HomeMy WebLinkAboutCSG ADVISORS, INC. - 2015INSURANCE ON FILE
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UNTIL IN, URANCE E:j PIRES
CLERK OF COUN 1L
DATE: 6 _ '_ }
CONSULTANT AGREEMENT
THIS AGREEMENT, made and entered into this 17th day of February, 2015, by and
between CSG Advisors, a California corporation, (hereinafter "Consultant "), and the City of
Santa Ana, a charter city and municipal corporation organized and existing under the
Constitution and laws of the State of California ( "City").
RECITALS
A. The City desires to retain a qualified consulting firm having special skill and
knowledge in the field of financial consulting services and development.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject
to the terns and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
Consultant shall provide on -call financial analysis and advisory services for
development and housing projects and programs within the City of Santa Ana. These
services include but are not limited to: housing activities funded by Community
City's
Inclusionary Housing funds, housing revenue bond financed programs, and other
competitive federal grants as set forth in more detail in Consultant's Proposal attached hereto
and incorporated herein as Exhibit A.
2. DELIVERY OF WORK PRODUCT
Consultant shall deliver to City any work product which results from the services
provided.
In regard to all copyrightable material produced as a deliverable tinder this
Agreement, including but not limited to books, reports, plans, photographs, and drawings,
Consultant agrees, for itself and its affected officers, employees, agents, contractors, and
volunteer workers, that (a) other such material may not be copyrighted without prior review
from the City, and (b) the authors of all such material, whether copyrighted or not, award to
the City, and to its officers, agents and employees acting within the scope of their official
duties, as a condition of payment to the Consultant, a royalty - free, nonexclusive, irrevocable
license throughout the world for governmental purposes to disclose, publish, translate,
reproduce, and use such materials.
A- 2015 -032
3. COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its
services, the rates and charges identified in Exhibit B (Fee Schedule). The total sum to be
expended under this Agreement shall not exceed $ 100,000.00 during the two -year term.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice including a detailed breakdown of the services and tasks performed, hours and
hourly rates related to performance of those services and tasks, subject to City accounting
procedures.
c. Payment need not be made for work which fails to meet the standards of
performance set forth in the Recitals which may reasonably be expected by City. In the
event that the City disputes a portion of Consultant's invoice, any sums not in dispute shall
be remitted to Consultant.
4. TERM
This Agreement shall commence on the date first written above and terminate on
February 16, 2017, unless terminated earlier in accordance with Section 13, below. The
tern may be extended by a writing executed by the City Manager and City Attorney.
5. INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City, This Agreement is not intended
nor shall it be construed to create an employer - employee relationship, a joint venture
relationship, or to allow the City to exercise discretion or control over the professional
manner in which Consultant performs the services which are the subject matter of this
Agreement; however, the services to be provided by Consultant shall be provided in a
manner consistent with all applicable standards and regulations governing such services.
Consultant shall pay all salaries and wages, employer's social security taxes, unemployment
insurance and similar taxes relating to employees and shall be responsible for all applicable
withholding taxes.
6. INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection
against claims arising from bodily and personal injury, including death resulting therefrom
and damage to property, resulting from any act or occurrence arising out of Consultant's
operations in the performance of this Agreement, including, without limitation, acts
involving vehicles. The amounts of insurance shall be the following: single limit coverage
applying to bodily and personal injury, including death resulting therefrom, and property
damage, in the total amount of $1,000,000 per occurrence. Consultant shall supply City
with a fully executed additional insured endorsement in substantially the form attached
hereto as Exhibit C upon execution of this Agreement and shall be approved in form by the
City Attorney.
b. Business automobile liability insurance, or equivalent form, with a combined
single limit of not less than $1,000,000 per occurrence. Such insurance shall include
coverage for owned, hired and non -owned automobiles.
c. Worker's Compensation Insurance, hi accordance with the provisions of Section
3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be
insured against liability for worker's compensation or to undertake self- insurance. Prior to
commencing the performance of the work under this Agreement, Consultant agrees to obtain
and maintain any employer's liability insurance with limits not less than $1,000,000 per
accident.
d. Professional liability (errors and omissions) insurance, with a combined single
limit of not less than $1,000,000 per claim.
e. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
(i) Consultant shall maintain all insurance required above in full force
and effect for the entire period covered by this Agreement.
(ii) Certificates of insurance shall be furnished to the City upon execution
of this Agreement and shall be approved in form by the City General
Counsel
(iii) Certificates and policies shall state that the policies shall not be
canceled or reduced in coverage or changed in any other material
aspect without thirty (30) days prior written notice to the City.
f. If Consultant fails or refuses to produce or maintain the insurance required by
this section or fails or refuses to furnish the City with required proof that
insurance has been procured and is in force and paid for, the City shall have the
right, at the City's election, to forthwith terminate this Agreement. Such
termination shall not effect Consultant's right to be paid for its time and materials
expended prior to notification of termination.
INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers,
agents, employees, consultants, special counsel, and representatives from liability: (1) for
personal injury, damages, just compensation, restitution, judicial or equitable relief arising
out of claims for personal injury, including health, and claims for property damage, which
may arise from the direct or indirect negligent performance of services of the Consultant or
its contractors, subcontractors, agents, employees, or other persons acting on their behalf
which relates to the services described in section I of this Agreement; and (2) from any
claim that personal injury, damages, just compensation, restitution, judicial or equitable
relief is due by reason of the terms of or effects arising from this Agreement. This indemnity
and hold harmless agreement applies to all claims for damages, just compensation,
restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of
the events referred to in this Section or by reason of the terns of, or effects, arising from this
Agreement, The Consultant further agrees to indemnify, hold harmless, and pay all costs for
the defense of the City, including fees and costs for special counsel to be selected by the
City, regarding any action by a third party challenging the validity of this Agreement, or
asserting that personal injury, damages, just compensation, restitution, judicial or equitable
relief due to personal or property rights arises by reason of the terms of, or effects arising
from Consultant's negligence or willful misconduct on the performance of this Agreement.
City may make all reasonable decisions with respect to its representation in any legal
proceeding.
S. CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and /or proprietary, Consultant
agrees that it shall not use or disclose such information except in the performance of this
Agreement, an further agrees to exercise the same degree off' care it uses to protect its own
information of like importance, but in no event less than reasonable care. "Confidential
Information" shall include all nonpublic information, Confidential information includes not
only written information, but also information transferred orally, visually, electronically, or
by other means. Confidential information disclosed to either party by any subsidiary and /or
agent of the other party is covered by this Agreement. The foregoing obligations of non -use
and nondisclosure shall not apply to any information that (a) has been disclosed in publicly
available sources; (b) is, through no fault of the Consultant disclosed in a publicly available
source; (c) is in rightful possession of the Consultant without an obligation of
confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently
developed by the Consultant without reference to information disclosed by the City.
9. CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests,
direct or indirect, which would conflict in any manner with performance of services
specified under this Agreement.
10. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in
person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or
other telegraphic communication in the manner provided in this Section, to the following
persons:
To City: City of Santa Ana
Clerk of the Council
20 Civic Center Plaza (M -30)
P.O. Box 1988
Santa Ana, CA 92702 -1988
telefacsimile (714) 647 -6956
City of Santa Ana
Director of Community Development Agency
20 Civic Center Plaza (M -25)
P.O. Box 1988
Santa Ana, California 92702
City Attorney
City of Santa Alta
20 Civic Center Plaza (M -29)
P.O. Box 1988
Santa Ana, California 92702
Telefacsimile (714) 647 -6515
To Consultant: Gene Slater, Chairman
CSO Advisors, Inc.
I Post Street
Suite 2130
San Francisco, CA 94104
Telefacsimile (415) 956 -2875
A party may change its address by giving notice in writing to the other party.
Thereafter, communication shall be addressed and transmitted to the new address. If sent by
mail, communication shall be effective or deemed to have been given three (3) days after it
has been deposited in the United States mail, duly registered or certified, with postage
prepaid, and addressed as set forth above. For purposes of calculating these time frames,
weekends, federal, state, County or City holidays shall be excluded.
11. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City
and Consultant, and supersedes any and all other agreements, oral or written, between the
parties. In the event of a conflict between the terms of this Agreement and any attachments
hereto, the terms of this Agreement shall prevail. This Agreement may not be modified
except by written instrument signed by the City and by an authorized representative of
Consultant. The parties agree that any terms or conditions of any purchase order or other
instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall
not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges
that no representations, inducements, promises or agreements, orally or otherwise, have been
made by any party, or anyone acting on behalf of any party, which are not embodied herein.
12. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of
Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein
without the prior written consent of the City and any such assignment, transfer, delegation or
subcontract without the City's prior written consent shall be considered null and void.
Nothing in this Agreement shall be construed to limit the City's ability to have any of the
services which are the subject to this Agreement performed by City personnel or by other
consultants retained by City.
13. TERMINATION
Ibis Agreement may be terminated by the City upon thirty (30) days written notice
of termination. In such event, Consultant shall be entitled to receive and the City shall pay
Consultant compensation for all services performed by Consultant prior to receipt of such
notice of termination, subject to the following conditions:
a. As a condition of such payment, the City Manager may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product
shall be the property of the City unless prohibited by law, and Consultant consents to the City's
use t h ere o f fo r s uc-h purposes as -the- City deems appropriate.
b. Payinent need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
14. DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and
prohibited by applicable law, in the recruitment, selection, training, utilization, promotion,
termination or other employment related activities. Consultant affinns that it is an equal
opportunity employer and shall comply with all applicable federal, state and local laws and
regulations.
15. 3URISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this
Agreement shall be determined and governed by the laws of the State of California. Both
parties further agree that Orange County, California, shall be the venue for any action or
proceeding that may be brought or arise out of, in connection with or by reason of this
Agreement.
16. PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary
licenses, permits, approvals, waivers, and exemptions necessary for the provision of the
services hereunder and required by the laws and regulations of the United States, the State of
California, the City of Santa Ana and all other governmental agencies. Consultant shall
notify the City immediately and in writing of her inability to obtain or maintain such
permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for
termination of this Agreement.
17. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the
power, authority and right to bind their respective parties to each of the terms of this
Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for
any injuries or damages to City in the event that such authority or power is not, in fact, held by
the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully
set forth in die body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and
year first above written.
