HomeMy WebLinkAboutItem F1 F1
BOARD OF COUNTY COMMISSIONERS
COUNTY of MONROE Mayor James K.Scholl,District 3
The Florida Keys Mayor Pro Tern Michelle Lincoln,District 2
Craig Cates,District 1
David Rice,District 4
Holly Merrill Raschein,District 5
Board of County Commissioners Meeting
August 20, 2025
Agenda Item Number: F1
2023-4343
BULK ITEM: Yes DEPARTMENT: County Land Acquisition And Land
Management
TIME APPROXIMATE: STAFF CONTACT: Cynthia Guerra
AGENDA ITEM WORDING:
Approval of a resolution of the Monroe County Board of County Commission rescinding and replacing
Resolution 037-2024; and nominating property for $6,720,000 as a zero interest 50-Year affordable
housing construction loan for hard construction costs for development of 56 affordable rental units on
property legally described as a portion of Tracts A and B, Revised Plat of Amended Plat of Sugarloaf
Shores, Section F (PB 6-9)with Parcel ID No. 00166976-011300 and Parcel ID No. 00166976-011400.
ITEM BACKGROUND:
Rural Neighborhoods, Inc. (RN), Developer, is proposing to construct 56 affordable housing units as
follows:
6 units at 30% of Area Median Income(AMI)
14 units at 50% of AMI
6 units at 60% of AMI
24 units at 70% of AMI
4 units at 80% of AMI
56 TOTAL UNITS
Land Authority funding may be used for affordable housing as long as the maximum income of
residents does not exceed 160% of AMI.
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RN has successfully secured $2,375,000 in Low Income Housing Tax Credits and $4,900,400 in SAIL
funds to support the project known as The Landings at Sugarloaf Key. In August of 2023, RN
estimated construction costs and insurance costs and requested $2,240,000 in gap funding for
construction from the Monroe County Land Authority. At the time of the request, the developer
provided a development cost proforma that was part of their Florida Housing Finance Corporation
(FHFC)request, but construction bids for final estimates were still pending.
In January of 2024, the Monroe County Board of County Commissioners approved Resolution 037-
2024 (attached)requesting the Land Authority assist by providing a zero interest 50-year construction
loan of up to $2,240,000 to assist with the development of the project, with a final amount to be
determined once the construction bids were known. Also in January of 2024, the Governing Board of
the Land Authority approved Resolution 03-2024 (attached) committing to encumber $2,240,000 for the
construction loan, with the final amount to be determined after construction bids were included in the
proforma.
In May of 2025, the developer provided an updated proforma including a construction bid, and
requested to increase the construction loan amount to a total of$6,720,000 (attached). The justification
for the increase was based on continuing increases in construction costs, a lower than anticipated
market price for sales of LIHTCs and increases in impact fees, insurance rates and utility installation
fees. The annual allocation of tax credits is expected to generate $19,116,638 for the project, down from
the original estimate of$21,847,815, an almost $3,000,000 decrease from original projections.
As required by the Land Authority, a Subsidy Layering Report(attached) was received from the FHFC
underwriter after receipt of the updated proforma. The Land Authority's consultant professional on
workforce and affordable housing reviewed the Subsidy Layering Report and the proforma, and based
on this information, the consultant concurs the increased loan amount requested is justified to support
the development of the affordable housing units at Sugarloaf Landings.
The Land Authority is proposing to encumber $3,460,000 in FY26, and to encumber $3,260,000 in
FY27 pending availability of FY27 funds, for a total of$6,720,000 in a zero interest, 50-year
construction funding loan for the project. The FY27 encumbrance may be moved to future years
depending on fund availability.
In accordance with Section 380.0666(3)(a), Florida Statutes, the Land Authority will transfer funds to
the County for disbursement to the developer. Upon completion of the closing between Developer and
the Florida Housing Finance Corporation, the developer will be required to record a promissory note, a
mortgage, and a Land Use Restriction Agreement (LURA)restricting use of the Subject property to
affordable housing in perpetuity.
PREVIOUS RELEVANT BOCC ACTION:
May 17, 2023: The Board of County Commissioners approved Resolution 185-2023 approving the
reservation of 56 affordable housing allocations for the project.
October 18, 2023: The Land Authority Governing Board discussed the project and two options;
$2,240,000 in construction funding or $2,800,000 for purchase of the land for the project. The Board
directed staff work on the purchase of the land, but after further analysis of a legal settlement agreement
between the Developer and adjacent neighborhood, it was determined a land purchase would be too
complicated, since there is a settlement agreement that requires a detailed deed restriction be filed with
the property. Therefore, staff recommended the County and Land Authority support the Developer's
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original request for construction funding.
January 31, 2024: The Board of County Commissioners approved Resolution 037-2024 nominating the
Sugarloaf Landings project for up to $2,240,000 for a zero interest, 50-year construction funding loan
provided by the Monroe County Land Authority.
January 31, 2024: The Governing Board of the Monroe County Land Authority approved Resolution
03-2024 committing to encumber up to $2,240,000 for a zero interest, 50-year construction funding
loan for the project.
February 19, 2025: The Board of County Commissioners approved Resolution 114-2025 extending the
reservation of 56 affordable housing allocations to December 31, 2025.
March 25, 2025: The Board of County Commissioners approved Resolution 142-2025 waiving
approximately $475,700 in building permit fees for the project.
INSURANCE REQUIRED:
No
CONTRACT/AGREEMENT CHANGES:
N/A
STAFF RECOMMENDATION: Approval
DOCUMENTATION:
BOCC Resolution 037-2024 Nominating Funding for Landings At Sugarloaf
MCLA Resolution 03-2024 for Landings At Sugarloaf
Landings At Sugarloaf Request for Additional Funding
Landings At Sugarloaf Proforma
Landings At Sugarloaf Ivey Subsidy Layering Review Report 250804.pdf
Proposed BOCC Resolution 2025 Revised Loan Arm by MCLA_JM Legal Apprvd 8.5.2025.pdf
FINANCIAL IMPACT:
N/A. Funding would come from the Monroe County Land Authority.
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RESOLUTION NO. 037 - 2024
A RESOLUTION OF THE MONROE COUNTY BOARD OF
COUNTY COMMISSION NOMINATING PROPERTY FOR
UP TO $2,240,000 FOR A ZERO INTEREST 50-YEAR
AFFORDABLE HOUSING CONSTRUCTION LOAN FOR
HARD CONSTRUCTION COSTS FOR DEVELOPMENT OF
56 AFFORDABLE RENTAL UNITS ON PROPERTY
LEGALLY DESCRIBED AS A PORTION OF TRACTS A
AND B, REVISED PLAT OF AMENDED PLAT OF
SUGARLOAF SHORES, SECTION F (PB 6-9) AS SHOWN
IN EXHIBIT A AND EXHIBIT B WITH PARCEL
ID#00166976-011300 AND PARCEL ID#00166976-011400.
WHEREAS, The Landings at Sugarloaf Key, LLC, (hereinafter "Developer") has a
contract to purchase a site legally described as a portion of Tracts A & B, Revised Plat
of Amended Plat of Sugarloaf Shores, Section F (PB 6-9) as shown in Exhibit A and
Exhibit B with Parcel ID#00166976-011300 and Parcel ID# 00166976-011400; and
WHEREAS, the Developer received approval of a project for 88 affordable rental units
which was later reduced through legal settlement agreement to 56 affordable rental
units; and
WHEREAS, the Developer has applied for and received a positive recommendation on
August 24, 2023 to receive $2,375,000 in Low Income Housing Tax Credits (LIHTC)
and $4,900,400 in SAIL funds from the Florida Housing Finance Corporation
(hereinafter "FHFC"); and
WHEREAS, the Developer expects to sell LIHTCs to an investor limited partner to be
selected that will provide $21,847,815 toward the project, and
WHEREAS, the Developer has indicated the project is in need of funding toward
construction because of increased construction costs, increased interest rates, and
increases in wind, flood, and builders risk insurance, since the initial FHFC award; and
WHEREAS, on August 29, 2023 the Developer requested $2,240,000 from the Land
Authority, as a zero interest, 50 year construction loan; and
WHEREAS, Monroe County desires the Monroe County Comprehensive Plan Land
Authority (hereinafter "Authority") to assist in development of Sugarloaf Landings by
providing a zero interest, 50 year construction funding loan for up to $2,240,000 on a
portion of Tracts A and B, Revised Plat of Amended Plat of Sugarloaf Shores, Section F
(PB 6-9) as shown in Exhibit A and Exhibit B, with Parcel ID# 00166976-011300 and
Parcel ID# 00166976-011400 (hereinafter "Subject Property") for affordable rental
housing; and
Page 1 of 5
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WHEREAS, the Developer has not bid construction as of yet and the amount of
construction loan funds requested could change; and
WHEREAS, the property owner has obtained 56 Rate of Growth Ordinance (ROGO)
allocations through reservation by the Board of County Commissioners, which will
control the maximum affordability rates for the developed affordable housing and which
may be more restrictive than those rates required by Monroe County Land Authority
Statute 380.0666 (3)(a); and
NOW, THEREFORE, BE IT RESOLVED BY THE MONROE COUNTY BOARD OF
COUNTY COMMISSIONERS THAT:
Section 1. The above recitals are true and correct and incorporated herein.
Section 2. The County hereby nominates the Subject Property for up to $2,240,000 for a
zero interest, 50-year construction funding loan for the project by the Authority.
Section 3. This resolution shall take effect immediately upon its adoption.
Page 2 of 5
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Exhibit A
A portion of Tract A, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as
recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and being
more particularly described by metes and bounds as follows, to-wit:
LEGAL DESCRIPTION - PARENT PARCEL
Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as recorded
in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida.
LEASE AREA LEGAL DESCRIPTION -
LANDINGS PARCEL-
A portion of Tract A, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as
recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and being
more particularly described by metes and bounds as follows, to-wit:
BEGINNING at the intersection of the Southerly Right of Way line of U.S. Highway No. 1 as
shown on said plat of SUGARLOAF SHORES, SECTION F and the Easterly Right of Way line
of South Point Drive as shown on said plat of SUGARLOAF SHORES, SECTION F, said point
also being the Northwesterly corner of said Tract A; thence N56002'40"E along said Southerly
Right of Way line of U.S. Highway No. 1, for a distance of 515.49 feet to a point; thence
S33057'20"E and parallel with said Easterly Right of Way line of South Point Drive, for a
distance of 164.31 feet to a point; thence S56002'40"W and parallel with said Southerly Right of
Way line of U.S. Highway No. 1 for a distance of 515.49 feet to a point; thence N33057'20"W
along the said Easterly Right of Way line of South Point Drive a distance of 164.31 feet back to
the Point of Beginning. Said parcel of land contains 84,700.17 square feet, or 1.944 acres, more
or less.
Page 4 of 5
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Exhibit B
LEGAL DESCRIPTION - PARENT PARCEL
Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as recorded in Plat
Book 6, Page 9 of the Public Records of Monroe County, Florida.
LEASE AREA LEGAL DESCRIPTION -
DOCKSIDE PARCEL-
A portion of Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as
recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and being
more particularly described by metes and bounds as follows, to-wit:
BEGINNING at the intersection of the Southerly Right of Way line of U.S. Highway No. 1 as
shown on said plat of SUGARLOAF SHORES, SECTION F and the Westerly Right of Way line
of South Point Drive as shown on said plat of SUGARLOAF SHORES, SECTION F, said point
also being the Northeasterly corner of said Tract B; thence S33°57'20"E along the said Westerly
Right of Way line of South Point Drive, for a distance of 300 feet to a point on the Northerly
Right of Way line of Cypress Road as shown on said plat of SUGARLOAF SHORES, SECTION
F, said point also being the Southeasterly corner of said Tract B; thence S56°02'40"W along
said Northerly Right of Way line of Cypress Road for a distance of 275.00 feet to a point of
curvature; thence continuing along said Northerly Right of Way line of Cypress Road on a curve
to the right, having a radius of 25.00 feet, a central angle of 35045'14", a chord bearing of
S73055'17"W, a chord length of 7.82 feet, for an arc length of 7.95 feet to a point; thence
N33059'48"W and leaving said curve for a distance of 297.82 feet to a point on the Southerly
Right of Way line of U.S. Highway No. 1 as shown on said plat of SUGARLOAF SHORES,
SECTION F; thence N56002'40"E along said Southerly Right of Way line of U.S. Highway No. 1
for a distance of 282.55 feet back to the Point of Beginning. Said parcel of land contains
84,711.15 square feet, or 1.945 acres, more or less.
Page 5 of 5
2544
RESOLUTION NO. 03-2024
A RESOLUTION OF THE MONROE COUNTY
COMPREHENSIVE PLAN LAND AUTHORITY
COMMITTING TO ENCUMBER UP TO $2,240,000 FOR A
ZERO INTEREST 50-YEAR AFFORDABLE HOUSING
CONSTRUCTION LOAN FOR HARD CONSTRUCTION
COSTS FOR DEVELOPMENT OF 56 AFFORDABLE
RENTAL UNITS ON PROPERTY LEGALLY DESCRIBED
AS A PORTION OF TRACTS A AND B, REVISED PLAT OF
AMENDED PLAT OF SUGARLOAF SHORES, SECTION F
(PB 6-9) AS SHOWN IN EXHIBIT A AND EXHIBIT B WITH
PARCEL ID00166976-011300 AND PARCEL
ID#00166976-011400 SUBJECT TO A LAND USE
RESTRICTION AGREEMENT (LURA).
WHEREAS, The Landings at Sugarloaf Key, LLC, (hereinafter "Developer") has a
contract to purchase a site legally described as a portion of Tracts A & B, Revised Plat
of Amended Plat of Sugarloaf Shores, Section F (PB 6-9) as shown in Exhibit A and
Exhibit B with Parcel ID001 66976-01 1 300 and Parcel ID# 00166976-011400; and
WHEREAS, the Developer received approval of a project for 88 affordable rental units
which was later reduced through legal settlement agreement to 56 affordable rental
units; and
WHEREAS, the Developer has applied for and received a positive recommendation on
August 24, 2023 to receive $2,375,000 in Low Income Housing Tax Credits (LIHTC)
and $4,900,400 in SAIL funds from the Florida Housing Finance Corporation
(hereinafter "FHFC"); and
WHEREAS, the Developer expects to sell LIHTCs to an investor limited partner to be
selected that will provide $21,847,815 toward the project, and
WHEREAS, the Developer has indicated the project is in need of funding toward
construction because of increased construction costs, increased interest rates, and
increases in wind, flood, and builders risk insurance, since the initial FHFC award; and
WHEREAS, on August 29, 2023 the Developer requested $2,240,000 from the Land
Authority, as a zero interest, 50 year construction loan; and
WHEREAS, as evidenced by Resolution 037-2024, Monroe County desires the Monroe
County Comprehensive Plan Land Authority (hereinafter "Authority") to assist in
development of Sugarloaf Landings by providing a zero interest, 50 year construction
funding loan for up to $2,240,000 on a portion of Tracts A and B, Revised Plat of
Amended Plat of Sugarloaf Shores, Section F (PB 6-9) as shown in Exhibit A and
Page 1 of 5
2545
Exhibit B, with Parcel ID# 00166976-011300 and Parcel ID# 00166976-011400
(hereinafter "Subject Property") for affordable rental housing; and
WHEREAS, the Developer has not bid construction as of yet and the amount of
construction loan funds requested could change; and
WHEREAS, the property owner has obtained 56 Rate of Growth Ordinance (ROGO)
allocations through reservation by the Board of County Commissioners, which will
control the maximum affordability rates for the developed affordable housing and which
may be more restrictive than those rates required by Monroe County Land Authority
Statute 380.0666 (3)(a); and
WHEREAS, the proposed development of 56 affordable rental units on the subject
property for affordable rental housing is consistent with the policies of the County's
Comprehensive Plan and Land Development Regulations; and
WHEREAS, the Land Authority Advisory Committee added the project to the Land
Authority Acquisition List and considered this resolution on January 8, 2024 and voted
4/0 to recommend approval, provided the number of units does not exceed 56 and the
loan amount does not exceed $2,240,000;
NOW, THEREFORE, BE IT RESOLVED BY THE MONROE COUNTY
COMPREHENSIVE PLAN LAND AUTHORITY THAT:
Section 1. The above recitals are true and correct and incorporated herein.
Section 2. The Authority is hereby committing to encumber up to $2,240,000 for a zero
interest, 50-year construction funding loan for the project.
Section 3. Once the Developer has bid the construction and has a more refined cost
estimate of the development costs for the project, the Land Authority Governing Board
will review and finalize the actual loan amount to be used for hard construction costs
only and not for pre-development costs.
Section 4. Upon acceptance of funds, the Developer shall sign and record a promissory
note, mortgage, and Land Use Restriction Agreement (LURA) shown in Exhibit "C"
restricting use of the Subject Property to affordable housing in accordance with Section
380.0666(3)(a), Florida Statutes in perpetuity.
Section 5. This resolution shall take effect immediately upon its adoption.
Page 2 of 5
2546
PASSED AND ADOPTED the Monroe County Comprehensive Plan Land Authority rity t
regular meeting on this 31st day of 2024.
Commissioner Craig Cates Yes
Commissioner Michelle Lincoln Yes
Commissioner Holly Raschein Yes
Commissioner James Scholl
Chairman Ovid RiceYes-
ATTEST MONROE COUNTY COMPREHENSIVE
Digitally signed by PLAN LAND AUTHORITY
l
Christine Christine Hurley
r Date:2024.02.05 16:45:43
Christine Hurley David P. Rice
Executive Director Chairman
Approved as to form and legality
Gregory Or p za, Esquire
Page 3 of 5
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Exhibit A
A portion of Tract A, SUGARLOAF SHORES, SECTION F, according to the Plat thereof
as recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and
being more particularly described by metes and bounds as follows, to-wit:
LEGAL DESCRIPTION - PARENT PARCEL
Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as recorded
in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida.
LEASE AREA LEGAL DESCRIPTION -
LANDINGS PARCEL-
A portion of Tract A, SUGARLOAF SHORES, SECTION F, according to the Plat thereof
as recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and
being more particularly described by metes and bounds as follows, to-wit:
BEGINNING at the intersection of the Southerly Right of Way line of U.S. Highway No. 1
as shown on said plat of SUGARLOAF SHORES, SECTION F and the Easterly Right of
Way line of South Point Drive as shown on said plat of SUGARLOAF SHORES,
SECTION F, said point also being the Northwesterly corner of said Tract A; thence
N56°02'40"E along said Southerly Right of Way line of U.S. Highway No. 1, for a
distance of 515.49 feet to a point; thence S33057'20"E and parallel with said Easterly
Right of Way line of South Point Drive, for a distance of 164.31 feet to a point; thence
S56002'40"W and parallel with said Southerly Right of Way line of U.S. Highway No. 1
for a distance of 515.49 feet to a point; thence N33057'20"W along the said Easterly
Right of Way line of South Point Drive a distance of 164.31 feet back to the Point of
Beginning. Said parcel of land contains 84,700.17 square feet, or 1.944 acres, more or
less.
Page 4 of 5
7
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Exhibit B
LEGAL DESCRIPTION - PARENT PARCEL
Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as recorded
in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida.
LEASE AREA LEGAL DESCRIPTION -
DOCKSIDE PARCEL-
A portion of Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof
as recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida
and being more particularly described by metes and bounds as follows, to-wit:
BEGINNING at the intersection of the Southerly Right of Way line of U.S. Highway No. 1
as shown on said plat of SUGARLOAF SHORES, SECTION F and the Westerly Right of
Way line of South Point Drive as shown on said plat of SUGARLOAF SHORES,
SECTION F, said point also being the Northeasterly corner of said Tract B; thence
S33'57'20"E along the said Westerly Right of Way line of South Point Drive, for a
distance of 300 feet to a point on the Northerly Right of Way line of Cypress Road as
shown on said plat of SUGARLOAF SHORES, SECTION F, said point also being the
Southeasterly corner of said Tract B; thence S56'02'40"W along said Northerly Right of
Way line of Cypress Road for a distance of 275.00 feet to a point of curvature; thence
continuing along said Northerly Right of Way line of Cypress Road on a curve to the
right, having a radius of 25.00 feet, a central angle of 35045'14", a chord bearing of
S73055'1 7"W, a chord length of 7.82 feet, for an arc length of 7.95 feet to a point; thence
N33'59'48"W and leaving said curve for a distance of 297.82 feet to a point on the
Southerly Right of Way line of U.S. Highway No. 1 as shown on said plat of
SUGARLOAF SHORES, SECTION F; thence N56'02'40"E along said Southerly Right of
Way line of U.S. Highway No. 1 for a distance of 282.55 feet back to the Point of
Beginning. Said parcel of land contains 84,711.15 square feet, or 1.945 acres, more or
less.
Page 5 of 5
8
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Exhibit C
BALLOON PROMISSORY NOTE
For the purposes of this Note the following definitions shall apply:
PRINCIPAL AMOUNT: U.S.
DATE OF NOTE: 2024
MATURITY DATE: 2074
INTEREST RATE: (0.00%) Zero Percent
BORROWER:
LENDER: MONROE COUNTY COMPREHENSIVE PLAN LAND
AUTHORITY, a land authority under Section 380.0663(1), Florida
Statutes and Monroe County Ordinance No. 031-1986, with an
address of 1200 Truman Avenue, Suite 207, Key West, Florida
33040
THIS PROMISSORY NOTE (the "Note") is made by Borrower for the benefit of Lender.
SUCH THAT;
FOR VALUE RECEIVED,the Borrower does hereby covenant and promise to pay to the
order of the Lender or to its successors or assigns, at the Lender's Address or at such other place
as the Lender may designate to the Borrower in writing from time to time, in legal tender of the
United States, the Principal Amount of this Note, or so much thereof as may be advanced by the
Lender pursuant to Mortgage and Security Agreement of even date herewith between the Borrower
and the Lender (together with any amendments, modifications, supplements or restatements
thereof,the"Mortgage,"the capitalized terms used herein and not otherwise defined herein having
the meanings given to such terms in said Mortgage), a lump sum balloon payment of all
outstanding principal on or before 2074.
The Borrower will be in default Linder this agreement and all the documents given in
connection herewith and Lender may declare the sums secured herein immediately due and
payable upon the occurrence of any of the following Events: (i) upon any default in the payment
of any sum after the same shall become due hereunder or due by the Borrower hereof to the Lender
under any other promissory note or under any security instrument or other written obligation of
any kind now existing or hereafter created; or (ii) upon the insolvency, bankruptcy, dissolution,
death or incompetency of the Borrower,or(iii) if Borrower fails to perform any of the Affirmative
Duties to be performed by Borrower in this Agreement or any document given in connection
herewith, including but not limited to that certain Land Use Restriction Agreement executed on
2550
even date herewith, and such failure continues for 30 days after written notice thereof has been
given to Borrower by the Lender.
While Borrower is in default and at any time thereafter during the continuance of such
default,the Lender may, at the same or different times,declare the amount then remaining unpaid
on any notes or renewal notes issued under this Agreement to be forthwith due and payable,
anything herein contained or in any note or any renewal note to the contrary notwithstanding.
This Note and all of the other Obligations are secured by a real estate Mortgage,
Assignment, and Security Agreement of even date herewith from the Borrower to the Lender(the
"Mortgage"), encumbering real property situated in the State of Florida, to which reference is
hereby made for a description of said real property and other collateral, the nature and extent of
the security, the rights of the Lender in respect thereof and the terms and conditions upon which
this Note is issued. The Lender shall be under no duty to enforce payment out of the Collateral
securing this Note.
A default under the terms of the Mortgage or any of the other Loan Documents executed
in connection therewith shall be and constitute a default under this Note. The unpaid balance of
the Principal Amount, plus accrued and unpaid interest thereon, and all of the other Obligations,
shall become due and payable at the option of the Lender upon the happening of any event by
which said sums shall or may become due and payable under the terms of the Mortgage or the
other Loan Documents.
This Note may not be changed orally, but only by an agreement in writing, signed by the
party against whom enforcement or any waiver, change, modification or discharge is sought.
The provisions of this Note shall be construed and interpreted,and all rights and obligations
of the parties hereunder determined in accordance with the laws of the State of Florida. This note
is being executed and delivered by the Borrower to the Lender in Monroe County, Florida.
Dated this ....................day of 2024:
Borrower:
By:
As:
10
2551
This Instrument Prepared By:
Gregory S. Oropeza,Esq.
OOPEZA,STONES&CARDENAS,PLLC
221 Simonton Street
Key West, FL 33040
305-294-0252
FLORIDA DOCUMENTARY STAMP TAX IN THE AMOUNT AND INTANGIBLE TAX I
THE AMOUNT OF$ ARE DUE WITHRESPECT TOT E NOTE DATED AND A E
PAID AND AFFIXED TO THIS INSTRUMENT. THE PROMISSORY NOTE SECURED Y THIS
MORTGAGE IS A BALLOON MORTGAGE AND THE PRINCIPAL BALANCE OWED UPON
MATURITY IS$_
---------------
MORTGAGE AND SECURITY AGREEMENT
This Mortgage and Security Agreement is made this day of between
("Mortgagor"), and MONROE COUNTY
COMPREHENSIVE PLAN LAND AUTHORITY, a land authority under Section 380.0663(l),
Florida Statutes and Monroe County Ordinance No. 031-1986, with an address of 1200 Truman
Avenue, Suite 207, Key West, Florida 33040
I N S :
WHEREAS, Mortgagor is indebted to Mortgagee in the principal sum of
and 00/100 DOLLARS ($_ ), as evidenced by that certain promissory
note of even date herewith,executed by Mortgagor has delivered to Mortgagee(the"Note"),which
by reference is made a part hereof to the same extent as though set out in full herein;
NOW, THEREFORE to secure the performance by Mortgagor of all covenants and
conditions in the Note and in this Mortgage and in all other instruments securing the Note, and in
order to charge the properties, interests and rights hereinafter described with such payment and
performance and to secure additional advances, renewals, extensions and modifications thereof
and for and in consideration of the sum of Ten and No/l00 Dollars ($10.00), Mortgagor does
hereby mortgage, sell, pledge and assign to Mortgagee and where applicable grant a security
interest in:
E MORTGAGED PROPERTY
(A) All of the land in the County of Monroe, State of Florida, known as the property
located at , with a parcel identification number of 00166976-011300
& 00166976-011400, more particularly described as:
1.
