city center south family - 2009 va

Low Income Housing Tax Credit Application for Reservation

Electronic Copy of the Microsoft Excel Based Application (MANDATORY) Hard Copy of All Application Pages With Signature (MANDATORY)Scanned Copy of the Tax Credit Application with all Attachments (excluding market study and plans & specs) (MANDATORY) $750 Application Fee (MANDATORY)Tab A: Documentation of Development Location: A.1 Qualified Census Tract Certification A.2 Revitalization Area Certification

Location MapSurveyor's Certification of Proximity To Public Transportation

Tab B: Partnership or Operating Agreement, including chart of ownership structure with percentage of interests (MANDATORYTab C: Virginia State Corporation Commission Certification (MANDATORY)Tab D: Principal's Previous Participation Certification and Resumé (MANDATORY)Tab E: Nonprofit Questionnaire (MANDATORY for points or pool)

The following documents need not be submitted unless requested by VHDA: -Nonprofit Articles of Incorporation -IRS Documentation of Nonprofit Status -Joint Venture Agreement (if applicable) -For-profit Consulting Agreement (if applicable)

Tab F: Architect's Certification (MANDATORY)Tab H: PHA / Section 8 Notification LetterTab I: Local CEO LetterTab J: Homeownership PlanTab K: Site Control Documentation (MANDATORY)Tab L: Plan of Development Certification LetterTab M: Zoning Certification LetterTab N: Copies of 8609s To Certify Developer ExperienceTab O: (Reserved)Tab P: Plans and Specifications and Work Write-Up (MANDATORY)Tab Q: Documentation of Rental AssistanceTab R: Documentation of Operating BudgetTab S: Documentation of Project BudgetTab T: Documentation of Financing SourcesTab U: (Reserved)Tab V: Nonprofit or LHA Purchase Option or Right of First RefusalTab W: Original Attorney's Opinion (MANDATORY)Tab X: (Reserved)Tab Y: Marketing Plan for units meeting accessibility requirements of HUD section 504Tab Z Market Study (MANDATORY-Application will be disqualified if market study not submitted with the application)

Please indicate if the following items are included with your application by checking the appropriate boxes. Your assistance in organizing the submission in the following order, and actually using tabs to mark them as shown, will facilitate review of your application. Please note that all mandatory items must be included for the application to be processed. The inclusion of other items may increase the number of points for which you are eligible under VHDA's point system of ranking applications, and may assist VHDA in its determination of the appropriate amount of credits that it may reserve for the development. You are therefore encouraged to submit as much requested information as is available, but their inclusion is not mandatory for review of your application.

2009 Submission Checklist

Low-Income Housing Tax Credit Application For Reservation

VHDA TRACKING NUMBER 2009-Z-029I. General Information

All code "Section" references are to, and the term "IRC" shall be deemed to mean, 05/14/2009the Internal Revenue Code of 1986, as amended. (Date of Application)

A. Development Name and Location:1. Name of Development City Center South Family Apartments2. Address of Development 370 South Washington Street

(Street)Falls Church VA 22046

(City) (State) (Zip Code)

3. If complete address is not available, provide longitude and latitude coordinates (x,y) fromlocation on site your surveyor deems appropriate. -77.174645296, 38.881067492

Documentation from surveyor attached (TAB A) (Only necessary if street address or street intersections are not available.(Coordinates should be the same as those listed on pg 13, if applicable)

4. The Circuit Court Clerk's office in which the deed to the property is or will be recorded:City/County of Arlington County (ie; Richmond City, Chesterfield County; see application manual)

5. Does the site overlap one or more jurisdictional boundaries? Yes NoIf yes, what other City/County is the site located in besides the one mentioned above?

6. Is the development located in a Metropolitan Statistical Area? Yes No7. Census Tract the development is located in: 5002

Is this a Qualified Census Tract: Yes No (If yes, attach required form in TAB A) 8. Is the development located in a Difficult Development Area? No9. Is the development located in a revitalization area? Yes No (If yes, attach required form in TAB A)10. Is the development an existing RD or HUD S8/236 development? Yes No (If yes, attach required form in TAB Q)

Note: If there is an identity of interest between the applicant and the seller in this proposal, and the applicant is seeking points inthis category, then the applicant must either waive their rights to the developer's fee or other fees associated with acquisition and/orrehabilitation, or obtain a waiver of this requirement from VHDA prior to application submission to receive these points.

a. Applicant agrees to waive all rights to any developer's fee or other fees associated with acquisition and/or rehab. Yes n/ab. Applicant has obtained a waiver of this requirement from VHDA prior to the application submission deadline. Yes n/a

11. Is the development located in a census tract with a povertyrate <10% with no tax credit units currently present? Yes No

12. Is the development listed on the RD 515 Rehabilitation Priority List? Yes No

13. Congressional District 8 http://dlsgis.state.va.us/congress/2001PDFs/chap7Tab.pdf

Planning District 8 http://www.vapdc.org/aboutpdcs.htm#PDC%20Map

State Senate District 31 http://dlsgis.state.va.us/senate/2001PDFs/Chap2Tab.pdf

State House District 53 http://dlsgis.state.va.us/House/2001HousePDFs/Chap1Tab.pdf

14. Location Map Attached (TAB A)

B. Project Description:In the space provided below, give a brief description of the proposed project.

City Center South Family Apartments will be part of a multi-phase, mixed-use development in the heart of Falls Church, Virginia, serving as a catalyst toward the revitalization of the Falls Church City Downtown District in the hub of Downtown Falls Church. Leading local nonprofits Falls Church Housing Corporation and Homestretch have teamed up with national nonprofit leader in neighborhood revitalization, The Community Builders to form a mission-based development team.

City Center South Family Apartments will contain 56 affordable residential dwellings, a community room, a computer center, and fitness center within a contemporary building that provides structured parking for the residents. The property will also have a well maintained courtyard to provide ample open space for the enjoyment of its residents. All residential dwellings will serve families at or below 60% of area median income.

City Center South Family Apartments will also be condominiumized with approximately 5,000 square feet of commercial office space that will be seperately developed and financed, meeting the mixed-use goals of the city of Falls Church.

2009 Page 1

Low Income Housing Tax Credit Application For Reservation

C. Reservation Request

1. Total annual credit amount request (Must be the same as Part IX-D8) $1,105,690

2. Credits requested from:

9% CreditsNonprofit Set-Aside (All nonprofit owned developments which meet testsdescribed in Part II-D hereof may select this)Local Housing Authorities Tidewater MSA PoolNorthern Virginia MSA Pool Small MSA/Micropolitan PoolRichmond MSA Pool Rural Pool

Non-Competitive Pool (Preservation) Non-Competitive Pool (Disability)

Tax Exempt Bonds

new construction, or

rehabilitation, or

acquisition and rehabilitation.

Federal SubsidiesThe development will not receive federal subsidies.

This development will receive federal subsidies for:all buildings or

some buildings.

D. Type(s) of Allocation/Allocation Year

1. Regular Allocation

All of the buildings in the development are expected to be placed in service this year. For those buildings the owner will, this year, request anallocation of 2008 credits for new construction, or

rehabilitation, or

acquisition and rehabilitation.

2. Carryforward Allocation

All of the buildings in the development are expected to be placed in service within two years after the end of this calendar year, 2009, but theowner will have more than 10% basis in the development before the end of sixmonths following allocation of credits. For those buildings, the owner requests a carryforward allocation of 2009 credits pursuant to Section 42(h)(1)(E) for:

new construction, or

rehabilitation, or

acquisition and rehabilitation (even if you acquired a building this year and"placed it in service" for the purpose of the acquisition credit, you cannot receivethe 8609 form for it until the rehab 8609 is issued for that building once the rehabwork is "placed in service" in 2010 or 2011).

3. Federal SubsidiesThe development will not receive federal subsidies.

This development will receive federal subsidies for:all buildings or

some buildings.

2009 Page 2


E. Acquisition Credit Information NOTE: If no credits are being requested for existing buildings being acquired for the development,

so indicate and go on to Part F: No Acquisition

Ten-Year Rule For Acquisition Credits

All buildings satisfy the 10-year look-back rule of IRC Section 42 (d)(2)(B), including the 10% basis/$15,000.00 rehab costs ($10,000 for Tax Exempt Bonds) per unit requirement.

All buildings qualify for an exception to the 10-year rule under IRC Section 42(d)(2)(D)(i),Subsection (I)Subsection (II)Subsection (III)Subsection (IV)Subsection (V)

A waiver of the 10-year rule for all buildings has been or will be requested from the Department of the Treasury pursuant to IRC Section 42(d)(6)(B)

Different circumstances for different buildings: Attach a separate sheet and explain for each building.

F. Rehabilitation Credit Information

NOTE: If no credits are being requested for rehabilitation expenditures, so indicate and go on to Section II. No Rehabilitation

Minimum Expenditure Requirements

All buildings in the development satisfy the rehab costs per unit requirement of IRCSection 42(e)(3)(A)(ii).All buildings in the development qualify for the IRC Section 42(e)(3)(B) exception to the 10% basis requirement (4% credit only).All buildings in the development qualify for the IRC Section 42(f)(5)(B)(ii)(II) exception.

Different circumstances for different buildings. Attach a separate sheet and explain for each building.

2009 Page 3


II. OWNERSHIP INFORMATION

A. Owner Information:Name CC South Family Apartments, L.P.Contact Person First: Rob Middle: Last: FossiAddress 1333 H Street, NW, Suite 1100 West

(Street)Washington DC 20005

(City) (State) (Zip Code)

Federal I. D. No. Applied for (If not available, obtain prior to Allocation)Phone (202) 552-2507 Fax (202) 955-4535 Email address [email protected] of entity: Limited Partnership Other

Individual(s) CorporationOwner's organizational documents (e.g. Partnership agreements) attached (Mandatory TAB B)Certification from Virginia State Corporation Commission attached (Mandatory TAB C)

Principal(s) involved (e.g. general partners, LLC members, controlling shareholders, etc.)Names ** Phone Type Ownership % OwnershipFalls Church Housing Corporation (703) 241-5402 LP 99.99%(Carol Jackson - Executive Director) 0.00%The Community Builders, Inc. Managing GP Member (Patrick Clancy, President) (857) 221-8600 (51%) 0.01%Falls Church Housing Corporation Other GP (24.99%) 0.00%Homestretch, Inc. Other GP (24.01%) 0.00%(Christopher Fay, Executive Director) (703) 237-2035 0.00%

This should be 100% of the GP or managing member interest: 100.00%

** These should be the names of individuals who comprise the GP or managing members, not simply the names ofseparate partnerships or corporations which may comprise those components.

Principals' Previous Participation Certification attached (Mandatory TAB D), resumé, & ownership structure chart.

B. Seller Information:Name Homestretch&Hemphill LLC/CC South HousingContact Person Christopher Fay/Address 370 S Washington Street, Suite 400, Falls Church VA 22046 Carol JacksonCC South - 330-B S. Virginia Ave #21, Falls Church, VA 22046 Phone (703) 237-2035/(703) 241-5402

Is there an identity of interest between the seller and owner/applicant? Yes NoIf yes, complete the following:

Principal(s) involved (e.g. general partners, controlling shareholders, etc.)Names Phone Type Ownership % OwnershipHomestretch & Hemphill 0.00%Homestretch (Christopher Fay - Exec Dir) (703) 237-2035 Sole Member LLC 100.00%CC South Housing, LLC 0.00%Falls Church Housing Corp (Carol Jackson) (703) 241-5402 Sole Member LLC 100.00%

NOTE: VHDA may allocate credits only to the tax-paying entity which owns the development at the time of the allocation. The term "Owner" herein refers to that entity. Please fill in the legalname of the owner. The ownership entity must be formed prior to submitting this application. Any transfer, direct or indirect, of partnership interests (except those involving the admission oflimited partners) prior to the placed-in-service date of the proposed development shall be prohibited, unless the transfer is consented to by VHDA in its sole discretion. IMPORTANT: TheOwner name listed on this page must match exactly the owner name listed on the Virginia State Corporation Commission Certification.

Must be an individual or legally formed entity

2009 Page 4


C. Development Team Information:Complete the following as applicable to your development team.

1. Tax Attorney: Erik Hoffman Related Entity? Yes NoFirm Name: Klein Hornig LLPAddress: 1275 K Street, NW Suite 1200, Washington, DC 20005Phone: (202) 842-0125 Fax: (202) 842-3936

2. Tax Accountant: Russell L. Phillips, CPA Related Entity? Yes NoFirm Name: Reznick Group, P.C.Address: 7700 Old Georgetown Road, Suite 400, Bethesda, MDPhone: (301) 280-3578 Fax: (301) 301-3579

3. Consultant: Related Entity? Yes NoFirm Name: Role:Address:Phone: Fax:

4. Management Entity (Contact): Related Entity? Yes NoFirm Name:Address:Phone: Fax:

5. Contractor (Contact): Tom Wahl Related Entity? Yes NoFirm Name: Hamel BuildersAddress: 5710 Furnace Avenue, Suite H, Elkridge, MD 21075Phone: (301) 621-1106 Fax: (410) 379-6705

6. Architect: Theodore A. Cage RA Related Entity? Yes NoFirm Name: Wiencek + Associates Architects and Planners P.C.Address: 1814 N Street, NW Washington, DC 20036Phone: (202) 349-0742 Fax: (202) 349-0790

7. Real Estate Attorney: David Lasso Related Entity? Yes NoFirm Name: Venable LLPAddress: 8010 Towers Crescent Drive, Suite 300 Vienna, VA 22182-2707Phone: (703) 760-1678 Fax: (703) 821-8949

8. Mortgage Banker: Charles W. Wilson Related Entity? Yes NoFirm Name: Virginia Capital Advisors, Inc.Address: 1915 Pocahontas Trail, Suite B-5, Williamsburg, VA 23185Phone: (757) 220-3147 Fax: (757) 220-5746

9. Other (Contact): Related Entity? Yes NoFirm Name: Role:Address:Phone: Fax:

2009 Page 5


D. Nonprofit Involvement:

Tax Credit Nonprofit Pool Applicants: To qualify for the nonprofit pool, an organization described in IRC Section 501 (c)(3) or 501 (c)(4) and exempt from taxation under IRC Section 501 (a), whose purposes include the fostering of low-income housing:

1. Must "materially participate" in the development and operation of the project throughout the compliance period, 2. Must own all general partnership interests in the development .3. Must not be affiliated with or controlled by a for-profit organization.4. Must not have been formed for the principal purpose of competition in the nonprofit pool, and5. Must not have any staff member, or member of the nonprofit's board of directors materially participate in the proposed project

as a for-profit entity.

All Applicants: To qualify for points under the ranking system, the nonprofit's involvement need not necessarilysatisfy all of the requirements for participation in the nonprofit tax credit pool

1. Nonprofit Involvement (All Applicants)If there is no nonprofit involvement in this development, please indicate by checking here

and go on to part III

2. Mandatory QuestionnaireIf there is nonprofit involvement, you must complete the Non-Profit Questionnaire

Questionnaire attached (Mandatory TAB E)

3. Type of involvement Nonprofit meets eligibility requirement for points only, not pool or

Nonprofit meets eligibility requirements for nonprofit pool and points

4. Identity of Nonprofit (All nonprofit applicants)The nonprofit organization involved in this development is

the Ownerthe Applicant (if different from Owner)Other

The Community Builders (TCB Contact Info Below)/ Falls Church Housing Corporation (See II.B for Contact Info)/ Homestretch (See II.B for Info(Name of nonprofit)

Rob Fossi 1333 H Street, NW, Suite 1100W(Contact Person) (Street Address)

Washington DC 20005(City) (State) (Zip code)

(202) 552-2507 (202) 955-4535(Phone) (Fax)

5. Percentage of Nonprofit Ownership (All nonprofit applicants)Specify the nonprofit entity's percentage ownership of the general partnership interest: 100.0%

Applications For 9% Credits - Must be completed in order to compete in the nonprofit tax credit pool.All Applicants - Must be completed for points for nonprofit involvement under the ranking system.

2009 Page 6


III. DEVELOPMENT INFORMATION

A. Structure and Units:1. Total number of all units in development 56

Total number of rental units in development 56 bedrooms 76Number of low-income rental units 56 bedrooms 76Percentage of rental units designated low-income 100.00%

2. The development's structural features are (check all that apply):

Row House/Townhouse Detached Single-familyGarden Apartments Detached Two-familySlab on Grade BasementCrawl space Age of Structure: 0Elevator Number of stories: 4

3. Number of new units 56 bedrooms 76Number of adaptive reuse units 0 bedrooms 0Number of rehab units 0 bedrooms 0

4. Total Floor Area For The Entire Development 76,929.00 (Sq. ft.)

5. Unheated Floor Area (Breezeways, Balconies, Storage) 21,215.00 (Sq. ft.)

6. Nonresidential Commercial Floor Area 0.00 (Sq. ft.)

(Not eligible for funding)

7. Total Usable Residential Heated Area 55,714.00 (Sq. ft.)

8. Number of Buildings (containing rental units) 1

9. Commercial Area Intended Use:

10. Project consists primarily of a building(s) which is (are) (CHOOSE ONLY ONE)

Low-Rise (1-5 stories with any structural elements made of wood)Mid-Rise (5-7 stories with no structural elements made of wood)High-Rise (8 or more stories with no structural elements made of wood)

B. Building Systems:Please describe each of the following in the space provided.Community Facilities: Community Room, Computer Room, Fitness Center, Courtyard

Exterior Finish: Brick, Corregated Metal, and Hardi PanelHeating/AC System: Forced Air Electric Heat PumpArchitectural Style: Contemporary

2009 Page 7

Low-Income Housing Tax Credit Application For ReservationC. Amenities:

1. Specify the average size per unit type: (Including pro rata share of heated common area) Assisted Lvg 0.00 SF 1Bdrm Eld 0.00 SF 3-Bdrm Gar 1,457.56 SF 1-Sty-Eff-Eld 0.00 SF 2Bdrm Eld 0.00 SF 4-Bdrm Gar 0.00 SF 1-Sty 1BR-Eld 0.00 SF Eff-Gar 0.00 SF 2-Bdrm TH 0.00 SF 1-Sty 2BR-Eld 0.00 SF 1-Bdrm Gar 881.00 SF 3-Bdrm TH 0.00 SF Eff-Eld 0.00 SF 2-Bdrm Gar 1,230.51 SF 4-Bdrm TH 0.00 SF

2. Total gross usable, heated square feet for the entire project less nonresidential commercial area: 55,714.00 Documentation attached (TAB F) Mandatory

(Sq. ft.)

NOTE: All developments must meet VHDA's Minimum Design and Construction Requirements. By signing and submitting the Application For Reservation of Low Income Housing Tax Credits the applicant certifies that the proposed project budget, plans & specifications and work write-ups incorporate all necessary elements to fulfill these requirements.

3. Check the following items which apply to the proposed project: Documentation attached (TAB F Architect Certification) Mandatory

For any project, upon completion of construction/rehabilitation: (Optional Point items)

100% a(1) Percentage of 2-bedroom units that have 1.5 bathrooms

100% a(2) Percentage of 3 or more bedroom units that have 2 bathrooms

b. A community/meeting room with a minimum of 749 square feet is provided

30% c. Percentage of exterior walls covered by brick (excluding triangular gable ends, doors and windows)

d. All kitchen and laundry appliances meet the EPA's Energy Star qualified program requirements

e. All windows meet the EPA's Energy Star qualified program requirements

f. Every unit in the development is heated and air conditioned with either (i) heat pump units with both aSEER rating of 14.0 or more and a HSPF rating of 8.2 or more and a variable speed air handling unit(for through- the-wall heat pump equipment that has an EER rating of 11.0 or more), or (ii) airconditioning units with a SEER rating of 14.0 or more and a variable speed air handling unit, combinedwith gas furnaces with an AFUE rating of 90% or more

g. Water expense is sub-metered (the tenant will pay monthly or bi-monthly bill)

h. Each bathroom consists only of low-flow faucets (2.2 gpm max.) and showerheads (2.5gpm max.)

i. Provide necessary infrastructure in all units for high speed cable, DSL or wireless internet sevice.

j. All water heaters meet the EPA's Energy Star qualified program requirements.

2009 Page 8

Low Income Housing Tax Credit Application For Reservation

For all projects exclusively serving elderly and/or handicapped tenants, upon completion of construction/rehabilitation: (Optional Point items)

a. All cooking ranges will have front controls

b. All units will have an emergency call system

c. All bathrooms will have an independent or supplemental heat source

d. All entrance doors have two eye viewers, one at 48" and the other at standard height

For all rehabilitation and adaptive reuse projects, upon completion of construction oror rehabilitation: (Optional Point items)

The structure is listed individually in the National Register of Historic Places or is located in a registered historic district and certified by the Secretary of the Interior asbeing of historical significance to the district, and the rehabilitation will be completedin such a manner as to be eligible for historic rehabilitation tax credits

Accessibility

Check one or none of the following point categories, as appropriate:

For any non-elderly property in which the greater of 5 or 10% of the units (i) provide federal project-based rent subsidies oequivalent assistance in order to ensure occupancy by extremely low-income persons; (ii) conform to HUD regulationinterpreting accessibility requirements of section 504 of the Rehabilitation Act; and (iii) are actively marketed to people witspecial needs in accordance with a plan submitted as part of the Application. (If special needs include mobility impairmentthe units described above must include roll-in showers and roll under sinks and front controls for ranges).

For any non-elderly property in which the greater of 5 or 10% of the units (i) have rents within HUD’s Housing ChoiceVoucher (“HCV”) payment standard; (ii) conform to HUD regulations interpreting accessibility requirements of section 504 othe Rehabilitation Act; and (iii) are actively marketed to people with mobility impairments, including HCV holders, inaccordance with a plan submitted as part the Application.

For any non-elderly property in which at least four percent (4%) of the units conform to HUD regulations interpretingaccessibility requirements of section 504 of the Rehabilitation Act and are actively marketed to people with mobilityimpairments in accordance with a plan submitted as part of the Application.

Earthcraft or LEED Development CertificationApplicant agrees to obtain Earthcraft or LEED certification prior to issuance of IRS Form 8609. Architectcertifies in the Architect Certification that the development's design will meet the criteria for such certification

Yes - Earthcraft Yes - LEEDIf Yes to either, attach appropriate documentation at TAB F

LEED Accredited Design Team MemberOne or more members of the design team is a LEED accredited professional.

Yes No If Yes, attach appropriate documentation at TAB F

Universal Design - Units Meeting Universal Design Standardsa. The architect of record certifies that units will be constructed to meet VHDA's Universal Design standards.

Yes No If Yes, attach appropriate documentation at TAB F

b. Number of Rental Units constructed to meet VHDA's Universal Design standards:56 Units 100%

VHDA Certified Property Management AgentOwner agrees to use a VHDA Certified Property Management Agent to manage the property.

Yes No

Yes No N/A The market-rate units' amenities are substantially equivalent to those of thelow-income units. If no, explain differences:

2009 Page 9


IV. TENANT INFORMATION

A. Set-Aside Election: UNITS SELECTED BELOW IN BOTH COLUMNS DETERMINE POINTS FOR THE BONUS POINT CATEGORY

Units Provided Per Household Type:

# of Units % of Units # of Units % of Units

0 0.00% 40% Area Median 0 0.00% 40% Area Median28 50.00% 50% Area Median 28 50.00% 50% Area Median28 50.00% 60% Area Median 28 50.00% 60% Area Median0 0.00% Non-LMI Units 0 0.00% Non-LMI Units

56 100.00% Total 56 100.00% Total

B. Special Housing Needs/Leasing Preference:

1. If 100% of the low-income units will be occupied by either or both of the following special needs groups as defined by the United States Fair Housing Act, so indicate:

Yes Elderly (age 55 or above)Yes Physically or mentally disabled persons (must meet the requirements of the federal

Americans with Disabilities Act)

2. Specify the number of low-income units that will serve individuals and families with children by providing three or more bedrooms: Number of units 9% of total low-income units

3. If the development has existing tenants, VHDA policy requires that the impact of economic and/or physicaldisplacement on those tenants be minimized, in which Owners agree to abide by the Authority's RelocationGuidelines for LIHTC properties.

4. If leasing preference will be given to applicants on public housing waiting list and/or Section 8 waiting list, so indicate:

Yes NoLocality has no such waiting list; If yes, provide the following information:

Organization which holds such waiting list: Fairfax County Department of Housing and Community DevelopmentContact person (Name and Title) Russell Lee, Rental Services DivisionPhone Number (703) 246-5004 Required documentation attached (TAB H)

5. If leasing preference will be given to individuals and families with children. (Less than or equal to 20% of the units must have of 1 or less bedrooms).

YesNo

Income Levels Rent Levels

5

Note: In order to qualify for any tax credits, a development must meet one of two minimum threshold occupancy tests. Either (i) at least 20% of the unitsmust be rent-restricted and occupied by persons whose incomes are 50% or less of the area median income adjusted for family size (this is called the 20/50test) or (ii) at least 40% of the units must be rent-restricted and occupied by persons whose incomes are 60% or less of the area median income adjusted forfamily size (this is called the 40/60 test), all as described in Section 42 of the IRC. Rent-and income-restricted units are known as low-income units. If youhave more low-income units than required, you qualify for more credits. If you serve lower incomes than required, you receive more points under the rankinsystem.

2009 Page 10


V. LOCAL NEEDS AND SUPPORT

A. Provide the name and the address of the chief executive officer (City Manager, Town Manager, or County Administrator) of the political jurisdiction in which the development will be located: Chief Executive Officer's Name F. Wyatt ShieldsChief Executive Officer's Title City ManagerStreet Address 300 Park Avenue, 303E Phone (703) 248-5004City Falls Church State VA Zip 22046

Name and title of local official you have discussed this project with who could answer questions for thelocal CEO: Cindy Mester, Assistant City Manager

Letter from CEO attached (TAB I) CEO letter to be submitted separately by June 1, 2009

VHDA notification letter to CEO submitted prior to 5:00 PM 3/5/09: (9% competitive credits only) Yes No

If the property overlaps another jurisdiction please fill in the following:Chief Executive Officer's Name Chief Executive Officer's TitleStreet Address PhoneCity State Zip

Name and title of local official you have discussed this project with who could answer questions for thelocal CEO:

Letter from CEO attached (TAB I) CEO letter to be submitted separately by June 1, 2009

VHDA notification letter to CEO submitted prior to 5:00 PM 3/5/09: (9% competitive credits only) Yes No

B. Project Schedule

ACTUAL OR NAME OFACTIVITY ANTICIPATED PERSON

DATE RESPONSIBLESiteOption/Contract 05/14/2009 Rob FossiSite Acquisition 11/05/2009 Rob FossiZoning Approval 08/11/2008 Carol JacksonSite Plan Approval 11/05/2009 Tamara DudukovichFinancingA. Construction Loan

Loan Application 9/15/2009 Tamara DudukovichConditional Commitment 10/01/2009 Tamara DudukovichFirm Commitment 10/15/2009 Tamara Dudukovich

B. Permanent Loan - First LienLoan Application 9/15/2009 Tamara DudukovichConditional Commitment 10/01/2009 Tamara DudukovichFirm Commitment 10/15/2009 Tamara Dudukovich

C. Permanent Loan-Second LienLoan Application N/A Carol JacksonConditional Commitment N/A Carol JacksonFirm Commitment N/A Carol Jackson

D. Other Loans & GrantsType & Source, ListApplicationAward/Commitment

Formation of Owner 05/11/2009 Tamara DudukovichIRS Approval of Nonprofit Status N/A Tamara DudukovichClosing and Transfer of Property to Owner 11/05/2009 Tamara DudukovichPlans and Specifications, Working Drawings 12/31/2009 Tamara DudukovichBuilding Permit Issued by Local Government 02/28/2010 Tamara DudukovichStart Construction 03/31/2010 Tamara DudukovichBegin Lease-up 06/30/2011 Tamara DudukovichComplete Construction 06/30/2011 Tamara DudukovichComplete Lease-Up 03/01/2012 Tamara DudukovichCredit Placed in Service Date 03/01/2011 Tamara Dudukovich 2009 Page 11


VI. SITE CONTROL

A. Type of Site Control by Owner:

Applicant controls site by (select one and attach document - Mandatory TAB K)

Deed - attached

Long-term Lease - attached (expiration date: )

Option - attached (expiration date: 12/31/09 )

Purchase Contract - attached (expiration date: )

If more than one site for the development and more than one form of site control, please so indicate and attach a separate sheet specifying each site, number of existing buildings on the site, if any,

type of control of each site, and applicable expiration date of form of site control. A site controldocument is required for each site.

B. Timing of Acquisition by Owner:Select one:

Owner already controls site by either deed or long-term lease or

Owner is to acquire property by deed (or lease for period no shorter than period property will be subject to occupancy restrictions) no later than 11/05/09 (must be prior to November 6, 2009).

If more than one site for the development and more than one expected date of acquisition byOwner, please so indicate and attach separate sheet specifying each site, number of existing buildings on the site, if any, and expected date of acquisition of each site by the Owner.

C. Market Study Data:

Obtain the following information from the Market Study conducted in connection with this tax credit application and enter below:

Project Wide Capture Rate - LIHTC UnitsProject Wide Capture Rate - Market UnitsProject Wide Capture Rate - All UnitsProject Wide Absorption Period (Months)

5.40%0.00%5.40%

13

Note: Site control by the Owner identified herein is a mandatory precondition of review of this application. Documentary evidence of it,in the form of either a deed, option, purchase contract, or lease for a term longer than the period of time the property will be subject tooccupancy restrictions must be included herewith. (9% Competitive Credits - An option or contract must extend beyond theapplication deadline by a minimum of four months.)

Warning: Site control by an entity other than the Owner, even if it is a closely related party, is not sufficient. Anticipated future transfersto the Owner are not sufficient. The Owner, as identified in Subpart II-A, must have site control at the time this Application issubmitted.

