District Of Columbia 2023-2024 Regular Session

District Of Columbia Council Bill PR25-0484 Compare Versions

Version 1 (Old)

Version 2 (New)

Old	New		Differences
1		-	ENROLLED ORIGINAL
	1	+	MURIEL BOWSER
	2	+	MAYOR
	3	+	October 17, 2023
	4	+	The Honorable Phil Mendelson
	5	+	Chairman
	6	+	Council
	7	+	of the District of Columbia
	8	+	1350 Pennsylvania Avenue, N.W.
	9	+	Suite 504
	10	+	Washington, DC 20001
	11	+	Dear Chairman Mendelson:
	12	+	On behalf
	13	+	of the citizens of the District of Columbia ( the "District"), I hereby request that you
	14	+	introduce, and that the Council
	15	+	of the District of Columbia (the "Council") vote to approve, the
	16	+	enclosed draft resolution titled, "Ridgecrest Court Investor, LLC Revenue Bonds Project
	17	+	Approval Resolution
	18	+	of 2023" (the "Resolution").
	19	+	The Resolution authorizes the issuance, sale, and delivery
	20	+	of tax-exempt revenue bonds, notes or
	21	+	other obligations
	22	+	in aggregate principal amount not to exceed $20,000,000.00. These bonds will
	23	+	be used for the financing, refinancing, or reimbursing
	24	+	of costs incurred by Ridgecrest Court
	25	+	Investor, LLC for second phase
	26	+	of the Ridgcrest Community affordable housing project located
	27	+	in Ward
	28	+	8.
	29	+	The Ridgecrest Court Investor, LLC is a not-for-profit real estate organization dedicated to
	30	+	preservmg
	31	+	and creating sustainable, service-enriched multifamily housing, that is both affordable to
	32	+	low and moderate-income families and seniors.
	33	+	This project consists
	34	+	of the redevelopment of 132-units in Ward 8 of SE, which is a part of the
	35	+	larger 272-unit project created to provide and sustain affordable housing in the district. The
	36	+	Phase 2 project was forced
	37	+	to seek Revenue Bonds since the District was reaching its cap on the
	38	+	private activity bonds. This project encompasses 7 residential buildings within the 1900 and
	39	+	2100 block
	40	+	of Ridgecrest Court SE, and the 1900 block of Savannah Terrace SE.
	41	+	In accordance with Section 490
	42	+	of the Home Rule Act, we have determined that the bonds,
	43	+	when, as, and
	44	+	if issued, shall be without recourse to the District. The bonds shall not be general
	45	+	obligations
	46	+	of the District; shall not be a pledge of or involve the full faith and credit or the
	47	+	taxing power
	48	+	of the District; shall not constitute a debt of the District; and shall not constitute a
	49	+	lending
	50	+	of public credit for private undertakings as prohibited in section 602(a) (2) of the Home
	51	+	Rule Act. The bonds shall not give rise to any pecuniary liability
	52	+	of the District and the District
	53	+	shall have no obligation with respect
	54	+	to the purchase of the bonds. I find that the proposed financing will assist in furthering the efforts of Ridgecrest to provide
	55	+	affordable housing opportunities to the citizens
	56	+	of the District of Columbia. I urge the Council to
	57	+	take prompt and favorable action on the measure.
	58	+	Sincerely,
	59	+	Enclosures &irrnanihil Mendelson
	60	+	at the request
	61	+	of the Mayor
	62	+	1
	63	+	2
	64	+	3
	65	+	4
	66	+	5
	67	+	6
	68	+	7 A PROPOSED RESOLUTION
	69	+	8
	70	+	9
	71	+	10
	72	+	11
	73	+	IN THE COUNCIL OF THE DISTRICT OF COLUMBIA
	74	+	12 To authorize and provide for the issuance, sale, and delivery in an aggregate principal
	75	+	13 amount not to exceed $20 million of District of Columbia revenue bonds in one or more
	76	+	14 series pursuant to a plan of finance and to authorize and provide for the loan of the proceeds
	77	+	15 of such bonds to assist Ridgecrest Court Investor, LLC, in the financing, refinancing, or
	78	+	16 reimbursing of costs associated with an authorized project pursuant to section 490 of the
	79	+	1 7 District
	80	+	of Columbia Home Rule Act.
	81	+	18
	82	+	19 RESOLVED, BY THE COUNCIL OF THE DISTRICT OF COLUMBIA, That this
	83	+	20 resolution may be cited
	84	+	as the "Ridgecrest Court Investor, LLC Revenue Bonds Project Approval
	85	+	21 Resolution of 2023".
	86	+	22
	87	+	23 Sec. 2. Definitions.
	88	+	24 For the purposes
	89	+	of this resolution, the term:
	90	+	25 (1) "Authorized Delegate" means the Mayor or the Deputy Mayor for Planning
	91	+	26 and Economic Development, or any officer or employee
	92	+	of the Executive Office of the Mayor to
	93	+	27 whom the Mayor has delegated or
	94	+	to whom the foregoing individuals have subdelegated any of
	95	+	28 the Mayor's functions under this resolution pursuant to section 422(6) of the Home Rule Act.
	96	+	29 (2) "Bond Counsel" means a firm or firms
	97	+	of attorneys designated as bond
	98	+	30 counsel from time
	99	+	to time by the Mayor.
