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20 Staff Report - Contributions to the Housing Trust of Santa Clara CountyDATE: TO: FROM: SUBJECT: MEETINGDATE:6I2OIOS ITEM NO.;<'0 AGENCY AGENDA REPORT June 9,2005 CHAIR AND MEMBERS 0'R-Hb REDEVELOPMENT AGENCY CONSIDER ADOPTING A RES ON AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY AND THE HOUSING TRUST OF SANTA CLARA COUNTY PROVIDING CONTRIBUTIONS TO THE HOUSING TRUST OF SANTA CLARA COUNTY FOR THE PHASE ill CAMPAIGN AND AUTHORIZING A BUDGET ADJUSTMENT FOR THE FY2005/06 BUDGET IN THE AMOUNT OF $100,000. RECOMMENDATION: Adopt the attached resolution (Attachment 1): 1..Authorizing the Executive Director to execute an agreement between the Redevelopment Agency (RDA)and the Housing Trust of Santa Clara County (HTSCC)rescinding the prior Agreement (Attachment 3),authorizing a time extension for the use and expenditure ofptier affordable housing contributions to the HTSCC,and authorizing affordable housing contributions of$100,000 for three years ($300,000 total contribution)to the HTSCC for the Phase ill Campaign;and 2.Authorizing a budget adjustment for the FY2005/06 budget in the amount of $100,000 for the first of three installments to the HTSCC for the Phase ill Campaign. BACKGROUND: The Housing Trust of Santa Clara County is a public/private partnership dedicated to building and sustaining a revolving loan fuild and grant making program that will complement and leverage other housing resources throughout Silicon Valley.Major community,business and government leaders have joined together to address the gap between rapid new job creation and affordable,available housing within Santa Clara County. PREPARED BY: "B~~(Continued on Page 2) BUD N.rJORTZ, REDEVELOPMENT DEPUTY DIRECTOR Reviewed by:&Assistant TZ Manager ]ll2Town Attorney Clerk Administrator __Fmance Commumty Development Revised:6/9/05 7:49 am Refonnatted:5/30102 l PAGE 2 CHAIR AND MEMBERS OF THE REDEVELOPMENT AGENCY SUBJECT:CONSIDER ADOPTING A RESOLUTION AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT BETWEEN THE RDA AND THE HTSCC June 14,2005 The Housing Trust Fund serves three purposes on an equal basis: •Low interest down payment/closing costs for first time home buyers •Gap financing for affordable rental housing projects •Funds to assist the homeless in attaining stable housing At its meeting of March 19,2001,the Agency Board adopted a resolution authorizing the Executive Director to execute an agreement with the HTSCC providing for a $250,000 contribution of Redevelopment Affordable Housing Funds to the HTSCC.Attachment 3 is a copy of the executed agreement.The agreement between the Agency and the HTSCC required that the contribution be expended by April 2003.In 2003,the Agency Board extended the deadline for expenditure of the funds to April 2005. The HTSCC has launched its Phase III Fund Raising Campaign.The HrSCC's goal is to raise over $9 million over the next three years to invest in the creation of affordable housing,special-needs housing,and assistance to first-time homebuyers.The HrSCC believes this campaign will allow them to provide assistance to more than 1,000 families per year for the next three years. On April 18,2005 the Council agreed to make contributions of $100,000 per year for the next three years to the HrSCC Phase III Campaign.In addition,the Town previously agreed to a second,two year,extension to the deadline for expenditure of the original $250,000 contribution.The second time extension would require that funds not committed or expended by April 2007 be refunded to the Agency.Of the original $250,000 contribution,$60,000 was expended for a home on Blossom Hill Road that provides housing for five seniors and $47,500 was spent on the first-time home buyer program.There is an unexpended fund balance of $142,500 remaining for use by the HfSCC. DISCUSSION: A draft agreement has been prepared rescinding the prior Agreement with HTSCC,authorizing additional time for the use and expenditure of prior affordable housing contributions to the HTSCC, and authorizing affordable housing contributions of $1 00,000 per year for three years ($300,000 total contribution)to the HTSCC for their Phase III Campaign (Attachment 2).The new Agreement (Attachment 2)requires that the HTSCCrefund,to the Agency,any portion of the Agency's Housing Funds that have not been committed or expended by the date that is forty eight (48)months after the date of the Agency's deposit of the third $100,000 installment to the IITSCC's Phase III Campaign. The Agreement has been reviewed by the Town Attorney. The Town Attorney has determinedthat rescinding the prior Agreement (Attachment 3)and creating a new Agreement (Attachment 2)is superior rather than attempting to amend the prior Agreement. This determination was made because the number of modifications would result in what amounted to a whole new agreement.It should be noted that the prior Agreement was used as a template for preparing the proposed agreement and all pertinent information and provisions of that agreement have been included in the proposed agreement. , J I PAGE 3 CHAIR AND MEMBERS OF THE REDEVELOPMENT AGENCY SUBJECT:CONSIDER ADOPTING A RESOLUTION AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT BETWEEN THE RDA AND THE HTSCC June 14,2005 HTstc has been very successful in its efforts to provide affordable housing in Santa Clara County. Over 2000 families have 'been provided with quality affordable housing.The previous and proposed Agency contributions to the HTSCC will be spent to increase the supply of affordable housing and home ownership Oppoltunities in the Town of Los Gatos. Staff believes that the additional funds and allowing an additional two years to initiate projects or conunit funds from the prior committed funds is reasonable given the length of time it often takes .to get affordable housing projects underway.Furthermore.the Redevelopment Agency has adequate funds in its Housing Set-Aside Fund for the requested Phase ill Campaign contributions.The Agency has adequate funds to undertake other affordable housing projects that have been discussed by the Agency Board. CONCLUSION: Staff recommends ~at the Agency Board adopt the attached resolution (Attachment 1)authorizing a budget adjustment for the FYOS-06 budget in the amount of $100,000 [or the first of three installments to the HfSCC for the Phase III Campaign ($300,000 total contri6ution)and authorizing the Executive,Director to execute an Agreement that will rescind the prior Agreement.The proposed agreement also authorizes a time extension for the use and expenditure of unused affordable housing contributions to the HTSCC. ENVIRONMENTAL ASSESSMENT: Is not a project defined under CEQA,and no further action is required. FISCAL IMPACT: The Redevelopment Agency has an estimated fund balance of$4,2oo,000 in the Affordable Housing Fund as of June 30,200S.The $100,000 budget adjustment for FY200S/06 will come from the fund balance in Program 9601.An annual contribution of $100,000 over the next three years ($300,000 total contribution)will not impact the Redevelopment Agency's ability to undertake other affordable housing projects that have been discussed by the Agency Board. The unused portion of the $2S0,000 contribution to the HTSCC ($142,SOO)has already been disbursed to the HTSCC and no additional funding is requested.A two year time extension for the use and expenditure of the remaining funds is allowed under the terms of the proposed agreement. Attachments: 1.Draft Resolution Authorizing the Executive Director to Execute an Agreement Between the RDA and the HTSCC (4 pages) 2.Draft agreement between the Redevelopment Agency and the Housing Trust of Santa Clara , i J PAGE 4 CHAlR AND MEMEERS OF THE REDEVELOPMENT AGENCY SUBJECT:CONSIDER ADOPTING A RESOLUTION AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT BETWEEN THE RDA AND THE HTSCC June 14,2005 County (6 pages) 3.Agreement RAG:01.OO2,approved March 19,2001 (6 pages) 4.Letter from Cheryl Serna,dated April I,2005 (2 Pages) 5.Housing Trust of Santa Clara County Progress,April!,2005 Edition (2 Pages) 6.Housing Trust of Santa Clara County Investor Summary Sheet 7.Letter from Cheryl Serna,dated April 11,2005 Distribution: Carl Guardino,Silicon Valley Leadership Group,224 Airport Parkway,#620,San Jose,CA 95110 Cheryl S'ema,Housing Trust of Santa Clara County,1786 Technology Drive,San Jose,CA 95110 N:\DEWOEL\TClHousingTrust\HousingTrustPhase.3Report.wpd , I RESOLUTION NO. CONSIDER ADOPTING A RESOLUTION AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE AN AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY AND THE HOUSING TRUST OF SANTA CLARA COUNTY RESCINDING AGREEMENT RAG:OL002,PROVIDING A TIME EXTENSlON FOR EXPENDITURE OF PRIOR CONTRIBUTIONS TO THE HOUSING TRUST OF SANTA CLARA COUNTY,AND PROVIDING CONTRIBUTIONS TO THE HOUSING TRUST OF SANTA CLARA COUNTY FOR THEIR PHASE ill CAMPAIGN AND AUTHORIZING A BUDGET ADJUSTMENT FOR THE FY2005/06 BUDGET IN THE AMOUNT OF $100,000. WHEREAS,on March 19,2001 the Redevelopment Agency adopted Resolution No.2001-2RD that authorized the Executive Director to execute an agreement with the Housing Trust of Santa Clara County (HTSCC)regarding a $250,000 contribution to the Housing Trust Endowment Fund;and WHEREAS,an agreement,RAG:Ol.002,was executed between the Redevelopment Agency and the HTSCC that contained a number of provisions regarding the use of the Agency's contribution including that funds be expended or committed within two years from the date of the agreement and that funds be used within the Central Los Gatos Redevelopment Project Area;and WHEREAS,an amendment to RAG:OL002 was approved by the Redevelopment Agency that I)extended until April 2005 the time period by which the Housing Trust must commit funds to affordable housing projects;2)allow funds to be committed to affordable housing projects at any location with the Town of Los Gatos Town limits~3)require that the affordable housing remain available at affordable housing costs to persons and families of low or moderate income,or very low income households,as the case may be,for the longest feasible time,but not less than 55 years for rental units or 45 years for owner-occupied units,subject to California Health and Safety Code Section 33334.3(f)(1);and 4)unless an exemption applies pursuant to Labor Code Section 1720 et seg.,require that the I Attachment 1 Housing Trust shall require the payment of prevailing wage on projects receiving funding utilizing the Agency's Housing Funds. WHEREAS,the HTSCC has made diligent efforts to comply with the agreement and amendment but has been unable to expend the entire contribution on affordable housing projects per the terms of the agreement and has requested an amendment to the agreement to extend the time for expenditure or commitment of funds to April 2007;and WHEREAS,the Redevelopment Agency desires to allow additional time for the use of Agency funds and flexibility in the location of projects to the HTSCC in order for it to provide affordable housing in Los Gatos;and WHEREAS,agreement RAG:Ol.002 should be rescinded and its existing relevant elements incorporated into a new agreement;and WHEREAS,the Town of Los Gatos Redevelopment Agency Board agreed to make contributions to the HTSCC for their Phase ill campaign for affordable housing on April 18,2005;and WHEREAS,the provisions of the Redevelopment Law applicable to the establishment and use of proceeds from the Housing Fund (Health and Safety Code Sections 33334.2 and 33334.3)expressly contemplate and permit the use of proceeds from the Housing Fund outside the Project Area upon findings by the Town and the Agency that such use will be of benefit to the Project Area;and WHEREAS,the provision of affordable housing within the Town of Los Gatos by the HTSCC will benefit the Project Area and serve major Implementation Plan goals and objectives by increasing the amount of housing available at 2 J -affordable costs in the community;and WHEREAS,the General Plan Housing Element includes policies and implementing strategies supporting this action;and WHEREAS,this action is also supported by the Redevelopment Agency Five Year Implementation Plan FY2004/05 throngh FY200S/09 (Implementation Plan);and WHEREAS,there is a need for affordable housing in the Town and within the Central Los Gatos Redevelopment Area;and WHEREAS,the monies will be used to fund affordable housing projects within the