OFFICE OF THE MAYOR
CITY OF CHICAGO
RAHM EMANUEL
MAYOR
September 10,2014
TO THE HONORABLE, THE CITY COUNCIL OF THE CITY OF CHICAGO
Ladies and Gentlemen:
At the request of the Commissioner of Planning and Development, I transmit herewith ordinance authorizing a transfer of ownership in Willard Square Apartments.
Your favorable consideration of this ordinance will be appreciated.
Mayor
Very truly yours,
ORDINANCE
WHEREAS, the City of Chicago (the "City"), a home rule unit of government under Section 6(a), Article VII of the 1970 Constitution of the State of Illinois, has heretofore found and does hereby find that there exists within the City a serious shortage of decent, safe and sanitary rental housing available to persons of low and moderate income; and
WHEREAS, the City has determined that the continuance of a shortage of affordable rental housing is harmful to the health, prosperity, economic stability and general welfare of the City; and
WHEREAS, the City programmed certain funds (the "Multi-Program Funds") for its Multi-Family Loan Program (the "Multi-Program") under the Community Development Block Grant Program, wherein acquisition and rehabilitation loans are made available to owners of rental properties containing five or more dwelling units located in low- and moderate-income areas, and the Multi-Program is administered by the City's Department of Planning and Development ("DPD"); and
WHEREAS, the City Council of the City (the "City Council") enacted an ordinance on July 31, 1996, published at pages 26363-26368, inclusive, of the Journal of Proceedings of the City Council (the "Journal") of that date, pursuant to which the City Council authorized DPD to make a loan to Technical Assistance Corporation for Housing, an Illinois not-for-profit corporation (the "Borrower"), in the amount of $2,492,223 (the "Loan") from Multi-Program Funds, a portion of which was to be used for the acquisition of the following residential properties: 4843 S. Saint Lawrence Avenue, 4851 S. Saint Lawrence Avenue, 4851 S. Saint Lawrence Avenue, 600 E. 49th Street, 4911 S. Saint Lawrence Avenue, 4914 S. Saint Lawrence Avenue, 4911 S. Champlain Avenue, 4913 S. Champlain Avenue, 4940 S. Champlain Avenue, 601 E. 50th Street, 605 E. 50th Street, 609 E. 50th Street, 619 E. 50th Street, 649 E. 50th Street, 647 E. 50th Street, and 711 E. 50th Street (collectively, the "Property"), and the construction thereon of 18 buildings and of 100 dwelling units contained therein as one-, two-and three-bedroom units for low and moderate-income families, and the Loan was closed on October 25, 1996 (the "Project"); and
WHEREAS,_pursuant to that certain Assignment and Assumption of Rights and
Obligations of Community Development Block Grant Loan dated as of October 25, 1996 (the "Assignment"), the Borrower assigned its rights and interests in the Loan to Willard Square Limited Partnership, an Illinois limited partnership (the "Partnership"), the general partner of which is TACH Willard Square Development Corporation (the "General Partner"), an Illinois not-for-profit corporation; and
WHEREAS, in connection with the Assignment, the Partnership agreed to use the Loan proceeds to acquire the Property and construct the Project; and
WHEREAS, in connection with the Loan, the Borrower executed a certain Note in the principal amount of $2,492,223 in favor of the City, which is secured by, respectively, among other things, that certain Junior Mortgage, Security Agreement and Financing Statement dated October 25, 1996 and recorded on October 25, 1996 in the Office of the Recorder of Deeds of Cook County, Illinois (the "Recorder") as Document No. 96818105 made by the Partnership as mortgagor in favor of the City as mortgagee (the "City Mortgage") and that certain Assignment
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of Rents and Leases dated October 25, 1996 and recorded on October 25, 1996 in the Office of the Recorder as Document No. 96818106 (the "Assignment of Rents"); and
WHEREAS, in connection with the Loan, the Partnership and the City entered into that certain Regulatory Agreement, dated October 25, 1996 and recorded on October 25, 1996 in the Office of the Recorder as Document No. 96818104 (the "Regulatory Agreement"); and
WHEREAS, the City Mortgage was subordinate to that certain Mortgage dated as of October 25, 1996 made by the Partnership as mortgagor in favor of Prairie Mortgage Company, as mortgagee (the "Original Senior Lender"), recorded on October 25, 1996 in the Office of the Recorder as Document No. 96818101, securing a loan in the original aggregate principal amount of $4,264,300 made by the Senior Lender to the Partnership in connection with the acquisition of the Property and the construction of the Project (the "Original Senior Loan"); and
WHEREAS, on January 10, 1996, the City Council enacted an ordinance, published at pages 14358 - 14431, inclusive, of the Journal of that date, establishing the 49th Street/St. Lawrence Avenue Redevelopment Project Area (the "Project Area") pursuant to the Tax Increment Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1 et seq., as amended (the "TIF Act"), and approving a redevelopment plan therefor (the "Redevelopment Plan"); and
WHEREAS, on July 31,1996, the City Council enacted an ordinance published at pages 26263-26368, inclusive, of the Journal of that date, pursuant to which the City Council authorized DPD to designate the Partnership as the developer for the Project Area and to enter into a redevelopment agreement with the Partnership (the "Redevelopment Agreement Ordinance"); and
WHEREAS, pursuant to the Redevelopment Agreement Ordinance, a certain
Redevelopment Agreement was entered into by and between DPD and the Partnership, dated
October 1, 1996 and recorded on October 25, 1996 in the Office of the Recorder as Document
No. 96818100 (the "Redevelopment Agreement"), by which DPD agreed to reimburse the
Partnership from Incremental Taxes (as defined in the Redevelopment Agreement) not to
exceed 30 percent of the annual interest costs on the Original Senior Loan up to a maximum of
$2,180,000 or not to exceed 30 percent of the total Project Cost (as defined in the
■Redevelopment-AgteemeDt)-paid-orJncurred by the Padneiship^-aod
WHEREAS, the City Mortgage and the Assignment of Rents were amended by that certain First Amendment (the "First Amendment") by and between the City and the Partnership dated January 7, 1999 and recorded in the Office of the Recorder as Document No. 99049752; and
