HomeMy WebLinkAboutC2017-370 - 6/27/2017 - NA ORIGINAL
FIRST AMENDMENT
TO THE
FY15 HOME LOAN AGREEMENT
BETWEEN THE
CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATION (CCCIC)
AND
TG 110 GLENOAK, LP
(Whose general partner is TG 110 Glenoak GP, LLC, and sole member of
the general partner is TG110, Inc. a Community Housing Development Organization (CHDO)
acting in the capacity of a Sponsor)
This first amendment ("First Amendment") is made by and between the Corpus Christi
Community Improvement Corporation ("CCCIC") and TG 110 GLENOAK, LP ("TG 110
GLENOAK").
WHEREAS, the CCCIC and TG 110 GLENOAK executed an agreement ("Agreement")
on May 20, 2016, for the purpose of utilizing the CCCIC's FY15 HOME Investment
Partnerships Program ("HOME Program") funding provided through the City of Corpus
Christi;
WHEREAS, in addition to the funds initially granted to TG 110 GLENOAK, which
include $300,000.00 of FY2015 HOME funds, $382,461.00 from HOME funds
appropriated in prior years will also be granted for a total HOME funds amount of
$682,461.00, all subject to the terms and conditions of the Agreement;
WHEREAS, a revised version of Agreement Exhibit "A", the Budget and Construction
Schedule, has been provided;
WHEREAS, a revised version of Agreement Exhibit "C", the CCCIC Amortization
Schedule, has been provided; and
WHEREAS, the parties mutually desire to execute this First Amendment:
• to amend the grant fund amount by adding $382,461.00, from prior year HOME
funds;
• to replace Exhibit "A" in its entirety with the revised version;
• to replace Exhibit "C" in its entirety with the revised version; and
• to reaffirm all other terms, conditions, and covenants stated in the original
Agreement which are not changed by this First Amendment.
WHEREAS, by execution of this First Amendment the parties mutually agree that:
Section 1. The first WHEREAS paragraph on page 2 of the Agreement is amended as
follows:
"WHEREAS, CCCIC has adopted a budget for such funds and has included therein the
expenditure of $300,000 of FY 2015 HOME funds and $382,461.00 from HOME funds
appropriated in prior years for a total HOME funds amount of $682,461.00, in the form of
a subsidy loan with 3% simple interest for a 40-year term with payments amortized over
A^ -----26-0-:114' from available net cash flow (hereinafter '`Loan") to BORROWER for
6/27/17
TG 110 Glenoak LP F .r
the construction of a residential rental affordable housing apartment project entitled,
"Glenoak Apartments" (hereinafter"Project"); and"
Thereby replacing the third WHEREAS paragraph with the following language:
"WHEREAS, CCCIC has adopted a budget for such funds and has included therein the
expenditure of $300,000 of FY 2015 HOME funds and $382,461.00, from HOME funds
appropriated in prior years for a total HOME funds amount of $682,461.00, in the form
of a subsidy loan with 3% simple interest for a 40-year term with payments amortized
over 40 years and paid from available net cash flow (hereinafter"Loan") to BORROWER
for the construction of a residential rental affordable housing apartment project entitled,
"Glenoak Apartments" (hereinafter"Project"); and"
Section 2. Subsection 10.1 of Section X. entitled "DRAW REQUESTS" is amended as
follows:
"10.1 Provided no Event of Default (as defined in the Deed of Trust) has occurred and
remains uncured, CCCIC will deliver funding reimbursement to BORROWER, to be used
by BORROWER to construct the Project, up to
($3007000) six hundred eighty-two thousand, four hundred sixty-one dollars
($682,461.001, upon request of the BORROWER as work in place is completed and
construction work has been verified by CCCIC. City shall retain 10% of the funds or
$68.246.10 30,,000:00, until construction of the Project is complete. Upon completion of
Project construction, the City will deliver$68.246.10 30,000.00 to BORROWER."