NOTE: If the Owner receives a reservation of credits, the property must be titled in the name of or leased by (pursuant to a long-termlease) the Owner before the allocation of credits is made this year.

Contact us before you submit this application if you have any questions about this requirement.

2009 Page 12


C. Site Description

1. Exact area of site in acres 0.645

2. Has locality approved a final site plan or plan of development? Yes No

Required documentation form attached (TAB L)

3. Is site properly zoned for the proposed development? Yes No

Required documentation form attached (TAB M)

4. Will the proposal seek to qualify for points associated with proximity to public transportation?Yes No Required documentation form attached (TAB A)

D. Photographs

Include photographs of the site and any existing structure(s) in TAB O. For rehabilitation projects, provide interior pictures which document the necessity of the proposed work

E. Plans and Specifications

Minimum submission requirements for all properties (new construction, rehabilitation and adaptive reuse)

1. A location map with property clearly defined.2. Sketch plan of the site showing overall dimensions of main building(s), major site elements

(e.g., parking lots and location of existing utilities, and water, sewer, electric,gas in the streets adjacent to the site). Contour lines and elevations are not required.

3. Sketch plans of main building(s) reflecting overall dimensions of:a. Typical floor plan(s) showing apartment types and placementb. Ground floor plan(s) showing common areas;c. Sketch floor plan(s) of typical dwelling unit(s);d. Typical wall section(s) showing footing, foundation, wall and floor structure. Notes must indicate basic materials in structure, floor and exterior finish.

In addition: required documentation for rehabilitation properties

A unit-by-unit work write-up.

Plans and specifications/unit-by-unit work writeup attached (TAB P) or Plans and specifications/unit-by-unit work writeup submitted separately

2009 Page 13


VII. OPERATING BUDGET

A. Rental Assistance1. Do or will any low-income units receive rental assistance?

Yes No2. If yes, indicate type of rental assistance:

Section 8 New Construction Substantial Rehabilitation Section 8 Moderate Rehabilitation Section 8 Certificates Section 8 Project Based Assistance RD 515 Rental Assistance Section 8 Vouchers State Assistance Other:

3. Number of units receiving assistance: 0Number of years in rental assistance contract: 0Expiration date of contract:

Contract or other agreement attached (TAB Q)

B. Utilities1. Monthly Utility Allowance Calculations

Utilities Type of Utility Utilities Enter Allowances by Bedroom Size(Gas, Electric, Oil, etc.) Paid by: 0-bdr 1-bdr 2-bdr 3-bdr 4-br

Heating Owner X Tenant 0 24 32 41 0

Air Conditioning Owner X Tenant 0 6 9 12 0

Cooking Owner X Tenant 0 8 10 13 0

Lighting Owner X Tenant 0 38 46 54 0

Hot Water Owner X Tenant 0 18 24 30 0

Water X Owner Tenant 0 0 0 0 0

Sewer X Owner Tenant 0 0 0 0 0

Trash X Owner Tenant 0 0 0 0 0

Total utility allowance for costs paid by tenant $0 $94 $121 $150 $0

2. Source of Utility Allowance Calculation (Attach Documentation TAB Q)

HUD

Utility Company (Estimate) Local PHA

Utility Company (Actual Survey) Other:

2009 Page 14


C. Revenue1. Indicate the estimated monthly income for the Low-Income Units: **

Total Number of Total MonthlyTax Credit Units Rental Income

0 $041 $35,72410 $10,3445 $5,7940 $056

Plus Other Income Source (list): $0Equals Total Monthly Income: $51,862Twelve Months x12Equals Annual Gross Potential Income $622,344Less Vacancy Allowance ( 7.0% ) $43,564Equals Annual Effective Gross Income (EGI) - Low Income Units $578,780

** Beginning at Row 75 enter the appropriate data for both tax credit and market rate units in the yellow shaded cells.

2. Indicate the estimated monthly income for the Market Rate Units: **Total Number of Total Monthly

Market Units Rental Income0 $00 $00 $00 $00 $0

Total Number of Market Units 0

Plus Other Income Source (list): $0Equals Total Monthly Income: $0Twelve Months x12Equals Annual Gross Potential Income $0Less Vacancy Allowance ( 0.0% ) $0Equals Annual Effective Gross Income (EGI) - Market Rate Units $0

Documentation in Support of Operating Budget attached (TAB R)

List number of units by type: TOTAL UNITS

ASSISTED LVG EFF-ELD 1 BD RM-ELD 2 BD RM-ELD EFF-GAR 1 BD RM-GAR

0 0 0 0 0 41

2 BD RM-GAR 3 BD RM-GAR 4 BD RM-GAR 2 BD RM-TH 3 BD RM-TH 4 BD RM-TH

10 5 0 0 0 0

1 STY-EFF-ELD 1 STY-1 BR-ELD 1 STY-2 BR-ELD Note: Please be sure to enter the number of units in the0 0 0 appropriate unit category. If not, you will find an error on

the scoresheet at 5a, 6a & 6b.List number of units by type: TAX CREDIT UNITS

ASSISTED LVG EFF-ELD 1 BD RM-ELD 2 BD RM-ELD EFF-GAR 1 BD RM-GAR

0 0 0 0 0 41

2 BD RM-GAR 3 BD RM-GAR 4 BD RM-GAR 2 BD RM-TH 3 BD RM-TH 4 BD RM-TH

10 5 0 0 0 0

1 STY-EFF-ELD 1 STY-1 BR-ELD 1 STY-2 BR-ELD

0 0 0

Efficiency UnitsUnit Type / Net Rentable Monthly Rent Total

Rent Targeting Number Units Square Feet Per Unit Monthly Rent

Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$

4 Bedroom Units

1 Bedroom Units2 Bedroom Units3 Bedroom Units

Efficiency Units

4 Bedroom Units

Unit Type

Unit Type

1 Bedroom Units2 Bedroom Units3 Bedroom Units

Total Number of Tax Credit Units

Efficiency Units

2009 Page 15

Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$ Efficiency - 40% 0 0.00 -$ -$

Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$ Efficiency - 50% 0 0.00 -$ -$

Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Efficiency - 60% 0 0.00 -$ -$ Total Efficiency Total Monthly Eff.

Tax Credit Units: 0 0.00 Tax Credit Rent: -$

Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$ Efficiency - Market 0 0.00 -$ -$

Total EfficiencyMarket Units: 0 0.00 Total Monthly

Eff. Market Rent: -$

Total Eff. Units: 0 Total Eff. Rent -$

1-Bedroom UnitsNet Rentable Monthly Rent Total


1 BR - 40% 0 0.00 -$ -$ 2009 Page 15

1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$ 1 BR - 40% 0 0.00 -$ -$

1 BR - 50% 2 625.00 735$ 1,470$ 1 BR - 50% 3 645.00 763$ 2,289$ 1 BR - 50% 15 657.00 780$ 11,700$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$ 1 BR - 50% 0 0.00 -$ -$

1 BR - 60% 2 625.00 919$ 1,838$ 1 BR - 60% 3 645.00 953$ 2,859$ 1 BR - 60% 16 657.00 973$ 15,568$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ 1 BR - 60% 0 0.00 -$ -$ Total 1-BR Total Monthly 1-BR

Tax Credit Units: 41 26,737.00 Tax Credit Rent: 35,724$

1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$ 1 BR - Market 0 0.00 -$ -$

Total 1-BRMarket Units: 0 0.00 Total Monthly

1-BR Market Rent: -$

Total 1-BR Units: 41 Total 1-BR Rent 35,724$

2009 Page 15



2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$ 2 BR - 40% 0 0.00 -$ -$

2 BR - 50% 2 888.00 910$ 1,820$ 2 BR - 50% 1 919.00 913$ 913$ 2 BR - 50% 2 923.00 930$ 1,860$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$ 2 BR - 50% 0 0.00 -$ -$

2 BR - 60% 1 888.00 1,139$ 1,139$ 2 BR - 60% 2 919.00 1,142$ 2,284$ 2 BR - 60% 2 923.00 1,164$ 2,328$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ 2 BR - 60% 0 0.00 -$ -$ Total 2-BR Total Monthly 2-BR


2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2 BR - Market 0 0.00 -$ -$ 2009 Page 15







3 BR - 50% 3 1,001.00 1,052$ 3,156$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$ 3 BR - 50% 0 0.00 -$ -$

3 BR - 60% 1 1,001.00 1,234$ 1,234$ 3 BR - 60% 1 1,326.00 1,404$ 1,404$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ 3 BR - 60% 0 0.00 -$ -$ Total 3-BR Total Monthly 3-BR


3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$

2009 Page 15

3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$ 3 BR - Market 0 0.00 -$ -$








4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ 4 BR - 60% 0 0.00 -$ -$ Total 4-BR Total Monthly 4-BR

Tax Credit Units: 0 0.00 Tax Credit Rent: -$ 2009 Page 15

4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$ 4 BR - Market 0 0.00 -$ -$



Total 4-BR Units: 0 Total 4-BR Rent -$

Total Units 56 Net Rentable SF: TC Units 41,180.00MKT Units 0.00

Total NR SF: 41,180.00

100.0000%Floor Space Fraction

2009 Page 15


D. Operating ExpensesAdministrative:

1. Advertising/Marketing $2,3752. Office Salaries $40,1153. Office Supplies $4,5004. Office/Model Apartment (type______) $05. Management Fee $28,939

5.00% of EGI 516.7678571 Per Unit6. Manager Salaries $07. Staff Unit (s) (type______) $08. Legal $2,8009. Auditing $11,000

10. Bookkeeping/Accounting Fees $011. Telephone & Answering Service $4,00012. Tax Credit Monitoring Fee $1,68013. Miscellaneous Administrative $8,500

Total Administrative $103,909Utilities

14. Fuel Oil $015. Electricity $21,28116. Water $9,15017. Gas $12,41118. Sewer $0

Total Utility $42,842Operating:

19. Janitor/Cleaning Payroll $020. Janitor/Cleaning Supplies $1,00021. Janitor/Cleaning Contract $4,80022. Exterminating $1,00023. Trash Removal $8,75024. Security Payroll/Contract $3,00025. Grounds Payroll $026. Grounds Supplies $1,00027. Grounds Contract $3,00028. Maintenance/Repairs Payroll $29,95629. Repairs/Material $5,60030. Repairs Contract $3,00031. Elevator Maintenance/Contract $4,00032. Heating/Cooling Repairs & Maintenance $2,00033. Pool Maintenance/Contract/Staff $034. Snow Removal $1,50035. Decorating/Payroll/Contract $4,00036. Decorating Supplies $1,00037. Miscellaneous $0

Operating & Maintenance Totals $73,606Taxes & Insurance

38. Real Estate Taxes $6,71939. Payroll Taxes $5,65440. Miscellaneous Taxes/Licenses/Permits $041. Property & Liability Insurance $22,40042. Fidelity Bond $043. Workman's Compensation $1,15044. Health Insurance & Employee Benefits $18,97545. Other Insurance $0

Total Taxes & Insurance $54,8986544

Total Operating Expense $275,255

D1. Total Oper. Ex. Per Unit $4,915 D2. Total Oper. Ex. As % EGI (from E3) 47.56%

Replacement Reserves (Total # Units X $300 or $250 New Const. Elderly Minimum) $16,800

Total Expenses $292,055

2009 Page 16


E. Cash Flow (First Year)1. Annual EGI Low-Income Units from (C1) $578,780

2. Annual EGI Market Units (from C2) + $0

3. Total Effective Gross Income = $578,780

4. Total Expenses (from D) $292,055

5. Net Operating Income = $286,725

6. Total Annual Debt Service (from Page 21 B2) - $252,495

7. Cash Flow Available for Distribution = $34,230

F. Projections for Financial Feasibility - 15 Year Projections of Cash Flow

StabilizedYear 1 Year 2 Year 3 Year 4 Year 5

Eff. Gross Income 578,780 596,143 614,028 632,448 651,422Less Oper. Expenses 292,055 303,738 315,887 328,522 341,663Net Income 286,725 292,406 298,141 303,926 309,759Less Debt Service 252,495 252,495 252,495 252,495 252,495Cash Flow 34,230 39,911 45,646 51,431 57,264Debt Coverage Ratio 1.14 1.16 1.18 1.20 1.23

Year 6 Year 7 Year 8 Year 9 Year 10Eff. Gross Income 670,965 691,093 711,826 733,181 755,177Less Oper. Expenses 355,330 369,543 384,325 399,698 415,686Net Income 315,635 321,550 327,501 333,483 339,491Less Debt Service 252,495 252,495 252,495 252,495 252,495Cash Flow 63,140 69,056 75,007 80,989 86,996Debt Coverage Ratio 1.25 1.27 1.30 1.32 1.34

Year 11 Year 12 Year 13 Year 14 Year 15Eff. Gross Income 777,832 801,167 825,202 849,958 875,457Less Oper. Expenses 432,313 449,606 467,590 486,294 505,745Net Income 345,519 351,561 357,612 363,664 369,711Less Debt Service 252,495 252,495 252,495 252,495 252,495Cash Flow 93,024 99,066 105,117 111,170 117,217Debt Coverage Ratio 1.37 1.39 1.42 1.44 1.46Estimated Annual Percentage Increase in Revenue 3.00% (Must be < 3%)Estimated Annual Percentage Increase in Expenses 4.00% (Must be > 4%)

2009 Page 17


VIII. PROJECT BUDGET

A. Cost/Basis/Maximum Allowable Credit

Complete cost column and basis column(s) as appropriate through A12. Check if the following documentation is attached at TAB S:

Executed Construction ContractExecuted Trade Payment BreakdownAppraisalOther Cost DocumentationEnvironmental Studies

Amount of Cost up to 100% Includable inEligible Basis--Use Applicable Column(s):

"30% Present Value Credit" (D)Item (A) Cost (B) Acquisition (C) Rehab/ "70 % Present

New Construction Value Credit"

1. Contractor Cost

A. Off-Site Improvements 0 0 0 0B. Site Work 675,699 0 0 337,850C. Other: 0 0 0 0D. Unit Structures (New) 4,988,504 0 0 4,988,504E. Unit Structures (Rehab) 0 0 0 0F. Accessory Building (s) 0 0 0 0G. Asbestos Removal 0 0 0 0H. Demolition 137,383 0 0 0I. Commercial Space Costs 0 0 0 0J. Structured Parking Garage 1,881,601 0 0 1,881,601K. Subtotal A: (Sum 1A..1J) 7,683,187 0 0 7,207,955L. General Requirements 482,535 0 0 482,535M. Builder's Overhead 163,314 0 0 163,314

( 2.1% Contract)N. Builder's Profit 408,286 0 0 408,286

( 5.3% Contract)O. Bonding Fee 88,704 0 0 88,704P. Other: 44,422 0 0 44,422Q. Contractor Cost

Subtotal (Sum 1K..1P) $8,870,448 $0 $0 $8,395,216

2. Owner CostsA. Building Permit 22,731 0 0 22,731B. Arch./Engin. Design Fee 568,684 0 0 568,684

( 10,155 /Unit)C. Arch. Supervision Fee 120,860 0 0 120,860

( 2,158 /Unit)D. Tap Fees 0 0 0 0E. Soil Borings 0 0 0 0

NOTE: Attorney must opine, among other things, as to correctness of the inclusion of each cost item in eligible basis, typeof credit and numerical calculations of this Part VIII.

2009 Page 18



"30% Present Value Credit" (D)Item (A) Cost (B) Acquisition (C) Rehab/ "70 % Present

New Construction Value Credit"2. Owner Costs Continued

F. Construction Loan 99,000 0 0 49,500

Origination FeeG. Construction Interest 675,000 0 0 506,250

( 6.0% for 14 months)H. Taxes During Construction 44,800 0 0 44,800I. Insurance During Construction 28,000 0 0 28,000J. Cost Certification Fee 20,000 0 0 20,000K. Title and Recording 26,200 0 0 20,960L. Legal Fees for Closing 150,000 0 0 97,500M. Permanent Loan Fee 93,865 0 0 0

( 0.0% )N. Other Permanent Loan Fees 0 0 0 0O. Credit Enhancement 0 0 0 0P. Mortgage Banker 0 0 0 0Q. Environmental Study 35,435 0 0 26,576R. Structural/Mechanical Study 0 0 0 0S. Appraisal Fee 12,880 0 0 12,880T. Market Study 12,000 0 0 12,000U. Operating Reserve 257,013 0 0 0V. Tax Credit Fee 78,148 0 0 0W. OTHER $982,545 $0 $0 $924,456

(SEE PAGE 19A)X. Owner Cost

Subtotal (Sum 2A..2W) $3,227,161 $0 $0 $2,455,197

Subtotal 1 + 2 $12,097,609 $0 $0 $10,850,413(Owner + Contractor Costs)

3. Developer's Fees 1,793,792 0 0 1,435,034

4. Owner's Acquisition CostsLand 3,156,000Existing Improvements 0 0Subtotal 4: $3,156,000 $0

5. Total Development CostsSubtotal 1+2+3+4: $17,047,401 $0 $0 $12,285,446

If this application seeks rehab credits only, in which there is no acquisition and no change in ownership, enter the greater of appraised value or tax assessment value here: $0 Land

(Attach documentation at Tab K) $0 Building

2009 Page 19



"30 % Present Value Credit"(C) Rehab/ (D)

New "70 % PresentItem (A) Cost (B) Acquisition Construction Value Credit"

5. Total Development Costs Subtotal 1+2+3+4 17,047,401 0 0 12,285,446

6. Reductions in Eligible Basis

Subtract the following:A. Amount of federal grant(s) used to finance 0 0 0

qualifying development costs

B. Amount of nonqualified, nonrecourse financing 0 0 0

C. Costs of nonqualifying units of higher quality 0 0 0 (or excess portion thereof)

D. Historic Tax Credit (residential portion) 0 0 0

7. Total Eligible Basis (5 minus 6 above) 0 0 12,285,446

8. Adjustment(s) to Eligible Basis (For non-acquisition costs in eligible basis)

(i) For Earthcraft or LEED Certification AND 60 Bonus Points 0 0(ii) For QCT or DDA (Eligible Basis x 30%) 0 0

Total Adjusted Eligible basis 0 12,285,446

9. Applicable Fraction 100.0000% 100.0000% 100.0000%

10. Total Qualified Basis (Same as Part IX-C) 0 0 12,285,446(Eligible Basis x Applicable Fraction)

11. Applicable Percentage 3.29% 3.29% 9.00%(For 2009 9% competitive credits, use the May 2009 applicable percentages for acq.)

(For 9% non-competitive & tax exempt bonds, use the most recently published rates)

12. Maximum Allowable Credit under IRC §42 $0 $0 $1,105,690(Qualified Basis x Applicable Percentage)(Same as Part IX-C and equal to or more than $1,105,690credit amount requested) Combined 30% & 70% P. V. Credit

2009 Page 20


B. Sources of Funds

1. Construction Financing: List individually the sources of construction financing, including any suchloans financed through grant sources:

Date of Date of Amount of

Source of Funds Application Commitment Funds Name of Contact Person

1. VHDA $9,900,000

2. $0

3. $0

Commitments or letter(s) of intent attached (TAB T)

2. Permanent Financing: List individually the sources of all permanent financing in order of lien position:

Interest Amortization TermDate of Date of Amount of Annual Debt Rate of Period of

Source of Funds Application Commitment Funds Service Cost Loan IN YEARS Loan (years)

1. VHDA Perm $483,470 $45,484 9.00% 35 35

2. VHDA MATCH $2,000,000 $102,697 3.75% 35 35

3. VHDA SPARC $1,500,000 $102,030 5.95% 35 35

4. FC City Subsidy (Soft Pay) $2,000,000 $2,000 0.00% 1000 999

5. City PassThru (Soft Pay) $190,000 $190 0.00% 1000 999

6. FC City AHTF (Soft Pay) $92,500 $93 0.00% 1000 999

Totals: $6,265,970 $252,495


3. Grants: List all grants provided for the development:

Date of Date of Amount of

Source of Funds Application Commitment Funds Name of Contact Person

1. $0

2. $0

3. $0

4. $0

5. $0

6. TCAP N/A N/A $2,146,355

Total Permanent Grants: $2,146,355


2009 Page 21


4. Portion of Syndication Proceeds Attributable to Historic Tax CreditAmount of Federal historic credits $0 x Equity % $0.00 $0Amount of Virginia historic credits $0 x Equity % $0.00 $0

6. Equity that Sponsor will Fund:Cash Investment $0Contributed Land/Building $0 Assessment Attached (TAB S)Deferred Developer Fee $100,000Other: $0

Equity Total $100,0007. Total of All Sources (B2 + B3 + B4 + B5 + B6) $8,512,325

(not including syndication proceeds except for historic tax credits)

8. Total Development Cost $17,047,401(From VIII-A5)

9. Less Total Sources of Funds (From B7 above) $8,512,325

10. Equals equity gap to be funded with low-income tax credit proceeds (must equal IX-D3) $8,535,076

C. Syndication Information (If Applicable)

1. Actual or Anticipated Name of Syndicator2. Contact Person Phone3. Street Address

City State Zip

4. a. Total to be paid by anticipated users of credit (e.g., limited partners) $8,535,073b. Equity Dollars Per Credit (e.g., $0.85 per dollar of credit) $0.77c. Percent of ownership entity (e.g., 99% or 99.9%) 99.99%d. Net credit amount anticipated by user of credits $1,105,579e. Syndication costs not included in VIII-A5 (e.g., advisory fees) $0

5. Net amount which will be used to pay for Total Development Cost (4a-4e)as listed in Part VIII-A5 (same amount as Part IX-D3) $8,535,073

6. Amount of annual credit required for above amounts(same amount as Part IX-D6) $1,105,690

7. Net Equity Factor [C5 / (C6 X 10)] (same amount as Part IX-D4) Must be equal to or greater than 85% 77.19%

8. Syndication: Public or Private

9. Investors: Individual or Corporate

Syndication commitment or letter of intent attached (TAB U)

2009 Page 22


D. Recap of Federal, State, and Local Funds/Any Credit Enhancements

1. Are any portions of the sources of funds described above for the development financed directly or indirectly with Federal, State, or Local Government Funds? Yes NoIf yes, then check the type and list the amount of money involved.

Below-Market Loans Market-Rate Loans

Tax Exempt Bonds $0 Taxable Bonds $0RD 515 $0 Section 220 $0Section 221(d)(3) $0 Section 221(d)(3) $0Section 312 $0 Section 221(d)(4) $0Section 236 $0 Section 236 $0VHDA SPARC/REACH $3,983,470 Section 223(f) $0HOME Funds $0 Other: $0Other: $0Other: $0

Grants GrantsCDBG $0 State $0UDAG $0 Local $0

Other: TCAP $2,146,355

This means grants to the partnership. If you received a loan financed by a locality which received one of thelisted grants, please list it in the appropriate loan column as "other" and describe the applicable grant programwhich funded it.

2. Subsidized funding: list all sources of funding for points. Documentation Attached (TAB T)

Source of Funds Commitment date Funds1. FC City Subsidy $2,000,0002. FC City Pass Thru $190,0003. FC City AHTF $92,5004. Tap Fees $270,0085. $0

3. Does any of your financing have any credit enhancement? Yes No

If yes, list which financing and describe the credit enhancement:

4. Other Subsidies Documentation Attached (TAB Q)Section 8 Rent Supplement or Rental Assistance PaymentTax AbatementOther

5. Is HUD approval for transfer of physical asset required? Yes No

E. For Transactions Using Tax-Exempt Bonds Seeking 4% Credits:For purposes of the 50% Test, and based only on the data entered to thisapplication, the portion of the aggregate basis of buildings and land financed withtax-exempt funds is: N/A

2009 Page 23


IX. ADDITIONAL INFORMATION

A. Extended Use Restriction

This development will be subject to the standard extended use agreement which permits early termination (after the mandatory 15-year compliance period) of the extended use period. This development will be subject to an extended use agreement in which the owner's right to anyearly termination of the extended use provision is waived for 25 additional years after the 15-year compliance period for a total of 40 years. Do not select if IX.B is checked below.

This development will be subject to an extended use agreement in which the owner's right to any early termination of the extended use provision is waived for 35 additional years after the 15-year compliance period for a total of 50 years. Do not select if IX.B is checked below.

B. Nonprofit/Local Housing Authority Purchase Option/Right of First Refusal

1. After the mandatory 15-year compliance period, a qualified nonprofit as identified in the attached nonprofit questionnaire, or local housing authority will have the option to purchase or the right of first refusal to acquire the development for a price not to exceed the outstanding debt and exit taxes. Such debt must be limited to the original mortgage(s) unless any refinancingis approved by the nonprofit. Do not select if extended compliance is selected in IX.A above.

Option or Right of First Refusal in Recordable Form Attached (TAB V)Enter name of qualified nonprofit: Falls Church Housing Corporation

2. A qualified nonprofit or local housing authority submits a homeownership plan committing to sell the units in the development after the mandatory 15-year compliance period to tenants whoseincomes shall not exceed the applicable income limit at the time of their initial occupancy.Do not select if extended compliance is selected in IX.A above.

Homeownership Plan Attached (TAB J)

C. Building-by-Building Information (Complete page 25 as appropriate)

NOTE: Each recipient of an allocation of credits will be required to record an extended use agreement as required by theIRC governing the use of the development for low-income housing for at least 30 years. However, the IRC providesthat, in certain circumstances, such extended use period may be terminated early.

2009 Page 24


C. Building-by-Building Information Must CompleteQualified basis must be determined on a building-by building basis. Complete the section below. Building street addresses are required by the IRS (must have them by the time of allocation request).

30% Present Value 30% Present ValueCredit for Acquisition Credit for Construction 70% Present Value Credit

TAX MARKETCREDIT RATE Actual or Actual or Actual orUNITS UNITS Estimate Anticipated Estimate Anticipated Estimate Anticipated

Build Street Qualified In-Service Applicable Credit Qualified In-Service Applicable Credit Qualified In-Service Applicable Crediting # Address Basis Date Percentage Amount Basis Date Percentage Amount Basis Date Percentage Amount

1. $0 0.00% 0 $0 0.00% 0 $0 0.00% 02. $0 0.00% 0 $0 0.00% 0 $0 0.00% 03. $0 0.00% 0 $0 0.00% 0 $0 0.00% 04. $0 0.00% 0 $0 0.00% 0 $0 0.00% 05. $0 0.00% 0 $0 0.00% 0 $0 0.00% 06. $0 0.00% 0 $0 0.00% 0 $0 0.00% 07. $0 0.00% 0 $0 0.00% 0 $0 0.00% 08. $0 0.00% 0 $0 0.00% 0 $0 0.00% 09. $0 0.00% 0 $0 0.00% 0 $0 0.00% 0

10. $0 0.00% 0 $0 0.00% 0 $0 0.00% 011. $0 0.00% 0 $0 0.00% 0 $0 0.00% 012. $0 0.00% 0 $0 0.00% 0 $0 0.00% 013. $0 0.00% 0 $0 0.00% 0 $0 0.00% 014. $0 0.00% 0 $0 0.00% 0 $0 0.00% 015. $0 0.00% 0 $0 0.00% 0 $0 0.00% 016. $0 0.00% 0 $0 0.00% 0 $0 0.00% 0

$0 $0 $0

$0 $0 $0Qualified Basis Totals (must agree with VIII-A10)

Credit Amount Totals (must agree with VIII-A-12)

NUMBEROF

2009 Page 25


D. Determination of Reservation Amount Needed

1. Total Development Costs (from VIII-A5, Column A page 20) $17,047,401

2. Less Total Sources of Funds (from VIII-B7 page 22) $8,512,325

3. Equals Equity Gap $8,535,076

4. Divided by Net Equity Factor (VIII-C7 page 22) 77.19%(Percent of 10-year credit expected to be raised as equity investment)

5. Equals Ten-Year Credit Amount Needed to Fund Gap $11,056,904

Divided by ten years 10

6. Equals Annual Tax Credit Required to Fund the Equity Gap $1,105,690

7. The Maximum Allowable Credit Amount $1,105,690(from VIII-A12-combined figure)

(This amount must be equal to or more than 6 above)

8. Reservation Amount (Lesser of 6 or 7 above)

Credit per Unit 19,744 Combined 30% & 70% PV Credit

Credit per Bedroom 14,549 $1,105,690Comprised of

$0 and $1,105,690 30% PV Credit 70% PV Credit

(Based on same relative percentages as VIII-A12)

E. Attorney’s OpinionAttached in Mandatory TAB W)

The following calculation of the amount of credits needed is substantially the same as the calculation which will be made by VHDA todetermine, as required by the IRC, the amount of credits which may be allocated for the development. However, VHDA at all times retains theright to substitute such information and assumptions as are determined by VHDA to be reasonable for the information and assumptionsprovided herein as to costs (including development fees, profits, etc.), sources for funding, expected equity, etc. Accordingly, if thedevelopment is selected by VHDA for a reservation of credits, the amount of such reservation may differ significantly from the amount youcompute below.

Goal Seek Function If you incur the error message that your reservation amount is not equal to the equity gap amount you may use the goal seek function within the Excelspreadsheet to eliminate the error message. To use the “Goal Seek” function firstplace the curser box on cell V28. Using the mouse arrow, point and click on“Tools” on the top line and then click on the “Goal Seek” option. A box willappear with the V28 cell shown in the top space, place the cursor in the middlebox and type in the new amount that you want the equity gap to be which should be the reservation amount below, then place the cursor in the bottom space and atthe bottom of the page click on page 22. Then place the cursor on cell N15(Deferred Developer Fee) and click on “OK”. A message should then appear that a solution has been found and if the amount is correct click “OK”. If the amountsare now equal the error message will disappear.

2009 Page 26


F. Statement of Owner

The undersigned hereby acknowledges the following:

1. that, to the best of its knowledge and belief, all factual information provided herein or in connection herewith is true and correct, and all estimates are reasonable.