11
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SEE EXHIBIT"A" ATTACHED HERETO
"the Mortgaged Property"
To have and to hold the same,together with all the improvements now or hereafter erected
on such property and all fixtures now or hereafter attached thereto, together with each and every
tenements, hereditaments, easements, rights, powers, privileges, immunities and appurtenances
thereunto belonging or in anywise appertaining and the reversion and reversions, remainder and
remainders, and also all the estate, right, title, interest, homestead, right of dower, separate estate,
property, possession and claim whatsoever in law as well as in equity of Mortgagor of, in and to
the same in every part and parcel thereof unto Mortgagee in fee simple.
(13) Together with a security interest in all personal property, excluding household
goods which are not purchased with the proceeds of the Note, and fixtures affixed to or located on
the property described in paragraph (A).
(C) Together with all rents, leases, issues, profits, revenue, income proceeds and other
benefits from the property described in paragraph (A) hereof to be applied to the indebtedness
secured hereby, provided however, that permission is hereby given to Mortgagor so long as no
default has occurred hereunder,to collect, receive, and use such benefits from the property as they
become due and payable, but not in advance thereof.
(D) All insurance policies and proceeds thereof and all condemnation proceeds,awards,
damages, and claims relating to or derived from the property described in paragraphs (A), (13)and
(C) hereof.
(E) Everything referred to in paragraphs(A), (13),(C)and (D)hereof and any additional
property hereafter acquired by Mortgagor and subject to the lien of this Mortgage or any part of
these properties is herein referred to as the "Mortgaged Property."
PROVIDED ALWAYS, that if Mortgagor shall pay to Mortgagee the Note at the times
and in the manner stipulated therein and in all other instruments securing the Note, including
renewals, extension or modification thereof, and in this Mortgage and in all other instruments
securing the Note,to be kept,performed or observed by Mortgagor,then this Mortgage shall cease
and be void, but shall otherwise remain in full force and effect.
Mortgagor covenants and agrees with Mortgagee as follows:
I. Compliance with Note and Mortgage; Warranty of Title. Mortgagor shall
comply with all provisions of this Mortgage and of every other instrument securing the Note,
including but not limited that certain Land Use Restriction Agreement executed on even date
herewith by Mortgagor in favor of Mortgagee, and will promptly pay to Mortgagee the principal
and all other sums required to be paid by Mortgagor under the Note and pursuant to the provisions
of this Mortgage and of every other instrument securing the Note. Mortgagor covenants that
Mortgagor owns and is indefeasibly seized of the Mortgaged Property in fee simple, that the
Mortgaged Property is free from all encumbrances except as noted in the legal description above,
that Mortgagor has lawful authority to convey, mortgage and encumber the same as provided by
the Mortgage, that Mortgagee may peaceably and quietly enjoy the Mortgaged Property, and that
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Mortgagor will defend the Mortgaged Property against the claims of all persons whomsoever, and
that Mortgagor so warrants.
2. Payment of Taxes and Liens. Mortgagor shall pay all the taxes, assessments,
levies, liabilities, obligations and encumbrances of every nature now on the Mortgaged Property
or that hereafter may be imposed, levied or assessed upon this Mortgage or the Mortgaged Property
or upon the indebtedness secured hereby. All such payments are to be made when due and payable
according to law before they become delinquent and before any interest attaches or any penalty is
incurred.
3. Insurance. Mortgagor shall keep the Mortgaged Property and the improvements
now existing or hereafter erected on the Mortgaged Property insured as may be required from time
to time by Mortgagee against loss by fire,other hazards and contingencies(including flood hazards
and related occurrences in the event any portion of the Mortgaged Property is located in a flood
hazard area as may be identified from time to time) in such amounts and for such periods as may
be required by Mortgagee. Mortgagor shall pay promptly, when due, any premiums on such
insurance. All insurance shall be carried with companies approved by Mortgagee and the policy
and renewals thereof shall be held by Mortgagee and have attached thereto loss payable clauses in
favor of and in form acceptable to Mortgagee. In the event of loss,Mortgagor shall give immediate
notice by mail to Mortgagee and Mortgagee may make proof of loss if not made promptly by
Mortgagor. Each insurance company concerned is hereby authorized and directed to make
payments for such loss directly to Mortgagee instead of either to Mortgagor or Mortgagor and
Mortgagee jointly. Insurance proceeds or any part thereof may be applied by Mortgagee at its
option, after deducting therefrom all its expenses including attorney's fees, either to the reduction
of the indebtedness hereby secured or to the restoration or repair of the property damaged.
Mortgagee is hereby authorized, at its option, to settle and compromise any claims, awards,
damages,rights of action and proceeds,and any other payment or relief under any insurance policy.
In the event of foreclosure of this Mortgage or other transfer of title to the Mortgaged Property in
extinguishment of the indebtedness secured hereby,all right,title,and interest of Mortgagor in and
to any insurance policies then in force shall pass to the purchaser or grantee.
4. Condemnation. If the Mortgaged Property or any part thereof shall be damaged
or taken through condemnation (which term when used herein shall include any damage or taking
by any governmental authority or any other authority authorized by the laws of the State of Florida
or the United States of America to so damage or take and any transfer by private sale in lieu
thereof),either temporarily or permanently,the entire indebtedness and other sums secured hereby
shall, at the option of Mortgagee, become immediately due and payable. Mortgagee shall be
entitled to all compensations, awards, damages, claims, rights of action and proceeds of, or on
account of any damage or taking through condemnation and is hereby authorized, at its option, to
commence, appear in and prosecute, in its own or Mortgagor's name, any action or proceeding
relating to any condemnation, and to settle or compromise any claim in connection therewith. All
such compensations, awards, damages, claims, rights of action and proceeds, and any other
payments or relief, and the right thereto, are hereby assigned by Mortgagor to Mortgagee and
Mortgagee after deducting therefrom all its expenses including attorney's fees may release any
monies so received by it without affecting the lien of this Mortgage or may apply the same in such
manner as Mortgagee shall determine, to the reduction of the sums secured hereby and to any
prepayment charge provided in the Note,this Mortgage or any other instrument securing the Note.
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Any balance of such monies then remaining shall be paid to Mortgagor. Mortgagor agrees to
execute such further assignments of any compensations, awards, damages,claims, rights of action
and proceeds as Mortgagee may require.
5. Care of Mortgaged Property. Mortgagor shall not remove or demolish any
building or other property forming a part of the Mortgaged Property without the written consent
of Mortgagee. Mortgagor shall not permit, commit, or suffer any waste, impairment or
deterioration of the Mortgaged Property or any part thereof, and shall keep the same and
improvements thereon in good condition and repair. Mortgagor shall notify Mortgagee in writing
within five (5) days of any injury, damage, or impairment of or Occurring on the Mortgaged
Property. Mortgagee may, at Mortgagee's discretion, have the Mortgaged Property inspected at
any time and Mortgagor shall pay all costs incurred by Mortgagee in executing such inspection.
6. Mortgagee's Right to Make Certain Payments. In the event Mortgagor fails to
pay or discharge the taxes, assessments, levies, liabilities, obligations and encumbrances, or fails
to keep the Mortgaged Property insured or to deliver the policies, premiums paid, or fails to repair
the Mortgaged Property as herein agreed, Mortgagee may at its option pay or discharge the taxes,
assessments, levies, liabilities, obligations and encumbrances or any part thereof, to produce and
pay for such insurance or to make and pay for such repairs. Mortgagee shall have no obligation
on its part to determine the validity or necessity of any payment thereof and any such payment
shall not waive or affect any option, lien equity or right of Mortgagee under or by virtue of this
Mortgage. The full amount of each and every such payment shall be immediately due and payable
and shall bear interest from the date thereof until paid at the Default Rate, as hereinafter defined,
and together with such interest, shall be secured by the lien of this Mortgage. Nothing herein
contained shall be construed as requiring Mortgagee to advance or expend monies for any of the
purposes mentioned in this paragraph.
7. Payment of Expenses. Mortgagor shall pay all the costs, charges and expenses,
including reasonable attorney's fees whether incurred at trial or appellate level,disbursements and
cost of abstracts of title, incurred or paid at any time by Mortgagee due to the failure on the part
of Mortgagor promptly and fully to perform, comply with and abide by each and every stipulation,
agreement, condition and covenant of the Note and this Mortgage. Such costs, charges and
expenses, shall be immediately due and payable, whether or not there be notice, demand, attempt
to collect or suit pending. The full amount of each and every such payment shall bear interest from
the date thereof until paid at the Default Rate, as hereinafter defined. All such costs, charges and
expenses so incurred or paid together with such interest, shall be secured by the lien of this
Mortgage and any other instrument securing the Note.
8. Additional Documents. At all times this Mortgage is in effect, upon Mortgagee's
request, Mortgagor shall make, execute and deliver or cause to be made, executed and delivered
to Mortgagee and, where appropriate, shall cause to be recorded or filed and thereafter to be re-
recorded or refiled at such time and in such places as shall be deemed desirable by Mortgagee any
and all such further mortgages, instruments of further assurance, certificates and other documents
as Mortgagee may consider necessary or desirable in order to effectuate, complete, enlarge,
perfect,or to continue and preserve the obligations of Mortgagor under the Note and this Mortgage
and all other instruments securing the Note, and the lien of this Mortgage as first and prior lien
upon all the Mortgaged Property. Upon any failure by Mortgagor to do so, Mortgagee may make,
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execute, record, file, re-record, or refile any and all such mortgages, instruments, certificates and
documents for and in the name of Mortgagor. Mortgagor hereby irrevocably appoints Mortgagee
agent and attorney-in-fact of Mortgagor to do all things necessary to effectuate or assure
compliance with this paragraph.
9. Event of Default. Any one of the following shall constitute an event of default:
(a) Failure by Mortgagor to pay,as and when due and payable,any installments
of principal or interest due under the Note, or any deposits for taxes and assessments or insurance
premiums due hereunder, or any other sums to be paid by Mortgagor hereunder or under any other
instrument securing the Note.
(b) Failure by Mortgagor to duly keep,perform and observe any other covenant,
condition or agreement in the Note, this Mortgage, any other instrument securing the Note or any
other instrument collateral to the Note, including but not limited the Land Use Restriction
Agreement executed on even date herewith, or executed in connection with the sums secured
hereby for a period of ten (10) days after Mortgagee gives written notice specifying the breach.
(c) If either Mortgagor or any guarantor or endorser of the Note: (i) files a
voluntary petition in bankruptcy,(ii) is adjudicated bankrupt or insolvent; (iii)dies or is judicially
determined to be incompetent; (iv) files any petition or answer seeking or acquiescing in any
reorganization, management, composition, readjustment, liquidation, dissolution or similar relief
for itself under any law relating to bankruptcy, insolvency or other relief for debtors, or (v) seeks
or consents to or acquiesces in the appointment of any trustee, receiver, master or liquidator of
itself or of all or any substantial part of the Mortgaged Property or of any or all of the rents,
revenues, issues, earnings, profits or income thereof, or(vi) makes any general assignment for the
benefit of creditors,or(vii)makes any admission in writing of its inability to pay its debts generally
as they become due; or(viii) a court of competent jurisdiction enters an order,judgment or decree
approving a petition filed against Mortgagor or any guarantor or endorser of the Note, seeking any
reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief
under any present or future federal, state, or other statute, law or regulation relating to bankruptcy,
insolvency or other relief for debtors, which order, judgment or decree remains unvacated and
unstayed for an aggregate of sixty (60) days whether or not consecutive from the date of entry
thereof; or(ix) any trustee, receiver or liquidator of Mortgagor of all or any substantial part of the
Mortgaged Property or of any or all of the rents, revenues, issues, earnings, profits or income
thereof, is appointed without the prior written consent of Mortgagee, which appointment shall
remain unvacated and unstayed for an aggregate of sixty (60) days whether or not consecutive.
(d) Any breach of any warranty or material untruth of any representation of
Mortgagor contained in the Note, this Mortgage or any other instrument securing the Note.
(e) The occurrence of any default under the terms of any mortgage or other
security instrument which creates a lien or other security interest on or in the Mortgaged Property.
10. Acceleration. If an event of default shall have occurred, Mortgagee may declare
the outstanding principal amount of the Note and the interest accrued thereon, and all other sums
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secured hereby, to be due and payable immediately. Upon such declaration such principal and
interest and other sums shall immediately be due and payable without demand or notice.
11. Remedies after Default. Upon an event of default, Mortgagee may proceed by
Suit or suits at law or in equity or by any other appropriate proceeding or remedy to: (a) enforce
payment of the Note or the performance of any term hereof or any other right; (b) foreclose this
Mortgage and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property under
the judgment or decree of a court or courts of competent jurisdiction; (c) collect all rents, issues,
profits, revenue, income and other benefits from the Mortgaged Property; (d)appoint a receiver to
enter upon and take possession of the Mortgaged Property and to collect all rents, issues, profits,
revenue, income, and other benefits thereof and apply the same as a court may direct and such
receiver shall have all rights and powers permitted under law; and (e) pursue any other remedy
available to it including, but not limited to taking possession of the Mortgaged Property without
notice or hearing to Mortgagor. Mortgagee shall take action either by such proceedings or by the
exercise of its power with respect to entry or taking possession, or both, as Mortgagee may
determine.
12. No Waiver. No delay or omission of Mortgagee or of any holder of the Note to
exercise any right, power or remedy accruing upon any event of default shall exhaust or impair
any such right, power or remedy or shall be construed to waive any event of default or to constitute
acquiescence therein.
13. Non-Exclusive Remedies. No right, power or remedy conferred upon or reserved
to Mortgagee by the Note, this Mortgage or any other instrument securing the Note is exclusive of
any other right, power or remedy, but each and every such right, power and remedy shall be
cumulative and concurrent and shall be in addition to any other right, power and remedy given
hereunder or under the Note or any other instrument securing the Note, now or hereafter existing
at law, in equity or by statute.
14. Successors and Assigns Bound. Whenever one of the parties hereto is named or
referred to herein, the heirs, successors and assigns of such party shall be included and all
covenants and agreements contained in this Mortgage,by or on behalf of Mortgagor or Mortgagee,
shall bind and inure to the benefits of their respective heirs, successors and assigns,whether or not
so expressed.
15. Miscellaneous. In the event that any of the covenants, agreements, terms or
provisions contained in the Note, this Mortgage or any other instrument securing the Note shall be
invalid, illegal or unenforceable in any respect, the validity of the remaining covenants,
agreements, terms or provisions contained herein and in the Note and any other instrument
securing the Note shall be in no way affected, prejudiced or disturbed thereby.
16. Attorney's Fees. The term "attorney's fees"as used in this Mortgage includes any
and all legal fees of whatever nature including, but not limited to, attorneys' fees, paralegals' fees,
legal assistants' fees and fees resulting from any appeal of any interlocutory order or final
judgment or any other appellate proceeding arising out of any litigation.
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17. Obligation of Mortgagor. Mortgagor shall pay the cost of releasing or satisfying
this Mortgage of record.
18. No Transfer. It is understood and agreed by Mortgagor that as part of the
inducement to Mortgagee to make the loan evidenced by the Note, Mortgagee has considered and
relied on the creditworthiness and reliability of Mortgagor. Mortgagor covenants and agrees not
to sell, convey, transfer, lease or further encumber any interest in or any part of the Mortgaged
Property without the prior written consent of Mortgagee, and any such sale, conveyance,transfer,
lease or encumbrance made without Mortgagee's prior written consent shall be void. If any person
should obtain an interest in all or any part of the Mortgaged Property pursuant to the execution or
enforcement of any lien, security interest or other right, whether superior, equal or subordinate to
this Mortgage or the lien hereof, such event shall be deemed to be a transfer by Mortgagor and an
event of default hereunder.
19. Default Rate. The Default Rate shall be the highest rate permitted by applicable
law.
20. Changes to Mortgage. No modifications to this Mortgage or to any other loan
document executed in connection herewith shall be valid or effective unless the same is in writing
and signed by Mortgagor and Mortgagee.
21. Documentary Stamp Tax/Intangible Tax. Mortgagor, its heirs, personal
representatives, successors and assigns, indemnify and agree to defend and hold Mortgagee
harmless against Florida documentary stamp and intangible taxes, if any, imposed upon Mortgagee
by virtue of its execution and acceptance of this document or its ownership of the Note, and as
from time to time further modified and restated, including any penalties, interest, and attorneys'
fees incurred by Mortgagee in connection therewith, and all such charges shall be secured by the
lien of the Mortgage, and as from time to time amended, and bear interest at the default rate
provided in the Note from the date of advance by Mortgagee until paid by Mortgagor. The
provisions of this paragraph shall survive the repayment of the Note and the indebtedness
evidenced thereby,and satisfaction of the Mortgage, and shall continue for so long as a claim may
be asserted by the State of Florida or any of its agencies.
Signature Page Immediately Following
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IN WITNESS WHEREOF, this instrument has been executed on the date first above
written.
WITNESSES:
By:
Print Name:
Print Name:
STATE OF FLORIDA
COUNTY OF
The foregoing instrument was acknowledged by means of physical presence before me this
day of .......,,,, by as
of
Notary Public
Print Name:
My Commission Expires:,,,_,_._ ._..-.............................
Personally Known (OR) Produced Identification .................
Type of identification produced
18
2559
THIS INSI RUMENT PREPARED
BY AND RE 1"URNTO:
Gregory S.Oropeza,Esq.
Oropeza,Stones,&Cardenas.PLIX
221 Simonton Street
Key West,FL 33040
LAND USE RESTRICTION AGREEMENT
VACANT LAND SUGARLOAF KEY, FLORIDA
PARCEL IDENTIFICATION NUMBERS 00166976-011400 & 00166976-011300
THIS LAND USE RESTRICTION AGREEMENT (hereinafter "Agreement") is made
and entered into as of the day of 20, _, between
(hereinafter "Grantor" and the MONROE COUNTY
COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section
380.0663(1), Florida Statutes and Monroe County Ordinance No. 031-1986 (hereinafter "Land
Authority"), and their respective successors and assigns.
RECITALS
A. This Agreement pertains to the real property located on Sugarloaf Key, Florida
bearing Parcel Identification Numbers 00166976-011400 & 00166976-011300 as more
particularly described in Exhibit"A" attached hereto and incorporated herein (the"Property").
B. In accordance with Land Authority Resolution No, the Land
Authority approved financing in the amount of .......- for the purpose of
development of affordable housing on the Property.
C. As a condition of extending a loan to Grantor for development of affordable
housing on the Property, Grantor has agreed that the Property shall comply with the
affordable housing requirements specified herein.
NOW, THEREFORE, in consideration of the mutual covenants and undertakings set
forth herein, and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Grantor and Land Authority do hereby contract and agree as follows:
ARTICLE I
COMPLIANCE WITH LAND AUTHORIlLREQEIREMEM
In order to comply with the Land Authority's requirements pursuant to Section
380.0663(1), et seq., Florida Statutes and Monroe County Ordinance No, 031-1986, Grantor
hereby covenants and agrees as follows:
Page I of 6
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1.01 The restrictions contained in this Article I shall not expire, shall run with the Property in
perpetuity and shall be binding upon Grantor, its successors, or assigns.
1.02 Use of the Property shall be restricted to the provision of affordable housing for families
or households whose income does not exceed 160% of the Area Median Income. Nothing
herein shall preclude Monroe County or any other entity providing affordable housing on
the Property from setting more restrictive income limits than those imposed by this
Agreement.
1.03 The Grantor is responsible for ensuring compliance with the restrictions in this Article I
and expressly agrees to furnish, upon the Land Authority's request, written certification
thereof.
ARTICLE 11
CONSIDERATION
In addition to other purposes, the Land Authority has extended a loan to Grantor for the
Property as an inducement to the Grantor to restrict use of the Property to affordable housing in
perpetuity. In consideration of said Land Authority extension of a loan for the foregoing purposes,
the Grantor and the Land Authority have entered into this Agreement.
ARTICLE III
RELIANCE
In performing its duties hereunder, the Land Authority may rely upon statements and
certificates of the Grantor, its tenants, and the residents of the Property believed to be genuine and
to have been executed by the proper person or persons, and upon audits of the books and records
of Grantor pertaining to occupancy of the Property.
ARTICLE IV
TERM
This Agreement shall become effective upon its execution and delivery and shall remain
in full force and effect without expiration, unless modified by Mutual written consent of the parties,
ARTICLE V
ENFORCEMENT
If Grantor defaults in the performance of its obligations under this Agreement or breaches
any material covenant, agreement or warranty of Grantor set forth in this Agreement, and if such
default remains uncured for a period of thirty(30)days after written notice thereof shall have been
given by the Land Authority to Grantor, then the Land Authority may take any action at law or in
equity or otherwise to address said default(s). However, if the default stated in such notice can be
corrected, but not within the thirty (30) day period, and if Grantor adopts a plan to correct or cure
the default and commences the correction within the thirty (30) day period (Subject to any rights
Page 2 of 6
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of tenants in possession of units under a valid lease agreement), and thereafter diligently pursues
the same to completion within such extended period, the Land Authority shall not have waived its
right of enforcement if the default remains uncured after the expiration of the extended cure period.
ARTICLE VI
RECORDING AND FILING; COVENANTS TO RUN WITH THE LAND
6.01. Upon execution Grantor shall cause this Agreement and all amendments and
supplements hereto to be recorded and filed in the official public records of Monroe County and
shall pay all fees and charges incurred in connection therewith.
6.02 This Agreement and the covenants contained herein shall run with the land and
shall bind, and the benefits shall inure to, respectively, Grantor and Land Authority and their
respective successors and assigns during the term of this Agreement.
ARTICLE VII
GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the
State of Florida, with respect to both substantive rights and with respect to procedures and
remedies.
ARTICLE VIII
NOTICE AND EFFECT
All notices and other communications to be made or permitted to be made hereunder shall
be in writing and shall be delivered to the addresses shown below or to such other addresses that
the parties may provide to one another in accordance herewith. Such notices and other
communications shall be given by any of the following means: (a) personal service or(b) national
express air courier, provided such courier maintains written verification of actual delivery. Any
notice or other communication given by the means described in subsection (a) or (b) above shall
be deemed effective upon the date of receipt or the date of refusal to accept delivery by the party
to whom such notice or other communication has been sent.
Land Authority: Monroe County Land Authority
1200 Truman Avenue, Suite 207
Key West, FL 33040
Attention: Executive Director
Grantor:
Any party may change said address by giving the other parties hereto notice of such change
of address in accordance with the foregoing provisions.
Page 3 of 6
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ARTICLE IX
MISCELLANEOUS
9.01. If any provision of this Agreement shall be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining portions shall not in any way be affected or
impaired.
9.02. This Agreement may be simultaneously executed in multiple counterparts, all of
which obm|| constitute one and the same instrument and each of which shall be deemed to be an
original.
Page 4uf 6
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COUNTERPART SIGNATURE PAGE TO
LAND USE RESTRICTION AGREEMENT
IN WITNESS WHEREOF, Grantor and Land Authority have caused this Agreement to
be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date
first set forth above.
WITNESSES: Grantor
Print:
By:
STATE OF FLORIDA
COUNTY OF MONROE
The foregoing instrument was acknowledged before me by means of physical presence this
day of .......... ...... 20_ by ...................... Said
person is personally known to me or has produced a valid driver's license as identification.
Notary Public; State of Florida
Print Name:
My Commission Expires:
My Commission No.:
Page 5 of 6
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2564
COUNTERPART SIGNATURE PAGE TO
LAND USE RESTRICTION AGREEMENT
IN WITNESS WHEREOF, Grantor and Land Authority have caused this Agreement to
be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date
first set forth above.
WITNESSES: MONROE COUNTY COMPREHENSIVE PLAN
LAND AUTHORITY
Print:
By:
David P. Rice, Chairman
Print:
Address: 1200 Truman Avenue, Suite 207
Key West, FL 33040
Approved as to form and legality [SEAL]
Gregory S. Oropeza, Esq.
STATE OF FLORIDA
COUNTY OF MONROE
The foregoing instrument was acknowledged before me by means of physical presence
this ...........-1111, day of 20_, by David P. Rice, as Chairman of the MONROE
COUNTY COMPREHENSIVE PLAN LAND AUTHORITY,a land authority pursuant to section
380.0663(1), Florida Statutes and Monroe County Ordinance No. 031-1986,on behalf of the Land
Authority. Said person is personally known to me or has produced a valid driver's license as
identification.
Notary Public; State of Florida
Print Name:
My Commission Expires:
My Commission No.:
Page 6 of 6
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2565
RURAL NEIGHBORHOODS
Bullclli,ig Unable Places for Working Fa177111'es
? Post Office Box 343529, 19308 SW 380''' Street, Florida City, FL 33034
Telephone 305-242-2142 Facsimile 305-242-2143
N ghbo orks®
CHARTERED MEMBER
May 5"', 2025
Ms. Cynthia Guerra
Monroe County Land Authority
1200 Truman Avenue, Suite 207
Key West, FL 33040
Re: The Landings at Sugarloaf Key Regeust for Supplemental MCLA Capital (56 Units)
Dear Ms. Guerra, et at:
Rural Neighborhoods, Incorporated ("RN) and The Landings at Sugarloaf Key, LLC (LSK), the
Developer and Owner-Applicant, respectively, of the planned 56-unit Landings at Sugarloaf Key
("Landings") rental community on Lower Sugarloaf Key request supplemental funds from the
Monroe County Land Authority in furtherance of our planned fifty-six (56) unit rental community
on Lower Sugarloaf Key in unincorporated Monroe County. The request increases total support
from $2,240,000 approved in the FY 24-25 budget to a total of $6,720,000 or $120,000 per unit.