Town;and WHEREAS,by the staff report accompanying this Resolution and incorporated into this Resolution by the reference,the Agency has been provided with additional information upon which the fmdings and actions set forth in this Resolution area based;and NOW,THEREFORE,BE IT RESOLVED THAT the Agency Board hereby Imd and determine that the above Recitals are true and correct and serve as the basis,in part,for the fmdings and actions of the Agency set forth below. BE IT FURTHER RESOLVED that,based on information and analysis set forth in the above Recitals and contained in the Staff Report,the Agency hereby find and determine that pursuant to Health and Safety Code Section 33334.2(g)that the use of moneys from the Housing Fund to fund the acquisition,construction and operation of affordable rental or ownership housing and loans to assist home 3 I l ownership will be of benefit to the Project Area and the program of redevelopment pursuant to the Implementation Plan. BE IT FURTHER RESOLVED that the Agency hereby authorizes the Executive Director to execute an Agreement between the Redevelopment Agency and the HTSCC (Draft attached hereto as Exhibit A)to:1)rescind Agreement RAG:01.002;2)extend until 2007 the time period by which the HTSCC must commit funds contributed via Agreement RAG:Ol.002 to affordable housing projects;and 3)authorize Phase ill campaign affordable housing contributions in the amount of $100,000 for three (3)consecutive years ($300,000 total contribution) from the Agency's Low and Moderate Income Housing Fund. BE IT FURTHER RESOLVED that the Agency authorizes a budget adjustment for the FY200S/06 budget in the amount of $100,000 from the fund balance in Program 9601 for the first of three installments to the HTSCC for their Phase III Campaign. 4 PASSED AND ADOPTED at a regular meeting of the Town of Los Gatos Redevelopment Agency held on the 20th day of June,2005 by the following vote: REDEVELOPMENT AGENCY MEMBERS: AYES: NAYS: ABSENT: ABSTAIN: SIGNED: CHAIR OF THE REDEVELOPMENT AGENCY TOWN OF LOS GATOS,CALIFORNIA ATTEST: SECRETARY OF THE REDEVELOPMENT AGENCY TOWN OFLOS GATOS,CALIFORNIA N:\DEVVOEL\TC\Housing Trust\HousingTrustPhase3Reso05.wpd 5 AGREEMENT BETWEEN THE REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS AND THE HOUSING TRUST OF SANTA CLARA COUNTY REGARDING RESCINDING AGREEMENT RAG:OI.002,A TIME EXTENSION FOR EXPENDITURE OF PRIOR AFFORDABLE HOUSING CONTRIBUTIONS PURSUANT TO AGREEMENT RAG:OI.002 TO THE HOUSING TRUST OF SANTA CLARA COUNTY, AND ADDmONAL AFFORDABLE HOUSING CONTRIBUTIONS TO THE HOUSING TRUST OF SANTA CLARA COUNTY FOR THEIR PHASE III CAMPAIGN TIllS AGREEMENT is made and entered into as of ,2005,by and between THE REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS ("Agency")and HOUSING TRUST OF SANTA CLARA COUNTY ("Foundation"),a California corporation. RECITALS· A.The Foundation is an investment pool fund in which private corporations and public agencies participate.It has been created by the foundation for the purpose of establishing a revolving loan fund and grant ~mak:ing program to address the issue of affordable,available housing in Santa Clara County_ B.Pursuant to the Community Redevelopment Law of the State of California,Section 33000 et seq.of the California Health and Safety Code (the "Redevelopment Law"),the Town Council of the Town afLos Gatos has approved and adopted an Implementation Plan for the Central Los Gatos Redevelopment Project ("Redevelopment Project"). C.Pursuant to the Redevelopment Law,not less than 20%of the tax increment revenues allocated to the Agency that are derived from the Redevelopment Project must be set aside in the Agency's Low and Moderate Income Housing Fund (the "Agency's Housing Funds"), to be used to increase,improve or preserve affordable housing for persons and families of low and moderate income in the Town of Los Gatos. D.The Agency desires to increase,improve or preserve affordable housing for persons and families of low and moderate income in the Town of Los Gatos,by participating in the Foundation,as specified in this agreement. E.The purpose of this Agreement is to rescind Agreement RAG:Ol.002,allow additional time for the use of the Agency's Housing Funds dispersed via Agreement RAG:01.002,and set forth the mutual agreement of the Agency and the Foundation regarding the use of the Agency's Housing Funds for the Phase ill Campaign. In view of the above,the parties agree as follows: Page 1 of6 Attachment 2 SECTION I AUTHORITY AND STATUS OF FOUNDATION The Foundation represents and warrants that the information contained in this Agreement is true and accurate to the best of its knowledge,and that it is a duly organized,validly,existing nonprofit corporation in good standing under the laws of its place of incorporation;that its signatory to this Agreement is authorized by resolution,bylaws or constitution of the non-profit corporation, currently,in full force and effect,to execute this Agreement on the Foundation's behalf. SECTION 2 DEPOSIT OF AGENCY'S FUNDS INTO THE HOUSING TRUST OF SANTA CLARA COUNTY FOR THE PHASE III CAMPAIGN Agency agrees to deposit the sum of$lOO,OOO into the Foundation for the Phase ill Campaign within thirty days of the mutual execution and delivery of this agreement.An additional $100,000 will be deposited by the Agency into the Foundation in each of the next two (2)consecutive fiscal years within thirty days of the date of the first deposit. SECTION 3 USE OF AGENCY'S HOUSING FUNDS BY FOUNDATION 3.1 The Foundation agrees that no fees will be charged to the Agency's Housing Fund's on deposit in the Foundation for administrative or overhead costs,including but not limited to fund-raising expenses.The sole administrative expenses which may be charged to the Agency's Housing Fund's on depOSit in the Foundation shall be as set forth in section 6. 3.2 The Foundation shall serve as the fiscal agent.Subject to this Section 3.2,the Agency's Housing Funds may be disbursed either as loan or grant funds.The initial disbursement of the Agency's Housing Funds from the Foundation shall be used exclusively for one or more projects that meet all of the following criteria: 3.2.1 Any such project must increase,improve,or preserve affordable housing at any location within the Town of Los Gatos Town limits. 