2. that it will at all times indemnify and hold harmless VHDA and its assigns against all losses, costs,damages, VHDA's expenses, and liabilities of any nature directly or indirectly resulting from, arising out of, or relating to VHDA's acceptance, consideration, approval, or disapproval of this reservation request andthe issuance or nonissuance of an allocation of credits, grants and/or loan funds in connection herewith.

3. that points will be assigned only for representations made herein for which satisfactory documentation is submitted herewith and that no revised representations may be made in connection with this application once the deadline for applications has passed.

4. that this application form, provided by VHDA to applicants for tax credits, including all sections herein relative to basis, credit calculations, and determination of the amount of the credit necessary to make the development financially feasible, is provided only for the convenience of VHDA in reviewing reservationrequests; that completion hereof in no way guarantees eligibility for the credits or ensures that the amountof credits applied for has been computed in accordance with IRC requirements; and that any notationsherein describing IRC requirements are offered only as general guides and not as legal authority.

5. that the undersigned is responsible for ensuring that the proposed development will be comprised of qualified low-income buildings and that it will in all respects satisfy all applicable requirements of federaltax law and any other requirements imposed upon it by VHDA prior to allocation, should one be issued.

6. that, for the purposes of reviewing this application, VHDA is entitled to rely upon representations of the undersigned as to the inclusion of costs in eligible basis and as to all of the figures and calculations relativeto the determination of qualified basis for the development as a whole and/or each building therein individually as well as the amounts and types of credit applicable thereof, but that the issuance of a reservation based on such representation in no way warrants their correctness or compliance with IRCrequirements.

7. that VHDA may request or require changes in the information submitted herewith, may substitute its ownfigures which it deems reasonable for any or all figures provided herein by the undersigned and may reserve credits, if any, in an amount significantly different from the amount requested.

8. that reservations of credits are not transferable without prior written approval by VHDA at its sole discretion.

2009 Page 27

MANDATORY ITEMS: Score a. Signed, completed application Y Y or N 0 b. Duplicate copy of application Y Y or N 0 c. Partnership agreement Y Y or N 0 d. SCC Certification Y Y or N 0 e. Previous participation form Y Y or N 0 f. Site control document Y Y or N 0 g. Architect's Certification Y Y or N 0 h. Attorney's opinion Y Y or N 0 i. Nonprofit questionnaire (if NP) Y Y, N, N/A 0

0.001. READINESS: a. Plan of development N 0 or 40 0.00 b. Zoning approval Y 0 or 40 40.00

Total: 40.00

2. HOUSING NEEDS CHARACTERISTICS: a. VHDA notification letter to CEO Y 0 or -50 0.00 b. Local CEO letter (Y,NC,N) Y 0 or 25 or 50 50.00 c. Location in a revitalization area Y 0 or 30 30.00 d. Location in a Qualified Census Tract N 0 or 5 0.00 e. Sec 8 or PHA waiting list preference Y 0 or 10 10.00 f. Subsidized funding commitments 14.97% Up to 40 29.95 g. Existing RD, HUD Section 8 or 236 program N 0 or 20 0.00 h. Tax abatement or new project based rental subsidy (HUD or RD) Y 0 or 10 10.00 i. Census tract with <10% poverty rate, no tax credit units N 0 or 25 0.00 j. Development listed on the Rural Development Rehab Priority List N 0 or 15 0.00

Total 129.95

3. DEVELOPMENT CHARACTERISTICS: a. Unit size (See calculations below) Up to 100 100.00 b. Amenities (See calculations below) Up to 60 55.00 c. Project subsidies/HUD 504 accessibility for 5 or 10% of units N 0 or 50 0.00or d. HCV payment standard/HUD 504 accessibility for 5 or 10% of units Y 0 or 30 30.00or e. HUD 504 accessibility for 4% of units N 0 or 15 0.00 f. Proximity to public transportation Y20 0, 10 or 20 20.00 g. Development will be Earthcraft or LEED certified Y 0 or 30 30.00 h. VHDA Certified Property Management Agent Y 0 or 25 25.00 i. Units constructed to meet VHDA's Universal Design standards 100% Up to 15 15.00 j. Developments with less than 100 units Up to 20 17.60

Total 292.60

4. TENANT POPULATION CHARACTERISTICS: a. <= 20% of units having 1 or less bedrooms N 0 or 15 0.00 b. Percent of units with 3 or more bedrooms 8.93% Up to 15 6.70

Total 6.70

5. SPONSOR CHARACTERISTICS: a. Developer experience - 3 developments with 3 x units or 6 developments with 1 x units Y 0 or 50 50.00or b. Developer experience - 1 development with 1 x units N 0 or 10 0.00 c. Developer experience - uncorrected major violation N 0 or -50 0.00 d. Developer experience - noncompliance Enter Total Negative N 0 or -15 0.00 e1. Developer experience - did not build as represented Points Here: 0 0 or -x 0.00 e2. Developer experience - termination of credits by VHDA N 0 or -10 0.00 f. Management company rated unsatisfactory N 0 or -25 0.00 g. LEED accredited design team member Y 0 or 10 10.00

Total 60.00

6. EFFICIENT USE OF RESOURCES: a. Credit per unit If #N/A or #REF! appears in the score column of these point Up to 180 17.57 b. Cost per unit categories check spelling of Clerk's Office on pg 1. It must match Up to 75 21.58

2009 LIHTC SELF SCORE SHEET:

Self Scoring Process

This worksheet is intended to provide you with an estimate of your application score based on the selection criteria described in theQAP. Most of the data used in the scoring process is automatically entered below as you fill in the application. Other items,denoted below in the green shaded cells, are items that are typically evaluated by VHDA’s staff during the application review andfeasibility analysis. For purposes of self scoring, it will be necessary for you to make certain decisions and assumptions about yourapplication and enter the appropriate responses in the green shaded cells of this score sheet. All but two require yes/no responses,in which case enter Y or N as appropriate. Item 2b pertaining to the Local CEO Letter will require one of the following responses: Y– the letter indicates unconditional support; N – the letter indicates opposition to the project; NC – no comment from the locality, orany other response which is neither unconditional support nor opposition. Item 5e1 requires a numeric value to be entered. Pleaseremember that the score is only an estimate based on the selection criteria using the reservation application data and theresponses you’ve entered on this score sheet. VHDA reserves the right to change application data and/or score sheet responseswhere appropriate, which may change the final score.

2009

Total exactly with the Jurisdiction names listed in the Application Manual. 39.14

7. BONUS POINTS: Locality AMI State AMI a. Units with rents at or below 40% of AMI $99,000 $50,600 0% Up to 10 0.00 b. Units with rent and income at or below 50% of AMI 50% Up to 50 25.00or c. Units with rents at or below 50% rented to tenants at or below 60% of AMI 50% Up to 25 0.00or d. Units in Low Income Jurisdictions with rents <= 50% rented to tenants with <= 60% of AMI 50% Up to 50 0.00 e. Extended compliance 0 Years 40 or 50 0.00or f. Nonprofit or LHA purchase option Y 0 or 60 60.00or g. Nonprofit or LHA Home Ownership option N 0 or 5 0.00

Total 85.00

500 Point Threshold - 9% Credits TOTAL SCORE: 653.38475 Point Threshold - Tax Exempt Bond Credits

Unit Size Calculations:E-AS LVG E-EFF E-1 BDRM E-2 BDRM

High Sq.Ft. / BDRM 0 0 0 0 Low Sq.Ft. / BDRM 0 0 0 0 Project Sq.Ft. / BDRM 0 0 0 0 Percentage of Units 0.00% 0.00% 0.00% 0.00% Points per Bedroom 0.00 0.00 0.00 0.00

F-EFF-G F-1 BDRM-G F-2 BDRM-G F-3 BDRM-G High Sq.Ft. / BDRM 0 775 1,050 1,175 Low Sq.Ft. / BDRM 0 620 840 940 Project Sq.Ft. / BDRM 0 881 1,231 1,458 Percentage of Units 0.00% 73.21% 17.86% 8.93% Points per Bedroom 0.00 73.21 17.86 8.93

F-4 BDRM-G F-2 BDRM-TH F-3 BDRM-TH F-4 BDRM-TH High Sq.Ft. / BDRM 0 0 0 0 Low Sq.Ft. / BDRM 0 0 0 0 Project Sq.Ft. / BDRM 0 0 0 0 Percentage of Units 0.00% 0.00% 0.00% 0.00% Points per Bedroom 0.00 0.00 0.00 0.00

1 ST ELD-EFF 1 ST ELD-1 BDRM 1 ST ELD-2 BDRM If you do not receive a numeric point value High Sq.Ft. / BDRM 0 0 0 in the unit size calculations, please Low Sq.Ft. / BDRM 0 0 0 check the values entered on page 8, C1. Project Sq.Ft. / BDRM 0 0 0 These must be whole number numeric Percentage of Units 0.00% 0.00% 0.00% values only. Also check page 7, item 3, Points per Bedroom 0.00 0.00 0.00 the number of units must be either new,

adapt or rehab only. Combinations do Total Unit Size Points: 100.00 not calculate correctly.

Amenities:All units have:

a. 1.5 or 2 Bathrooms 100.00% 15.00b. Community Room 5.00c. Brick Walls 30.00% 6.00d. Kitchen/Laundry Appl-Energy Star 5.00e. Windows-Energy Star 5.00f. Heat/AC-SEER-AFUE 10.00g. Sub-metered water expense 0.00h. Low flow faucets & showerheads 3.00i. High speed cable, DSL, wireless internet 1.00j. Water heaters meet EPA Energy Star requirements 5.00

Total 55.00All elderly units have:

a. Front-control ranges 0.00b. Emergency call system 0.00c. Independent/suppl. heat source 0.00d. Two eye viewers 0.00

Total 0.00

All rehab or adaptive reuse units:b. Historic structure 0.00

Total amenities: 55.00

2009

$/SF = $210.95 Credits/SF = $21.34 Const $/unit = $124,801

TYPE OF PROJECT FAMILY = 11000; ELDERLY = 12000 11000 If an ERROR message appears here checkLOCATION BELT=100; NVM=110; NVNM=200; RIC=300; TID=400; SMA=500; SMA-C=510; RUR=600 100 spelling of Clerk's Office on pg 1. It mustTYPE OF CONSTRUCTION N C=1; ADPT=2;REHAB(25,000+)=3; REHAB(15,000-25,000)=4 1 match exactly with the Jurisdiction names

listed in the Application Manual.ELDERLY

AS LVG EFF-E 1 BR-E 2 BR-E EFF-E-1 ST 1 BR-E-1 ST 2 BR-E-1 STAVG UNIT SIZE 0 0 0 0 0 0 0NUMBER OF UNITS 0 0 0 0 0 0 0

PARAMETER-(COSTS=>25,000) 0 0 0 0 0 0 0PARAMETER-(COSTS<25,000) 0 0 0 0 0 0 0

COST PARAMETER 0 0 0 0 0 0 0PROJECT COST PER UNIT 0 0 0 0 0 0 0

PARAMETER-(CREDITS=>25,000) 0 0 0 0 0 0 0PARAMETER-(CREDITS<25,000) 0 0 0 0 0 0 0

CREDIT PARAMETER 0 0 0 0 0 0 0PROJECT CREDIT PER UNIT 0 0 0 0 0 0 0

COST PER UNIT POINTS 0.00 0.00 0.00 0.00 0.00 0.00 0.00CREDIT PER UNIT POINTS 0.00 0.00 0.00 0.00 0.00 0.00 0.00

FAMILYEFF-G 1 BR-G 2 BR-G 3 BR-G 4 BR-G 2 BR-TH 3 BR-TH 4 BR-TH

AVG UNIT SIZE 0 881 1,231 1,458 0 0 0 0NUMBER OF UNITS 0 41 10 5 0 0 0 0

PARAMETER-(COSTS=>25,000) 0 264,469 358,313 400,969 0 0 0 0PARAMETER-(COSTS<25,000) 0 0 0 0 0 0 0 0

COST PARAMETER 0 264,469 358,313 400,969 0 0 0 0PROJECT COST PER UNIT 0 185,846 259,574 307,470 0 0 0 0

PARAMETER-(CREDITS=>25,000) 0 21,117 28,610 32,016 0 0 0 0PARAMETER-(CREDITS<25,000) 0 0 0 0 0 0 0 0

CREDIT PARAMETER 0 21,117 28,610 32,016 0 0 0 0PROJECT CREDIT PER UNIT 0 18,799 26,257 31,102 0 0 0 0

COST PER UNIT POINTS 0.00 16.32 3.69 1.56 0.00 0.00 0.00 0.00CREDIT PER UNIT POINTS 0.00 14.46 2.64 0.46 0.00 0.00 0.00 0.00

TOTAL COST PER UNIT POINTS 21.58

TOTAL CREDIT PER UNIT POINTS 17.57

Cost Parameters - ElderlyAS LVG EFF-E 1 BR-E 2 BR-E EFF-E-1 ST 1 BR-E-1 ST 2 BR-E-1 ST

Standard Cost Parameter - low riseParameter Adjustment - mid riseParameter Adjustment - high rise

Adjusted Cost Parameter

Credit Parameters - ElderlyAS LVG EFF-E 1 BR-E 2 BR-E EFF-E-1 ST 1 BR-E-1 ST 2 BR-E-1 ST

Standard Credit Parameter - low riseParameter Adjustment - mid riseParameter Adjustment - high rise

Adjusted Credit Parameter

Cost Parameters - FamilyEFF-G 1 BR-G 2 BR-G 3 BR-G 4 BR-G 2 BR-TH 3 BR-TH 4 BR-TH

Standard Parameter - low riseParameter Adjustment - mid riseParameter Adjustment - high rise

Adjusted Cost Parameter

Credit Parameters - FamilyEFF-G 1 BR-G 2 BR-G 3 BR-G 4 BR-G 2 BR-TH 3 BR-TH 4 BR-TH

Standard Credit Parameter - low riseParameter Adjustment - mid riseParameter Adjustment - high rise

Adjusted Credit Parameter 0 0 0 00 21,117 28,610 32,0160 0 0 00 0 0 00 0 0 00 0 0 00 0 0 00 21,117 28,610 32,016

0 0 00 0 0 000 0 0 00

0

0 0

0 00 0 0

0 0 0 00 264,469 358,313 400,969

00 0 0 0 0 0 0

0 0 0 000

0 00 0 0 00 264,469 358,313 400,969

0 0 0 0

0

00 0 0 00 0 00 0

0 0 0 0 0

000 0

0 0 0 0

0 0

0 00 0

0

2009

TAB A (Documentation of Development Location)

TAB A.1 (Qualified Census Tract Certification)

TAB A.2 (Revitalization Area Certification)

Revitalization Area Certification

City Center South Family Development Name: Apartments

Tracking #: 2009-2-029

If you have any questions, please call Jim Chandler at VHDA (804) 343-5786.

1. General Instructions

If the Owner/Applicant completes this Certification (see instructions under 2 below), it must be included with the Reservation Application (by Application Deadline, 5/15/09). However, if the Locality CEO is required to complete this Certification (see instructions under 2 below), it must be received by VHDA no later than 611 109.

Owner/Applicants are strongly encouraged to submit the Certification Letter attached (if applicable-see instructions under 2 below) to the locality CEO at least three weeks in advance of the 611 109 deadline, to ensure adequate time for review and approval by the locality.

The Certification Letter should be on the locality's letterhead (if applicable-see instructions under 2 below).

Any change in this Certification may result in a reduction of points under the scoring system.

Please note that a Comprehensive Plan does not qualify as certification of a revitalization area.

2. Revitalization Area

To qualify for revitalization area points:

Owner/Applicant certifies that the development is located in a redevelopment project, conservation project or rehabilitation district, pursuant to Title 36, Chapter 1 of the Code of Virginia, which states that the area within a redevelopment project, conservation project, or rehabilitation district established by the city or county, shall be deemed a revitalization area without certification. Provide documentation from the locality of the type of developments that will be encouraged, the potential sources of funding, and services to be offered in the area

Evidence (submitted at Tab T of the Reservation Application) that the development is subject to a plan using Hope VI funds from HUD

(XI Locality CEO certifies that the proposed development is located in an area that meets VHDA's definition of a Revitalization Area. If this option is chosen, the Owner/Applicant must have the Locality CEO complete the letter attached.

REVITALIZATION AREA CERTIFICATION May 12,2009

Jim Chandler Virginia Housing Development Authority 601 South Belvidere Street Richmond, Virginia 23220

VHDA Tracking Number: 2009-2-029 Development Name: City Center South Family Apartments Development Jurisdiction: City of Falls Church Name of Owner/Applicant: CC South Family Apartments, L.P.

Dear Mr. Chandler:

I certify that the above-referenced development is located in a Revitalization Area in my jurisdiction. A "revitalization area" is any area that is (i) either ( 1 ) blighted, deteriorated, deteriorating or, if not rehabilitated, likely to deteriorate by reason that the buildings, improvements or other facilities in such area are subject to one or more of the following conditions- dilapidation, obsolescence, overcrowding, inadequate ventilation, light or sanitation, excessive land coverage, deleterious land use, or faulty otherwise inadequate design, quality or condition, or (2) the industrial, commercial or other economic development of such area will benefit the city or county but such area lacks the housing needed to induce manufacturing, industrial, commercial, governmental, educational, entertainment, community development, healthcare or nonprofit enterprises or undertakings to locate or remain in such area; and (ii) private enterprise and investment are not reasonably expected, without assistance, to produce the construction or rehabilitation of decent, safe and sanitary housing and supporting facilities that will meet the needs of low and moderate income persons and families in such area and will induce other persons and families to live within such area and thereby create a desirable economic mix of residents in such area.

I understand that this Certification will be used by the Virginia Housing Development Authority pment qualifies for points available under VHDA's Qualified

City ~ahager, City of Falls Church

Harry E. Wells Building 300 Park Avenue Falls Church, Virginia 22046 703-248-5001 www.fallschurchva.gov

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http://www.mapquest.com/maps?city=Falls+Church&state=VA&address=35O+S .+ Washin ... 413012009 .-. - - - - -- -- -- --

WALTER L. PHILLIPS, INCORPORATED Esr. 1945

TO: Virginia Housing Development Authority 601 South Belvidere Street

Richmond, VA 23220-6500

This is to certify that the Latitude and Longitude for the main street boundary entrance of the below described parcel is -77.174645296' and 38.88 1067492".

Description of a portion of Office Space Management, Inc., Parcel 1 and Parcel 3, Deed Book 5561 Page 1697, City of Falls Church, Virginia, proposed as the City Center South Family Apartments:

"Beginning at a point in the south line of South Maple Avenue, said point being in the east line of the Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 1 ; thence with the south line of South Maple Avenue, N 72" 2 1 ' 0 1 " E, 57.48 feet to a point; thence 124.34 feet with the arc of a curve bearing to the left and having a radius of 602.96 feet (tangent length 62.39 feet, chord length 124.12 feet, chord bearing N 66" 26' 34" E) to a point in the south line of West Fairfax Street; thence with the south line of West Fairfax Street, S 84" 41' 35" E, 18.68 feet to a point; thence through Office Space Management, Inc., Parcel 1 and Parcel 3, S 10" 31' 25" W, 11 8.96 feet to a point; thence S 38" 3 1' 20" W, 20.05 feet to a point, said point being a common corner to Office Space Management, Inc., Parcel 2; thence with Parcel 2, S 38" 32' 12" W, 97.90 feet to a point; thence S 09" 28' 35" E, 38.86 feet to a point, said point being in the north line of Resubdivision of parcel B of the Edwin B. Henderson Property, Lot 3; thence with the the Resubdivision of Parcel B of the Edwin B. Henderson property, S 72" 03' 35" W, 67.73 feet to a point; thence N 09" 28' 35" W, 205.93 feet to the point of beginning and containing an area of 28,101 square feet, or 0.645 1 acres, more or less."

This description is of a proposed Parcel not yet legally recorded. ,

207 Park Avenue Falls Church. Virginia 22046 Telephone: (703) 532-6 163 Facsimile: (703) 533- 1301

CIVIL ENGINEERS LAND SURVEYORS PLANNERS

60 YEARS OF PROFESSIONAL SERVICE LANDSCAPE ARCHITECTS

Surveyor's Certification of Proximity To Public Transportation

m- VHDA

Surveyor's Certification of Proximity t o Transportation

(This Form Must be Included W ~ t h Application -TAB A)

(This Letter must be Submitted Under Surveyor's Corporate Letterhead - Any change in this form may result in a reduction o f points under the scoring system.)

DATE: May 1 2 , 2009

TO: Virginia Housing Development Authority 601 South Belvidere Street Richmond, VA 23220-6500

RE: 2009 Tax Credit Reservation Reauest Name of Development: City Center South Family Apartments Name of Owner: CC South Family Apartments, L.P.

Gentlemen:

This letter is submitted to you in support of the Owner's Application for Reservation of Low Income Housing Tax Credits under Section 42 of the Internal Revenue Code of 1986, as amended.

Based upon due investigation of the site and any other matters as it deemed necessary this firm certifies that: the main street boundary entrance to the property is within:

2,640 feet or % mile of the nearest access point to an existing commuter rail, light rail or subway station; or

1,320 feet or % mile of the nearest access point to an existing public bus stop.

The latitudes and longitudes in decimal format (ex: -77.452788 138.77987) are as follows:

Walter L. Phillips, Inc. Firm Name

Main Street Boundary Entrance to Property Transportation Access

B ~ : Brian G . Baillargeon, LS

Its: Vice-president Title

Latitude

-77 .174645296

-77 .174388056

Longitude

38 .881067492

38 .880250833

TAB B (Partnership or Operating Agreement)

AGREEMENT OF LIMITED PARTNERSHIP OF

CC SOUTH FAMILY APARTMENTS, L.P.

Pursuant to the requirements of Code of Virginia, 50 VAC 2.1 the undersigned (the "Partners") agree, certi@ and swear to this Agreement of Limited Partnership.

1.0 Name of Partnership. The name of the Partnership is CC South Family Apartments, L.P. (the "Partnership").

2.0 Business of the Partnership; Purposes and Powers.

2.1 The business of the Partnership and its purposes are to acquire, hold, invest in, and otherwise deal in and with interests in affordable housing projects, engage in any and all activities related thereto and engage in any other business that a Partnership may carry on under the laws of the Commonwealth of Virginia, and in particular to acquire, finance, construct and operate apartment units and related facilities located in the City of Falls Church, Virginia (the "Project").

2.2 The General Partner shall have the exclusive right and full authority to manage, conduct and operate the Partnership business. The General Partner may, without the consent of any Limited Partner, for, in the name of, and on behalf of the Partnership, do any act, conduct any activity, or enter into any note, mortgage, guaranty, pledge, security agreement, or other contract or agreement, or do any other thing which may be necessary, convenient, or incidental to the carrying out of the business of the Partnership.

3.0 Partners; Place of Business; Name and Address of Agent for Service of Process.

3.1 The name and business address of the General Partner of the Partnership is as follows:

Name Address

City Center South Housing, LLC C/O The Community Builders, Inc. 95 Berkeley Street, Suite 500 Boston, MA 02 1 16-6240

3.2 The name and business address of the initial Limited Partner of the Partnership is as follows:

Name Address

Falls Church Housing Corporation 330-B S. Virginia Avenue, Suite 2 ("FCHC") Falls Church, VA 22046

3.3 The name and business address of the agent for service of process of the Partnership shall be as follows:

Limited Partnership Agreement CC South Family Apartments, L.P.

#248788

Name and Address:

CT Corporation Services 470 1 Cox Road, Suite 30 1 Glenn Allen, VA 23060-6802

4.0 Capital and Other Contributions.

4.1 The General Partner has contributed $.01 in cash to the Partnership.

4.2 The initial Limited Partner has contributed $99.99 in cash to the Partnership.

4.3 The partners agree that, in connection with its planned acquisition, financing and construction of the Project, the Partnership will require additional equity in return for anticipated low- income housing tax credits and other benefits. The General Partner shall determine the amount of equity required, and shall notify the Limited Partner, in writing, of the amount of additional capital contribution required from the Limited Partner, and the anticipated tax credits and other benefits to the Limited Partner. Within 30 days of receipt of the General Partner's notice, the Limited Partner shall either (1) pay the required capital contribution to the Partnership, and this Agreement shall be amended to reflect same or (2) with the consent of the General Partner, withdraw as Limited Partner in order to permit the Partnership to admit to the Partnership as Limited Partner in its place a person or entity which agrees to make the required capital contribution.

4.4 A separate capital account shall be maintained for each Partner. There shall be credited to each Partner's capital account the cash amount of any contribution of capital made by such Partner, and such Partner's share of the profits of the Partnership, and there shall be charged against each Partner's capital account the amount of all distributions to such Partner, and such Partner's share of the losses of the Partnership.

5.0 Additional Contributions. Except as provided in Section 4.3 above, no additional contributions are required to be made by any Partner.

6.0 Substitution and Assignment of Limited Partner's Interest. The initial Limited Partner shall not have the right to substitute any person in its place or to assign its interest in the Partnership, except by the express prior written consent of the General Partner.

7.0 Ripht to Terminate Membership. No Partner may withdraw from the Partnership without the express prior written consent of all of the remaining Partners. The General Partner may not sell, assign or transfer its interest in the Partnership without the consent of the initial Limited Partner.

8.0 R i ~ h t to Receive Distributions; Share of Profits and Other Items.

8.1 The Partners shall share in the net profits, net losses, cash flow and proceeds of any sale or refinancing of any property of the Partnership or liquidation of the Partnership in the proportions that their capital contributions bear to each other, except that upon the admission of Investor Limited Partners into the Partnership, shares in all such items shall be as stated in the amendment to this Agreement admitting such partners.


#248788

8.2 Net profits and net losses shall, for both partnership accounting and tax purposes, be net profits and net losses as determined for reporting on the Partnership's federal income tax return. For tax purposes, all items of depreciation, gain, loss, deduction or credit shall be allocated to and among the Partners in the same percentage in which the Partners share net profits and net losses.

9.0 Return of Contributions. Except as otherwise specifically provided herein, no Partner shall have the right to receive or demand the return of its capital contribution.

10.0 Term of the Partnership. The term of the Partnership shall begin on the date of execution of this Agreement of Limited Partnership, and shall continue until December 3 1,2060, unless sooner terminated or dissolved by agreement of the General and the Limited Partner, or upon the occurrence of an event of withdrawal (as defined in Code of Virginia, 50 VAC 2.1 5 73.28) with respect to the General Partner.

11.0 Continuation of the Partnership; Assignment of General Partner's Interest. In the event the Partnership is dissolved pursuant to Section 10.0 above, the remaining General Partner, if any, may elect to carry on the business of the Partnership. Notwithstanding the provisions of Article 10.0, if such remaining General Partner so elects, the Partnership shall not be dissolved but shall continue.

12.0 Miscellaneous.

12.1 The General Partner shall keep just and true books of account with respect to the Partnership. Such books shall be maintained at the principal place of business of the Partnership, or at such other place as the General Partner shall determine, and shall include a current list of the full name and last known business address of each Partner set forth in alphabetical order, a copy of the Agreement of Limited Partnership and any amendments thereto, and a copy of the Certificate of Limited Partnership filed with the Secretary of the Commonwealth, copies, if any, of federal, state and local income tax returns for the three most recent years and financial statements of the Partnership for the three most recent years. All Partners, and their duly authorized representatives, shall at all reasonable times have access to such books.

12.2 Such books shall be kept on the federal income tax method of accounting, and shall be closed and balanced at the end of each Partnership year. The same method of accounting shall be used for both Partnership accounting and tax purposes. The fiscal year of the Partnership shall be the 12- month period ending on December 3 1 of each year.

12.3 The General Partner shall be responsible for one or more accounts to be maintained in a bank (or banks) which is a member of the F.D.I.C. or F.S.L.I.C., which accounts shall be used for the payment of the expenditures incurred by the Partnership, and in which shall be deposited any and all cash receipts. All such amounts shall be and remain the property of the Partnership, and shall be received, held and disbursed for the purposes specified in this Agreement. There shall not be deposited in any such accounts any funds other than funds belonging to the Partnership, and no other funds shall in any way be commingled with such funds.

12.4 Subject to the restrictions on transfer set forth herein, this Agreement, and each and every provision hereof, shall be binding upon and shall inure to the benefit of the Partners, their


#248788

respective successors, successors-in-title, heirs and assignees, and each and every successor-in-interest to any Partner, whether such successor acquires such interest by way of gift, purchase, foreclosure, or by any other method, shall hold such interest subject to all of the terms and provisions of this Agreement.

12.5 Each Limited Partner, including any additional or substituted Limited Partner, by the execution of this Agreement or any counterpart hereof, does hereby irrevocably constitute and appoint the General Partner, and each successor General Partner, and each duly elected officer thereof, and each of them acting singly, his or its true and lawful agent and attorney-in-fact, with full power and authority in his or its name, place and stead, to make, execute, acknowledge, swear to, deliver, file and record such documents and instruments as may be necessary or appropriate to carry out the provisions of this Agreement, including, but not limited to, the Partnership's Certificate of Limited Partnership and any amendments thereto. The foregoing power of attorney, being coupled with an interest, is hereby declared to be irrevocable, and shall survive the death, dissolution or incapacity of any Limited Partner.

12.6 No change, modification or amendment of this Agreement shall be valid or binding unless such change, modification or amendment shall be in writing and duly executed by all of the Partners.

12.7 The General Partner shall not be required to send the initial Limited Partner a copy of this Agreement of Limited Partnership or any future amendments thereto, or the Certificate of Limited Partnership, provided that the Certificate of Limited Partnership has been marked "filed" by the Office of the Secretary of the Commonwealth of the Commonwealth of Virginia.

