00 $300.00 $99.50 $149.25 $150.00 $450.00 $75.00 $112.50 $250.00 $300.00 $677.00 $1,015.50 $930.00 $1,760.00 $539.00 $808.50 $895.00 $1,020.00 Additional Items Cutting Contrete (per sq ft) Replacment of Concrete (per sq ft) Cutting Asphalt (per sq ft) Replacement of Asphalt (per sq ft) $14.00 $10.00 $10.00 $8.00 $42.00 TOTAL Additional for Section 3 Contractor $7.00 $9.00 $2.00 $6.00 $24.00 $1,734.50 First Aid Plumbing Services Master Plumber (per hour) Journeyman Plumber (per hour) Jydro Jetting (per hour) Video Inspections (per hour) Backhoe with Operator (per hour) Excavator with Operator (per hour) Additional Items Cutting Contrete (per sq ft) Replacment of Concrete (per sq ft) Cutting Asphalt (per sq ft) Replacement of Asphalt (per sq ft) TOTAL Additional for Section 3 *Section 3 Firm **See file regarding prior performance $70.00 $50.00 $40.00 $40.00 $50.00 $45.00 $295.00 $75.00 $55.00 $45.00 $45.00 $55.00 $50.00 $325.00 $70.00 $70.00 $70.00 $70.00 $280.00 $900.00 $981.00 $10.00 $20.00 $10.00 $20.00 $60.00 $2,714.00 $2,958.26 $10.00 $15.00 $7.00 $10.00 $42.00 $1,407.50 $1,957.00 Advertisement List for 1206-910-60-3839 Plumbing Maintenance Services Entity/Organization Hispanic Chamber of Commerce Alamo Asian American Chamber of Commerce Alamo City Black Chamber of Commerce Builders Exchange City of San Antonio Goodwill Industries African American Chamber of Commerce Hispanic Contractors Association I Square Foot Plan Room North San Antonio Chamber of Commerce SA Chapter of the AGC SA Craftsman Association SA Women's Chamber of Commerce South Central Texas Regional Certification Agency South San Antonio Chamber of Commerce Texas Veterans Commission Chinese Chamber of Commerce TIBH Industries West San Antonio Chamber of Commerce Women's Business Enterprise Alliance Texas State Business Daily Public Purchase JR’s Plumbing Air Stream A-RAM Plumbing Brandt Companies Bryco Plumbing Aramendia Plumbing and Heating Beyer Boys Mission Plumbing, Heating & Air Conditioning Primo Plumbing Legend Plumbing Christianson A/C & Plumbing Air Jareh Quarter Moon Plumbing Bolin Plumbing CPR Plumbing Roland’s Plumbing Service Method of Contact Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Posted Posted Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5333, AUTHORIZING AN AWARD OF A CONTRACT FOR RESURFACING SERVICES ON AN "AS NEEDED BASIS," TO EA CONTRACTOR, FOR AN ANNUAL CUMULATIVE AMOUNT NOT TO EXCEED $95,000.00, FOR A PERIOD OF ONE YEAR. ~OL Lourde&JCastro Ramirez President and CEO David Clark Interim Deputy Director for Public Housing Lawrence Fernandez, Interim Director Non Pro"" REQUESTED ACTION: Consideration and approval regarding Resolution 5333, authorizing an award a contract for resurfacing services on an "as needed basis" to EA Contractor, for an annual cumulative amount not to exceed $95,000.00, for a period of one year. PURPOSE: SAHA and its affiliate properties require resurfacing services on an as-needed basis to preserve our existing affordable housing assets. These resurfacing services include work on bathtubs, show pans, sinks, and countertops, FINANCIAL IMPACT: The annual cost for resurfacing services is not expected to exceed an annual cumulative amount of $95,000.00 and will be funded through the approved operating budgets. SUMMARY: On August 20, 2012, SAHA issued a Request for Proposals" (RFP) #1207-910-42-3861 for Resurfacing Services, which closed on September 17, 2012. The RFP was published on our website, E-procurement, La Prensa, the Express News and various other venues (See Advertisement List). A total of three (3) proposals were received in response to the RFP: EA Contractor, Harper Painting & Construction, and Montemayor General Contractor. All proposals were evaluated based on Experience, Quality Plan, Price and the Section 3 and SWMBE plans. After the initial evaluation of the submitted proposals, Best and Final Offers (BAFO) were requested from the two highest rated proposers. Based upon the above factors, EA Contractor is being recommended for award. (See Bid Tabulation). This Contractor self-certifies as a Hispanic American Business Enterprise (HABE) and has been certified by SAHA as a Section 3 Business Concern. Their prior awards received from SAHA have included replacement of bath tubs and shower pans, and resurfacing services. Last calendar year, EA Contractor reported three new hires all of which qualified as Section 3. They remain committed to the Section 3 program and have agreed to provide training to two Section 3 individuals with the possibility of becoming permanent employees. ATTACHMENTS: Company Profile Resolution 5333 Bid Tab Advertisement List AgendaItemNO.7 EA Contractor Company Profile EA Contractor EA Contractor was established in 2006 as a sole proprietorship. EA Contractor is a local company that is SBE, MBE and a Certified Section 3 Business. EA Contractor has more than fifteen years’ experience in the construction industry. They do general construction, resurfacing, make ready and other general repairs. EA Contractor has completed many small to medium projects for SAHA. EA Contractor also responds quickly to emergencies. SAN ANTONIO HOUSING AUTHORITY RESOLUTION 5333 RESOLUTION 5333, AUTHORIZING AN AWARD OF A CONTRACT FOR RESURFACING SERVICES ON AN “AS NEEDED BASIS,” TO EA CONTRACTOR, FOR AN ANNUAL CUMULATIVE AMOUNT NOT TO EXCEED $95,000.00 FOR A PERIOD OF ONE YEAR. WHEREAS, the Housing Authority of the City of San Antonio, Texas must provide safe and quality living conditions for its residents; and WHEREAS, an Request For Proposals (RFP) was issued on August 20, 2012 and subsequently closed on September 17, 2012 for resurfacing services; and WHEREAS, three (3) companies submitted their proposals to RFP, #1207-910-42-3861 for evaluation by the due date; and WHEREAS, after the initial evaluation of the proposals, two companies were asked to submit Best and Final Offers and EA Contractor was the highest rated responsive and responsible bidder; and WHEREAS, EA Contractor self-certifies as a Hispanic American Business Enterprise (HABE) and has been certified by SAHA as a Section 3 Business Concern. WHEREAS, last calendar year, EA Contractor reported three new hires all of which qualified as Section 3 and they remain committed to the Section 3 program and have agreed to provide training to two Section 3 individuals with the possibility of becoming permanent employees.; and WHEREAS, staff requests that the Board of Commissioners authorize the President and CEO or her designee to execute all documents to enter into these contracts. NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby: 1) Approves Resolution 5333, authorizing an award of a contract to EA Contractor for an annual amount not to exceed $95,000.00, for a period of one year. 2) Authorizes the President and CEO or her designee to execute all necessary documents associated with this contract. Passed and approved the 4th day of April 2013 _______________________________ Ramiro Cavazos Chair, Board of Commissioners Attested and approved as to form: ________________________________ Lourdes Castro Ramirez President and CEO Criterion Description TABULATION BAFO Resurfacing Services 1207-910-42-3861 Max Points EA Contractor Relevant experience : Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Quality Plan: Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Price proposal: Total Score Weighted Score Strength of the Section 3 plan: Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Strength of the S/W/M/BE plan: Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Section 3 Preference: A firm may qualify for Section 3 status for up to an additional 5 points. Priority 1: As detailed in Attachment D Priority II: As detailed in Attachment D Priority III: As detailed in Attachment D Priority IV: As detailed in Attachment D Tota Weighted Score Montemayor 1-5 25% 4.00 3.00 4.00 11.00 3.67 0.92 3.00 3.00 2.00 8.00 2.67 0.67 3.00 2.00 3.00 8.00 2.67 0.27 2.00 3.00 1.50 6.50 2.17 0.22 4.43 1.99 4.74 2.13 4.00 4.00 3.00 11.00 3.67 0.37 2.00 3.00 3.50 8.50 2.83 0.28 2.00 2.00 1.50 5.50 1.83 0.18 1.00 2.00 1.00 4.00 1.33 0.13 1-5 10% 1-5 45% 1-5 10% 1-5 10% 5/.25 4/.2 3/.15 2/.1 0.10 3.83 0.10 3.53 Criterion Description TABULATION Resurfacing Services 1207-910-42-3861 Max Points EA Contractor Relevant experience : Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Quality Plan: Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Price proposal: Total Score Weighted Score Strength of the Section 3 plan: Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Strength of the S/W/M/BE plan: Rater 1 Rater 2 Rater 3 Total Score Average Score Weighted Score Section 3 Preference: A firm may qualify for Section 3 status for up to an additional 5 points. Priority 1: As detailed in Attachment D Priority II: As detailed in Attachment D Priority III: As detailed in Attachment D Priority IV: As detailed in Attachment D Tota Weighted Score Harper Painting Montemayor 4.00 3.00 4.00 11.00 3.67 0.92 2.00 3.00 1.50 6.50 2.17 0.54 3.00 3.00 2.00 8.00 2.67 0.67 3.00 2.00 3.00 8.00 2.67 0.27 2.00 2.00 1.50 5.50 1.83 0.18 2.00 3.00 1.50 6.50 2.17 0.22 4.41 1.98 2.87 1.29 4.77 2.15 4.00 4.00 3.00 11.00 3.67 0.37 2.00 3.00 3.50 8.50 2.83 0.28 2.00 3.00 3.50 8.50 2.83 0.28 2.00 2.00 1.50 5.50 1.83 0.18 1.00 1.00 1.00 3.00 1.00 0.10 1.00 2.00 1.00 4.00 1.33 0.13 1-5 25% 1-5 10% 1-5 45% 1-5 10% 1-5 10% 5/.25 4/.2 3/.15 2/.1 0.10 3.82 0.10 2.50 0.10 3.55 Advertisement List for 1207-910-42-3861 Resurfacing Services Entity/Organization Method of Contact Hispanic Chamber of Commerce Alamo Asian American Chamber of Commerce Alamo City Black Chamber of Commerce Builders Exchange City of San Antonio Goodwill Industries African American Chamber of Commerce Hispanic Contractors Association I Square Foot Plan Room North San Antonio Chamber of Commerce SA Chapter of the AGC SA Craftsman Association SA Women's Chamber of Commerce South Central Texas Regional Certification Agency South San Antonio Chamber of Commerce Texas Veterans Commission Chinese Chamber of Commerce TIBH Industries West San Antonio Chamber of Commerce Women's Business Enterprise Alliance Texas State Business Daily Public Purchase EA Contractor H. Karp Company Tini Falls Contracting Rick Guenther Surfacing ZaMo Inc. Cabinets Plus, Ltd DG Services Master Refinishers American Resurfacing Changing Surfaces Budget Resurfacing Vista Painting & Resurfacing Augy’s Refinishing ACE Custom Refinishing DEA Specialties Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Posted Posted Email Email Email Email Email Email Email Email Email Email Email Email Email Email Email Alamo Bathtub Refinishing Reliable Refinishing Texas Bathtub Refinisher Tub-Man Bathtub Refinishing Email Email Email Email SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5329, APPROVING THE 2013 PAYMENT STANDARD SCHEDULE AT 91106% OF THE 2013 FAIR MARKET RENTS FOR THE HOUSING CHOICE VOUCHER PROGRAM. " D.IL~ Lourdes ~s~ro Ramirez President 3rTdCEO Director of Assisted Housing Programs REQUESTED ACTION: Consideration and appropriate action regarding Resolution 5329, approving the 2013 payment standard schedule at 91-106% of the 2013 Fair Market Rents (FMRs) for the Housing Choice Voucher Program. PURPOSE: The U.S. Department of Housing and Urban Development (HUD) annually publishes fair market rents for each area of the United States, and requires each housing authority to adopt a payment standard schedule for each FMR area in its jurisdiction. Payment standard is defined as "the maximum assistance payment for a family assisted in the voucher program (before deducting the total tenant payment by the family)" [24 CFR 982.4(b)]. HUD permits the housing authority to establish a payment standard amount for a unit size at any level between 90% and 110% of the published FMR for that unit size [24 CFR 982.503(b)(1)(i)]. Published on November 29, 2012, the 2013 FMRs represent an across-the-board increase for the San Antonio Metropolitan area. The increases vary by unit size from $3 to $154. However, staff anticipates a $7 million decrease in FY2013 funding for the Housing Choice Voucher Program, as a result of the federal budget sequestration. Therefore, staff requests approval to maintain SAHA's current payment standard schedule for another year, to avoid an increase in Housing Assistance Payment cost. The current schedule complies with HUD requirements, as all paymentstandardamountsare between91% and 106%of the 2013 FMRs. SeeTable 1. Table 1. 2012-2013 SAHA Payment Standards and HUDFair Market Rents 0 BR 1 BR 2 BR 3 BR 4 BR 5 BR 6BR 582 648 800 1032 1253 1441 1629 2013 HUD Fair Market Rents 550 693 870 1134 1244 1431 1617 Percentage of FMR 106% 94% 92% 91% 101% 101% 101% 582 648 800 1032 1253 1441 1629 553 616 760 980 1191 1370 1548 105% 105% 105% 105% 2013 Payment Standard Schedule** 2012 Payment Standard Schedule 2012 HUDFair Market Rents Percentageof FMR 105% 105% 105% **AII payment standards proposed for 2013 were applied by SAHA in 2011 and 2012. FINANCIAL IMPACT: The proposed 2013 payment standard schedule would have minimal impact other than annual incremental increases as proposed by landlords and based on rent comparables. AgendaItem No.8 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 SUMMARY: On November 28, 2012, HUD published the fiscal year 2013 FMRs. HUD allows housing authorities to establish the payment standard amounts at any level between 90% and 110% of the published FMR. The payment standard amounts are used to calculate the subsidy payment for participants. The recommended payment standards will be effective for all Housing Assistance Payment contracts with an effective date of June 1, 2013, or later. Implementation will consist of a 12-month phase-in for participants that have a reexamination effective on or after this date and applicable to all new admission contracts effective on or after this date. ATTACHMENTS: Resolution 5329 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 SAN ANTONIO HOUSING AUTHORITY Resolution 5329 RESOLUTION 5329, APPROVING THE 2013 PAYMENT STANDARD SCHEDULE AT 91106% OF THE FY 2013 FAIR MARKET RENTS FOR THE HOUSING CHOICE VOUCHER PROGRAM WHEREAS, the U.S. Department of Housing and Urban Development (HUD) annually establishes fair market rents for each area in the United States, and WHEREAS, HUD requires the Public Housing Authority to establish voucher payment standards for each unit size. WHEREAS, SAHA staff has requested authorization to establish the payment standards at amounts between 91% and 106% of the 2013 FMR schedule in order to maintain the current payment standard schedule and enable our HCV program to avoid an increased Housing Assistance Payment expense. NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby approves: 1) Resolution 5329, approving the FY 2013 payment standard schedule at 91% to 106% of the 2013 Fair Market Rents (FMR) for the Housing Choice Voucher (HCV) program for all Housing Assistance Payment Contracts with an effective date of June 1, 2013 and later. 2013 Payment Standard Schedule 0 BR 582 1 BR 648 2 BR 800 3 BR 1032 4 BR 1253 5 BR 1441 6 BR 1629 2013 HUD Fair Market Rents 550 693 870 1134 1244 1431 1617 Percentage of FMR 106% 94% 92% 91% 101% 101% 101% Passed and approved the 4th day of April, 2013. ________________________________ RAMIRO CAVAZOS CHAIR, BOARD OF COMMISSIONERS Attested and approved as to form: ________________________________ LOURDES CASTRO RAMIREZ SAHA PRESIDENT and CEO MEMORANDUM TO: Board of Commissioners FROM: Yolanda Hotman, Chair, Resident Services Committee SUBJECT: Resident Services Committee held at Westway Apartmetns, on March 26, 2013 A Resident Services Committee meeting was held on March 26, 2013 at Westway Apartments, 5627 Culebra. Attendees included Chair Yolanda Hotman, Commissioner Charles Munoz, Commissioner Stella Molina, Board Counsel Doug Poneck, SAHA staff and a good number of residents and their children. Westway was built in 1961. It has been renovated since 2000 and consists of 152 units housed in one- and two-story buildings. The Resident Services Committee focuses on matters affecting the residents of the agency's Public Housing and Mixed-Income properties. The following topics were discussed at the committee meeting: April Rent statement For April, the rent stuffer includes a reminder of the danger of high winds at this time of year, and also includes information about SAHA's no smoking policy. Future rent stuffers may include resident fire extinguisher training, SAHA's Transfer Incentive Program, pest control, and SAHA job openings. Eviction Procedures Staff will work with residents to avoid eviction, when possible and appropriate. Residents who have a financial hardship may enter into a repayment agreement. However, residents whose current and unpaid rent exceeds 40% of their adjusted income are not eligible for repayment agreements. TemporaryRelocationStandardOperatinqProcedure . Temporary relocations are those that are two weeks or less. Staff reported on the new Temporary Relocation SOP, which features the guidelines for when a temporary relocation is utilized and the procedures to implement the relocation. The SOP states that SAHA does not pay a per diem or for meals during a relocation, and that. Lincoln Heiqhts Courts security In February 2012, SAHA was awarded a $250,000 Safety and Security Grant to reduce crime and drug-related activity at Lincoln Heights Courts. The funds are being utilized to improve lighting, add fencing, and to install security cameras. Staff is also partnering with area safety efforts, which included a "Walk and Talk" with SAPO Chief McManus on March 9. The grantfunded improvements will be complete by June 30, 2013. AgendaItem NO.9 Resident Council fundraisinq activities The City's Metropolitan Health District conducted inspections at three sites and warned residents and SAHA that food sales could not be conducted without a temporary permit. The Health District has since clarified that food sales at SAHA sites could continue, as long as there was no advertising or outreach of any kind to persons other than residents. Education Investment Foundation survev A questionnaire was created and presented to the ElF Advisory Committee in November 2012. The survey, which consisted of 28 questions, was completed by seven of the ten committee members by January 15, 2013. Within the next 30 days, staff will be reviewing the resulting priorities, and will develop a draft work plan that will delineate both short-term and long-term goals. Education Investment Foundation Events Staff reported on the current and upcoming events planned for 2013, which include: . The ACC America Golf Tournament, benefiting the ElF was held on March 22, 2013 . The unveiling of the ElF 2013 Fiesta Medal and recognizing student artist will occur at the April 4 Board of Commissioners meeting . Fiesta Parking Fundraiser (King William Fair) will be held on April 27, 2013 . Applications for 2013 College Scholarships are currently being solicited and the deadline is May 2013 . The scholarship event is being scheduled for late July 2013 . The golden Gala is tentatively scheduled for December 19, 2013 Installation reqardinq Wi-Fi at selected Public Housinq sites The Westway Wi-Fi project was unveiled immediately following the Resident Services Committee meeting on March 26, 2013. The attendees recognized the Resident Council and their efforts to establish a wonderful learning center environment, with new paint, children's work tables and bookshelves. Guests included representatives from SAISD, NISD, NEISD, AARP and the Resident Council. By the end of March, Wi-Fi will be installed in the community rooms at 30 public housing properties. SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5338, AUTHORIZING A FOURTH AMENDMENT TO THE MOVING TO WORK (MTW) AGREEMENT /" ( , I, Lourde, Preside Rich-ard Milk, Sr. Planning & Policy Manager REQUESTED ACTION: Consideration and approval regarding Resolution 5338, authorizing execution of the fourth amendment to the Moving to Work (MTW) Agreement between U.S Department of Housing and Urban Development (HUD) and the San Antonio Housing Authority. PURPOSE: To authorize inclusion of Replacement Housing Factor (RHF) funds into the pre-existing single, authority-wide funding source (MTW Funds). This would make RHF funds available to contribute to MTW Activities and uses of MTW Funds, in accordance with the MTW Plan. FINANCIAL IMPACT: None SUMMARY: This item was first posted for public comment on August 10, 2012. A public hearing was held on September 20, 2012, during the Operations & Human Resources Committee Meeting. In recent discussions with the U.S. Department of Housing and Urban Development, final execution of an amendment to the MTW Agreement requires that action be taken by the Board of Commissioners. This resolution would satisfy that requirement. The amendment language describes three options for inclusion of first or second increment RHF fund into SAHA's MTW Funds. ATTACHMENTS: Resolution 5338 Fourth Amendment Agenda Item No.1 0 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 San Antonio Housing Authority Resolution 5338 RESOLUTION 5338, AUTHORIZING A FOURTH AMENDMENT TO THE MOVING TO WORK (MTW) AGREEMENT. WHEREAS, a public hearing on this item was held on September 20, 2012 during the Operations & Human Resources Committee Meeting; and WHEREAS, HUD requires that action be taken by the Board of Commissioners for final execution of any amendment to the MTW Agreement; and WHEREAS, the Board of Commissioners certifies that the public comment requirement has been met; and WHEREAS, this resolution would authorize inclusion of replacement housing factor (“RHF”) funds into the pre-existing single, authority-wide funding source (“MTW Funds”), making RHF funds available to contribute to MTW Activities and uses of MTW Funds in accordance with the MTW Plan. NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby: Approves Resolution 5338 authorizing the Fourth Amendment to the Moving to Work (MTW) Agreement between the U.S. Department of Housing and Urban Development and the San Antonio Housing Authority and the execution of documents in connection therewith. Passed and approved the 4th day of April 2013. _____________________________ RAMIRO CAVAZOS CHAIR, BOARD OF COMMISSIONERS Attested and approved as to form: ______________________________ LOURDES CASTRO RAMIREZ PRESIDENT AND CEO AMENDED AND RESTATED MOVING TO WORK AGREEMENT BETWEEN U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT AND SAN ANTONIO HOUSING AUTHORITY This Fourth Amendment to the Moving to Work (“MTW”) Agreement (“Agreement”) is entered into by and between the United States of America through the U.S. Department of Housing and Urban Development (“HUD”) and the San Antonio Housing Authority (“Agency”) and is effective on the date of execution by HUD. Unless otherwise defined, all capitalized terms used herein shall have the same meanings ascribed to them in the Agreement. Attachment D is amended as follows: The following language is added to the San Antonio Housing Authority’s Attachment D: Use of Replacement Housing Factor Funds for Development The Agency and HUD acknowledge that Section B(1)(a) of Attachment C of this Agreement regarding the ability to combine funds awarded annually pursuant to Section 8(o), 9(d) and 9(e) of the U.S. Housing Act of 1937 (“1937 Act”) into a single, authority-wide funding source (“MTW Funds”) is inclusive of replacement housing factor (“RHF”) funds provided for at 24 CFR 905.10(i) provided the conditions detailed below are met. The Agency may exercise one of the following options in the administration of RHF funds. 1) Option 1: The Agency may administer its RHF awards outside of its MTW Funds. These funds must be used in accordance with RHF requirements and may accumulate under an approved RHF Plan or be subject to the two-year obligation and four year expenditure deadlines. The Agency would be eligible for second increment RHF funds, which would be administered outside of the agency’s MTW Funds. 2) Option 2: The Agency may combine its first increment RHF funds in its MTW Funds and use the funds for any purpose allowable in this Agreement and approved in an MTW Plan, as detailed in Section B(1)(e) of Attachment C of this Agreement. Obligation and expenditure requirements of Section 9(j) of the 1937 Act still apply to these funds. If administering first increment RHF funds in this way, the Agency forgoes eligibility for second increment RHF funds. 