	100	+	1
	101	+	2
	102	+	(3) “Bonds” means the District of Columbia revenue bonds, notes, or other 31
	103	+	obligations (including refunding bonds, notes, and other obligations), in one or more series, 32
	104	+	authorized to be issued pursuant to this resolution. 33
	105	+	(4) “Borrower” means the owner, operator, manager and user of the assets 34
	106	+	financed, refinanced, or reimbursed with proceeds from the Bonds, which shall be Ridgecrest 35
	107	+	Court Investor, LLC, a limited liability company and disregarded entity for federal tax purposes 36
	108	+	whose sole member is Ridgecrest Court Manager, LLC, a limited liability company and 37
	109	+	disregarded entity for federal tax purposes whose sole member is The NHP Foundation, a 38
	110	+	nonprofit corporation and organization exempt from federal income taxes under 26 U.S.C § 39
	111	+	501(a) as an organization described in 26 U.S.C. § 501(c)(3). The Borrower is liable for the 40
	112	+	repayment of the Bonds. 41
	113	+	(5) “Closing Documents” means all documents and agreements, other than 42
	114	+	Financing Documents, that may be necessary and appropriate to issue, sell, and deliver the 43
	115	+	Bonds and to make the Loan contemplated thereby, and includes agreements, certificates, letters, 44
	116	+	opinions, forms, receipts, and other similar instruments. 45
	117	+	(6) “District” means the District of Columbia. 46
	118	+	(7) “Financing Documents” means the documents, other than Closing Documents, 47
	119	+	that relate to the financing or refinancing of transactions to be effected through the issuance, sale, 48
	120	+	and delivery of the Bonds and the making of the Loan, including any offering document, and any 49
	121	+	required supplements to any such documents. 50
	122	+	(8) “Home Rule Act” means the District of Columbia Home Rule Act, approved 51
	123	+	December 24, 1973 (87 Stat. 774; D.C. Official Code § 1- 201.01 et seq. ). 52
	124	+	3
	125	+	(9) “Issuance Costs” means all fees, costs, charges, and expenses paid or incurred 53
	126	+	in connection with the authorization, preparation, printing, issuance, sale, and delivery of the 54
	127	+	Bonds and the making of the Loan, including, but not limited to, underwriting, legal, accounting, 55
	128	+	rating agency, and all other fees, costs, charges, and expenses incurred in connection with the 56
	129	+	development and implementation of the Financing Documents, the Closing Documents, and 57
	130	+	those other documents necessary or appropriate in connection with the authorization, 58
	131	+	preparation, printing, issuance, sale, marketing, and delivery of the Bonds and the making of the 59
	132	+	Loan contemplated thereby, together with financing fees, costs, and expenses, including program 60
	133	+	fees and administrative fees charged by the District, fees paid to financial institutions and 61
	134	+	insurance companies, initial letter of credit fees (if any), compensation to financial advisors and 62
	135	+	other persons (other than full-time employees of the District) and entities performing services on 63
	136	+	behalf of or as agents for the District. 64
	137	+	(10) “Loan” means the District’s lending of proceeds from the sale, in one or 65
	138	+	more series, of the Bonds to the Borrower. 66
	139	+	(11) “Project” means the financing, refinancing or reimbursing of all or a portion 67
	140	+	of the Borrower’s costs of: 68
	141	+	(A) the renovation and rehabilitation of seven (7) existing multifamily 69
	142	+	residential rental buildings that will be improved with approximately 140,863 square feet of 70
	143	+	residential rental property, comprising 128 rental housing units and associated parking facilities 71
	144	+	located in Washington, D.C., commonly known as Ridgecrest Village, with street addresses at 72
	145	+	1910-1912 Ridgecrest Court, SE, Washington, D.C., 20020; 1910- 1912 Savannah Street, SE, 73
	146	+	Washington, D.C., 20020; 1905- 1911 Savannah Terrace, SE, Washington, D.C., 20020; 1920-74
	147	+	1924 Ridgecrest Court, SE, Washington, D.C., 20020; 2000- 2006 Ridgecrest Court, SE, 75
	148	+	4
	149	+	Washington, D.C., 20020; 2100- 2104 Ridgecrest Court, SE, Washington, D.C., 20020; and 76
	150	+	2110-2116 Ridgecrest Court, SE, Washington, D.C., 20020 (collectively, the “Faci lity”); 77
	151	+	(B) the purchase and installation of certain equipment and furnishings, 78
	152	+	together with other property, real and personal, functionally related and subordinate to the 79
	153	+	Facility; 80
	154	+	(C) funding certain working capital costs, to the extent financeable relating 81
	155	+	to the Bonds; 82
	156	+	(D) funding interest on the Bonds and any credit enhancement costs, 83
	157	+	liquidity costs or debt service reserve fund relating to the Bonds; and 84
	158	+	(E) Paying allowable Issuance Costs. 85
	159	+	Sec. 3. Findings. 86
	160	+	The Council finds that: 87
	161	+	(1) Section 490 of the Home Rule Act provides that the Council may, by 88
	162	+	resolution, authorize the issuance of District revenue bonds, notes, or other obligations 89
	163	+	(including refunding bonds, notes, or other obligations) to borrow money to finance, refinance, 90
	164	+	or reimburse costs, and to assist in the financing, refinancing, or reimbursing of, the costs of 91
	165	+	undertakings in certain areas designated in section 490 and may effect the financing, refinancing, 92
	166	+	or reimbursement by loans made directly or indirectly to any individual or legal entity, by the 93
	167	+	purchase of any mortgage, note, or other security, or by the purchase, lease, or sale of any 94
	168	+	property. 95
	169	+	(2) The Borrower has requested the District to issue, sell, and deliver revenue 96
	170	+	bonds, in one or more series, in an aggregate principal amount not to exceed $20 million, and to 97
	171	+	make the Loan for the purpose of financing, refinancing, or reimbursing costs of the Project. 98
	172	+	5
	173	+	(3) The Project is located in the District and will contribute to the health, 99
	174	+	education, safety, or welfare of, or the creation or preservation of jobs for, residents of the 100
	175	+	District, or to economic development of the District. 101
	176	+	(4) The Project is an undertaking in the area of housing, within the meaning of 102
	177	+	section 490 of the Home Rule Act. 103
	178	+	(5) The authorization, issuance, sale, and delivery of the Bonds and the Loan to 104
	179	+	the Borrower are desirable, are in the public interest, will promote the purpose and intent of 105
	180	+	section 490 of the Home Rule Act, and will assist the Project. 106
	181	+	Sec. 4. Bond authorization. 107
	182	+	(a) The Mayor is authorized pursuant to the Home Rule Act and this resolution to assist 108
	183	+	in financing, refinancing or reimbursing the costs of the Project by: 109
	184	+	(1) The issuance, sale, and delivery of the Bonds, in one or more series, in an 110
	185	+	aggregate principal amount not to exceed $20 million; and 111
	186	+	(2) The making of the Loan. 112
	187	+	(b) The Mayor is authorized to make the Loan to the Borrower for the purpose of 113
	188	+	financing, refinancing or reimbursing the costs of the Project and establishing any fund with 114
	189	+	respect to the Bonds as required by the Financing Documents. 115
	190	+	(c) The Mayor may charge a program fee to the Borrower, including, but not limited to, 116
	191	+	an amount sufficient to cover costs and expenses incurred by the District in connection with the 117
	192	+	issuance, sale, and delivery of each series of the Bonds, the District’s participation in the 118
	193	+	monitoring of the use of the Bond proceeds and compliance with any public benefit agreements 119
	194	+	with the District, and maintaining official records of each bond transaction, and assisting in the 120
	195	+	redemption, repurchase, and remarketing of the Bonds. 121
	196	+	6
	197	+	(d) The Bond authorization set forth in this resolution includes the authorization to issue 122
	198	+	refunding Bonds to refinance any Bonds previously issued under this resolution to finance the 123
	199	+	Project; provided that the maximum principal amount of Bonds outstanding at any time does not 124
	200	+	exceed the maximum principal amount of Bonds authorized hereunder. 125
	201	+	Sec. 5. Bond details. 126
	202	+	(a) The Mayor and each Authorized Delegate is authorized to take any action reasonably 127
	203	+	necessary or appropriate in accordance with this resolution in connection with the preparation, 128
