Record #: O2013-2194   
Type: Ordinance Status: Passed
Intro date: 3/13/2013 Current Controlling Legislative Body: Committee on Housing and Real Estate
Final action: 4/10/2013
Title: Sale of City-owned property at 11457 S Champlain Ave and redeveloment agreement for construction of off-site parking lot to Chicago Family Health Center, Inc.
Sponsors: Emanuel, Rahm
Topic: AGREEMENTS - Redevelopment, - PROPERTY - Sale
Attachments: 1. O2013-2194.pdf
OFFICE OF THE MAYOR
CITY OF CHICAGO
RAHM EMANUEL
MAYOR
 
March 13,2013
 
 
 
 
 
 
 
 
 
TO THE HONORABLE, THE CITY COUNCIL OF THE CITY OF CHICAGO
 
Ladies and Gentlemen:
 
At the request ofthe Commissioner of Housing and Economic Development, I transmit herewith ordinances authorizing the sale of City-owned property.
 
Your favorable consideration of these ordinances will be appreciated.
 
Mayor
 
Very truly yours,
 
ORDINANCE
 
WHEREAS, the City of Chicago ("City") is a home rule unit of government by virtue of the provisions of the Constitution of the State of Illinois of 1970, and, as such, may exercise any power and perform any function pertaining to its government and affairs; and
 
WHEREAS, the City is the owner of the parcel of land commonly known as 11457 South Champlain Avenue, Chicago, Illinois, which is legally described on Exhibit A attached hereto (the "Property"); and
 
WHEREAS, the appraised market value of the Property is Twelve Thousand and No/100 Dollars ($12,000); and
 
WHEREAS, Chicago Family Health Center, Inc., an Illinois not-for-profit corporation ("Developer"), has submitted a proposal to the Department of Housing and Economic Development (the "Department") to purchase the Property for One and No/100 Dollars ($1.00) and to construct an off-site parking lot thereon, or to use such property for other not-for-profit purposes as may be reasonably acceptable to the Commissioner of the Department of Housing and Economic Development (the "Project") which will be located within two blocks of Developer's existing health center facility; and
 
WHEREAS, public notices advertising the Department's intent to enter into a negotiated sale of the Property with the Developer and requesting alternative proposals appeared in the Chicago Sun-Times on December 19, 2012, December 26, 2012, and January 2, 2013; and
 
WHEREAS, no alternative proposals were received by the deadline indicated in the aforesaid notices; now, therefore,
 
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CHICAGO:
 
SECTION 1. The foregoing recitals are hereby adopted as the findings of the City Council.
 
SECTION 2. The sale of the Property to the Developer for One and No/100 Dollars ($1.00) is hereby approved. This approval is expressly conditioned upon the City entering into a redevelopment agreement with the Developer substantially in the form attached hereto as Exhibit B (the "Redevelopment Agreement"). The Commissioner of the Department (the "Commissioner") or a designee of the Commissioner is each hereby authorized, with the approval of the City's Corporation Counsel as to form and legality, to negotiate, execute and deliver the Redevelopment Agreement, and such other supporting documents as may be necessary or appropriate to carry out and comply with the provisions of the Redevelopment Agreement, with such changes, deletions, and insertions as shall be approved by the persons executing the Redevelopment Agreement.
 
 
SECTION 3. The Mayor or his proxy is authorized to execute, and the City Clerk is authorized to attest, a quitclaim deed conveying the Property to the Developer, or to a land trust of which the Developer is the sole beneficiary, or to an entity of which the Developer is the sole controlling party or is comprised of the same principal parties, subject to those covenants, conditions, and restrictions set forth in the Redevelopment Agreement.
 
SECTION 4. If any provision of this ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such provision shall not affect any of the other provisions of this ordinance.
 
SECTION 5. All ordinances, resolutions, motions, or orders in conflict with this ordinance are hereby repealed to the extent of such conflict.
 
SECTION 6. This ordinance shall take effect immediately upon its passage and approval.
 
 
Attachments: Exhibit A - Legal Description of Property Exhibit B - Redevelopment Agreement
 
EXHIBIT A LEGAL DESCRIPTION OF PROPERTY
(SUBJECT TO FINAL SURVEY AND TITLE COMMITMENT)
(EXCEPT THAT PART SUBDIVIDED) A 15 FOOT STRIP OF LAND COMMENCING ON THE EAST LINE OF CHAMPLAIN AVENUE (FORMERLY STEPHENSON AVE.) 10.47 FEET NORTH OF THE NORTH LINE OF 115TH STREET THENCE NORTHEASTERLY ON A CURVED LINE CONVEX SOUTHEASTERLY WITH A RADIUS OF 265.10 FEET FOR A DISTANCE OF 149.69 FEET TO A POINT 127.83 FEET EAST OF CHAMPLAIN AVENUE (FORMERLY STEPHENSON AVE.) AND 87.83 FEET NORTH OF THE NORTH LINE OF 115TH STREET THENCE NORTHEASTERLY ON A STRAIGHT LINE TANGENT TO SAID CURVED LINE 90.78 FEET TO THE NORTHEASTERLY RIGHT OF WAY LINE IN THAT PART LYING EAST OF ORIGINAL TOWN OF PULLMAN IN THE EAST 1/2 OF THE NORTHEAST 1/4 IN SECTION 22 TOWNSHIP 37 NORTH, RANGE 14, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING NORTH OF THE INDIAN BOUNDARY LINE IN COOK COUNTY, ILLINOIS.
 
 
COMMONLY KNOWN AS:        11457 S. CHAMPLAIN AVENUE
CHICAGO, ILLINOIS 60628
 
25-22-228-014-0000
 
PERMANENT INDEX NO.
 
EXHIBIT B REDEVELOPMENT AGREEMENT
[SEE ATTACHMENT]
 
This Document Prepared by and After Recording Return To:
 
Deputy Corporation Counsel City of Chicago Department of Law Real Estate Division 121 North LaSalle Street Room 600
Chicago, Illinois 60602 (312) 744-6934
 
AGREEMENT FOR THE SALE AND REDEVELOPMENT OF LAND
 
 
(The Above Space For Recorder's Use Only)
 
This AGREEMENT FOR THE SALE AND REDEVELOPMENT OF LAND, as
may be amended from time to time, ("Agreement") is made on or as of the            day of
      , 2013, by and between the CITY OF CHICAGO, an Illinois municipal
corporation and home rule unit of government ("City"), acting by and through its Department of Housing and Economic Development ("DHED"), having its principal offices at City Hall, 121 North LaSalle Street, Chicago, Illinois 60602 and CHICAGO FAMILY HEALTH CENTER, an Illinois not-for-profit corporation ("Developer"), whose offices are located at 9119 South Exchange Avenue, Chicago, Illinois 60617. Reference is made herein to Developer's affiliated entity, CFHC TITLE HOLDING CORPORATION, NFP, an Illinois not-for-profit-corporation ("CFHC Holding"), whose offices are located at 9119 South Exchange Avenue, Chicago, Illinois 60617.
 
RECITALS
 
WHEREAS, the City owns the vacant real property located at 11457 S. Champlain Avenue, Chicago, Illinois (the "Property"), which real property is legally described on Exhibit A attached hereto; and
 
WHEREAS, the Property's total area equals approximately 2.200 square feet and includes a total of one vacant parcel; and
 
WHEREAS, the Developer owns a public health clinic located at 556 East 115th Street, which will be serviced by an accessory parking lot located at 11453 South Champlain Avenue ("Developer's Lot"); and
 
 
 
 
 
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WHEREAS, the Property is irregularly shaped, is bounded on the north and south by Developer's Lot, and has no present or foreseeable municipal use; and
 
WHEREAS, the Developer and the City have previously entered into that certain Lease No. 20257 dated June 28, 2012, pursuant to which the City leased the Property to the Developer; and
 
WHEREAS, the Developer now desires to purchase the Property from the City so that the Property and Developer's Lot can be combined to construct a larger accessory parking lot for non-public use by Developer's staff, clients, contractors, or visitors to Developer's public health clinic located at 570 East 115th Street (the "Project"); and
 
WHEREAS, the Developer desires that the City transfer the Property to Developer's affiliated entity CFHC Holding; and
 
WHEREAS, the appraised market value of the Property is Twelve Thousand and No/100 Dollars ($12,000); and
 
WHEREAS, the City is willing to sell the Property to the Developer for a total of One and No/Dollars ($1.00), in consideration of the Developer's fulfillment of its obligations under this Agreement including the obligation to complete the Project; and
 
WHEREAS, the City Council, pursuant to an ordinance adopted on      ,
2013, and published at pages      through      in the Journal of such date, authorized the
sale of the Property to the Developer, subject to the execution, delivery and recording of this Agreement; and
 
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
 
SECTION 1. INCORPORATION OF RECITALS.
 
The recitals set forth above constitute an integral part of this Agreement and are incorporated herein by this reference with the same force and effect as if set forth herein as agreements of the parties.
 
SECTION 2. PURCHASE PRICE.
 
Subject to the terms, covenants and conditions of this Agreement, the City agrees to sell the Property to the Developer, and the Developer agrees to purchase the Property from the City for One and No/100 Dollars ($1.00) ("Purchase Price"), on the Closing Date (defined in Section 3). No earnest money or performance deposit will be due under this Agreement. All other closing costs, including all title charges, will be borne by Developer. ,
 
 
 
 
 
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SECTION 3. CLOSING.
 
The closing of the transfer of the Property from the City to the Developer (the "Closing" or, the "Closing Date") will take place at the downtown offices of Chicago Title Insurance Company or such other reputable title company as may be selected by the Developer (the "Title Company") prior to the Closing. In no event may the Closing occur (1) until and unless the conditions precedent set forth in Section 8 are all satisfied, unless DHED, in its sole discretion waives one or more of such conditions; and (2) any later than September 31, 2013, (the "Outside Closing Date"), unless DHED, in its sole discretion, extends the Outside Closing Date for an additional three (3) months. At the Closing, the City will deliver to CFHC Holding (a) the Deed (as defined below); (b) all necessary state, county, and municipal real estate transfer declarations; and (c) possession ofthe Property.
 
SECTION 4. CONVEYANCE OF TITLE.
  1. Form of Deed. The City will convey the Property to the Developer by quitclaim deed (the "Deed") naming the Developer's affiliated entity CFHC Holding as the grantee, subject to the terms of this Agreement and the following permitted exceptions (the "Permitted Exceptions"):
  1. standard exceptions in an ALTA title insurance policy;
  2. general real estate taxes and any special assessments or other taxes;
  3. all easements, encroachments, covenants, and restrictions of record and not shown of record;
  4. such other title defects that may exist.
 
The Deed must also include a restrictive covenant limiting the use of the Property to parking appurtenant to the Developer's property at 556 E. 115th St., or to use such Property for other not-for-profit purposes as may be reasonably acceptable to the Commissioner of DHED.
  1. Recording Costs. The Developer will pay to record the Deed, this Agreement, and any other documents incident to the conveyance of the Property to the Developer.
  2. Escrow. Ifthe Developer requires conveyance through escrow, the Developer will pay all escrow fees.
SECTION 5. TITLE, SURVEY AND REAL ESTATE TAXES.
 
5.1 Title Commitment and Insurance. Not less than 30 days before the anticipated Closing Date, the Developer will order a current title commitment for the Property issued by the Title Company. The Developer will pay the cost of, and will be responsible for, obtaining on the Closing Date, any title insurance, extended coverage and any endorsements it deems necessary. The City will cooperate, at the Developer's expense, with the Developer's efforts to remove any title exceptions that are not Permitted Exceptions. The City agrees to provide the Title Company with a completed ALTA owner's statement, and other transfer documents typically required by the Title Company and typically provided by the City (but expressly excluding, however, "gap" undertakings, title indemnities and similar liabilities) at or prior to the Closing. At the Closing,
 
 
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the Developer will deliver to the City a copy of the owner's policy of title insurance that it obtains with respect to the Property.
  1. Survey. The Developer will be responsible for obtaining, at Developer's expense, a survey for the Property.
  2. Real Estate Taxes. The City will use reasonable efforts to obtain the waiver or release of any delinquent real estate taxes or tax liens on the Property prior to the Closing Date, to the extent such taxes or tax liens can be waived or released through submission of an abatement letter to the Cook County Treasurer, a motion to vacate a tax sale, or a petition for exemption. Ifthe City is unable to obtain the waiver or release of any such tax liens or is unable to cause the Title Company to insure over such tax liens, or if the Property is encumbered with any other unpermitted exceptions, the Developer will have the option to do one of the following: (1) accept title to the Property subject to the unpermitted exceptions, which will then become Permitted Exceptions; or (2) terminate this Agreement by delivery of written notice to the City, in which event this Agreement will be null and void and, except as otherwise specifically provided herein, neither party will have any further right, duty, or obligation hereunder. If the Developer elects not to terminate this Agreement as aforesaid, the Developer agrees to accept title subject to the unpermitted exceptions in addition to the Permitted Exceptions.
SECTION 6. BUILDING PERMITS AND OTHER GOVERNMENTAL APPROVALS.
 
Unless waived by DHED in writing, which waiver will be within DHED's sole discretion, the Developer will apply for and obtain all necessary building permits and other required zoning approvals (collectively, the "Governmental Approvals") prior to the Closing Date.
SECTION 7. PROJECT BUDGET AND PROOF OF FINANCING.
 
If DHED so requests not less than fourteen (14) days prior to the Closing Date, the Developer must submit to DHED for approval before the Closing Date: (1) a final budget which is materially consistent with the Preliminary Project Budget ,("me Final Budget"); and (2) evidence of funds adequate to construct the Project ("Proof of Financing"). The Proof of Financing must include binding commitment letters from the Developer's lenders, if any, and evidence of the Developer's ability to make an equity contribution in the amount necessary to fill the gap between the Budget and any approved financing.
SECTION 8. CONDITIONS TO THE CITY'S OBLIGATION TO CLOSE.
 
The obligations of the City under this Agreement are contingent upon each of the following being satisfied at least seven (7) days prior to the Closing Date, or by such other date as may be specified, unless such condition is waived by DHED in writing, in its sole discretion:
8.1 Final Governmental Approvals. Developer must have delivered to the City all evidence of its receipt of all Governmental Approvals necessary to construct the Project.
 
 
 
 
 
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  1. Budget and Proof of Financing. The City must have approved the Developer's Final Budget and Proof of Financing.
  2. Simultaneous Loan Closing. On the date of the Closing, the Developer must simultaneously close any financing necessary for the acquisition and construction of the Project, and be in a position to immediately commence construction of the Project.
  3. Insurance. The Developer must provide evidence of insurance reasonably acceptable to the City. Prior to the issuance of the Certificate of Completion, the City must be named as an additional insured on any liability insurance policies and as a loss payee (subject to the rights of any permitted mortgagee) on any property insurance policies from the Closing Date through the date the City issues the Certificate of Completion (as defined in Section 12). With respect to property insurance, the City will accept an ACORD 28 form. With respect to liability insurance, the City will accept an ACORD 25 form, together with a copy of the endorsement that is added to the Developer's policy showing the City as an additional insured.
  4. Legal Opinion. The Developer must have delivered to the City a legal opinion stating, in part, that the Developer and CFHC Holding have been duly organized and that the Developer is duly authorized to enter into this Agreement. Such opinion must be in a form and substance reasonably acceptable to the City's Corporation Counsel.
  5. Due Diligence. The Developer must have delivered to the City due diligence searches in its name and in the name of CFHC Holding (UCC, State and federal tax lien, pending litigation and judgments in Cook County and the U.S. District Court for the Northern District of Illinois, and bankruptcy) showing no unacceptable liens, litigation, judgments, or filings, as reasonably determined by the City's Corporation Counsel.
  6. Organization and Authority Documents. The Developer must have delivered to the City certified articles of incorporation, including all amendments thereto, of the Developer and CFHC Holding, as furnished and certified by the Secretary of State of the State of Illinois; a Certificate of Good Standing dated no more than thirty (30) days prior to the Closing Date, issued by the Office of the Secretary of State of the State of Illinois, as to the good standing of the Developer and CFHC Holding; and bylaws, resolutions and such other organizational documents as the City may reasonably request.
  7. MBE/WBE and Local Hiring Compliance Plan.
  1. At least fourteen (14) days prior to the Closing Date, the Developer and the Developer's general contractor and all major subcontractors must meet with staff from DHED's monitoring section regarding compliance with the MBE/WBE and local hiring requirements set forth in this Agreement pursuant to Section 21 below. During said meeting, the Developer will demonstrate to the City's monitoring staff its plan to achieve its obligations under Section 21 below, the sufficiency of which must be approved by the City's monitoring staff.
  2. DHED must also have approved the Developer's compliance plan in accordance with Section 21.
 