ATTEST:
ti kt
M
A IA D. HUIZAR AR
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
By: Wz, c �7. %G�—•
Lisa E. Storck
Assistant City Attorney
APPROVED AS TO CONTENT:
Community Development Agency
CITY OF SANTA ANA
/7
DAVID CAVAZOS
City Manager
CONSULTANT
GENE SLATER
Chairman
TAX ID: 58- 2419370
EXHIBIT A
SCOPE OF SERVICES
9
Proposal to Provide
Housing Financial Analytical and
Advisory Services
to the
City of Santa Ana
Community Development Agency
RFQ 14.094
Slibmitted by
CSG I advisors
One Post Street, Suite 2130
San Francisco, CA 94104
(41S) 956 -2454
January 28, 2015
CSG Advisors Incorporated
Proposal: Housing Financial Analytical and Advisory Services
Table of Contents
1. Cover Letter ...................... ...............................
2. Organizational Background ..............................
3. Firm and Personnel Experience ........................
4 Sco a of Services
January 28, 2015
Page 2 of 25
.......................... 3
......................... ............................... 5
......................... ............................... 6
V .................................................... ...............................
5. Relevant Experience ......................................... I...........
6. References ..................................... ...............................
7. Fee Schedule .................................. ...............................
Appendix 1: Financial Advisor Rankings ...........................
Appendix 2: List of Projects from 2010 to Present .............
Exhibit B: Proposer's Statement and Proposal Item Pricing
Exhibit D: References and Relevant Work History
Exhibit E: Proposal Contract and Agreement
Exhibit F: Certification of Nondiscrimination by Contractor
Exhibit G: Non-Collusion Affidavit
15
. .............................17
. .............................17
.............................. 20
.............................. 21
.............................. 22
CSG Advisors Incorporated January 28, 2015
Proposal: Noising Financial Analytical and Advisory Services Page 3 of 25
1. Cover Letter
January 28, 2015
Ms. Natalie Verlinich
Housing Programs Analyst
City of Santa Ana Community Development Agency
20 Civic Center Plaza
Santa Ana, CA 92701
Re: RFQ 14.094
Dear Ms. Verlinich:
We are very pleased to respond the request for Housing Financial Analytical and Advisory Financial
Set-vices. We have worked continuously for the City on all its housing financings since 1985, for the last
30 years, and would be very pleased to be able to continue providing such services.
CSG Advisors (CSO) brings an unparalleled combination of experience in housing development
projects, bonds, real estate analysis, and financial strategy. This enables us not only to structure and
implement specific financings on behalf of our clients, but also to assist agencies in developing strategies
that lead to specific financings that implement specific agency goals.
Nation's Leading Financial Advisor for Housing. We have been the leading financial advisor on
housing in the United States for each year since 1982. CSO has advised on over 3,000 housing
financings totaling over $76 billion. In the last 5 years we have advised on over $12 billion of
housing bond issues.
• California Housing Experience. We have worked for over 25 California local issuers since 1980 on
all aspects of housing finance, including preservation, affordable development, rehabilitation (such
as of the Minnie Street Neighborhood in Santa Ana) and use of CDBG, HOME, NSP, Inclusionary
Housing funds and other resources. We have served as advisor on over 400 local multifamily bond
issues.
• Work for Santa Ana. We have assisted Santa Ana for almost 30 years on more than 25 projects
and a wide range of housing issues and initiatives. In addition to serving as financial advisor of
more $320 million of bond issues including most recently Thee Flower Terrace Project, we helped
the City develop strategies to address Pine Street overcrowding and Minnie Street deterioration.
Both of these programs were highly successful.
• Independence. CSO Advisors acts solely as a financial advisor and does not underwrite bonds or
other securities. Moreover we have only represented public agencies or non, profits in California,
not private developers. We are always on the City's side of the table.
• Programs and Strategies, Unlike many other financial advisors, CSO Advisors works equally on (a)
housing bond issues (with a higher volume than any other firm in the country) and (b) designing
and helping implement programs, project analyses, housing strategies and other consulting as
described in the RFQ.
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 4 of 25
• Senior Personnel and Specialization. CSG Advisors has seven full -time professionals in the San
Francisco office, with an average of more than 15 years experience working with public agencies on
housing financing and development. This depth of personnel allows us to provide timely and in.
depth assistance to our clients.
•
Long-Term Client Relationships. Our firm's work is characterized by long-term relationships with
clients over many years. We start with the public agency's policies and overall objectives, and design
each financing and project to meet those - and to build on each other to enhance the agency's
ability to do more in the future. We have represented Santa Ana on more than 25 financings.
Other major ongoing clients we have worked for more than 20 years include the cities of Anaheim,
Los Angeles, San Diego, San Francisco and San Jose, and Alameda, Los Angeles and Orange
Counties.
Santa Ana has long been an important client of the firm. We would be very pleased to have the
opportunity to continue working for the City. As Chairman, 1 can make legally binding commitments
for CSG.
Sincerely,
Gene Slater
Chairman
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 5 of 25
2. Organizational Background
CSG Advisors Incorporated is an independent financial advisory firm highly specialized in housing
finance for public agencies. We provide a wide range of financial advisory, program design and real
estate finance services to state and local agencies responsible for housing, redevelopment and
community development.
History. CSG Advisors was incorporated in 1999 as successor to the financial advisory practice of
Caine Gressel Midgley Slater and before that CGMS Incorporated and Gressel Gressel Slater. Gene
Slater, the Chairman of CSG, has been a founding principal of these firms throughout, beginning in
1978.
Type of Organization. CSG is a subchapter S corporation, registered in Delaware, The firm is
entirely owned by its employees.
Firm's (,qualification for the Proposed Services We have served as financial advisor on over 3,000
housing financings totaling more than $75 billion throughout the United States. CSG Advisors also
assists in the design and implementation of public - private real estate transactions, local government
programs, asset management and work -outs and negotiation and structuring of low- income housing tax
credits.
Housing Bond Expertise. CSG is the leading advisor in both the United States and California
on housing bond issues. Attached are the national rankings from Securities Data. (Appendix 1:
Financial Advisor Rankings). In our work, we have seen nearly every combination of financing
sources and challenges and apply that knowledge to our current tasks.
• California Local Experience. CSG has provided financial advice to many California housing
agencies - including Alameda County, - Anaheim,- Fresno- -City and -- County- Housing Authorities,
Fontana, Hayward, Los Angeles City, Housing Authority of City of Los Angeles, County of Los -
Angeles, Oceanside, Ontario, Orange County, Sacramento, San Bernardino County, San Diego,
San Francisco, San Jose, Santa Ana and the Housing Authority of Santa Clara County.
Registered Municipal Advisor. We are a registered Municipal Advisor with both the Securities
Exchange Commission and the Municipal Securities Rulemaking Board, and can thus serve as
independent registered municipal advisor on all bond issues.
Work for Public Agencies. As an independent firm, we solely represent the interests of the
public sector client in each transaction, We do not underwrite bonds, and can independently
advise our clients in selecting, working with and evaluating a variety of underwriters. We do not
promote or "sell" particular financial ideas or products, but help our clients systematically evaluate
the full range of choices available.
• National Recognition. We were selected and served as HUD's national financial consultant on
housing rehabilitation programs and on complex multi - family bond refundings, as the Resolution
Trust Corporation's national financial advisor of all tax-exempt assets including 800 multi- family
bond issues and as national expeditor to HUD on sonic of its most troubled and complex public
housing redevelopment projects. CSG initiated the discussions with U.S. Treasury in the depths of
the financial crisis and outlined what Became Treasury's New Issue Bond Program which
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisory Services Page 6 of 25
purchased $15 billion of housing bonds from local and state issuers, that assisted 25,000 rental
units and 100,000 first-time homebuyers.
We structured the two largest Low Income Housing Tax Credit raises in the history of the
program, one for modernizing 33 public housing projects throughout Puerto Rico and another for
20,000 units in New York. Two of the financings we helped design - the housing modernization
bond issue for Puerto Rico and the public infrastructure bond issue for Anaheim in conjunction
with Disney's expansion - were named in their respective years the Bondbuyer's National Deal of
the Year as the most outstanding municipal bond issue in the country.
• Teamwork. Teamwork and collaboration between the financial advisor team and the client's
overall finance team is the key to success. We work effectively with all members of the finance
team to design collaborative solutions to complex problems. We share skills and techniques to
open the "black box" of financing, and emphasize training, education and open communication.
Responsiveness and Expertise for the City. Because we represent many California bond issuers,
we have frequent contact and close working relationships with the staff of CDLAC, CTAC and
other state -wide entities. Similarly, we have worked regularly with most of the tax credit investors
and syndicators, lenders, credit enhancers, affordable housing law firms, bond counsel, investment
banks and other entities active in California. This helps us provide quick, timely responses to all
the City's questions.
3. Firm and Personnel Experience
Firm Experience
We were established as the first firm in the country to bring together and link expertise in affordable
housing, -bond financing,- real- estate, HUD.- programs, -tax credits -and related subsidies. As such we have -
been able to assist agencies throughout the country on all aspects of housing programs, projects and
policies. We have served as financial advisor for more than 3,000 multifamily projects, including over
550 in California.
List of Projects. Appendix 2 contains a list of multifamily projects on which we have provided
financial analytical and /or advisory services over the past 5 years.
Highlights. Following are some highlights of such work. We have divided this into two broad types of
services, in accordance with the RFP.
• Housing Financial Analytic Services
• Advisory Services on Housing Bond Financings
a. Housing Financial Analytic Services. This includes a wide range of work depending on the
needs of the public agency.
Project Analysis. We have worked very effectively with public agencies in analyzing the
"affordability gap" for proposed affordable housing developments, i.e., determining the financing
deficit solely caused by the addition of affordable units to a development that could otherwise, for
analytical purposes, be considered as "market rate" units (this type of analysis best applies where
there are "market" equivalents for the development type, e.g., family or senior development - and
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Fin racial Analytical and Advisory Services Page 7 of 25
not for developments with no programmatic market equivalent e.g., special needs, etc.). This
analysis establishes a ceiling that represents the maximum amount required to subsidize affordability
- preventing the City from subsidizing basic project feasibility (this counters the occasional efforts of
developers to use public agency funds to subsidize an otherwise infeasible project under the guise of
subsidizing affordability). The maximum subsidy thus is equivalent to the ceiling, less certain
expected sources (e.g., low income housing tax credits).
We do this work to help public agencies such as the City determine how much to assist a project.