	204	+	execution, issuance, sale, delivery, security for, and payment of the Bonds of each series, 129
	205	+	including, but not limited to, determinations of: 130
	206	+	(1) The final form, content, designation, and terms of the Bonds, including a 131
	207	+	determination that the Bonds may be issued in certificated or book- entry form; 132
	208	+	(2) The principal amount of the Bonds to be issued and denominations of the 133
	209	+	Bonds; 134
	210	+	(3) The rate or rates of interest or the method for determining the rate or rates of 135
	211	+	interest on the Bonds; 136
	212	+	(4) The date or dates of issuance, sale, and delivery of, and the payment of interest 137
	213	+	on, the Bonds, and the maturity date or dates of the Bonds; 138
	214	+	(5) The terms under which the Bonds may be paid, optionally or mandatorily 139
	215	+	redeemed, accelerated, tendered, called, or put for redemption, repurchase, or remarketing before 140
	216	+	their respective stated maturities; 141
	217	+	(6) Provisions for the registration, transfer, and exchange of the Bonds and the 142
	218	+	replacement of mutilated, lost, stolen, or destroyed Bonds; 143
	219	+	7
	220	+	(7) The creation of any reserve fund, sinking fund, or other fund with respect to 144
	221	+	the Bonds; 145
	222	+	(8) The time and place of payment of the Bonds; 146
	223	+	(9) Procedures for monitoring the use of the proceeds received from the sale of 147
	224	+	the Bonds to ensure that the proceeds are properly applied to the Project and used to accomplish 148
	225	+	the purposes of the Home Rule Act and this resolution; 149
	226	+	(10) Actions necessary to qualify the Bonds under blue sky laws of any 150
	227	+	jurisdiction where the Bonds are marketed; and 151
	228	+	(11) The terms and types of credit enhancement under which the Bonds may be 152
	229	+	secured. 153
	230	+	(b) The Bonds shall contain a legend, which shall provide that the Bonds are special 154
	231	+	obligations of the District, are without recourse to the District, are not a pledge of, and do not 155
	232	+	involve the faith and credit or the taxing power of the District, do not constitute a debt of the 156
	233	+	District, and do not constitute lending of the public credit for private undertakings as prohibited 157
	234	+	in section 602(a)(2) of the Home Rule Act. 158
	235	+	(c) The Bonds shall be executed in the name of the District and on its behalf by the 159
	236	+	manual or facsimile signature of the Mayor, and attested by the Secretary of the District of 160
	237	+	Columbia by the Secretary of the District of Columbia’s manual or facsimile signature. The 161
	238	+	Mayor’s execution and delivery of the Bonds shall constitute conclusive evidence of the Mayor’s 162
	239	+	approval, on behalf of the District, of the final form and content of the Bonds. 163
	240	+	(d) The official seal of the District, or a facsimile of it, shall be impressed, printed, or 164
	241	+	otherwise reproduced on the Bonds. 165
	242	+	8
	243	+	(e) The Bonds of any series may be issued in accordance with the terms of a trust 166
	244	+	instrument to be entered into by the District and a trustee to be selected by the Borrower subject 167
	245	+	to the approval of the Mayor, and may be subject to the terms of one or more agreements entered 168
	246	+	into by the Mayor pursuant to section 490(a)(4) of the Home Rule Act. 169
	247	+	(f) The Bonds may be issued at any time or from time to time in one or more issues and 170
	248	+	in one or more series. 171
	249	+	Sec. 6. Sale of the Bonds. 172
	250	+	(a) The Bonds of any series may be sold at negotiated or competitive sale at, above, or 173
	251	+	below par, to one or more persons or entities, and upon terms that the Mayor considers to be in 174
	252	+	the best interest of the District. 175
	253	+	(b) The Mayor or an Authorized Delegate may execute, in connection with each sale of 176
	254	+	the Bonds, offering documents on behalf of the District, may deem final any such offering 177
	255	+	document on behalf of the District for purposes of compliance with federal laws and regulations 178
	256	+	governing such matters and may authorize the distribution of the documents in connection with 179
	257	+	the sale of the Bonds. 180
	258	+	(c) The Mayor is authorized to deliver the executed and sealed Bonds, on behalf of the 181
	259	+	District, for authentication, and, after the Bonds have been authenticated, to deliver the Bonds to 182
	260	+	the original purchasers of the Bonds upon payment of the purchase price. 183
	261	+	(d) The Bonds shall not be issued until the Mayor receives an approving opinion from 184
	262	+	Bond Counsel as to the validity of the Bonds of such series and, if the interest on the Bonds is 185
	263	+	expected to be exempt from federal income taxation, the treatment of the interest on the Bonds 186
	264	+	for purposes of federal income taxation. 187
	265	+	Sec. 7. Payment and security. 188
	266	+	9
	267	+	(a) The principal of, premium, if any, and interest on, the Bonds shall be payable solely 189
	268	+	from proceeds received from the sale of the Bonds, income realized from the temporary 190
	269	+	investment of those proceeds, receipts and revenues realized by the District from the Loan, 191
	270	+	income realized from the temporary investment of those receipts and revenues prior to payment 192
	271	+	to the Bond owners, other moneys that, as provided in the Financing Documents, may be made 193
	272	+	available to the District for the payment of the Bonds, and other sources of payment (other than 194
	273	+	from the District), all as provided for in the Financing Documents. 195
	274	+	(b) Payment of the Bonds shall be secured as provided in the Financing Documents and 196
	275	+	by an assignment by the District for the benefit of the Bond owners of certain of its rights under 197
	276	+	the Financing Documents and Closing Documents, including a security interest in certain 198
	277	+	collateral, if any, to the trustee for the Bonds pursuant to the Financing Documents. 199
	278	+	(c) The trustee is authorized to deposit, invest, and disburse the proceeds received from 200
	279	+	the sale of the Bonds pursuant to the Financing Documents. 201
	280	+	Sec. 8. Financing and Closing Documents. 202
	281	+	(a) The Mayor is authorized to prescribe the final form and content of all Financing 203
	282	+	Documents and all Closing Documents to which the District is a party that may be necessary or 204
	283	+	appropriate to issue, sell, and deliver the Bonds and to make the Loan to the Borrower. Each of 205
	284	+	the Financing Documents and each of the Closing Documents to which the District is not a party 206
	285	+	shall be approved, as to form and content, by the Mayor. 207
	286	+	(b) The Mayor is authorized to execute, in the name of the District and on its behalf, the 208
	287	+	Financing Documents and any Closing Documents to which the District is a party by the 209
	288	+	Mayor’s manual or facsimile signature. 210
	289	+	10
	290	+	(c) If required, the official seal of the District, or a facsimile of it, shall be impressed, 211
	291	+	printed, or otherwise reproduced on the Financing Documents and the Closing Documents to 212
	292	+	which the District is a party. 213
	293	+	(d) The Mayor’s execution and delivery of the Financing Documents and the Closing 214
	294	+	Documents to which the District is a party shall constitute conclusive evidence of the Mayor’s 215
	295	+	approval, on behalf of the District, of the final form and content of the executed Financing 216
	296	+	Documents and the executed Closing Documents. 217
	297	+	(e) The Mayor is authorized to deliver the executed and sealed Financing Documents and 218
	298	+	Closing Documents, on behalf of the District, prior to or simultaneously with the issuance, sale, 219
	299	+	and delivery of the Bonds, and to ensure the due performance of the obligations of the District 220
	300	+	contained in the executed, sealed, and delivered Financing Documents and Closing Documents. 221
	301	+	Sec. 9. Authorized delegation of authority. 222
	302	+	To the extent permitted by District and federal laws, the Mayor may delegate to any 223
	303	+	Authorized Delegate the performance of any function authorized to be performed by the Mayor 224
	304	+	under this resolution. 225
	305	+	Sec. 10. Limited liability. 226
	306	+	(a) The Bonds shall be special obligations of the District. The Bonds shall be without 227
	307	+	recourse to the District. The Bonds shall not be general obligations of the District, shall not be a 228