3) Option 3: If the Agency combines its first increment RHF funds in its MTW Funds pursuant to Option 2, but wants to receive a second increment of RHF funds, while the Agency may use the funds for any purpose allowable in this Agreement and approved in an MTW Plan, the Agency must spend a portion of its MTW Funds for construction of new public and/or affordable housing. The amount of MTW Funds the Agency must spend on construction of new public and/or affordable units must be equal to or greater than the total amount of RHF funds included in the MTW Funds. In addition, the number of new public and/or affordable Fourth Amendment 1 San Antonio Housing Authority units it constructs must be equal to or greater than the number of public housing units the Agency would have developed if it had not included its RHF funds in its MTW Funds. This is referred to as the “Proportionality Test.” [For example, if an Agency deposits $500,000 of RHF funds in its MTW Block Grant, the Agency must spend at least $500,000 of its MTW Block Grant funds on the construction of new public and/or affordable housing. The specific number of new public and/or affordable housing units that must be constructed is determined by dividing $500,000 by the Total Development Cost (TDC) limit applicable to the type of new units being developed. For example, if the Agency is developing 2-bedroom townhomes and the TDC for these types of units is $220,000, the Agency must construct a minimum of three new 2-bedroom townhomes ($500,000 divided by $220,000 = 2.7.) This calculation must be done for each year that RHF funds are received by the PHA and included in the MTW Block Grant.] i) The applicable TDC will be either the HUD TDC limit for the year in which construction of the units commences or an alternate TDC approved by HUD as part of the MTW approval process. ii) The new public and/or affordable units required to be developed may be developed directly by the Agency or developed through a Mixed-Finance transaction. iii) Any project which includes construction of public housing units must be approved by HUD following either the Development process (units owned by the Agency) or the Mixed-Finance process (units owned by an entity other than the Agency). iv) The Agency must show significant progress on construction of the new public and/or affordable units required during the first increment of RHF funds in order to receive the second increment of RHF funds. v) If an Agency chooses to include second increment RHF funds in its MTW Block Grant, then second increment RHF funds will be subject to the Proportionality Test and the same requirements as first increment funds regarding the amount of MTW Block Grant funds that must be spent on the construction of new public and/or affordable housing and the number of units which must be constructed. vi) Leveraging requirements still apply to the second increment RHF funds. vii) The 2-year obligation and 4-year expenditure deadlines are still applicable to both the first and second increment RHF funds deposited into the MTW Block Grant. viii) The new units constructed must be consistent with the MTW Statute and Agreement. In order to develop affordable (non-public housing) units, an Agency must have received prior HUD authority to implement local, non-traditional activities. . ix) Prior to implementing Option 3, an Agency must amend their MTW Agreements to allow for deposit of RHF Funds in the MTW Block Grant and the receipt of second increment RHF Funds (a standard HUD Amendment must be used). Fourth Amendment San Antonio Housing Authority 2 x) Prior to implementing Option 3, an Agency must include the development of the new public and/or affordable units in their MTW Plan and include RHF funds in Section 7, the Sources and Uses Chart. xi) As long as the Agency has included in its MTW Plan the construction of the new public and/or affordable units and its intention to combine RHF funds in the MTW Block Grant and receive second increment RHF funds, the Agency does not need to submit an RHF Plan to HUD. However, the MTW Plan must include the information required in an RHF Plan, as prescribed by HUD. xii) The Agency must include in its annual MTW Report an update on the amount of RHF funds included in the MTW Block Grant, the amount of funds spent on construction of new public and/or affordable housing, the number of units being constructed, and the status of construction. The Agency must show significant progress on construction of units during the first increment of RHF funds in order to receive second increment RHF funds. Notwithstanding the above, such funds remain Federal funds, and are subject to any and all other Federal requirements outside of the 1937 Act (e.g., including but not limited to Appropriations Acts, competitive HUD notices of funding availability under which the Agency has received an award, state and local laws, Federal statutes other than the 1937 Act, and OMB Circulars and requirements), as modified from time to time. IN WITNESS WHEREOF, the parties have caused this Fourth Amendment to be executed by their duly authorized representatives. SAN ANTONIO HOUSING AUTHORITY By: ___________________________________ Name: Lourdes Castro Ramirez Its: Executive Director Date: _________________________________ UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT By: ___________________________________ Name: Sandra B. Henriquez Its: Assistant Secretary, Public and Indian Housing Date: __________________________________ Fourth Amendment San Antonio Housing Authority 3 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5339, AUTHORIZING THE ADOPTION OF THE SAN ANTONIO HOUSING AUTHOR MINORITY/WOMEN BUSINESS ENTERPRISE PROGRAM. REQUESTED ACTION: Consideration and approval regarding Resolution 5339, authorizing the adoption of the San Antonio Housing Authority Minority/Women Business Enterprise Program. PURPOSE: To adopt a robust Minority/Women Business Enterprise Program (MWBE) that will serve as an economic development tool to empower SAHA residents and businesses in San Antonio and serve as a model for other housing authorities. FINANCIAL IMPACT: The annual cost for implementation of this Program is included in the operational budgets of the agency. SUMMARY: On January 15, 2013, the San Antonio Housing Authority engaged a vendor , Innovative Strategies, to develop a formal, legally compliant MWBE Program. The draft of the proposal and the necessary forms were presented before a Special Board Meeting on March 21, 2013, at which time the Consultant and staff received questions and feedback from the Board of Commissioners on the proposed Program. Since that time, Innovative Strategies has worked with SAHA staff to respond to Commissioners' questions regarding the MWBE Program. In addition, the Commissioners were provided the Utilization and Availability Analysis and the latest the feedback from the Commissioners has been incorporated into the proposed MWBE Program. To that end, the MWBE Policy has been revised to incorporate the following: • • • • Introductory statements expressing that the adoption of this policy is an economic development tool to empower SAHA residents and businesses in San Antonio. Utilization goals . Clarification about whether, under the most recent disparity study, SAHA met or exceeded availability standards in its utilization at the time of the study. Revisions to the sub-title to Section 16 (Race/Gender Neutral) to reflect capacity building program measures are an important part of the measures to be undertaken. Highlights of the recommended MWBE Policy include: • Legally defensible policy • Robust set of capacity building tools • Contract clause that ties MWBE plan to contract compliance. • Tracking process to capture not only prime but subcontractor data. • Sunset provision that provides for annual performance review of SAHA performance. Agenda Item No. 11 SAN ANTONIO HOUSING AUTHORITY • April 4, 2013 Development of internal and external outreach efforts to integrate the implementation of the MWBE program. ATTACHMENTS: Resolution 5339 Redlined Proposed MWBE Program Proposed MWBE Utilization Statement SAN ANTONIO HOUSING AUTHORITY April 4, 2013 SAN ANTONIO HOUSING AUTHORITY RESOLUTION 5339 RESOLUTION 5339, AUTHORIZING THE ADOPTION OF THE SAN ANTONIO HOUSING AUTHORITY MINORITY/WOMEN BUSINESS ENTERPRISE PROGRAM WHEREAS, the vision of the Housing Authority of the City of San Antonio (SAHA), Texas is to create dynamic communities where people thrive; and WHEREAS, in line with that vision is SAHA’s goal is to empower and equip families to improve their quality of life and to achieve economic stability through the agency’s commitment of funding and allocated resources; and WHEREAS, SAHA seeks to encourage and solicit the full participation of minority and women-owned businesses in all phases of its contracting and procurement activities and to afford them a full and fair opportunity to compete on SAHA contracts and procurements; and WHEREAS, SAHA recognizes that specific and general disparities between the number of qualified and ready, willing, and able minority and women-owned business enterprises (M/WBEs) and the number of such businesses actively engaged on SAHA contracts and procurements continue to exist. This finding also continues to exist with other public sector entities in the local community; and WHEREAS, after having conducted an Availability/Disparity Study, it can be discerned that an un-level playing field continues to exist in the awarding of contracts and procurements to M/WBEs within SAHA and other public sector entities in the local community; and WHEREAS, SAHA desires to implement a policy and a Minority/Women Business Enterprise (M/WBE) Program to utilize as an economic development tool to promote and address its contracting and procurement disparities against such businesses by establishing an aggressive, results-oriented M/WBE Program. WHEREAS, on January 15, 2013, the San Antonio Housing Authority engaged a vendor, Innovative Strategies, to develop a formal, legally compliant MWBE Program; and WHEREAS, the proposed MWBE Program was provided for the review of the Board of Commissioners on March 21, 2013 and staff and the vendor received feedback that has been incorporated into the MWBE Program; and WHEREAS, highlights of the recommended MWBE Policy include that it is a legally defensible policy that incorporates a robust set of capacity building tools; a contract clause that ties MWBE plan to contract compliance; a tracking process to capture not only prime but subcontractor data; sunset provision that provides for annual performance review of SAHA performance; development of Internal and External Outreach efforts to integrate the implementation of the MWBE program as well as Capacity Building Tools all of which serve to enhance economic development opportunities to our residents and the San Antonio Community. SAN ANTONIO HOUSING AUTHORITY April 4, 2013 NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby: Approves Resolution 5339, authorizing the adoption of the San Antonio Housing Authority Minority/Women Business Enterprise Program. PASSED AND APPROVED THE 4TH DAY OF APRIL 2013. _____________________________ RAMIRO CAVAZOS CHAIR, BOARD OF COMMISSIONERS ATTESTED AND APPROVED AS TO FORM: ______________________________ LOURDES CASTRO RAMIREZ SAHA PRESIDENT AND CEO San Antonio Housing Authority Minority/Women Business Enterprise Program ADOPTED: RevisedMarch29,2013 Page1 San Antonio Housing Authority Minority/Women Business Enterprise Program TABLE OF CONTENTS PART A: POLICY SECTION 1: INTRODUCTION ................................................................... 4 SECTION 2: POLICY STATEMENT ......................................................... 4 SECTION 3: PURPOSE ........................................................................... 4 SECTION 4: GENERAL RESPONSIBILITIES ......................................... 5 SECTION 5: POLICY GOALS .................................................................. 6 SECTION 6: SEVERABILITY ................................................................... 8 SECTION 7: PROGRAM INTERPRETATION .......................................... 8 SECTION 8: FEDERAL REQUIREMENTS .............................................. 8 PART B: PROCEDURES SECTION 9: DEFINITIONS ...................................................................... 8 SECTION 10: ELIGIBILITY ........................................................................ 11 SECTION 11: M/WBE LISTINGS ............................................................... 12 SECTION 12: OUTREACH ........................................................................ 12 SECTION 13: DEPARTMENTAL RESPONSIBILITIES ............................. 13 SECTION 14: M/WBE CLAUSE ................................................................. 14 SECTION 15: PRIME CONTRACTOR COMPLIANCE .............................. 17 SECTION 16: RACE AND GENDER NEUTRAL PROGRAM MEASURES .................................................... 18 SECTION 17: SUNSET PROVISION ......................................................... 19 Page 2 San Antonio Housing Authority Minority/Women Business Enterprise Program PART C: MONITORING AND REPORTING SECTION 18: RECORDS AND REPORTS ................................................ 19 Page 3 San Antonio Housing Authority Minority/Women Business Enterprise Program PART A: POLICY SECTION 1: INTRODUCTION The San Antonio Housing Authority (SAHA) SAHA’s vision is to create dynamic communities where people thrive. The agency empowers and equips families to improve their quality of life and to achieve economic stability through the agency’s commitment of funding and allocated resources. To that end, the SAHASan Antonio Housing Authority seeks to encourage and solicit the full participation of minority and womenowned businesses in all phases of its contracting and procurement activities and to afford them a full and fair opportunity to compete on SAHA contracts and procurements. The San Antonio Housing Authority (SAHA) recognizes that specific and general disparities between the number of qualified and ready, willing, and able minority and women-owned business enterprises (M/WBEs) and the number of such businesses actively engaged on SAHA contracts and procurements continue to exist. This finding also continues to exist with other public sector entities in the local community. After having conducted an Availability/Disparity Study, it can be discerned that an unlevel playing field continues to exist in the awarding of contracts and procurements to M/WBEs within SAHA and other public sector entities in the local community. Therefore, SAHA shall implement a policy and a Minority/Women Business Enterprise (M/WBE) Program to be utilized as an economic development tool to promote and address its contracting and procurement disparities against such businesses by establishing an aggressive, results-oriented M/WBE Program. SECTION 2: POLICY STATEMENT It shall be the policy of the SAHA to provide equitable business opportunity to all of its contractors and vendors and to address the underutilizations and inequitable contracting and procurement participation by M/WBEs found in the SAHA’s marketplace and in most local public contracting entities. SAHA, its contractors and subcontractors shall not discriminate on the basis of race, religion, national origin, or gender, in the award and performance of contracts, subcontracts, or employ business practices which have an exclusionary impact on minority, and women-owned businesses. SAHA seeks to encourage and solicit the full participation of minority and women-owned businesses in all phases of its contracting and procurement activities and to afford them a full and fair opportunity to compete on SAHA contracts and procurements. SAHA, its contractors and subcontractors shall not discriminate on the basis of race, religion, national origin, or gender, in the award and performance of contracts, subcontracts, or Page 4 San Antonio Housing Authority Minority/Women Business Enterprise Program employ business practices which have an exclusionary impact on minority, and womenowned businesses. SECTION 3: PURPOSE The purpose and objectives of this program are to ensure nondiscrimination in the award and administration of SAHA contracts and procurements to all interested bidders and proposers and to serve as an economic development tool to empower SAHAour residents and the San Antonio community as follows: A. To develop both “race-conscious” and “race-neutral” approaches and initiatives that will foster a more level playing field and competitiveness for M/WBEs, so that they can become more qualified and competitive and more effectively compete on SAHA contracts and procurements. B. To ensure that the SAHA M/WBE Program is focused and narrowly tailored in accordance with applicable law. C. To ensure that only minority and women-owned business enterprises, as defined by and meeting SAHA’s M/WBE program eligibility standards are permitted to participate in this program. D. To help increase the competitiveness and qualifications of M/WBEs and more effectively outreach and promote SAHA’s business opportunities to such firms. E. To assist in the development of and outreach/solicit to minority/women business enterprises so that they can compete successfully in SAHA’s marketplace without the assistance of SAHA’s M/WBE Program. SECTION 4: GENERAL RESPONSIBILITIES The SAHA Procurement Department shall be responsible for program implementation, coordination, and monitoring and shall ensure the cooperation of SAHA operational staff as necessary for effective implementation of this Program. The SAHA Procurement Department shall have the overall responsibility to enforce and administer M/WBE policies, standards, definitions, criteria, and procedures to govern the implementation, interpretation, and application of this Program in a manner to achieve its stated purposes. Program abuse, suspected program abuse or any violation of this program by either SAHA prime contractors or by minority/women-owned firms is to be submitted to SAHA representatives for formal or informal review and resolution. Although SAHA will conduct its program inquiries with the highest confidentiality, certain allegations, accusations, and program infractions will only be entertained if submitted in a formal manner. Page 5 San Antonio Housing Authority Minority/Women Business Enterprise Program Formal inquiries are defined to be: (i) Submitted in a written format (ii) Non-anonymous (iii) Receive a written response on SAHA’s behalf Informal inquiries are defined to be: (i) Verbal notice (in person or telephone call) (ii) Can simply meet to discuss the issue(s) in question (iii) Anonymous calls or letters will generally be reviewed along informal lines SAHA reserves the right to accept or decline to pursue submitted inquiries and will ascertain on a case-by-case basis the procedural format for such reviews/investigations. SAHA also reserves the right to establish a formal compliant investigation process in the future. SECTION 5: POLICY GOALS SAHA specifically retains the right to recommend and/or establish applicable M/WBE goals. When deemed appropriate and in SAHA’s sole discretion, SAHA program representatives shall recommend and establish overall aspirational M/WBE goals and/or a contract specific M/WBE goal by individual trade areas - construction, professional services and procurement, as well as any other business area deemed appropriate by SAHA management for M/WBE goal development. SAHA shall also reserve the right to recommend and/or establish individual project-by-project M/WBE goals. SAHA shall establish narrowly-tailored M/WBE goals, which will be principally based upon current findings and evidence of M/WBE availability and utilization. In certain instances, SAHA may be guided in implementing or developing the applicable goal(s) by regulatory requirements and/or a SAHA adopted availability/disparity study. All M/WBE goals established under this program shall also be reviewed by the SAHA legal counsel for legal conformity. SAHA hereby adopts the M/WBE aspirational goals as recommended in its most recent Availability/Disparity Study (conducted by MGT of America, Inc.). The final recommended M/WBE goals reflect known circumstances and conditions in an attempt to match proposed project work with available and qualified M/WBEs within the SAHA marketplace. SAHA will apply these M/WBE goals on an annual basis and set them by business category as follows: Category Const - Prime Const – Sub A&E Avail ¹ % Utilization 72.2 10.0 ² 14.3 < Avail. No Ddata < Avail. Aspirational M/WBE Goal % 702.0 10.0 104.0 Page 6 Formatted Table San Antonio Housing Authority Minority/Women Business Enterprise Program Prof Svcs Other Svcs Goods & Supplies 6.1 27.8 9.7 > Avail. > Avail. <Avail. None None 10.0 ¹ As identified in SAHA’s determined relevant market area through its Availability/Disparity Study. ² While SAHA has no subcontractor data, the Availability/Disparity Study has identified a 10 % M/WBE subcontractor availability of the total prime contract dollar value based on census estimates. During the implementation process of the overall aspirational M/WBE goals, SAHA representatives will on a quarterly basis review and consider the individual ethnic/gender statistical disparities and tailor (as part of the narrow-tailoring aspects of the program) its outreach and contract participation efforts to remedy each of the specific disparities. Aspirational overall M/WBE goals shall be established or reaffirmed on an annual basis and will reflect SAHA’s commitment directed at increasing the participation of M/WBE enterprises, which will also serve as a valuable standard for determining the effectiveness and need of this program effort. SAHA will attempt to meet the entire overall aspirational M/WBE goals by utilizing race-neutral means in facilitating contract/procurement M/WBE participation as follows: a. Locating and identifying M/WBEs as part of our process to identify and solicit small business enterprises in the community who may be interested in participating as contractors and vendors; b. Notifying the general business population of procurement and contracting opportunities and encouraging them to compete, to include applicable M/WBEs; c. Where practical, structuring contract activities so as to encourage and facilitate the participation of the general business population, to include M/WBE firms; d. Providing technical assistance to applicable SAHA-related businesses, particularly assisting small and M/WBEs in overcoming technical limitations, such as inability to obtain bonding, financing, or insurance; e. Ensuring that bidders/proposers are informed during pre-bid/solicitation meetings as to SAHA’s race-neutral M/WBE Program outreach efforts and their requested support; f. Working with entities, departments, and organizations, both within and outside the SAHA structure to foster greater vendor/contract participation, particularly M/WBE participation. SAHA may also employ a contract specific M/WBE goal process to establish such goals on a contract-by-contract basis for the construction and professional services areas. Due to the business nature of the procurement area, SAHA will principally utilize an overall aspirational M/WBE benchmark/goal for procurement and specifically retains the right to Page 7 San Antonio Housing Authority Minority/Women Business Enterprise Program establish, at its sole discretion, contract specific goals in appropriate procurement area contracts. Contract specific goals shall be based on perceived project subcontracting/consulting opportunities to M/WBE trade areas based on the SAHA marketplace availability. Contract specific M/WBE goals are to be established to allow SAHA flexibility to give consideration to actual project subcontracting/consultant and procurement needs and opportunities, allowing SAHA to establish practicable and reasonable contract specific M/WBE goals effectively. It is specifically noted that SAHA bidders, proposers, and vendors are not required to subcontract/consult with unqualified M/WBEs or to compromise valid standards in order to meet established M/WBE goals. If goals are not met, no sanctions will be recommended or imposed provided the successful bidder, proposer, or vendor can fully demonstrate that he/she made an acceptable good-faith effort, as interpreted and defined by SAHA representatives, to achieve it. SAHA M/WBE goals are not to be interpreted, defined, or applied as quotas. SECTION 6: SEVERABILITY The provisions of this Program are declared to be separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section, or portion of this Program, or the invalidity of the application thereof to any person or circumstances shall not affect the validity of the remainder of this Program, or the invalidity of its application to other persons or circumstances. SECTION 7: PROGRAM INTREPRETATION Nothing in SAHA’s M/WBE Program is intended, nor should it be construed, or interpreted, as authorizing violations of the competitive bidding statutes and professional services solicitation statutes promulgated under local rules and regulations, state law or federal constitutional standards. SECTION 8: FEDERAL REQUIREMENTS Policies, procedures, and contract clauses required under any applicable federal regulations are hereby specifically incorporated by reference to this section as part of, and a specific additional requirement under SAHA’s M/WBE Program. Although the SAHA Program principally addresses minority and women-owned business initiatives as its focus, all federal requirements shall be specifically passed on SAHA contractors and fully complied with. The SAHA Procurement Department shall also have the responsibility for implementation, coordination, monitoring, and compliance with any applicable federal minority/women business-related program requirements. Page 8 San Antonio Housing Authority Minority/Women Business Enterprise Program PART B: PROCEDURES SECTION 9: DEFINITIONS Bid: A quotation, solicitation, proposal, or offer by a bidder or proposer to perform or provide labor, materials, equipment, supplies or services to SAHA for a price. Bidder: Any business enterprise that submits a quotation, bid, offer, or proposal to provide labor, materials, equipment, supplies, or services to SAHA. Business Enterprise: Any legal entity which is organized to engage in lawful commercial transactions and is actively engaged in such transactions as a means of livelihood, such as a corporation, partnership, sole proprietorship, or any other professional association or any other legal entity, that is properly licensed and/or otherwise authorized to do business in the State of Texas, but not a joint venture except as hereinafter provided Certification: Means the documented evidence of status of a firm or business as a minority or women-owned business from an entity conferring such status acceptable to SAHA. Contract: An award by the SAHA whereby SAHA expends or commits the expenditure of its funds in return for work, labor, services, supplies, equipment, materials, or any combination of the above. Compliance: Refers to the fact that a prime contractor has correctly implemented the requirements under SAHA’s M/WBE Program. Good Faith Efforts: Efforts to achieve the SAHA M/WBE goal(s), which by their scope, intensity, and appropriateness to the objective, can reasonably be expected to fulfill the Program’s objective. M/WBE Goal: A flexible target as determined by SAHA to be achieved during a twelve month period, during the term of a particular contract based on estimates of the availability of qualified minority/women-owned business enterprises (ready, willing, and able) in the SAHA applicable marketplace, and known circumstances and conditions. In no case shall a goal be construed as constituting a fixed quota. Joint Venture: An association of two or more persons, partnerships, corporations or any combination thereof, founded to carry on a single business activity, which is limited in scope and duration. The degree to which a joint venture may satisfy the stated M/WBE benchmark(s) cannot exceed the proportionate interest of the M/WBE as a member of the joint venture in the work to be performed by the joint venture. For example, a joint venture for which the M/WBE contractor is to perform 50.0 percent of the contract work itself, shall be deemed equivalent to having M/WBE participation of 50.0 percent of the Page 9 San Antonio Housing Authority Minority/Women Business Enterprise Program work. M/WBE members of the joint venture must have financial, managerial, or technical skills in the work to be performed by the joint venture. Minority Business Enterprise: A small business including without being limited to, a sole proprietorship, partnership, corporation, joint venture or any other business or professional entity: a. Which is at least 51% owned by one or more minority persons, or in the case of a publicly owned business, at least 51% of all classes of the stock of which is owned by one or more minority persons; b. Whose management, policies, major decisions and daily business operations are managed and independently controlled by one or more such minority persons; c. Presents certification as such by an entity acceptable to SAHA. Minority Persons: Those persons, whether citizens of the United States or lawfully admitted resident aliens, who are: a. Black or African-American (persons whose origins are in one of the Black racial groups of Africa); b. Hispanic (persons whose origins are in Mexico, Central or South America, Spain or any of the Spanish-speaking islands of the Caribbean, regardless of race); c. Native-American (persons whose origin are in any of the original peoples of North America); d. Asian-American (persons whose origins are in any of the original peoples of the Far East, Southeast Asia, the islands of the Pacific or the Northern Mariana’s, or the Indian Subcontinent); e. For purposes of contracts funded by other federal programs, groups found to be eligible for the specific designation by such governmental sources. Owned, Managed and Independently Controlled: One or more minority persons or women who own the requisite interest in or assets of a business possess the customary incidents of such ownership, including an equivalent interest in profit and loss, and shall have contributed an equivalent percentage of capital or equipment and expertise to the business. Ownership shall be measured as though not subject to the community property interest of a spouse if both spouses certify in writing that the non-participating spouse relinquishes control over his or her community property interest in the subject business. The ownership and control of the firm shall be real, substantial, and continuing and shall go beyond the pro forma ownership of the firm as reflected in its ownership documents. Prime Contractor: Any person, firm, partnership, corporation, association or joint venture as herein provided which has been awarded a SAHA contract or agreement. Program: The Minority/Women Business Enterprise (M/WBE) Program established through this Program document. Page 10 San Antonio Housing Authority Minority/Women Business Enterprise Program Small Business: A business enterprise that satisfies all the definitional requirements of Section 3 of the Small Business Act and relevant regulations promulgated thereto, except that a small business shall not include any business or group of businesses which have annual average gross receipts in excess of the standards established by the U.S. Small Business Administration’s regulation under 13 CFR Part 121 for a consecutive three-year period. However, no firm or business will be considered small if, including its affiliates; it averages annual gross revenues in excess of $17 million over the previous three (3) years. Subcontractor: Any named person, firm, partnership, corporation, association or joint venture as herein provided identified as providing work, labor, services, supplies, equipment, materials, or any combination of the foregoing, under contract with a prime contractor on a SAHA contract. Subcontractor includes every level of subcontracting required to fulfill a contract with SAHA. For purposes of this Program, the term subcontractor includes subconsultants. Sub-consultants are persons or business enterprises providing professional services to a prime consultant if such professional services are procured or used in fulfillment of the prime consultant’s obligations arising from a contract with SAHA and include every level of subconsulting required to fulfill a contract with SAHA. Women Business Enterprise: A small business enterprise that is owned, managed and independently controlled by one or more females. A women business enterprise must also satisfy the owned and controlled provisions under the minority business definition and the owned, managed and independently controlled definition within this section. SECTION 10: ELIGIBILITY To ensure that the SAHA M/WBE Program benefits businesses, which are owned in both form and substance by minority and women individuals, as defined under this program, SAHA shall require such firms to submit documentation acceptable to SAHA representatives certifying their respective M/WBE status. The purpose of certification is two-fold: A. To ensure the integrity of the M/WBE Program by providing efforts and strategies designed to increase contracting opportunities for minority and women-owned firms, as defined by SAHA; and, B. To develop and establish business listings for SAHA, prime contractors, and other entity solicitation. M/WBE status certification is subject to the review and approval by SAHA program representatives. All firms which desire or may be required by SAHA to be certified for M/WBE participation credit must submit documentation from a certifying entity acceptable to SAHA for review and approval. In the case of joint ventures, the M/WBE Page 11 San Antonio Housing Authority Minority/Women Business Enterprise Program member must be certified as an M/WBE and the joint venture itself must submit the Joint Venture Agreement for review and approval by SAHA representatives. Upon approval, M/WBE status certification is effective for a one year period from the date of initial certification approval unless the business’ ownership and/or control changes prior to its certification expiration or is otherwise revoked. SAHA reserves the sole right to approve or disapprove M/WBE status certification and to revoke such certification designation in the event the control or ownership of the firm is deemed by SAHA to have changed. All denied M/WBE firms will be notified in writing. Denied M/WBE firms which may believe that they have been wrongly denied certification status may appeal SAHA’s decision through a written statement to the Procurement Director who will function as a “hearing officer” and be presented the appeal information for review and determination. The Procurement Director will serve as an independent SAHA representative to concur or reverse the M/WBE Program’s ruling. The denied M/WBE firm shall present its written statement of position and include copies of all information it wishes to introduce as evidence to SAHA within ten (10) working days from the date of the SAHA determination notice. The SAHA Procurement Director may request any additional information it deems necessary. The SAHA Procurement Director shall issue a final ruling within thirty (30) working days of the appeal statement and provide certified letter notice. The Procurement Director’s ruling shall be final. Upon the final SAHA ruling denying status certification, a denied M/WBE firm may not be deemed acceptable and receive M/WBE credit on SAHA projects until twelve (12) months after such decision. During an appeal process, the decision of the M/WBE Program shall be in effect. SECTION 11: M/WBE LISTINGS As part of SAHA’s efforts to identify and ensure solicitation of M/WBE involvement/utilization on SAHA projects, SAHA shall maintain listings (directories) of M/WBE firms by trade areas; i.e., construction, professional services (architects, engineers, etc.), procurement and concessions for local and project specific needs. The listings will be updated on a quarterly basis, and will be used to notify M/WBEs of business opportunities; and provide the primary vehicle for SAHA bidders/proposers and contractors to satisfy M/WBE program requirements, meet SAHA M/WBE performance ranges or goals, as well as, facilitate a base for joint ventures, partnerships, etc. The listings shall include firms that satisfy SAHA M/WBE certification status requirements. SECTION 12: OUTREACH Page 12 San Antonio Housing Authority Minority/Women Business Enterprise Program An integral component of the SAHA M/WBE Program are the processes, procedures and formalized efforts to identify, solicit and ensure consideration and participation by minority/women-owned businesses on SAHA contracting and procurement opportunities. SAHA’s commitment to the achievement of equitable contracting opportunities for all businesses is the principal reason in establishing its M/WBE Program. The Program’s outreach efforts are designed to document initiatives and establish processes which best inform, solicit, and confirm SAHA and prime contractor efforts for maximum consideration and participation by minority/women business enterprises. Key actions to SAHA’s outreach efforts are internal and external communication and interaction by the Procurement Department, which has overall M/WBE Program responsibility and other SAHA departments and the minority/women-owned business community. These outreach efforts shall be the primary responsibility of and coordinated through the M/WBE Program Manager. Internal Communication All SAHA departments having or sharing responsibility for the awarding of SAHA contracts have a responsibility to support and assist in promoting and carrying out the M/WBE Program. In support of the SAHA M/WBE Program, SAHA has established in conjunction with appropriate SAHA departments, procedures to enhance qualifications, competitiveness, and opportunities for minority/women business consideration and involvement. Processes have been jointly established to capture, disseminate, analyze, and communicate SAHA business opportunities, and to address barriers to effective minority/women business enterprise participation. A myriad of formats, procedural processes and regularly scheduled activities will be institutionalized under this Program into the texture of the SAHA contracting fabric designed to foster a coordinated approach in ensuring communication with, consideration and solicitation of minority/women-owned firms through the SAHA M/WBE Program. External Communications Communication and support of SAHA’s M/WBE initiatives by entities that represent or promote minority/women business interest is a crucial element to a viable and effective M/WBE Program effort. Correspondingly, SAHA will also formalize efforts to ensure communication and participation by external minority/women business-related entities in maximizing the SAHA’s identification and solicitation efforts for such businesses. Efforts with these entities are geared towards establishing a fluid communication process that informs, facilitates networking, and assists in the overall development and management of SAHA’s M/WBE Program. Appropriate SAHA representatives participate in minority/women business support entity activities and look to these entities/organizations Page 13 San Antonio Housing Authority Minority/Women Business Enterprise Program as the principal means to generate active support and participation by the minority and women-owned business community. SECTION 13: DEPARTMENTAL RESPONSIBILITIES The SAHA Procurement Department will administer, monitor, and enforce or seek to enforce the procedures for implementation of the M/WBE Program and will perform in a manner as may be necessary to achieve the purposes and objectives of this Program. The Procurement Department shall issue guidelines and implementing procedures as necessary and appropriate to achieve the objectives of this Program. Each SAHA department which has or shares responsibility for the awarding of SAHA contracts or contract administration has a direct responsibility under this program to promote, support, and assist in carrying out this Program. Such departments shall be held accountable for exercising specific functions in support of the program, as well as any other function(s) deemed necessary by management. As the department responsible for the M/WBE Program, the Procurement Department will: Develop and maintain systematic procedures to ensure that minority and womenowned businesses are afforded an equitable opportunity to compete on all SAHA contracts and procurements such as, but not limited to, timely dissemination of bid/contract information, assistance and opportunities, conducting workshops, trade fairs, developing handbooks, attending pre-bid/pre-proposal conferences, contractor compliance, technical, financial, and managerial assistance, etc. Compile, maintain, and report performance data indicating each department’s progress towards achieving the objectives of the M/WBE Program and meet with each SAHA department on a semi-annual basis. Prepare and present ad hoc, annual, and internal quarterly M/WBE performance reports, as well as an annual report to SAHA Commissioners on the progress of the M/WBE Program, and also recommend annual changes to this Program as necessary to improve its overall effectiveness. Analyze SAHA’s progress through race-conscious and race-neutral efforts at increasing minority and women business enterprise involvement/participation and identify methodologies to improve progress. Establish SAHA’s appropriate M/WBE participation ranges or goal(s), to include where applicable project specific M/WBE benchmarks or goal(s). Develop and oversee SAHA’s strategy in establishing its outreach/solicitation efforts to the minority and women-owned business communities. Authenticate the certification of businesses as minority and/or women-owned firms, maintaining appropriate documentation and ensuring compliance with Program requirements. Ensure that all SAHA contracts and procurements valued at less than $50,000 comply with the procurement policy of soliciting two (2) or more M/WBEs on each opportunity. Page 14 San Antonio Housing Authority Minority/Women Business Enterprise Program SECTION 14: M/WBE CLAUSE All SAHA departments having contract administration responsibilities shall ensure that the following M/WBE Clause is included in all specification packages and requests for bids or proposals. The inclusion of the M/WBE Clause and its applicable goal(s) in a contractor’s bid/proposal package shall become a binding part of his/her contract. MINORITY/WOMEN BUSINESS ENTERPRISE CLAUSE A. It is the policy of the SAHA that minority/women-owned business enterprises shall have the maximum practicable opportunity to participate in the awarding of SAHA contracts and related subcontracts. B. The bidder, proposer, contractor or vendor agrees to employ good faith efforts to carry out this policy through award of subcontracts to minority/women-owned business enterprises to the fullest extent consistent with the efficient performance of this contract; and/or the utilization of M/WBE vendors/suppliers where feasible. All SAHA prime contractors are expected to solicit bids for subcontractors/suppliers from available M/WBE enterprises. C. The bidder, proposer, contractor or vendor specifically agrees to comply with all applicable provisions of the SAHA M/WBE Program, to include federal requirements when applicable. D. Prime contractors shall maintain records, as specified in the Audit and Records section of the General or Special Provisions in his/her contract, showing (1) subcontract/supplier awards, specifically to minority and women-owned business enterprises; (2) specific efforts to identify and award such contracts to minority and women-owned business enterprises; and, (3) submit when requested by SAHA representatives, copies of executed contracts with M/WBEs to establish actual M/WBE business participation. E. Prime contractors agree to submit timely reports of subcontract and/or supplier awards to minority and women-owned business enterprises in such form and manner and at such time as SAHA shall prescribe and shall provide access to books, records, and accounts to authorized SAHA officials, state or federal agencies for the purposes of verifying M/WBE participation and good faith efforts to carry out this M/WBE Program. All SAHA prime contractors may be subject to a post contract M/WBE audit. Audit determinations may be considered and have a bearing in the evaluation of a contractor’s good faith efforts on future SAHA contracts. F. Contractors shall appoint a high level official to administer and coordinate the contractor’s efforts to carry out this M/WBE Program. Page 15 San Antonio Housing Authority Minority/Women Business Enterprise Program G. All construction bidders and/or contractors with contracts valued at $50,000 or more shall make good faith efforts to subcontract and achieve SAHA’s contractual M/WBE performance ranges or goals (specified in individual contract bid specifications) with SAHA approved minority and women-owned business enterprises. Contractors failing to achieve the contractual M/WBE performance range or goals or contractors failing to maintain the specific M/WBE performance percentage range or goal initially approved, will be required to provide documentation demonstrating that they have made good faith efforts, as interpreted and defined by SAHA, in attempting to do so through the submittal of an acceptable M/WBE Utilization Statement. All bidders/contractors are required to satisfy applicable M/WBE Program requirements prior to the award of contract. Bidders/contractors that fail to meet these requirements will be considered non-responsive or in non-compliance as described in Section K of this Clause. H. All professional services (Architects, Engineers, Construction Management and other related consultant services) proposers and/or prime consultants with contracts valued at $50,000 or more shall make good faith efforts to utilize M/WBE sub-consultants and achieve SAHA’s contractual M/WBE performance ranges or goals (specified in individual contract proposal specifications) with SAHA approved minority/women-owned business enterprises. Successful proposers failing to achieve the contractual M/WBE performance range or goals in their submitted project proposal or prime consultants failing to maintain the specified M/WBE performance percentage range or goal initially approved, will be required to provide documentation demonstrating that they have made good faith efforts, as interpreted and defined by SAHA, in attempting to do so through the submittal of an acceptable M/WBE Utilization Statement. Successful proposers are required to satisfy applicable M/WBE Program requirements prior to the award of contract. Proposers/contractors that fail to meet these requirements will be considered non-responsive or in non-compliance as described in Section K of this Clause. I. All procurement-related bidders with contracts valued at $50,000 or more shall, by bid/Purchase Order submittal, specifically agree to all applicable provisions of the SAHA M/WBE Program and the M/WBE Clause specifically which is included as part of the supplier/vendor’s Purchase Order or contract. In consultation with the procurement department through the M/WBE Program Manager, at their discretion, will require certain suppliers or vendors (contractors) in procurements which may reasonably present sub-vendor opportunities to demonstrate good faith efforts to utilize M/WBEs and achieve the SAHA overall M/WBE performance range or goal and/or the contract specific M/WBE performance percentage range or goal assigned to that particular procurement. All vendors (contractors) with Purchase Order/contracts subject to this requirement shall make good faith efforts to involve M/WBEs and achieve SAHA’s contractual M/WBE performance range or goal (as specified in Page 16 San Antonio Housing Authority Minority/Women Business Enterprise Program individual contract bid/Purchase Order specifications) with SAHA approved minority/women-owned business enterprises. Vendors (contractors) failing to achieve the contractual M/WBE performance range or goal will be required, at SAHA’s discretion, to provide documentation demonstrating that they have made good faith efforts, as interpreted and defined by SAHA, in attempting to do so through the submittal of an acceptable M/WBE Utilization Statement. Vendors that fail to meet these requirements will be considered non-responsive or in non-compliance as described in Section K of this Clause. J. All changes to the original list of subcontractors/sub-consultants submitted with a bid or proposal, excluding vendors shall be submitted for review and approval in accordance with SAHA procedures when adding, changing, or deleting subcontractors/sub-consultants on SAHA projects. All contractors also will be required to make good faith efforts to replace M/WBE subcontractors/subconsultants unable to perform on the contract with another approved M/WBE firm. K. Failure or refusal by a bidder, proposer, contractor or vendor to comply with the M/WBE provisions herein or any applicable provision of the M/WBE Program, either during the bidding process or at anytime during the term of the contract, shall constitute a material breach of contract whereupon the contract, at the option of the SAHA, may be cancelled, terminated or suspended in whole or in part; and, the contractor may be debarred from further contracts with SAHA as a nonresponsible contractor. SECTION 15: PRIME CONTRACTOR COMPLIANCE SAHA shall provide technical assistance to its bidders, proposers, contractors and vendors as may be necessary in complying with the M/WBE Clause and M/WBE Program requirements in general. After bid opening and identification of the successful bidder or selection of the successful proposer, a bidder/proposer, except for purchasing contractors (vendors), will be required to provide the information below prior to the award of the contract: A. Demonstrated acceptable compliance with applicable provisions of the M/WBE Clause. This includes a review to ensure achievement of the SAHA M/WBE benchmark/goal or approval of its good faith efforts, as determined by SAHA through the submittal of the required M/WBE Utilization Statement documenting such. SAHA representatives shall review and formally approve a bidder or proposer’s good faith efforts prior to the award of the contract. B. Submittal of M/WBE status certification information for all non-certified M/WBE firms utilized on the project, including the M/WBE prime if applicable. Notice is hereby given that it is the responsibility of the prime contractor to ensure that its Page 17 San Antonio Housing Authority Minority/Women Business Enterprise Program M/WBE subcontractors/vendors submit all necessary information for proper SAHA M/WBE status review, certification, and credit. C. Notwithstanding the fact that a prospective contractor may have the capability to complete a total project with its own work force, and without the use of subcontractors/sub-consultants, all SAHA contractors are required to demonstrate positive and reasonable good faith efforts to subcontract with and/or procure supplies/services with minority and women-owned business enterprises in its subconsultant/subcontractor or supplier service area. Contractors who propose to perform the contract with their own work force, and without the use of subcontractors will be required to demonstrate its good faith efforts by submitting information (when requested by SAHA) sufficient for SAHA to determine the following, which effectuate a waiver of M/WBE program requirements: (1) that it is a normal business practice of the contractor to perform the elements of the contract with its own work forces without the use of subcontractors; (2) that the technical nature of the proposed project does not facilitate subcontracting nor any significant supplier opportunities in support of the project; and/or, (3) that the contractor has in fact demonstrated its capabilities to perform the elements of the contract with its own work forces without the use of subcontracts. D. All changes to the original list of subcontractors or sub-consultants submitted with the bid or proposal, excluding vendors shall be submitted for review and approval in accordance with SAHA procedures when adding, changing, or deleting subcontractors or sub-consultants on SAHA projects. Contractors shall make a good faith effort to replace M/WBE subcontractors or sub-consultants that are unable to perform on the contract with another approved M/WBE. All of the foregoing information, except for D above, must be approved by SAHA prior to the award of the SAHA contract. If SAHA determines a bidder/proposer’s efforts to be inadequate, it may find the bidder/proposer to be in non-compliance with the policies and provisions of the SAHA M/WBE Program. In such a case, SAHA representatives may seek to bring the low bidder or proposer into voluntary compliance, or recommend that the contract not be awarded. SAHA may recommend additional sanctions against SAHA contractors who are found to be in non-compliance with M/WBE Program requirements or its contract provisions at any time during the term of the SAHA contract. SECTION 16: RACE AND GENDER NEUTRAL PROGRAM MEASURES CAPACITY BUILDING PROGRAMS: SAHA shall employ measures to facilitate the equitable consideration and participation of all business enterprises in its contracting and procurement opportunities independent and in collaboration with other agencies and resource partners. Recognizing the contract participation M/WBE disparities in its marketplace, specific measures to identify, solicit, and encourage consideration and participation by minority and women-owned business enterprises will be established under this Program on a race and gender neutral basis in its initial year of implementation. Thereafter, SAHA will analyze and determine whether any racePage 18 San Antonio Housing Authority Minority/Women Business Enterprise Program conscious measures will be specifically implemented to address a continuing M/WBE contract disparity. Race and gender neutral measures will include, but not be limited to the following capacity building programs: A. Develop a bonding, finance, and insurance strategy to eliminate unnecessary barriers to contracting with SAHA. This effort will include review of overall and individual requirements in these areas and the utilization of local, state and/or federal bonding programs. As an example, this effort will examine and consider phased and waived bonding on SAHA contracting and procurement opportunities where applicable. B. Adopting prompt payment procedures, including requiring by contractual clause that prime contractors pay subcontractors within ten (10) days of receipt of payment from SAHA; and where appropriate, issuing joint checks to contractors and subcontractors. C. Develop a financial assistance strategy to leverage and provide greater opportunity for SAHA contractors and vendors to address and secure financing. This effort will include initiatives to educate and position firms whereby they can become better qualified to secure project financing. Efforts will be specifically directed towards project specific leverage financing and consideration of prequalified bidder pools. D. Consider development of individual training programs designed to address problem areas, such as a “Construction Training Academy”. The Construction Training Academy will focus on developing critical operational and administrative skills necessary for successful bid and project performance. The academy can be presented by local prime contractors and will feature networking sessions that will facilitate more intimate professional relationships, which hopefully lead to greater participation by such firms at both the prime and subcontractor levels. E. Develop individualized technical assistance programs and initiatives to enhance bidder/proposer qualifications and competitiveness. These initiatives will take into consideration specific project needs such as, bid assistance efforts, specification understanding, enhanced bid notices, project specific networking sessions, etc. F. Development of website information to more effectively publicize and promote small and local business opportunities and initiatives, to include project information and status, and general outreach. G. Development of race neutral, small business Mentor-Protégé Programs. H. Development of race neutral, small business Joint Venture Programs. Page 19 San Antonio Housing Authority Minority/Women Business Enterprise Program I. Review and development of, if allowable under current state law, a small business program. I.J. Encourage SAHA vendors to participate in an entrepreneurial speaker series in area middle and high schools. SECTION 17: SUNSET PROVISION The SAHA M/WBE Program will expire at the end of one (1) fiscal year following the fiscal year adopted, unless prior to that date SAHA elects to reauthorize or terminate the Program. SAHA’s Procurement Director shall on an annual basis present a recommendation to the SAHA Commissioners through the SAHA CEO determining whether there is a continuing need for the M/WBE Program and/or address performance under the M/WBE Program. PART C: MONITORING AND REPORTING SECTION 18: RECORDS AND REPORT In order to monitor the progress of its M/WBE efforts, SAHA shall maintain a recordkeeping system designed to: A. Assess overall M/WBE utilization on SAHA contracts, subcontracts, and procurements by trade category – construction, professional services, and procurement. B. Identify and monitor M/WBE utilization on an overall, prime contractors, subcontractor, and vendor/supplier basis, and on a project-by-project basis. C. Identify and list all SAHA bidders, proposers, subcontractors and subconsultants, as well as certified M/WBE firms. The SAHA M/WBE Program Manager will review and present an annual report on M/WBE performance and progress and the achievement of the SAHA overall M/WBE performance ranges o goals to SAHA Administration. On an individual basis the M/WBE Program Manager will be prepared to present information detailing the achievement of the project specific M/WBE benchmarks or goals. As required, other M/WBE-related internal and external and/or ad hoc reports shall also be prepared. Calculation of M/WBE Participation The participation of M/WBE contractors and suppliers in contract awards will be calculated as follows: Once a firm is determined to be a certified M/WBE acceptable to Page 20 San Antonio Housing Authority Minority/Women Business Enterprise Program SAHA, the total dollar value of the contract(s) awarded to such prime and subcontractors is counted as participation in each appropriate category. SAHA may also count as M/WBE