99-23165 RESO
RESOLUTION NO.
99-23165
A RESOLUTION OF THE MAYOR AND CITY COMMISSION
OF THE CITY OF MIAMI BEACH, FLORIDA,
AUTHORIZING THE MAYOR AND CITY CLERK TO
EXECUTE THE ATTACHED HOME INVESTMENT
PARTNERSHIPS (HOME) PROGRAM AGREEMENT WITH
MBCDC: FERNWOOD APARTMENTS, INC., PROVIDING
FIVE HUNDRED FORTY-FIVE THOUSAND DOLLARS
($545,000) PREVIOUSLY COMMITTED TO MIAMI BEACH
COMMUNITY DEVELOPMENT CORPORATION (MBCDC)
FROM THE CITY'S HOME PROGRAM ALLOCATION
FROM FISCAL YEARS 1997/98 AND 1998/99, FOR THE
ACQUISITION AND REHABILITA TION OF THE
FERNWOOD APARTMENTS, LOCATED AT 935
PENNSYLVANIA A VENUE, MIAMI BEACH, TO PROVIDE
EIGHTEEN (18) RENTAL UNITS FOR PHYSICALLY
DISABLED PERSONS LIVING WITH HIV/AIDS.
WHEREAS, the City has established a HOME Investment Partnerships Program (HOME
Program) under the rules of the U.S. Department of Housing and Urban Development (HUD), which
provides financial assistance for the purpose of providing affordable housing within the City; and
WHEREAS, on April 8, 1993, the Mayor and City Commission approved Resolution No.
93-20756, designating Miami Beach Community Development Corporation (MBCDC) as a qualified
Community Housing Development Organization (CHDO) under the HOME Program; and
WHEREAS, in accordance with the HOME Program regulations, the City must reserve a
minimum of fifteen (15) percent of each fiscal year's HOME allocation for a CHDO set-aside for
investment in housing to be developed, sponsored or owned by CHDOs; and
WHEREAS, on July 2,1997, the Mayor and City Commission adopted Resolution No. 97-
22453 approving the One-Year Action Plan for 1997/98 Federal funds, including the fiscal year
1997/98 budget allocation for the HOME Program CHDO project set-aside; and
WHEREAS, on July 1,1998, the Mayor and City Commission adopted Resolution No. 98-
228 14 approving the One- Year Action Plan for 1998/99 Federal funds, including the fiscal year
1998/99 budget allocation for the HOME Program CHDO project set-aside; and
WHEREAS, MBCDC has submitted a request to the City to utilize $545,000 of the
previously allocated CHOO funds towards the acquisition cost of the Fernwood Apartments, located
at 935 Pennsylvania Avenue, Miami Beach, for the provision of 18 rental units for physically disabled
persons living with HIV/AIDS; and
WHEREAS, on July 1, 1998, the Mayor and City Commission approved Resolution No. 98-
22805 approving and authorizing the City Manager to issue a Certificate of Consistency with the
City's Consolidated Plan to MBCDC for the Fernwood Apartments; and
WHEREAS, on December 2, 1998, the City adopted Resolution No. 98-22980, authorizing
a HOME Program Agreement with MBCDC which committed $787,800 from the City's HOME
Program allocation from fiscal years 1997/98 ($187,800) and 1998/99 ($600,000) for eligible CHOO
projects; and
WHEREAS, on April 23, 1999, the City's Loan Review Committee recommended approval
of the request submitted by MBCDC in the amount of $545,000 for acquisition of the Fernwood
Apartments; and
WHEREAS, MBCDC has formed a single purpose not-for-profit corporate entity known as
MBCDC: Fernwood Apartments, Inc. to take title to the Fernwood Apartments and has submitted
documentation evidencing such action to the City; and
WHEREAS, MBCDC: Fernwood Apartments, Inc. is the successor in interest to MBCDC
and has assumed all of the obligations ofMBCDC as a CHOO for this Project; and
WHEREAS, MBCDC warrants and represents that it possesses the legal authority to enter
into this Agreement, by way of a resolution, motion, or similar action that has been duly adopted or
passed as an official act of MBCDC's governing body, authorizing the execution of this Agreement,
including all understandings and assurances contained herein, and authorizing the person identified
as the official representative ofMBCDC to act in connection with this Agreement and to provide such
additional information as may be required; and
WHEREAS, it is acknowledged and agreed that funds to be granted to MBCDC derive from
federal funds provided to the City by HOD, for the uses and purposes herein referred to and,
accordingly, it is acknowledged and agreed that this Agreement is entered into in compliance by the
parties with all applicable provisions of Federal, State and local laws, statues, rules and regulations.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Clerk
are hereby authorized to execute the attached HOME Investment Partnerships (HOME) Program
agreement with MBCDe: Fernwood Apartments, Inc., providing Five Hundred Forty-Five Thousand
dollars ($545,000) previously committed to Miami Beach Community Development Corporation
(MBCDC) from the City's HOME Program Community Housing Development Organization (CHOO)
allocation from Fiscal Years 1997/98 and 1998/99, for the acquisition and rehabilitation of the
Femwood Apartments, located at 935 Pennsylvania Avenue, Miami Beach, to provide eighteen (18)
rental units for physically disabled persons living with HIV/AIDS.
PASSED AND ADOPTED THIS 12th DAY OF
May
, 1999
ATTEST:
~rv~
CITY CLERK
MAYOR ~ A
F:\DDHP\SALL\BETIl\FERNWOOD\RESOLlm.499
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
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'Date
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MIAMI
BEACH
CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH, FLORIDA 33139
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COMMISSION MEMORANDUM NO. 3l.t---S:- -91'
TO:
Mayor Neisen O. Kasdin and
Members of the City C mission
DATE: May 12, 1999
FROM:
Sergio Rodriguez
City Manager
SUBJECT:
A RESOLU ION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, AUTHORIZING THE MAYOR AND
CITY CLERK TO EXECUTE THE ATTACHED HOME INVESTMENT
PARTNERSHIPS (HOME) PROGRAM AGREEMENT WITH MBCDC:
FERNWOOD APARTMENTS, INe., PROVIDING FIVE HUNDRED FORTY-
FIVE THOUSAND DOLLARS ($545,000) PREVIOUSLY COMMITTED TO
MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION
(MBCDC) FROM THE CITY'S HOME PROGRAM ALLOCATION FROM
FISCAL YEARS 1997/98 AND 1998/99 FOR THE ACQUISITION AND
REHABILITATION OF THE FERNWOOD APARTMENTS, LOCATED AT
935 PENNSYLVANIA AVENUE, MIAMI BEACH, TO PROVIDE 18
RENTAL UNITS FOR PHYSICALLY DISABLED PERSONS LIVING WITH
HIV/AIDS.
ADMINISTRATION RECOMMENDATION:
Adopt the Resolution.
BACKGROUND:
On December 2, 1998, the City adopted Resolution 98-22980 entering into an agreement with the
Miami Beach Community Development Corporation (MBCDC) committing $787,800 in HOME
Program funds for eligible community housing development projects. These funds were allocated to
the :MBCDC as the City's designated Community Housing Development Organization (CRDO) to
be used for eligible projects sponsored, developed, or owned by :MBCDC. The funds may be used
for the acquisition and rehabilitation of affordable rental housing or other eligible activities.
:MBCDC has submitted a request to utilize $545,000 of the previously committed $787,800 HOME
Program funds towards the acquisition cost of the Fernwood Apartments located at 935 Pennsylvania
Avenue, Miami Beach, to provide 18 rental units for physically disabled persons living with
HIV/AIDS. :MBCDC has entered into a Purchase Agreement in the amount of$I,445,000 for the
acquisition of the Fernwood Apartments. The building was appraised at $1,450,000 in January 1998.
The total cost of this initiative, including rehabilitation of the building, is estimated at $2,266,700.
535
AGENDA ITEM
DATE
t2- J ])
5-\'2.-99
COMMISSION MEMORANDUM
PAGE 2
MBCDC has leveraged and secured additional funding for the Femwood Apartments from two other
sources. The U.S. Department of Housing and Urban Development (HUD) has awarded MBCDC
a grant in the amount of $1,221,700 under the Section 811 Supportive Housing for Persons with
Disabilities Program for the acquisition and rehabilitation of the F ernwood Apartments to provide
rental units for persons living with mY/AIDs. The Section 811 grant will also provide an annual
operating subsidy of $44,200. In addition, MBCDC has received notification of a grant of $500,000
from the City of Miami under the Housing Opportunities for Persons With AIDS (HOPW A)
Program, also to be used for acquisition and rehabilitation of the project.