	308	+	pledge of, or involve the faith and credit or the taxing power of, the District, shall not constitute a 229
	309	+	debt of the District, and shall not constitute lending of the public credit for private undertakings 230
	310	+	as prohibited in section 602(a)(2) of the Home Rule Act. 231
	311	+	(b) The Bonds shall not give rise to any pecuniary liability of the District and the District 232
	312	+	shall have no obligation with respect to the purchase of the Bonds. 233
	313	+	11
	314	+	(c) Nothing contained in the Bonds, in the Financing Documents, or in the Closing 234
	315	+	Documents shall create an obligation on the part of the District to make payments with respect to 235
	316	+	the Bonds from sources other than those listed for that purpose in section 7. 236
	317	+	(d) The District shall have no liability for the payment of any Issuance Costs or for any 237
	318	+	transaction or event to be effected by the Financing Documents. 238
	319	+	(e) All covenants, obligations, and agreements of the District contained in this resolution, 239
	320	+	the Bonds, and the executed, sealed, and delivered Financing Documents and Closing 240
	321	+	Documents to which the District is a party, shall be considered to be the covenants, obligations, 241
	322	+	and agreements of the District to the fullest extent authorized by law, and each of those 242
	323	+	covenants, obligations, and agreements shall be binding upon the District, subject to the 243
	324	+	limitations set forth in this resolution. 244
	325	+	(f) No person, including, but not limited to, the Borrower and any Bond owner, shall have 245
	326	+	any claims against the District or any of its elected or appointed officials, officers, employees, or 246
	327	+	agents for monetary damages suffered as a result of the failure of the District or any of its elected 247
	328	+	or appointed officials, officers, employees or agents to perform any covenant, undertaking, or 248
	329	+	obligation under this resolution, the Bonds, the Financing Documents, or the Closing 249
	330	+	Documents, or as a result of the incorrectness of any representation in or omission from the 250
	331	+	Financing Documents or the Closing Documents, unless the District or its elected or appointed 251
	332	+	officials, officers, employees, or agents have acted in a willful and fraudulent manner. 252
	333	+	Sec. 11. District officials. 253
	334	+	(a) Except as otherwise provided in section 10(f), the elected or appointed officials, 254
	335	+	officers, employees, or agents of the District shall not be liable personally for the payment of the 255
	336	+	Bonds or be subject to any personal liability by reason of the issuance, sale or delivery of the 256
	337	+	12
	338	+	Bonds, or for any representations, warranties, covenants, obligations, or agreements of the 257
	339	+	District contained in this resolution, the Bonds, the Financing Documents, or the Closing 258
	340	+	Documents. 259
	341	+	(b) The signature, countersignature, facsimile signature, or facsimile countersignature of 260
	342	+	any official appearing on the Bonds, the Financing Documents, or the Closing Documents shall 261
	343	+	be valid and sufficient for all purposes notwithstanding the fact that the individual signatory 262
	344	+	ceases to hold that office before delivery of the Bonds, the Financing Documents, or the Closing 263
	345	+	Documents. 264
	346	+	Sec.12. Maintenance of documents. 265
	347	+	Copies of the specimen Bonds and of the final Financing Documents and Closing 266
	348	+	Documents shall be filed in the Office of the Secretary of the District of Columbia. 267
	349	+	Sec.13. Information reporting. 268
	350	+	Within 3 days after the Mayor’s receipt of the transcript of proceedings relating to the 269
	351	+	issuance of the Bonds, the Mayor shall transmit a copy of the transcript to the Secretary to the 270
	352	+	Council. 271
	353	+	Sec. 14. Disclaimer. 272
	354	+	(a) The issuance of Bonds is in the discretion of the District. Nothing contained in this 273
	355	+	resolution, the Bonds, the Financing Documents, or the Closing Documents shall be construed as 274
	356	+	obligating the District to issue any Bonds for the benefit of the Borrower or to participate in or 275
	357	+	assist the Borrower in any way with financing, refinancing, or reimbursing the costs of the 276
	358	+	Project. The Borrower shall have no claims for damages or for any other legal or equitable relief 277
	359	+	against the District, its elected or appointed officials, officers, employees, or agents as a 278
	360	+	consequence of any failure to issue any Bonds for the benefit of the Borrower. 279
	361	+	13
	362	+	(b) The District reserves the right to issue the Bonds in the order or priority it determines 280
	363	+	in its sole and absolute discretion. The District gives no assurance and makes no representations 281
	364	+	that any portion of any limited amount of bonds or other obligations, the interest on which is 282
	365	+	excludable from gross income for federal income tax purposes, will be reserved or will be 283
	366	+	available at the time of the proposed issuance of the Bonds. 284
	367	+	(c) The District, by adopting this resolution or by taking any other action in connection 285
	368	+	with financing, refinancing, or reimbursing costs of the Project, does not provide any assurance 286
	369	+	that the Project is viable or sound, that the Borrower is financially sound, or that amounts owing 287
	370	+	on the Bonds or pursuant to the Loan will be paid. Neither the Borrower, any purchaser of the 288
	371	+	Bonds, nor any other person shall rely upon the District with respect to these matters. 289
	372	+	Sec. 15. Expiration. 290
	373	+	If any Bonds are not issued, sold, and delivered to the original purchaser within 3 years of 291
	374	+	the date of this resolution, the authorization provided in this resolution with respect to the 292
	375	+	issuance, sale, and delivery of the Bonds shall expire. 293
	376	+	Sec. 16. Severability. 294
	377	+	If any particular provision of this resolution or the application thereof to any person or 295
	378	+	circumstance is held invalid, the remainder of this resolution and the application of such 296
	379	+	provision to other persons or circumstances shall not be affected thereby. If any action or 297
	380	+	inaction contemplated under this resolution is determined to be contrary to the requirements of 298
	381	+	applicable law, such action or inaction shall not be necessary for the purpose of issuing the 299
	382	+	Bonds, and the validity of the Bonds shall not be adversely affected. 300
	383	+	Sec. 17. Compliance with public approval requirement. 301
	384	+	14
	385	+	This approval shall constitute the approval of the Council as required in section 147(f) of 302
	386	+	the Internal Revenue Code of 1986, as amended (Code”) , and section 490(k) of the Home Rule 303
	387	+	Act, for the Project to be financed, refinanced, or reimbursed with the proceeds of the Bonds. 304
	388	+	This resolution approving the issuance of the Bonds for the Project has been adopted by the 305
	389	+	Council after a public hearing held in accordance with section 147(f ) of Code, as such section 306
	390	+	may be amended, and the corresponding regulations promulgated by the United States 307
	391	+	Department of the Treasury. 308
	392	+	Sec. 18. Transmittal. 309
	393	+	The Council shall transmit a copy of this resolution, upon its adoption, to the Mayor. 310
	394	+	Sec. 19. Fiscal impact statement. 311
	395	+	The Council adopts the fiscal impact statement in the committee report as the fiscal 312
	396	+	impact statement required by section 4a of the General Legislative Procedures Act of 1975, 313
	397	+	approved October 16, 2006 (120 Stat. 2038; D.C. Official Code § 1- 301.47a). 314
	398	+	Sec. 20. Effective date. 315
	399	+	This resolution shall take effect immediately. 316
	400	+	317 The Ridgecrest Court Investor LLC
	401	+	Revenue Bond Project
	402	+
	403	+
	404	+	FACT SHEET
	405	+
	406	+	The Ridgecrest Court Investor, LLC (Ridgecrest) has requested that T he District issue up to
	407	+	$20,000,000 of revenue bonds for the financing and refinancing of cost incurred with the
	408	+	acquisition, renovations, and equipping of the Ridgecrest V illage community Phase 2 project. This
	409	+	132-unit project covering 7 buildings is part of the larger 272- unit Ridgecrest Village project which
	410	+	is currently underway. This project is in Washington DC’s SE, Ward 8 neighborhood.