Thereby replacing Subsection 10.1 of Section X. entitled "DRAW REQUESTS" with the
following language:
"10.1 Provided no Event of Default (as defined in the Deed of Trust) has occurred and
remains uncured, CCCIC will deliver funding reimbursement to BORROWER, to be used
by BORROWER to construct the Project, up to six hundred eighty-two thousand, four
hundred sixty-one dollars ($682,461.00), upon request of the BORROWER as work in
place is completed and construction work has been verified by CCCIC. City shall retain
10% of the funds or $68,246.10, until construction of the Project is complete. Upon
completion of Project construction, the City will deliver$68,246.10 to BORROWER. "
Section 3. Subsection 10.2 of Section X. entitled "DRAW REQUESTS" is amended as
follows:
"10.2 BORROWER estimates the following draw schedule, which CCCIC hereby
approves; provided, however, BORROWER shall not be bound by the following draw
schedule:
Draw#1 - $90,000.00—estimated October 2016
Draw#2 - $90,000.00—estimated November 2016
Draw#3 - $ 90,000.00—estimated December 2016
Draw#4 - $ 114,738.30—estimated July 2017
Draw#5 - $ 114,738.30—estimated August 2017
Draw#6 - $ 114,738.30—estimated September 2017
Subtotal 8279:800-:00-614 214.90
First Amendment to HOME Loan Agreement between CCCIC and TG110 GLENOAK,LP
Page 2 of 5
Upon completion of Project construction funding in the amount of $20400-00
68.246.10 will be delivered to BORROWER."
Thereby replacing Subsection 10.1 of Section X. entitled "DRAW REQUESTS" with the
following language:
"10.2 BORROWER estimates the following draw schedule, which CCCIC hereby
approves; provided, however, BORROWER shall not be bound by the following draw
schedule:
Draw#1 - $ 90,000—estimated October 2016
Draw#2 - $ 90,000—estimated November 2016
Draw#3 - $90,000—estimated December 2016
Draw#4 - $ 114,738.30—estimated July 2017
Draw#5 - $ 114,738.30—estimated August 2017
Draw#6 - $ 114,738.30—estimated September 2017
Subtotal $61421490
Upon completion of Project construction funding in the amount of $68,246.10 will
be delivered to BORROWER."
Section 4.The third WHEREAS paragraph on page 2 of the Agreement", refers to the
Preliminary Budget and Construction Schedule as Exhibit "A" therein and throughout the
Agreement. Said Exhibit "A" is replaced in its entirety with the version revised on June
20, 2017 as denoted in the footnote of said Exhibit "A", attached hereto. Additionally,
once the Final Budget and Construction Schedule is provided, it will be substituted for
the then existing Exhibit "A" and become Exhibit "A" of this Agreement.
Section 5. Subsection 1.1 of Section 1 entitled "TERM" refers to the Loan Amortization
Schedule as Exhibit"C" therein and throughout the Agreement. Said Exhibit "C" is
replaced in its entirety with the revised version attached hereto.
Section 6. All exhibits previously included and attached to the Agreement and as
added, revised and/or replaced by this First Amendment, are incorporated by reference
into this First Amendment as if fully set out herein and are effective for all intents and
purposes.
Section 7. By execution of this First Amendment, the parties agree to all amendments
to the Agreement as contained herein this First Amendment. All other terms,
conditions, and covenants of the Agreement not revised by this First Amendment
remain the same and in full force and effect.
EXECUTED IN TRIPLICATE, each of which is considered an original and
effective on date of last signature.
(EXECUTION PAGES FOLLOW)
First Amendment to HOME Loan Agreement between CCCIC and TG110 GLENOAK,LP
Page 3 of 5
CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATION
Margie C. Rose or Keith Selman
General Manager Authorized Designee
ACKNOWLEDGMENT
STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF NUECES §
� 1
This instrument was acknowledged before me on this � da of J , 2017,
by Margie C. Rose, General Manager, or Keith Selman, Authoriz-d Designee, of the
CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATISN, a Texas nonprofit
corporation, on behalf of said corporation.