The expertise we bring is demonstrated by the even more extensive modeling we have to do for
those public agencies (such as housing authorities) who act as their own developer on 4% and 9%
tax credit projects. We assist in the formulation of (and perform 'analyses of) the development
program, including affordability, rent structure; proposed financial structure and relevant
restrictions; develop and maintain the development pro formats and cashflow analyses; develop the
bond and financial structure solicit, select and negotiate with lenders /credit enhancers;' identify and
coordinate application for financing sources (including low income housing tax credits, tax - exempt
bonds, Multifamily Housing Program funds (in California), AHP, etc.). We also solicit and
negotiate with tax < credit investors. Agencies for which we have provided these types of services
include the New York City Housing Authority, Housing Authority of the County of Monterey, the
Housing Authority of the City of Oakland, the San Francisco Housing Authority, and the Housing
Authority of the City of New Orleans, among others. This type of work enables to us remain fully
abreast of market conditions that have a practical impact on project feasibility as well as providing
practical knowledge of developer goals and incentives.
Example: Santa Monica Civic Center Housing. CSG assisted the City of
Santa Monica in developing a financing plan for the Civic Center housing
developments. Understanding the financial feasibility of the projects helped
Santa Monica structure the best possible deal with the third -party developer(s)
that will execute the projects and to understand the likely amount of subsidy
that will be required, the tradeoffs between affordability and subsidy levels, and
the types of financing the developer is likely to need. Developers need this type
of information before responding to an RFO/RFP in order to provide
substantive proposals.
In Our work we met with Agency staff to review the goals for the project and
constraints. We explored issues such as affordability targets, rent levels for
market and affordable units, commercial space feasibility, construction cost
limits in the tax credit program, phasing and timing issues, competitiveness for
9% credit awards, and differences between financings using 9% tax credits and
those using bonds and 4% tax credits. This work resulted in a comprehensive
Financial planning model for the Civic Center housing developments. Using
this model, we worked with Agency staff to evaluate financing scenarios and
develop a "base case" for the financing. We then assisted in the review of
proposals and negotiations with the selected developer.
Responses to the Foreclosure Crisis- CSG helped design the Neighborhood Stabilization
Program initiatives for the City of Los Angeles, Los Angeles County, Orange County Housing
Authority, the City of Phoenix and numerous other communities. In the example of Phoenix, we
helped utilize a significant portion of NSP funds for the City to help acquire and rehabilitate large
troubled multi- family projects insured by FHA. We thus helped the City negotiate the discounted
purchase of a 500 -unit property with 50% vacancy, using NSP funds for the rehabilitation work.
CSG Advisors Incorporated January 28, 2015
Proposal: Housing Financial Analytical and Advisor Services Page 8 of 25
For the last two years we have been assisting San Bernardino County in designing responses to
defaulted loans to help assist homeowners and surrounding neighborhoods. We are currently
working on a major public - private partnership to purchase such loans directly from FHA, with
approval by OMB, so as to be able to provide principal modifications, including from the remaining
$1 billion of uncommitted Keep Your Home California fonds.
Preservation. CSG Advisors has worked on a wide range of preservation efforts including the first
sale of assisted FHA mortgages to a state housing agency and the first two tax - exempt financings in
the country for non - profit acquisition of expiring use projects. We have assisted numerous public
agencies in designing preservation efforts, including the California Housing Finance Agency and the
San Francisco Redevelopment Agency. Our analyses have focused on evaluating the impact of lost
federal subsidies on unit affordability and the most efficient methods to transition the developments
to alternate financing structures, maintaining as much affordability as possible, minimizing the
impact on current tenants, and minimizing Agency exposure.
Non - Profit Housing. We have helped finance more than 200 projects with non - profit owners or
non - profit general partners. As a result we understand the special objectives, constraints, tax
benefits, IRS concerns and resources of 501(c)(3) corporations. These projects have ranged in size
from 20 to 500 units. Our experience spans more than 25 years.
We have assisted governments in. working with a wide range of non - profit housing developers
Including Eden Housing, BRIDGE, Mid - Peninsula Housing, Spanish Speaking Unity Council,
Napa Valley Community Housing, Neighborhood. Housing Services of America, Orange County
Community Housing, Southern California Housing Development Corporation, LINK, American
Baptist Homes, Franciscan Sisters, Mercy Housing, Dominican Sisters, Jewish Home for the Aged in
Seattle and in Orange County, Florence Crittenden Home.
Housing Program Evaluation, Improvement and Design. CSC is unique among financial
-- advisors- in our extensive programmatic orientation. We have been - national -- leaders -in- designing - -
such programs and strategies as first time homebuyer assistance programs, strategies for redeveloping
public housing with and without HOPE VI funds, programs for recovery from natural disasters
(including the Northridge earthquake), economic development financing strategies, and programs to
finance development of housing for specific populations such as the disabled or students. Examples
of this work include:
Served as HUD's national consultant for revising its housing rehabilitation loan program
and for providing model financing and administrative systems for local programs
nationwide.
Designed CDBG programs for local governments, including design and implementation of
multifamily rehabilitation programs for San Francisco, Los Angeles County, Anaheim,
Phoenix, Pittsburgh, Chicago, and Wichita.
Designed HOME programs and use of HOME funds for specific multifamily projects for
San Francisco, Contra Costa, Napa, Santa Cruz, and San Mateo Counties.
Developed site acquisition programs for San Francisco, Los Angeles and the District of
Columbia.
Designed the City of Los Angeles' successful effort to use over $300 million of special
federal assistance for earthquake repairs.
Developed underwriting guidelines and policies for a variety of lenders, including the
Washington State Department of Community, Trade and Economic Development, the $50
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Proposal; Housing Financial Analytical and Advisory Services Page 9 of 25
million City of Industry Funds administered by the County of Los Angeles and for the Long
Bench Housing Development Department.
New housing trust funds for San Francisco, Denver, Seattle, Los Angeles and Sacramento.
Example: Phoenix Best Practices Study. CSG undertook an extensive study
of affordable housing best practices for the City of Phoenix. Our client, the
Housing Department of the City of Phoenix, is unusual in combining many
functions under one roof that are handled by separate agencies elsewhere. The
Department administered federal housing funds "'(HOME, CDBG and
HOPWA), general obligation bond proceeds, public housing funds, and other
funding sources. It, addition to public housing, it owns and operates rental
housing funded from City sources, makes loans and grants to developers, and
administers first time homebuyer programs. The Department sought the study
in order to help it respond to changes in both the Phoenix housing market
(rapidly appreciating in the past several years) and the federal public housing
programs.
CSG drew upon its experience with housing agencies across the country to
analyze the Departments programs and operations and recommend new
financing strategies for its homeownership programs, rental housing programs
(including public housing) and general departmental operations. Some
recommendations focused on how existing resources could be restructured to
provide a greater impact (for example, by implementing 40, year first time
homebuyer mortgages, using HOME funds to write down interest rates for first
time homebuyers, and establishing consistent affordability standards as a
condition of receiving public funds). Other recommendations emphasized
securing new resources for the Department (e.g. incorporating 4% tax credits
into its new affordable rental housing development, earning development fees
on public housing "redevelopineat, and making -efficient use "of publicly owned
land for affordable housing).
A key element of CSG's recommendations was to establish a set of objectives or
criteria that the City could use to judge new initiatives, and to require that
initiatives contribute to achieving all four of those objectives: provide long-term
affordability; create wellclesigned, mixed income neighborhoods; increase the
Department's financial and development capacity; and create ;effective
partnerships. Following the study we have helped implement numerous
b. Advisory Services for Multi- Family Bond Transactions
Overall Level of Experience. CSG has been the leading advisor both in California and nationally on
private activity multi- family housing bonds.
Total Private Activity Multi - Family Housing Transactions
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Proposal; Housing Financial Analytical and Advisory Services Page 10 of 25
Transactions [n Last 5 Years. To show our annual level of activity in this area, following are
transactions by individual year since January 1, 2010.
Multi - Family Bond Transactions by Year: Last 5 Years
Year
2010
California
Issues
18
$ (millions)
240
Total National
Issues
39
$ (millions)
893
2011
12
197
36
746
2012
19
287
35
685
2013
20
258
38
1,180
2014
27
557
66
1,943
Total
96
$1.5 billion
214
$5.4 billion
Our knowledge and understanding of current trends and details of multi - family bonds in California and
nationally enables to be extremely effective in handling the widest range of types and sizes of projects,
forms of credit enhancement, different resources and subsidies that Santa Ana might deal with.
Achievements. We have:
Prepared multifamily bond policies and criteria for Orange County, Los Angeles County, and
the cities of Anaheim, Hayward, Los Angeles, San Diego, San Francisco and many others.
Designed nationally innovative multifamily approaches, including the first local loans -to lenders
bond issues, the first Federal Home Loan Bank letter of credit- backed issues, the local taxable
multifamily bonds, and tax - exempt bonds for HUD expiring use projects.
Developed and implemented strategies for the redevelopment of public housing using HOPE
Vr, Capital Fund financings and low income housing tax credits. CSO has developed these
programs by working on 67 mixed - finance developments across the country for more than 20
_major_ housing- a aharities,. including. _the _California horsing_ authorities. _of. Los Angeles,
Oakland, Richmond, and San Francisco.
Developed nationally innovative very low -crust standardized private placement programs,
including Washington State's Small Tax - Exempt Placement Program (STEP).
Have advised on over 300 projects involving FHA mortgage insurance and as a result of this
expertise served as HUD's national consultant for complex multi - family refunding requests to
determine their impact on FHA.
Helped structure over 100 FHA and Fannie Mae - backed issues and have worked on bank
placements or letters of credit with all the major banks active in California.
Structured over 200 multifamily variable rate demand bond issues, many with. interest Tate
hedges and swaps.
Served as the Resolution Trust Corporation's national financial advisor for all tax - exempt assets
from savings and loans, including over 800 multi- family bond issues, and designed FTC's
national bridge financing program for the sale of affordable housing projects to non - profits and
public agencies.
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Example: City of San Francisco Hunters View. Redevelopment of the Hunters
View public housing, one of the first of the City's HOPE SF public housing
redevelopment project, was faced with significant financial challenges, including potential
sources of funding based on using the City's annual HOPE SF pledge. On behalf of the
Mayor's Office of Housing, we analyzed the options and feasibility for structuring City
funds for the multiple phases of the project - including bridge financing needs, ultimate
takemut sources, use of certificates of participation by the City and County and ultimate
resources for such repayment, use of tax increment and security for special State
infrastructure grant. We then served as financial advisor on the first phase of Hunters
View bonds.