	411	+
	412	+	The Applicant
	413	+
	414	+	Ridgecrest is a not-for-profit real estate organization dedicated to preserving
	415	+	and creating sustainable, service- enriched multifamily housing, that is both affordable to
	416	+	low and moderate-income families and seniors! For over three decades, starting in 1989,
	417	+	Ridgecrest has realized extraordinary achievements in the preservation and creation of value-
	418	+	added affordable housing,
	419	+
	420	+	Incorporated as a not-for-profit organization, Ridgecrest operates with both a charitable mission
	421	+	and business-like financial discipline. Its track record from the beginning has led to the
	422	+	preservation of over 18,215 affordable housing units. Ridgecrest currently serves more than
	423	+	41,003 residents on 61 properties, providing nearly 10,354 affordable housing units in 16 states
	424	+	including the District of Columbia.
	425	+
	426	+	Proposed Project
	427	+
	428	+	Ridgecrest has requested $20,000,000 of Revenue Bonds for the Ridgecrest Village phase 2
	429	+	project. This project consists of the redevelopment of 132- units in Ward 8 of SE, which is a part
	430	+	of the larger 272- unit project created to provide and sustain affordable housing in the district.
	431	+	The Phase 2 project was forced to seek Revenue Bonds since the District was reaching its cap on
	432	+	the private activity bonds. This project encompasses 7 residential buildings within the 1900 and
	433	+	2100 block of Ridgecrest Court SE, and the 1900 block of Savannah Terrace SE.
	434	+
	435	+
	436	+	Feasibility/Structure/Security of the Bonds
	437	+	Citi Bank has reviewed the financial position of the Ridgecrest in connection with the $44,000,000
	438	+	Revenue Bond application. Based on the assessment of Ridgecrest’s finances and financing needs,
	439	+	Citi supports pursuit of the public offerings of tax-exempt bonds, and believes such financing is
	440	+	feasible under current market conditions,
	441	+	Ridgecrest Court Investor, LLC
	442	+	Fact Sheet
	443	+	August 2023
	444	+
	445	+
	446	+	2
	447	+	Public Purpose Benefits
	448	+
	449	+	Ridgecrest’s commitment and mission to preserve affordable housing is not realized through
	450	+	bricks and mortar alone, but in union with programs and services offered to residents. Residents
	451	+	in these communities have access to a wide variety of educational, health, and enrichment
	452	+	programming through Operation Pathways.
	453	+
	454	+
	455	+	Legal and Regulatory Affairs
	456	+
	457	+	The law office of Orrick, Herrington, and Sutcliffe LLP are assigned as bond counsel to the
	458	+	Revenue Bond Program, and has preliminarily determined that the Ridgecrest is a 501(c)(3)
	459	+	organization and the project constitutes a permissible undertaking in the area of, “a property or project that will contribute to the health, education, safety, or welfare, or creation or preservation
	460	+	of education, safety, or welfare, or creation or preservation of jobs for residents of the District”, within the meaning of Section 490(a)(1) of the District of Columbia Home Rule Act.
	461	+
	462	+	Based upon the information set forth in the application, the Revenue Bond Program staff has determined that the proposed project complies with criteria for approval of a proposed financing transaction through the District’s Revenue Bond Program and will assist the Borrower in furthering its organizational mission.
	463	+
	464	+	GOVERNMENT OF THE DISTRICT OF COLUMBIA
	465	+	OFFICE OF THE ATTORNEY GENERAL
2	466
3	467
4	468
	469	+	Commercial Division
	470	+
	471	+	Tax & Finance Section
5	472
6	473
7		-	1
	474	+	MEMORANDUM
	475	+	TO: William Liggins
	476	+	Director, Revenue Bond Program
	477	+	Office of the Deputy Mayor for Planning and Economic Development FROM: Patrick Allen
	478	+	Senior Assistant Attorney General
	479	+	Commercial Division
	480	+	DATE: August 31, 2023
8	481
9		-	A RESOLUTION
10		-
11		-	25-387
12		-	IN THE COUNCIL OF THE DISTRICT OF COLUMBIA
13		-	December 19, 2023
14		-
15		-
16		-	To authorize and provide for the issuance, sale, and delivery in an aggregate principal amount not
17		-	to exceed $20 million of District of Columbia revenue bonds in one or more series pursuant
18		-	to a plan of finance and to authorize and provide for the loan of the proceeds of such bonds
19		-	to assist Ridgecrest Court Investor, LLC, in the financing, refinancing, or reimbursing of
20		-	costs associated with an authorized project pursuant to section 490 of the District of
21		-	Columbia Home Rule Act.
22		-
23		-	RESOLVED, BY THE COUNCIL OF THE DISTRICT OF COLUMBIA, That this
24		-	resolution may be cited as the “Ridgecrest Court Investor, LLC Revenue Bonds Project Approval
25		-	Resolution of 2023”.
26		-
27		-	Sec. 2. Definitions.
28		-	For the purposes of this resolution, the term:
29		-	(1) “Authorized Delegate” means the Mayor or the Deputy Mayor for Planning
30		-	and Economic Development, or any officer or employee of the Executive Office of the Mayor to
31		-	whom the Mayor has delegated or to whom the foregoing individuals have subdelegated any of
32		-	the Mayor’s functions under this resolution pursuant to section 422(6) of the Home Rule Act.
33		-	(2) “Bond Counsel” means a firm or firms of attorneys designated as bond
34		-	counsel from time to time by the Mayor.
35		-	(3) “Bonds” means the District of Columbia revenue bonds, notes, or other
36		-	obligations (including refunding bonds, notes, and other obligations), in one or more series,
37		-	authorized to be issued pursuant to this resolution.
38		-	(4) “Borrower” means the owner, operator, manager and user of the assets
39		-	financed, refinanced, or reimbursed with proceeds from the Bonds, which shall be Ridgecrest
40		-	Court Investor, LLC, a limited liability company and disregarded entity for federal tax purposes
41		-	whose sole member is Ridgecrest Court Manager, LLC, a limited liability company and
42		-	disregarded entity for federal tax purposes whose sole member is The NHP Foundation, a
43		-	nonprofit corporation and organization exempt from federal income taxes under 26 U.S.C §
44		-	501(a) as an organization described in 26 U.S.C. § 501(c)(3). The Borrower is liable for the
45		-	repayment of the Bonds. ENROLLED ORIGINAL
46		-
47		-
48		-
49		-
50		-
51		-	2
52		-	(5) “Closing Documents” means all documents and agreements, other than
53		-	Financing Documents, that may be necessary and appropriate to issue, sell, and deliver the
54		-	Bonds and to make the Loan contemplated thereby, and includes agreements, certificates, letters,
55		-	opinions, forms, receipts, and other similar instruments.
