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City of San Leandro Meeting Date: December 17, 2012 Staff Report File Number: 12-557 Agenda Section: CONSENT CALENDAR Agenda Number: 8.C. TO: City Council FROM: Chris Zapata City Manager BY: Tom Liao Acting Community Development Director FINANCE REVIEW: Not Applicable TITLE: Staff Report for Approving the Transfer of 27751 Leidig Court from Safe Alternatives to Violent Environments (SAVE) to Eden Housing (Eden) by Authorizing the Execution of 1) an Assignment and Assumption Agreement Assigning the City’s Community Development Block Grant (CDBG) Financing from SAVE to Eden and 2) a Revocable Grant Agreement Restructuring the City’s CDBG Financing into a Revocable and Forgivable Grant SUMMARY AND RECOMMENDATIONS Staff recommends the City Council adopt the resolution approving the transfer of 27751 Leidig Court from Safe Alternatives to Violent Environments (SAVE) to Eden Housing (Eden) by authorizing the execution of an Assignment and Assumption Agreement that will assign the City’s Community Development Block Grant (CDBG) financing from SAVE to Eden and a Revocable Grant Agreement that will restructure the City’s CDBG financing into a revocable grant that will be forgiven by 2021. Eden is not requesting any additional funding from the City. Since 1988, SAVE has operated 27751 Leidig Court, which is located in Hayward, as its Women In Need Gain Strengths (WINGS) transitional housing facility for domestic violence victims. Due to financial reasons, SAVE has agreed to transfer the facility to nonprofit affordable housing developer Eden Housing who will acquire, rehabilitate, and operate the property as a16-unit affordable multifamily rental housing complex for very low-and low-income households. BACKGROUND In 1988 the City, Alameda County, and the cities of Hayward and Fremont provided SAVE with CDBG loans to assist SAVE in acquiring and rehabilitating the WINGS facility, a 15-unit apartment complex located at 27751 Leidig Court in Hayward. Since acquisition and completion of its rehabilitation, SAVE has operated the property as transitional housing for survivors of domestic violence. SAVE also obtained additional funding from the same City of San Leandro Page 1 Printed on 12/11/2012 File Number: 12-557 jurisdictions to complete two (2) more separate rehabilitations with the last substantial rehabilitation being completed in mid-2007 with funds provided by the County, the State, and the City of Hayward. The City has invested a total of $99,394 in CDBG funds from 1988 to 2001 in the WINGS property. In late 2007, SAVE, for financial reasons, informed the County that it could no longer operate the property as transitional housing for victims of domestic violence and requested approval to list the property for sale. In 2008, the participating local jurisdictions agreed to let SAVE transfer the building to an organization which would operate it as a general affordable housing building rather than restrict it to survivors of domestic violence. For much of 2009, SAVE was responsible for sale/transfer of the property and for providing documentation with regard to equity in WINGS. In January 2010, the County, on behalf of SAVE, issued a Request for Proposals for the transfer of ownership of WINGS and the assumption of the jurisdictional loans. The participating local jurisdictions and SAVE reviewed proposals and selected nonprofit affordable housing developer Eden Housing to purchase the property from SAVE and operate it as affordable housing. Eden intends to develop this property into 16 units (including a manager’s unit) of rental multifamily housing affordable to very low-income households. On October 11, 2012, SAVE and Eden executed an Agreement for Purchase and Sale and Joint Escrow Instructions pursuant to which Eden will purchase the Leidig Court property from SAVE. Eden will also assume all existing CDBG funding that has been provided to SAVE for the property since 1988. Analysis As stipulated in the executed purchase and sale agreement and due to the gap in financing and extent of the significant rehabilitation needed to convert the WINGS property into affordable rental housing, Eden has indicated that it is necessary to obtain additional funding and for all participating jurisdictions to forgive past CDBG loans to facilitate this acquisition and rehabilitation. Therefore, in order to facilitate the sale of WINGS, the County will provide $685,000 in Neighborhood Stabilization