3.2.2 Such housing must be affordable to persons and families of low or moderate income,or very low income,or very low income households,as those terms are defined in Sections 50052.5,50053,50079.5,50093 and 50105 of the California Health and Safety Code Sections,as applicable. 3.2.3 The Foundation shall use the Agency's Housing Funds to increase,improve or preserve affordable housing for homeless individuals and families,affordable rental housing and/or provide first-time home buyers assistance programs for persons and families of low and moderate income or very low income households,by methods of providing financial assistance that include,but are not limited to,the methods set forth in California Health and Safety Code Section Page 20f6 3.2.4 3.2.5 3.2.6 3.2.7 3.2.8 3.2.9 33334.2 (e). Any new or substantially rehabilitated housing that is developed,financed or assisted,in whole or in part,with the.Agency's Housing Funds shall remain available at affordable housing costs to persons and families of low or moderate income,or very low income households,as the case may be,for the longest feasible time,but not less than (a)fifty-five (55)years for rental units,or (b) forty-five (45)years for owner-occupied units,subject to California Health and Safety Code Section 33334.3(1)(1).The Foundation shall require the recording in the office of the County Recorder of covenants or restrictions implementing this Section 3.2.4 for each parcel or unit of real property subject to this Section 3.2.4,which covenants or restrictions shall run with the land and shall be enforceable,against the original owner and successor in interest,by the Agency or the Foundation. There shall be no discrimination against or segregation of any person,or group of persons,on account of race,color,religion,national origin,ancestry,sex,or marital status in the sale,lease,sublease,transfer,use,occupancy,tenure,or enjoyment of any such project,or any part thereof,nor shall any recipient of the Agency's Housing Funds,or any person claiming under or through such practice or practices of discrimination or segregation with reference to the selection, location,number use or occupancy of tenants,lessees,subtenants,sub-lessees, or vendees of any such project. Subject to California law,the restrictions of this Section 3.2 shall apply only to the initial use of the Agency's Housing Funds by the Foundation.After the initial use of the Agency's Housing Funds by the Foundation,reinvestment of funds that are repaid to or otherwise recaptured by the Foundation shall not be subject to this Section 3.2,but shall otherwise assist affordable housing projects through the Foundation's Articles of Incorporation or Bylaws. The Foundation shall refund to the Agency any portion of the Agency's Housing Funds that have not been disbursed or contractually committed to be disbursed in accordance with this Section 3.2 by the date that is forty eight (48)months after the date of the Agency's deposit of the third $100,000 installment to the Foundation's Phase ill Campaign. The Foundation shall refund to the Agency any portion of the Agency's Housing Funds that were dispersed via Agreement RAG:01.002 that have not been disbursed or contractually committed to be disbursed in accordance with this Section 3.2 by April 2007. The Foundation and Agency agree that unless an exemption applies pursuant to Labor Code Section 1720 et seq.,the Foundation shall require the payment of Page 3 of 6 prevailing wage on projects receiving funding utilizing the Agency's Housing Funds. 3.3 All disbursements by the Foundation shall be made with the advice and suggestion of the Foundation Program Committee which has been formed by the Foundation Board of Directors in accordance with the Foundation's Articles ofIncorporation or Bylaws and which includes two members of the Santa Clara County Board of Supervisors.The Foundation shall follow the recommendations regarding disbursement rendered by the Foundation Program Committee unless to do so would be a violation of law,this Agreement,or the Foundation's Articles of Incorporation or Bylaws SECTION 4 INVESTMENT OF THE FUNDS The Foundation shall hold,manage,invest and reinvest the Foundation's funds in accordance with the "reasonably prudent person"standard. SECTION 5 FINANCIAL REPORTS 5.1 The Foundation shall establish and maintain,in accordance with generally accepted accounting principles,a complete record of all financial transactions related to the Foundation's funds. 5.2 The Foundation shall provide the Agency with quarterly reports which shall set forth in detail all financial transactions relayed to the Foundation's funds.The Foundation shall also provide the Agency with a copy of its audited report,prepared by independent certified public accountants. 5.3 The Foundation shall provide the Agency with a written report on the initial expenditure of the Agency's Housing Funds,including,at a minimum,for each project assisted with Agency's Housing Fund assisted project(s);number o(units;rent or sale price income restrictions;and terms of restrictions. SECTION 6.ADMJNISTRATIVE FEES The Foundation may charge an annual administrative fee equal to one percent (1 %)of the fair market value of the Foundation against the Foundation.Foundation may also charge against the Foundation reasonable bank fees.One-twelfth (1/12)of the annual fees will be deducted monthly.Foundation shall report the fees charged against the Foundation in its quarterly and annual reports. SECTION 7 NOTICES Any communication or notice which either party is required to send to the other or which either party desires to send to the other,shall be in writing and shall be either personally delivered or mailed in the United States mail,postage prepaid,to the respective parties addressed as follows: Page 4 of6 Agency:Redevelopment Agency Town of Los Gatos POBox 949 Los Gatos,CA 95031 Foundation:Housing Trust of Santa Clara County 1786 Technology Drive San Jose,CA 95110 Either party may change its address by sending notice of the new address to the other party pursuant to this section. SECTION 8.COMPLIANCE WITH ALL LAWS The Foundation shall comply with all applicable