WHEREAS, on March 10, 2004, the City Council enacted an ordinance published at pages 19298-19310, inclusive, of the Journal of that date, approving Amendment No. 1 to the Redevelopment Plan ("Plan Amendment No. 1") which, among other things, expands the eligible costs listed in the Redevelopment Plan in accordance with amendments to the TIF Act; and
WHEREAS, pursuant to an ordinance of the City Council enacted on May 25, 2004, on September 16, 2004, the City, the Partnership, the Borrower and the General Partner entered into that certain Second Loan Amendment and Subordination Agreement, recorded on September 17, 2004 in the Office of the Recorder as Document No. 0426135110 (the "Second
2
Amendment") that further amended the Loan, the City Mortgage, the Assignment of Rents and certain other documents involving the Loan, and that subordinated the City Mortgage, the Assignment of Rents and certain other documents involving the Loan to the lien of the mortgage securing a new senior loan made by Midland Loan Services, Inc., a Delaware corporation (the "New Senior Lender") in the amount of $4,264,300 (the "New Senior Loan"), which New Senior Loan retired the Original Senior Loan; and
WHEREAS, the Borrower, the Partnership and the General Partner now seek to sell and transfer the Property and the Project, and to assign (i) the New Senior Loan and any instruments related thereto, (ii) the Loan (and the City Mortgage, the Assignment of Rents and certain other documents involving the Loan), (iii) the Regulatory Agreement, and (iv) the Redevelopment Agreement, among other instruments, to TCB Willard Square Apartments LLC, an Illinois limited liability company (the "Purchaser"), whose sole member is The Community Builders, Inc. d/b/a TCB Illinois NFP Inc., a Massachusetts not-for-profit corporation (the "Purchaser's Sole Member"); and
WHEREAS, DPD has conditionally approved and consented to the assignment and assumption (the "Assignment and Assumption") of the Loan and any instruments related to the Loan, including the City Mortgage, the Assignment of Rents and certain other documents involving the Loan, including the Regulatory Agreement and the Redevelopment Agreement, from the Borrower, the Partnership and the General Partner to the Purchaser and, in connection with the Assignment and Assumption, there will be no change to the material terms of the Loan, the Regulatory Agreement or the Redevelopment Agreement other than the substitution of the Purchaser's name; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CHICAGO:
SECTION 1. The above recitals are expressly incorporated in and made a part of this ordinance as though fully set forth herein.
SECTION 2. The Assignment and Assumption is hereby approved as described above. The Commissioner of DPD (the "Commissioner") or a designee of the Commissioner are each hereby authorized, subject to approval by the Corporation Counsel, to negotiate any and all
ierjris_ajici^ov^
substantially modify the Assignment and Assumption as described herein. The Commissioner or a designee of the Commissioner are each hereby authorized, subject to approval by the Corporation Counsel, to enter into and execute such agreements and instruments, and perform any and all acts as shall be necessary or advisable, in connection with the implementation of the Assignment and Assumption.
SECTION 3. Notwithstanding anything to the contrary contained in the Municipal Code of Chicago (the "Municipal Code") or any other ordinance or mayoral executive order, no parties other than the owner of the Property as of the date following the date of the closing of the Assignment and Assumption (the "Owner"), any legal entities which are direct owners in excess of 7.5% of the Owner which changed in connection with the Assignment and Assumption, and all legal entities that constitute the direct or indirect controlling parties of the Owner (as determined by the Corporation Counsel), shall be required to provide to the City the document commonly known as the "Economic Disclosure Statement and Affidavit" (or any successor to such document) in connection with the Assignment and Assumption.
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SECTION 4. To the extent that any ordinance, resolution, rule, order or provision of the Municipal Code, or part thereof, is in conflict with the provisions of this ordinance, the provisions of this ordinance shall control. If any section, paragraph, clause or provision of this ordinance shall be held invalid, the invalidity of such section, paragraph, clause or provision shall not affect any of the other provisions of this ordinance. Section 2-44-090 of the Municipal Code shall not apply to the Property in connection with the New Restructuring.
SECTION 5. This ordinance shall be effective as of the date of its passage.
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CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT
SECTION 1 - GENERAL INFORMATION
A. Legal name of the Disclosing Party submitting this EDS. Include d/b/aAif applicable;
The. Community Builders) inc. d/b/a TCB IJLlitia^ NFP inc.,
Che.ck O'NE of the following three bpies:
Indicate Ayhethef the Disclosing Party submitting this.EDS i%\
- [1 the Applicant
OR
- fi] alfegal entity holding a direct or indirect mterestto tbe^pplrciijrtU St&te! fhe,legal name of the Applicant In Which the Disclosing Party holds an intergsft:-, tcb willard .square Apartments llc
OR
3. [ ] a.legal entity with a right of control (see Section: H,B;,1.) Stole Ihe legal/name of the entity in
which the Disciosing Party holds a right of con trol: ... ^
B, Business address of the Disclosing Patty: ,&5 Berkeley febyeeb, Bttfoe Sflp.
Boston/ m WkV«. .
- Telephone: 312.577.5273 Fax: 857.241,2313 Email! Kbegyo^tgbine,,ojg
- Name of contact person: Kevin Beard ^
- Federal Employer Identification No. (if you havO One)'
t\ Brief descrlption"orcontract, transaction or other undertaking; (rafen-ed/to bejp.W as the "Matter") tR which this EDS pertains. (Include project number and location of properly, if applicable):
Assumption of a city mortgage on Willard Square Apartments-, 49,07 S St tawxence Ave, Chicago, IL 60615
G. Which City agency or department is requesting this EDS? DePartment o£ Manning and Development
If the Matter is a contract being handled by the City's Department of Procurement Services, please complete the following:
Specification if and Contract tf
Vcr. 01-01-12
Page I 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 ( f ] Privately held business corporation [ [ ] Sole proprietorship [}
[] Limited liability company (] Limited liability partnership [) Joint venture [x] Not-for-profit eonooratiofl (Is the not-for-profit corporation also. a501 (c)(3))?