The requested support is sizeable, but LSK may be able to receive funds over two or more fiscal
years. You will recall the initial $2,240,000 is budgeted as Operating FL Keys ACSC - Construction
Funding in FY 25. Given the construction schedule, additional funds could be received in FY 26
or FY 27 given the projected construction start in October 2025 and completion in December
2026.
The planned rental community will provide income-restricted housing ranging from Extremely Low-
Income households earning 30% of Adjusted Median Income to households earning 80% of AMI
with a majority at low income between 50% and 70% AMI.
LANDINGS VNITSET-MIRE'
Nurnber of Percentage of AMI Level, at Type of Units
Units Units or below
6 10.714% 30%
14 25.000% 50%
8 14,286% 60%
24 42.857% 70%
4 7.143% 80%
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56 Qualifying HC
Units
60.000% Average AMI
Unit Mix # Units # ELI
1 Bedroom, 1 Bath 4 1
2 Bedroom, 2 Bath 48 4
3 Bedroom, 2 Bath 4 1
56 6
Four buildings are planned with one-, two- and three-bedroom models. ELI units will be distributed
equitably among bedroom/bathroom types.
Finance Market and Gap
Florida Housing Finance Corporation (FHFC) remains committed to $2,375,000 in Low Income
Housing Tax Credits and $4,900,400 in SAIL Funds.
Several major conditions have changed since our initial request to the MCLA:
• Market pricing for sales of LIHTCs is significantly lower than projected. The result is the
$2,375,000 issued LIHTCs now produce $19,116,838 in Housing Credit Equity (HCE) at our
highest investor price of $0.805 per credit rather than the $21,847,815 projected at $0.920
per credit. (See attached Letters of Intent from the National Equity Fund and Enterprise
Community Partners). This $2,730,977 decrease is attributable to two factors: the likelihood
of the extension of expiring Trump tax cuts; and Monroe's status as a smaller jurisdiction
with limited bank footprints having few financial institutions having significant Community
Reinvestment Act shortfalls. This financial environment reduces the demand for tax credits
among corporate buyers.
• Construction prices have risen appreciably. To obtain the best possible price, RN and
LSK assertively sought construction offers from five licensed contractors and negotiated a
contract price of $21,410,248 with Keystar Construction, an experienced local firm. Even
with our best efforts, these negotiations resulted in a $1,574,721 higher total construction
cost and hard cost contingency than budgeted.
• FKAA and Keys Energy impact and installation fees represent an estimated $775,000 in
new costs.
• Insurance and interest rates continue at historic high levels. Flood and windstorm rates,
particularly FEMA 2.0, impact annual operating costs and reduce Developer and
Owner/Applicant borrowing capacity. This coupled with continued construction and
2567
permanent interest rates hovering at 6.75 - 7.25% restrict RN and LSK' ability to secure
funds from sources other than local government. LSK has increased private sector
permanent debt over its earlier pro forma to a combined 1" and 2"`i Debt Service Coverage
of 1.13. Simply put, FHFC and private capital have been maxed out.
Developer Risk
Rural Neighborhoods and their co-Developers participate in addressing the financial gap. First, RN
proposes to increase its borrowing to $4,150,000. The development partners will defer not less
than $1,509,061 in Developer Fees. Further substantial fees may be deferred given Developers
assumption of significant tariff risks throughout the construction period likely to impact metals,
plastics, electrical, specialties and appliance prices.
Timing and Subsidy per Unit.
The requested support is reasonable if sizeable. To accommodate the size, LSK can receive funds
over two or more fiscal years if timely commitments can be formalized. I believe the initial
$2,240,000, for example, is budgeted as Operating FL Keys ACSC - Construction Funding in FY25.
Given the proposed construction schedule, the requested supplemental funds could be
appropriated in FY 26 and/or FY 27 given our projected construction start in October 2025 and
scheduled project completion expected in December 2026. For size comparison, recent 2024-2025
requests from others for housing subsidies under MCLA or TDC auspices have averaged $220,373
to $500,000 per unit.
Landings at Sugarloaf Key remains one of the few remaining Tier 3 parcels suitable for affordable
housing, its scale has public citizen support and has significant financial commitments from public
and private sources. ROGOs are allocated to the proposed rental community and public actions
such as waived permit and impact fees are approved. Plans are complete and ready for permit
submission. The costs to develop and construct affordable housing in the Florida Keys will not
subside but only increase in future periods requiring even greater subsidies per unit. It is our
sincere hope the MCLA can help us make this project possible.
I look forward to discussing this request with you, the Land Authority Advisory Board and Board
of County Commissioners at your convenience.
'Y'
sident
Rural Neighborhoods and Landings at Sugarloaf Key, LLC
2568
402 E. Howard Avenue
K—���� �� N /�U��
`~ ~~ ^`~'`~ ~~ ' ~ ^ " " '^� Decatur, GA30O3U
HOUSING CAPITAL (404\ 373-5662
March 24. 2025
Steven Kirk
President
Rural Neighborhoods
1Q3U8SVV3QOmStreet
Florida City, FL33034
Re: Landings at Sugarloaf Key Construction & Perm Loans
Dear Steve,
Community Housing Capital, Inc. ("CHC"), is pleased to provide you with its proposal as outlined in the attached summary
of terms and conditions (this letter together with the exhibits attached hereto, the "Proposal") to provide financing for your
proposed development, °°Nom* of Development (the ''Dav*|opment).
The proposal contains an outline of the suggested terms only, and it does not represent a commitment by CHC or create
any obligation whatsoever onCHC'spart. It is for discussion purposes only, and the outline terms have not received final
approval by the app/opriateCHC Loan Committee. This Proposal rep/uoaa and voids any and all previous financing
proposals by Community Housing Capital for the Development.
Based on the information you have provided to date, the Development appears feasible, and CHC is willing to consider the
proposed under the following terms:
BORROWER: Landings at Sugarloaf Key, LLC; a to-be-formed limited liability company will act as the
The "Construction Loan is a non-revolving multiple-draw loan advanced to-Tin—ance a
TYPE AND PURPOSE portion of the Property Improvements and to bridge the LIHTC equity pay-ins or other
OFLOAN: subordinated financing. Closing of the Construction Loan will be subject to satisfaction of
the conditions set forth in the commitment letter upon its approval.
First lien deed of trust/mortgage on the Borrower's interest in the real pm-p—ertyand
improvements (whether fee simple or leasehold). Assignments and/or first lien security
interest in rents and leases, general partner/managing member's interest, low-income
housing tax credits, construction contract, architects contract, management contract,
COLLATERAL: development agreement, social service contract, FF&E and all accounts including escrow
reserve and operating accounts.
The Construction Loan will become due upon sale of, or refinance of any debt incurred in
the respect of, the Development property or Property Improvements.
1. Construction Loan: $20,000,000
The final Construction Loan Amount shall be the lesser of:
* The maximum Construction Loan amount set forth on Exhibit A, and
* Up to 90% of the sum of the value of the Development property including
LOAN AMOUNT: the as competed and stabilized value including rent restrictions, inclusive
of property tax abatement (if applicable) and the value of the tax credits at
the lesser of appraised value or the accepted purchase price.
2. Permanent Loan: $3,600,000
• Maximum perm loan amount not to exceed 90% LTV
• Minimum debt service coverage of 1.15x
2569
-1 402 E. Howard Avenue
COMMUNIT'v2pl-K., Decatur, GA 30030
HOUSING CAPITAL (404) 373-5662
LOAN FEE: Loan Origination Fee shall be payable on the final Loan Amount at the closing of the Loan
and is non-refundable.
Rates quoted are predicated on the assumption that all operating accounts, construction
accounts, reserve accounts and any other deposit accounts of the Borrower and the
Development, including escrow accounts, will be maintained with Community Housing
Capital for the entire period that the Loan is outstanding.
Construction Loan:
For the Construction Loan, the rate will be determined using the Loan Spread plus an
Index. In no instance shall the Index be less than the Index Floor. A current indicative
rate for the Index can be found in Exhibit A. For underwriting purposes,the interest reserve
LOAN INTEREST will be sized assuming a Loan Minimum Rate.
RATE AND During the loan term, interest-only payment will be due monthly. Interest shall be calculated
PAYMENTS: utilizing a 360-day basis for the actual number of days principal is outstanding.
Permanent Loan:
For the Permanent Loan, the rate will be determined using the Loan Spread plus an Index.
In no instance shall the Index be less than the Index Floor. A current indicative rate for
the Index can be found in Exhibit A. For underwriting purposes, the interest reserve will be
sized assuming a Loan Minimum Rate.
During the loan term, principal and interest payments will be due monthly and based on a
35-year amortization.
Minimum equity standards will be required as a percentage (%)of total development costs
in the form of cash or satisfactory evidence of expenditures incurred at or prior to closing of
BORROWR EQUITY: the loan. Equity can be in the form of subordinate financing, LIHTC equity disbursed at or
during the construction phase or from grant proceeds evidenced by a commitment for the
develop ent.
If the loan term is extended, there will be an Extension Fee based on the amount of the
Loan extended, including unfunded amounts that will remain available after extension. An
Extension Period may be authorized subject to satisfaction of conditions including, but not
limited to:
• compliance with all placed-in-service requirements
• lien-free completion with unconditional final lien waivers as evidenced by TCO or
PCO
• adequate interest reserve
• all scheduled equity debt at that point having been funded
• receipt of extension for all additional financing sources and permanent
commitments, as necessary
LOAN EXTENSION * no events of default in any documents governing any credit facility, subordinate
debt, grant, equity or binding agreements governing the Borrower, Development
or Guarantor.
• Receipt of executed HUD HAP contract and all operating or rental subsidy
agreements, if applicable
• 80% Physical Occupancy at UW rents
• Extension Fee payment
Additional extension criteria may be added upon changes in the financing structure and/or
receipt of the loan/equity documents for other lenders/financing partners. If the extension
is exercised, the Borrower will pay any and all reasonable costs related to the extension,
including cost for an updated appraisal, if required.
2570
402E Howard Avenue
K-���� �� Ny�K��
~~�^'~='~"~^ ' `" " " �n��^ Decatur, GA3UO3O
U�K�N�UhJ�� K-��Ul[& U
^ ~ ^^ ~' ~^ ' ` ^~ CAPITAL (404) 373'5662
CHC will have full recourse to the Borrower, as well as a payment and performance
guaranty from (i) the general partner / managing member of the Borrower, and (ii) each
other Guarantor listed on Exhibit A, all of which shall be satisfactory to CHC following due
diligence (collectively, "Guarantors"). Guarantors may be subject to Additional
GUARANTIES: Covenants. In addition, a lien-free completion guaranty will be required from each Lien-
Free Completion Guarantor.
The Borrower and Guarantors will jointly and severally provide environmental
indemnification which shall survive the Conversion.
For all Additional Sources included in the financing structure, such loan shall be entered
ADDITIONAL into, effective and subject to commitments in form and substance satisfactory to CHC as a
SOURCESOF condition of closing, and all amounts owing to the Additional Sources must remain
FINANCING: subordinate on terms satisfactory to CHC to the amounts outstanding under the Loan until
paid in full and terminated. There will be a Servicing Fee to administer the Additional
Sources during construction. An intercreclitor agreement may be required.
DEVELOPERS FEE: Developer Fee payments will be subordinate to the Loan and will be paid in accordance
with a schedule to be agreed upon during underwriting and prior to loan closing.
CHC requires a minimum Hard Cost Contingency and Soft Cost Contingency within the
budget. Should the applicable finance agencies not permit such contingencies, then a
CONTINGENCIES: portion of Developer Fee will be escrowed at closing of the Loan in the amount of such
contingencies less what is included in the budget. The escrowed portion of Developer Fee
will be released with eh completion of equity installment.
The General Contractor will provide payment and performance bonds during construction,
PAYMENTAND provided by a surety with at least an AM Best rating of(A)and acceptable to CHC in its sole
PERFORMANCE discretion. However, if the General Contractor is unable to provide bonds, or uses a surety
BONDS OR LETTERS company with a lower rating, CHC is willing to consider a letter of credit in favor of CHC for
OF CREDIT: no less than 15% of the total amount stated under the construction contract from a highly
rated issuer acceptable to CHC in its sole discretion.
Third-party firms including, but not limited to, the general contractor, property manager,
THIRD PARTIES: consulting engineer, and environmental consultant are subject to CHC's review and
Nonrefundable Deposit of $10,000 payable to CHC from Borrower/Sponsor via wire
upon execution of term sheet.
DUE DILIGENCE and Covers costs associated with third-party fees incurred for underwriting due diligence,
GOOD FAITH documentation and closing of the Loan. All third-party fees- appraisal, legal, etc. are the
DEPOSIT: responsibility of the Borrower regardless of when the Loan closes. Customary expenses
include but are not limited to: appraisal, plan & cost review, flood search, legal fees or
costs, insurance, and construction signage.
To accept this Proposal,the Proposal must be countersigned and returned to us along with
the Good Faith Deposit within seven (7)business days of the date of the letter or the terms
ACCEPTANCE; of this letter shall become null and void. Once accepted, if the closing of the Loan does not
EXPIRATION: occur by the Anticipated Closing Date, or either party notifies the other in writing that such
party does not intend to close on substantially similar terms outlined in this Proposal, then
this Proposal shall become null and void.
This letter is not intended to create a legally binding obligation or commitment between CHC and Rural Neighborhoods but
is merely an expression of interest in the proposed financing. It does not contain all the required terms and conditions of a
loan and is subject to credit underwriting and approval by CHC, which may not be forthcoming or, if forthcoming, may not
be on the terms stated above. For example, interest rates are constantly being reviewed byCHC and the method of
calculating and amount may change. This letter is not assignable and not intended to benefit any third party.
2571
402 E. Howard Avenue
K—���� 8� N /�y��
~~��'~"',"~' ' �^ " " ���� Decatur, GA3UO20
H��0�U �J�� ��&�8l[& U
~~ —' ~^ ' ` ~~ CAPITAL (404) 373'5662
Since 2800, Community Housing Capital has originated over 428 loans totaling more than $621 million to 140
NeighbohNorkg0 organizations. This activity has facilitated $2.1 billion in oMbrdob|o housing development, creating more
than 17,860 units of affordable housing located in 42 states across the country.
For further assistance, please contact Donyetta Edwards at(678) 538-9925.
Sinoere|y,
Donyetta Edwards, Loan Officer
By
Date
2572
-741,17*!-
4,i 402 E. Howard Avenue
COMMUNITY-
HOUSING CAPITAL Decatur, GA 30030
(404) 373-5662
March 24, 2025
EXHIBIT A
Terms and conditions set forth below supplement those set forth in the Proposal Letter:
Borrower: Landings at Sugarloaf Key, LLC or a TBD Special Purpose Entity
The Landings at Sugarloaf Key [LSK] is a planned, 56-unit income restricted Low
Income Housing Tax Credit(LIHTC) rental community located on Overseas Highway
North of Mile Marker 17 on Lower Sugarloaf Key, FL
Property Improvements - Parcel ID 001 66976-01 1 300 and o0166976-011400.
Site control is achieved through a 99-year lease from Lower Keys Community Center
Corp.
The proposed rental structure supports rents to 30% AMI, 50% AMI, 60%AMI, 70%
AMI, and 80% AMI tenants.
ASIDE`,*�z,
Number of Percentage of AMI Level,at or
Residential Units below Type of Units
Units
0 0.000% 20%
6 10.714% 30%
0 0.000% 40%
Affordability Restrictions 14 25.000% 50% Housing Credit
Units
8 14.286% 60%
24 42.857% 70%
4 7.143% 80%
Above 80%AMI Workforce
0 0.000% and up to 120% Housing Units
AM]
56 Total Qualifying
HC Units
Average AMI of
60.000% the Qualifying
HC Units
Theproposed will be funded through 9% LIHTC tax credits and subsidy.
1. Committed
a. Florida Housing Finance Corporation 2024 9% LIHTC of$2,375,000
Operating Subsidies b. Florida Housing Finance Corporation SAIL funds of$4,900,400
c. Monroe County, FL soft debt of$2,240,000 (both the construction and
permanent phases.)
2. Proposed
a. Local Government soft funds of$3,360,000
Loan Amount Up to $20,000,000 Construction Loan
2573
-oft 402 E. Howard Avenue
7,71
COMMUNITYL,�!, Decatur, GA 30030
HOUSING CAPITAL (404) 373-5662
1. $2,000 Application Fee
2. Origination Fee of 100 bps of loan amounts
Loan Origination Fees 3. Documentation Fee of$250 payable at acceptance of commitment.
4. Third Party Reporting: Actual third-party fees incurred
5. Legal Fee: Actual third-party legal fees incurred
Index 1. Construction: Floating 30-Day Average SOFR(Secured Overnight Funding Rate)
2. Permanent: United States 1 0-Year Treasury Yield
1. Construction Loan
a. Plus 175 bps, floating adjusting annually
i. As of 3/24/2025, 30-Day Average SOFR is 4.34%. Rate would be
6.09% if closed today.
ii. The rate will be capped at 50 bps above the rate set at loan
Loan Spread closing.
2. Permanent Loan
a. Plus 250 bps, fixed at loan closing
i. As of 3/24/2025, United States I 0-Year Treasury Yield is 4.63%.
Rate would be 7.13% if closed today.
ii. Will be funded from CHC cash proceeds or via a Federal Home
Loan Bank execution.
1. Construction Loan
a. 24 months with a pre-approved option to extend an additional 6 months at
CHC's discretion.
b. Monthly interest only payments.
i. At the time of construction loan close, a capitalized interest reserve
will be established and drawn upon monthly to cover any required
Loan Terms interest payments.
ii. At maturity or conversion to Permanent Loan all principal and
accrued interest shall be due and payable.
2. Permanent Loan: Up to 15 years, after construction loan conversion, with an
applied 40-year amortization.
a. Monthly principal and interest based on a 40-year amortization.
i. Permanent loan conversion requirement of 90% occupancy for 90-
consecutive days with a minimum DSC of 1.20x.
Construction Completion TBD
Date
10% retainage will be withheld on all draws until 50% completion, and the portion of
retainage withheld up until that point will continue to be held until Substantial
Retainage Terms: Completion. Following 50% completion, retainage withheld will be lowered to 0% on all
remaining draws until Substantial Completion, resulting in a net aggregate retainage of
5% held at Substantial Completion.
Construction Loan $3,500,000
Paydown Balance
Extension Fee 50 bps of loan amount
Extension Fee Physical 80%
Occupancy
1. Construction Loan: CommunityWorks North Dakota, with a construction completion
Guarantor guarantee from Stride Development PBC
2. Permanent Loan: N/A
Additional Covenants N/A
2574
402 E. Howard Avenue
COMMUNITY
Decatur, GA 30030
HOUSING CAPITAL (404) 373-5662
Lien-Free Completion Rural Neighborhoods, Incorporated; Affordable Housing Corp.; and Keys Workforce
Guarantor Corporation
Total LIHTC Contribution $19,710,529
Total State Tax Credit TBD
Permanent Loan Lender Community Housing Capital, Inc.
Permanent Loan Up to $3,600,000 Permanent Loan
Permanent Loan Take TBD
Out Commitment
Additional Source 1 $5,600,000 Monroe County Land Authority 50 Year Balloon
(Subordinate Debt)
Additional Source 2 $4,900,400 State Apartment Incentive Loan (SAIL)
(Subordinate Debt)
Hard Cost Contingency 10% of total construction contract
Soft Cost Contingency 5% of all soft costs (less origination fees, interest reserve, developers fee, and
capitalized reserves),
Servicing Fee TBD
Developers Fee Developer's Fee payments are subject to final underwriting and credit approval.
Good Faith Deposit $10,000
Anticipate Closing Date TBD
2575
NATIONAL EQUITY FUND.
May l, 2O25
Mr. Steven C. Kirk
Rural Neighborhoods, Inc.
19308 BVV380"' Street
PO Box 343529
Florida City, F[ 3]034
RE: The Landings ut Sugarloaf Key (the "Project")
85B. Point Drive, Suonmedoud Key, FL
Dear Mr. Kirk:
On behalf of National Equity Fund, Inc., I am pleased to provide this Letter of Intent
("Letter") which outlines the principal business terms Of Our proposed investment(-Investment")
in the above-named Project. Weinvestdbrouohooroffi|iu]o,NEF /\neignznentCorpom1ion
("Assignment Corporation"), by purchasing o99.o9% interest in tile Limited Partnership formed
tu own and operate the Project. 'N£F" iadcfioedhorointooneunNu1iono| Equi\yPuod, lou. und
its ofD|io1os, including without limitation, Assignment Corporation. Aao preliminary matter, l
will note that the \ccnnm of this Letter are based on certain uamuouphono which are incorporated in
the financial projections attached to this Letter(°Pz jcotinoa"). Changes io those assumptions
may result in changes tn the terms of our proposed Investment.
Upon your acceptance of this Letter, we will begin our standard due diligence activities
and seek internal approval of this Investment. Upon successful cornpletion of our due diligence and
receipt of internal approvals,our legal Counsel will prepare a Limited Partnership Agreement,based
oil our current model form (the "Partnership /\grecnueu[`), and related closing agreements. These
agreements will incorporate the (ernuo appearing in this Letter, subject to any modifications that
nlay be required to obtain final Investment approval. We will then proceed to close this Investment
once all required approvals are received.
ln the event the Project istobco*nedbya (irnkediinhilitycunopaoY, tbeternua ^^Linoiied
Pudoo,ahip" ubo|| noeuo ^^Coonpuoy-` ^^(3eueru| Partner" obu|i nucuu "Managing Menobcr" and
"Limited Partner"shall mean '^|uvoato, Member"under this Letter.
011,
NATIONAL EQUITY FUND,INC.
|oS,Riverside Plaza,Suite 17nn.Chicago,|Lao6oa'a9n8 �
Palz,a6M40n 1 °w=^o6ncorg
����
The Landings at Key
May l, 2025
Yo0c2
—
Property Information
The Project consists ofthe new construction oil'56family kxv-i000nuehouaio(I tax credit
units (the 'Tox Credit Duits") located in Suoumcduud Key, [L. Rents will be affordable to
individuu|anitb Income u1nrbelow 90%, 50%, 60%, 70%, and 80(1/oo[the area median income.
2. Property Ownership
Limited Partnership: /\ to-be-formed Limited Partnership
(The *Partnership"")
General Partner: /\ N-he-fbnned taxable ain"le purpose entity
whose sole member shall be Ru:u|
Nciahborbooda, Inc., u(ox-cxemp(entity
Sponsor/Developer: Rural Neighborhoods, |no_ atax-exempt
co1i1y
Guarantor Rural Neighborhoods, Inc.
Limited Partner One ornoore investor funds, limited
partnerships, or limited liability companies of
which uNCF affiliate isthe aenend partner ur
nuunugioo member, or/\saionmcnt
Corporation, ua nominee, un behalf of one or
more such entities (the"Limited Padocr'`).
-'
Other Parties
General Contractor: Tobedetermined.
Property Muouocc Evcr_�_I|udcxHouuinoOroup, Inc. (an affiliate ofKurul
Neighborhoods, Inc.
Property Accountant: To be determined.
Property /\Mo,00y: Tobedetermined.
Project C011SUItant: Not Applicable
Set-vice Provider: Not Applicable
Note: All parties must be approved by NEP
2454 McMullen Booth Rd,Suite 700 Clearwater,FL]3759 p: 727j2|,7V34 v/. www.ucOoour
2577
The at SLigarloaf Key
May |_ 2O25
Pa-c�
A. Construction Loan. Thu Partnership expects io receive ucousbuciion loan teno
sheet orcomrni(nocnt for the Pro cut frnno u lender acceptable toN[F, in an umoun| yut6cicni to
cover construction expenses with {cnnu acceptable toNEF
B. The pcnnuoeo1 financing oo the pr jcct is as hb|\ov/o: (/\||
loans are non-recourse loans, unless otherwise nutcd, and all finuucino okuoLurca muy\ be
acceptable 1nY4EF.)
Lender/Source Amount Interest Term Amort Hard/Soft, Available
Rate Debt During
MEE AUfh,6,r`4'
PennoocuturnoUizioA debt muuibeu fixed-rate 000ncnitnncot for amioinnum ofl6 years with icrcos
acceptable tuNEF. The FUFC 8/\|L loan will have interest-only payments.
5. Timint!Assumptions
ThisLrtteris based oo the fbUuwinuhnoingusmumpdmna:
Date
April 1-2027
)ftbese timing ussurnpdons are not mc1, \beicouu ofourpvoposeJ |nvcotmcn| are subject to chanoe The
tcnn "Tux Credit C000p|ioocc Pedod" means, for each building in the PrQject, the 15 ruxuNc years
hc(,inniuty with the first taxable yearof the -Credit Pcriud=,asdefiuedin Section 42of the Internal Revenue
Code, as amended ("Code-), At the time of Closing, the Cousto/cdon Contract and the Construction
Schedule cnoat reflect Consiruc|iou Conup|cbon no later than o date which iu90 days prior the deadline
undur Section 42 *[the Code for the Pro1jectio be Placed-hi-Service in order to quu|i[v forTux Credits.
2454 McMullen Booth Rd,Suite700 Clearwater,FL33759 P 727.52L7034 www.oc§uc.mg
2578
The Landings at Sugarloaf I<ey
May 1, 2025
Page 4
6. Tax Credits
Allocation Details
i ®W p':': �iu�Pi�Igpy�Ggti1� i�l!y'i ��lii iGl 'tli lii ryf
Florida Housing Finance
Corporation
® ( 30 oo�ia
® ® ® ® $2,375,000
w® . 1 " 0MIN= 100.00%
Amount Projected Year(s)
® ® - - <$420573 2026
$2,375,000 2027
« ® $2,375,000 2036
All references to `Tax Credits' shall mean low-income housing tax credits under Section 42 of the Code.
