Exhibit a to RFA 2019-102– CDBG

Home , Greater Downtown Miami, Palmetto station, Surge (drink), Tab Clear

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

Exhibit A to RFA 2019-102– CDBG-DR to be used in conjunction with Tax-Exempt MMRB and Non- Competitive Housing Credits in Counties Deemed Hurricane Recovery Priorities

1. Certification and Acknowledgement forms

a. Applicant Certification and Acknowledgement form

Provide the Applicant Certification and Acknowledgement, executed by the Authorized Principal Representative, as Attachment 1.

b. Land Owner Certification and Acknowledgement form (Priority I Applications only)

To be considered a Priority I Application, provide the Land Owner Certification and Acknowledgement form, executed by the Authorized Land Owner Representative as Attachment 1.

2. Demographic Commitment

The Demographic Commitment must be Workforce, serving the general population.

3. Applicant, Developer, Management Company, and Contact Person

a. Applicant

(1) Name of Applicant

Homestead 26115, LLC

(2) Does the Application qualify as a Priority I, II or III?

Priority I Application

If a Priority I, state the name of the Local Government, Public Housing Authority, Land Authority, or Community Land Trust that is the Land Owner and, if applicable, will be the recipient of the Land Acquisition Program Funding.

The Housing Authority of the City of Homestead

If the Community Land Trust is the Land Owner, the Land Trust must demonstrate that it qualifies as a Community Land Trust by providing the required documentation as Attachment 2.

(3) Provide the required documentation to demonstrate that the Applicant is a legally formed entity qualified to do business in the state of Florida as of the Application Deadline as Attachment 2.

(4) Non-Profit Applications

Page 1 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

Does the Applicant or the General Partner or managing member of the Applicant meet the definition of Non-Profit Entity as set forth Exhibit B of this RFA?

If “Yes”, provide the required information for the Non-Profit entity as Attachment 3.

b. General Developer Information

(1) Name of each Developer (including all co-Developers)

HTG Homestead Developer, LLC Homestead Affordable Housing, LLC

(2) For each Developer entity listed in question (1) above (that is not a natural person, Local Government, Public Housing Authority, or Land Authority), provide, as Attachment 4, the required documentation demonstrating that the Developer is a legally formed entity qualified to do business in the state of Florida as of the Application Deadline.

(3) General Development Experience

For each experienced Developer entity, provide, as Attachment 4, the required prior experience chart for at least one experienced natural person Principal of that entity.

(4) Federal Funding Experience Funding Preference

Does at least one Principal of the Developer entity, or if more than one Developer entity, at least one Principal of at least one of the Developer entities, meet the requirements to qualify for the Federal Funding Experience Preference?

Yes

If “Yes”, in order to qualify for the preference, the prior experience chart provided as Attachment 4 must demonstrate the experience. c. Principals Disclosure for the Applicant and for each Developer (5 points)

(1) Eligibility Requirement

To meet the submission requirements, upload the CDBG-DR Principals of the Applicant and Developer(s) Disclosure Form (Form Rev. 06-19) (“Principals Disclosure Form”) with the Application and Development Cost Pro Forma, as outlined in Section Three of the RFA.

Page 2 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

Note: The investor limited partner of an Applicant limited partnership or the investor member of an Applicant limited liability company must be provided on the Principals for Applicant and Developer(s) Disclosure Form.

(2) Point Item

Applicants will receive 5 points if the uploaded Principal Disclosure Form was stamped “Approved” during the Advance Review Process.

d. General Management Company

Name of the Management Company: HTG Management, LLC

If the Development consists of more than 25 units, provide, as Attachment 5, the required prior experience chart for the Management Company or a principal of the Management Company reflecting the required information.

e. Authorized Principal Representative / Contact Person

(1) Authorized Principal Representative contact information (required)

Name: Matthew A. Rieger Organization: Homestead 26115, LLC Street Address: 3225 Aviation Ave, 6th Floor City: Coconut Grove State: Florida Zip: 33133 Telephone: 305-860-8188 E-Mail Address: [email protected]

(2) Operational Contact Person information (optional)

Name: Scott A. Osman Organization: Housing Trust Group Street Address: 3225 Aviation Ave, 6th Floor City: Coconut Grove State: Florida Zip: 33133 Telephone: 786-347-4555 E-Mail Address: [email protected]

4. General Proposed Development Information

a. Name of the proposed Development

Beacon Place

Page 3 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

b. Development Category must be new construction, with or without acquisition. All units must consist entirely of new construction units. Rehabilitation of existing units is not allowed. Demolition of current structures is allowed.

c. Select the Development Type

Mid-Rise, 5 to 6-stories

For purposes of the Leveraging Level Classification calculation, if the Development Type of Mid-Rise, 4 or 5 – 6 stories is selected, are at least 90 percent of the total units in these Mid-Rise building(s)?

Yes

d. Resiliency Preference

Does the proposed Development meet the Resiliency Preference?

Yes

e. Has construction commenced?

Note: If “Yes”, all rules and regulations in Item 5 of Exhibit C, which includes cross- cutting Federal Regulations, will apply.

5. Location of proposed Development

a. County: Miami-Dade

b. Address of Development Site 26115 S Dixie Hwy, Miami-Dade County

c. Does the proposed Development consist of Scattered Sites?

d. Latitude and Longitude Coordinates

(1) Development Location Point

Latitude in decimal degrees, rounded to at least the sixth decimal place 25.524467

Longitude in decimal degrees, rounded to at least the sixth decimal place -80.422236

Page 4 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

(2) If the proposed Development consists of Scattered Sites, for each Scattered Site that is in addition to the Development Location Point information provided in (1) above, identify the latitude and longitude coordinate, rounded to at least the sixth decimal place:

Click here to enter text.

e. Proximity

(1) PHA Proximity Point Boost

Does the proposed Development qualify for the PHA Proximity Point Boost?

If “Yes”, provide the required letter as Attachment 6.

(2) Transit Services

Provide the location information and distance for one of the four Transit Services on which to base the Application’s Transit Score below.

Distance (rounded up Service Latitude Longitude to the nearest hundredth of a mile) *

Public Bus Stop 1 Latitude Coordinates Longitude Coordinates Distance

Public Bus Stop 2 Latitude Coordinates Longitude Coordinates Distance

Public Bus Stop 3 Latitude Coordinates Longitude Coordinates Distance

Public Bus Transfer Latitude Coordinates Longitude Coordinates Distance Stop

Public Bus Rapid Transit Stop 25.521989 -80.425662 0.28

SunRail Station, MetroRail Station, Latitude Coordinates Longitude Coordinates Distance or TriRail Station

*Distance between the coordinates of the Development Location Point and the coordinates of the service. The method used to determine the latitude and longitude coordinates must conform to Rule 5J-17, F.A.C., formerly 61G17-6, F.A.C. All calculations shall be based on “WGS 84” and be grid distances. The horizontal positions shall be collected to meet sub-meter accuracy (no autonomous hand-held GPS units shall be used). Page 5 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

(3) Community Services

Distance (rounded up to Service Service Information Latitude Longitude the nearest hundredth of a mile):* Walmart: 14325 SW 25.520723 -80.423606 0.28 Grocery Store 268th Street, Naranja, FL 33032 Medical Service Name and Address Latitude Longitude Distance Facility coordinates coordinates Walmart Pharmacy: 25.520723 -80.423606 0.28 Pharmacy 14325 SW 268th Street, Naranja, FL 33032 Miami Douglas 25.521462 -80.418389 0.32 Macarthur South Senior Public School High School: 13990 SW 264th St, Homestead, FL 33032 *Distance between the coordinates of the Development Location Point and the coordinates of the service. The method used to determine the latitude and longitude coordinates must conform to Rule 5J-17, F.A.C., formerly 61G17-6, F.A.C. All calculations shall be based on “WGS 84” and be grid distances. The horizontal positions shall be collected to meet sub-meter accuracy (no autonomous hand-held GPS units shall be used).

6. Number of Building and Units

a. Total number of units in the proposed Development: 180

b. Set-Aside Commitments

(1) Select one (1) of the following minimum set-aside commitments:

Average Income Test

(2) Total Set-Aside Breakdown Chart

(a) Applicants committing to the minimum set-aside commitment of 20 percent of the total units at 50 percent of the Area Median Income or less or 40 percent of the total units at 60 percent of the Area Median Income or less must complete the following chart:

Total Set-Aside Breakdown Chart Type of Units Percentage of AMI Level Residential Units Housing Credit Enter Number % At or Below 25%

Page 6 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

Units Enter Number % At or Below 28% Enter Number % At or Below 30% Enter Number % At or Below 33% Enter Number % At or Below 35% Enter Number % At or Below 40% Enter Number % At or Below 45% Enter Number % At or Below 50% Enter Number % At or Below 60% Workforce Housing Enter Number % At or Below 80% Units Total Set-Aside 100% Percentage

(b) Applicants committing to the Average Income Test must complete this chart: Total Set-Aside Breakdown Chart

Type of Units Number of AMI Level Residential Units Housing Credit Enter Number At or Below 20% Units At or Below 30% (must 27 commit to at least 10% at this level) Enter Number At or Below 40% Enter Number At or Below 50% 72 At or Below 60% Joint Housing 81 At or Below 70% Credit/Workforce Enter Number At or Below 80% Units Workforce Housing At or Below 80% (for Enter Number Units Workforce Housing) 100% (Total Set-Aside Percentage)

Note: The Development Cost Pro Forma includes an Average Income Test worksheet to assist Applicants in this calculation. If the Total Set- Aside Breakdown Chart reflects that the Average AMI of all HC Units (including Joint Housing Credit/Workforce Units) exceeds 60 percent, and/or if the number of units set aside at 30 percent AMI or less is not equal to or greater than the required ELI commitment, and/or the overall required Set-Aside Commitment is not met, the Application will not be eligible for funding.

c. Unit Mix Chart

Page 7 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

Number of Number of Units per Number of Units that Bedrooms/Bathrooms Bedroom Type are ELI Units per Unit 1 Bedroom/1 Bathroom 62 10

2 Bedrooms/2 Bathrooms 91 13

3 Bedrooms/2 Bathrooms 27 4

Choose an item. Enter Number Enter Number

(1) How many Zero Bedroom Units are described in the unit mix chart?

(2) How many one-bedroom units are described in the unit mix chart?

(3) How many two-bedroom units are described in the unit mix chart?

(4) How many three-bedroom units are described in the unit mix chart?

(5) How many four-bedroom units are described in the unit mix chart?

d. Number of Buildings

Number of anticipated residential buildings: 2

7. Readiness to Proceed

a. Site Control

The properly executed Site Control Certification form (Form Rev. 08-18) and attachments must be provided as Attachment 7 to demonstrate site control as of Application Deadline.

b. Ability to Proceed documents

(1) Provide the required documentation to demonstrate zoning as Attachment 8.

Page 8 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

(2) Provide the required documentation to demonstrate availability of electricity as Attachment 9.

(3) Provide the required documentation to demonstrate availability of water as Attachment 10.

(4) Provide the required documentation to demonstrate availability of sewer as Attachment 11.

(5) Provide the required documentation to demonstrate availability of roads as Attachment 12.

8. Construction Features

a. Federal requirements and State Building Code requirements for all Developments are outlined in Section Four.

b. General feature requirements for all Developments are outlined in Section Four.

c. Accessibility feature requirements for all Developments are outlined in Section Four.

d. Green Building Features:

(1) Green Building feature requirements for all Developments are outlined in Section Four.

(2) Applicants must commit to achieve one of the following Green Building Certification programs described in Section Four.

ICC 700 National Green Building Standard (NGBS)

9. Resident Programs

At least two of the following resident programs must be selected and offered on-site:

☐ After School Program for Children ☐ Adult Literacy ☒ Employment Assistance Program ☐ Family Support Coordinator ☒ Financial Management Program ☐ Homeownership Opportunity Program

10. Funding

a. Corporation Funding (1) Development Funding available to all Applicants (a) Development Funding Request Amount: $ 6,925,500 Page 9 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

(b) Land Acquisition Program Funding Request Amount: $ 4,320,000 The Maximum Funding Request amounts are provided in Section Four A.10. of the RFA. (2) Non-Competitive Housing Credits (a) Housing Credit Request Amount (annual amount): $ 1,764,203 (b) Is the proposed Development the first phase of a multiphase Development?

Yes

(i) Is the proposed Development a subsequent phase of a multiphase Development and eligible for the basis boost?

If “Yes”, state the Corporation-assigned Application Number for the Development where the first phase was declared: Click here to enter text.

(ii) Are any buildings in the proposed Development located in a SADDA?

Yes

If “Yes”, provide the SADDA ZCTA Number(s): 33032

(The Applicant should separate multiple SADDA ZCTA Numbers by a comma.)

(iii) Is the proposed Development located in a non-metropolitan DDA?

(iv) Is the proposed Development located in a QCT?

Yes

If “Yes”, indicate the HUD-designated QCT census tract number: 108.02 (d) The HC equity proposal must be provided as Attachment 13.

(3) Corporation-Issued MMRB Loan Request Amount (if applicable): $ 24,000,000

If the Applicant intends to utilize County HFA-issued Tax-Exempt Bonds for the proposed Development, provide the required documentation as Attachment 14. Page 10 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

(4) Other Corporation Funding

(a) If a PLP loan has been awarded for this Development, provide the following information:

Corporation File # Amount of Funding Click here to enter text $ Click here to enter text

(b) If any other Corporation funds will be incorporated as a source of financing for the proposed Development, provide the information in the chart below:

Corporation Program Corporation File No. Amount of Funding SAIL Enter file No. $ Enter file No. HOME-Rental Enter file No. $ Enter file No. MMRB Enter file No. $ Enter file No. EHCL Enter file No. $ Enter file No.

b. Non-Corporation Funding Attach all funding proposals executed by the lender(s) or by any other source as Attachment 15. c. Development Cost Pro Forma To meet the submission requirements, upload the Development Cost Pro Forma with the Application and CDBG-DR Principals of the Applicant and Developer(s) Disclosure Form (Form Rev. 06-19) (“Principals Disclosure Form”), as outlined in Section Three of the RFA.

d. Public Housing Authority as a Principal of the Applicant Entity

Is a Principal of the Applicant Entity a Public Housing Authority or an instrumentality of a Public Housing Authority?

Yes

If the Principal of the Applicant Entity is an instrumentality of a Public Housing Authority, state the name of the Public Housing Authority:

The Housing Authority of the City of Homestead

11. Uniform Relocation Act

a. Are there any units occupied?

If “Yes” – Go to question b. below.

Page 11 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

If “No” – Go to question c. below.

b. Tenant Relocation Information for Existing Properties:

(1) How many total units now exist in the development? Click here to enter text.

(2) How many units are occupied? Click here to enter text.

(3) Is permanent relocation (displacement) anticipated during or after the construction period?

Choose an item.

If “Yes”, how many units are affected? Click here to enter text.

(4) Will temporary relocation of any tenants be required?

Choose an item.

If “Yes”, how many tenants will require temporary relocation? Click here to enter text.

c. Uniform Relocation Act (URA) Acquisition Information:

(1) Does the Applicant own the Development site?

If “Yes” - skip questions (2) through (4) below.

If “No” - Answer question (2) below.

(2) Is the Applicant a private company?

Yes

If “Yes” - Skip questions (3) and (4) below.

If “No” - Answer question (3) below.

(3) Is the Applicant a public (government) entity?

Choose an item.

If “Yes” - Answer question (4) below.

Page 12 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Exhibit A as modified on 8-14-19, 8-27-19, and 9-6-19

If “No” - Skip question (4) below.

(4) Does the Applicant have eminent domain power?

Choose an item.

*****************

B. Addenda

The Applicant may use the space below to provide any additional information or explanatory addendum for items in the Application. Please specify the particular item to which the additional information or explanatory addendum applies.

$4,320,000 shown as the Third Mortgage in the Contruction/Rehab Analysis (Item B.3.) and in the Permanent Analysis (Item B.3.) in the Development Pro Forma corresponds to CDBG-DR Land Acquisition Funding.

Page 13 of 13

RFA 2019-102 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RFA 2019-102 DEVELOPMENT COST PRO FORMA (Page 1 of 8)

NOTES: (1) Developer fee may not exceed the limits established in Rule Chapter 67-48, F.A.C., or this RFA Any portion of the fee that has been deferred must be included in Total Development Cost. When the (2) Because Housing Credit equity proceeds are being used as a source of financing, complete Columns 1 and 2. The various FHFC Program fees should be estimated and included in column 2 for at least the Housing Credit Program. (3) General Contractor's fee is limited to 14% of actual construction cost (for Application purposes, this is represented by A1.1. Column 3), rounded down to nearest dollar. The General Contractor's fee must be disclosed. The General Contractor's fee includes General Conditions, Overhead, and Profit. (4) For Application purposes, the maximum hard cost contingency allowed cannot exceed 5% of the amount provided in column 3 for A1.3. TOTAL ACTUAL CONSTRUCTION COSTS for Developments where 50 percent or more of the units are new construction. Otherwise the maximum is 15%. The maximum soft cost contintengy allowed cannot exceed 5% of the amount provided in column 3 for A2.1 TOTAL GENERAL DEVELOPMENT COST. Limitations on these contingency line items post-Application are provided in Rule Chapter 67-48, F.A.C. (5) Operating Deficit Reserves (ODR) of any kind are not to be included in C. DEVELOPMENT COST and cannot be used in determining the maximum Developer fee. In addition, an ODR is not permitted in this Application at all. If one has been included, it will be removed by the scorer, reducing total costs. However, one may be included during the credit underwriting process where it will be sized. The final cost certification may include an ODR, but it cannot exceed the amount sized during credit underwriting. (6) Although the Corporation acknowledges that the costs listed on the Development Cost Pro Forma, Detail/Explanation Sheet, Construction or Rehab Analysis and Permanent Analysis are subject to change during credit underwriting, such costs are subject to the Total Development Cost Per Unit Limitation as provided in the RFA, as well as the other cost limitations provided in Rule Chapter 67-48, F.A.C., as applicable.

USE THE DETAIL/EXPLANATION SHEET FOR EXPLANATION OF * ITEMS. IF ADDITIONAL SPACE IS REQUIRED, ENTER THE INFORMATION ON THE ADDENDA LOCATED AT THE END OF THE APPLICATION.

What was the Development Category of the Proposed Development: New Construction (w/ or w/o Acquisition) Indicate the number of total units in the proposed Development: 180 Units

1 2 3 HC ELIGIBLE HC INELIGIBLE TOTAL COSTS COSTS COSTS DEVELOPMENT COSTS Actual Construction Costs Accessory Buildings

Demolition 50,000.00 50,000.00

New Rental Units 26,300,064.00 536,736.00 26,836,800.00

*Off-Site Work (explain in detail) 100,000.00 100,000.00

Recreational Amenities 50,000.00 50,000.00 100,000.00

Rehab of Existing Common Areas

Rehab of Existing Rental Units

Site Work . *Other (explain in detail)

A1.1. Actual Construction Cost $ 26,350,064.00 $ 736,736.00 $ 27,086,800.00

A1.2. General Contractor Fee See Note (3) (Max. 14% of A1.1., column 3) $ 3,757,152.00 $ $ 3,757,152.00

A1.3. TOTAL ACTUAL CONSTRUCTION COSTS $ 30,107,216.00 $ 736,736.00 $ 30,843,952.00

A1.4. HARD COST CONTINGENCY See Note (4) $ 1,529,698.00 $ $ 1,529,698.00 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RFA 2019-102 DEVELOPMENT COST PRO FORMA (Page 2 of 8) 1 2 3 HC ELIGIBLE HC INELIGIBLE TOTAL COSTS COSTS COSTS General Development Costs Accounting Fees 25,000.00 25,000.00

Appraisal 10,000.00 10,000.00

Architect's Fee - Site/Building Design 611,879.00 611,879.00

Architect's Fee - Supervision 50,000.00 50,000.00

Builder's Risk Insurance 268,368.00 268,368.00

Building Permit 216,000.00 216,000.00

Capital Needs Assessment

Engineering Fees 70,000.00 70,000.00

Environmental Report 10,000.00 10,000.00

FHFC Administrative Fee See Note (2) 158,778.00 158,778.00

FHFC Application Fee See Note (2) 4,000.00 4,000.00

FHFC Compliance Fee See Note (2) 212,332.00 212,332.00

FHFC PRL/Credit Underwriting Fees See Note (2) 15,015.00 15,015.00

Green Building Certification/ HERS Inspection Costs 25,000.00 25,000.00

*Impact Fees (list in detail) 450,000.00 450,000.00

Inspection Fees 60,000.00 60,000.00

Insurance 122,040.00 122,040.00

Legal Fees 192,500.00 7,500.00 200,000.00

Market Study 10,000.00 10,000.00

Marketing/Advertising 100,000.00 100,000.00

Property Taxes 198,000.00 198,000.00

Soil Test Report 10,000.00 10,000.00

Survey 25,000.00 25,000.00

Tenant Relocation Costs

Title Insurance & Recording Fees 379,050.00 379,050.00

Utility Connection Fee 378,000.00 378,000.00

*Other (explain in detail) 5,000.00 5,000.00

A2.1. TOTAL GENERAL DEVELOPMENT COST $ 2,706,787.00 $ 906,675.00 $ 3,613,462.00

A2.2. SOFT COST CONTINGENCY See Note (4) $ 180,673.00 $ $ 180,673.00 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RFA 2019-102 DEVELOPMENT COST PRO FORMA (Page 3 of 8) 1 2 3 HC ELIGIBLE HC INELIGIBLE TOTAL COSTS COSTS COSTS Financial Costs Construction Loan Origination/ Commitment Fee(s) 207,000.00 207,000.00

Construction Loan Credit Enhancement Fee(s)

Construction Loan Interest 592,375.00 631,802.00 1,224,177.00

Non-Permanent Loan(s) Closing Costs 41,400.00 41,400.00

Permanent Loan Origination/ Commitment Fee(s) 185,000.00 185,000.00

Permanent Loan Credit Enhancement Fee(s)

Permanent Loan Closing Costs 37,000.00 37,000.00

Bridge Loan Origination/ Commitment Fee(s)

Bridge Loan Interest

*Other (explain in detail) 395,815.00 395,815.00

A3. TOTAL FINANCIAL COSTS $ 840,775.00 $ 1,249,617.00 $ 2,090,392.00

ACQUISITION COST OF EXISTING DEVELOPMENT (excluding land) Existing Building(s)

*Other (explain in detail)

B. TOTAL ACQUISITION COSTS OF EXISTING DEVELOPMENT (excluding land) $ $ $

C. DEVELOPMENT COST $ 35,365,149.00 $ 2,893,028.00 $ 38,258,177.00 (A1.3+A1.4+A2.1+A2.2+A3+B)

Developer Fee See Note (1) Developer Fee on Acquisition Costs

Developer Fee on Non-Acquisition Costs 6,886,471.00 6,886,471.00

D. TOTAL DEVELOPER FEE $ 6,886,471.00 $ $ 6,886,471.00

E. OPERATING DEFICIT RESERVES See Note (5) $ $ $

F. TOTAL LAND COST $ 4,500,000.00 $ 4,500,000.00

G. TOTAL DEVELOPMENT COST See Note (6) $ 42,251,620.00 $ 7,393,028.00 $ 49,644,648.00 (C+D+E+F) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RFA 2019-102 DEVELOPMENT COST PRO FORMA (Page 4 of 8)

Detail/Explanation Sheet

Totals must agree with Pro Forma. Provide component descriptions and amounts for each item that has been completed on the Pro Forma that requires a detailed list or explanation.

DEVELOPMENT COSTS

Actual Construction Cost (as listed at Item A1.)

Off-Site Work: $100,000 for potential road improvements

Other:

General Development Costs (as listed at Item A2.)

Impact Fees: $450,000 Administrative and School Impact Fees

Other: $5,000 Plan and Cost Review

Financial Costs (as listed at Item A3.)

Other: $395,815 for Costs of Issuance, Pre-development Loan Interest & Other Loan Closing Costs

Acquisition Cost of Existing Developments (as listed at Item B2. )

Other:

NOTES: Neither brokerage fees nor syndication fees can be included in eligible basis. Consulting fees, if any, and any financial or other guarantees required for the financing must be paid out of the Developer fee. Consulting fees include, but are not limited to, payments for Application consultants, construction management or supervision consultants, or local government consultants.

5. Fifth Mortgage Financing $

7. Seventh Mortgage Financing $

9. Ninth Mortgage Financing $

11. HC Equity Proceeds Paid Prior to Completion of Construction which is Prior to Receipt of Final Certificate of Occupancy or in the case of Rehabilitation, prior to placed-in service date as determined by the Applicant. $ 8,555,550.00

12. Other: $

13. Other: $

14. Deferred Developer Fee $ 6,886,471.00

15. Total Construction Sources $ 50,687,521.00

C. Construction Funding Surplus (B.15. Total Construction Sources, less A. Total Development Costs): $ 1,042,873.00 (A negative number here represents a funding shortfall.)

Each Attachment must be listed behind its own Tab. DO NOT INCLUDE ALL ATTACHMENTS BEHIND ONE TAB. Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RFA 2019-102 DEVELOPMENT COST PRO FORMA (Page 6 of 8)

PERMANENT ANALYSIS AMOUNT LENDER/TYPE OF FUNDS

A. Total Development Costs $ 49,644,648.00

B. Permanent Funding Sources:

1. First Mortgage Financing $ 18,500,000.00 FHFC - MMRB

2. Second Mortgage Financing $ 6,925,500.00 FHFC - CDBG-DR

3. Third Mortgage Financing $ 4,320,000.00 FHFC - CDBG-DR

4. Fourth Mortgage Financing $

6. Sixth Mortgage Financing $

8. Eighth Mortgage Financing $

10. Tenth Mortgage Financing $ (Select one or no (b) Requesting HOME funds from FHFC Add-On…………………………………………………. option, as applicable) (c) Requesting CDBG-DR funds from FHFC Add-On…………………………………………….Yes

2. Tax-Exempt Bond Add-On…………………………………………………………………………………………….Yes (Select if applicable)

3. (a) North Florida Keys Area Multiplier…………………………………………………………….. (Select one option if (b) South Florida Keys Area Multiplier……………………………………………………………. applicable)

4. (a) Persons with Developmental Disabilities Multiplier………………………………………………………… (b) Persons with a Disabling Condition Multiplier………………………………………………… (Select one or no (c) Persons with Special Needs Multiplier………………………………………………………… option, as applicable) (d) Homelss Demographic Multiplier……………………………………………………………….

5. Elderly ALF Multiplier……………………………………………………………………………. (Select if applicable)

6. (a) Less than 51 units Multiplier*……………………………………………………………………. (Select one option if (b) More than 50 units, but less than 81 units Multiplier*………………………………………… applicable) *For 9% HC Permanent Supportive Housing RFAs only. The proposed Development must be new construction to qualify as well as not being located in Monroe County.

The final overall TDC PU Limitation for the above defined Development is……………………$297,000.00

Derivation of the TDC PU of the proposed Development for Limitation purposes:

Total Development Costs (Line G., column 3) $49,644,648.00

Less Land Costs (Line F., column 3) $4,500,000.00

Less Operating Deficit Reserves (Line E., column 3) $0.00

Less Demolition and Relocation Costs, if applicable $0.00

TDC of the proposed Development for Limitation Purposes: $45,144,648.00

TDC PU of the proposed Development for Limitation Purposes: $250,803.60

Is the proposed Development's TDC PU for Limitation purposes equal to or less than the TDC PU Limitation provided in the RFA?...... Yes Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RFA 2019-102 DEVELOPMENT COST PRO FORMA (Page 8 of 8)

The intent of this page is to assist the Applicant in determining the overall Average Median Income for the proposed Development. This portion of the Development Cost Pro Forma is to assist the Applicant in understanding some of the variables involved when selecting Income Averaging as the minimum housing credit set-aside offered in the RFA. The data entered below will not be used to score the Application. The entries below will not be used to establish the Applicant's set-aside commitment for Application purposes. This is to be used as a tool to assist the Applicant in selecting appropriate set-aside commitments in the Application. The accuracy of the table is dependent upon the accuracy of the inputs and Florida Housing takes no responsibility in any programing errors. This table is optional and its use is at the sole discretion of the Applicant. Applicant is responsible to verify and be in compliance with all aspects of the Application to meet RFA criteria.