 
 
 
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  1. Reconveyance Deed. Prior to the conveyance of the Property to the Developer, the Developer must deliver to the City a special warranty deed for the Property in recordable form naming CFHC Holding as the grantor and naming the City as grantee ("Reconveyance Deed"), for possible recording in accordance with Section 18.3 below, if applicable.
  2. Representations and Warranties. On the Closing Date, each ofthe representations and warranties ofthe Developer in this Agreement must be true and correct.
  3. Other Obligations. On the Closing Date, the Developer must have performed all of the other obligations required to be performed by the Developer under this Agreement as of the Closing Date.
  4. Right to Terminate. If any of the conditions in this Section 8 have not been satisfied to the City's reasonable satisfaction within the time period provided for herein, or prior to the Outside Closing Date, the City may, at its option, terminate this Agreement by delivery of written notice to the Developer at any time after the expiration of the applicable time period, and this Agreement will be null and void and, except as otherwise specifically provided, neither party will have any further right, duty or obligation hereunder. Any forbearance by the City in exercising its right to terminate this Agreement upon a default hereunder will not be construed as a waiver of such right.
SECTION 9. SITE PLANS AND ARCHITECTURAL DRAWINGS.
  1. Site Plans. The Developer will comply with the applicable landscaping provisions set forth in the Municipal Code, and will construct the Project on the Property in accordance with the site plan specifications and architectural drawings prepared by Schroeder Murchi Niemiec Gazda-Auskalnis Architects Ltd., dated June 21, 2011, which have been approved by DHED as of the date hereof and which are incorporated herein by reference ("Specifications and Drawings"), which Specifications and Drawings are attached as Exhibit B. The Project will include a fenced landscape area, seventeen (17) parking stalls, gate access, and a concrete walkway. No material deviation from the Specifications and Drawings may be made without full review, consideration and prior written approval by DHED, which will not be unreasonably withheld. If the Developer submits and DHED approves revised design development specifications and drawings after the date of this Agreement, the term "Specifications and Drawings" as used herein will refer to the revised design development specifications and drawings upon DHED's written approval of same.
  2. Relocation of Utilities, Curb Cuts and Driveways. To the extent necessary to complete the Project, the Developer will be solely responsible for and will pay all costs in regard to: (1) the relocation, installation or construction of public or private utilities located on the Property; (2) the relocation, installation and construction of any curb cuts and driveways; (3) the repair or reconstruction of any curbs, vaults, sidewalks or parkways required in connection with the Developer's redevelopment; (4) the removal of existing pipes, utility equipment or building foundations located on the Property; and (5) the termination of existing water or other services. Any streetscaping, including any paving of sidewalks, landscaping and lighting provided by the Developer, as part of the Project, must be approved by the City.
 
 
 
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  1. Inspection by the City. For the period commencing on the Closing Date and continuing through the date the City issues the Certificate of Completion, any duly authorized representative of the City will have access to the Property at all reasonable times for the purpose of determining whether the Developer is constructing the Project in accordance with the terms of this Agreement and all applicable federal, state and local statutes, laws, ordinances, codes, rules, regulations, orders and judgments, including, without limitation, Sections 7-28 and 11-4 of the Municipal Code of Chicago relating to waste disposal (collectively, "Laws").
  2. Barricades and Signs. Upon the City's request, the Developer agrees to erect such signs as the City may reasonably require identifying the Property as a City redevelopment project. The Developer may erect signs of its own incorporating such approved identification information upon the execution of this Agreement. Prior to the commencement of any construction activity requiring barricades, the Developer will install a construction barricade of a type and appearance satisfactory to the City and constructed in compliance with all applicable federal, state, or City laws, ordinances, and regulations. The City will have the right to approve all barricades, the maintenance, appearance, color scheme, painting, nature, type, content, and design of all barricades, and all signage, which approval will not be unreasonably withheld or delayed.
  3. Limited Applicability. DHED's approval ofthe Specifications and Drawings is for the purpose of this Agreement only and does not constitute the approval required by the City's Department of Buildings ("DOB") or any other City department; nor does the approval by DHED pursuant to this Agreement constitute an approval of the quality, structural soundness or the safety of any improvements located or to be located on the Property. The approval given by DHED will be only for the benefit of the Developer and any lienholder authorized by this Agreement.
 
SECTION 10. ENVIRONMENTAL MATTERS.
 
The City makes no covenant, representation or warranty as to the environmental condition of the Property or the suitability of the Property for any purpose whatsoever, and the Developer agrees to accept the Property "as is."
It will be the responsibility of the Developer, at its sole cost and expense, to investigate and determine the soil and environmental condition of the Property. Prior to the Closing, the Developer will have the right to request a thirty (30) day right of entry for the purpose of conducting environmental tests on the Property. If such a request is made, the City will grant the Developer a right of entry pursuant to a right of entry agreement in form and substance reasonably acceptable to the City.
 
The Developer agrees to deliver to the City a copy of each report prepared by or for the Developer regarding the environmental condition of the Property. If prior to the Closing, the Developer's environmental consultant determines an environmental or soil condition exists on the Property to such an extent that the Developer determines that it is not satisfied, in its sole discretion, with the condition of the Property, the Developer may declare this Agreement null and void by giving written notice thereof to the City.
 
 
 
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If after the Closing, the environmental condition of the Property is not in all respects entirely suitable for the use to which the Property is to be utilized, it will be the sole responsibility and obligation of the Developer to take such action as is necessary to put the Property in a condition which is suitable for the intended use of the Property. The Developer agrees to waive, release, and indemnify the City from any claims and liabilities relating to or arising from the environmental condition of the Property (including, without limitation, claims arising under CERCLA) and to undertake and discharge all liabilities of the City arising from any environmental condition which existed on the Property prior to the Closing.
SECTION 11. COMMENCEMENT AND COMPLETION OF PROJECT.
 
Subject to the receipt of all necessary government approvals, the Developer will commence construction of the Project no later than six (6) months after the Closing Date and will complete the Project (as evidenced by the Developer's written request for a Certificate of Completion for the Project) no later than twenty-four (24) months after the Closing Date. Notwithstanding the foregoing commencement and completion dates, DHED will, upon Developer's request, extend such construction commencement and completion dates by up to three (3) months and may, in DHED's sole discretion, grant additional extensions. The Project will be constructed substantially in accordance with the Specifications and Drawings and in accordance with all applicable laws, regulations and codes.
SECTION 12. CERTIFICATE OF COMPLETION.
 
Upon the completion of the Project, the Developer will request from the City a Certificate of Completion (the "Certificate of Completion"). Within forty-five (45) days thereof, the City will provide the Developer with either the Certificate of Completion or a written statement indicating in adequate detail how the Developer has failed to complete the Project in compliance with this Agreement, or is otherwise in default, and what measures or acts are necessary, in the sole reasonable opinion of DHED, for the Developer to take or perform in order to obtain the Certificate of Completion. If DHED requires additional measures or acts to assure compliance, the Developer will resubmit a written request for the Certificate of Completion upon compliance with the City's response. The Certificate of Completion must be in recordable form, and will, upon recording, constitute a conclusive determination of satisfaction and termination of certain of the covenants in this Agreement and the Deed (but excluding those on-going covenants as referenced in Section 17) with respect to the Developer's obligations to construct the Project.
SECTION 13. RESTRICTIONS ON USE.
 
The Developer agrees that it:
  1. Will devote the Property or any part thereof to the Project and for use as a parking lot appurtenant to the Developer's property at 556 East 115th Street, or to use such Property for other not-for-profit purposes as may be reasonably acceptable to the Commissioner of DHED, such restrictive covenant running with the land in perpetuity; and
  2. Will not discriminate on the basis of race, color, sex, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, marital status, parental status,
 
 
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military discharge status, or source of income in the sale, lease, rental, use, or occupancy of the Property or any part thereof.
 
SECTION 14. PROHIBITION AGAINST TRANSFER OF PROPERTY.
 
Prior to the issuance of the Certificate of Completion, as provided herein, the Developer may not, without the prior written consent of DHED, which consent will be in DHED's sole discretion: (1) directly or indirectly sell or convey the Property or any part thereof or any interest therein, or the Developer's controlling interests therein; or (2) directly or indirectly assign this Agreement. In the event of a proposed sale, the City must be provided copies of any and all sales contracts, legal descriptions, descriptions of intended use, certifications from the proposed buyer regarding this Agreement and such other information as the City may reasonably request. The proposed buyer must be qualified to do business with the City (including but not limited to anti-scofflaw requirement). Notwithstanding the foregoing, the Developer will be permitted to encumber the Property in accordance with the terms of Section 15 hereof. After the issuance of the Certificate of Completion, no City consent will be required for any type of transfer of the Property, provided that the transferee assumes in writing the continuing obligations of the Developer under Sections 13 and 17 of this Agreement.
SECTION 15. LIMITATION UPON ENCUMBRANCE OF PROPERTY.
 
Prior to the issuance of the Certificate of Completion, the Developer may not, without DHED's prior written consent, which will be in DHED's sole discretion, engage in any financing or other transaction which creates a financial encumbrance or lien on the Property, except for the purposes of obtaining: (a) funds necessary to acquire the Property; (b) funds related to the Proof of Financing or otherwise necessary to construct the Project in substantial accordance with the Budget; and (c) after construction, funds necessary to own, maintain, and operate the Property and the Project in accordance with the requirements of this Agreement. After the issuance of the Certificate of Completion, no City consent will be required for any type of financing or other transaction which creates a financial encumbrance or lien on the Property.
SECTION 16. MORTGAGEES NOT OBLIGATED TO CONSTRUCT
 
Notwithstanding any other provision of this Agreement or of the Deed, the holder of any mortgage authorized by this Agreement (or any affiliate of such holder) will not itself be obligated to construct or complete the Project, or to guarantee such construction or completion, but will be bound by the other covenants running with the land specified in Section 17. If any such mortgagee or its affiliate succeeds to the Developer's interest in the Property prior to the issuance of the Certificate of Completion, whether by foreclosure, deed-in-lieu of foreclosure, or otherwise, and thereafter transfers its interest in the Property to another party (that is not also a mortgagee), such transferee will be obligated to complete the Project, and will also be bound by the other covenants running with the land specified in Section 17.
 
SECTION 17. COVENANTS RUNNING WITH THE LAND.
The parties agree, and the Deed must so expressly provide, that the covenants provided in Section 11 (Commencement and Completion of Project), Section 13 (Restrictions on Use),
 
 
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Section 14 (Prohibition Against Transfer of Property) and Section 15 (Limitation Upon Encumbrance of Property) will be covenants running with the land, binding on the Developer and its successors and assigns (subject to the limitations set forth in Section 16 above as to any permitted mortgagee) to the fullest extent permitted by law and equity for the benefit and in favor of the City, and will be enforceable by the City. The covenants provided in Section 11, Section 14 (except for the continuing obligations of the Developer under Sections 13 and 17 herein as assumed by any transferee), and Section 15 will terminate upon the issuance of the Certificate of Completion. The covenants contained in Section 13 will remain in effect without limitation as to time.
 
SECTION 18. PERFORMANCE AND BREACH.
  1. Time of the Essence. Time is of the essence in the Developer's performance of its obligations under this Agreement.
  2. Permitted Delays. The Developer will not be considered in breach of its obligations under this Agreement in the event of a delay due to unforeseeable causes beyond the Developer's control and without the Developer's fault or negligence, including but not limited to acts of God, acts of the public enemy, acts of the United States government, fires, floods, epidemics, quarantine restrictions, strikes, embargoes, material shortages, and unusually severe weather or delays of contractors or subcontractors due to such causes. The time for the performance of the obligations will be extended only for the period of the delay and only if the Developer requests it in writing of the City within twenty (20) days after the beginning of any such delay.
  3. Breach.
a. Generally. Subject to Section 18.2, if the Developer defaults in performing its obligations under this Agreement, the City must deliver written notice of such default, after which the Developer will have a 60-day cure period to remedy such default. If the default is not capable of being cured within the 60-day period, then provided the Developer has commenced to cure the default and is diligently proceeding to cure the default within the 60-day period, and thereafter diligently prosecutes such cure through to completion, then the 60-day period will be extended for the length of time that is reasonably necessary to cure the default. If the default is not cured in the time period provided for herein, the City may institute such proceedings at law or in equity as may be necessary or desirable to cure and remedy the default, including but not limited to, proceedings to compel specific performance.
 
No notice or cure period will apply to a failure to close by the respective dates as set forth in Section 3 herein. Unless the failure to close is due to circumstances described in Section 18.2 above or caused by a breach by the City under the terms of this Agreement, such failure will constitute an immediate "Event of Default." Failure to close by the dates set forth in Section 3 will entitle the City to terminate this Agreement upon written notice to the Developer.
 
 
 
 
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b. Event of Default. The occurrence of any one or more of the following will constitute an "Event of Default" after written notice from the City (if required):
  1. The Developer fails to perform any obligation of the Developer under this Agreement; which default is not cured pursuant to Section 18.3(a); or
  2. The Developer makes or furnishes a warranty, representation, statement or certification to the City (whether in this Agreement, an Economic Disclosure Form, or another document) which is not true and correct, which default is not cured pursuant to Section 18.3(a); or
  3. A petition is filed by or against the Developer or CFHC Holding under the Federal Bankruptcy Code or any similar state or federal law, whether now or hereinafter existing, which is not vacated, stayed, or set aside within thirty (30) days after filing; or
  4. Except as excused by Section 18.2 above, the Developer abandons or substantially suspends the construction work (no notice or cure period will apply); or
  5. The Developer or CFHC Holding fails to timely pay real estate taxes or assessments affecting the Property or suffers or permits any levy or attachment, material suppliers' or mechanics' lien, or any other lien or encumbrance unauthorized by this Agreement to attach to the Property, which default is not cured pursuant to Section 18.3(a); or
  6. The Developer makes an assignment, pledge, unpermitted financing, encumbrance, transfer or other disposition in violation of this Agreement (no notice or cure period will apply); or
  7. The Developer's financial condition or operations adversely change to such an extent that would materially affect the Developer's ability to complete the Project which default is not cured pursuant to Section 18.3(a); or
  8. The Developer fails to perform, keep or observe any of the other covenants, promises, agreements, or obligations under this Agreement, including but not limited to, the covenants set forth in Sections 13 and 17 herein, or any other written agreement entered into with the City with respect to this Project, which default is not cured pursuant to Section 18.3(a); or
  9. Failure to close by the Outside Closing Date, unless DHED, in its sole discretion, extends the Outside Closing Date.
 