7. Tax Credit Price and Pav-In Schedule
The Limited Partner will purchase the 'Fax Credits described in Paragraph 6 for a total purchase
price of$19,1 16,838 ("Capital Contributions"), or$0.805 cents for each $1.00 of projected Tax Credits.
Proceeds of the Capital Contributions will be used to fund Project equity ("Project Equity")and the non-
deferred portion of the Developer Fee ("Non-Deferred Developer Fee"). NEF will advance Project Equity
and the Non-Deferred Developer Fee in installments, based upon its determination that the conditions
specified in the Partnership Agreement for payment of that installment("Applicable Conditions") have
been met We make this determination based on our review and approval of certain documents you
provide to us. Equity disbursements during construction are expected to be made through the construction
lender's escrow or, if there is no construction lender, through a title company using a disbursement
agreement acceptable to NEF. We currently expect installments of Project Equity will be paid according,?
to the pay-in schedule below. The pay-in schedule identifies some ofthe Applicable Conditions that will
apply to each payment and is subject to change as the due diligence and pre-closing phases progress.
(0 First Installment: $2,867,526 (15.00%).The Applicable Conditions for this payment will include
satisfactory evidence or approval of.
a. Admission ofNEF to the Partnership and commencement of construction.
b. NEF's due diligence fee set forth in Section 18 below shall be paid from this installment
and will be used to pay for NEF's due diligence and closing costs, irlcludin<o the issuance
of the tax opinion.
2454 McMullen Booth Rd,Suite 700 Clearwater,FL 33759 l':727.521.7034 \,V: www.iiefine.org
2579
The Landings at S Key
May l, 2O25
Page
(ii.) $9,558,4l9 (5O.O0Y6). The Applicable Conditions for this payment
will include satisfactory evidence or approval of:
u. \O0% construction zorop|udonof the P eot.,
b. Rou| (or, if unavailable., arid meuhno the requirements au1 (hUh in the Partnership
Agreement, Ternporury) Certificates ofOccupancy;
c. Architect's certification indicating that Pr jcui uouatmcdoo has been completed in
accordance with p|oxe arid specifications-,
d. Draft Cost Certification verifying the Tax Credit basis;
c. No-earlier-than payment date of: October l, 2026
(iii) $6,081,758 (31.81%). The Applicable Conditions for this payment
will include satisfactory evidence or approval of:
u. |UOY6 Qualified Occupancy of all Pro ec{Tax Credit Units;
k Funding of the P Jcc<`spcnouocn\|ouoaodm:ccip\ufexecutcdpermunent|oanducunocota
in approved fbnn�
c. Payment of any amounts required by the Ouncru\ Portner`s Development Completion
Guaranty;
d. Achievement of,"Stabilized OCCUpancy"(generally defined as at least 909/0 Occupancy with
o Duhi Service Coverage Ratio of 1.15 or hcitcr for o three consecutive month period uMur
cnostruu{ionconop|ctioo),
e. Connp|c|iouo[any Outstanding punch list i1ennx;
[ Owner's date down title insurance coverage;
0. ^^/\s-BoUi` /\[T& oorvey-
h. Final lien waivers hnm the General Contractor,
i. Final Certificates of Occupancy, Juo{ previously provided:
i Final Cost Certification vurif�iu�thcTux �ncddhueis�
k. Funding of Pro J ed reserves (or Fundin- with the proceeds of this inebUmenu at the
required levels,
i |f applicable, satisfaction uf radon testing requirencNs,
in. Tfupp|icub|c, receipt of ]6X(b)(6)(F)(ii) election attached to General Pudncr`u tax return,
if not addressed prior to dosino ,
u. No-cadicr-Uzanpuymen1 date of' April 1, 2027
$375,000n[thiu ixo1uUrnent will be used to fund the Initial OpcoAinoReyen/e.
(iv.) $609^136 (3.1996). The Applicable Conditions for this puynuen1 will
include satisfactory evidence or approval of:
a. The first ycar`s tax return and K-|;
b. FuUy executed Fnnn8609 For all P JccrbuiNinge� nnd
c. >Jo-car|icr-fban payment date of. June l, 2027
2454 McMullen Booth Rd,Suite 700 Clearwater,FL33759 11: 727j21J034 W. ~wwoebou.oxg
2580
Tbuiandi a1� Key
May l, 2O25
Noe
8. Developer Fee
The Developer will cun' o fee for development services in the total annount of $4,503,31 | ({he
"Developer Pcc"). A portion of the Developer Fee, ouncody p eoted in the umount of $2,066,767
(45.89%)vviU he deferred (-Deferred Developer Fue'`) and payable from cash received from the operation
of the Partnership. after payment of debt service and operating expenses (**Cash Flow"), duriug the 'Fax
Credit Compliance Period. Any principal balance and/or accrued io\cx:st nn the L)cteoed Developer [cc
remaining unpaid by the end o[the IhuUceu1b (l4th) year ofthe Tax Credit Conupliance Period nnuet be
paid in fti|| by the General Partner.
The non-deferred portion of the Developer Fee will he paid hnno the Capital Contributions as
described in the following schedUle Upon the satisfaction of the Applicable Conditions for each installment,
Percentage of Total Fees Amount of Payment
9. Aditistments to Purchase Price (Credit Adjusters)
A.
Low Income Housing Tax Credit Adjusters
(i) Permanent Reduction in Tax Credits. |fmtUa| Tax Credits allocated to the Project mdetermined
by the Project AcCOLintainare less than the projected Tax Credits,the Capital ContribUtiOno will be
decreased by $0.805 times the difference between the aciuu) Tax Credits and the projected Tax
Credits. If the unnouotsoua|cu|u1cdexceeds remaining Unpaid Capital Contributions, the General
Partner mus\ pay to the Partnership on annnun| that makes tip the difference arid compensates the
Linlited Partner for the permanent reckiction in Tax Credits oil all after-tax basis.
(ii) If Tax
Credits are not available to the Limited Partner duriug the P jco{`xfim(undac000dLuscrcditycors
io the umouo6ahono in Paragraph 6 above, the Capital [oukibubonsni|| bcruduced by $0.40
times the arriOLHAS of the first year arid second year Tax Credit shortfalls. This redLiction is intended
k` cumpnuao(cthcLimiicdPurtncrb`rdbcrcduocdporscn{ vu|ucofsuchTuxCrediLohortfb|Lnhi|e
taking into acuoun|the Tux Credits the Limited Partner may be entitled to receive in o later year or
years ofthe Compliance Period. If the onnuun| so oa\ou|a|cdescecds remaining Unpaid Capital
Coniribuiiony" the General Partner muot pay to the Partnership all omouot that makes up 1hc
difference arid compensates the Limited Partner for the timin(I difference in Tax Credits oil an after-
tax basis.
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(iii) Permanent Increase in Tax Credits Snbieot to the limitations described in Paragraph
9.A.(v) below, the Limited Partner will increase its Capital ContribUtiOnS to tile Partnership by an
arnount that is eqUal to the arnOLint of additional Tax Credits times the price per Tax Credit specified
iopura�ruph7.
(iv.) If
the announ1ufootuul Tax Credits for the period prior to the end of tile projected first arid second
tax credit years for the Project will be greater than the projected Tux Credits for the period prior to
the end ofprojected first arid second tax credit years as shown in Paragraph 6 above oudY4EF
receives satisfactory written dOCUrnentation to evidence the allocation of the tax credit increase for
oucb periods,then,subject{o Paragraph 9.}\.(v) below,the Limited Partner will increase its Capital
Cooidhudonstothe Limited Partnership by all nmoun\ equu| to (a) $0.40 noo|hp|iudby (b) the
difference between the amOLInt of actual Tax Credits for the period prior to the end of the projected
first arid second tax credit years arid the projected TaxCrcdi|ofor|hepcdodpriortodbcendof{hc
projected first and second tax credit years as shown in Poruoraph 6 above.
(v. Limitations on Upward Afflusters. The Limited Partner will increase its Capital
Con1ribo{iouaooly once during the qO-duy period following the later of(u) Siobi|izcd0ccopanuy
or (h) iseuuuce of the Form 8609 for all bui|dio�s. 'file Limited Partner will increase its Capital
ContribUtiOnS Under Paragraphs 9.A.(iii) arid 9.A.(Iv) if we determine that the Limited Partner has
SufOciuoifuudo available to make the additional Capital Coobihubonyor if the Limited Partner
otherwise agrees iocontributcadditional capital to fund the additional Capital Contributions. Any
auob Upward udivatmen1s undur Yons�apbs 9./\<iii) arid 9./\.(iv) abu|| be |inuiied to u io(u|
muzinuunu arnou1l1 of5Y6 of the Limited Partnur`x original Capital Contributions. Ally Upward
udiustmcnto exceeding in total such 5% limitation uba|| rcqoirc special authorization /iom the
Limited Partner
(vi.) |f for any fiscal year after the end nftbc first Tax Credit
year, the actual Tax Credits we receive are less than the projected Tax Credits, or if there is
recapture (as defined in Seution42 of the Code) of Tax Credits, then any rcmoinio- porti000fibe
Cuphu| Conkihuhons will be reduced by one dollar to]- each dollar ofreduu{ion Of tile projected
Tax Credits arid each dollar of Tax Credits that is recaptured. |f the reduocd and/or rccop1ured 'Tax
Credits exceeds any rernaining Unpaid Capital ContribUtiOnS. then the General Partner must pay to
the Limited Partnership an unnount that rnukes up the difference arid connpcusadca the Limited
Partner for the redUCtion and/or recaptUre of Tax Credits on all after-tax basis.
10. Reserve Requirements
A $375,0UO, (cqum| intbur(4) months ofopera{ino expenses, debt service, arid
replacement reserves) will be funded from a portion ofthe I-ninted Pat-tiler's Capital ContrIbUtions
arid maintained at the Operating Reserve target umountof$375,O0O until the end of the Pr jcct's
Compliance Period. The General Partner will be permitted to use bmdy in the OperntlnoReacrve
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occouni prior to any draw on Its Operating Deficit Guaranty ob|ioation. All withdrawals from the
Operating Reserve uccountmuathepreuppoovedbIy4EF
B. The General Partner rnuut fund the Replacement Reserve mcuount in the
oonuu| annountof$380 per unit per year io be increased aonuo||y by three percent (3).08Y6) fi-orn
Pro*�c� r�v�uucn 1brou�houttbe Tax Credit Compliance Period. y4EF must approve withdrawals
that in ihe ua�rc�utc during any uu|cndor year exceed the lesser o((i) $5,000 or (ii) ten percent
(10%) of the amountthen remaining in the Replacement Reserve oocouuL
it. General Partner Guaranties and Other Obfit!ations
A. Development Completion Guaranty. The General Partner will provide all Unlimited guoruutceof
development completion which inu|udey payments required for construction completion, fundino
of any operating deficits prior to Stabilized Occupancy, and conversion of the construction loan to
urilght-sizcd permanent loan having debt service requircments consistent with targeted debt service
coverage levels. The General Partner will provide monthly reports to us during construction. The
,�Ycocna| contractor will provide (i) either a Stipulated 8um Contract or a (}uoraoicud Musimunn
Price Contract(usio) the currcni /\|/\ form o[ugrecmcu(), and (ii) either \cUcr of credit equo\ to
l5Y4of the total uonstn/odon cost orx |00% payment and performance bond.
B. Operatin2 Deficit Guarantv. The General Partner will provide on Operating Deficit Guaranty in
the umouuiuguu| \o eight (8)nnon\haufoperating expenses,debt service,and replacement reserves
until the Pro J ect has maintained u l.l5xuonuu| Debt Service Coverage Ratio for two uonyecudve
years after the third anniversary of the date Stabilized Oocuponcy is achieved. ]fa1 the end of that
period the Operating Reserve is not funded at the level specified in Pora�ruph |0./\ above, the
Operating Deficit [}uorunh/ will remain in cdeu< un1i| the General Partner cuuscx the 0pera1iuo
Reserve 1obc funded atthe required level in the manner provided in the Partnership Agreement.
[. Repurchase. The General Partner is required to repurcbuse<bo Limited Purtoer's interest i[uertuio
ma�urudvccac �vcnts oucorthai threaten |hccondnuin� viubiUh of' Pr �ec| or its ability to
generate the pro�cc(cd Tox Cn:di& Th� condi6ou� td�gerino this repurchase obligation and the
opuohueuurnountare described in detail in the Partnership Agreement.
D. Environmental Indemnification. The General Partner will provide an environmental
indemnification with re0anJto the presence of any hazardous suhstunccsor the existence of other
environmental conditions otthe Pr Jcci Ouc standard environmental indemnification provisions
are contained in the Partnership Agreement.
E. Not Applicable.
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F. The Guuzonior will guaronty full performance ofall
of the General PuUoer`o obligations under the Partnership Agreement, including the specific
ouuroniy obligations described under this Paragraph 11. All guaranties provided by the General
Partner and(}uuruntor(a) are joiotand several and payments under these (yuurnuiicx will (except as
specifically set forth <othe contrary hereinuhove) benoude as uo-interest loans tothe Partnership.
12. Fees to the Manaaement A2ent, General Partner, and NEF
A. The Management Agent will receive a Property Management Fee in the amount ofapproximately
5.0%ofoross collected rents. If the Property Manager is related to the General Partner., the payment
of the Property Management Fee will be subordinated to maintain brcakcvcn operation.
B. NEF will be paid an annual, CL11411-11ative Asset Management Fee in the arnount of$4,200(increased
mnuuu|)y u| 3.0O%) from Pro J ec1Cush Flow. The Asset Muua0eoncniFee sbu|| begin accruing on
the day that the Limited Partner funds the second installment.
C. The General Partner will receive an annual,11011-C1.11111,11ative Incentive Partnership Mana YcnocniFec
in the amount shown below in Para�ruph \S.
D. NET and the Sponsor will be paid a Disposition Fee in the total arnount of$100,000 split equally
hetn/eenNEF and the Sponsor Out ofthe net sales proceeds o[the xu|c, transfer urother disposition
of the Pr cctuc\be Limited Purtnor`yPr jeutioicrcot,
13. Distribution of Cash Flow and Sales/Refinancin2 Proceeds
Pr j�o1(onu aoyunnc a �8'ycurdcprcciuhon period [bc/hc Pr 'co{.
Cash Flow: Cash Flow will he distributed oafollows:
l) To the Limited Partner to pay any unpaid Tax Credit udius1eramoun1"
2) TuNE[ to pay the Asset Munugmeo{ Fee;
3) To the Limited Partner to repay any Limited Partner loans,
4) Tomainroin/rcp|eoiah the Operating Reserve (if applicab\c),
5) Io the Developer|o pay any Deferred Developer Fec�
6) To the Property Management Agent to pay the accrued uopaid Property Moougcmcoi &ocn{
Fee aubordinuted in u prior year per the terms o[|ho Partnership /\orcomen1.
7) To the General Partner to repay any General Partner loans,
8) To the General Partner to repay any guaranty advances:
q) To the payment ofany then payable Cash Flow Dch< Service Pu�meniy, in accordance with
the applicable Loan Docuonenta;
10) Until the 6st day after the end ofdbe Fiscal Year inwhich the Pr JcctuchieveaMuccmeniin
Service, the remaining Cash F\ow,ifaoy, uhu|| be distributed to the Partner in accordance
with the percentages set forth the Limited Partnership Agreement, and commencing on the
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first day after the end of the Fiscal Year in which the Project achieves Placement in Service,
90.00% ofthe balance, if any, to the General Partner as an Incentive Partnership Management
Fee, on a 11011-CLII-nulative basis;
I I) The remainder 0.0 1% to the General Partner and 99.99% to the Limited Partner.
NOTE: For tax purposes, the Limited Partner must receive at least 10%) of all cash flow
distributions to the Partners or their Affiliates (including as cash flow distributions any return of
capital,payment of the Incentive Management Fee and Partnership Management Fee, but
otherwise excluding repayments of loans, development fees or other fees/reimbursements to the
General Partner or its Affiliates).
Sale/Refinancing: Any gain Upon sale or refinancing will be distributed as follows:
1. To the Limited Partner to pay any unpaid Tax Credit adjuster amount;
2. To the Limited Partner to pay any exit tax liabilities;
3 'To NEF to pay any Unpaid Asset Management Fee;
4. To the Limited Partner to repay any Limited Partner loans..,
5. To the Developer to pay any Deferred Developer Fee;
6. To NEF to pay the Disposition Fee;
7. To the General Partner to repay any General Partner loans(other than guaranty advances),
8. To the General Partner to repay any guaranty advances, and
9. The remainder 90.00% to the General Partner and 10.00%to the Limited Partner
14. Disposition of the Project/Limited Partner Interest
If the General Partner agrees to maintain the property for low-income Use, as defined in Section 42
of the Code, for a total period of at least 30 years, the Project may be disposed of as follows:
A. Right of First Refusal. If the Sponsor is a 50 1(c)(3) corporation or governmental entity, it will
be granted a right of first refusal (/*ROFR") to purchase the Project at the end of the Tax Credit
Compliance Period, for a price equal to the SU of: (a) the greater of(x) in amount sufficient to
pay all debts and liabilities ofthe Partnership as projected to occur immediately following the
Sale P111-SUallt to the ROFR or, (y) the minimum purchase price for the Project allowable Under
Section 42(i)(7) ofthe Code, and (b) all obligations owed to the Limited Partner PI-11-SLIant to the
Partnership Agreement, inClUdino , but not limited to any credit adju
ster Payments pursuant the
Partnership. [The Disposition Fee shall be paid upon Sponsor's purchase of the Project pursuant
to its right of first refusal. WARNING: Insert the proceeding sentence if required In Bid Review]
B. Purchase of the Project or Limited Partner's Interest. 'The Sponsor shall be granted options
(each an -Option") for a period of eighteen (18) months after the end of the Tax Credit
Compliance Period, unless terminated in accordance with the terms ofthe Purchase Option Right
of First Reftisal Agreement to be executed among Sponsor, General Partner and Limited Partner
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(tile ^ PUohase Option Right ofFirst Refusal A-reement-), and au�od {o the conditions set forth
therein,to purchuse (he Project (the -P cutOpiiun") cvk` porubosc the Limited Pudner'o
partnership interest(the `Linuitud Purtuer`o Partnership Interest") in the Partnership (the
"Partnership Interest Option").
The pumhume price for the Pro cut Option shall he equal to tile �reu�ruF
(i) Tbcsum of. (a) an omoun|uuD6cienrtopay all debts (iuc|udin- partner loans) and liabilities
of the Partnership immediately fo|lovvino the sale purouunt{n the Option, (h) ao umouu1au[6oieutro
distribute to the Limited Partner puouant to the Partnership /\on:cnucnL cash proceeds equu| |nthe
state, local and federal taxes projected to be imposed on the Limited Partner as oreyuko[the su|c of
the P �ect pUrsuant to the Option, and (c) all obligations owed to the Limited Partner PUSUant to the
Partnership Agreement(|o the extent not covered in yubaeobono (o) or(b)), inc|odin-, but not limited
to any credit adjuster payments, inClUding dUe to Chanoe In Law (defined in the Partnership
Agreement); or
(ii) The fair market valUe ofthe Property., which shall be appraised as low income hOLISilh),'to tile
extent conduuubou of such usc io required under the pro ec(`n usu restrictions. The appraisal of the
Property shall be made by u licensed appruiserwho is o member ofthe Master Appraiser Institute (u
^^MA| Appraiser"), ydcotud by the General Partner with the prior consent nfthe Limited Partner,
which consent shall not be Unreasonably withheld, conditioned or delayed, and who has experience
appraising tax credit projects inthe gco0rophicmeu io which the Pro.ec( is located.
Thcpxochuac price Under the Partnership Interest Option shall bothe greater of:
(i) The fair market va|ueof the LimkedPuMoer'x Partnership Interest, which vu|ucshall be
bayecl on the appraised value of the Partnership's assets, including the voluc of the Project as low
income housing|u the extent condnuuiionofouuh Use ia required under the Pro coi`a Use restrictions
and Partnership reserve ucuoonta, less any liabilities including all Partnership debt (includinaPartner
loans); or
(ii) The uunnof: t400anx/ontsu[6ck:nt0o distribute to the Limited Partner pueoun1tothe
9odoerobip /\oreumeot, cash proceeds equa| tu the state, local and federal taxes projected tohe
imposed on the Limited Partner as a 1'eSLIlt Of tile Sale Of its Partnership Interest PLII'SLIallt to the
Option, and(b)all oblioations owed to the Limited Partner PLII-SUant to the Partnership Agreement,
inClUdIng. bUt not limited to all accrued and Unpaid interest on any loans that the Limited Partner has
made to the Partnership and any Unpaid portion of any credit a�u�|crpoymcnts owed (o the Limited
Partner.
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The Limited Partner will have certain rights to transfer its interest in the Limited Partnership,
inc|oding the right to make voluniury trunsfero wi{booi General Partner^a consent, the right to withdraw
from the Limited Partnership at any time after the Limited Partner has satisfied its obligation to pay Capital
ContribUtions and the right to PUt its Limited Partnership interest to the General Partner upon the expiration
of{hcTuxCreditConop|ionouPeriodforuputprioeof$|O0p|uuaoIuupaidob|iootioneowed1odhcLimiied
Partner and the Asset Mauu,(_,Icr Linder the Partnership Agreement.
Notwithstanding the forc�oin�, Limited Partner will not transfer its interest <ou Prohibited /\c{or
ni{hout General Pauoer`aconsent. '^Prohibited Actor" shall mean any person that (i) is the au6ieciofauy
conviction,order, judgment,ducrec,suspeosioo,cspu|aion,orbnrni1hreupcottounyprogrunuodminis1cred
by oBta1e 8ouslo� �i i m �\ o in any
sochprogrunn, [or] (ii) has instiiu1eJ all uosuuccsu6/| lawsuit against u developer ofuo Affbn|uh|c Uoumiuo
Pro cct (defined in the Partnership /\gruumen; or u syndicator investing in such /\Abrdoh|c Housing
Pr ject,for the pUrpose of,or havino the effect of,prohibiting a developer of all Affordable HOLISilh) Pro ec{
from exercising said developer's rights ooder (z) ao option to pucohuoe all Affordable Houaiog Yr jcc\ or
allinvcaior`o interest in the owner of an /\OO rdub|e Housing Project and/or (y) u right of First refusal to
purchase ao Affordable HouuingYr jex(i[auohpersonimoo\abank,mavingmund|nanuaxociu|ion, iosuroncc
company. pub|ic Utility, orcmploycchcnufit plan with assets greater than $|,000,O0O,U00(an -|us1itutionu|
lovegor") oca Person controlled byau Institutional Investor. "Affordable 8ousin�Pr 'eut``oboU mean any
affordable bouaing pro ect that iaor has benefited from 'Tax Credits.
16. Reports
During the |enn Of OW_ investment, the 0eououl Partner will provide the following reports: (i)
quudcr|y onouugcmcnt and financial reports for the Partnership, (it) state and bcdcns| tax rc\urna, (iii)
monthly construction a1utuo and lease-Up reports, (iv) copies of all construction loan draw requests, (v)
annual audited financial statements for the Partnership prepared in accordance with &cncru|k accepted
uccoundng principles (GA/\P), (vi) onouu| budget. and (vii) other infbnnndoo rc0urdiug significant
Partnership operations. 'The General Partner isrcquiredio yuhmi\eucb reports to the Limited Pudocc v/ithio
the time fiumcaestablished by the Partnership Agreement. The fiscal year ofthe Partnership will be the
calendar year un|ess otherwise specified byus.
17. Corporate Transpai-ency Act
General Partner, oil behu|f*[1hc Partnership and at the Poiioeohip`s reasonable espeose, shall be
required to1imc|y 6|c any and all infbrmu|ion required by the [T/\. Each Partner shall provide auch
iufbnnuhuu concerning itself and its hcocficiu| owners as is reasonably required in order to comply with
the C-[&. The Limited Partner xIII {imc|y provide to the General Partner either its Reporting Company
1"inCen 11) or a staternent that it reasonably believes it is in exempt entity for CTA reporting purposes. The
General Partner shall defend, indumnifv, and bu|d hurnu|oas the Partnership. the Limited Partner, its
beneficiaries and their respective successors and usyi9na born and against any claims, demands, losses.
%454 McMullen Booth Rd,Suite 7OO Clearwater,Ft-337j9 P� 727.52|J034 w. *ww.mriou.o,&
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damages, liabilities, lmvxui/s and other proccedinga, Judgments, awards, costs, and expenses ino|udiog,
without limitation, attorneys' fees, arising directly or indirectly, in whole or in pod, out of the Oenccu|
Padncr's breach of any representations., wunuodea, or covenants contained in the ParUnerohipAurcemcot
concerning) /�uo� T& requirement, ^^Cl/\^ shall mean collectively, the Corporate Transparency /\c1 (3|
U.S.C. Section 5333),et seq.),regUlations issued by the United States Department of the TreaSUry thereLinder
(31 C.F.K. Pod |0|0), and any other state or federal law relating tobeneficial ownership disclosure.
18. Limited Partnei-Expenses
We will cbor,,e the Partnership $55,000 for |c0u| fees and other doe diligence and closing costs
inclusive of the NE[ tax opinion. It"the Investment closing date is delayed by more than six (6) months
beyond the assumption outlined in Section 5 of this Letter, an additional $15,000 due diligence fee will be
assessed. We may require a third-party construction inspector to provide noontbh/ reports to ua. If third-
party coiistrLICti011 inspector is needed, the cost will be added to the P jcctbudgct.
19. Other Items:
The terms in this LUI are subject to:
* Sponsor agrees to waive the right to seek or accept u Qualified Contract (as defined in lRC
Scction42(h)(6)(F)).