INCOME AVERAGING WORKSHEET

AMI Set-Aside # of Units % of Units

20% 0.00% (ELI Designation) 30% 27 15.00% 40% 0.00% 50% 0.00% 60% 72 40.00% 70% 81 45.00% 80% 0.00% (This should match the HC Set-Aside Total Qualifying Housing Credit Units 180 100.00% Commitment in the Application) Market Rate Units 0.00% (Total Units here matches the Total Units Total Units 180 100.00% entered on row 33 above) Average AMI of the Qualifying (equal to 60% 60.00% Housing Credit Units maximum) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

CDBG-DR Principal Disclosures for the Applicant APPROVED for HOUSING CREDITS FHFC Advance Review 9.5.19 Select the organizational structure for the Applicant entity: The Applicant is a: Limited Liability Company

Provide the name of the Applicant Limited Liability Company:

Homestead 26115, LLC First Principal Disclosure Level: Click here for Assistance with Completing the Entries for the First Level Principal Disclosure for the Applicant First Level Select Type of Principal of Select organizational structure Entity # Applicant Enter Name of First Level Principal of First Level Principal identified

1. Manager Rieger, Matthew A. Natural Person 2. Manager Rieger, Randy E. Natural Person 3. Non-Investor Member HTG Homestead Member, LLC Limited Liability Company 4. Non-Investor Member Homestead Affordable Housing, LLC Limited Liability Company 5. Investor Member Rieger, Matthew A. Natural Person

Second Principal Disclosure Level: Homestead 26115, LLC Click here for Assistance with Completing the Entries for the Second Level Principal Disclosure for the Applicant Select the corresponding First Level Principal Entity # from Select the type of Principal above for which the Second being associated with the Select organizational structure Level Principal is being Second Level corresponding First Level of Second Level Principal identified Entity # Principal Entity Enter Name of Second Level Principal identified

3. (HTG Homestead Member, LLC) 3.A. Manager Rieger, Matthew A. Natural Person 3. (HTG Homestead Member, LLC) 3.B. Manager Rieger, Randy E. Natural Person 3. (HTG Homestead Member, LLC) 3.C. Member Matthew Rieger Trust dated 02/28/2017 Trust 3. (HTG Homestead Member, LLC) 3.D. Member Randy Rieger Rev. Trust dated 12/08/2005 Trust 3. (HTG Homestead Member, LLC) 3.E. Member Alexandra B. Balogh Irrevocable Ins Trust Trust 3. (HTG Homestead Member, LLC) 3.F. Member Andrew C. Balogh Irrevocable Ins Trust Trust 4. (Homestead Affordable Housing, LLC) 4.A. Manager White, Shane R., Sr. Natural Person 4. (Homestead Affordable Housing, LLC) 4.B. Member Torres, Marta Natural Person 4. (Homestead Affordable Housing, LLC) 4.C. Member Sapp, Steven Natural Person 4. (Homestead Affordable Housing, LLC) 4.D. Member Rodriguez, Carmen Natural Person 4. (Homestead Affordable Housing, LLC) 4.E. Member Pena, Dahlia Natural Person 4. (Homestead Affordable Housing, LLC) 4.F. Member Villa, Marilu Natural Person 4. (Homestead Affordable Housing, LLC) 4.G. Member Goodman, Michael Natural Person 4. (Homestead Affordable Housing, LLC) 4.H. Member Berrouet, Gerard Natural Person

Third Principal Disclosure Level: Homestead 26115, LLC Click here for Assistance with Completing the Entries for the Third Level Principal Disclosure for the Applicant Select the corresponding Second Level Principal Entity # Select the type of Principal The organizational structure of from above for which the Third being associated with the Third Level Principal identified Level Principal is being Third Level corresponding Second Level Enter Name of Third Level Principal Must be either a Natural Person identified Entity # Principal Entity who must be either a Natural Person or a Trust or a Trust

3.C. (Matthew Rieger Trust dated 02/28/2017)3.C.(1) Trustee Rieger, Matthew A. Natural Person 3.C. (Matthew Rieger Trust dated 02/28/2017)3.C.(2) Beneficiary Rieger, Matthew A. Natural Person 3.D. (Randy Rieger Rev. Trust dated 12/08/2005)3.D.(1) Trustee Rieger, Randy E. Natural Person 3.D. (Randy Rieger Rev. Trust dated 12/08/2005)3.D.(2) Beneficiary Rieger, Randy E. Natural Person 3.E. (Alexandra B. Balogh Irrevocable Ins Trust)3.E.(1) Trustee Balogh, Robert B. Natural Person 3.E. (Alexandra B. Balogh Irrevocable Ins Trust)3.E.(2) Beneficiary Balogh, Alexandra B. Natural Person 3.F. (Andrew C. Balogh Irrevocable Ins Trust) 3.F.(1) Trustee Balogh, Robert B. Natural Person 3.F. (Andrew C. Balogh Irrevocable Ins Trust) 3.F.(2) Beneficiary Balogh, Andrew C. Natural Person

Page 1 of 3 CDBG-DR Principals of the Applicant and Developer(s) Disclosure Form (Form Rev. 06-2019) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Principal Disclosures for the two Developers APPROVED for HOUSING CREDITS FHFC Advance Review 9.5.19 How many Developers are part of this Application structure? (Please complete the Principal Disclosures for each of the two Co-Developers below.) 2 Select the organizational structure for the first Co-Developer entity: The first Co-Developer is a: Limited Liability Company

Provide the name of the Developer Limited Liability Company:

HTG Homestead Developer, LLC

First Principal Disclosure Level: HTG Homestead Developer, LLC Click here for Assistance with Completing the Entries for the First Level Principal Disclosure for a Developer First Level Select Type of Principal of Select organizational structure Entity # Developer Enter Name of First Level Principal of First Level Principal identified

1. Manager Rieger, Matthew A. Natural Person 2. Manager Rieger, Randy E. Natural Person 3. Member HTG United Developer, LLC Limited Liability Company

Second Principal Disclosure Level: HTG Homestead Developer, LLC Click here for Assistance with Completing the Entries for the Second Level Principal Disclosure for a Developer Select the corresponding First Level Principal Entity # from Select the type of Principal above for which the Second being associated with the Select organizational structure Level Principal is being Second Level corresponding First Level of Second Level Principal identified Entity # Principal Entity Enter Name of Second Level Principal identified

3. (HTG United Developer, LLC) 3.A. Manager Rieger, Matthew A. Natural Person 3. (HTG United Developer, LLC) 3.B. Manager Rieger, Randy E. Natural Person 3. (HTG United Developer, LLC) 3.C. Sole Member HTG United, LLC Limited Liability Company

Page 2 of 3 CDBG-DR Principals of the Applicant and Developer(s) Disclosure Form (Form Rev. 06-2019) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Principal Disclosures for the two Developers APPROVED for HOUSING CREDITS FHFC Advance Review 9.5.19 Select the organizational structure for the second Co-Developer entity: The second Co-Developer is a: Limited Liability Company

Provide the name of the Developer Limited Liability Company:

Homestead Affordable Housing, LLC

First Principal Disclosure Level: Homestead Affordable Housing, LLC Click here for Assistance with Completing the Entries for the First Level Principal Disclosure for a Developer First Level Select Type of Principal of Select organizational structure Entity # Developer Enter Name of First Level Principal of First Level Principal identified

1. Manager White, Shane R., Sr. Natural Person 2. Member Torres, Marta Natural Person 3. Member Sapp, Steven Natural Person 4. Member Rodriguez, Carmen Natural Person 5. Member Pena, Dahlia Natural Person 6. Member Villa, Marilu Natural Person 7. Member Goodman, Michael Natural Person 8. Member Berrouet, Gerard Natural Person

Page 3 of 3 CDBG-DR Principals of the Applicant and Developer(s) Disclosure Form (Form Rev. 06-2019) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

State of Florida Department of State

I certify from the records of this office that HOMESTEAD 26115, LLC, is a limited liability company organized under the laws of the State of Florida, filed electronically on September 05, 2019, effective September 05, 2019.

The document number of this company is L19000225194.

I further certify that said company has paid all fees due this office through December 31, 2019, and its status is active.

I further certify that this is an electronically transmitted certificate authorized by section 15.16, Florida Statutes, and authenticated by the code noted below.

Authentication Code: 190914140336-300334165923#1

Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Fourteenth day of September, 2019

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

NOT APPLICABLE Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Attachment 4 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

State of Florida Department of State

I certify from the records of this office that HTG HOMESTEAD DEVELOPER, LLC, is a limited liability company organized under the laws of the State of Florida, filed electronically on September 05, 2019, effective September 05, 2019.

The document number of this company is L19000225196.

I further certify that said company has paid all fees due this office through December 31, 2019, and its status is active.

I further certify that this is an electronically transmitted certificate authorized by section 15.16, Florida Statutes, and authenticated by the code noted below.

Authentication Code: 190914140851-400334167654#1

Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Fourteenth day of September, 2019

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 State of Florida Department of State

I certify from the records of this office that HOMESTEAD AFFORDABLE HOUSING, LLC is a limited liability company organized under the laws of the State of Florida, filed on October 11, 2018, effective October 11, 2018.

The document number of this limited liability company is L18000251497.

I further certify that said limited liability company has paid all fees due this office through December 31, 2019, that its most recent annual report was filed on February 18, 2019, and that its status is active.

Given under my hand and the Great Seal of the State of Florida at Tallahassee, the Capital, this the Eleventh day of September, 2019

Tracking Number: 5817391231CU

To authenticate this certificate,visit the following site,enter this number, and then follow the instructions displayed.

https://services.sunbiz.org/Filings/CertificateOfStatus/CertificateAuthentication Date Submitted:2019-09-2311:35:15.820|FormKey:5403

Prior General Development Experience Chart

Name of Principal with Required Experience: Matthew A. Rieger

Name of Developer Entity (for the proposed Development) for which the above Individual is a Principal: HTG Homestead Developer, LLC Federal Programs such as Davis Bacon Federal Program that Provided Total Number Year requirements and Name of Development Location (City & State) Financing (HOME for example) of Units Completed Environmental Review requirements applied? (Y/N) Palm Beach HFA Bonds Pine Run Villas Lake Worth, FL 4% tax credits, Palm Beach County 63 2013 Y NSP2, HOME 4% Tax Credits, SAIL & ELI, Bonds, City Valencia Grove Eustis, FL 144 2016 N of Eustis Grant Freedom Gardens Brooksville, FL 9% Tax Credits 96 2017 N Park at Wellington II Holiday, FL 4% Tax Credits, SAIL, MMRB Bonds 110 2017 N Hammock Ridge Spring Hill, FL 9% Tax Credits 104 2018 N Arbor View Margate, FL 9% Tax Credits 100 2018 N Covenant Villas Belle Glade, FL 9% Tax Credits; PBV (HUD) 144 2018 Y 4% Tax credits, SAIL, ELI, MMRB Bonds; Twin Lakes Estates - Phase I Lakeland, FL 100 2019 Y ACC, PBV (HUD) 4% Tax Credits, SAIL, ELI, Heron Estates Senior Riviera Beach, FL 101 2019 Y Palm Beach County Bonds; PBV (HUD) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted:2019-09-2311:35:15.820|FormKey:5403

Prior General Management Experience Chart

Name of Management Company or a Principal of the Management Company with the Required Experience: HTG Management, LLC

Currently Managing Location Length of Time Name of Development or Total Number of Units (City & State) (Number of Years) Formerly Managed Malibu Bay West Palm Beach, FL Formerly & Currently 6 264

Village Place Fort Lauderdale, FL Currently 4 112

Pine Run Lake Worth, FL Currently 4 63

Veranda Senior Homestead, FL Currently 4 99

Whispering Palms Largo, FL Currently 4 63

Valencia Grove Eustis, FL Currently 3 144

Courtside Apartments Miami, FL Currently 3 84

Wagner Creek Miami, FL Currently 2 73

Freedom Gardens Brooksville, FL Currently 2 96

Park at Wellington Holiday, FL Currently 2 110 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

NOT APPLICABLE Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

GROUND LEASE BETWEEN THE HOUSING AUTHORITY OF THE CITY OF HOMESTEAD AND HOMESTEAD 26115, LLC.

Basic Lease Information

EFFECTIVE DATE: As of September 17, 2019

LANDLORD: THE HOUSING AUTHORITY OF THE CITY OF HOMESTEAD

TENANT: HOMESTEAD 26115, LLC

PREMISES: CERTAIN LAND SITUATED IN THE CITY OF MIAMI, MIAMI-DADE COUNTY, AND STATE OF FLORIDA, AS MORE PARTICULARLY DESCRIBED IN EXHIBIT A

ANNUAL BASE RENT: TEN DOLLARS ($10.00)

COMMENCEMENT DATE: AS PROVIDED IN SECTION 5.2

TERM: AS PROVIDED IN SECTION 5.1

LANDLORD’S ADDRESS: THE HOUSING AUTHORITY OF THE CITY OF HOMESTEAD, FLORIDA 29355 South Federal Highway Homestead, Florida 33033 Attention: Shane White, Executive Director

TENANT’S ADDRESS: HOMESTEAD 26115, LLC 3225 Aviation Avenue, 6th Floor Coconut Grove, Florida 33133 Attention: Matthew Rieger, Esq.

*** The Basic Lease Information is part of the Lease, however, if any of the Basic Lease Information contradicts any provision of the Lease, then the provision of the Lease prevails. Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

TABLE OF CONTENTS

ARTICLE 1 - RECITALS...... 1 ARTICLE 2 – INCORPORATION OF RECITALS AND DEMISE OF LEASEHOLD INTEREST ...... 1 Section 2.1 Incorporation of Recitals...... 1 Section 2.2 Leasehold Interest...... 1 ARTICLE 3 – IMPROVEMENTS ...... 2 Section 3.1 Development Constructed...... 2 Section 3.2 Compliance with Laws...... 2 Section 3.3 Approvals, Permits and Licenses...... 2 Section 3.4 Ownership of Development...... 2 Section 3.5 Amendments to Plans and Specifications...... 2 ARTICLE 4 – REPRESENTATIONS AND WARRANTIES ...... 3 Section 4.1 Landlord’s Representations and Warranties...... 3 Section 4.2 Tenant’s Representations and Warranties...... 3 ARTICLE 5 – TERM ...... 3 Section 5.1 Term of Lease...... 3 Section 5.2 Commencement Date...... 3 ARTICLE 6 – RENT ...... 4 Section 6.1 Annual Base Rent...... 4 Section 6.2 Payments by Tenant upon Commencement of Construction of the Development...... 4 ARTICLE 7 – TAXES; OPERATING EXPENSES ...... 4 Section 7.1 Taxes...... 4 Section 7.2 Project Operating Expenses...... 4 ARTICLE 8 – INSURANCE; PAYMENT AND PERFORMANCE BONDS ...... 4 Section 8.1 Tenant’s Insurance and Payment and Performance Bonds...... 4 Section 8.2 Landlord’s Insurance...... 6 ARTICLE 9 – USE OF PREMISES, COMPLIANCE WITH LAWS, COVENANTS APPLICABLE TO PUBLIC HOUSING UNITS, TENANT’S INDEMNITY, AND LANDLORD’S RIGHTS ...... 6 Section 9.1 Permitted Use...... 6 Section 9.2 Compliance with Laws...... 6 Section 9.3 Tenant’s Indemnity...... 6 ARTICLE 10 – ENVIRONMENTAL CONDITIONS ...... 7 Section 10.1 Tenant’s Environmental Covenants...... 7 Section 10.2 Landlord’s Environmental Covenants...... 7 Section 10.3 Tenant’s Environmental Indemnity...... 8 Section 10.4 Environmental Definitions...... 8 Section 10.5 Survival...... 9 ARTICLE 11 – ASSIGNMENTS, SUBLEASES, TRANSFERS, AND RIGHT OF FIRST REFUSAL ...... 9 Section 11.1 Consent Required...... 9 Section 11.2 Subsequent Assignment...... 10

i Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 11.3 Request for Consent...... 10 Section 11.4 Transfer by Landlord...... 10 Section 11.5 Landlord’s Right of First Refusal...... 10 Section 11.6 Appraisal...... 11 Section 11.7 Landlord’s Purchase Option...... 11 Section 11.8 If Right of First Offer Purchase Option Expires...... 12 Section 11.9 Transfer Fee...... 12 Section 11.10 Right of First Offer in Lieu of Option...... 12 Section 11.11 Approval by City of Homestead’s Council...... 12 ARTICLE 12 – LEASEHOLD FINANCING ...... 13 Section 12.1 Right to Mortgage...... 13 Section 12.2 Consent Required for Termination and Amendments...... 13 Section 12.3 Default Notice...... 13 Section 12.4 Notice to Equity Investor and Leasehold Mortgagee...... 14 Section 12.5 Procedure on Default...... 14 Section 12.6 Extension of Cure Period...... 15 Section 12.7 Right to New Lease...... 15 Section 12.8 Assumption of Tenant’s Obligations...... 16 Section 12.9 Non-Curable Defaults...... 17 Section 12.10 No Merger...... 17 Section 12.11 Landlord’s Fee to Remain Unsubordinated...... 17 Section 12.12 Sale of Premises...... 17 ARTICLE 13 – MAINTENANCE AND REPAIR ...... 17 Section 13.1 Tenant’s Obligations...... 17 ARTICLE 14 – ALTERATIONS ...... 18 Section 14.1 Consent...... 18 Section 14.2 No Liens...... 18 ARTICLE 15 – SURRENDER ...... 18 Section 15.1 Expiration of Term...... 18 ARTICLE 16 – CASUALTY, CONDEMNATION ...... 19 Section 16.1 Damage or Destruction to Premises...... 19 Section 16.2 Condemnation...... 19 ARTICLE 17 – DEFAULT AND REMEDIES ...... 21 Section 17.1 Landlord’s Right to Perform...... 21 Section 17.2 Events of Default...... 21 Section 17.3 Remedy...... 22 Section 17.4 Tenant’s Right to Perform...... 23 Article 17.5 Excusable Delay...... 23 ARTICLE 18 – MISCELLANEOUS ...... 24 Section 18.1 No Brokers...... 24 Section 18.2 Recordation...... 24 Section 18.3 Time of Essence...... 24 Section 18.4 No Waiver...... 24 Section 18.5 Joint and Several Liability...... 25 Section 18.6 Captions and Gender...... 25 Section 18.7 Entire Agreement...... 25

ii Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 18.8 Amendment...... 25 Section 18.9 Severability...... 25 Section 18.10 Notices...... 25 Section 18.11 Waiver of Jury Trial...... 26 Section 18.12 Cooperation...... 26 Section 18.13 Additional Releases, Utility Easements...... 27 Section 18.14 Governing Law and Venue...... 27 Section 18.15 Cumulative Rights...... 27 Section 18.16 Non-Merger...... 27 Section 18.17 No Third Party Beneficiary...... 28 Section 18.18 Quiet Enjoyment...... 28 Section 18.19 Counterparts...... 28 Section 18.20 Litigation Fees...... 28 Section 18.21 Limited Liability of Landlord...... 28 Section 18.22 Access...... 28 Section 18.23 Conflicts...... 29

iii Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

GROUND LEASE

THIS GROUND LEASE (this “Lease”) dated as of September 17, 2019 (the “Effective Date”), is by and between (i) THE HOUSING AUTHORITY OF THE CITY OF HOMESTEAD, a public body corporate and politic established pursuant to Chapter 421 of the Florida Statutes (“Landlord”), whose address is 29355 South Federal Highway, Homestead, FL 33033; and (ii) HOMESTEAD 26115, LLC, a Florida limited liability company (“Tenant”), whose address is 3225 Aviation Avenue, 6th Floor, Coconut Grove, Florida 33133. Landlord and Tenant are jointly referred to herein as the “Parties”.

ARTICLE 1 - RECITALS

WHEREAS, Landlord entered into that certain Agreement for Purchase and Sale dated as of July 19, 2019 with Alberto Toll and Carmen S. Toll (the “Initial Agreement”, as assigned) for that real property described in Exhibit A (the “Premises”); and

WHEREAS, at the time of Closing, Landlord shall become the owner of the Premises; and

WHEREAS, the development shall consist of at least one-hundred (100) affordable housing rental units (the “Tax Credit Units”) together with all other improvements to the Premises (collectively, the “Improvements”). The Improvements shall be constructed on the Premises owned by Landlord and leased to Tenant hereunder. The Premises and the Improvements constructed thereon, and developed and operated by Tenant, known as “Beacon Place” (or any successor name) are referred to herein as the “Development.”

NOW, THEREFORE, in consideration of these presents, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Landlord and Tenant hereby enter into this Lease on the terms and conditions set forth herein.

ARTICLE 2 – INCORPORATION OF RECITALS AND DEMISE OF LEASEHOLD INTEREST.

Section 2.1 Incorporation of Recitals.

The recitals are hereby incorporated into this Lease by reference and are made a part hereof.

Section 2.2 Leasehold Interest.

(a) As of the Commencement Date (as defined below), Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the Premises upon the terms and conditions stated herein, and subject only to those matters affecting title which are shown of record as of the Commencement Date (the “Permitted Encumbrances”).

(b) During the Term (as defined below), Tenant shall have the right to pass and repass over all existing ways and public areas located on or in the surrounding Premises and all utilities and service conduits and facilities thereon to facilitate the Development. In connection

1 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

therewith, Landlord agrees to execute and deliver any and all easements, licenses, permits, and/or applications necessary for the Development, and any costs related thereto shall be Tenant’s responsibility.

ARTICLE 3 – IMPROVEMENTS

Section 3.1 Development Constructed.

(a) During the Term, Tenant shall construct the Improvements on the Premises at its sole expense and subject to the terms and conditions of this Lease and reasonable financing documents necessitated by Tenant’s construction financing as reasonably approved by Landlord, which approval shall not be unreasonably withheld, conditioned, or delayed.

(b) The Development will be subject to (i) a certain Extended Low-Income Housing Agreement to be entered into between Florida Housing Finance Corporation and Tenant and recorded among the Land Records of Miami-Dade County (the “Tax Credit Restrictive Covenant”) with respect to the Tax Credit Units, and (ii) other reasonable documentation required by Tenant’s financing as reasonably approved by Landlord, which approval shall not be unreasonably withheld, conditioned, or delayed.

Section 3.2 Compliance with Laws.

The Development shall be constructed in a good and workmanlike manner and in accordance with the requirements of all applicable provisions of all applicable laws, ordinances, codes, orders, rules, and regulations of all governmental authorities, agencies or departments having jurisdiction over the Development, including, but not limited to, Landlord, HUD (where applicable), and Miami-Dade County (the “County”).

Section 3.3 Approvals, Permits and Licenses.

Tenant and Landlord shall apply for and prosecute, or cause to be applied for and prosecuted, with reasonable diligence, all necessary approvals, permits, and licenses required for the construction, development, use and occupancy of the Development, including HUD consent (where applicable). Landlord shall cooperate with Tenant as may be necessary to facilitate the same.

Section 3.4 Ownership of Development.

Landlord and Tenant acknowledge and agree that Tenant shall be the owner of the improvements comprising the Development, and as such, Tenant shall be entitled to all depreciation deductions and low-income housing tax credits or other benefits for income tax purposes relating to the Improvements.

Section 3.5 Amendments to Plans and Specifications.

Tenant shall take no action to effectuate any material amendments, modifications or any other alterations to the plans and specifications for the Development unless Landlord has approved such, in writing and in advance.

2 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

ARTICLE 4 – REPRESENTATIONS AND WARRANTIES

Section 4.1 Landlord’s Representations and Warranties.

Landlord hereby represents and warrants to Tenant that:

(a) As of the Commencement Date, the Landlord will own, fee simple, good and marketable title to the Premises, free and clear of all liens, charges, encumbrances, encroachments, easements, restrictions, occupancies or agreements and other matters affecting title, subject to the Permitted Encumbrances.

(b) As of the Commencement Date, there will be no unpaid special assessments of which Landlord has received notice, or of which Landlord is otherwise aware, for sewer, sidewalk, water, paving, gas, electrical or utility improvements or other capital expenditures, matured or unmatured, affecting the Premises.

Section 4.2 Tenant’s Representations and Warranties.

Tenant hereby warrants and represents to Landlord that:

(a) Tenant is, and as of the Commencement Date will be, a duly organized and lawfully existing limited partnership under the laws of the State of Florida.

(b) Tenant has, and as of the Commencement Date will have the full right, power, and authority to make, execute, deliver, and perform this Lease.

ARTICLE 5 – TERM

Section 5.1 Term of Lease.

This Lease shall be effective as of the Effective Date, but the term of this Lease shall begin on the Commencement Date, and (ii) unless otherwise provided by law, terminate upon the expiration of fifty-five (55) years from the date the Development becomes available for occupancy.

Section 5.2 Commencement Date.

The date on which Tenant closes on the construction financing with respect to the Development is the “Commencement Date”. Tenant’s right to take physical possession of the Premises shall begin on the Commencement Date. Landlord and Tenant acknowledge that the Commencement Date of the Lease is contingent upon Landlord closing on the Initial Agreement

3 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

and executing the Deed for the Premises. Landlord will not own the Premises until Closing of the Initial Agreement takes place.

ARTICLE 6 – RENT

Section 6.1 Annual Base Rent.

The annual base rent shall be Ten Dollars ($10.00) per annum (“Base Rent”). Tenant shall pay Landlord the Base Rent for the entire Term on the Commencement Date. The Base Rent shall be paid at the address specified for Landlord in the Basic Lease Information, or at such other address as Landlord may direct from time to time by written notice.

Section 6.2 Payments by Tenant upon Commencement of Construction of the Development.

Other than as expressly set forth in this Lease, all costs, expenses, liabilities, charges or other deductions whatsoever with respect to the Premises and the construction, ownership, leasing, operation, maintenance, repair, rebuilding, use or occupation of the Premises or the Development shall be the responsibility of Tenant, from and after the Commencement Date.

ARTICLE 7 – TAXES; OPERATING EXPENSES

Section 7.1 Taxes.

Tenant will pay or cause to be paid (i) any real estate taxes which are assessed against the Premises by any taxing authority during the Term, or (ii) any payments to the extent required by a cooperation agreement or amendment thereto providing for payments in lieu of taxes which is entered into by Tenant or Landlord with the County or any other taxing entity during the Term. Tenant will pay or cause to be paid all real estate recordation taxes incident to this Lease, if any. Each party agrees to cooperate with any effort on the part of the other party to appeal any tax assessment.

Section 7.2 Project Operating Expenses.

Tenant will pay or cause to be paid all costs and expenses attributable to or incurred in connection with the operation, maintenance, and repair of the Premises and the Development (collectively, the “Operating Expenses”) during the Term.

ARTICLE 8 – INSURANCE; PAYMENT AND PERFORMANCE BONDS

Section 8.1 Tenant’s Insurance and Payment and Performance Bonds.

During the Term, Tenant will, at its sole expense, obtain and keep in force, adequate insurance and payment and performance bonds to protect Tenant and Landlord from loss as follows:

(a) “All Risk” Coverage. Tenant will, at its sole expense (but nevertheless as a portion of Operating Expenses) obtain and keep in force during the Term, “all-risk” coverage

4 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

insurance on the Development naming Tenant and Landlord as the insured, as their interests may appear, in the customary form in the County for buildings and improvements of similar character. The amount of such insurance will be set forth on an “agreed amount endorsement” to the policy of such insurance and will not be less than 100% of the full replacement value of the Improvements on the Premises, as determined from time to time.

(b) General Liability. Tenant will, at its sole expense (but nevertheless as a portion of Operating Expenses) obtain and keep in force during the Term general liability insurance with a combined limit of not less than One Million Dollars ($1,000,000.00), and Two Million Dollars ($2,000,000) in the aggregate, for injury to or death of any one person, for injury to or death of any number of persons in one occurrence, and for damage to property, insuring against any and all liability of Landlord and Tenant including, without limitation, coverage for contractual liability and broad property damage, with respect to the Premises or arising out of the maintenance, use or occupancy of the Development. Such insurance will insure the performance by Tenant of its indemnity obligations hereunder as to liability for injury to or death of persons and damage to property set forth in this Lease. Such insurance will not be noncontributing with any insurance that may be carried by Landlord and will contain a provision that Landlord, although named as an insured, will nevertheless be entitled to recover under the policy for any loss, injury, or damage to Landlord, its agents, and employees, or the property of such persons.

(c) Flood Insurance. If the Premises are located within a flood zone, Tenant will, at its sole expense (but nevertheless as a portion of Operating Expenses) obtain and keep in force during the Term flood insurance in the maximum amount available under the National Flood Insurance Program for residential multifamily buildings.