 
 
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Prior to Conveyance. Prior to Closing, if an Event of Default occurs and is continuing, and the default is not cured in the time period provided in herein, the City may terminate this Agreement, and institute any action or proceeding at law or in equity against the Developer.
 
After Conveyance. After Closing, if an Event of Default occurs and is continuing, beyond the applicable cure period under Section 18.3(a) above, if any, the City, may terminate this Agreement and exercise any and all remedies available to the City at law or in equity, including but not limited to the right to record the Reconveyance Deed, the right to re-enter and take possession of the Property, terminate the estate conveyed to the Developer or its affiliate, and revest title to the Property in the City (the "Right of Reverter"); provided, however, that the revesting of title in the City will be limited by, and will not defeat, render invalid, or limit in any way the lien of any mortgage authorized by this Agreement. Notwithstanding the foregoing to the contrary, prior to its exercise of its Right of Reverter, the City must provide written notice to the Developer of its intent to exercise its Right of Reverter, and the Developer will have an additional ninety (90) days to cure the applicable Event of Default.
 
Resale of the Property. Upon the revesting in the City of title to the Property as provided in Section 18.3(d), the City will employ its best efforts to convey the Property (subject to first mortgage liens permitted under this Section) to a qualified and financially responsible party (as solely determined by the City) who will assume the obligation of completing the construction of the Project or such other improvements as will be satisfactory to the City and complying with the covenants that run with the land, as specified in Section 17.
 
Disposition of Resale Proceeds. If the City sells the Property, the net proceeds from the sale, after payment of all amounts owed under any mortgage authorized by this Agreement in order of priority, will be utilized to reimburse the City for:
  1. unreimbursed costs and expenses incurred by the City in connection with the Property, including but not limited to, salaries of personnel in connection with the recapture, management and resale of the Property; and
  2. all unpaid taxes, assessments, and water and sewer charges assessed against the Property; and
  3. any payments made (including reasonable attorneys' fees) to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults or acts of the Developer; and
  4. any expenditures made or obligations incurred with respect to construction or maintenance of the Project; and
 
 
 
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    1. the fair market value of the land comprising the Property (without any Project or partially constructed Project thereon) as of such sale; and
  2. any other amounts owed to the City by the Developer.
The Developer will be entitled to receive any remaining proceeds up to the amount of the Developer's equity investment in the Property.
g.       Waiver and Estoppel. Any delay by the City in instituting or prosecuting any actions or proceedings or otherwise asserting its rights will not operate as a waiver of such rights or operate to deprive the City of or limit such rights in any way. No waiver made by the City with respect to any specific default by the Developer will be construed, considered or treated as a waiver of the rights of the
City with respect to any other defaults of the Developer.
SECTION 19. CONFLICT OF INTEREST; CITY'S AND DEVELOPER'S REPRESENTATIVES NOT INDIVIDUALLY LIABLE.
 
The Developer warrants that no agent, official, or employee of the City will have any personal interest, direct or indirect, in this Agreement or the Property, nor may any such agent, official or employee participate in any decision relating to this Agreement which affects his or her personal interests or the interests of any entity or association in which he or she is directly or indirectly interested. No agent, official, or employee of the City will be personally liable to the Developer or any successor in interest in the event of any default or breach by the City or for any amount which may become due to the Developer or successor or on any obligation under the terms of this Agreement. It is expressly understood and agreed to by and between the parties hereto, anything herein to the contrary notwithstanding, that no individual member of the Developer, its officers, members of its board of directors, officials, agents, representatives or employees will be personally liable for any of the Developer's obligations or any undertaking or covenant of the Developer contained in this Agreement.
SECTION 20. INDEMNIFICATION.
 
The Developer agrees to indemnify, defend, and hold the City harmless from and against any losses, costs, damages, liabilities, claims, suits, actions, causes of action and expenses (including, without limitation, reasonable attorneys' fees and court costs) (collectively "Losses") suffered or incurred by the City arising from or in connection with: (1) an Event of Default that has occurred; (2) the failure of the Developer or any contractor to pay contractors, subcontractors or material suppliers in connection with the construction of the Project; (3) the failure of the Developer to redress any misrepresentations or omissions in this Agreement or any other agreement relating hereto; and (4) any actions, including but not limited to, conducting environmental tests on the Property as set forth in Section 21 herein, resulting from any activity undertaken by the Developer on the Property prior to or after the conveyance of said Property to the Developer by the City; provided, however, the Developer will have no obligation to indemnify the City for Losses to the extent such losses are caused by the City or its agents. This
 
 
 
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indemnification will survive the Closing or any termination of this Agreement (regardless of the reason for such termination).
 
SECTION 21. DEVELOPER'S EMPLOYMENT OBLIGATIONS.
 
21.1 Employment Opportunity. The Developer agrees, and will contractually obligate its various contractors, subcontractors and any affiliate of the Developer operating on the Property (collectively, the "Employers" and individually, an "Employer") to agree that, with respect to the provision of services in connection with the construction of the Project on the Property, but not including other construction on the Property, or occupation of the Property during the construction period:
  1. Neither the Developer nor any Employer will discriminate against any employee or applicant for employment based upon race, religion, color, sex, national origin or ancestry, age, handicap or disability, sexual orientation, military discharge status, marital status, parental status or source of income as defined in the City of Chicago Human Rights Ordinance, Section 2-160-010 et seq. of the Municipal Code of Chicago, as amended from time to time (the "Human Rights Ordinance"). The Developer and each Employer will take affirmative action to ensure that applicants are hired and employed without discrimination based upon race, religion, color, sex, national origin or ancestry, age, handicap or disability, sexual orientation, military discharge status, marital status, parental status or source of income and are treated in a non-discriminatory manner with regard to all job-related matters, including, without limitation: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Developer and each Employer agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the City setting forth the provisions of this nondiscrimination clause. In addition, the Developer and each Employer, in all solicitations or advertisements for employees, must state that all qualified applicants will receive consideration for employment without discrimination based upon race, religion, color, sex, national origin or ancestry, age, handicap or disability, sexual orientation, military discharge status, marital status, parental status, or source of income.
  2. To the greatest extent feasible, the Developer and each Employer will present opportunities for training and employment of low and moderate income residents of the City, and provide that contracts for work in connection with the construction of the Project be awarded to business concerns which are located in, or owned in substantial part by persons residing in, the City.
  3. The Developer and each Employer will comply with all federal, state, and local equal employment and affirmative action statutes, rules, and regulations, including, without limitation, the Human Rights Ordinance, and the Illinois Human Rights Act, 775 ILCS 5/1-101 et seq., and any subsequent amendments and regulations promulgated thereto.
 
 
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  1. The Developer, in order to demonstrate compliance with the terms of this Section, will cooperate with and promptly and accurately respond to inquiries by the City, which has the responsibility to observe and report compliance with equal employment opportunity regulations of federal, state and municipal agencies.
  2. The Developer and each Employer must include the foregoing provisions of subparagraphs (a) through (d) in every contract entered into in connection with the construction of the Project, and will require inclusion of these provisions in every subcontract entered into by any subcontractors, and every agreement with any affiliate operating on the Property, so that each such provision will be binding upon each contractor, subcontractor, or affiliate, as the case may be.
  3. Failure to comply with the employment obligations described in this Section 21 will be a basis for the City to pursue remedies under the provisions of Section 18.
 
21.2    City Resident Employment Requirement.
  1. The Developer agrees, and will contractually obligate each Employer to agree, that during the construction of the Project, it and each Employer will comply with the minimum percentage of total worker hours performed by actual residents of the City of Chicago as specified in Section 2-92-330 ofthe Municipal Code of Chicago (at least fifty percent of the total worker hours worked by persons on the construction of the Project will be performed by actual residents of the City of Chicago); provided, however, that in addition to complying with this percentage, the Developer and each Employer will be required to make good faith efforts to utilize qualified residents of the City of Chicago in both unskilled and skilled labor positions.
  2. The Developer and the Employers may request a reduction or waiver of this minimum percentage level of Chicagoans as provided for in Section 2-92-330 of the Municipal Code of Chicago in accordance with standards and procedures developed by the Purchasing Agent of the City of Chicago.
  3. "Actual residents of the City of Chicago" will mean persons domiciled within the City of Chicago. The domicile is an individual's one and only true, fixed, and permanent home and principal establishment.
  4. The Developer and the Employers will provide for the maintenance of adequate employee residency records to ensure that actual Chicago residents are employed on the construction of the Project. The Developer and the Employers will maintain copies of personal documents supportive of every Chicago employee's actual record of residence.
  5. Weekly certified payroll reports (U.S. Department of Labor Form WH-347 or equivalent) will be submitted to the Commissioner of DHED in triplicate, which will identify clearly the actual residence of every employee on each submitted
 
 
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certified payroll. The first time that an employee's name appears on a payroll, the date that the company hired the employee should be written in after the employee's name.
  1. The Developer and the Employers will provide full access to their employment records to the Chief Procurement Officer, the Commissioner of DHED, the Superintendent of the Chicago Police Department, the Inspector General, or any duly authorized representative thereof. The Developer and the Employers will maintain all relevant personnel data and records for a period of at least three (3) years from and after the issuance of the Certificate of Completion.
  2. At the direction of DHED, the Developer and the Employers will provide affidavits and other supporting documentation to verify or clarify an employee's actual address when doubt or lack of clarity has arisen.
  3. Good faith efforts on the part of the Developer and the Employers to provide work for actual Chicago residents (but not sufficient for the granting of a waiver request as provided for in the standards and procedures developed by the Chief Procurement Officer) will not suffice to replace the actual, verified achievement of the requirements of this Section concerning the worker hours performed by actual Chicago residents.
 
i.      If the City determines that the Developer or an Employer failed to ensure the
fulfillment of the requirements of this Section concerning the worker hours
performed by actual Chicago residents or failed to report in the manner as
indicated above, the City will thereby be damaged in the failure to provide the
benefit of demonstrable employment to Chicagoans to the degree stipulated in this
Section. If such non-compliance is not remedied in accordance with the breach
and cure provisions of Section 18, the parties agree that 1/20 of 1 percent (0.05%)
of the aggregate hard construction costs set forth in the Final Budget, will be
surrendered by the Developer to the City in payment for each percentage of
shortfall toward the stipulated residency requirement. Failure to report the
residency of employees entirely and correctly will result in the surrender of the
entire liquidated damages as if no Chicago residents were employed in either of
the categories. The willful falsification of statements and the certification of
payroll data may subject the Developer and/or the other Employers or employees
to prosecution.
 
j. Nothing herein provided may be construed to be a limitation upon the "Notice of Requirements for Affirmative Action to Ensure Equal Employment Opportunity, Executive Order 11246" and "Standard Federal Equal Employment Opportunity, Executive Order 11246," or other affirmative action required for equal opportunity under the provisions of this Agreement.
 
 
 
 
 
 
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k. The Developer will cause or require the provisions of this Section 21.2 to be included in all construction contracts and subcontracts related to the construction of the Project.
 
21.3 Developer's MBE/WBE Commitment. The Developer agrees for itself and its successors and assigns, and, if necessary to meet the requirements set forth herein, will contractually obligate the general contractor to agree that during the construction of the Project:
 
a.      Consistent with the findings which support, as applicable, (a) the Minority-Owned
and Women-Owned Business Enterprise Procurement Program, Section 2-92-420
et seq., Municipal Code of Chicago (the "Procurement Program"), and (b) the
Minority- and Women-Owned Business Enterprise Construction Program, Section
2-92-650 et seq., Municipal Code of Chicago (the "Construction Program," and
collectively with the Procurement Program, the "MBE/WBE Program"), and in
reliance upon the provisions of the MBE/WBE Program to the extent contained
in, and as qualified by, the provisions of this Section 21.3, during the course of
the Project, the following percentages of the MBE/WBE Budget must be
expended for contract participation by minority-owned businesses ("MBEs") and
by women-owned businesses ("WBEs"): (1) At least 24% by MBEs; and (2) At
least 4% by WBEs.
 
b.      ,     For purposes of this Section 21.3 only:
  1. The Developer (and any party to whom a contract is let by the Developer in connection with the Project) will be deemed a "contractor" and this Agreement (and any contract let by the Developer in connection with the Project) will be deemed a "contract" or a "construction contract" as such terms are defined in Sections 2-92-420 and 2-92-670, Municipal Code of Chicago, as applicable.
  2. The term "minority-owned business" or "MBE" will mean a business identified in the Directory of Certified Minority Business Enterprises published by the City's Department of Procurement Services, or otherwise certified by the City's Department of Procurement Services as a minority-owned business enterprise, related to the Procurement Program or the Construction Program, as applicable.
  3. The term "women-owned business" or "WBE" will mean a business identified in the Directory of Certified Women Business Enterprises published by the City's Department of Procurement Services, or otherwise certified by the City's Department of Procurement Services as a women-owned business enterprise, related to the Procurement Program or the Construction Program, as applicable.
 
 
 
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Consistent with Sections 2-92-440 and 2-92-720, Municipal Code of Chicago, the Developer's MBE/WBE commitment may be achieved in part by the Developer's status as an MBE or WBE (but only to the extent of any actual work performed on the Project by the Developer) or by a joint venture with one or more MBEs or WBEs (but only to the extent of the lesser of (a) the MBE or WBE participation in such joint venture, or (b) the amount of any actual work performed on the Project by the MBE or WBE); by the Developer utilizing a MBE or a WBE as the general contractor (but only to the extent of any actual work performed on the Project by the general contractor); by subcontracting or causing the general contractor to subcontract a portion of the construction of the Project to one or more MBEs or WBEs; by the purchase of materials or services used in the construction of the Project from one or more MBEs or WBEs; or by any combination of the foregoing. Those entities which constitute both a MBE and a WBE may not be credited more than once with regard to the Developer's MBE/WBE commitment as described in this Section 21.3. In accordance with Section 2-92-730, Municipal Code of Chicago, the Developer may not substitute any MBE or WBE general contractor or subcontractor without the prior written approval of DHED.
 
The Developer must deliver quarterly reports to the City's monitoring staff during construction of the Project describing its efforts to achieve compliance with this MBE/WBE commitment. Such reports will include, among other things, the name and business address of each MBE and WBE solicited by the Developer or the general contractor to work on the Project, and the responses received from such solicitation, the name and business address of each MBE or WBE actually involved in construction of the Project, a description of the work performed or products or services supplied, the date and amount of such work, product or service, and such other information as may assist the City's monitoring staff in determining the Developer's compliance with this MBE/WBE commitment. The Developer will maintain records of all relevant data with respect to the utilization of MBEs and WBEs in connection with construction of the Project for at least five years after completion of the Project, and the City's monitoring staff will have access to all such records maintained by the Developer, on prior notice of at least fifteen (15) business days, to allow the City to review the Developer's compliance with its commitment to MBE/WBE participation and the status of any MBE or WBE performing any portion of construction of the Project.
 
Upon the disqualification of any MBE or WBE general contractor or subcontractor, if such status was misrepresented by the disqualified party, the Developer will be obligated to discharge or cause to be discharged the disqualified general contractor or subcontractor, and, if possible, identify and engage a qualified MBE or WBE as a replacement. For purposes of this subsection (e), the disqualification procedures are further described in Sections 2-92-540 and 2-92-730, Municipal Code of Chicago, as applicable.
 