M Yes t].NQ □ Other (please specify)
[ ] General partnership
[ ] Limited partnership
[ ] Trust t
- For legal entities^ the: slate for foreign country)of incorporation oTor&aHi2fcti6n» if applicable: MaBsachuaett s
- For legal entities not organized in the State of Illinois; Has the organization registeried to do business in the S tate of Illinois as a foreign entity?
W.Y'es
□ NO
[] WA
B. IF THE DISCLOSING PARTY IS A LEGAL ENTITY ;
1. List below the full names and titles ofall executive officers and all directors of the entity. NOTE: Fot not-for-profit corporations, also list below all'meinbers, if any, wKtch are legal entities. If there are no such members, write "no members." For trusts* estates pr otK^r similar entities, list below the legal tiUehoIder(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 inv other person or entity that controls the dny-tn-dpy management of iheiniRnlnsing, Party. NOTE: Each legal entity listed below must submit an EDS on its own hohalf.
Name Title See attached list
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,
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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 of the 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 dfefined in ChapterS-l 56; of the Municipal Code, with any City elected official in the 12 months before: tti'evdate thfe.E-D.S is signed?
[ ] Yes [XJNo
If yes, please identify below the name(s) of such City eleoted ofitcial(sj frfld describe-such relatianship(s):
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 of the relationship, and the total -amount.uf the fees paid Qi estimated lu be pHMr-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,.oh 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 (subcontractor, attorney, paid or estimated.) NOTE:
to be retained) lobbyist, etc.) "hourly ratc^or "t.b.d." is
not an acceptable response.
(Add sheets if necessary.)
fx] Check here; If the Disclosing Party has not retained, nor expects to retain, any snch persons or entities. SECTION Y CERTIFICATIONS
- COURTrORDBRRD CHILD SUPPORT COMPLIANCE
Under Municipal Code Section 2-92-415, substantial owners pf business- entities thafcohtracfwilh the CitymustTemain in compliance with' their childsupport obligalrons-ifaoughqut 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 oifi^p^te9t3u]||s^^lii.?
H Vcs ( j No [X] No .person directly or Indirectly awns 10% or more of the
Disclosing Party.
If "Yes," lias: the person entered, into a court-approved,agreement for payment df all support,owed and is the person in compliance with that agreement?
□ Yes []No
- FURTHER CERTIFICATIONS
I. Pursuant to Municipal Code Chapter I -23, Article 1 ("Article l")(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 theDisclpsing Party certifies as follows: (1) 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 lo 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 1 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
2. The Disclosing Party and, if the Disclosing Party is a legal entity, all of those persons or entities
identified in Section II.B. 1. of this EDS:
- are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from any transactions by any federal, state or local unit of govefhnte.nl.;
- have no t,, 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 Svith: obtaining, attempting to obtain, or performing a public (federal,, state Of local) transaction or contract under a public transaction; a violation of federal or state-antitrust,statutes; fraud} emhezzlement; thoft; forgery; bribery; falsification 0r4estructroh Of records); making; false. Statements; of receiving stolen property;
c: are not presently Indicted for, or criminally of civilly charged ty-K$-;$t>fy$ffim*%\?A entity (federal, istate or Ideal)'with committing any of the offenses set forth in clauseBi2.i>.^t this Sgctfon. V{
d; have not, within a five-year period preceding;the date 6f this EDS, Had one or more public transactions (federal.-stale or local) terminated fbrcause qr defaulti an;d.
e. have not, within a five-year period preceding, the dale of this EDS, been convicted, adjudged guilty, or found liable in ft civil proceeding! or in any criminjl of ciyitaction, including actions -concerning environmental violations, instituted by the Cityor by the fedeT^l gflVejttttiBnt, any s;tafe, or any other unit of.local government,
3, The certifications in subparts 3, 4. and 5 concern:
t any "Contractor" (meaning any contractor or subcontractor used by thfrDiselosing Party in. connection with the Matter, including but not limited to all persons or lega-l entities disclosed under Section IV, "Disclosufe of Subcontractors and Other Retained Parties'')',
- any "Affiliated Entity" (meaning a person or entity that, directly of indirectly: controls the
Dasalc^ngJ^rlv-ris-contrril,lf>,d hy iha Disclosing Party, of is, with the:pisclo^iUgrBafty,.ui><leg
common control of another person or entity. Indicia of control include, witho.iit liinitation: interlocking management of 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 of 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 of the 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:
- bribed or attempted to bribe, or been convicted or adjudged guilty of bribetyor 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;
- agreed or colluded with other bidders or prospective bidders,, or been jj party lb; any Such agreement* or been convicted or adjudged guilty of agreement, or coliusipft araqng bidders br prospectiv&biddei^ in reatfalnt of freedom of competition by agreement to bid a fixed price or otherwise; or
- made an.admission of silch conduct described in a. or b. above that-is a-watter of recprd>but have not been prosecuted for such conduct; or
- violated the provisions of Municipal Code Section 2-92r610 (Living Wag>Qrdioance).
4. Neither the Disclosing Partyj Affiliated Entity or Contraetpfi pfc any Of their employees, officials, agents or partners, Is barf ed-ffom contracting with any unit of state or lpoel gpvejfljhept its a; respit of engaging in or being convicted of (1) bid-rigging in violation of 720'ILCS 5/S3E-3J (2>btd-rpiating in violation of 720 ILCS 5/33E-4;or (3J any slniilar offense Pf any state or of the United States of America that contains the same elements as the offense of bid-rigging pf bidirptatUjg.
5» Neither the Disclosing Party nor any Affiliated Entity is listed on any of the following lists
maintained by the Office of Foreign Assets Control of the U.S. Department of the Tteas.ury of the
Bureau of Industry and Security of the U .S. Department of Commerce of tljcif succTeSsofs; th.oSpecially
Design&tedNatiQnals List, the Denied Persons List, the Unverified List, the Entity List and the
■ Dp.han-ftdJJst,
- 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.
- If the Disclosing Party is unable to certify to any of the above statements in this Part B (Further Certifications), the Disclosing Party riiust explain below:
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 of the Disclosing Party Who were, at any time during the. 12-month period preceding the. execution da,te of this EDS, an employee, or elepted 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 Parly's knowledge after reasonable inquiry, the following is a
cpmjjiete list of all gifts thut the DisclOSihg Party has given Of caused t<S b'0;;glyefl, at 4n;y tirrtfe during; the.