56		-	(6) “District” means the District of Columbia.
57		-	(7) “Financing Documents” means the documents, other than Closing Documents,
58		-	that relate to the financing or refinancing of transactions to be effected through the issuance, sale,
59		-	and delivery of the Bonds and the making of the Loan, including any offering document, and any
60		-	required supplements to any such documents.
61		-	(8) “Home Rule Act” means the District of Columbia Home Rule Act, approved
62		-	December 24, 1973 (87 Stat. 774; D.C. Official Code § 1-201.01 et seq.).
63		-	(9) “Issuance Costs” means all fees, costs, charges, and expenses paid or incurred
64		-	in connection with the authorization, preparation, printing, issuance, sale, and delivery of the
65		-	Bonds and the making of the Loan, including, but not limited to, underwriting, legal, accounting,
66		-	rating agency, and all other fees, costs, charges, and expenses incurred in connection with the
67		-	development and implementation of the Financing Documents, the Closing Documents, and
68		-	those other documents necessary or appropriate in connection with the authorization,
69		-	preparation, printing, issuance, sale, marketing, and delivery of the Bonds and the making of the
70		-	Loan contemplated thereby, together with financing fees, costs, and expenses, including program
71		-	fees and administrative fees charged by the District, fees paid to financial institutions and
72		-	insurance companies, initial letter of credit fees (if any), compensation to financial advisors and
73		-	other persons (other than full-time employees of the District) and entities performing services on
74		-	behalf of or as agents for the District.
75		-	(10) “Loan” means the District’s lending of proceeds from the sale, in one or
76		-	more series, of the Bonds to the Borrower.
77		-	(11) “Project” means the financing, refinancing, or reimbursing of all or a portion
78		-	of the Borrower’s costs of:
79		-	(A) The renovation and rehabilitation of 7 existing multifamily residential
80		-	rental buildings that will be improved with approximately 140,863 square feet of residential
81		-	rental property, comprising 128 rental housing units and associated parking facilities located in
82		-	Washington, DC, commonly known as Ridgecrest Village, with street addresses at 1910-1912
83		-	Ridgecrest Court, SE, Washington, DC, 20020; 1910-1912 Savannah Street, SE, Washington,
84		-	DC, 20020; 1905-1911 Savannah Terrace, SE, Washington, DC, 20020; 1920-1924 Ridgecrest
85		-	Court, SE, Washington, DC, 20020; 2000-2006 Ridgecrest Court, SE, Washington, DC, 20020;
86		-	2100-2104 Ridgecrest Court, SE, Washington, DC, 20020; and 2110-2116 Ridgecrest Court, SE,
87		-	Washington, DC, 20020 (collectively, “Facility”);
88		-	(B) The purchase and installation of certain equipment and furnishings,
89		-	together with other property, real and personal, functionally related and subordinate to the
90		-	Facility; ENROLLED ORIGINAL
91		-
92		-
93		-
94		-
95		-
96		-	3
97		-	(C) Funding certain working capital costs, to the extent financeable relating
98		-	to the Bonds;
99		-	(D) Funding interest on the Bonds and any credit enhancement costs,
100		-	liquidity costs or debt service reserve fund relating to the Bonds; and
101		-	(E) Paying allowable Issuance Costs.
102		-
103		-	Sec. 3. Findings.
104		-	The Council finds that:
105		-	(1) Section 490 of the Home Rule Act provides that the Council may, by
106		-	resolution, authorize the issuance of District revenue bonds, notes, or other obligations
107		-	(including refunding bonds, notes, or other obligations) to borrow money to finance, refinance,
108		-	or reimburse costs, and to assist in the financing, refinancing, or reimbursing of, the costs of
109		-	undertakings in certain areas designated in section 490 and may effect the financing, refinancing,
110		-	or reimbursement by loans made directly or indirectly to any individual or legal entity, by the
111		-	purchase of any mortgage, note, or other security, or by the purchase, lease, or sale of any
112		-	property.
113		-	(2) The Borrower has requested the District to issue, sell, and deliver revenue
114		-	bonds, in one or more series, in an aggregate principal amount not to exceed $20 million, and to
115		-	make the Loan for the purpose of financing, refinancing, or reimbursing costs of the Project.
116		-	(3) The Project is located in the District and will contribute to the health,
117		-	education, safety, or welfare of, or the creation or preservation of jobs for, residents of the
118		-	District, or to economic development of the District.
119		-	(4) The Project is an undertaking in the area of housing, within the meaning of
120		-	section 490 of the Home Rule Act.
121		-	(5) The authorization, issuance, sale, and delivery of the Bonds and the Loan to
122		-	the Borrower are desirable, are in the public interest, will promote the purpose and intent of
123		-	section 490 of the Home Rule Act, and will assist the Project.
124		-
125		-	Sec. 4. Bond authorization.
126		-	(a) The Mayor is authorized pursuant to the Home Rule Act and this resolution to assist
127		-	in financing, refinancing, or reimbursing the costs of the Project by:
128		-	(1) The issuance, sale, and delivery of the Bonds, in one or more series, in an
129		-	aggregate principal amount not to exceed $20 million; and
130		-	(2) The making of the Loan.
131		-	(b) The Mayor is authorized to make the Loan to the Borrower for the purpose of
132		-	financing, refinancing, or reimbursing the costs of the Project and establishing any fund with
133		-	respect to the Bonds as required by the Financing Documents.
134		-	(c) The Mayor may charge a program fee to the Borrower, including, but not limited to,
135		-	an amount sufficient to cover costs and expenses incurred by the District in connection with the
136		-	issuance, sale, and delivery of each series of the Bonds, the District’s participation in the ENROLLED ORIGINAL
137		-
138		-
139		-
140		-
141		-
142		-	4
143		-	monitoring of the use of the Bond proceeds and compliance with any public benefit agreements
144		-	with the District, and maintaining official records of each bond transaction, and assisting in the
145		-	redemption, repurchase, and remarketing of the Bonds.
146		-	(d) The Bond authorization set forth in this resolution includes the authorization to issue
147		-	refunding Bonds to refinance any Bonds previously issued under this resolution to finance the
148		-	Project; provided, that the maximum principal amount of Bonds outstanding at any time does not
149		-	exceed the maximum principal amount of Bonds authorized hereunder.
150		-
151		-	Sec. 5. Bond details.