 
 
 
 
 
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  1. Any reduction or waiver of the Developer's MBE/WBE commitment as described in this Section 21.3 will be undertaken in accordance with Sections 2-92-450 and 2-92-730, Municipal Code of Chicago, as applicable.
  2. Prior to the commencement of the Project, the Developer will meet with the City's monitoring staff with regard to the Developer's compliance with its obligations under this Section 21.3. The general contractor and all major subcontractors will be required to attend this pre-construction meeting. During said meeting, the Developer will demonstrate to the City's monitoring staff its plan to achieve its obligations under this Section 21.3, the sufficiency of which will be approved by the City's monitoring staff. During the Project, as applicable, the Developer must submit the documentation required by this Section 21.3 to the City's monitoring staff, including the following: (a) MBE/WBE utilization plan and record; (b) subcontractor's activity report; (c) contractor's certification concerning labor standards and prevailing wage requirements (if applicable); (d) contractor letter of understanding; (e) monthly utilization report; (f) authorization for payroll agent; (g) certified payroll; (h) evidence that MBE/WBE contractor associations have been informed of the Project via written notice and hearings; and (i) evidence of compliance with job creation requirements. Failure to submit such documentation on a timely basis, or a determination by the City's monitoring staff, upon analysis of the documentation, that the Developer is not complying with its obligations under this Section 21.3, will, upon the delivery of written notice to the Developer, be deemed an Event of Default. Upon the occurrence of any such Event of Default, in addition to any other remedies provided in this Agreement, the City may: (1) issue a written demand to the Developer to halt the Project, (2) withhold any further payment of any city funds to the Developer or the general contractor, or (3) seek any other remedies against the Developer available at law or in equity.
 
21.4    Developer's Shakman Commitment
  1. The City is subject to the May 31, 2007, Order entitled "Agreed Settlement Order and Accord" (the "Shakman Accord") and the August 16, 2007, "City of Chicago Hiring Plan" (the "City Hiring Plan") entered in Shakman v. Democratic Organization of Cook County, Case No 69 C 2145 (United States District Court for the Northern District of Illinois). Among other things, the Shakman Accord and the City Hiring Plan prohibit the City from hiring persons as governmental employees in non-exempt positions on the basis of political reasons or factors.
  2. Developer is aware that City policy prohibits City employees from directing any individual to apply for a position with Developer, either as an employee or as a subcontractor, and from directing Developer to hire an individual as an employee or as a subcontractor. Accordingly, Developer must follow its own hiring and contracting procedures, without being influenced by City employees. Any and all personnel provided by consultant under this Agreement are employees or subcontractors of Developer, not employees of the City of Chicago. This
 
 
 
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Agreement is not intended to and does not constitute, create, give rise to, or otherwise recognize an employer-employee relationship of any kind between the City and any personnel provided by Developer.
  1. Developer will not condition, base, or knowingly prejudice or affect any term or aspect to the employment of any personnel provided under this Agreement, or offer employment to any individual to provide services under this Agreement, based upon or because of any political reason or factor, including, without limitation, any individual's political affiliation, membership in a political organization or party, political support or activity, political financial contributions, promises of such political support, activity or financial contributions, or such individual's political sponsorship or recommendation. For purposes of this Agreement, a political organization or party is an identifiable group or entity that has as its primary purpose the support of or opposition to candidates for elected public office. Individual political activities are the activities of individual persons in support of or in opposition to political organizations or parties or candidates for elected public office.
  2. In the event of any communication to Developer by a City employee or City official in violation of Section 21.4(c)(ii) above, or advocating a violation of Section 21.4(c)(iii) above, Developer will, as soon as is reasonably practicable, report such communication to the Hiring Oversight Section of the City's Office of the Inspector General ("IGO Hiring Oversight"), and also to the head ofthe relevant City Department utilizing services provided under this Agreement. Consultant will also cooperate with any inquiries by IGO Hiring Oversight or the Shakman Monitor's Office related to the contract.
 
SECTION 22. REPRESENTATIONS AND WARRANTIES.
 
22.1 Representations and Warranties of the Developer. To induce the City to execute this Agreement and perform its obligations hereunder, the Developer hereby represents and warrants to the City that as of the date of this Agreement and as of the Closing Date the following will be true and correct in all respects:
  1. The Developer and CFHC Holding are not-for-profit corporations duly incorporated, validly existing and in good standing under the laws of the State of Illinois with full power and authority to acquire, own, and redevelop the Property, and the person signing this Agreement on behalf of the Developer has the authority to do so.
  2. All certifications and statements contained in the Economic Disclosure Statements last submitted to the City by the Developer and CFHC Holding (and any legal entity holding an interest in the Developer) are true, accurate, and complete.
  3. The Developer's execution, delivery and performance of this Agreement and all instruments and agreements contemplated hereby will not, upon the giving of
 
 
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notice or lapse of time, or both, result in a breach or violation of, or constitute a default under, any other agreement to which the Developer, or any party affiliated with the Developer, is a party or by which the Developer or the Property is bound.
  1. To the best of the Developer's knowledge, no action, litigation, investigation or proceeding of any kind is pending or threatened against the Developer, or any party affiliated with the Developer, and the Developer knows of no facts which could give rise to any such action, litigation, investigation or proceeding, which could: (a) affect the ability of the Developer to perform its obligations hereunder; or (b) materially affect the operation or financial condition of the Developer.
  2. To the best of the Developer's knowledge, the Project will not violate: (a) any Laws, including, without limitation, any zoning and building codes and environmental regulations; or (b) any building permit, restriction of record, or other agreement affecting the Property.
  1. Representations and Warranties of the City. To induce the Developer to execute this Agreement and perform its obligations hereunder, the City hereby represents and warrants to the Developer that the City has authority under its home rule powers to execute and deliver this Agreement and perform the terms and obligations contained herein.
  2. Survival of Representations and Warranties. Each of the parties agrees that all of its representations and warranties set forth in this Section 22 or elsewhere in this Agreement are true as of the date of this Agreement and will be true in all material respects at all times thereafter, except with respect to matters which have been disclosed in writing and approved by the other party.
SECTION 23. PROVISIONS NOT MERGED WITH DEED.
 
The provisions of this Agreement will not be merged with the Deed, and the delivery of the Deed will not be deemed to affect or impair the provisions of this Agreement.
SECTION 24. HEADINGS.
 
The headings ofthe various sections of this Agreement have been inserted for convenient reference only and may not in any manner be construed as modifying, amending, or affecting in any way the express terms and provisions thereof.
 
SECTION 25. ENTIRE AGREEMENT.
This Agreement constitutes the entire agreement between the parties and supersedes and replaces completely any prior agreements between the parties with respect to the subject matter hereof. This Agreement may not be modified or amended in any manner other than by supplemental written agreement executed by the parties.
 
 
 
 
 
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SECTION 26. SEVERABILITY.
 
If any provision of this Agreement, or any paragraph, sentence, clause, phrase or word, or the application thereof is held invalid, the remainder of this Agreement will be construed as if such invalid part were never included and this Agreement will be and remain valid and enforceable to the fullest extent permitted by law.
 
SECTION 27. NOTICES.
 
Any notice, demand, or communication required or permitted to be given hereunder must be given in writing at the addresses set forth below by any of the following means: (a) personal service; (b) facsimile or electronic transmission, provided that there is written confirmation of such communications; (c) overnight courier; or (d) registered or certified first class mail, postage prepaid, return receipt requested:
If to the City:      City of Chicago
Department of Housing and Economic Development 121 North LaSalle Street Room 1003 - City Hall Chicago, Illinois 60602 Attn: Christopher Jang
 
With a copy to:      City of Chicago
Department of Law 121 North LaSalle Street Room 600
Chicago, Illinois 60602 Attn: Real Estate Division
 
If to the Developer:      Chicago Family Health Center
9119 S. Exchange Ave Chicago, Illinois 60617
 
With a copy to:      Kathryn L. McLain
Sr. Director of External Affairs 9119 S. Exchange Ave. Chicago, Illinois 60617
 
Any notice, demand, or communication given pursuant to either clause (a) or (b) hereof will be deemed received upon such personal service or upon dispatch by electronic means, respectively, provided that such electronic dispatch is confirmed as having occurred prior to 5:00 p.m. on a business day. If such dispatch occurred after 5:00 p.m. on a business day or on a non-business day, it will be deemed to have been given on the next business day. Any notice, demand, or communication given pursuant to clause (c) will be deemed received on the day immediately following deposit with the overnight courier. Any notice, demand, or communication sent pursuant to clause (d) will be deemed received three business days after mailing. The parties, by
 
 
 
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notice given hereunder, may designate any further or different addresses to which subsequent notices, demands, or communications must be given.
 
SECTION 28. COUNTERPARTS
 
This Agreement may be executed and delivered in any number of counterparts, each of which so executed and delivered will be deemed to be an original and all of which will constitute one and the same instrument.
 
SECTION 29. SUCCESSORS AND ASSIGNS.
 
Except as otherwise provided in this Agreement, the terms and conditions of this Agreement will apply to and bind the successors and assigns of the parties.
SECTION 30. CONSENT AND APPROVAL.
 
Except where otherwise specified, whenever the consent or approval of the City is required hereunder, such consent or approval may not be unreasonably withheld or delayed.
SECTION 31. OTHER ACTS
 
The parties agree to perform such other acts and to execute, acknowledge and deliver such other instruments, documents and materials as may be reasonably necessary to consummate the transactions contemplated by this Agreement.
SECTION 32. BUSINESS RELATIONSHIPS.
 
The Developer acknowledges (1) receipt of a copy of Section 2-156-030(b) of the Municipal Code of Chicago, (2) that it has read such provision and understands that pursuant to such Section 2-156-030(b) it is illegal for any elected official ofthe City, or any person acting at the direction of such official, to contact, either orally or in writing, any other City official or employee with respect to any matter involving any person with whom the elected City official or employee has a "Business Relationship" (as defined in Section 2-156-080 of the Municipal Code of Chicago), or to participate in any discussion in any City Council committee hearing or in any City Council meeting or to vote on any matter involving the person with whom an elected official has a Business Relationship, and (3) notwithstanding anything to the contrary contained in this Agreement, that a violation of Section 2-156-030(b) by an elected official, or any person acting at the direction of such official, with respect to any transaction contemplated by this Agreement will be grounds for termination of this Agreement and the transactions contemplated hereby. The Developer hereby represents and warrants that no violation of Section 2-156-030(b) has occurred with respect to this Agreement or the transactions contemplated hereby.
SECTION 33. PATRIOT ACT CERTIFICATION.
 
The Developer represents and warrants that neither the Developer nor any Affiliate thereof (as defined in the next paragraph) is listed on any of the following lists maintained by the Office of Foreign Assets Control of the U.S. Department ofthe Treasury, the Bureau of Industry
 
 
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and Security of the U.S. Department of Commerce or their successors, or on any other list of persons or entities with which the City may not do business under any applicable law, rule, regulation, order, or judgment: the Specially Designated Nationals List, the Denied Persons List, the Unverified List, the Entity List, and the Debarred List.
 
As used in the above paragraph, an "Affiliate" will be deemed to be a person or entity related to the Developer that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with Developer, and a person or entity will be deemed to be controlled by another person or entity if controlled in any manner whatsoever that results in control in fact by that other person or entity (or that other person or entity and any persons or entities with whom that other person or entity is acting jointly or in concert), whether directly or indirectly and whether through share ownership, a trust, a contract, or otherwise.
SECTION 34. PROHIBITION ON CERTAIN CONTRIBUTIONS -MAYORAL EXECUTIVE ORDER NO. 2011-4.
 
Developer agrees that Developer, any person or entity who directly or indirectly has an ownership or beneficial interest in Developer of more than 7.5 percent ("Owners"), spouses and domestic partners of such Owners, Developer's contractors (that is, any person or entity in direct contractual privity with Developer regarding the subject matter of this Agreement) ("Contractors"), any person or entity who directly or indirectly has an ownership or beneficial interest in any Contractor of more than 7.5 percent ("Sub-owners") and spouses and domestic partners of such Sub-owners (Developer and all the other preceding classes of persons and entities are together, the "Identified Parties"), will not make a contribution of any amount to the Mayor of the City of Chicago (the "Mayor") or to his political fundraising committee (1) after execution of this Agreement by Developer, (2) while this Agreement or any Other Contract is executory, (3) during the term of this Agreement or any Other Contract between Developer and the City, or (4) during any period while an extension of this Agreement or any Other Contract is being sought or negotiated.
Developer represents and warrants that from the later to occur of (1) May 16, 2011, or (2) the date the City approached the Developer or the date the Developer approached the City, as applicable, regarding the formulation of this Agreement, no Identified Parties have made a contribution of any amount to the Mayor or to his political fundraising committee.
Developer agrees that it will not: (1) coerce, compel, or intimidate its employees to make a contribution of any amount to the Mayor or to the Mayor's political fundraising committee; (2) reimburse its employees for a contribution of any amount made to the Mayor or to the Mayor's political fundraising committee; or (3) Bundle or solicit others to bundle contributions to the Mayor or to his political fundraising committee.
 
Developer agrees that the Identified Parties must not engage in any conduct whatsoever designed to intentionally violate this provision or Mayoral Executive Order No. 2011-4 or to entice, direct or solicit others to intentionally violate this provision or Mayoral Executive Order No. 2011-4.
 
 
 
 
 
24
 
 
Developer agrees that a violation of, non-compliance with, misrepresentation with respect to, or breach of any covenant or warranty under this provision or violation of Mayoral Executive Order No. 2011-4 constitutes a breach and default under this Agreement, and under any Other Contract for which no opportunity to cure will be granted, unless the City, in its sole discretion, elects to grant such an opportunity to cure. Such breach and default entitles the City to all remedies (including without limitation termination for default) under this Agreement or under any Other Contract, at law and in equity. This provision amends any Other Contract and supersedes any inconsistent provision contained therein.
If Developer intentionally violates this provision or Mayoral Executive Order No. 2011-4 prior to the closing of this Agreement, the City may elect to decline to close the transaction contemplated by this Agreement.
For purposes of this provision:
"Bundle" means to collect contributions from more than one source, which is then delivered by one person to the Mayor or to his political fundraising committee.
"Other Contract" means any other agreement with the City of Chicago to which Developer is a party that is (1) formed under the authority of chapter 2-92 of the Municipal Code of Chicago; (2) entered into for the purchase or lease of real or personal property; or (3) for materials, supplies, equipment, or services which are approved or authorized by the City Council of the City of Chicago.
"Contribution" means a "political contribution" as defined in Chapter 2-156 of the Municipal Code of Chicago, as amended.
Individuals are "Domestic Partners" if they satisfy the following criteria:
    1. they are each other's sole domestic partner, responsible for each other's common welfare; and
  2. neither party is married; and
    1. the partners are not related by blood closer than would bar marriage in the State of Illinois; and
    2. each partner is at least 18 years of age, and the partners are the same sex, and the partners reside at the same residence; and
  3. two ofthe following four conditions exist for the partners:
a.      The partners have been residing together for at least 12 months.
b.      The partners have common or joint ownership of a residence.
  1. The partners have at least two of the following arrangements: (i) joint ownership of a motor vehicle; (ii) a joint credit account; (iii) a joint checking account; or (iv) a lease for a residence identifying both domestic partners as tenants.
  2. Each partner identifies the other partner as a primary beneficiary in a will.
 