Since the Section 811 grant is being provided directly by HUD, MBCDC is collaborating with HUD
in order to comply with the Uniform Relocation Act (URA). As required by the URA, MBCDC has
surveyed the tenants and determined that no relocation benefits will be required since the occupants
of the property are hotel guests with established residences elsewhere.
MBCDC has previously collaborated with the People With AIDS Coalition of Dade County in the
rehabilitation of the Shelbourne Apartments at 710 J efferson Avenue, utilizing a Section 811 grant
from HUD. The Shelboume Apartments currently provides 24 units of supportive rental housing for
physically disabled persons living with mY/AIDs.
ANALYSIS:
The Fernwood Apartments is a three-story Mediterranean Revival Building located in the Historic
Architectural District, built in 1925 and remodeled in 1993. The building is currently operated as a
hotel and consists of 24 one-bedroom units, and has a total of approximately 10,899 square feet.
Some of the units are less than the minimum City requirement of 400 square feet. Therefore,
MBCDC is proposing to reconfigure and rehabilitate the building to meet City code requirements.
The reconfigured building will provide 18 units of rental housing consisting of 14 one-bedroom units
and 4 two-bedroom units. The rehabilitation will also include the installation of a new elevator,
interior modifications to meet ADA and fire code requirements, a new ramp at the front entry,
landscaping and site fencing. The building will provide a lounge area and laundry facilities.
MBCDC has obtained site control and has had the building inspected by a structural engineer. No
major deficiencies were noted in the report from the engineer. Architectural plans and specifications
have been prepared by Thorn Grafton, AlA, Architect.
On April 23, 1999, the Loan Review Committee reviewed the proposed project and recommended
City Commission approval. The entire acquisition and rehabilitation of the F ernwood Apartments
will be funded with HUD funds from three different programs. In addition, operating subsidies are
also to be provided by HUD. Consequently, the Loan Review Committee noted that there will be
no debt service on the building. The multi-layered funding for the Fernwood Apartments leverages
the City's HOME Program funds at the favorable ratio of 4: 1. The City's contribution from the
HOME Program is $545,000, which amounts to $30,278 per each of the 18 units. The HOME
536
COMMISSION MEMORANDUM
PAGE 3
Program regulations allow for a maximum subsidy of $68,984 for a one-bedroom unit and $83,884
for a two-bedroom unit. In accordance with BUD Section 811 Program requirements, tenants will
be required to pay 30 percent of their income towards rent.
As with other similar projects, MBCDC has established a single purpose .not-for-profit corporate
entity known as MBCDe: Femwood Apartments, Inc. to take title to the property. The closing on
the property is scheduled for May 14, 1999. MBCDC has indicated that funding from the HOPW A
grant will become available in July 1999 and funding from the HUD Section 811 Program will
become available late this year. In the meantime, the closing will be conducted with a first mortgage
in the amount of $400,000 from Local Initiatives Support Corporation (LISC), a second mortgage
in the amount of $500,000 from the Seller, and a third mortgage in the amount of $545,000 from the
City's HOME Program. Once the grants from the HOD Section 811 Program and HOPW A become
available, the mortgages from LISC and the Seller will be replaced by mortgages utilizing the HOD
Section 811 and HOPW A grants. The City's HOME Program will be protected by a Mortgage and
Note.
CONCLUSION:
The Administration recommends that the Mayor and City Commission authorize the Mayor and City
Clerk to execute the attached Home Investment Partnerships (HOME) Program agreement with
MBCDC: Femwood Apartments, Inc., providing Five Hundred Forty-Five Thousand dollars
($545,000) previously committed to Miami Beach Community Development Corporation (MBCDC)
from the City's HOME Program allocation from fiscal years 1997/98 and 1998/99 for the acquisition
and rehabilitation of the Femwood Apartments, located at 935 Pennsylvania Avenue, Miami Beach,
to provide 18 rental units for physically disabled persons living with IllV/AIDS.
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fERNWOODlcommis.mem
537
HOME PROGRAM AGREEMENT
THIS AGREEMENT, entered into this E day of May, 1999, by and between the CITY OF MIAMI
BEACH, a Florida municipal corporation, having its principal office at 1700 Convention Center Drive,
Miami Beach, Florida, (City), and MBCOC: FERNWOOO APARTMENTS, INC., a Florida Not-for-
Profit Corporation, with offices located at 1205 Drexel Avenue, Miami Beach, Florida (hereinafter
referred to as Owner).
WITNESSETH:
WHEREAS, on February 18, 1992, the City was designated by the U.S. Department of
Housing and Urban Development (HUD) as a Participating Jurisdiction for the receipt of funds
through the HOME Investment Partnership (HOME) Program under 24 CFR 92;
WHEREAS, the City has entered into an agreement with HUD for the purpose of conducting
an affordable housing program with federal financial assistance under the HOME Program; and
WHEREAS, on April 8, 1993, the Mayor and City Commission, approved Resolution No. 93-
20756, designating Miami Beach Community Development Corporation (MBCDC) as a qualified
Community Housing Development Organization (CHDO) under the HOME Program; and
WHEREAS, on December 2, 1998, the Mayor and City Commission approved Resolution No.
98-22980, authorizing a HOME Program Agreement with MBCDC which committed $787,800 from
the City's HOME Program allocation from fiscal year 1997/98 ($187,800) and 1998/99 ($600,000)
for eligible CHDO projects; and
WHEREAS, MBCDC has submitted a request to the City, incorporated herein by reference,
to utilize $545,000 of the previously committed CHDO funds towards the acquisition cost of the
Fernwood Apartments, located at 935 Pennsylvania Avenue, Miami Beach, for the provision of
eighteen (18) rental units for physically disabled persons living with HIV/AIDS; and
WHEREAS, on July 1, 1998, the Mayor and City Commission approved Resolution No. 98-
22805 approving and authorizing the City Manager to issue a Certificate of Consistency with the
City's Consolidated Plan for the Fernwood Apartments; and
WHEREAS, on April 23, 1999, the City's Loan Review Committee recommended approval
of the request submitted by MBCDC in the amount of $545,000 for acquisition of the Fernwood
Apartments; and
WHEREAS, MBCDC warrants and represents that it possesses the legal authority to enter
into this Agreement, by way of a resolution, motion, or similar action that has been duly adopted or
passed as an official act of MBCDC's governing body, authorizing the execution of this Agreement,
including all understandings and assurances contained herein, and authorizing the person identified
as the official representative of MBCDC to act in connection with this Agreement and to provide such
additional information as may be required; and
WHEREAS, MBCDC has formed a single purpose not-for-profit corporate entity known as
MBCDC: Fernwood Apartments, Inc. to take title to the Fernwood Apartments and has submitted
documentation evidencing such action to the City; and
1
WHEREAS, MBCDC: Femwood Apartments, Inc. is the successor in interest to MBCDC and
has assumed all of the obligations of MBCDC as a CHDO for this project; and
WHEREAS, it is acknowledged and agireed that funds to be granted to Owner derive from
Federal funds appropriated to the City by HUD, for the uses and purposes herein referred to and,
accordingly, it is acknowledged and agreed that this Agreement is entered into in compliance by the
parties with all applicable provisions of Federal, State and local laws, statues, rules and regulations.
NOW, THEREFORE, in consideration elf the mutual promises contained herein, the parties
hereto agree as follows:
ARTICLE I
DEFINITIONS
As used in this Agreement the terms listed below shall have the following meanings:
(a) HOME: HOME Investment Partnerships Program, 24 CFR Part 92, as amended.
(b) HUD: United States Department of Hou:;ing & Urban Development or any successor agency.
(c) Funds: HOME Program funds.
(d) CHDO: Community Housing DevelopmEmt Organization as defined in the HOME Investment
Partnerships Program, 24 CFR, Part 92, as ar1ended, and CPD Notice 94-02.
(e) Terms defined in the HOME Investmen.t Partnerships Program Final Rule, 24 CFR Part 92,
September 16, 1996, and any amendments thereto: Any term defined in the HOME Investment
Partnerships Program Rule, not otherwise defined in this Agreement, shall have the meaning set
forth in said rule.