laws,ordinances,codes and regulations of the federal,state and local governments. SECTION 9.MISCELLANEOUS PROVISIONS I I, l i A. B. C. D. E. F. The parties agree that this Agreement shall be governed and construed in accordance with the laws of the Sate of California.In the event that suit shall be bought by either party to this Agreement,the parties agree that venue shall be exclusively vested in the state courts of the County of Santa Clara,or where otherwise appropriate,exclusively in the United States District Court,Northern District of California,San Jose,California. The headings of the sections and subsections of this Agreement are inserted for convenience only.They do not constitute a part of this Agreement and shall not be used in its construction. The waiver by any party to this Agreement of a breach of any provisions of this Agreement shall not be deemed a continuing waiver or a waiver of any subsequent breach of that or any other provisions of this Agreement. Any and all exhibits which are referred to in this Agreement are incorporated herein by reference and are deemed a part of this Agreement.This Agreement may only be amended by formal written agreement executed by both parties. If a court of competent jurisdiction adjudges any provisions of this Agreement as void or unenforceable,the remaining provisions shall not be affected hereby and shall remain in full force and effect;provided that construction of the agreement without the invalid or unenforceable provisions does not deprive the parties of the benefit of their bargain. The Foundation shall provide an accounting of how it intends to provide matching funds for all costs incurred pursuant to Section 3.2 of this Agreement.In addition,the Foundation Page 5 of 6 shall provide an accounting of how it intends to leverage on a 10:1 basis (ten times the Agency contribution)the funds provided by the Agency pursuant to Section 3.2 of this Agreement. Where this agreement refers to Agency and no Officer of the Agency is named,the Agency Executive Director shall have the authority to act on the Agency's behalf. THE REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS Debra Figone Executive Director APPROVED AS TO FORM &LEGAliTY OrryKorb Agency Attorney ATTEST: Marlyn J.Rasmussen Secretary I Clerk Administrator Town of Los Gatos HOUSING TRUST OF SANTA CLARA COUNTY ~ ! I Page 6 of6 .,,,';,..OffICE OF THE TOWN CLE: AGRR8G:O/OO? AGREEMENT BETWEEN lHH _ THE REDEVELOPMENT AGENCY OF THE TOWN OF L~A"'+JTQ~g~---- MID REC_..".._-,--.,,-=<~ .THE HOUSING TRUST OF SANTA CLARA COUNilES6/loo/-,;/RJ) REGARDING A CONTRlBUTION TO THE SANTA CLARA COUNTY HOUSING TRUST FUND ENDOWMENT THIS AGREEMENT is made and entered into as of •200 I,by and berween THE REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS ("AGENCY")and HOUSING TRUST OF SANTA CLARA COUNTY ("Foundation'').a California corporation. RECITALS A.The Housing Trust Fund of Santa Clara County (HTF)Endowment Fund ("Endowment Fund")is an investment pool fund in which private corporations 2...r1.d public agencies participate.It has been created by the foundariort for the purpose of establishing a revolving toan fund and grant-making program to address the issue of affordable.available housing in Santa Clara County. B.Pursuant to the"Community Redevelopment Law of.the State of California.,Section 33000 et seq.of the California Health and Safety Code (the "Redevelopment Law''),the Town 'Council of the Town of Los Gatos has approved and adopted the Redevelopment Plan for the Central Los Gatos Redevelopment Project ("Redevelopment Project''). C."Pursuant to the Redevelopment Law.not less than 20%of the tax increment revenues allocated to the Agency that are derived from the Redevelopment Project must be set aside in the Agency's Low and Moderate Income Housing Fund (the Agency's Housing Funds), to be used to increase.improve or preserve affordable housing .for persons and famities of low and moderate income in the Town of Los Gatos. D.The Agency desires to increase,improve or preserve affordable housing for persons and famiJio:s of low and moder3t~income in ..'i.e Town of Los Gatos,by participatiilg in the Endowment Fund,as specified in this agreement. E.·The purpose of this Agreement is to set forth the mutual agreement of the Agency and the Foundation regarding the use ofthe Agency's Housing Funds through the Endowment ruod. In view of che above,the parties agree as follows: SECTION I AUTHORITY MID STATUS OF fOUNDATION Foundation represents and warrants that the information.contained in this Agreement is true and accurate to the best of its knowledge,and that it is a duly organized,validly,existing nonprofit corporation in good standing untier the laws of its place of incorporation;that its signatory to this Page I of6 Attac.bment 3 ·. Agreement is authorized by resolution.bylaws or constitution of the non·profit corporation. currently,in fun force ~d effect,to execute this Agreement on Foundation's behalf. .,SECTION 2 ,DEPOSIT OF AGENCY'S FUNDS [NTO ENDOWMENT FUNb Agency agrees to deposit the sum 0[5250,000 into the Endowment Fund within thirty days of the mutual execution and delivery of this agreement. SECTION 3 USE OF AGENCY'S HOUSING FUNDS BY FOUNDATION 3.1 Foundation agrees that no fees will be charged to Agency's Housing Fund's on deposit in the Endowment Fund for administrative or overhead casts.including but not limited to fundraising expenses.The sole administntive exper..ses which may be ~ha.;ged to Agenc)'-5 Housing Funds on deposit in the Endowment fund s~all be as set forth in section 6. 3.2 The Foundation shall serve as the Endowment Fund's fiscal agent.SUbject to this Section 3.2.the Agency's Housing Funds may be disbursed either as loan or grant funds.The initial disbursement of the Agency's Housing Funds from the Endowment Fund shall "be used exclusively for one or more projects that meet all of the following criteria: 3.2.1 Any such project must increase,improve,or preserve affordable housing in the Los Gatos Redevelopment Project Area. 3.2.2 Such housing must be affordable to perso~and families of low or moderate income,or very low income.or very low income households,as those tenns are defined in Sections 50052.5,50053,50079.5,50093 and 50105 oftheCalifomia Health and Safety Code Sections,as applicable, 3.2.3 The foundation shall use the Agency's Housing Funds to increase,improve or preserve affordable housing for homeless individuals and families,affordable rental housing and/or provide first-time home buyers assistance programs for persons and families of low and moderate income or very low income ·households,by methods ofprov~ding financial assistm:.ce that include,but are not limited to,the methods set forth in California Health and Safety Code Section 33334.2 (e). 