 
 
 
25
 
 
"Political fundraising committee" means a "political fundraising committee" as defined in Chapter 2-156 of the Municipal Code of Chicago, as amended.
 
SECTION 35. COOPERATION WITH OFFICE OF COMPLIANCE.
 
In accordance with Chapter 2-26-101 et seq. of the Municipal Code, the Developer acknowledges that every officer, employee, department, and agency of the City will be obligated to cooperate with the Executive Director of the Office of Compliance in connection with any activities undertaken by such office with respect to this Agreement, including, without limitation, making available to the Executive Director the department's premises, equipment, personnel, books, records, and papers. The Developer agrees to abide by the provisions of Chapter 2-26-101 et seq.
 
SECTION 36. FAILURE TO MAINTAIN ELIGIBILITY TO DO BUSINESS WITH THE CITY.
 
Failure by Developer or any controlling person (as defined in Section 1-23-010 of the Municipal Code of Chicago) thereof to maintain eligibility to do business with the City of Chicago as required by Section 1-23-030 ofthe Municipal Code of Chicago will be grounds for termination of the Agreement and the transactions contemplated thereby. Developer will at all times comply with Section 2-154-020 of the Municipal Code of Chicago.
 
SECTION 37. INSPECTOR GENERAL AND LEGISLATIVE INSPECTOR GENERAL.
 
It is the duty of every officer, employee, department, agency, contractor, subcontractor, developer, and licensee of the City, and every applicant for certification of eligibility for a City contract or program, to cooperate with the City's Legislative Inspector General and with the City's Inspector General in any investigation or hearing undertaken pursuant to Chapters 2-55 and 2-56, respectively, ofthe Municipal Code of Chicago. The Developer understands and will abide by all provisions of Chapters 2-55 and 2-56 of the Municipal Code of Chicago.
 
SECTION 38. WASTE ORDINANCE PROVISIONS.
 
In accordance with Section 11-4-1600(e) of the Municipal Code, Developer warrants and represents that it, and to the best of its knowledge, its contractors and subcontractors, have not violated and are not in violation of any provisions of Section 7-28 or Section 11-4 of the Municipal Code (the "Waste Sections"). During the period while this Agreement is executory, a violation of the Waste Sections by Developer, its general contractor or any subcontractor, whether or not relating to the performance of this Agreement, constitutes a breach of and an event of default under this Agreement, for which the opportunity to cure, if curable, will be granted only at the sole discretion of the Chief Procurement Officer. Such breach and default entitles the City to all remedies under the Agreement, at law, or in equity. This section does not limit the duty of Developer and its general contractor and subcontractors to comply with all applicable federal, state, county, and municipal laws, statutes, ordinances, and executive orders, in effect now or later, and whether or not they appear in this Agreement. Non-compliance with
 
 
 
 
26
 
 
these terms and conditions may be used by the City as grounds for the termination of this Agreement, and may further affect Developer's eligibility for future contract awards.
 
 
[SIGNATURES APPEAR ON THE FOLLOWING PAGE]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
27
 
 
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on or as ofthe date first above written.
 
CITY OF CHICAGO,
an Illinois municipal corporation and home rule unit of government, acting by and through its Department of Community Development
 
 
By:      
Andrew J. Mooney
Commissioner of Housing and Economic Development
 
 
CHICAGO FAMILY HEALTH CENTER,
an Illinois not-for-profit corporation
 
 
By:      
Name: Its:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
28
 
 
I
STATE OF ILLINOIS
| SS. COUNTY OF COOK '
 
 
 
 
I,      , a Notary Public in and for said County,
in the State aforesaid, do hereby certify that      , personally known to me
to be the same person whose name is subscribed to the foregoing instrument, appeared before me this   day   in   person   and   being   first   duly   sworn   by   me   acknowledged   that as
      , s/he signed and delivered the instrument pursuant to authority given by
the Chicago Family Health Center, Inc., as his/her free and voluntary act and as the free and voluntary act and deed of the Chicago Family Health Center, Inc. for the uses and purposes therein set forth.
 
 
GIVEN under my notarial seal this      day of      , 2013.
 
 
 
 
NOTARY PUBLIC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
29
 
 
} SS.
STATE OF ILLINOIS COUNTY OF COOK
 
 
 
 
 
I,      , a Notary Public in and for said County,
in the State aforesaid, do hereby certify that Andrew J. Mooney, personally known to me to be the Commissioner of the Department of Housing and Economic Development of the City of Chicago, an Illinois municipal corporation, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and being first duly sworn by me acknowledged that as the Commissioner, he signed and delivered the instrument pursuant to authority given by the City of Chicago, as his free and voluntary act and as the free and voluntary act and deed of the City, for the uses and purposes therein set forth.
 
 
GIVEN under my notarial seal this      day of      , 2013.
 
 
 
 
NOTARY PUBLIC
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
30
 
 
EXHIBIT A
 
LEGAL DESCRIPTION OF PROPERTY
 
(EXCEPT THAT PART SUBDIVIDED) A 15 FOOT STRIP OF LAND COMMENCING ON THE EAST LINE OF CHAMPLAIN AVENUE (FORMERLY STEPHENSON AVE.) 10.47 FEET NORTH OF THE NORTH LINE OF 115TH STREET THENCE NORTHEASTERLY ON A CURVED LINE CONVEX SOUTHEASTERLY WITH A RADIUS OF 265.10 FEET FOR A DISTANCE OF 149.69 FEET TO A POINT 127.83 FEET EAST OF CHAMPLAIN AVENUE (FORMERLY STEPHENSON AVE.) AND 87.83 FEET NORTH OF THE NORTH LINE OF 115TH STREET THENCE NORTHEASTERLY ON A STRAIGHT LINE TANGENT TO SAID CURVED LINE 90.78 FEET TO THE NORTHEASTERLY RIGHT OF WAY LINE IN THAT PART LYING EAST OF ORIGINAL TOWN OF PULLMAN IN THE EAST 1/2 OF THE NORTHEAST 1/4 IN SECTION 22 TOWNSHIP 37 NORTH, RANGE 14, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING NORTH OF THE INDIAN BOUNDARY LINE IN COOK COUNTY, ILLINOIS.
 
 
COMMONLY KNOWN AS:      11457 S. CHAMPLAIN AVENUE
CHICAGO, ILLINOIS 60628
 
PERMANENT INDEX NO.: 25-22-228-014-0000
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
31
 
 
EXHIBIT B SITE PLAN
[SEE ATTACHMENT]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
32
 
 
 
 
CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT
 
SECTION I - GENERAL INFORMATION
  1. Legal name ofthe Disclosing Party submitting this EDS. Include d/b/a/ if applicable:
      Chicago Family Health Center,   I nr      
Check ONE of the following three boxes:
 
Indicate whether the Disclosing Party submitting this EDS is:
  1. )fX]X the Applicant
OR
  1. [] a legal entity holding a direct or indirect interest in the Applicant. State the legal name of the
Applicant in which the Disclosing Party holds an interest:      
OR
3.      [] a legal entity with a right of control (see Section II.B.l.) State the legal name of the entity in
which the Disclosing Party holds a right of control:      
  1. Business address of the Disclosing Party:      9119 South Exchange Ave.      
Chicago,  IL 60617      
  1. Telephone:   773-768-5000      Fax: 773-768-61 53 -      Email: whrnH i negr.h i r.annfam.i.lyhealth.org
  2. Name of contact person:      Warren J. BrnriinP, TFO      
  3. Federal Employer Identification No. (if you have one): _/      :      
  4. Brief description of contract, transaction or other undertaking (referred to below as the "Matter") to which this EDS pertains. (Include project number and location of property, if applicable): Applicat ion to the City of Chicago for a Negotiated Sale of city-owned land located at 11^57 S. Champlain Avenue, Chicago, 60628; PIN #25-22-228-01^. This narrow swath is sited in the middle of
a larger parcel that was acquired from Sherwin Willims in 2012.      The larger parcel  is »      
G.      Which City agency or department is requesting this EDS? Dept. of Housing & Er.onomir Hpvp lnpmpnt.
Ifthe Matter is a contract being handled by the City's Department of Procurement Services, please complete the following:
 
Specification #      and Contract tt      
» "Matter" Continued... part of the Pullman New Facility Replacement project that is building a new FQHC health center financed with CDF New Markets Tax Credits and a federal capital grant from the Affordable Care Act (ACA).    The parcel will provide off-site parking for staff to comply with city zoning regulations.
Ver. oi-oi-n      Page 1 of 13
 
 
SECTION II -- DISCLOSURE OF OWNERSHIP INTERESTS
 
A.      NATURE OF THE DISCLOSING PARTY
 
1.   Indicate the nature of the Disclosing Party:
[ ]      Person      [ ] Limited liability company
[ ]      Publicly registered business corporation      [ ] Limited liability partnership
[ ]      Privately held business corporation      [ ] Joint venture
[ ]      Sole proprietorship      X[xj( Not-for-profit corporation
[ ]      General partnership      (Is the not-for-profit corporation also a 501(c)(3))?
[ ]      Limited partnership      )[x)xYes      [ ] No
[ ]      Trust      [ ] Other (please specify)
 
2.   For legal entities, the state (or foreign country) of incorporation or organization, if applicable: I 11i no i s
3.   For legal entities not organized in the State of Illinois: Has the organization registered to do business in the State of Illinois as a foreign entity?
 
[ ] Yes      [ ] No ){X]XN/A
 
B. IF THE DISCLOSING PARTY IS A LEGAL ENTITY:
 
1.      List below the full names and titles of all executive officers and all directors of the entity.
NOTE: For not-for-profit corporations, also list below all members, if any, which are legal entities. If
there are no such members, write "no members." For trusts, estates or other similar entities, list below
the legal titleholder(s).
If the entity is a general partnership, limited partnership, limited liability company, limited liability partnership or joint venture, list below the name and title of each general partner, managing member, manager or any other person or entity that controls the day-to-day management of the Disclosing Party. NOTE: Each legal entity listed below must submit an EDS on its own behalf. NO MEMBERS ARE LEGAL ENTITIES
Name Title
Nick Valade.7      Chairman,  CFHC   Inr.   RnarH nf Dirprtn-;      
Nora Reyes      Vice-Chair, CFHC Board of Directors
Jul ins Alexander      Treasurer, CFHC Board of Directors      
Anthony Ziak      Secretary, CFHC Board of Directors
Car la Bone      Member, LrHL,  inc. Board ot uirectors
Deana Brewer      Member      
Mark Brummel Member
Maria Julia Munoz      Member...Continued on Attachment #1...
2.      Please provide the following information concerning each person or entity having a direct or
indirect beneficial interest (including ownership) in excess of 7.5% of the Disclosing Party. Examples of such an interest include shares in a corporation, partnership interest in a partnership or joint venture,
 
Page 2 of 13
 
 
interest of a member or manager in a limited liability company, or interest of a beneficiary of a trust, estate or other similar entity. If none, state "None." NOTE: Pursuant to Section 2-154-030 ofthe Municipal Code of Chicago ("Municipal Code"), the City may require any such additional information from any applicant which is reasonably intended to achieve full disclosure.
 
Name      Business Address      Percentage Interest in the
Disclosing Party
NONE       
 
 
 
 
 
 
SECTION III - BUSINESS RELATIONSHIPS WITH CITY ELECTED OFFICIALS
 
Has the Disclosing Party had a "business relationship," as defined in Chapter 2-156 ofthe Municipal Code, with any City elected official in the 12 months before the date this EDS is signed?
 
[ ] Yes fcftNo
 
If yes, please identify below the name(s) of such City elected official(s) and describe such relationship(s):
N/A      .      
 
 
 
SECTION IV - DISCLOSURE OF SUBCONTRACTORS AND OTHER RETAINED PARTIES
 
The Disclosing Party must disclose the name and business address of each subcontractor, attorney, lobbyist, accountant, consultant and any other person or entity whom the Disclosing Party has retained or expects to retain in connection with the Matter, as well as the nature ofthe relationship, and the total amount of the fees paid or estimated to be paid. The Disclosing Party is not required to disclose employees who are paid solely through the Disclosing Party's regular payroll.
 
"Lobbyist" means any person or entity who undertakes to influence any legislative or administrative action on behalf of any person or entity other than: (1) a not-for-profit entity, on an unpaid basis, or (2) himself. "Lobbyist" also means any person or entity any part of whose duties as an employee of another includes undertaking to influence any legislative or administrative action.
 
If the Disclosing Party is uncertain whether a disclosure is required under this Section, the Disclosing Party must either ask the City whether disclosure is required or make the disclosure.
 
 
 
 
 
Page 3 of 13
 
 
Name (indicate whether    Business     Relationship to Disclosing Party   Fees (indicate whether
retained or anticipated      Address    1 (subcontractor, attorney,      paid or estimated.) NOTE:
to be retained)      lobbyist, etc.)      "hourly rate" or "t.b.d." is
not an acceptable response.
SEE ATTACHMENT §2: Listing of contractors and payments to date.      
 
 
 
 
(Add sheets if necessary)
[ ] Check here if the Disclosing Party has not retained, nor expects to retain, any such persons or entities. SECTION V -- CERTIFICATIONS
  1. COURT-ORDERED CHILD SUPPORT COMPLIANCE
 
Under Municipal Code Section 2-92-415, substantial owners of business entities that contract with the City must remain in compliance with their child support obligations throughout the contract's term.
 
Has any person who directly or indirectly owns 10% or more of the Disclosing Party been declared in arrearage on any child support obligations by any Illinois court of competent jurisdiction?
 
[ ] Yes      [ ] No        x6(i No person directly or indirectly owns 10% or more of the
Disclosing Party.
 
If "Yes," has the person entered into a court-approved agreement for payment of all support owed and is the person in compliance with that agreement? N/A
 
[ ] Yes      [ ] No
  1. FURTHER CERTIFICATIONS
 
1.   Pursuant to Municipal Code Chapter 1-23, Article I ("Article I")(which the Applicant should consult for defined terms (e.g., "doing business") and legal requirements), if the Disclosing Party submitting this EDS is the Applicant and is doing business with the City, then the Disclosing Party certifies as follows: (i) neither the Applicant nor any controlling person is currently indicted or charged with, or has admitted guilt of, or has ever been convicted of, or placed under supervision for, any criminal offense involving actual, attempted, or conspiracy to commit bribery, theft, fraud, forgery, perjury, dishonesty or deceit against an officer or employee of the City or any sister agency; and (ii) the Applicant understands and acknowledges that compliance with Article I is a continuing requirement for doing business with the City. NOTE: If Article I applies to the Applicant, the permanent compliance timeframe in Article I supersedes some five-year compliance timeframes in certifications 2 and 3 below.
 