Program (NSP2) stimulus funds and in Affordable Housing Trust Funds while the City of Hayward will provide an additional $325,000 in HOME Investment Partnerships Program (HOME) funds. In addition, the City and all the other participating jurisdictions have agreed (subject to City Council approval) on Eden’s assumption of SAVE’s existing CDBG loans which will be restructured as revocable grants to Eden when Eden assumes ownership of the property. Provided that Eden continually operates the property as an affordable housing property, the revocable grants are proposed to be forgiven twenty (20) years from the dates the financing was first provided to SAVE. Specifically, the City’s $99,394 CDBG funds are proposed to be forgiven as follows: $81,894 at closing in December 2012 and $17,500 on June 30, 2021. The $81,894 that will be forgiven at the close of escrow consists of the following CDBG loans: $40,000 in 1988; $20,000 in 1990; $7,346 in 1992; and $9,024 and $5,524 in 1993. The $17,500, which the City approved in 2001, will be due to the City and could be recovered through foreclosure against the property should Eden fail to operate the property as affordable housing or otherwise default. Furthermore, the City, together with Hayward and Fremont, will remain as City of San Leandro Page 2 Printed on 12/11/2012 File Number: 12-557 third party beneficiaries of an Amended and Restated Regulatory Agreement between Alameda County and Eden which will continue to impose affordability restrictions on the property for the next thirty-four (34) years. Also, under this County Amended Regulatory Agreement, the City is entitled to a 4.13% share of the value of the property if Eden fails to perform any obligation under the Regulatory Agreement. Current Agency Policies Policies and goals that further affordable housing needs and goals under the 2010-2014 HUD Consolidated Plan: · Increase the availability of affordable rental housing for extremely low -(30%), very low-(50%), and low-income (80%) households · Preserve existing affordable rental and ownership housing for households at or below (80%) Area Median Income (AMI) · Build upon inter-jurisdictional cooperation to achieve housing and homeless needs Previous Actions · 9/21/87 By Resolution No. 87-204, Council approved the City joining Hayward, Fremont & Alameda County to support SAVE's development of a transitional housing program · 3/28/88 By Resolution No. 88-45, Council approved the use of funds for acquisition and mentions letters of commitment for acquisition by Fremont, Hayward & the City · 10/3/88 By Resolution No. 88-220, Council authorized City Manager to approve annual CDBG Performance Report · 7/1/90 City signed a Participating Public Jurisdictional (PPJ) Agreement with Fremont and Hayward to provide CDBG construction funds · 10/5/92 By Resolution No. 92-281, Council approved community improvements' funds for SAVE Housing · 12/10/92 City recorded a deed of trust dated 9/8/92 · 6/21/93 By Resolution No. 93-121, Council approved a Capital Improvements Agreement between the City and SAVE for rehabilitation of 16 units · 9/6/94 By Resolution No. 94-174, Council approved PPJ Agreement with Hayward, Fremont and Union City for joint rehabilitation of WINGS · 7/16/01 By Resolution No. 2001-113, Council approved CDBG Capital Improvements Project Agreement for $17,500 for facility improvements between the City and SAVE Applicable General Plan Policies Policies that further affordable housing needs and goals under the City’s Housing Element : POLICY 58.09: ENDING HOMELESSNESS Develop local strategies with community stakeholders to provide permanent supportive housing for the homeless, people at risk of homelessness, and others with special needs. City of San Leandro Page 3 Printed on 12/11/2012 File Number: 12-557 Policy 58.11: SERVICE-ENRICHED HOUSING Promote social services and programs in affordable housing projects that assist lower-income households in obtaining the financial resources needed to increase and stabilize their housing choices in the City. Environmental Review There is no environmental review that will need to be completed by the City. Alameda County and the City of Hayward are responsible for completing the environmental review procedures pursuant to the National Environmental Policy Act of 1969 (NEPA) for the additional funding they will be providing Eden for the project. Legal Analysis The City Attorney approved the Assignment and Assumption Agreement and the Revocable Grant