Placements with Major Banks. In the last 5 years, we have helped structure more than 50 private
placements with major banks, including Wells, Citi, US Bank, BofA and many others. These are
typically designed on a drawdown basis to avoid any negative arbitrage.
Short -Term Tax - Exempt Bonds Taken Out by GNMA Securities or Freddie Mac. We have
assisted numerous issuers in designing and implementing shomtetm tax - exempt bonds that (a) qualify
for 4% Low Income Housing Tax Credits, (b) utilize very low -cost cash-collateralized tax- exempt
construction financing (c) minimize negative arbitrage and (d) provide permanent financing through the
GNMA market or Freddie Mac at long -term rates well below 4% in past months. A key concern we
have assisted issuers with is designing its compensation structure so that it receives a reasonable total
return on the transaction despite the short period of time in which the bonds are outstanding.
Understanding of 4% Tax Credits. Since access to tax credits is the main reason developers use
multi-family bonds in the first place, our knowledge of such credits - the amount of bonds needed to
meet the 50% test, how long bonds need to be outstanding, how they are used in acquisition -
rehabilitation and new construction, how bridge debt is arranged - enables us to work very
knowledgeably and efficiently for CSCDA. As an example of our experience, we structured the three
- - largest tax -credit raises- in the- history- of the - program:- $33 million for San Francisco's- North Beach, -- -
$210 million for modernizing 33 public housing projects in Puerto Rico, and $230 million for 21,000
units in New York City.
Bonds for Preservation Projects. We have served as financial advisor on more than 100 preservation
projects including a portfolio of ten projects for —the San Francisco Redevelopment Agency, the City of
Los Angeles, and the San Diego Housing Commission, These projects included expiring Section -236
mortgages where the developer desired to continue the interest reduction payments (IRP) under either
236(b) (where the 236 note remains outstanding and is held by a public agency) or 236(e) (where note is
paid off and de- coupled from the IRP). These financings also included bonds secured by tax - credits,
interest reduction payments (IRP) and, in the San Francisco transactions, bonds secured by Section -8
rents above tax - credit rents. CSG also served as financial advisor on CHFA's purchase of California's
Section -236 portfolio from Fannie Mae.
Refundings. We have completed Multifamily bond refivaclings on more than 200 multifamily projects.
California clients include Orange, Los Angeles, and Alameda Counties and the cities of Los Angeles,
Fremont, Livermore, Santa Rosa, Anaheim, Vallejo, the San Diego Housing Commission and the Santa
Cruz County Housing Authority.
On behalf of these clients, we have helped establish and implement clear refunding guidelines,
procedures for analyzing default refunding requests and new regulatory policies. For example, Orange
County has successfully obtained conversion of half of the units rented to persons below 80% of median
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Proposal: Housing Financial Analytical and Advisory Services
January 28, 2015
Page 12 of 25
to be limited to persons below 50% of median on projects totaling more than 600 units. We have also
helped design pooled multifamily refunding programs for groups of small and medium sized diverse
housing projects in Washington State, Alameda County and the City of Los Angeles,
Personnel
Team. CSG's team will be led by Gene Slater together with and assisted by John Hamilton, Principal,
and Scott Smith, Principal. The work will be conducted out of our San Francisco office.
A key strength of our firm for our clients such as Santa Ana is the depth of senior personnel assigned.
Gene, John and Scott each have more than 15 years experience working on development financing for
public agencies. Each has worked extensively on multifamily projects and both Gene and Scott have
worked on numerous transactions for Santa Ana.
This team approach assures:
o full coverage for the City at all times from knowledgeable senior professionals as back -up and
inaddition to the Project Manager / Principal Agent in order to provide timely, substantive
response to any questions or issues,.
o in- depth, complementary expertise on all aspects of housing finance. Because we have
specialized in housing finance for many years, the individuals assembled bring extensive
knowledge of each facet involved: housing bonds, pro forma feasibility, terms of city assistance,
development planning, program design, tax credits, work with CDLAC, real estate issues, City
funding, etc.
Organization Chart
Support and
Specialized Assistance
Scott Smith
Principal
Principal Agent
Gene Slater
Chairman
Support and
Specialized Assistance
John Hamilton
Principal
Project Manager /Principal Agent: Gene Slater. Gene is Chairman of CSG Advisors and has
advised the City since 1985. His contact information is as follows:
Gene Slater, Chairman
CSG Advisors
1 Post Street, Suite 2130
San Francisco, CA 94404
Phone: (415) 956.2454
gslater@csg,,idvisors.com
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Gene Slater is the chairman of CSG Advisors and co- founded the firm and its predecessors beginning in
1978. He has more than 30 years of national and California experience in municipal finance,
structuring transactions and real estate projects, and assisting public agencies in major negotiations. He
has served as financial advisor on more than $10 billion of housing bond financings and is a national
leader on public-private financings for public agencies.
As examples of his past experience, Gene:
Initiated and designed with U.S. Treasury in 2009 what became Treasury's:
$15.1 billion New Issue Bond Program for state and local housing finance agency bonds which
has financed mortgages for 100,000 first -time buyers and 24,000 rental units; and
$6.2 billion Temporary Credit and Liquidity Program
• Served as HUD Central's national consultant on complex FHA multi - family bond refunding
requests,
• Is currently assisting San Bernardino County in negotiations with FHA, State of California and
major banks on a nationally innovative effort to help homeowners with defaulted mortgages, and to
assure that properties where the homeowner cannot remain are re -sold to owner - occupants to help
strengthen not weaken neighborhood stability.
• Led the firm's effort as the national financial advisor to the Resolution Trust Corporation on all its
tax - exempt related assets, including more than 800 bond issues from savings and loans throughout
the United States, and structured the RTC's national bridge financing program for disposing of
assets to local and state governments and non - profits.
• Structured and helped conduct the City of Anaheim's many years of successful negotiations with
The Walt Disney Company for over $1.5 billion of public and private investment in a second theme
park, expansion of the convention center and public infrastructure, and more recently on hotel
negotiations and redevelopment of Resort Area in conjunction with ARC transit line.
• Served as financial advisor to San Francisco and the San Diego Housing Commission since 1980,
Los Angeles County since 1983, Alameda County, Anaheim, Haywatd and Santa Ana since 1985,
Orange County since 1987 including before and after the bankruptcy, and the City of Los Angeles
since 1990.
• Helped design the City of Los Angeles' successful program to use $300 million of special Federal
CDBG funds to repair 15,000 units damaged by the Northridge Earthquake,
Helped develop and implement the City and County of San Francisco's long -term affordable
housing plan including use of City-owned sites, non - profit purchase of Tenderloin hotels and shared
appreciation homeownership; structured more than 40 financings; helped design and implement
$100 million in 4 series of Proposition A general obligation bond issues for affordability; chaired
the task force of real estate, advocacy, community groups that helped lead to inclusionary zoning;
and negotiated affordability covenants for Mission Bay.
• Helped design and implement public housing modernization for the Government of Puerto Rico,
including financing more than $500 million of rehabilitation and raising Low Income Housing Tax
Credit proceeds of more than $235 million.
Gene received a Master of City Planning from M,I.T., a B.A. summa cum laude in government from
Columbia University, and received a traveling fellowship to the London School of Economics. He
received a mid - career Loeb Fellowship from Harvard University where he studied capital finance at the
Harvard Business School and created and taught the first joint Harvard - M.I.T. seminars on public,
private partnerships.
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Proposal: Housing Financial Analytical and Advisory Services Page 14 of 25
Other Key Personnel: Scott Smith
Mr. Smith joined CSG in June 1998. Since coming to CSG, Mr. Smith has assisted in the structuring
of over $1 billion in public agency issued bonds primarily related to housing, redevelopment, lease -
revenue and land- secured financings. Among the California public agencies he has assisted with
housing issuances and project evaluations include Anaheim, Colton, Fontana, Hayward, Oceanside,
Ontario, San Bernardino County, San Francisco, San Jose, Santa Ana and Vacaville.
He has been lead advisor on a wide range of bond issues, evaluated and negotiated city assistance for
housing and other development projects, estimated debt capacity (including longer -term borrowing
projections), evaluated taxable and tax - exempt borrowings, and worked on financing and development
programs for large -scale development areas, especially in Southern California.
For the City and County of San Francisco, he assisted with the issuance of four series of voter- approved
general obligation bonds for affordable housing totaling $100 million. Scott assisted the County of San
Bernardino, City of Oceanside and District of Columbia with developer selection and negotiation for
affordable housing. He has completed major multifamily financings for Santa Ana, Anaheim and
Hayward. For Hayward, he assisted with a highly complex major transit - oriented affordable
development which included State funding in the amount of $16 million. Scotts role included vetting
the financial and development capabilities of a new market rate developer co-developing the site with a
non - profit affordable developer (who was purchasing the markearate site after the affordable housing
closing), and negotiating a $1 million back -stop loan for the affordable developer related to uncertain
site remediation costs.
For the District of Columbia, he assisted in evaluating debt capacity and structuring bonds for the
District's Housing Production Trust Fund and evaluating developer proposals for public financing of a
major waterfront development that included several high -rise residential components including
affordable housing, and market -rate for sale and rental housing.
Scott holds a Bachelor of Science in Business Administration from Pepperdine University, Malibu, and
a Master's of Public Policy from the University of California, Berkeley. He is Chair of Satellite
Affordable Housing Associates, Inc., a non - profit housing development and management corporation
based in Berkeley which is owner /manager of approximately 3,000 affordable housing units in and
around the Bay Area.
Other Key Personnel: John Hamilton
John Hamilton joined CSG in 1994. He firings comprehensive knowledge of tax- exempt bond financing
for multifamily and single family housing, low-income housing tax credits (both 4% and 9 %), and real
estate underwriting. In the last five years he has served as financial advisor on transactions totaling over
$524 million. Mr. Hamilton not only assists his issuers in structuring and issuing individual financings,
but also in analyzing the intersections between real estate underwriting and transaction structuring,
These financings have included public, negotiated sales and private placements; credit enhanced and
non - credit enhanced; security types including direct -pay and standby letters of credit, bond insurance,
mortgage- backed securities, whole -loan; real- estate backed and HUD capital funds.