(d) Other Matters. All insurance required in this Article and all renewals of it, will be issued by companies authorized to transact business in the State of Florida, and rated at least A Class X by Best’s Insurance Reports (property liability). All insurance policies will expressly provide that such policies will not be canceled or altered without thirty (30) days’ prior written notice to Landlord, in the case of “all-risk” coverage insurance, and to Landlord, in the case of general liability insurance; will to the extent obtainable, provide that no act or omission of Tenant which would otherwise result in forfeiture or reduction of the insurance will affect or limit the obligation of the insurance company to pay the amount of any loss sustained; and will, to the extent obtainable, contain a waiver by the insurer of its rights of subrogation against Landlord. Upon issuance, each insurance policy or a duplicate or certificate of such policy will be delivered to Landlord. Tenant may satisfy its obligations under this Section 8.1(c) by appropriate endorsements of its blanket insurance policies.

(e) Delivery of Evidence of Insurance. Certificates of insurance for all insurance required of Tenant hereunder and evidence of the payment of all premiums of such policies will be delivered to Landlord. All public liability, property damage liability, and casualty policies maintained by Tenant will be written as primary policies, not contributing with and not in excess of coverage that Landlord may carry. If Tenant fails to maintain such excess insurance, which failure continues for ten (10) days after Landlord gives notice to Tenant of such failure, then Landlord, at its election, may procure such insurance as may be necessary to comply with the above requirements (but shall not be obligated to procure same), and Tenant shall reimburse to Landlord, as a Landlord reimbursement, any costs associated with procuring such insurance.

5 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

(f) Payment and Performance Bonds. Tenant will cause the general contractor, at its sole expense, to obtain and keep in force during the construction of the Improvements on the Premises, performance bonds, materials payment bonds, and labor payments bonds in an amount equal to one hundred percent (100%) of the contract sum of the Improvements on the Premises reasonably satisfactory to Landlord. The payment and performance bonds required of Tenant hereunder will be delivered to Landlord.

Section 8.2 Landlord’s Insurance.

Landlord shall obtain and maintain, at its sole cost and expense, general liability insurance with respect to the Premises.

ARTICLE 9 – USE OF PREMISES, COMPLIANCE WITH LAWS, COVENANTS APPLICABLE TO PUBLIC HOUSING UNITS, TENANT’S INDEMNITY, AND LANDLORD’S RIGHTS

Section 9.1 Permitted Use.

Tenant shall throughout the Term continuously use and operate the Premises and the Development only for the following uses, and such other uses as are reasonably and customarily attendant to such uses: construction, development, marketing for lease and leasing of the Tax Credit Units, and the operation, maintenance, and management of the Development in a manner which strictly satisfies the requirements of this Lease and the Applicable Tax Credit Housing Requirements.

Section 9.2 Compliance with Laws.

Tenant shall not use or occupy, or suffer or permit any portion of the Premises to be used or occupied in violation of any law, ordinance, order, rule, regulation, certificate of occupancy, or other governmental requirement. Tenant will comply with applicable laws and all rules, orders, regulations, and requirements of the board of fire underwriters or insurance service office, or any other similar body, having jurisdiction over the Premises.

Section 9.3 Tenant’s Indemnity.

Tenant covenants and agrees to indemnify, defend, and hold Landlord, free and harmless from and against any and all losses, liabilities, penalties, claims, fines, litigation, demands, costs, judgments, suits, proceedings, damages, disbursements or expenses (including reasonable attorneys’ fees and expenses) which may at any time be imposed upon, reasonably incurred by or asserted or awarded against Landlord in connection with or arising from the injury to or death of any one or more persons or the damage to property, with respect to the Premises or arising out of the maintenance, use or occupancy of the Development during the Term. The obligations, indemnities and liabilities of Tenant under this Section 9.3 shall not extend to any liability caused by the negligence or other wrongful act of Landlord, its agents, employees, and contractors.

6 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

ARTICLE 10 – ENVIRONMENTAL CONDITIONS

Section 10.1 Tenant’s Environmental Covenants.

Tenant has no liability for any environmental conditions that existed or arose on the Premises prior to the Term, unless such environmental condition(s) was caused by the negligence or actions of Tenant or Tenant’s employees, agents, or subcontractors. Tenant shall not be responsible for removing or rendering harmless any pre-existing Prohibited Substances (as hereinafter defined) from the Premises, but shall advise Landlord and cooperate and coordinate the remediation work. Without limitation of any of Tenant’s other covenants, agreements, and obligations under this Lease, Tenant hereby specifically covenants and agrees to fulfill the responsibilities set forth below with respect to environmental matters and Hazardous Materials or Prohibited Substances (as hereinafter defined):

(a) Tenant, its agents, employees, and contractors shall comply with all applicable provisions of all Environmental Laws (as hereinafter defined) applicable to the Premises, the Development, and Tenant’s use of the Premises. All required governmental permits and licenses issued to Tenant, its agents, employees, and contractors and associated with the Premises and the Development shall remain in effect or shall be renewed in a timely manner, and Tenant, its agents, employees, and contractors shall comply therewith.

(b) Tenant shall not itself, and Tenant shall not permit any other person, including, but not limited to, third parties with whom Tenant contracts in regard to this Lease, to bring onto the Premises any (i) asbestos or asbestos-containing material or polychlorinated biphenyl material, or (ii) hazardous substances or hazardous waste as defined under any federal, state or local law, that may require remediation under applicable law (other than quantities or such substances, including gasoline, diesel fuel, and the like as are customary and necessary to prosecute construction and occupancy of the Development on the Premises), or (iii) soil containing volatile organic compounds (collectively (i)-(iii) are the “Prohibited Substances”). Tenant shall be liable for the consequences of, and responsible for removal and lawful disposal, at its sole expense, of any Hazardous Materials, Prohibited Substances, or both brought onto the Premises after the Commencement Date, resulting from a default under this Section.

(c) Tenant shall immediately notify Landlord, in writing and provide Landlord with copies of all forms, notices, and other information received by or on behalf of Tenant, its agents, employees, and contractors concerning any releases, spills or other incidents relating to Hazardous Materials, Prohibited Substances, or both, or any violations of Environmental Laws at or relating to the Premises when and as supplied to any government agency. Tenant shall also comply with all laws, ordinances, regulations, and orders of all governmental, regulatory, and other public and quasi-public agencies, authorities, and entities having jurisdiction over the same with respect thereto.

Section 10.2 Landlord’s Environmental Covenants.

Without limitation of any of Landlord’s other covenants, agreements, and obligations under this Lease, Landlord hereby specifically covenants and agrees to provide Tenant with copies of all forms, notices, and other information received by or on behalf of Landlord

7 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

concerning any released, spills or other incidents relating to Hazardous Materials or Prohibited Substances, or any violations of Environmental Laws at or related to the Premises when and as supplied to any governmental agency.

Section 10.3 Tenant’s Environmental Indemnity.

Tenant covenants and agrees to indemnify, defend, and hold Landlord free and harmless from and against any and all losses, liabilities, penalties, claims, fines, litigation, demands, costs, judgments, suits, proceedings, damages, disbursements or expenses (including reasonable attorneys’ fees and expenses) which may at any time be imposed upon, reasonably incurred by or asserted or awarded against Landlord in connection with or arising from:

(a) Any Hazardous Materials, Prohibited Substances, or both which are first placed on, in, or under all or any portion of the Premises during the Term with the exception of any Hazardous Materials, Prohibited Substances or both which are placed on, in, or under all or any portion of the Premises by Landlord, its agents, employees, and contractors; or

(b) Any violation of any Environmental Laws by Tenant, its agents, employees, and contractors at or relating to the Premises which is not a condition existing prior to the Commencement Date.

Section 10.4 Environmental Definitions.

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

(a) “Environmental Laws” means any present or future federal, state or local law, ordinance, rule, regulation, permit, license or binding determination of any governmental authority relating to, imposing liability or standards concerning, or otherwise addressing the environment, health or safety, including, but not limited to: the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. Section 9601 et seq. (“CERCLA”); the Resource Conservation and Recovery Act, 42, U.S.C. Section 6901 et seq. (“RCRA”); the Toxic Substance Control Act, 15 U.S.C. Section 2601, et seq. (“TOSCA”); the Clean Air Act, 42 U.S.C. Section 7401 et seq.; and the Clean Water Act, 33 U.S.C. Section 1251 et seq. and any so-called “Superfund” or “Superlien” law; and the Occupational Safety and Health Act, 29 U.S.C. Section 651 et seq. (“OSHA”), as each is from time to time amended and hereafter in effect.

(b) “Hazardous Materials” means: (i) “hazardous substances” as defined by CERCLA; (ii) “hazardous wastes,” as defined as RCRA; (iii) any hazardous, dangerous or toxic chemical, waste, pollutant, containment or substance (“pollutant”) within the meaning of any Environmental Law prohibiting limited or otherwise regulating the use, exposure, release, emission, discharge, generation, manufacture, sale, transport, handling, storage, treatment, reuse, presence, disposal or recycling of such pollutant; (iv) petroleum crude oil or fraction thereof; (v) any radioactive material, including any source, special nuclear or by-product material as defined in 42 U.S.C. Section 2011 et seq. and amendments thereto and reauthorizations thereof; or (vi) asbestos-containing materials in any form or condition, or polychlorinated biphenyls in any form or condition.

8 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 10.5 Survival.

The agreements, representations, and warranties of Landlord and Tenant respectively in this Article 10 shall survive the expiration or early termination of this Lease.

ARTICLE 11 – ASSIGNMENTS, SUBLEASES, TRANSFERS, AND RIGHT OF FIRST REFUSAL

Section 11.1 Consent Required.

(a) Consent. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of Landlord and Tenant, except that Tenant may not assign or sublet its interest in this Lease without the prior written consent of Landlord, other than entering into residential leases of the Improvements in the ordinary course of Tenant’s business. Any attempted transfer without such consents shall be null and void.

(b) Prohibited Transfers. Tenant agrees for itself and its successors and assigns in interest hereunder that it will not, other than by the Leasehold Mortgages: (1) assign this Lease or any of its rights under this Lease as to all or any portion of the Premises, the rest of the Improvements, the unit equipment or the property generally, or (2) make or permit any voluntary or involuntary total or partial sale, lease, assignment, conveyance, mortgage, pledge, encumbrance or other transfer of any or all of the Premises, the rest of the Improvements, the unit equipment or the property or the occupancy or use thereof, other than in accordance with this Lease (including but not limited to (i) any sale at foreclosure or by the execution of any judgment of any or all of Tenant’s rights hereunder, or (ii) any Transfer by operation of law), without first obtaining Landlord’s express written consent thereto.

(c) Restrictions on Transfers. No transfer, conveyance, or assignment shall be made without the prior written approval by Landlord of: (i) any interest of a managing member, general partner, or controlling stockholder (any such interest being referred to as a “Controlling Interest”) of Tenant or (ii) a Controlling Interest in any entity which has a Controlling Interest in Tenant (each of such transfers, conveyances and assignments, together with the transfers described in Section 11.1(b) hereof, is hereafter referred to as a “Transfer”). Notwithstanding the foregoing, the consent of Landlord shall not be required where person or a business organization that has a limited interest (non-controlling and non-managing) in Tenant transfers a non- controlling and non-managing interest in Tenant or an interest in the business organization, including, without limitation, the transfer of the non-controlling and non-managing ownership interest of the equity investor identified by Tenant (the “Equity Investor”), if any, to an affiliated investment fund of the Equity Investor, provided, that Tenant in the case of such a transfer: (i) provides Landlord with written notice of such transfer; and (ii) certifies to Landlord that the transferee entity(ies), as appropriate, remains obligated to fund its equity contribution in accordance with the terms of the approved organizational documents of Tenant. Landlord agrees that they will not unreasonably withhold, or delay, or condition a request by Tenant for consent by Landlord to an internal reorganization of the corporate, company, or partnership structure of Tenant or any of the partners, members or stockholders of Tenant.

9 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

(d) Any person to whom any Transfer is attempted without such consent shall have no claim, right or remedy, whatsoever hereunder against Landlord and Landlord shall have no duty to recognize any person claiming under or through the same.

Section 11.2 Subsequent Assignment.

In cases where Landlord’s consent is required, Landlord’s consent to one assignment will not waive the requirement that Tenant obtain consent to any subsequent assignment.

Section 11.3 Request for Consent.

If Tenant requests Landlord’s consent to a specific assignment, Tenant shall provide to Landlord such information as may reasonably be required by Landlord.

Section 11.4 Transfer by Landlord.

(a) Landlord shall not transfer all or any portion of its interest in the Premises without the prior written consent of the Equity Investor and any Leasehold Mortgagee (as hereinafter defined), if applicable, and upon any such approved transfer, the transferee shall assume all of Landlord’s obligations under this Lease and, in any event, Landlord shall not transfer all or any portion of its interest in the Premises if the same would cause a violation of any applicable laws or regulations, any terms of this Lease, or any agreement or contract to which Landlord is a party or by which Landlord is bound.

(b) Landlord acknowledges and covenants that it shall not transfer Landlord’s estate in the Premises, if such transfer would jeopardize either the continuing tax exemption for such units under any applicable agreements with the County and other taxing authorities or the continuing receipt of the operating subsidy in respect of such units from HUD and payment thereof to Tenant under the R&O Agreement (if applicable).

Section 11.5 Landlord’s Right of First Refusal.

In the event that Tenant receives an offer to purchase the Improvements and/or Tenant’s interest in this Lease (for purposes of this Section 11.5, the “Property”) and Tenant wishes to sell the Property (subject to the approval the Equity Investor and any Leasehold Mortgagee), Landlord shall have the following right of first refusal (the “Right of First Refusal”):

(a) Tenant shall give written notice of such offer (“Notice of Offer”) to Landlord setting forth (i) the name and address of the prospective purchaser of the Property; (ii) the purchase price and financing terms offered by the prospective purchaser; and (iii) all other terms and conditions for the sale. Landlord shall have a period of thirty (30) days after the receipt of the Notice of Offer (the “Election Period”) within which to exercise the Right of First Refusal by giving “Notice of Intent to Purchase” the Property for the same price and on the same terms and conditions set forth in the Notice of Offer or as otherwise set forth in this Lease. Such Notice of Intent to Purchase shall be given in writing to Tenant within the Election Period.

(b) If Landlord exercises the right to purchase the Property, such purchase shall be completed within the later of (i) sixty (60) days after the Notice of Intent to Purchase is given by

10 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Landlord (if the Notice of Offer shall specify a later date for closing, then such later date applies) or (ii) sixty (60) days after approval by the City of Homestead’s Council by performance of the terms and conditions of the Notice of Offer, including payment of the purchase price provided therein, or as otherwise set forth in this Lease.

(c ) Should Landlord fail to exercise the Right of First Refusal within the Election Period, then Tenant shall have the right (subject to any other applicable restrictions in this Lease) to go forward with the sale described in the Notice of Offer, and to sell the Property, and to sell the Property within six (6) months following the expiration of the Election Period, on terms and conditions which are not materially more favorable to the purchaser than those set forth in the Notice of Offer. If the same is not consummated within such six-month period, Tenant’s right so to sell shall end, and all the foregoing provisions of this Section 11.5 shall be applied again to any future offer. If a sale is consummated within such one-year period, the purchaser shall purchase subject to a renewed Right of First Refusal in said Property.

Section 11.6 Appraisal.

In the event that Tenant elects to sell the Improvements and/or Tenant’s interest in this Lease, Tenant shall give notice to Landlord of its intent to sell (“Intent to Sell Notice”) prior to seeking any third party purchasers. The Intent to Sell Notice will list the price and such other material terms at which the Improvements will be offered. Upon receipt of Tenant’s Intent to Sell Notice, Landlord may commission a market valuation of the Premises and Improvements (the “Appraisal”). Such Appraisal shall be performed by a mutually acceptable and duly licensed appraiser. Tenant and Landlord shall share equally in the expense of the Appraisal. The Appraisal shall be conducted by analysis of comparable properties as though title to the Premises and Improvements was held in fee simple absolute, after taking into consideration the restrictions on the Premises and Improvements stipulated in this Lease. The Appraisal shall state the value (“Appraised Value”) contributed by the Premises and by the Improvements as separate amounts. Copies of the Appraisal shall be provided to both Tenant and Landlord.

Section 11.7 Landlord’s Purchase Option.

(a) Upon receipt of the Intent to Sell Notice from Tenant, Landlord shall have the Right of First Refusal to purchase the Improvements (the “Right of First Offer Option”) at the lesser of (i) the Appraised Value for the Improvements only or (ii) the purchase price for the Improvements on the same terms as Tenant will offer to any prospective buyer pursuant to the Intent to Sell Notice. The Right of First Refusal Purchase Option is designed to further the purpose of preserving the affordability of the Improvements while taking fair account of the investment by Tenant.

(b) If Landlord elects to purchase the Improvements, Landlord shall exercise the Right of First Refusal Purchase Option by notifying Tenant, in writing, of such election (the “Notice of Exercise of the Right of First Offer”) within sixty (60) days of the later of: (i) receipt of the Appraisal; or (ii) the receipt of all information required pursuant to Landlord’s Intent to Sell Notice, or the Right of First Offer Option shall expire. During such 60 day period Tenant shall not offer to sell the Improvements to any third party. Having given such notice, Landlord

11 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

may proceed to exercise the Right of First Offer Option by directly purchasing the Improvements or by assigning the Right of First Offer Option to an assignee.

(c) The purchase by Landlord or Landlord’s assignee must be completed within the later of (i) ninety (90) days of Landlord's Notice of Exercise of Right of First Offer Option or (ii) sixty (60) days after approval by the City of Homestead’s Council. If closing has not occurred by such date Tenant may sell the Improvements as provided in Section 11.8 below. The time permitted for completion of the purchase may be extended by mutual agreement of Landlord and Tenant. Any purchaser of Tenant’s interests shall take title subject to this Lease.

Section 11.8 If Right of First Offer Option Expires.

If the Right of First Offer Option has expired or if Landlord has failed to complete the purchase within the period allowed by Section 11.7 above, Tenant may sell the Improvements and/or assign its interest in this Lease for not less than the purchase price set forth in the Intent to Sell Notice (the “Purchase Price”) and on terms and conditions which are not materially more favorable to the purchaser.

Section 11.9 Transfer Fee.

In the event that Tenant sells the Improvements directly to a party other than Landlord pursuant to Section 11.5 or Section 11.8, the price to be paid by that party shall include in addition to the Purchase Price, at the discretion of the Landlord, a transfer fee to compensate Landlord for carrying out its responsibilities with regard to the transaction. The amount of the transfer fee shall be no more than Three Percent (3%) of the Purchase Price, which shall include the reasonable fees and expenses of Landlord, and shall be payable to Landlord at the closing of the transaction for the sale of the Improvements.

Section 11.10 Right of First Offer in Lieu of Option.

If the provisions of the Right of First Offer Option set forth in Section 11.7 above shall, for any reason, become unenforceable, Landlord shall nevertheless have a right of first refusal to purchase the Improvements at the highest documented bona fide purchase price offer made to Tenant by the terms of this Lease. Any sale or transfer contrary to this Section, when applicable, shall be null and void.

Section 11.11 Approval By City of Homestead’s Council.

Notwithstanding anything herein to the contrary, the Landlord’s obligations under this Article 11 are subject to the approval by the City of Homestead’s Council (or such other body required by the then current City of Homestead Code of Ordinances) in office at the time that the any Purchase Option is exercised.

12 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

ARTICLE 12 – LEASEHOLD FINANCING

Section 12.1 Right to Mortgage.

With the prior written consent of Landlord, Tenant may grant one or more mortgages of its interest in the Lease (each, a “Leasehold Mortgage”) to lenders in connection with the tax- exempt bond financing and, in connection therewith, to collaterally assign this Lease to such lenders. In no event shall Landlord ever be required to execute any such mortgage or any note secured thereby or any other obligation securing any such note, or to subordinate Landlord’s fee interest in the Premises or any portion thereof to the lien of any such mortgage. Tenant shall identify the name of each mortgagee (“Leasehold Mortgagee”) for such portion of the Premises and the address(es) to which notices to the Leasehold Mortgagee are to be sent, and for purposes of this Lease the term “Leasehold Mortgagee” shall include any trustee acting with respect to any tax-exempt bond financing encumbering the Premises. Landlord agrees to execute any additional documents or further assurances as may be reasonably requested by any Leasehold Mortgagee in connection with any Leasehold Mortgage permitted by this Article 12. Notwithstanding the foregoing, the Tenant may not grant an interest in the Leasehold to a lender which is not in connection with tax-exempt bond financing unless the same is approved in writing by Landlord.

Section 12.2 Consent Required for Termination and Amendments.

No termination, cancellation, surrender, modification, or amendment of this Lease by agreement between Landlord and Tenant shall be effective as to the Equity Investor or any Leasehold Mortgagee unless consented to in writing by the Equity Investor and such Leasehold Mortgagee.

Section 12.3 Default Notice.

Landlord, upon providing Tenant with any notice of (i) default under this Lease, the R&O Agreement (if applicable), the Declaration of Restrictive Covenants (if applicable), the Tax Credit Restrictive Covenant, and/or any financing or regulatory documents between Landlord and Tenant, or (ii) a termination of this Lease, shall at the same time send a copy of such notice to the Equity Investor and every Leasehold Mortgagee, if applicable, identified by written notice to Landlord, provided, however, that the failure to provide such additional notices shall not invalidate any duly delivered notice to Tenant. From and after such notice has been given to the Equity Investor and the Leasehold Mortgagee, the Equity Investor and such Leasehold Mortgagee shall have until the later of (i) the same period, after the giving of such notice upon it, for remedying any default or causing the same to be remedied, as is given Tenant after the giving of such notice to Tenant, or (ii) the periods of time specified in Sections 12.4 and 12.5 hereof to remedy, commence remedying or cause to be remedied the defaults specified in any such notice. Landlord shall accept such performance by or at the instigation of the Equity Investor or such Leasehold Mortgagee as if the same had been done by Tenant. Tenant authorizes the Equity Investor and any and each Leasehold Mortgagee to take any such action at the Equity Investor’s and such Leasehold Mortgagee’s option and does hereby authorize entry upon the Premises by the Equity Investor and such Leasehold Mortgagee for such purpose.

13 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 12.4 Notice to Equity Investor and Leasehold Mortgagee.

Anything contained in this Lease to the contrary notwithstanding, if any default shall occur and remain uncured beyond all applicable grace or cure periods of this Lease, which entitles Landlord to terminate this Lease as to all or any portion of the Premises to take any other remedial action against Tenant, Landlord shall have no right to terminate this Lease or take such remedial action unless, following the expiration of the period of time given Tenant to cure such default, Landlord shall notify the Equity Investor and each Leasehold Mortgagee, if applicable, to the extent of Landlord’s actual knowledge of their existence, of Landlord’s intent to so terminate at least fifteen (15) calendar days in advance of the proposed effective date of such termination, if such default is capable of being cured by the payment of money, and at least thirty (30) calendar days in advance of the proposed effective date of such termination if such default is not capable of being cured by the payment of money. The provisions of Section 12.5 hereof shall apply if, during such fifteen (15) or thirty (30) calendar day notice period, the Equity Investor or any Leasehold Mortgagee:

(a) Notifies Landlord of the Equity Investor’s or such Leasehold Mortgagee’s desire to nullify such notice; and

(b) Pays or causes to be paid all Additional Rent (as hereinafter defined) and other payments then due and in arrears applicable to the subject portion(s) of the Premises, as specified in the notice given to the Equity Investor and such Leasehold Mortgagee and which becomes due during such fifteen (15) or thirty (30) day period; and

(c) Complies or in good faith, with reasonable efforts, commences to comply with any non-monetary requirements of this Lease applicable to the subject portion(s) of the Premises then in default and except as provided in the following sentence, reasonably susceptible of being complied with by the Equity Investor or such Leasehold Mortgagee.

No Leasehold Mortgagee shall be required during such fifteen (15) or thirty (30) day period to cure or commence to cure any default consisting of Tenant’s failure to satisfy and discharge any lien, charge or encumbrance against Tenant’s interest in this Lease or any part thereof which is (a) authorized by this Lease, and (b) junior in priority to the lien of the Leasehold Mortgage, if applicable, held by such Leasehold Mortgagee.

Section 12.5 Procedure on Default.

If Landlord shall elect to terminate this Lease by reason of any default of Tenant, which default has not been cured within the applicable cure period, and the Equity Investor or a Leasehold Mortgagee, if applicable, shall have proceeded in the manner provided for by Section 12.4 hereof, the specified date for such termination as fixed by Landlord in its notice given pursuant to Section 12.4 hereof shall be extended for a period of three (3) months, and provided that the Equity Investor or such Leasehold Mortgagee shall, during such three-month period:

(a) Pay or cause to be paid, the Additional Rent and any other monetary obligations of Tenant under this Lease, as the same become due, and continue its good faith efforts to perform all of Tenant’s other obligations under this Lease, excepting (i) obligations of Tenant to satisfy or otherwise discharge any lien, charge or encumbrance against Tenant’s interest in this

14 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Lease or any part thereof which is junior in priority to the lien of the Leasehold Mortgage, if applicable, held by such Leasehold Mortgagee, and (ii) past non-monetary obligations then in default and not reasonably susceptible of being cured by the Equity Investor or such Leasehold Mortgagee; and

(b) Except to the extent enjoined and stayed, take steps to acquire or sell Tenant’s interest in this Lease, by foreclosure of such Leasehold Mortgagee, or other appropriate means and prosecute the same to completion with reasonable efforts.

Section 12.6 Extension of Cure Period.

If at the end of the three-month period specified in Section 12.5 hereof, the Equity Investor or such Leasehold Mortgagee, if applicable, is complying with Section 12.5(a) hereof then this Lease shall not then terminate, and the time for completion by such Leasehold Mortgagee of its proceedings shall continue so long as such Leasehold Mortgagee is enjoined or stayed and thereafter for so long as such Leasehold Mortgagee proceeds to complete steps to acquire or sell Tenant’s interest in this Lease, by foreclosure of its Leasehold Mortgage or by other appropriate means with reasonable efforts. Nothing in this Article 12, however, shall be construed to extend the three-month period for more than an additional six-month period or extend this Lease beyond the Term. If any Leasehold Mortgagee is complying with Section 12.5 hereof, upon the acquisition of Tenant’s interest in this Lease by such Leasehold Mortgagee or its designee, or any other purchaser at a foreclosure sale or otherwise and the discharge, by operation of law or otherwise, of any lien, charge or encumbrance against Tenant’s interest in this Lease or any part thereof which is junior in priority to the lien of the Leasehold Mortgage held by such Leasehold Mortgagee and which Tenant is obligated to satisfy and discharge by the terms of this Lease, this Lease shall continue in full force and effect as if Tenant had not defaulted under this Lease.

Section 12.7 Right to New Lease.

In the event that the Lease is terminated by Landlord, Landlord shall, if requested by Leasehold Mortgagee, if applicable, grant to the Leasehold Mortgagee a new lease on the following terms and conditions:

(a) In the event of the termination of this Lease prior to its stated expiration date, Landlord agrees that it will enter into a new lease of the Premises with any Leasehold Mortgagee, if applicable, or, at the request of such Leasehold Mortgagee, a designee subject to HUD approval, if necessary, including but not limited to a corporation or other entity formed by or on behalf of such Leasehold Mortgagee, for the remainder of the Term effective as of the date of such termination, at the Base Rent and Additional Rent and upon the same covenants, agreements, terms, provisions, and limitations herein contained, provided (i) such Leasehold Mortgagee makes written request upon Landlord for such new lease within thirty (30) days from the date Landlord notifies such Leasehold Mortgagee of such termination and such written request is accompanied by payment to Landlord of all amounts then due to Landlord under this Lease but for such termination, (ii) such Leasehold Mortgagee pays or causes to be paid to Landlord at the time of the execution and delivery of such new lease any and all sums which would at the time of the execution and delivery thereof be due under this Lease but for such

15 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

termination and pays or causes to be paid any and all expenses, including reasonable counsel fees, court costs, and costs and disbursements incurred by Landlord in connection with any such termination and in connection with the execution and delivery of such new lease and (iii) such Leasehold Mortgagee agrees to reinstate the lien and take the Premises subject to the loan of any other Leasehold Mortgagee which held a lien senior in priority to the lien of such Leasehold Mortgagee if such senior Leasehold Mortgagee had also requested a new lease and tendered the required payments(s).

(b) Any new lease made pursuant to this Section 12.7 shall have the same priority as this Lease (except with respect to any non-electing Leasehold Mortgagee) and shall be prior to any mortgage or any lien, charge or encumbrance of the fee of the Premises created by Landlord, except the Declaration of Restrictive Covenants (if applicable), for a term of years equal to the balance of the Term.