Agreement for execution by the City Manager. Fiscal Impacts The City will not provide any new funding to this project. The City will continue to coordinate with the Alameda County and the Cities of Hayward and Fremont for long-term monitoring and regulation of this property. Budget Authority Not applicable. ATTACHMENTS None. PREPARED BY: Steve Hernandez, Housing Specialist I, Community Development Department City of San Leandro Page 4 Printed on 12/11/2012 City of San Leandro Meeting Date: December 17, 2012 Resolution -Council File Number: 12-578 Agenda Section: CONSENT CALENDAR Agenda Number: TO: City Council FROM: Chris Zapata City Manager BY: Tom Liao Acting Community Development Director FINANCE REVIEW: Not Applicable TITLE: ADOPT: Resolution Approving and Authorizing the City Manager to Execute an Assignment and Assumption Agreement that Approves the Assignment of the City’s Community Development Block Grant (CDBG) Financing to Safe Alternatives to Violent Environments (SAVE) from SAVE to Eden Housing (Eden) and a Revocable Grant Agreement Restructuring the City’s CDBG Financing into a Revocable and Forgivable Grant Related to the Transfer by SAVE to Eden of the Property Located at 27751 Leidig Court, Hayward (approves assignment and restructuring of existing CDBG funding in the amount of $99,394 as revocable and forgivable grants) WHEREAS, in 1988 the City, Alameda County, and the cities of Hayward and Fremont provided SAVE with CDBG loans and grants to to assist SAVE in acquiring and rehabilitating the WINGS facility, a 15-unit apartment complex located 27751 Leidig Court in Hayward. Since the acquisition and rehabilitation of the WINGS facility, SAVE has operated the property as transitional housing for survivors of domestic violence, some of whom were residents of the City; andWHEREAS, between 1988 and 2001, the City loaned and/or granted $99,394.00 in CDBG funds for this project to SAVE; and WHEREAS, in 2007, SAVE informed the County that it could no longer operate the property as transitional housing for victims of domestic violence, and requested approval to sell the property. In 2008, the City as well as the other participating local jurisdictions agreed to let SAVE transfer the building to an organization that would operate the property as affordable housing, which would be in compliance with the use of the CDBG funds already loaned or granted to SAVE for this property; and WHEREAS, in January 2010, the County, on behalf of SAVE, issued a Request for Proposals for the transfer of ownership of the property and the assumption of the participating jurisdiction’s loans and grants. The City, with the participating local jurisdictions and SAVE, reviewed the proposals and selected the non-profit affordable housing developer, Eden City of San Leandro Page 1 Printed on 12/11/2012 File Number: 12-578 Housing, to purchase the property from SAVE and operate it as an affordable housing project ; and WHEREAS, Eden proposes to develop the property into 16 units of rental multifamily housing affordable to very low-income households; and WHEREAS, on October 11, 2012 SAVE and Eden executed an Agreement for the Purchase and Sale of the property, where Eden would also assume all of the funding obligations, including the loans and grants from the local participating jurisdictions, provided to SAVE for the property since 1988. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San Leandro that it approves of the assignment and assumption of the CDBG funds provided to SAVE by the City in the amount of $99,934.00 for the property located 27751 Leidig Court, Hayward, California, from SAVE to Eden Housing and the revocable grant agreement restructuring the City CDBG financing into a revocable and forgivable grant; and BE IT FURTHER RESOLVED, that the City Council authorizes the City Manager to execute all documents to effect such approvals, subject to the approval as to form of such documents by the City Attorney. City of San Leandro Page 2 Printed on 12/11/2012 AAALeidig_SanLeandro rev3 9-28-12 1 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of San Leandro Community Development Dept. Housing Services Division 835 E. 14th Street San Leandro, CA 94577 Attn: Housing/Planning Mgr. No fee for recording pursuant to Government Code Section 27383 ______________________________________________________________________________ (SPACE ABOVE THIS LINE FOR RECORDER'S USE) ASSIGNMENT AND ASSUMPTION AGREEMENT (CDBG Funds) (27751 Leidig