participation, a portion of the total dollar value of a contract with partially owned M/WBE firms equal to the percentage of the ownership of the M/WBE co-owner. Joint venture M/WBE participation will be counted as detailed in the definition section under “Joint Ventures”. SAHA will count as M/WBE participation only expenditures to M/WBEs that perform a commercially useful function in the work of a contract. An M/WBE is considered to perform a commercially-useful function when it is responsible for execution of a distinct element of the work of a contract and carries out its responsibilities by actually performing, managing, and supervising the work involved. SAHA and its contractors may also count toward the M/WBE performance ranges or goals the following expenditures to M/WBE firms: A. The fees or commissions charged for providing a bona fide service, such as professional, technical, consultant or managerial services, and assistance in the procurement of essential personnel, facilities, equipment, materials or supplies required for performance of the contract, provided that the fee or commission is determined by SAHA to be reasonable and not excessive as compared with fees customarily allowed for similar services. B. The fees of commission charged for providing any bonds or insurance specifically required for the performance of the contract, provided that the fee or commission is determined by SAHA to be reasonable and not excessive as compared with fees customarily allowed for similar services. Page 21 ATTACHMENT (1) M/WBE UTILIZATION STATEMENT SAN ANTONIO HOUSING AUTHORITY M/WBE PROGRAM OFFICE INSTRUCTION SHEET Please read these instructions carefully before completing the required Minority/Women Business Enterprise (M/WBE) Utilization Statement. These instructions are designed to assist prime contractors/consultants document M/WBE program compliance or in preparing the required detailed and complete good faith effort information. Contractors/Consultants are required to submit detailed documentation when the contract specified M/WBE participation ranges or goals are not met. The SAHA M/WBE Program Manager will review and consider a bidder’s or proposer’s good faith efforts in assisting SAHA to meet its M/WBE policy and program objectives. ________________________________________________________________________ A. Bidders/Proposers are required to make sincere efforts in attempting to achieve the applicable SAHA M/WBE participation ranges or goals. The approved M/WBE participation ranges or goals will be monitored throughout the duration of the project; B. All bidders/proposers are to complete Section A, Project Identification and Section B, Project M/WBE Utilization, if applicable. Should there be subcontracting/sub consulting opportunities, yet the bidder/proposer not achieve the project’s applicable M/WBE participation range or goal, the bidder/proposer must complete all other sections of the Statement. C. This Statement should be prepared by the company’s project M/WBE Coordinator or designee. The Statement must be signed and dated by an authorized company official. The Coordinator or designee should have a working knowledge as to the project’s subcontracting or sub-consulting and supplier activities (actual and anticipated). This individual shall be a key figure in directing the prime contractor’s M/WBE activities. D. The M/WBE Utilization Statement demonstrating a contractor’s good faith efforts is subject to the SAHA M/WBE Program Manager’s review and approval. E. SAHA requires all M/WBE firms to be certified as such by an entity acceptable to SAHA for project M/WBE credit. F. SAHA reserves the right to approve all additions or deletions of subcontractors, subconsultants, and/or major vendors. In the event that an M/WBE subcontractor, subconsultant, and/or major vendor is replaced, the contractor must make a good faith effort to involve and utilize another M/WBE subcontractor, sub consultant, and/or major vendor. Page 1 of 5 ATTACHMENT (1) Should you have any questions or need additional information, please contact: (Name) (Address) M/WBE Program Manager (E-mail Address) (Telephone Number) FOR SAHA PROCUREMENT DEPARTMENT USE ONLY Reviewed by: __________________________________________ Date: _________________________________________________ Signature of SAHA Official: ______________________________ Recommendation: Approval: ______ Denial: _______ Page 2 of 5 ATTACHMENT (1) M/WBE UTILIZATION STATEMENT SAN ANTONIO HOUSING AUTHORITY M/WBE PROGRAM OFFICE SECTION A: PROJECT IDENTIFICATION Project Number____________ Project Title____________________________ Contract Amount __________ Company Name _________________________ Project Participation Range/Goal: M/WBE ____ % Contract Anticipated Participation Range: M/WBE ____ % The M/WBE participation range/goal is expressed as a percentage of the total dollar amount of the prime contract awarded to M/WBEs. The goal is applicable for those areas, which the prime contractor has subcontracted, sub-consulted, and/or major supplies necessary in the performance of the contract. SECTION B: SUBCONTRACTOR/SUB CONSULTANT/VENDOR UTILIZATION 1. List all actual and anticipated subcontracts, subconsultants, and/or major material purchases, include both M/WBE and non-M/WBE, to be utilized on the project (use additional sheets if necessary). TRADE AREA 2. 3. 4. 5. 6. ESTIMATED AMOUNT ($) SUB/SUPPLIER M/WBE Yes (√) No MBE utilization in total dollars: _______ WBE utilization in total dollars: _______ Overall MBE utilization percentage (%): ______ Overall WBE utilization percentage (%): ______ Overall M/WBE utilization percentage (%): ______ Anticipated M/WBE utilization on this contract will occur: Throughout ___ Beginning 1/3 ___ Middle 1/3 ___ Final 1/3 ___ Please Note: SAHA will credit only those M/WBEs that have been certified by an entity acceptable to SAHA. All changes, additions, or deletions occurring during the life of this contract Page 3 of 5 ATTACHMENT (1) relative to use of the listed subcontractors, sub-consultants and/or major suppliers, M/WBE or otherwise, must be submitted to SAHA for review and approval. If Bidder/Proposer is unable to meet the M/WBE participation range/goal, please proceed to complete Section C and submit documentation demonstrating contractual good faith efforts. SECTION C: GOOD FAITH EFFORT The following items are minimally considered as good faith efforts and demonstrate specific initiatives made in attempting to achieve the City’s M/W/DSBE participation ranges. The bidder/proposer is not limited to these particular areas and may include other efforts deemed appropriate. Please feel free to elaborate on any question below. REQUIRED QUESTION(S) 1. If applicable, was your company represented at the pre-bid conference? 2. Did your company request and obtain a copy of the certified M/WBE firms? 3. Were M/WBE firms solicited for contract participation? 4. Provide listing of solicited M/WBEs with whom contact was made? Please identify name of company, contact person, date, phone number and briefly describe nature of solicitation. (Include as an Attachment) 5. Was direct contact made with SAHA’s M/WBE Program Office? If yes, please identify date/person contacted and assistance sought. (Include as an Attachment) 6. Identify all M/WBE support agencies/associations contacted for M/WBE assistance or solicitation (Minority Chamber’s of Commerce, purchasing councils, contractor groups, etc.). (Please attach copies of solicitation letters of assistance and/or describe, as an Attachment to this section, the personal contact made) 7. Were bid opportunities related to this project advertised in minority/women newspapers and trade journals? (If yes, please include a copy of the advertisement or detail the name of the publication(s), date of advertisement and describe the solicitation) 8. Were copies of plans and specification furnished to any M/WBEs? 9. Were subcontractors, subconsultants, and/or suppliers (if applicable) required to provide insurance or be bonded? (If yes, please detail any assistance that was provided or if they were referred, to whom) Yes (√) No 10. List, as an Attachment, all M/WBE bids received but rejected. Identify company name, contact person, telephone number, date, trade area, and the reason for rejecting the bid/proposal. Page 4 of 5 ATTACHMENT (1) 11. Discuss any other effort(s) aimed at involving M/WBEs (Include as an Attachment): (a) Identify any specific efforts to divide work, in accordance with normal industry practices, to allow maximum M/WBE participation. (b) Discuss joint ventures initiatives, requesting second-tier M/WBE subcontracting, etc., if any. (c) List all other good faith efforts employed, please elaborate. SECTION D: AFFIRMATION The undersigned acknowledges and states that all information submitted as part of this Good Faith Effort Statement is true and correct to the best of his/her knowledge. I further agree that this document shall be attached thereto and become a binding part of the SAHA contract. ___________________________ Print Name/Title ________________________ Date ___________________________ Signature ________________________ Telephone Number Page 5 of 5 SAN ANTONIO HOUSING AUTHORITY April 04, 2013 BOARD OF COMMISSIONERS RESOLUTION 5335 AUTHORIZING THE REFINANCING OF CONVERSE RANCH I APARTMENTS IN THE AMOUNT OF $7,443,700, THE EXECUTION OF ALL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION J~ITH . . tro Ramirez CEO REQUESTED ACTION: Consideration and approval regarding Resolution 5335 authorizing the refinancing of Converse Ranch I Apartments in the amount of $7,443,700,the execution of all documents necessary for the refinancing; and other matters in connection therewith. PURPOSE: The purpose of the refinance increase cash flow. is to reduce the property's current interest rate on debt and FINANCIAL IMPACT: The refinance of the Converse Ranch I Apartments loan will produce approximately $140,000 in additional annual cash flow by reducing the current interest rate of 5.50% to a rate of 2.98%. SUMMARY: On June 14, 2012, the Board approved Resolution 5271, authorizing the execution of a loan engagement letter with Greystone Funding Corporation in connection with an application to HUD to refinance the existing mortgage for the Converse Ranch I Apartments. The application was submitted and subsequently approved by HUD on January 15, 2013. Subsequent to this, the Greystone Loan Commitment and Confirmation Rate lock documents were negotiated and executed by SAHA staff and legal counsel. These documents are attached. The amount of the new loan will be $7,443,700 and will have an interest rate of 2.98%. The term and amortization period will be for 480 months, or 40 years. ATTACHMENTS: Resolution 5335 Resolution 5271 Executed Loan Commitment Confirmation of Insured Loan Terms (Rate Lock) Agenda Item No. 12 CERTIFICATE FOR RESOLUTION The undersigned officer of the Housing Authority of the City of San Antonio, Texas, a Texas housing authority created pursuant to the laws of the State of Texas (“SAHA”), hereby certifies as follows: 1. In accordance with Chapter 551, Texas Government Code, as amended (the “Open Meetings Act”), and the bylaws of SAHA, the Board of Commissioners of SAHA (the “Board”) held a meeting on April 4, 2013, (the “Meeting”) of the duly constituted officers and members of the Board, at which a duly constituted quorum was present. Whereupon among other business transacted at the Meeting, a written RESOLUTION 5335 AUTHORIZING THE REFINANCING OF CONVERSE RANCH I APARTMENTS IN THE AMOUNT OF $7,443,700, THE EXECUTION OF ALL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH (the “Resolution”) was duly introduced for the consideration of the Board and discussed. It was then duly moved and seconded that the Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by a majority vote of the Board. 2. A true, full, and correct copy of the Resolution adopted at the Meeting is attached to and follows this Certificate; the Resolution has been duly recorded in the Board’s minutes of the Meeting; each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the Meeting; and the Meeting was held and conducted in accordance with the Open Meetings Act and the Bylaws of SAHA. SIGNED April 4, 2013. Lourdes Castro Ramirez President and CEO RESOLUTION 5335 RESOLUTION 5335 AUTHORIZING THE REFINANCING OF CONVERSE RANCH I APARTMENTS IN THE AMOUNT OF $7,443,700, THE EXECUTION OF ALL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Housing Authority of the City of San Antonio, Texas (“SAHA”) created Converse Ranch, LLC (the “LLC”), to acquire and finance the purchase of a property known as Converse Ranch I Apartments (the “Apartments), a 124-unit multifamily housing facility located at 8355 Crestway Drive, San Antonio, Texas 78109; and WHEREAS, SAHA is the sole member of the LLC; and WHEREAS, SAHA staff determined that the existing mortgage loan could be refinanced with a significant reduction in the loan’s interest rate, and the Board of Commissioners of SAHA (the “Board”) previously approved the execution of an engagement letter with Greystone Funding Corporation “Greystone”) in connection with the proposed refinancing; and WHEREAS, SAHA staff recommends the Board approve the refinancing of the Apartments with Greystone in the amount of $7,443,700; and WHEREAS, the Board of Commissioners of SAHA (the “Board”) has determined that it is in the public interest and to the benefit of the citizens and residents of San Antonio to authorize the Authority and the LLC to enter into the transaction described above so that the existing indebtedness can be refinanced at a lower interest rate; and WHEREAS, the Board has reviewed the foregoing and determined that the action authorized herein is in furtherance of the public purposes of SAHA and the LLC; NOW, BE IT THEREFORE RESOLVED BY THE BOARD OF COMMISSIONERS OF THE HOUSING AUTHORITY OF THE CITY OF SAN ANTONIO, TEXAS, THAT: Section 1. The proposed refinancing of the Apartments is hereby authorized and approved, and the President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of SAHA, as appropriate, on behalf of SAHA and the LLC, are hereby authorized to: execute any and all documentation required for the refinancing, including but not limited to any promissory notes, deeds of trust, regulatory agreements, assignments of rents and leases, security agreements, agreements relating to reserves, financing statements, letters of credit, amendments to the LLC’s organizational documents or creation of new single-member limited liability companies, and other documents (the “Documents”) required to close on the refinancing. The President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, are authorized to negotiate and approve such changes in, or additions to, the terms of any of the Documents, including amendments, renewals, assignments, and extensions, as such officers shall deem necessary or appropriate upon the advice of counsel to SAHA and the LLC, and approval of the terms of any of the Documents by such officers and this Board shall be conclusively evidenced by the execution and delivery of such Documents. Section 2. The officers of this Board, or any of them, are authorized to take any and all action necessary to carry out and consummate the transactions described in or contemplated by the documents approved hereby or otherwise to give effect to the actions authorized hereby and the intent hereof. Section 3. If any section, paragraph, clause, or provisions of this Resolution shall be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 4. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the Board. Section 5. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 6. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. This Resolution shall be in force and effect from and after its passage. * * * SAN ANTONIO HOUSING AUTHORITY JUNE 14, 2012 RESOLUTION NO. 5271 RESOLUTION AUTHORIZING THE EXECUTION OF A LOAN ENGAGEMENT LETTER WITH GREYSTONE FUNDING CORPORATION IN CONNECTION WITH AN APPLICATION TO HUD TO REFINANCE THE CONVERSE RANCH I APARTMENTS IN THE APPROXIMATE AMOUNT OF $7,441,700, THE EXECUTION OF ALL DOCUMENTS NECESSARY FOR THE APPLICATION; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Housing Authority of the City of San Antonio, Texas ("SARA") created Converse Ranch, LLC (the "LLC"), to acquire and finance the purchase of a property known as Converse Ranch I Apartments (the "Apartments), a 124-unit multifamily housing facility located at 8355 Crestway Drive, San Antonio, Texas 78109; and WHEREAS, SAHA is the sole member the LLC; and WHEREAS, SAHA staff has determined that the existing mortgage refinanced and the interest rate significantly reduced; and loan can be WHEREAS, SAHA staff recommends that an engagement letter be executed with Greystone Funding Corporation in order that an application be prepared and submitted to HUD for a proposed refinancing of the Apartments in the approximate amount of $7,441,700 pursuant to Section 223(a)(7); and WHEREAS, the Board of Commissioners of SARA (the "Board") has determined that it is in the public interest and to the benefit of the citizens and residents of San Antonio to authorize the Authority and the LLC to enter into the transaction described above so that the existing indebtedness can be refinanced at a lower interest rate; and WHEREAS, the Board has reviewed the foregoing and determined that the action authorized herein is in furtherance of the public purposes of SARA and the LLC; NOW, BE IT THEREFORE COMMISSIONERS OF THE HOUSING ANTONIO, TEXAS, THAT: RESOLVED AUTHORITY BY THE BOARD OF OF THE CITY OF SAN Section 1. The proposed refinancing contemplated for the Apartments and the contemplated actions of the Authority and the LLC regarding the refmancing are hereby authorized and approved, and the President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of SARA, as appropriate, on behalf of SARA and the LLC, are hereby authorized to: execute a loan engagement letter with Greystone Funding Corporation in connection with the proposed HUD 223(a)(7) refinancing of Converse Ranch I Apartments; to execute and submit to HUD all refinancing application documents; incur preliminary costs, including application fees, appraisal fees, attorney fees and other due diligence costs; and to negotiate definitive loan documents required for the refinancing of the Apartments and to bring such documents back to the Board for final approval. SAN ANTONIO HOUSING AUTHORITY JUNE 14, 2012 Section 2. The officers of this Board, or any of them, are authorized to take any and all action necessary to carry out and consummate the transactions described in or contemplated by the documents approved hereby or otherwise to give effect to the actions authorized hereby and the intent hereof. Section 3. If any section, paragraph, clause, or provisions of this Resolution shall be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 4. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the Board. Section 5. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 6. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. This Resolution shall be in force and effect from and after its passage. * * * JUNE 14, 2012 SAN ANTONIO HOUSING AUTHORITY CERTIFICATE FOR RESOLUTION 5271 The undersigned officer of the Housing Authority of the City of San Antonio, Texas, a Texas housing authority created pursuant to the laws of the State of Texas ("S AHA") , hereby certifies as follows: 1. In accordance with Chapter 551, Texas Government Code, as amended (the "Open Meetings Act"), and the bylaws of SAHA, the Board of Commissioners of SAHA (the "Board") held a meeting on May 23, 2012, (the "Meeting") of the duly constituted officers and members of the Board, at which a duly constituted quorum was present. Whereupon among other business transacted at the Meeting, a written RESOLUTION AUTHORIZING THE EXECUTION OF A LOAN ENGAGEMENT LETTER WITH GREYSTONE FUNDING CORPORATION IN CONNECTION WITH AN APPLICATION TO HUD TO REFINANCE THE CONVERSE RANCH I APARTMENTS IN THE APPROXIMATE AMOUNT OF $7,441,700, THE EXECUTION OF ALL DOCUMENTS NECESSARY FOR THE APPLICATION; AND OTHER MATTERS IN CONNECTION THEREWITH (the "Resolution") was duly introduced for the consideration of the Board and discussed. It was then duly moved and seconded that the Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by a majority vote of the Board. 2. A true, full, and correct copy of the Resolution adopted at the Meeting is attached to and follows this Certificate; the Resolution has been duly recorded in the Board's minutes of the Meeting; each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the Meeting; and the Meeting was held and conducted in accordance with the Open Meetings Act and the Bylaws of SAHA. Approved June 14, 2012. LOURJ)~ RAMIREZ SAHA PRESIDENT AND CEO February 7, 2013 Converse Ranch, LLC c/o San Antonio Housing Authority 818 South Flores Street San Antonio, Texas 78204 Attention: Author Mikeska RE: Converse Ranch (the “Project”) Converse, Bexar County, Texas FHA Project No.: 115-35664 Dear Mr. Mikeska: This letter shall constitute the commitment (the "Commitment") of Greystone Funding Corporation (the "Lender") to Converse Ranch, LLC, a Texas limited liability company (the "Borrower"), to fund a mortgage loan (the "Insured Loan") for the above-referenced project (the "Project") which is to be insured by the U.S. Department of Housing and Urban Development acting by and through the Federal Housing Commissioner ("FHA") under Section 221(d)(4) pursuant to Section 223(a)(7) of the National Housing Act, as amended (the "Act"), all in accordance with that certain Firm Commitment dated January 15, 2013, attached hereto and incorporated herein by reference as Exhibit A, including any written amendments thereto approved by Lender (the "FHA Commitment"), subject to the terms and conditions set forth below: 1. meanings: Defined Terms. As used herein, the following terms shall have the following Insured Loan Amount: $7,443,700.00, subject to a maximum +/- 5% variance pursuant to Paragraph 4 hereof. Insured Loan Interest Rate: To be determined pursuant to Paragraph 8 hereof. Insured Loan Term: 480-month amortization (or such lesser period as approved by FHA). Good Faith Deposit Amount: $37,219.00, as provided in Paragraph 37 hereof. Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 2 2. FHA Mortgage Insurance. The Insured Note (defined in Paragraph 5 below) shall be endorsed by FHA for mortgage insurance ("FHA Endorsement”) pursuant to the Act, and shall in all respects be in compliance with and subject to applicable terms and provisions of (a) the Act, (b) the FHA Commitment, (c) the rules, regulations, administrative procedures and instructions, and all other requirements of FHA (collectively, the "FHA Requirements"), and (d) the terms of this Commitment. The Borrower shall satisfy or cause to be satisfied all applicable terms and provisions of the Act, the FHA Commitment, this Commitment and the FHA Requirements. 3. Borrower. The Borrower at the time of FHA Endorsement shall be a duly constituted single asset entity in good standing. 4. Insured Loan Amount. The principal amount of the Insured Loan in accordance with the FHA Commitment is to be Seven Million Four Hundred Forty-three Thousand Seven Hundred Dollars ($7,443,700.00) (the “Insured Loan Amount”). In the event an amendment to the FHA Commitment is subsequently issued which adjusts the amount of the Insured Loan, the Lender agrees to fund the Insured Loan Amount as so adjusted, but only to the extent that such final Insured Loan Amount does not exceed a 5% variance from the Insured Loan Amount herein stated. 5. Mortgage Note. The Borrower shall execute a negotiable, non-recourse promissory note (the "Insured Note" or the "Note"), payable to the order of Lender, in an amount equal to the Insured Loan Amount. The Insured Note shall be endorsed for mortgage insurance by FHA prior to the disbursement of any proceeds of the Insured Loan (FHA Endorsement and said disbursement are referred to collectively as the "Closing"). 6. Security. The Insured Loan shall be secured by a valid first mortgage or deed of trust ("Mortgage") on the land and all improvements located or to be located thereon, and the fixtures attached or to be attached thereto, comprising the above referenced Project and as more particularly described in the Mortgage, subject only to other liens or encumbrances acceptable to the Lender and FHA. The Borrower represents and warrants to Lender that it owns, or will own by Closing, fee simple title to the real property and improvements comprising the Project, and that it has not conveyed (and will not convey) any interest in the Project to any third party except as may be disclosed to and approved by Lender. On or before Closing, Borrower, at its sole cost and expense, shall provide a mortgagee title policy insuring the first lien status of the Mortgage in form, substance and from a title company acceptable to Lender. Borrower shall not impose or permit to be imposed any restriction, lien or other encumbrance on the land and improvements comprising the Project or the income derived therefrom without the prior written consent of Lender. 7. Additional Security. The Borrower shall grant and take all actions necessary to enable Lender to perfect a first priority security interest in all of the Borrower's personal property, Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 3 as required by the Lender and/or FHA, including, but not limited to, furniture, equipment, fixtures, funds, accounts, rents and receivables, and applicable licenses, as more fully described in the Security Agreement to be executed by the Borrower. The Borrower represents and warrants to Lender that it owns, or will own by Closing, good and marketable title to all personal property used in conjunction with the Project, and that Borrower has not leased (and will not lease) such personal property, nor has Borrower conveyed or pledged (and will not convey or pledge) any interest in such personal property to any third party, or in any personal property hereafter acquired, nor impose or permit to be imposed any restriction, lien or encumbrance upon the personal property or other collateral pledged by Borrower hereunder to secure the repayment of the Insured Loan, without the prior consent of the Lender and FHA in writing. The Borrower shall not owe any debts other than the Insured Loan, except for debts specifically approved by Lender and FHA in writing. 