 
Page 4 of 13
 
  1. The Disclosing Party and, if the Disclosing Party is a legal entity, all of those persons or entities, identified in Section II.B.l. of this EDS:
    1. are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from any transactions by any federal, state or local unit of government;
    2. have not, within a five-year period preceding the date of this EDS, been convicted of a criminal offense, adjudged guilty, or had a civil judgment rendered against them in connection with: obtaining, attempting to obtain, or performing a public (federal, state or local) transaction or contract under a public transaction; a violation of federal or state antitrust statutes; fraud; embezzlement; theft; forgery; bribery; falsification or destruction of records; making false statements; or receiving stolen property;
    3. are not presently indicted for, or criminally or civilly charged by, a governmental entity (federal, state or local) with committing any of the offenses set forth in clause B.2.b. of this Section V;
    4. have not, within a five-year period preceding the date of this EDS, had one or more public transactions (federal, state or local) terminated for cause or default; and
    5. have not, within a five-year period preceding the date of this EDS, been convicted, adjudged guilty, or found liable in a civil proceeding, or in any criminal or civil action, including actions concerning environmental violations, instituted by the City or by the federal government, any state, or any other unit of local government.
  2. The certifications in subparts 3,4 and 5 concern:
  • the Disclosing Party;
  • any "Contractor" (meaning any contractor or subcontractor used by the Disclosing Party in connection with the Matter, including but not limited to all persons or legal entities disclosed under Section IV, "Disclosure of Subcontractors and Other Retained Parties");
•      any "Affiliated Entity" (meaning a person or entity that, directly or indirectly: controls the Disclosing Party, is controlled by the Disclosing Party, or is, with the Disclosing Party, under common control of another person or entity. Indicia of control include, without limitation: interlocking management or ownership; identity of interests among family members, shared facilities and equipment; common use of employees; or organization of a business entity following the ineligibility of a business entity to do business with federal or state or local government, including the City, using substantially the same management, ownership, or principals as the ineligible entity); with respect to Contractors, the term Affdiated Entity means a person or entity that directly or indirectly controls the Contractor, is controlled by it, or, with the Contractor, is under common control of another person or entity;
  • any responsible official ofthe Disclosing Party, any Contractor or any Affiliated Entity or any other official, agent or employee of the Disclosing Party, any Contractor or any Affiliated Entity, acting pursuant to the direction or authorization of a responsible official of the Disclosing Party, any Contractor or any Affiliated Entity (collectively "Agents").
 
 
Page 5 of 13
 
 
Neither the Disclosing Party, nor any Contractor, nor any Affiliated Entity of either the Disclosing Party or any Contractor nor any Agents have, during the five years before the date this EDS is signed, or, with respect to a Contractor, an Affiliated Entity, or an Affiliated Entity of a Contractor during the five years before the date of such Contractor's or Affiliated Entity's contract or engagement in connection with the Matter:
  1. bribed or attempted to bribe, or been convicted or adjudged guilty of bribery or attempting to bribe, a public officer or employee of the City, the State of Illinois, or any agency of the federal government or of any state or local government in the United States of America, in that officer's or employee's official capacity;
  2. agreed or colluded with other bidders or prospective bidders, or been a party to any such agreement, or been convicted or adjudged guilty of agreement or collusion among bidders or prospective bidders, in restraint of freedom of competition by agreement to bid a fixed price or otherwise; or
  3. made an admission of such conduct described in a. or b. above that is a matter of record, but have not been prosecuted for such conduct; or
  4. violated the provisions of Municipal Code Section 2-92-610 (Living Wage Ordinance).
  1. Neither the Disclosing Party, Affiliated Entity or Contractor, or any of their employees, officials, agents or partners, is barred from contracting with any unit of state or local government as a result of engaging in or being convicted of (1) bid-rigging in violation of 720 ILCS 5/33E-3; (2) bid-rotating in violation of 720 ILCS 5/33E-4; or (3) any similar offense of any state or ofthe United States of America that contains the same elements as the offense of bid-rigging or bid-rotating.
  2. Neither the Disclosing Party nor any Affiliated Entity is listed on any ofthe following lists maintained by the Office of Foreign Assets Control ofthe U.S. Department of the Treasury or the Bureau of Industry and Security of the U.S. Department of Commerce or their successors: the Specially Designated Nationals List, the Denied Persons List, the Unverified List, the Entity List and the Debarred List.
  3. The Disclosing Party understands and shall comply with the applicable requirements of Chapters 2-55 (Legislative Inspector General), 2-56 (Inspector General) and 2-156 (Governmental Ethics) of the Municipal Code.
  4. If the Disclosing Party is unable to certify to any of the above statements in this Part B (Further Certifications), the Disclosing Party must explain below:
N/A      
 
 
 
 
 
 
Page 6 of 13
 
 
If the letters "NA," the word "None," or no response appears on the lines above, it will be conclusively presumed that the Disclosing Party certified to the above statements.
 
8.  To the best of the Disclosing Party's knowledge after reasonable inquiry, the following is a complete list of all current employees ofthe Disclosing Party who were, at any time during the 12-month period preceding the execution date of this EDS, an employee, or elected or appointed official, of the City of Chicago (if none, indicate with "N/A" or "none").
HU      —      
 
 
 
9.   To the best ofthe Disclosing Party's knowledge after reasonable inquiry, the following is a
complete list of all gifts that the Disclosing Party has given or caused to be given, at any time during the
12-month period preceding the execution date of this EDS, to an employee, or elected or appointed
official, of the City of Chicago. For purposes of this statement, a "gift" does not include: (i) anything
made generally available to City employees or to the general public, or (ii) food or drink provided in the
course of official City business and having a retail value of less than $20 per recipient (if none, indicate
with "N/A" or "none"). As to any gift listed below, please also list the name of the City recipient.
N/A      
 
 
C. CERTIFICATION OF STATUS AS FINANCIAL INSTITUTION
  1. The Disclosing Party certifies that the Disclosing Party (check one)
[ ] is      j^is not
a "financial institution" as defined in Section 2-32-455(b) ofthe Municipal Code.
  1. If the Disclosing Party IS a financial institution, then the Disclosing Party pledges:
"We are not and will not become a predatory lender as defined in Chapter 2-32 ofthe Municipal Code. We further pledge that none of our affiliates is, and none of them will become, a predatory lender as defined in Chapter 2-32 of the Municipal Code. We understand that becoming a predatory lender or becoming an affiliate of a predatory lender may result in the loss of the privilege of doing business with the City."
 
If the Disclosing Party is unable to make this pledge because it or any of its affiliates (as defined in Section 2-32-455(b) of the Municipal Code) is a predatory lender within the meaning of Chapter 2-32 ofthe Municipal Code, explain here (attach additional pages if necessary):
N/A      
 
 
 
Page 7 of 13
 
 
If the letters "NA," the word "None," or no response appears on the lines above, it will be conclusively presumed that the Disclosing Party certified to the above statements.
 
D. CERTIFICATION REGARDING INTEREST IN CITY BUSINESS
 
Any words or terms that are defined in Chapter 2-156 ofthe Municipal Code have the same meanings when used in this Part D.
  1. In accordance with Section 2-156-110 ofthe Municipal Code: Does any official or employee of the City have a financial interest in his or her own name or in the name of any other person or entity in the Matter?
   []Yes ||;No
 
NOTE: If you checked "Yes" to Item D.L, proceed to Items D.2. and D.3. If you checked "No" to Item D.L, proceed to Part E.
  1. Unless sold pursuant to a process of competitive bidding, or otherwise permitted, no City elected official or employee shall have a financial interest in his or her own name or in the name of any other person or entity in the purchase of any property that (i) belongs to the City, or (ii) is sold for taxes or assessments, or (iii) is sold by virtue of legal process at the suit of the City (collectively, "City Property Sale"). Compensation for property taken pursuant to the City's eminent domain power does not constitute a financial interest within the meaning of this Part D.
 
Does the Matter involve a City Property Sale?
 
JMXYes      [ ] No
  1. If you checked "Yes" to Item D.L, provide the names and business addresses of the City officials or employees having such interest and identify the nature of such interest: N/A
 
Name      Business Address      Nature of Interest
 
 
 
 
 
4. The Disclosing Party further certifies that no prohibited financial interest in the Matter will be acquired by any City official or employee. N/A
 
E. CERTIFICATION REGARDING SLAVERY ERA BUSINESS
 
Please check either 1. or 2. below. Ifthe Disclosing Party checks 2., the Disclosing Party must disclose below or in an attachment to this EDS all information required by paragraph 2. Failure to
Page 8 of 13
 
 
comply with these disclosure requirements may make any contract entered into with the City in connection with the Matter voidable by the City.
 
XXX 1 • The Disclosing Party verifies that the Disclosing Party has searched any and all records of the Disclosing Party and any and all predecessor entities regarding records of investments or profits from slavery or slaveholder insurance policies during the slavery era (including insurance policies issued to slaveholders that provided coverage for damage to or injury or death of their slaves), and the Disclosing Party has found no such records.
 
      2. The Disclosing Party verifies that, as a result of conducting the search in step 1 above, the
Disclosing Party has found records of investments or profits from slavery or slaveholder insurance policies. The Disclosing Party verifies that the following constitutes full disclosure of all such records, including the names of any and all slaves or slaveholders described in those records:
n/a      :      
 
 
 
 
 
SECTION VI - CERTIFICATIONS FOR FEDERALLY FUNDED MATTERS
 
NOTE: Ifthe Matter is federally funded, complete this Section VI. Ifthe Matter is not federally funded, proceed to Section VII. For purposes of this Section VI, tax credits allocated by the City and proceeds of debt obligations of the City are not federal funding.
 
A. CERTIFICATION REGARDING LOBBYING
 
1.   List below the names of all persons or entities registered under the federal Lobbying Disclosure Act of 1995 who have made lobbying contacts on behalf of the Disclosing Party with respect to the Matter: (Add sheets if necessary):
      NONF      
 
 
 
(If no explanation appears or begins on the lines above, or if the letters "NA" or ifthe word "None" appear, it will be conclusively presumed that the Disclosing Party means that NO persons or entities registered under the Lobbying Disclosure Act of 1995 have made lobbying contacts on behalf ofthe Disclosing Party with respect to the Matter.)
 
2.  The Disclosing Party has not spent and will not expend any federally appropriated funds to pay any person or entity listed in Paragraph A.l. above for his or her lobbying activities or to pay any person or entity to influence or attempt to influence an officer or employee of any agency, as defined by applicable federal law, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress, in connection with the award of any federally funded contract, making any federally funded grant or loan, entering into any cooperative agreement, or to extend, continue, renew, amend, or modify any federally funded contract, grant, loan, or cooperative agreement.
Page 9 of 13
 
  1. The Disclosing Party will submit an updated certification at the end of each calendar quarter in which there occurs any event that materially affects the accuracy of the statements and information set
...forth in paragraphs A.l. and A.2. above.N/A
  1. The Disclosing Party certifies that either: (i) it is not an organization described in section 501(c)(4) ofthe Internal Revenue Code of 1986; or (ii) it is an organization described in section 501(c)(4) of the Internal Revenue Code of 1986 but has not engaged and will not engage in "Lobbying
UActivities". N/A
  1. Ifthe Disclosing Party is the Applicant, the Disclosing Party must obtain certifications equal in
form and substance to paragraphs A.l. through A.4. above from all subcontractors before it awards any
subcontract and the Disclosing Party must maintain all such subcontractors' certifications for the
duration of the Matter and must make such certifications promptly available to the City upon request. N/A
 
B. CERTIFICATION REGARDING EQUAL EMPLOYMENT OPPORTUNITY
 
If the Matter is federally funded, federal regulations require the Applicant and all proposed subcontractors to submit the following information with their bids or in writing at the outset of negotiations. N/A
 
Is the Disclosing Party the Applicant? n/A
[ ] Yes      [ ] No
If "Yes," answer the three questions below:
  1. Have you developed and do you have on file affirmative action programs pursuant to applicable federal regulations? (See 41 CFR Part 60-2.) N/A
[ ] Yes      [ ] No
  1. Have you filed with the Joint Reporting Committee, the Director ofthe Office of,Federal Contract Compliance Programs, or the Equal Employment Opportunity Commission all reports due under the applicable filing requirements? N/A
[]Yes []No
  1. Have you participated in any previous contracts or subcontracts subject to the equal opportunity clause? N/A
t ] Yes      [ ] No
 
If you checked "No" to question 1, or 2. above, please provide an explanation:
      N/A      :      
 
 
 
Page 10 of 13
 
 
SECTION VII - ACKNOWLEDGMENTS, CONTRACT INCORPORATION, COMPLIANCE, PENALTIES, DISCLOSURE
 
The Disclosing Party understands and agrees that:
  1. The certifications, disclosures, and acknowledgments contained in this EDS will become part of any contract or other agreement between the Applicant and the City in connection with the Matter, whether procurement, City assistance, or other City action, and are material inducements to the City's execution of any contract or taking other action with respect to the Matter. The Disclosing Party understands that it must comply with all statutes, ordinances, and regulations on which this EDS is based.
  2. The City's Governmental Ethics and Campaign Financing Ordinances, Chapters 2-156 and 2-164 of the Municipal Code, impose certain duties and obligations on persons or entities seeking City contracts, work, business, or transactions. The full text of these ordinances and a training program is available on line at www.cityofchicago.org/Ethics, and may also be obtained from the City's Board of Ethics, 740 N.
 
Sedgwick St., Suite 500, Chicago, IL 60610, (312) 744-9660. The Disclosing Party must comply fully with the applicable ordinances.
  1. If the City determines that any information provided in this EDS is false, incomplete or inaccurate, any contract or other agreement in connection with which it is submitted may be rescinded or be void or voidable, and the City may pursue any remedies under the contract or agreement (if not rescinded or void), at law, or in equity, including terminating the Disclosing Party's participation in the Matter and/or declining to allow the Disclosing Party to participate in other transactions with the City. Remedies at law for a false statement of material fact may include incarceration and an award to the City of treble damages.
  2. It is the City's policy to make this document available to the public on its Internet site and/or upon request. Some or all ofthe information provided on this EDS and any attachments to this EDS may be" made available to the public on the Internet, in response to a Freedom of Information Act request, or otherwise. By completing and signing this EDS, the Disclosing Party waives and releases any possible rights or claims which it may have against the City in connection with the public release of information contained in this EDS and also authorizes the City to verify the accuracy of any information submitted in this EDS.
 
E.      The information provided in this EDS must be kept current. In the event of changes, the Disclosing
Party must supplement this EDS up to the time the City takes action on the Matter. Ifthe Matter is a
contract being handled by the City's Department of Procurement Services, the Disclosing Party must
update this EDS as the contract requires. NOTE: With respect to Matters subject to Article I of
Chapter 1-23 ofthe Municipal Code (imposing PERMANENT INELIGIBILITY for certain specified
offenses), the information provided herein regarding eligibility must be kept current for a longer period,
as required by Chapter 1-23 and Section 2-154-020 ofthe Municipal Code.
 
The Disclosing Party represents and warrants that:
 
Page 11 of 13
 
F.l.    The Disclosing Party is not delinquent in the payment of any tax administered by the Illinois Department of Revenue, nor are the Disclosing Party or its Affiliated Entities delinquent in paying any fine, fee, tax or other charge owed to the City. This includes, but is not limited to, all water charges, sewer charges, license fees, parking tickets, property taxes or sales taxes.
 
F.2     If the Disclosing Party is the Applicant, the Disclosing Party and its Affiliated Entities will not use, nor permit their subcontractors to use, any facility listed by the U.S. E.P.A. on the federal Excluded Parties List System ("EPLS") maintained by the U. S. General Services Administration.
 
F.3     Ifthe Disclosing Party is the Applicant, the Disclosing Party will obtain from any contractors/subcontractors hired or to be hired in connection with the Matter certifications equal in form and substance to those in F.l. and F.2. above and will not, without the prior written consent ofthe City, use any such contractor/subcontractor that does not provide such certifications or that the Disclosing Party has reason to believe has not provided or cannot provide truthful certifications.
 
NOTE: If the Disclosing Party cannot certify as to any of the items in F. 1., F.2. or F.3. above, an explanatory statement must be attached to this EDS.
 
CERTIFICATION
 
Under penalty of perjury, the person signing below: (1) warrants that he/she is authorized to execute this EDS and Appendix A (if applicable) on behalf of the Disclosing Party, and (2) warrants that all certifications and statements contained in this EDS and Appendix A (if applicable) are true, accurate and complete as ofthe date furnished to the City.
 
