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Neighborhood Stabilization Program Consortium AgreementCITY OF MIAMI BEACH NSP2 CONSORTIUM ~~ `~ t ~) ..~~~ NEIGHBORHOOD STABILIZATION PROGRAM ~~ CONSORTIUM AGREEMENT THIS CONSORTIUM AGREEMENT (the "Agreement" (dated as of July ~ ~ `~ 2009, is entered into by the City of Miami Beach, Florida, ("CITY"), and the following Florida not for profit corporations: Miami Beach Community Development Corporation, Inc. (MBCDC), Miami Dade Affordable Housing Foundation, Inc. (Foundation), Carrfour Supportive Housing, Inc. (Carrfour). These not for profit corporations may hereafter be referred to as "Non Profit Members" and the CITY and Non Profit Members may, hereafter be collectively referred to as "the Parties." RECITALS WHEREAS, the United States Congress enacted the American Reinvestment and Recovery Act of 2009 (Public Law 111-005, hereinafter called the "Act"( which allocated funds for additional activities under Division B, Title III of the Housing and Economic Recovery Act of 2008 (Public Law 110-289), as amended, for the purpose of assisting in the redevelopment of abandoned and foreclosed homes under the Emergency Assistance for Redevelopment of Abandoned and Foreclosed Homes heading, referred to as Neighborhood Stabilization Program 2; and WHEREAS, the U. S. Department of Housing and Urban Development (hereinafter called "HUD") subsequently issued a Notice of Funding Availability, Docket No. FR-5321-N- O1, on May 4, 2009, advising the public of fund availability, granting waivers, applying alternative requirements, and setting forth statutory requirements regarding competitive grant funding available from HUD through the Neighborhood Stabilization Program 2; and WHEREAS, the goals of the Neighborhood Stabilization Program 2 are to provide decent housing, a suitable living environment, and economic opportunity, principally for persons of very low, low and moderate income as defined within the regulations governing the Federal Community Development Block Grant Program; and WHEREAS, Neighborhood Stabilization Program 2 funding is awarded to address the adverse effects of vacant and foreclosed-upon homes in target area neighborhoods; and WHEREAS, the City of Miami Beach seeks to arrest the decline in its neighborhoods and property values due to the effects of concentrations of foreclosed, abandoned, and vacant homes; and WHEREAS, the Notice of Funding Availability sets forth eligibility requirements that must be met by applicants for Neighborhood Stabilization Program 2 funding; and WHEREAS, the Notice of Funding Availability allows nonprofit organizations, including municipalities and private nonprofit corporations, to enter into consortium agreements in order to receive federal funds from the Neighborhood Stabilization Program 2, and authorizes the qualifications and experience of the various members of the consortium to be considered together as a single applicant for the purpose of determining eligibility; and WHEREAS, the Mayor and City Commission of the City of Miami Beach are desirous of receiving federal funds through the Neighborhood Stabilization Program 2 in order to provide decent affordable housing to low, moderate and middle income residents, to arrest the decline of homes in targeted areas affected by mortgage foreclosures; and to redevelop vacant property in the targeted neighborhoods in compliance with the objectives and desired outcomes of the Neighborhood Stabilization 2; and WHEREAS, the Parties hereto have the authority to enter into a Consortium Agreement; and WHEREAS, it is agreed that the objectives of Neighborhood Stabilization Program 2 are best met within the City of Miami Beach, Florida through cooperative efforts, and that the Parties should join together in affordable housing and neighborhood activities; and WHEREAS, the Parties agree that the City of Miami Beach will be the lead partner in the Consortium, managing all Neighborhood Stabilization Program Z funds and program activities, monitoring the program, executing contracts and agreements with third parties, assessing environmental impacts pursuant to federal requirements, preparing and issuing required reports, making application for funding, acting as the agency with fiduciary responsibility and providing federally compliant financial accounting and auditing services, and performing such other activities as the lead Consortium partner as the U. S. Department of Housing and Urban Development and the Code of Federal Regulations may require. NOW, THEREFORE, in consideration of these premises and the mutual covenants set forth herein, the Parties agree as follows: SECTION 1. FORMATION OF CONSORTIUM The Parties hereby form a consortium to be known as CITY OF MIAMI BEACH NSP2 CONSORTIUM, sometimes referred to herein as the "Consortium". The Consortium shall apply for Neighborhood Stabilization Program 2 funding from HUD. All Parties hereto agree to cooperation with and assist the Consortium in its operation, including all activities authorized though