12-montlr period preceding- the execution date of this EDS, to an employee, of elected or appointed
official, of the City of Chicago. For pufposes of this statement, a "gift" db.es not include: (i) anything
made generally ftvailabie. to City employees or to the general public, or (11) fd'Od ondiibk provided in the
course of official City business and having a retail value of less than-$20 per tecipient (if none, indjeate
with "N/A" or ''none"). As to any gift.listed below,.piease alsoirst the.name of the City recipient.
N/A "
C. CERTIFICATION QF. STATUS AS FINANCIAL INSTITUTION
1. The Disclosing Party certifies that the Disclosing Party (check one)
[]Js [X] is not
a "financial institution" as defmed. in Section 2-32-455(b) of the Municipal Code.
2^-lfthe Disclosing Party IS a finnnnial instityitinn, then the Disclosing, Party-pjeilgfiSJ
"We are not and will not become a predatory lender as defined in Chaptef 2-32 of the Municipal Code. We further pledge that none of our affiliates is, and none of'them will peeojfte, 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 Parly 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 of the Municipal Code, explain here (attach additional pages if necessary):
Page 7 of 13
If the letters "N A," the word "None," or no response appears oh the lines above, it will be conclusively presumed that the Disclosing Parly certified to the above statements*
D. CERTIFICATION REGARDING INTEREST IN CITY BUSINESS
Any words of terms that are defined in Chapter 2-156 of the Municipal Code have the same meanings when used in this Part D.
L In accordance with Section 2-156-110. of the Municipal Coder Does ahyoffioial of employee of the. City have a financial interest in his or her own name prjh the name o.fahy plhei: pe'fson,PT entity in the Matter?
[ ] Yes pq No
"NOTEv If you checked "Yes" to Item D.l., proceed to Items- D, 1, and D.3, If you checked "No" to Item D.l, proceed to Part E.
- Unless sold pursuant to a process of competitive bidding Or. otheny ise perttiit.te.d, np City elected official or employee shall have a financial interest in his or her own name or }n th:ettatn/epf any other person or entity in the purchase, of any property, that (i) belongs to the,City< or (11) is^sold for taxes or assessments, or (iii) is sold by vjiriuP of legal pfopess at the suit of the City tcpliedtivelyi "City Property Sale"), Condensation for property taken pursuant to; tire Cjty'8;eTtiinefi"t donjj&in power does not constitute a, financial interest within the meaning of this Part D.
Does the Matter Involve a City Property Sale?
[]Yes fx] No
- If you checked "Yesfl to Item D.l ,t provide the names and business addresses of the; City officials or employees having such interest and identify the nature of such interest:
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.
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.
X 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 cpverage 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 I above, the
Disclosing Party ;has found records Of investments or profits from slavery of slaveholder insurance policies. The Disclosing Party verifies'thatthBifoUoWing'constitute/s'ftilU disoldsufe of aJl such records, inc.lwdiifig the names of any and all slaves ot slaveholders described in those:record?:
SECTION VI - CERTIFICATIONS FOR FEDERALLY FUNDED MATTERS
NOTE: ir the Matter isfederaUy'funded, complete this Section VI, If the Mattet is hot federally funded, -proceed to Section Vll. For purposes of this Section Vi, tiix credits allocated this City arid proceeds pf debt obligations of the City are not federal-funding.,
A. CERTIFICATION REGARDING LOBBYING
1. List below the names:pf 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): N/A
(If no explanation appears or begins on the lines above, or if the 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 cphtafcts on behalf Of the Disclosing Party with respect to the Matter.)
2. The Disclosing Parly 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 allempt 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
- 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.
- The Disclosing Party certifies that either: (i) it is not an organization described in section SO 1(c)(4).of the Internal Revenue Code of 198.6; or (ii) it is an organization descfibed.in section 501(c)(4) of the Internal. Revenue Code of 1986 but has not engaged and will not engage in "Lobbying Activities".
- If the Disclosing Party is the Applicant., the Disclosing Party mUSt.Q^^ht.c.eMfTo^ttdl!is equal ih form and substance to paragraphs A J. through. A.4.^above from ail>$Qbc9atrae(p^efg^1t^w?M$ Sny subcontract and the Disclosing Party must maintain; all such subcontractors' certifications for th& duration of the Matter and rrtust make such certifications promptly available, to the City upon fequestt
D. CERTIFICATION REGARDING EQUAL EMPLOYMENT OPPORTUNITY
If the Matter is federally fjonded, federal regulations require the Applicant and all proposed;; subcontractors to Submit the following information with their bids of fti writing at the outset of negotiations.
Is the Disclosing Party the Applicant?
U Yes [x]No If "Yes," answer the-.three questions below:
- Have you developed and do you have.on file affirmative action programs: pursuant to applicable federal regulations? (See 41 CFR Part 60-2.)
[ ] Yes ( ]No
- 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?
[]Y.es []No
- Have you participated in any previous contracts or subcontracts subject to the equal opportunity clause?
[]Yes []No
If you checked "No" to question 1. or 2. above, please provide an explanation:
Page 10 of 13
SECTION Vll ACKNOWLEDGMENTS, CONTRACT INCORPORATION, COMPLIANCE, PENALTIES, DISCLOSURE
The Disclosing Party understands and.agrees that:
A . The certifications, disclosures, and acknowledgments contained in this EDS will become part of any contrast or other agreement-between the Applicant and the City In connection with the Matter, whether procurement, City assistance, orofhcr 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 u^'derstarids that it must comply with<all statutes, ordinances, and regulations on which this BOS is^based.
B. . The City's Governmental Ethic? and C.an)paign Financing Ordinances, Chapters 2-15fcaHdS-lpyl Of
the1 Municipal Code, impose certain duties and obligatipiis 6h persons or e'ntQiss>se^ing>J^^'ejQ|a^)$;
Work, business, of tfarisaclibhs. The full text of these ordinances.and a training pfdgranxis avaHable'on
Sedgwick St., Suite 500, Chicago, 1L 60610, (312) 744-966Q. The; Disclosing Party must comply fully with the applicable ordinances.