Mr. Hamilton has an in -depth knowledge of a wide array of financing vehicles, structures, and credit
enhancements for housing - including credit structures such as FHA /GNMA, FNMA, direct -pay and
stand -by letters of credit; rated and unrated bonds; public sales and private placements; derivative hedges
such as swaps, forward rate locks, collars and Floors. This experience allows him to assist issuers not only
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in structuring financings based on established structures but also in evaluating newly proposed
structures and vehicles.
He has provided numerous services to issuers, including structuring affordable housing developments to
use Low Income Housing Tax Credit (LIHTC) syndication proceeds (Both 4% and 9 %); developing
bond issuance policies, performing default refunding analysis; providing advisory services on 18 single
and more than 115 multifamily tax - exempt bond issues for a total par value of over $356 million and
$1.37 billion, respectively; evaluation of potential acquisition and rehabilitation projects; feasibility
analyses for public agency subordinate loans and workouts; evaluation of expiring Section -8 projects,
and structuring over $100 million of HOPE VI financings. Major clients include the City of Los
Angeles, the City and County of San Francisco, the City of Oakland, and the San Diego Housing
Commission.
Mr. Hamilton holds a Masters in City Planning from the University of California, Berkeley and
Bachelor of Arts and Bachelor of Music degrees from Oberlin College.
4. Scope of Services
Multi- Family Bond Financings
Financial Advisor. We represent the issuer on bond transactions. Our work on multifamily bond
issues would generally include:
• identify major issues and concerns;
• create and coordinate the financing schedule, particularly to assure timely issuance of bonds
within issuer approval constraints and applicable allocation expiration dates;
• coordinate selection of members of the finance team such as trustees and underwriters,
including drafting-and tlistrihutioaiof solicitations- and.analysisnfresponses;..
• evaluate the proposed bond structure and credit enhancement (including analyzing and
proposing alternative structures to minimize interest cost and maximize proceeds);
• review documents to ensure that issuer policies are fully implemented;
• review the preliminary and final offering statement;
assisting in bond pricing (including analyzing market conditions and negotiating with the
underwriters on the rate for each maturity),
• assist with obtaining investment agreements, and
• assist at bond closing, including preparation of a closing/flow of funds memorandum, good -
cost /bad -cost analyses (as may be requested by counsel), etc.
As a registered Municipal Advisor under SEC and MSRB rules, we provide independent advice to the
public agency issuer on transactions and in independently reviewing proposals from bond underwriters.
Additional Assistance on Private Placement Transactions. We also provide an expanded range of
services, depending upon the transaction. For instance, for private placements -- which have become
increasingly common, particularly in California - we manage all aspects of the transaction in lieu of an
underwriter and also retain our financial advisory functions on behalf of the issuer. Where the issuer is
also a subordinate lender, we review the subordinate loan documents in concert with the bond
documents to ensure the relevant provisions of the subordinate loan, e.g., transfer restrictions, default
and remedies, indemnifications , affordability restrictions, etc, are not vitiated by the terms of the bone(
documents (and are accurately reflected therein), which may be lender- (or credit enhancer -) driven and
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Proposal: Housing Financial Analytical and Advisory Services Page 16 of 25
not in the particular interest of the issuer (as subordinate lender).
Issuer Protection on Unrated Bonds. With the compression of yield spreads between highly rated
and unrated debt, borrowers often suggest that the public agency issue unrated bonds to multiple
buyers. We have helped many agencies establish policies to prohibit or highly constrain such bond
issues. Examples of the protections we have helped build include: no more than one bond owner,
sophisticated investor letter from the original purchaser and any subsequent purchaser, and - perhaps
most innovative - a provision that the issuer can never be in default on the bonds; rather the
bondholder can cause the bonds to be redeemed by having the trustee simply assign all assets to the
bondholder. We have helped negotiate these protections in issues sold to Bank of America, Citigroup,
GE Capital, a Merrill Lynch bond fund, U.S. Bank, Wells Fargo and other major purchasers.
Outstanding Bond Issues. Many underwriters and financial advisors focus primarily on issuance of
new bonds. In contrast, CSG recognizes the importance of ongoing management. We are available for
follow-up work with public agency staff and. bond trustees to better understand and manage outstanding
debt, and to assure compliance with indenture / loan agreement / and other provisions. We do not
charge separately for this work unless there are major changes to the transaction (like the potential need
for a work -out or to deal with amendments to outstanding bonds).
In addition, CSG has helped more than a dozen issuers to:
• Address remaining regulatory restrictions and fee payments due to the City when the borrower
may want to prepay the outstanding bonds, for Orange County, Hayward, Anaheim and many
other issuers,
• Avoid potential bond defaults for Denver, Oklahoma, Pasadena and Phoenix,
Review potential opportunities to refund old bonds at lower rates, with a renewed regulatory
period on behalf of the City,
Sell whole loans and securities for clients including Los Angeles County, Orange County,
_Washington. State,_ and_ the University of.California,
Evaluate residual assets from prior bond issues that can be released to the issuer, including for
the Southern California Horne Finance Authority, City of Los Angeles, County of Los Angeles,
Orange County, Contra Costa County, Sacramento County, and City of San Francisco.
Housing Financial Analytic Services
Our aim in this work is to provide the level of assistance requested by our individual client, to help
assure the most effective use of staff as well as to be cost- effective for the client's given needs. Our aim
is to provide whatever support and training will best help the client. Examples of this approach
include:
• Sharing the skills and strategies with the client's staff as the work proceeds. For
example, we played a major role in drafting RFP's for developers and tax credit investors in the
early years of our involvement with the San Francisco Housing Authority on its HOPE VI
projects. We have clone similar work more recently for the housing authorities of the County of
Monterey and Santa Clara, with the staff of the those agencies taking on greater roles and
responsibilities as their skills grew with each transaction.
• Providing formal training on bonds, tax credits and affordable housing finance. We
have done this for numerous public agencies, including the San Francisco Mayor's Office of
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Proposal: Housing Financial Analytical and Advisory Services Page 17 of 25
Housing, the Los Angeles Housing Department, and the Housing Authority of the City of Los
Angeles, San Diego Housing Commission, Los Angeles County and many others.
Our aim in our work is to open the "black box" of financing, to help enable staff to fully understand all
the choices they have and to increase capacity over time.
5. Relevant Experience
Appendix A includes a list of projects for which we have provided financial analytical and /or advisory
services within the last 5 years. We have also highlighted projects for each of the clients in the
Reference section
6. References
Asst nmentt
Housing Financial Advisor
Name of Client:
City of Anaheim
Year Last Worked:
Current
Client Website (if any):
http: / /www.anaheim.ne_V
Contact Name(s) /Title(s)
John Woodhead, Director of Community Development
Contact Phone Number(s):
714.765 -4301
Contact Email(s)t
ioodhead@anaheim.net
Brief Description of Work: We have worked for Anaheim since 1984 on all of its housing efforts, including 37
multi - family bond issues, the renovation of the Chevy Chase neighborhood and a wide range of
rehabilitation and other programs. We also led the financial negotiations with The Walt Disney Company
leading to the expansion of Disneyland and $1.5 billion of public and private capital investment.
Projects Since January 2010: Village Center Apartments ($ 15,000,000), Paseo Village Apartments ($19,750,000), The
Crossings at Cherry Orchard Apartments ($12,355,000), Anton Monaco Apartments ($35,460,000), analysis of
options for Resort Area, helped design tourism improvement special district, analysis and negotiations on hotel for
expansion of Convention Center, design of alternative approach and of financing for Convention Center Plaza
($20,000,000), negotiations strategy for Angels Stadium.
Assignment:
Multifamily Financial Advisor
Name of Clientt
City of Hayward
Year Last Worked:
Current
Client Website (if any):
htm.VZwww.ci.havwarcl.ca.us/
Contact Name(s) /Title(s)
Omar Cortez, Housing Department Specialist
Contact Phone Number(s),
510.583.4246
Contact Email(s):
omar.cortez @havward- ca.eov
Brief Description of Work: As financial advisor since 1984, we have completed 18 multi - family bond
transactions, have evaluated and helped negotiate public agency investments in many major projects and
worked on redevelopment and transit - oriented developments by both BART stations.
Projects Since January 2010: South Hayward BART Family and Senior Housing ($32,000,000), Hayward Senior
Housing Phase 11 ($5,281,574), Majestic Apartments loan payoff, negotiations on markevrate development and on .$16
mullion State infrastructure grant, analysis of howing set -aside funds postaedevelopraent.
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Proposal: Housing Financial Analytical and Advisory Services Page 18 of 25
Assignmenti
Housing Financial Advisor
Name of Client:
City of Los Angeles
Year Last Worked:
Current
Client Website (if any):
htro: / /land.lacitv.ora /landinternet/
Contact Names) /Title(s)
Yaneli Ruiz, Bond Unit Supervisor
Contact Phone Number(s):
Helmi Hisserich, Assistant General Manager
Contact Phone Number(s):
Ms. Ruiz: 213. 808.8951
Brief Description of Work: We have worked for the Mayor's Office of Housing since 1980; structured 55 bond
Ms. Hisserich: 213.8088662
ContactEmail(s):
Ms. Ruiz: vaneli.ruiz @lacitv.ore
purchase of Tenderloin hotels for non - profit housing, programs; helped structure the affordability
Ms. Hisserich: hhisserich @land.lacity.org
Brief Description of Work: We have worked for LARD since 1990, serving as financial advisor on 149 housing
bond transactions; program design, including mortgage credit certificates, Housing Trust Fund, City's
homeownership strategy; asset management; re -use of City-owned sites for affordable housing; design of
major efforts post - Northridge Earthquake including $300 million for rehabilitation of damaged properties;
work -outs of troubled projects; on -going services on outstanding bond issues (e.g., rating downgrades, etc.).