the Neighborhood Stabilization Program 2. SECTION 2. DESIGNATION OF LEAD ENTITY As authorization of a lead entity is a requirement of the HUD Notice of Funding Availability for designation as a consortium, the Parties agree that the City of Miami Beach shall be authorized and designated as the "Lead Entity" and shall act in a representative capacity for all Parties for the purposes of this Agreement and to implement the Consortium's Neighborhood Stabilization Program 2 activities. As Lead Entity, the City of Miami Beach shall assume overall responsibility for maintaining compliance with federal requirements for operation of the Neighborhood Stabilization Program 2 approved in accordance with the Notice of Funding Availability, Docket No. FR-5321-N-Ol, and all federal requirements therein referenced. Expenses incurred by the Lead Entity shall be taken from Administrative Funds, described more fully in Section 4. 2 SECTION 3. CONSORTNM APPLICATIONS FOR NEIGHBORHOOD STABILIZATION PROGRAM 2 FUNDS The Consortium will apply as a single entity for Neighborhood Stabilization Program 2 funding. Consortium members are designated by the HUD Notice of Funding Availability to receive Neighborhood Stabilization Program 2 funds, should they be approved for funding following a competitive selection process. The Consortium shall prepare and submit such documents as are required by the HUD Notice of Funding Availability to the U. S. Department of Housing and Urban Development for Neighborhood Stabilization Program 2 funds under the terms of the Notice of Funding Availability. The Consortium shall comply with federal requirements to expend all federal funds and program income received within the three year period required by the award of funds and the Notice of Funding Availability. SECTION 4. NEIGHBORHOOD STABILIZATION PROGRAM 2 OPERATIONS. Proiect Implementation Responsibility Implementation Responsibility and Activities shall be in substantial compliance with the Program Summary and Program Description, attached hereto as Exhibit A. The City of Miami Beach shall be responsible for monitoring Neighborhood Stabilization Program 2 activities for compliance with federal requirements. Each of the Parties agrees that all Neighborhood Stabilization Program 2 activities will comply with (i) all applicable federal laws, rules, and regulations; (ii) Florida law; and (iii) locally adopted laws, regulations, and policies. Division of Consortium Neighborhood Stabilization Program 2 Funds among Parties Funding among the Parties shall be in substantial compliance with the Program Summary and Program Description, attached hereto as Exhibit A. A finalized Consortium Funding Agreement between the Parties will be entered into and executed no later than December 1, 2009, in accordance with the requirements of the Notice of Funding Availability .for the Neighborhood Stabilization Program 2, Docket No. FR- 5321-N-Ol. Program Income In accordance with the Notice of Funding Availability, all program income received during the first three years of operations will be expended along with all federal grant funds no later than the three year deadline established by HUD following the date the Consortium receives allocation fields. Consortium Administrative Funds The Parties agree that the Consortium shall not expend more than ten percent (10%) of the total Neighborhood Stabilization Program 2 funds awarded to the Consortium by HUD for the purpose of paying for administrative costs, as further described in the Program Summary and Program Description, attached hereto as Exhibit A. IN WITNESS WHEREOF, THE Parties have hereunto set their hands this f ~~day of ~(/L~/ , 2009. City Clerk MIAMI BEACH COMMUNITY DEVELOPMENT CORPORATION, INC. ~ ~ Signature n - t~ , Print Name/Title ATTEST: Si at e ~~' ~t1 c 3 ~. ~C~ SS ~ ~SS~,/~G¢ ~ 7'q~2y Print Name/Title MIAMI DARE AFFORDABLE HOUSING FOUNDATION, INC. Signature ATTE Print Name/Title ATTEST: Signature ~~? / ~ kA~d 6[~l, M-0N vet .~i2~itN Print Name/Title ES E~ecvuuG Print Name/Title TIVE HOUSING, INC. ~i ~~_ APPROVED AS TO FORM & LANGUAGE ~ FOA EXECUTION tY at ~~~ CITY OF MIAMI BEACH City of Miami Beach NSP 2 Consortium Exhibit A -Program Summary; Program Description NSP2 Miami Beach Consortium Program Summary Performance Goals Funding Allocations Units Funding Responsibility Financing Mechanisms 65 $ 6,600,000 Program Delivery Lead -MBCDC Program Delivery Services -- MBCDC; Foundation Acquisition, Rehab, Rental 35 $ 6,900,000 Project Delivery Lead -MBCDC Project Delivery Services --MBCDC; Carrfour Redevelopment of Vacant 73 2,070,000 Project Delivery Lead -MBCDC project Delivery Services -- Property -Allen; Meridian MBCDC; Carrfour Administrative Costs $ 1,730,000 Lead Member: The City - 50% program Lead: MBCDC - 50% Total 173 $17,300,000 C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc NSP2 Miami Beach Consortium Program Summary Performance Goals Funding Allocations City of Miami Beach Program Delivery Summary Responsibilities City Responsibility Program Delivery Lead -MBCDC