12.8 This Agreement and the rights and obligations of the parties hereunder shall be governed by and interpreted, construed and enforced in accordance with the laws of the Commonwealth of Virginia.

12.9 FCHC shall have the right, after the close of the low income housing tax credit compliance period, to acquire the entire interest in the Project for the higher of (a) the sum of outstanding indebtedness and the exit tax liability of the partners or (b) the minimum price permitted by the Code without jeopardizing tax benefits promised to equity investors. FCHC shall have a right of first refusal in the Project, after the close of the low income housing tax credit compliance period. Such rights shall be set forth in an agreement to be negotiated with the equity investor. Such agreement shall provide that TCB shall have the same rights, exercisable only in the event that FCHC chooses not to exercise its rights under the agreement. TCB and FCHC shall make diligent efforts to structure the equity investments so as to minimize the exit tax liability, if and as possible and consistent with the Project budget and the overall feasibility of the Project.


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EXECUTED UNDER SEAL as of the 12Ih day of May, 2009.

GENERAL PARTNER:

City Center South Housing, LLC, a Virginia limited liability company

By: The Community Builders, Inc., a Massachusetts Nonstock Corporation, its Managing Member

By: Name: Rob Fossi Its: Authorized Agent

INITIAL LIMITED PARTNER:

Falls Church Housing Corporation

By: Name: Title: CFo V1"' *


#248788

Ownership S tructurec i ty Center South Family Apartments

CC South Family Apartments, L.P. Virginia limited partnership

Owner of Legal Title to Family Project & Related Parking Borrower of VHDA Taxable Debt, City loan

City Center South Housing, LLC Virginia limited liability company

General Partner .0 1% Beneficial Owner 1 CCS Associates, LLC

Virginia limited liability company Other Member, 49%

Falls Church Housing Corporation Virginia nonstock corporation,

Managing Member, 5 1% 50 1 (c)(3)

Carol Jackson, Exec. Dir.

The Community Builders, Inc. Massachusetts Nonstock Corporation,

Managing Member, 5 1% 50 1(c)(3)

Patrick Clancy, Exec. Dir.

\ Homestretch, Inc.

Virginia nonstock corporation, Other Member, 49%

50 1 (c)(3) Christopher Fay, Exec. Dir.

LIHTC Investor Member 99.99%

(substitute for FCHC as initial LP)

POWER OF ATTORNEY

2009 VIRGINIA LIHTC APPLICATION FOR RESERVATION

1. We, Patrick Clancy, Carol Jackson and Christopher Fay, the undersigned Principals of

The Community Builders, Inc., Falls Church Housing Corporation and Homestretch, Lnc.

respectively, with respect to City Center South Family Apartments (the "Development")

as listed in Section 1I.A. of the Virginia 2009 Low Income Housing Tax Credit

Application for Reservation for the Development (the "Application"), hereby authorize

Rob Fossi as our attorney-in-fact for the following purposes:

a. To make, sign, seal, execute and deliver the Application to the Virginia Housing

Development Authority ("VHDA") and any documentation or agreements with

respect thereto; and

b. To correspond and communicate with VHDA regarding the Application during

the VHDA review process.

2. This document may be executed in any number of counterparts, each of which shall be an

original for all purposes, but all of which taken together shall constitute only one

document.

[signatures on the following page]

EXECUTED this 14th day of May 2009. /?

By:

Name: patrick Clancy / Title: President, The cornmunib Builders, Inc.

By:

Name: Carol Jackson

Title: Executive Director, Falls Church Housing Corporation

By:

Name: Christopher Fay

Title: Executive Director, Homestretch, Inc.

EXECUTED this 14th day of May 2009.

By:

Name: Patrick Clancy

Title: President, The Community Builders, Inc.

By: C'Qh$hU Name: Carol Jackso


By: I



TAB C (VA SCC Certification)

Kichmond; Nay 11, 2009

This is to certzfi that the cert$cate of Gmitedpartnership of

CC South Family Apartments, L.P.

was this day admitted to record in this o f ice and that the said limited partnership is authorized to transact its 6usiness sutiject to all Virginia laws applica6lk to the Limited partnership and its business.

State Colporation Commission At test:

Richmond; May 8, 2009

This is to ceazfj, that the certzficate of organization of

City Center South Housing, LLC

was this day issuedandadmitted to recordin this o f ice and that the said Limited fia6i6ity company is authorized to transact its 6usiness sutiject to aK Virginia hws appfica6Li to the company andits 6usines.s. 'EfJective date: May 8, 2009

State Copmation Commission Attest:

Richmond; May 11, 2009

This is to certzjS, that the certtficate o f organization of

CCS Associates, LLC

was this day issued and admitted to record in this o f i ce and that t he said limited Gia6iGity company is authorized to transact its 6zlsiness su6ject to all "Jirinia laws appGica6lk to the company andits 6winess. Efiective date: May 12, 2009

State Corporation Commission 3 t test:

TAB D (Principal's Previous Participation Certification)

CERTIFICATIONS: I hereby certify that all the statements made by me are true, complete and correct to the best of my knowledge and belief and are made in good faith, including the data contained in Schedule A and any statements attached to this certification.

1 . I further certify that for the period beginning 10 years prior to the date of this Certification:

a. During any time that any of the participants were principals in any multifamily rental project, no project has been foreclosed upon, no mortgage has been in default, assigned to the mortgage insurer (governmental or private), nor has mortgage relief by the mortgagee been given;

b. During any time that any of the participants were principals in any multifamily rental project, there has not been any breach by the owner of any agreements relating to the construction or rehabilitation, use, operation, management or disposition of the project;

c. To the best of my knowledge, there are no unresolved findings raised as a result of state or federal audits, management reviews or other governmental investigations concerning any multifamily rental project in which any of the participants were principals;

d. During any time that any of the participants were principals in any multifamily rental project, there has not been a suspension or termination of payments under any state or federal assistance contract for the project;

e. None of the participants has been convicted of a felony and is not presently, to my knowledge, the subject of a complaint or indictment charging a felony. A felony is defined as any offense punishable by imprisonment for a term exceeding one year, but does not include any offense classified as a misdemeanor under the laws of a state and punishable by imprisonment of two years or less;

f. None of the participants has been suspended, debarred or otherwise restricted by any federal or state governmental entity from doing business with such governmental entity; and

g. None of the participants has defaulted on an obligation covered by a surety or performance bond and has not been the subject of a claim under an employee fidelity bond.

2. 1 further certify that none of the participants is a Virginia Housing Development Authority (VHDA) employee or a member of the immediate household of any of its employees.

3. 1 further certify that none of the participants is participating in the ownership of a multifamily rental housing project as of this date on which construction has stopped for a period in excess of 20 days or (in the case of a multifamily rental housing project assisted by any federal or state governmental entity) which has been substantially completed for more than 90 days but for which requisite documents for closing, such as the final cost certification, have not been filed with such governmental entity.

4. 1 further certify that none of the participants has been found by any federal or state governmental entity or court to be in noncompliance with any applicable civil rights, equal employment opportunity or fair housing laws or regulations.

5. 1 further certify that none of the participants was a principal in any multifamily rental project which has been found by any federal or state governmental entity or court to have failed to comply with Section 42 of the Internal Revenue Code of 1986, as amended, during the period of time in which the participant was a principal in such

6. Statements above (if any) to which I cannot certify have been deleted by striking through the words. In the case of any such deletion, I have attached a true and accurate statement to explain the relevant facts and circumstances.

WARNING: IF THIS CERTIFICATION CONTAINS ANY MISREPRESENTATION OF A MATERIAL FACT, THE AUTHORITY MAY REJECT THE APPLICATION FOR LOW-INCOME HOUSING TAX CREDITS AND MAY PROHIBIT THE SUBMISSION BY THE APPLICANT OF APPLICATIONS FOR SUCH CREDITS IN THE FUTURE.

Signature Printed Name

POWER OF ATTORNEY

2009 VIRGINIA ILIHTC APPLICATION FOR FtESERVATHON

1. We, Patrick Clancy, Carol Jackson and Christopher Fay, the undersigned Principals of

The Community Builders, Inc., Falls Church I-Iousing Corporation and Homestretch, Inc.

respectively, with respect to city' Center South Family Apartments (the "Development")

as listed in Section I1.A. of the Virginia 2009 Low Income Housing Tax Credit

Application for Reservation for the Development (the "Application"), hereby authorize

Rob Fossi as our attorney-in-fact for the following purposes:

a. To make, sign, seal, execute and deliver the Application to the Virginia Housing

Development Authority ("VHDA") and any documentation or agreements with

respect thereto; and

b. To correspond and communicate with VHDA regarding the Application during

the VHDA review process.

2. This document may be executed in any number of counterparts, each of which shall be an

original for all purposes, but all of which taken together shall constitute only one

document.

[signatures on the following page]

EXECUTED this 14th day of May 2009. /7

By:

Name: ~ & i c k Clancy I Title: President, The ~ornmunify Builders, Inc.

By:

Name: Carol Jackson


By:



EXECUTED this 14th day of May 2009.

By:

Name: Patrick Clancy

Title: President, The Community Builders, Inc.

By: WP?&&- Name: Carol Jackso


By: AlizF-& %? Name: Christopher Fay


TAB D (Principal's Previous Participation Certification)

Previous Participation Certification

Development Name: Clty Center South Family Apartments

Name of Applicant: CC Swth Family Apartments, LP

Controllina General Partner: The Communitv Builders. Inc.

INSTRUCTIONS:

I This certification must be signed by an individual who is, or is authorized to act on behalf of the Controlling General Partner (if LP) or Managing Member (if LLC) of the Applicant, as designated in the Application. VHDA will accept an authorization document, which gives signatory authorization to sign on behalf of the principals.

2 Attach a resume for each principal of the general partnership (GP) or limited liability company (LLC) and an organization chart for the limited partnership (LP) and LLC.

3 A Schedule A I s required for each principal of the CP. 4 For each property listed as "non-compliance found," please attach a detailed explanation of the nature of the non-

compliance, stating whether or not it has been resolved. 5 The date of this certification must be no more than 30 days prior to submission of the Application.

Failure to disclose information about properties which have been found to be out of compliance or any material mis- representations are grounds for rejection of an application and prohibition against future applications.

DEFINITIONS:

For the purpose of this Certification, the following definitions shall apply:

Develo~ment shall mean the proposed multifamily rental housing development identified above.

Particbants shall mean the principals who will participate in the ownership of the development.

Princiwal shall mean any person (including any individual, joint venture, partnership, limited liability company, corporation, nonprofit organization, trust, or any other public or private entity) that (i] with respect to the proposed development, will own or participate in the ownership of the proposed development or ( i i ) with respect to an existing multifamily rental project, has owned or participated in the ownership of such project, all as more fully described hereinbelow. The person who is the owner of the proposed development or multifamily rental project is considered a principal. In determining whether any other person is a principal, the following guidelines shall govern:

1. In the case of a partnership which is a principal (whether as the owner or otherwise), all general partners are also considered principals, regardless of the percentage interest of the general partner;

2. In the case of a public or private corporation or organization or governmental entity that is a principal (whether as the owner or otherwise), principals also include the president, vice president, secretary, and treasurer and other officers who are directly responsible to the board of directors or any equivalent governing body, as well as all directors or other members of the governing body and any stockholder having a 25% or more interest:

3. In the case of a limited liability company (LLC) that is a principal (whether as the owner or otherwise), all members are also considered principals, regardless of the percentage interest of the member;

4. In the case of a trust that is a principal (whether as the owner or otherwise), all persons having a 25% or more beneficial ownership interest in the assets of such trust;

5. In the case of any other person that is a principal (whether as the owner or otherwise), all persons having a 25% or more ownership interest in such other person are also considered principals; and

6. Any person that directly or indirectly controls, or has the power to control, a principal shall also be considered a principal.

CERTIFICATIONS: I hereby certify that all the statements made by me are true, complete and correct to the best of my knowledge and belief and are made in good faith, including the data contained in Schedule A and any statements attached to this certification.

1. I further certify that for the period beginning 10 years prior to the date of this Certification:

a. During any time that any of the participants were principals in any multifamily rental project, no project has been foreclosed upon, no mortgage has been in default, assigned to the mortgage insurer (governmental or private], nor has mortgage relief by the mortgagee been given;

b. During any time that any of the participants were principals in any multifamily rental project, there has not been any breach by the owner of any agreements relating to the construction or rehabilitation, use, operation, management or disposition of the project;

c. To the best of my knowledge, there are no unresolved findings raised as a result of state or federal audits, management reviews or other governmental investigations concerning any multifamily rental project in which any of the participants were principals;

d. During any time that any of the participants were principals in any multifamily rental project, there has not been a suspension or termination of payments under any state or federal assistance contract for the project;

e. None of the participants has been convicted of a felony and is not presently, to my knowledge, the subject of a complaint or indictment charging a felony. A felony is defined as any offense punishable by imprisonment for a term exceeding one year, but does not include any offense classified as a misdemeanor under the laws of a state and punishable by imprisonment of two years or less;

f. None of the participants has been suspended, debarred or otherwise restricted by any federal or state governmental entity from doing business with such governmental entity; and

g. None of the participants has defaulted on an obligation covered by a surety or performance bond and has not been the subject of a claim under an employee fidelity bond.

2. 1 further certify that none of the participants is a Virginia Housing Development Authority (VHDA) employee or a member of the immediate household of any of its employees.

3. 1 further certify that none of the participants is participating in the ownership of a multifamily rental housing project as of this date on which construction has stopped for a period in excess of 20 days or (in the case of a multifamily rental housing project assisted by any federal or state governmental entity] which has been substantially completed for more than 90 days but for which requisite documents for closing, such as the final cost certification, have not been filed with such governmental entity.

4. 1 further certify that none of the participants has been found by any federal or state governmental entity or court to be in noncompliance with any applicable civil rights, equal employment opportunity or fair housing laws or regulations.

5. 1 further certify that none of the participants was a principal in any multifamily rental project which has been found by any federal or state governmental entity or court to have failed to comply with Section 42 of the Internal Revenue Code of 1986, as amended, during the period of time in which the participant was a principal in such

6. Statements above (if any) to which I cannot certify have been deleted by striking through the words. In the case of any such deletion, I have attached a true and accurate statement to explain the relevant facts and circumstances.

WARNING: IF THIS CERTIFICATION CONTAINS ANY MISREPRESENTATION OF A MATERIAL FACT, THE AUTHORITY MAY REJECT THE APPLICATION FOR LOW-INCOME HOUSING TAX CREDITS AND MAY PROHIBIT THE SUBMISSION BY THE APPLICANT OF APPLICATIONS FOR SUCH CREDITS IN THE FUTURE.

signature Printed Name

TAB E (Nonprofit Questionnaire)

1/09 Page 1 of 8

Nonprofit Questionnaire

Part II, 13VAC10-180-60, of the Qualified Allocation Plan (the “Plan”) of the Virginia Housing Development Authority (the "Authority") for the allocation of federal low income housing tax credits ("Credits") available under §42 of the Internal Revenue Code, as amended (the "Code") establishes certain requirements for receiving Credits from the Nonprofit Pool established under the Plan and assigning points for participation of a nonprofit organization in the development of qualified low-income housing. Answers to the following questions will be used by the Authority in its evaluation of whether or not an applicant meets such requirements (attach additional sheets as necessary to complete each question). 1. General Information. a. Name of development: City Center South Family Apartments b. Name of owner/applicant: CC South Housing Family Apartments, L.P. c. Name of Nonprofit entity: The Community Builders, Inc. (TCB) d. Address of principal place of business of Nonprofit entity: 95 Berkeley Street, Suite 500

Boston, MA 02116 Indicate funding sources and amount used to pay for office space: Program income, developer fees,

property management fees, and grant funding

e. Tax exempt status: 501(c)(3) 501(c)(4) 501(a) f. Date of legal formation of Nonprofit: 5/29/1964 (must be prior to application deadline); evidenced by the following documentation: TCB Restated Articles of Organization . g. Date of IRS 501(c)(3) or 501(c)(4) determination letter: June 4, 1964 (must be prior to application deadline and copy must be attached). h. Describe exempt purposes (must include the fostering of low-income housing in its articles of incorporation): To acquire, own, construct, sponsor, manage, improve (through rehabilitation, new construction or

otherwise), and to make housing available at the lowest possible cost to low and moderate income families and persons of every race, religion and nationality

i. Expected life (in years) of Nonprofit: Perpetual j. Explain the anticipated future activities of the Nonprofit over the next five years: Development, operation, and management of affordable housing

1/09 Page 2 of 8

NONPROFIT QUESTIONNAIRE, continued k. How many full time, paid staff members does the Nonprofit and, if applicable, any other nonprofit organization(s) ("Related Nonprofit(s)") of which the Nonprofit is a subsidiary or to which the Nonprofit is otherwise related (by shared directors, staff, etc.) have? 400 How many part time, paid staff members? Describe the duties of all staff members: All aspects of development of affordable housing, including: development, development operations, finance, legal, construction management, property management and

communities l. Does the Nonprofit share staff with any other entity besides a Related Nonprofit described above? Yes No If yes, explain in detail: m. How many volunteers does the Nonprofit and, if applicable, any Related Nonprofit have? Occasionally unpaid interns . n. What are the sources and manner of funding of the Nonprofit? (You must disclose all financial and/ or the arrangements with any individual(s) or for profit entity, including anyone or any entity related, directly, indirectly, to the Owner of the Development Program income, developer fees, property management fees, and grant funding TCB current Audited Financial Statements o. List all directors of the Nonprofit, their occupations, their length of service on the board, and their residential addresses: See attached 2. Nonprofit Formation. a. Explain in detail the genesis of the formation of the Nonprofit: TCB was founded in 1964 as a grass-roots, non-profit community development organization. Our

origins stem from the fight to save the South End neighborhood of Boston, MA, from the effects of “Urban Renewal.” In the subsequent 40-plus years, TCB has grown to be a full-service real estate development, finance, and property management organization with professional staff who are experts in all areas pertaining to master planning, development and management of affordable housing, and, in particular, mixed-income/mixed-finance transactions.

b. Is the Nonprofit, or has it ever been, affiliated with or controlled by a for profit entity or local housing authority? Yes No If yes, explain in detail: c. Has any for profit organization or local housing authority (including the Owner of the Development, joint venture partner, or any individual or entity directly or indirectly related to such Owner) appointed any directors to the governing board of the Nonprofit? Yes No If yes, explain:

NONPROFIT QUESTIONNAIRE, continued

1/09 Page 3 of 8

d. Does any for-profit organization or local housing authority have the right to make such appointments? Yes No If yes, explain: e. Does any for profit organization or local housing authority have any other affiliation with the Nonprofit or have any other relationship with the Nonprofit in which it exercises or has the right to exercise any other type of control? Yes No, If yes, explain: . Was the Nonprofit formed by any individual(s) or for profit entity for the principal purpose of being included in the Nonprofit Pool or receiving points for nonprofit participation under the Plan? Yes No g. Explain in detail the past experience of the Nonprofit including, if applicable, the past experience of any other Related Nonprofit of which the Nonprofit is a subsidiary or to which the Nonprofit is otherwise related (by shared directors, staff, etc.): Since 1964, TCB has completed more than 22,000 units of

affordable mixed-income housing. TCB currently manages approximately 8,000 units of housing serving low-income families, the elderly and special needs populations.

h. If you included in your answer to the previous question information concerning any Related Nonprofit, describe the date of legal formation thereof, the date of IRS 501(c)(3) or 501(c)(4) status, its expected life, its charitable purposes and its relationship to the Nonprofit. N/A 3. Nonprofit Involvement. a. Is the Nonprofit assured of owning an interest in the Development (either directly or through a wholly owned subsidiary) throughout the Compliance Period (as defined in §42(i)(1) of the Code)? Yes No

(i) Will the Nonprofit own at least 10% of the general partnership/owning entity? Yes No (ii) Will the Nonprofit own 100% of the general partnership interest/owning entity? Yes No

If no to either 3a.i or 3a.ii above, specifically describe the Nonprofit's ownership interest: 51% ownership interest in General Partner as Managing Member

b. (i) Will the Nonprofit be the managing member or managing general partner? Yes No If yes, where in the partnership/operating agreement is this provision specifically

referenced?

(ii) Will the Nonprofit be the managing member or own more than 50% of the general partnership interest? Yes No

c. Will the Nonprofit have the option or right of first refusal to purchase the proposed development at the end of the compliance period for a price not to exceed the outstanding debt and exit taxes of the for-profit entity? Yes No If yes, where in the partnership/operating agreement is this provision specifically referenced? See Section 12.9 of partnership agreement

Recordable agreement attached to the Tax Credit Application as TAB V

If no at the end of the compliance period explain how the disposition of the assets will be structured:

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NONPROFIT QUESTIONNAIRE, continued d. Is the Nonprofit materially participating (regular, continuous, and substantial participation) in the construction or rehabilitation and operation or management of the proposed Development? Yes No If yes, (i) Describe the nature and extent of the Nonprofit's proposed involvement in the construction or rehabilitation of the Development: TCB will be the developer, arranging for financing, design and

construction. TCB will also manage and oversee construction

(ii) Describe the nature and extent of the Nonprofit's involvement in the operation or management of the Development throughout the Extended Use Period (the entire time period of occupancy restrictions of the low-income units in the Development): TCB will be managing member of GP

(iii) Will the Nonprofit invest in its overall interaction with the development more than 500 hours annually to

this venture? Yes No If yes, subdivide the annual hours by activity and staff responsible and explain in detail: TCB will provide asset management services to the project throughout the compliance period

e. Explain how the idea for the proposed development was conceived. For example, was it in response to a need identified by a local neighborhood group? local government? board member? housing needs study? Third party consultant? other? In response to responsibilities pledged with FCHC/City of Falls Church Cooperative Agreement to create and own permanently affordable rental units in City of Falls Church. Corresponds to FC City’s housing needs study and Comp Plan f. List all general partners/managing members of the Owner of the Development (one must be the Nonprofit) and

the relative percentages of their interests: CC South Family Apartments, L.P. (100%); LP Members: General Partner: City Center South Housing, LLC

(.01% ) and FCHC for LIHTC Investor (99.99%); GP Members: The Community Builders, Inc., Managing Member (51% ), and Other Member (49%): FCHC (51%), Homestretch, Inc. (49%)

g. If this is a joint venture, (i.e. the Nonprofit is not the sole general partner/managing member), explain the nature

and extent of the joint venture partner's involvement in the construction or rehabilitation and operation or management of the proposed development.

The Community Builders, Inc., a non-profit housing developer, is joint venture partner and Managing Member To guarantee construction financing, manage construction, operation and property for first 15 years. h. Is a for profit entity providing development services (excluding architectural, engineering, legal, and accounting services) to the proposed development? Yes No If yes, (i) explain the nature and extent

of the consultant’s involvement in the construction or rehabilitation and operation or management of the proposed development.

(ii) explain how this relationship was established. For example, did the Nonprofit solicit proposals from several for-profits? Did the for-profit contact the Nonprofit and offer the services? N/A

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NONPROFIT QUESTIONNAIRE, continued i. Will the Nonprofit or the Owner (as identified in the application) pay a joint venture partner or consultant fee for providing development services? Yes No If yes, explain the amount and source of the funds for such payments. Development fee will be shared with joint venture partner j. Will any portion of the developer’s fee which the Nonprofit expects to collect from its participation in the of development be used to pay any consultant fee or any other fee to a third party entity or joint venture partner? Yes No If yes, explain in detail the amount and timing of such payments. k. Will the joint venture partner or for-profit consultant be compensated (receive income) in any other manner, such as builder’s profit, architectural and engineering fees, or cash flow? Yes No If yes, explain: Cash flow and residuals only l. Will any member of the board of directors, officer, or staff member of the Nonprofit participate in the development

and/or operation of the proposed development in any for-profit capacity? Yes No If yes, explain: m. Disclose any business or personal (including family) relationships that any of the staff members, directors or other principals involved in the formation or operation of the Nonprofit have, either directly or indirectly, with any persons or entities involved or to be involved in the Development on a for-profit basis including, but not limited to the Owner of the Development, any of its for-profit general partners, employees, limited partners or any other parties directly or indirectly related to such Owner: N/A n. Is the Nonprofit involving any local, community based nonprofit organizations in the development, role and operation, or provision of services for the development? Yes No If yes, explain in detail, including the compensation for the other nonprofits: FCHC and Homestretch, Inc., local community-based non-profits, will control 49% of the General Partner of

the owner, and will receive 20% of the developer fee and 50% of cash flow and proceeds from sale or refinancing as noted above.

4. Virginia and Community Activity. a. Has the Virginia State Corporation Commission authorized the Nonprofit to do business in Virginia? Yes No b. Define the Nonprofit’s geographic target area or population to be served: TCB is national in scope. Focus

of this project will be Greater Falls Church area.

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NONPROFIT QUESTIONNAIRE, continued c. Does the Nonprofit or, if applicable, Related Nonprofit have experience serving the community where the proposed development is located (including advocacy, organizing, development, management, or facilitation, but not limited to housing initiatives)? Yes No If yes, or no, explain nature, extent and duration of any service: Experience advocating, facilitating and actively developing housing initiatives

in the community. d. Does the Nonprofit’s by laws or board resolutions provide a formal process for low income, program beneficiaries to advise the Nonprofit on design, location of sites, development and management of affordable housing? Yes No If yes, explain: No such mandate detailed in TCB’s By-Laws, but residents of project neighborhoods are frequently consulted

in charrettes and other public meetings. e. Has the Virginia Department of Agriculture and Consumer Services (Division of Consumer Affairs) authorized the Nonprofit to solicit contributions/donations in the target community? Yes No f. Does the Nonprofit have demonstrated support (preferably financial) from established organizations, institutions, businesses and individuals in the target community? Yes No If yes, explain: TCB has no direct experience in Falls Church, but FCHC has received on a regular, ongoing basis private

donations from local individuals, faith communities, Businesses, civic organizations and annual grants from local government

g. Has the Nonprofit conducted any meetings with neighborhood, civic, or community groups and/or tenant associations to discuss the proposed development and solicit input? Yes No If yes, describe the

meeting dates, meeting locations, number of attendees and general discussion points: FCHC Publicly advertised meetings to present project with Q&A: avg attendance = 50-75; January 30, 2008,

April 3, 2008, January 29, 2009; FCHC hosted sessions by invitation and public welcome for Neighborhood Groups for presentation with Q&A; June 16, 2008, 60 attendance. Local gov’t elected and staff officials present at all events with architect, Owner’s rep, etc. Design Focus group sessions with current Winter Hill

residents and selection from eligible market; Community-wide representation for architect design review session; Green Communities Design Charrette sponsored according to Enterprise Partners Green Communities grant stipulations for community input

h. Are at least 33% of the members of the board of directors representatives of the community being served? Yes No If yes, (i) low-income residents of the community? Yes No (ii) elected representatives of low-income neighborhood organizations? Yes No i. Are no more than 33% of the members of the board of directors representatives of the public sector (i.e. public

officials or employees or those appointed to the board by public officials)? Yes No j. Does the board of directors hold regular meetings which are well attended and accessible to the target community? Yes No If yes, explain the meeting schedule: k. Has the Nonprofit received a Community Housing Development Organization (CHDO) designation, as defined

by the U. S. Department of Housing and Urban Development’s HOME regulations, from the state or a local participating jurisdiction? Yes No

1/09 Page 7 of 8

NONPROFIT QUESTIONNAIRE, continued l. Has the Nonprofit been awarded state or local funds for the purpose of supporting overhead and operating expenses? Yes No If yes, explain in detail: m. Has the Nonprofit been formally designated by the local government as the principal community-based nonprofit housing development organization for the selected target area? Yes No If yes, explain: n.

Has the Nonprofit ever applied for Low Income Housing Tax Credits for a development in which it acted as a joint venture partner with a for-profit entity? Yes No If yes, note each such application including: the development name and location, the date of application, the Nonprofit’s role and ownership status in the development, the name and principals of the joint venture partners, the name and principals of the general contractor, the name and principals of the management entity, the result of the application, and the current status of the development(s).

o. Has the Nonprofit ever applied for Low Income Housing Tax Credits for a development in which it acted as

the sole general partner/managing member? Yes No If yes, note each such development including the name and location, the date of the application, the result of the application, and the current status of the development(s).

Broad Creek Bowling Green II, Norfolk VA, App. Date: 3/15/02 Received Allocation, Current Status: Completed and Placed in Service

Broad Creek Bowling Green III, Norfolk VA, App. Date: 3/14/03 Received Allocation, Current Status: Completed and Placed in Service

Broad Creek Bowling Green IV, Norfolk VA, App. Date: 3/12/04 Received Allocation, Current Status: Completed and Placed in Service

Broad Creek Marshall Manor II, Norfolk VA, App. Date: 3/15/02 Received Allocation, Current Status: Completed and Placed in Service

Broad Creek Marshall Manor III, Norfolk VA, App. Date: 3/14/03 Received Allocation, Current Status: Completed and Placed in Service

Broad Creek Marshall Manor IV, Norfolk VA, App. Date: 3/12/04, Received Allocation, Current Status: Completed and Placed in Service

p. To the best of your knowledge, has this development, or a similar development on the same site, ever received tax credits before? Yes No If yes, explain: q. Has the Nonprofit been an owner or applicant for a development that has received a reservation in a previous

application round from the Virginia Housing Partnership or the VHDA Housing Funds? Yes No If yes, explain: r. Has the Nonprofit completed a community needs assessment that is no more than three years old and that, at a minimum, identifies all of the defined target area’s housing needs and resources? Yes No If yes, explain the need identified: City of Falls Church Housing and Human Services Division completed a housing needs assessment in 2007, clearly identifying rental housing as undersupplied need in City of FC. NONPROFIT QUESTIONNAIRE, continued

with the maximum oossible input fi-om the target community? Yes No Byes, explain the pian:

-

FCHC has cooperated with Housing Land Use and Redevelopment goals identified by the City of Falls Church in a variety ofplans, studies and strategic objectives

5. Attachments. Documentation of any of the above need not be submitted unless requested by VHDA File of such documents has been assembled.