152		-	(a) The Mayor and each Authorized Delegate is authorized to take any action reasonably
153		-	necessary or appropriate in accordance with this resolution in connection with the preparation,
154		-	execution, issuance, sale, delivery, security for, and payment of the Bonds of each series,
155		-	including, but not limited to, determinations of:
156		-	(1) The final form, content, designation, and terms of the Bonds, including a
157		-	determination that the Bonds may be issued in certificated or book-entry form;
158		-	(2) The principal amount of the Bonds to be issued and denominations of the
159		-	Bonds;
160		-	(3) The rate or rates of interest or the method for determining the rate or rates of
161		-	interest on the Bonds;
162		-	(4) The date or dates of issuance, sale, and delivery of the Bonds, the payment of
163		-	interest on the Bonds, and the maturity date or dates of the Bonds;
164		-	(5) The terms under which the Bonds may be paid, optionally or mandatorily
165		-	redeemed, accelerated, tendered, called, or put for redemption, repurchase, or remarketing before
166		-	their respective stated maturities;
167		-	(6) Provisions for the registration, transfer, and exchange of the Bonds and the
168		-	replacement of mutilated, lost, stolen, or destroyed Bonds;
169		-	(7) The creation of any reserve fund, sinking fund, or other fund with respect to
170		-	the Bonds;
171		-	(8) The time and place of payment of the Bonds;
172		-	(9) Procedures for monitoring the use of the proceeds received from the sale of
173		-	the Bonds to ensure that the proceeds are properly applied to the Project and used to accomplish
174		-	the purposes of the Home Rule Act and this resolution;
175		-	(10) Actions necessary to qualify the Bonds under blue sky laws of any
176		-	jurisdiction where the Bonds are marketed; and
177		-	(11) The terms and types of credit enhancement under which the Bonds may be
178		-	secured.
179		-	(b) The Bonds shall contain a legend, which shall provide that the Bonds are special
180		-	obligations of the District, are without recourse to the District, are not a pledge of, and do not
181		-	involve the faith and credit or the taxing power of the District, do not constitute a debt of the ENROLLED ORIGINAL
182		-
183		-
184		-
185		-
186		-
187		-	5
188		-	District, and do not constitute lending of the public credit for private undertakings as prohibited
189		-	in section 602(a)(2) of the Home Rule Act.
190		-	(c) The Bonds shall be executed in the name of the District and on its behalf by the
191		-	manual or facsimile signature of the Mayor and attested by the Secretary of the District of
192		-	Columbia by the Secretary of the District of Columbia’s manual or facsimile signature. The
193		-	Mayor’s execution and delivery of the Bonds shall constitute conclusive evidence of the Mayor’s
194		-	approval, on behalf of the District, of the final form and content of the Bonds.
195		-	(d) The official seal of the District, or a facsimile of it, shall be impressed, printed, or
196		-	otherwise reproduced on the Bonds.
197		-	(e) The Bonds of any series may be issued in accordance with the terms of a trust
198		-	instrument to be entered into by the District and a trustee to be selected by the Borrower subject
199		-	to the approval of the Mayor and may be subject to the terms of one or more agreements entered
200		-	into by the Mayor pursuant to section 490(a)(4) of the Home Rule Act.
201		-	(f) The Bonds may be issued at any time or from time to time in one or more issues and
202		-	in one or more series.
203		-
204		-	Sec. 6. Sale of the Bonds.
205		-	(a) The Bonds of any series may be sold at negotiated or competitive sale at, above, or
206		-	below par, to one or more persons or entities, and upon terms that the Mayor considers to be in
207		-	the best interest of the District.
208		-	(b) The Mayor or an Authorized Delegate may execute, in connection with each sale of
209		-	the Bonds, offering documents on behalf of the District, may deem final any such offering
210		-	document on behalf of the District for purposes of compliance with federal laws and regulations
211		-	governing such matters and may authorize the distribution of the documents in connection with
212		-	the sale of the Bonds.
213		-	(c) The Mayor is authorized to deliver the executed and sealed Bonds, on behalf of the
214		-	District, for authentication, and, after the Bonds have been authenticated, to deliver the Bonds to
215		-	the original purchasers of the Bonds upon payment of the purchase price.
216		-	(d) The Bonds shall not be issued until the Mayor receives an approving opinion from
217		-	Bond Counsel as to the validity of the Bonds of such series and, if the interest on the Bonds is
218		-	expected to be exempt from federal income taxation, the treatment of the interest on the Bonds
219		-	for purposes of federal income taxation.
220		-
221		-	Sec. 7. Payment and security.
222		-	(a) The principal of, premium, if any, and interest on, the Bonds shall be payable solely
223		-	from proceeds received from the sale of the Bonds, income realized from the temporary
224		-	investment of those proceeds, receipts and revenues realized by the District from the Loan,
225		-	income realized from the temporary investment of those receipts and revenues prior to payment
226		-	to the Bond owners, other moneys that, as provided in the Financing Documents, may be made ENROLLED ORIGINAL
227		-
228		-
229		-
230		-
231		-
232		-	6
233		-	available to the District for the payment of the Bonds, and other sources of payment (other than
234		-	from the District), all as provided for in the Financing Documents.
235		-	(b) Payment of the Bonds shall be secured as provided in the Financing Documents and
236		-	by an assignment by the District for the benefit of the Bond owners of certain of its rights under
237		-	the Financing Documents and Closing Documents, including a security interest in certain
238		-	collateral, if any, to the trustee for the Bonds pursuant to the Financing Documents.
239		-	(c) The trustee is authorized to deposit, invest, and disburse the proceeds received from
240		-	the sale of the Bonds pursuant to the Financing Documents.
241		-
242		-	Sec. 8. Financing and Closing Documents.
243		-	(a) The Mayor is authorized to prescribe the final form and content of all Financing
244		-	Documents and all Closing Documents to which the District is a party that may be necessary or
245		-	appropriate to issue, sell, and deliver the Bonds and to make the Loan to the Borrower. Each of
246		-	the Financing Documents and each of the Closing Documents to which the District is not a party
247		-	shall be approved, as to form and content, by the Mayor.
248		-	(b) The Mayor is authorized to execute, in the name of the District and on its behalf, the
249		-	Financing Documents and any Closing Documents to which the District is a party by the
250		-	Mayor’s manual or facsimile signature.
251		-	(c) If required, the official seal of the District, or a facsimile of it, shall be impressed,
252		-	printed, or otherwise reproduced on the Financing Documents and the Closing Documents to
253		-	which the District is a party.
254		-	(d) The Mayor’s execution and delivery of the Financing Documents and the Closing
255		-	Documents to which the District is a party shall constitute conclusive evidence of the Mayor’s
256		-	approval, on behalf of the District, of the final form and content of the executed Financing
257		-	Documents and the executed Closing Documents.
258		-	(e) The Mayor is authorized to deliver the executed and sealed Financing Documents and
259		-	Closing Documents, on behalf of the District, prior to or simultaneously with the issuance, sale,
260		-	and delivery of the Bonds, and to ensure the due performance of the obligations of the District
261		-	contained in the executed, sealed, and delivered Financing Documents and Closing Documents.
262		-
263		-	Sec. 9. Authorized delegation of authority.
264		-	To the extent permitted by District and federal laws, the Mayor may delegate to any
265		-	Authorized Delegate the performance of any function authorized to be performed by the Mayor
266		-	under this resolution.
267		-
268		-	Sec. 10. Limited liability.
269		-	(a) The Bonds shall be special obligations of the District. The Bonds shall be without
270		-	recourse to the District. The Bonds shall not be general obligations of the District, shall not be a
271		-	pledge of, or involve the faith and credit or the taxing power of, the District, shall not constitute a ENROLLED ORIGINAL
272		-
273		-
274		-
275		-
276		-
277		-	7
278		-	debt of the District, and shall not constitute lending of the public credit for private undertakings
279		-	as prohibited in section 602(a)(2) of the Home Rule Act.