Projects Since January 2010: Park Plaza Apartments ($8,052,000), Laurel Village Apartments ($13,183,440), Boca
Vista Apartments ($22,000,000), Moonlight Villas Apartments ($7,000,000), Hazeltine & Wyandotte Apartments
($10,381,000), Hollywoodland Apartments ($9,100,000), Broadway Villas Senior Apartments ($7,419,629),
Silverlake Village Apartments ($12,100,000), Vistas Senior Apartments ($10,700,000), West Valley Towers Senior
Apartments ($10,920,000), Harbor Village Apartments ($57,125,000), Orangewood Court Apartments ($9,100,000),
Coral Wood Court Apartments ($13,000,000), Banning Villa Senior Apartments ($10,100,000), Freeman Villa Senior
Apartments ($4,750,000), Eagle Vista Apartments ($10,000,000), Hamlin Apartment Project ($3,850,000), Taylor
Yard Apartments ($11,000,000), Parcel M Grand Avenue Apartments ($102,805,000), Seven Palm Apartments
($7,500,000), Oakridge Family Homes ($6,617,000), Fickett Tower Apartments ($15,500,000), Vista Angelina
Family Apartments ($12,300,000), Linda Vista Senior Apartments ($4,718,850), Vineland Avenue Senior Villas
($19,524,065), Chinatown Metro ($23,000,000), Dunbar Village Apartments ($15,025,000), Figueroa Senior
Hons,n ($5;600,000); to Canaria Sento`r Apnrtmerits-($14 000; 000); Canby Woods Senior Housing ($13;000 000);
Del Rey Senior Housing ($18,000,000), Menlo Family Housing ($13,500,000), NoHo Senior Villas ($9,600,000),
5555 Hollywood ($21,750,000), Vendome Paints ($6,260,000), Dana Strand Senior Apartments ($12,775,000),
Toberman Village ($10,000,000), Swansea Park Senior Apartments ($11,426,000), MacArthur Park Metro
Apartments ($18,300,000), 36`' and Broadway Apartments ($3,016,164)
Assignment:
Housing Financial Advisor
Name of Client:
City of San Francisco Mayor's Office of Housing
Year Last Worked:
Current
Client Website (if any)t
III ttn: //sf- moh.ore/
Contact Name(s) /Title(s)
Joan NcNamara, Senior Project Manager
Contact Phone Number(s):
415.701.5532
Contact Email(s):
ioan.mcnamara @sf¢ov.or�
Brief Description of Work: We have worked for the Mayor's Office of Housing since 1980; structured 55 bond
issues; helped design the City's affordability plan and numerous programs including the site acquisition
program for nonprofits, shared- appreciation
mortgages for homebuyers, Mortgage Credit Certificates,
purchase of Tenderloin hotels for non - profit housing, programs; helped structure the affordability
requirements for Mission Bay as well as the infrastructure financing strategy; acquisition and financing of
more than a dozen preservation projects;
year 15 conversions for tax credit projects; HOPE SF investments
and strategy,
CSG Advisors Incorporated January 28, 2015
Proposal; Housing Financial Analytical and Advisory Services Page 19 of 25
Projects Since January 2010: Transbay /Block 6 ($15,000,000), Bayview Senior Housing ($28,500,000), 1100 Ocean
Avenue Apartments ($19,500,000), 1180 Fourth Street ($42,000,000), Hunters View Project ($41,000,000), analysis
of HOPE SF financing overall and for all phases of Hunters View, review of Potrero Hill HOPE SF development, Lennar
negotiations and letter of credit for redevelopment of Alice Griffiths Homes.
Assignment:
Housing Financial Advisor
Name of Client:
San Diego Housing Commission
Year Last Worked:
Current
Client Website (if any):
htto: / /www.sdhc.orE/
Contact Names) /Title(s)
Ann Kern, Vice President - Real Estate & Program Development
Contact Phone Number(s):
619. 578.7582
Contact Email(s):
annk @sdhc.org
Brief Description of Work: We have worked for the Commission since 1980, including 22 housing bond
financings. We helped redesign the Commission's housing rehabilitation programs, its initial
homeownership financing efforts, preservation - related programs, and its recent overall Commission strategy.
Projects Since January 2010: 9`h and Broadway Apartments ($21,600,000), Sorrento Tower Apartments
($14,500,000), helped prepare the in-depth "Strategic Plan 2014 - 2016" (available at
http://www.sdhc.oreHCR
CSG Advisors incorporated
Proposal: Housing Financial Analytical and Advisory Services
7. Fee Schedule
Housing Analytic Services
January 28, 2015
Page 20 of 25
The work on these services would be on an hourly basis, paid monthly. For projects where more than
12 hours would be required, we would provide in writing a norto- exceed limit to the City for the
specific work or phase of work involved.
Hourly rates for CSG personnel are as follows. These rates include additional amounts as requested by
the City to cover direct and indirect costs.
Title
CSG Personnel
Hourly Rate
Chairman
Gene Slater
$320
Principal
Scott Smith, John Hamilton
$275
Senior Associate
As needed
$150
These rates are applicable to 2015 and are adjusted upward by 4% at the beginning of each year,
commencing January 1, 2016.
We have included in these rates as requested all costs for office overhead, including phones, cellular
phones, vehicles, mileage and other direct and indirect costs and have assumed as on prior analytical
services for the City that services and discussions for such reviews will be conducted by phone and email.
Layering Analysis for an Affordable Multi- Family Project. From our experience working with the
City, such review would typically be completed in 3 to 4 weeks depending on availability of borrower
information and the cost would not exceed $7,500.
Multi- Family Bond Issuance - - -- -
Work as financial advisor on multi - family bond issues is contingent upon bond sale and is paid from
funds deposited by the borrower and /or bond proceeds. The fee schedule for such transactions is:
Publicly sold negotiated series $26,000 plus 1/10 of 1% above $5 million,
of bonds: not to exceed $36,000.
Private placement: For the additional services involved, the fee
would be $15,000 higher.
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CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS FOR HOUSING FINANCIAL ANALYTICAL AND ADVISORY SERVICES
PROPOSERS STATEMENT and PROPOSAL FEE SCHEDULE
EXHIBIT B
Certification — I certify that I have read, understand and agree to the terms and conditions of this
Request for Proposals. I have examined the Scope of Services (Exhibit A) and am familiar with the
scope of work locations. I am familiar with all the existing conditions and limitation that may Impact
work requests. I understand and agree that I am responsible for reporting any errors, omissions or
discrepancies to the City for clarification prior to the submission of my proposal.
CSG Advisors Incorporated
1 Post Street, Suite 2130 *, San Francisco, CA 94104
Gene Slater
P: (415) 956 -2454 / F: (4
PHONE AND FAX IS
Chairman
956 -2875
58- 2419370 N/A
*effective February 16, 2015 our suite number will be 575
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 11
EXHIBIT D
CITY OF SANTA ANA COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS FOR HOUSING FINANCIAL ANALYTICAL AND ADVISORY SERVICES
THIS SHEET MUST BE COMPLETED IN FULL AND RETURNED WITH OFFEROR 'S PROPOSAL
List and describe fully the contracts performed by your firm which demonstrate your ability to provide the
supplies, equipment or services included in the scope of the proposal specifications. Attach additional paaes
If required for additional references. The City reserves the right to contact each of the references listed for
additional Information regarding your firm's qualifications.
Reference No, 1
Customer Name: City of Anaheim Contract Individual: John Woodhead
Address: 201 S. Anaheim Blvd., Ste. 1003 Phone Number: (714) 765.4301
Anaheim, CA 92805 Facsimile Number: (714) 765.4630
Contract Amount: $100,000 Year: Since 1984 / 2014.2015
Description of supplies, equipment, or services provided: We have worked for Anaheim since 1984 on all of its
housing efforts, including -- multi- family bond issues, the renovation of the Chevy Chase neighborhood and a wide range of
rehabilitation and other programs. We also led the financial negotiations with The Walt Disney Company leading to the
expansion of Disneyland and $1.5 billion of public and private capital investment.
Reference No. 2
Customer Name: City of Hayward Contract Individual: Omar Cortez
Address: 777 B Street Phone Number: (510) 583.4246
Hayward, CA 94541 Facsimile Number: (510) 583 -3650
Contract Amount: $80,000 Year: Since1984 / 2012.2016
Description of supplies, equipment, or services provided: As financial advisor since 1984, we have completed ---
multi- family bond transactions, have evaluated and helped negotiate public agency investments in many major projects and
worked on redevelopment and transit- oriented developments by both BART stations.
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 13
Reference No. 3
Customer Name: City of Los Angeles
Address:
Contract Individual: Yaneli Ruiz
1200 W. 7"' Street, 8`h Floor phone Number: (213) 808.8951
Los Angeles, CA 90017 Facsimile Number: (213) 808.8918
Contract Amount: $100,000
Year:
Since1990 / 2010.2015
Description of supplies, equipment, or services provided: We have worked for LAHD since 1990, serving as
financial advisor on — bond transactions; program design, including mortgage credit certificates, Housing Trust Fund, City's
homeownership strategy; asset management; re -use of City -owned sites for affordable housing; design of major efforts post-
Northridge Earthquake including $300 million for rehabilitation of damaged properties; work -outs of troubled projects; on-
going services on outstanding bond issues- (e.g., rating downgrades, etc.).
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 14
TO BE INCLUDED IN PROPOSAL
*fl
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
PROPOSAL & CONTRACT AGREEMENT
PROPOSER'S STATEMENT
Proposer understands and agrees that this written RFQ (or any part thereof specifically designated and
accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer
and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her
signature and official seal noting here on the action of approval of the Council, signed by the Executive Director
or her duly authorized agent, and signed by the City Attorney, denoting her approval of the form for this
document, and its execution, and when it or an exact copy of it has be either delivered to proposer or
deposited with the United States Postal Service properly addressed to the proposer with the correct postage
affixed thereto.
Proposer further agrees that upon delivery (as defined above) of the accepted agreement he /she will furnish
City all required bonds and certificates of liability insurance within ten (10) days (excluding Saturdays, Sundays
and City's legal holidays), or the funds, check drafts, or proposer's bond substituted in lieu thereof
accompanying this proposal shall become the property of the City and shall be considered as payment of
damager due to the delay and other causes suffered by City because of failure to enter into an Agreement
and /or furnish necessary bonds and because it is distinctly agreed that the proof of damages actually suffered
by City is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof
shall be returned to the undersigned.
Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in
the.RFQ_scheduteare.soLely for the.purpoae ol_wrnparing- proposals, ancL that finaLcompens -ati.on.under the
contract will be based upon the actual quantities of work satisfactorily completed.
All terms contained in the Specifications, the Certification of Non - Discrimination by Contractors, and the
Workers' Compensation Insurance Certificate are to be incorporated by reference into this Agreement and are
made specifically as part of this RFQ.