3.2.4 Any new or substantially rehabilitated housing that is developed.financed or assisted.in whole or in pan,with the Agency's Funds shall remain available at affordable housing costs to persons and families of low or moderate income,or very low income households,as the case may be,for the longest feasible rime, but not less than (a)fifty (50)years for rental units,or (b)thirty (30)years for owner-occupied units,subject to California Health and Safety Code Section 33334.3(£)(1).The Foundation shall require <he recording in the office of the County Recorderofcovenants or restrictions implementing this Section 3.2.4 for each parcel or uni~ofreal property subject to this Section 3.2.4,which covenants Page 2 of6 .3.2.5 or restrictions shall run with the land and shall be enforceable;against the original owner and successor in interest,by the Agency or the Foundation. There shall be no discrimination against or segregation of any person,or group of persons,,on account of race,color,religion,nationat origin,ancestry,sex,or marital status in the sale,lease,sublease,transfer,use,occupancy,tenure,or enjoyment of any such project,or any part thereof,nor shall any recipient of the Agency's Housing Funds,or any person claiming y.nder or through such practice or practices of discrimination or segregation with reference (0 the selection, locatio~.number use or occupancy of tenants,lessees,subtenants,sub·lessees. or vendees of any such project. 3.2.6 Subject to Califomia law,the restrictions of this Section 3.2 shalt apply only to the initial use of the Agency's Housing Funds by the foundation.After the init.ial use of the Agency's Housing Funds by the Foundation,reinvestment of funds that are repaid to or otherwise recaptured by the Foundation shall not be subject to this Section 3.2,but shall otherwise assist affordable housing projects through the Foundation's Artides of [ncorporation or By(aws. 3.2.7 The foundation shall refund to the Agen~y any portion of the"Agency's Housing Funds that have not been disbursed or contractually committed to be disbursed" in accordance with this Section 3.2 by the date that is twenty four (24)months after the date 0 f this Agreement. 3.3 All disbursements by the Foundation shall be made with the advice and suggestion of the Endowment Fund Steering committee which has been fanned by the Endowment Fund Initiative Committee and which includes two members of the Santa Clara County Board of Supervisors.The foundation shall follow the recommendations regarding disbursement rendered by the Endowment Fund Steering Committee unless to do so would be a violation oflaw,this Agreement,or the Foundation's Articles of Incorporation or By.laws SECTION 4 INVESTMENT OF THE FUND Foundation shall hold.manage,invest and reinvest the Endowment Fund in accordance with the "reasonably prudent person"standard." SECTION 5 FINANCIAL REPORTS 5.1 Foundation shall establish and maintain,in accordance with generally accepted accounting principles,a complete record of all financial transactions related to the Endowment Fund. 5.2 Foundation shall provide Agency with quarterly reports which shall set forth in detail all financial transactions relayed to the Endowment Fund.Foundation shall also provide Agency with a copy of its audited report,'prepared by independent certified public accountants. Page 3 of6 SJ Foundation shall provide Agency with a written report on the initial expenditure of the Agency',s Housing Funds,including,at a mirtimwn,fcreach project assisted with Agency's Housing assisted project(s);numberofunits;rent or sale price income restrictions;and terms of restrictions. SECTION 6.ADMINISTRATIVE FEES Foundation may charge an annual administrative fee equal to one percent (I %)of the fair market value ofthe Endowment Fund against the Endowment Fund.Foundation may also charge against the Endowment Fund reasonable bank fees.One-twelfth (!l12)of the annual fees will be deducted monthly.Foundation shall report the fees charged against the Endowment Fund in its quarterly and annual reports. SECTION 7 NOTICES Any conununication or notice which either party is required to send to.the other or which either party desires to send to the other,shall be in writing and shall be either personally delivered or mailed in the Unit~.States mail,postage prepaid,to the respective parties addressed as follows: Agency:Redevelopment Agency Town of Los Gatos PO Box 949 Los Gatos,CA 95031 Foundation:Community Foundation Silicon Valley 60 South Market,Suite 100 San Jose,CA 95113 Either party may change its address by sending notice of the new address to the other party pursuant to this section. SECTlON 8.COMPLIANCE WITH N.L LAWS Foundation shall comply with all applicable laws,ordinances,codes and regUlations of the federal, state and local governments. Poge 4 of6 ! ! ·.. SECTION 9 MISCELLANEOUS PROVISIONS A.The parties agree that this Agreement shall be governed and construed in accordance with the laws ofthe Sate ofCalifomia.in the event that suit shall be bought by either party fa this Agreement,the parties agree that venue shall be exclusively vested in the state courts of the County of Sapta Clara.or where otherwise appropriate,.exclusively in the United Stares District Court,Northern District of California.San Jose.California. B.The headings afme sections and subsections ofthis Agreement are inserted for conyenience only.They do not constitute a part of this Agreement and shall not be used in its construction. C.The waiver by any party to this Agreement of'breach of any provisions of this Ab,rree:ncnt shaH not be deemed a continuing waiver or a waiver arany subsequent breach of that or any other provisions of this Agreement. D.Any and all exhibits which are referred to in this Agreement are incorporated herein by reference and are deemed a part of chis Agreement.This Agreement may only be amended by formal wrinen agreement executed by both parties..