280		-	(b) The Bonds shall not give rise to any pecuniary liability of the District, and the District
281		-	shall have no obligation with respect to the purchase of the Bonds.
282		-	(c) Nothing contained in the Bonds, in the Financing Documents, or in the Closing
283		-	Documents shall create an obligation on the part of the District to make payments with respect to
284		-	the Bonds from sources other than those listed for that purpose in section 7.
285		-	(d) The District shall have no liability for the payment of any Issuance Costs or for any
286		-	transaction or event to be effected by the Financing Documents.
287		-	(e) All covenants, obligations, and agreements of the District contained in this resolution,
288		-	the Bonds, and the executed, sealed, and delivered Financing Documents and Closing
289		-	Documents to which the District is a party, shall be considered to be the covenants, obligations,
290		-	and agreements of the District to the fullest extent authorized by law, and each of those
291		-	covenants, obligations, and agreements shall be binding upon the District, subject to the
292		-	limitations set forth in this resolution.
293		-	(f) No person, including, but not limited to, the Borrower and any Bond owner, shall have
294		-	any claims against the District or any of its elected or appointed officials, officers, employees, or
295		-	agents for monetary damages suffered as a result of the failure of the District or any of its elected
296		-	or appointed officials, officers, employees or agents to perform any covenant, undertaking, or
297		-	obligation under this resolution, the Bonds, the Financing Documents, or the Closing
298		-	Documents, or as a result of the incorrectness of any representation in or omission from the
299		-	Financing Documents or the Closing Documents, unless the District or its elected or appointed
300		-	officials, officers, employees, or agents have acted in a willful and fraudulent manner.
301		-
302		-	Sec. 11. District officials.
303		-	(a) Except as otherwise provided in section 10(f), the elected or appointed officials,
304		-	officers, employees, or agents of the District shall not be liable personally for the payment of the
305		-	Bonds or be subject to any personal liability by reason of the issuance, sale, or delivery of the
306		-	Bonds, or for any representations, warranties, covenants, obligations, or agreements of the
307		-	District contained in this resolution, the Bonds, the Financing Documents, or the Closing
308		-	Documents.
309		-	(b) The signature, countersignature, facsimile signature, or facsimile countersignature of
310		-	any official appearing on the Bonds, the Financing Documents, or the Closing Documents shall
311		-	be valid and sufficient for all purposes notwithstanding the fact that the individual signatory
312		-	ceases to hold that office before delivery of the Bonds, the Financing Documents, or the Closing
313		-	Documents.
314		-
315		-
316		-
317		-	ENROLLED ORIGINAL
318		-
319		-
320		-
321		-
322		-
323		-	8
324		-	Sec.12. Maintenance of documents.
325		-	Copies of the specimen Bonds and of the final Financing Documents and Closing
326		-	Documents shall be filed in the Office of the Secretary of the District of Columbia.
327		-
328		-	Sec.13. Information reporting.
329		-	Within 3 days after the Mayor’s receipt of the transcript of proceedings relating to the
330		-	issuance of the Bonds, the Mayor shall transmit a copy of the transcript to the Secretary to the
331		-	Council.
332		-
333		-	Sec. 14. Disclaimer.
334		-	(a) The issuance of Bonds is in the discretion of the District. Nothing contained in this
335		-	resolution, the Bonds, the Financing Documents, or the Closing Documents shall be construed as
336		-	obligating the District to issue any Bonds for the benefit of the Borrower or to participate in or
337		-	assist the Borrower in any way with financing, refinancing, or reimbursing the costs of the
338		-	Project. The Borrower shall have no claims for damages or for any other legal or equitable relief
339		-	against the District, its elected or appointed officials, officers, employees, or agents as a
340		-	consequence of any failure to issue any Bonds for the benefit of the Borrower.
341		-	(b) The District reserves the right to issue the Bonds in the order or priority it determines
342		-	in its sole and absolute discretion. The District gives no assurance and makes no representations
343		-	that any portion of any limited amount of bonds or other obligations, the interest on which is
344		-	excludable from gross income for federal income tax purposes, will be reserved or will be
345		-	available at the time of the proposed issuance of the Bonds.
346		-	(c) The District, by adopting this resolution or by taking any other action in connection
347		-	with financing, refinancing, or reimbursing costs of the Project, does not provide any assurance
348		-	that the Project is viable or sound, that the Borrower is financially sound, or that amounts owing
349		-	on the Bonds or pursuant to the Loan will be paid. Neither the Borrower, any purchaser of the
350		-	Bonds, nor any other person shall rely upon the District with respect to these matters.
351		-
352		-	Sec. 15. Expiration.
353		-	If any Bonds are not issued, sold, and delivered to the original purchaser within 3 years of
354		-	the date of this resolution, the authorization provided in this resolution with respect to the
355		-	issuance, sale, and delivery of the Bonds shall expire.
356		-
357		-	Sec. 16. Severability.
358		-	If any particular provision of this resolution or the application thereof to any person or
359		-	circumstance is held invalid, the remainder of this resolution and the application of such
360		-	provision to other persons or circumstances shall not be affected thereby. If any action or
361		-	inaction contemplated under this resolution is determined to be contrary to the requirements of
362		-	applicable law, such action or inaction shall not be necessary for the purpose of issuing the
363		-	Bonds, and the validity of the Bonds shall not be adversely affected. ENROLLED ORIGINAL
364		-
365		-
366		-
367		-
368		-
369		-	9
370		-	Sec. 17. Compliance with public approval requirement.
371		-	This approval shall constitute the approval of the Council as required in section 147(f) of
372		-	the Internal Revenue Code of 1986, as amended (Code”), and section 490(k) of the Home Rule
373		-	Act, for the Project to be financed, refinanced, or reimbursed with the proceeds of the Bonds.
374		-	This resolution approving the issuance of the Bonds for the Project has been adopted by the
375		-	Council after a public hearing held in accordance with section 147(f) of Code, as such section
376		-	may be amended, and the corresponding regulations promulgated by the United States
377		-	Department of the Treasury.
378		-
379		-	Sec. 18. Transmittal.
380		-	The Council shall transmit a copy of this resolution, upon its adoption, to the Mayor.
381		-
382		-	Sec. 19. Fiscal impact statement.
383		-	The Council adopts the fiscal impact statement in the committee report as the fiscal
384		-	impact statement required by section 4a of the General Legislative Procedures Act of 1975,
385		-	approved October 16, 2006 (120 Stat. 2038; D.C. Official Code § 1-301.47a).
386		-
387		-	Sec. 20. Effective date.
388		-	This resolution shall take effect immediately.
	482	+	SUBJECT: Legal Sufficiency Certification of the “Ridge crest Court Investor, LLC
	483	+	Revenue Bonds Project Approval Resolution of 2023”.
	484	+	This is to certi fy that
	485	+	the Commercial Division has reviewed the above-referenced
	486	+	resolution and found it to be legally sufficient . If you have any questions in this regard,
	487	+	please do not hesitate to call me at (202) 724-7754. _________________________________ Patrick Allen
	488	+	Senior Assistant Attorney General
389	489