* /\ market study for the proposed P jeo1 is not yet available. The proKzonareots detailed in
G the nxncio| p jeciioos in Exhibit/\ will need to heuileast l0Y&below determined achievable
market rents and all L.11-11 C profornia rents will need to be determined to be achievable in the
Yuyeui`s Primary Market Area.
^ Operating Reserve ofk`ur(4) months details in Section |0./\ of this Letter is contingent Upon
satisfactory review of|bc6uu/un/nr(s) financial statements and ability to provide unOpera|ino
DeDcit0uuruniy equal to eight months ofoporaiio�expcnses` reserves and debt service.
* NFF Tax Counse| approval of appraised land vu\uc.
w Projected Other Income outlined in Exhibit is supported hy comparable pr Jccts within the
Spousor'spodfb\io
* /\cocptuhlc Property Insurance: It is underatond that the site is in u flood zone hu{ that the
building(y) will be raised above the Base Flood Elevation. This is on absolute requirement in
this location as is flood, xiod, named storm iusuronce (and all other applicable insurance
covcru-yes')
20. Model Form Pi-oject Partnership Agi-eement
The Partnership Agreement will be prepared by our attorneys oain(I our current model fbrrn
uorccnncnt. The model form contains ovorieiy of key ternio that define the ri-htsand ob|i-udonso[the
parties. The Partnership Aoreemern shall provide aniono other key terms that the closing ofthe Investment
and the payment of each installment of the Limited Partner's Capital ContribUtiOn shall be contingent upon
Uuocxa| Puducr's compliance nitb all of its representations, ,varran|icu, and covenants under the
Purtocrship &g/eemeni` inc|udin�, n/i\hout limitation, compliance vviihthe American n/itb Disabilities Act
2454K1oK4uD^u Booth Rd,Suite 70N Clearwater,FL.G759 P: 727.52|.7034 w: www.no§000,
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and other local, state, and federal accessibility &uiddineo. This dnuumontis Updated on uperiodic basis in
response to comnocuLa we receive from iovcmk`m.
21.
This LcUersunnnnurizea the general terms and conditions of our investment which will be further
dcioi|ud in the Partnership Agreement. lf these/erros are acceptable ioyou,please sign and rutucntbio Letter
on:
Mark Furey
VP, Originations
National Eouih/ Fund, Inc.
Z454k4cMu||on Booth Rd, Suite 70O
Clearwater, FL33759
m[urcy( uofino.ogo
727.521.7034
This Letter isvu|id Until May |4, 2025. [fibix Letter is not signed byyou prior(oouch date due to
changes in market conditions or other assunnpiions on which this Letter is based,we will extend the date so
]oil()as VOL] cun{inuc to work with uo in good tbitb to reotn/c|ure \he transaction in o mutually satisfactory
manner. We reserve the riohtto terminate this Letter at any dmc ifn/edetermine that such cffbdu are not
likely to lead to I result reasonably satisfactory to us kvithin a reasonable period of tinie not to exceed sixty
(60)days from the date nf this Letter.
By signing this Letter, and in consideration mf(hc cost and expense iocuncd or to be incurred by
ua in conducting due diligence duuomeo1otion and review, the Sponsor/General Partner hereby graotsNGF
or its affiliate the right to acquire ao9.g0Y6 ioicraat in the Partnership and tile exc|usivc right to syndicate
the Tax Credits generated by the Pro ec\. Ourexc|usive rigght to syndicate the Tax Credits shall con1inuc
uo1i|thecodiurnf(i) thcda\e |ha{ occusoncyuarDroonthcduteof\hiyiet|eror(ii) (bedotconwhiobn/c
n(yrcc in writing to terminate its exclusive right to syndicate the Tax Credits. Also, by cxeuu|iugihia Letter
you hereby uu1horizC uyto make any credit inquidca that wcmay decm necessary xs part ofits underwriting.
These credit inquiricsmay be performed un the General Partner, Sponsor/Developer. Guarantors, or any
other entities as determined to be necessary by ua.
As next steps, we will perform usitc visit and condxutdouumCn\ review and other ducdiligence
activities to verifv the iufbnnuhon that has been provided and will be provided and the assumptions
contained ill tile P jeciiuos. Vurohi|ityiorecommcndtbiuproposed |nvcshnenifbrfinu| inicnnu| appnuvu|
will depend upon usuiisbsctorI ou1cometo these due diligence activities. Final internal approval requires
action hy our investment Rcviun Committee. lf /be committee grants approval, we will prepare dhc
Partnership Agreement and diucuay xiihyox and your attorneys all c|osinodouunneotu]ion and checklist
items. This Investment |{cviev Committee must approve this proposed Investment and tile c|osin(' muai
occur by the date shown in Purxguph 5 above. VVc reserve the riuh1t* tcnniuu|c this Letter ifwcdetermine
that any of the conditions described in this paragraph have not or will not be met in I timely manner.
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Upon receipt of this Letter ezocu(u] bvyou and receipt ofthe hcoa that will bcrequested uuder
separate cover,NEF will beoin its duc diligence ou the Pro cct|nvcnuneoiAtIourrequcsi'xe may engage
ouLaide counsel to draft dncumentaand conduot legal reviews prior \o approval ofthis transaction by uur
lovcoUnont Review Coonmkicc, on the condition thuiyou uyuumc responsibility for payment ofour |cgu|
fees if the Investment is not approved or the |nvcs(mco| does not doou due to a cbuo-e ufuaeunnp1ione
incorporated iu the Projections orJoctootbecruuxonsoutsiJeofN6F'scoubo|.
We look f6rn/und to workino with you and yourorganization on this important affordable bouuino pro'
ect
in your community.
Sincerely,
NATIONAL EQUITY F0ND, INC.
Mark FUrey
VP, Originations
Accepted: Dum| Neighborhoods., Inc.
By:
:
� \
EdhibiiA - PrueotedFinuncid Information (Projections)
2454 McMullen Booth Rd,Suite 700Cleuovute, FL33759 P:727.j2l.7O34 w www.m:Du^.m&
2590
The Landings at Sugarloaf Key
May 1, 2025
Page 16
EXHIBIT A
Projected Financial Information (Protections)
2454 McMullen Booth Rd,Suite 700 Clearwater,Ft.,33759 P:727.521.7034 Vy i www.tiefinc.org
2591
Project Description Timing Ass,a tion
oaf Key FL-5-0'1-2025(4 month ODR)
The Landings at Sugarloaf Key NEF Admission to Partnership 7/1/25 5/1/202511 42 AM
NEF Initial Funding 7/1/25
:atus) Construction Start 7/1/25
Placed in Service 9/1/26
85 S.Point Drive Permanent Loan Closing 7/1/25
--- --------
5ummerland Key Projected First Credit Year 2026
— FL Sale of Project 12/31/41
33042
_ Monroe Partnership Information
is Developer Cash Basis?(Y/N) N
Rural General Partner Tax Exempt(Y/N) N
5/1/25 Co-General Partner Tax Exempt(Y/N) N
Rural Neighborhoods,Inc. State Limited Partner N/A
Non-Profit State or 3rd Party Equity Pan Passu N
.....-.
Lower-Tier LP Profit/Loss&Credits Share 99.99%
Lower-Tier State LP Profit/Loss&Credits Share 0.00%
Lower-Tier GP Profit/Loss&Credit Share 0.01%
#Total Buildings — Sale Proceeds Share-LP Portion _ 10.00% —
56 Sale Proceeds Share-GP Portion 90.00
New Lower-Tier LP Cash Flow Distribution Percentage 99 99%
Family Lower-Tier State LP Cash Flow Distribution Percentage 0 00%
21%
Escalators
Y Annual Residential Rent Increase-LIHTC 2.00%
9% _ Subsidized 2.00%
N Annual Residential Rent Increase-Mkt 2.00%
irtnership) 10/1/2026 Residential Vacancy Rate-LIHTC 6 00%
HUD QCT/DDA DDA -Subsidized 7,00%
0°/,) 130% -Mkt
N Annual Commercial Rent Increase 2.00%
82256 Commercial Vacancy Rate 7.00%
Other Income Growth Rate 2.00%
Annual Expense Increase 3.00%
Reserves and Fees
Interest
Y/N $Amt or%of EGI A60f°° 1 Earnings Growth Est
rated Reser e
Target Reserve Amount
Rate
(YIN) Rate Anxount per Unit
_
Reserve Y 16,800 2.00% 3.00% $300
serve 2.00% 3.00%
:serve 2.00% 3.00%
Fee Y 4,200 Y 2.00% 3.00%
GP 2.00% 3.00%.......
_ - ---- - - --- --- -
Y 90.0%
row 2.00%
s 2.00% 3.00%
2592
Tax Credit Intormation Other Annual Income
4.00% Date 1/1/24 Laundry 30,240 45
9,00% Date 1/1/24 Vendible Landing: oaf Key FLO 5-01-2025(4 month ODR)
Y Date 11 1-11 1 1-2 1 4 Other Income 16,800 25 5/1/202511 42 AM
it Res $2,375,000 Year of Allocation 2024 Other 0
f
--Tn—come T
cation Elected set-aside Averaging L TOTAL 47,040 701
)cation $2,375,000 ($684,968) U-11ocated
Allocated $2,375,000 Is 266 election required
)cated $0 Is 168h election required y
ercial 26,153,574 Making 163j Election 0 y
IN) Re-Syndication
Length of LURA 30 NEF J Other
IN Applicable Fed.Rate(AFR) 4.15%
N IN AFR Date Nov 24 Tax Exempt Bond Financing
(Y/N) IN Deferred Developer Fee Interest Rate 0.00% Bond Issuer
Credit Enhancement Type
YIN) IN Enhancement Provided by
Bond Purchaser:
'ears Date of Bond Issuance
P(Y/N) IN Are These Draw Down Bonds
dit?(Y/N) IN Number of Yearsi Preclevelopment loan
NEF Equity Bridge Loan N
NEF Regional Team: Permanent Supportive Housing
Jason Aldridge PSH Set Aside YIN
r PSH%Requirement
Mark Furey PSH Unit Requirement
PSH Agreement Length(YRS)
................................... _ -- --__-------
2593
1 St P By SponsorlR lender
Interest Perin Loan RecoLj;se elated "
lal Debt/Unit Payment Type Rate Closing Date Date Amort Yrs Term Yrs YXN elated to Source Conversion Requirements
Party investor
.000 69,643 Amortizing 6.75% 4/1/27 5/1/27 40 20 N IN I IN
,400 87,507 Simple 1.00% 7/1/25 5/1/27 35 35 IN IN N
----------
0
0
0
— Comments
'000 110,000 Simple 0.00% 7/1/25 5/1/27 50 50
IN IN N
0
0
0
,000 110,000
— Comments Fed Grant?(Y/N)
Comments
0 ------
0 ash flow from
....... Percentage of c operations to food d,,jT No of Y,,
767
838
605
005
Interest Rate Fixed or
y Comments
or Conversion Maturit Date Bond Financing
Prin ipal Floating? Date (YN)
20,000,000 7.00% Floating 10/1/26 1/1/27
N
2594
Total
Credits Price/Credit Equity
23,747,625 0.8050 19,116,838 0
edits 0 0
r0hased by NEF 0 .__._.... 0
urchased by NEF 0 0
0 0
0 0
applicable) 0 _........ _....... 0
)plicable) 0 0
Equity 19,116,838
rchased,by a 3rd Party .-.-... _._ _._ 1 0 0
3rd Party Calculations_
urchased by a 3rd Party 01 1 0 3rd Part Slate Credits _ __ 0
-- -- 3rd Party State Credit Equity 0
19,116,838 3rd Party Equity as%of Total
Federal Equity Installments
Equity Type Date OIr Paid
D,v.Ihpnnent Costs Developer Fee Total Reserves Total Equity NEF anct 3 percant PrnjeCi Ccs-I Percent Developer Fee Pa meat NEF Reserves Total Equity Paid 3rd Party Equity
Y Percent EQUIN Pa
TY
Closin 7/1125 9130/25 15.349/6 2,502,044 15.00% 365482 1 0 2.867,526 15D0% 0 2,867,5
Construction 311/26 _ 3/31/26 0 0 _ 0 0 0 0011,1 0
nstruc4on Completion/PIS 10/1126 12/31/26 52 64% 8,583,801 40 00% 974 618 0 9,558,419 50.00'%� 0 9„558,4
stabilization/Conversion 4/1127 6/30l27 32.01% 5.219,449 20.00% 487309 375,000'. 375,000 6,081,758 3181% 0 6.0813
8609 6/1/27 6130/27 0 2500% 609136', ..' 0 609,136 3.19"u 0 609,1
.._... ........ __... ___ 0 0, 0 0 Q00'Y„ 0
00
100.00% 16,305,294 '100% 2436545 -375000 375,000 19.116,839 100.00% 0 19,116.8
Project Costs from Federal Equity 16.305.294 Dev Fee Error E(ILWY error Equity Agrees
Federal Investor State Investor Reserves Total Federal Investor State Investor
____ 100.00% Operating 375,000 375,000 _ 0
4,503,311 Replacernew 0 0 0
2.066.767 Revenue Deficit 0 0 0
2.436,544 2,436,544 0 Services 0 0 0
45.89i ..— Other 0 0 .__ 0
Total 375,000 375,000 0
2595
Inns HUD FAIR Nl-ifl,l D I Afl,,HI i.r0 T- AHTC - G T,, T1,Jb,F d VW,
RI Y I J �,68 115 618 2.00%I 600 600 713 0% 10 GI NON 1r,
y06 115 1 V6 100%j 600 600 1,222 0% rk r1l,' f0l,01
1,351 1,351 1 2.00,% -6()0- 606 600%
-1,5-96 115 -
- 34 - 45 - 00%. 600 6rXj 1 011, 70 011/1 4DIV IT
2,936 2.00% 850 3 IlX) SPIO n" KI 011111 1C IV Ol
621 145-
15,852 2.00%1 850 10 200 1'a66 0% 50 011 "DIV W
r"O --2-.00% 850 5,1 W 1,760 (I'll, y)Or" ODIV 01
1,607 --145 %, mo 1,%71102,1152 % 70 0% PDN Q
2,201 _145
2201 14 6.601 2.00%[ 850 2.51 2 N13 0", 8n OVI
......------ 4201 2.00%1! _B 851) 2,3-W, 0% D I v 0
I 100 1,017 30 0% 'DIV 01
1 528 50 Qrl IDIV 01
18wl IIDIV(11
2,207 00 1 100 1 TQ) 2,372 0% 71)0111,. jD1V 1),
2.00%1
r 2.00%
-1 t ammynily S-,rl,F,n,,Iay 0 0 47,HYI
Pere R de 1 r)oOO,,,, 0
I K6602
BE 0,1ca4.......Year 15 01143493 UHTC kUlkl'l -TAL Ga".J., �y(.;2LLBU ............:�,SyF,
T,,IA U C',
W,361 %,36 1 r,c R- ,,S"1heck U ,
01 01 1,0S4,332 0 0 Typ-i ol NNNJ
I�W V;,:,�-,' E
F, 1,08,1332
1:r,J I TVIA Fit 47,fi00 ol 01 01 47 600 G xr ra rc al Sp",e EI q 01z Iw H,;,
Or`,,
T7,7,
PuiO
N1,k,[St,Ay
Max LIHTC Income and Rents
1 SORMS-TwIlly Adj 10% 2H
D- Fv-1,11 h� lRent acme 'Rent
F�
tt e Rent imoDle Rent Rent I Income Rent
0.70 27,400 685 4r,'6m 1 141 ,750 1,368 3,850 1,516 1 73000 1,825 10 500 2,737
1,5 0,75 29350 733 48,922- ��Z"2 58 65C1 1,466 68A01.7T1 78,200 1,OFF, 117,300 2932
2 --T).-so 31,300 782 52,150 621550 1 563 73,ro 1,325 83,.10() 2,085 125,100 3 127
2 3 0.90 -14.751)--
2Cjj) 880 8
"'0 1,16A 70,400 1 761 82,101) 2,051 1 93,850 Z3Z7 3,51 B
4 1 CJO 59,100 977 65 150 1,628 78,201) J155 01,250 2,28 T 104,250 20w, 1Dii,400 3,910
-
3 4 1.04 40 700 1,1017 67,8110 T-70
--T--1,)1, W i6l) 37 04,900 21372 08,450 2,711 162 650 4,066
5 1,08 42 250 1,05F, 70,400 1 760 FA,45n 5
5
0 2,463 112,600 2,815 1(D3,%0 4 222
6 1,16 45,350 1,133 75.600 1,890 90,700 2,267 105,850 2,6,tC, 120,950 3,023 18 1 401) 4,6
7 1 21 48,500 1,212 80.800 2RO20 q(, uO f2,423 113,150 2,828 120.300 3ZQ 193,()�10 4,W
75 1010 00 2,502 11 M6,7 5 0 2 918 133,150 TY6 205150
-TI 120A00 3,010) t37,600 3,440 2(640f)
1'�1'1'0�11) W 21), 5 IT
8 ±1 ,5.160
2596
56 Annual Expense Per Unit Escalator Comments alternate property rngrnt anagement Fee I
--_53J691 949 3 00 fee calculation
Mgmt.Fees 0 3.00%
/Auditing 0 3.00% —
---
0 3.00% ---- - - ---
dies&Expense 0 3,00%
Answering Service 0 3.00%
TC Compliance Monitoring 0 3.00%
c.Admin. 21,000 375 3.00%
74,169 1,324
ive Payroll 100,800 1,800 3.00%
,a Payroll _ p 3.00%
roll 0 3.00%
as 0 3.00
efits 0 3.00
roil and Related 0 3.00
100,800 1,800
--------tmmon Area} 0 3.00% Owner Paid Tenant Paid
iil/Coal(Common Area) 0 3,00% -- -
!war 0 3.00%
Units) -- 0 3,00% --------- - ---------
ril/Coal('tor Units) 0 3.00%
lilies 100,800 1,800 3,00%
100,800 1,800 ---- - -- -- -
anitorial) 0 3.00
iintenance 0 3.00%
ng 0 3.00%
Inspection
0 3.00
aintenance
0 3.00
antenance Contract _ 14,000 250 3.00% I,
Decorating/Make-ready 0 3.00% —
28,000 500 3.00%
ntract 14,000 250 3,00%
0 3.00%
0 3.00
>val/Snow Removal _.._.._..- _.-... 0 3,00% ...... ........ ..._ ...-_..
iipment Maintenance 0 3,00%
Ops and Maint Expenses 0 3.001V.
0 3.00% _..
56,000 1,000 -
--.. -... .. _
digations 0 3,00%
<eting and Leasing 0 3.00%
5,600 100 -..-- - - -- ---
Liability 113,400 2,025 3.00
Licenses&Fees 0 3.00
Taxes 92,400 1,650 3.00%
bilily(Hazard) _ 113,4.00 2,025 3,00% -
:s and Insurance 0 3.00%
319,200 5,700
Total Annual Operating Budget 656,569 is the project providing a washer/dryer in unit(s', Y/N
L.... �.....
Which units are provided w/washer&dryer
AnnualOperating Budget per Unit(PUPA 11,724 ....................................................................................................................................
2597
Total Per S9 Ft Peru C 1'.I; NCIR t ih A 1 1 G rf:ial 011 5f0I, ff Comment:;Paa Eligible,R,a.,n Ellg f�11,5f.s,: (<osih Land De 17rec�rble Anlorl,zed Y y ERI'�e ec'd 6..,a,`" 6 nd 0- (;hP A
___3 08'S UOl1 44 54.732 0 X 0 0 3.065.000 1) 0 0 X o 065,000 0
__ rl 00 X 0 0 0 0 0 0? 0 ;C
G (J 0 X 0 0 a U 0 0 X
0
-I.Q X 0 p U 0 (7 0 X 0 0
0 0 0 X .-- __ .__........
- 0 0 0 0 U .^ 0 x 0 Cl
a 0 9 X 0 0 U 0 0
3,065,000 0 U 0 x i _
r1 f0 0 X 0 n 0 0 0 0 x 0 0
- _,000 I 1,000 56.000 56.C100 tI G 0 0 0 X 56.000 U
524 .._ ........_ ..._... -
18,408,000 5,500 30H,U00 308,000 0 0 )00 0 0 X 524 01 0 0
0,000 1 8J3 0 0 (1 R SG(' 0 X 500R
c .. 0 0 (1 Ofl D
7,047 697 16 407,047 18 407 047 0 0 0 0 0 (1 G 18 407 047 0
30 0 x 308, 70 O
1117,522 13 11,70 1,577522 1577„522 0 0 0 0 0 0 0 1,577,522 0
-_
_ 7 0 0 U 0 0 0 0 0 0
243,84....0 , 4,354 243,8417 243,A•40 a t7 0 0 0 0 0 243.840 0
0 0 0 0 0 0 0 0 0 0 0 p 0
0 0 0 0 0 0 0 0 0 0 0
5 0 0 a 0 0 0 0 U 0 0 U 0 --
0 0 o a G o 0 0 0 0
21,166,409 377,972 -
-_-
54
1,35480008... f 27 7294 1,701 1;15,328 395202 0 0 0 0 0 0 0 195,'0(5 0
1 R n 281 bi
`354 U 0 354 243,840 0
o ^-
i 'I 700 SIS 828 15 828 0 0 l i 0 --
e
0 ( D 16,82E 0
120,932 I 0 0 0 0 0 0 U 0 0 0 0 0
7,374 104,9.59 t2t,959 0 fr 0 0 0 1 0 i20132' 0 _..... _.
-,-- - , afio 20.'l3's 0.132 0 0 0 u 7 o,rt2 0 --
274,000
20,000 0 357 20,00 20.000 0 U 0 ._ ' On
0
87,628 4,779 267,62A 67.628 0 0 0 U U j 0 0 27J620 U .. _...0 (r 74
150,000 a C79 150,000 5 '100 0 U 0 0 ,000 0
600,000 I f 893 600 0011 174(
3 10,714 600,00U con SO 0 0 0 0 0 0 0 600,000 0
2.> 000 q 0 0 0 0 0 'X 150.000 0
2,146,987
..w .._... ,..... -
0 ...-I
0 e 1,902 274,50l1 274,`uaf7 0 0 f1 t) 0 20 f 0 p 274,500 0
598500 U 10, 598,50(1 51,b8.5U0 0 U 0 0 I,) U __ 0 0 SE18,500 0
....___...... 0 0 I1 0 0 0 0 0 _.....-_ _....._-._ ._.........._.._600 000 t f 70 714 714 0 O 0 0 0 I) (300,UU0 0
0 (r
G 0 a 0
0
4,500 U 0 0 0 252,000 0 _ f 0 0 0 0 .. _ ....
5z J
45,200 1 df 5 35,00(r .55.000 0 (1 0 0 I) C) l) 3.5.0f10 0 `.` _ _.35,000 62
3,147 45,200 n5,206 0 0 0 0 0 0 0 45200 O
0 77C,150 077f„i,i50 0 0 00 q q 176.150 0
1' _
0 .._ _.,.
r 0 � 0 0 0 0
_.
......, a 0 0 0 0 0 0 U 0 0 0 ...___
0 0 0
0 0 0 .._.__, 1 _.. .._ ..... _.
31,310 0 559 31,310 3'1,3'10 U Q U 00 0 f) 0 31,310 0
-- U i 6 0 l7 0 0
0 0 0 0 0 0 0 0 i51 0 0 () 0
0 G 0 U 0 C) 0 0 0 U 1 l'1 0 0 D
107,003 z 1,911 0 0 0 0 0 0 iN 003 2 o� o R o
150,000 57:7 135.00f1 135.000 0 0 15000 0 0 10: 0 0 'ISU.900 0
._.0 1 0 0 0
,. _ 0 0 0 0
1 G U 16
206,3102 ( 3 83 0 0 0 0 0 ) i(305 10 ) a 125, 8
8 3 l2.12 125 570 125 578 0 ( 57
55 00 1 5S.000 0 ( 0 0 0
u a o 0 o 20c,312 10, a o 0 0 "
184,328 4 i,29�? iEi4'3?5 1843I5 0 0 1) 0 700000 11 0 0 0 0
0D, 0 0
0
- J 0 0 7 0 0 184.325 0
a 0 U 0 0 0 0 0 o 20 0 0 0 () ----"-
--_
_ 0 0 0 0 0 0 0 0 0 0 G U
0 0 0 U R o a o u 0 0 0 0 -
-- --
u 0 1) 0 0 0 0 0 U 5.749.570 0 0 0 0 .__. .........-..
--- - _
:4-Y3-111 a5 80.416 4,503.311 0 0 0 0 4,113.311 0 1 0 0 4903.311 (4,503,3'11) -- -- -
. a 0 0 0 0 0 0 0 0 G 17 U 0
_ o0 0 U o 0 o u ! o 0 0 0
4,.003,311
376,000 (� 5,fi0f) 0 (r 1) 0 0 3lS b00 0 G x 0 0
� 0 U l f ..,,......_.
7 (7 0 0 0 ..... 0 X U 0
a 0 0 0 U 0 0 0 .. 0 X 0 p
00 0 0 fl 0 0 0 0 ....,.: 0 X U G
9 D 0 U (J 1) 0 0 U q X 6 0
-__
0 0 0 0 0 0 0 x (1 0
.-.. _.. _ 0 X 0 0 .__...-_. .._..... _._.....-...
U f} f
r! 0 0 G D 7 0 0 0 I ()
0 0 G
0 0 Ir 0 0 0 0 17 X G
_ o 0 0 o D o () o X G _.
0 0 0 o n 0 o ri 0 0 x o 0 -
A�..,375,000
I:I 0 0 0 G 0
36,144.005 759 L45A29 30,656.385 2(i.753.57d U 0 ;1,130,000 5.185,3'I'I 1.040,120 635.000 1 U 33.786.885
f0)
2598
Building by Building Information
I_ ] _- --
Building# 1 2 3 4 5 6 7 — g --
56 9 9 9 29
me Units 100% 16% 16% 16% 52% 0% 0% 0% 0%
0 0 0 0 0
--.. _ _-.- _....