The undersigned Owner and Nonprofit hereby each certQ that, to the best of its knowledge, all of the foregoing information is complete and accurate. Furthermore, each certifies that no attempt has been or will be made to circumvent

contained in the Plan or Section 42'ofthe Internal Revenue Code.

- CC South Family Apartments, L.P. Owner/Applicant

~ g b Fossi C/

Its: A u t h o r i z e d Agent Title

Date \4 z m The Community Builders, Inc. -

Nonprofit

Page 8 of 8

ATTACHMENT TO SCHEDULE A

The Information set forth in Schedule A is identical for TCB and its executive officers and board of directors, all of who are listed below

Current Oflicers of The CommuniW Builders. Inc.

Name Residential Address Telephone1 Title Email

Beverly Bates 20 Rindge Ave, #2 Cambridge, MA 02140

Patrick Clancy 6 Prower Landing Plymouth, MA 02360

Patrick Costigan 622 Constitution Ave, NE Washington, DC

Willie Jones 38 Deckard St. Boston, MA 02121

Karen Kelleher 57 Beacon St. Arlington, MA 02474

Mary Kay Leonard 35 Channel Center, #410 Boston, MA 02210

Hans Peter Pyclick 85 Boylston St. Boston, MA 02130

Mick Vergura 744 Main St. Concord, MA 01742

Senior Vice President, Development Operations

President and Chief Executive Officer

Senior Vice President, Public Policy

Senior Vice President, Regions

General Counsel and Senior Vice President

Senior Vice President and Director, Communities

Chief Operating Officer

Chief Financial Officer

Current Board Members of The Communim Builders, Inc.

Philip Clay 2 Front St. Oak Bluff, MA 02557

Stephen Anthony 75 Deer Path Way Wellfleet, MA 02677

Brian Fallon 200 East 66th Street New York, NY 10065

Christopher Noble 1280 Massachusetts Ave. Cambridge, MA 02138

Jonathan Keyes 91 Libery St. Concord, MA 01742

Hipolito (Paul) Roldan 325 North Wells Chicago, lL 60610

Years Yame Residential Address

Director, Chairman of the Board 27 Chancellor, MA Institute of Technology

Telephone1 Board Title 1 Occupation Email

Director, Treasurer Retired

Director Developer

Director Attorney

Director, Clerk Retired

Director Developer


Part 11, I3VAC 10- 180-60, of the Qualified Allocation Plan (the "Plan") of the Virginia Housing Development Authority (the "Authority") for the allocation of federal low income housing tax credits ("Credits") available under $42 of the Internal Revenue Code, as amended (the "Code") establishes certain requirements for receiving Credits from the Nonprofit Pool established under the Plan and assigning points for participation of a nonprofit organization in the development of qualified low-income housing.

Answers to the following questions will be used by the Authority in its evaluation of whether or not an applicant meets such requirements (attach additional sheets as necessaw to complete each question).

1. General Information.

a. Name of development: City Center South Family Apartments

Name of owner/applicant: CC South Housing Family Apartments, L.P.

c. Name of Nonprofit entity: Falls Church Housing Corporation (FCHC)

d. Address of principal place of business of Nonprofit entity: 330 B South Virginia Ave, Suite 2, Falls

Church, VA 22046

Indicate fhnding sources and amount used to pay for office space: Private donations

e. Tax exempt status: (XI 501(~)(3) 50 1 (c)(4) 50 1 (a)

f. Date of legal formation of Nonprofit: Nov 20, 198 1 (must be prior to application deadline); evidenced by the following documentation: Articles of Incorporation filed with Virginia State Corp Commission. Covv available

6. Date of IRS 501 (c)(3) or 50 1 (c)(4) determination letter: July 3 1, 1984 - copy available (must be prior to application deadline and copy must be attached).

h. Describe exempt purposes (must include the fostering of low-income housing in its articles of incorporation): Expand and improve housing opportunities for low and moderate income households in the City of Falls Church; cooperate with Federal, State and local agencies, private organizations and community groups in Developing programs designed to meet low and moderate income housing needs.

I. Expected life (in years) of Nonprofit: perpetuity

j . Explain the anticipated future activities of the Nonprofit over the next five years: Continue to carry out community based mission to develop, own, and operate low income rental housing.

Page 1 of 9


k. How many full time, paid staff members does the Nonprofit and, if applicable, any other nonprofit organization(s) ("Related Nonprofit(s)") of which the Nonprofit is a subsidiary or to which the Nonprofit is otherwise related (by shared directors, staff, etc.) have? 2 How many part time, paid staff members? 2 Describe the duties of all staff members: CEO - FT Associate Director - FT - manage operations, community relations and public outreach and education efforts Administrative Assistant - PT - office functions Intern - PT - research, documentation, ofice IT

1. Does the Nonprofit share staff with any other entity besides a Related Nonprofit described above? n ~ e s [XI No If yes, explain in detail: NO

m. How many volunteers does the Nonprofit and, if applicable, any Related Nonprofit have? Approximately 20 providing regularly scheduled hours on Boards and Committees. Another 20 volunteers assisting with community education among local faith communities, civic organizations, other community

n. What are the sources and manner of funding of the Nonprofit? (You must disclose all financial and1 or the arrangements with any individual(s) or for profit entity, including anyone or any entity related, directly, indirectly, to the Owner of the Development FCHC receives funds from membership donations, private individuals, faith communities, general operations grant from local government, donations from local businesses and community groups who use FCHC meeting space free of charge. See FCHC Audited Financial Statements.

0. List all directors of the Nonprofit, their occupations, their length of service on the board, and their residential addresses: (See attached)

2. Nonprofit Formation.

a. Explain in detail the genesis of the formation of the Nonprofit: Falls Church Housing Corporation is a Community based affordable housing provider formed in response to growing local concern about the loss of multi-family rental housing in the City of Falls Church to protect, preserve and increase the supply of affordable housing in the greater Falls Church, VA area.

b. Is the Nonprofit, or has it ever been, affiliated with or controlled by a for profit entity or local housing authority? [7 Yes [XI No If yes, explain in detail:

c. Has any for profit organization or local housing authority (including the Owner of the Development, joint venture partner, or any individual or entity directly or indirectly related to such Owner) appointed any directors to the governing board of the Nonprofit? [7 Yes [XI No If yes, explain:

Page 2 of 9


d. Does any for-profit organization or local housing authority have the right to make such appointments? Yes IXI No If yes, explain:

e. Does any for profit organization or local housing authority have any other affiliation with the Nonprofit or have any other relationship with the Nonprofit in which it exercises or has the right to exercise any other type of control? Yes [XI No, If yes, explain:

f. Was the Nonprofit formed by any individual(s) or for profit entity for the principal purpose of being included in the Nonprofit Pool or receiving points for nonprofit participation under the Plan?

Yes [XI No

g . Explain in detail the past experience of the Nonprofit including, if applicable, the past experience of any other Related Nonprofit of which the Nonprofit is a subsidiary or to which the Nonprofit is otherwise related (by shared directors, staff, etc.): West End View, LLC of which FCHC was briefly a member formed to submit LTHTC QAP 2005. LLC was dissolved in November 2005. FCHC is sole OwnerIOperations Manager for Winter Hill Apartments, currently under contract as HUD Project based Sec 8 rental property for very low income elderly and disabled residents. FCHC owns one other property privately for which are priced to be 0 4 0 % AM1 as a voluntary subsidy directed by FCHC Board of Directors.

h. If you included in your answer to the previous question information concerning any Related Nonprofit, describe the date of legal formation thereof, the date of IRS 50 1(c)(3) or 50 1(c)(4) status, its expected life, its charitable purposes and its relationship to the Nonprofit. NA

3. Nonprofit Involvement.

a. Is the Nonprofit assured of owning an interest in the Development (either directly or through a wholly owned subsidiary) throughout the Compliance Period (as defined in §42(i)(l) of the Code)? H ~ e s O N o

(i) Will the Nonprofit own at least 10% of the general partnershipiowning entity? Yes No (ii) Will the Nonprofit own 100% of the general partnership interest/owning entity? [7 Yes IXI No

If no to either 3a.i or 3a.ii above, specifically describe the Nonprofit's ownership interest: 49% ownership interest in General Partner as Other Member

b. (i) Will the Nonprofit be the managing member or managing general partner? q Yes [XI No If yes, where in the partnershiploperating agreement is this provision specifically referenced?

(ii) Will the Nonprofit be the managing member or own more than 50% of the general partnership interest? yes [XINO

c. Will the Nonprofit have the option or right of first refusal to purchase the proposed development at the end of the compliance period for a price not to exceed the outstanding debt and exit taxes of the for-profit entity? [XI Yes No If yes, where in the partnershipioperating agreement is this provision specifically referenced? Section 12.9

[XI ~ecordable agreement attached to the Tax Credit Application as TAB V

Page 3 of 9


Page 4 of 9


d. Is the Nonprofit materially participating (regular, continuous, and substantial participation) in the construction or rehabilitation and operation or management of the proposed Development? Yes No If yes,

(i) Describe the nature and extent of the Nonprofit's proposed involvement in the construction or rehabilitation of the Development: Community relations liaison; local govemment liaison; Major Decisions participant; resident relations liaison to convene advisory design team

(ii) Describe the nature and extent of the Nonprofit's involvement in the operation or management of the Development throughout the Extended Use Period (the entire time period of occupancy restrictions of the low-income units in the Development): Community relations liaison; local government liaison; Major decisions participant; resident relations liaison and coordinator

(iii) Will the Nonprofit invest in its overall interaction with the development more than 500 hours annually to this venture? B y e s No If yes, subdivide the annual hours by activity and staff responsible and explain in detail: 50: Bd of Directors 300: Staff assignments for construction mgrntfon-going operations andlor community & govt liaison; 300: local hands on volunteers, including recruitment and coordination

e. Explain how the idea for the proposed development was conceived. For example, was it in response to a need identified by a local neighborhood group? local govemment? board member? housing needs study? Third party consultant? other? In response to responsibilities pledged with FCHCICity of Falls Church Cooperative Agreement to create and own permanently affordable rental units in City of Falls Church. Corresponds to FC City's housing needs study and Comp Plan

f. List all general partnerslmanaging members of the Owner of the Development (one must be the Nonprofit) and the relative percentages of their interests: CC South Family Apartments, L.P. (100%); LP Members: General Partner: City Center South Housing, LLC (.OI% ) and FCHC for LlHTC Investor (99.99%); GP Members: The Community Builders, Inc., Managing Member (5 1 % ), and CCS Associates, LLC, Other Member (49%); Other Member Members: Falls Church Housing Corporation (5 1 %) and Homestretch, Inc. (49%)

g. If this is a joint venture, (i.e. the Nonprofit is not the sole general partnerlmanaging member), explain the nature and extent of the joint venture partner's involvement in the construction or rehabilitation and operation or management of the proposed development. The Community Builders, Inc., a non-profit housing developer, is joint venture partner and Managing Member To guarantee construction financing, manage construction, operation and property for first 15 years.

Is a for profit entity providing development services (excluding architectural, engineering, legal, and accounting services) to the proposed development? Yes No If yes, (i) explain the nature and extent of the consultant's involvement in the construction or rehabilitation and operation or management of the proposed development. NA

(ii) explain how this relationship was established. For example, did the Nonprofit solicit proposals from several for-profits? Did the for-profit contact the Nonprofit and offer the services? NA

Page 5 of 9


I . Will the Nonprofit or the Owner (as identified in the application) pay a joint venture partner or consultant fee for providing development services? Yes [XI No If yes, explain the amount and source of the hnds for such payments.

Will any portion of the developer's fee which the Nonprofit expects to collect from its participation in the of development be used to pay any consultant fee or any other fee to a third party entity or joint venture partner? Yes [XI No If yes, explain in detail the amount and timing of such payments.

k. Will the joint venture partner or for-profit consultant be compensated (receive income) in any other manner, such as builder's profit, architectural and engineering fees, or cash flow? Yes [XI No If yes, explain:

1. . Will any member of the board of directors, officer, or staff member of the Nonprofit participate in the development andlor operation of the proposed development in any for-profit capacity? Yes [XI No If yes, explain:

m. Disclose any business or personal (including family) relationships that any of the staff members, directors or other principals involved in the formation operation of the Nonprofit have, either directly or indirectly, with any persons or entities involved or to be involved in the Development on a for-profit basis including, but not limited to the Owner of the Development, any of its for-profit general partners, employees, limited partners or any other parties directly or indirectly related to such Owner: NONE

n. Is the Nonprofit involving any local, community based nonprofit organizations in the development, role and operation, or provision of services for the development? [XI Yes No If yes, explain in detail, including the compensation for the other nonprofits: FCHC is the local community-based non-profit Organization in City of Falls Church. Will earn 20% share of Dev Fee; 50% share of any ownership proceeds

4. Virginia and Community Activity.

a. Has the Virginia State Corporation Commission authorized the Nonprofit to do business in Virginia? [XI Yes No

b. Define the Nonprofit's geographic target area or population to be served: Greater Falls Church area.

Page 6 of 9


c. Does the Nonprofit or, if applicable, Related Nonprofit have experience serving the community where the proposed development is located (including advocacy, organizing, development, management, or facilitation, but not limited to housing initiatives)? [XIyes No If yes, or no, explain nature, extent and duration of any service: Own and operate low and very low income rental housing within the City of Falls Church since 1987.

d. Does the Nonprofit's by laws or board resolutions provide a formal process for low income, program beneficiaries to advise the Nonprofit on design, location of sites, development and management of affordable housing? [7 Yes [XI No If yes, explain: No such mandate detailed in FCHC's Bv-laws. Residents and eligible tenants have and will be consulted as

V

Advisory groups. FCHC consults regularly with City of Falls Church Housing Commission-volunteers on Behalf of local government

e. Has the Virginia Department of Agriculture and Consumer Services (Division of Consumer Affairs) authorized the Nonprofit to solicit contributions/donations in the target community? n ~ e s No

f. Does the Nonprofit have demonstrated support (preferably financial) from established organizations, institutions, businesses and individuals in the target community? [XI Yes NO If yes, explain: FCHC receives on a regular, ongoing basis private donations from local individuals, faith communities, Businesses, civic organizations and annual grant from local government

g- Has the Nonprofit conducted any meetings with neighborhood, civic, or community groups andlor tenant associations to discuss the proposed development and solicit input? Yes No If yes, describe the meeting dates, meeting locations, number of attendees and general discussion points:

FCHC Publicly advertised meetings to present project with Q&A: avg attendance = 50-75; January 30,2008, April 3,2008, January 29,2009; FCHC hosted sessions by invitation and public welcome for Neighborhood Groups for presentation with Q&A; June 16,2008,60 attendance. Local gov't elected and staff officials present at all events with architect, Owner's rep, etc. Design Focus group sessions with current Winter Hill residents and selection fiom eligible market; Community-wide representation for architect design review session; Green Communities Design Charrette sponsored according to Enterprise Partners Green Communities grant stipulations for community input

h. Are at least 33% of the members of the board of directors representatives of the community being served? Yes No If yes, (i) low-income residents of the community? Yes [XI No (ii) elected representatives of low-income neighborhood organizations? Yes [XI No

I. Are no more than 33% of the members of the board of directors representatives of the public sector (i.e. public officials or employees or those appointed to the board by public officials)? [XIyes No

j . Does the board of directors hold regular meetings which are well attended and accessible to the target community? [XI Yes No If yes, explain the meeting schedule: FCHC's Annual Meeting held Every year in January advertised and open to the public as are the monthly meetings of the FCHC Board of Directors

k. Has the Nonprofit received a Community Housing Development Organization (CHDO) designation, as defined by the U. S. Department of Housing and Urban Development's HOME regulations, from the state or a local participating jurisdiction? Yes [XI No

Page 7 of 9


Has the Nonprofit been awarded state or local fi~nds for the purpose of supporting overhead and operating expenses? [XI Yes No If yes, explain in detail: $55,000 annual appropriation fi-om the City of Falls Church ~rovided within "whereas" statements as well as terms in Coo~erative Ameement in effect since FCHC's formation in 198 1 .

m. Has the Nonprofit been formally designated by the local government as the principal community-based nonprofit housing development organization for the selected target area? IXI Yes No If yes, explain:

n. Has the Nonprofit ever applied for Low Income Housing Tax Credits for a development in which it acted as a joint venture partner with a for-profit entity? Yes IXI No If yes, note each such application including: the development name and location, the date of application, the Nonprofit's role and ownership status in the development, the name and principals of the joint venture partners, the name and principals of the general contractor, the name and principals of the management entity, the result of the application, and the current status of the development(s).

0. Has the Nonprofit ever applied for Low Income Housing Tax Credits for a development in which it acted as the sole general partnerlmanaging member? Yes [XI No If yes, note each such development including the name and location, the date of the application, the result of the application, and the current status of the development(s).

P. To the best of your knowledge, has this development, or a similar development on the same site, ever received tax credits before? Yes No If yes, explain:

Has the Nonprofit been an owner or applicant for a development that has received a reservation in a previous application round from the Virginia Housing Partnership or the VHDA Housing Funds?

Yes No If yes, explain:

r. Has the Nonprofit completed a community needs assessment that is no more than three years old and that, at a minimum, identifies all of the defmed target area's housing needs and resources? Yes [XI No If yes, explain the need identified: City of Falls Church Housing and Human Services Division completed a housing needs assessment in 2007, clearly identiQing rental housing as undersupplied need in City of FC.


1109 Page 8 of 9

S. Has the Nonprofit completed a community plan that (I) outlines a comprehensive strategy for addressing identified community housing needs, (2) offers a detailed work plan and timeline for implementing the strategy, and (3) documents that the needs assessment and comprehensive strategy were developed with the maximum possible input from the target community? Yes No If yes, explain the plan: FCHC has cooperated with Housing Land Use and Redevelopment goals identified by the City of Falls Church in a variety of plans, studies and strategic objectives

5. Attachments. Documentation of any of the above need not be submitted unless requested by VHDA File of such documents has been assembled.

The undersigned Owner and Nonprofit hereby each certiQ that, to the best of its knowledge, all of the foregoing information is complete and accurate. Furthermore, each certifies that no attempt has been or will be made to circumvent the requirements for nonprofit participation contained in the Plan or Section 42 of the Internal Revenue Code.

May 13,2009 Date

CC South Family Apartments, L.P. Owner/Applicant

By: Hw ~ts : AwfLoCr&e! 4

Title

May 12,2009 Date

Falls Church Housing Corporation Nonprofit

/

By: ~ G r d Chairman

By: 9-

Page 9 of 9

330-B So Virgnia Ave, Suite 2, Falls Church, VA 22046,703-241-5402, Fax: 703-237-6985, e-mail: fchc@ fallschurchhousing. org

Bob Burnett 604 Poplar Drive Board Member Falls Church, VA 22046 Term: 2009-2010 703-532-6061 Member Since 2007 Occupation: T V / Creative Director

Michael Diener Board Treasurer Term: 2009-2010 Member Since 2004 Occupation: C.P.A.

Susan Dovell Maynard Board Member Term: 2008-2009 Member Since 1997 Occupation: Marketing consultant to retirement communities

Katharine Emmons Board Secretary Term: 2008-2009 Member Since 1996 Occupation: Attorney

Nikki Graves I-Ienderson Board Member Term: 2008-2009 Member Since 2008 Occupation: Cultural Heritage ildrninistrator/Museum Director

Tom Hemphill Board Member Term: 2008-2009 Member Since 1992 Occupation: Builder

Diener & Associates, CPA 125 Rowell Court Falls Church, VA 22046 Home: 703-255-6446

61 1 E. Columbia St Falls Church, VA 22046 703-534-0875

207 W. George Mason Drive Falls Church, T7A 22046 703-534-3497

307 S. Maple Ave Falls Church, VA 22046 703-534-4627

109 Buston Road Falls Church, VA 22046 703-536-7143

Work: 202-293-4488 Email: [email protected]

Work: 703-241-8807 Cell 703-244-7804 Fax: 703-241-8687 Email: mdiener@&ener.org

Cell: 703-989-7190 Email: [email protected]

Work: 703-533-3300 xlOO Fax: 703-538-2725 Email: [email protected]

Cathy I<aye Board Member Term: 2009-201 0 Member Since 2007 Occupation: City Treasurer City of Falls Church

Tom I<elley Board Member, Term: 2009-2010 Member Since 2005 Occupation: Suntrust Bank - Specialized Real Estate Manager

Steve Rogers Board President Term: 2009-2010 Member Since 2005 Occupation: Veterinarian

Steve Sprague Board Member Term 2008-2009 Member Since 2005 Occupation: Retired

Carol Jackson CEO FCHC

Mary Lynn Hickey Associate Director FCHC

Staff Assistant:

Susan Lannon

905 Hillwood Avenue Falls Church, TTA 22042 703-533-3181

6628 Beacon Lane Falls Church, VA 22043 703-534-4983

11 3 Gresham Place Falls Church, T7A 22046 703-532-2782

408 E. Jefferson St Falls Church, VA 22046 703-534-2075

314 Wrens Way Falls Church, VA 22046 703-532-4961

410 South Maple Ave, #502 Falls Church, T7A 22046

Cell: 703-403-2283 Email: TFI<elle1~49@,vahoo.com

\Vork: 703-241-5402 Cell: 703-909-6166 Fax: 703-237-6985 Email: [email protected]

Work: 703-241-5402 Cell: 703-967-5584 Fax: 703-237-6985 Email: [email protected]

Work: 703-241-5402; lannonsusan@,vahoo.com


Part 11, 13VAC 10- 180-60, of the Qualified Allocation Plan (the "Plan") of the Virginia Housing Development Authority (the "Authority") for the allocation of federal low income housing tax credits ("Credits") available under $42 of the Internal Revenue Code, as amended (the "Code") establishes certain requirements for receiving Credits from the Nonprofit Pool established under the Plan and assigning points for participation of a nonprofit organization in the development of qualified low-income housing.

Answers to the following questions will be used by the Authority in its evaluation of whether or not an applicant meets such requirements (attach additional sheets as necessaw to complete each cluestion).

1 . General Information.

a. Name of development: City Center South Family Aparhnents

b. Name of owner/applicant: CC South Family Apartments, L.P.

Name of Nonprofit entity: Homestretch, Inc.

d. Address of principal place of business of Nonprofit entity: 370 S. Washington Street, Falls Church,

Indicate funding sources and amount used to pay for office space: General revenue of a non-profit Organization including grants, corporate gifts and donations from individuals

e. Tax exempt status: (XI 501(c)(3) 50 1 (c)(4) 501 (a)

f. Date of legal formation of Nonprofit: 1990 (must be prior to application deadline); evidenced by the following documentation: Articles of Incorporation filed with VA SCC

g . Date of IRS 50 1 (c)(3) or 50 1 (c)(4) determination letter: March 18, 1998 (must be prior to application deadline and copy must be attached).

h. Describe exempt purposes (must include the fostering of low-income housing in its articles of incorporation): To provide transitional housing and comprehensive social services to homeless families

I. Expected life (in years) of Nonprofit: perpetuity

J . Explain the anticipated future activities of the Nonprofit over the next five years: Continuing to provide transitional housing and comprehensive social services to homeless families

Page 1 of 9


k. How many full time, paid staff members does the Nonprofit and, if applicable, any other nonprofit organization(s) ("Related Nonprofit(s)") of which the Nonprofit is a subsidiary or to which the Nonprofit is otherwise related (by shared directors, staff, etc.) have? 18 How many part time, paid staff members? 7 Describe the duties of all staff members: To provide services to clients. One executive director; one deputy director; one director of development; one grants manager; one bookkeeper; one volunteer coordinator; one receptionist; two child care workers; two child program specialists; six case managers; three ESL (english as a second language) teachers; one credit counselor; one psychotherapist; two maintenance workers, one custodian

Does the Nonprofit share staff with any other entity besides a Related Nonprofit described above? D y e s (XI No If yes, explain in detail:

m. How many volunteers does the Nonprofit and, if applicable, any Related Nonprofit have? Many, approx one hundred per year, in addition to a Board of Directors with 18 members

n. What are the sources and manner of funding of the Nonprofit? (You must disclose all financial and1 or the arrangements with any individual(s) or for profit entity, including anyone or any entity related, directly, indirectly, to the Owner of the Development Financial report enclosed. Funding comes ffom various government grants (50%), private donations (40%), and rental property income (1 0%)

0. List all directors of the Nonprofit, their occupations, their length of service on the board, and their residential addresses: Attached.

2. Nonprofit Formation.

a. Explain in detail the genesis of the formation of the Nonprofit: Started in 1990 by concerned citizens and church members as an effort to provide housing to a few homeless families; and it grew over time. now houses seventv families at a time or about one hundred Der vear.

b. Is the Nonprofit, or has it ever been, affiliated with or controlled by a for profit entity or local housing authority? Yes IXI No If yes, explain in detail:

c. Has any for profit organization or local housing authority (including the Owner of the Development, joint venture partner, or any individual or entity directly or indirectly related to such Owner) appointed any directors to the governing board of the Nonprofit? Yes No If yes, explain:

Page 2 of 9


d. Does any for-profit organization or local housing authority have the right to make such appointments? Yes [XI No If yes, explain:

e. Does any for profit organization or local housing authority have any other affiliation with the Nonprofit or have any other relationship with the Nonprofit in which it exercises or has the right to exercise any other type of control? [7 Yes [XI No, If yes, explain:

f. Was the Nonprofit formed by any individual(s) or for profit entity for the principal purpose of being included in the Nonprofit Pool or receiving points for nonprofit participation under the Plan? [7 yes [XINO

g. Explain in detail the past experience of the Nonprofit including, if applicable, the past experience of any other Related Nonprofit of which the Nonprofit is a subsidiary or to which the Nonprofit is otherwise related (by shared directors, staff, etc.): No previous past experience developing housing. Current residential property ownership involves individual scattered site units and single family houses all used for client's transitional housing needs

h. If you included in your answer to the previous question information concerning any Related Nonprofit, describe the date of legal formation thereof, the date of IRS 501 (c)(3) or 501 (c)(4) status, its expected life, its charitable purposes and its relationship to the Nonprofit. NA

3. Nonprofit Involvement.

a. Is the Nonprofit assured of owning an interest in the Development (either directly or through a wholly owned subsidiary) throughout the Compliance Period (as defined in $42(i)(1) of the Code)? a y e s RNO

(i) Will the Nonprofit own at least 10% of the general partnershiplowning entity? [XI Yes No (ii) Will the Nonprofit own 100% of the general partnership interestlowning entity? Yes [XI No

If no to either 3a.i or 3a.ii above, specifically describe the Nonprofit's ownership interest: 49% ownership interest share in Other Member's 49% share of General Partner entity, i.e. 24.01% share wlin GP

b. (i) Will the Nonprofit be the managing member or managing general partner? [7 Yes No If yes, where in the partnershiploperating agreement is this provision specifically referenced?

(ii) Will the Nonprofit be the managing member or own more than 50% of the general partnership interest? [7 Yes [XI NO

c. Will the Nonprofit have the option or right of first refusal to purchase the proposed development at the end of the compliance period for a price not to exceed the outstanding debt and exit taxes of the for-profit entity? [XI Yes No If yes, where in the partnershiploperating agreement is this provision specifically referenced? Section 12.9

(XI Recordable agreement attached to the Tax Credit Application as TAB V


1 I09 Page 3 of 9


d. Is the Nonprofit materially participating (regular, continuous, and substantial participation) in the construction or rehabilitation and operation or management of the proposed Development? Yes [XI No If yes,

(i) Describe the nature and extent of the Nonprofit's proposed involvement in the construction or rehabilitation of the Development:

(ii) Describe the nature and extent of the Nonprofit's involvement in the operation or management of the Development throughout the Extended Use Period (the entire time period of occupancy restrictions of the low-income units in the Development):

(iii) Will the Nonprofit invest in its overall interaction with the development more than 500 hours annually to this venture? n ~ e s No If yes, subdivide the annual hours by activity and staff responsible and explain in detail:

e. Explain how the idea for the proposed development was conceived. For example, was it in response to a need identified by a local neighborhood group? local government? board member? housing needs study? Third party consultant? other? FCHC and Homestretch, both of which are by nature committed to helping poor and moderate income earners find permanent, affordable housing, long planned to joint venture if the o~~or tun i tv ever arose. When Dro~ertv became available next door to HS' HO offices. the time was right to ask City of FC for assistance to develop the appropriate mixed use residential properties for the downtown site.

f. List all general partnerslmanaging members of the Owner of the Development (one must be the Nonprofit) and the relative percentages of their interests: CC South Family Apartments, L.P. (100%); LP Members: General Partner: City Center South Housing, LLC (.Ol%) and FCHC for LIHTC Investor (99.99%); GP Members: The Community Builders, Inc., Managing Member (5 1% ), and CCS Associates, LLC, Other Member (49%); Other Member Members: Falls Church Housing Corporation (51%) and Homestretch, Inc. (49%)

g. If this is a joint venture, (i.e. the Nonprofit is not the sole general partnerlmanaging member), explain the nature and extent of the joint venture partner's involvement in the construction or rehabilitation and operation or management of the proposed development.

The Community Builders, Inc., a non-profit housing developer, is joint venture partner and Managing Member To guarantee construction financing, manage construction, operation and property for first 15 years.

Falls Church Housing Corporation, local community-based housing non-profit, is actively participating Other Member within the GP and is representing the housing development interests and involvement of the non- participating partner, Homestretch, Inc., who will be an ownerloccupant of the commercial component ofthe building designed for mixed use for residentiallofice.

h. Is a for profit entity providing development services (excluding architectural, engineering, legal, and accounting services) to the proposed development? Yes No If yes, (i) explain the nature and extent of the consultant's involvement in the construction or rehabilitation and operation or management of the proposed development.