(c) Any mortgage or deed of trust upon Landlord’s interest in the Premises permitted in accordance with Section 11.4 hereof and any action by such mortgagee or trustee or beneficiary of such deed of trust by way of receivership, foreclosure, exercise of power of sale, or deed in lieu thereof shall be subject and subordinate to this Lease and to the new lease to be given pursuant to this Section 12.7 and any mortgagee or holder of such mortgage or the beneficiary and trustee of any such deed of trust must recognize this Lease and any new lease and all rights of Tenant and each Leasehold Mortgagee hereunder and thereunder.

(d) The provisions of this Section 12.7 shall be self-operative and require no further action by the mortgagee of any mortgage or beneficiary and trustees of any deed of trust encumbering Landlord’s interest in the Premises, the Development, or both, but upon request by Tenant or the Leasehold Mortgagee electing under Section 12.7(a) hereof, Landlord agrees to obtain from such mortgagee or beneficiary and trustees an instrument duly executed and acknowledged confirming the priority of such new lease.

Section 12.8 Assumption of Tenant’s Obligations.

For purposes of Articles 11 and 12, the making of a Leasehold Mortgage, if applicable, shall not be deemed to constitute an assignment or transfer of this Lease or Tenant’s interest created hereby, nor shall any Leasehold Mortgagee, as such, be deemed to be an assignee or transferee of this Lease or of Tenant’s interests under this Lease so as to require such Leasehold Mortgagee, as such, to assume the performance of any of the terms, covenants or conditions on the part of Tenant to be performed hereunder, but a Leasehold Mortgagee may become the holder of Tenant’s leasehold estate and succeed to Tenant’s interest in this Lease by foreclosure of its Leasehold Mortgage or as a result of the assignment of this Lease in lieu of foreclosure, and any purchaser at any sale of Tenant’s interest under this Lease in any proceeding for the foreclosure of any mortgage or the assignee or transferee of Tenant’s interest in this Lease under any instrument of assignment or transfer in lieu of the foreclosure of any mortgage shall be deemed to be an assignee or transferee approved by Landlord and shall be deemed to have agreed to perform all of the terms, covenants, and conditions on the part of Tenant to be performed hereunder, but only for so long as such purchaser or assignee is the owner of Tenant’s interest in this Lease.

16 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 12.9 Non-Curable Defaults.

Nothing in this Article 12 shall require the Equity Investor or any Leasehold Mortgagee, if applicable, or its designee as a condition to the exercise of rights provided under this Article 12 to cure any default of Tenant not reasonably susceptible of being cured by the Equity Investor or such Leasehold Mortgagee or its designee as such susceptibility is reasonably determined solely by Landlord. The foregoing shall not be deemed to excuse any Leasehold Mortgagee from performing covenants relating to the condition of the Development on the Premises, operation in compliance with the R&O Agreement (if applicable), Declaration of Restrictive Covenants (if applicable), or other similar matters requiring access to or control of the Premises, from and after such time as such Leasehold Mortgagee acquires Tenant’s interest in this Lease by foreclosure or otherwise.

Section 12.10 No Merger.

So long as any Leasehold Mortgage is in existence, unless all Leasehold Mortgagees shall otherwise expressly consent in writing, the fee title to the Premises and the leasehold estate of Tenant therein shall not merge but shall remain separate and distinct, notwithstanding the acquisition of said fee title and said leasehold estate by any single owner, other than by termination of this Lease by Landlord in compliance with the provisions of this Article 12.

Section 12.11 Landlord’s Fee to Remain Unsubordinated.

Landlord and Tenant expressly acknowledge and agree that Landlord shall have no obligation under this Lease or otherwise to subordinate fee title of Landlord in the Premises or any rights of Landlord in this Lease to the leasehold estate of Tenant created by this Lease or to join any such mortgage or encumbrance or otherwise in any manner subordinate the fee title of Landlord in and to the Premises or interest of Landlord under this Lease.

Section 12.12 Sale of Premises.

In the event of any sale or conveyance of the Premises by Landlord, any such sale or conveyance of all or any part of the Premises shall be subject to this Lease and all of the provisions hereof, and notice of such sale shall be provided to the Equity Investor and each Leasehold Mortgagee.

ARTICLE 13 – MAINTENANCE AND REPAIR

Section 13.1 Tenant’s Obligations.

Tenant will, at its sole cost and expense, maintain or cause to be maintained the Development, reasonable wear and tear excepted, and make or cause to be made repairs, restorations, and replacements to the Development, including without limitation the heating, ventilating, air conditioning, mechanical, electrical, elevator, and plumbing systems, structural roof, walls, and foundations, and the fixtures and appurtenances to the Development as and when needed to preserve them in good working order and condition, and regardless of whether the repairs, restorations, and replacements are ordinary or extraordinary, foreseeable or unforeseeable, capital or non-capital, or the fault or not the fault of Tenant, its agents, employees,

17 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

invitees, visitors, and contractors. All such repairs, restorations, and replacements of the Development, as elected by Tenant, will be in quality and class either equal to the original work or installations, or otherwise consistent with the standard then applicable to comparable residential projects within the applicable Miami-Fort Lauderdale-Pompano Beach, FL Metropolitan Statistical Area at such time, but in no event of less quality or class than the Declaration of Restrictive Covenants (if applicable), the R&O Agreement (if applicable), and any other applicable regulatory agreement between Landlord and Tenant.

ARTICLE 14 – ALTERATIONS

Section 14.1 Consent.

After completion of the Development’s construction, Tenant shall not make any alterations, improvements or additions to the Premises having a cost greater than Seventy-Five Thousand Dollars ($75,000) or such lesser amount as may be provided in the Development’s management agreement or demolish any portion thereof, without first presenting to Landlord complete plans and specifications therefore and obtaining Landlord’s written consent thereto (which consent shall not unreasonably be withheld so long as, in Landlord’s judgment such alteration, improvement, addition or demolition will not violate the Applicable Tax Credit Housing Requirements or this Lease, or impair the value of the Premises). Any improvements made to the Premises by either party hereto shall be made only in a good and workmanlike manner using new materials of the same general quality as the original improvements, and in accordance with all applicable building codes and the Applicable Tax Credit Housing Requirements.

Section 14.2 No Liens.

Tenant shall not have any right, authority or power to bind Landlord, the Premises or any other interest of Landlord in the Premises and will pay or cause to be paid all costs and charges for work done by it or caused to be done by it, in or to the Premises, for any claim for labor or material or for any other charge or expense, lien or security interest incurred in connection with the development, construction or operation of the Development or any change, alteration or addition thereto. Any lien that is not released or bonded within thirty (30) days shall constitute an Event of Default under Section 17.2 hereof.

ARTICLE 15 – SURRENDER

Section 15.1 Expiration of Term.

Tenant reserves all rights of ownership of the Improvements on the Premises subject to the terms and conditions of this Lease. All buildings, structures, amenities, fixtures, furnishings, inventory, machinery, equipment, and other assets placed, constructed or installed on the Premises by Tenant shall be personal property, and Tenant shall have legal title thereto during the Term. Upon the expiration or termination of this Lease, title to all Improvements on the Premises shall vest in Landlord.

18 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

ARTICLE 16 – CASUALTY, CONDEMNATION

Section 16.1 Damage or Destruction to Premises.

During the Term, Tenant shall give prompt written notice to Landlord after the occurrence of any fire, earthquake, act of God or other casualty to or in connection with the Premises, the Development or any portion thereof. Subject to Section 16.2 hereof, if during the Term, the Development shall be damaged or destroyed by casualty, Tenant shall repair or restore the Development as provided for in the R&O Agreement (if applicable) and any financing documents secured by a Leasehold Mortgage, if applicable, so long as it is lawful, and all Leasehold Mortgagees agree that it is feasible to do so and adequate insurance proceeds are made available to Tenant to complete such repairs and restoration. Upon the occurrence of any such casualty, Tenant, promptly and with all due diligence, shall, subject to the R&O Agreement (if applicable), any financing document secured by a Leasehold Mortgage, if applicable, and the operating agreement of Tenant, apply for and collect all applicable insurance proceeds recoverable with respect to such casualty, for the benefit of any Leasehold Mortgagees, if applicable. In the event that more than twenty percent (20%) of the value of the Development, the Premises, or both are damaged or destroyed, and Tenant shall determine, subject to the rights of the holders of any Leasehold Mortgage, if applicable, and shall notify Landlord in writing within thirty (30) days after receipt by Tenant of any such insurance proceeds, that it is not economically practical to restore the Premises to substantially the same condition in which they existed prior to the occurrence of such casualty, Tenant may terminate this Lease as of a date that is not less than thirty (30) days after the date of such notice. If Tenant terminates this Lease pursuant to this Section, Tenant shall surrender possession of the Premises to Landlord immediately and assign to Landlord (or, if same has already been received by Tenant, pay to Landlord) all of its right, title, and interest in and to the proceeds from Tenant’s insurance upon the Premises, subject to the prior rights of any Leasehold Mortgagees, as referenced in Section 16.2 hereof.

Section 16.2 Condemnation.

(a) If, by exercise of the right of eminent domain or by conveyance made in response to the threat of the exercise of such right (in either case a “Taking”), all of the Premises are taken, or if so much of the Premises are taken that the Premises cannot be used by Tenant in a commercially reasonable manner for the purposes for which they were used immediately before the Taking, then this Lease shall, at Tenant’s sole option, subject to the rights of any Leasehold Mortgagee, if applicable, terminate on the earlier of the vesting title to the Premises in the condemning authority, or the taking of possession of the Premises by the condemning authority.

(b) Landlord and Tenant agree that, in the event of a Taking that does not result in the termination of this Lease pursuant to this Article, this Lease shall continue in effect as to the remainder of the Premises and the Development, and the net amounts owed or paid to the Parties or to which either of the Parties may be or become entitled by reason of any Taking pursuant to any agreement with any condemning authority which has been made in settlement of any proceeding relating to a Taking, less any costs and expenses incurred by the Parties in collecting such award or payment (the “Net Condemnation Award”) shall be distributed and disbursed as provided in the ACC (if applicable), the R&O Agreement (if applicable), applicable laws and

19 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

regulations, or any combination thereof. However, if the distribution is not covered by one or more of the preceding instruments, then as follows: (i) first to any Leasehold Mortgagee in an amount sufficient to satisfy the terms and conditions of the Leasehold Mortgage, if applicable, if required, and (ii) to the extent permitted by the foregoing instruments, in accordance with Section 16.3(d) hereof. Notwithstanding the foregoing, to the extent permitted in any Leasehold Mortgage, if applicable, the Net Condemnation Award shall be used by Tenant to make the remainder of the Premises a complete, unified, and efficient operating unit as nearly as reasonably possible to the condition existing prior to the Taking, subject to any applicable requirements of any Leasehold Mortgage, if applicable. However, Tenant is not obligated to expend any sums to restore the Premises that are in excess of the Net Condemnation Award made available to it for that purpose.

(c) If there shall be a temporary Taking with respect to all or any part of the Premises or of Tenant’s interest in this Lease, then the Term shall not be reduced and Tenant shall continue to pay in full all Rent and other charges required herein except Operating Expenses attributable to the taken property, without reduction or abatement thereof at the times herein specified; provided, however, that Tenant shall not be required to perform such obligations that Tenant is prevented from performing by reason of such temporary Taking.

(d) If there is a Taking, whether whole or partial, Landlord (solely in its capacity as Landlord under this Lease and not in its capacity, if applicable, as maker of any loan to Tenant) and Tenant shall be entitled to receive and retain such separate awards and portions of lump sum awards as may be allocated to their respective interests in any condemnation proceedings, or as may be otherwise agreed, subject to the rights of any Leasehold Mortgagee, taking into consideration the fact that Landlord’s interest in the Premises is limited to the land and the Development, for which Landlord shall have contributed an amount toward the construction thereof (the actual aggregate amount so contributed being referred to as the “Landlord’s Contribution,”) as encumbered by this Lease, and a reversionary interest in the Premises and the Development upon the expiration of the Term. If the Premises shall be restored as is contemplated in Section 16.3(b) hereof, Tenant shall be entitled to recover the costs and expenses incurred in such restoration out of any Net Condemnation Award. Thereafter, if the condemning authority does not make separate awards, the Parties agree that any Net Condemnation Award will be allocated between them on a proportionate basis, taking into account the portion of Landlord’s Contribution that has not been repaid to Landlord. If the Parties are unable to agree as to the exact percentage of such allocation or if such allocation is no longer applicable because of the repayment of Landlord’s Contribution, and the Parties are unable to agree as to the amounts that are to be allocated to the respective interests of each party, then each party shall select an independent M.A.I. real estate appraiser (an “Appraiser”). Each Appraiser shall separately determine the amount of the balance of the Net Condemnation Award allocated to each party. If the percentage allocated to Landlord by one Appraiser is within ten percent (10%) of the percentage allocated to Landlord by the other Appraiser, then the two percentage allocations shall be averaged and such average percentage shall be the percentage allocated to Landlord, with the remaining percentage of the balance of the Net Condemnation Award to be allocated to Tenant. If the percentage allocated to Landlord by an Appraiser is not within ten percent (10%) of that allocated to Landlord by the other Appraiser, then the two Appraisers shall select a third Appraiser, who shall independently determine the percentage of the balance of the Net Condemnation Award that should be allocated to each party, and the

20 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

average of the percentages determined by the three Appraisers to be allocable to Landlord shall be the percentage that is allocated to Landlord and the remaining percentage of the balance of the Net Condemnation Award shall be allocated to Tenant. If necessary to engage a third Appraiser, such Appraiser shall be engaged jointly by Tenant and Landlord. The costs of all Appraisers engaged by this Section 16.3(d) shall, in the aggregate, be split equally by Tenant and Landlord.

(e) Landlord and Tenant agree that all then-existing Leasehold Mortgagees, to the extent permitted by law and to the extent their interests are affected by the Taking, shall be made a party to any Taking proceeding.

ARTICLE 17 – DEFAULT AND REMEDIES

Section 17.1 Landlord’s Right to Perform.

(a) Landlord’s Option. If Tenant fails to pay when due amounts payable under this Lease within the time permitted for its performance, then Landlord, after fifteen (15) calendar days’ prior written notice to Tenant and without waiving any of its rights under this Lease, may (but will not be required to) pay such amount, unless Tenant notifies Landlord in writing during such fifteen (15) calendar day period that Tenant is withholding the subject payment due to a dispute as to the legitimacy or correctness of same and takes steps reasonably necessary to protect Landlord’s interests. In the event any such dispute results in litigation, then Tenant shall deposit the disputed amount in the registry of the court having jurisdiction over the litigation. If Tenant fails to perform any of its other obligations under this Lease within the time permitted for its performance, then Landlord, after thirty (30) calendar days’ prior written notice to Tenant and without waiving any of its rights under this Lease, may (but will not be required to) perform such obligation, unless Tenant notifies Landlord in writing during such thirty (30) calendar day period that Tenant is withholding the subject performance due to a dispute as to the legitimacy or correctness of same and takes steps reasonably necessary to protect Landlord’s interests or that Tenant has commenced the curing of such default within such thirty (30) calendar day period and shall prosecute in good faith the curing of same continuously thereafter until the same is, in fact, cured.

(b) Additional Rent. All amounts which Tenant is obligated to pay under this Lease, which if not paid may be paid by Landlord, and all reasonable costs and expenses incurred by Landlord in connection with the performance of any such Tenant obligations will be payable by Tenant to Landlord within thirty (30) calendar days after Landlord has notified Tenant in writing of the amounts incurred by Landlord on its behalf and shall constitute “Additional Rent,” with interest accrued thereon at the rate equal to two percent (2%) above the prime rate then in effect, as published from time to time in the Wall Street Journal. Landlord shall provide Tenant with invoices and other reasonable evidence of the amounts paid or incurred by Landlord in connection with its exercise of its rights pursuant to this Article.

Section 17.2 Events of Default.

At the option of Landlord, the occurrence of any of the following events shall constitute and are defined as an “Event of Default” by Tenant:

21 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

(a) Tenant fails to cause the Commencement Date to occur within fifteen (15) months following the Effective Date.

(b) Tenant defaults in the due and punctual payment of any Base Rent or Additional Rent, and such default continues for fifteen (15) calendar days after written notice from Landlord, unless Tenant notifies Landlord in writing during such fifteen (15) calendar day period that Tenant is withholding the subject payment or performance due to a dispute as to the legitimacy or correctness of same and takes steps reasonably necessary to protect Landlord’s interests; or

(c) Tenant vacates (except by reason of casualty or condemnation) the Premises for a period of more than thirty (30) consecutive days, or abandons the Premises; or

(d) This Lease or the Premises or any part of the Premises are taken upon execution or by other process of law directed against Tenant, or are taken upon or subjected to any attachment by any creditor of Tenant or claimant against Tenant, and such attachment is not discharged or bonded off within ninety (90) calendar days after its levy; or

(e) Tenant breaches any of the other agreements, terms, covenants, or conditions which this Lease requires Tenant to perform, including without limitation the provisions of Article 12 hereof, and such breach continues for a period of thirty (30) calendar days after notice by Landlord to Tenant; provided, however, if the nature of the breach is such that it cannot be cured by Tenant reasonably within the period of thirty (30) calendar days, Tenant shall not be deemed in default of this Lease if Tenant commences the curing of such default within such period of thirty (30) days and prosecutes in good faith the curing of same continuously thereafter until the same is, in fact, cured; or

(f) Tenant fails to complete construction of the Development by the completion date and in accordance with closing documents to be entered into by the Parties at a closing on the financing for the Development; or

(g) A lien is placed on the Premises, with the exception of any Permitted Encumbrances, if applicable, approved in writing by Landlord, that is not released or bonded no later than thirty (30) days of filing; or

(h) Tenant uses the Premises for uses other than the permitted use provided for in Section 9.1 hereof; or

(i) Tenant makes any assignment in violation of this Lease.

Section 17.3 Remedy.

If any one or more Events of Default set forth in Section 17.2 hereof occurs, and continues beyond the applicable grace or cure periods, then Landlord may, at Landlord’s sole and exclusive remedy, at law or in equity, but subject in all respects to the rights of any holder of a Leasehold Mortgage, if applicable, as set forth in Article 12 hereof, terminate this Lease by written notice to Tenant of its intention to terminate this Lease on the date (including any cure period described above) specified in such notice, and, on the date specified in such notice,

22 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Tenant’s right to possession of the Premises and the Development will cease and the estate conveyed by this Lease shall re-vest in Landlord. Notwithstanding anything herein to the contrary, if an Event of Default set forth in Section 17.2(a) hereof occurs, then Landlord shall, at Landlord’s sole and exclusive remedy, at law or in equity, terminate this Lease by written notice to Tenant of its intention to terminate this Lease on the date specified in such notice, and, on the date specified in such notice, Tenant’s right to possession of the Premises and the Development will cease and the estate conveyed by this Lease shall re-vest in Landlord.

Section 17.4 Tenant’s Right to Perform.

(a) Right to Perform Covenants. If Landlord shall, at any time, fail to perform any of its obligations hereunder or be in breach of any of its representations and warranties herein, Tenant shall, except in the event of an emergency, provide Landlord with notice of such default, and if Landlord does not commence action to cure any such default within the time period specified below after the giving of such notice, or immediately, in the event of an emergency, then Tenant may, without any obligation so to do and without waiving or releasing any obligation of Landlord contained in this Lease, take such actions and make such payment as may be necessary or appropriate to fulfill Landlord’s obligations or otherwise cure any default of Landlord hereunder. In case of emergency, Tenant shall nevertheless make every effort to provide notice of default to Landlord. Where no emergency exists, and after giving notice to Landlord, Tenant shall allow Landlord ten (10) calendar days to commence a cure, unless Tenant’s interests would be jeopardized by such delay.

(b) Costs and Expenses. All reasonable sums so paid by Tenant and all reasonable and essential costs and expenses incurred by Tenant in connection with the performance of any of the obligations of Landlord hereunder, or on account of any breach by Landlord of its representations and warranties herein shall be payable by Landlord to Tenant, but only after Tenant provides Landlord with invoices and other evidence of the amounts paid and essential expenses incurred by Tenant in connection with its reasonable exercise of its rights pursuant to this Article. In the event Landlord does not pay Tenant the amounts set forth in such invoices, then Tenant may withhold such amounts from the next installment of rent due under this Lease, until paid in full.

Article 17.5 Excusable Delay.

Any time deadline or limitation shall be subject to extension for any delay that arises from unforeseeable causes beyond the reasonable control and without the fault or negligence of Landlord or Tenant. Examples of such cause include, without limitation, (a) acts of God, or public enemy, (b) acts or failure to act by HUD or other governmental entity in either their sovereign or contractual capacity, to the extent action by HUD or other governmental entity is required hereunder, provided that the party hereunder seeking such action by HUD or other governmental entity properly requests same in a timely manner and thereafter diligently pursues same, (c) acts or failure to act of a contractor in the performance of a contract with Landlord or Tenant, provided that the party hereunder seeking such action by the contractor properly requests same in a timely manner and thereafter diligently pursues same, (d) fires, (e) floods, (f) epidemics, (g) quarantine restrictions, (h) strikes or labor disputes, (i) freight embargoes, (j) unusually severe weather, (k) delays of subcontractors or suppliers at any tier arising from

23 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

unforeseeable causes beyond the reasonable control and without the fault or negligence of Landlord or Tenant, as applicable, (l) delays caused by litigation commenced by someone other than Landlord, and Leasehold Mortgagees, and (m) unusual disruptions in financial markets.

ARTICLE 18 – MISCELLANEOUS

Section 18.1 No Brokers.

Landlord and Tenant each represents and warrants to the other that it has not dealt with any broker or finder with regard to the Premises or this Lease. Each party shall indemnify the other party from and against any damages resulting from any losses, costs, commissions, and/or reasonable attorneys’ fees incurred as a result of the indemnifying party’s breach of the foregoing representation and warranty.

Section 18.2 Recordation.

After the Commencement Date, Landlord and Tenant shall record a Memorandum of this Lease among the Land Records of the County in the form provided herein as Exhibit B. At the expiration of the Term, Tenant shall execute a quitclaim termination of its interest in this Lease.

Section 18.3 Time of Essence.

Subject to Section 17.5 hereof, time is of the essence of each and every provision of this Lease.

Section 18.4 No Waiver.

No waiver of any condition or agreement in this Lease by either Landlord or Tenant will imply or constitute a further waiver by such party of the same or any other condition or agreement. No act or thing done by Landlord or Landlord’s agents during the Term will be deemed an acceptance of a surrender of the Premises, and no agreement to accept such surrender will be valid unless in writing signed by Landlord. Neither payment by Tenant, nor receipt from Landlord, of a lesser amount than the Base Rent and Additional Rent or other charges stipulated in this Lease will be deemed to be anything other than a payment on account of the earliest stipulated Base Rent and Additional Rent. No endorsement or statement on any check, or any letter accompanying any check or payment as Base Rent or Additional Rent, will be deemed an accord and satisfaction. Landlord will accept such check for payment without prejudice to Landlord’s rights to recover the balance of such Base Rent or Additional Rent or to pursue any other remedy available to Landlord. If this Lease is assigned, or if the Premises or any parts of the Premises are sublet or occupied by anyone other than Tenant, Landlord may collect rent from the assignee, subtenant, or occupant and apply the net amount collected to the Base Rent and Additional Rent reserved in this Lease. No such collection will be deemed a waiver of the covenant in this Lease against assignment and subletting, or the acceptance of assignee, subtenant, or occupant of Tenant, or a release of Tenant from the complete performance by Tenant to its covenants in this Lease.

24 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 18.5 Joint and Several Liability.

The liability of Tenant under this Lease is limited to Tenant’s interest in the Premises. Neither Tenant, nor any member or partner of Tenant, or any affiliate thereof, nor any officer, director, shareholder or employee of any of said entities, shall have any personal liability hereunder.

Section 18.6 Captions and Gender.

The captions are inserted in this Lease only for convenience of reference and do not define, limit, or describe the scope or intent of any provisions of this Lease. Unless the context clearly requires otherwise, the singular includes the plural, and vice versa, and the masculine, feminine, and neuter adjectives include one another.

Section 18.7 Entire Agreement.

Except for those that specifically set forth in this Lease, no representations, warranties, or agreements have been made by Landlord or Tenant to one another with respect to this Lease.

Section 18.8 Amendment.

This Lease can be amended only by a written document agreed to and signed by Landlord and Tenant, the approval of which both Landlord and Tenant mutually agree not to unreasonably withhold, delay or condition, and with the written approval of the Equity Investor and all Leasehold Mortgagees, if applicable, and provided that no amendment shall impair the obligations of Tenant to develop and operate the Development in accordance with the Applicable Tax Credit Housing Requirements.

Section 18.9 Severability.

If any provision of this Lease is found by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remainder of this Lease will not be affected, and in lieu of each provision which is found to be illegal, invalid, or unenforceable, there will be added as a part of this Lease a provision as similar to such illegal, invalid, of unenforceable provision as may be possible and be legal, valid, or enforceable provided such severability does not materially affect the basic understanding of the Parties hereto as reflected in this Agreement.

Section 18.10 Notices.

Any notice, request, demand, consent, approval, or other communication required or permitted under this Lease shall be in writing and shall be deemed given when (i) received, if delivered by hand (ii) sent by registered or certified mail, return receipt requested, (iii) sent by recognized overnight delivery services such as Federal Express, or (iv) transmitted by facsimile or electronic mail, provided such notice is also sent simultaneously in the manner provided for in (i), (ii), or (iii) above, addressed as follows:

If to Tenant: Homestead 26115, LLC 3225 Aviation Avenue, Suite 602

25 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Coconut Grove, Florida 33133 Attention: Matthew Rieger, Esq. Telephone: (305) 818-8188 Facsimile: (305) 860-1856

If to Landlord: The Housing Authority of the City of Homestead 29355 South Federal Highway Homestead, Florida 33033 Attention: Shane White, Executive Director Telephone: (305) 247-0639 Facsimile: (305) 245-7195

With a copy to: Weiss Serota Helfman Cole & Bierman, P.L. 2525 Ponce de Leon Blvd #700 Coral Gables, FL 33134 Attention: Gilberto Pastoriza/ Dan Espino Telephone: (305) 854-0800 Facsimile: (305) 854-2323

A party may change its address or to whom a copy should be sent by giving written notice to the other Parties as specified herein. Landlord shall also provide written notice to any Leasehold Mortgagee, if applicable, in accordance with Section 12.3 hereof.

Section 18.11 Waiver of Jury Trial.

Landlord and Tenant may waive trial by jury, by mutual consent, in any action, proceeding or counterclaim brought by one against the other on all matters arising out of this Lease or the use and occupancy of the Premises.

Section 18.12 Cooperation.

Landlord and Tenant agree that they will reasonably cooperate with one another in all respects in furtherance of the development of the Premises. In particular, Landlord recognizes that the varied sources of project funding make it extremely difficult to anticipate every potential provision that may be required in this Lease. From time to time, Tenant may request modifications to the Lease to satisfy the requirements of financing sources, which financing sources include without limitation, private lenders, equity sources, and governmental agencies. Landlord will use all reasonable efforts to accommodate the requests of such financing sources and will not unreasonably withhold or delay its approval and execution of modifications to this Lease which do not materially and adversely alter the basic terms hereof. Nothing herein shall impose upon Landlord any requirement to approve any modification or amendment to the Lease which would violate or contravene any applicable laws or any contract or agreement to which Landlord is a party or which is binding on Landlord. Landlord agrees that it will, upon request of Tenant, from time to time, but not more frequently than once a year, enter into an amended and restated lease combining into one document the entire Lease and all amendments and modifications theretofore entered into. In addition, Landlord or Tenant, as the case may be, shall execute, acknowledge, and deliver to the other and/or to each Leasehold Mortgagee, promptly

26 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

upon request, its certificate certifying (i) that the Lease is unmodified and in full force and effect, (or, if there have been modifications, that this Lease is in full force and effect, as modified, and describing the modifications), (ii) the dates, if any, to which Base Rent and Additional Rent have been paid, (iii) whether there are the existing any charges, offsets or defenses against the enforcement by Landlord or Tenant to be performed or observed and, if so, specifying the same, (iv) whether there are then existing any defaults by Tenant or Landlord in the performance or observance by Tenant or Landlord of any agreement, covenant or condition hereof on the part of Tenant or Landlord to be performed or observed and whether any notice has been given to Tenant or Landlord of any default which has not been cured, and, if so, specifying the same, and (v) any other items reasonably requested by the Equity Investor or any Leasehold Mortgagee.

Section 18.13 Additional Releases, Utility Easements.

Landlord and Tenant acknowledge and agree that, in connection with the Development on the Premises, new roads may need to be built and new utilities may need to be installed in the Premises. In connection therewith, Landlord agrees to (i) participate in the dedication of such roads, execute and record all documents necessary to accomplish same, and release such portions of the Premises from this Lease, and (ii) grant all easements as may be necessary in connection with the installation of the utilities, execute and record all documents necessary to accomplish same, and, if appropriate, release such utility easement areas from this Lease.