 
Chicaao Family Health Center, Inc. (Print or type name of Disclosing Party)
 
By:
(Sign here)
 
Warren J. Brodine      
(Print or type name of person signing)
 
Chief Executive Officer, Chicago Family Health Center, Inc. (Print or type title of person signing)
 
 
Page 12 of 13
 
 
Signed and sworn to before me on (date)      tf/i'rf • e>   , P O *3,
 
 
CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT
APPENDIX A
 
 
 
FAMILIAL RELATIONSHIPS WITH ELECTED CITY OFFICIALS AND DEPARTMENT HEADS
 
 
This Appendix is to be completed only by (a) the Applicant, and (b) any legal entity which has a direct ownership interest in the Applicant exceeding 7.5 percent. It is not to be completed by any legal entity which has only an indirect ownership interest in the Applicant.
Under Municipal Code Section 2-154-015, the Disclosing Party must disclose whether such Disclosing Party or any "Applicable Party" or any Spouse or Domestic Partner thereof currently has a "familial relationship" with any elected city official or department head. A "familial relationship" exists if, as ofthe date this EDS is signed, the Disclosing Party or any "Applicable Party" or any Spouse or Domestic Partner thereof is related to the mayor, any alderman, the city clerk, the city treasurer or any city department head as spouse or domestic partner or as any ofthe following, whether by blood or adoption: parent, child, brother or sister, aunt or uncle, niece or nephew, grandparent, grandchild, father-in-law, mother-in-law, son-in-law, daughter-in-law, stepfather or stepmother, stepson or stepdaughter, stepbrother or stepsister or half-brother or half-sister.
 
"Applicable Party" means (1) all executive officers of the Disclosing Party listed in Section II.B.l.a., ifthe Disclosing Party is a corporation; all partners ofthe Disclosing Party, if the Disclosing Party is a general partnership; all general partners and limited partners of the Disclosing Party, if the Disclosing Party is a limited partnership; all managers, managing members and members of the Disclosing Party, ifthe Disclosing Party is a limited liability company; (2) all principal officers of the Disclosing Party; and (3) any person having more than a 7.5 percent ownership interest in the Disclosing Party. "Principal officers" means the president, chief operating officer, executive director, chief financial officer, treasurer or secretary of a legal entity or any person exercising similar authority.
 
Does the Disclosing Party or any "Applicable Party" or any Spouse or Domestic Partner thereof currently have a "familial relationship" with an elected city official or department head?
 
[ ] Yes      m No
If yes, please identify below (1) the name and title of such person, (2) the name ofthe legal entity to which such person is connected; (3) the name and title of the elected city official or department head to whom such person has a familial relationship, and (4) the precise nature of such familial relationship.
 
      
 
 
 
 
 
 
 
Page 13 of 13
 
 
City of Chicago Economic Disclosure Statement and Affidavit Filed for Chicago Family Health Center, Inc.
ATTACHMENT #1: Continuing Information
 
 
Section II. B 1. P.2
 
Tom Munoz Elvia Perez Lyleth Rodriguez James Simmons Lupe Valadez
Member, CFHC, Inc. Board of Directors Member, CFHC, Inc. Board of Directors Member, CFHC, Inc. Board of Directors Member, CFHC, Inc. Board of Directors Member, CFHC, Inc. Board of Directors
 
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CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT
 
SECTION I - GENERAL INFORMATION
  1. Legal name ofthe Disclosing Party submitting this EDS. Include d/b/a/ if applicable:
CFHC Title Holding Corporation, NFP      
Check ONE of the following three boxes:
 
Indicate whether the Disclosing Party submitting this EDS is:
1.      the Applicant
OR
2.      [] a legal entity holding a direct or indirect interest in the Applicant. State the legal name of the
Applicant in which the Disclosing Party holds an interest:      
OR
3.      [ ] a legal entity with a right of control (see Section II.B.l.) State the legal name of the entity in
which the Disclosing Party holds a right of control:      
  1. Business address of the Disclosing Party:       9119 South Exchange Avenue      
Chicago. IL 60617      
  1. Telephone: 77V76R-qonn        Fax:773-76fi-n1 m      Email: whrnHingfflrhir^f-^j ] yhc3 j th.or
  2. Name of contact person:   Warren J. Brodine, CEO      
  3. Federal Employer Identification No. (if you have one):        ., ... .      .      
F.      Brief description of contract, transaction or other undertaking (referred to below as the "Matter") to
which this EDS pertains. (Include project number and location of property, if applicable):Appl i cat ion to
City of Chiibago for a Negotiated Sale of city-owned property located at 11^57 S. Champlain Avenue, Chicago, 60628; PIN'#25-22-228-01 *t. Tfi'hs narrow swath is sited in the middle of "a  larger parcel that was acquired from Sherwin Williams  in 2012.    The lager parcel is*
G.      Which City agency or department is requesting this EDS?Dept. of Housing & Economic. f)p|VP i opment
If the Matter is a contract being handled by the City's Department of Procurement Services, please complete the following:
 
Specification if      and Contract #      
^"Matter" continued...part of the Pullman New Facility Replacement project that is buMdini
a new FQHC health center finance with CDF New Markets Tax Credits and a federal capital
grant from the Affordable Care Act (ACA).    The parcel will provide off-site parking for
staff to comply with city zoning regulations.
Ver. 01-01-12      Page 1 of 13
 
SECTION II - DISCLOSURE OF OWNERSHIP INTERESTS
 
A. NATURE OF THE DISCLOSING PARTY 1.   Indicate the nature of the Disclosing Party:
Person      [ ]
Publicly registered business corporation      [ ]
Privately held business corporation      [ ]
Sole proprietorship      xlxi
General partnership      (Is
Limited partnership
Trust      [ ]
 
 
 
 
Limited liability company Limited liability partnership Joint venture
Not-for-profit corporation
the not-for-profit corporation also a 501(c)(3))?
XXfcYes      [ ] No
Other (please specify)
 
 
 
2.   For legal entities, the state (or foreign country) of incorporation or organization, if applicable:
 
I 11i noi s
3.   For legal entities not organized in the State of Illinois: Has the organization registered to do business in the State of Illinois as a foreign entity?
 
[ ] Yes      [ ] No xbd<N/A
 
B. IF THE DISCLOSING PARTY IS A LEGAL ENTITY:
 
1.   List below the full names and titles of all executive officers and all directors ofthe entity. NOTE: For not-for-profit corporations, also list below all members, if any, which are legal entities. If there are no such members, write "no members." For trusts, estates or other similar entities, list below the legal titlcholder(s).
Ifthe entity is a general partnership, limited partnership, limited liability company, limited liability partnership or joint venture, list below the name and title of each general partner, managing member, manager or any other person or entity that controls the day-to-day management ofthe Disclosing Party. NOTE: Each legal entity listed below must submit an EDS on its own behalf.
 
Name
Che
i ce-exander
Tom.Munoz, Vi Julius AT
Mir.k Valadez, Chairman
i rman
ec./Treasurer
Nora Reys, Member
Title
JLitle Holding Corporation, MF-P-      Board
CFHC
CFHC Tjt e Ho ding Corporation, NFP Board
CFHC  TiHp  Holding rnrjWat'nn;   NFP      B_a_
CFHC Title Holding Corporation, NFP Board
 
Elvia Perez, Member
CFHC Title Holding Corporation, NFP Board
 
NO MEMBERS ARE LEGAL ENTITIES
2.   Please provide the following information concerning each person or entity having a direct or indirect beneficial interest (including ownership) in excess of 7.5% of the Disclosing Party. Examples of such an interest include shares in a corporation, partnership interest in a partnership or joint venture,
 
Page 2 of 13
 
 
interest of a member or manager in a limited liability company, or interest of a beneficiary of a trust, estate or other similar entity. If none, state "None." NOTE: Pursuant to Section 2-154-030 ofthe Municipal Code of Chicago ("Municipal Code"), the City may require any such additional information from any applicant which is reasonably intended to achieve full disclosure.
 
Name      Business Address      Percentage Interest in the
Disclosing Party
NONE
 
 
 
 
 
 
SECTION III -- BUSINESS RELATIONSHIPS WITH CITY ELECTED OFFICIALS
 
Has the Disclosing Party had a "business relationship," as defined in Chapter 2-156 ofthe Municipal Code, with any City elected official in the 12 months before the date this EDS is signed?
 
[ ] Yes MxNo
 
If yes, please identify below the name(s) of such City elected official(s) and describe such relationship(s):
N/A      ■       
 
 
 
SECTION IV -- DISCLOSURE OF SUBCONTRACTORS AND OTHER RETAINED PARTIES
 
The Disclosing Party must disclose the name and business address of each subcontractor, attorney, lobbyist, accountant, consultant and any other person or entity whom the Disclosing Party has retained or expects to retain in connection with the Matter, as well as the nature ofthe relationship, and the total amount of the fees paid or estimated to be paid. The Disclosing Party is not required to disclose employees who are paid solely through the Disclosing Party's regular payroll.
 
"Lobbyist" means any person or entity who undertakes to influence any legislative or administrative action on behalf of any person or entity other than: (1) a not-for-profit entity, on an unpaid basis, or (2) himself. "Lobbyist" also means any person or entity any part of whose duties as an employee of another includes undertaking to influence any legislative or administrative action.
 
Ifthe Disclosing Party is uncertain whether a disclosure is required under this Section, the Disclosing Party must either ask the City whether disclosure is required or make the disclosure.
 
 
 
 
 
Page 3 of 13
 
 
Name (indicate whether    Business      Relationship to Disclosing Party  Fees (indicate whether
retained or anticipated      Address      (subcontractor, attorney,      paid or estimated.) NOTE:
to be retained)      lobbyist, etc.)      "hourly rate" or "t.b.d." is
not an acceptable response.
SEE ATTACHMENT        Listing of contractors and payments to date.      
 
 
 
 
(Add sheets if necessary)
[ ] Check here if the Disclosing Party has not retained, nor expects to retain, any such persons or entities. SECTION V -- CERTIFICATIONS
  1. COURT-ORDERED CHILD SUPPORT COMPLIANCE
Under Municipal Code Section 2-92-415, substantial owners of business entities that contract with the City must remain in compliance with their child support obligations throughout the contract's term.
 
Has any person who directly or indirectly owns 10% or more ofthe Disclosing Party been declared in arrearage on any child support obligations by any Illinois court of competent jurisdiction?
 
[ ] Yes      [ ] No        xlkiNo person directly or indirectly owns 10% or more of the
Disclosing Party.
 
If "Yes," has the person entered into a court-approved agreement for payment of all support owed and is the person in compliance with that agreement? N/A
 
[ ] Yes      [ ] No
  1. FURTHER CERTIFICATIONS
 
1.   Pursuant to Municipal Code Chapter 1-23, Article I ("Article I")(which the Applicant should consult for defined terms (e.g., "doing business") and legal requirements), if the Disclosing Party submitting this EDS is the Applicant and is doing business with the City, then the Disclosing Party certifies as follows: (i) neither the Applicant nor any controlling person is currently indicted or charged with, or has admitted guilt of, or has ever been convicted of, or placed under supervision for, any criminal offense involving actual, attempted, or conspiracy to commit bribery, theft, fraud, forgery, perjury, dishonesty or deceit against an officer or employee of the City or any sister agency; and (ii) the Applicant understands and acknowledges that compliance with Article I is a continuing requirement for doing business with the City. NOTE: If Article I applies to the Applicant, the permanent compliance timeframe in Article I supersedes some five-year compliance timeframes in certifications 2 and 3 below.
 
 
Page 4 of 13
 
  1. The Disclosing Party and, if the Disclosing Party is a legal entity, all of those persons or entities identified in Section II.B.l. of this EDS:
  1. arc not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from any transactions by any federal, state or local unit of government;
  2. have not, within a five-year period preceding the date of this EDS, been convicted of a criminal offense, adjudged guilty, or had a civil judgment rendered against them in connection with: obtaining, attempting to obtain, or performing a public (federal, state or local) transaction or contract under a public transaction; a violation of federal or state antitrust statutes; fraud; embezzlement; theft; forgery; bribery; falsification or destruction of records; making false statements; or receiving stolen property;
  3. are not presently indicted for, or criminally or civilly charged by, a governmental entity (federal, state or local) with committing any of the offenses set forth in clause B.2.b. of this Section V;
  4. have not, within a five-year period preceding the date of this EDS, had one or more public transactions (federal, state or local) terminated for cause or default; and
  5. have not, within a five-year period preceding the date of this EDS, been convicted, adjudged guilty, or found liable in a civil proceeding, or in any criminal or civil action, including actions concerning environmental violations, instituted by the City or by the federal government, any state, or any other unit of local government.
  6. The certifications in subparts 3, 4 and 5 concern:
  • the Disclosing Party;
  • any "Contractor" (meaning any contractor or subcontractor used by the Disclosing Party in connection with the Matter, including but not limited to all persons or legal entities disclosed under Section IV, "Disclosure of Subcontractors and Other Retained Parties");
  • any "Affiliated Entity" (meaning a person or entity that, directly or indirectly: controls the Disclosing Party, is controlled by the Disclosing Party, or is, with the Disclosing Party, under common control of another person or entity. Indicia of control include, without limitation: interlocking management or ownership; identity of interests among family members, shared facilities and equipment; common use of employees; or organization of a business entity following the ineligibility of a business entity to do business with federal or state or local government, including the City, using substantially the same management, ownership, or principals as the ineligible entity); with respect to Contractors, the term Affiliated Entity means a person or entity that directly or indirectly controls the Contractor, is controlled by it, or, with the Contractor, is under common control of another person or entity;
  • any responsible official ofthe Disclosing Party, any Contractor or any Affiliated Entity or any other official, agent or employee of the Disclosing Party, any Contractor or any Affiliated Entity, acting pursuant to the direction or authorization of a responsible official of the Disclosing Party, any Contractor or any Affiliated Entity (collectively "Agents").
 
 
Page 5 of 13
 
 
Neither the Disclosing Party, nor any Contractor, nor any Affiliated Entity of either the Disclosing Party or any Contractor nor any Agents have, during the five years before the date this EDS is signed, or, with respect to a Contractor, an Affiliated Entity, or an Affiliated Entity of a Contractor during the five years before the date of such Contractor's or Affiliated Entity's contract or engagement in connection with the Matter:
    1. bribed or attempted to bribe, or been convicted or adjudged guilty of bribery or attempting to bribe, a public officer or employee of the City, the State of Illinois, or any agency ofthe federal government or of any state or local government in the United States of America, in that officer's or employee's official capacity;
    2. agreed or colluded with other bidders or prospective bidders, or been a party to any such agreement, or been convicted or adjudged guilty of agreement or collusion among bidders or prospective bidders, in restraint of freedom of competition by agreement to bid a fixed price or otherwise; or
    3. made an admission of such conduct described in a. or b. above that is a matter of record, but have not been prosecuted for such conduct; or
  2. violated the provisions of Municipal Code Section 2-92-610 (Living Wage Ordinance).
  1. Neither the Disclosing Party, Affiliated Entity or Contractor, or any of their employees, officials, agents or partners, is barred from contracting with any unit of state or local government as a result of engaging in or being convicted of (1) bid-rigging in violation of 720 ILCS 5/33E-3; (2) bid-rotating in violation of 720 ILCS 5/33E-4; or (3) any similar offense of any state or of the United States of America that contains the same elements as the offense of bid-rigging or bid-rotating.
  2. Neither the Disclosing Party nor any Affiliated Entity is listed on any of the following lists maintained by the Office of Foreign Assets Control ofthe U.S. Department of the Treasury or the Bureau of Industry and Security of the U.S. Department of Commerce or their successors: the Specially Designated Nationals List, the Denied Persons List, the Unverified List, the Entity List and the Debarred List.
  3. The Disclosing Party understands and shall comply with the applicable requirements of Chapters 2-55 (Legislative Inspector General), 2-56 (Inspector General) and 2-156 (Governmental Ethics) of the Municipal Code.
  4. If the Disclosing Party is unable to certify to any of the above statements in this Part B (Further Certifications), the Disclosing Party must explain below:
N/A      
 
 
 
 
 
 
Page 6 of 13
 
 
If the letters "NA," the word "None," or no response appears on the lines above, it will be conclusively presumed that the Disclosing Party certified to the above statements.
 