CSG Advisors
FIRM r j
Chairman
TITLE
Gene Slater
D NAME
January 2B, 2015
DATE
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 15
TO BE INCLUDED IN PROPOSAL
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALIFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
PROPOSAL AND CONTRACT AGREEMENT
CERTIFICATION OF NONDISCRIMINATION BY CONTRACTOR
The undersigned Contractor or corporate officer, during the performance of this contract, certifies as follows:
1. The Contractor shall not discriminate against any employee or applicant for employment because of
race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated during employment without, regard to their
race, color, religion, sex, or national origin. Such action shall Include, but not limited to, the following:
employment, upgrading, demotions, or transfer; recruitment advertising; layoff or termination; rates of
pay or other forms of compensation; and selection for training, including apprenticeship, The Contractor
agrees to post in conspicuous places, available to employees and applicants for employment, notices
to be provided setting forth the provisions of this nondiscrimination clause.
2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the
Contractor, state that all qualified applicants will receive consideration for employment without regard to
race, color, religion, sex, or national origin.
3. The Contractor shall send to each labor union or representative of workers with which he has a
collective bargaining agreements or other contract or understanding, a notice to be provided advising
the said labor union or workers' representative of the Contractor's commitments under this section, and
shall post copies of the notice in conspicuous places available to employees and applicants for
employment.
4. The Contractor complies with all provisions of Executive Order 11246 of September 24, 1965, and of
the- rules, -- regulations , -and relevant orders of the Secretary of Labor: -- -- - - -
5. The Contractor shall furnish all information and reports required by Executive Order 11246 of
September 24, 1965, and by rules, regulations, and order of the Secretary of Labor, or pursuant
thereto, and will permit access to his/ her books, records, and accounts by the administering agency
and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules,
regulations, and orders.
6. In the event the Contractor's non - compliance with the non - discrimination clauses of this contract or with
any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in
whole or in part and the contractor may be declared ineligible for further Government contracts or
federally assisted construction/ services contracts in accordance with procedures authorized in
Executive Orders 11246 of September 24, 1965, and such other sanctions may be imposed and
remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations,
or order of the Secretary of Labor, or as otherwise provided by law.
7. The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the
provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 16
rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive
Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or
purchase order as the administering agency may direct as means of enforcing such provisions,
including sanctions for noncompliance; provided, however, that in the event the Contractor becomes
involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction
by the administering agency, the Contractor may request that the United States enter such litigation to
protect the interests of the United States.
8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1039, and as
amended, no discrimination shall be made in the employment of persons because of race, religious
creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of
such persons, except as provided in Section 1420, and any Contractor violating this Section is subject
to all the penalties imposed for a violation of the Chapter.
CSG Advisors
FIRM a
Chairman
TITLE
Gene Slater
January 28, 2015
DATE
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 17
TO BE INCLUDED IN PROPOSAL
EXHIBIT G
CITY OF SANTA AND COMMUNITY DEVELOPMENT AGENCY
REQUEST FOR QUALFICATIONS FOR HOUSING FINANICAL ANALYTICAL AND ADVISORY SERVICES
NON - COLLUSION AFFIDAVIT
CITY OF SANTA ANA
PROPOSAL AND CONTRACT AGREEMENT
NON - COLLUSION AFFIDAVIT
(Title 23 United States Code Section 112 and Public Contract Code Section 7106)
To the City of SANTA ANA COMMOUNITY DEVELOPMENT AGENCY
In accordance with Title 23 United State Code Section 112 and Public Contract Code 7106 the PROPOSER
declares that this bid is not made In the interest of, or on behalf of, any undisclosed person, partnership,
company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the
PROPOSER has not directly or indirectly Induced or solicited any other PROPOSER to put in a false or sham
bid, and has not directly or indirectly colluded, conspired, connived or agreed with any PROPOSER or anyone
else to put in a sham bid, or that anyone shall refrain from bidding; that the PROPOSER has not In any
manner, directly or indirectly, sought by agreement, communication or conference with anyone to fix the bid
price of the PROPOSER or any PROPOSER, or to fix any overhead, profit, or cost element of the bid price, or
of that of any other PROPOSER, or to secure any advantage against the public body awarding the contract of
anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that
the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any
corporation, partnership, company associations, organization, bid depository, or to any member or agent
thereof to effectuate a collusive or sham bid.
Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature
portion thereof shall also constitute signature of this Non - collusion Affidavit. PROPOSERS are
cautioned that making a false certification may subject the certifier to criminal prosecution.
State of California
County of , -�''
Subscribed and sworn to (or affirmed) before me on this day ofy�_, 2-®'— 0_�, by
who appeared before me.
Notary Public
proved to me on the b �ssjpisfactory evidence to the person(s)
Ple
C po 04�
Notary Public Seal
City of Santa Ana Community Development Agency
Request for Qualifications - Housing Financial Analytical and Advisory Services
Page 18
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of San Francisco
Subscribed and sworn to (or -afR med) before me on this 28th
day of January 20 15 , by John Hamilton
proved to me on the basis of satisfactory evidence to be the
persorr(sj who appeared before me.
JACK WIGGINS JR.
Comm. # 1955003 �ne
N NOTARY PUBLIC. CALIFORNIA VI
Cm AV6 Cd M OF SAN FuNmo
011 1
My Comm. Exp. OCT. 70, 2015 ^
(Seal) Signature J>
CERTIFICATE OF LIABILITY INSURANCE
DA Y)
III
�-�"�
01113/2015
0 1/1 312 01 5
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY ANC CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the Certificate holder Is an ADDITIONAL INSURED, the policy(tes) must be endorsed, If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement, A statement on this certificate does not confer rights to the
certificate holder in lieu of such andorsemant a .
PaoouceR
Cc TACT E: CHELSEA POWER
PAYCHEX INSURANCE AGENCY, INC.
PHONE pyll, 877 - 268.6850 X84034 PAX N,,,, 585.389.7894
MAIL
150 SAWGRASS DRIVE
CPOWER ®pAYCHEX,COM
ROCHESTER, NY 14620
I LI
INSUR9BIS1 WORDING COVERAGE
NAIC IF
INSURER A; Travelers Casualty Insurance Company of America
ANY AUTO
INSURED
INSURER s: Travelers Property Casually Company of America
CSG ADVISORS, INC.
INSUNRC: Philadelphia Insurance Companies
S
1725 WINDWARD CONCOURSE
INSURER D:
SUITE 425
INauReR e: -
ALPHARETTA, GA 30005
IN ER F:
BODILY :NJUnY (Per p.)
COVERAGES CERTIFICATE NUMBER: REVISION NU
MBER.
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
LTR TYPE OP INSURANCE 6Dai1 POLICY EPP POLICYEXP
P ,ICY NUMa R M M OMR9
X COMMERCIAL GENERAL LIABILITY EACHOCCURRENCE S 2,000,000
CLAIMS -MADE 0OCCUR 680- 5F243125 -15 x_300000
MEO EXP imy we pe" $_6,000
A
Y 680.3F930573.15 -$2 01/0112015 01/Oi/2016 PERSONALSAOVINJURY $ 2,000,000
GENt AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE S 4,000,000_ - --•_
X POLICY ❑ PR?j
P..... a- OOMPIOPAGG $ 4,000,000
LOG
OTHER: $
AUTOMOBILE
LIABILITY
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$ 2,000,Q00
ANY AUTO
680- 5F243125 -15
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BODILY :NJUnY (Per p.)
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ALL SCHEDULED
AT AO
680.3F30673.15.42
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BODILY INJURY (Per m Od,M)
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DESCRIPTION OF OPERATIONS belpw
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$2,000,000 PER CLAIM LIMIT
DEDUCTIBLE $15,000
PHSD10OB771
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01101/2016
$2,000.000 AGGREGATE LIMIT
DESCRIPTION OF OPERATIONS I LOCATIONS /VEHICLES IACORO 1ai, AddRlpnel RemPMe Schedule, may be eaeched"MOM Open M Mggindl
The Redevelopment Agency of the City of Santa Ana and the City of Santa Ana, It's officers. employees, agents, volunteer and representative are named
additional insured In regards to the general liability on a primary and noncontributory basis as required by written contract.
((''
City of Santa Ana, Housing Authority of Santa Ana,
Santa Ana Redevelopment Agency
PO Box 1988
Santa Ana, CA 927021988
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
reserved.
I• _ •- r.1—, , Ira nwrcu name anu logo are re91stered morMs of ACORD
DocuSlgn Envelope l D: 111C4FE8 -F974- 4816- BC9A- 67E51D5FD6C4
/4w
TRAVELERS J One Tower Square, Hartford, Connecticut 06183
OTHERINTEREST CHANGE ENDORSEMENT
INSURING COMPANY:
TRAVELERS CASUALTY INSURANCE COMPANY OF AMERICA
Named Insured: CSG ADVISORS INC
Policy Number:
Policy Effective Date:
Policy Expiration Date:
Issue Date:
ADDITIONAL Premium $
680- 5F243125 -15 -42
01/01/2015
01/01/2016
01/23/2015
99.00
Effective from 01/23/15 at the time of day the policy becomes effective.
THIS INSURANCE IS AMENDED AS FOLLOWS:
Under the Commercial General Liability Coverage Part, Who Is An
Insured is changed to include Blanket Additional Insured - Owners,
Lessees or Contractors as provided under endorsement CG D1 05.
The following forms and /or endorsements is /are included with this change.