Notary Public, S :te of Texas
"L OLIVER KENT MEEK
APPROVED AS TO FORM: � Notary Pubilc,store or Texas
/C.'s My Commission Expires
�'�., r , MO tett 09, 2019
This '1 dayQf June, 2017.
r")if IAgui :.'�•
As. stant _• y Attorney
Fo iles Risley, City Attorney
First Amendment to HOME Loan Agreement between CCCIC and TG110 GLENOAK, LP
Page 4 of 5
TG 110 GLENOAK, LP,
A Texas limited partnership
By: TG 110 GLENOAK GP, LLC,
a Texas limited liability company
its general partner
By: TG 110, Inc.,
a Texas non-profit corporation,
its sole member
By:
filbert . Pie e
Executive Director
ACKNOWLEDGMENT
STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF NUECES §
This instrument was acknowledged before me on this 2 2 day ofjU►1 , 2017,
by Gilbert M. Piette, Executive Director of TG 110, Inc., a Texas non-profit corporation,
sole member of TG 110 Glenoak GP, LLC, a Texas limited liability company, general
partner of TG 110 GLENOAK, LP, a Texas limited partnership, on behalf of said limited
partnership.
'`'''''''' CHRISTINA ALVISO
•„ Notary Public, State of Texas Notary 'ublic, State of Texas
•' c' Comm. Expires 08-08-2021
.,,,,,,�� Notary ID 126319688
First Amendment to HOME Loan Agreement between CCCIC and TG110 GLENOAK, LP
Page 5 of 5
I
EXHIBIT AI
Preliminary Budget & Construction Schedule
CHDO/Sponsor: TG 110, Inc. (CHDO)
Project Name: Glenoak Apts. Project Location: 711Glenoak Drive
Property Owner: TG 110 Glenoak, LP
Total Project Cost: $15,439,485.00 HOME FY2015 Award: $682.461.00
Preliminary Budget
Project Financial Resources: (list may be adjusted to meet your project)
{Funds available to complete project) Amount
• Deferred Developer Fee $ 336,620.00
• FY 2015 HOME Fund $ 682,461.00
• Other: LIHTC $ 11,754,404.00
• Conventional Loan 1,240,000.00
• Local Political Subdivision Loan (CCHFC) $ 720,000.00
• Private Loan (HCS 309, LLC.-Seller Carryback) $ 230,000.00
• FHLB Loan/General Partner Equity $ 476,000.00
Total Funds Available for Project $ 15,439,485.00
Estimated Expenses: {list may be adjusted to meet your project)
'List estimated expenses to complete your project) such as: Amount
• Land Acquisition $ 1, 360,000 . 00
• Site Work Costs $ 1,745,265.00
• Direct New Construction Costs (includes HOME funds) $ 5,771,793.00
• Other Construction Costs(Fees, OH, Profit) $ 1,023,183.00
• Contingency $ 416,582.00
• Indirect /Soft Costs $ 2,456,359.00
• Developer Fees $ 1,439,000.00
• Financing Related Costs $ 702,303.00
• Project Reserves $ 525,000.00
1 Revised June 20, 2017.
HOME Loan Agreement between CCCIC and TG 110 Glenoak,LP Page 1
Total Project Cost $ 15,439,485.00
Preliminary Construction Schedule
(Project Dates for completion of key project phases)
Projected Dates
• Design/Bid Documents(specification packet)completed .01/01/15 to 05/31/2015
• Platting/Soil Testing(lead based paint,environmental etc.) 05/01/2015
• Construction Contract Award . ....... No award date
• Land Acquisition 05/19/2016
• Start Construction 06/01/2016
• Construction 100%completion .09/30/2017
NOTE: HUD/HOME Program does not require P1 to manage procurement process, due to this
project being supported by Low Income Housing Tax Credits,Developer is required to obtain a Prime
Contractor early on before Tax Credit funds are committed. Although HUD/HOME Program
does not require P1 to manage procurement process, HOME does require P1 to secure copies of
contract with Prime Contractor and therefore said contract must be provided to PJ.