0 0 0 0 0
e Footage 7,650 7,650 0 0 0
Y/N) 0% N N N — N
Y/N) 100% Y Y Y Y
is(Y/N) 0% _N N _ N N
redits(Y/N) 0% N — N N N -- - - — ------ i
/N) 0% N N N N
1 7/1/25 7/1/2025 7/1/2025 7/1/2025 7/1/2025 _
in Service 9/1/26 9/1/2026 9/1/2026 9/1/2026 9/1/2026
iervice-HTC 1/0/00
allocated/yr 0 0 0 0 0 0 0 0 0 _
100%/yr 0 0 0 0 0 0 0 0 0
130%/yr 2,375,000 381,696 381,696 381,696 1,229,911 0 0 0 0
cated 0 0 0 0 0 0 0 0 0
100% 0 0 0 0 0 0 0 0 0
130% 0 0 0 0 0 0 0 0 0
)% 0 0 0 0 0 0 0 0 0
:s Allocated 0 0 0 0 0 0 0 0 0
)er building 0
going to be continually in service
2599
56 First Building Placed in Service 9/1/26 Acquisition Credits Allocated/yr 0
56 Last Building Placed in Service 9/l/26 LIHTCs Allocated @ 100%/yr 0
d Place in Service Deadline(9%projects) 12/31/26 LIHTCs Allocated @'130%/yr 2.375,000
0 Construction Contract Completion Date Cal State Credits Allocated @'100% 0
650 Cal State Credits Allocated @ 130% 0
/1/25 State Credits Allocated 0
/1/26 Historic Credits Allocated 0
ap 26 State Historic Credits Allocated 0
in 27 Absorption(avg units/month)per model 11 Solar Credits 0
ep 26
14 Credit Calculation Method:IStandard CMcWation
umu""e ���Roha,TC Units CommercialTax Q'edll Commerci Tax Acq Tax Total Tax
usedNon TC Units Leased Sq Ft Leased Rental Income IncomeCredits Credils Credits
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0
0 19,363 0 0 19,363 169,643 0 169,643
0 38,726 0 0 38,726 127,232 0 127,232
0F 58,089 0 0 58,089 84,821 0 84,821
0 77,452 0 0 77,452 38,876 0 38,876
0 0 193,631 0 0 193,631 420,573 0 420,573
m ax umulative on ax
lit Units Non Tax Commercial Tax Credit Commercial Total Rental Rehab Tax Acq Tax Total Tax
Sol FT Leased Rental Income Credit Rental
:aced Credit Units Income Income Income Credits Credits Credits
0 90,361 0 0 90,361 381,696 0 381,696
0 9Q361 0 0 90'361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
_ 0 _ 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90.361 0 0 90,361 0 0 0
0 _ 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
1,993,304 0 1,993,304
0 0 1,084,332 0 0 1,084,332 2,375,000 0 2,375,000
n ax Cumulative Commercial Tax Credit Commercial an Tax Total Rental Rehab Tax Flc Tax Tonal Tax
In Units Non Tax Sq FT Leased Renal Income Credll Rental q
used Credit Units Income Income Income Credils Cre"11 Credits
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 _ 90,361 0 0 90,361 0 0 0
,. 0 90,361 0 0 90,361 0 0 0
_ 0 _ 90,361 0 0 90.361 0 0 0
0 90,361 0 0 90,361 0 0 0
0 90,361 0 0 90,361 0 0 0
1,993,304 0 1,993,304
381,696 0 381,696
0 0 1,084,332 0 0 1,084,332 2,375,000 0 2,375,000
2600
4uly
2025 2026 2627 2028 2029 2030 2031 2U12 2033 21934 2015 2036 21)17 2038 20341 2010 70ai 0 CI 10'1'AI
U 1 2 3 4 .i 6 7 8 9 111) 11 12 13 14 15 11i 17 1H
0 OOM, 17 0(;, 100 00'4 I OU 111i I W)0011, 10U 00`.%., 100(10' 100 010, 100 001% 1010 00 100.00 4 101)OII".6 100.001,, 1 W)01189 I 0 00`i, 100 00,1„ 100.01111f, 0.011 0 001Sfi
0 IN3,631 1,1060IN 1125,13J I,150]02 1,171.71fi 11 1,190 1,221,134 1.24,11,7 1,210,1u13 1295,871 1.111,7U5 1 348231 137'5,111 1A01611 1,a81,113 1119, 63 0 0 1J.32U,4%2
a u u 9 o 0 0 0
u n n u 0 n o n o 9 p o 9 o n 9 0 9 n n
p 0 193,631 1,106,019 1,128,139 1,150,702 1,173,716 1,197,190 1,221,134 1,245,557 1,270,468 1,295,877 '1,321,795 1,34B,231 1,375,195 1402,699 1,430,753 1459,368 0 0 I'9,320A 72
0 ('I1,li18) (66,m 1) (67,688) (69,042) (70,423) (71,831) (73,278) (74.,Y'33) (71;i,228) (71,753) (79,308) (813.894) (82,512) (84,162,) (85,845} (87,5P2) 1,1 U ('1;9 G9,228)
0 I'1 0 0 0 p 0 0 fl 0 p U I) 0 5 0 0 0 0
O o 9 u u u o n o a o u a 9 0 0 o u 9 0
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2602
i I Enterprise-
March 19, 2025
Mr. Steven Kirk
President
Rural Neighborhoods
19308 SW 380"' Street, PO Box 343529
Florida City, Fl, 33034
Deal- Mr. Kirk:
Thank You for considering Our proposal! This letter outlines the terms and conditions
Linder which Enterprise flousins, Credit Investments (**Enterprise") as representative for one or
more equity funds will make all equity investment in Landings at Sugarloaf(the "Project")
located in Lower Sugarloaf Key, FL.
A. The Project
• Involves the new construction of56 rental units in four buildings, 100% of which will
be ]eased to 1.11-ITC-eligible households
• Is projected to qualify for:
o $2,375,000 of annual Federal LOW-111COlue Housing 'Tax Credits (the "Federal
Housing Credit"), based on the following tax credit percentage, which will be
locked as of closing: 9% for construction
B. Project Ownership, Fees, Cash Flow and Capital Proceeds Allocations
• Sponsored by Rural Neighborhoods, Inc. (the * Sponsor")
• The general partner will be a for-profit subsidiary of the Sponsor(the "General
Partner"), which will be a single Purpose entity with a 0.0 1% interest in the
partnership. While the 1-01 refers to an LP structure for the partnership, the Sponsor
may Subsequently propose to use an LLAI or LLC structure.
• The Enterprise equity fund will be the limited partner (the "Limited Pal-tiler") with a
99.99% interest in the partnership
• Development Fee —the development fee in the amount of$4.207,134 will be payable
as follows:
* $2,747.626 is projected to be paid Out of equity as detailed in Section C below
* $0.00 is projected to be paid from Sources other than equity on terms approved
by the Limited Partner
* The remainder is deferred and paid from cash flow at the interest rate shown
in the projections.
• Investor Services Fee -the Limited Partner will receive an investor services fee ce of
$7,500 inflating 3% per year paid in accordance with Section F. Unpaid investor
I`,NJTR PRISE HOUSM(i CREDIF I NVLS I M F NIS,
70 Corporate Center m 11000 13FOken L and I lwk«m 0 suite 700 0 CO I Unihia.MD D 21044 N 410,964.0552 H nterffk CC 011 111IL1116 01-21
'"lfthere is a discrepancy between any figure~shown in this letter. conipared to the projections shared by Enterprise,
please defer to the proliections.
2603
Letter of Inlei-esi v2fi)i-Lwulin�Ts a/ Sut�al-loqf 3/19,12025
services fee will accrue without interest and be paid as a priority from subsequent cash
flow or proceeds from refinancing or sale
• Partnership Administration Fee - the General Partner will receive a partnership
administration fee Ol'Up to $25,000, inflating at 3% per year paid in accordance with
Section E. Unpaid partnership administration fee will accrue without interest to be
paid from Subsequent cash flow or proceeds from refinancing or sale
• Gross Income Allocation (GIA)—a priority cash distribution of 90% will be made to
the General Partner (accompanied by a special allocation of an equal amount of
income) with the remainder to the Limited Partner
• Credits and operating, profits and losses - will be allocated 0.0 1% to the General
Partner with the remainder to the Limited Partner
o Special Allocation of Losses to the GP - Subsequent to the credit period at the
discretion of the Fund, LIP to 90% of losses may be reallocated to the General
Partner to minimize exit taxes.
Ownership Assumptions Inv. Mern. For Profit mmYAM; Non Profit MMIAM
Percentage Ownership Interest 99.990% 0-01% 0.00%
Share of CF After GIA WHO% 0-01%1 OM%
Share of Capital Proceeds at Sale 10.000% 90.00% 0.00%
Investor Income Tax Rate: 2 1-OM/,'Notes:
GIA-(Priority Cash Distribution to GP) K00% 0.00%
• Refinance or Sale Proceeds Split — proceeds will be distributed 90% to the General
Partner with the remainder to the Limited Partner
C. Pricing of Credits and Schedule of Capital Contribution Payments
The Limited Partner proposes making an investment of$19,000,000 based upon:
0 $0.80 per dollar of Federal I-IOUSiL10 Credit('"Federal 1-10LISH-Lo Credit Price")
We assume the Limited Partner will be admitted to the partnership September 1., 2025. If
prior to closing there are material changes in the timing underwriting or timi
Z-- --assumptions or
Enterprise's cost or availability of capital, or if the planned closing date is delayed, the
Limited Partner may adjust the investment. Capital contributions ("Payments"), as
scheduled in the projections., will be due upon the satisfaction of conditions and delivery of
the items Outlined below, to the extent not provided at closing, with approval by the Limited
Partner. All Payments are C011till(yellt upon satisfaction of the conditions of prior Payments.,
and receipt of reporting items (see Section I below) and representations and warranties to
111SUre the Pro g)
'ject's viability. Additional conditions may be imposed during underwriting
and will be reflected in the final partnership agreement (the*'partnership Agreement").
First Payment: Admission $2,850.000 (15%)
Up to the amount prqjjected but limited to the amount needed to cover immediate costs.
Page 2
2604
Leiter (?fInlerest v2,1br Landings at Sugurloal 3/191,2 02 5
$686,907 ot'Development Fee (25% of paid fee) will be paid as part of this Payment.
Second Pavment: Completion (Partial Pa dam) $3,230,000 (17%)
$0 of Development Fee (0% of paid fee) will be paid as part of this Payment.
On the latest to Occur of April 1, 2027 and:
• Loan documents for loans closed as of the admission date
Owner's title insurance policy
Carryover allocation agreement and accountant certified 10% documentation
• Temporary certificates of occupancy for 100% of the units (for renovation
projects, all applicable building department signoff on permits or recorded notice
of completion or other such confirmation that the local government approves of
the completed work may be acceptable in lieu of certificates of occupancy)
• Construction completion which requires that the Limited Partner and its
consultant accept the architect certification that construction is complete in
accordance with the relevant project documents., excepting punch list items that
do not impede Occupancy on a full rent paying basis provided that funds are
escrowed or retained by construction tender to complete them
0 Radon testing for each building and evidence of mitigation, it.'required
® Title report evidencing there are no recorded mechanics liens that have not been
released or bonded against
0 Partial lien release and current AIA forms G702 and G703
0 Current Source and use schedule for the Project confirming sufficient funds will
be available to achieve loan conversion (-Loan Conversion") which consists of-
• Conversion of all loans to permanent status
• Closing and funding of all permanent loans in accordance with the terms
shown on the Projections
• Repayment of all construction loans
• Approval of all loan documents
0 Required insurance
0 General Partner's Section 168(h)(6)(F) election
0 Satisfactory evidence of the partnership's valid and timely election to be treated
as an -electing, real property trade or business" under Section I 63(j)(7)(B) of the
Code;
® If applicable, evidence that application has been properly filed for special
property tax classification, abatement, or exemption
Third Payment: Completion (Cost Cert) $10.070,000 (�53%)
$686,907 of Development Fee (25% of paid fee) will be paid as part ofthis Payment.
On the latest to occur of July 1, 2027 and:
Draft accountant prepared cost certification documenting the Pro j ect's eligible
basis, balanced Sources and uses, and calculation of annual credit
Paoe 3
2605
Leu,cr olliverest v2fin-Landin, at Sugarloql* 3/19/2025
Current Source and use schedule for the Project confirming sufficient funds will
be available to achieve loan conversion ("Loan Conversion") which consists of-
• Conversion of all loans to permanent status
• Closing and funding of all permanent loans in accordance with the terms
shown on the Projections
• Repayment of all construction loans
• Approval of all loan documents
Fourth Payment: Conversion/Stabilization $2,575,000 (13.55%)
$1,098,812 of Development Fee (40% of paid fee) will be paid as part of this Payment.
On the latest to occur Of July 1, 2027 and:
• Permanent certificates Of Occupancy for 100% of the units (for renovation
projects, all applicable building department signoff on permits or recorded notice
of completion or other Such confirmation that the local government approves of
the completed work may be acceptable in lieu of certificates of occupancy)
Final mechanic's lien release and final AIA forms G702 and G703
• Final as-built ALTA survey
• Recorded extended use agreement. When the state process precludes recording
the extended use agreement prior to the end of the first credit year, Enterprise may
defer this requirement
Final accountant certified cost certification documenting the Project's eligible
basis, balanced sources and uses, and calculation of annual credit
98% documented tax credit qualified Occupancy
Credit projection
If applicable, executed PILOT agreement or approval of property tax
classification, abatement, or exemption
Stabilization Date, which is the date that is the later of-
i. Construction completion
ii. The date the Project has satisfied the required debt service coverage ratio
(the -Coverage Ratio") of 1.15 for a period of three (3) consecutive
calendar months evidenced as a single time period, with revenues
calculated on a cash basis and expenses on an accrual basis. Rental and
operating Subsidy payments receivable may be included in rental income
(up to the projected subsidy income) provided such amounts are not more
than sixty (60) days in arrears. Revenue shall not include non-recurring
revenue nor tenant-based voucher income exceeding MaXiInUrn Federal
HOUSiffil Credit rents. Throughout this period, the underwritten physical
occupancy of the residential units is achieved and revenue equals or
exceeds g projected effective ross income.
qJ -- Project expenses (including
required reserve funding) will be the greater of:
I. actual expenses; OR
1 the lesser of
A. the expenses shown on the projections
jections
B. the current approved budget
Paoe 4
2606
Letter cif Interestv2,1(')r Landings wSugorloq 3/19,,2025
Note that the Coverage ll"Ratio may be adjusted upward during Underwriting
Z_ Z�_ -
to maintain appropriate minilTIL1111 Coverage t,
Ratio during the initial
compliance period.
For declining coverage ratio deals: the Coverage Ratio for Stabilization shall
Z__
equal the greater of 1.15 1.05 for DCR or that which maintains compliance
with permanent lender requirements through the Compliance Period or 1.10
DCR through the end of the Compliance Period. The trending and vacancy
used in this analysis will be the final underwritten 'growth in revenues,
expenses, and vacancy. If during underwriting we structure into the deal a
Coverage Ratio Reserve, the projected releases as projected would be
credited to the NOI for the purposes of this analysis.
0 Loan Conversion, which may be simultaneous with equity funding per this
Payment
Fifth Payment: 8609 $275,000 (1.45%)
S275,000 of Development Fee(10% of paid fee) will be paid as part ofthis Payment.
On the latest to occur of October 1, 2027 and:
® Receipt of IRS Form(s) 8609
Tax return for the first Federal Housing Credit year
0 Z__
'I'tiese installments will be used as follows:
Developer
Timing and Amount of LP Capital Contributions Project Fee and operating
Costs Overhead Legal Reserve Total
Payment Project Milestone Date " 15,785,864 r 2,747,626 ' 66,000 411,570
1 Admission ON1125" 2,108,093 ' 686,907 ' 55,000 2,850,000
2 Completion Partial Paydown 0410 V27 3,230,000 3,230,000
3 Completion Cost Cert 07101127P 9,383,093 686,907 10,070,000
4 Stabilization/Conversion V 07/01/277 1,064,618 1,098,812 V 411,570 2,675,000
6 Tax Returns I 8609s F, 10/01/27 Pr 275,000 275,000
TOTAL r$ig,odo,obb '$153H.H4 ' $2J47.626 $55.000 ' $411.570 $19.000.000
D. Adjusters
'T'he maximum aggrega
te upward adjuster is 5% of the projected total capital contribution
and payment thereof shall not be Sl_lbJeCt to any conditions other than as may be set forth
below. The calculation of the ad,jUster will be subject to the Limited Partner's approval
and include no negative tax implications to the Limited Partner. Ifthe unpaid Payments
are less than any downward adjustment, the General Partner will make a cash
contribution in the amount of the deficiency on an after-tax basis to be distributed to the
Limited Partner-, credit adjuster advances shall be deemed a capital contribution of the
General Partner, unless permitted, in the Limited Partner"s sole discretion after tax
analysis, to be made in the form of non-interest bearing, cash-flow contingent loan. "I"he
specific adjustments follow:
llaoe 5
2607
Letter 0/117terest 1,2 fin-Landings alSugarloqf 3/19,12025
1. Total Credit Adjuster:
If there is a reduction of total credits of any type at any time, as compared to projections,
then the next Payment will be reduced. The amount of the downward adjuster will be the
respective credit price multiplied by the reduction of the relevant credits.
If there is an increase of total credits of any type., as compared to projections then the
aggregate capital contribution will be increased as of the Payment for which 8609s are
aggregate
received. The amount of the upward adjuster will be the respective credit price
multiplied by the increase of the relevant credits.
2. Timing Adjuster:
If there is a reduction in equity according to the following paragraphs, it will be
implemented as of the Payment dependent upon the Stabilization Date. Any additional
equity funded Linder this section D.2 will be payable as part of the Payment requiring
receipt of the relevant tax return showing the faster delivery, by year. If the Project
delivers fewer Federal HOLISill )Z-- Credits than shown in the following schedule, total
"ZI
capital contribution will be reduced by $0.58 per dollar of credit differential, and if the
Project delivers more Federal I-IOUSing Credits than shown in the following schedule,
total capital contributions will be increased by $0.58 per dollar of credit differential:
2026 2027
$212,817 $2,375,000
The credit delivery shown is based on the unit leasing schedule shown on the Lease Up
page in our attached projections. The timing adjusters may vary between 1,01 and filial
closing as the investor's internal rate of return requirement changes. Ifthe increase in
first year Federal Housing Credits results in any loss of Federal Housing Credits due to
the 2/3 rule, the increase will be reduced by both the permanent loss offederal Housing
Credits and present value of the rescheduled credit delivery.
3.
Recapture Adjuster
If the actual Federal FIOUSHIO Credits allocated to the Limited Partner on the federal tax
return are less than projected (after adjustments per 1).1 and D.2 above), or there is
recapture of Federal Housing Credits, then the Limited Partner's capital will be reduced
by $1.00 for every dollar reduction in the amount of Federal HOUSil`12, Credits Plus any
interest and penalties imposed by the IRS.
If it is determined that a recapture adjuster juster will be applicable in Subsequent years, the full
adjuster for the future years will be made at the time of the initial determination. If the
unpaid capital contributions are less than this adjustment, the General Partner will make a
cash contribution in the amount ofthe deficiency on an after-tax basis. This contribution
will be distributed to the Limited Partner.
4. Depreciation Adjuster
Failure to make various General Partner or Sponsor tax and Project depreciation elections as
called for in the pro,jections and the Partnership Agreement will result in a reduction in
capital contributions to reflect the reduction in benefits to the Limited Partner. If unpaid
Page 6
2608
Leper(?fInteresl i,'2fi)r Lindinty al Sugarloaf 3/19/2 02.5
capital contributions are less than such adjustment, the General Partner will be required to
make a cash contribution tip to the amount Of Such reduction in tax benefits on all after-
tax basis. This contribution will be distributed to the Limited Partner.
S. Excluded Credit Adjustment Amount
There will be no adjuster for any reduction or recapture of credits if Such reduction or
recapture is due solely to (i) an act or omission attributable to gross negligence or
intentional misconduct Of the Limited Partner in violation of the Partnership Agreement,
(ii) the transfer by the Limited Partner of all or a portion of its interest in the Partnership;
or (iii) any change in the Code or change in Treasury Regulations (except as related to the
Average Income minimum set-aside election) that occurs after the effective date of the
Partnership Agreement, with which the General Partner is unable to comply despite the
exercise of good faith and reasonable efforts.
E. Application of Cash Flow and Refinance or Sale Proceeds
1. Cash Flow
Cash remaining after funding operating expenses, reserve deposits, and required debt
service will be applied according to the following priorities:
a) to the Limited Partner for:
i. Unpaid credit deficiency
ii. taxes owed oil taxable income allocated to the Limited Partner
iii. unpaid Investor Services Fees
b) to replenish the operating reserve to required level
c) to the property manager for the cash flow portion ot'property management fee (if
related manager)
d) to the developer to pay off remaining deferred Development Fee
e) to the General Partner
i. to reimburse operating deficit contributions
ii. for Partnership Administration Fee (if applicable)
iii. to reimburse development advances, at the Limited Partncr*s sole discretion
after tax analysis
1) Contingent loan payments with limits for each loan scheduled in the projections and in
accordance with the loan documents
g) A percentage to the General Partner accompanied by a special allocation of income
of such arrIOUnt and the remainder to the Limited Partner per Section B above
2. Capital (Refinance or Sale) Proceeds
The proceeds of a refinance or sale of the Partnership's property. net of paying off
Outstanding debt., will be distributed according to the following priorities:
a) to the Limited Partner for
i. Unpaid credit deficiency
ii. taxes owed resulting from the sale or refinancin-
III. unpaid Investor Services Fees
b) to the developer for unpaid Development Fee
Page 7
2609
Leiver (�I'Jweresl tit fin-Landings tit Sugarloqf J/
19/2025
0 to the General Partner
i. to reimburse operating deficit contributions and credit adjuster advances
ii. for Partnership Administration Fee (if applicable)
ill to reimburse development advances, at the Limited Partner's sole discretion
after tax analysis
d) Distributions to the General Partner and the remainder to the Limited Partner in
accordance with Section B of this agreement.
:=1
F. Disposition of the Limited Partner's Interest
The Limited Partner will have an absolute right to withdraw from the Partnership after
the credit period. Beginning after the credit period the Limited Partner may require the
General Partner or its designee to purchase the Limited Partner's entire interest in the
Partnership for one hundred dollars ($100.00) and to provide adequate protection against
the possibility of tax credit recapture through the end of the compliance period.
The General Partner will have the following purchase options which will terminate
twelve months after each respective trigger date:
I. Purchase of the Limited Partner's Interest
"Me General Partner will have the option to purchase the Limited Partner's interest at the
end of the initial compliance period for a price (**Buyout Price") equal to the greater of
(a)the appraised value of the Limited Partner's interest subject to all applicable use
restrictions, or(b) any taxes payable by the Limited Partner attributable to the sale of its
interest in excess of projections (Currently projected to be $88.000).
2. Purchase of the Project
After the initial compliance period, the General Partner will have the option to purchase
the Pro'ject for a price equal to the greater of(a) the as-is appraised value of the Project
Subject to all applicable use restrictions, or (b) (i) the total amount of"debt on the Project,
plus (ii) any taxes payable by the Limited Partner due to the sale, in excess of
projections (Currently projected to be $88,000).
3. Ri,()ht of First Refusal
The Sponsor, or another qualified 501(c)(3) corporation approved by Enterprise. will
have a right of first refusal to purchase the real estate ofthe Partnership for a price
equal to the sum of: (i) taxes payable by the Limited Partner due to the sale. and (ii)
outstanding debt secured by the real estate.
G. Genelral. Partner Obligations
All obligations cif the General Partner, including but not limited to the following, will be
Ularanteed by Rural Neighborhoods, Inc. (the The General Partner and
Guarantor must demonstrate to Enterprise, in its sole and absolute discretion, their ability
Z__ t, Guarantor's financial capacity to provide meaningful guarantees. A detailed review of the ( I
and REO schedule will be completed prior to closing, and material declines in Guarantor
capacity may result in a requirement for additional guarantors. A $2 million dollar
liquidity covenant and $5 million dollar net worth covenant will be required during the
compliance period.
Page 8
2610
Letter (?fhneresl v2fi)r Landings alSivgarloql' 3/1 V/2025
1. Guarantees
a) Achieve lien-free construction completion, cover all development advances
necessary for the completion of the Project, and convert to permanent financing at
the amounts and terms shown in the projections. Advances Linder this guarantee
will not be reimbursed, unless approved by the Limited Partner at their sole
discretion, in which case they may be structured as non-interest bearing, cash-
flow contingent loans.
b) Advance funds needed to cover operating deficits until the later of the
Stabilization Date or Loan Conversion.
c) After the later of the Stabilization Date or Loan Conversion, advance funds
needed to cover operating deficits Lip to 6 months of operating expenses, reserve
contributions, and debt service currently scheduled to be $4 12,000. The duration
Of this guarantee is at least 5 consecutive audited years (including the calendar
year ot'Stabilization or Loan Conversion) following, the later Of Loan Conversion
or Stabilization Date. ]"his guarantee will continue until such time as:
i. the operating reserve is funded as per Projections
11. the Project has achieved the Coverage Ratio for the final 2 consecutive
years of the guarantee period. This ratio may be adjusted during
__
underwriting to maintain a rninin'lUrn Coverage Ratio during the initial
compliance period
d) Contribute capital to fund:
i. ad,jUsters as described in Section D above,
ii. reserve accounts not funded due to capital contribution adjustments, and
Ili. Unpaid Development Fee at the end of the compliance period.
e) Repurchase the Limited Partner's interest if:
(A) At any time before the Project has operated at Break-even for a period of
three (3) consecutive calendar months, any loan is in default, after the
expiration of any applicable notice and cure period, or an action is
commenced and successfully executed to foreclose, abandon, or
permanently enjoin the construction of the Project;
OR
(B) 11"the Partnership tails to:
i. Receive a valid carryover allocation or spend the required 10% or place the
construction expenses in service by the end of the second year following
receipt of .I valid carryover allocation
I i. Achieve the minimum set-aside test for the Project
ill. Achieve at least 75% oil'the projected Federal HOLISiffi, Credit
iv. Operate at break-even for 3 consecutive months within 18 months of the
completion date
V. Achieve Loan Conversion
vi. Maintain any loan commitment which is not replaced by a comparable
commitment acceptable to the Limited Partner
Page 9
2611
Leller of hilerest v2 fin- Landings al Sugorloqf 3,119/202 5
vii. Receive 8609s by September I of the second year after the first year of the
credit period for the last building placed in service.