Lead Member City Activities Program Delivery Services Developing and submitting Financing Mechanisms Application on behalf of the MBCDC; Foundation Consortium; Acquisition, Rehab, Rental -Multi Fiduciary stewardship and Family Financial Management of NSP2 MBCDC; Carrfour funds: Development and execution of Acquisition, Rehab, Rental -Scattered contracts and agreements among Site MBCDC; ACtivlties the parties and with third parties; Maintaining program records and submitting program reports; Redevelopment of Vacant Property - Assessing environmental impact in The Allen; Meridian Place accordance with federal MBCDC -Development Services requirements: Carrfour- Development Consultant Providing federally compliant financial accounting services; Monitoring the pertormance under MBCDC Funding -Program Lead the Consortium Agreements. Fifty percent of Administrative Fees allowable under the grant City Funding program. Funding Fifty percent of Administrative Program Funding Fees allowable under the grant Described Hereafter program. C:1Documents and Settings\neigired\Local SettingslTemporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc City of Miami Beach NSP 2 Consortium Exhibit A -Program Summary; Program Description NSP2 Miami Beach Consortium Program Description Responsibilities, Activities, Funding City of Miami Beach City Responsibility Lead Member City Activities Developing and submitting Application on behalf of the Consortium; Fiduciary stewardship and Financial Management of NSP2 funds: Development and execution of contracts and agreements among the parties and with third parties; Maintaining program records and submitting program reports; Assessing environmental impact in accordance with federal requirements: Providing federally compliant financial accounting services; Monitoring the performance under the Consortium Agreements. City Funding Fifty percent of Administrative Fees allowable under the grant program. Miami Beach-Community Development Corporation (MBCDC) MBCDC Responsibility Program Delivery Lead Financing Mechanisms Program Delivery Lead Program Delivery Services Acquisition, Rehabilitation, Rental -Multi-Family Project Development Lead Project Development Services Acquisition, Rehabilitation, Rental -Scattered Site Project Development Lead Project Development Services MBCDC Activities Financing Mechanisms Housing Workshop /Home Buyer Training One on One Housing Counseling Mortgage Ready Certification C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files10LK46\Consortium Agmt - Exhibit A - v2.doc MBCDC -- Property Selection and Approvals Property Selection Education: Property Identification; Property Negotiation; Property Inspection; Scope of Rehab; Rehab Supervision Bank Mortgage Approvals Pre Closing Assistance Purchase Assistance Preparation of Reimbursement Package Acquisition, Rehabilitation, Rental -Multi-Family Development Concept Specific use of designated site for identified market by specific development team with defined financial program. Feasibility Study Analysis of assumptions regarding market, site, operating pro forma, development pro forma financial requirements, financing, team and role. Dealmaking: Planning & Financing All elements of project made definite. Letters of commitment, contracts and loan documents binding on all participants to the specific elements of the deal. Project Construction Completely built, fully leased-up building, passing all inspections Operation Effectively rented project, meeting financial and other project goals. Acquisition, Rehabilitation, Rental -Scattered Sites Property Selection: Property Identification; Property Negotiation; Property Inspection; Scope of Rehab; Rehab Supervision Feasibility Study Analysis of assumptions regarding market, site, operating pro forma, development pro forma financial requirements, financing, team and role. Dealmaking: Planning & Financing All elements of project made definite. Letters of commitment, contracts and loan documents binding on all participants to the specific elements of the deal. Project Construction Completely built, fully leased-up building, passing all inspections C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc Operation Effectively rented project, meeting financial and other project goals. Redevelopment of Vacant Properties -The Allen; Meridian Place Property Selection -- Completed Property Identification; Property Negotiation; Property Inspection; Scope of Rehab; Rehab Supervision Feasibility Study -- Completed Analysis of assumptions regarding market, site, operating pro forma, development pro forma financial requirements, financing, team and role. Dealmaking: Planning & Financing -Substantially Advanced All elements of project made definite. Letters of commitment, contracts and loan documents binding on all participants to the specific elements of the deal. Project Construction -- In Preparation Completely built, fully leased-up building, passing all inspections Operation - In Preparation Effectively rented project, meeting financial and