Section 18.14 Governing Law and Venue.

This Lease will be governed by and construed in accordance with the internal laws of the State of Florida, without regard to principles of conflicts of laws. However, federal law shall apply to provisions required by federal statutes, regulations or guidelines. In the event of litigation, the parties agree that venue for the prosecution of any state court proceedings shall be in the County, and any federal court proceeding shall be in the South District of Florida.

Section 18.15 Cumulative Rights.

Except, as expressly limited by the terms of this Lease, all rights, powers and privileges conferred hereunder shall be cumulative and not restrictive of those provided at law or in equity.

Section 18.16 Non-Merger.

Except upon expiration of the Term or upon termination of this Lease pursuant to an express right of termination set forth herein, there shall be no merger of either this Lease or Tenant’s estate created hereunder with the fee estate of the Premises or any part thereof by reason of the facts that the same person may acquire, own or hold, directly or indirectly, (i) this Lease, Tenant’s estate created hereunder or any interest in this Lease or Tenant’s estate (including the Development), and (ii) the fee estate in the Premises or any part thereof or any interest in such fee estate (including the Development), unless and until all persons, including any assignee of Landlord, having an interest in (a) this Lease or Tenant’s estate created hereunder, and (b) the fee estate in the Premises or any part thereof, shall join in a written instrument effecting such merger and shall duly record the same.

27 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 18.17 No Third Party Beneficiary.

Nothing contained in this Lease or in any agreement or contract between the Parties, nor will any act of Landlord or Tenant be deemed or construed to create any relationship of third party beneficiary, principal and agent, limited or general partnership or joint venture.

Section 18.18 Quiet Enjoyment.

Tenant, upon paying the Base Rent and Additional Rent and keeping, observing, and performing all of the terms, covenants, agreements, provisions, conditions, and limitations of this Lease on Tenant’s part to be kept, observed, and performed, shall quietly have and enjoy the Premises during the Term without hindrance or molestation by anyone lawfully claiming by, under or through Landlord, subject, however, to the Permitted Encumbrances, reservations, and conditions of this Lease.

Section 18.19 Counterparts.

This Lease may be executed in any number of counterparts, and each such counterpart will for all purposes be deemed an original, and all such counterparts shall constitute one and the same instrument. In order to expedite the transaction contemplated herein, facsimile or electronic signatures may be used in place of original signatures on this Lease. Landlord and Tenant intend to be bound by the signatures on the facsimile or electronically transmitted document, are aware that the other parties shall rely on the facsimile or electronic signatures, and hereby waive any defenses to the enforcement of the terms of this Lease based on the form of signature.

Section 18.20 Litigation Fees.

If Landlord and Tenant litigate any provision of this Lease or the subject matter of this Lease, the unsuccessful litigant will pay to the successful litigant all reasonable out-of-pocket costs and expenses, including reasonable attorneys’ fees and court costs, actually incurred by the successful litigant at trial and on any appeal.

Section 18.21 Limited Liability of Landlord.

Tenant shall look solely to Landlord’s interest in the Premises for the satisfaction of any claims against Landlord, or its employees, agents, or assigns for the satisfaction of any claims, if permitted by law, arising pursuant to this Lease.

Section 18.22 Access.

Tenant agrees to grant a right of access to Landlord, HUD, the Comptroller General of the United States, or any of their authorized representatives, during regular business hours with respect to any books, documents, papers, or other records related to this Lease in order to make audits, examinations, excerpts, and transcripts.

28 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Section 18.23 Conflicts.

In the event of a conflict or inconsistency between any requirement contained in this Lease (or between any requirement contained in any document referred to in this Lease, including any Leasehold Mortgage, if applicable), and the Applicable Public Housing Requirements, the Applicable Public Housing Requirements shall in all instances be controlling.

[SIGNATURE PAGES FOLLOW]

29 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

EXHIBIT A Property Description

32 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

EXHIBIT B

After Recording Return To: Gilberto Pastoriza. Weiss Serota Helfman Cole & Bierman, P.L. 2525 Ponce de Leon Blvd #700 Coral Gables, FL 33134

MEMORANDUM OF GROUND LEASE

THIS MEMORANDUM OF GROUND LEASE is dated as of ______, 20__, by and between (i) THE HOUSING AUTHORITY OF THE CITY OF HOMESTEAD, FLORIDA, a public body corporate and politic established pursuant to Chapter 421 of the Florida Statutes (“Landlord”), whose address is 29355 South Federal Highway Homestead, Florida 33033; and (ii) ______(“APLICANT ENTITY”)., a Florida limited partnership (“Tenant”), whose address is 3225 Aviation Avenue, 6th Floor, Coconut Grove, Florida 33133.

WHEREAS, Landlord is leasing to Tenant the premises more particularly described in Exhibit A attached hereto (the “Property”), pursuant to that certain Ground Lease dated as of September 17, 2019, between Landlord and Tenant, as may be amended from time to time (the “Lease”), which Lease is incorporated herein by reference; and

WHEREAS, the term of the Lease is the period beginning on ______, 20__ (the “Commencement Date” pursuant to the Lease), and ending upon the expiration of fifty-five (55) years from the date the Development becomes available for occupancy; and

WHEREAS, pursuant to Section 713.10, Florida Statutes, the interest of Landlord in the Property shall not be subject to liens for improvements made by Tenant; and

WHEREAS, Landlord and Tenant by their signatures below do hereby agree that the foregoing accurately describes the Lease entered into by them.

[Signature Pages Follow] Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

IN WITNESS WHEREOF, and intending to be legally bound hereby, Landlord and Tenant have executed this Memorandum of Ground Lease as of the date first above written.

WITNESSES: LANDLORD

THE HOUSING AUTHORITY OF THE CITY OF HOMESTEAD, a public body corporate and politic organized and existing under the laws of the State of Florida

Print Name: By: ______Shane White, Executive Director

Print Name:

STATE OF FLORIDA COUNTY OF ______

The foregoing instrument was acknowledged before me this ____ day of ______, 20__, by Shane White, as Executive Director of The Housing Authority of the City of Homestead, Florida, a public body corporate and politic established pursuant to Chapter 421 of the Florida Statutes.

______Notary Public, State of Florida

______Print, Type or Stamp Name

Personally Known____ or Produced Identification____ Type of Identification Produced______

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

WITNESSES: TENANT

HOMESTEAD 26115, LLC, a Florida limited liability company

Print Name: By: Matthew Rieger, Manager

Print Name:

STATE OF COUNTY OF

The foregoing instrument was acknowledged before me this ____ day of ______, 2019, by Matthew Rieger as Manager of Homestead 26115, LLC, a Florida limited liability company.

______Notary Public, State of Florida

______Print, Type or Stamp Name

Personally Known____ or Produced Identification____ Type of Identification Produced______

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

EXHIBIT A

Property Description

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

AN APPRAISAL REPORT OF

THE APARTMENT SITE LOCATED AT 26115 SOUTH DIXIE HIGHWAY, NARANJA, FLORIDA 33032

PREPARED FOR

HOUSING TRUST GROUP 3225 AVIATION AVENUE COCONUT GROVE, FLORIDA 33133

ATTN: MS. DILIA TABORA

LOCATION COORDINATES

LONGITUDE: -80.421634 LATITUDE: 25.523976

DATE OF VALUATION

AUGUST 1, 2019

DATE OF REPORT

SEPTEMBER 12, 2019

PREPARED BY MERIDIAN APPRAISAL GROUP, INC.

ROBERT VON, PRESIDENT STATE-CERTIFIED GENERAL REAL ESTATE APPRAISER RZ 1604

MARK S. DAVIS, SENIOR APPRAISER STATE-CERTIFIED GENERAL REAL ESTATE APPRAISER RZ 1229 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 1331 SUNDIAL POINT WINTER SPRINGS, FLORIDA 32708 TEL 407.875.6933 FAX 407.875.1061

September 12, 2019

Ms. Dilia Tabora Housing Trust Group 3225 Aviation Avenue Coconut Grove, Florida 33133

Re: Appraisal of the 180 unit apartment site, located at 26115 South Dixie Highway , Naranja, Miami- Dade County, Florida 33032.

Meridian File No: 19-PTR

Dear Ms. Tabora:

As requested, we have made the necessary investigations and analyses to appraise the 26115 Dixie Highway Site. The subject is assumed to be approved for construction of an approximately 180 unit apartment complex (see Extraordinary Assumptions). The site is currently improved with an operating restaurant building with parking lot and ancillary buildings; we have assumed that the subject property is vacant land for the purposes of this report (see Hypothetical Conditions). Therefore, the proposed improvements are assumed to consist of a 180 unit complex situated on a 3.195 acre site. The purpose of this appraisal was to estimate the market value of the fee simple interest in the subject property as if vacant land. The date of valuation is August 1, 2019.

The intended use of this appraisal is for internal decision making. The intended user of this report is Housing Trust Group. No other use or users are intended.

The subject property is further described and identified by both legal and narrative descriptions within the text of the following appraisal report. Market value, fee simple interest, leased fee interest and other appraisal terms are defined within the text of the following appraisal report. General Assumptions and Limiting Conditions concerning the valuation of the subject property can be found following this section of the report. This is an Appraisal Report prepared under Standards Rule 2-2(a) and performed under Standard Rule 1 of the Uniform Standards of Professional Appraisal Practice (USPAP).

We have formed the opinion that the market value of the fee simple interest in the subject site, as is, as vacant land, based on market conditions prevailing on August 1, 2019, was:

FOUR MILLION THREE HUNDRED TWENTY THOUSAND DOLLARS ($4,320,000)*

* Please see the Extraordinary Assumptions and Hypothetical Conditions.

The following report was prepared in conformity with the Code of Professional Ethics and Standards of Professional Practice of the Appraisal Institute. As such, it conforms to the Uniform Standards of Professional Appraisal Practice (USPAP) that became effective January 1, 2018. This report meets or exceeds the guidelines of Federal, Financial Institutions Reform, Recovery and Enforcement Act of 1989 (Title XI of FIRREA), as amended, as issued by the Office of the Comptroller of Currency.

Based upon the steps and investigations taken to appraise the subject property, we are of the opinion we have complied with the Competency Provision of USPAP, as required by the FIRREA Act of 1989 and subsequent updates. This letter of transmittal precedes the appraisal report, further describing the subject property and containing the reasoning and pertinent data leading to the final value estimates. Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 MS. DILIA TABORA SEPTEMBER 12, 2019 PAGE 2

Respectfully submitted, Meridian Appraisal Group, Inc.

Robert Von, President State-Certified General Real Estate Appraiser RZ 1604

Mark S. Davis, Senior Appraiser State-Certified General Real Estate Appraiser RZ 1229

RV:MSD:dmh Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

TABLE OF CONTENTS CERTIFICATION ...... 1 EXECUTIVE SUMMARY ...... 3 GENERAL ASSUMPTIONS AND LIMITING CONDITIONS ...... 4 DEFINITION OF IMPORTANT TERMS ...... 6 SUBJECT EXHIBITS ...... 8 SUBJECT PHOTOGRAPHS ...... 11 SUBJECT PROPERTY DATA ...... 12 REGIONAL OVERVIEW ...... 15 APARTMENT MARKET OVERVIEW ...... 25 NEIGHBORHOOD ANALYSIS ...... 57 SITE EXHIBITS ...... 60 SITE ANALYSIS ...... 62 HIGHEST AND BEST USE ANALYSIS ...... 64 MARKETABILITY AND EXPOSURE PERIODS ...... 66 VALUATION PROCEDURE ...... 67 LAND SALES COMPARISON APPROACH ...... 69

ADDENDA

ENGAGEMENT LETTER

19-PTR MERIDIAN APPRAISAL GROUP, INC. Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

CERTIFICATION The undersigned appraisers hereby certify that to the best of their knowledge and belief:

the statements of fact contained in this appraisal report (upon which the analyses, opinion and conclusions expressed herein are based) are true and correct. the analysis, opinions and conclusion in the report are limited only by the assumptions and limiting conditions and any extraordinary assumptions if any, set forth, and are the personal, unbiased professional analyses, opinions and conclusions of the appraisers. the appraisers have no present or prospective interest in the subject property and have no personal bias with respect to the parties involved. e reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value estimate, the attainment of a stipulated result, or the occurrence of a subsequent event. the reported analyses, opinions and conclusions were developed and this appraisal report has been prepared in conformity with the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice, as promulgated by the Appraisal Standards Board of the Appraisal Foundation. The use of this report is subject to all regulations issued by the appropriate regulatory entities regarding the enactment of Title XI of the Financial Institution Reform, Recovery and Enforcement Act of 1989 (FIRREA). we do not authorize the out-of-context quoting from or partial reprinting of this appraisal report and neither all nor part of this appraisal report shall be disseminated to the general public by the use of any public communications media without the prior written consent of the undersigned appraisers. use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. the undersigned President and Senior Appraiser certify that they have personally inspected the subject property and the comparables used within this report. no one other than the undersigned prepared the personal unbiased professional analyses, conclusions and opinions concerning real estate that are set forth in this appraisal report unless and except as acknowledged in this report. the appraisers have performed within the context of the competency provision of the Uniform Standards of Professional Appraisal Practice. this appraisal assignment was not made, nor was the appraisal rendered, on the basis of a requested minimum valuation, specific valuation or an amount which would result in approval of a loan. Robert Von, President and Mark S. Davis, Senior Appraiser, have not performed any appraisal services.

Property Location The subject is located on the southeast side of South Dixie Highway (U.S. Highway 1) just southwest of SW 260th Street in the Naranja area of unincorporated Miami-Dade County, Florida. The mailing address is 26115 South Dixie Highway, Miami, Florida 33032-6615.

Date of Valuation and Date of Report The date of valuation for the subject is as of August 1, 2019, our most recent date of inspection of the subject property. The date of this report is September 12, 2019.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 1 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 CERTIFICATION (CONT D) Final Value Conclusions

Value Estimated Interest Appraised Date of Value Estimated Value* Market Value of Subject Site, As Though Vacant Fee Simple August 1, 2019 $4,320,000*

* Please see the Extraordinary Assumptions and Hypothetical Conditions.

Certified by Meridian Appraisal Group, Inc.

Robert Von, President State-Certified General Real Estate Appraiser RZ 1604

Mark S. Davis, Senior Appraiser State-Certified General Real Estate Appraiser RZ 1229

19-PTR MERIDIAN APPRAISAL GROUP, INC. 2 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

EXECUTIVE SUMMARY Location The subject is located on the southeast side of South Dixie Highway (U.S. Highway 1) just southwest of SW 260th Street in the Naranja area of unincorporated Miami-Dade County, Florida. The mailing address is 26115 South Dixie Highway, Miami, Florida 33032-6615.

Type of Property The subject is assumed to be approved for construction of an approximately 180 unit apartment complex (see Extraordinary Assumptions). The site is currently improved with an operating restaurant building with parking lot and ancillary buildings; we have assumed that the subject property is vacant land for the purposes of this report (see Hypothetical Assumptions).

Highest & Best Use velopment. The proposed improvements consist of multi- family housing that is generally consistent with the ideal improvements.

Site Description The subject site is irregular in shape and contains 3.195 acres. The subject has frontage of 200' along the southeast side of South Dixie Highway, with one access point along the southeast side of South Dixie Highway. We observed no apparent drainage problems when we inspected the subject, which appears to be located within

within the 100 year flood plain; mandatory flood insurance purchase requirements appear to apply. It is zoned NCUC (UC-MC), Naranja Urban Center (Urban Core - Mixed Use), by Miami-Dade County. The future land use designation is Mixed-Use. Based on these investigations, we are of the opinion that the subject site is suitable for multi-family development.

Qualified Census Tract (QCT): Yes (108.02) Difficult to Develop Area (DDA): Yes (33032)

Improvement Analysis The subject is assumed to be approved for construction of an approximately 180 unit apartment complex (see Extraordinary Assumptions). The site is currently improved with an operating restaurant building with parking lot and ancillary buildings; we have assumed that the subject property is vacant land for the purposes of this report (see Hypothetical Conditions).

Interest Appraised Fee Simple

Estimated Exposure Period 12 months

Final Value Conclusions

Value Estimated Interest Appraised Date of Value Estimated Value* Market Value of Subject Site, As Though Vacant Fee Simple August 1, 2019 $4,320,000*

* Please see the Extraordinary Assumptions and Hypothetical Conditions.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 3 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

GENERAL ASSUMPTIONS AND LIMITING CONDITIONS This appraisal report has been made with the following general assumptions:

1. The legal description used in this report is assumed to be correct. 2. The appraisers have made no survey of the property and no responsibility is assumed in connection with such matters. Sketches in this report are included only to assist the reader in visualizing the property. 3. No responsibility is assumed for matters of legal nature affecting title to the property nor is an opinion of title rendered. The title is assumed to be good and merchantable. 4. Information and data furnished by others is usually assumed to be true, correct and reliable. When such information and data appears to be dubious and when it is critical to the appraisal, a reasonable effort has been made to verify all such information; however, the appraiser assumes no responsibility for its accuracy. 5. All mortgages, liens, encumbrances, leases and servitude have been disregarded unless so specified within the report. The property is appraised as though under responsible ownership and competent management. 6. It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures rendering it more or less valuable. No responsibility is assumed for such conditions or for engineering that may be required to discover them. 7. It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless noncompliance is stated, defined and considered in the appraisal report. 8. It is assumed that all applicable zoning and use regulations and restrictions have been complied with, unless nonconformity has been stated, defined and considered in the appraisal report. 9. It is assumed that all required licenses, consents or other legislative or administrative authority from any local, state or national governmental or private entity or organization have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. 10. It is assumed that the utilization of the land and improvements will be within the boundaries or property lines or the property described and that there will be no encroachments or trespass unless noted within the report. 11. The dates of value to which the opinions in this report apply are reported herein. The appraiser assumes no responsibility for economic or physical factors occurring at some later dates that may affect the opinions stated herein. 12. Unless otherwise stated in the report, the existence of hazardous material, which may or may not be present on the property, was not observed by the appraisers. The appraisers have no knowledge of the existence of such materials on or in the property. The appraisers, however, are not qualified to detect such substances. The presence of substances such as asbestos, urea-formaldehyde foam insulation, or potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would cause a loss in value. No responsibility is assumed for any such conditions, of for any expertise or engineering knowledge required to discover them. The reader is urged to retain an expert in this field, if desired.

This appraisal report has been made with the following general limiting conditions:

1. The appraisers will not be required to give testimony or appear in court because of having made this appraisal, with reference to the property in question, unless arrangements have been previously made thereof. 2. Possession of the report, or copy thereof, does not carry with it the right of publication. It may not be used for any purposes by any person other than the party to whom it is addressed without written consent of the appraiser, and in any event only with proper written qualification and only in its entirety.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 4 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 GENERAL ASSUMPTIONS AND LIMITING CONDITIONS (CONT D) 3. The distribution of the total valuation in this report between land and improvements applies only under the reported highest and best use of the property. The allocations of value for the land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. 4. No environmental impact studies were requested or made in conjunction with this appraisal, and the appraiser hereby reserves the right to alter, amend, revise, or rescind any of the value opinions based upon any subsequent environmental impact studies, research or investigation. 5. Neither all nor any part of the contents of this report, or copy thereof, shall be conveyed to the public through advertising, public relations, news, sales or any other media without written consent and approval of the appraisers. Nor shall the appraiser, firm or professional organization of which the appraiser is a member be identified without written consent of the appraisers. 6. Acceptance of and/or use of this appraisal report constitutes acceptance of the foregoing General Assumptions and General Limiting Conditions.

This report has been made with the following Extraordinary Assumptions:

1. We have assumed and our conclusions are based upon the assumption that the subject property will be developed with an apartment project containing approximately 180 units. The client/developer has provided a preliminary site plan for a project containing 180 units on the site which is considered reasonable; this proposed density is similar to other projects recently constructed in the area of similar size and zoning. Therefore, we have utilized 180 units for the purposes of this report. We reserve the right to alter our value conclusion if the actual number of units that can be constructed deviates significantly from this figure.

This report has been made with the following Hypothetical Conditions:

1. The subject property is improved with an operating restaurant and estimating the value of the subject as if vacant relies upon the hypothetical condition that the improvements have been razed.

Please be advised that use of the Extraordinary Assumptions and Hypothetical Conditions in this report might have affected the assignment results and the final opinions of value may have been affected by their use.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 5 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

DEFINITION OF IMPORTANT TERMS Market Value1 The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently, knowledgeably and assuming the price is not affected by undue stimulus. Implicit in this definition is consummation of a sale as of a specified date and passing of title from seller to buyer under conditions whereby:

Buyer and seller are typically motivated; Both parties are well informed or well advised and each acting in what they consider their own best interests; A reasonable time is allowed for exposure in the open market; Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.

Highest and Best Use2 The reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feasibility and maximum profitability. Alternatively, the probable use of land or

Fee Simple Interest3 Absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power and escheat.

Leased Fee Interest4 An ownership interest held by a landlord with the rights of use and occupancy conveyed by lease to others. The rights of the lessor (the fee simple owner) and the lessee are specified by contract terms contained within the lease.

Leasehold Interest5 The interest held by the lessee (the tenant or renter) through a lease transferring the rights of use and occupancy for a stated term under certain conditions.

Going-Concern Value6 The market value of all the tangible and intangible assets of an established and operating business with an indefinite life, as if sold in aggregate; more accurately termed the market value of the going concern.

The value of an operating business enterprise. Goodwill may be separately measured but is an integral component of going-concern value when it exists and is recognizable.

7 The value of multiple units, subdivided lots, or properties in a portfolio as though sold to a single buyer in one transaction. Sometimes called bulk sale value.

In some appraisal circles, this value estimate is known as one investor who intends to undertake the sellout of the individual units to those who will ultimately use them. ites in the former Federal Home Loan Bank Board (FHLBB) Memorandum R-41c, Subtitle 15, Page 7.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 6 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 DEFINITION OF IMPORTANT TERMS (CONT D) the date of completion, for all properties, wherein a portion of the overall real property rights for physical assets would typically be sold to its ultimate users over some future period. Valuations involving such properties must fully reflect all appropriate deductions and discounts, as well as the anticipated cash flows to be derived from the disposition of the assets over time. Appropriate deductions and discounts are considered to be those which reflect all expenses associated with the disposition of the realty, as of the date of completion, as well as the cost of

the Interagency Appraisal and Evaluation Guidelines ust analyze and report appropriate deductions and discounts for proposed construction or renovation, partially leased buildings, non-market lease terms, and tract

Liquidation Value8 The most probable price that a specified interest in real property is likely to bring under the following conditions:

Consummation of a sale within a short time period

The property is subjected to market conditions prevailing as of the date of valuation. Both the buyer and seller are acting prudently and knowledgeably. The seller is under extreme compulsion to sell. The buyer is typically motivated. Both parties are acting in what they consider to be their best interests. A normal marketing effort is not possible due to the brief exposure time. Payment will be made in cash in U.S. dollars or in terms of financial arrangements comparable thereto. The price represents the normal consideration for the property sold, unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.

Definition Sources 1 Title XI - Financial Institutions Reform, Recovery and Enforcement Act of 1989 ("FIRREA"), (Pub.L.No.101-73, Title XI, 103 Stat. 511 (1989); 12 U.S.C. 3310, 3331-3351, as subsequently amended; Interagency Appraisal and Evaluation Guidelines dated December 2, 2010; The Appraisal of Real Estate, Appraisal Institute, 14th Edition, 2013, Page 59 2 The Appraisal of Real Estate, Appraisal Institute, 14th Edition, 2013, Page 333 3 The Dictionary of Real Estate Appraisal, Appraisal Institute, 5th Edition, 2010, Page 78 4 The Dictionary of Real Estate Appraisal, Appraisal Institute, 4th Edition, 2002, Page 161. The Di ition of fee simple ip interest) where the possessory interest has been granted to another party by creation of a landlord- scriptive and easily understood. 5 The Dictionary of Real Estate Appraisal, Appraisal Institute, 4th Edition, 2002, Page 162. 5th Edition definition of leasehold rate, we consider the Dictiona definition to be more descriptive and easily understood. 6 The Dictionary of Real Estate Appraisal, Appraisal Institute, 5th Edition, 2010, Page 88 7 The Dictionary of Real Estate Appraisal, Appraisal Institute, 5th Edition, 2010, Page 24 8 The Dictionary of Real Estate Appraisal, Appraisal Institute, 5th Edition, 2010, Pages 115-116

19-PTR MERIDIAN APPRAISAL GROUP, INC. 7 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LOCATION MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 8 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

AERIAL MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 9 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

FLOOD MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 10 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

SUBJECT PHOTOGRAPHS

DIXIE HIGHWAY LOOKING NORTHEAST DIXIE HIGHWAY LOOKING SOUTHWEST (SUBJECT ON RIGHT)

SUBJECT NORTHERN BOUNDARY LOOKING SUBJECT LOOKING SOUTHEAST FROM DIXIE EAST FROM DIXIE HIGHWAY HIGHWAY

SUBJECT LOOKING NORTHEAST AT SOUTHERN SUBJECT LOOKING EAST FROM DIXIE BOUNDARY HIGHWAY

19-PTR MERIDIAN APPRAISAL GROUP, INC. 11 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

SUBJECT PROPERTY DATA Purpose and Date of Appraisal The purpose of this appraisal was to estimate the market value of the fee simple interest in the subject property. We have provided the value of the property as if vacant land. The date of valuation is August 1, 2019. The date of the appraisal is September 12, 2019.

Intended Use and Users of Appraisal The intended use of this appraisal is for internal decision making; this valuation assignment was developed consistent with the scope specified by Housing Trust Group. The intended user of this report is Housing Trust Group. No other use or users are intended.

Type The subject is assumed to be approved for construction of an approximately 180 unit apartment complex (see Extraordinary Assumptions). The site is currently improved with an operating restaurant building with parking lot and ancillary buildings; we have assumed that the subject property is vacant land for the purposes of this report (see Hypothetical Conditions).

Location The subject is located on the southeast side of South Dixie Highway (U.S. Highway 1) just southwest of SW 260th Street in the Naranja area of unincorporated Miami-Dade County, Florida. The mailing address is 26115 South Dixie Highway, Miami, Florida 33032-6615.

Scope of the Appraisal The scope of this appraisal included the analysis of market conditions for multi-family apartment buildings in the subject market. This analysis included investigations of existing and proposed developments that would impact upon the rental income/expenses of the subject property, as well as an analysis income and expense histories. Comparable data was gathered from personal property inspections and telephone interviews. Additionally, we have analyzed data gathered from comparable apartment building site sales that were obtained from the county tax rolls and from other Florida markets with sales of similar apartment projects. We also compiled data from local planning and zoning other government departments.

Legal Description The legal description is as follows:

19-PTR MERIDIAN APPRAISAL GROUP, INC. 12 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 SUBJECT PROPERTY DATA (CONT D) Property Rights Appraised The interest appraised in the property is the fee simple interest.

Ownership and Three-Year History of Subject According to the Miami-Dade County Tax Rolls, the subject property is currently owned by Alberto & Carmen Toll. The subject was purchased for $235,000 in December 1, 2000. The subject is currently under contract to

n Period) and scheduled to close within 150 days.

There have been no other transfers of the property within the last three years.

Flood Zone According to the FEMA Flood Hazard Boundary Map, Community Panel 120635L 0593 dated September 11, 2009, the subject property appears to be located with

insurance purchase requirements appear to apply.

Zoning/Future Land Use The subject property is zoned NCUC (UC-MC), Naranja Urban Center (Urban Core - Mixed Use), by Miami- Dade County. The future land use designation is Mixed-Use. The subject appears to conform to the zoning requirements.

Assessment and Taxes Current Taxes

Subject Property Real Estate Taxes Parcel # 30-6927-000-0260 Total Assessment $2,286,165 Exemption $0 Taxable Assessed Value $2,286,165 Current Year Millage Rate 0.0172644 Current Year Gross Ad Valorem Taxes $39,469 Non Ad Valorem Taxes (Garbage, Trash, Recycling) $464 Total Gross Taxes $39,933 Net Taxes w/4% Discount for payment in November $38,336 Net Taxes Per Unit $213

Up to a 4% discount is available if taxes are paid in November, decreasing 1% per month. The current and previous years' taxes are paid; there are no delinquent taxes.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 13 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

REGIONAL AREA MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 14 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

REGIONAL OVERVIEW The subject property is in Miami-Dade County in what we have defined as the South Florida Regional Area (region) in the southern portion of Florida. For purposes of our discussion, the South Florida Regional Area is defined to contain the Miami-Fort Lauderdale-Palm Beach CBSA (Broward County, Miami-Dade County and Palm Beach County) as defined by the US Census Bureau and includes the Key West Micropolitan Statistics Area (Monroe County).