Court, Hayward) This Assignment and Assumption Agreement (this "Agreement") is entered into as of ____________________, 2012 by and among the City of San Leandro, a municipal corporation (the "City"), Safe Alternatives to Violent Environments, Inc., a California nonprofit public benefit corporation, which was formerly known as "Shelter Against Violent Environments, Inc." (the "Assignor"), and Leidig Court LLC, a California limited liability company (the "Assignee"). The City, the Assignor and the Assignee shall each be referred to as a "Party", and shall collectively be referred to as the "Parties." RECITALS A. The Assignor owns certain real property located in the City of Hayward, California, commonly known as 27751 Leidig Court, as more particularly described in the attached Exhibit A and has operated the Property under the terms of that certain Regulatory Agreement between the County of Alameda and the Assignor dated May 19, 1988 and recorded in the official records of the County (the "Official Records") as document number 88-156303 on June 30, 1988 (the “SAVE-County Regulatory Agreement”). As defined by the SAVE-County Regulatory Agreement, the Participating Public Jurisdictions are the County of Alameda, the City of Fremont, the City of Hayward and the City of San Leandro (the “PPJs”). The Assignor desires to sell the Assignor's fee interest in the Property to the Assignee pursuant to the terms and conditions of a purchase and sale agreement between the Assignor and the Assignee. The Parties intend for this Agreement to be recorded in the Official Records concurrently with the recordation in the Official Records of the grant deed conveying the fee interest in the Property from the Assignor to the Assignee. B. During the Assignor's ownership of the Property, the City represents that it provided certain loans and other financial assistance to the Assignor for the acquisition and AAALeidig_SanLeandro rev3 9-28-12 2 rehabilitation of the Property, consisting of Community Development Block Grant ("CDBG") funds (the "CDBG Funds"). The CDBG Funds are evidenced by certain agreements between the City and the Assignor as more particularly set forth below (collectively, the "Funding Documents"). C. The Assignor desires to assign to the Assignee all of the Assignor's rights, title and interest in and to, if any, and obligations and liabilities, if any, regarding the CDBG Funds, as set forth below and evidenced by the Funding Documents. The Assignee has agreed, subject to the terms and conditions of this Agreement, to assume such obligations and liabilities regarding the CDBG Funds as evidenced by the Funding Documents. The City desires to acknowledge and consent to the foregoing assignment and assumption and to release Assignor from its obligations and liabilities regarding the CDBG Funds. D. Nothing in this Agreement is intended to be construed as an admission nor does it in fact constitute constitute an admission or otherwise bind SAVE as the Assignor that it has now or at any time in the past incurred or otherwise assumed liability, indebtedness or any other monetary or non-monetary obligation for any of the Assumed Obligations (as defined below) or arising under any of the Funding Documents. NOW THEREFORE, in consideration of the foregoing, and in consideration of the mutual promises of the Parties hereto and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties mutually agree as follows: Section 1. Assignment by the Assignor. As of the Effective Date, the Assignor hereby assigns to the Assignee all of the Assignor's rights, title and interest in and to, if any, and obligations and liabilities, if any, described below as represented by the City to exist under the Funding Documents (collectively, the "Assumed Obligations"). Section 2. Acceptance of Assignment and Assumption of the Assumed Obligations by the Assignee. As of the Effective Date, the Assignee hereby accepts the above assignment of the Assumed Obligations and hereby assumes all of the Assumed Obligations. The Assignee hereby agrees to perform all of the terms, covenants, obligations and conditions imposed upon Assignor under the Funding Documents as if the Assignee were the original signatory thereto. All references in the Funding Documents to the Assignor shall hereafter be deemed to be references to the Assignee. Notwithstanding the preceding, Assignee is not, and this Agreement is not intended to make Assignee, liable for, and will not be declared in breach or default