Agda Pkt 2025.06.09 Joint SA PFA

Browse Search

4918-5821-5178.6 011249.016 CalHFA Standstill Agreement (Density Bonus – Locality) ______________– CalHFA No. ______________ 12/05/2024.OGC.ogc.HFMF-478357159-19 REV: 05-28-25 LF Agreement and the CalHFA Subsidy Regulatory Agreement are referred to herein as the “CalHFA Regulatory Agreement”; G. WHEREAS, it is a condition precedent to CalHFA making the CalHFA Loan that the Locality provide for the standstill of certain provisions of the Density Bonus Agreement if CalHFA is required to exercise certain remedies under the CalHFA Documents; and H. WHEREAS, at the request of Borrower, the Locality agrees to enter into this Agreement to assure Borrower may access the additional funding sources provided under the CalHFA Documents for permanent financing to the benefit of the Development. NOW THEREFORE, in consideration of the foregoing and other consideration the receipt and sufficiency of which are hereby acknowledged and in order to induce CalHFA to make the CalHFA Loan, the parties hereto agree as follows: 1. Standstill of Certain Density Bonus Agreement Provisions. (a) In the event CalHFA becomes the owner of the Development due to CalHFA’s exercise of its rights under the CalHFA Documents as a result of an uncured Borrower default under the CalHFA Documents, through judicial foreclosure sale, non-judicial foreclosure, deed-in-lieu of foreclosure, or otherwise pursuant to the CalHFA Documents, then, for a maximum period of five (5) consecutive years commencing on the date of CalHFA’s ownership of the Development in order to permit sufficient time for CalHFA to transfer the Development to a transferee (the “Standstill Term”), which transferee shall have successfully operated and maintained at least three comparable developments within the past five years, Locality hereby agrees that, during the Standstill Term, Locality shall refrain from exercising any of the remedies, requirements, and/or rights of Locality expressly set forth in the Standstill Provisions, except as otherwise allowed by this Section 1(a). Notwithstanding anything in the foregoing provisions to the contrary, Locality shall have the right to exercise its rights and remedies during the Standstill Term to enforce against CalHFA as the owner of the Development, and Borrower, if applicable, a violation of the unit, household, and tenant affordability limitations (such affordability limitations are referred to herein collectively as the “Affordability Limitations”) set forth in the Density Bonus Agreement provided that Locality’s right is limited to Locality’s exercise of equitable rights and remedies, including, and limited to, specific performance and/or injunction, for any violation of the Affordability Limitations that remains uncured for a period of ninety (90) calendar days from receipt of a notice from Locality of violation to CalHFA or to Borrower if applicable. The provisions of this Section 1 are solely for the benefit of CalHFA and are personal to CalHFA, and shall not be effective, available, or exercised by Borrower or any other transferee or successor owner of the Development or any interest therein. For the avoidance of any doubt, if CalHFA becomes the owner of the Development as described in this Section 1(a), then upon a sale, conveyance, transfer or otherwise from CalHFA to any other transferee or successor, the parties to this Agreement agree that any such transferee or successor shall be subject to Locality’s enforcement of all provisions of the Density Bonus Agreement, including the Standstill Provisions, and ATTY/AGR.2025.127/California Housing Finance Agency (CalHFA) (Page 3 of 11) 6.K. - Page 7 of 15 89