C. If the City determines that any information provided in this EDS is false, incomplete .or inaccurate,
any contractor other agreement in connection with which it is. submitted may beresRlhded or be voider
voidable, and the. City may pursue any remedies under the contract or agreement (ifngtJ6sMnde:d 6c
void), at law, or in equity, including terminating Disclosing Party's participation in the Matter aftd/br
decll.n.ihg; 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 ah award to. the City of treble
damages*
Eh. M is the City's policy to make, this document available to the public on its Internet.site. and/or upon request. Some of nil. of the information provided on this EDS and any attachments to thi&E.D]S;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 Disnlnsing Parly \v^i«e^twl^len«afl^y^Tftfiftttt<v-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 ehaPgeSj 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 1 of Chapter 1-23 of the 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
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.sjijbqOntrttctors to use, any facility listed by the U.S. E.P.A. PO the federal Excluded Parties List System ("E.PLS") maintained by the U. S, General Services Administration;*
P.3 If the Disclosing Party is the Applicant, the Disclosing Party Will obtain from, atjy contractors/subcpntraefoTis hir'dd pf to be hired in cphneption with the Matter certifications equal irt; form and substance to those in F.l. and F.2, above and will not, without, the .prior Written consent of the Cijy, u£e any such, contradtor/subcontraetor that does not provide such certifications O^ thatthe-Disclosing Party has TeasOn fob'ejieve has not provided of cannot provide truthful ce."f.tijie,atiprts;
NOTE: If the Disclosing Party cannot certify as to any of the items in F\Lt P.2. of P.3, abb,Ve,.'ah explanatory statement must bpatta.ched to this EDS,
CERTIFICATION
Under penalty of perjury,, (he person signing below;.(1) warrants that he/she is authorized, to^executp this EDS and Appendix A (if applicable) on behalf of the Disclosing Party, and(2j warrants thai all certifications ■and statements cphtaihed in this.EDS and Appendix A (ifapplicabie) ate tftSe; aeeur&te and complete as offhe date furnished tp the City.
The Community BuildefB, Inc. <3/p/a TCB Illinois NFE Inc.
(Print or type name of person signing)
signing)
(Print or type title ofperson si
Signed and sworn to before me on (date) . 5 ^ 01 if
at Cook County, Illinois (state).
Notary Public.
OFFICIAL SEAL BRIDGET A WHITE
-7 / I VAI / \ NOTARY PUBLIC-STATE OF ILLINOIS
Commission expires: ' / dd \<?V\ V> ■ X mycommissionEXPlRES:07/22/l6
i
Page 12 of 13
CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT APPENDIX A
FAMILIAL RELATIONSHIPS WITH ELECTED CITY OFFICIALS AND DEPARTMENT HEADS
This Appendix ts to be completed only by (a) fhie Applicant, and (b) any lcgalcntity which has n direct o3Yit^s^ip'int;eji'«|[tJnJbje Applicant exceeding 7,5 percent. It is not to be completed by any Iegaj,entity which has only .ahrIndirectownership interest in the Applicant;
Under Municipal Code Sedlibn 2-154-QJ 5, the Disclosing Party lnust diselose whetbpr such Disc'lo.sin£ Party or arty "Applicable Party" or any Spouse orTJomestio Partner thereof currently has ^"farriilmj rtlMbitshipf with any elected city official or deparUnent head. A "familja( feJatiOnship" exists! if, as of the date this EDS is. signed, the Disclosing Party or any "Applicable Party" or any Spouse orDomesti>i1^efrth^|1s'lr^f#4 to the mayorv arty 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, grffidpaient, grandchild, fatheMh-law
or stepmother, slepson or stepdaughter^ stepbrother or stepsister or half-brother or half-sister.
"Applicable; Part/* means (J) all executive officers of the Disclosing; Party listed^ia'Se«tton')l^jl-.^* iflh& Disclosing Party is a corporatlon^all partners of the Disclosing Patty, if the Disclosing ParfyiM-^ partnership; all general partners and limited partners Of the Disclosing Party- if the Disclosing Party is aliinit^d paflnership; ajlMart^
limited liability company; (2) all principal officers of the .Disclosing Partyj.and: (3) any person haVihg-more man a 7.5 percent;ownefship 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 Parry or any "Applicable Party" orany Spouse or Domestic Partner thereof currently have a "familial relationship" with an ejected city official or department head?
[]YeS &C]No
If yes, please identify below (I) the name and title of such person, (2) the name of the legal entity to which such person is connected; (3) the name and title of the elected city official or department bead to wbotilsuch person has a familial relationship, and (4) the precise nature of such familial relationship.
Page 13 of 13
The Community Builders, Inc.
Officers and Directors
Directors;
Brian L.P. Fallon Edward, H. Marchant Jonathan M. Keyes Phillip L. Clay
HipOlltpRpldaii Mary Jo Bane Sara Llhdholm
Officers:
Bartholomew J. Mitchell 111 Phillip L.Clay Jonathan M. Keyes Edward H./Mnrchant Mick Vergura
President and Chief ExecutiveOffteer Chair and Director Clerk and Director Treasurer
Chief Financial Officer,
Senior Vice President and Assistant Treasurer
THE COMMUNITY BUILDERS, INC.
Assistant Clerk's Certificate
I, Carol M. McKinley, certify that I am the duly elected Assistant Clerk of THE COMMUNITY BUILDERS, INC., a Massachusetts corporation d/b/a TCB Illinois NFP, Inc., in the State of Illinois (the "Corporation") and sole member of TCB Willard Square Apartments LLC (the "LLC"), and that as Assistant Clerk I am authorized to execute this certificate on behalf of the Corporation and LLC. I further certify that:
- As of September 4, 2014, Teri Hamilton Brown is a duly qualified authorized agent of the Corporation:
- Attached hereto as Exhibit A is a true, complete and correct copy of the resolution duly adopted by the Board of Directors of the Corporation on February 7,2014, which resolution has not been amended, modified, revoked or rescinded since the date of its adoption.
IN WITNESS WHEREOF, I have executed this certificate as of the 4th day of September, 2014.