Page 4 of 9

(ii) explain how this relationship was established. For example, did the Nonprofit solicit proposals from several for-profits? Did the for-profit contact the Nonprofit and offer the services?


I . Will the Nonprofit or the Owner (as identified in the application) pay a joint venture partner or consultant fee for providing development services? Yes [XI No If yes, explain the amount and source of the finds for such payments.

j. Will any portion of the developer's fee which the Nonprofit expects to collect from its participation in the of development be used to pay any consultant fee or any other fee to a third party entity or joint venture partner? Yes No If yes, explain in detail the amount and timing of such payments.

k. Will the joint venture partner or for-profit consultant be compensated (receive income) in any other manner, such as builder's profit, architectural and engineering fees, or cash flow? Yes [XI No If yes, explain:

1. Will any member of the board of directors, officer, or staff member of the Nonprofit participate in the development andlor operation of the proposed development in any for-profit capacity? Yes lXl No If yes, explain:

m. Disclose any business or personal (including family) relationships that any of the staff members, directors or other principals involved in the formation or operation of the Nonprofit have, either directly or indirectly, with any persons or entities involved or to be involved in the Development on a for-profit basis including, but not limited to the Owner of the Development, any of its for-profit general partners, employees, limited partners or any other parties directly or indirectly related to such Owner: None.

n. Is the Nonprofit involving any local, community based nonprofit organizations in the development, role and operation, or provision of services for the development? Yes No If yes, explain in detail, including the compensation for the other nonprofits: Homestretch, Inc. is a local community-based Non-profit housing and human services provider offering a variety of client services that will be made better available to the community at large within the development as planned for locally employed workforce and others eligible within the market area.

Page 5 of 9

4. Virginia and Community Activity.

a. Has the Virginia State Corporation Commission authorized the Nonprofit to do business in Virginia? yes NO

b. Define the Nonprofit's geographic target area or population to be served: Falls Church, Fairfax County, Annandale, Merrifield, Springfield

Page 6 of 9


c. Does the Nonprofit or, if applicable, Related Nonprofit have experience serving the community where the proposed development is located (including advocacy, organizing, development, management, or facilitation, but not limited to housing initiatives)? (XIyes No Ifyes, or no, explain nature, extent and duration of any service: Own and operate transitional housing units all over greater Falls Church area since 1990 (72 units total); HQ operations have resided in City of Falls Church since late 1990s

d. Does the Nonprofit's by laws or board resolutions provide a formal process for low income, program beneficiaries to advise the Nonprofit on design, location of sites, development and management of affordable housing? [XI Yes No If yes, explain: Advisory committee and an annual Board of Directors meeting required to be devoted to client inputlfeedback.

e. Has the Virginia Department of Agriculture and Consumer Services (Division of Consumer Affairs) authorized the Nonprofit to solicit contributions/donations in the target community? n ~ e s IXI No

f. Does the Nonprofit have demonstrated support (preferably financial) fi-om established organizations, institutions, businesses and individuals in the target community? (XI Yes UNO If yes, explain: Banks; multiple local corporations and stores; individual donations of both cash and non-monetary gifts (furniture, consumable supplies, automobiles, etc.)

g. Has the Nonprofit conducted any meetings with neighborhood, civic, or community groups andlor tenant associations to discuss the proposed development and solicit input? IXI Yes [7 No If yes, describe the meeting dates, meeting locations, number of attendees and general discussion points: Participated with Falls Church Housing Corp with City Council; plus numerous meetings with committee and neighborhood groups and local faith communities appearances. FCHC had primary responsibility for formalizing community discussion and input

h. Are at least 33% of the members of the board of directors representatives of the community being served? [XI Yes [7 No If yes, (i) low-income residents of the community? Yes q No (ii) elected representatives of low-income neighborhood organizations? Yes No

I. Are no more than 33% of the members of the board of directors representatives of the public sector (i.e. public officials or employees or those appointed to the board by public officials)? (XIyes No

I. Does the board of directors hold regular meetings which are well attended and accessible to the tareet - " u

community? (XI Yes No If yes, explain the meeting schedule: Annual community meeting; Monthly Board of Directors meeting; regularly scheduled public visitation events

k. Has the Nonprofit received a Community Housing Development Organization (CHDO) designation, as defined by the U. S. Department of Housing and Urban Development's HOME regulations, from the state or a local participating jurisdiction? (XI Yes No

Page 7 of 9


1. Has the Non~rofit been awarded state or local funds for the purpose of supporting overhead and operating . . expenses? @ Yes No If yes, explain in detail: Grants from ~ a i r f a x ~ o u n t y (over $400,000 pl year), City of Falls Church ($30,000 a year), HUD ($150,000 a year) and Commonwealth of Virginia

- -

($150,000 a year), 2009 Federal Budget Appropriation from Dept of Justice ($500,000)

m. Has the Nonprofit been formally designated by the local government as the principal community-based nonprofit housing development organization for the selected target area? Yes [XI No If yes, explain:

n. Has the Nonprofit ever applied for Low Income Housing Tax Credits for a development in which it acted as a joint venture partner with a for-profit entity? Yes No If yes, note each such application including: the development name and location, the date of application, the Nonprofit's role and ownership status in the development, the name and principals of the joint venture partners, the name and principals of the general contractor, the name and principals of the management entity, the result of the application, and the current status of the development(s).

0. Has the Nonprofit ever applied for Low Income Housing Tax Credits for a development in which it acted as the sole general partnerlmanaging member? Yes [XI No If yes, note each such development including the name and location, the date of the application, the result of the application, and the current status of the development(s).

To the best of your knowledge, has this development, or a similar development on the same site, ever received tax credits before? Yes No If yes, explain:

9. Has the Nonprofit been an owner or applicant for a development that has received a reservation in a previous application round from the Virginia Housing Partnership or the VHDA Housing Funds?

Yes [XI No If yes, explain:

r. Has the Nonprofit completed a community needs assessment that is no more than three years old and that, at a minimum, identifies all of the defined target area's housing needs and resources? Yes [XI No If yes, explain the need identified:

NONPROFIT QUESTIONNAIRE, continued 1 I09 Page 8 of 9

s. Has the Nonprofit completed a community plan that (1) outlines a comprehensive strategy for addressing identified community housing needs, (2) offers a detailed work plan and timeline for implementing the strategy, and (3) documents that the needs assessment and comprehensive strategy were developed with the maximum possible input from the target community? Yes No If yes, explain the plan:

5. Attachments. Documentation of any of the above need not be submitted unless requested by VHDA

The undersigned Owner and Nonprofit hereby each certify that, to the best of its knowledge, all of the foregoing information is complete and accurate. Furthermore, each certifies that no attempt has been or will be made to circumvent the requirements for nonprofit participation contained in the Plan or Section 42 of the Internal Revenue Code.

May 13,2009 Date

CC South Family Apartments, L.P. OwnerIApplicant

By: 4 4 ~ - ~ts : / l u b 6 u J /1-C

Title , C f i L

May 12,2009 Date

Homestretch, Inc. . I

Board ~ h a i h a n

Page 9 of 9

Timothy McGough, Chair 3510 Broad Run Drive Fairfax, VA 22033 (703) 716-3340 [email protected] Retired / 2000

HOMESTRETCH Empowering Families to Rebuild Lives

2009 HOMESTRETCH BOARD OF DIRECTORS

OFFICERS

David Legge, Treasurer Larson Allen CPAs, Consultants & Advisors 2900 South Quincy Street, Suite 150 Arlington, VA 22206-2239 (571) 213-9120 [email protected] C.P.A. / 1997

Patricia Anderson WTAS (Corporate Sponsor of Homestretch) 1600 Tysons Blvd. McLean, VA 22102 Office: (571) 382-0056 [email protected] [email protected] Staff, WTAS / 2008

Karin Collis Arnette Karin's Custom Images, Inc. P.O. Box 14 Great Falls, VA 22066 (703) 309-6466 [email protected] Marketing Consultant / 2008

John Dapogny 117 Elm Street, SW Vienna, VA 22180 VP Land Development, Cornstock Homes Inc. (703) 573-3536 / (703) 850-0103 [email protected] Builder, Developer, Attorney / 2000

MEMBERS

Carmine Zarlenga, Vice-Chair Howrey LLP 1299 Pennsylvania Ave, NW Washington, D.C. 20004 (703) 408-3807 [email protected] Attorney / 2000

David Goldberg, Secretary 7503 Colonel Lindsay Drive Falls Church, VA 22043 (571) 332-3964 davidcharles~oldbern@~mail.com [email protected] Attorney / 2002

Meredith Hartley Reed Smith, LLP 4812 Willet Drive Annandale, VA 22003 (703) 641-4550 [email protected] Attorney / 2004

Kamelia Sacks Stewart Title 4001 Woodland Road Annandale, VA 22003 (703) 282-4030 [email protected] Staff, Stewart Title / 2008

Paulla Schlossberg 3114 Worthington Circle Falls Church, VA 22044 (703) 862-7434 [email protected] Adminstrator, National Association of

Jewish Women / 2006

John Fassi 14014 Saddle River Drive North Potomac, MD 20878 (301) 424-4314 (H) (703) 304-9808 (W) [email protected] Banker / 2004

Rodger Charin 3200 Chichester Lane Fairfax, VA 22031 (703) 560-7116 [email protected] C.P.A. / 1998

Homestretch Staff:

Christopher Fay Executive Director 370 South Washington Street, Suite 400 Falls Church, VA 22046 (703) 237-2035 cfay@ homestretch-inc.org

Saji Verghese 10203 Forest Avenue Fairfax, VA 22030 (703) 714-2622 [email protected] Saii [email protected] IT Manager, Freddie Mac / 2006

Janet Halle-Varre 3960 Rosebay Court Fairfax, VA 22033 (703) 378-2519 [email protected] Event Planner / 2006

TAB F (Architect's Certification)

INSTRUCTIONS FOR THE COMPLETION OF APPENDIX F

ARCHITECT'S CERTIFICATION

(This Form Must Be Submitted Under Architect's Letterhead and included in the Application - Tab F)

NOTE: If the development includes any combination of New Construction, Rehabilitation and Adaptive Reuse, then separate Architect Certifications must be provided for each construction type.

The proper completion of this certification is critical to calculate the average unit square feet and net rentable square feet of each unit type, to document amenity items for which points will be awarded, and to calculate certain elements of the efficient use of resources points.

If this certification is not completed correctly there may be loss of points or disqualification of the application to compete for tax credits. If this development receives an allocation of tax credits and items are not provided as indicated on this certification then VHDA may. at its sole option, require the payment by the Owner of an amount up to 10% of the Total Development Cost (as set forth in the Application) of the development as liquidated damages for such violation or the total loss of credits may result. Therefore, it is imperative that this certification reflect the true and accurate intent of what will be provided in return for an allocation of tax credits.

Each section of this certification contains instructions on how the information should be provided. For Unit Size Calculations, the Average Unit Square Feet and Net Rentable Square Feet should be listed to two (2) decimal places. The number of units indicated should be only the units for which rent will be collected. For Average Unit Square Feet calculations, the Total Square Feet should equal the Average Unit Square Feet multiplied by the Number of Unitsflype. The total at the bottom of the Total Square Feet column should equal item (D) on the same page of the certification, or be within 1 digit due to rounding. The total at the bottom of the Number of Unitsflype column should equal the number of units in the tax credit application.

Accessibility certifications on page 8 are for tax credit point categories only and are not to be confused with minimum code requirements.

The architect signing this document is certifying that all unit and site amenities indicated in this certification are incorporated into the development plans and specifications and unit-by-unit work write-up, and that all products necessary to fulfill these representations are available for these purposes.

The individual who certifies this information must initial the pages where indicated, provide the personal information requested and sign on the last page. This certification should not be mailed separately to VHDA but returned to the developer for inclusion in the tax credit application.

jAcknowledqe and include this instruction sheet as part of the certification)

Printed Nqme: Theodore A. Cage RA

Wiencek + Associates Architects + Planners, DC, LLP

TO: Virginia Housing Development Authority 601 South Belvidere Street

Dupont Richmond, Virginia 23220-6500 Circle Attention: Jim Chandler

1814 N Street NW

Washington DC 20036

Telephone: 202.349.0742

Facsimile: 202.349.0790

RE: ARCHITECT'S CERTIFICATION Name of Development: City Center South Family Apartments Address of Development: 370 S Washington Street, Falls Church, VA 22046 Name of OwnerJApplicant: CC South Family Apartments, L.P

The above-referenced Owner has asked our ofice to provide this certification regarding (i) plans and specifications, (ii) the development square footages, average unit square footages and net rental square footages, (iii) the amenities the development will have upon completion, and (iv) federal and state requirements pertaining to development accessibility for persons with disabilities. This certification is rendered solely for the confirmation of these items. It is understood it will be used by the Virginia Housing Development Authority solely for the purpose of determining whether the Development qualifies for points available under VHDA's Qualified Allocation Plan for housing tax credits and future consequences for failure to provide items certified below.

Plans and Specifications:

Required documentation for all properties (new construction, rehabilitation and adaptive reuse)

1 A location map with property clearly defined. 2 Sketch plan of the site showing overall dimensions of main building(s), major site elements

(e.g., parking lots and location of existing utilities, and water, sewer, electric, gas in the streets adjacent to the site). Contour lines and elevations are not required.

3 Sketch plans of main building(s) reflecting overall dimensions of: a. Typical floor plan(s) showing apartment types and placement b. Ground floor plan(s) showing common areas; c. Sketch floor plan(s) of typical dwelling unit(s); d. Typical wall section(s) showing footing, foundation, wall and floor structure.

Notes must indicate basic materials in structure. floor and exterior finish.

I n addition: required documentation for rehabilitation properties

A unit-by-unit work write-up.

Initials -

ARCHITECT'S CERTIFICATION. continued

This certification includes two (2) separate calculations of square footage:

1. Average Unit Sauare Feet: Measurements Include A Prorata Share of Heated Residential Common Area

2. Net Rentable Sauare Feet: Measurements Do Not Include A Prorata Share of Any Common Area and Reflect All Floor Plans of Each Unit Type (I-BR, 2-BR, etc.)

1. Average Unit Square Feet: (These measurements impact the scoring of tax credit applications)

For purposes of determining the usable residential heated square feet, the building(s) were measured from the outside face of exterior walls and the centerline of any party walls. All unheated spaces and stairwells which are no more than heated breezeways and nonresidential, income producing commercial spaces were subtracted from this measurement. Community rooms, laundry rooms, property management offices and apartments, heated maintenance facilities, and other common space designed to serve residential tenants were not deducted. Based on this procedure, 1 certify the following calculations in determining the usable heated square feet for the above referenced development:

(A) Total floor area in (sq. ft.) for the entire development (B) Unheated floor area (breezeways, balconies, storage)

0.00 (C) Nonresidential, commercial (income producing) area 55,714.00 - - (D) Total usable residential heated area (sq. ft.) for the development

INSTRUCTIONS FOR AVERAGE UNIT SQUARE FEET CALCULATIONS: Provide the average unit size for each bedroom type, (1 bedroom elderly, 2 bedroom garden, 3 bedroom townhouse, etc.) by adding the total square feet of all the same bedroom types (2 bedroom garden with 1 bath and 2 bedroom garden with 2 baths) and adding the prorated share of heated common residential space and divide by the total number of the same bedroom types (2 bedroom garden). Do not alter any items below.

Average Number of Total Unit Types Unit Sq. Ft.* x UnitsJType = Square Feet

Assisted Living I StoryJEFF-Elderly I Story11 BR-Elderly 1 Story12 BR-Elderly Efficiency Elderly 1 Bedroom Elderly 2 Bedrooms Elderly Efficiency Garden I Bedroom Garden 2 Bedrooms Garden 3 Bedrooms Garden 4 Bedrooms Garden 2 Bedrooms Townhouse 3 Bedrooms Townhouse 4 Bedrooms Townhouse

Total 5 6 Total

* Including pro rata share of heated, residential common area

Initials , c L

ARCHITECT'S CERTIFICATION, continued

2. Net Rentable Square For purposes of calculating Net Rentable Square Feet, the units were measured from the face of each interior wall. The values below therefore indicate the actual square footage of each unit floor plan. (For example, there may be 2 distinct I -bedroom floor plans, 3 distinct 2-bedroom floor plans, etc. The purpose of this section of the Architect Certification is to document and certify the floor space attributable to residential rental units in the development.)

Floor Plan Square Feet

Number of Units This Floor Plan Unit Tvpe

Efficiency Efficiency Eff~ciency Efficiency Efficiency Eficiency Efficiency Efficiency Efficiency Efficiency Efficiency Eff~ciency Efficiency Efficiency Efficiency

1 Bedroom 1 Bedroom 1 Bedroom 1 Bedroom I Bedroom 1 Bedroom 1 Bedroom 1 Bedroom 1 Bedroom 1 Bedroom 1 Bedroom 1 Bedroom 1 Bedroom I Bedroom 1 Bedroom

Initials -

(Net Rentable Square Feet continued)

2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom 2 Bedroom

3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom 3 Bedroom

4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 4 Bedroom 0.00

Total:

Initials T c

ARCHITECT'S CERTIFICATION. continued

Development Amenities:

I certify that the development's plans and specifications, work write-up, and proposed budget incorporate all items from VHDA's most current Minimum Design and Construction Requirements. The Requirements apply to any new, adaptive reuse or rehabilitated development (including those serving elderly and/or physically disabled households).

The Minimum Design & Construction Requirements may be found on VHDA's website at www.vhda.com.

For anv development upon completion of construction.rehabilitation: (non-mandatory amenities)

100 % a.(l) Percentage of 2 bedroom units that will have 1.5 or more bathrooms 100 % a.(2) Percentage of 3 or more bedroom units that will have 2 or more bathrooms

rn b. The development will have a community/meeting room with a minimum of 749 square feet.

30 % c. Percentage of exterior walls covered by brick (excluding triangular gable end area, doors windows and retaining walls)

d. All kitchen and laundry appliances meet the EPA's Energy Star qualified program requirements

e. All windows meet the EPA's Energy Star qualified program requirements f. Every unit in the development is heated and air conditioned with either (i) heat

pump units with both a SEER rating of 14.0 or more and a HSPF rating of 8.2 or more and a variable speed air handling unit (for through-the-wall heat pump equipment that has an EER rating of I 1.0 or more), or (ii) air conditioning units with a SEER rating of 14.0 or more and a variable speed air handling unit, combined with gas furnaces with an AFUE rating of 90% or more

g. Water expense will be sub-metered (tenant will pay monthly or bi-monthly bill) rn h. Each bathroom consists only of low-flow faucets (2.2 gpm maximum) and

showerheads (2.5 gpm maximum) i. Provide necessary infrastructure in all units for high speed cable, DSL or

wireless internet service j. All water heaters will meet the EPA's Energy Star qualified program requirements.

Initials r L


For all developments exclusively serving elderly andlor handicapped tenants, upon completion of construction/rehabilitation: (non-mandatory amenities)

a. All cooking ranges will have front controls b. All units will have an emergency call system c. All bathrooms will have an independent or supplemental heat source d. All entrance doors have two eye viewers, one at 48" and the other at standard

height

For all rehabilitation and adaptive reuse developments, upon completion of construction/ rehabilitation: (non-mandatory)

The structure is listed individually in the National Register of Historic Places or is located in a registered historic district and certified by the Secretary of the Interior as being of historical significance to the district, and the rehabilitation will be completed in such a manner as to be eligible for historic rehabilitation tax credits

Building Structure:

Number of Stories

Low-Rise (1-5 stories with any structural elements being wood frame construction)

Mid-Rise (5-7 stories with no structural elements being wood frame construction) High-Rise (8 or more stories with no structural elements being wood frame construction)

Initials Y F % C


Accessibility:

I certify that the development plans and specifications meet all requirements of the federal Americans With Disabilities Act.

1 certify that the development plans and specifications meet all requirements of HUD regulations interpreting the accessibility requirements of section 504 of the Rehabilitation Act. Please reference Uniform Federal Accessibility Standards (UFAS) for more particular information.

Check one or none of the following point categories, as appropriate:

For any non-elderly property in which the greater of 5 or 10% of the units (i) provide federal project-based rent subsidies or equivalent assistance in order to ensure occupancy by extremely low-income persons; (ii) conform to HUD regulations interpreting accessibility requirements of section 504 of the Rehabilitation Act; and (iii) are actively marketed to people with special needs in accordance with a plan submitted as part of the Application. (If special needs include mobility impairments the units described above must include roll-in showers and roll under sinks and front controls for ranges). 50 pts.

For any non-elderly property in which the greater of 5 or 10% of the units (i) have rents within HUD's Housing Choice Voucher ("HCV") payment standard; (ii) conform to HUD regulations interpreting accessibility requirements of section 504 of the Rehabilitation Act; and (iii) are actively marketed to people with mobility impairments, including HCV holders, in accordance with a plan submitted as part the Application. 30 pts.

For any non-elderly property in which at least four percent (4%) of the units conform to HUD regulations interpreting accessibility requirements of section 504 of the Rehabilitation Act and are actively marketed to people with mobility impairments in accordance with a plan submitted as part of the Application. 15 pts.

As architect of record for the above referenced development, the above certifications are correct to the best of my knowledge.

Signed:

Printed Name: Theodore A Cage RA

Title: Studio Director

Virginia Registration #: 0401011379

Phone: 202-349-0742

Date: 051 1312009

NOTE TO ARCHITECT: Any change in this form may result in disqualification or a reduction of points under the scoring system. If you have any questions, please call Jim Chandler at VHDA (804) 343-5786.

Return this certification on Architect's Letterhead to the developer for inclusion in the tax credit application package.

Appendix F - VHDA's Universal Design Standards Certification

El Units in the development will meet VHDA's Universal Design Standards. Before issuance of IRS Form 8609, applicant will provide documentation to VHDA as evidence that such units meet VHDA's Universal Design standards.

The number of rental units that will meet these standards:

The total number of rental units in this development: 5 6

NOTE: For Elderly Developments, 100% of the units in the development must meet the Universal Design standards in order to quali@ for points.

For Family Developments, points are awarded based on a percentage of the number of units meeting the Universal Design standards.

For the tax credit applicant to qualify for points associated with Universal Design, the architect of record must on VHDA's list of Universal Design certified architects.

Initials PC

a VHDA

Appendix F - EarthCraft or LEED Development Certification

El Earthcraft Certification -The development's design meets the criteria for EarthCraft certification according to energy modeling projections and the areas of emphasis worksheet. Before issuance of IRS Form 8609, applicant will obtain and provide EarthCraft Certification to VHDA.

LEED Certification - The development's design meets the criteria for the U.S. Green Building Council LEED green building certification. Before issuance of IRS Form 8609, applicant will obtain and provide LEED Certification to VHDA.

NOTE: Select only one of the above two options.

For the tax credit applicant to qualify for points associated with this section, the architect of record must on VHDA's list of LEED or Earthcraft certified architects, as appropriate.

Signed: &

Printed Name: Theodore A. Cage RA Architect of Record

(same individual as on page 8)

Date: 511 3/09

Appendix F - LEED Accredited Design Team Member Certification

1. Please identify the following information of the LEED Accredited Professional:

Name: Company: Title:

James Wilson Wiencek + Associates Proiect Manager

Phone Number: 202-349-0742 Fax Number: 30 1-648-2064 Email: [email protected]

2. List below the attributes of the proposed development which would or may qualify for points under the U.S. Green Building Council's LEED certification rating system: * (Add space as necessary)

Located close to mass transit & community services - Sustainable Sites Vegetated Site with drought tolerant plants - Sustainable Sites Bicycle parking - Sustainable Sites Green Roof - Sustainable Sites No Landscaping Irrigation System - Water Efficiency High Effieciency plumbing fixtures - Water Efficiency Recycled content flooring - Materials and Resources Locally sourced materials - Materials and Resources High Efficiency Hot Water Heater - Energy & Atmosphere High Efficiency Air Conditioning (SEER 15) - Energy & Atmosphere Energy Star Lighting - Energy & Atmosphere High performance building envelope - Energy & Atmosphere Energy Star appliances - Energy & Atmosphere Improved air filters - lndoor Environmental Quality Kitchen and bathroom vented to exterior - lndoor Environmental Quality Formaldehyde Free & Low VOC products/finishes - lndoor Environmental Quality

3. Please attach a copy of the LEED Accredited Professional Certificate to this document.

Date

* This page must include items that would qualify for points under the LEED certification system. No points will be awarded in this category if nothing is listed here.

** This individual is not required to be the architect of r e w d signing the Architect Certification. It is

The U.. S. Green Building Council hereby certifies that

James Wilson. . ,

has successfully demonstrated knowledge of the green building design and construction industry and the

Leadership in Energy and Environmental Design (LEEDB) 2.0 Green Building Rating System, Resources and Process required

to be awarded the title of

LEEDB 2.0 ~ccredited Professional

S. ~ichard'~edrizzi, President, CEO and Founding Chairman

6

DE~ARTVEPJT OF PSOFESSIONAL AND OCCUPATIONAL REGULATION

EXPIRES CL1 GOMr\nONWEALTH OF VIRGINIA

i' NUMBER 4960 (L1~~land Dr., Sutte 400. Richmond. VA 23233

, Telephone: 1 (8041 367-8500 I 0 2 - 2 8 - 2 0 1 1

- - - A I 1 0 4 0 1 0 1 1 3 7 9 , ;

BOARD FOR ARCHITECTS, PROFESSIONAL ENGINEERS, LAND SURVEYORS, I

CERTIF IED INTERIOR DESIGNERS & LANDSCAPE ARCHITECTS

LICENSED AS AN ARCHITECT

THEODORE ALFRED CAGE

2 7 4 5 29TH ST NW APT 6 0 5

WASHINGTON, DC 2 0 0 0 8 11TTC(l\TrWCFTHII DOCUUCNT UCF dmrn r".virli"Oh I:R I." I!< Y E R S O k i f l 9 F l U W "+EL TY4., TkOCE H IYFDYA1 Pf'llLI ih CR ' I 'P ILL f~"T'FCU1IO'. r ' < . l i l ' V ~ CCU?i OC; i<'>

I ~ E E REVERSE SIDE ?OH Nb1.7E AYOl!;6 ADDRFSS Ctt;:';E

A - c DETKli hFRE COMMONWEALTH OF \JIRGIhJlA

DEPARTMENT OF PROFESSIONAL AND OCCUPATIONAL REGULATlON 9960 Mayland Or. Suite 400 Richmond. VA 23233

BOARD FOR ARCHITECTS, PROF ENGINEERS, L A ~ D SURVEYORS, CERTIFIED INTERIOR DESIGNERS & LANDSCAPE ARCHITECTS

LICENSED AS AN ARCHITECT- NUMBER: 0 4 0 1 0 1 1379 l?%PlRES.%O2-28-2011'

9 -

7 -. THEODORE ALFRED CAGE

4 -' ',?d I:.+.

2 7 4 5 29TH ST NW APT 6019' .- "'

Earthcraft: Virginia

has successfully completed @ hours of the EarthCraft ~ e v e l o ~ e r Training for the EarthCraft House Program and is educated in its policies'and procedures.

- September 12, 2008

Chuk Bowles

- VHDA ?- ..,A!,-. .A?,,+-. ,-. .,..?,.

Universal Design Certificate Holder Listing (This is a list of attendees only as of 4/22/09 and includes persons who are not registered Architects.]

Course Date 01 /22/2008 1 1/05/2008 01/22/2008 10/3012007 01/08/2009 05/24/2006 01 10812009 05/24/2006 01/08/2009 04/22/2009 1 110512008 01/08/2009 01/22/2008 0111 812006 01/22/2008 0 1/08/2009 1 1/05/2008 01/08/2009 0212 112007 01 10812009 0212 1/2007 04/22/2009 01 /22/2008 01/08/2009 02/21 12007 05/24/2006 1211 112006 05/24/2006 01/08/2009 01/22/2008 01/08/2009 0111 812006 04/22/2009 04/22/2009 04/22/2009 1 1/05/2008 04/22/2009 02/21 12007 0 1 /08/2009 05/24/2006 01/22/2008 04/22/2009 1211 112006 01/22/2008 0212 112007 02/21/2007 01/22/2008

First Name Ben John Amazetta Penny John Charles Charles Tom Colin Jeremy Daniel Sharon Ed Lou Barbara Barbara Sofia Jeffery Julie Preston Bobby Raymond Chris Gwen Latoya Stephanie Daniel Chelsey Gary Stephanie Sharon Gregory Michael Brian Jim James Jane Christopher Matthew Robert Robert Theodore Andrew Joe Russell Dennis Rob

Last Name Adamson Alford Anderson Anderson Andrews Ansell Ansell Armstrong Arnold Arnold Atkins Ay ers Baber Balodemas Bane Barnes Barr Barra Baskerville Basnight Beasley Beverage Blake Blue Bobb-Semple Boczar Bolinaga Bourgeois Bowling Bowman Brandau Brenzinski Bricker Brown Bryan Bundy Burnette Burns Burton Butler Butwin Cage Caldwell Callahan Carlock Carney Chapman

Affiliation

Stephen Thomas Homes Newport News RHA ACA Architects, PC ACA Architects, PC

Bonstra Haresign Architects

Senior Citizens Advocate Dept. of Human Svcs. CrossGap Ministries Inc. Balodemas Architects NNRHA Department of Human Services

Toano Design, Inc Lessard Group Kroskin Design Group, PC VG Apartments Prince William Commission on Aging

Hayden Group Venture Investment Partnership

Guernsey Tingle Architects

Peninsula Agency on Aging, Inc. A2RCI Architects Balzer and Associates, Inc. Access Independence Heffner Architects

Independence Empowerment Center William R. Beach Homes, Inc. DJG, Inc

Wiencek + Associates Architects + Planners LeMay Erickson Architects

Norfolk Redevelopment & Housing Authority Caroline County Planning Dept.