(e) HOME Assisted Units: A term that refers to the number of units in a project assisted with
HOME funds for which rent, occupancy, and n~sale/recapture restrictions apply.
ARTICLE II
ALLOCATION OF HOME FUNDS
In consideration for the performance by Owner of its role and responsibilities set forth in this
Agreement, the City agrees to provide a Grant of HOME funds to Owner in the amount of Five
Hundred Thousand Dollars ($545,000) (Funds) c:onsisting of CHDO set aside funds of $187,800 from
fiscal year 1997/98 and $357,200 from fiscal year 1998/99. The Funds will be utilized by Owner
towards the acquisition cost of the property loca'ied at 935 Pennsylvania Avenue, to be rehabilitated
and reconfigured to 18 one and two-bedroom rental units that will provide permanent housing for
low income disabled persons living with HIV/AIDS (Project). Owner will acquire, rehabilitate and
operate the Project as more fully described in the Scope of Services (Exhibit A) and Budget (Exhibit
B). Ownerwill maintain required HOME Program rent and occupancy limitations for a minimum of
1Q years (the Affordability Period) commencing with the approved final Certificate of Completion
issued by the City's Building Department.
ARTICLE III
PROCEEDS FROM HOME INVESTMENT
In accordance with the 24 CFR Part 92.300 (a)(2), Owner may retain the proceeds from the
investment of its CHDO set aside funds for use in other housing activities which benefit low-income
families.
2
ARTICLE IV
SPECIAL PROVISIONS APPLICABLE TO FUNDS PROVIDED UNDER THE HOME PROGRAM
Owner expressly agrees to the following terms and conditions in conformity with the HOME
Program Final Rule.
(a) Affordability Period. The period of time HOME assisted units must remain affordable
is in accordance with 24 CFR 92.252 (rental housing) beginning after project completion. The
Funds, in accordance with the Scope of Services (Exhibit A) and Budget (Exhibit B), shall be repaid
to the City in the event the housing does not meet the affordability requirements for the required time
period in accordance with 24 CFR 92.252.
(b) Repayment of Funds; Transfer of Title. The Funds (which definition shall include the
allocation of any additional funds that may be provided by the City in the future as a result of an
amendment or modification of this Agreement) shall be repaid in their entirety if the HOME units do
not meet the affordability requirements for the required time period, in accordance with the terms of
this Agreement and the Regulations. Any violation of the affordability requirements may, at the City's
option, result in the entire amount of the Funds, as indicated in Article II or as subsequently amended
or modified, to be returned and/or otherwise repaid by Owner to the City, and same shall be
considered and treated as an event of default resulting in the City's termination for cause of the
Agreement, pursuant to Article XXVI herein. The City reserves the right to review the affordability
requirements, as set forth herein. Concurrent with its execution of this Agreement and/or any
projects pursuant to this Agreement, Owner shall execute a Mortgage and Note in the format
provided by the City, incorporating the terms of this section, which shall be recorded in the Official
Records of Miami-Dade County Florida.
(c) Rent Limitation. HOME assisted rental units will bear rents in accordance with 24 CFR
92.252. The City shall provide a HOME Program rent schedule annually to Owner.
(d) Rent schedule and utility allowances. In accordance with 24 CFR 92.252(b)(c) and
(d), the City must review and approve rents and the monthly utility allowances proposed by the owner
prior to initial occupancy. Owner must re-examine and document the income of each tenant living
in the HOME assisted units annually. The maximum monthly rent must be recalculated by Owner
and reviewed and approved by the City annually. Any increase in rents for HOME-assisted units is
subject to the provisions of outstanding leases and, in any event, the owner must provide the tenant
with not less than 30 days written notice before implementing any rent increase.
(e) Owner shall comply with all applicable federal regulations as they may apply to
restrictions and limitations regarding real property under Owner's control acquired or improved in
whole or in part with HOME funds.
(f) The Project must provide safe, sanitary, and decent residential housing for low-income
and very low-income persons (Le., a person whose income is within specific income levels set forth
by HUD).
(g) Income Targeting. Owner shall maintain written documentation that conclusively
demonstrates that each project assisted in whole or in part with HOME funds provides benefit to
very-low (families whose annual incomes that do not exceed 50 percent of the median family income
for the area) and low-income (families whose annual incomes do not exceed 80 percent of the
median income for the area) as determined by HUD.
3
(h) Records: Owner shall maintain all records sufficient to meet the requirements of 24 CFR
92.508(a)(2) program records, 92.508(a)(3) project records, 92.508(a)(5) other Federal requirements
records, 92.508(a)(6) program administration records. All records required herein shall be retained
and made accessible as provided in 24 CFR 92.508 (c) and (d) and Florida Statutes Chapter 119.
(i) Property Standards. For the duration of this Agreement and any amendments hereto,
housing that is assisted with HOME funds, must meet all applicable local codes, rehabilitation
standards, ordinances and zoning ordinances at the time of project completion. The City shall
conduct annual or bi-annual, as required, on-site inspections of rental projects to determine
compliance with housing codes. The City may select a sample of the units in the project to satisfy
the inspection requirements.
G) Environmental Clearance. For the Project described in the Scope of Services (Exhibit
A), attached hereto, Owner shall obtain the City's written environmental clearance statement and
agrees to comply with any and all requirements as may be set forth in the Site Environmental
Clearance Statement.
(k) Affirmative Marketing. In order to provide persons in the housing market area with a
like range of housing choice, regardless of their race, color, religion, sex, handicap, familial status,
or national origin, Owner agrees to administer the HOME Program in a manner that will affirmatively
further the purposes of Title VI of the Civil Rights Act of 1964 at 24 CFR 1, the Fair Housing Act at
24 CFR 100 and Executive Order 11063 at 24 CFR 107. Owner will submit its written procedures
that implement these requirements for review and approval by the City. This requirement shall apply
to all HOME Program projects containing 5 or more HOME-assisted housing units as set forth in 24
CFR 92.351.
(I) Tenant and Participant Protections. Owner agrees that the lease to be executed with
the tenants of rental housing will be in accordance with 24 CFR Part 92.253. Furthermore, if HOME
assistance is provided to a CHDO, the CHDO must adhere to a fair lease and grievance procedure
approved by the City and provide a plan for and follow a program of tenant participation in
management decisions (24 CFR Part 92.303).
(m) CHDO Capabilities. Owner, as a CHDO, agrees to either develop, sponsor, or own the
HOME assisted project and in any of these capacities it must have effective management
control.
(n) Change in Status. Owner agrees to advise the City in writing within thirty (30) days of
any organizational, operational or legal status changes made by Owner that affect documents that
were submitted by Owner to obtain CHDO status.
ARTICLE V
ELIGIBLE COSTS
Owner agrees that eligible costs for the Project under this Agreement are limited to those
eligible costs as outlined in 24 CFR Part 92.206 of the HOME Program regulations.
ARTICLE VI
DISBURSEMENT OF FUNDS
(1) The Funds may be used by Owner for acquisition of real property.
4
(2) Any payment due under the terms of this Agreement may be withheld pending the receipt and
approval by the City of all reports and documents which Owner is required to submit to the City
pursuant to the terms of this Agreement or any amendments thereto.
(3) No payments will be made without evidence of appropriate insurance required by this
Agreement. Such evidence must be on file with the City.
(4) Owner understands and agrees that disbursement requests for funds under this Agreement
are only to be requested when the funds are needed for payment of eligible costs. The amount of
each request must be limited to the amount needed.
ARTICLE VII
SUBCONTRACTS
(a) Owner shall use its best efforts to include a statement in all subcontracts that it executes that
the subcontractor shall hold the City harmless against all claims of whatever nature arising out of
the subcontractor's performance of work under this Agreement to the extent allowed by law.
(b) If Owner subcontracts, a copy of the executed subcontract must be forwarded to the City
within ten (10) days after execution.
ARTICLE VIII
CONDITIONS OF SERVICES
(a) As a condition of these services, Owner agrees to comply with the HOME Program Final
Rule, 24 CFR Part 92, and any Amendments or Notices issued pursuant thereto.
(b) Owner agrees to comply with the requirements of Executive Orders 11625 and 12432
concerning Minority Business Enterprise and 12138 Women's Business Enterprise which
encourage the use of minority and women's business enterprises, to the maximum extent possible,
in connection with HOME-funded activities.