Carol M. McKinley, Assistant Clerk
Exhibit A
Vote of The Community Builders, Inc., Board of Directors dated February 7, 2014 Authorizing the Corporation to Act in Connection with the Acquisition, Repair, Finance and Operation of Willard Square Apartmentsin Chicago, Illinois:
VOTED: In connection with the acquisition, repair, finance and operation of the Willard Square Apartments in the North Washington Park area of Chicago Illinois, consisting of approximately one hundred (100) family apartment units ("Willard Square") and owned by Technical Assistance Housing Corporation ("TACH"), to authorize the Corporation, directly or through one or more affiliates, to undertake any and all necessary and desirable transactions on its own behalf or to assist such affiliates to acquire, repair, maintain, own and operate Willard Square, including (but not limited to) (i) acquiring Willard Square from TACH, or its affiliates or agents; (ii) making minor repairs or renovations to such properties and taking all actions necessary or appropriate to the operation and maintenance of such properties; (iii) operating such properties as multi-family rental housing; (iv) borrowing, guarantying or otherwise securing financing to carry out the foregoing; and (v) to enter into, execute and deliver any all documents, instruments and agreements of whatever nature in order to effectuate Willard Square (including, without limitation, one or more notes, mortgages, security agreements, guaranties, financing statements, assignments, subordination agreements, indemnifications and certificates, along with amendments to the foregoing); and to authorize the President, the Chief Financial Officer, any Senior Vice President or any Authorized Agent of the Corporation (together, the "Officers and Agents"), any such person acting alone, to negotiate, enter into, execute, acknowledge and deliver any such document, instrument or agreement and to take any other action which such person deems necessary or desirable in connection with Willard Square; and to ratify, confirm and approve any and all actions previously taken by the Corporation or any of the Officers and Agents with respect to the foregoing.
CITY OF CHICAGO ECONOMIC DISCLOSURE STATEMENT AND AFFIDAVIT
SECTION I GENERAL INFORMATION
A. Legal name of the Disclosing Party submitting this EDS. Include d/b/a/ if applicable! TCB Willard Square Apartments LLC
Check ONE of the following three boxes:
Indicate whether theDisclosrng Party submitting this EDS is:
- M the Applicant
OR
- [ ] a legal entity holding a direct or- indirect interest in the Applicant. Slate the legal name of the
Applicant jn Svhich the Disclosing Party holds an. interest;
OR
3. [ J a legal entity With aright pf cohlfol (see Section ll.B. I,). State the legal name of the entftyin
Whioh the Disclosing Party holds a right of control:
B. Business address of the Disclosing Parly; 95 Berkeley Street , Suite 500
Boston, MA 02116
- Telephone: 312 ■ 577 . 5273 Fax; 857 .241. 2313 Email: kbeard@fccbinc, org
- Name of contact person: Kevin Beard
- Federal Employer Identification No. (if you. have one):
TrBneTtfeycn^iolTof^ or other undertaking (referred to below as the "Matter") to
which this EDS pertains. (Include project number and location of property, if applicable);
Assumption of a City mortgage on Willard Square Apartments., 4907 S St Lawrence Avq, Chicago,. It, 60615
G. Which City agency or department is requesting this EDS? DePartment of Planning, aftd DeVelopme
If the Matter is a contract being handled by the City's Department of Procurement Services, please complete the following:
Specification f) and Contract //
Vcr. 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
[) General partnership
[ 1 Limited partnership.
[■] Trust
1)3 Limited liability company
[ ] Limited liability partnership
[ ] Joint venture
[ ] Not-for-profit corporation
(Is thenotrfor-profit corporation also * 5.01(c)(3))?.
[ ] Yes f ] No
[ ] Other (please specify)
2 For legal entities,, the state (or foreign country) of incorporation or organization, if applicable: Illinois
3. For legal entities not organized in the State of Illinois: Has the organization registered to do business in the State of Illinois as aforeign entity?
[]Yes [JNo. D3 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 of the. entity. NOTE:: For not-for-profit corporations, also list below all members, if any, which are legal entities. If there arc no such, member's; 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 Parly;
NOTErEirch-lei^lTiim ' *"
Name Title
The Community Builders, Inc. Sole Member
2, Please provide (he 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 n 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 2-1.54-030 of the 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
The Community Bulldora, Inc. 135 3. LaSalle, Chicago, IU loot
SECTION III BUSINESS RELATIONSHIPS WITH CITY ELECTED OFFICIALS
Has the Diselpshrg Parly had a "business relationship,!' as defined in Chapter -2~1£5: of the MM.fifcipfcl Code, with any City elected official in the VI months before the date this EDS is signed?
E ] Yes [x] No
I f yes, please identify below the naine(s) of such Gityelected officja.l(s) and describe such relationship(s):
SECTION IV - DISCLOSURE OF SUBCONTRACTORS AND OTHER RETAINED PARTIES
The Disclosing Parly 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 of the relationship^ and the,total
«rm>untcf-the:-fees-pato^
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 retained or anticipated Address to be retained)
.David. L. Goldstein & Associates.
Relationship to Disclosing Party Pees (indicate whether
(subcontractor, attorney, paid or estimated.) NOTE:
lobbyist, etc.) "hourly rate" or "t.-b.d " is
not ai> acceptable response.
Attorney (buyer) $35,000 estimated
Attorney (seller)
$45,000 estimated
Applegate & Thorne^thomsen
Consultant
S 6,000 paid
Applied Real Estate,Analysts
$ 4jQ0O paid
Consultant
EBI Consulting
Professionals Associated Survey Consultant $13,500 estimated
.Chicago Title TftJe, Escrow i,10,,40D. estimated
[ ] Check here if the Disclosing Party has not-retained, nor expects tp retain, any such persons- orxfttities,
SECTION V - CERTIFICATIONS
A. COURT-ORDERED CHILD SUPPORT COMPLIANCE
Under Municipal Code.Section 2-92-415, substatiti3L.0w.ners of business entities that contract with the Gily must remain in conipHa'npe with their child support obligations throughout the contract's tentt.