~ E.If a court of competent jurisdiction adjudges any provisions of this Agreement as void or. unenforceable,the remaining provisions shall not be affected hereby and shall remain in full force and effect;provided that construction of the agreement without the invalid or unenforceable provisions does not deprive the parties of the benefit oftheir·bargain. F.Foundation shall provide an accounting of how it intends to provide matching funds for all costs incurred pursuant to Section 3.2 of this Agreement.In addition,Foundation shall provide an accounting of how it intends to leverage on a lO:l basis (ten times the Agency contribution)the funds provided by the Agency pursuant to Section 3.2 of this Agreement. .. Page 50f6 Where this agreement refers to Agency and no Officer of the Agency is named,the Agency Executive Direct~~shall have the authority to act on the Agency's behalf. ~~ t "l>,....0;"'=>- \.'\p \\-.,~~~ The foregOing instrumem is ~ correct copy of the -original on file in this office. ATTEST,MARIAN DIRECTOR 'OF LEGls::'A ~G~:VE CLERK F lliE 'rG.WN VICES.'/'.1 ')'?~.o GATOS BY '......<if"-Ua:'/ :I '-...........,.??!~,,-,'./;,;s.-"- DATE ,,'..!t./.;/ HOUSING TRUST OF SANTA CLARA. .COUNTY Page 6 of6 •IrJ,, APPROVED AS TO FORM &LEGALITY THE REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS OtjYI{orb - Agency Attorney ATTEST: investing in our community with vision,compassion and innovotion .RECEIVED APR 0 1 Z005 TOWNW.NAGEP April!,2005 Debra Figone Town"Manager Town of Los Gatos 11 0 E.Main St,PO Box 949 Los Gatos,CA 95031 Dear Ms.Figone, Enclosedplease find letters to Los Gatos'Mayor and .Council in preparation for the presentation on the Housiilg Trust of Santa Clara County's '~base ill"campaign at·your April!8,2005 city council-meeting. Please feel free to contact me at 4081436-3450 x 1#or by email at chery!@housingtruslscc.org ifyou have any questions or ifyou need any additional .materials from us.. ery1 a Development Manager. Housing Trust of Santa Clara County Attachment 4 1786 technology drive·iUlnJ05e'<;CI.95110·(phI 408.436.3450.(fxj 408.436.3454 www.hOUJln\llrustsct..Or<;l investing in oLircommLinity with vision,compassion and Innovallan April 1,2005 The Honorable Mike Wassennan Town of Los Gatos 110 E.Main Street Los Gatos,CA 95030 RECEIVED APR 0 1 Z005 '-li\YOR&TOWN CODNCr Dear Mayor Wasserman, Thank you for partnering with us to create more affordable homes for Silicon Valley families!To continue this important work,we propose another opportunity to partner in the creation of affordable barnes in all of om communities:the Housing Trust of Santa Clara County asks you.to support om "Phase m"funding and operations strategy. Phase ill seeks to raise $5 million in voluntary contributions from employers,foundations and individuals for each of the next three years,matched by public sector agencies (cities,towns and the County of Santa Clara).This support would allow us to invest funds into the creation of affordable rental homes,homeless and special-needs housing,and support for first-time homebuyers designed to help a minjmum of 1,000 families per year for the next three years.To help us meet these worthy goals,we are respectfully requesting a pledge of$1 00,000 each year for the next three years from the Town of Las Gatos at your council meeting scheduled on April 18,2005. We are pleased to note that several private sector employers have already stepped forward with pledge offers,contingent on public-sector support.Adobe Systems,Agilent Technologies,Cisco Systems and Synopsys Corp.have all pledged $150,000,and are joined by Knight-Ridder Corp. and Solectron Corporation with pledges of $1 00,000,and by Citibank with a pledge of $75,000. We are extremely proud ofour record of success.With your help,injust the past tluee years we have helped nearly 4,500 families secure homes in this high-cost valley.This includes 630 units of special needs housing and housing for the homeless,1,184 affordable multi-family rental apartments,and 1,260 families buying their first home in Santa Clara County.With your renewed support,we look forward to continuing and expanding this record of achievement in 2005 and beyond. We are enclosing some information regarding yom city's investments in the Housing Trost and affordable housing in Santa Clara County.We hope you will join us in creatingmore affordable housing in Santa Clara County. Respectfully, Don Gage Chair of the Board, Housing Trust of Santa Clara County Supervisor,District 1 County of Santa Clara G:f 1JlI te -tFun~":~~mmitteeChair,-r{..At Y;~)ef$l,fl Housing Trust of Santa Clara County yOIot r President &CEO,C/ Silicon Valley Leadership Group _)J 1786IQchnolo'ilvdrrve.san lose.CQ.95 110.[phj408,436.34S0.[f>c]408.436.34S4 www.hou~ln'ilb'ustscc.Qr9 HOUSING TRUST,COMMUNITY STEPPING UP FOR FAMILIES ~, , NThls new effort has the potential of helping thousands more families afford homes in Silicon Valley,and moves us closer to our original gOal of establishing a consistent,long·term source of funding for the Trust"said HTSCC Fundraising Chair Carl Guardino, adding:"In true Silicon Valley spirit,in its first years the Trust was run like a start-up;it's time to move into the next pha.se now." .Private sector employers are already stepping forward with pledge offers"contingent on public-sector support.As of April 1,2OOS· Applied Materials has pledged $200,000;Adobe Systems.Agllent... Technologi~,~pplied Materials,Sisco Systems and Synopsys Corp. have all pledged $150,000:and Knight-Ridder Corp.and Solectron Corp.-the Housing Trust's first-ever private sector donor in 1999- have joined wlth':$l 00,000 pledges. 