8. Quote and Confirmation of Terms. The Borrower may lock the interest rate, prepayment terms, and closing date by requesting a telephonic quote (“Quote”) from Lender, after (a) the Borrower has accepted this Commitment; (b) a creditworthy individual acceptable to Lender (hereinafter referred to as the “Responsible Party”) has been identified and has agreed in writing to be jointly and severally liable to Greystone for the payment of any FHA Initial Endorsement Extension Fee and other liability to Lender for the period from rate lock through FHA Endorsement; (c) the Good Faith Deposit has been received by Lender; and (d) the Borrower has confirmed that all Borrower pre-closing requirements and conditions outlined in the FHA Commitment and this Commitment have been or can be timely satisfied. Borrower and the Responsible Party acknowledge and agree that upon Lender’s receipt of Borrower’s telephonic acceptance of the Quote, Lender’s verbal confirmation to Borrower shall cause the Quote to become binding upon the parties in accordance herewith (the “Locked Terms”). As soon as practical thereafter, Lender shall provide Borrower with written confirmation (“Confirmation”) of the mutually agreed upon Locked Terms in the form attached hereto as Exhibit B. Failure of the Borrower and/or the Responsible Party to return to Lender a signed copy of the Confirmation shall not affect their respective obligations hereunder. It is important to note that Borrower’s request for a Quote should occur only when the Borrower and its counsel are confident that Borrower is prepared to close the Insured Loan by the required closing date (“Required FHA Endorsement Date”) identified within the Locked Terms, as the Borrower and the Responsible Party are liable for damages should the Insured Loan fail to close by the Required FHA Endorsement Date. Lender makes no representation or warranty regarding the interest rate and terms available in the financial markets at the time the Locked Terms are set. 9. FHA Endorsement. FHA Endorsement shall occur on a date agreed to by Borrower, Lender and FHA, to be no later than the Required FHA Endorsement Date set forth in the Confirmation. If FHA Endorsement shall not occur within the time period stated above, then subject to Lender approval (and if required FHA approval) the FHA Endorsement may be extended for monthly period(s), which shall not exceed the number of extension periods as set Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 4 forth on the Confirmation, which are available to Borrower upon payment to Lender of a nonrefundable extension fee (“Extension Fee”) for each such extension or portion thereof in the amount set forth in the Confirmation. Each Extension Fee shall be paid to the Lender in good funds no later than the business day prior to the first day of the applicable extension. 10. Interest Rate. Interest shall be computed on the daily outstanding principal balance of the Insured Loan and shall be paid monthly in arrears on the first day of each month following FHA Endorsement, as more particularly described in the Note. 11. Term. The Insured Loan shall be repaid in an initial installment of interest and installments of principal and interest thereafter, and shall mature at the expiration of the Insured Loan Term, in accordance with the terms of the Note, the FHA Commitment and any amendments thereto issued by FHA and acceptable to the Lender. Amortization of the Insured Loan shall be as set forth in the FHA Commitment. 12. Prepayment Provisions. The Note shall contain such prepayment provisions as are set forth in the Confirmation, and any additional provisions required by FHA. 13. Loan Documents; Approvable Entities. The Insured Loan shall be evidenced and secured by such documents (the "Loan Documents") as shall be required by the Lender and FHA. The Loan Documents shall include, but not necessarily be limited to: the FHA Commitment, this Commitment, the Note, the Mortgage, a Regulatory Agreement, survey (pursuant to Paragraph 14 herein), the Borrower's organizational documents, title insurance policy, hazard, flood, liability and other insurance policies required by Lender (pursuant to Paragraph 19 herein), a Security Agreement, UCC Financing Statements, evidence of availability of utilities, evidence of compliance with zoning and all applicable land use requirements, Borrower's attorney's opinion, letters of credit and various certificates, licenses, permits, assurances, receipts and other ancillary instruments, forms and agreements. All of such documents shall be in form and substance acceptable to Lender, its counsel and FHA. In addition, any party executing or delivering any of the Loan Documents, including without limitation, each insurance company, issuer of a letter of credit, title company, surety, general contractor, subcontractor and any management agent (collectively, the "Approvable Entities") shall be subject to the Lender's approval. The Borrower shall furnish or cause to be furnished to the Lender, as soon as material and information becomes available but no event later than within fifteen (15) business days of the acceptance and delivery to Lender of this Commitment, such information concerning each of the Approvable Entities as the Lender may require and copies of all of the proposed Loan Documents to be delivered at FHA Endorsement, other than those prepared by the Lender and its counsel. Lender's counsel shall provide to Borrower's counsel a list of closing documents to be provided by Borrower at its sole cost and expense. Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 5 14. Survey. The Borrower may be required by FHA to furnish or cause to be furnished to the Lender and FHA an as-built survey of the Project. Such survey shall be satisfactory in form and content to the Lender, its counsel and FHA and shall bear such certifications as any of the foregoing shall require. 15. Financial Requirements for Closing; Cash Payments and Letters of Credit. The Borrower will deposit with the Lender at FHA Endorsement, in the form, as applicable, of (a) cash, (b) unconditional, irrevocable letters of credit, (c) certified checks, or (d) certificates of deposit, in such amounts as are required pursuant to the FHA Commitment and/or this Commitment, and as are acceptable in all respects to the Lender. Any letter of credit shall be unconditional and irrevocable, shall name the Lender as beneficiary, shall be assignable, and shall provide for disbursements to be made thereunder on the basis of sight drafts without the necessity for presentation of any accompanying documents, except as the Lender may expressly approve in advance. In the event of default under the Note, Mortgage or any other Loan Document, or in the event of an adverse change in the rating of the bank or financial institution issuing any letter of credit or certificate of deposit, or to the extent necessary to pay any amounts in connection with the Insured Loan or Project, any or all letters of credit or certificates of deposit held by the Lender in connection with the Insured Loan may be converted, without notice, by the Lender into cash. Upon making of a claim by the Lender under the FHA contract of mortgage insurance, all such cash and any other escrows held by Lender with respect to the Insured Loan shall be retained by Lender and applied as Lender deems appropriate, subject to the FHA Requirements. Without limiting the generality of the foregoing, all letters of credit shall be in strict compliance with the requirements of the Government National Mortgage Association (“Ginnie Mae”). 16. Escrows. The Borrower shall furnish to the Lender at or prior to FHA Endorsement all escrows and deposits as shall be required by FHA, the FHA Commitment and this Commitment. Disbursement of such escrows and deposits shall be in accordance with the FHA Requirements and the requirements of Lender. 17. Financing Fees and Costs to be Paid By Borrower. (a) No later than the FHA Endorsement, the Borrower shall pay to the Lender the sum of Twenty-three Thousand Dollars ($23,000.00), which is approximately 0.31% of the Insured Loan Amount, which is comprised of a financing fee of approximately 0.13% and a placement fee of approximately 0.18% of the Insured Loan. In the event the Insured Loan Amount is adjusted, such fees shall be adjusted accordingly. (b) At FHA Endorsement, the Borrower shall pay to the Lender any amounts to be paid as a discount pursuant to the Confirmation. (c) As and when due, the Borrower and any Responsible Party shall promptly pay the Extension Fee(s) identified on Exhibit B for each approved monthly extension of the Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 6 Required FHA Endorsement Date, and each shall be jointly and severally liable for the payment of all Extension Fee(s) and any liability for damages for which Lender may be held responsible by its investor(s) once the Borrower has accepted the terms of the Quote (pursuant to the provisions of Paragraph 8) should Borrower fail to close the Insured Loan by the Required FHA Endorsement Date. (d) The Borrower shall pay all expenses in connection with the making of the Insured Loan and the disbursement of funds from any escrow established at FHA Endorsement promptly as they become due. Such expenses shall include, but not be limited to, all Lender’s legal fees, costs and expenses, including costs and expenses of Lender’s counsel, title insurance premiums, title continuation charges, other title company fees and expenses, recording and filing fees and charges, recordation, transfer and other similar taxes, survey costs, FHA fees and mortgage insurance premiums, all fees and other amounts payable to the Lender pursuant to the Loan Documents and all other fees and expenses incurred by the Borrower or Lender in conjunction with the Insured Loan. Notwithstanding the foregoing provisions of Paragraph 17(d), Lender shall be responsible for and shall pay its own legal fees to prepare the Note, Mortgage and other Loan Documents to be prepared by Lender’s counsel and for Lender’s counsel to attend Closing, if required; provided, however, if FHA Endorsement does not occur Borrower shall be responsible for and shall promptly pay such legal fees. 18. Late Charge. In the event any installment, or part of any installment, due under the Note becomes delinquent for more than fifteen (15) days, there shall be due at the option of the holder of the Note, in addition to other sums then due thereunder, a late charge equal to two percent (2%) of the amount of principal and interest so delinquent, unless under the law of the state where the Project is located the late charge is considered to be additional interest and when added to the rate of interest specified in the Note would exceed the maximum rate of interest permitted. 19. Insurance. Prior to FHA Endorsement, the Borrower shall provide to the Lender evidence that the Project is insured pursuant to a fully paid multi-peril policy, including, but not limited to, fire, extended coverage and vandalism, malicious mischief insurance, commercial liability insurance, all in form, substance and amount acceptable to Lender, along with flood insurance, boiler/explosion insurance (if applicable), and/or any other insurance now or hereafter required by Lender in amount(s) specified by Lender. Use of a blanket policy for multiple projects shall be subject to Lender’s prior review and written approval. Borrower will provide the type and the amount of coverage(s) for the Project reasonably specified by Lender at all times without reduction or diminution throughout the Insured Loan Term. Specifically, and without limiting the foregoing, the Borrower shall satisfy the following requirements and provide the following insurance coverages: (a) Conditions of Coverage. The mortgagee, loss payee or additional insured clause, as applicable, must identify Greystone Funding Corporation, 419 Belle Air Lane, Warrenton, Virginia 20186, as the mortgagee, loss payee or additional insured, as applicable. An Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 7 original or executed certified true copy of each policy is to be provided to Lender prior to Closing. If a policy is not yet available, then pending issuance, an ACORD 28 (preferable) or an ACORD 27 is acceptable as evidence of property/hazard insurance, while an ACORD 25-S is acceptable as evidence of liability insurance. A binder in the form of an ACORD 75-S is acceptable as evidence for an interim period, provided the term does not exceed sixty (60) days. The Borrower is to be the named insured on all policies, and Lender is to be named (i) as mortgagee and loss payee on all property/hazard, boiler explosion, flood and other similar casualty policies and (ii) as an additional insured on liability policies. All policies must be endorsed to provide thirty (30) days prior notice of cancellation and/or non-renewal to Lender. No portion of the annual insurance premium of any policy may be financed. (b) Property/Hazard Insurance. The Borrower shall furnish the Lender evidence of property/hazard insurance in the form of blanket fire and extended coverage insurance policy or policies, in amounts of not less than 80% of the Project’s replacement value of all improvements, mortgagor-owned contents, and any other buildings and revenues pledged to secure the Insured Loan. The policy or policies must be written on a replacement cost basis, with an agreed amount clause/endorsement and/or no coinsurance clause. If Borrower’s insurance company will not write a policy without a coinsurance clause, the coinsurance clause must be written at 100%. The insurance shall be obtained from an insurance company with a “B+” rate or higher from A.M. Best Company. (c) Liability Coverage. The Borrower shall furnish the Lender evidence of liability coverage in a minimum amount of $500,000.00. The insurance shall be obtained from an insurance company with a “B+” rate or higher from A.M. Best Company. (d) Boiler Explosion Insurance. If steam boilers are operated in conjunction with the Project, boiler explosion insurance is required in the form of a boiler and machinery policy broad form, including repair and replacement, but excluding bodily injury, in the minimum amount of $100,000 per accident per location. The insurance shall be obtained from an insurance company with a “B+” rate or higher from A.M. Best Company. (e) Flood Insurance. For Projects located within special flood hazard areas in which insurance is available for the Project under the National Flood Insurance Act, flood insurance is required in the amount equal to the lesser of the outstanding principal balance of the Insured Loan or the maximum amount of insurance available for the Project. The insurance shall be obtained from an insurance company with a “B+” rate or higher from A.M. Best Company. 20. Financial Information. Until the Insured Loan is repaid in full, the Borrower will provide the Lender with a copy of an annual audit from an independent CPA which shall be delivered at the time that such annual audit is required to be delivered to FHA pursuant to the Regulatory Agreement. The Lender may provide such annual audit to parties with a financial interest in the Insured Loan. Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 8 21. Inspections. The Lender shall be permitted to inspect the Project as it deems necessary in its sole discretion. The Lender may at any time provide inspection information to parties with a financial interest in the Insured Loan. The Borrower agrees to cooperate and assist the Lender in performing such inspections and, to the extent permitted pursuant to the FHA Requirements, the Borrower shall reimburse the Lender its reasonable costs and expenses for any inspections, including, but not limited to, those relating to required building improvements or repairs, or in connection with the restoration or repair of any damage resulting from any insurance loss or condemnation. 22. Use of FHA Debentures. The Borrower acknowledges that the Act gives the Lender, as an FHA-approved mortgagee, the option to pay annual mortgage insurance premiums in cash or FHA debentures. The Borrower shall make no claim to any benefit the Lender may be entitled to receive by utilizing FHA debentures in payment of such annual mortgage insurance premiums in accordance with the Lender's privilege under the mortgage insurance contract with FHA. 23. Use of Funds. Borrower agrees that, subject to the Lender’s obligation to hold and apply funds in accordance with FHA Requirements, once it makes payment to the Lender or its agent (or the Lender receives payment on behalf of the Borrower) for interest, principal, escrows, deposits, late charges, prepayment penalties or otherwise in connection with the Insured Loan or any documents executed in connection therewith, that the Borrower thereafter has no right, title or interest whatsoever (either directly or indirectly) to receive any benefits which may accrue to the Lender or any other party as a result of Lender’s having received, exchanged, or otherwise sold such funds, securities or other valuables in connection with the Insured Loan. 24. Additional Conditions. In addition to any other conditions set forth herein and in the FHA Commitment, the Lender's obligation to make the Insured Loan is contingent upon all of the following conditions being satisfied in form and substance to the satisfaction of the Lender in its sole discretion: (a) The FHA Commitment must be in form and substance satisfactory to the Lender and in full force and effect, and FHA Endorsement of the Insured Loan in accordance with the terms of the FHA Commitment and this Commitment must have occurred within the time period provided in this Commitment. (b) The Lender and FHA shall approve the Borrower, all principals of the Borrower, the Responsible Party and the Approvable Entities. Substitute and/or additional principals of the Borrower must also receive such Lender and FHA approval. (c) All fees due to Lender shall have been paid. Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 9 25. Assignment and Waiver. This Commitment, when executed by the parties hereto, contains the complete and entire terms, conditions and understandings of the parties hereto of the Lender's agreement to provide the Insured Loan as indicated, and no changes will be recognized as valid unless they are reduced to writing and similarly executed by the parties. No specific waiver of any of the terms hereof shall be considered as a general waiver, and any such waiver shall be in writing. This Commitment may not be assigned by Borrower without the written consent of the Lender. The Lender may assign this Commitment to an assignee, which is financially capable of performing the Lender's obligations hereunder in accordance with the express terms hereof. 26. Interpretation. (a) In this Commitment, unless the context otherwise requires, any certificate, letter or opinion required to be given pursuant to this Commitment shall mean a signed document attesting to or acknowledging the circumstances, representations, opinions of law or other matters therein stated or set forth. (b) Nothing in this Commitment expressed or implied is intended or shall be construed to confer upon, or give to, any person, other than the Lender and the Borrower, any right, remedy or claim under or by reason of this Commitment or any covenants, promises and agreements herein contained. (c) If any one or more of the covenants or agreements provided herein on the part of the Borrower to be performed should be contrary to law, then such covenant or covenants or agreement or agreements shall be deemed separable from the remaining covenants and agreements hereof and shall in no way affect the validity of the other provisions of this Commitment. (d) In the event of any inconsistencies between the terms and conditions of this Commitment and the terms and conditions of the FHA Commitment or of the Loan Documents, the terms and conditions of the FHA Commitment or the Loan Documents shall supersede the terms and conditions of this Commitment. Notwithstanding anything in this Commitment to the contrary, any requirements necessary to conform to the terms of the FHA Commitment, though not specifically mentioned herein, shall be deemed a requirement hereunder. This Commitment is expressly subject and subordinate to all FHA Requirements. Any provision of or changes in the Act or the FHA Requirements which affect any term or provision of the Insured Loan or this Commitment shall be deemed to modify this Commitment. (e) The Borrower agrees to comply with all applicable FHA Requirements in connection with the Project and the Insured Loan. Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 10 27. Books and Records. The Borrower shall maintain its books and records in compliance with the FHA Requirements. 28. Secondary/Additional Financing. Without the prior express written approval of FHA and the Lender, no secondary financing (or other debt) with respect to the Project shall be permitted, as long as the Insured Loan remains outstanding. 29. Brokerage Indemnity. The Borrower represents that no broker brought about the issuance of this Commitment or the making of the Insured Loan pursuant hereto and the Borrower agrees to and does hereby indemnify the Lender and hold it harmless from and against any and all claims, demands and liability for brokerage commissions, assignment fees, finder's fees or other compensation arising from the issuance of this Commitment or the making of the Insured Loan which may be asserted against the Lender by any person or entity. 30. Survival. All of the terms and provisions set forth in this Commitment shall survive FHA Endorsement and shall continue in full force and effect until the Lender shall have received payment in full of the Insured Loan, and all interest and all fees due and payable from the Borrower as set forth in this Commitment, and all other sums provided for in the Loan Documents. 31. Representations and Warranties. In order to induce the Lender to issue this Commitment and make the Insured Loan in accordance with the terms and conditions hereof, the Borrower hereby represents and warrants as follows: (a) the Borrower is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and that Borrower is currently (or by FHA Endorsement will be) qualified to do business in the jurisdiction in which the Project is located if not the same as the jurisdiction of its organization; (b) the Borrower has full authority to execute and deliver this Commitment, the Loan Documents and all other documents required pursuant hereto and to perform all of the obligations set forth hereunder and thereunder; (c) this Commitment evidences the Borrower's valid, binding and enforceable agreement; and (d) neither the execution of this Commitment nor the consummation of the transactions described herein is a violation of the Borrower's organizational documents or of any contract, law, judgment, order, rule or regulation by which it is bound. 32. Credit Subsidy. The Borrower hereby acknowledges that Lender’s ability to proceed to FHA Endorsement is wholly contingent upon HUD’s ability to allocate sufficient credit subsidy, if required, for the Insured Loan. Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 11 33. Applicable Law. By accepting this Commitment, the Borrower (and each Responsible Party executing this Commitment to evidence its consent and agreement to the terms of this Commitment) agrees that it was negotiated and made in the Commonwealth of Virginia, that any action hereunder shall only be brought in the federal or local courts in the Commonwealth of Virginia, and that the rights and obligations of the parties with respect to this Commitment (including each Responsible Party) shall be determined in accordance with the laws of the Commonwealth of Virginia including any applicable federal law, without giving effect to any conflict of laws provisions. 34. Advertising. Execution and delivery of this Commitment by the Borrower shall serve as the Borrower’s consent and authorization to the release and use by Lender, and its affiliates, in conjunction with the preparation and distribution of advertising, promotional and other business materials by Lender, of (i) the identity and location of the Borrower, (ii) the name and location of the project(s) financed, (iii) a description of the transaction(s) and the service(s) provided by Lender and (iv) other related information which may be pertinent to the transaction(s) and/or the service(s) provided to Borrower by Lender (collectively the “Transaction Information”); provided, however, the Transaction Information released to third parties and/or utilized by Lender shall not include any proprietary and other confidential information of the Borrower clearly identified or marked as such by the Borrower. In the event the Project is to be constructed or substantially renovated, Borrower agrees to provide a sign (at its expense) indicating the financing for the Project has been provided by Lender, which sign shall be prominently located adjacent and visible to the major road bordering the Project, and in form, substance, size and location approved by the Lender. Any consent and authorization provided to Lender herein shall inure to the benefit of Lender, its affiliates and their respective successors and assigns. 35. General Conditions; Effectiveness of Commitment. The Borrower shall cooperate with the Lender in supplying any and all information to the Lender promptly upon its request. This Commitment will become effective upon the Lender’s receipt of the Borrower’s acceptance of this Commitment with the signature(s) of the Responsible Party and the Good Faith Deposit. 36. No Material Adverse Changes; Lender's Right to Terminate. The Lender may terminate this Commitment at its sole discretion, upon a good faith determination that after the date hereof and prior to FHA Endorsement: (a) previously undisclosed adverse information concerning the Borrower, its principals, any Responsible Party and/or the Project is disclosed to or discovered by the Lender; (b) there has been a material adverse change in (i) the financial condition of the Borrower, its principals and/or any Responsible Party; (ii) the rental market bearing on the Project; or (iii) other matters the Lender considers or considered relevant in underwriting the Insured Loan; or (c) there comes into effect any amendment, modification or change in FHA Requirements, which, in the Lender’s opinion, materially and adversely effects the Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7, 2013 Page 12 Insured Loan transaction, or creates for the Lender additional costs or expenses of the transaction which the Borrower is unwilling to pay or reimburse, or creates for the Lender any additional obligation or liability which the Borrower is unwilling or unable to undertake, whereupon Borrower shall be liable to Lender in accordance with the provisions of Paragraph 37. In addition, Lender, at its option, may at any time terminate this Commitment in its sole discretion if the parties fail to agree upon the terms outlined in the Quote, and Lender shall refund the Good Faith Deposit to the Borrower less the amount of Lender’s actual legal fees and expenses incurred. The Lender shall have no liability to the Borrower for any termination under this paragraph. 