Has any person Who directly or'indirectly owns \Q°/o or more of the Disclosing Party been declared in arrearage oh any child support obligations by any Illinois court of cQmpeient'jurisdictiojt'?:
I ] Yes Ixl No I ] No pcrson-directly or indirectly owns 10% or more of the
Disclosing Parly.
If "Yes," has the person entered into a court-approVed. agreement for payment of alt support owed and is the person in compliance with that agreement?
[ ] Yes [ ] No
B. FURTHER CERTIFICATIONS
I. Pursuant to Municipal Code Chapter 1 -23, Article I ("Article l")(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 lo 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
- The Disclosing Party and, if the Disclosing Party is a legal entity, all of those persons or entities identified in Section ll.B.l. of this EDS:
- are hot presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from any transactions by any federal, state or local unit of government;
- have not, within a five-year period preceding the dale 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, slate 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 properly;
- are not presently indicted foT, or criritinally or civilly charged by, a governmental entity (federal, state or local) with committing any of the offense's set forth in clause B .2.b. of this Section V;
d> have not, within a. five-year period preceding.die dale of this EDS* had one or more public.; transactions (federal, state Or local) tefniinated for cause or default; and
e. have hot, within a five^ear period preceding the date of this EDS, been ppnvicted, adjudged guilty, or ibiffid liable in a civil proceeding, or in any criminal or civil aCtipnt including actions concerning environmental violations, instituted by the City or by the federal govemmenf, any state, oY any other unit of local government.
- The certifications ih subparrs 3,4 and 5 concern:
- the Disclosing Party;-
- any ♦Contractor" (meaning any contraotor 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
Di5closing-P-artyr-is-COfltroU^
.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 slate 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 of the 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;
- bribed or attempted to bribe, or been convicted or adjudged guilty of bribery or attempting 10 brtbq, 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 officers or employee's official capacity;
- agreed or colluded with other bidders or prospective bidders, or been a parly to any such agreement, or been convicted or adjudged guilty of agreement or collusioYi among bidders.br prospective btd^er^-]nr«^M^C-of fte&d&rf Of .oohipe.tjtion by agreement:to bid a fixedptfc6 .of otherwise; or
& made aft 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
,d; violated the. provisions Of Municipal.Code Section 2-92-610 (Living Wage Ordinance);
.4. 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 of being convicted of (1) bid-rigging in violation of 720 1LCS 5/33E-3; (2) bidrrotatrngiti violation of 720 ILGS 5/33B-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.
,5.^ Neither the Disclosing Party nor any Affiliated Entity is 'listed on any of the following lists
maintained by the Office of Foreign Assets Control of the 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 Persohs List, the Unverified List, the Entity List and the
-Debarred List.
6, The Disclosing Party understands and shall comply with the applicable requirements of Chapters
2-55 (Legislative1 Inspector General), 2-56 (Inspector General) and 2-156 (Governmental Ethics) of the
Municipal Code.
7. 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:
Page 6 of 13
If the letters "N A," 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 of the 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 theDiscjosirig; Party's knowledge after reasonable inquiry, tire following^Is a
complete list.of all gifts tnartfre Dis'cjb.sing Party has given or oaused to be given, dt any time during.the
12-month period preceding the execution date of this EDS, to an employee, or ele.cted.br appdihlted
Official, of the City of Chicago. For purposes of this statement, a "gift>! does not include: (i): anything
rtiade generally ayai.l*ble; t'Q:Qity .^mpldyees or to the general public, or (ii) food or drink providedius tlie:
course of official City buslrtessa'nd having a, retail value of l£ss 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 DF STATUS As FINANCIAL INSTITUTION
1,. The Disclosing Party certifies^ that the Disclosing Party (check one)
[ ] is [X] is not
a "financial institution" as defined in Section: 2-32-455(b) of the Municipal Code.
2,I-fthe-Disclosing-P^r^
"We are not and will not become a predatory lender as defined in Chapter 2-32 of the 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 of the Municipal Code, explain here (attach additional pages if necessary):
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 Parly certified to the above statements.
D. CERTIFICATION REGARDING INTEREST IN CITY BUSINESS
Any words or terms that are defined in Chapter 2-156 of the Municipal Code have the same rneanihgs Svhen used in this Part D.
L In accordance with-Seetion 2-156-110 of the 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 iiitlie Matter?
r] Yes ftj No
NOTE-; if you checked "Yes" to Itetrj D.l., proceed to Items D.2. and D.3. If you checked "No" to Item D.l., proceed to Part E.
2, Unless 'sold pursuant tp a process of competitive bidding, or otherwise permitted,, no City
elected official or employee shall have a firtanoial 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 taxfes or assesstnentsr or (Hi) is sold by virtue of legal process at the suit of the City (cdli:e;cliv$fy,.
"City Property Sale"), Compensation for property taken pursuant to the City's eminent domain p0\yer
does not constitute a financial interest within' the meaning of this Part D.
Does the Matter involve a City Property Sale?
[ ] Yes [Xj lsfp
3. If you ph'ecked "Yes" to Item D.l...provide filenames and business addresses of the City
officials or employees haying such interest and identify the nature of such interest:
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.
E. CERTIFICATION REGARDING SLAVERY ERA BUSINESS
Please check either 1. or 2. below. If the Disclosing Party checks 2., the Disclosing Party must disclose below or in an attachment lo (his 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.
* J- The Disclosing Party verifies that the Disclosing Party has searched any and all records of
the Disclosing Party and arty and all predecessor entities regarding records of investments or profits from slavery or slaveholder insurance policies during the slavery era (including insurance, polities issued to slaveholders that provided coverage for damage to or injury or death of their slaves), 4hd the Disclosing Party has found no such records.
_2. The Disclosing Party verifies that, as a result of conducting the search in step I above, the
Disclosing Party has found retprds of investments or profits from slavery or slaveholder insurance policies. The Disclosing Party yerifieS'thaf- the following constitutes full disclosure of all such records, including the nam.es of aay and all slaves or slaveholders described in those records.:
SECTION VI -> CERTIFICATIONS FOR FEDERALLY FUNDED MATTERS
NOTE: If the M atter is .federnlly funded, complete (his Section VI. Jf the M atter is not federally funded, proceed to Section VII. For purposes of'this Set>t|on; VI, tax credits allocated by the City and proceeds of de"bt obligations of the City are not federal funding
A. CERTIFICATION REGARDING LOBBYING
I List below the names of all persons or entities registered under the federal Lobbying Disclosure Actof 1995 who have made lobbying con tacts on behalf of the Disclosing Party with respect to the Matter: (Add sheets if necessary):
N/A
(If no explanation appears or begins on the lines above, or if the 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 Avith 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.