Palm Beach County was created in 1909 and was named after its first settled community which was named Palm Beach due to the palm trees and beaches. Broward County was created in 1915 and was named after Napoleon Bonaparte Broward, Governor of Florida from 1905 to 1909. Dade County was created in 1836 under the Territorial Act of the United States and was named after Major Francis L. Dade, a soldier killed in 1835 in the Second Seminole War. When created it included Dade, Broward and Palm Beach Counties. It was renamed to Miami-Dade County in November 1997. Monroe County was created in 1823 and was named after James Monroe, the fifth President of the United States.

These four counties encompass about 10,055 square miles of which 3,757 square miles are made up of water (37.36%) and 6,298 square miles are land area (83.51%). Palm Beach County encompasses 2,386 total square miles with 412 square miles of water (17.27%); Broward County encompasses 1,320 square miles with 114 square miles of water (8.66%); Miami-Dade County encompasses 2,431 square miles with 485 square miles of water (19.96%); and Monroe County encompasses 3,738 square miles with 2,745 square miles of water (73.43%) and the Florida Everglades National Park makes up a large majority of the county total land area.

The state of Florida includes 67 counties. Broward County is the states 2nd most populous with 9.11% of the st Monroe County is the states 38th most populous with 0.35% of the st the states 3rd

Demographics 71 people over the last nine years and is expected to increase 6.58% to 6,780,873 people by 2024. The subject property is located in Miami-Dade County where the population increased 13.01% over the last nine years to 2,821,143 and is expected to increase 6.62% to 3,007,802 by2024. The Miami-Dade County population growth rate (13.01%) exceeded the regional rate (12.85%), lagged the state rate (14.28%), and exceeded the national rate (6.64%) over the last nine years. The county's population growth rate (6.62%) is expected to exceed the regional rate (6.58%), lag the state rate (6.79%), and exceed the national rate (3.56%) over the next five years.

POPULATION 8,000,000 7,000,000 6,000,000 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 0 Broward Miami Dade Monroe Palm Beach Region County County County County 2010 Census 1,748,066 2,496,435 73,090 1,320,134 5,637,725 2019 Estimate 1,967,186 2,821,143 78,281 1,495,461 6,362,071 2024 Projection 2,095,262 3,007,802 82,155 1,595,654 6,780,873

19-PTR MERIDIAN APPRAISAL GROUP, INC. 15 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D) 50 over the last nine years and is expected to increase 6.45% to 2,543,414 households by 2024. The subject property is located in Miami-Dade County where total households increased 13.36% to 983,271 households over the last nine years and are expected to increase 6.77% to 1,049,830 by 2024. The Miami-Dade County total households growth rate (13.36%) exceeded the regional rate (12.16%), lagged the state rate (14.07%), and exceeded the national rate (7.11%) over the last nine years. The Miami-Dade County total households growth rate (6.77%) is expected to exceed the regional rate (6.45%), lag the state rate (6.81%), and exceed the national rate (3.73%) over the next five years.

HOUSEHOLDS 3,000,000

2,500,000

2,000,000

1,500,000

1,000,000

500,000

0 Broward Miami Dade Monroe Palm Beach Region County County County County 2010 Census 686,047 867,352 32,629 544,227 2,130,255 2019 Estimate 760,312 983,271 35,500 610,167 2,389,250 2024 Projection 806,576 1,049,830 37,485 649,523 2,543,414

The region had an average household size of 2.63 people which increased 0.77% over the last nine years from expected to remain similar to 2.63 to 2.63 persons per household by 2024. Miami-Dade County has an average household size of 2.83 people which is higher compared to the regional area (2.63), higher compared to the State (2.49) and higher compared to the National average (2.57). The average household size is expected to decline 0.35% over the next five years which is at a slower pace compared to the regional area (remain similar to 2.63), a faster pace compared to the State (remain similar to 2.49), and a faster pace compared to the Nation (remain similar to 2.57).

AVERAGEHOUSEHOLDSIZE 3.00

2.50

2.00

1.50

1.00

0.50

0.00 Miami Dade Palm Beach Broward County Monroe County Region County County 2010 Census 2.52 2.83 2.18 2.39 2.61 2019 Estimate 2.57 2.83 2.15 2.42 2.63 2024 Projection 2.58 2.82 2.14 2.42 2.63

Employment The unemployment rate for the region as of April 2019 was 2.9%. The statewide unemployment rate was 2.9% while the national unemployment rate was 3.3%. The subject is in Miami-Dade County which reflected an 19-PTR MERIDIAN APPRAISAL GROUP, INC. 16 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D) April 2019 unemployment rate was 3.0%. The tables below summarize the 10-year unemployment rate trend and the one-year unemployment trend for the region, the four counties making up the regional area, the State and the Nation. Miami-Dade County's unemployment rate is the highest compared to the other counties in the region, is higher than the overall region, higher than the state, and lower than national unemployment rates.

10 YEAR UNEMPLOYMENT RATE TRENDS 14

2 Apr Apr Apr Apr Apr Apr Apr Apr Apr Apr 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Broward Miami Dade Monroe Palm Beach Region Florida United States

1 YEAR UNEMPLOYMENT RATE TRENDS 4.5 4.3 4.1 3.9 3.7 3.5 3.3 3.1 2.9 2.7 2.5 Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr 2018 2018 2018 2018 2018 2018 2018 2018 2018 2019 2019 2019 2019 Broward 3.3 3.2 3.7 3.6 3.4 3.1 3.1 3.1 3.1 3.8 3.3 3.1 2.8 Miami Dade 3.9 3.7 4.0 3.9 4.0 3.8 3.6 3.3 3.5 3.9 3.2 3.4 3.0 Monroe 2.5 2.5 2.8 2.6 2.5 2.3 2.3 2.3 2.3 2.8 2.4 2.3 2.0 Palm Beach 3.3 3.3 3.9 3.9 3.8 3.4 3.4 3.3 3.2 3.9 3.4 3.2 2.9 Region 3.6 3.4 3.9 3.8 3.7 3.5 3.4 3.2 3.3 3.8 3.3 3.2 2.9 Florida 3.4 3.4 3.8 3.8 3.7 3.3 3.3 3.3 3.3 3.9 3.4 3.3 2.9 United States 3.7 3.6 4.2 4.1 3.9 3.6 3.5 3.5 3.7 4.4 4.1 3.9 3.3

Employment had generally kept pace with population (labor force) growth from January 2004 to March of 2007, gradually bringing the unemployment rate down to around 3.3% which was a 10 year low for the region. Concurrent with the nationwide Great Recession commencing 4Q2007, however, the local unemployment rate rapidly increased to a 10 year high of 11.2% in August 2009. Since this point, the unemployment rate has gradually declined dropping below 10% in February 2011, below 7% in October 2013, below 5% in February 2016 and below 4% by September 2017. As of April 2019 the unemployment rate for the region was 2.9% and for Miami-Dade County it was 3.0%. The following table shows total labor force (the darker blue background), employment or the total number of employed people (light blue area in foreground). The light blue employed area covers the dark blue total labor force and the dark blue area that shows represents unemployed persons in the MSA.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 17 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D)

LABOR FORCE AND EMPLOYED 3,400,000 3,300,000 3,200,000 3,100,000 3,000,000 2,900,000 2,800,000 2,700,000 2,600,000 2,500,000 2,400,000 MAY MAY MAY MAY MAY MAY MAY MAY MAY MAY 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Labor Force Employed

The US Bureau of Labor Statistics shows that the South Florida Regional Area employment had grown from 2,518,711 jobs (January 2004) to 2,798,121 jobs (January 2008), for an average of about 69,853 new jobs per year over the four-year period. The peak number of jobs was 2,812,854 in November 2007. During the following two years, from January 2008 to January 2010, 301,941 jobs were lost or about 150,971,300 jobs per year. It then took almost four years (to December 2013) to recover the number of jobs lost during the recession. The region is now at over 3,100,000 jobs. Year-over-year job growth for the past 12 years has averaged 49,807 jobs per year and comparing April 2019 labor force reflects 57,191 jobs than April 2018.

JOBS GAINED/LOSTFOR REGIONAL AREA

130,000

80,000

30,000

20,000

70,000

120,000

170,000

220,000 Apr Apr Apr Apr Apr Apr Apr Apr Apr Apr Apr 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

12 Month Rolling Average

Building Permits Multi-family Permits The table below summarizes multi-family building permits issued by county for the South Florida Regional Area for the last 10 years. Multi-family permits peaked in 2005 and declined significantly through 2009. They

19-PTR MERIDIAN APPRAISAL GROUP, INC. 18 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D) were on a gradual upward trend from 2009 to 2015 reaching levels significantly higher than 2007 levels. However, since 2015 multi-family permits have declined with 2017 being similar to 2013 levels.

MULTIFAMILYBUILDING PERMITS ANNUALLY 18,000 16,000 14,000 12,000 10,000 8,000 6,000 4,000 2,000 0 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Region 4,594 1,588 2,852 3,265 8,261 13,588 9,504 16,367 12,049 13,124 13,749 Broward 1,256 486 189 998 2,533 3,036 1,281 3,958 2,570 3,286 2,087 Miami Dade 2,388 771 2,262 1,656 3,250 8,050 5,654 9,817 6,444 8,269 9,819 Palm Beach 45 2 146 36 89 36 36 59 12 56 54 Palm Beach 905 329 255 575 2,389 2,466 2,533 2,533 3,023 1,513 1,789

The following table summarizes multi-family building permits pulled for the South Florida Regional Area and for each county over the last 12 months. Note the trend line in black showing a couple slow periods for the region in terms of multi-family building permits over the last 12 months and Miami-Dade had the largest share of permits pulled. Miami-Dade County is the most active county in the region in multi-family building permits with an average of 769 units permitted per month over the past six months and 822 multi-family units permitted per month during the last year. The county's multi-family building permit activity represents approximately 83.4% of the region's total in the most recent month, and the most recent six month average was 7% lower compared to the last 12 month average.

MULTIFAMILYBUILDING PERMITS Monthly 2,000

1,500

1,000

500

0 Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 2018 2018 2018 2018 2018 2018 2018 2018 2018 2018 2019 2019 2019 Region 1,258 1,590 763 2,170 1,361 515 700 681 1,347 1,149 945 1,169 1,658 Broward 156 294 113 34 152 136 57 60 363 236 546 303 86 Miami Dade 856 1,259 523 1,790 828 349 501 312 966 875 272 804 1,382 Monroe 0 5 0 8165 5 2 8 52110 Palm Beach 246 32 127 338 365 25 137 307 10 33 125 51 190

Single Family Permits The table below summarizes single family building permits issued by county for the South Florida Regional Area for the last 10 years. Single family permits peaked in 2004 but declined significantly through 2009 reaching a 10-year low. They have been on a very gradual upward trend from 2009 to 2015 with 2015 at about the 2007 levels. In 2016 single family permits pulled declined slightly but they stayed about the same for 2017.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 19 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D)

8,000 SINGLE FAMILYBUILDING PERMITS ANNUALLY 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Region 3,487 2,403 3,296 4,402 5,221 6,512 5,943 7,345 6,913 6,846 7,299 Broward 908 563 979 1,446 1,023 1,434 1,181 1,494 1,535 1,748 1,588 Miami Dade 1,086 624 941 962 1,819 2,266 2,077 2,800 2,873 2,285 2,453 Monroe 215 114 125 99 132 143 152 203 208 191 255 Palm Beach 1,278 1,102 1,251 1,895 2,247 2,669 2,533 2,848 2,297 2,622 3,003

The following table summarizes single family building permits pulled for the South Florida Regional Area and for each county over the last 12 months. Note the trend line in black showing a 12-month peak showing a fairly consistent level with a typical slightly slower December for the region in terms of single family building permits. Miami-Dade County is the second most active county in the region in single family building permits with an average of 197 units permitted per month over the past six months and 210 single family units permitted per month during the last year. The county's single family building permit activity represents approximately 30.2% of the region's total in the most recent month, and the most recent six month average was 7% lower compared to the last 12 month average.

SINGLE FAMILYBUILDING PERMITS MONTHLY 900 800 700 600 500 400 300 200 100 0 Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 2018 2018 2018 2018 2018 2018 2018 2018 2018 2018 2019 2019 2019 Region 624 622 597 790 650 604 568 591 595 490 646 698 620 Broward 89 83 107 171 206 164 146 128 148 97 132 151 193 Miami Dade 199 224 250 311 207 188 154 175 177 167 218 258 187 Monroe 34 20 27 38 26 17 17 17 19 11 29 17 16 Palm Beach 302 295 213 270 211 235 251 271 251 215 267 272 224

Financial Indices The tables on the following page summarize five year trends in certain nationally tracked financial indices which tend to impact real estate and real estate related investments. Many commercial lending institutions look at LIBOR and 10 Year Treasury Constant Maturity Rate returns in their underwriting. CPI trends can be important for commercial properties and lease structures. The 15 year and 30 year fixed rate mortgage rates have significant impact on residential development. And the health of the stock market also has significant impact on investments of all types. All of these factors can influence real estate investors, owners and lenders. The current 15 year fixed mortgage rate is 3.2%; the 30 year fixed mortgage rate is 3.7%.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 20 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D)

15 Year Fixed Rate Mortgage 30 Year Fixed Rate Mortgage The current 10 Year Treasury Constant is 2.0%. The LIBOR is 2.4%. The LIBOR was relatively flat until 2016 and has mostly increased ever since.

10-Year Treasury Rate One Month Libor Trends in the Consumer Price Index (CPI) show that current CPI is 0.197, which is higher than the same period 12 months ago. The Dow Jones Industrial Average is currently at 26,600, after recently reaching all-time highs over 26,000 in late 2017 and early 2018.

Consumer Price Index Change Dow Jones Industrial Average - Five Year

19-PTR MERIDIAN APPRAISAL GROUP, INC. 21 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D) Transportation The region is served by three international airports, the Palm Beach International Airport located in Palm Beach County, Fort Lauderdale/Hollywood International Airport in Broward County and Miami International Airport in Miami-Dade County. The region also has three ports including the Port of Miami, the Port of Palm Beach and Port Everglades next to the Fort Lauderdale/Hollywood International Airport. Below is a brief description of each facility.

Miami International Airport (MIA) is a 3,230 acre facility and is the second most active international passenger airport in the United States, the 10th most active airport in total passengers and the 3rd most active airport in cargo (mail and freight). MIA has four runways, a 8,600 foot grooved asphalt small aircraft runway, a 9,355 foot grooved asphalt runway for medium service commercial aircraft, a 10,500 foot grooved asphalt runway capable of handling any type of aircraft and a second 13,000 foot grooved asphalt runway also capable of handling any type of aircraft. Miami International Airport has three terminals totaling more than 7,000,000 square feet of space with more than 123 gates for international and domestic airlines. The facility has more than 3,400,000 square feet of warehouse and support space, parking for more than 9,000 cars and has 16 car rental agencies. The airport creates more than 50,800 direct jobs and an estimated 200,000 indirect jobs for the local economy and has an economic impact in excess of $6 billion dollars annually.

Palm Beach International Airport (PBI) is a 2,120 acre facility serving the greater Palm Beach County Metropolitan area. The facility has one main terminal for domestic and international travel, totaling about 600,000 square feet of area under roof. The facility ha asphalt runway. The airport handles about 5,600,000 domestic and international passengers per year and more than 5,000,000 pounds of cargo per year. The airport employs more than 3,000 direct and indirect jobs and creates more than $500,000,000 in annual revenue to the Palm Beach County area. The airport has been voted the third best airport in the US and the sixth best in the world by readers of Conde Nast.

Fort Lauderdale/Hollywood International Airport (FLL) is a 1,380 acre facility serving the Broward County Metropolitan area. The facility has three terminals for domestic and/or international travel, totaling about 1,525,000 square feet of area under roof. The facility has three main runways, a 9, asphalt runway. The airport handles about 24,000,000 domestic and international passengers per year and more than 171,890,000 pounds of cargo per year. The airport employs more than 28,100 direct and indirect jobs and creates more than $2.7 billion in annual revenue to the Broward County area. The airport is immediately adjacent to Port Everglades making it easy to fly into Fort Lauderdale and immediately embark one of the many runway was completed in September 2014. There are planned renovations to three of its terminals scheduled to be completed in 2017. Five international gates are being built in Concourse A.

Port Everglades is located on the eastern boundary of Broward County just east of the Fort Lauderdale/Hollywood International Airport and along the shoreline of the Atlantic Ocean. The facility encompasses about 2,190 total acres of which 1,742 acres are uplands and 448 acres are submerged lands. The port handles more than 4,000 ship calls per year, 3,500,000 cruise passengers per year and more than 23,000,000 tons of cargo annually. There are 12 cruise terminals with 250,000 square feet of terminal space and more than 8,000 feet of docking space for up to 10 cruise ships at one time. Port Everglade is one of the most active passenger ports in the county. More than 150 businesses operate out of the port and it is home for more than 10,000 port workers (individuals who have access to job sites within port gates). The port is estimated to have a $25 billion impact on the Miami-Fort Lauderdale-Pompano Beach area and it is estimated that the port impacts more than 50,000 jobs in the four surrounding counties.

Port of Palm Beach is located on the eastern boundary of Palm Beach County along the shoreline of the Atlantic Ocean. The facility encompasses about 970 total acres of which 800 acres are uplands and 170 acres are submerged lands. The port handles more than 2,450 ship calls per year, 341,000 cruise passengers per year and more than 2,000,000 tons of cargo annually. There are two cruise terminals with more than 100,000 square feet of terminal space and more than 2,500 feet of docking space for up to four ships at one time. More than 45 businesses operate out of the port and it is home for more than 3,500 port workers (individuals who have access 19-PTR MERIDIAN APPRAISAL GROUP, INC. 22 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D) to job sites within port gates). The port is estimated to have more than a $5 billion impact on the Miami-Fort Lauderdale-Pompano Beach area and it is estimated that the port impacts more than 10,000 jobs in the four surrounding counties.

Port of Miami is in Biscayne Bay in southeastern Miami-Dade County along the shoreline of the Atlantic Ocean on Dodge Island. The facility encompasses about 970 total acres of which 520 acres are uplands and 450 acres are submerged lands. The port handles more than 5,000 ship calls per year, 4,000,000 cruise passengers per year and more than 7,400,000 tons of cargo annually. There are eight cruise terminals with more than 350,000 square feet of terminal space and more than 10,000 feet of docking space for up to 10 cruise ships at one time. The Port of Miami Everglade is one of the most active passenger ports in the world. More than 250 businesses operate out of the port and it is home for more than 12,000 port workers (individuals who have access to job sites within port gates). The port is estimated to have more than a $25 billion impact on the Miami-Fort Lauderdale- Pompano Beach area and it is estimated that the port impacts more than 50,000 jobs in the four surrounding counties.

Interstate 95 is a limited-access highway that travels 1,900 miles and is the longest north/south interstate highway in the country. It merges from U.S. Highway 1 in Miami and continues 1,900 miles and ends in Maine. The average daily traffic count for the highway is about 72,000 vehicles per day and can reach up to 300,000 per day. There is a three-phase project currently under construction that will add two express toll lanes in each direction from the Golden Glades Interchange in Miami-Dade County to Broward Boulevard in Broward County. The tolls are determined by congestion pricing, which mean the toll changes based on how many people are in the lanes.

Interstate 75 is a limited-access highway that travels 1,700 miles and is the second longest interstate highway in the country. It originates at the Hialeah-Miami Lakes border a few miles northwest of Miami and runs westward to the west coast of and then turns northward and continues to the Upper Peninsula of Michigan. There is planned construction to build two express toll lanes in each direction from just south of State Road 836 in Miami-Dade County to Interstate 595 in Broward County. The tolls are determined by congestion pricing, which mean the toll changes based on how many people are in the lanes. The construction began in early 2014 and is scheduled to be complete in 2019.

Florida Turnpike is a limited-access toll road that travels 264 miles from the southern portion of Miami to the city of Wildwood in Sumter County. On average, 1.8 million people use the Florida Turnpike annually. There are several construction projects in the South Florida area. The first will be to implement all-electronic tolling at the Hollywood/Pines Boulevard exit and Griffin Road exit. There is also planned improvements to intersections at Northwest 199th Street/Dolphin Center and County Line Road. The Turnpike was recently widened from six lanes to 10, sound walls and express lanes were added in Miami-Dade County from north of Sunset Drive to north of Bird Road and from SW 216th Street to Eureka Drive.

Summary The subject property is in Miami-Dade County in what we defined as the South Florida Regional Area (region) in the southern portion of Florida. The region has a total population of 6,362,071 people, 2,389,250 total households and has an average household size of 2.63 people. The unemployment rate for the region as of April 2019 was 2.9%, the statewide unemployment rate was 2.9% while the national unemployment rate was 3.3%. Multi-family permits were at a 10 year low in 2009 but have been on a gradual upward trend since this point, in the last 12 months permits pulled have increased over the previous 12 months. Single family permits were also at a 10 year low in 2009 but have been on an upward trend since this point and in the last 12 months permits pulled were similar to the prior year. The current 15 year fixed mortgage rate is 3.2%; the 30 year fixed mortgage rate is 3.7%; the current 10 Year Treasury Constant is 2.0%; LIBOR is 2.4%; CPI is currently at 0.197; and the Dow Jones Industrial Average is currently at 26,600. The region is served by three international airports, the Miami International Airport located in Miami/Dade County, the Palm Beach International Airport located in Palm Beach County and the Fort Lauderdale/Hollywood International Airport located in Broward County. The region is also served by three deep water ports and a very good network of major highways providing easy access to and from the region.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 23 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 REGIONAL OVERVIEW (CONT D) Conclusion Miami-Dade County is a fast growing area that has attracted numerous retirees and a large working age population. Transportation needs are provided by road, air, rail and water. Housing development is present in both the single family and multi-family segments in response to increases in the population. Overall, the economic outlook for the region appears favorable into the foreseeable future and we anticipate that real estate values will remain stable, with increasing tendencies.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 24 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

APARTMENT MARKET OVERVIEW MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 25 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Overview Miami Multi-Family

Apartment rents in the Miami metro increased by 2.5% year over year as of 19Q2, and have posted an average annual gain of 2.2% over the past three years.

Vacancies in the metro were above the cycle average as of 19Q2, and trended upwards over the past four quarters. There are about 15,000 units currently underway, representing a 10.0% expansion of the existing inventory. Over the past three years, 15,670 units have delivered, or a cumulative inventory expansion of 11.3%. Sales activity was minimal over the past four quarters, prolonging a multi-year stretch of limited investment. Employment gains decelerated over the past year but remained substantial, as total employment increased by 2.1%, or about 25,400 jobs. Over the past five years, employment has increased by 2.6% annually on average, compared to a 1.8% average increase nationally.

KEY INDICATORS

Absorption Under Constr Current Quarter Units Vacancy Rate Asking Rent Effective Rent Delivered Units Units Units 4 & 5 Star 41,008 11.6% $2,103 $2,054 884 0 12,886 3 Star 33,095 4.0% $1,520 $1,507 34 0 1,846 1 & 2 Star 79,794 3.3% $1,120 $1,111 (13) 0 115 Market 153,897 5.7% $1,619 $1,593 905 0 14,847

Historical Forecast Annual Trends 12 Month Peak When Trough When Average Average Vacancy Change (YOY) 0.2% 5.2% 7.9% 7.3% 2000 Q1 3.2% 2006 Q2 Absorption Units 6,491 1,657 3,102 6,066 2019 Q2 (1,014) 2007 Q2 Delivered Units 7,360 1,930 4,233 7,908 2019 Q2 48 2002 Q4 Demolished Units 160 274 302 1,082 2012 Q2 0 2002 Q4 Asking Rent Growth (YOY) 2.2% 2.0% 0.7% 7.3% 2007 Q1 -6.0% 2009 Q2 Effective Rent Growth (YOY) 2.1% 2.0% 0.7% 7.3% 2007 Q1 -6.0% 2009 Q2 Sales Volume $884 M $619.5M N/A $1.7B 2016 Q4 $135.8M 2008 Q4

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 26 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Vacancy Miami Multi-Family

The vacancy rate is currently at 6.0%, and it has been on the rise since the beginning of the year. It is expected to continue rising at least until 2021.

While demand has continued to be strong, the supply side is delivering more than the market can readily absorb, even in a good economy. As a result, vacancy rates are rising. Both construction and absorption are at the highest levels on record.

Demand has been stronger than expected. The Miami apartment market absorbed close to 6,500 units over the past year, one of the strongest demand years on record. The second quarter of this year saw the strongest level of apartment absorption on record, with 31 move-ins per day, almost double those of the same quarter last year.

The supply pipeline is very strong, with close to 100 apartment projects under construction, totaling close to 15,000 units. That is equivalent to 10% of current inventory, making Miami one of the top three most heavily supplied markets in the country.

Another 250 proposed projects could break ground, as well, a prospect captured in our forecasting models for supply.

Greater Downtown Miami, Miami Springs/Doral, and Coral Gables lead the activity with 5,500, 2,500, and 2,000 units under construction, respectively. These areas will likely face the largest shock in terms of vacancy rates.

Based on the current construction pipeline, the two-year delivery cycle is forecast to reach peak in 20Q1. The peak will be close to four times the pre-crisis peak and 30% higher than the most recent peak reached in 17Q1.

While demand is expected to remain strong, the rapid supply buildup will push the vacancy rate up. The forecast is calling for the vacancy rate to rise to 7.3% over the next year. Deliveries are expected to total 5,300 units over the next four quarters, while absorption is expected to reach 4,000 units over the same period.

ABSORPTION, NET DELIVERIES & VACANCY

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 27 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Vacancy Miami Multi-Family VACANCY RATE

VACANCY BY BEDROOM

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 28 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Rent Miami Multi-Family

The strong supply pipeline build up has caused Miami rent growth to decelerate consistently since early 2016. Annual rent growth declined from the high of 4% in 2013 and currently stands at 1.9%. This marks a positive change from the prior year. U.S. inflation is currently close to 2%.

Miami rental rates currently stand at $1,620/unit. They face a continued downward tilt as more supply hits the market.

Not every submarket in the metro saw slow rent growth. South Beach, Miami Gardens/Opa Locka, and Hialeah/Miami Lakes saw healthy rent growth in the range of 4% to 6%. These submarkets have seen low deliveries over the past year; however, they face construction pipelines that range between 3% and 7% of their respective inventory.

Despite having the heaviest construction pipeline at 30% relative to its existing inventory, Downtown Miami saw its rent growth accelerate over the second quarter of the year and register at 3%. Construction in this submarket is heavily skewed towards higher end units, a factor that is pushing its rent growth up.

Coral Gables and Miami Springs/Doral saw the weakest rent growth. Coral Gables has close to 2,000 units under construction, marking a 15% rise in its inventory. This drove rent growth into negative territory in the range of 1.5%. Miami Springs/Doral is also a heavily supplied submarket, with 750 units delivered over the past year and close to 2,500 units under construction. This dynamic has pushed rent growth close to zero in this submarket.

In addition to supply pressure, rent growth in the Miami metro is hindered by lower incomes that make much of the new construction unaffordable to a large part of the population.

Miami is the most expensive metro in Florida and one of the most expensive metros in the Southeast, a fact that further limits residents' buying power. Median household income for the Miami-Dade County is 20% below that of the U.S. average, while rents are 20% higher than the national average. This dynamic has resulted in Miami residents having the highest rent to income ratio in the country, at 31%, more than 10% higher than the rest of the country. This tight spending buffer makes the supply pressure more pronounced on rent growth prospects, as residents have less disposable income to absorb rent rises.

old income is rising faster than the rest of the country. In addition, rent rises in Miami now are slower than household income rises. This essentially translates into a gradual increase in buying power for Miami residents.

However, even if the economy continues to perform at current levels, it will take another two decades to close the rent to income ratio with the rest of the country.

Concessions have been steadily increasing over the past year, especially in areas with high levels of construction such as Downtown Miami. This situation, together with decelerating rent growth, will persist and get worse over the next three years as more supply hits the market.

The forecast calls for rent growth of 1.8% over the next year. This marks another year of rent growth deceleration for the Miami apartment market. The longer term horizon forecast is grimmer, calling for a 0.5% rent growth by 2020, when much of the current under construction product delivers.