8.   To the best of the Disclosing Party's knowledge after reasonable inquiry, the following is a complete list of all current employees ofthe Disclosing Party who were, at any time during the 12-month period preceding the execution date of this EDS, an employee, or elected or appointed official, of the City of Chicago (if none, indicate with "N/A" or "none").
N/A            
 
 
 
9.   To the best of the Disclosing Party's knowledge after reasonable inquiry, the following is a
complete list of all gifts that the Disclosing Party has given or caused to be given, at any time during the
12-month period preceding the execution date of this EDS, to an employee, or elected or appointed
official, ofthe City of Chicago. For purposes of this statement, a "gift" does not include: (i) anything
made generally available to City employees or to the general public, or (ii) food or drink provided in the
course of official City business and having a retail value of less than $20 per recipient (if none, indicate
with "N/A" or "none"). As to any gift listed below, please also list the name of the City recipient.
_N/A      :      
 
 
 
C. CERTIFICATION OF STATUS AS FINANCIAL INSTITUTION
  1. The Disclosing Party certifies that the Disclosing Party (check one)
[ ] is      >fxkis not
a "financial institution" as defined in Section 2-32-455(b) of the Municipal Code.
  1. If the Disclosing Party IS a financial institution, then the Disclosing Party pledges:
 
"We are not and will not become a predatory lender as defined in Chapter 2-32 ofthe Municipal Code. We further pledge that none of our affiliates is, and none of them will become, a predatory lender as defined in Chapter 2-32 of the Municipal Code. We understand that becoming a predatory lender or becoming an affiliate of a predatory lender may result in the loss of the privilege of doing business with the City."
 
If the Disclosing Party is unable to make this pledge because it or any of its affiliates (as defined in Section 2-32-455(b) of the Municipal Code) is a predatory lender within the meaning of Chapter 2-32 ofthe Municipal Code, explain here (attach additional pages if necessary):
N/A      
 
 
 
Page 7 of 13
 
 
Ifthe letters "NA," the word "None," or no response appears on the lines above, it will be conclusively presumed that the Disclosing Party certified to the above statements.
 
D. CERTIFICATION REGARDING INTEREST IN CITY BUSINESS
 
Any words or terms that are defined in Chapter 2-156 ofthe Municipal Code have the same meanings when used in this Part D.
  1. In accordance with Section 2-156-110 ofthe Municipal Code: Does any official or employee ofthe City have a financial interest in his or her own name or in the name of any other person or entity in the Matter?
[]Yes ggNo
 
NOTE:  If you checked "Yes" to Item D.l., proceed to Items D.2. andD.3. If you checked "No" to Item D.l., proceed to Part E.
  1. Unless sold pursuant to a process of competitive bidding, or otherwise permitted, no City elected official or employee shall have a financial interest in his or her own name or in the name of any other person or entity in the purchase of any property that (i) belongs to the City, or (ii) is sold for taxes or assessments, or (iii) is sold by virtue of legal process at the suit ofthe City (collectively, "City Property Sale"). Compensation for property taken pursuant to the City's eminent domain power does not constitute a financial interest within the meaning of this Part D.
 
Does the Matter involve a City Property Sale?
 
>MXYes []No
  1. If you checked "Yes" to Item D.l., provide the names and business addresses of the City officials or employees having such interest and identify the nature of such interest: N/A
 
Name      Business Address      Nature of Interest
 
 
 
 
 
4. The Disclosing Party further certifies that no prohibited financial interest in the Matter will be acquired by any City official or employee. N/A
 
E. CERTIFICATION REGARDING SLAVERY ERA BUSINESS
 
Please check cither 1. or 2. below. If the Disclosing Party checks 2., the Disclosing Party must disclose below or in an attachment to this EDS all information required by paragraph 2. Failure to
Page 8 of 13
 
 
comply with these disclosure requirements may make any contract entered into with the City in connection with the Matter voidable by the City.
 
XXX 1- The Disclosing Party verifies that the Disclosing Party has searched any and all records of the Disclosing Party and any and all predecessor entities regarding records of investments or profits from slavery or slaveholder insurance policies during the slavery era (including insurance policies issued to slaveholders that provided coverage for damage to or injury or death of their slaves), and the Disclosing Party has found no such records.
 
      2. The Disclosing Party verifies that, as a result of conducting the search in step 1 above, the
Disclosing Party has found records of investments or profits from slavery or slaveholder insurance policies. The Disclosing Party verifies that the following constitutes full disclosure of all such records, including the names of any and all slaves or slaveholders described in those records:
N/A      
 
 
 
 
 
SECTION VI -- CERTIFICATIONS FOR FEDERALLY FUNDED MATTERS
 
NOTE. Ifthe Matter is federally funded, complete this Section VI. If the Matter is not federally funded, proceed to Section VII. For purposes of this Section VI, tax credits allocated by the City and proceeds of debt obligations of the City are not federal funding.
 
A. CERTIFICATION REGARDING LOBBYING
 
1.   List below the names of all persons or entities registered under the federal Lobbying Disclosure Act of 1995 who have made lobbying contacts on behalf ofthe Disclosing Party with respect to the Matter: (Add sheets if necessary):
      UQM.      
 
 
 
(If no explanation appears or begins on the lines above, or ifthe letters "NA" or if the word "None" appear, it will be conclusively presumed that the Disclosing Party means that NO persons or entities registered under the Lobbying Disclosure Act of 1995 have made lobbying contacts on behalf of the Disclosing Party with respect to the Matter.)
 
2.   The Disclosing Party has not spent and will not expend any federally appropriated funds to pay any person or entity listed in Paragraph A.l. above for his or her lobbying activities or to pay any person or entity io influence or attempt to influence an officer or employee of any agency, as defined by applicable federal law, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress, in connection with the award of any federally funded contract, making any federally funded grant or loan, entering into any cooperative agreement, or to extend, continue, renew, amend, or modify any federally funded contract, grant, loan, or cooperative agreement.
Page 9 of 13
 
  1. The Disclosing Party will submit an updated certification at the end of each calendar quarter in which there occurs any event that materially affects the accuracy ofthe statements and information set forth in paragraphs A.l. and A.2. above.N/A
  2. The Disclosing Party certifies that either: (i) it is not an organization described in section 501(c)(4) of the Internal Revenue Code of 1986; or (ii) it is an organization described in section 501(c)(4) of the Internal Revenue Code of 1986 but has not engaged and will not engage in "Lobbying Activities". N/A
  3. If the Disclosing Party is the Applicant, the Disclosing Party must obtain certifications equal in
form and substance to paragraphs A.l. through A.4. above from all subcontractors before it awards any
subcontract and the Disclosing Party must maintain all such subcontractors' certifications for the
duration of the Matter and must make such certifications promptly available to the City upon request. N/A
 
B. CERTIFICATION REGARDING EQUAL EMPLOYMENT OPPORTUNITY
 
If the Matter is federally funded, federal regulations require the Applicant and all proposed subcontractors to submit the following information with their bids or in writing at the outset of negotiations. N/A
Is the Disclosing Party the Applicant? n/A
[]Yes []No If "Yes," answer the three questions below:
  1. Have you developed and do you have on file affirmative action programs pursuant to applicable federal regulations? (See 41 CFR Part 60-2.) N/A
[]Yes []No
  1. Have you filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance Programs, or the Equal Employment Opportunity Commission all reports due under the applicable filing requirements? N/A
[]Yes []No
  1. Have you participated in any previous contracts or subcontracts subject to the equal opportunity clause? N/A
[ ] Yes      [ ] No
 
If you checked "No" to question 1. or 2. above, please provide an explanation:
      N/A      
 
 
 
Page 10 of 13
 
 
SECTION VII-- ACKNOWLEDGMENTS, CONTRACT INCORPORATION, COMPLIANCE, PENALTIES, DISCLOSURE
 
The Disclosing Party understands and agrees that:
  1. The certifications, disclosures, and acknowledgments contained in this EDS will become part of any contract or other agreement between the Applicant and the City in connection with the Matter, whether procurement, City assistance, or other City action, and are material inducements to the City's execution of any contract or taking other action with respect to the Matter. The Disclosing Party understands that it must comply with all statutes, ordinances, and regulations on which this EDS is based.
  2. The City's Governmental Ethics and Campaign Financing Ordinances, Chapters 2-156 and 2-164 of the Municipal Code, impose certain duties and obligations on persons or entities seeking City contracts, work, business, or transactions. The full text of these ordinances and a training program is available on line at www.cityofchicago.org/Ethics, and may also be obtained from the City's Board of Ethics, 740 N.
 
Sedgwick St., Suite 500, Chicago, IL 60610, (312) 744-9660. The Disclosing Party must comply fully with the applicable ordinances.
  1. If the City determines that any information provided in this EDS is false, incomplete or inaccurate, any contract or other agreement in connection with which it is submitted may be rescinded or be void or voidable, and the City may pursue any remedies under the contract or agreement (if not rescinded or void), at law, or in equity, including terminating the Disclosing Party's participation in the Matter and/or declining to allow the Disclosing Party to participate in other transactions with the City. Remedies at law for a false statement of material fact may include incarceration and an award to the City of treble damages.
  2. It is the City's policy to make this document available to the public on its Internet site and/or upon request. Some or all of the information provided on this EDS and any attachments to this EDS may be made available to the public on the Internet, in response to a Freedom of Information Act request, or otherwise. By completing and signing this EDS, the Disclosing Party waives and releases any possible rights or claims which it may have against the City in connection with the public release of information contained in this EDS and also authorizes the City to verify the accuracy of any information submitted in this EDS.
  3. The information provided in this EDS must be kept current. In the event of changes, the Disclosing Party must supplement this EDS up to the time the City takes action on the Matter. If the Matter is a contract being handled by the City's Department of Procurement Services, the Disclosing Party must update this EDS as the contract requires. NOTE: With respect to Matters subject to Article I of Chapter 1-23 ofthe Municipal Code (imposing PERMANENT INELIGIBILITY for certain specified offenses), the information provided herein regarding eligibility must be kept current for a longer period, as required by Chapter 1-23 and Section 2-154-020 of the Municipal Code.
 
The Disclosing Party represents and warrants that:
 
Page 11 of 13
 
1
 
 
F. 1.    The Disclosing Party is not delinquent in the payment of any tax administered by the Illinois Department of Revenue, nor are the Disclosing Party or its Affiliated Entities delinquent in paying any fine, fee, tax or other charge owed to the City. This includes, but is not limited to, all water charges, sewer charges, license fees, parking tickets, property taxes or sales taxes.
 
F.2     Ifthe Disclosing Party is the-Applicant, the Disclosing Party and its Affiliated Entities will not use, nor permit their subcontractors to use, any facility listed by the U.S. E.P.A. on the federal Excluded Parties List System ("EPLS") maintained by the U. S. General Services Administration.
 
F.3     If the Disclosing Party is the Applicant, the Disclosing Party will obtain from any contractors/subcontractors hired or to be hired in connection with the Matter certifications equal in form and substance to those in F.l. and F.2. above and will not, without the prior written consent of the City, use any such contractor/subcontractor that does not provide such certifications or that the Disclosing Party has reason to believe has not provided or cannot provide truthful certifications.
 
NOTE: Ifthe Disclosing Party cannot certify as to any of the items in F. I., F.2. or F.3. above, an explanatory statement must be attached to this EDS.
 
CERTIFICATION
 
Under penalty of perjury, the person signing below: (1) warrants that he/she is authorized to execute this EDS and Appendix A (if applicable) on behalf of the Disclosing Party, and (2) warrants that all certifications and statements contained in this EDS and Appendix A (if applicable) are true, accurate and complete as ofthe date furnished to the City.
 
CFHC Title Holding Corporation, NFP (Print or type name of Disclosing Party)
 
 
(Sign here)
 
Warren J. Brodine      
(Print or type name of person signing)
 
Chief Executive Officer      
(Print or type title of person signing)
 
 
 
Signed and sworn to before me on (date)riJ^'?/ ^ 0^ ,
at _C_1^_^      County, _________ (state).
Notary Public.
Commission expires:     / dyt £()J /J
 
Page 12 of 13
 
OFFICIAL SEAL MARY LOU RIOS NOTARY PU8UC - STATE OF ILUNOIS MY COMMBSK* EXRRES:10/30/15
____*MVMA*J
 
CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT APPENDIX A
 
 
 
FAMILIAL RELATIONSHIPS WITH ELECTED CITY OFFICIALS AND DEPARTMENT HEADS
 
 
This Appendix is to be completed only by (a) the Applicant, and (b) any legal entity which has a direct ownership interest in the Applicant exceeding 7.5 percent. It is not to be completed by any legal entity which has only an indirect ownership interest in the Applicant.
 
Under Municipal Code Section 2-154-015, the Disclosing Party must disclose whether such Disclosing Party or any "Applicable Party" or any Spouse or Domestic Partner thereof currently has a "familial relationship" with any elected city official or department head. A "familial relationship" exists if, as of the date this EDS is signed, the Disclosing Party or any "Applicable Party" or any Spouse or Domestic Partner thereof is related to the mayor, any alderman, the city clerk, the city treasurer or any city department head as spouse or domestic partner or as any of the following, whether by blood or adoption: parent, child, brother or sister, aunt or uncle, niece or nephew, grandparent, grandchild, father-in-law, mother-in-law, son-in-law, daughter-in-law, stepfather or stepmother, stepson or stepdaughter, stepbrother or stepsister or half-brother or half-sister.
 
"Applicable Party" means (1) all executive officers ofthe Disclosing Party listed in Section II.B.l.a., ifthe Disclosing Party is a corporation; all partners of the Disclosing Parry, if the Disclosing Party is a general partnership; all general partners and limited partners of the Disclosing Party, ifthe Disclosing Party is a limited partnership; all managers, managing members and members ofthe Disclosing Party, ifthe Disclosing Party is a limited liability company; (2) all principal officers of the Disclosing Party; and (3) any person having more than a 7.5 percent ownership interest in the Disclosing Party. "Principal officers" means the president, chief operating officer, executive director, chief financial officer, treasurer or secretary of a legal entity or any person exercising similar authority.
 
Does the Disclosing Party or any "Applicable Party" or any Spouse or Domestic Partner thereof currently have a "familial relationship" with an elected city official or department head?
[ ]Yes )$$No
If yes, please identify below (1) the name and title of such person, (2) the name ofthe legal entity to which such person is connected; (3) the name and title ofthe elected city official or department head to whom such person has a familial relationship, and (4) the precise nature of such familial relationship.
 
N/A      
 
 
 
 
 
 
 
 
Page 13 of 13
 
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