HOME Loan Agreementbetween CCCIC and TG 110 Glenoak.LP Paget
CORPUS CHRISTI COMMUNITY IMPROV CORP. lune 01, 2017
Amortization Schedule X 15:33:22
Name On Loan: Glenoak Apartments TG 110,Inc. E" HIBIT C
Principal Balance: $682,461.00
Interest Rate: 3.00000 %
Payment Frequency: Annually
Term In Months: 480
Beginning P&1 Amount: $29,524.89
1st Payment Due Date: 08/01/2018
Payment Payment Interest Principal Payment Principal
Number Due Date Amount Amount Amount Balance
1 08/01/2018 $20,473.83 $9,051.06 $29,524.89 $673,409.94
Yearly Sub-Totals: $20,413.83 $9,051.06
2 08/01/2019 $20,202.30 49322.59 $29,524.89 $664,087.35
Yearly Sub-Totals: $20,202.30 $9,322.59
3 08/01/2020 $19,922.62 $9,602.27 $29,524.89 $654,485.08
Yearly Sub-Totals $19,922.62 $9,602.27
4 08/01/2021 $19,634.55 $9,890.34 $29,524.89 $644,594.74
Yearly Sub-Totals: $19,634.55 $9,890.34
5 08/01/2022 $19,337.84 $10,187.05 $29,524.89 $634,407.69
Yearly Sub-Totals: $19,337.84 $10.187.05
6 08/01/2023 $19,032.23 $10,49166 $29,524.89 $62391503
Yearly Sub-Totals: $19,032.23 $10,492.66
7 08/01/2024 $18,717.45 $10,80744 $29,524.89 $613.107.59
Yearly Sub-Totals: $18,717.45 $10,807.44
8 08/01/2025 $18393.23 $11,131.66 $29,524.89 $601,975.93
Yearly Sub-Tatalc $18,393.23 $11431.66
9 08/01/2026 $1805928 $11,465.61 $29,524.89 $590,510.32
Yearly Sub-Totals: $18,059.28 $11.465.61
10 08/01/2027 $17715.31 $11,809.58 $29,524.89 $578,700.74
Yearly Sub-Totals $17,715.31 $11,809.58
11 08/01/2028 $17,361.02 $12,163.87 $29524.89 $566,536.87
Yearly Sub-Totals $17,361.02 $12,163.87
12 08/01/2029 $16,996.11 $12,528.78 $29,524.89 $554,008.09
Yearly Sub-Totals $16,996.11 $12,528.78
13 08/01/2030 $16,620.24 $12,904.65 $29,524.89 $541,103.44
Yearly Sub-Totals $16,620.24 $12,904.65
14 08/01/2031 $16,233.10 $13,291.79 $29,524.89 $527,811.65
Yearly Sub-Totals $16,233.10 $13,291.79
15 08/01/2032 $15,834.35 $13,690.54 $29,524.89 $51%121.11
Yearly Sob-Totals $15.834.35 $13,690.54
•Denotes an Interest Only Payment Page 1
CORPUS CHRISTI COMMUNITY IMPROV CORP. lune 01, 2017
Amortization Schedule 15:33:22
Payment Payment Interest Principal Payment Principal
Number Due Date Amount Amount Amount Balance
16 08/01/2033 $15,42363 41010126 $29,524.89 8500019.85
Yearly Sub-Totals: $15,423.63 $14,10126
17 08/01/2034 $15,000.60 41452429 $29,524.89 $485,495.56
Yearly Sub-Totals: $15,000.60 $14,524.29
18 08/01/2035 $1456487 $14,960.02 $29.524.89 $470,535.54
Yearly Sub-Totals: $14,564.81 $14,960.02