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 29 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Rent Miami Multi-Family

DAILY ASKING RENT PER SF

MARKET RENT PER UNIT & RENT GROWTH

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 30 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Rent Miami Multi-Family MARKET RENT PER UNIT BY BEDROOM

4 & 5 STAR EXPENSES PER SF (ANNUAL)

Operating Expenses Capital Expenditures

Market / Cluster Mgmt. Admin. Payroll Water Utilities Maint. Insurance Taxes Appliance Structural Other Total Miami $0.79 $0.62 $0.66 $0.43 $0.83 $0.86 $0.88 $2.18 $0.10 $0.22 $0.85 $8.42 Aventura $0.63 $0.64 $0.61 $0.42 $0.66 $0.82 $1.00 $1.58 $0.10 $0.22 $0.85 $7.53 Coral Gables $0.70 $0.52 $0.55 $0.43 $0.81 $0.80 $0.79 $1.94 $0.10 $0.19 $0.83 $7.66 Downtown Miami $1.00 $0.46 $0.67 $0.41 $0.89 $0.24 $0.80 $2.81 $0.10 $0.22 $0.85 $8.45 Hialeah/Miami Lakes $0.79 $0.53 $0.70 $0.44 $0.88 $0.82 $0.87 $2.22 $0.10 $0.22 $0.85 $8.42 Homestead/South D… $0.79 $0.86 $0.70 $0.44 $0.88 $1.78 $0.87 $2.22 $0.10 $0.22 $0.85 $9.71 Kendall $0.79 $0.99 $0.70 $0.44 $0.88 $1.66 $0.87 $2.22 $0.10 $0.22 $0.85 $9.72 Little Havana $0.71 $0.60 $0.62 $0.42 $0.71 $0.69 $0.96 $1.85 $0.10 $0.22 $0.85 $7.73 Miami Gardens/Opa… $0.63 $0.64 $0.61 $0.42 $0.66 $0.82 $1.00 $1.58 $0.10 $0.22 $0.85 $7.53 Miami Springs/Doral $0.76 $0.55 $0.68 $0.44 $0.83 $0.82 $0.90 $2.09 $0.10 $0.22 $0.85 $8.24 North Beach $0.79 $0.53 $0.70 $0.44 $0.88 $0.82 $0.87 $2.22 $0.10 $0.22 $0.85 $8.42 North Miami Beach $0.63 $0.64 $0.61 $0.42 $0.66 $0.82 $1.00 $1.58 $0.10 $0.22 $0.85 $7.53 South Beach $0.79 $0.53 $0.70 $0.44 $0.88 $0.82 $0.87 $2.22 $0.10 $0.22 $0.85 $8.42 Expenses are estimated using NCREIF, IREM, and CoStar data using the narrowest possible geographical definition from Zip Code to region.

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 31 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Rent Miami Multi-Family

3 STAR EXPENSES PER SF (ANNUAL)

Operating Expenses Capital Expenditures

Market / Cluster Mgmt. Admin. Payroll Water Utilities Maint. Insurance Taxes Appliance Structural Other Total Miami $0.54 $0.58 $0.33 $0.40 $0.66 $0.82 $0.65 $1.46 $0.09 $0.15 $0.79 $6.47 Aventura $0.60 $0.63 $0.49 $0.42 $0.64 $0.80 $0.87 $1.55 $0.10 $0.19 $0.83 $7.12 Coconut Grove $0.55 $0.51 $0.32 $0.42 $0.71 $0.77 $0.68 $1.52 $0.09 $0.15 $0.81 $6.53 Coral Gables $0.55 $0.51 $0.32 $0.42 $0.71 $0.77 $0.68 $1.52 $0.09 $0.15 $0.81 $6.53 Downtown Miami $0.54 $0.44 $0.32 $0.38 $0.71 $0.23 $0.65 $1.51 $0.09 $0.14 $0.78 $5.79 Hialeah/Miami Lakes $0.54 $0.50 $0.32 $0.42 $0.70 $0.77 $0.65 $1.50 $0.09 $0.14 $0.78 $6.41 Homestead/South D… $0.48 $0.82 $0.33 $0.37 $0.57 $1.70 $0.59 $1.06 $0.09 $0.15 $0.81 $6.97 Kendall $0.52 $0.95 $0.32 $0.31 $0.52 $1.60 $0.64 $1.25 $0.09 $0.15 $0.81 $7.16 Little Havana $0.55 $0.48 $0.32 $0.39 $0.69 $0.36 $0.68 $1.52 $0.09 $0.15 $0.81 $6.04 Miami Gardens/Opa… $0.55 $0.59 $0.32 $0.42 $0.64 $0.75 $0.68 $1.52 $0.09 $0.15 $0.81 $6.52 Miami Springs/Doral $0.55 $0.52 $0.34 $0.42 $0.70 $0.77 $0.65 $1.53 $0.09 $0.14 $0.78 $6.49 Mid-Beach $0.52 $0.50 $0.32 $0.42 $0.70 $0.77 $0.62 $1.47 $0.09 $0.13 $0.75 $6.29 North Beach $0.53 $0.50 $0.32 $0.42 $0.70 $0.77 $0.64 $1.49 $0.09 $0.14 $0.77 $6.37 North Miami Beach $0.55 $0.61 $0.32 $0.42 $0.62 $0.76 $0.67 $1.52 $0.09 $0.15 $0.80 $6.51 Outlying Miami-Dad… $0.47 $0.82 $0.32 $0.37 $0.56 $1.70 $0.58 $1.03 $0.09 $0.15 $0.81 $6.90 South Beach $0.53 $0.50 $0.32 $0.42 $0.70 $0.77 $0.63 $1.48 $0.09 $0.14 $0.77 $6.35 Westchester/Tamiami $0.55 $0.51 $0.32 $0.42 $0.71 $0.77 $0.68 $1.52 $0.09 $0.15 $0.81 $6.53 Expenses are estimated using NCREIF, IREM, and CoStar data using the narrowest possible geographical definition from Zip Code to region.

1 & 2 STAR EXPENSES PER SF (ANNUAL)

Operating Expenses Capital Expenditures

Market / Cluster Mgmt. Admin. Payroll Water Utilities Maint. Insurance Taxes Appliance Structural Other Total Miami $0.44 $0.51 $0.31 $0.39 $0.64 $0.70 $0.43 $1.30 $0.07 $0.08 $0.58 $5.45 Aventura $0.44 $0.60 $0.31 $0.40 $0.59 $0.74 $0.43 $1.33 $0.07 $0.08 $0.57 $5.56 Coconut Grove $0.44 $0.48 $0.31 $0.40 $0.67 $0.73 $0.43 $1.33 $0.07 $0.08 $0.57 $5.51 Coral Gables $0.44 $0.48 $0.31 $0.40 $0.67 $0.74 $0.43 $1.33 $0.07 $0.08 $0.57 $5.52 Downtown Miami $0.44 $0.42 $0.31 $0.37 $0.67 $0.22 $0.43 $1.33 $0.07 $0.08 $0.57 $4.91 Hialeah/Miami Lakes $0.44 $0.48 $0.31 $0.40 $0.67 $0.74 $0.43 $1.33 $0.07 $0.08 $0.57 $5.52 Homestead/South D… $0.44 $0.60 $0.31 $0.35 $0.53 $1.04 $0.43 $0.98 $0.07 $0.08 $0.57 $5.40 Kendall $0.45 $0.62 $0.31 $0.31 $0.52 $1.04 $0.45 $1.20 $0.07 $0.09 $0.60 $5.66 Little Havana $0.44 $0.43 $0.31 $0.37 $0.66 $0.26 $0.43 $1.33 $0.07 $0.08 $0.57 $4.95 Miami Gardens/Opa… $0.44 $0.59 $0.31 $0.40 $0.60 $0.73 $0.44 $1.33 $0.07 $0.08 $0.58 $5.57 Miami Springs/Doral $0.45 $0.49 $0.31 $0.40 $0.67 $0.72 $0.46 $1.35 $0.07 $0.09 $0.60 $5.61 Mid-Beach $0.44 $0.48 $0.31 $0.40 $0.67 $0.74 $0.43 $1.33 $0.07 $0.08 $0.57 $5.52 North Beach $0.44 $0.48 $0.31 $0.40 $0.67 $0.74 $0.43 $1.33 $0.07 $0.08 $0.57 $5.52 North Miami Beach $0.44 $0.60 $0.31 $0.40 $0.59 $0.73 $0.43 $1.33 $0.07 $0.08 $0.57 $5.55 South Beach $0.44 $0.48 $0.31 $0.40 $0.67 $0.74 $0.43 $1.33 $0.07 $0.08 $0.57 $5.52 Westchester/Tamiami $0.44 $0.50 $0.31 $0.38 $0.64 $0.78 $0.43 $1.30 $0.07 $0.08 $0.57 $5.50 Expenses are estimated using NCREIF, IREM, and CoStar data using the narrowest possible geographical definition from Zip Code to region.

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 32 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Construction Miami Multi-Family

The current level of apartment construction is the highest in projects under construction and 250 proposed projects in Miami.

The total amount of apartments currently under construction is This is one of the strongest construction pipelines in the country, relative to inventory.

The bulk of the construction is concentrated in a handfu Gables, and Miami Springs/Doral submarkets account for two thirds of the construction activity.

The Greater Downtown Miami area is the truction activity. This submarket is looking at a 30% rise in its existing inventory, with 5,600 apartments in the works. The Greater Downtown Miami submarket, including Midtown and the Wynwood, is popular with both younger high- earning professionals and foreign investors. Almost all of the development activity is this area involves higher-end product.

The Coral Gables Submarket, located southwest of Downtown Miami, is looking at a 25% increase in its inventory, with close to 2,000 apartments in the works. This is an area that is entirely driven by domestic demand and has income levels

The Miami Springs/Doral Submarket, located northwest of Downtown Miami, is looking at a 12.5% inventory increase, with 2,200 apartments in the works. This is also an area that is driven by domestic demand, and income levels are below

They will deliver a combined 1,250 apartments to this area.

Park Line Miami, located in Downtown Miami, is the largest under-construction project in the metro. It is comprised of two residential towers and is scheduled to deliver 816 units in late 2019. MiamiCentral is a major transit-oriented mixed- use project. A big part of the project, including the train station and the office component, delivered in 2018. The Park Line towers sit directly over the Virgin MiamiCentral train station, home to Brightline, a fast train service that connects

Luma is part of Miami Worldcenter, another major mixed- use development. It will deliver 434 units in 2021. Another residential tower, Caoba, is also part of the Miami Worldcenter development. It delivered 444 apartments in late 2018.

Miami Worldcenter is located in the heart of Downtown Miami. Parts of it are currently under construction. Once completed, it will comprise six buildings that will take six full city blocks. In addition to the two residential towers, Luma and Caoba, the development also includes a 45-story, 600,000 SF office tower that will break ground later in 2019. It also includes an open-air retail development, an 1,800 room Marriot Marquis hotel, and a full-sized convention center.

Current construction starts point to the Miami metro supply pipeline remaining heavy for at least two more years. The current two year delivery cycle should peak in 20Q1. The peak will likely be close to four times higher than the pre credit crisis peak and 30% higher than the most recent peak reached in 17Q1.

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 33 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Construction Miami Multi-Family DELIVERIES & DEMOLITIONS

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 34 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Under Construction Properties Miami Multi-Family

UNDER CONSTRUCTION PROPERTIES

UNDER CONSTRUCTION

Property Name/Address Rating Units Stories Start Complete Developer/Owner Park Line Miami Florida East Coast Industries, Inc. 1 816 24 Oct-2017 Oct-2019 600 NW 1st Ave - Chiquita North AMLI Residential Properties, LP 2 511 14 May-2018 Jan-2020 3000 NE 2nd Ave AMLI Management Company Lantower River Landing UrbanX Group 3 507 5 Jul-2017 Jan-2020 1400 NW North River Dr Hellinger Penabad Companies The Line Rilea Group, LLC 4 449 22 Jun-2019 Jun-2021 8704 SW 72nd St - Midtown 6 Magellan Development Group, Ltd. 5 447 32 Sep-2017 Dec-2019 3101 NE 1st Ave Magellan Development Group, Ltd. Grand Bay South Lennar Multi-family Investors LLC 6 440 - Mar-2018 Aug-2019 8560 NW 102th Ave Lennar Miami Plaza Melo Group 7 435 35 Feb-2019 May-2020 1502 NE Miami Pl Melo Group

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 35 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Under Construction Properties Miami Multi-Family

UNDER CONSTRUCTION

Property Name/Address Rating Units Stories Start Complete Developer/Owner Gables Station NP International 8 434 13 Jun-2018 Jul-2020 251 S Dixie Hwy NP International LUMA ZOM Living Zom 9 434 44 Apr-2019 Feb-2021 150 SW 7th St Holding Inc. Modera Metro Dadeland… Mill Creek Residential Trust LLC 10 422 25 Dec-2017 Oct-2019 8215 SW 72nd Ave Mill Creek Residential Trust LLC Seventh Street Apartme… Falcone Group 11 413 40 Aug-2018 Jun-2020 697 N Miami Ave Falcone Group Coral Reef Commons - 12 408 1 Mar-2019 Jun-2020 12500 SW 152nd St Ram Realty Midtown 7 Magellan Development Group, Ltd. 13 391 - Aug-2018 Feb-2020 3001 NE 1st Ave Magellan Development Group, Ltd. The Elan at Downtown D… - 14 385 3 Sep-2018 Sep-2019 8500 NW 41st St Greystar Avalon Doral Trammell Crow Residential Comp… 15 350 - Aug-2018 Dec-2019 7905 NW 36th St Trammell Crow Residential Comp… Soleste Twenty2 Estate Investments Group 16 338 - Jun-2018 Oct-2019 2201 Ludlam Rd Estate Investments Group Soleste Blue Lagoon Estate Investments Group 17 330 8 Jan-2018 Sep-2019 5375 NW 7th St Estate Investments Group The Wave Crescent Heights 18 321 50 Mar-2017 Nov-2019 659-737 Alton Rd Crescent Heights Soleste Alameda Estate Investments Group 19 306 - Nov-2018 Jan-2020 6290-6320 SW 8th St - Grand Station Grand Station Partners City 20 300 33 Jul-2019 Jul-2020 240 N Miami Ave Of Miami Modera Biscayne Bay Mill Creek Residential Trust LLC 21 296 28 Jul-2019 Jul-2020 411 NE 21st St Mill Creek Residential Trust LLC 6600 Main The Graham Companies The 22 275 - Aug-2017 Oct-2019 6600 Main St Graham Companies Oasis at Blue Lagoon Pinnacle Housing Group Pinnacle 23 272 8 Dec-2017 Aug-2019 6700 NW 7th St Housing Group Maizon at Brickell ZRS Management 24 262 19 Jun-2017 Aug-2019 221 SW 12th St ZRS Management Pura Vida Coral Rock Development Group,… 25 260 5 Jun-2019 Jun-2020 2901 W 16th Ave Arena Capital Holdings Wynwood Square One Real Estate Investment CIM 26 257 12 May-2019 May-2020 2201 N Miami Ave Group LP 16975 NW 97th Ave FCI Residential Corporation 27 245 - Oct-2018 Dec-2019 FCI Residential Corporation 11055 W 36th Ave FCI Residential Corporation 28 245 - Apr-2019 Aug-2020 FCI Residential Corporation

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 36 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Sales Miami Multi-Family

Deal volume over the past year totaled $904,600,000. While it remains at a healthy level, it has declined by 50% from the prior year and 35% from the five-year annual average. Miami sales volume over the past year was the lowest out of South

million and $1.6 billion, respectively. Market rent growth has decelerated, and vacancy rates crept up over the past year, causing buyers to become much more selective. They went after deals in submarkets that offer above-average rent growth and not much construction activity.

Over the past couple of quarters, deal volume was more pronounced in lower income areas offering good next cycle development potential. Luxury asset sales dropped off notably over the same period. Many of these assets traded earlier in the cycle, and investors are wary of the heavy supply, which is heavily weighted toward higher quality product, on the way. While sales volume has declined, prices continue to rise. Overall metro prices per unit are currently at $210,000, marking a rise of 2% over the past year. This rounds up a 40% rise over the past five years. Appreciating prices continue to push cap rates to historic lows. Current cap rates are hovering around the 5.5% mark, remaining flat from the same time last year.

The largest transaction of 2019 was the portfolio sale of two properties in Doral, Doral View and Town Fontainebleau Lakes. The seller, a venture between The Related Companies and Rockpoint Group LLC, sold two apartment communities totaling 720 units to The Blackstone Group L.P. for $210 million, or $290,000/unit. The median household income within a mile radius from the properties is $47,000, 15% below the Miami average.

Private investors make up two-thirds of the activity, and they were mainly buyers over the past year, increasing their exposure by close to 10%. Institutional and private equity investors were net sellers, reducing their combined exposure by 20%. REITs were net buyers, increasing their exposure to the market by 10%.

The forecast is calling for prices to rise by 2% over the next year and for cap rates to remain flat over the same period.

SALES VOLUME & MARKET SALE PRICE PER UNIT

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 37 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Sales Past 12 Months Miami Multi-Family

SALE COMPARABLE LOCATIONS

SALE COMPARABLES SUMMARY STATISTICS

Sales Attributes Low Average Median High Sale Price $240,000 $3,640,764 $1,178,947 $104,375,000

Price Per Unit $5,979 $169,668 $122,500 $490,909

Cap Rate 2.3% 6.3% 6.0% 13.8%

Vacancy Rate at Sale 0% 5.8% 0% 90.9%

Time Since Sale in Months 0.0 6.5 7.1 11.9

Property Attributes Low Average Median High Property Size in Units 5 20 10 360

Number of Floors 1 2 2 22

Average Unit SF 0 472 585 1,604

Year Built 1922 1956 1956 2018

Star Rating 2.1

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 38 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Sales Past 12 Months Miami Multi-Family

RECENT SIGNIFICANT SALES

Property Information Sale Information

Property Name/Address Rating Yr Built Units Vacancy Sale Date Price Price/Unit Price/SF Doral View 1 - 2013 360 4.2% 5/21/2019 $104,375,000 $289,930 $244 901 NW 97th Ave Town Fontainebleau Lakes 2 - 2016 360 5.6% 5/21/2019 $104,375,000 $289,930 $238 1062 NW 87th Latitudes at the Moors 3 - 1989 358 5.6% 8/31/2018 $71,300,000 $199,162 $233 6200 NW 173rd St Advenir at University Park 4 - 1993 302 16.6% 8/15/2018 $59,750,000 $197,847 $261 10495 SW 14th Ter Pier 19 5 - 2011 199 10.6% 9/12/2018 $56,000,000 $281,407 $135 1951 NW South River Dr Modera Skylar 1444 6 - 2014 167 9.7% 11/13/2018 $47,450,000 $284,131 $281 NW 14th Ave Parc Place Apartments 17600 7 - 1972 234 4.3% 10/19/2018 $33,400,000 $142,735 $175 NW 5th Ave New Castle Lake 8 - 1964 239 0.8% 4/12/2019 $23,311,000 $97,535 $108 1401 NW 103rd St 143 SW 9th St 9 - 1968 39 5.1% 9/20/2018 $14,500,000 $371,794 $511

Prestige Biscayne 10 - 1969 91 26.4% 6/3/2019 $10,035,000 $110,274 $88 12501-12525 NE 13th Ave Red Road Apartments 11 - 1965 54 5.6% 4/26/2019 $7,830,000 $145,000 $170 501 NW 57th Ave Oleander House Apartments 406 12 - 2007 42 2.4% 12/14/2018 $7,481,514 $178,131 $105 NW 22nd Ave Rio y Mar Apartments 13 - 1949 72 3.3% 5/9/2019 $5,830,000 $80,972 $210 419-439 NW 8th St Waterview Apartments 7745 14 - 1958 26 3.9% 7/3/2019 $5,689,048 $218,809 $447 Harding Ave Aurora Apartments 900 15 - 2015 21 0% 3/15/2019 $5,500,000 $261,904 $127 SW 7th St 221 Collins Ave 16 - 1922 11 0% 6/21/2019 $5,400,000 $490,909 $563

6905 Rue Vendome 17 - 1958 30 6.7% 12/5/2018 $5,250,000 $175,000 $208 6905-6921 Rue Vendome Green Tree Apartments 1755 18 - 1971 32 0% 4/1/2019 $4,900,000 $153,125 $184 NE 164th St Oleander Park 19 - 2009 25 4.0% 12/14/2018 $4,618,486 $184,739 $105 1970 NW 7th St Virginian 20 - 1963 24 8.3% 1/17/2019 $4,490,000 $187,083 $431 427 Anastasia Ave

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 39 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Submarkets Miami Multi-Family

MIAMI SUBMARKETS

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 40 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Submarkets Miami Multi-Family

SUBMARKET INVENTORY

Inventory 12 Month Deliveries Under Construction

No. Submarket Bldgs Units % Market Rank Bldgs Units Percent Rank Bldgs Units Percent Rank 1 Aventura 18 2,148 1.4% 13 0 0 0% - 0 0 0% - 2 Coconut Grove 106 1,781 1.2% 14 1 10 0.6% 10 1 130 7.3% 12 3 Coral Gables 319 7,283 4.7% 11 0 0 0% - 8 1,854 25.5% 3 4 Downtown Miami 511 20,806 13.5% 1 9 4,288 20.6% 1 18 5,518 26.5% 1 5 Hialeah/Miami Lakes 703 18,432 12.0% 2 1 39 0.2% 8 5 716 3.9% 7 6 Homestead/South Dade 182 8,353 5.4% 8 4 742 8.9% 4 6 1,050 12.6% 4 7 Kendall 84 14,074 9.2% 6 1 294 2.1% 6 3 1,046 7.4% 5 8 Little Havana 1,272 13,983 9.1% 7 3 423 3.0% 5 4 174 1.2% 11 9 Miami Gardens/Opa-Locka 494 14,764 9.6% 5 2 41 0.3% 7 4 970 6.6% 6 10 Miami Springs/Doral 334 17,078 11.1% 3 3 753 4.4% 2 9 2,143 12.5% 2 11 Mid-Beach 44 783 0.5% 15 0 0 0% - 0 0 0% - 12 North Beach 469 7,295 4.7% 10 1 6 0.1% 11 1 5 0.1% 13 13 North Miami Beach 742 16,561 10.8% 4 2 746 4.5% 3 2 259 1.6% 10 14 Outlying Miami-Dade Co… 2 530 0.3% 16 0 0 0% - 2 490 92.5% 9 15 South Beach 367 7,323 4.8% 9 (3) 19 0.3% 9 2 492 6.7% 8 16 Westchester/Tamiami 37 2,597 1.7% 12 0 0 0% - 0 0 0% -

SUBMARKET RENT

Asking Rents Effective Rents

No. Submarket Per Unit Per SF Rank Yr. Growth Per Unit Per SF Rank Yr. Growth Concession Rank 1 Aventura $1,850 $1.78 11 0% $1,832 $1.76 11 -0.3% 0.9% 10 2 Coconut Grove $1,493 $2.05 5 2.5% $1,482 $2.03 5 2.7% 0.7% 13 3 Coral Gables $1,962 $2.35 1 -0.5% $1,936 $2.31 1 0.4% 1.3% 6 4 Downtown Miami $2,098 $2.34 2 2.4% $2,053 $2.29 2 2.1% 2.2% 3 5 Hialeah/Miami Lakes $1,382 $1.59 14 4.1% $1,362 $1.56 14 3.9% 1.5% 4 6 Homestead/South Dade $1,278 $1.40 16 2.8% $1,260 $1.38 16 2.2% 1.4% 5 7 Kendall $1,663 $1.81 9 1.9% $1,642 $1.78 10 2.1% 1.2% 8 8 Little Havana $1,298 $1.75 12 1.2% $1,281 $1.73 12 0.4% 1.3% 7 9 Miami Gardens/Opa-Locka $1,271 $1.53 15 5.3% $1,260 $1.52 15 5.4% 0.8% 12 10 Miami Springs/Doral $1,808 $1.90 6 0.7% $1,764 $1.85 6 0.6% 2.5% 1 11 Mid-Beach $1,512 $2.18 4 1.4% $1,505 $2.17 4 1.4% 0.4% 15 12 North Beach $1,385 $1.86 7 1.2% $1,372 $1.84 7 1.0% 0.9% 11 13 North Miami Beach $1,359 $1.66 13 2.5% $1,328 $1.62 13 1.4% 2.3% 2 14 Outlying Miami-Dade Co… $1,918 $1.80 10 -2.4% $1,906 $1.79 9 -3.0% 0.6% 14 15 South Beach $1,747 $2.29 3 5.9% $1,741 $2.28 3 5.9% 0.4% 16 16 Westchester/Tamiami $1,427 $1.85 8 3.1% $1,413 $1.83 8 3.1% 1.0% 9

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 41 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Submarkets Miami Multi-Family

SUBMARKET VACANCY & ABSORPTION

Vacancy 12 Month Absorption

No. Submarket Units Percent Rank Units % of Inv Rank Construct. Ratio 1 Aventura 148 6.9% 12 4 0.2% 12 - 2 Coconut Grove 116 6.5% 11 9 0.5% 10 1.1 3 Coral Gables 523 7.2% 14 159 2.2% 8 - 4 Downtown Miami 2,400 11.5% 16 3,536 17.0% 1 0.8 5 Hialeah/Miami Lakes 433 2.4% 1 (26) -0.1% 16 - 6 Homestead/South Dade 651 7.8% 15 457 5.5% 4 1.6 7 Kendall 738 5.2% 9 454 3.2% 5 0.6 8 Little Havana 413 3.0% 4 431 3.1% 6 1.0 9 Miami Gardens/Opa-Locka 456 3.1% 5 329 2.2% 7 0.1 10 Miami Springs/Doral 1,209 7.1% 13 474 2.8% 3 1.6 11 Mid-Beach 23 2.9% 3 0 0% - - 12 North Beach 285 3.9% 6 11 0.2% 9 0.5 13 North Miami Beach 946 5.7% 10 639 3.9% 2 1.2 14 Outlying Miami-Dade Co… 23 4.4% 7 1 0.2% 14 - 15 South Beach 334 4.6% 8 5 0.1% 11 - 16 Westchester/Tamiami 73 2.8% 2 4 0.1% 13 -

19-PTR MERIDIAN APPRAISAL GROUP, INC. 42 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

APARTMENT SUBMARKET OVERVIEW MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 43 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Overview Homestead/South Dade Multi-Family

The suburban Homestead/South Dade submarket has been steadily gaining popularity among South Florida residents who prefer a less urban lifestyle. Homestead/South Dade's population has grown at one of the fastest rates in Miami over the past five years.

Developers, also seizing on land prices that are significantly lower than Miami's more urban areas, began delivering a wave of new product starting in 2014, and the pipeline remains robust. New construction has been met with solid demand, and fundamentals have been stable recently. But given that 1,000 units are set to deliver over the next few years, vacancies will likely climb in the forecast. Despite the amount of 4 & 5 Star supply that has hit the area, this submarket continues to be one of the most affordable in Miami. Rent growth has also improved recently and is top in the metro. Investors are beginning to take interest in this high-growth submarket, though sales volume and pricing slowed in 2018

KEY INDICATORS

Absorption Under Constr Current Quarter Units Vacancy Rate Asking Rent Effective Rent Delivered Units Units Units 4 & 5 Star 2,208 21.1% $1,515 $1,478 104 0 283 3 Star 1,912 3.6% $1,398 $1,391 1 0 667 1 & 2 Star 4,233 2.7% $981 $973 0 0 100 Submarket 8,353 7.8% $1,278 $1,260 105 0 1,050

Historical Forecast Annual Trends 12 Month Peak When Trough When Average Average Vacancy Change (YOY) 3.0% 4.8% 8.6% 9.0% 2019 Q2 2.5% 2006 Q2 Absorption Units 457 150 261 570 2007 Q4 (58) 2003 Q4 Delivered Units 742 159 353 784 2007 Q4 0 2014 Q1 Demolished Units 0 2 26 21 2015 Q4 0 2019 Q2 Asking Rent Growth (YOY) 2.7% 1.8% 0.9% 7.3% 2007 Q1 -5.5% 2003 Q2 Effective Rent Growth (YOY) 2.1% 1.8% 0.7% 7.1% 2007 Q2 -5.5% 2003 Q2 Sales Volume $8.1 M $17.9M N/A $80.6M 2016 Q2 $0 2009 Q2

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 44 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Vacancy Homestead/South Dade Multi-Family

The suburban Homestead/South Dade Submarket has been steadily gaining popularity as one of the last places in the South Dade has been the fastest-growing submarket outside of downtown with over 10% population growth in the last five years. Developers have already begun to take notice of this growth, as land prices in this submarket are still significant could be an opportunity to capture higher margins in a market where these are becoming more and more difficult to find.

built in 2018 have averaged about 35 move-ins per month, and many projects have already stabilized. An example of strong leasing is the 216 unit Alcazar Villas that was built in April 2018. This project leased an average of 40 units per month and stabilized by 18Q4.