37. Acceptance of Commitment. To evidence Borrower’s acceptance of this Commitment, please execute below and return by fax to Lender by 5:00 p.m. EST, February 14, 2013, with the original signed copy returned by overnight delivery by February 15, 2013. Borrower agrees to wire transfer or cause to be wired transferred to Lender in accordance with the wiring instructions as set forth on Exhibit C attached hereto and made a part hereof, the deposit of 0.50% of the Insured Loan Amount (the “Good Faith Deposit”) in the amount of Thirty-seven Thousand Two Hundred Nineteen Dollars ($37,219.00), no later than 5:00 p.m. EST on February 14, 2013. Subject to the remainder of this paragraph, such Good Faith Deposit shall be returned to the Borrower: (a) less the amount of Lender’s actual legal fees and expenses incurred, if the Lender does not issue a Quote acceptable to Borrower; or (b) at FHA Endorsement. However, such Good Faith Deposit shall be forfeited if for any reason FHA Endorsement does not occur on or before the Required FHA Endorsement Date stated in the Confirmation, as such date may be validly extended pursuant to the terms set forth herein. Forfeiture of the Good Faith Deposit shall not constitute liquidated damages, and in addition thereto, Borrower and the Responsible Party shall be fully liable, jointly and severally, for damages, including, but not limited to, (i) origination, financing, and other fees due and payable by Borrower hereunder (which Borrower and the Responsible Party acknowledge are deemed fully earned by Lender as of the date hereof), (ii) all losses, costs, expenses, and reasonable attorney fees incurred by Lender in anticipation of, and preparation for, the Closing of the Insured Loan notwithstanding anything in this Commitment to the contrary, and (iii) all losses, costs, expenses, and reasonable attorney fees incurred by Lender resulting from Lender’s inability to meet its contractual obligation(s) to its investor(s) made by Lender in reliance on Borrower’s agreement establishing the Locked Terms. [Signature Pages to Follow] Converse Ranch, LLC Re: Converse Ranch FHA #: 115-35664 February 7,2013 Page 13 Please execute this Commitment and return it, as indicated in Paragraph 37 herein. Very truly yours, GREYS TONE FUNDING CORPORATION . i By: I( I' 1/\ ., \ Lisa Anderson Vice President ACCEPT ANCE: The undersigned hereby accepts the foregoing Commitment and agrees (i) to perform or cause to be performed all of the obligations on the part of the Borrower contained therein, (ii) to be bound by all of the terms, provisions and conditions thereof and (iii) to cause the FHA Endorsement of the Insured Loan to be consummated. BORROWER: [Signature(s) of Responsible Party on Next Page] Converse Ranch, LLC Re: Converse Ranch FHA #: I 15-35664 February 7,2013 Page 14 The undersigned hereby consents to the release of personal credit information as may be required by Lender. If such credit information is satisfactory to Lender, the undersigned, jointly and severally, as the Responsible Party referred to in the foregoing Commitment, hereby agree(s) to be responsible for, and hereby agrees to be jointly and severally liable to Lender, following Borrower's telephonic acceptance of the Lender's Quote, for the payment of all FHA Initial Endorsement Extension Fees and/or FHA Final Endorsement Extension Fee(s) incurred by Borrower and any damages for which the Responsible Party has agreed to be responsible, and to indemnify Lender with respect to the foregoing, all as more particularly outlined in the Commitment, the terms of which are hereby incorporated by reference herein. Social Security Number: Social Security Number: By: Name: Date: _ 20-8836427 (Tax lD) CONFIRMATION Insured Loan Terms This Confirmation is issued pursuant to Paragraph 8 of the commitment dated February 7, 2013 from Greystone Funding Corporation ("Lender") to Converse Ranch, LLC, a Texas limited liability company ("Borrower"), for the project known as "Converse Ranch", located in Converse, Bexar County, Texas (the "Commitment"). Unless otherwise defined, all terms used herein shall have the meanings set forth in the Commitment. Based on Borrower's acceptance of Lender's telephonic Quote, the Locked Terms for the Insured Loan are: 1. Type of Project: 124 Unit Apartment Complex 2. 480 Months Amortization Term: from the Commencement (see Item 10 below). 3. Name of Project: Converse Ranch 4. Location of Project: Converse, Bexar County, Texas 5. FHA Project #: 115-35664 6. Insured Loan Amount: $7,443,700.00 7. Variance of Insured Loan Amount: +/- five percent (5%), subject amendment of the FHA Commitment 8. Discount: Not Applicable 9. FHA Note Rate: 2.98% 10. Commencement of Amortization: to of an The first day of the second calendar month following FHA Endorsement. 11. Prepayment Restriction Period: One (1) year from the Commencement Amortization. 12. Pre-Payment Commencing on the first (1 st) day after the expiration of the Prepayment Restriction Period, the Insured Loan may be prepaid in full upon payment of a prepayment penalty equal to nine percent (9%) of the amount of such prepayment, which prepayment penalty shall decrease by one percent (1 %) for each Penalty: of succeeding full twelve (12) month period of the Insured Loan Term. 13. Required FHA Endorsement Date: 14. Maximum Number of Monthly FHA Endorsement Extensions: 15. Extension Fee (FHA Endorsement): April 30, 2013 Two (2); each subject to the prior approval of Lender and FHA (if required), in consideration of Lender's receipt of an Extension Fee prior to commencement. 0.375% of the Insured Loan Amount for each monthly extension period or portion thereof. All monthly extension period(s) are subject to the prior approval of Lender and FHA (if required). (Non-refundable) In the event FHA Endorsement shall not have occurred by the Required FHA Endorsement Date, the Required FHA Endorsement Date may be extended by the Lender for monthly period(s), subject to FHA approval (if required), upon the receipt of an Extension Fee on or before the business day prior to the first day of each monthly extension. The Lender shall have no obligation to proceed to FHA Endorsement after the Required FHA Endorsement Date unless such Extension Fee(s) for each monthly extension shall have been paid. Borrower and Responsible Party shall be liable to Lender in regard to the Insured Loan as more particularly set forth in the Commitment. [Signature Pages to Follow] GREYSTONE FUNDING CORPORATION By: Date: Lisa Anderson Vice President February 15,2013 The undersigned hereby acknowledge receipt of this Confirmation. BORROWER: CONVERSE RANCH, LLC, a Texas limited liability company ~ By: __ H_o_US_in_g+-:.~HtJiloL- Il~e: L~o~u~~~~~~~ U'tItle: _ __ _-'-P.:..;:re:.::.si:.::.de=;r-=-=='------\-+-t\-\--J- Date: RESPONSIBLE PARTY: Housing . Ranch LLC, Authori its sole member : Lourdes ~ Converse Social Security Number: _20-8836427 Tax 10 Ca a . By: Name: ------------Date: Social Security Number: _ SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTIONS 5337 AND 13SEN-04-01, AUTHORIZING THE REFINANCING OF CROWN MEADOWS TOWNHOMES IN THE APPROXIMATE AMOUNT OF $11,250,200, THE EXECUTION OF AN APPLICATION LETTER WITH RED MORTGAGE CAPITAL, LLC, THE EXECUTION AND SUBMISSION TO HUD OF ALL DOCUMENTS NECESSARY TO SECURE FHA MORTGAGE INSURANCE OF THE REFINANCING LOAN, THE EXECUTION OF A COMMITMENT TO INSURE THE REFINANCING LOAN, AND THE NEGOTIATION AND EXECUTION OF ALL FINAL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH. Lourde!lt C,~tro Ramirez Preside~nd CEO fiIAj Chief Financial Officer REQUESTED ACTION: Consideration and approval regarding Resolutions 5337 and 13SEN-04-01, authorizing the refinancing of Crown Meadows Townhomes in the approximate amount of $11,250,200, the execution of an application letter with RED Mortgage Capital, LLC, the execution and submission to HUD of all documents necessary to secure FHA Mortgage Insurance of the refinancing loan, the execution of a commitment to insure the refinancing loan, and the negotiation and execution of all final documents necessary for the refinancing; and other matters in connection therewith. PURPOSE: The purpose of the refinance is to reduce current interest rates on obligations, increase cash flow, and gain access to reserves that are currently restricted under the loan agreements for the Crown Meadow's Townhomes, (the property), owned by the Sendero I Public Facility Corporation. These resolutions authorize SAHA staff to negotiate and execute all documents required to refinance the existing indebtedness without further action by the Board. FINANCIAL IMPACT: The new loan will have a 22-year term and amortization period, and will produce approximately $361,000 in additional annual cash flow. The effective interest rate on the new loan is estimated at 3.35%, over 4% below the current effective bond interest rate of 7.42%. The refinance will also release approximately $500,000 of restricted bond reserves. SUMMARY: In February 2013, SAHA staff presented to the Board an analysis of the property's operating performance. The results of the review determined that although the property had improved its operations, the structure of, and amount of funds required for, the property's debt service was depleting much of its excess cash flow. As a result of the findings, it was determined that the property would need to refinance its existing debt in order to maximize its cash flow. Over the past month, SAHA has solicited and received proposals to refinance the existing bonds for the property. Attached is a schedule, which compares the proposals received from Greystone Funding Corporation, and RED Mortgage Capital. A third proposal was solicited, but wa~ not competitive based on the projected terms. The proposals were evaluated based on interest rate, Agenda Item No. 13 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 total loan cost, and financing term. As a supplement to the above criteria, a discounted cash flow analysis was conducted to determine which proposal would add the most value to the agency. The results are presented in the chart below: Effective Interest Rate Mortgagor REDCapital Greystone * * Total Loan Cost Financing Term Net Present Value of Cash Flows 3.35% $ 15,681,864 264 Months $ 2,091,941 3.35% $ 15,706,080 264 Months $ 2,077,393 * Effective interest rate includes .60% Mortgage Insurance Premium {MIP} Based on a review of the proposals, it is recommended that SAHA select the offer from RED Mortgage Capital, which provides the best overall refinancing option. ATTACHMENTS: Resolution 13SEN-04-01 Resolution 5337 Application Letter Sendero I PFC Loan Comparison Schedule Sendero I PFC - Proposed Sources & Uses CERTIFICATE FOR RESOLUTION The undersigned officer of the Housing Authority of the City of San Antonio, Texas, a Texas housing authority created pursuant to the laws of the State of Texas (“SAHA”), hereby certifies as follows: 1. In accordance with Chapter 551, Texas Government Code, as amended (the “Open Meetings Act”), and the bylaws of SAHA, the Board of Commissioners of SAHA (the “Board”) held a meeting on April 4, 2013, (the “Meeting”) of the duly constituted officers and members of the Board, at which a duly constituted quorum was present. Whereupon among other business transacted at the Meeting, a written RESOLUTION 5337 AUTHORIZING THE REFINANCING OF CROWN MEADOWS TOWNHOMES IN THE APPROXIMATE AMOUNT OF $11,250,200, THE EXECUTION OF AN APPLICATION LETTER WITH RED MORTGAGE CAPITAL, LLC, THE EXECUTION AND SUBMISSION TO HUD OF ALL DOCUMENTS NECESSARY TO SECURE FHA MORTGAGE INSURANCE OF THE REFINANCING LOAN, THE EXECUTION OF A COMMITMENT TO INSURE THE REFINANCING LOAN, AND THE NEGOTIATION AND EXECUTION OF ALL FINAL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH (the “Resolution”) was duly introduced for the consideration of the Board and discussed. It was then duly moved and seconded that the Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by a majority vote of the Board. 2. A true, full, and correct copy of the Resolution adopted at the Meeting is attached to and follows this Certificate; the Resolution has been duly recorded in the Board’s minutes of the Meeting; each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the Meeting; and the Meeting was held and conducted in accordance with the Open Meetings Act and the Bylaws of SAHA. SIGNED April 4, 2013. Lourdes Castro Ramirez President and CEO RESOLUTION 5337 RESOLUTION 5337 AUTHORIZING THE REFINANCING OF CROWN MEADOWS TOWNHOMES IN THE APPROXIMATE AMOUNT OF $11,250,200, THE EXECUTION OF AN APPLICATION LETTER WITH RED MORTGAGE CAPITAL, LLC, THE EXECUTION AND SUBMISSION TO HUD OF ALL DOCUMENTS NECESSARY TO SECURE FHA MORTGAGE INSURANCE OF THE REFINANCING LOAN, THE EXECUTION OF A COMMITMENT TO INSURE THE REFINANCING LOAN, AND THE NEGOTIATION AND EXECUTION OF ALL FINAL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Housing Authority of the City of San Antonio, Texas (“SAHA”) created Sendero I Public Facility Corporation (“Sendero I”) as a nonprofit public facility corporation to acquire and finance the purchase of a property known as Crown Meadows Townhomes (the “Project”), a 192-unit multifamily housing facility located in San Antonio, Bexar County, Texas; and WHEREAS, Sendero I issued its Sendero I Public Facility Corporation Multifamily Housing Revenue Bonds (Crown Meadows Townhomes Project) Series 2003A in the original aggregate principal amount of $12,000,000, and its Sendero I Public Facility Corporation Multifamily Housing Revenue Bonds (Crown Meadows Townhomes Project) Subordinate Series 2003B in the original aggregate principal amount of $1,025,000 (Series A and Series B are, collectively, the “Bonds”); and WHEREAS, SAHA staff has determined that the existing mortgage loan evidenced by the Bonds could be refinanced with a significant reduction in the interest rate, and requests that the Board of Commissioners of SAHA (the “Board”) approve a refinancing with Red Mortgage Capital, LLC (“Red Capital”), including HUD/FHA mortgage insurance; and WHEREAS, SAHA staff recommends the Board approve the refinancing of the Project with Red Capital in the approximate amount of $11,250,200, and the negotiation and execution of all documents deemed necessary by staff to secure and close on such refinancing; and WHEREAS, the Board has determined that it is in the public interest and to the benefit of the citizens and residents of San Antonio to authorize Sendero I to enter into the transaction described above so that the existing indebtedness can be refinanced at a lower interest rate; and WHEREAS, the Board has reviewed the foregoing and determined that the action authorized herein is in furtherance of the public purposes of SAHA and Sendero I; NOW, BE IT THEREFORE RESOLVED BY THE BOARD OF COMMISSIONERS OF THE HOUSING AUTHORITY OF THE CITY OF SAN ANTONIO, TEXAS, THAT: Section 1. The proposed refinancing of the Project is hereby authorized and approved, and the President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of SAHA and/or Sendero I, as appropriate, are hereby authorized to: negotiate and execute any and all documentation required for the refinancing of the Project, including but not limited to an Application Letter with Red Capital, documents necessary to apply for and secure HUD/FHA mortgage insurance for the refinancing loan, a commitment for HUD/FHA mortgage insurance, any promissory notes, deeds of trust, regulatory agreements, assignments of rents and leases, security agreements, agreements relating to reserves, financing statements, letters of credit, amendments to the organizational documents of Sendero I or creation of new single-member limited liability companies, and other documents (the “Documents”) required to close on the refinancing. The President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of SAHA and/or Sendero I, as appropriate, are authorized to negotiate and approve such changes in, or additions to, the terms of any of the Documents, including amendments, renewals, assignments, and extensions, as such officers shall deem necessary or appropriate upon the advice of counsel to SAHA and/or Sendero I, and approval of the terms of any of the Documents by such officers and this Board, and the officers and Board of Directors of Sendero I, shall be conclusively evidenced by the execution and delivery of such Documents. Section 2. The officers of this Board and Sendero I, or any of them, are authorized to take any and all action necessary to carry out and consummate the transactions described in or contemplated by the documents approved hereby or otherwise to give effect to the actions authorized hereby and the intent hereof. Section 3. If any section, paragraph, clause, or provisions of this Resolution shall be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 4. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the Board. Section 5. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 6. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. This Resolution shall be in force and effect from and after its passage. * * * CERTIFICATE FOR RESOLUTION The undersigned officer of the Sendero I Public Facility Corporation, a Texas nonprofit public facility corporation created pursuant to the laws of the State of Texas (“Sendero I”), hereby certifies as follows: 1. In accordance with Chapter 551, Texas Government Code, as amended (the “Open Meetings Act”), and the bylaws of Sendero I, the Board of Directors of Sendero I (the “Board”) held a meeting on April 4, 2013, (the “Meeting”) of the duly constituted officers and members of the Board, at which a duly constituted quorum was present. Whereupon among other business transacted at the Meeting, a written RESOLUTION 13SEN-04-01 AUTHORIZING THE REFINANCING OF CROWN MEADOWS TOWNHOMES IN THE APPROXIMATE AMOUNT OF $11,250,200, THE EXECUTION OF AN APPLICATION LETTER WITH RED MORTGAGE CAPITAL, LLC, THE EXECUTION AND SUBMISSION TO HUD OF ALL DOCUMENTS NECESSARY TO SECURE FHA MORTGAGE INSURANCE OF THE REFINANCING LOAN, THE EXECUTION OF A COMMITMENT TO INSURE THE REFINANCING LOAN, AND THE NEGOTIATION AND EXECUTION OF ALL FINAL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH (the “Resolution”) was duly introduced for the consideration of the Board and discussed. It was then duly moved and seconded that the Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by a majority vote of the Board. 2. A true, full, and correct copy of the Resolution adopted at the Meeting is attached to and follows this Certificate; the Resolution has been duly recorded in the Board’s minutes of the Meeting; each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the Meeting; and the Meeting was held and conducted in accordance with the Open Meetings Act and the Bylaws of Sendero I. SIGNED April 4, 2013. Lourdes Castro Ramirez Secretary/Treasurer RESOLUTION 13SEN-04-01 RESOLUTION 13SEN-04-01, AUTHORIZING THE REFINANCING OF CROWN MEADOWS TOWNHOMES IN THE APPROXIMATE AMOUNT OF $11,250,200, THE EXECUTION OF AN APPLICATION LETTER WITH RED MORTGAGE CAPITAL, LLC, THE EXECUTION AND SUBMISSION TO HUD OF ALL DOCUMENTS NECESSARY TO SECURE FHA MORTGAGE INSURANCE OF THE REFINANCING LOAN, THE EXECUTION OF A COMMITMENT TO INSURE THE REFINANCING LOAN, AND THE NEGOTIATION AND EXECUTION OF ALL FINAL DOCUMENTS NECESSARY FOR THE REFINANCING; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Housing Authority of the City of San Antonio, Texas (“SAHA”) created Sendero I Public Facility Corporation (“Sendero I”) as a nonprofit public facility corporation to acquire and finance the purchase of a property known as Crown Meadows Townhomes (the “Project”), a 192-unit multifamily housing facility located in San Antonio, Bexar County, Texas; and WHEREAS, Sendero I issued its Sendero I Public Facility Corporation Multifamily Housing Revenue Bonds (Crown Meadows Townhomes Project) Series 2003A in the original aggregate principal amount of $12,000,000, and its Sendero I Public Facility Corporation Multifamily Housing Revenue Bonds (Crown Meadows Townhomes Project) Subordinate Series 2003B in the original aggregate principal amount of $1,025,000 (Series A and Series B are, collectively, the “Bonds”); and WHEREAS, SAHA staff has determined that the existing mortgage loan evidenced by the Bonds could be refinanced with a significant reduction in the interest rate, and requests that the Board of Directors of Sendero I (the “Board”) approve a refinancing with Red Mortgage Capital, LLC (“Red Capital”), including HUD/FHA mortgage insurance; and WHEREAS, SAHA staff recommends the Board approve the refinancing of the Project with Red Capital in the approximate amount of $11,250,200, and the negotiation and execution of all documents deemed necessary by staff to secure and close on such refinancing; and WHEREAS, the Board has determined that it is in the public interest and to the benefit of the citizens and residents of San Antonio to authorize Sendero I to enter into the transaction described above so that the existing indebtedness can be refinanced at a lower interest rate; and WHEREAS, the Board has reviewed the foregoing and determined that the action authorized herein is in furtherance of the public purposes of Sendero I; NOW, BE IT THEREFORE RESOLVED BY THE BOARD OF DIRECTORS OF THE SENDERO I PUBLIC FACILITY CORPORATION, THAT: Section 1. The proposed refinancing of the Project is hereby authorized and approved, and the President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of Sendero I, are hereby authorized to: negotiate and execute any and all documentation required for the refinancing of the Project, including but not limited to an Application Letter with Red Capital, documents necessary to apply for and secure HUD/FHA mortgage insurance for the refinancing loan, a commitment for HUD/FHA mortgage insurance, any promissory notes, deeds of trust, regulatory agreements, assignments of rents and leases, security agreements, agreements relating to reserves, financing statements, letters of credit, amendments to the organizational documents of Sendero I or creation of new singlemember limited liability companies, and other documents (the “Documents”) required to close on the refinancing. The President, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of Sendero I, are authorized to negotiate and approve such changes in, or additions to, the terms of any of the Documents, including amendments, renewals, assignments, and extensions, as such officers shall deem necessary or appropriate upon the advice of counsel to Sendero I, and approval of the terms of any of the Documents by such officers and this Board, shall be conclusively evidenced by the execution and delivery of such Documents. Section 2. The officers of this Board, or any of them, are authorized to take any and all action necessary to carry out and consummate the transactions described in or contemplated by the documents approved hereby or otherwise to give effect to the actions authorized hereby and the intent hereof. Section 3. If any section, paragraph, clause, or provisions of this Resolution shall be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 4. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the Board. Section 5. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 6. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. This Resolution shall be in force and effect from and after its passage. * * * APPLICATION LETTER March 26, 2013 Mr. Arthur Mikeska San Antonio Housing Authority 818 S. Flores Street San Antonio, TX 78204 Re: FHA Section: 223(f) Project: Legacy at Crown Meadows Location: San Antonio, TX Number of Units: 192 Estimated Loan Amount: $11,250,000 Loan Term: Approximately 22 years Loan Amortization: Approximately 22 years Estimated Mortgage Rate: 2.75% Dear Mr. Mikeska: Red Mortgage Capital, LLC (“RMC”) is pleased to accept your application for a loan to be insured by the U.S. Department of Housing and Urban Development (“HUD” or “FHA”), in the manner, to the extent and on the terms as are set forth below in this Application Letter. It is hereby agreed that RMC, as mortgagee, shall have the exclusive right to process an application to FHA (the “FHA Application”) for a Firm Commitment (the “FHA Commitment”) to insure a first mortgage loan (the “Loan”) to be secured by the referenced project (the “Project”). As compensation for its services, you agree to pay RMC a fee (the “Origination Fee”) in an amount equal to 0.75% of the Loan that FHA endorses for insurance. The Origination Fee shall be fully earned upon the issuance of an FHA Commitment on terms substantially equivalent to those you requested in the FHA Application or on terms otherwise accepted by you (in either instance, an “Acceptable FHA Commitment”). A draft of the Lender’s Commitment and the General Conditions are attached to this Application Letter and are incorporated herein by reference. It is understood that this Origination Fee is earned solely for services rendered in obtaining an Acceptable FHA Commitment. The Origination Fee shall be due and payable on the first to occur of (a) the date FHA endorses the loan for insurance (the "Closing Date") or (b) the sixtieth (60th) day subsequent to the date of an Acceptable FHA Commitment. In addition to the Origination Fee, RMC will require an application fee (the “RMC Application Fee”) equal to $22,000 payable upon your acceptance of this Application Letter. The RMC Application Fee includes a $5,000 non-refundable processing retainer which will be applied against the Origination Fee and/or RMC’s actual costs (as defined below), when due. The transaction has the following estimated processing costs: $8,000 $5,000 $4,000 $5,000 $22,000 Appraisal Physical Needs Assessment (Engineering Reports) Environmental Site Assessment RMC Processing Retainer Total Actual amounts payable to third party providers in excess of the above estimated amounts, if any, shall be paid by the Borrower. Unexpended funds (other than the RMC Processing Retainer, which shall be earned upon our receipt of this Application Letter) will be returned or credited to you at the time of loan closing. You shall also be responsible for paying (or reimbursing RMC for) the following costs and expenses: (i) All application fees to FHA prior to RMC submitting the FHA Application to HUD; (ii) The cost of third party reports not listed above, if applicable, prior to ordering of these reports by RMC; FHA-Standard 2.28.11 Legacy at Crown Meadows March 26, 2013 Page 2 of 3 (iii) Other out-of pocket costs and expenses, such as credit reports, inspection costs, and the like (the “Actual Costs”), estimated by RMC not to exceed $7,500; and (iv) Costs and expenses associated with closing the Loan, e.g., title insurance premiums, survey costs, attorney fees, etc., all of which will be estimated and/or quantified subsequent to the issuance of an Acceptable FHA Commitment. You will be called upon to provide certain information and documentation in support of the FHA Application. You are responsible for all costs and expenses incurred in obtaining and providing that information and documentation. If for any reason (a) FHA fails to issue an Acceptable FHA Commitment or (b) you terminate this Application Letter or otherwise instruct us to withdraw your FHA Application; you nonetheless shall (i) pay or reimburse RMC for Actual Costs; (ii) abandon the pursuit of FHA mortgage insurance for the project and (iii) forfeit the RMC Processing Retainer identified above. If, upon issuance of an Acceptable FHA Commitment, you fail or refuse to close the Loan, for any reason, you nonetheless shall pay (i) the Origination Fee to RMC and (ii) Actual Costs. The foregoing amounts shall be immediately due and payable upon your receipt of an itemized billing from RMC, time being of the essence. While we cannot guarantee the results of our efforts, nor that FHA will actually issue an Acceptable FHA Commitment, based upon the information you have provided to us, current market data, the criteria generally applied by FHA, and our experience in financings of this nature, we believe it reasonable to expect that FHA will issue an Acceptable FHA Commitment. It is understood and agreed that the undertaking RMC has agreed to in this Application Letter and your payment of the fees described herein, does not obligate RMC or any of its affiliates to make a loan to you or to assure the issuance of an Acceptable FHA Commitment. RMC’s sole obligation hereunder is to provide the services that we have described. You understand that the mortgage rate at which your FHA Application is processed may or may not be the applicable mortgage rate at the time of funding. If FHA issues an Acceptable FHA Commitment, it is agreed that RMC shall have the exclusive right to fund and service the Loan. Prior to funding the Loan, RMC shall provide you with “Pricing Terms” (mortgage interest rate, prepayment provisions, etc.) for your consideration. If and when those Pricing Terms are formally accepted by you and RMC, RMC will issue a Confirmation Letter describing and confirming the Pricing Terms. Unless required by law or legislative process, neither this Application Letter, any of the information contained herein, any financial or other advice rendered by RMC pursuant hereto, nor any of the terms hereof may be disclosed by you or your representatives to any competitor or potential competitor of RMC, to any client or potential client of RMC, or to any other party (except to representatives of HUD) in any manner without the prior written approval of RMC. Nothing in this Application Letter creates or is intended to create a joint venture or any agency or fiduciary relationship, duty or obligation between the parties. Borrower hereby agrees and acknowledges