If the 8609s are delayed until after September I of the year after the first year
of credits, then the first year's credits will be deferred until the following tax
year. There will be timing adjuster implemented for late delivery of.'8609s in
the amount of$0.09 cents for the delayed credit per tax year until the tax
year that credits can be claimed upon receipt of the 8609s. If the project
accountant claims credits prior to 8609 delivery due to reasonable cause
(when applicable), this adjuster would not apply.
OR
(C) Upon an Event of Bankruptcy with respect to the General Partner or the
Guarantor prior to the completion date.
The repurchase price will be 100% of capital contributions made to date Plus
interest at the Prime Rate plus 2%, Plus the costs and expenses incurred (including
reasonable attorneys* fees incurred to enforce these provisions) less the credits
allocated to the Limited Partner not subject to recapture.
f) Indemnify the Partnership and the Limited Partner for any income tax liability on an
after-tax basis or costs to remove liens realized by the Partnership or the Limited
Partner in any taxable year attributable to any taxable grant not approved by the
Limited Partner. This indemnification is a recourse obligation of the General Partner
and shall survive the dissolution of the Partnership and/or the insolvency,
bankruptcy, removal, or withdrawal ofthe General Partner.
Indemnify and hold harmless the Partnership and the Limited Partner from any loss
Incurred due to the General Partner's gross negligence, fraud, willful misconduct,
malfeasance, material breach of any representation, warranty, covenant, or
agreement, or environmental violations. This indemnification is a recourse
obligation of the General Partner and shall survive the dissolution of the Partnership
and/or the insolvency, bankruptcy, removal, or withdrawal of the General Pat-tiler.
2. Reserve Requirements
a r.-1) The operating reserve (the -Operating Reserve") will be funded in the total amount
of at least 6 months of operating expenses, reserve contributions, and debt service
Plus the amount necessary to maintain the Coverage Ratio through the compliance
period, and is currently scheduled to be $411,570. After the PrQject has achieved the
Stabilization Date and I-oan Conversion, the General Partner will be permitted to use
the Operating Reserve prior to making operating deficit contributions to the extent
the Operating Reserve has been funded as of the date of the deficit.
Upon termination and winding tip of the Partnership, sub,ject to the provisions of the
Partnership Agreement, the balance in the Operatin(, Reserve shall be used to pay any
tax exit and transfer taxes) imposed on the Partnership,the Limited Partner
and its partners as a result of the sale of the Partnership Property and winding LIP of
the Partnership or for other uses approved by the Limited Partner. Paying off Sponsor
notes is an eligible use of these funds.
Pa-e 10
2612
Latter of Interest v2 fOr Landing, ulSugurloqf 3/19,202 i
b) The lease-tip reserve (I-ease-Up Reserve"), Must be budgeted in the amount
needed to cover the projected deficits prior to the Stabilization Date. Borrowing
authority under Construction period loans may be used as a Source. After the
Stabilization Date, unused funded Lease-Up Reserve will reimburse development
advances or reduce deferred Development Fee or partner or other loans (with the
approval of the Limited Partner) with any remaining balance deposited into the
Operating Reserve.
c) The replacement reserve (the **Replacement Reserve-) will be funded from
operations in the amount of$300 per unit per year, -)increasing 3%annually. For
L_
rehabilitation projects, the physical needs over time analysis may indicate that a
higher annual contribution is required.
H. Opinion of Counsel & Syndication Costs
The Limited Partner's attorneys will prepare the Partnership Agreement. review due
diligence, and prepare the tax opinion. The Partnership will pay the Limited Partner's
attorney fees, estimated to be $55.000. but could be greater in the event of an extended
closing schedule or extraordinary deal complexities.
The Limited Partner will require a satisfactory opinion of Partnership's Counsel on certain
corporate and other matters including Cori-nation of the Partnership, limited liability of the
Limited Partner, no conflict between the Partnership Agreement and other binding
contracts, no litigation, etc. The General Partner and the Partnership's counsel will prepare
all other necessary documents, collect due diligence, legal opinions. and perform other work
necessary to complete the transaction.
The Partnership will pay the costs of construction plan review and inspections as
commissioned by the Limited Partner. Enterprise will endeavor to engage the same reviewer
,is lenders to manage costs. The Guarantor will be obligated to pay plan review and
inspection invoices in a timely manner ifthe partnership fails to do so. Failure to do so
will result in suspension of inspections and reports, which will lead to an inability to fund
draws dUrint, construction and any construction-period capital contribution installments. The
Limited Partner will work in good faith with the construction lender to select a firm that can
be shared in order to reduce any incremental costs.
1. Reporting
The Partnership will deliver to the I.Jrnited Partner:
a) Construction progress reports
b) monthly lease-Up report within 15 days after each month
c) The Partnership will be required to prepare quarterly and annual reports in form
and Substance satisfactory to investor as set forth in the Partnership Agreement.
d) annual draft audited financial statements and draft tax returns not later than 45
days after the end of each year and final audited financial statements and filial tax
returns not later than 60 days after the end of each year. The audit and tax return
Must be prepared by a certified Public accountant approved by Enterprise. Late
delivery of annual audited financial statements or tax returns obligates the
General Partner to pay to the Limited Partner the sum of$100 per day until
Limited Partner's receipt of Such statements or returns.
Pape 11
2613
Letter(?I Interest v2fi)r Landings at Sligarloqf 3/19,,,2 02 i
.j. Additional Requirements
In addition to the conditions set forth above, any investment by the Limited Partner is
contingent upon availability of capital at the time of closing and upon review and
approval by Enterprise's Investment Committee, in its sole and absolute discretion, ofall
of the following:
• Market demand, Rent, and Operating Expenses
• Management Agent and Management Plan
• A compliance consultant to monitor Income Average Test compliance. A compliance
consultant agreement, which provides a review of services to ensure the Average Income
Test and ongoing compliance with AIT Regulations is met.
• Phase I Environmental Assessment including radon, lead paint and asbestos reports.,
as applicable
• Commitments and documents from all other Sources of financing
• Legal or other opinions
• Any other items material to the underwriting of the Project
• Partnership Agreement
• Investor approval
Enterprise may waive any of the conditions to closing set forth in this letter. The waiver
of any condition does not constitute a waiver of any remainino conditions.
Reinainder ofm�(,),e inlenlionully left blank
Paoe 112
2614
Leller of fracresi v2fi)r Landings- al Suga.rloqf 3,1119,,,202 i
The Sponsor acknowledges that this letter of interest is proprietary and confidential and
may not be shared with competing investors or any other developer. Upon execution of this
letter, Enterprise will commence its underwriting and due diligence review and will have its
Outside Counsel commence the preparation of the transaction documents. The Sponsor agrees
that Enterprise will have an exclusive right to syndicate the credits for this Project which will
terminate if the Limited Partner has not been admitted to the Partnership within 90 days after the
projected closing date. Enterprise reserves the right to terminate this letter if the Limited Partner
has not been admitted to the Partnership within 90 days after the projected closin(2, date. Further,
or to the extent there is tax or regulatory reform prior to closing., terms are subject to
renegotiation.
This letter of interest will expire if the COUnter-signed copy is not received by Enterprise
by the I I"' day after the date of this letter. Please remit one fully executed copy right away. We
look forward to working with you!
Sincerely,
ENTERPRISE HOLJSING CREDIT
INVESTMENTS
'Thomas R. Eastman, Vice President
Agreed and accepted:
RURAL, NEIGHBORHOODS, INC.
By: Steven Kirk
Its: President
Page 13
2615
Latter (?fInlerest v2.fi)r Landings ca Sum(Irloqf
1� 3/1 Q/2025
PROJECT ASSUMPTIONS
The terms and conditions are based on the following assumptions, which may be adjusted prior
to closings:
I. Market rents as established by the Enterprise market analyst are at least 10% above the
scheduled Linsubsidized rents and at least equal to the rental subsidy contract rents.
2. Total vacancy loss (physical vacancy plus loss to lease and bad debt) rate of 6%.
3 Annual operating expenses of$10,562 per unit net of Replacement Reserves and
Investor Services Fee. The operating expense budget will be analyzed in further detail
during Underwriting and adjustments will be made, as necessary. Enterprise will
approach operating expense underwriting by identifying four properties that are
comparable to the subject property. The comparable properties that are used will be
identified from Enterprise's portfolio as well as from external sources. The expense
categories will be evaluated on a line-by-line basis and compared to the average of
the comparable properties that are identified.
4. The Guarantor is estimated to have $13.99 million in liquidity and $29.68 million in net
worth as of 12/')1/2023 to Support guarantees.
5. Should the management Project not break even, the property fee paid to parties
J
related to the General Partner Or Guarantor will be deferred and collected from cash
flow.
6. The additional ")ap financing needed to balance the sources & uses (estimated as Loan
I
-1 and Loan 4 inthe projections) is anticipated to be committed by May 30, 2025.
7. Enterprise assumes that the rate for the permanent mortgage will be locked at closing
using a fixed-rate construction-permanent product or a forward commitment which
encompasses the projected Construction, leasing, and stabilization period with a
Cushion. Swaps are not acceptable. Debt service covenants which would put the
project into default as long as payments are being made are generally unacceptable.
8. Written documentation fi-orn the State Allocating Agency in a form
acceptable to Enterprise, may be required to confirm that The Agency will permit the
Partnership to correct errors and omissions with respect to the identification of its
Income Averaging Set-Aside Group Or its Income Averaging Fraction Group
9. The Project contractor will provide a 15% letter of credit or 100% payment and
performance bond. Retainage will be 10%through 50% completion and 5%thereafter
unless limited by state law.
10. Construction will begin by September 1, 2025 and will be complete by January 1,
2027. The projected completion date will be at least 90 days before the placed in
service deadline associated with the 9% credit award. Liquidated damages for delayed
delivery will be built into the General Contract according to the following 1111,11in"11,1111
standards:
0 Contracts tip to $5MM: $500 per day
40 Conti-acts over$5MM LIP to $1 OMM: $1.000 per day
• Contracts over SIOMM tip to S15MM: $1.500 per day
hoe 14
tn
2616
le&r 26x al -1,D9/2 02 5
w Contracts over$l5MM tip k` $2oM&3: $2,VOO per day
• Contracts over$Z0MM LIP to $30MM: $2,5A0 per day
11. For projects in Dnik)rrn Building Code zones 3 o[4, aseisroic yun/cy will be required.
Enterprise will not invest in projects r/iihuScenohoExpcctcdLooarodo (8BL) ohove
4096 post completion. Until such time as the SELia below 2OY6, then earthquake
insurunuusufDcico1|ocoverrcp|uccnzcninjUhudo]ucdb\co[00000ccUbon5%o[
insured value will bcrequired.
12. Depreciation according 0o the fbl|nxin� base election schedule, but with special
allocations om specified inthe projections (inc|udlng depreciating soft costs pro-roka
according to the useful lives o[the hard cnx1s :
Depreciation Assumptions
|oFPGPaFor-Profit Subsidiary ofaNnn-P+ufitY Ye
Will o168(h)(6)Election bemade? Ye
|e there a Commercial Depreciation Override? N
Will there bea Building by Building Overhde? No
Will there beSoft Cost Allocation? Yea
'---- -----i
Depreciable Life ofBuilding 30.0 Years
Depreciable Life of Furniture, FiXtures. Equipment 5 Years
Depreciable Life uf Site Work i 15 Years
Will there be Bonus Depreciation? �Yes
|3. The Ononciu�and tax abnciun: vvil| bcapproved by our tax uUorocy.
Project Name: landings at Sugarloaf
Permanent Loan Sources
Lender Name Int.rate Term Amortization Amount
Other Sources Financin Source Amount
General Partner Other 100
Pa-e |5
2617
Landings at Sugarloaf Key Total Development Cost Pro Forma
Amount % Not in Basis Total Basis
Development Costs
New Rental Units $ 18,905,047 $ (50,000) $ 18,855,047
Site Work -
Other: See Detail -
Actual Construction $ 18,905,047 $ (50,000) $ 18,855,047
GC Fee Max 14% $ 1,577,522 8.34% $ $ 1,577,522
P&P Bond $ 243,840 1.19% $ $ 243,840
GC General Liability $ 243,840 1.19% $ $ 243,840
Landscape/Appliance/
Signage Allowance By $ 440,000 $ $ 440,000
Others
Total Constructon $ $ 21,410,248 $ (50,000) $ 21,360,248
Hard Cost Contingency $ 1,284,615 6.00% $ $ 1,284,615
General Development
Accounting Fees $ 35,000 $ $ 35,000
Appraisal $ - $ $ -
Architect Fee - Design $ 339,200 $ $ 339,200
Architect Fee - Super $ 95,200 $ $ 95,200
Architect Landscape $ 15,200
Builders Risk Insurance $ 267,628.11 1.25% $ $ 267,628
Building Permit $ 16,828 $ $ 16,828
Capital Needs Assess $ - $ $ -
Engineering Fees $ 104,959 $ $ 104,959
Environmental Report $ 20,132 $ $ 20,132
FFE $ 150,000 $ $ 150,000
FHFC Administrative Fee $ 231,519 $ (2311,519) $ -
FFHC Application Fee $ 9,000 $ (9,000) $
FFHC Compliance $ 206,312 $ (206,312) $
FHFC CUR Fee $ 86,286 $ (86,286) $ -
Green Building $ 35,000 $ $ 35,000
Impact Fees Other $ 45,200 $ $ 45,200
Impact Fees FKAA $ 600,000
Private Provider Fees $ 106,000 $ $ 106,000
Insurance $ 252,000 $ (224,000) $ 28,000
Legal Fees $ 425,578 $ (300,000) $ 125,578
Market Study $ - $ $ -
2618
Marketing/Advertising $ 100,000 $ (`II00,000) $
Property Taxes $ 25,000 $ $ 25,000
Relocation Costs $ - $ $ -
Soil Test Report $ 20,000 $ $ 20,000
Survey $ 31,310 $
Title& Recording Fees $ 150,000 $ (`II00,000) 1
Utility Connection Fee $ 168,000 $ $ 168,000
Other: See Detail $ 176,150 $ $ 176,150
Total General Develop $ 3,711,502 $ (1,25 ,11 ) $ 2,454,385
Soft Cost Contingency $ 185,575.11 5.00% $ (62,855.85) $ 122,719.26
Financial Costs
Construction Origination $ 200,000 $ $ 200,000
Construction Interest $ - $ $ -
Non-Perm Closing Costs $ 74,500.00 $ $ 74,500
Perm Loan Origination $ 41,500.00 $ (411,500) $ -
Perm Loan Closing Costs $ 74,500.00 $ (74,500) $ -
Other: See Detail $ 1,198,500.00 $ (600,000) $ 598,500
Total Financial Costs $ 1,589,000 $ ( 16,000) $ 873,000
Total Developer Fee $ 4,508,950 16.00% $ $ 4,508,950
Total Op Deficit Reserve $ 542,112 $ (542,1 12) $ -
Total Land Cost
w/Interest $ 3,065,000 $ (3,065,000) $ -
Toal Development Cost $ 36,297,003 i (5,693,085) $ 30,603,918
Construction Funding
1st Mortgage Financing $ 20,000,000
Secondary Financing $ 6,720,000 MCLA 50 Yr
Balloon;0% Int,
Other: SAIL $ 4,900,400
Remaining
HC Equity Paid Prior to Available Dev
Construction Completion $ 2,867,526 Fee
2619
Deferred Developer Fee $ 1,809,077 40.12% $ 2,699,873
Sources $ 36,297,003
Surplus $ (0)
Permanent Funding
1st Mortgage Financing $ 4,150,000
Secondary Financing $ 6,720,000
Other: SAIL $ 4,900,400
Developer Fee
HC Equity $ 19,116,838 Available
Deferred Developer Fee $ 1,409,765 31.27% $ 3,099,185
Total Permanent Sources $ 36,297,003
Permanent Surplus $ 0
2620
Monroe County Land Authority
("MCLA")
Subsidy Layering Review
The Landings at Sugarloaf Key
Section A: Report Summary
Section B: Supporting Information and Schedules
Prepared by
First Housing Development Corporation of Florida
FINAL REPORT
August 4, 2025
2621
FHDC
The Landings at Sugarloaf Key
TABLE OF CONTENTS
Pate
Section A
Report Summary
Recommendation A 1-A2
Set-Asides & 15-Year Pro Forma A3-A5
Sources Overview A6-A9
Additional Information A 10
Uses of Funds Al 1-A16
Section B
Supporting Information and Schedules
Additional Development& Third-Parry Supplemental Information 131-135
Applicant& Related Parry Information 136-1310
August 4, 2025
2622
FHDC
Section A
Report Summary
August 4, 2025
2623
Subsidy Layering Review FHDC
Recommendation
First Housing Development Corporation of Florida ("FHDC" or "First Housing") recommends
MCLA funding in the amount of$6,720,000 be awarded to The Landings at Sugarloaf Key, LLC
("Applicant") to finance the new construction and permanent financing of The Landings at
Sugarloaf Key ("Development").
Development Name: The Landings at Sugarlaaf I(ey
Address: Southeast Corner and Southwest Corner of Overseas Highway and S.Point Drive
City: Sugarloaf Key Zip Code: 33042 County: Monroe CountySize: Small
Development Category: New Construction Development Type: Garden Apartments
........................................................................................................................................................
Construction Type: Masonry Number of Stories: 3
Demographic Commitment:
Primary: Family for 1001/o of the Units
Unit Composition:
#of ELI Units: 6 ELI Units Are Restricted to 30% AMI,or less. Min%of Units @ ELI: 10%
Buildings: Residential- 4 Non-Residential- 0
Parking: Parking Spaces- 143 Accessible Spaces- 8
DDA: Yes SADDA: No QCT: No Multi-Phase Boost: No QAP Boost: N/A QAP Type:
Site Acreage: 3.390 Density: 16.5192 Flood Zone Designation: AE
Zoning: SC,Suburban Commercial Flood Insurance Required?: Yes
This recommendation is based upon the assumptions detailed in the Report Summary (Section A)
and Supporting Information and Schedules (Section 13). This recommendation is conditioned upon
the following:
1. Finn Commitment or final loan documents from Community Housing Capital, Inc.
("CHC") for the construction/permanent loan with terms and conditions that are not
substantially different than those utilized in this credit underwriting report.
The Landings at Sugarloaf Key Page A-1
August 4, 2025
2624
Subsidy Layering Review FHDC
2. Receipt and satisfactory review of the Final signed, sealed "approved for construction"
plans and specifications by the Construction Consultant and the Servicer. If the
Construction Consultant does not have time to review prior to closing, this condition can
be satisfied prior to the first post-closing draw.
3. MCLA's approval of the 6% hard cost contingency.
4. Receipt of a final Plan and Cost Analysis ("PCA").
5. Verification that Advanced Housing Corp. is listed as the 24.75% co-developer.
6. Confirmation that the plans have been made in conformance with the soils report.
This recommendation is only valid for six months from the date of this credit underwriting
report.
The reader is cautioned to refer to all sections of the report for full information.
Prepared by: Reviewed by:
Stephanie Petry Edward Busansky
Senior Credit Underwriter Senior Vice President
The Landings at Sugarloaf Key Page A-2
August 4, 2025
2625
Subsidy Layering Review FHDC
Set Asides & 15-Year Pro Forma
Set Asides: Program %of Units #of Units %AMI Term(Years)
HC-9% 10.714% 6 30% 50
HC-9% 25.000% 14 50% 50
HC-9% 14.286% 8 60% 50
HC-9% 42.857% 24 70% 50
HC-9% 7.143% 4 80% 50
ELI 10.714% 6 30% 50
SAIL 25.000% 14 50% 50
SAIL 14.286% 8 60% 50
SAIL 42.857% 24 70% 50
SAIL 7.143% 4 80% 50
Other Local 1 100% 56 1 160% 1 50
Monroe County
Low High Net PBRA
Bed Bath HOME HOME GrossHC Utility Restricted Contr Applicant Appraiser Annual Rental
Rooms Rooms Units Square Feet AMI% Rents Rents Rent Allow. Rents Rents Rents Rents CU Rents Income
2 2,0 5 902 30% $879 $103 $776 $776 $776 $776 46,560
2 2,0 13 902 50% $1,466 $103 $1,363 $1,363 $1,363 $1,363 212,628
2 2,0 7 902 60% $1,759 $103 $1,656 $1,656 $1,656 $1,656 139,104
2 2,0 11 902 70% $2,052 $103 $1,949 $1,949 $1,949 $1,949 257,268
2 2,0 12 920 70% $2,052 $103 $1,949 $1,949 $1,949 $1,949 280,656
2 2,0 4 920 80% $2,346 $103 $2,243 $2,243 $2,243 $2,243 107,664
------------------ ---
3 2,0 1 1135 30% $1,016 $118 $898 $898 $898 $898 10,776
$776 1,363
$1 656
$1 9 49
30�3 2,0 1 1135 50% $1,693 $118 $1,575 $1,575 $1,575 $1,575 18,900
3 2,0 1 1135 60% $2,032 $118 $1,914 $1,914 $1,914 $1,914 22,968
3 2,0 1 1135 70% $2,371 $118 $2,253 $2,253 $2,253 $2,253 27,036
-7 56 51,732 _H-1 1 1,123,560
The Landings at Sugarloaf Key Page A-3
August 4, 2025
2626
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Subsidy Layering Review FHDC
Notes to the 15-Year Operating Pro Forma and Ratios:
1. The Development will be utilizing HC and SAIL which will impose rent restrictions. Rent
levels are based on the 2025 maximum LIHTC rents published on FHFC's website for
Monroe County, less the applicable utility allowance.
2. Utility allowances are based on an Energy Consumption Model prepared by Matern
Professional Engineering, Inc. and approved by FHFC staff on May 29, 2025.
3. The appraiser concluded to a 5% vacancy and collection loss, which First Housing found
to be acceptable.
4. The Miscellaneous Income includes other income of $16,800 which is from vending
machines, late charges, pet fees, and forfeited security deposits and $29,568 in
washer/dryer income. Washer/Dryer income is based on $55/month with capture rate of
80% and is more conservative than the appraiser's conclusion of$55/month with a capture
rate of 90%.
5. Based upon operating data from comparable properties, third-parry reports (appraisal and
market study) and First Housing's independent due diligence, First Housing represents
that, in its professional opinion, estimates for Rental Income, Vacancy, Miscellaneous
Income, and Operating Expenses fall within a band of reasonableness.
6. The Applicant has entered into two separate ground leases, which both require an annual
rent payment of$1. Please note the 15-year proforma is increasing the rent payment at 3%
per annual; however, the required annual payment is just$2.
7. First Housing received a signed Management Agreement, dated March 1, 2025, between
the Applicant and Everglades Housing Group, Incorporated ("Manager"). The Manager
will be compensated monthly, based on 5% gross collections. First Housing concluded to
a 5% management fee.
8. Residents are responsible for electricity. The owner will be responsible for water, sewer
trash,pest control and common area electricity.
9. Replacement Reserves of $300 per unit are required. According to the Letter of Intent
("LOI") from National Equity Fund, Inc. ("NEF"), dated May 19, 2025, replacement
reserves will be increasing at 3% annually.
The Landings at Sugarloaf Key Page A-5
August 4, 2025
2628
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Subsidy Layering Review FHDC
Strengths:
1. The Developer (Rural Neighborhoods, Incorporated), General Contractor, and the
Management Company are experienced in affordable multifamily housing.
2. The Developer (Rural Neighborhoods, Incorporated) has sufficient experience and
financial resources to develop and operate the proposed Development.
Waiver Requests/Special Conditions:
1. The Applicant has requested to increase the hard cost contingency amount from 5.00% to
6.00%,which is supported by the PCA prepared by On Solid Ground,LLC. ("OSG"). First
Housing recommends that MCLA approve the contingency of 6.00%. MCLA's approval
of this request is a contingency of this report.
Issues and Concerns:
None
Mitigating Factors:
None
Additional Information:
None
The Landings at Sugarloaf Key Page A-10
August 4, 2025
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Uses of Funds
New Rental Units $18,720,466 $17,890,409 $319,472
Recreational Amenities $0 $0 $0
Site Work $0 $830,057 $14,822
Constr. Contr. Costs subject to GC Fee $18,720,466 $18,720,466 $334,294
General Conditions (6.0%) $1,776,619 $1,114,593 $19,903
Overhead (0.0%) $0 $0 $0
Profit(3.5%) $0 $662,026 $11,822
General Liability Insurance $262,500 $262,500 $4,688
Payment and Performance Bonds $210,000 $210,000 $3,750
Total Construction Contract/Costs $20,969,585 $20,969,585 $374,457
Hard Cost Contingency(6.0%) $1,258,175 $1,258,175 $22,467
FF&E paid outside Constr. Contr. $150,000 $150,000 $2,679
Other: Landscape/Appliances/Signage $453,948 $453,948 $8,106
Other: Private Provider Fees $106,000 1 $106,000 $1,893
Total Construction Costs: $22,937,708 $22,937,708 $409,602
Allowances:
Monument Sign $15,000
Bike Racks $7,190
Existing Utility Pole $10,000
Code Required Signage $20,000
Total $52,190
Notes to Total Construction Costs:
1. The Applicant has provided an executed construction contract dated April 21, 2025. The
contract is a Standard Form of Agreement between The Landings at Sugarloaf Key, LLC
("Owner") and Keystar, Inc. ("GC") where the basis of payment is the Cost of Work Plus
a fee with a Guaranteed Maximum Price ("GMP") in the amount of $20,969,585. The
contract requires a substantial completion date no later than 456 calendar days from the
date of commencement.