for, any of Assignor’s actions, inactions, uses of CDBG Funds, compliance or noncompliance, if any, or any default, if any, by Assignor arising and/or committed prior to and existing as of the Effective Date. Section 3. City Representation and Acknowledgement Regarding the CDBG Funds The City hereby represents to the Assignor and the Assignee that the outstanding balance as of the Effective Date of the CDBG Funds is Ninety-Nine Thousand, Three Hundred Ninety-Four Dollars ($99,394.00), which amount includes without limitation, all principal, interest, and the following, if any, actual or alleged default interest, late fees, penalties, attorneys’ fees, expenses, costs advanced, prorata sharing of sales proceeds, taxes, impositions and deposits of any kinds, and any other kind or nature of monetary obligation whether or not liquidated and reduced to a AAALeidig_SanLeandro rev3 9-28-12 3 specified dollar amount and whether or not specifically referenced in the documents listed in Section 4. Section 4. City Representations and Acknowledgements Regarding Funding Documents and Assumed Obligations. The City represents to the Assignee that the “Funding Documents” consist of the following documents and agreements: (a) The following document executed by the Assignor in connection with funding in the amount of Forty Thousand Dollars ($40,000.00) in CDBG Funds provided by the City to Assignor in connection with the Property: that certain Regulatory Agreement between the County of Alameda and the Assignor dated May 19, 1988 and recorded in the official Records as document number 88-156303 on June 30, 1988 which include certain benefits and obligations specified therein in favor of the City. The $40,000 amount of the City’s funding is evidenced by that certain Agreement dated as of June 21, 1988 among the City, the County of Alameda, the City of Hayward, the City of of Fremont and the City of Union City, and was increased by the following amounts: $20,000 as evidenced by that certain Agreement dated as of July 1, 1990 among the City, the City of Hayward, and the City of Fremont; and $9,024 as evidenced by that certain Agreement dated as of July 1, 1993 among the City, the City of Hayward, the City of Fremont and the City of Union City; (b) The SAVE-County Regulatory Agreement; (c) The following documents executed by the Assignor in favor of the City in connection with CDBG Funds in the amount of Seven Thousand Three Hundred Forty-Six Dollars ($7,346.00) loaned to Assignor: that certain deed of trust executed by the Assignor in favor of the City dated as of September 8, 1992, and recorded in the Official Records as document number 92402694 on December 10, 1992, and that certain promissory note from Assignor to City referenced in said deed of trust; (d) The following documents executed by the Assignor in favor of the City in connection with CDBG Funds in the amount of Five Thousand Five Hundred Twenty-Four Dollars ($5,524.00) loaned to Assignor: that certain deed of trust executed by the Assignor in favor of the City dated as of June 21, 1993, and recorded in the Official Records as document number 93232975 on June 29, 1993; that certain promissory note from Assignor to City referenced in said deed of trust; and that certain Capital Improvements Agreement dated as of June 21, 1993 between the City and the Assignor; and (e) The following document executed by the Assignor in favor of the City in connection with Seventeen Thousand Five Hundred Dollars ($17,500.00) of CDBG Funds provided by the City to the Assignor: that certain Capital Improvements Agreement dated as of July 16, 2001 between the City and the Assignor. Section 5. City Consent and Release. The City hereby consents to the assignment to, and assumption of, the Assumed Obligations by the Assignee. The City, for itself and on behalf of its respective successors and assigns hereby releases and forever discharges the Assignor and its respective officers, directors, employees, attorneys, and predecessors (each a "Released Party", and, collectively, the "Released Parties") from the Assumed Obligations and the Funding AAALeidig_SanLeandro rev3 9-28-12 4 Documents (including but not limited to the SAVE-County Regulatory Agreement) whether or not specifically referenced in the documents listed in Section 4. Section 6. Effective Date. This Agreement and the assignment, assumption and release described in this Agreement shall be effective as of the date this Agreement is recorded in the Official