that the commitments and services of RMC are being provided as an independent contractor at arm’s length. This agreement shall be binding upon the heirs, successors and assigns of the parties and upon the successors to and assigns of the FHA Commitment and the real property site to which it pertains. The parties have made and executed this agreement in exchange for the mutual commitments made herein. By executing this Application Letter, you represent that the mortgagor has the power and authority to enter into this Application Letter and the Loan. The mortgagor is under no obligation to any other mortgagee or other prospective lender with respect to the transactions contemplated by this Application Letter. If you sell the Project or any interest therein, it is agreed that any rights RMC has hereunder will be honored and assumed by the acquiring party. FHA-Standard 2.28.11 Legacy at Crown Meadows March 26, 2013 Page 3 of 3 Borrower hereby gives permission to RMC to issue press releases and advertising relating to the Loan and RMC’s participation in the transaction. Such media and marketing materials may include, among other things, information about the location of the Property, the number of units, the amenities associated with the Property, and the Loan terms (including economic terms such as the interest rate and amortization terms). If this agreement is acceptable to you, please so indicate below and return one (1) originally executed copy of this agreement to us on or before Tuesday, April 30, 2013, along with your check in the amount of $22,000 for the RMC Application Fee made payable to Red Mortgage Capital, LLC. These funds will be applied against the Origination Fee and/or RMC’s “Actual Costs”, which will be due to RMC as described earlier in this agreement. We look forward to working with you in this endeavor. Sincerely, Red Mortgage Capital, LLC By: Bradley C. Cain, Director AGREED AND ACCEPTED BY: Borrower Entity: ____________________ By:_______________________________ Name:____________________________ Title: _____________________________ Date: ____________________________ FHA-Standard 2.28.11 DRAFT LENDER’S COMMITMENT LETTER Date Name Address City, State Zip Dear : We are in receipt of a Firm Commitment for mortgage insurance (the “FHA Commitment”) from the Department of Housing and Urban Development (“FHA”), a copy of which is attached hereto as Exhibit 1. This letter (the “Commitment Letter” or “Lender’s Commitment”) constitutes the commitment of Red Mortgage Capital, LLC, a Delaware limited liability company (the “Lender”) to make the below described loan (the “Loan”) to the below described Borrower (the “Borrower”), which FHA has committed to insure, pursuant to the FHA Commitment, on the terms and conditions set forth herein and in the Exhibits that are identified below, attached hereto and are incorporated herein as an integral part of this Commitment Letter. A. The following specific information is incorporated herein: Borrower Name: ___________________ Borrower Address: ___________________ Project Name: ___________________ Project Address: ___________________ FHA Project No. ___________________ Estimated Loan Amount: $ _________________ Processed Interest Rate: ____% Section of the National Housing Act under which the Loan is to be insured Section _______ Loan Term: _____________ Origination Fee: _________ % of Loan Amount Good Faith Deposit: 0.50 % of Loan Amount B. The following describes the procedures pursuant to which the final loan amount and final interest rate will be determined: Revised 9.16.10 Name of Borrower Date Page 2 of 4 (1) FHA processed the Loan and issued the FHA Commitment on the basis of the Processed Interest Rate. The Processed Interest Rate is an assumed rate that may or may not be the final interest rate (the “Final Interest Rate”) upon which the Loan will be made by the Lender and insured by FHA. To the extent that the Final Interest Rate is higher or lower than the Processed Interest Rate, the Loan amount may have to be adjusted to reflect the debt service requirements of the Final Interest Rate. Once the Final Interest Rate is established, it is likely that the Lender will have to obtain an amendment to the FHA Commitment, which amendment will reflect, among other things, the Final Interest Rate, a revised Loan amount and revised Loan payment terms. Although FHA will consider the effect of such Final Interest Rate upon debt service requirements, Lender is solely responsible for the determination of such Final Interest Rate. The Lender shall not be obligated to make the Loan until this amendment to the FHA Commitment has been issued. (2) The Borrower understands that changing conditions in the financial market will impact upon the Final Interest Rate and the “Pricing Terms” of the Loan. Upon direction from the Borrower and the prior receipt by the Lender of the “Good Faith Deposit” described below, the Lender shall offer Pricing Terms to the Borrower in the form of a “Rate Lock Letter”. These Pricing Terms shall include but not be limited to an interest rate, discount points, prepayment penalties and restrictions and extension fees. Upon receipt of the Rate Lock Letter, the Borrower may accept or reject the Pricing Terms described in the Rate Lock Letter. If the Borrower elects to accept those Pricing Terms, the Borrower shall evidence that acceptance by executing and returning a duplicate copy of the Rate Lock Letter to the Lender, which acceptance shall be binding and irrevocable and constitute the Borrower’s agreement to a mandatory closing obligation, in the event that the Lender is able to confirm the Pricing Terms. Upon the receipt by the Lender of this fully executed and accepted Rate Lock Letter, the Lender shall use its best efforts to confirm those Pricing Terms, i.e., notwithstanding its acceptance of the Rate Lock Letter, the Borrower understands and agrees that the Pricing Terms are not final, nor binding on the Lender, until such time as the Lender issues to the Borrower its “Confirmation Letter”, which Confirmation Letter, and only this Confirmation Letter, shall constitute the final and binding agreement between the Borrower and the Lender as to the Pricing Terms that will apply to the Loan. (3) It is a condition precedent to the Lender’s obligation to offer Pricing Terms, i.e., issue its Rate Lock Letter to the Borrower, that the Borrower first remit to the Lender, in immediately available funds, the “Good Faith Deposit” in an amount stated in Section A above. In the event that either (a) Pricing Terms are not accepted by the Borrower, i.e., the Borrower never accepts the Rate Lock Letter or (b) the Lender is unable to confirm the Pricing Terms evidenced by the issuance of its Confirmation Letter, then the Good Faith Deposit shall be returned to the Borrower. If the Rate Lock Letter is accepted by the Borrower and a Confirmation Letter is issued by the Lender, then the Good Faith Deposit will be (i) forfeited in the event the Loan is not funded or (ii) Revised 9.16.10 Name of Borrower Date Page 3 of 4 returned to the Borrower in the event the Loan is funded on the basis of the Pricing Terms described in the Confirmation Letter and upon RMC's receipt of the GNMA mortgage backed securities ("MBS") obtained for the Loan (usually within 30 days of the Closing). C. The Borrower agrees to the following deposits, fees and expenses: (1). The Borrower shall pay to the Lender, in immediately available funds: (a) The Good Faith Deposit; (b) The Origination Fee; (c) Any extension or other fees and deposits required pursuant to the terms of the Confirmation Letter; (d) An amount sufficient to reimburse the Lender for the costs and expenses incurred in issuing the GNMA mortgage backed securities, if applicable (estimated at $_____); (e) The amount of the Lender’s legal fees (estimated at $______); and (f) The Lender's out-of-pocket costs and expenses, such as credit reports, inspection costs, courier and copying charges, and the like (estimated not to exceed $7,500). (2). In addition to the deposits, fees and expenses itemized above, the Borrower shall also pay all costs and expenses for such normal closing items as title insurance premiums and charges, recordation and filing fees, FHA fees, deposits and mortgage insurance premiums, Borrower legal fees, survey costs and the like. The following Exhibits are attached hereto, incorporated herein and made a part hereof: 1. Exhibit 1: FHA Commitment 2. Exhibit 2: General Conditions to Lender’s Commitment 3. Exhibit 3: Special Conditions to Lender’s Commitment 4. Exhibit 4: Form of Rate Lock Letter Revised 9.16.10 Name of Borrower Date Page 4 of 4 If this Lender’s Commitment is acceptable to you, please execute a duplicate copy of this Commitment Letter in the space provided below, initial the first page of each Exhibit attached hereto and return this Commitment Letter to the undersigned, along with a Good Faith Deposit in the amount of $______. This Lender’s Commitment shall expire and be of no further force and effect if it is not executed and returned to the Lender along with the Good Faith Deposit by 3:00 p.m. on _______________. The Borrower acknowledges that this Commitment Letter is a commitment from a Lender to make a loan to a Borrower and describes the terms under which a debtorcreditor relationship will be established in this transaction. Nothing in this Commitment Letter, creates or is intended to create a joint venture or any agency or fiduciary relationship, duty or obligation between the parties. Borrower hereby agrees and acknowledges that the commitments and services of RMC are being provided as an independent contractor at arm’s length. We appreciate the opportunity to participate with you in this financing and look forward to a successful closing of the transaction as described by this Lender’s Commitment. Very truly yours, Red Mortgage Capital, LLC By: __________________________________ Name, Title ACCEPTANCE: The undersigned hereby accepts the foregoing Lender’s Commitment and agrees to (i) perform all of the Borrower obligations contained therein; (ii) be bound by all of the terms, provision and conditions thereof; and (iii) cause the transactions that are described therein to be consummated at the earliest possible date. [Borrower Name] By: __________________________________ Name: __________________________________ Date: __________________________________ Revised 9.16.10 EXHIBIT 2 GENERAL CONDITIONS TO LENDER’S COMMITMENT FOR FHA INSURED FINANCINGS These General Conditions are incorporated in and form an integral part of the Lender’s Commitment to which they are attached. These General Conditions constitute conditions precedent to the Lender’s obligations to make the Loan described in the Lender’s Commitment (the “Lender’s Commitment”). 1. FHA Commitment. The FHA Commitment and all amendments thereto, that have been issued as of the date of the Lender’s Commitment, are attached to the Lender’s Commitment as Exhibit 1. All obligations imposed on the Borrower and all conditions precedent to FHA’s obligation to insure the Loan pursuant to the FHA Commitment are incorporated herein and made a part hereof. Any and all Amendments to the FHA Commitment (issued or to be issued) shall be incorporated into and made a part of this Commitment. 2. HUD Mortgage Insurance. The Loan described in the Lender’s Commitment shall be evidenced by a Mortgage or Deed of Trust Note (the “Note”) on a form prescribed by the Secretary of Housing and Urban Development (“FHA” or “HUD”). It is a condition precedent to the Lender’s obligation to make the Loan evidenced by the Note that the Note first be endorsed for mortgage insurance by HUD (the “Endorsement”). 3. HUD Requirements. The Borrower and the Project shall be and remain in full compliance with all HUD requirements both at the time of Endorsement and for the full term of the Loan. These HUD requirements include but are not limited to requirements set out in the (a) National Housing Act, as amended from time to time (the “Act”); (b) the applicable HUD Regulations that implement the Act; (c) the FHA Commitment; and (d) rules, instructions and administrative requirements imposed on the Project and the Borrower by HUD. 4. Borrower. The Borrower shall be a duly authorized, single purpose, single asset entity organized and in good standing both in its organizational jurisdiction (the “Organizational Jurisdiction”) and the jurisdiction in which the Project is located (the “Property Jurisdiction”). 5. Loan Amount. The Loan amount set out in both the Lender’s Commitment and the FHA Commitment is subject to adjustment at the time the final interest rate is established, pursuant to the “Rate Lock” procedures described in the Lender’s Commitment. 6. Term. The term of the Loan shall be the term described in the FHA Commitment. 7. Amortization. The Loan shall commence amortization at the time set forth in the FHA Commitment, which Loan shall fully amortize over the term of the Loan. 8. Interest Rate. The interest rate on the Loan will be finally determined pursuant to the Rate Lock procedure described in the Lender’s Commitment. Interest shall be calculated Revised 2.9.12 on the daily outstanding principal balance of the Loan and shall be paid monthly, in arrears, commencing on the first day following the date of Endorsement. 9. Prepayment Restrictions and Rights; Late Payment Penalties. The Note shall be subject to such prepayment restrictions as shall be contained in the Confirmation Letter and prepayment rights as shall be required by HUD. All Note payments are due on the first (1st) day of the month. A late payment penalty, in the amount of two percent (2%) of the delinquent payment, becomes due on all payments received after the [tenth (10th)(Multifamily) / fifteenth (15th) (LEAN)] day of the month. 10. Collateral for Loan. The Loan shall be collateralized and secured by a first mortgage lien on the land, improvements and fixtures that constitute the Project, as well as by a first lien security interest in all Borrower and Project personal property, inclusive of funds, and accounts receivable. 11. Prohibition on Secondary Financing. The Borrower shall not have any indebtedness other than the Loan. Accordingly, all secured or unsecured Borrower or Project borrowings are strictly prohibited. 12. GNMA Funding. The Lender reserves the right, at its election, to securitize and fund the Loan by the issuance of GNMA mortgage backed securities. 13. Loan Documents. The Loan will be documented and evidenced by such loan documents as shall be required by FHA or the Lender and shall include, but not be limited to the Note, a Mortgage or Deed of Trust, a Regulatory Agreement between the Borrower and FHA, a Security Agreement, UCC Financing Statements, possible Escrow Agreements of various kinds, a Lender’s Title Insurance Policy with certain required Endorsements, ALTA survey, property and liability insurance policies, a flood insurance policy (if applicable), evidence of utility availability and zoning compliance, along with a HUD promulgated form of Borrower’s attorney’s opinion. A final list of required Loan Documents and exact title and survey requirements will be provided to the Borrower by the Lender’s counsel. All Loan Documents must be acceptable to HUD, the Lender and their respective legal counsel. 14. Letters of Credit. In the event that one or more letters of credit are required by FHA and/or the Lender, as will be set forth in the FHA Commitment and/or the Lender’s Commitment, such Letters of Credit must be unconditional, irrevocable and issued on the exact form promulgated by GNMA for use in transactions of this nature. The issuer of the Letter of Credit is subject to the credit approval of the Lender. 15. Insurance. The Borrower shall provide the Lender with: A. Property and Liability Insurance. An “all perils” hazard insurance policy which meets all Lender and FHA requirements. All policies must also contain endorsements providing that (i) the policy cannot be cancelled without thirty (30) days’ prior written notice to Revised 2.9.12 the Lender and (ii) insuring compliance with all co-insurance requirements. Any zoning nonconformance uses must be insured by a “law and ordinance” endorsement insuring against demolition and increased cost of construction risks. B. Rent Loss. Rent loss or business interruption insurance covering not less than twelve (12) months of total Project income. C. Lender and FHA. Flood Insurance. As applicable, in form and content satisfactory to the D. Professional Liability Insurance. As applicable for health care facilities, in form and content satisfactory to the Lender and FHA. Blanket policies covering more than one property or operator shall be subject to review and approval by the Lender, which approval may be granted or withheld in the sole determination of the Lender. 16. Closing and Endorsement. A. Upon satisfaction of each and every condition precedent contained in the FHA Commitment and the Lender’s Commitment, the Lender shall schedule a “Closing” with FHA to be held at the FHA Area Office on a mutually agreeable date (the “Closing Date”). The Closing Date shall be not later than (a) the fifth (5th) business day prior to the expiration of the FHA Commitment, as that date may be extended by FHA; (b) the date the Lender determines to be the date that Closing must be effected in order to meet the loan delivery date or otherwise satisfy the time constraints described in the Confirmation Letter (the earliest of such date being the “Closing Deadline”). Depending on the terms of the Confirmation Letter, it may be possible to extend the Closing Deadline by payment of a monthly extension fee, the amount and other terms of which will be set forth in the Confirmation Letter. B. In the event that the Closing does not occur by the Closing Deadline (as that Closing Deadline may be extended pursuant to subparagraph A above), the Borrower shall have breached its mandatory closing obligation and, accordingly, shall forfeit all moneys previously paid to the Lender, including, but not limited to, the Good Faith Deposit (which forfeiture shall NOT constitute Liquidated Damages) and the Borrower shall be liable to the Lender for such other and additional damages as the Lender shall have suffered or incurred as a result of this breach by the Borrower of its mandatory closing obligation. C. Lender shall be represented by the Law Firm of ____________________, which firm shall conduct the Closing, prepare and review the Loan Documents and represent the Lender in all matters relating to the Loan. You will be contacted directly by the attorney handling this transaction. D. The following are additional and specific conditions precedent to Closing: 1. The FHA Commitment must be in full force and effect; Revised 2.9.12 2. The Borrower and all of its principals must be in full compliance with all FHA requirements; 3. The Confirmation Letter must have been issued and be in full force and effect; and 4. All amounts then due the Lender hereunder must have been paid. 17. Financial Information. The Borrower shall provide the Lender, during the entire term of the Loan, with annual audited financial statements of the Project, prepared by an independent CPA in accordance with FHA requirements, which statements must be submitted in a timely manner at the time set forth in the Loan Documents, time being of the essence. Upon request, the Borrower shall also provide the Lender with copies of interim financial statements, operating reports, rent rolls and other financial information routinely prepared by or for the benefit of the Borrower in the ordinary course of its business. The Borrower shall maintain its books and records, all of which shall be subject to Lender inspection upon reasonable notice, in full compliance with FHA requirements. 18. Project Inspections. The Lender shall cause site inspections of the Project to be performed in accordance with FHA regulations and requirements. The results of these inspections may be provided to FHA and to other parties with a financial interest in the Loan. The Borrower shall cooperate and assist the Lender in these inspections. The Lender shall also perform inspections related to reconstruction and restoration following condemnation or a casualty. The Borrower shall reimburse the Lender for its reasonable corporate and third-party expenses related to these latter inspections. 19. FHA Debentures. The Borrower agrees that the Lender has the option of paying FHA mortgage insurance premiums with FHA Debentures the Lender may own or acquire and the Borrower shall assert no claim to any benefit the Lender may achieve by the use of such Debentures. 20. Borrower Representations and Warranties. warrants to the Lender that: The Borrower represents and A. The Borrower is duly organized, existing and in good standing in both the Organizational Jurisdiction and the Property Jurisdiction. B. The Borrower has full authority to execute and deliver the Lender’s Commitment and to perform all of the obligations contained therein and in the FHA Commitment. C. The Lender’s Commitment evidences the Borrower’s valid, binding and enforceable agreement. Revised 2.9.12 D. Neither the execution of the Lender’s Commitment, nor the consummation of the transactions described herein and in the FHA Commitment violate the Borrower’s organizational documents and authorizations or any other contract, agreement, covenant judgment, order, law, rule or regulation by which it may be bound. 21. Brokerage Indemnification. Unless otherwise stated in the Commitment Letter to which these General Conditions are attached, the Borrower and Lender represent to each other that neither have engaged nor have any financial liability for the services of a broker or third party who was instrumental in the issuance of the Lender’s Commitment or the FHA Commitment and each holds the other harmless from and against any claims, demands and liabilities for any brokerage or similar fees which arise under an asserted contractual arrangement with the party against whom this indemnification is sought. 22. Use of Funds. Borrower agrees that, subject to the Lender’s obligation to hold and apply funds in accordance with FHA requirements and the Loan Documents, once it makes payment to the Lender or its agent (or the Lender receives payment on behalf of the Borrower) for interest, principal, escrows, deposits, late fees, prepayment penalties or otherwise in connection with the Loan, the Borrower thereafter has no right, title or interest whatsoever (either directly or indirectly) to receive any benefits which may accrue to the Lender or any other party as a result of its having received, exchanged, or otherwise sold such funds, securities or other valuables in connection with the Insured Loan. 23. Additional Services. The Lender’s scope of services are strictly limited to those set forth in the Lender’s Commitment and the compensation the Lender receives hereunder is solely to compensate the Lender for this limited scope of services. Any additional services the Lender is called upon to provide, e.g., processing a mortgage loan increase, participation in the resolution of post-Closing problems with HUD or other parties to the transaction, shall be the subject of a separate retainer agreement and separate and additional compensation. 24. Assignment and Waiver. This Lender’s Commitment when executed by the parties hereto, and the Confirmation Letter, when issued by the Lender, contains the complete and entire terms, conditions and understandings of the parties hereto of the Lender's agreement to provide the Loan as indicated, and no changes will be recognized as valid unless they are reduced to writing and similarly executed. No specific waiver of any of the terms hereof shall be considered as a general waiver. This Commitment may not assigned by the Borrower without the written consent of the Lender. The Lender may assign this Commitment to an assignee that is financially capable of performing the Lender's obligations hereunder in accordance with the express terms hereof. 25. Interpretation. A. In this Commitment, unless the context otherwise requires, any certificate, letter or opinion required to be given pursuant to this Commitment shall mean a signed document attesting to or acknowledging the circumstances, representations, opinions of law or other matters therein stated or set forth. Revised 2.9.12 B. Nothing in this Commitment expressed or implied is intended or shall be construed to confer upon, or give to, any person, other than the Lender and the Borrower any right, remedy or claim under or by any reason of this Commitment or any covenants. Promises and agreements herein contained by and on behalf of the Lender shall be for the sole and exclusive benefit of the Borrower. C. If any one or more of the covenants or agreements provided herein on the part of the Borrower to be performed should be contrary to law, then such covenant or covenants or agreement or agreements shall be deemed separable from the remaining covenants and agreements hereof and shall in no way affect the validity of the other provisions of this Commitment. D. The Borrower agrees to comply with all applicable FHA Requirements in connection with the Project. 26. Applicable Law. By its acceptance of the Lender’s Commitment, the Borrower agrees that (a) it shall be deemed to be a contract entered into pursuant to the laws of the State of New York; (b) any action brought hereunder shall only be brought in the federal or local courts located within Dallas County, Texas; and (c) the rights and obligations of the parties shall be determined in accordance with applicable federal law and, to the extent that State law applies, the law of the State of New York pursuant to Section 5-1401 of the New York General Obligations Law without regard to principles of conflicts of laws. 27. Prior Agreement. This Lender’s Commitment supersedes any previous or contemporaneous, written or oral, agreement or understanding between the Borrower and the Lender relative to the transactions that are the subject of the Lender’s Commitment and the FHA Commitment. 28. Severability. If any one or more of the provisions of the Lender’s Commitment shall be contrary to law or otherwise unenforceable, such provision(s) shall be deemed severed herefrom and shall not affect the validity and enforceability of the balance of the Lender’s Commitment. 29. No Material Adverse Change; Lender’s Right to Terminate. The Lender may terminate the Lender’s Commitment at any time, in its sole discretion, without liability or obligation to the Borrower of any kind, upon a good faith determination by the Lender that, subsequent to the date of the Lender’s Commitment, (i) it obtains information that makes previous information given to it by or on behalf of the Borrower, its principals or the Project materially inaccurate or misleading; (ii) there has been a material adverse change in the financial condition of the Borrower or its principals; (iii) there has been a material adverse change in real estate market conditions affecting the Project or in the estimated value of the Project; (iv) the Lender obtains information that would have a material and adverse affect on the amount of the Loan or the conditions under which the FHA Commitment was underwritten or issued; and/or (v) there have been changes or modifications in the FHA, GNMA or other statutory, regulatory or administrative requirements which result in additional Lender costs and expenses or materially Revised 2.9.12 and adversely affects the Lender’s ability or willingness to make the Loan under the terms of the Lender’s Commitment and/or the FHA Commitment. 