2. Hard Cost Contingency is 6% of the total construction contract costs. An increase to the
hard cost contingency is being made due to the market conditions. According to the PCA,
OSG believes a 6% hard cost contingency is reasonable. First Housing recommends that
MCLA approve the hard cost contingency of 6%.
The Landings at Sugarloaf Key Page A-1 1
August 4, 2025
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Subsidy Layering Review FHDC
3. The allowances included in the GC Contract are approximately 0.25% of the GMP. OSG
finds the allowances are reasonable.
IV U11
Accounting Fees $35,000 $35,000
Appraisal $0 $8,650 $154
Architect's Fees $449,600 $449,600 $8,029
Builder's Risk Insurance $267,794 $267,794 $4,782
Building Permits $16,828 $16,828 $301
Engi neeri Ing Fees $104,959 $104,959 $1,874
Environmental Report $20,132 $20,132 $360
FHFC Administrative Fees $231,519 $130,625 $2,333
FHFC Application Fee $9,000 $500 $9
FHFC Compliance Fee $206,312 $249,515 $4,456
FHFC Credit Underwriting Fee $86,286 $22,265 $398
FHFC Other Processing Fee(s) $8,500 $45,000 $804
Green Building Cert. (LEED, FGBC, NAHB) $35,000 $35,000 $625
Impact Fee $625,878 $625,878 $11,176
Insurance $252,000 $252,000 $4,500
Legal Fees -Organizational Costs $425,578 $425,578 $7,600
Lender Inspection Fees /Const Admin $30,000 $30,000 $536
Market Study $0 $5,250 $94
Ma r keti Ing a Ind Adverti s i Ing $90,000 $90,000 $1,607
Plan and Cost Review Analysis $0 $3,200 $57
Property Taxes $25,000 $25,000 $446
SoilTest $20,000 $20,000 $357
Survey $31,310 $31,310 $559
Title Insuranceand Recording Fees $150,000 $150,000 $2,679
Uti I i ty Co n necti o n Fees $168,000 $168,000 $3,000
Soft Cost Contingency (5.0%) $185,617 $169,412 $3,025
Other: Energy Services Installation and licensir $176,150 $176,150 $3,146
Total General Development Costs: $3,650,463 $3,557,646 $63,529
Notes to Total General Development Costs:
1. General Development Costs are the Applicant's updated estimates, which appear
reasonable.
2. First Housing has used the actual costs for Appraisal, FHFC Application Fee, Market
Study, and PCA.
3. The FHFC Administrative Fee is based on 5.5%of the recommended annual housing credit
allocation.
The Landings at Sugarloaf Key Page A-12
August 4, 2025
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Subsidy Layering Review FHDC
4. FHFC Compliance Fee is based on the 2025 compliance fee calculator spreadsheet
provided by FHFC.
5. FHFC Credit Underwriting Fee includes an HC underwriting fee of $20,506 plus a HC
Preliminary Recommendation Letter("PRL") underwriting fee of$1,759.
6. FHFC Other Processing Fees of $45,000 includes the following extension fees: $10,000
for the Limited Partnership Agreement, $5,000 for the credit underwriting report, $10,000
for the notice of commencement, $5,000 for site control, and a$15,000 credit swap fee.
Mill
�
III
Construction Loan Closing Costs $74,5001 $74,500 $1,330
Construction Loan Commitment Fee $200,000 $200,000 $3,571
Construction Loan Interest $1,050,000 $1,234,800 $22,050
Permanent Loan Closing Costs $74,500 $74,500 $1,330
Permanent Loan Commitment Fee $41,500 $41,500 $741
SAIL Closing Costs $0 $30,000 $536
SAIL Commitment Fee $140,000 $98,008 $1,750
Misc Loan Underwriting Fee $0 $8,500 $152
Total Financial Costs: $1,580,500 $1,761,808 $31,461
Dev.Costs before Acq.,Dev.Fee &Reservesl $28,168,672 $28,257,162 $504,592
Notes to Total Financial Costs:
1. Construction Loan Commitment Fee is equal to 1% of the construction loan amount.
2. The Construction Loan Interest of$1,234,800 is based on an interest rate of 6.30%, a 21-
month term, and an average outstanding loan balance of 56%. The GC Contract specifies
a substantial completion of not later than 456 calendar days (or approximately 15 months)
and considering a 6-month lease-up/stabilization period, First Housing has estimated that
a construction term of 21-months is reasonable.
3. Permanent Loan Commitment Fee is equal to 1% of the permanent loan amount.
4. First Housing included SAIL Closing Costs of$30,000 for FHFC legal counsel fees.
5. SAIL Commitment Fee includes a commitment fee and a firm loan commitment issuance
deadline extension fee of 1% on the SAIL Loan.
6. The Misc. Loan Underwriting Fee is associated with the MCLA loan.
The Landings at Sugarloaf Key Page A-13
August 4, 2025
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Total Non-Land Acquisition Costs: $0 $0 $0
Developer Fee- Una pportioned $4,506,987 $4,521,145 $80,735
Total Dev.Fee on Non-Acq.Costs(16.0%): $4,506,987 $4,521,145 $80,735
Land Lease Payment $3,065,000 $2,800,000 $50,000
Land Ca rryi ng Costs $0 $186,877 $3,337
Total Acquisition Costs: $3,065,000 $2,986,877 $53,337
Notes to Land Acquisition Costs:
1. First Housing received a Ground Lease Agreement, dated March 15, 2023 ("Effective
Date"), between Lower Keys Community Center Corp. ("Landlord") and Dockside at
Sugarloaf Key, LLC("Tenant"). The term of the lease shall be as of the Effective Date and
expiring on the 65' anniversary of the Effective Date. The Tenant shall pay to Landlord a
one-time capital lease payment in an amount equal to $1,400,000, which shall be made in
the following manner: i) $140,000 shall be paid by check or wire transfer on or before
March 16, 2023 and ii) $1,260,000 shall be evidenced by a promissory note (see below).
Beginning on the construction loan closing date, the Tenant shall pay the Landlord an
annual base rent of$1 per lease year. First Housing received a Lease Assignment, dated
November 8, 2023, by and between the Landlord, Tenant, and The Landings at Sugarloaf
Key, LLC ("Assignee"), where the Tenant desires to transfer the rights, title, and interest
in the Ground Lease Agreement to the Assignee.
First Housing received a second Ground Lease Agreement, dated March 15, 2023
("Effective Date"), between Lower Keys Community Center Corp. ("Landlord") and The
Landings at Sugarloaf Key, LLC ("Tenant"). The term of the lease shall be as of the
Effective Date and expiring on the 65t' anniversary of the Effective Date. The Tenant shall
pay to Landlord a one-time capital lease payment in an amount equal to $1,400,000,which
shall be made in the following manner: i) $140,000 shall be paid by check or wire transfer
on or before March 16, 2023 and ii) $1,260,000 shall be evidenced by a promissory note
(see below). Beginning on the construction loan closing date, the Tenant shall pay the
Landlord an annual base rent of$1 per lease year.
2. The Land Carrying Costs of $186,877 is an estimate for the interest incurred on the
outstanding promissory notes with Lower Key Community Center Corp.
The Landings at Sugarloaf Key Page A-14
August 4, 2025
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First Housing received a Note, dated March 16, 2023, where Dockside at Sugarloaf Key,
LLC promises to pay to the order of Lowers Key Community Center Corp. in the principal
sum of $1,260,000. The annual interest rate is equal to 4.5% per annum, compounding
annually, on the principal balance outstanding. The maturity date is the early of i)
December 31, 2024 and ii) construction commencement date. First Housing received an
Assumption of Note and Amendment, dated January 1, 2025, by and among Dockside at
Sugarloaf Key,LLC("Assignor"), The Landings at Sugarloaf Key,LLC("Assignee"),and
Lower Keys Community Center Corp. Whereas,the Assignor desires to transfer and assign
all of its interest in the Note to the Assignee, and Assignee desires to accept and assume
the same. According to the Assumption of Note and Amendment, the maturity date of the
Note shall be revised to the earlier of June 30, 2026 or the construction loan closing date.
Since this Note was not assigned over to the Applicant until January 1, 2025, interest from
January 1, 2025 forward has been included.
First Housing received a Note, dated March 16, 2023, where The Landings at Sugarloaf
Key, LLC promises to pay to the order of Lowers Key Community Center Corp. in the
principal sum of $1,260,000. The annual interest rate is equal to 4.5% per annum,
compounding annually, on the principal balance outstanding. The maturity date is the early
of i) December 31, 2024 and ii) construction commencement date. First Housing received
a Promissory Note Extension Agreement, dated June 9, 2025, among The Landings at
Sugarloaf Key, LLC and Lower Keys Community Center Corp.,whereas the maturity date
of the Note has been extended to the earlier of June 30, 2026 or the construction
commencement.
Operating Deficit Reserves $561,780 $375,000 $6,696
Total Reserve Accounts: $561,780 $375,000 $6,696
Notes to Reserve Accounts:
1. According to the LOI from NEF, dated May 19, 2025, an Operating Deficit Reserve will
be required by the syndicator in the amount of $375,000 (equal to 4 months of operating
expenses, debt service, and replacement reserves) to be funded with the third capital
contribution.
TOTAL DEVELOPMENT COSTS:1 $36,302,439 $36,140,184 $645,360
The Landings at Sugarloaf Key Page A-15
August 4, 2025
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General Contractor Fee 9.49% $2,620,865 $1,776,619
Hard Cost Contingency 6.00% $1,048,479 $1,258,175
Soft Cost Conti ngency 5.00% $169,412 $169,412
Developer Fee 16.00% $4,521,145 $4,521,145
The Landings at Sugarloaf Key Page A-16
August 4, 2025
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Subsidy Layering Review FHDC
Section B
Supporting Information & Schedules
August 4, 2025
2640
Subsidy Layering Review FHDC
Additional Development & Third-Party Supplemental Information
Appraisal Summary:
AppraWI S=WryQuestlons Responses Not+
Appraisal Firm Name Meridian Appraisal Group,Inc.
Date of Report 6/18/2025
Confirm certified and prepared for FNFC(Y/N) Y 1.
Date appraisers license expires(should be after report date) 11/30/2026
Occupancy at Stabilization:Economic(%) 95.0%
Occupancy at Stabilization:Physical(%) 96.0%
Value:As Is market value of the land $2,800,000
As of date and type of interest(as if vacant land) 5/30/2025,Fee Simple
Value:"As Complete and Stabilized",subject to unrestricted rents $26,790,000
As of date and type of interest(unrestricted rents) 5/30/2025,Ground Leasehold
Value:"As Complete and Stabilized",subject to restricted rents $8,790,000
As of date and type of interest(restricted rents) 5/30/2025,Ground Leasehold
Does the As Is value of land or land&improvements to be acquired support the acquisition
cost?(Y/N) Y
1. The Appraisal was prepared for the MCLA.
The Landings at Sugarloaf Key Page B-1
August 4, 2025
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Subsidy Layering Review FHDC
Market Study Summary:
arkotStudy Summary Questions, ', Responses Note
Market Study Firm Name Colliers International Valuation&Advisory
Services
Date of Report 5/30/2025 1.
Confirm certified and prepared for FNFC(Y/N) Y 2.
Number of like-kind developments(existing and proposed)in the Competitive Market
17
Area(CMA)
Short Term and I.ongTerm Impact to existing like-kind developments N
Weighted Average Occupancy of like-kind developments(submarket)(must be>_92%) 98.5%
Number of Guarantee Fund Properties in PMA? 0
Metrics for 10 mile radius: 3.
Capture Rate(%) 0,68%
Absorption Rate 30
Will the development achieve maximum allowable NC Rents?(Y/N) Y
For New Construction Units,is the average market rental rate,based on unit mix and
annualized rent concessions at least 110%or greater of a 60 percent of Area Median Y 4.
Income rental rate?
Does market exist to support both the demographic and income restriction set-asides
Y
committed to in the Application or as approved by FNFC orthe Board?(Y/N)
1. The Market Study, dated May 30, 2025, is the same Market Study that was received on
November 20, 2023. The Market Study has a new report date due to the inclusion of an
MCLA as an intended user.
2. The Market Study was prepared for the MCLA.
3. The Primary Market Area is considered to be the area within a forty-mile radius of the
Development.
4. Based on First Housing's calculations,the Development's achievable average market rents
(according to the appraisal) will be 189% greater than the Development's gross 60%AMI
2025 LIHTC rents.
The Landings at Sugarloaf Key Page B-2
August 4, 2025
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Subsidy Layering Review FHDC
Environmental Report Summary:
i nvirAnmen#al Report Summar Questions, Responses Note
Preparer Firm Name Dynatech Engineering Corporation
Date of Report 4/29/2025
Type of Report Phase I Environmental Site Assessment
Confirm certified and prepared for FNFC(Y/N) Y 1.
Were any Recognized Environmental Conditions(RECs)noted?(Y/N) N
Is any further investigation required?(Y/N) N
1. The Phase I Environmental was prepared for MCLA.
Soils Test Report Summary:
Soils,Test Report Summary Questions Responses Note
Preparer Firm Name Nutting Engineers of Florida,Inc.
Date of Report 7/29/2023
Did the engineer provide recommendations forsite prep,foundation,stormwater,and Y
pavement that would make the site suitable forthe proposed development?(Y/N)
Were recommendations outlined consistent with Structural/Engineering Drawings?(Y/N) N 1.
1. This report is conditioned upon confirmation that the plans have been made in conformance
with the soils report.
The Landings at Sugarloaf Key Page B-3
August 4, 2025
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Subsidy Layering Review FHDC
Plan and Cost Review Summary:
Property Conditions Report(PCRJ Summary Questions Responses Note
Preparer Firm Name On Solid Ground,LLC
Date of Report 6/10/2025 1.
Confirm certified and prepared for FHFC(Y/N) Y 2.
Is the GC Contract a Guaranteed Maximum Price Contract?(Y/N) Y
General Contract(GC Contract)Amount(PCA should match GC Contract)($) $20,969,585
Cost per Unit $374,457 3.
Costs for SimilarType Developments(Include Range) $257,602-$263,732 4.
Is the Cost per Unit reasonable?(Y/N) Y 4.
Construction schedule to substantial completion 456 calendar days
Is the development timeline considered feasible?(Y/N) Y
Was an ADA Accessibility Review completed?(Y/N) Y
Are accessibility requirements met and have executed Florida Housing Fair Housing,
N 5.
Section 504 and ADA Design Certificaiton Forms 121,126,and 128 been received?(Y/N)
Does the design conform with all applicable Florida Building and Design Codes?(Y/N) N 5.
Are the drawings and specifications satisfactory for completion and adherance to the
N 5.
scope of the project?(Y/N)
1. Receipt of a final PCA is a contingency of this report.
2. The PCA was prepared for MCLA.
3. The Development's cost per unit of $374,457 includes sitework and special conditions.
The Development's cost per unit less sitework and special conditions is $313,896 or
$364.33/square foot.
4. Please note, the range of$257,602 - $263,732 excludes site work and special construction
or $358.00 - $375.26 per square foot. While the cost per unit is not supported by the
comparables, the cost per square foot is supported. According to the PCA, the costs are
reasonable and what can be expected for a project of this design and remote location in the
Florida Keys.
5. The drawings did not include the floor plan and elevations for the 2B-1.0 ADA unit. There
does not appear to be an accessible path to either of the two (2) trash dumpster enclosures
and the paver patio near Building A.
The Landings at Sugarloaf Key Page B-4
August 4, 2025
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Site Inspection Summary:
Site llisitSummary Questipns Responses Note
Name of Inspector First Housing
Date of Inspection 2/24/2022
Were the observation(s)of the inspector in line with the Market Study?(Y/N) Y
The Landings at Sugarloaf Key Page B-5
August 4, 2025
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Subsidy Layering Review FHDC
First Housing verified that the Applicant and the Co-Developers have an active status on Sunbiz.
First Housing received a Co-Member Agreement, dated January 19, 2019, however, it lists JOAB,
LLC as receiving 24.75% of the developer fee instead of Advanced Housing Corp. According to
an email, dated June 12, 2025, this was an oversight as Advanced Housing Corp. is the co-
developer. Verification this correction is addressed in the closing documents is a contingency of
this report.
First Housing received a Landings at Sugarloaf Key Assignment of Developer Fees, dated July 15,
2025, by and between Rural Neighborhoods, Incorporated ("Assignor"), Landings a Sugarloaf,
LLC and Everglades Housing Trust,Incorporated("Assignee"). According to the Assignment,the
Assigner transfers and conveys to the Assignee not less than 30.125% of the Assigner's total
Developer Fee of 60.25%.
The Landings at Sugarloaf Key Page B-8
August 4, 2025
2648
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RESOLUTION NO.
A RESOLUTION OF THE MONROE COUNTY BOARD OF
COUNTY COMMISSION RESCINDING AND REPLACING
RESOLUTION 037-2024; AND NOMINATING PROPERTY
FOR $6,720,000 AS A ZERO INTEREST 50-YEAR
AFFORDABLE HOUSING CONSTRUCTION LOAN FOR
HARD CONSTRUCTION COSTS FOR DEVELOPMENT OF
56 AFFORDABLE RENTAL UNITS ON PROPERTY
LEGALLY DESCRIBED AS A PORTION OF TRACTS A
AND B, REVISED PLAT OF AMENDED PLAT OF
SUGARLOAF SHORES, SECTION F (PB 6-9) WITH
PARCEL ID NO. 00166976-011300 AND PARCEL ID NO.
00166976-011400.
WHEREAS, The Landings at Sugarloaf Key, LLC, (hereinafter "Developer") has a
contract to purchase a site legally described as a portion of Tracts A & B, Revised Plat
of Amended Plat of Sugarloaf Shores, Section F (PB 6-9) as shown in Exhibit A and
Exhibit B with Parcel ID#00166976-011300 and Parcel ID# 00166976-011400; and
WHEREAS, the Developer received approval of a project for 88 affordable rental units
which was later reduced through legal settlement agreement to 56 affordable rental
units; and
WHEREAS, the property owner has obtained 56 Rate of Growth Ordinance (ROGO)
allocations through reservation by the Board of County Commissioners, which will
control the maximum affordability rates for the developed affordable housing and which
may be more restrictive than those rates required by Monroe County Land Authority
Statute 380.0666 (3)(a); and
WHEREAS, the Developer has received an award of an annual allocation of$2,375,000
in Low Income Housing Tax Credits (LIHTC) and $4,900,400 in SAIL funds from the
Florida Housing Finance Corporation (hereinafter "FHFC"); and
WHEREAS, the annual allocation of credits is expected to generate $19,116,638 from
the investor for the project; and
WHEREAS, in August 2023, the Developer requested a zero interest, 50-year
construction loan in the amount of $2,240,000 from the Monroe County Comprehensive
Plan Land Authority (hereinafter "Authority") to fill a funding gap caused by increased
construction costs, increased interest rates, and increases in wind, flood, and builders
risk insurance, since the initial FHFC award; and
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WHEREAS, the Board of County Commissioners adopted Resolution 037-2024, on
January 31, 2024, requesting the Authority to assist in development of Sugarloaf
Landings by providing a zero interest, 50-year construction funding loan for up to
$2,240,000 on a portion of Tracts A and B, Revised Plat of Amended Plat of Sugarloaf
Shores, Section F (PB 6-9) as shown in Exhibit A and Exhibit B, with Parcel ID#
00166976-011300 and Parcel ID# 00166976-011400 (hereinafter "Subject Property") for
affordable rental housing; and
WHEREAS, Resolution 037-2024 acknowledged that the amount of the request could
change when the construction bid was obtained; and
WHEREAS, in May 2025, the Developer requested to increase the construction loan
amount to a total of $6,720,000 based on continuing increases in construction costs, a
lower than anticipated market price for sales of LIHTCs and increases in impact fees,
insurance rates and utility installation fees; and
WHEREAS, a Subsidy Layering Report received from the FHFC underwriter, along with
the Developer's proforma, has been reviewed by the Authority's consultant professional
on workforce and affordable housing, and based on this information, the consultant
concurs the loan amount is justified to support the development of the affordable
housing units; and
WHEREAS, Monroe County desires the Authority to assist in development of Sugarloaf
Landings by providing a zero interest, 50-year construction funding loan for up to
$6,720,000; and
WHEREAS, as required by Monroe County Land Authority Statute 380.0666 (3)(a),
Authority Funds will be transferred to the County for County disbursement to the
Developer;
NOW, THEREFORE, BE IT RESOLVED BY THE MONROE COUNTY BOARD OF
COUNTY COMMISSIONERS THAT:
Section 1. The above recitals are true and correct and incorporated herein.
Section 2. The Board of County Commissioners Resolution 037-2024 is hereby
rescinded and replaced by this Resolution.
Section 3. The County hereby nominates the Subject Property for up to $6,720,000 for a
zero interest, 50-year construction funding loan for the project by the Authority.
Section 4. As evidenced by Resolution 34-2025, the Authority will encumber $3,460,000
in FY26, and $3,260,000 in FY27 pending availability of FY27 funds, for a total of
$6,720,000 in a zero interest, 50-year construction funding loan for the project.
Encumbrances may be moved to future years depending on fund availability.
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Section 5. Upon receipt of Florida Housing Finance Corporation closing documents, The
Authority will transfer FY26 funds to the County for disbursement to the Developer, as
described in Section 4 herein. The balance will be transferred in FY27 or future years
depending on fund availability.
Section 6. This resolution shall take effect immediately upon its adoption.
PASSED AND ADOPTED by the Monroe County Board of County Commission at a
regular meeting on this 20th day of August, 2025.
Mayor James K. Scholl, District 3
Mayor Pro Tern Michelle Lincoln, District 2
Commissioner Craig Cates, District 1
Commissioner David Rice, District 4
Commissioner Holly Merrill Raschein, District 5
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
BY:
Mayor James K. Scholl
(SEAL)
ATTEST: KEVIN MADOK, CLERK
By:
As Deputy Clerk
Approved as to form and legal sufficiency.
Jeni-Lee MacLaughlin, Monroe County Assistant Attorney
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2653
Exhibit A
A portion of Tract A, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as
recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and being
more particularly described by metes and bounds as follows, to-wit:
LEGAL DESCRIPTION - PARENT PARCEL
Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as recorded
in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida.
LEASE AREA LEGAL DESCRIPTION -
LANDINGS PARCEL-
A portion of Tract A, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as
recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and being
more particularly described by metes and bounds as follows, to-wit:
BEGINNING at the intersection of the Southerly Right of Way line of U.S. Highway No. 1 as
shown on said plat of SUGARLOAF SHORES, SECTION F and the Easterly Right of Way line
of South Point Drive as shown on said plat of SUGARLOAF SHORES, SECTION F, said point
also being the Northwesterly corner of said Tract A; thence N56002'40"E along said Southerly
Right of Way line of U.S. Highway No. 1, for a distance of 515.49 feet to a point; thence
S33057'20"E and parallel with said Easterly Right of Way line of South Point Drive, for a
distance of 164.31 feet to a point; thence S56002'40"W and parallel with said Southerly Right of
Way line of U.S. Highway No. 1 for a distance of 515.49 feet to a point; thence N33057'20"W
along the said Easterly Right of Way line of South Point Drive a distance of 164.31 feet back to
the Point of Beginning. Said parcel of land contains 84,700.17 square feet, or 1.944 acres, more
or less.
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Exhibit B
LEGAL DESCRIPTION - PARENT PARCEL
Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as recorded in Plat
Book 6, Page 9 of the Public Records of Monroe County, Florida.
LEASE AREA LEGAL DESCRIPTION -
DOCKSIDE PARCEL-
A portion of Tract B, SUGARLOAF SHORES, SECTION F, according to the Plat thereof as
recorded in Plat Book 6, Page 9 of the Public Records of Monroe County, Florida and being
more particularly described by metes and bounds as follows, to-wit:
BEGINNING at the intersection of the Southerly Right of Way line of U.S. Highway No. 1 as
shown on said plat of SUGARLOAF SHORES, SECTION F and the Westerly Right of Way line
of South Point Drive as shown on said plat of SUGARLOAF SHORES, SECTION F, said point
also being the Northeasterly corner of said Tract B; thence S33°57'20"E along the said Westerly
Right of Way line of South Point Drive, for a distance of 300 feet to a point on the Northerly
Right of Way line of Cypress Road as shown on said plat of SUGARLOAF SHORES, SECTION
F, said point also being the Southeasterly corner of said Tract B; thence S56°02'40"W along
said Northerly Right of Way line of Cypress Road for a distance of 275.00 feet to a point of
curvature; thence continuing along said Northerly Right of Way line of Cypress Road on a curve
to the right, having a radius of 25.00 feet, a central angle of 35045'14", a chord bearing of
S73055'17"W, a chord length of 7.82 feet, for an arc length of 7.95 feet to a point; thence
N33059'48"W and leaving said curve for a distance of 297.82 feet to a point on the Southerly
Right of Way line of U.S. Highway No. 1 as shown on said plat of SUGARLOAF SHORES,
SECTION F; thence N56002'40"E along said Southerly Right of Way line of U.S. Highway No. 1
for a distance of 282.55 feet back to the Point of Beginning. Said parcel of land contains
84,711.15 square feet, or 1.945 acres, more or less.
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