4,435 TOTAL HOUSING OPPoRTuNmes CREATEO $750 TOTAL LEVERAGE (in millions) TOTALHTSCC INVESTMENT (in millions) $17.6 HOMELESS &SPECIAL NEEDS HOUSING As of April 1,2005 me Housing Trust of INVESTMENT (In millions) Sana CIaB CountY has In\lested $3.9 IImillion(ilS 14 loans to 11 dl!Velopmeflu) In the ~tion of she«efS and housing programs fM j>eopIewho are homeless L.EVERAGEandspecial-needs housing..These lin_110m} d~lopmentscontain 630 units of •shelter and housing,and are valued at mor~than $915 million.In additlon,the Trust has invested $216,138 in two "",,; ~...... emergency homel~sspreYentlon gl1mts,""'"...,., asslstln.g 1.361 individuals."III FIRST-TIME HOMEBUYER ASSISTANCE As ofApri11.200S the Housing Trust has IIMSTMEHT (In mllHonsl helped 1.260 families buy their first IInomeinSanta.Clara County through our closing cost:I~ns,Horneownetship Venture Fund program,HomeStilrt. LEVERAGEprogramandSuperFl~loaN.The UnmlllJoMj i!M!rage Income ofour loan redpiena Is III$10.J48:aYIH1ge household size;s 2 people.The a\lerllgc home purchased with /I Housing Trust loan sold for FAMlUES $3#,489,wtth total wluatlon of maR!H~ than $404 million.• MULTIFAMILY RENTAL HOUSING As of Apn11,200stfle HousingTl\J$thas IlMSTMmT....-, inwmd 0'IeI"$S.Q9 minion (141oans)ln IIIaffordablemultibmlly~l deYe\opments, aeatlng 1.184 \lnlts of new rental housing In 13 developmentS located throughout Santa L.EVERAGECaraCa.l1TtY.The IWII ~lueofthese (In mlllonsl developmentS is more 1harl $249 mi11ion.•---~ .11II EDITION Of APRIL I,2005 .-MONTIILY FACT SHEET A funding goal of S1.5 million in voluntary contributions from employers.foundations and individuals for each of the next three years.matched by public sector agencies (cities,towns and the. County C?f Santa Oara),working through their budget process, would allow the Housing Trust to invest funds into the creation of affordable rental housing;homeless and speclal~needs housing. and support for fJrst~time homebuyers designed to help at least "OOOfamilies per year, Affordable housing could become a reality for more than.l,OOO families each year under a new funding and operational strategy recently announced by the Housing Trust of Santa Oara County. HTSCC Board of Directors Chair (and Santa Clara County Supervisor), Donald F.Gage and HT.SCC Fundraising Chair (and svtG President and CEO)Carl Guardino have announced the proposal of'·Phase III,. .a public-private compact between Interested private-sector investors (employers.foundations and Individuals)and'publlc agencies with the ~oal of assisting a minimum of 1,000 families per year for each of the next three years:. ·~uSing__.trust-=:• PUBUSHED MOtffillY BYTliE HOUSING TRUST OF SANT~CLARA COUNTY I 1786TtCHNOlOGY DR/VE,SAN JOSE CA,~110 I 4OL436.34~ Attachment 5 FACT SHEET EDmON OF APRil I.2005 AFFORDABLE HOUSING DEVELOPMENT INVESTMENTS The Housing Trust has committed almost $9 million in funding to these multifamily . affordable rental and homeless/special needs developments in Santa Clara County: _CAMPBELl 2011 Pollard R0Ild::5 units LOAN AMOUNT:$50,Ooo l.£IIERAGE:~734,3S7 .CUPERTINO Vista Vlllag.:24 units !DAN AMOUNT:$341,ooo LEVERAGE:$7.2 mlllion .GILROY Mon&-III "P-rtm.nts:S2 units LOAN AMOUNT:5178,274 LfVERAGE:51Q.2 mnllan SobnltoTransidonaJ Apl!rtmentl:60 units LOAN AMOUNT:$74S,ooo (2laans) LEVERAGE:$1S.2 million Sabnrto F.mllyTransttional center:140 beds LOAN AMOUNT:$5oo.ooo (2loansl LEVERAGE:$4,9 mUllan .LOSGATOS Los Gatos senIOr Group Rfild.nce:5 units LOAN AMOUNT:$60,OOO LEVERAGE:$n7,200 .PALOALTO Opportunity c.ntar:89 units LOAN AMOUNT;$650,000 (2 loans) LEVERAGE:$20.7 mUlIon .SANJOSE S&nJose Art Artt:146 units LOAN AMOUNT:$500.000 LEVERAGE:$6.58mJIIlon i39 Burning Tree Drtvr.5 units LOAN AMOUNT:$100.000 LEVERAGE:$484.000 Betty Ann G.rd-:76 units LOAN AMOUNT:$150.000 LEVERAGE:$H1.2 million Curtn...Gan:lms:180 units LOAN AMOUNT:$l mllnon (2loansl lfVERAGE:$11.1 mlillon Eden hlms:15 units LOAN AMOUNT:$105.000 lEVERAGE:$4.4 million Enns Lane Family Apt$.:240 units LOAN AMOUNT:$1 00,000 lEVERAGE:SS6.3 mnlton .SANJOSE 1059 Roewlll Drive:6 units LOAN AMOUNT:$60,000 LEVERAGE:$650.000 S.nt....Road:117 units LOAN AMOUNT:$500,000 LEVERAGE:$37 million Sunset Squ....Apu.:96 unit! lOAN AMOUNT:5500.000 ·LEVERAGE:51S.4mUllon _SANTA CLARA RlvlfTown Apartments:100 units LOAN AMOUNT:$447.309 LEVERAGE:529.6 minion Sobmo family living OlIntal'II: 18 units • LOAN AMOUNT:$450.ooo LEVERAGE:$4.5 million .SUNNYVALE Moulton Plaza:66 unIts lOAN AMOUNT:$500,000 LEVERAGE:S16 million PIau de las Flores:101 unIts LOANAMOUNT:$500.ooo LEVERAGE:$16.7 million .MORGAN Hill Murphy AIInch:62 units LOAN AMOUNT:$SOO,oOO LEVERAGE:518.3 million Murphy Ranch II:38'units LOAN ~UNT:$92,sqo LEVERAGE:$11.7 million .MOUNTAINVIEW Siln AntDnlo PI.ce:120 units LOAN AMOUNT:$625,000 (2 loans) l.fVERAGE:$19,1 million •PALO ALTO Oak Court Apartmants:53 units LOAN AMOUNT:$400,000 lEVERAGE:$20,1 million MAKING HOUSING MORE AFFORDABLE,COUNTY-WIDE The Housing Trust provides development financing for affordable housing throughout santa Clara County through our first-tlme homl!bJyer program and through loans to developers of affordable housing. [~Ofll!SandtownswlthHT5a:fitst4imt •ham!flwnrrfuooln\ll!St77lI!tlB ~ClIff!!and toWtI$with HT5a:rnlJItI.famlly rrntal housing,L....I sp«Id ntedJ artdlofhomeltsJ asslstana fund Invatmf:tl1S r ..-' -'-.... housingtrustOFSAHT~6l1'~Investor Summary Sheet I I I [ I ! Town of Los Gatos,CA ·:·l _. ".>" TOTAL INVESTED IN LOS GATOS:$1'07,500 "."-,~ • Attachment 6 April 11,2005 lnve!:ting in our community with vision,compassion and innovation ,<ECE1VEL APR 1 4 Z005 "oWNMANAGlW Debra Figone Town Manager Town of Los Gatos 110 E.Main St Los Gatos,CA 95031 Dear Ms.Figone, The Housing Trust of Santa Clara County is formally requesting a modification to extend our agreement with ~e Redevelopment Agency of the Town of Las Gatos for their affordable housing contribution in the .mount of $250,000.The agreement is due to expire this month in April 2005. The Trust has invested ..total of $107,500 in the Town of Los Gatos and would appreciate the opportunity to invest the remaining mc:mies from the agreement. We are on the council agenda Monday,April 18".We will be introducing our Phase III fundraising cainpaigil and look forward to working with the Town of Los Gatos to continue to create more affordable housing opportunities in your city,and Santa,Clara County." Thank you for your time regarding this matter,and I look forward to your reply. cc:Randy Tsuda • Attachment:7 1786lechnoloqy drive.5Qn}ow·ca.9511 0.[phI <108.<136.3<150 •Ifxl <108.436.3<15<1--_..._.........~._.....