30. Right of Set-Off. The Lender shall have the right to set-off any amounts that may be due and owing to the Lender by the Borrower (and any Guarantor(s)) hereunder against (i) interest earned on deposits or investments made by the Lender on behalf of the Borrower; (ii) any deposit held by the Lender in connection with a requirement of FHA, but only after either (x) said deposit is no longer required under the FHA closing document to which it pertains or (y) said deposit has been approved by FHA for return to the Borrower or other party providing the same; and (iii) any refund or reimbursement of any other monies to which the Borrower or any Guarantor may be entitled. 31. Inconsistencies. In the event of any inconsistencies between the terms and conditions of this Lender’s Commitment (inclusive of all Exhibits) and the terms and conditions of the FHA Commitment or of the Loan Documents, the terms and conditions of the FHA Commitment or the Loan Documents shall supersede the terms and conditions of this Commitment. Notwithstanding anything in this Commitment to the contrary, any requirements necessary to conform to the terms of the FHA Commitment or to secure the issuance of the Certificates, though not specifically mentioned herein, shall be deemed a requirement hereunder. 32. Survival. All of the terms and provisions set forth in this Commitment shall survive Final Endorsement and shall continue in full force and effect until the Lender shall have received payment in full of the Loan, and all interest thereon, all fees due and payable from the Borrower as set forth in this Commitment, and all other sums provided for in the Loan Documents. 33. Borrower’s Obligation to Close. The Lender is extending this Commitment to the Borrower in reliance upon the Borrower’s representation that the Borrower will effectuate the Closing of the Loan. Should the Borrower fail to effectuate the Closing of the Loan, or close a mortgage loan for the Project with any other lender, then the Borrower and the Guarantor(s) shall be fully liable for all actual damages sustained by the Lender and the Investor in the event of such failure. Revised 2.9.12 Legacy at Crown Meadows 223(f) Loan Comparison Schedule Greystone Red Capital Sources Loan amount Other Sources/Bond Funds $ 11,215,641 11,215,641 $ 11,198,795 11,198,795 Uses Outstanding Debt Prepayment penalty $ 10,285,000 205,700 $ 10,285,000 205,700 Interest Deposits to Reserves Estimate of Repair Cost Estimate of Repair Escrow Finance Fee 159,440 192,000 38,400 7,680 84,117 159,440 192,000 38,400 7,680 83,991 Legal (Lender/Borrower) HUD Inspection Fee HUD Exam Fee Initial MIP Title Policy/Recording/Survey 3rd Party Cost 25,000 1,500 33,647 112,156 55,500 15,500 35,000 1,500 33,596 111,988 27,500 17,000 $ 11,215,641 Cash Back / (Cash to Close) 11,198,795 - Interest Rate - 2.75% Monthly P&I Term Current -US Bank Current Rate (Series A) Weighted Current Rate (Series B) Credit Enhancement Fee Monthly P&I (Average) Remaining Term $ 2.75% 60,491 60,397 264 264 5.05% 8.00% 0.89% $ Monthly Savings Avg Annual Cash Flow Savings Total Payments - New Total payment -Old 5.05% 8.00% 0.89% 90,515 174 $ 90,515 174 30,024 360,290 30,118 361,418 15,706,080 15,749,646 15,681,864 15,749,646 Total Savings $ 43,566 $ 67,782 Net Present Value of Cash Flows $ 2,077,393 $ 2,091,941 Total Savings Optimal *based on NPV analysis $ $ 67,782 2,091,941 Loan Comparison Schedule FHA Section 223(f) Mortgage Insurance Program 5-Mar-13 PRELIMINARY LOAN ANALYSIS EXECUTIVE SUMMARY This analysis is very preliminary in nature and is based on information supplied by the Borrower. The rates and costs are estimates based on current market conditions and are subject to change without notice. While we believe the analysis below to be reasonable and accurate, no assurances can be given that the FHA insurance commitment will be issued based on the following information or that actual costs will not differ from below. Legacy at Crown Meadows Property Location Number of Units Year Built Transaction Type Project Type San Antonio, TX 192 2004 Refinance Market Rate LOAN STRUCTURE Term Amortization (yrs) Mortgage Rate MIP Amortization Debt Service Factor Annual Debt Service Monthly Payment DSCR X LTV Borrower Borrower Contact Telephone Mobile Arthur Mikeska 210.477.6104 - UNDERWRITING PARAMETERS Gross Rental Income Ancillary Income (Parking, Laundry, if any) Gross Potential Income Occupancy Effective Gross Income (excl. commercial) Net Commercial Income (max 90% occupancy) Total Effective Gross Income Estimated Annual Operating Expenses Annual Deposit to Replacement Reserve Estimated Annual Expenses 5,307 52.86% Estimated Underwritten Net Income 22 22 2.750% 0.600% 3.313% 6.663% 749,636 62,470 1.21 81.8% Estimated Appraised Net Income Capitalization Rate Value MAXIMUM MORTGAGE COMPUTATION 83.3% of Value 1.200 minimum Debt Service Coverage Greater of 100.0% of Transaction Costs 80.0% of Value Maximum Statutory Limits Borrower's Loan Request MAXIMUM MORTGAGE 1,881,595 191,283 2,072,878 93.0% 1,927,777 0 1,927,777 942,191 76,800 1,018,991 908,786 927,986 6.75% 13,750,000 11,453,700 11,360,900 11,250,200 11,000,000 11,250,200 18,912,700 N/A 11,250,200 SOURCES & USES OF FUNDS Estimated Sources RMC Loan Amount Other Sources - replacement reserve Total Sources 11,250,200 58,595 per unit. Estimate 95,291 Estimate (as of January 2013) 11,345,491 Estimated Uses Existing Debt Balance Prepayment Penalty (if applicable) Initial Deposit to Reserve Fund Estimate of Repair Cost Estimate of Repair Escrow (20%) FHA Inspection Fee Financing Fee GNMA Issuance Costs/Lender Legal Borrower Legal & Organizational Title & Recording FHA Application Fee First Year MIP Required Third Party Reports Survey Total Uses 10,594,872 208,591 192,000 38,400 7,680 1,500 84,377 20,000 15,000 20,000 33,751 112,502 17,000 7,500 11,353,172 Net Proceeds to Borrower Cash to Close Per Owner (as of June 2013) Per Owner (as of June 2013) $1,000 per unit. Estimate $200 per unit. Estimate See comments below $30 per unit 0.75% Estimated Estimated $3 per 1,000 1% Estimated (Appraisal, PCNA, Phase I) Estimated N/A 7,681 COMMENTS 1. HUD will require an escrow of 120% of the estimated repair cost of which one sixth (20%) may be in the form of a letter of credit. 2. A good faith deposit of 0.5% of the loan amount is required to be posted with the lender prior to rate lock once FHA issues it's commitment and all other closing requirements such as title, survey, etc., can be met. 3. Transaction costs do not include amounts that may need to be escrowed for taxes and insurance. 4. Rental income based on 02.05.2013 rent roll. Ancillary income assumed to be consistent with FYE 06.30.2012, adjusted for vacancy. 5. Vacancy assumed to be 7.00%. 6. Expenses assumed to be consistent with FYE 06.30.2012 and 4.00% management fee; however, assumed real estate taxes of $1,000 per unit, subject to due diligence. 7. Annual replacement reserve assumed to be $400 per unit with an initial deposit of $1,000 per unit. Critical and non-critical repairs assumed to be $200 per unit. Final underwritten amounts to be based upon a third party Project Capital Needs Assessment. 8. Assumed a capitalization rate of 6.75% for estimation of value and $300 per unit replacement reserve. Final underwritten value and NOI will be based on a third party appraisal. 9. Net Proceeds to Borrower/Cash to Close does not reflect any trustee held balances that may be available, subject to due diligence. 10. Assumed 22 year term/amortization; however, a 20 year term/amortization would result in approximately $600,000 cash to close, subject to due diligence. SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5341, AUTHORIZING THE PRESIDENT AND CEO TO SIGN THE HUD 1044 FORMS, ACCEPTING THE CHOICE NEIGHBORHOOD IMPLEMENTATION GRANT AGREEME.NT. ~A .cfl ~rmick, Development and Neighborhood Revitalization Officer REQUESTED ACTION: Consideration and approval regarding Resolution 5341, authorizing the President and CEO to sign HUD 1044 forms, accepting the Choice Neighborhoods Implementation Grant Agreement. PURPOSE: To execute the Choice Neighborhoods Implementation Grant Agreement with the U.S. Department of Housing and Urban Development. FINANCIAL IMPACT: The Choice Neighborhoods Implementation grant for the revitalization of Wheatley Courts and the neighboring area totals $29,750,000.00. SUMMARY: The U.S. Department of Housing and Urban Development (HUD) has issued the formal FY2012 Choice Neighborhoods Implementation Grant Agreement in the amount of $29,750,000.00. The grant agreement memorializes the agreements made between SAHA and HUD, and establishes the official award date as December 13, 2012 and an expenditure deadline date as September 30, 2019. HUD requests the agreement include: . Board Resolutions 5246 and 5341, authorizing the Lead Grantee's Executive Director/Executive Officer to sign all three HUD-1044s (Assistance Award/Amendment). . The Executive Director/Executive Officer of the Lead Grantee signs and dates each of the three HUD-1044 forms, which then serve as the coversheet of the Grant Agreement. . The Executive Director/Executive Officer for the Lead Grantee must sign the signature page in the Grant Agreement document. . Return to HUD of the signed Grant Agreement, including the 1044s, a copy of the Board Resolution and a copy of the Lead Grantee's code(s) of conduct by no later than Friday, April 12, 2013. In February 2012, the Board approved Resolution 5246, approving the selection of McCormack Baron Salazar, Inc. (MBS) as developer of Wheatley Courts and authorizing: the negotiation of a development agreement; the submission of applications for financing; the creation of any necessary legal entities; the drafting of contracts for conveyance of the land; the retention of legal counsel, and other matters in connection therewith. Approval of Resolution 5341 gives the President and CEO specific approval to sign the Choice grant agreement with HUD. Agenda Item No. 14 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 Once the grant agreement, copy of the Board Resolutions, and copy of the code(s) of conduct are received by HUD, the Assistant Secretary for Public and Indian Housing will sign and date the final signature block on the signature page of the Grant Agreement, which will be the effective date of the Grant Agreement. The original will be kept by HUD and an executed copy will be returned to SAHA to keep in our records and administer accordingly. Once the grant agreement is executed, SAHA may request HUD to approve the release of funds. Activitv Update On March 11-12, 2013, a coordinated Choice/Promise site visit of federal agencies occurred on the campus of St. Philips Community College. Present were staff from the U.S. Departments of Housing and Urban Development (HUD), Education (DOE), Justice (DOJ) and Health and Human Services (HHS). Also present were key partners and stakeholders. The agenda consisted of an overview of the Choice Neighborhood Transformation Plan, a tour of the Choice and Promise Neighborhood footprints, and presentations on the three core components of the Choice Transformation Plan: People, Housing and Neighborhood by Urban Strategies, McCormack Baron Salazar (MBS) and SAHA staff. Work continues to roll out according to the six-month timeline. Milestones involve coordination of case management services, submittal of the final Transformation Plan and Close-Out of the Planning Grant, Execution of agreements with MBS and Urban Strategies, and the development of MOUs with partner agencies. ATTACHMENTS: Resolution 5341 CERTIFICATE FOR RESOLUTION The undersigned officer of the Housing Authority of the City of San Antonio, Texas, a Texas housing authority created pursuant to the laws of the State of Texas (“SAHA”), hereby certifies as follows: 1. In accordance with Chapter 551, Texas Government Code, as amended (the “Open Meetings Act”), and the bylaws of SAHA, the Board of Commissioners of SAHA (the “Board”) held a meeting on April 4, 2013, (the “Meeting”) of the duly constituted officers and members of the Board, at which a duly constituted quorum was present. Whereupon among other business transacted at the Meeting, a written RESOLUTION 5341 AUTHORIZING THE ACCEPTANCE OF A HUD FY2012 CHOICE NEIGHBORHOODS IMPLEMENTATION GRANT IN THE AMOUNT OF $29,750.000; THE EXECUTION OF FORMS HUD1044; THE EXECUTION OF THE HUD FY2012 CHOICE NEIGHBORHOODS IMPLEMENTATION GRANT AGREEMENT; THE EXECUTION AND SUBMISSION TO HUD OF ANY OTHER DOCUMENTS NECESSARY TO ACCEPT SUCH GRANT; AND OTHER MATTERS IN CONNECTION THEREWITH (the “Resolution”) was duly introduced for the consideration of the Board and discussed. It was then duly moved and seconded that the Resolution be adopted; and, after due discussion, said motion, carrying with it the adoption of the Resolution, prevailed and carried by a majority vote of the Board. 2. A true, full, and correct copy of the Resolution adopted at the Meeting is attached to and follows this Certificate; the Resolution has been duly recorded in the Board’s minutes of the Meeting; each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place, and purpose of the Meeting; and the Meeting was held and conducted in accordance with the Open Meetings Act and the Bylaws of SAHA. SIGNED April 4, 2013. Lourdes Castro Ramirez President and CEO RESOLUTION 5341 RESOLUTION 5341 AUTHORIZING THE ACCEPTANCE OF A HUD FY2012 CHOICE NEIGHBORHOODS IMPLEMENTATION GRANT IN THE AMOUNT OF $29,750.000; THE EXECUTION OF FORMS HUD1044; THE EXECUTION OF THE HUD FY2012 CHOICE NEIGHBORHOODS IMPLEMENTATION GRANT AGREEMENT; THE EXECUTION AND SUBMISSION TO HUD OF ANY OTHER DOCUMENTS NECESSARY TO ACCEPT SUCH GRANT; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Housing Authority of the City of San Antonio, Texas (“SAHA”) submitted an application to the U.S. Department of Housing and Urban Development (“HUD”) for a FY2012 Choice Neighborhoods Implementation Grant (“Choice Neighborhoods Grant”) in order to execute a transformation plan for the east side of San Antonio in the area of Wheatley Courts; and WHEREAS, HUD has approved SAHA’s application and has submitted a FY2012 Choice Neighborhoods Implementation Grant Agreement (“Grant Agreement”) in the amount of $29,750,000 to SAHA for acceptance and execution; and WHEREAS, SAHA staff requests that the Board of Commissioners of SAHA (the “Board”) approve the acceptance and execution of the Grant Agreement and any other documents necessary to accept the Choice Neighborhoods Grant; and WHEREAS, the Board has reviewed the foregoing and determined that the action authorized herein is in furtherance of the public purposes of SAHA, and in the public interest and to the benefit of the citizens and residents of San Antonio; NOW, BE IT THEREFORE RESOLVED BY THE BOARD OF COMMISSIONERS OF THE HOUSING AUTHORITY OF THE CITY OF SAN ANTONIO, TEXAS, THAT: Section 1. Acceptance of the Choice Neighborhoods Grant is hereby authorized and approved, and the President and CEO, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, of SAHA, as appropriate, on behalf of SAHA, are hereby authorized to execute and submit to HUD the Grant Agreement and Forms HUD-1044, and other documents (the “Documents”) required to accept the Choice Neighborhoods Grant, including but not limited to all Post Application Submissions, as defined in the Grant Agreement. The President and CEO, any Vice President, the Secretary and/or Treasurer, or any Assistant Secretary and/or Treasurer, or any of them, are authorized to approve such changes in, or additions to, the terms of any of the Documents, including amendments, as such officers shall deem necessary or appropriate upon the advice of counsel to SAHA, and approval of the terms of any of the Documents by such officers and this Board shall be conclusively evidenced by the execution and delivery of such Documents. Section 2. The officers of this Board, or any of them, are authorized to take any and all action necessary to carry out and consummate the transactions described in or contemplated by the documents approved hereby or otherwise to give effect to the actions authorized hereby and the intent hereof. Section 3. If any section, paragraph, clause, or provisions of this Resolution shall be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 4. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the Board. Section 5. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 6. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. passage. This Resolution shall be in force and effect from and after its * * * SAN ANTONIO HOUSING AUTHORITY April 4, 2013 BOARD OF COMMISSIONERS RESOLUTION 5340, AUTHORIZING APPROVAL OF AN INTERIM AGREEMENT WITH MCCORMACK BARRON SALAZAR (MBS) FOR PREDEVELOPMENT AND RELATED WORK TO IMPLEMaJT THE WHEATLEY CHOICE NEIGHBORHOOPS TRANSFORMATION PLAN. - Lou~ Castro Ramirez President and CEO dCQ athy McCormick Development Services and Neighborhood Revitalization Officer REQUESTED ACTION: Consideration and appropriate action regarding Resolution 5340, authorizing approval of an interim agreement with McCormack Baron Salazar (MBS) for predevelopment and related work to implement the Wheatley Choice Neighborhoods Transformation Plan. PURPOSE: The interim agreement will allow SAHA and MBS to begin the planning and pre-development work needed to meet all required deadlines under the Choice agreement. SUMMARY: In February 2012, the Board approved Resolution 5246, approving the selection of McCormack Baron Salazar, Inc. (MBS) as developer of Wheatley Courts and authorizing: the negotiation of a development agreement; the submission of applications for financing; the creation of any necessary legal entities; the drafting of contracts for conveyance of the land; the retention of legal counsel, and other matters in connection therewith. MBS will lead the Housing portion of the Wheatley Transformation Plan, which is focused on the redevelopment of Wheatley Courts and adjacent properties into mixed-income, mixed-finance, multifamily rental housing. Activities related to the redevelopment of these properties need to be underway by June 2013. Staff has finalized the preliminary business terms for this transaction, which will be memorialized in a Master Development Agreement (MDA). This agreement is being prepared by Reno & Cavanaugh, which is representingSAHAin this transaction. . . Additionaldetailsof the interimagreementwill be presentedat the April 4, 2013 Boardof Commissioners meeting, and the final MDA agreement will be presented at the June 2013 meeting of the Operations and Human Resources Committee and to the Board at the July 2013 meeting. FINANCIAL IMPACT: The cost of the interim agreement is presently being finalized, and updated information with be provided at the April 4, 2013 Board of Commissioners meeting. Funds for this activity will be drawn from the Choice Neighborhoods Implementation Grant and will be credited against the respective service agreements and MDA that will be executed with MBS. ATTACHMENTS: Resolution 5340 Agenda Item No. 15 SAN ANTONIO HOUSING AUTHORITY April 4, 2013 Resolution 5340 RESOLUTION 5340, AUTHORIZING APPROVAL OF AN INTERIM AGREEMENT WITH MCCORMACK BARRON SALAZAR (MBS) FOR PREDEVELOPMENT AND RELATED WORK TO IMPLEMENT THE WHEATLEY CHOICE NEIGHBORHOODS TRANSFORMATION PLAN. WHEREAS, the San Antonio Housing Authority received funding for the CHOICE Transformation Plan; and, WHEREAS, McCormack Baron Salazar was selected as the development partner to lead the redevelopment of Wheatley Courts into mixed-finance, mixed-income residential properties as part of this plan; and, WHEREAS, predevelopment activities are required for a timely implementation of the plan; and, WHEREAS, SAHA intends to execute a Master Development Agreement with McCormack Barron Salazar to address all aspects of the development plan and has agreement on the broad terms of the business plan; and, WHEREAS, Redevelopment of multifamily housing is a core component of the Wheatley Courts Transformation plan and requires significant predevelopment activities in advance of construction. NOW, THEREFORE, BE IT RESOLVED that the Board of Commissioners of SAHA hereby: Approve Resolution 5340, authorizing the President and CEO to execute an interim agreement with MBS to begin the pre-development activities associated with the revitalization of the Wheatley Courts area. Passed and approved this 4th day of April 2013. _____________________________ RAMIRO CAVAZOS CHAIR, BOARD OF COMMISSIONERS Attested and approved as to form: ______________________________ LOURDES CASTRO RAMIREZ President and CEO PRESIDENT’S REPORT April 4, 2013 Third and Final Phase of redevelopment of San Juan Homes A report on the San Juan project was presented to the City Council Quality of Life Committee on Tuesday, March 19. The report included a request for approval of a bond allocation, which passed unanimously and is expected to be on the Council’s consent agenda for April 4 Staff is expecting HUD Disposition Approval very soon, with a tentative pre-closing transaction date of April 2, 2013. Relocation will begin thereafter, with a relocation deadline of July 15, 2013. Abatement is expected to begin at the site in June, with demolition to begin in July 2013. Construction is expected to begin in August 2013. Award for SAHA logo Creative Civilization has informed staff that the SAHA logo, designed by the ad agency and unveiled by SAHA in October 2012, was awarded a GOLD ADDY award by the San Antonio Advertising Federation at 2013 ADDY Award event. Texas NAHRO conference in San Antonio The Texas Chapter of the National Association of Housing and Redevelopment Officials (NAHRO) will host their 37th Annual Conference & Trade Show April 28- May 1, 2013, at the Hilton San Antonio Airport, 611 NW Loop 410. SAHA staff will lead approximately 10 break-out sessions, and will invite various partners to join on the panels. A bus tour of SAHA communities is also on the agenda. The local HUD office will also be leading approximately 10 break-out sessions. Commissioners interested in attending can contact Marissa Perez. PHADA national conference in San Antonio The Public Housing Authorities Directors Association 2013 Annual Convention and Exhibition is scheduled for May 19-22, 2013, at the Grand Hyatt San Antonio. The event will provide the information and tools housing authorities need to run their agencies in busy and challenging times. A bus tour of SAHA communities is also on the agenda. SAHA staff is working with PHADA to assist as needed. Orchard planting SAHA has partnered with The Fruit Tree Planting Foundation and KPMG for an orchardplanting event. The Orchard Planting day is scheduled for Saturday, May 4, 2013, at 10:00 a.m., at Springview Townhomes located at 722 S. Rio Grande. NAHRO Legislative visits The NAHRO Legislative Conference took place in Washington, DC, on March 17-20, 2013. SAHA representatives met with Congressmen Castro, Doggett, Gallego and Smith, and with the staff of Congressman Cuellar and Senators Cruz and Cornyn. A meeting was also held with Assistant Secretary Sandra Henriquez and her staff. The discussions featured updates on SAHA’s strategic plan, construction activities at San Juan, Sutton and Victoria Commons, as well as the Wheatley Choice Neighborhoods. There were also a number of briefings regarding the sequester, continuing resolution, and the funding impact to the industry. Procurement Update See attached report Calendar See attached . PROCUREMENT ACTIVITY REPORT MARCH 26, 2013 Solicitations currently being advertised Bidders Conference Closes N/A 3/26/2013 2/19/2013 04/1/013 Utility Allowance Calculations for Public Housing N/A 4/2/2013 RFQ Residential Real Estate Broker Services N/A 4/4/2013 Public Housing RFQ Automatic doors at Marie McGuire N/A 4/5/2013 Public Housing RFQ Replace Retaining Walls at Alazan N/A 4/5/2013 Public Housing RFQ Removal of Gas Meter Cages N/A 4/9/2013 SAHA Department Type Legal RFQ Document Destruction Services DSNR RFP Development Services With or Without Local Unit-Based Subsidy Program or Capital Funds Public Housing RFQ DSNR Solicitations Under Evaluation SAHA Department Type Solicitation Name Solicitation Name Status Property Management RFP Tree Trimming Services 4/20/2012 Property Management IFB Plumbing Maintenance Services 8/28/2012 Property Management RFP Resurfacing Services 9/17/2012 Finance & Accounting RFQ Instructor Led Basic Financial Training 7/13/2012 Property Management RFP Landscaping & Ground Maintenance Services for Public Housing 7/18/2012 DSNR RFQ Real Estate Appraisal Services 9/25/2012 CDI RFQ Fund Raising Services 8/23/2012 HCV RFP Case Management Services 1/16/2013 HCV RFQ Permanent Supportive Housing 2/26/2013 Property Management RFQ Gas Line Repair at Highview 3/6/2013 Property Management RFP Unit Make Ready Public Housing 9/5/2012 Property Management RFP Unit Make Ready Services Contract Housekeeping for Non Profit Properties 12/3/2012 Property Management RFP Unit Make Ready Services Contract Painting for Non-Profit Properties 12/4/2012 Property Management RFP Roof Repair & Replacement at HB Gonzales Apartments 12/20/2012 Risk Management RFQ Recycle Bins for All Properties 1/16/2013 Corporate Relations RFQ Strategic Plan Metrics and Dashboard 1/28/2013 Executive RFP DSNR RFQ Management Advisory Planning & Training Consulting Services Architectural & Engineering Services General Architectural & Engineering Services 2/21/2013 DSNR RFP Roof Repair & Replacement Sun Park Lane 2/21/2013 DSNR RFQ Construction Services Technical Assistance 2/26/2013 DSNR IFB Sale of Danny Kaye Property 3/15/2013 RFQ Existing, Newly constructed, Tax Credit Property With or Without Local Unit-Based Subsidy Program or Capital Funds 3/20/2013 DSNR Pending Board Approval Executive Review Director Recommendation Procurement Evaluation Due Diligence Negotiation Routing Review 2/5/2013 No Bids Received Solicitations under $50,000 awarded SAHA Department Type Solicitation Name Installation of Security Cameras Property Management RFP Cancelled Solicitations Department Type Property Management RFP Bulk Item Collection Services DSNR RFP Residential Real Estate Broker Services Legal RFQ Legal Services for Real Estate Property Management RFP Consultant to Establish an Asset Management Function DSNR RFP Pest Control Services for Non Profit Properties Future Solicitations SAHA Department Property Management Amount pp Security 34,364.22 Name Solicitation Name Status Bad Debt Collection Services Scope of work being developed Property Management Software Scope of work being developed Repair Swimming Pools & Facilities Scope of work being reviewed by end-user Human Resources Alcohol & Drug Testing Scope of work being developed DSNR Pest Control Non Profits Scope of work being developed Legal Services Legal Services Real Estate Scope of work being developed SAHA Board of Commissioners Events Calendar April 2013-May 2013 Meeting La Prensa 2013 Diamond Awards Resident Services Committee Meeting Operations and Human Resources Committee meeting Finance Committee meeting Time(s)/Day(s)/Date(s) 6:00 pm Social 7:00 pm Keynote Speaker 8:00 pm Program & Awards Thursday, April 11, 2013 TBD 1:00 pm Thursday, April 18, 2013 3:00 pm Thursday, April 18, 2013 Location OMNI Hotel 9821 Colonnade Blvd SA, Tx TBD SAHA Board Room SAHA Board Room SAHA offices closed for the Battle of Flowers Holiday Friday, April 26, 2013 All SAHA properties Regular Board meeting 1:00 pm Thursday, May 2, 2013 SAHA Board Room AVANCE Mother of the Year Luncheon 11:30 am Friday, May 10, 2013 Valero Energy Corporation, One Valero Way SA, Tx Operations and Human Resources Committee meeting 1:00 pm Thursday, May 16, 2013 3:00 pm Thursday, April 16, 2013 6:00 pm Silent Auction 7:00 pm Program Thursday, May 16, 2013 10:30 am Tuesday, 21, 2013 Finance Committee meeting MAUC 2013 Annual Lifetime Achievement & Scholarship Awards Gala Resident Services Committee meeting SAHA offices closed for the Memorial Day Holiday Monday, May 27, 2013 SAHA Board Room SAHA Board Room OMNI Hotel at the Colonnade 9821 Colonnade Blvd SA, Tx 78230 TBD All SAHA properties