Records which shall be recorded concurrently with the grant deed transferring Assignor’s fee title in and to the Property to Assignee (the “Effective Date”). Section 7. Exhibits. The exhibit attached to this Agreement is hereby incorporated into this Agreement by this reference. Section 8. California Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of California. Section 9. Invalidity. Any provision of this Agreement which is determined by a court to be invalid or unenforceable shall be deemed severed herefrom, and the remaining provisions shall remain in full force and effect as if the invalid or unenforceable provision had not been a part hereof. Section 10. Headings; Interpretations. The headings used in this Agreement are for convenience only and shall be disregarded in interpreting the substantive provisions of this Agreement. The Parties agree that this Agreement has been prepared by all of the Parties and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply to the interpretation of this Agreement (including, but not limited to, California Civil Code Section 1654, as may be amended from time to time). Section 11. Successors and Assigns. This Agreement shall apply to and bind the successors and assigns of the Parties hereto. Section 12. Amendments. No provision of this Agreement may be amended, changed or waived except by a written instrument signed by all of the Parties (or, in the case of a waiver, by the Party against whom enforcement of the waiver is sought). Section 13. Further Acts. Each of the Parties, upon the request of any other, agrees to perform such further acts and to execute and deliver such other documents as are reasonably necessary to carry out the provisions of this Agreement. Section 14. Attorneys' Fees. If any attorney is engaged by any party hereto and an action is filed to enforce or defend any provision of this Agreement, the prevailing Party shall be entitled to costs and reasonable attorneys’ fees. Section 15. Counterparts; Multiple Originals. This Agreement may be signed in counterparts, and in multiple originals each of which shall constitute one and the same instrument. Remainder of Page Left Intentionally Blank AAALeidig_SanLeandro rev3 9-28-12 5 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. ASSIGNOR: SAFE ALTERNATIVES TO VIOLENT ENVIRONMENTS, INC., a California nonprofit public benefit corporation By: ______________________________ Name: ______________________________ Its: ______________________________ ASSIGNEE: LEIDIG COURT LLC, a California limited liability company By: Eden Investments, Inc., a California nonprofit public benefit corporation, its sole member By: ____________________________ Name: __________________________ __ Its: ____________________________ CITY: CITY OF SAN LEANDRO, a municipal corporation By: ________________________________ Name: Chris Zapata_____________________ Its: City Manager_________________ ___ 535\16\1144763.5 STATE OF CALIFORNIA ) ) COUNTY OF ALAMEDA ) On ____________________, before me, ___________________________, Notary Public, personally appeared ______________________________________ , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Notary Public STATE OF CALIFORNIA ) ) COUNTY OF ALAMEDA ) On ____________________, before me, ___________________________, Notary Public, personally appeared ______________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Notary Public 535\16\1144763.5 STATE OF CALIFORNIA ) ) COUNTY OF ALAMEDA ) On ____________________, before me, ___________________________, Notary Public, personally appeared ______________________________________ , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Notary Public A-1 535\16\1144763.5 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY PORTION OF BLOCK "S" AS SAID BLOCK IS SHOWN ON THE "MAP OF ANNEX TO MEEK ORCHARD TRACT," FILED MARCH 11, 1918, IN MAP BOOK 16, PAGE 59, ALAMEDA COUNTY RECORDS, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE NORTHEASTERN BOUNDARY LINE OF SAID TRACT, DISTANT THEREON, SOUTH 42° 01' EAST, 525 FEET FROM THE INTERSECTION THEREOF, WITH THE CENTER LINE OF HARRIS ROAD, AS SAID ROAD IS SHOWN ON SAID MAP; RUNNING THENCE SOUTH 47° 59' WEST, 240 FEET; THENCE SOUTH 42° 01' EAST 100 FEET; THENCE NORTH 47° 59' EAST, 240 FEET TO THE NORTHERN BOUNDARY LINE OF SAID TRACT; THENCE ALONG SAID LAST NAMED LINE NORTH 42° 01' WEST, 100 FEET TO THE POINT OF BEGINNING. 163\18\1173589.2 1 CDBG REVOCABLE GRANT AGREEMENT (LEIDIG COURT) This CDBG Revocable Grant