These forms are added to the policy or replace forms already existing
on the policy:
CG D1 05 04 94
IL TO 07 09 87
MP TO 27 04 07
NAME AND ADDRESS OF AGENT OR BROKER
PAYCHEX INS AGENCY INC
150 SAWGRASS DR
ROCHESTER
igyled by
(
7`Hut orized Representative
NY 14620 DATE: 01 /23/2015
IL TO 07 09 87 (Page 1 Of 1 ) Office: PAYROLL
DocuSign Envelope ID: 111C4FE8- F974.4B16- BC9A- 67E51D5FD6C4
POLICY NUMBER: 680- 5F243125 -15 -42
EFFECTIVE DATE: 01/01/2015
ISSUE DATE: 01/23/2015
LISTING OF FORMS, ENDORSEMENTS AND SCHEDULE NUMBERS
THIS LISTING SHOWS THE NUMBER OF FORMS, SCHEDULES AND ENDORSEMENTS
BY LINE OF BUSINESS
* IL
TO
07
09
87
CHANGE ENDORSEMENT
IL
TO
19
02
05
COMMON POLICY DECLARATIONS
MP
TO
01
02
05
BUSINESSOWNERS COVERAGE PART DECLARATIO
* IL
T8
01
01
01
FORMS ENDORSEMENTS AND SCHEDULE NUMBERS
IL
T3
15
09
07
COMMON POLICY CONDITIONS
BUSINESSOWNERS
MP TI 30 02 05
MP T1 02 02 05
MP T1 05 02 05
MP T5 22 08 07
MP T3 07 03 97
MP T3 25 01 08
MP T3 50 11 06
MP T3 56 02 08
MP T9 70 03 06
MP T4 90 05 10
MP T5 08 01 06
TABLE OF CONTENTS - BUSINESSOWNERS COVERAGE PART -
DELUXE PLAN
BUSINESSOWNERS PROPERTY COVERAGE SPECIAL FORM
AMENDATORY PROVISIONS - OFFICES
CALIFORNIA AMENDATORY PROVISIONS
PROTECTIVE SAFEGUARDS ENDORSEMENT FOR SPRINKLERED
LOCATIONS AND RESTAURANTS
TERRORISM RISK INSURANCE ACT OF 2002 DISCLOSURE
EQUIPMENT BREAKDOWN - SERVICE INTERRUPTION LIMITATION
AMENDATORY PROVISIONS - GREEN BUILDING AND BUSINESS
PERSONAL PROP COV ENHANCEMENTS
POWER PAC ENDORSEMENT
LIMIT OF INS /OCCURRENCE ENDT - CALIFORNIA
CALIFORNIA CHANGES - REPLACEMENT COST1
COMMERCIAL GENERAL LIABILITY
CG
TO
34
11
03
TABLE OF CONTENTS - COMMERCIAL GENERAL LIABILITY
COVERAGE FORM CG 00 01 10 01
CG
00
01
10
01
COMMERCIAL GENERAL LIABILITY COVERAGE FORM
CG
21
70
01
08
CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM
CG
D2
55
11
03
AMENDMENT OF COVERAGE - POLLUTION
CG
D3
09
11
03
AMENDATORY ENDR- PRODUCTS- COMPLETED OPERATIONS HAZARD
CG
D4
71
02
09
AMENDMENT OF COVERAGE B - PERSONAL AND ADVERTISING
INJURY LIABILITY
CG
DO
37
04
05
OTHER INSURANCE - ADDITIONAL INSUREDS
* CG
D1
05
04
94
BLANKET ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS
CG
D1
86
11
03
XTEND ENDORSEMENT
CG
D2
03
12
97
AMEND - NON CUMULATION OF EACH OCC
CG
D4
13
04
08
AMEND COVG - POLLUTION -EQUIP EXCEPTION
MP
T1
25
11
03
HIRED AUTO AND NON -OWNED AUTO LIABILITY
CG
D2
56
11
03
AMENDMENT OF COVERAGE - PROPERTY DAMAGE
CG
D2
88
11
03
EMPLOYMENT- RELATED PRACTICES EXCLUSION
* TEXT IN THIS FORM HAS CHANGED, OR THE FORM WAS NOT ON POLICY BEFORE.
IL T8 01 01 01 PAGE: 1 OF 2
DocuSign Envelope l D: 111C4FE8 -F974- 4816- BC9A- 67E51D5FD6C4
POLICY NUMBER: 680- 5F243125 -15 -42
EFFECTIVE DATE: 01/01/2015
ISSUE DATE: 01/23/2015
COMMERCIAL GENERAL LIABILITY (CONTINUED)
CG
D3
26
10
11
EXCLUSION
- UNSOLICITED COMMUNICATION
CG
D3
56
05
14
MOBILE EQUIPMENT REDEFINED - EXCLUSION OF VEHICLES
FORM)
SUBJECT TO
MOTOR VEHICLE LAWS
CG
D4
21
07
08
AMEND CONTRAL LIAB EXCL - EXC TO NAMED INS
CG
D6
18
10
11
EXCLUSION
- VIOLATION OF CONSUMER FINANCIAL PROTECTION
01
08
CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM
LAWS
CG
D6
39
05
12
EXCLUSION
- PROFESSIONAL FINANCIAL SERVICES
CG
D1
42
01
99
EXCLUSION
- DISCRIMINATION
CG
D2
42
01
02
EXCLUSION
- WAR
CG
T4
78
02
90
EXCLUSION
- ASBESTOS
MULTIPLE SUBLINE ENDORSEMENTS
CG T3 33 11 03 LIMITATION WHEN TWO OR MORE POLICIES APPLY
CG 32 34 01 05 CALIFORNIA CHANGES
INTERLINE
IL
T3
82
05
13
EXCLUSION OF LOSS DUE TO VIRUS OR BACTERIA
IL
00
21
09
08
NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENT (BROAD
FORM)
IL
01
04
09
07
CALIFORNIA CHANGES
IL
02
70
09
12
CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL
IL
T3
79
01
08
CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM
QVY
* TEXT IN THIS FORM HAS CHANGED, OR THE FORM WAS NOT ON POLICY BEFORE.
IL T8 01 01 01 PAGE: 2 OF 2
DocuSign Envelope ID: 111C4FE6- F974- 4Bi6- BC9A- 67E51D5FD6C4
GENERAL LIABILITY
DocuSign Envelope ID: 111 C4FEa -F974- 4616- 13CM -67E51 D5FD6C4
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED - OWNERS, LESSEES
OR CONTRACTORS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PROVISIONS:
1. WHO IS AN INSURED (SECTION II) is amended
in a written contract for this insurance to
to include as an insured any person or organiza-
apply on a primary or contributory basis.
tion (called hereafter "additional insured ") whom 3. This insurance does not apply:
you have agreed in a written contract, executed
prior to loss, to name as additional insured, but a.
on any basis to any person or organization
only with respect to liability arising out of "your
for whom you have purchased an Owners
work' or your ongoing operations for that addi-
and Contractors Protective policy.
tional insured performed by you or for you, b.
to "bodily injury," "property damage," "per -
2. With respect to the insurance afforded to Addi-
sonal injury," or "advertising injury" arising
tional Insureds the following conditions apply:
out of the rendering of or the failure to render
any professional services by or for you, in-
a. Limits of Insurance — The following limits of
cluding:
liability apply:
1. The preparing, approving or failing to
1. The limits which you agreed to provide;
prepare or approve maps, drawings,
or
opinions, reports, surveys, change or-
2. The limits shown on the declarations,
ders, designs or specifications; and
whichever is less.
2. Supervisory, inspection or engineering
b. This insurance is excess over any valid and
services.
collectible insurance unless you have agreed
CG D1 05 04 94 Copyright, The Travelers Indemnity Company, 1994. Page 1 of 1
Includes Copyrighted Material from Insurance Services Office, Inc.
DocuSign Envelope ID: 111 C4FE8- F974- 4B76- BC9A- 67E51D5FD6C4
CHANGE OVERPRINT /CHANGE SLIP POLICY NUMBER: 660- 5F243125 -15 -42
ISSUE DATE: 01/23/2015
RATER: NZ
CHANGE EFFECTIVE DATE: 01 -23 -15
EFFECTIVE DATE: 01/01/2015
EXPIRATION DATE: 01 /01/2016
INSURED'S NAME: CSG ADVISORS INC
New /Renewal: N
Solicitor Code: 7E
SAI: 4589V7191
MSI: I
Rating Mode:
S.B. ACCT. EFF.
MO. DATE
Special Code:
Program Code: IA1
Paymode: 0
Audit Frequency: N
Responsibility: I
PREMIUM
.1500
Watch File:
Survey Cade:
Reinsurance: f
DOWNSTREAM
Pro Rata Factor: 0.940
PREMIUM SUMMARY
OFFICE: PAYROLL 70A
PRODUCER NAME: PAYCHEX INS AGENCY INC SV996
Page 1 of 1
Envelope Number: 111C4FE8F9744Bi6BC9A67E51D5FD6C4
Subject: Please DocuSign this document: ADDTL INSURED CSG ADVISORS.pdf
BIS: 123456
Premium: 123456
Source Envelope:
Document Pages: 7
Certificate Pages: 1
AutoNav: Enabled
Envelopeld Stamping: Enabled
Status: Original
3/17/2015 10:47:01 AM ET
Signatures: 1
Initials: 0
Holder: Jenny Ihler- O'Donnell
jihlerod@paychex.com
Status: Completed
Envelope Originator:
Jenny Ihler- O'Donnell
911 Panorama Trail South
Rochester, NY 14625
jlhlerod@paychex.com
IP Address: 141.123.243.100
Location: DocuSign
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Jenny Ihler- O'Donnell D " °s'ern`d Sent: 3/17/201510:47:38 AM ET
jihlerod@paychex.com �.«G Oi'u'- Viewed: 3/17/201510:47:43 AM ET
PIA Commercial Insurance Agent — " ----- Signed: 3/17/2015 10:47:48 AM ET
Paychex Insurance Agency
Security Level: Email, Account Authentication Using IP Address: 141.123.243.100
(None)
Electronic Record and Signature Disclosure:
Not Offered
ID:
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Envelope Sent Hashed /Encrypted 3/17/2015 10:47:38 AM ET
Certified Delivered Security Checked 3/17/2015 10:47:43 AM ET
Signing Complete Security Checked 3/17/2015 10:47:48 AM ET
Completed Security Checked 3/1712015 10:47:48 AM ET
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(Page 4 of 6)
Rightfax N2 -1
TRAVELERS)
ONE TOWER SQUARE
HARTFORD, CT D6181
3/20/2015 3:25 :46 AM PACE 4/006 Fax Server
WORKERS COMPENSATION
AND
EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A) - 001
POLICYNUMBER: (IJUB- 3F64983 -6 -15)
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
ENDORSEMENT - CALIFORNIA
(BLANKET WAIVER)
We have the right to recover our payments from anyone liable for an Injury covered by this policy. We will not
enforce our right against the person or organization named in the Schedule.
The additional premium for this endorsement shall be 7 .0 % of the California workers' compensation pre-
mium.
Schedule
Person or Organization
ANY PERSON OR ORGANIZATION FOR
WHICH THE INSURED HAS AGREED
BY WRITTEN CONTRACT EXECUTED
PRIOR TO LOSS TO FURNISH THIS
WAIVER.
Job Description
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This endorsement changes the policy to which It Is attached and is effective an the date issued unless otherwise
stated.
(The Information below is required only when this endorsement Is Issued subsequent to preparation of
the policy.)
Endorsement Effective Policy No. Endorsement No.
Insured _ /7 Prenk V
Insurance Company
DATE OF ISSUE: 01 -19 -15 ST ASSIGN:
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