(c) Owner agrees to comply with the Displacement, Relocation and Acquisition requirements in
accordance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act
of 1970 (URA) (42 U.S.C. 4201-4655) and 49 CFR Part 24. The Owner acknowledges having
received the HUD Manual entitled "All the Right Moves: Relocation and Assistance In HUD
Programs" and HUD Handbook 1378 and will comply with all requirements contained therein.
(d) Owner agrees to comply with all of the following federal laws, executive orders, and
regulations pertaining to fair housing and equal opportunity.
(1) Title VI of the Civil Rights Act of 1964, As Amended (42 U.S.C. 2000d) -- States that
no person may be excluded from participation in, denied the benefits of, or subjected to
discrimination under any program or activity receiving federal financial assistance on the basis of
race, color, or national origin. Its implementing regulations may be found in 28 CFR Part 1.
(2) Title VIII of the Civil Rights Act of 1968, As Amended the "Fair Housing Act" (42
U.S.C. 3601) and its implementing regulations at 24 CFR Part 100-115 -- Prohibits discrimination
in the sale or rent of units in the private housing market against any person on the basis of race,
color, religion, sex, national origin, familial status or handicap.
5
3) Equal Opportunity in Housing (Executive Order 11063, As Amended by Executive Order
12259) and implementing regulations at 24 CFR Part 107 -- Prohibits discrimination in housing or
residential property financing related to any federally assisted activity against individuals on the basis
of race, color, religion, sex or national origin.
4) Age Discrimination Act of 1975, As Amended (42 U.S.C. 6101) and its implementing
regulations at 24 CFR Part 146 -- Prohibits age discrimination in programs receiving federal financial
assistance.
5) Equal Employment Opportunity, Executive Order 11246, As Amended and its
implementing regulations at 41 CFR Part 60 -- Prohibits discrimination against any employee or
applicant for employment because of race, color, religion, sex, or national origin. Provisions to
effectuate this prohibition must be included in all construction contracts exceeding $10,000.
(e) Owner agrees to comply with the requirements of Section 3 of the Housing and Urban
Development Act of 1968 (12 U.S.C. 1701u) -- Requires that, to the greatest extent feasible,
opportunities for training and employment arising from HOME funded projects will be provided to low-
income persons residing in the program service area; and, to the greatest extent feasible, contracts
for work to be performed in connection with HOME funded projects will be awarded to business
concerns which are located in or owned by persons residing in the program service area.
(f) Owner will ensure that all units in a project assisted with HOME funds comply with the Lead
Based Paint Poisoning Prevention Act (42 U.S.C. 4821, et) and its implementing regulations at
24 CFR 35.
(g) Owner agrees to comply with the Federal Labor Standards Provisions, as described in HUD
Handbook 1344-1 (Federal Labor Standards Compliance in Housing and Community Development
Programs) -- Applies to all projects with 12 or more HOME-assisted units, regardless of whether
HOME funds are used for construction or other costs.
(h) Owner agrees to comply with the requirements of 24 CFR part 24 regarding debarment and
suspension.
ARTICLE IX
TERM OF AGREEMENT
This Agreement shall be effective upon execution by both parties and shall end at the
conclusion of the 10 year period of affordability as specified in 24 CFR 92.252 (affordable rental
housing).
ARTICLE X
TERMINATION
The City and Owner agree that this Agreement may be terminated by the City in whole or in
part, for cause (as defined in Article XXVI herein and in accordance with the provisions of 24 CFR
Part 85.43) or for convenience (as defined in Article XXVII and in accordance with the provisions of
24 CFR, Part 85.44). A written notification shall be required at least thirty (30) days prior to the
effective date of such termination, and shall include the reason for the termination (if for cause), the
effective date, and in the case of a partial termination, the actual portion to be terminated.
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ARTICLE XI
AMENDMENTS
Any alterations, variations, modifications or waivers of any provisions to this Agreement,
including an increased allocation of funds, shall only be valid when they have been produced in
writing and duly signed by both parties hereto. Any changes which do not substantially change the
Scope of Services or increase the total amount payable under this Agreement, shall be valid only
when reduced to writing and signed by the City Administration and Owner.
ARTICLE XII
CONFLICT OF INTEREST
(a) Owner shall comply with the standards contained within 24 CFR Part 92.356 which states that
no owner, developer or sponsor of a project assisted with HOME funds (or officer, employee, agent
or consultant of the owner, developer or sponsor) whether private-for-profit or non-profit, may occupy
a HOME-assisted affordable housing unit in a project. This provision does not apply to an employee
or agent of the owner or developer of a rental housing project who occupies a HOME-assisted unit
as the project manager or maintenance worker. Exceptions may be granted by the City in
accordance with 24 CFR Part 92.356(f)(2).
(b) Owner shall disclose any possible conflicts of interest or apparent improprieties of any party
that is covered by the above standards. Owner shall make such disclosure in writing to the City
immediately upon Owner's discovery of such possible conflict. The City will then render an opinion
which shall be binding on all parties.
(c) Related Parties. Owner shall report to the City the name, purpose, and any other relevant
information in connection with any related-party transaction. This includes, but is not limited to, a
for-profit subsidiary or affiliate organization, an organization with overlapping boards of directors, and
an organization for which Owner is responsible for appointing memberships. Owner shall report this
information to the City upon forming the relationship or, if already formed, shall report it immediately.
Any supplemental information shall be reported to the City in the required Progress Report.
ARTICLE XIII
INDEMNIFICATION AND INSURANCE
Owner, through an insurance carrier, shall indemnify and hold harmless the City from any and
all claims, liabilities, losses, and causes of action which may arise out of an act, omission,
negligence or misconduct on the part of Owner or any of its agents, servants, employees,
contractors, patrons, guests, clients, or invitees. Owner, through its insurance carrier, shall pay all
claims and losses of any nature whatsoever in connection therewith and shall defend all suits in the
name of the City, when applicable, and shall pay all costs and judgements which may issue thereon.
Owner shall maintain during the term of this Agreement, the insurance specified below.
(1) General Liability: $500,000 combined single limit for bodily injury and property damage, for each
occurrence.
(2) Contractual Liability: the policy must inc:lude coverage to cover the above indemnification.
(3) Automobile and vehicle coverage in the ,amount of $500,000 per occurrence shall be required
7
when the use of automobiles and other vehicles are involved in any way in the performance of the
Agreement, including non-owned automobile coverage.
(4) Workers' Compensation Coverage as per statutory limits of the State of Florida.
(5) Builders Risk/Comprehensive Fire and Hazard Insurance: Full replacement cost of the project.
Owner shall deliver to the City the original policy of Builder's Risk and Comprehensive Fire and
Hazard Insurance in completed value form with extended coverage in the amount of the full insurable"
value of the Project upon completion of construction, issued by a company satisfactory to the City.
(6) Flood Insurance: Owner shall deliver to the City evidence satisfactory to the City that the
premises are covered by flood insurance supplied by the Federal Insurance Administration to the
maximum amount available, all as provided in the Flood Disaster Protection Act of 1973, as
amended, together with appropriate endorsement. Owner agrees that the City shall have the right
to take any action necessary to continue said insurance in full force.
Owner shall submit to the City an ORIGINAL Certificate of Insurance for the above coverage.
The City of Miami Beach shall be named as an additional insured - to the extent of its
insurable interest on all policies required herein. All insurance coverage shall be approved by the
City's Risk Manager prior to the release of any funds under this Agreement. Further, in the event
evidence of such insurance is not forwarded to the City's Risk Manager within thirty (30) days after
the execution of this Agreement, this Agreement shall become null and void, and the City shall have
no obligation under the terms thereof unless a written extension of this thirty (30) day requirement
is secured from the Risk Manager.
ARTICLE XIV
REPORTS
(1) Proaress Reports. Owner agrees to submit monthly progress reports to the City, describing
the status of each project and achievement of the project objectives as provided herein and in the
Scope of Services (Exhibit A) and Budget (Exhibit B), attached hereto. The progress reports shall
be submitted no later than 10 days after the end of each month until such time as all funds are
expended or, for rental projects, until the project is fully occupied.
It will be the responsibility of Owner to notify the City in writing, of any actions, law, or event, that will
impede or hinder the success of the projects and activities as provided in this Agreement. After such
notification, the City will take whatever actions it deems appropriate to ensure the success of the
program.