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- 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.
- The Disclosing Parly certifies that either: (i) it is not an organization described in section 501(c)(4) of the Internal Revenue Code of 1986; or (H) it is an organization described in section 501(c)(4) of the Internal Revenue Code of 1986 bur has not engaged and Will hot engage in "Lobbying Activities".
- 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 DjscIosmg.Party mvs.t.roaintain all &ueh subcontractors1 certifications; for the duration of the Matter.and must make such certifications promptly available to the City upon request;
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 inforination:Avith their bids or in writing at the-outset of negotiations.
Is the Disclosing Party the Applicant?
(X) Yes p 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.) t ] Ves [xt/No
- 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?
[ ] Yes N No
- Have you participated in any previous contracts or subcontracts subject to the equal opportunity clause?
[ ] Yes [X] No
If you checked "No" to question 1. or 2. above, please provide an explanation: TCB Willard Square Apartments LLC does not and will not employ anyone.
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SECTION VII-- ACKNOWLEDGMENTS, CONTRACT INCORPORATION, COMPLIANCE, PENALTIES, DISCLOSURE
The Disclosing Party understands and agrees that:
- 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 executio.h 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 on1 which this EDS is based.
- The City's Governmental Ethics and Campaign Financing Ordinances; Chapters 2-15.6 and35r 164. of the Municipal C.o.de,.impdse certain duties and obligations on persons or entities seeking City contract work, business, or ttanisactidhs. The full text of these ordinances and a training program is available oh 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) 744-96.60 The. Disclosing Party must comply fully with, the app 1 icab 1 e ord inances.
- If the City determines that any information provided in this EDS is false, incomplete or inaccurate, any contract or other agreement m connection with which it is submitted may be rescinded of be void or voidable, and the City may pursue any remedfes under the contract of 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.
- It is the City's policy to make this document available tothe public on its Internet site artd/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
_otherw.ise.--ByjompJetin^
rights or claims which it may have against the City in connection with the public release of infofmatitfh contained in this EDS and also authorizes; the City to verify the accuracy of any information submitted in this EDS.
- 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 1 of Chapter 1-23 of the 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:
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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, properly taxes, or sales taxes.
F.2 If the Disclosing Party is the Applicant, the Disclosing Parly 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 ("RPLS") maintained by the U. S. General Services Administration.
F.3 If the Disclosing Party is the Applicant, the DiscloslngParly will obtain from any contractors/subcontractors hired or to be hired in connection with the Mailer certifications equal in form and substance to those in FU. and F.2> above and will not, without the prior written, consent of She City, use any such contmeWr^6edjKtrae°Mrlh'At dpe^ 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.l., F.2. <5r F.3. above, ah explanatory statement must be attached to-this &DS,
CERTIFICATION
Under penalty of perjury, the person signing below: XI) warrants that he/she is authorized to execute this EDS and Appendix A. (if applicable); oh b.chalf o,f the Disclosing Party, and (2) warrants that all certifications arid statements contained, in-this JiDS.and Appendix.A (if applicable) art true, accurate and complete as of the date furnished to the City,
TCB till.LARO SQUARE APARtMEHTS.LIC, By the Community Builders, Inc. doing business in Illinois as (PrijxLDr typc/iy&c of DisclprfngflParty) {g g]*n£j,frP> 3 Massachusetts non-profIt corporation,
(Print or type name of person signing) (Print or type title of pcrsdn signing)
Signed and sworn to before me on (date)
at Cook County, Illinois
WW
OFFICIAL SEAL BRIDGET A WHITE NOTARY PUBLIC - STATE Or ILLINOIS MY COMMISSION EXPIRF.S OV/22/16 \
Commission expires:
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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?^ percent. It Is nottobe completed by any legal entity which has only an indirect ownership interest in the Appllcnnf.
Under Municipal Code Scctlbti:2-154-015, the Disclosing Party must disclose: whether such DisclpsingPMy or any "Applicable Part/'or any Spouse or Dpmesrtc Pajrther tKefeof'currently has a "familial relationship" with any elected city official Of department head. A "familial relationship'' exists if, as of jfnvdato thisEDS is signet}, Hie Disclosing Party drany "Applicable Party*? or any Spouse, or Dpmestifc Pafthet thereof is related to the mayor, any alderman* the city clerk, the city treasurer Of arty city department head as spouse or.domestic. partner or as any of thfe following, whethef bybldod or-adoplion: parent,, child, brother or sister, aimtpruncle, riiece or nephew, grandparent, grandchild, father-in-law, mother-in-law,. son-in-laWi daughter-in-la;w, stepfather or. stepmother* stepson or stepdaughter^ stepbrother Orstepsister, of half-brother or half-sister.
"Applicable Party'' means (I) all executive officers-.of the pisclosing Party listed inSeicjribri ILBj ,a if-the; Disclosing Party is a corporation;' all partners: of the Dlsbiosing Pafty- if the Disclosing Patty is a general .partnership; all general partners and. limited pafthpfs of the Disclosing Party, if the Disclosing; Party is a limited partnership; all managers, managing members and members:of the Disclosing Party, if the Disclosing Party is a limited llabilltyxompany; (2$ ftll principal ojffi.cefs;of,the Disclosing Party; and (3) aay person having more than a 7.5 percent ownership; interest in the Disclosing Party. "Prihoipal officers'" means the president, chief operating office^ executive director,.chief financial officer, treasurer Or secretary of a legal entity of ajjy person exercising similar authority.
Does the Disclosing Party or any "Applicable Party" pr any Spouse or Domestic Partner thereof currently have a "familial relationship" with;an elected city official or department head?
[ ] Yes tf] No
If yes, please identify below (1) the name and title of such person, (2) the name of the 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.
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