19 08/01/2036 $14,116.07 $15,408.82 $29524.89 $455,126.72
Yearly Sub-Totals: $14116.07 $15,408.82
20 08/01/2037 $13,653.80 $15,87109 $29,524.89 $439,255.63
Yearly Sub-Totals: $13,653.80 $15,871.09
21 08/01/2038 $13,177.67 $16,347.22 $29524.89 $422,908.41
Yearly Sub-Totals: $13,171.61 $16347.22
22 08/01/2039 812,68725 $16,837.64 $29,524.89 $406,070.77
Yearly Sub-Totals $12,681.25 $16,837.64
23 08/01/2040 812,182.12 $17,342.77 $29,524.89 $388,728.00
Yearly Sub-Totals $12,182.12 $17,342.77
24 08/01/2041 811,66184 $17,863.05 $29,524.89 $370,864.95
Yearly Sub-Totals: $11,661.84 $17,863.05
25 08/01/2042 811,125.95 $18398.94 $29,524.89 8352,46601
Yearly Sub-Totals: $11,125.95 $18,398.94
26 08/01/2043 $10573.98 $18,950.91 $29524.89 $333,515.10
Yearly Sub-Totals: $10,513.98 $18,950.91
27 08/01/2044 $10,005.45 $19,51944 $29,524 89 $313,995.66
Yearly Sub-Totals: $10,005.45 $19,519.44
28 08/01/2045 49,419.87 $20,105.02 $29524.89 $293,890.64
Yearly Sub-Totals: $9,419.87 $20,105.02
29 08/01/2046 $8,816.72 $20,708.17 $29,524.89 $273,182.47
Yearly Sub-Totals: $8,815.72 $20,708.11
30 08/01/2047 $8195.47 821,32942 $29,524.89 $251,853.05
Yearly Sub-Totals: $8.195.47 $21,329.42
31 08/01/2048 $7,555.59 $21,969.30 $29.524.89 $22988375
Yearly Sub-Totals: $7,555.59 $21,969.30
32 08/01/2049 46,89651 822,62838 $29,524.89 $207,255.37
Yearly Sub-Totals: $6,896.51 $22628.38
33 08/01/2050 $6,217.66 $23,307.23 $29.52489 $183,948.14
Yearly Sub-Totals $6,217.66 $23,307.23
34 08/01/2051 $5,518.44 $20006.45 $29524.89 $159,941.69
Yearly Sub-Totals: $5,518.44 $24,006.45
•Denotes an Interest Only Payment Page 2
CORPUS CHRISTI COMMUNITY IMPROV CORP. lune 01, 2017
Amortization Schedule 15:33:22
Payment Payment Interest Principal Payment Principal
Number Due Date Amount Amount Amount Balance
35 08/01/2052 $4,798.25 $24,726.64 $29,524.89 $135,21505
Yearly Sub-Totals: $4,798.25 $24,726.64
36 08/01/2053 $4,056.45 $2646844 $29,524.89 $109,746.61
Yearly Sub-Totals: $4,056.45 $25,468.44
37 08/01/2054 $3,292.40 $26232.49 $29,524.89 $83,51412
Yearly Sub-Totals: $3.292.40 $26,232.49
38 08/01/2055 $2,50542 $27,019.47 $29,52489 $56,494.65
Yearly Sub-Totals: $2,505.42 $27,019.47
39 08/01/2056 $1,694.84 $27,830.05 $29524.89 $28664.60
Yearly Sub-Totals $1,694.84 $21,830.05
40 08/01/2057 $859.94 $28.664.60 $29,524.54 $0.00
Yearly Sub-Totals: $859.94 $28,664.60
Totals: $498534.25 $682461.00
Last Payment Amount: 29,524.54 "'•^"'
•Denotes an Interest Only Payment Page 3