Relocation Assistance Plan

TAB H (PHAJSection 8 Notification Letter)

m VHDA

PHA or Section 8 Notification Letter

(This Form Must Be Included With Application)

May 13,2009

TO: Fairfax County Department of Housing and Community Development (HCD) 3700 Pender Drive Fairfax, VA 22030 Attention: Section 8 or PHA Waiting List Administrator

RE: PROPOSED AFFORDABLE HOUSING DEVELOPMENT

Name of Development: City Center South Family Apartments Name of Owner: CC South Familv A~artments. L.P.

I would like to take this opportunity to notify you of a proposed affordable housing development to be completed in your jurisdiction. We are in the process of applying for federal low-income housing tax credits from the Virginia Housing Development Authority (VHDA). We expect to make a representation in that application that we will give leasing preference to households on the local PHA or Section 8 waiting list. Units are expected to be completed and available for occupancy beginning May, 201 1

The following is a brief description of the proposed development:

Development Address (should correspond to I.A.2 on page 1 of the Application): 370 South Washington Street, Falls Church, VA 22046

Proposed Improvements: (Should correspond with 1.B & D and 1II.A of the application)

x New Construction: 56 # Units 1 # Buildings 55,714 Total Gross Floor Area Adaptive Reuse: # Units # Buildings Total Gross Floor Area Rehabilitation: # Units # Buildings Total Gross Floor Area

Proposed Rents (should correspond with VI1.C of the Application):

Efficiencies: $ / month [XJ 1 Bedroom Units: $ 735 - 1,155 1 month IXI 2 Bedroom Units: $ 910 - 1,386 / month IXI 3 Bedroom Units: $ 1,052 - 1,602 1 month

4 Bedroom Units: $ / month

PHA or SEC 8 Notification Letter, continued

Other Descriptive Information (should correspond with information in the application):

41 1 Bedroom. 10 2 Bedroom and 5 3 Bedroom units with underaround ~arkina. community room, computer room, fitness center and open courtyard.

We will appreciate your assistance in identifying qualified tenants. If you have any questions about the proposed development, please call me at (202) 552-2507. Please acknowledge receipt of this letter by signing below and returning it to me.

Sincerely yours,

CC South Family Apartments, L.P. a Virginia limited partnership

By: City Center South Housing, LLC, a Virginia limited liability company, its General Partner


By: Name: Rob Fossi Its: Authorized Agent

To be completed by the Local Housing Authority or Sec 8 Administrator:

Seen and Acknowl U /

Printed Name: k c

Title: f l . ~ [ ~ < 1H-l I- L?/ L5/176t'L , ,&YM7fl c JZL L/LS-

I / l J Y /

Phone: 70 3 - - A q(S.-xbV i / I

Date: J/,, 7 /n $' 7

NOTE: Any change in this form letter may result in a reduction of points under the scoring system. If you have any questions, please call Jim Chandler at VHDA (804) 343-5786.

TAB I (Local CEO Letter)

Locality CEO Support Letter

May 1 1,2009

Jim Chandler Virginia Housing Development Authority 601 South Belvidere Street Richmond, Virginia 23220

VHDA Tracking Number: 2009-2-029 Development Name: City Center South Family Apartments Name of Owner/Applicant: CC South Family Apartments, L.P.

Dear Mr. Chandler:

The construction or rehabilitation of the above-named development and the allocation of federal housing tax credits available under IRC Section 42 for said development will help to meet the housing needs and priorities of the City of Falls Church.

Accordingly, the City of Falls Church supports the allocation of federal housing tax credits requested by the CC South Family Apartments, L.P. for this development.

~ y a d t Shields City Manager

Harry E. Wells Building * 300 Park Avenue Falls Church, Virginia 22046 703-248-500 1 www.fallschurchva.gov

TAB J (Homeownership Plan)

TAB K (Site Control Documentation)

OPTION TO PURCHASE

This Option to Purchase (the "Option") is given on May 14, 2009, by Homestretch & Hemphill, LLC, a Virginia limited liability company, whose address is 370 South Washington Street, Suite 400, Falls Church, Virginia 22046 (the "HS Seller") and CC South Housing, LLC, a Virginia limited liability company, whose address is 330-B South Virginia Avenue, Suite 2, Falls Church Virginia, 22046 (the "CC Seller," and together with the HS Seller, the "Seller"), to CC South Family Apartments, L.P., a Virginia limited partnership, whose address is c/o The Community Builders, Inc. 1333 H Street, NW, Suite 1100 West, Washington, DC 20005 (the "Purchaser").

WHEREAS, in order to finance the acquisition, construction and renovation of the City Center South Family Apartments housing development (the "Project"), the Purchaser has applied for tax credits pursuant to the Virginia Housing Development Authority's 2009 Federal Low Income Housing Tax Credit Program Application (the "Application");

WHEREAS, Seller wishes to grant Purchaser an option to purchase the property generally referred to by the address 370 South Washington Street, Falls Church, Virginia 22046 (the "HS Property") contingent upon Purchaser's ability to secure financing for the acquisition of the Property for an affordable housing project; and

WHEREAS, Purchaser wishes to accept the option on the condition that it receives an award of tax credit allocation pursuant to the Application and secures additional financing for the development of the Project.

NOW, THEREFORE, in consideration of the premises contained in this Option, the parties agree as follows:

1. Grant of Option. Purchaser, upon receipt of an award of tax credits and in consideration of $1.00, which shall be non-refundable, paid by Purchaser to Seller, receipt of which is hereby acknowledged, grants to Purchaser the exclusive right and option to purchase, on the following terms and conditions, the HS Property, as more particularly described in Exhibit A attached hereto. This Option will automatically terminate in the event that the Purchaser does not (1) receive an award of tax credits pursuant to the Application by the below-defined Expiration Date or (2) secure additional financing in a sufficient amount to acquire the HS Property as provided in Section 3 below by the below-defined Expiration Date.

2. Option Period. The term of this Option shall commence on the date of the tax credit allocation award, if any ("Allocation Date"), and continue until 5:00 p.m. on December 3 1,2009 (the "Expiration Date").

3. Purchase Price of HS Property. The purchase price of the HS Property shall be Three Million One Hundred and Fifty-Six Thousand Dollars ($3,156,000), which amount will be payable to the HS Seller as provided by further agreement of the parties if Purchaser elects to exercise this Option.

4. Application of Consideration to Purchase Price. If Purchaser elects to purchase the Property under the terms and conditions of this Option, the consideration paid for this Option will not be applied to the Purchase Price.

5 . Exercise of Option. Purchaser may exercise this Option by giving Seller written notice, signed by Purchaser, on or before the Expiration Date.

6. Proof of Title. Seller will, at Purchaser's expense, furnish Purchaser a policy of title insurance, written by a title insurer acceptable to Purchaser, insuring the title to the Property to be free and clear of all defects and encumbrances, except for typical and customary liens, easements or rights of way already existing unless the Seller and Purchaser agree to release such easements to facilitate the Project.

7. Failure to Exercise Option. If Purchaser does not exercise this Option in accordance with its terms and. before the Expiration Date, this Option and the rights of Purchaser will automatically and immediately terminate without notice. In the event Purchaser fails to exercise this Option, Seller will retain the sum paid as consideration for this Option.

8. Notices. All notices provided for in this Option will be deemed to have been duly given if and when deposited in the United States mail with proper and sufficient postage affixed, properly addressed to the party for whom intended at the party's address listed above, or when delivered personally to such party.

9. Publicity. The parties agree that, in addition to any monetary consideration, the owner of the HS Seller, Homestretch, Inc., would enter into a sale of the HS Property for the purpose of aiding in the creation of permanent affordable housing. Therefore, the Purchaser shall include Homestretch, Inc. in any publicity events relating to the groundbreaking and opening of the Project, and the Purchaser shall identify Homestretch, Inc. as a substantial contributor to and partner in the Project in any literature, press releases, advertising, or other printed materials or statements regarding the Project through the opening. This paragraph will survive the exercise of this Option.

10. Binding Effect. This Option will be binding upon and inure only to the benefit of the parties to it.

11. Extension of Option. Upon written notice of the Purchaser to the Seller at least two (2) business days prior to the Expiration Date, this Option may be extended for up to six (6) months beyond the Expiration Date for additional consideration of $1.00.

12. Recordation. Neither this Option nor any memorandum or other document memorializing this Option may be recorded in the land records for Arlington County, Virginia unless such document is necessary to prevent a breach of the covenants under Paragraph 6 hereof. The parties must provide their prior written agreement to any proposed document, such approval not to be unreasonably delayed, conditioned or denied. The Seller may not continue to market the HS Property to potential purchasers.

In witness whereof, Seller has executed this Option on the date first written above.

HOMESTRETCH & HEMPHILL, LLC

By: Homestretch, Inc., a Virginia Nonstock Corporation

Its: Managing Member

7A L M BY Name: *-?-;r\uAb!, 6 ~ 6 ~ -1k Title: I,' hl A, -

CC SOUTH HOUSING, LLC, a Virginia limited liability company

By: Falls Church Housing Corporation, a Virginia Nonstock Corporation Its: Managing Member

By:

Title: President

ACKNOWLEDGED AND ACCEPTED:

CC SOUTH FAMILY APARTMENTS, L.P. , a Virginia limited partnership



By: ;L- Name: Rob Fossi Its:

A & J ~ ; L Q ~ & ~ f i + 123-

EXHIBIT A HS Property Description

Description of a portion of Office Space Management, Inc., Parcel 1 and Parcel 3, Deed Book 5561 Page 1697, City of Falls Church, Virginia:

"Beginning at a point in the south line of South Maple Avenue, said point being in the east line of the Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 1 ; thence with the south line of South Maple Avenue, N 72" 21 ' 01 " E, 57.48 feet to a point; thence 124.34 feet with the arc of a curve bearing to the left and having a radius of 602.96 feet (tangent length 62.39 feet, chord length 124.1 2 feet, chord bearing N 66" 26' 34" E) to a point in the south line of West Fairfax Street; thence with the south line of West Fairfax Street, S 84" 41 ' 35" E, 18.68 feet to a point; thence through Office Space Management, Inc., Parcel 1 and Parcel 3, S 1 On 31 ' 25" W, 1 18.96 feet to a point; thence

S 38" 31 ' 20" W, 20.05 feet to a point said point being a common corner to Office Space Management, Inc., Parcel 2; thence with Parcel 2, S 38" 32' 12" W, 97.90 feet to a point; thence S 09" 28' 35" E, 38.86 feet to a point, said point being in the north line of Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 3; thence with the Resubdivision of Parcel B of the Edwin B. Henderson property, S 72" 03' 35" W. 67.73 feet to a point; thence N 09" 28' 35" W, 205.93 feet to the point of beginning and containing an area of 28,101 square feet, or 0.6451 acres, more or less."

TAB L (Plan of Development Certification Letter)

TAB M (Zoning Certification Letter)

TO: Virginia Housing Development Authority 601 South Belvidere Street Richmond, Virginia 23220 Attention: Jim Chandler

RE: ZONMG CERTIFICATION Name of Development: City Center South Family Apartments Name of OwnerIApplicant: CC South Family Apartments, L.P. Name of SellerICurrent Owner: Homestretch & Hemphill, LLC; CC South Housing, LLC

The above-referenced Owner/Applicant has asked this office to complete this form letter regarding the zoning of the proposed Development (more fully described below). This certification is rendered solely for the purpose of confirming proper zoning for the site of the Development. It is understood thal this letter will be used by the Virginia Housing Development Authority solely for the purpose of determining whether the Development qualifies for points available under VHDA's Qualified Allocation Plan for housing tax credits.

DEVELOPMENT DESCRIPTION: (To be provided by the Owner) Development Address: (Should correspond to I.A.2 on page 1 of the application)

370 S. Washington Street, Falls Church, VA 22046

Legal Description (should correspond to the site control document in the application): Description of a portion of Office Space Management, Inc., Parcel 1 and Parcel 3, Deed Book 5561 Page 1697, City of Falls Church, Virginia:

"Beginning at a point in the south line of South Maple Avenue. said point being in the east line of the Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 1 ; thence with the south line of South Maple Avenue, N 72" 21 ' 0 1" E, 57.48 feet to a point: thence 124.34 feet with the arc of a curve bearing to the left and having a radius of 602.96 feet (tangent length 62.39 feet, chord length 124.12 feet, chord bearing N 66" 26' 34" E) to a point in the south line of West Fairfax Street: thence with the south line of West Fairfax Street, S 84' 4 1 ' 35" E, 18.68 feet to a point; thence through Office Space Management, Inc., Parcel 1 and Parcel 3, S 10" 3 1 ' 25" W, 1 1 8.96 feet to a point; thence S 38" 3 1 ' 2 0 W, 20.05 feet to a point said point being a common comer to Office Space Management, Inc., Parcel 2; thence with Parcel 2, S 38" 32' 12" W, 97.90 feet to a point; thence S 09" 28' 35" E, 38.86 feet to a point. said point being in the north line of Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 3; thence with the Resubdivision of Parcel B of the Edwin B. Henderson property, S 72' 03' 35" W. 67.73 feet to a point: thence N 09" 28' 35" W, 205.93 feet to the point of beginning and containing an area of 28,101 square feet, or 0.6451 acres, more or less." This description is of a proposed Parcel not yet legally recorded.

Proposed Improvements (should correspond with 1.B & D and 1II.A of the application): [XI New Construction: 56 # Units 1 # Buildings 55714 Total Gross Floor Area

Adaptive Reuse: # Units # Buildings Total Gross Floor Area Rehabilitation: # Units # Buildings Total Gross Floor Area

Harry E. Wells Building 300 Park Avenue Falls Church. Virginia 22046 703-248-500 1 www. fallschurchva.gov

ZONING CERTIFICATION, Page Two

Current Zoning: Mixed Use Special Exception in B-2 Central Business District allowing a density as approved units per acre, and the following other applicable conditions: Pursuant to attached City Council Resolution 2008-37 Comprehensive Plan Amendment from Business to Mixed Use and Resolution 2008-38 Special Exception for Residential Development in Mixed Use and Residential Height Bonus

Zoning is proper only if the property on which the development is or will be located complies with existing zoning requirements; provided, however, that if the zoning is not residential with an " R designation, zoning will not be deemed to be proper, unless the chief executive officer of the locality certifies, on behalf of such locality, approves the request of the above-referenced OwnerIApplicant to such locality that the zoning be deemed to be proper for the sole purpose of awarding points under the Qualified Allocation Plan, notwithstanding that the zoning for the property does not have an " R designation.

Other Descriptive Information: (Should correspond with information in the application) Project will require final administrative site plan approval to secure building permits. Because number of units reduced below amounts in Special Exception Approval, amendment to special exception to conform to site plan will be done concurrently with site plan approval process.

LOCAL CERTIFICATION: (To be completed by the appropriate local official or Civil Engineer)

Check one of the following as appropriate:

[XI The zoning for the proposed development described above is proper and currently is an " R zoning designation or a special use permit has been issued. To the best of my knowledge, there are presently no zoning violations outstanding on this property. No further zoning approvals andfor special use permits are required.

The development described above is an approved non-conforming use in an " R zoning designation. To the best of my knowledge, there are presently no zoning violations outstanding on this property. No further zoning approvals andlor special use permits are required.

John Bov 'Y' e (Printed Name)

Zoning Administrator (Title of Local Official or Civil Engineer)

Phone: 703-248-5 126 (7 1 1 TTY)

Date: s r / 2 , 0 ' j

ZONING CERTIFICATION, Page Three

To be completed only by Chief Executive Officer (applicable only if zoning does not have "R" designation):

N ~ h e zoning for the proposed development does not have an " R designation, however, the chief executive officer of the locality certifies in the space provided below that helshe has, on behalf of such locality, approved the request of the above-referenced OwnerIApplicant to such locality that the zoning be deemed to be proper for the sole purpose of awarding points under the Qualified Allocation Plan.

The undersigned, who is the chief executive officer of the City of Falls Church , Virginia, hereby certifies that helshe has, on behalf of such locality,

approved the request of the above-referenced OwnerIApplicant to such locality that the zoning be deemed proper for the sole purpose of awarding points under the Qualified Allocation Plan, notwithstanding that the zoning for the property does not have an " R designation.

(Signature) / V

F. Wyatt Shields

(Printed Name)

City Manager, City of Falls Church, VA

(Title of Chief Executive Officer)

Date: /{, z e

TAB N (Copies of 8609's To Certify Developer Experience)

PROJECT 8609s

1. Norfolk, VA 58 units

2. Louisville, KY 134 units

3. Cincinnati, OH 74 units

4. McKees Rocks, PA 74 units

5. Norfolk, VA 56 units

6. Chicago, IL 1 1 5 units

TAB Q (Documentation of Rental Assistance)

Virginia Housing Development Authority 601 South Belvidere Street Richmond, Virginia 23220

Re: Real Estate Tax Exemption

VHDA Tracking Number: 2009-2-029 Development Name: City Center South Family Apartments Development Jurisdiction: City of Falls Church, Virginia

Ladies and Gentlemen,

The Council of the City of Falls Church (the "City") by Ordinance 1826 (T08- 15) on December 8,2008 approved and commits to real estate tax exemption as an element of the City's financing assistance towards the development and construction of the City Center South Family Apartments project. @2w F. yatt Shields

Harry E. Wells Building 300 Park Avenue a Falls Church, Virginia 22046 703-248-5001 www.fallschurchva.gov

Allowances for Tenant-Furnished Utilities and Other Services

U.S. Department o f Housing

and Urban Development

Office of Public and Indian Housing

Calculated with UApro

Heating a. Natural Gas 1 $23 1 $26 1 $29 1 $33 1 $36 1 $40

Locality Age ~ n ~ t Type

Fairfax County RHA Averaged Rates

b. Bottle Gas 1 $53 1 $61 1 $69 1 $78 1 $86 $95

5/29/2008

GardenMlalkup, ElevatorIHigh-Rise

e. Heat pump 1 $8 1 $12 1 $16 1 $21 1 $25 1 $30

Utility or Service

c. oil

d. Electric

Cooking

Monthly Dollar Allowances 0 BR I 1 BR 1 2 BR 1 3 BR I 4 BR I 5 BR

a. Natural Gas 1 $6 1 $9 $11 1 $13 1 $15 1 $18

$30

$1 5

--

b. Bottle Gas 1 $I3 1 $18 1 $23 1 $28 1 $33 1 $38

c. Electric 1 $6 1 $8 1 $10 1 $13 / sI5 1 $17

$46

$24

d. Other I $0 I $0 $o I $o $o I $O

$63

$32

Water Heating a. Natural Gas 1 $10 ( $16 / $21 1 $27 $32 1 $37

Other Electric

Air Conditioning

b. Bottle Gas 1 $23 ( $35 1 $48 1 $61 $73 $86

$79

$4 1

$30

$3

Water 1 $19 / $25 1 $30 1 $41 $46

$95

$50

c. Electric

d. Oil

Sewer 1 $18 1 $26 1 $34 $42 1 $50 1 $58

$112

$58

$38

$6

$1 1

$1 9

Refrigerator I I I I I 1

$46

$9

Trash Collection

RangeIMicrowave

$18

$29

Sewer

Trash Collection

RangeIMicrowave

Refrigerator

$54

$1 2

$29

Other - specify Natural Gas Monthly Fee

Number of Bedrwms lother

$24

$39

I 1

Spreadsheet (verO4) based on form HUD-52667 (12197).

$62

$1 5

$29

$1 1

Prevlous editions are obsolete ref. Handbook 7420.8

$70

$1 8

$30

$50

Actual Family Allowances To be used by the family to compute allowance.

Complete below for the actual unit rented.

Name of Family

Address of Use

$29

$1 1

$37

$60

Utility or Service

Heating

Cooking

Other Electric

Air Conditioning

Water Heating Water

$43

$70

$29

$1 1

per month cost

$

$29

$1 1

$29

$1 1 $1 1

TAB R (Documentation of Operating Budget)

City Center South Family Apartments - Operating ExpensesAdministrative:

1. Advertising/Marketing $2,3752. Office Salaries $40,1153. Office Supplies $4,5004. Office/Model Apartment (type______) $05. Management Fee $28,939

5.00% of EGI 516.7678571 Per Unit6. Manager Salaries $07. Staff Unit (s) (type______) $08. Legal $2,8009. Auditing $11,000

10. Bookkeeping/Accounting Fees $011. Telephone & Answering Service $4,00012. Tax Credit Monitoring Fee $1,68013. Miscellaneous Administrative $8,500

Total Administrative $103,909Utilities

14. Fuel Oil $015. Electricity $21,28116. Water $9,15017. Gas $12,41118. Sewer $0

Total Utility $42,842Operating:

19. Janitor/Cleaning Payroll $020. Janitor/Cleaning Supplies $1,00021. Janitor/Cleaning Contract $4,80022. Exterminating $1,00023. Trash Removal $8,75024. Security Payroll/Contract $3,00025. Grounds Payroll $026. Grounds Supplies $1,00027. Grounds Contract $3,00028. Maintenance/Repairs Payroll $29,95629. Repairs/Material $5,60030. Repairs Contract $3,00031. Elevator Maintenance/Contract $4,00032. Heating/Cooling Repairs & Maintenance $2,00033. Pool Maintenance/Contract/Staff $034. Snow Removal $1,50035. Decorating/Payroll/Contract $4,00036. Decorating Supplies $1,00037. Miscellaneous $0

Operating & Maintenance Totals $73,606Taxes & Insurance

38. Real Estate Taxes $6,71939. Payroll Taxes $5,65440. Miscellaneous Taxes/Licenses/Permits $041. Property & Liability Insurance $22,40042. Fidelity Bond $043. Workman's Compensation $1,15044. Health Insurance & Employee Benefits $18,97545. Other Insurance $0

Total Taxes & Insurance $54,8986544

Total Operating Expense $275,255

D1. Total Oper. Ex. Per Unit $4,915 D2. Total Oper. Ex. As % EGI (from E3) 47.56%

Replacement Reserves (Total # Units X $300 or $250 New Const. Elderly Minimum) $16,800

Total Expenses $292,055

TAB S (Documentation of Project Budget)

TCB PROFORMA (RENTAL) - DEVELOPMENTCity Center South Family Apartments

Total Per Date Depreciable Land 4% Acq 4% Rehab 9% Rehab HistoricI. DEVELOPMENT BUDGET Budget Unit Updated Basis Basis Basis Basis Basis Basis1411010 Land Acquisition 3,156,000 56,357 05/12/09 3,156,0001411020 Building Acquisition 0 0 01411030 Land Lease 0 01411040 Closing / Carrying Costs 0 0 01411900 Other / Non-Residential 0 0 0 01411000 Total Acquisition Costs 3,156,000 56,357 05/12/09 0 3,156,000 0 0 0 01412010 Site Work 675,699 12,066 05/12/09 337,850 337,850 337,850 337,8501412020 Demolition 137,383 2,453 04/01/09 137,3831412030 Environmental Remediation 0 0 01412000 Total Site Preparation Costs 813,083 14,519 04/01/09 337,850 475,233 0 337,850 337,850 01413130 Construction - Residential 4,988,504 89,080 05/12/09 4,988,504 4,988,504 4,988,5041413140 Construction - Commercial 0 0 05/12/09 0 0 01413150 Construction - Parking 1,881,601 33,600 05/12/09 1,881,601 1,881,601 1,881,6011413160 Contractor's General Requirem 482,535 8,617 05/12/09 482,535 482,535 482,5351413170 Contractor's Overhead 163,314 2,916 05/12/09 163,314 163,314 163,3141413180 Contractor's Profit 408,286 7,291 05/12/09 408,286 408,286 408,2861413190 Contractor's Bond Premium 88,704 1,584 05/12/09 88,704 88,704 88,7041413195 Contractor's Bond / LoC Fee 44,422 793 05/12/09 44,422 44,422 44,4221413100 Construction Contract 8,057,366 143,882 05/12/09 8,057,366 8,057,366 8,057,366 01413900 TCB Construction Contingency 644,589 11,511 05/12/09 644,589 644,589 644,5891413000 Total Construction Costs 8,701,956 155,392 05/12/09 8,701,956 0 0 8,701,956 8,701,956 01414011 Architect-Design 362,581 6,475 05/12/09 362,581 362,581 362,5811414012 Architect-Supervision 120,860 2,158 05/12/09 120,860 120,860 120,8601414010 Architectural Contract 483,442 8,633 05/12/09 483,442 483,442 483,442 01414019 Architect-Reimbursables 9,165 164 05/12/09 9,165 9,165 9,1651414020 Construction Management 0 0 03/18/09 0 0 01414030 Engineering Fees 206,103 3,680 04/01/09 206,103 206,103 206,1031414040 Environmental Audit & Testing 35,435 633 04/01/09 26,576 8,859 26,576 26,5761414050 Permits 22,731 406 04/01/09 22,731 22,731 22,7311414060 Surveys 15,000 268 03/18/09 12,000 3,000 12,000 12,0001414070 Legal Costs 175,000 3,125 04/01/09 113,750 113,750 113,7501414080 Title & Recording 26,200 468 03/18/09 20,960 5,240 20,960 20,9601414090 Audit & Cost Certification 20,000 357 03/18/09 20,000 20,000 20,0001414100 Appraisal 12,880 230 03/18/09 12,880 12,880 12,8801414110 Market Study 12,000 214 03/18/09 12,000 12,000 12,0001414121 Consultant 28,000 500 04/01/09 28,000 28,000 28,0001414122 Utilities/Bonds 0 0 0 0 01414131 Taxes during development 44,800 800 03/18/09 44,800 44,800 44,8001414132 Insurance during development 28,000 500 03/18/09 28,000 28,000 28,0001414140 Security during development 0 0 0 0 01414150 Furniture and equipment 45,000 804 03/18/09 45,000 45,000 45,0001414160 Rent-up & Marketing 22,400 400 03/18/091414170 Relocation 0 0 01414180 Resident Services Contribution 01414190 Syndication Fees 01414900 Soft Cost Contingency 164,391 2,936 03/18/09 147,952 147,952 147,9521414000 Total Soft Costs 1,350,547 24,117 03/18/09 1,233,359 17,099 0 1,233,359 1,233,359 01415011 Predevelopment Funds-Fees 4,500 80 03/18/09 4,500 4,500 4,5001415012 Predevelopment Funds-Interes 17,000 304 03/18/09 16,999 16,999 16,9991415010 Predevelopment Funds Costs 21,499 384 03/18/09 21,499 21,499 21,499 01415021 Permanent Loan-Fees 93,865 1,676 03/18/091415022 Permanent Loan-Interest 0 01415020 Permanent Loan Costs 93,865 1,676 03/18/091415031 Construction Loan-Fees 99,000 1,768 03/18/09 49,500 49,500 49,5001415032 Construction Loan-Interest 675,000 12,054 03/18/09 506,250 506,250 506,2501415030 Construction Loan Costs 773,999 13,821 03/18/09 555,750 555,750 555,750 01415041 Line of Credit/Bridge Loan-Fees 01415042 Line of Credit/Bridge Loan-Interest 01415040 Line of Credit / Bridge Loan Cost 0 01415051 LIHTC Application Fee 750 13 03/18/091415052 LIHTC Reservation Fee 77,398 1,3821415053 LIHTC Compliance Monitor Fee 0 03/18/091415050 LIHTC Fees 78,148 1,396 03/18/091415900 General Financing Costs 0 0 03/18/09 0 0 01415000 Total Financing Costs 967,511 17,277 03/18/09 577,248 0 0 577,248 577,248 01416010 Operating Reserve 257,013 4,590 03/18/091416020 Tax Escrow 0 03/18/091416030 Insurance Escrow 0 03/18/091416040 Operating Subsidy Reserve 0 03/18/091416050 Initial Operating Deficit Reserve 7,500 134 03/18/091416060 Debt Service Coverage Reserve 0 0 03/18/091416910 Additional Reserves 1 0 0 03/18/091416920 Additional Reserves 2 0 0 03/18/091416930 Additional Reserves 3 01416900 Additional Reserves 0 0 03/18/091416000 Total Reserves 264,513 4,723 03/18/09 0 0 0 0 0 01417010 Paid Developer Fee 1,693,792 30,246 03/18/09 1,355,034 1,355,034 1,355,0341417020 Held for Reserves 0 0 0 01417030 Deferred Developer Fee 100,000 1,786 80,000 80,000 80,0001417000 Total Developer's Fee 1,793,792 32,032 03/18/09 1,435,033 0 0 1,435,033 1,435,033 0

1410000 Total Development Costs 17,047,401 304,418 03/18/09 12,285,446 3,648,331 0 12,285,446 12,285,446 0

5/15/2009, 12:31 PM Page 1 of 1

TAB T (Documentation of Financing Sources)

CITY

May 1 1,2009




The City of Falls Church (the "City") by Resolution 2008-56 (TR8-53) on December 8,2008 approved and hereby issues its commitment to make a loan of Two Million Dollars ($2,000,000) in permanent financing (the "City Loan") as an element of financing assistance towards the development and construction of the affordable apartments in the City Center South Family Apartments project. The City Loan will be at below market interest and, until the maturity date (which shall be no earlier than the end of the 15-year tax credit compliance period), payments of principal and interest shall be made based on available cash flow after the payment of senior mandatory debt service and operating expenses. At maturity, the principal and accrued interest shall be repaid. The City will accept a subordinate lien on the property to secure the City Loan.

The City Loan will require compliance with all requirements and restrictions in its application for financing from the Virginia Housing Development Authority and with a regulatory agreement to benefit the City.