(2) Tenant and Rent Schedule Certification.
a. Owner shall submit to the City for approval the proposed rents for the HOME units
and, if applicable, the monthly allowances for utilities and services to be paid by the tenant. The City
shall approve submitted rents if such rents comply with applicable Federal standards, or if HUD has
approved same.
b. Owner shall provide the City with the initial tenant list, and any and all subsequent
updates, amendments and modifications thereto, with documentation for all tenants in the HOME
8
units confirming family size, income, financial classification, ethnicity, HOME rents charged and other
information the City may require to fulfill its reporting requirements to HUD. This report will continue
to be required for the full period of affordability hereunder beginning on the date of issuance of a
Final Certification of Completion for the Project. The initial report shall be due within thirty (30) days
of project lease-up.
c. Annually, Owner shall deliver to the City's Housing and Community Development
Division, by October 31st of each calendar year, its signed report in form and substance acceptable
to the City, to include names of tenants, unit type, family size and income, rents charged, and
occupancy/vacancy factor of each unit for the prior fiscal year (October 1 st through September 30th).
The report will continued to be required for the full10-year period of affordability hereunder beginning
on the date of issuance of a Final Certificate of Completion for the project.
(3) Other reports as may be required by the City to demonstrate compliance with any of the
terms of this Agreement.
If the required reports described above are not submitted to the City or are not completed in
the manner acceptable to the City, the City may withhold further payments until they are completed
or may take any other action as the City may deem appropriate.
ARTICLE XV
AUDIT AND INSPECTIONS
At any time during normal business hours and as often as the City administration and/or the
comptroller of the United States may deem necessary, there shall be made available to the City
administration and/or representatives of the comptroller to audit, examine and make audits of all
contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other
data relating to all matters covered by this Agreement. If during the course of a monitoring, the City
determines that any payments made to Owner do not constitute an allowable expenditure, the City
will have the right to deduct/reduce those amounts from their related invoices. Owner must maintain
records necessary to document compliance with the provisions of this Agreement.
ARTICLE XVI
COMPLIANCE WITH LOCAL STATE AND FEDERAL REGULATIONS
Owner agrees to comply with all applicable Federal regulations as they may apply to program
administration. Additionally, Owner will comply with all State and local laws and ordinances hereto
applicable.
ARTICLE XVII
ADDITIONAL CONDITIONS
(a) Title and paragraph headings are for convenient reference and are not a part of this
Agreement.
(b) In the event of conflict between the terms of this Agreement and any terms or conditions
contained in any attached document, the terms in this Agreement shall rule.
(c) No waiver or breach of any provision of this Agreement shall constitute a waiver of any
subsequent breach of the same or any other provision hereof, and no waiver shall be effective
unless made in writing.
9
ARTICLE XVIII
ACCESS TO RECORDS
Owner, agrees to allow access during normal business hours to all financial records to
authorized Federal, State or City representatives and agrees to provide such assistance as may be
necessary to facilitate financial audit by any of these representatives when deemed necessary to
insure compliance with applicable accounting and financial standards. Owner shall allow access
during normal business hours to all other records, forms, files, and documents which have been
generated in performance of this Agreement, to those personnel as may be designated by the City.
ARTICLE XIX
SEVERABILITY OF PROVISIONS
If any provision of this Agreement is held invalid, the remainder of this Agreement shall not
be affected thereby if such remainder would then continue to conform to the terms and requirements
of applicable law.
ARTICLE XX
PROJECT PUBLICITY
Owner agrees that any news release or other type of publicity pertaining to the project as
stated herein must recognize the City as the recipient funded by the United States Department of
Housing and Urban Development administered by the City's Community/Economic Development
Department and the entity which provided funds for the Project.
ARTICLE XXI
DRUG-FREE WORKPLACE
Owner agrees to administer, in good faith, a policy to ensure that it complies with the Drug-
Free Workplace Act requirements under 24 CFR Part 24, Subpart F, and will ensure that the
workplace is free from the unlawful manufacture, distribution, dispensing, possession or use of
drugs or alcohol.
ARTICLE XXII
NONDELEGABLE
Owner agrees that the obligations undertaken pursuant to this Agreement shall not be
delegated or assigned to any other person or firm unless the City shall first consent in writing to the
performance or assignment of such service or any part thereof by another person or firm.
ARTICLE XXIII
SUCCESSORS AND ASSIGNS
Owner agrees that this Agreement shall be binding upon the parties herein, their heirs,
executors, legal representatives, successors, and assigns.
ARTICLE XXIV
INDEPENDENT CONTRACTOR
Owner and its employees and agents shall be deemed to be independent contractors and
not agents or employees of the City, and shall not attain any rights or benefits under the Civil Service
or Pension Ordinances of the City, or any rights generally afforded classified or unclassified
10
employees; further he/she shall not be deemed entitled to the Florida Workers' Compensation
benefits as an employee of the City.
ARTICLE XXV
ASSIGNMENT
This Agreement may not be assigned or transferred by Owner without the prior written
consent of the City thereto, which consent shall not be unreasonably withheld. It shall be deemed
a default of this Agreement in the event that Owner does not strictly comply with the procedures
established herein for obtaining City consent to assignment or transfer as defined by this Paragraph.
In the event such consent is not obtained, in the manner prescribed herein, the City shall be entitled
to declare a default, cancel this Agreement, and resort to its rights and remedies against the
defaulting party. In the event the Provider transfers an interest of more than one (1 %) percent
ownership in its stock by pledge, sale, or otherwise; or if Owner makes an assignment for the benefit
of its creditors, or uses this Agreement as security or collateral for any loan; or if the Provider is
involved in any bulk transfer of its business or assets, then in that event each of the foregoing
actions shall also be deemed an assignment of this Agreement and shall require the City's prior
written consent. A merger, dissolution, consolidation, conversion, liquidation or appointment of a
receivership for Owner, shall be deemed an assignment of this Agreement and will require the prior
written consent of the City thereto.
ARTICLE XXVI
TERMINATION FOR CAUSE
The City may place Owner in default of this Agreement and may suspend or terminate this
Agreement, in whole or in part, for cause, as prescribed in Article X herein. "Cause" shall include,
but not be limited to, the following:
(a) Owner's failure to (i) diligently pursue additional Project financing and to close on
the acquisition of the Project within 60 days from the date of execution of this
Agreement; or (ii) commence work within thirty (30) days from the date of issuance
of the Notice to Proceed; or (iii) diligently pursue construction and timely complete the
project by securing a Final Certificate of Completion within twelve (12) months from
the date of execution this Agreement.
Work shall be considered to have commenced and be in active progress when, in the
sole opinion of the City, a full complement of workers and equipment is present at the
site to diligently incorporate materials and equipment into the structure throughout
the day on each full working day, weather permitting.
(b) Owner's failure to comply with applicable building, fire, life safety, housing and
zoning laws, rules, regulations and codes.
(c) Owner's default on any of the terms and conditions of the note, mortgage, or
other loan document executed by Owner in favor of a Lender.
(d) Owner's failure to maintain the insurance required by the City and/or Lender.
(e) Failure to comply and/or perform in accordance with any of the terms and conditions
of this Agreement, or any Federal, State or local regulation.
(f) Submitting any required report to the City which is late, incorrect, or incomplete in any
11
material respect after notice and reasonable opportunity to cure, as set forth in
subparagraph (h) hereof, has been given by the City to Owner.
(g) Implementation of this Agreement, for any reason is rendered impossible or
infeasible.
(h) Failure to respond in writing within thirty (30) days of notice of same from City to any
concems raised by the City, including providing substantiating documentation when
requested by the City.
(i) Any evidence of fraud, waste or mismanagement as determined by the City's
monitoring of project(s) under this Agreement, or any violation of applicable HUD
rules and regulations.
U) Owner's insolvency or bankruptcy.
(k) An assignment or transfer of this Agreement or any interest therein which does not
comply with the procedures set forth in Article XXV herein.
(I) Claims of lien not satisfied or bonded-off, in accordance with Florida Statutes, within
60 days from the date of filing of any such lien.
(m) Failure to comply and/or perform in accordance with the affordability requirements,
and/or an unauthorized transfer of title of its HOME projects.