other project goals. MBCDC Funding Program /Project Delivery Lead Fifty percent of Administrative Fees allowable under the grant program... Financing Mechanisms $100,000 less payments to the Foundation (approximately $1500 per unit) Acquisition, Rehabilitation, Rental -Multi-Family 4% of Acquisition Costs, plus 15% of Rehabilitation and Soft Costs (Subject to Funding to Carrfour as described) Acquisition, Rehabilitation, Rental -Scattered Sites 4% of Acquisition Costs, plus 15% of Rehabilitation and Soft Costs Redevelopment of Vacant Properties Development Overhead as approved in Project S & U Miami Dade Affordable Housing Foundation, Inc. (Foundation) Foundation Responsibilities Program Delivery Services -Financing Mechanisms Foundation Activities Housing Workshop /Home Buyer Training C:\Documents and Settings\neigiredlLocal Settings\Temporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc One on One Housing Counseling Mortgage Ready Certification Referral to MBCDC for Property Selection and Approvals Bank Mortgage Approvals Pre Closing Assistance Purchase Assistance Preparation of Reimbursement Package Foundation Funding $10,000 per year plus $525 per closed participant Carrfour Supportive Housing, Inc. (Carrfour) Carrfour Responsibilities Project Development Services - Acquisition, Rehabilitation, Rental -Multi Family Redevelopment of Vacant Properties Development Consulting Services Carrfour Activities Development Concept Feasibility Study Dealmaking: Planning & Financing ] As Described Above Project Construction ] Operation ) Carrfour Funding Acquisition, Rehabilitation, Rental -Multi Family --Alternatives: (1) Joint Venture Partner - 50% Ownership; 50% Development Overhead 4% of Acquisition Costs, plus 15% of Rehabilitation and Soft Costs (2) Development Consultation 10% of Total Development Overhead /Fees Redevelopment of Vacant Property -The Allen; Meridian Place Based Upon Development Consulting Services Provided C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc City of Miami Beach NSP 2 Consortium Exhibit A -Program Summary; Program Description NSP2 Miami Beach Consortium Program Summary Performance Goals Funding Allocations Units Funding Responsibility Financing Mechanisms 65 $ 6,600,000 Program Delivery Lead -MBCDC Program Delivery Services -- MBCDC; Foundation Acquisition, Rehab, Rental 35 $ 6,900,000 Project Delivery Lead -MBCDC Project Delivery Services -- MBCDC; Carrtour Redevelopment of Vacant 73 2,070,000 Project Delivery Lead -MBCDC Projec~ Delivery Services -- Property -Allen; Meridian MBCDC; Carrtour Administrative Costs $ 1,730,000 Lead Member: The City - 50% Program Lead: MBCDC - 5o°io Total 173 $17,300,000 C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files\OLK461Consortium Agmt - Exhibit A - v2.doc NSP2 Miami Beach Consortium Program Summary Performance Goals Funding Allocations City of Miami Beach Program Delivery Summary Responsibilities City Responsibility Program Delivery Lead -MBCDC Lead Member City Activities Program Delivery Services Developing and submitting Financing Mechanisms Application on behalf of the MBCDC; Foundation Consortium; Acquisition, Rehab, Rental -Multi Fiduciary stewardship and Family Financial Management of NSP2 MBCDC; Carrtour funds: Development and execution of Acquisition, Rehab, Rental -Scattered contracts and agreements among Site MBCDC; Activities the parties and with third parties; Maintaining program records and submitting program reports; Redevelopment of Vacant Property - Assessing environmental impact in The Allen; Meridian Place accordance with federal MBCDC -Development Services requirements: Carrtour -Development Consultant Providing federally compliant financial accounting services; Monitoring the pertormance under MBCDC Funding -Program Lead the Consortium Agreements. Fifty percent of Administrative Fees allowable under the grant City Funding program. Funding Fifty percent of Administrative Program Funding Fees allowable under the grant Described Hereafter program. C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc City of Miami Beach NSP 2 Consortium Exhibit A -Program Summary; Program Description NSP2 Miami Beach Consortium Program Description Responsibilities, Activities, Fundin City of Miami Beach City Responsibility Lead Member City Activities Developing and submitting Application on behalf of the Consortium; Fiduciary stewardship and Financial Management of NSP2 funds: Development and execution of contracts and agreements among the parties and with third parties; Maintaining program records and submitting program reports; Assessing environmental impact in accordance with federal requirements: Providing federally compliant financial accounting services; Monitoring the performance under the Consortium Agreements. City Funding Fifty percent of Administrative Fees allowable under the grant program. Miami Beach Cornrnunity Development Corporation (MBCDC) MBCDC Responsibility Program Delivery Lead Financing Mechanisms Program Delivery Lead Program Delivery Services Acquisition, Rehabilitation, Rental -Multi-Family Project Development Lead Project Development Services Acquisition, Rehabilitation, Rental -Scattered Site Project Development Lead Project Development Services MBCDC Activities Financing Mechanisms Housing Workshop /Home Buyer Training One on One Housing Counseling Mortgage Ready Certification C:1Documents and Settings\neigired\Local SettingslTemporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc MBCDC -- Property Selection and Approvals Property Selection Education: Property Identification; Property Negotiation; Property Inspection; Scope of Rehab; Rehab Supervision Bank Mortgage Approvals Pre Closing Assistance Purchase Assistance Preparation of Reimbursement Package Acquisition, Rehabilitation, Rental -Multi-Family Development Concept Specific use of designated site for identified market by specific development team with defined financial program. Feasibility Study Analysis of assumptions regarding market, site, operating pro forma, development pro forma financial requirements, financing, team and role. Dealmaking: Planning & Financing All elements of project made definite. Letters of commitment, contracts and loan documents binding on all participants to the specific elements of the deal. Project Construction Completely built, fully leased-up building, passing all inspections Operation Effectively rented project, meeting financial and other project goals. Acquisition, Rehabilitation, Rental -Scattered Sites Property Selection: Property Identification; Property Negotiation; Property Inspection; Scope of Rehab; Rehab Supervision Feasibility Study Analysis of assumptions regarding market, site, operating pro forma, development pro forma financial requirements, financing, team and role. Dealmaking: Planning & Financing All elements of project made definite. Letters of commitment, contracts and loan documents binding on all participants to the specific elements of the deal. Project Construction Completely built, fully leased-up building, passing all inspections C:\Documents and Settings\neigired\Local SettingslTemporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc Operation Effectively rented project, meeting financial and other project goals. Redevelopment of Vacant Properties -The Allen; Meridian Place Property Selection -- Completed Property Identification; Property Negotiation; Property Inspection; Scope of Rehab; Rehab Supervision Feasibility Study -- Completed Analysis of assumptions regarding market, site, operating pro forma, development pro forma financial requirements, financing, team and role. Dealmaking: Planning & Financing -Substantially Advanced All elements of project made definite. Letters of commitment, contracts and loan documents binding on all participants to the specific elements of the deal. Project Construction -- In Preparation Completely built, fully leased-up building, passing all inspections Operation - In Preparation Effectively rented project, meeting financial and other project goals. MBCDC Funding Program /Project Delivery Lead Fifty percent of Administrative Fees allowable under the grant program. Financing Mechanisms $100,000 less payments to the Foundation (approximately $1500 per unit) Acquisition, Rehabilitation, Rental -Multi-Family 4% of Acquisition Costs, plus 15% of Rehabilitation and Soft Costs (Subject to Funding to Carrfour as described) Acquisition, Rehabilitation, Rental -Scattered Sites 4% of Acquisition Costs, plus 15% of Rehabilitation and Soft Costs Redevelopment of Vacant Properties Development Overhead as approved in Project S & U Miami Dade Affordable Housing Foundation, Inc. (Foundation Foundation Responsibilities Program Delivery Services -Financing Mechanisms Foundation Activities Housing Workshop /Home Buyer Training C:\Documents and Settingslneigired\Local Settings\Temporary Internet Files\OLK461Consortium Agmt - Exhibit A - v2.doc One on One Housing Counseling Mortgage Ready Certification Referral to MBCDC for Property Selection and Approvals Bank Mortgage Approvals Pre Closing Assistance Purchase Assistance Preparation of Reimbursement Package Foundation Funding $10,000 per year plus $525 per closed participant Carrfour Supportive Housing, Inc. (Carrfour) Carrfour Responsibilities Project Development Services - Acquisition, Rehabilitation, Rental -Multi Family Redevelopment of Vacant Properties Development Consulting Services Carrfour Activities Development Concept ] Feasibility Study ] Dealmaking: Planning & Financing ] As Described Above Project Construction ) Operation ] Carrfour Funding Acquisition, Rehabilitation, Rental -Multi Family --Alternatives: (1) Joint Venture Partner - 50% Ownership; 50% Development Overhead 4% of Acquisition Costs, plus 15% of Rehabilitation and Soft Costs (2) Development Consultation 10% of Total Development Overhead /Fees Redevelopment of Vacant Property -The Allen; Meridian Place Based Upon Development Consulting Services Provided C:\Documents and Settings\neigired\Local Settings\Temporary Internet Files\OLK46\Consortium Agmt - Exhibit A - v2.doc