Harry E. Wells Building 300 Park Avenue Falls Church, Virginia 22046 703-248-500 1 * www.fallschurchva.gov

May 1 1,2009


Re: City of Falls Church Grant



The City of Falls Church (the "City") by Resolution 2007-26 (TR7-32) on October 22,2007 approved and hereby issues its commitment to provide financing in the amount of Ninety-Two Thousand Five Hundred Dollars ($92,500) to be structured as a grant or a below market, cash flow subordinate loan as an element of the City's financing assistance towards the development and construction of the affordable apartments contained in the City Center South Family Apartments project.

F. wy$t Shields City Manager

Harry E. Wells Building 300 Park Avenue * Falls Church, Virginia 22046 703-248-5001 * www.fallschurchva.gov


Re: Utility Connection Fee Waivers



The Council of the City of Falls Church (the "City") by Resolution 2008-56 (TR8-53) on December 8,2008 approved and commits to the waiver of all utility connection fees as an element of the City's financing assistance towards the development and construction of the City Center South Family Apartments project.

F. ~ j a t t Shields City Manager

Harry E. Wells Building 300 Park Avenue Falls Church, Virginia 22046 703-248-5001 www.fallschurchva.gov

Center City South Family Apartments Utility Hookup Fee Waiver Subsidy Amount Calculation

Description quantity fixture units each Total Remarks One bedrooms baths 41 6 246 One bedroom kitchens 41 5 205 One bedroom laundry unit 4 1 2 82

Two bedroom baths 10 10 100 Two bedroom kitchens 10 5 50 Two bedroom laundry unit 10 2 20

Three bedroom baths 10 12 120 Three bedroom kitchens 5 5 25 Three bedroom laundry unit 5 2 10

Common Areas Multipurpose Space Kitchen 1 7 7 Multipurpose Bathrooms 2 13 26 Utility 1 Workroom sinks 4 3 12 Drinking Fountains (estimated) 4 0.5 2 Floor Drains (estimated) 20 1 20

Subtotal 925 5% Contingency 46

Total Fixture Units $/fixture unit

Utility Hookup Fee Waiver $270,007.50

May 12,2009


Re: City of Falls Church Grant



The City of Falls Church (the "City") hereby issues its commitment to provide financing in the amount of One Hundred Ninety Thousand Dollars ($190,000), allocated from the FY09 federal omnibus bill, to be structured as a grant or a below market, cash flow subordinate loan as an element of the City's financing assistance towards the development and construction of the affordable apartments contained in the City Center South Family Apartments project.

F. ~ $ a t t Shields City Manager

Harry E. Wells Building 300 Park Avenue a Falls Church, Virginia 22046 703-248-500 1 www.fallschurchva.gov

VIRGINIA CAPITAL , AVVISOKS, 1YC.

CC' Soilth Farnily ;2piu-t1~1cnts, L.P c/o Kob Fossi 'l'hc Community Builders. Inc. 1333 11 Street, NW Suitc 1 100 \'Vest Il?:~shington. I.>C 20005

RE: City Ccntcr South Family Apartments t--ails Church, Virginia

Dcar Rob:

I h a i t revic\t~ccl the l i~~ancial information ivhich your office fonvarclcd and analyzcd your I I I - O ~ O S C ~ stnlclilrc [O dcvc'lop this properly. Baseci on my review of this i~il'onila[ion and 0111- n i~ r~ i r ' r o~~s disci~~sioris. I bclicvc that the following financing n:ill be a\railablc with \;HD,A if you are succcssfi~l in obtaining 99;) tax credi~s:

1,oan Type: VtlDA \voulcl pro\:ide a combinccl collstr~~ction and pemmanent loan which ~ v o ~ ~ l d consist of S2 l5.000 tnsnble bonds, S2.0TtO.OOO MATC:I-I and S 1,50!1,000 SPAARC. VMD.4 will unrlelv.ritc to 1. I0 covcrngc, hut I undcrstnncl the equity pricing proxrided 1,: yoLlr investor is bnscd on a 1.20 co\.cragc.

loterest Rate: Thc ~asahle interest r a~c nil1 \'ilry rlepending on rhc dale ofpricinp. For undzr\\.ritinp pulposes, you may want to assumc a ratc of9.0U 0. The SPXRC rare c~lrrenlly is 5.9S64 and ?.7_FC!; for the hIATCI I.

..knot-tization: \:HIIA typically ollt.~.s a 30-ycar amorti~ation 011 ~-cnvvatio~ls. but nil1 L 'SLL' I I~ to 35 years for qilali ty projects.

Loan Fees: VHDA will charge a 2'); fee for the taxablc and 1.5Yh k c li,r SPAKC' ancl hlATCH. Virginia Capital Advisors will cllargc a I?<, placement Scc payable a1 constnlction closinu,.

Terms: \'I-ILIA iniposes many ofttic snnzc loan rccluircments you have encountered with yoill- previous financing \vith VHDA. These would include similar market study. appraisal. icttcr of credit :111d constn~ctio~l drr-~\v rcc~r~ircm~nrs.

: . . , . . . 1 9 15 Pocahontas Trail m Suite BS . Williamsburg, Virginia 23 1 85 (757) 220.3 147. (757) 220.5706 =Toll Frea (800) 806-0405 . Fax (757) 2205746

Rob Fossi \*I~IJ 14. 2009 P i i ~ c 2

OIKC ~ C N I ' I ' C hacl all UI)POI-ILII~~L\; ' to I - ~ V ~ C I V t h ~ nhovc . please givc nic a call with any clucstions or comments. Obviously. I \vould xvclcome tlic oppol-(unity to bc o f scr\,icc lo you In this regard.

TAB V (Nonprofit or LHA Purchase Option or Right of First Refusal)

RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Klein Hornig LLP 1275 K Street NW, Suite 1200 Washington, DC 20005 Attn: Erik T. Hoffman

RIGHT OF FIRST REFUSAL AGREEMENT

This Agreement is made as of May Ifi, 2009, by and between CC SOUTH FAMILY APARTMENTS, L.P., a Virginia limited partnership (the "Partnership"), FALLS CHURCH HOUSING CORPORATION, a Virginia nonstock corporation ("FCHC"), and THE COMMUNITY BUILDERS, INC., a Massachusetts nonstock corporation ("TCB"), (TCB, with FCHC, each a "Grantee" and collectively the "Grantees").

WHEREAS, City Center South Housing, LLC, a Virginia limited liability company, (the "General Partner"), concurrently with the execution and delivery of this Agreement, is entering into that Agreement of Limited Partnership dated as of the date hereof (the "Partnership Agreement") which governs the operations of the Partnership; and

WHEREAS, the Partnership was formed for the purpose of acquiring, owning, developing, constructing andlor rehabilitating, leasing, managing, operating, and, if appropriate or desirable, selling or otherwise deposing of a residential project located in the City of Falls Church, Virginia (the "Project"); and

WHEREAS, the Partnership desires to give, grant, bargain, sell and convey to the Grantees, or such other governmental or qualified Section 501(c)(3) organization as may be designed by the Grantees, certain rights to purchase the Project on the terms and subjection to the conditions set forth herein.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows.

1. Grant of Refusal Right. In the event that the Partnership receives a bona fide offer to purchase the Project, which offer the Partnership intends to accept, the Grantees shall have a right of first refusal to purchase the Project (the "Refusal Right") for a period of twenty- four (24) months (the "Refusal Right Period") following the receipt of the offer and the close of the Compliance Period, on the terms and conditions set forth in this Agreement and subject to the conditions precedent to exercise of the Refusal Right specified herein. Notwithstanding anything to the contrary herein, the Refusal Right granted to TCB shall become effective only if FCHC has not exercised its option to purchase the Project within twelve (12) months of the commencement of the Refusal Right Period. In addition to all other applicable conditions set forth in this Agreement, (a) the foregoing grant of the Refusal Right shall be effective only if each Grantee is a qualified nonprofit organization, as defined in Section 42(h)(5)(c) of the Code currently and remains such at all times hereafter until the earlier of (i) the date that the Refusal

Right has been exercised and the resulting purchase and sale has been closed or (ii) the date that the Refusal Right has been assigned to a Permitted Assignee, and (b) any assignment of the Refusal Right permitted under this Agreement and the Refusal Right so assigned shall be effective only if the assignee is at the time of the assignment and remains at all times thereafter, until the Refusal Right has been exercised and the resulting purchase and sale has been closed, a Permitted Assignee described in Paragraph 5 hereof meeting the requirements of Section 42(i)(7)(a) of the Code. Prior to accepting any bona fide offer to purchase the Project, the Partnership shall notify each Grantee and the General Partner and deliver to each of them a copy thereof. The Partnership shall not accept any such offer unless and until the Refusal Right has expired without exercise by the Grantees under Paragraph 1 hereof.

2. Purchase Price. The purchase price for the Project pursuant to the Refusal Right shall be an amount sufficient (i) to pay all debts, liabilities and obligations encumbering the Property and of the Partnership upon its termination and liquidation as projected to occur immediately following the sale pursuant to the Option, including, but not limited to, fees related to the sale, and (ii) to distribute to the Partners cash proceeds equal to the taxes projected to be imposed on the Partners of the Partnership as a result of the sale of the Project pursuant to the Refusal Right. The Grantees shall have the right to disapprove any refinancing of the Project prior to the exercise and closing or termination of the Refusal Rights.

3. Exercise of Refusal Right. The Refusal Right may be exercised by the Grantee by giving prior written notice of its intent to exercise the Refusal Right to the Partnership pursuant to Paragraph 1 hereof.

4. Contract and Closing. The Partnership and Grantee shall enter into a written contract for the purchase and sale of the Project in accordance with this Agreement and containing such other terms and conditions as are standard and customary for similar commercial transactions in the geographic area which the Project is located.

5 . Assignment. Each Grantee may assign all or any of its rights under this Agreement to (a) a qualified nonprofit organization, as defined in Section 42(h)(5)(C) of the code, (b) a government agency, or (c) a tenant organization (in cooperative form or otherwise) or resident management corporation of the Project (each a "Permitted Assignee"). Prior to any assignment or proposed assignment of its rights hereunder, Grantee shall give written notice thereof to the Partnership and the General Partner. Upon any permitted assignment hereunder, references in this Agreement to Grantee shall mean the Permitted Assignee where the context so requires, subject to all applicable conditions to the effectiveness of the rights granted under this Agreement and so assigned. No assignment of Grantee's rights hereunder shall be effective unless and until the Permitted Assignee enters into a written agreement accepting the assignment and assuming all of Grantee's obligations under this Agreement and copies of such written agreement are delivered to the Partnership and the General Partner. Except as specifically permitted herein, Grantee's rights hereunder shall not be assignable.

6. Miscellaneous. This Agreement shall be liberally construed in accordance with the laws of the Commonwealth of Virginia in order to effectuate the purposes of this Agreement. This Agreement may be executed in counterparts or counterpart signature pages, which together shall constitute a single agreement.

7. Covenants to Run with the Land. The covenants and agreements set forth herein shall be revised as required so that they may be recorded against and run with the land. The covenants and agreements set forth herein shall be binding upon and shall inure to the benefit of the successors and assigns of the respective parties hereto.

8. Defined Terms. The capitalized terms used in this Agreement shall have the definitions provided for in the Partnership Agreement unless otherwise specified herein.

9. Headings. This Agreement's headings are for convenience of reference and are not intended to qualify the meaning of any provision or covenants herein.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the parties have executed this document as of the date first set forth hereinabove.

WITNESS: PARTNERSHIP:

CC SOUTH FAMILY APARTMENTS, L.P, a Virginia limited partnership


By: The Community Builders,. Lnc., a Massachusetts Nonstock Corporation, its Managing Member

By: Rob Fossi, -t

A&ai.-rLJ Pam4

I, the undersigned, a Notary Public in and for said County in said Commonwealth, hereby certify that Rob Fossi, whose name as Vice President of The Community Builders, Inc., a body corporate under the laws of the Commonwealth of Massachusetts, and the Managing Member of the General Partner of CC South Family Apartments, L.P., a Virginia limited partnership, is signed to the foregoing instrument, and who is known to me, acknowledged before me on this day that, being informed of the contents of the instrument, (s)he as such officer, and with full authority, executed the same voluntarily for and as the act of said corporation.

Given under my hand and seal o

[NOTARIAL SEAL]

Takuanda M. Frader Notary Publk, Distrlct of Columbh

My Commission Expires: MY Comrnlsslon Expires 10/31/2013

WITNESS: GRANTEE:

FALLS CHURCH HOUSING CORPORATION, a

I, the undersigned, a Notary Public in and for said County in said Commonwealth, hereby certify that Carol Jackson, whose name as Chief Executive Officer of Falls Church Housing Corporation, a body corporate under the laws of the Commonwealth of Virginia, is signed to the foregoing instrument, and who is known to me, acknowledged before me on this day that, being informed of the contents of the instrument, (s)he as such officer, and with full authority, executed the same voluntarily for and as the act of said corporation.

Given under my hand and seal of office

[NOTARIAL SEAL]

My Commission Expires: Takuanda M. Frwier Notary Public, District of Columbia MY C~fnmisslon Expires 10/31/2013

WITNESS: GRANTEE:

THE COMMUNITY BUILDERS, INC., a Massachusetts Nonstock Corporation

t U By: .L 2-

Rob Fossi, Authorized Agent

I, the undersigned, a Notary Public in and for said County in said Commonwealth, hereby certify that Rob Fossi, whose name as Authorized Agent of The Community Builders, Inc., a body corporate under the laws of the Commonwealth of Massachusetts, is signed to the foregoing instrument, and who is known to me, acknowledged before me on this day that, being informed of the contents of the instrument, (s)he as such officer, and with full authority, executed the same voluntarily for and as the act of said corporation.

Given under my hand and seal of

: I\Jotary Public - w r

w POTARIAL SEAL]

Takuanda M. Frazier Expires: Wotaly Public. District of Columbla My Comrnlsslon Expires 10/31/2013

EXHIBIT A

LEGAL DESCRIPTION OF PROJECT REAL ESTATE

Description of a portion of Office Space Management, Inc., Parcel 1 and Parcel 3, Deed Book 5561 Page 1697, City of Falls Church, Virginia:

"Beginning at a point in the south line of South Maple Avenue, said point being in the east line of the Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 1 ; thence with the south line of South Maple Avenue, N 72" 21' 01" E, 57.48 feet to a point; thence 124.34 feet with the arc of a curve bearing to the left and having a radius of 602.96 feet (tangent length 62.39 feet, chord length 124.12 feet, chord bearing N 66" 26' 34" E) to a point in the south line of West Fairfax Street; thence with the south line of West Fairfax Street, S 84" 41' 35" E, 18.68 feet to a point; thence through Office Space Management, Inc., Parcel 1 and Parcel 3, S 1 O D 3 1' 25" W, 11 8.96 feet to a point; thence S 38" 3 1' 20" W, 20.05 feet to a point said point being a common corner to Office Space Management, Inc., Parcel 2; thence with Parcel 2, S 38" 32' 12" W, 97.90 feet to a point; thence S 09" 28' 35" E, 38.86 feet to a point, said point being in the north line of Resubdivision of Parcel B of the Edwin B. Henderson Property, Lot 3; thence with the Resubdivision of Parcel B of the Edwin B. Henderson property, S 72" 03' 35" W. 67.73 feet to a point; thence N 09" 28' 35" W, 205.93 feet to the point of beginning and containing an area of 28,101 square feet, or 0.6451 acres, more or less."

This description is of a proposed Parcel not yet legally recorded.

TAB W (Original Attorney's Opinion)

Klein Hornig LLP

May 14,2009

Virginia Housing Development Authority 601 South Belvidere Street Richmond, Virginia 23220-6500

RE: 2009 Tax Credit Reservation Request

Name of Development: City Center South Family Apartments Name of Owner: CC South Family Apartments, L.P.

Ladies and Gentlemen:

This undersigned firm represents the above-referenced Owner as its counsel. It has received a copy of and has reviewed the completed application package dated May 14,2009 (of which this opinion is a part) (the "Application") submitted to you for the purpose of requesting, in connection with the captioned Development, a reservation of low income housing tax credits ("Credits") available under Section 42 of the Internal Revenue Code of 1986, as amended (the "Code"). It has also reviewed Section 42 of the Code, the regulations issued pursuant thereto and such other binding authority as it believes to be applicable to the issuance hereof (the regulations and binding authority hereinafter collectively referred to as the "Regulations").

Based upon the foregoing reviews and upon due investigation of such matters as it deems necessary in order to render this opinion, but without expressing any opinion as to either the reasonableness of the estimated or projected figures or the veracity or accuracy of the factual representations set forth in the Application, the undersigned is of the opinion that:

1. It is more likely than not that the inclusion in eligible basis of the Development of such cost items or portions thereof, as set forth in Parts VIII and IX of the Application form, complies with all applicable requirements of the Code and Regulations.

2. The calculations (a) of the Maximum Allowable Credit available under the Code with respect to the Development in Part VIII of the Application form and (b) of the Estimated Qualified Basis of each building in the Development in Part lX of the Application form comply with all applicable requirements of the Code and regulations, including the selection of credit type implicit in such calculations.

Virginia Housing Development Authority

May 14,2009

Page 2

3. The appropriate type(s) of allocation(s) have been requested in Subpart I-D of the Application form.

4. The information set forth in Subpart VII-C of the Application form as to proposed rents satisfies all applicable requirements of the Code and Regulations.

5. The site of the captioned Development is controlled by the Owner, as identified in Subpart 11-A of the Application, for a period of not less than four (4) months beyond the application deadline.

6. The type of the nonprofit organization involved in the Development is an organization described in Code Section 501(c)(3) or 501(c)(4) and exempt from taxation under Code Section 501(a), whose purposes include the fostering of low-income housing.

7. The nonprofit organizations' ownership interest in the development is all the general partnership interests of the ownership entity of the development as described in Subpart 11-D of the Application fonn.

Finally, the undersigned is of the opinion that. if all information and representations contained in the Application and all current law were to remain unchanged, upon compliance by the Owner with the requirements of Code Section 42(h)(l)(E), the Owner would be eligible under the applicable provisions of the Code and the Regulations to an allocation of Credits in the amount(s) requested in the Application.

This opinion is rendered solely for the purpose of inducing the Virginia Housing Development Authority ("VHDA") to issue a reservation of Credits to the Owner. Accordingly, it may be relied upon only by VHDA and may not be relied upon by any other party for any other purpose.

This opinion was not prepared in accordance with the requirements of Treasury Department Circular No. 230. Accordingly, it may not be relied upon for the purpose of avoiding U.S. Federal tax penalties or to support the prolnotion or marketing of the transaction or tnatters addressed herein.

Klein Honlig LLP

Klein Hornig LLP

145 Tremont Street 1275 K Street, N W

Suite 400 Suite 1200 Boston, MA 021 1 1 Washington, DC 20005 T 61 7.224.0600 T 202.842.9006

F 61 7.224.0601 F 202.842.3936

COUNSELORS AT LAW

May 14.2009

-Virginia Housing Development Authority 601 South Belvidere Street Richmond, Virginia 23220-6500

RE: 2009 Tax Credit Reservation Request

Name of Development: =enter South Familv Apartments Name of Owner: C C S p u t h h F ~ m r ! g e n t s S L.P.

This undersigned firm represents the above-referenced Owner as its counsel. It has received a copy of and has reviewed the completed application package dated Mav 14,2009 (of which this opinion is a part) (the "Application") submitted to you for the purpose of requesting, in connection with the captioned Development, a reservation of low income housing tax credits ("Credits") available under Section 42 of the Internal Revenue Code of 1986, as amended (the "Code"). It has also reviewed Section 42 of the Code, the regulations issued pursuant thereto and such other binding authority as it believes to be applicable to the issuance hereof (the regulations and binding authority hereinafter collectively referred to as the "Regulations").

Based upon the foregoing reviews and upon due investigation of such matters as it deems necessary in order to render this opinion, but without expressing any opinion as to either the reasonableness of the estimated or projected figures or the veracity or accuracy of the factual representations set forth in the Application, the undersigned is of the opinion that:

1. It is more likely than not that the inclusion in eligible basis of the Development of such cost items or portions thereof, as set forth in Parts VIII and IX of the Application form, complies with all applicable requirements of the Code and Regulations.

2. The calculations (a) of the Maximum Allowable Credit available under the Code with respect to the Development in Part VIII of the Application form and (b) of the Estimated Qualified Basis of each building in the Development in Part IX of the Application form comply with all applicable requirements of the Code and regulations, including the selection of credit type implicit in such calculations.

m d m i n p Development A u t h w

May 14.2009 Page 3

3. The appropriate type(s) of allocation(s) have been requested in Subpart I-D of the Application form.

4. The information set forth in Subpart VII-C of the Application form as to proposed rents satisfies all applicable requirements of the Code and Regulations.

5. The site of the captioned Development is controlled by the Owner, as identified in Subpart 11-A of the Application, for a period of not less than four (4) months beyond the application deadline.

w . .

6. -The type of the nonprofit organization involved in the Development is an organization described in Code Section 501(c)(3) or 501(c)(4) and exempt from taxation under Code Section 501 (a), whose purposes include the fostering of low-income housing.

. . 7. -The nonprofit organizations' ownership interest in the development is all

the general partnership interests of the ownership entity of the development as described in Subpart 11-D of the Application form:

Finally, the undersigned is of the opinion that, if all information and representations contained in the Application and all current law were to remain unchanged, upon compliance by the Owner with the requirements of Code Section 42(h)(l)(E), the Owner would be eligible under the applicable provisions of the Code and the Regulations to an allocation of Credits in the amount(s) requested in the Application.

This opinion is rendered solely for the purpose of inducing the Virginia Housing Development Authority ("VHDA") to issue a reservation of Credits to the Owner. Accordingly, it may be relied upon only by VHDA and may not be relied upon by any other party for any other purpose.

This opinion was not prepared in accordance with the requirements of Treasury Department Circular No. 230. Accordingly, it may not be relied upon for the purpose of avoiding U.S. Federal tax penalties or to support the promotion or marketing of the transaction or matters addressed herein.

By:

k 4RtkjErik T. Hoffman. Partner

TAB Y (Marketing Plan for units meeting accessibility

requirements of HUD section 504)

City Center South Family Apartments MARKETING PLAN

For Units Which Conform to Section 504 of the Rehabilitation Act

The Owner/Applicant, CC South Family Apartments, L.P., agrees to offer 56 affordable units for rental including 6 fully accessible units in City Center South Family Apartments. The location of City Center South Family Apartments (“CCSFA”) at 370 South Washington Street in downtown City of Falls Church, with ready access to mass transit options and within walking distance of the retail shopping district and the many public areas and municipal facilities for services and amenities will be extremely marketable in the increasingly urban Northern Virginia area immediately surrounding the development. Contrasting area rental rates and limited availability of moderately priced existing rental inventory in the region with the favorable location, design, and rental structure at CCSFA, it is clear that there both a significant and urgent need for such a project, as well as a strong demand for such rental housing being proposed with CCSFA. This Marketing Plan for units which will conform to Section 504 of the Rehabilitation Act has been designed to convey to current and potential residents with disabilities that CCSFA will be a new rental housing experience with a commitment to excellent management and resident services, as well as an expectation of resident responsibility. The major focus of this Plan will be to address ways in which property management will seek to secure qualified tenants, ensure quality tenancy, and provide the highest standard of effective management and maintenance of the property. A. Affirmative Marketing Procedures To Be Used During the Initial Rent-Up Period The Management Agent encourages and supports an affirmative marketing program in which there are no barriers to obtaining housing because of race, color, creed, religion, sex, elderliness, handicap or disability, familial status, or national origin. The primary target market for CCSFA will be for persons who are designated with low or moderately low incomes and/or those income eligible persons with handicaps or disabilities. The Management Agent will initiate an aggressive targeted marketing program similar to those used to market other affordable rental housing projects with units for those with a disability or handicap. Using a combination of targeted community outreach efforts as well as ads in local media and internet, it is most likely that the Management Agent will secure significant application interest for CCSFA well before the model units are open for viewing. B. Affirmative Marketing Outreach All marketing efforts will emphasize the Management Agent’s physical and administrative compliance with the Americans with Disabilities Act. Any unit which is designated as a unit for persons with disabilities and that conforms to Section 504 of the Rehabilitation Act will be held vacant for as long as it takes to find a qualified tenant. In an effort to locate those persons with handicaps or disabilities to occupy the units which conform to the requirements of Section 504 of the Rehabilitation Act, the Management Agent will work with representatives of the following organizations:

PRS, Incorporated (providing rehab services to adults with mentally challenged abilities, currently located in the City of Falls Church, VA)

The City of Falls Church Department of Housing and Human Services Fairfax-Falls Church Community Services Board The Fairfax County Department of Housing and Community Development The Fairfax County Department of Human Services The Arlington County Department of Human Services The Arc of Northern Virginia—City of FC non-profit providing helping services to families

of mentally and physically disabled children of all ages The Northern Virginia Regional Social Services Advisory Board The Virginia Board for People With Disabilities Virginia Assistive Technology of Northern Virginia The American Red Cross of Fairfax County The ENDependence Center of Northern Virginia Local Faith Communities Falls Church Community Services Council of Churches (FCS)

C. Staff Preparation/Education City Center South Family Apartments will provide 5 one- bedroom apartments and 1 two-bedroom apartments that are accessible units, according to Section 504 regulations. It is critical to all marketing activities that the staff be fully trained to understand the special needs of any resident with a handicap or disability. A substantive understanding of the Fair Housing Laws, the Americans with Disabilities Act, and Section 504 of the Rehabilitation Act of 1973 is vital for staff who will be trained in meeting the needs of those persons making application and being accepted as residents of the community. The Marketing Staff will focus their marketing efforts with a thorough explanation of the various features and designs of the common areas and apartments. Understanding the design and features will give the applicant a feeling of home, comfort, and safety. It is important to provide opportunities for a place where a person with a handicap or disability feels safe from unauthorized intrusion and at the same time provide a safe home with challenges to promote independent living. We hope to provide opportunities for social interaction and exchange and foster a sense of orientation within the environment that reduces confusion. Most importantly, we will to the best of our ability, inform the applicant and future resident of the special programs and services that are available to them through City or County agencies. Management will work with each applicant to find services that might be of assistance to each resident. D. Other Marketing Programs Other components of the marketing program will include the following:

Local Print Media - Ads will be placed in local newspapers and minority publications. Newspapers that typically will be used will be the Washington Post, the City of Falls Church local paper, Falls Church News Press and other regional community newspapers. All print ad materials will include the Equal Housing Opportunity logo, slogan and statement, as well as the fact that there will be apartments available for those persons with handicaps or disabilities.

Internet Strategy – Available units will be advertised via the Internet on websites such as apartments.com, washingtonpost.com and others.

Resident Referrals – An effective Resident Referral program will be set up to encourage current residents to refer friends, co-workers, and others who may have disabilities to the property. Residents will be offered incentives, to be

determined, for referring qualified applicants who rent at the property. Flyers will be distributed to residents and notice of the tenant referral program will be placed in the resident newsletter.

Brochures – We intend to design with the ownership a brochure that may be produced to show the floor plans, listing of amenities, and features of the apartment. These brochures will be produced in English and in Spanish.

Flyers – this simple marketing strategy is used to market the community and is given to agencies, hospitals, grocery stores, etc. It has a list of the amenities and features of the community as well as contact information. These will also be produced in English and in Spanish.

In an effort to maintain maximum occupancy after the initial lease-up period, the property will continue to take applications, keep a waiting list, and advertise when necessary. E. Affirmative Fair Housing Marketing Plan Compliance The Management Agent will be pledged to the letter and spirit of all Federal, State, and local Fair Housing Laws, the approved HUD Affirmative Fair Housing Marketing Plan, as well as the rules and regulations set forth by the ownership which will inform the guidelines for the all marketing programs for CCSFA. Additionally, the marketing campaign will be in strict compliance with any lender/investor requirements prescribed by the Department of Housing and Urban Development and the Internal Revenue Service. The Marketing Program shall comply fully with the provisions of Title VIII of the Civil Rights Act of 1968, as amended, the Executive Order 1106333; Title VI of the Civil Rights Act of 1964; and, where applicable, Executive Order 11246, as amended, and Section 3. Neither the Owner, the Management Agent, nor anyone authorized to act on their behalf shall, in the rental, lease or sale, in the provision of services or in any other manner discriminate against any person on the grounds of race, color, creed, religion, sex, elderliness, handicap or disability, familial status, or national origin. In compliance with the Tax Credit Section 42 Law and HUD Criteria, it is the policy of the Management Agent to certify incoming residents at the current maximum income restriction as determined annually by HUD for the respective jurisdiction, adjusted to bedroom size and the appropriate median income level. Individuals who do not meet income qualifications under the government regulated Section 42 and HUD criteria shall be deemed ineligible for occupancy at City Center South Family Apartments. As a regular, ongoing practice, the Management Agent will make available applications, information about the community, the Resident Selection Criteria, and describe the certification process. As soon as applications are received, they will be date stamped and reviewed for eligibility. Should there be an available apartment, and the applicant meets all certification and eligibility requirements, the application will be processed for move-in. F. Public and Community Relations A public relations program will be instituted to maintain an ongoing, strong and positive relationship between the Management Agent and the organizations listed above as well as neighborhood civic organizations, churches and synagogues, and all other sources of potential qualified residents still to be identified.

Equal Housing Opportunity promotions including all Site Signage containing the EHO logo as well as Fair Housing Posters will be displayed in English and Spanish in the CCSFA Rental Office. Also to be posted in the CCSFA Rental Office are instructions to anyone who feels they have been discriminated against to contact the Site Manager/Staff’s Supervisor at the Management Agent directly. G. Waiting List When all the apartments are fully occupied, a waiting list of qualified, potential applicants will be maintained. These individuals will complete preliminary screening measures to ensure their eligibility prior to being added to the waiting list.

VHDA Locality Notification Information Form

Local Notice Form Filed with VHDA 3-25-09

city center south family - 2009 va

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