If the default complained of is not fully and satisfactorily cured within thirty (30) days of
receipt of such notice of default to Owner, at the expiration of said thirty (30) day period (or such
additional period of time, as permitted by the City, in its sole discretion, as required to cure such
default in the event Owner is diligently pursuing curative efforts) this Agreement may, at the City's
sole option and discretion, be deemed automatically canceled and terminated, and the City fully
discharged from any and all liabilities, duties and terms arising out of, or accruing by virtue of this
Agreement. In the event of a default for cause, the City may, at its option, avail itself of any and all
remedies pursuant to 24 CFR Part 85.43, as amended from time to time, including suspension, in
whole or in part, of Owner's Funds, as set forth herein; and any other remedies that may be legally
available.
ARTICLE XXVII
TERMINATION FOR CONVENIENCE
Notwithstanding Article XXVI above, Owner herein consents that the City may terminate this
Agreement, in whole or in part, for convenience, as set forth in 24 CFR Part 85.44.
ARTICLE XXVIII
ADDITIONAL REMEDIES
In the event of a default and termination for cause, the City shall be entitled to bring any and
all legal and/or equitable actions which it deems to be in its best interest, in Dade County, Florida,
in order to enforce the City's rights and remedies against the defaulting party. The City shall be
entitled to recover all costs of such actions, including reasonable attorney's fees. To the extent
allowed by law, the defaulting party waives its right to jury trial and its right to bring permissive
counterclaims against the City in any such action.
12
ARTICLE XXIX
MAINTENANCE AND RETENTION OF RECORDS
Owner agrees that it will maintain all records required pursuant to 24 CFR Part 92.508, in an
orderly fashion in a readily accessible, permanent and secured location, and that it will prepare and
submit all reports necessary to assist the City in meeting record keeping and reporting requirements
thereunder.
(1) Records shall be maintained for a period of five years after the closeout of funds under this
Agreement except as provided herein (2), (3) and (4).
(2) If any litigation, claim, negotiation, audit or other action has been started before the regular
expiration date, the records must be retained until completion of the action and resolution of all
issues which arise from it, or until the end of the regular period specified in paragraph (1), whichever
is later;
(3) Records regarding project requirements that apply for the duration of the period of
afforclability, as well as the written agreement and inspection and monitoring reports must be
retained for five years after the affordability period terminates;
(4) Records covering displacements and acquisition must be retained for at least five years after
the date by which the persons displaced from the property and all persons whose property is
acquired for the project have received the final payment to which they are entitled in accordance with
24 CFR Part 92.353.
ARTICLE XXX
LIMITATION OF LIABILITY
The City desires to enter into this Agreement only if in so doing the City can place a limit on
the City's liability for any cause of action for money damages due to an alleged breach by the City
of this Agreement, so that its liability for any such breach never exceeds the sum of $545,000.
Owner hereby expresses its willingness to enter into this Agreement with Owner's recovery from the
City for any damage action for breach of contract to be limited to a maximum amount of $545,000.
Accordingly, and notwithstanding any other term or condition of this Agreement, Owner hereby
agrees that the City shall not be liable to Owner for damages in an amount in excess of $545,000,
for any action or claim for breach of contract arising out of the performance or non-performance of
any obligations imposed upon the City by this Agreement. Nothing contained in this paragraph or
elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon the
City's liability as set forth in Florida Statutes, Section 768.28.
ARTICLE XXXI
VENUE
This Agreement shall be enforceable in Dade County, Florida, and if legal action is necessary
by either party with respect to the enforcement of any or all terms or conditions herein, exclusive
venue for the enforcement of same shall lie in Dade County, Florida.
13
ARTICLE XXXII
ADDITIONAL CONDITIONS AND COMPENSATION
It is expressly understood and agreed by the parties hereto that monies contemplated by this
Agreement to be used for the Funds, originated from grants of federal HOME Investment
Partnerships Program funds, and must be implemented with all of the applicable rules and regulation
of the U.S. Department of Housing and Urban Development. It is expressly understood and agreed
that in the event of curtailment or non-production of said Federal grant funds, that the financial
sources necessary to continue to pay the Owner the Funds will not be available and that this
Agreement will thereby terminate effective as of the time it is determined that said funds are no
longer available. In the event of such determination, Owner agrees that it will not look to, nor seek
to hold liable, the City or any individual member of the City Commission thereof, personally for the
performance of this Agreement and all parties hereto shall be released from further liability each to
the other under the terms of this Agreement.
ARTICLE XXXIII
ACCESSIBILITY LAWS COMPLIANCE
Owner agrees to adhere to and be governed by the following accessibility requirements:
(a) Architectural Barriers Act of 1968, As Amended (42 U.S.C. 4151) and its implementing
regulations at 35 CFR Part 107 -- States that public (Le., those intended to be accessible to the
general public) buildings and conveyances financed with federal funds are designed, constructed,
or altered to provide accessibility to the physically handicapped.
(b) Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and implementing regulations
at 24 CFR Part 8 - Prohibits discrimination in federally assisted programs on the basis of handicap
and imposes requirements to ensure that "qualified individuals with handicaps" have access to
programs and activities that receive federal funds.
(c) Title VIII ofthe Civil Rights Act of 1968, As Amended the "Fair Housing Act" (42 U.S.C.
3601) and its implementing regulations at 24 CFR Part 100-115.
Owner must complete and submit the City's Disability Non-Discrimination Affidavit (Affidavit),
a copy of which is attached hereto and incorporated herein as Exhibit C. In the event Owner
fails to execute the City's Affidavit, or is found to be in non-compliance with the provisions
of the Affidavit, the City may impose such sanctions as it may determine to be appropriate,
including but not limited to, withholding of payments to Owner under the Agreement until
compliance and/or cancellation, termination or suspension of the Agreement in whole or in
part. In the event the City cancels or terminates the Agreement pursuant to this Article,
Owner shall not be relieved of liability to the City for damages sustained by the City by virtue
of Owner's breach of the Agreement.
ARTICLE XXXIV
NOTICES
All notices shall be sent to the parties at the following addresses:
If to the City:
City of Miami Beach
1700 Convention Center Drive, 3rd Floor
Miami Beach, FL 33139
14
Attn: (1) City Attorney's Office
and (2) Housing Coordinator
If to Owner:
Denis A. Russ
MBCDC
1205 Drexel Ave., 2nd floor
Miami Beach, FL 33139
or to such address and to the attention of such other person as the City or Owner may
from time to time designate by written notice to the other.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
their duly authorized official(s) on the day and date first above indicated.
MBCDC:FERNWOOD APARTMENTS INC.,
a Florida no or-profit corporation
~
Authorized Signatory
/ Leo ~.t".d Alr
Printed Name and Title
of Authorized Signatory
ATTEST:
_/;/Irt '
Secretary
IJG~"J'
ATTEST:
CITY OF MIAMI BEACH
a Florida Municipal corporation
~J-- fMcR--
1fh
City Clerk
Mayor
f:bs:Fernwood/HOMEAGR.499
APPROVED p.s TO
FORM & lANGUAGE
& FOR EXECUTION
;1A/J~f'I ,II - S/r/'
/~ ate
15
EXHIBIT A
SCOPE OF SERVICES
SCOPE OF SERVICES
1. Name/Address of Project: Fernwood Apartments, 935 Pennsylvania Avenue, Miami Beach, FI
33139.
2. Legal Description:
OCEAN BEACH ADDITION NO 3 PB 2-81 W 1/2 Lot 4 & W7FT
OF E1/2 LOT 4 BLK 35
OR 16012-21400793 1
3. Site and Vicinity Characteristics
The subject site consists of a three story concrete block (CBS) building. The size of the
subject site is approximately 6,600 square feet and the building on the subject site was built in 1925
with an adjusted square footage of 10,899. The subject building is Mediterranean Revival located
in the Historic Architectural District of Miami Beach. The zoning for the subject is currently listed as
Commercial-Central. The building was substantially remodeled in 1993 and is currently operated
as a hotel comprised of 24 one-bedroom units including an office.
4. Proposed Elements of Construction
Installation of a new three-landing elevator, through three stacked apartments
· Conversion of the remaining space in these three apartments into common areas including
laundry room(s), a trash chute, trash room, electrical and machine room and lounge areas.
· Interior modifications to meet ADA requirements
. Interior modification of space to provide 14 one-bedroom units and 4 two-bedroom units
Modifications to meet fire code requirements
New ramp at front entry
Landscaping and site fencing, including a tele-entry system
Installation of interior mailboxes
Hurricane protection as required
Replacement of carpet with ceramic tile as necessary
Changes as required to mechanical systems
Removal of existing front stair and construction of a new enclosed stair that exits to the
exterior
Two units to be made fully accessible to persons with disabilities
5. Upon completion of the Project, all 18 units in the Project, consisting of 14 one-bedroom units
and 4 two-bedroom units, will be HOME-assisted and carry restricted rent and tenant income
restrictions for the duration of the 10 year affordability period.
6. U.S. HUD Section 811 award
Owner has received a formal Notice of Award of a grant directly from U.S. HUD, under the
Section 811-Supportive Housing for Persons with Disabilities Program of $1,221,700 for the
acquisition and rehabilitation of this Project which is to be operated as an independent living facility
for disabled persons living with HIV/AIDS. The award from U.S. HUD is subject to the Owner
complying with certain conditions, incorporated herein by reference. The Section 811 grant will also
provide annual operating subsidies to the project for up to 40 years. HUD will provide construction
monitoring and will also oversee the Davis-Bacon prevailing wage requirements.
7. City of Miami Housing Opportunities for Persons With AIDS (HOPWA) grant
Owner will receive a grant of $500,000 from the City of Miami HOPWA program to be used
for acquisition and rehabilitation of the Project.
8. The following procedures must be followed, prior to the commencement of work on the project:
(a) Each contractor and/or subcontractor must be found to be eligible to work on a federally
funded project. The names submitted will be checked against the monthly listing
"Consolidated List of Debarred, Suspended & Ineligible Contractors and Grantees" published
by the Federal Government.
(b) If the Building is more than 50 years old, (1) Owner's Architect or Engineer must obtain
and submit to the City a letter indicating that the plans for the project have been reviewed
by the State Historic Preservation Officer (SHPO) and that the proposed rehabilitation is
acceptable to that office, and (2) must submit a copy of the 50 year re-certification for the
building.
(c) A set of final approved plans and specifications for the project approved by the City's
Building Department must be submitted to the Housing Section of the City's
Community/Economic Development Department.
(d) Building permits must be obtained as required by applicable City Ordinance. Also, any
other necessary permits and applicable approvals from any other governmental authorities
must be obtained, if required.
(e) A copy of the contract between Owner and a licensed General Contractor must be
submitted to the City which includes commencement and completion dates, contract amount,
scope of work, Federal Labor Standards Provisions (HUD Form 4010, if applicable), and
applicable federal regulations and standards.
9. Owner's General Contractor shall be responsible for compliance with all pollution and asbestos
control standards of the concerned govemmental agencies. It shall be the Contractor's responsibility
to obtain required inspections from these agencies.
10. Federal regulations require that all tenants in housing rehabilitated with federal funds, be
provided with information on the following: that the property may contain lead-based paint; of the
hazards, symptoms and treatment for ingestion of lead-based paint; of the precautions to be taken;
of the availability of blood level screening for children under seven years of age; and that in the event
lead-based paint is found in the property, appropriate abatement procedures must be undertaken
by owners. Copies of U.S. Environmental Protection Agency brochure "Protect Your Family From
Lead In Your Home" will be provided to Owner by the City. This information must be provided by
Owner to each tenant, and Owner must retain evidence of having provided this notification to the
tenant in a file for the life of this Agreement.
11. Owner shall provide timely copies of construction monitoring reports to the City.
12. Project Development Schedule (next page)
ACTION STEPS FOR FERNWOOD APARTMENTS
DATE 935 Pennsylvania Avenue
COMPLETED
03/24/98 Effective date of contract
12/01/98 Relocation Information - Send letter to tenants
06/02/98 Environmental Phase 1
02/26/99 Survey
01/04/98 Appraisal
11/30/98 Financing Committment -US HUD
05/14/99 Financing Committment - CMS
04/28/99 Financing Committment - HOPWA
12/11/98 Financing Contengency Ends
OS/28/99 CMB Grant Closing
07/30/99 HOPWA Grant Closing
OS/28/99 L1SC Grant Closing
OS/28/99 Closing With Sellers
09/15/99 Closing With HUD
01/10/99 Issue RFQ for General Contractor
02/14/99 Receive Qualifications
02/25/99 Select Qualified Bidders
04/22/99 Select Contractor
04/26/99 Complete Blue Prints or Scope of Work
05/10/99 Process the plans for permit
05/15/99 Request for Davis Bacon
OS/20/99 Perform Value Engineering
OS/28/99 Award Construction Contract
05/01/00 Complete Construction
PROPERTY INFORMATION
Address: 935 Pennsylvania Avenue
Name : Fernwood Apartments
Purchase Price: $1,445,000
femwood Action Steps 04122199
FERNWOODACTION STEPS.123
04/23/99
EXHIBIT B
BUDGET
Fernwood Apartments
935 Pennsylvania Avenue
Miami Beach, Florida 33139
Sources of Funds
City of Miami Beach - HOME
Housing Opportunities for
People with AIDS
U.S. Department of HUD --
Section 811 Capital Advance
Total Sources of Funds
Uses of Funds
Acquisition
Pre-Development (Soft) Costs
Rehabilitation Costs
Total Uses of Funds
545,000.
500,000.
1,221,700.
2,266,700.
1,445,000.
227,891.
593,809.
2,266,700.
EXHIBIT C
DISABILITY DISCRIMINATION AFFIDAVIT
, I,., .',
DISABIliTY NONDfSCRfMfNA TrON AFFIDAVIT
CONTRACT REFERENCE HOME PROGRAM
NAME OF FIRM, CORPORATION, OR ORGANIZATION MRrn('. FE'rnu7nQrI ~partments, rne
AUTHORIZED A9ftNT COMPLETING AFFIDAVIT Ofini. .7\.. Ry..
POSITION ~r /A. ~-r PHONE NUMBER <:3 0 9 538 0090
f, npn i R A RllRR
I being duly first sworn state:
That the above named firm, corporation or organization is in compliance with and agrees to continue to
comply with, and assure that any subcontractor, or third party contractor under this project complies with all
applicable requirements of the laws listed below including, but not limited to, those provisions pertaining to
employment. provision of programs and services, transportation, communications, access to facilities,
renovations, and new construction.
The Americans with Disabilities Act of 1990 (ADA): Pub. L. 101-336, 104 Stat 327,42 U.S.C. 12101-12213
and 547 U.S.C. Sections 225 and 611 including Title r, Employment; Tittle fl, Public Services; Title III,
Public Accommodations and Services Operated by Private Entities; Title IV, Telecommunications; and Title
V, Miscellaneous Provisions.
The Rehabilitation Act of 1973: 29 U.S.C. Section 794.
The Federal Transit Act, as amended: 49 U.S.C. Section 1612.
The Fair Housing Act as amended: 42 U.S.C. Section 3601-3631.
by "0(.1\1 \~ L1.. Qv ~~
(Affiant)
'DQ\v~/1... L\.Ct'v Sc
(Type of identification)
C\ '~Jp
(Si;~ure of Not )
~ 0 S-t. GA...J C t..x:>U
(Print or Stamp Name of Notary)
~L
(Date)
SUBSCRIBED AND SWORN TO (or affirmed) before me on
He/She is personally known to me or has presented
#'h~ Jose aJlcientification.
*1(*My Commission CC717557
~..::.' Expires February 1 B, 2002
cell, SSl
(Serial Number)
~t.~!1.-V!'\~ \ g ..).00 L...
( x iratiorrJDate)
Notary Public
(State) Notary Seal
The City of Miami Beach will not award a contract to any firm, corporation or organization that fails to
complete and submit this Affidavit with the firm, corporation or organization's bid or proposal or fails to have
this Affidavit on file with the City of Miami Beach.
Page 1 of 1
EXHIBIT D
MBCDC: FERNWOOD APARTMENTS, INC.
FLORIDA CORPORATION DOCUMENTS
,8~;;:1) 487..!.6013
12/31/98 11:19 flor1da Department pi /2
_.-a.._-.
~d~
~llUllrll ~. JII!orl~am I
~~~-~~~..
tt _of-jf1o '
i>tB . .~, ~_~u rlba
irpnrtmpnt of t'tn1p
I certify the attached is a true and correct copy of the Articles of
Incorporation of MBCDC: FERNWOOD APARTMENTS, INC., a Florida corporation,
filed on December 29, 199B, as shown by the records of this office.
The document number of this corporation is N98000007376.
.
R
!IIi Authentication
R
I
Given under my hand and the
Great Seal of the State of Florida,
at Tallahassee, the Capital, this the
Thirty-first day of December, 199B
Code: 19BA000611S0-12319B-N9B000007376-1/1
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ARTICLES OF CORRECTION FILED TO CORRECT
A CERTAIN ERROR IN THE ARTICLES OF INCORPORATION OF
MBCDC: FERNWOOD APARTMENTS, INC.
MBCDC: FERNWOOD APARTMENTS, INC., anot-for-profit corporation organized and
existing under and by virtue of the provisions of Chapter 617, Florida Statutes, whose Articles of
Incorporation were filed with the Florida Department of State on December 29, 1998,
DOES HEREBY CERTIFY:
1. The name of the corporation is MBCDC: FERNWOOD APARTMENTS, INC. (the
"Corporation").
2. The Corporation's Articles of Incorporation (the "Articles") were filed by the
Secretary of State of Florida on December 29, 1998 and the Articles require correction as permitted
by Sections 617.0124 and 617.01201 of the Florida Not For Profit Corporation Act.
3. The inaccuracy or defect of the Articles to be corrected is as follows: The nwnber of
directors of the Corporation was incorrectly stated.
4. Article IV of the Articles is corrected to read as follows:
The number of directors of the Corporation shall be three (3). The names and
addresses of the directors and the term for which each will serve are set below:
Name
Address
Term
Roberto Datorre
410 16th Street
Miami Beach, FL 33139
One year/until his successor is duly
elected and qualified
Karl Kennedy
1205 Drexel Avenue
Second Floor
Miami Beach, FL 33139
One year/until his successor is duly
elected and qualified
Denis A. Russ
1205 Drexel Avenue
Second Floor
Miami Beach, FL 33139
One year/until his successor is duly
elected and qualified
IN WITNESS WHEREOF, the Corporation has caused these Articles to be signed by Denis
A. Russ, its Incorporator, this * day of January, 1999.
MBCDC: FERNWOOD APARTMENTS, INC.
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ARTICLES OF INCORPORATION OF
MBCDC: FERNWOOD APARTMENTS, INC.
This is to certify that I, the undersigned, being of full legal age, do hereby associate myself
for the pmpose of forming a nonprofit Corporation under and by virtue of the provisions of Chapter
617 of the Florida Statutes, and further certify that:
ARTICLE I.
(a) The name of this corporation is MBCDC: FERNWOOD APARTMENTS, INC. (the
.Corporation-).
(b) The existence of the Corporation will be perpetual.
(c) The address of the principal office and the mailing address of the corporation is 1205
Drexel Avenue, Second Floor, Miami Beach, Florida 33139.
(d) The name and address of the initial registered office of the corporation is:
Denis A. Russ
1205 Drexel Avenue
Second Floor
Miami Beach, Florida 33139
Filed by:
Louise J. Allen, Esq.
Florida Bar No. 386707
Steams Weaw:r Miller Weissler
Albadeff & Sitterson, P .A.
2200 Musemn Tower
150 West Flagler Street
Miami. Florida 33130
Telephone: 305-789-3200
Facsimile: 305-789-3395
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ARTICLE ll.
The purposes for which the Corporation is formed, and the business and objects to be carried
on and promoted by it, are as follows:
(a) This Corporation is organized exclusively for charitable and/or educational purposes,
including, for such purposes, the making of distributions to org~ni7J1tions which qualify as exempt
organization under Section 501(cX3) of the Internal Revenue Code of 1986, as amended, or the
corresponding section of any future United States internal revenue law, or to the Secretary of
Housing and Urban Development for the time being exclusively for a public purpose. In pursuance
of the foregoing p~ the Corporation shall have the power to provide elderly persons and
handicapped persons with housing facilities and services specially designed to meet their physical,
social, and psychological needs, and to promote their health, security, happiness, and usefulness in
longer living, the charges for such facilities and services to be predicated upon the provision,
maintenance, and operation thereof on a nonprofit basis.
(b) No part of the net earnings of the Corporation shall inure to the benefit of, or be
distributable to its members, trustees, officers, or other private persons, except that the Corporation
shall be authorized and empowered to pay reasonable compensation for services actually rendered
and to make payments and distributions in furtherance of its exempt purposes. No substantial part
of the activities of the Corporation shall consist of the carrying of a propaganda, or otherwise
attempting to influence legislation, and the Corporation shall not participate in, or intervene in
(including the publid\ing or distribution of statements) any political campaign on behalf of or in
opposition to any candidate for public office. Notwithstanding any of the provisions of these articles,
the Corporation shall not carry on any other activities not permitted to be carried on (1) by a
corporation exempt from Federal income taxation under Section 501(cX3) of the Internal Revenue
Code of 1986, as amended, or the corresponding section of any future United States internal revenue
law, or (2) by a corporation, contributions to which are deductible under Section 170(cX2) of the
Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States
internal revenue law.
ARTICLE lli.
The Corporation is empowered:
(a) To buy, own, sell, assign, mortgage, or lease any interest in real estate and personal
property and to construct, maintain, and operate improvements thereon necessary or incident to the
accomplishments of the purposes set forth in Article II hereof, but solely in connection with the
Housing and Urban Development Project Number 066-HD043, Project Name Femwood Apartments,
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located at 935 Pennsylvania Avenue, Miami Beach, Florida 33139 assisted under Section 811 of the
National Affordable Housing Act.
(b) To borrow money and issue evidence of indebtedness in furtherance of any or all of
the objects of its business, and to secure the same by mortgage, pledge, or other lien on the
Corporation's property.
(c) To do and perform all acts reasonably necessary to accomplish the purposes of the
Corporation, including the execution of a Regulatory Agreement with the Secretary of Housing and
Urban Development, and of such other instnunents and undertakings as may be necessary to enable
the Corporation to secure the benefits of capital advances. or project rental assistance under Section
811. Such Regulatory Agreement and other instruments and undertakings shall remain binding upon
the Corporation, its successors an assigns, so long as a mortgage on the Corporation's property is
held by the Secretary of Housing and Urban Development.
(d) Upon the dissolution of the Corporation, all of the remaining assets of tile Corporation
shall be distributed only to one or more orvni7ations created and operated for one or more exempt
purposes within the meaning of Article II (a) hereof~ other than for religious purposes, all of the
foregoing within the meaning of Section SOI(cX3) of the Internal Revenue Code of 1986, as
amended, or the corresponding section of any future United States internal revenue law, or shall be
distributed to the Secretary of Housing and Urban Development exclusively for a public purpose.
Any such assets not so disposed of by a court of competent jurisdiction of the county in wich the
principal office of the Corporation is then located, exclusively for such purposes or to such
organi7Jltlon or organi'7Jltions, as said court shall determine, which are orpni7.ed and operated
exclusively for such purposes.
ARTICLE IV.
The number of directors of the Corporation shall be seven (7). The names and addresses of
the directors and the tenD for which each will serve are set below:
~
Address
Imn
Roberto Datorre
410 16th Street
Miami Beach, FL 33139
One year/until his successor is duly
elected and qualified
Karl Kennedy
1205 Drexel Avenue
Second Floor
Miami Beach, FL 33139
One year/until his successor is duly
elected and qualified
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Signed by the incorporator this oL'I day OfDecem~ ~
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Den,s . R\ISI, ~ ra&or
AdclrcIS: 1205 Drexel Avenue. 2" Floor
Miami Beach. FL 33139
CERTIFICATE DESIGNATING REGISTERED AGENT
In pursuance ofChapter' 48.091, Florida Statutes, the following is submitted in compliance
with said Act:
That MBCDC: Femwood Apartments, Inc., desiring to organize under the laws of the State
of Florida with its initial registered office as indicated in the Articles of Incorporation. at the City
of Miami Beach, County of Dade, State of Florida, has named Denis A. Russ, located at Miami
Beach Community Development Corporation, Inc., 1205 Drexel Avenue, Second Floor, Miami
Beach, Florida 33139. as its agent to accept service of process within this State.
ACKNOWLEDGMENT:
Having been named to accept service of process for the above stated corporation at the place
designated in this certificate, I hereby accept to act in this capacity, and agree to comply with the
provisions of said Act relative to keeping open said office.
\I W .('()\J.U47'.o I S\fERNWOODAOI
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