While Homestead/South Dade has some of the cheapest rents in Miami, the median income of $48,000 is about average for the metro. This creates ample opportunity for affordable living away from the city, which should, in turn, help fuel the demand for luxury units. Due to there being at least one major delivery per year over this cycle, vacancies are volatile, however, absorption for new projects is strong. This next supply will further test the submarket on how much supply it can handle. This submarket is forecasted to grow by about 20% over the next few years, which totals about 1,000 units.

ABSORPTION, NET DELIVERIES & VACANCY

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 45 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Vacancy Homestead/South Dade Multi-Family

VACANCY RATE

VACANCY BY BEDROOM

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 46 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Rent Homestead/South Dade Multi-Family

Rents in this submarket are currently at $1,270 and rent growth registered at 2.6%. Rent growth has started to pick up again after slowing significantly in 2018. The Homestead/South Dade Submarket has traditionally been the least expensive in Miami, however with high demand and the pace of new properties being built in the past few years, average rents have finally surpassed a few submarkets across the metro. Prior to 2014, there were no 4 & 5 Star class properties here but now the share is 20%. The average rent of 4 & 5 Star properties is around $1,650 per unit which is a 25% premium over 3 Star properties. Initially, vacancies in the new properties were quite high, but strong demand for units allowed vacancies to compress allowing rent growth to surpass that of 3 Star properties. Despite strong gains in 4 & 5 Star inventory, this submarket offers some of the lowest rents for high- end inventory which could attract renters from neighboring submarkets to move here.

The priciest units tend to congregate around the Richmond West neighborhood near Kendall. The Atlántico at Kendall I that was built in 2015 has asking rents of $1,800/month, or about $1.75/SF.

DAILY ASKING RENT PER SF

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 47 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Rent Homestead/South Dade Multi-Family MARKET RENT PER UNIT & RENT GROWTH

MARKET RENT PER UNIT BY BEDROOM

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 48 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Construction Homestead/South Dade Multi-Family

Homestead/South Dade Submarket is in the middle of a massive supply wave, with at least one major community delivering in each of the past five years. There are currently about 1,000 units underway, which is one of the largest pipelines in the metro. The majority of new projects have gone up in the center of the submarket near Naranja off Old Dixie Highway and are either garden-style or low-rise. Several of the projects currently under construction are delivering near Old Dixie Highway but further north in the Palmetto Bay neighborhood.

Two significant communities delivered in 2018: The Heights at Coral Town Park and Alcazar Villas. Units in the Alcazar Villas are larger in size, with one-bedrooms about 750 SF, but average rents are lower than the submarket average for 4 & 5 Star inventory. This project leased in about five months and no concessions were offered during lease-up.

One of the largest projects underway is the 408 unit Coral Reef Commons that is being developed by. Ram Realty Services and is set to deliver by 2020. Another project that broke ground is Soleste Bay Village. The five-story complex will be delivering 200 new units and will include about 15,000 SF of retail on the ground floor. The project was initially planned for eight stories in height, but residents were concerned about the density and its impact on traffic, so the height and number of units were reduced.

DELIVERIES & DEMOLITIONS

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 49 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Construction Homestead/South Dade Multi-Family

PAST 4 QUARTERS DELIVERIES, UNDER CONSTRUCTION, & PROPOSED

PAST & FUTURE DELIVERIES IN UNITS

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 50 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Construction Homestead/South Dade Multi-Family

RECENT DELIVERIES

Property Name/Address Rating Units Stories Start Complete Developer/Owner Village at Deering Groves AHS Development Group 1 281 3 Jan-2018 Jun-2019 13710 SW 256th St AHS Development Group Palmetto Station Fanjul Corp 2 271 5 Nov-2017 Apr-2019 17945 SW 97th Ave Fanjul Corp Preserve at Coral Town… Fenix Contractors Inc. 3 84 3 Jan-2018 Jan-2019 26484 SW 142nd St Ctp Landowner LLC La Joya Estates Centennial Management Corp 4 106 3 Jun-2017 Dec-2018 14261 SW 267th St -

UNDER CONSTRUCTION

Property Name/Address Rating Units Stories Start Complete Developer/Owner Coral Reef Commons - 1 408 1 Mar-2019 Jun-2020 12500 SW 152nd St Ram Realty Soleste Bay Village Estate General Contractors, LLC Estate 2 211 - Jun-2018 Nov-2019 18301 S Dixie Hwy Investments Group Ambar Key Homes - 3 155 3 Apr-2018 Aug-2019 380 NE 4th St Ambar Key Homes, Ltd. Centerra Cornerstone Residential Manage… 4 104 2 Jul-2017 Aug-2019 18000 SW 107th Ave - Southern Villa Townhomes De Brasi Investments Inc. 5 100 2 Oct-2018 Oct-2019 5240 SW 134th Pl De Brasi Investments Inc. Alcazar Apartment Villas II Alcazar Development Group 6 72 3 Sep-2018 Sep-2019 14941 SW 283rd St Alcazar Development Group

PROPOSED

Property Name/Address Rating Units Stories Start Complete Developer/Owner 25501 SW 139th Ave JAXI Builders, Inc. 1 607 6 Jul-2019 Jul-2020 JAXI Builders, Inc. Pine Groves - 2 224 3 Jul-2019 Jul-2020 24101 S Dixie Hwy AHS Development Group Westend at Naranja F & H Development Inc. F 3 192 4 Aug-2019 Aug-2020 26355 SW 147th Ave & H Development Inc. Solera - 4 171 2 Aug-2019 Aug-2020 1400 Park Of Commerce… TRP International Alcazar Village - Phase III Alcazar Development Group 5 168 5 Sep-2019 Sep-2020 28100 SW 152nd Ave Alcazar Development Group Sandpiper Village Indigo At Palmetto Bay LLC 6 139 7 Aug-2019 Aug-2020 9700 E Indigo St Indigo At Palmetto Bay LLC Water's Edge Apartments Cornerstone Residential Manage… 7 132 3 Aug-2019 Jun-2020 10940-10999 SW 214th St Cornerstone Residential Manage…

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 51 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Sales Homestead/South Dade Multi-Family

Investors have been active in Homestead/South Dade throughout the cycle as this submarket has exploded. Sales did slow in 2018, with no major transactions over $5 million. But given the amount of growth this submarket has seen, this submarket could be a good option for investors looking to place capital in a more affordable submarket of Miami. Pricing here is generally about 40% below metro average and is currently at $180,000 per unit.

SALES VOLUME & MARKET SALE PRICE PER UNIT

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 52 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Sales Past 12 Months Homestead/South Dade Multi-Family

SALE COMPARABLE LOCATIONS

SALE COMPARABLES SUMMARY STATISTICS

Sales Attributes Low Average Median High Sale Price $287,000 $1,006,500 $612,500 $4,200,000

Price Per Unit $5,979 $50,641 $43,409 $155,555

Cap Rate 6.0% 8.8% 8.0% 13.4%

Vacancy Rate at Sale 0% 3.4% 0% 5.5%

Time Since Sale in Months 1.6 5.0 4.9 8.8

Property Attributes Low Average Median High Property Size in Units 6 21 15 73

Number of Floors 1 1 2 2

Average Unit SF 0 567 444 1,604

Year Built 1950 1970 1964 2008

Star Rating 2.3

7/25/2019 Copyrighted report licensed to Meridian Appraisal Group, Inc. - 59871. Page 53 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Sales Past 12 Months Homestead/South Dade Multi-Family

RECENT SIGNIFICANT SALES

Property Information Sale Information

Property Name/Address Rating Yr Built Units Vacancy Sale Date Price Price/Unit Price/SF Hamilton Place 1 - 2008 27 3.7% 2/1/2019 $4,200,000 $155,555 $104 905-923 SE 16th Ct 40 NE 9th St 2 - 1971 10 0% 3/21/2019 $750,000 $75,000 $170

419 SW 2nd Ave 3 - 1958 22 2.3% 10/31/2018 $700,000 $31,818 $120

419 SW 2nd Ave 3 - 1958 22 2.3% 10/30/2018 $700,000 $31,818 $120

848 SW 5th St 4 - 1958 7 0% 1/29/2019 $525,000 $75,000 $110

537 SW 6th Ave 5 - 1977 15 0% 3/22/2019 $450,000 $30,000 $158

309 SW 5th Ave 6 - 1950 8 0% 11/28/2018 $440,000 $55,000 $100

Grove Apartments 225 7 - 1973 48 2.1% 12/20/2018 $287,000 $5,979 $5 NE 13th St Coral Grove Apartments 8 - 1964 73 5.5% 6/6/2019 - -- 1201-1281 SW 4th St Baldwin Apartments 9 - 1956 16 0% 5/6/2019 - -- 435 SW 9th Ave 1255-1259 Redland Rd 10 - 2005 6 0% 6/6/2019 - --

Planned and New Apartment Development Florida Housing Finance Corporation We have also considered the applications submitted to the Florida Housing Finance Corporation for funding. While there have been many more applications submitted for funding, we have only reported the projects approved for funding. Only one of the approved projects has a demographic commitment similar to the subject, but it is a renovation and will not add any additional units to the supply.

Development Location Street Demographic Total New / RFA # Name of Development Address Commitment Units Ren Deleon Ave, Sycamore St and Deleon 2016-110 Luna Trails Ave, Titusville Elderly 86 New 2016-116 Shull Manor Apartments 713 E. University Blvd, Melbourne Family 65 Ren Cocoa Sunrise Terr consists of 17 2017-114 Cocoa Sunrise Terrace scattered sites each located in the City Family 183 Ren of Cocoa, FL On Leonard Weaver Blvd, northeast of Heritage Park at Crane 2018-103 the intersection of Leonard Weaver Homeless 80 New Creek Blvd and Burr St, Melbourne, FL

19-PTR MERIDIAN APPRAISAL GROUP, INC. 54 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 APARTMENT MARKET OVERVIEW (CONT D)

RFA # Description Housing Credit Financing for Affordable Housing Developments Located in Medium and Small 2016-110 Counties Housing Credit Financing for the Preservation of Existing Affordable Multi-family Housing 2016-116 Developments Housing Credit Financing for the Preservation of Existing Affordable Multi-family Housing 2017-114 Developments 2018-103 Housing Credit and SAIL Financing for Homeless Persons and Persons with Disabling Conditions

Conclusion The apartment market within Miami-Dade County consists of a wide variety of unit types ranging from older subsidized housing, older market rate projects, newer affordable projects and new luxury market rate projects. The subject is located in the Homestead/South Dade submarket which is one of 16 submarkets in Miami-Dade County. Vacancy rates in Miami-Dade County are slightly higher than the average of the past five years due to the high number of recent completions, however, vacancy rates in the Homestead/South Dade sub-market are somewhat higher than the average of the past five years due to the high number of recent completions in the past year. Rental rates in the county and sub-market have steadily increased over the past five years. The Homestead/South Dade submarket has the eighth largest inventory in Miami-Dade County, the fourth highest number of deliveries in the past 12 months, the fourth most units under construction, the 15th lowest (second highest) vacancy rates, the fourth highest number of units absorbed over the past 12 months and the 16th highest (lowest) average rental rates in the Metro Area. Overall, the Homestead/South Dade submarket is an improving apartment location in Miami-Dade County that is currently experiencing very strong growth.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 55 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

NEIGHBORHOOD MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 56 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

NEIGHBORHOOD ANALYSIS Introduction A neighborhood is defined in terms of common characteristics, trends, and groupings of similar or complementary land uses. For the purposes of this report, we have considered the subject neighborhood to be the area delineated by the following boundaries:

Northern Boundary SW 248th Street Southern Boundary SW 344th Street Western Boundary SW 187th Avenue/Redland Road Eastern Boundary 137th Avenue/Tallahassee Road

General Naranja and Leisure City are Census Designated Places (CDP) in unincorporated Miami-Dade County, south of Miami and just north of the city of Homestead. Naranja is located to the north of SW 280th Street, with

the many orange groves that once dominated the area. The Naranja CDP had a population of 4,034 people in the 2000 census. Leisure City was named by the developers of several large mobile home parks in the 1950s/1960s, hoping to draw retirees to the area. The Leisure City CDP had a population of 22,655 people in 2010.

The subject neighborhood in general can best be described as a mixed-use area featuring multi-family and single family residential uses, commercial uses and industrial uses. In the immediate vicinity of the subject, within a one-mile radius, land uses include agricultural, commercial development, single family uses, plant nurseries, multi-family apartments, and neighborhood commercial uses. Within the larger neighborhood delineated by the boundaries cited above, a vast array of commercial and other supporting services are available. Homestead and South Dade County were adversely affected by the scaling back of the Homestead Air Reserve Base that is operating well below its prior capacity and the aftermath of Hurricane Andrew that devastated the area in 1992. However, the last decade has provided record levels of home starts and growing commercial interest.

According to representatives of the Homestead/Florida City Chamber of Commerce, the main industries for the area are agriculture and tourism. The Homestead Motorsports Complex is an area attraction and numerous tourists pass through the region along U.S. Highway 1 while en route to the Florida Keys. The 15 top employers for the Homestead/Florida City area, as provided by the Homestead/Florida City Chamber of Commerce, are: Dade County Public Schools, Florida Power and Light, Homestead Air Reserve Base, Homestead Hospital, Wal-Mart, Prime Outlets at Florida City, City of Homestead, Everglades/Biscayne National Parks, Sunrise Community, Community Bank, Adelphia Cable, BellSouth, City of Florida City, Miami-Dade Community College (Homestead Campus) and Keys Gate/Florida Design.

Commercial Development Commercial development is present in the subject neighborhood, with most commercial development along the major roadway of U.S. Highway 1. U.S. Highway 1 provides the largest amount of established commercial services to the subject property and offers a vast array of services, including but not limited to, the following: grocery anchored shopping centers, big box retailers, Outlet Mall, restaurants, auto repair, car sales, gas stations, hotels, banks, discount centers and local and national retailers.

Scattered commercial development is also present along portions of Flagler Avenue, Krome Avenue, Palm Biscayne Drive. Campbell Drive provides the closest commercial services to the subject property. The approximate 2.5 mile corridor east of U.S. Highway 1 to just east of the Florida Turnpike is undergoing a surge of retail development. A 139,410 square foot Lowes home improvement store plus a 31,659 square foot garden center was completed in 2010 at the southeast corner of Campbell Drive and Farm Life School Road.

One of the primary factors influencing this surge is the May 2007 completion of the new $135 million Homestead Hospital on the north side of Campbell Drive, just east of the Florida Turnpike. This facility is part

19-PTR MERIDIAN APPRAISAL GROUP, INC. 57 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 NEIGHBORHOOD ANALYSIS (CONT D) of the Baptist Health System. Development continues to be influenced by the growth in the medical sector in the area surrounding this medical facility.

A major new development in the area is the Larkin Community Hospital medical school campus being developed on 48 acres along the north side of SW 280th Street over the next 10 years at an estimated cost of $68 million. To be known as the Larkin Health Sciences Institute, the facility will include a College of Nursing, a College of Pharmacy, a College of Osteopathic Medicine and, eventually, a College of Dentistry with approximately 100 students enrolling in each area of study. They also plan to include health career focused charter schools for middle and high school students on the campus. A nearby temporary facility began accepting students in 2016 while the timing of the Naranja campus groundbreaking has been postponed and is currently uncertain.

The 105,000 square foot Oasis Plaza shopping center, the first major shopping center in the area after many years (completed March 2007) that helped to rejuvenate the South Dade County retail market, is located across Campbell Drive from the hospital. The center has a Publix supermarket for an anchor and out-parcels for

northwest quadrant of the Florida Turnpike and Campbell Drive. This project has two, three-story buildings totaling 90,000 square feet. The first floor has 30,000 square feet of retail space while the 60,000 square feet in the upper floors is medial/professional office space. A theater are on three of the out-parcels. Two projects were also developed at the intersection of Tallahassee Road and Biscayne Drive in Northeast Homestead. These are Biscayne Shops, a retail project on 16.5 acres and a 135,000 square foot Home Depot.

Additional shopping outside of the subject neighborhood is located about five miles northeast of the subject, in the Cutler Ridge area. The Southland Mall is located in the southwest quadrant of U. Turnpike. The mall has over 100 stores, including JC Mart and Ross Dress-For-Less store are also located on out-parcels. A number of restaurants and specialty stores are located in and around the mall. The area between the subject neighborhood and the mall area is rural and light industrial in character, with a number of packing plants for the surrounding farms. Thus, the subject site has access to necessary commercial services both in and near the subject neighborhood.

Industrial Development Industrial development is present in the subject neighborhood with uses ranging from small freestanding

Office Development Scattered office uses are also located along the subjec of any organized office parks in the subject neighborhood. The new hospital has spurred interest in new medical office development to the east of Homestead.

Institutional Properties The subject neighborhood is home to several institutional properties including, but not limited to the following: the Homestead Air Reserve Base, Miami-Dade Community College Homestead Campus, and Homestead General Aviation Airport. Several schools are also located in the neighborhood including elementary, middle and high schools.

Recreational Properties Several recreational properties are located in the subject neighborhood including, the Homestead Motorsports Complex which offers NASCAR and Grand Prix racing and is a tourist attraction for the area, the Keys Gate golf course, and several parks.

Multi-family Development The subject neighborhood contains several multi-family apartments, most of which offer restricted rental rates for low income tenants. For rent multi-family development in the subject neighborhood is primarily concentrated along or off the South Dixie Highway, Biscayne Drive, Campbell Drive, and Mowry Drive. 19-PTR MERIDIAN APPRAISAL GROUP, INC. 58 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 NEIGHBORHOOD ANALYSIS (CONT D) Transportation The entire subject neighborhood is characterized by average accessibility and transportation facilities. The main roadways in the subject neighborhood are as follows: the Florida Turnpike, U.S. Highway 1, Krome Avenue, Biscayne Drive, Campbell Drive, and Palm Drive.

Conclusion The subject neighborhood is a mixed-use area that encompasses the southwestern portion of Miami-Dade County just north of the city of Homestead and south of the city of Miami, with single family neighborhoods, scattered multi-family uses and light-industrial uses and commercial/retail corridors including tourist oriented uses. The subject neighborhood is about 65% built-up with significant amounts of vacant developable land scattered throughout the area. There are necessary supporting commercial services for residential development and several employment centers within proximity to the subject. There is significant multi-family development (including average quality market rate and affordable housing, condominiums and older small projects) in the neighborhood. Demand for market rate apartments in the area is significant, suggesting that the subject neighborhood should continue to receive market acceptance as a multi-family location.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 59 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

SURVEY

19-PTR MERIDIAN APPRAISAL GROUP, INC. 60 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

SITE PLAN

19-PTR MERIDIAN APPRAISAL GROUP, INC. 61 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

SITE ANALYSIS Location The subject is located on the southeast side of South Dixie Highway (U.S. Highway 1) just southwest of SW 260th Street in the Naranja area of unincorporated Miami-Dade County, Florida. The mailing address is 26115 South Dixie Highway, Miami, Florida 33032-6615.

Access/Exposure The site has one access point along the southeast side of South Dixie Highway. No other access is available or necessary. The site has good exposure.

Area and Dimensions According to the survey provided, the subject site contains about 139,169 square feet, or 3.195 acres. The site is irregular in shape with frontage of 200' along the southeast side of South Dixie Highway.

Topography and Drainage of adjacent roadways. Drainage appears to be adequate. We observed no apparent drainage problems when we inspected the subject site. However, we assume no responsibility for hidden or unapparent conditions beyond our expertise as appraisers.

Soil Conditions/Types A visual inspection by the appraisers of the soil revealed no apparent adverse conditions. We assume no responsibility for hidden or unapparent conditions beyond our expertise as appraisers.

Utilities and Services The following utilities providers serve the subject site. Water and sewer are extended to the site.

Water Miami-Dade County Sewer Miami-Dade County Electricity Florida Power & Light Telephone AT&T Police Miami-Dade County Fire/Rescue Miami-Dade County

Easements and Encroachments We are not aware of any atypical easements or encroachments encumbering the subject that would impede development. The survey indicates drainage, public utility, and sanitary sewer easements. We reserve the right to revise our report accordingly should it be found that any atypical easements or encroachments exist on the subject site.

Hazardous or Toxic Materials No hazardous or toxic materials were observed and none came to our attention during our physical property inspection. Please refer to Item 12 of the "General Assumptions" of this report for a full disclaimer. We were provided with a Phase I Environmental Site Assessment for the subject site prepared by Hydrologic Associates U.S.A., Inc. dated April 21, 2017. The assessment revealed no evidence of recognized environmental conditions in connection with the property.

Surrounding Land Uses To the north is retail/commercial, to the south is vacant lot, to the east is multi-family and to the west is multi- family.

Conclusion The subject site is of a size and configuration that appears to be well suited for a variety of developments, including rental apartments. Overall, exposure and access are considered average to good for multi-family purposes and the location of the site is proximate to neighborhood shopping, employment and educational

19-PTR MERIDIAN APPRAISAL GROUP, INC. 62 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 SITE ANALYSIS (CONT D) facilities. All necessary utilities and services are available to the site to support the proposed development. Based on these investigations, we are of the opinion that the subject site is suitable for a multi-family development.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 63 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

HIGHEST AND BEST USE ANALYSIS In order for a property to be at its highest and best use, it must be reasonably probable, legally permissible, physically possible, financially feasible and maximally productive. Consideration must be given to the individual characteristics of the land such as size, shape, accessibility, location and availability of necessary utilities. Specific attention must be directed toward the legal and permissible use and any probable modifications of that use. Finally, consideration must be given to the surrounding land uses and the current and future demand for property in the real estate market.

An analysis of the highest and best use of any property actually involves two separate studies:

1. an analysis of the site as if vacant and ready to be put to its highest and best use and, 2. an analysis of the property as proposed to be improved.

As Vacant Legally Permissible Uses The first step in the highest and best use is to determine the legally permissible land uses considering the present zoning. The subject property is zoned NCUC (UC-MC), Naranja Urban Center (Urban Core - Mixed Use), by Miami-Dade County. The future land use designation is Mixed-Use. The zoning and future land use allows a variety of uses including multi-family. Considering the surrounding uses, multi-family is the most compatible use.

Physically Possible Uses The subject site is of a size and configuration that appears to be well suited for a variety of developments, including rental apartments. Overall, exposure and access are considered average to good for multi-family purposes and the location of the site is proximate to neighborhood shopping, employment and educational facilities. All necessary utilities and services are available to the site to support the proposed development. Based on these investigations, we are of the opinion that the subject site is suitable for a multi-family development.

Based on these investigations, we are of the opinion that the subject site is suitable for apartment development.

Logical and Economically Feasible Uses Based on development costs for currently proposed apartment projects and attainable rents, new construction would likely be possible at the subject location. Given the previous information, and relying upon data presented in the Neighborhood Data, Apartment Market Overview and Regional Data sections of this report, we are of the opinion that the highest and best economic use of the subject property would be for development of a rental community of average to good quality.

Miami-Dade County is a fast growing area that has attracted numerous retirees and a large working age population. Transportation needs are provided by road, air, rail and water. Housing development is present in both the single family and multi-family segments in response to increases in the population. Overall, the economic outlook for the region appears favorable into the foreseeable future and we anticipate that real estate values will remain stable, with increasing tendencies.

he apartment market within Miami-Dade County consists of a wide variety of unit types ranging from older subsidized housing, older market rate projects, newer affordable projects and new luxury market rate projects. The subject is located in the Homestead/South Dade submarket which is one of 16 submarkets in Miami-Dade County. Vacancy rates in Miami-Dade County are slightly higher than the average of the past five years due to the high number of recent completions, however, vacancy rates in the Homestead/South Dade sub-market are somewhat higher than the average of the past five years due to the high number of recent completions in the past year. Rental rates in the county and sub-market have steadily increased over the past five years. The Homestead/South Dade submarket has the eighth largest inventory in Miami-Dade County, the fourth highest number of deliveries in the past 12 months, the fourth most units under construction, the 15th lowest (second highest) vacancy rates, the fourth highest number of units absorbed over the past 12 months and the 16th highest

19-PTR MERIDIAN APPRAISAL GROUP, INC. 64 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 HIGHEST AND BEST USE ANALYSIS (CONT D) (lowest) average rental rates in the Metro Area. Overall, the Homestead/South Dade submarket is an improving apartment location in Miami-Dade County that is currently experiencing very strong growth.

The subject neighborhood is a mixed-use area that encompasses the southwestern portion of Miami-Dade County just north of the city of Homestead and south of the city of Miami, with single family neighborhoods, scattered multi-family uses and light-industrial uses and commercial/retail corridors including tourist oriented uses. The subject neighborhood is about 65% built-up with significant amounts of vacant developable land scattered throughout the area. There are necessary supporting commercial services for residential development and several employment centers within proximity to the subject. There is significant multi-family development (including average quality market rate and affordable housing, condominiums and older small projects) in the neighborhood. Demand for market rate apartments in the area is significant, suggesting that the subject neighborhood should continue to receive market acceptance as a multi-family location.

Occupancy rates in the projects are strong and the subject property is well located for an average to good quality project, due to the character of the neighborhood, transportation linkages and employment opportunities in the region. Alternative uses are for-sale single family product and for-sale multi-family product. However, multi- family rental is the most likely.

The highest and best use as vacant is for multi-family rental development in conformance with zoning and future land use regulations.

The subject is assumed to be approved for construction of an approximately 180 unit apartment complex (see Extraordinary Assumptions). The site is currently improved with an operating restaurant building with parking lot and ancillary buildings; we have assumed that the subject property is vacant land for the purposes of this report (see Extraordinary Hypothetical Conditions).

The proposed improvements should be physically well-suited for their intended use. The proposed improvements are assumed to comply with zoning. We have assumed that the site and building plans will be approved as described herein.

As discussed on the preceding page, the affordable apartment market in Miami-Dade County appears to be stabilized. Over the long-term, mark expected to be good. The subject is expected to generate a positive net operating income. Therefore, we conclude that the subject improvements are generally consistent with the highest and best use of the site as if vacant.

The highest and best use as proposed is for use as a multi-family rental community. The subject as proposed to be improved should be well accepted in the market.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 65 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

MARKETABILITY AND EXPOSURE PERIODS Introduction During the course of our research for this appraisal assignment we spoke with several real estate professionals involved in marketing and sales of rental projects similar to the subject improvements in order to understand the marketability of the subject property. We also surveyed representatives of various financial institutions to obtain their current lending criteria for properties similar to the subject structure. The information gained from these conversations is summarized below:

1. Who would be the typical purchaser of a property like the subject property? The most likely purchasers of the subject as developed would be a regional or national investor.

2. What would be a typical selling commission? A typical commission for this type of property would be between 2% to 4%. As the dollar amount of the transaction increases, the commission would decrease correspondingly.

3. What would be the expected marketing and exposure periods? An exposure period of 12 months from open to close would be typical. A marketing period of six to 12 months would be typical.

4. What type of lending criteria would be typical for the subject property? Typical permanent loan parameters for good quality projects are: an interest rate ranging from 200 to 350+ basis points above five to 10 year treasuries, a loan to value ratio of 80% to 90%; a 15-18 year balloon and a 30 to 35 year amortization period.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 66 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

VALUATION PROCEDURE The valuation of real estate lends itself to the application of the three traditional approaches to value: the Cost Approach, the Income Approach and the Sales Comparison Approach.

The Cost Approach analyzes the relationship between value and cost as perceived by the investor. By applying this technique, the appraiser tends to estimate the difference in worth to a buyer between the property being appraised and a newly constructed site with similar utility. The application of this approach involves estimating a number of individual components such as land value, reproduction or replacement costs, entrepreneurial profit, and accrued depreciation. This technique is most applicable when appraising relatively new construction with a limited amount of accrued depreciation; however, it is also useful (but less effective) when appraising older structures. The Cost Approach is applied, as the subject is proposed.

The Sales Comparison Approach involves a detailed analysis and comparison of similar properties that recently sold in a similar or competitive market. When reduced to an appropriate unit of comparison, these transactions can be adjusted for pertinent differences such as time, market conditions, financing, location and/or physical characteristics. If a sufficient number of sales are available, the resulting value indication is a reflection of the price a buyer is willing to pay for a property exhibiting characteristics similar to the subject. The interpretation of a number of indications of market price should lead to a logical estimate of market value.

The Income Approach is based on the premise that a prudent investor would pay no more for the subject property than for another investment with similar risk and return characteristics. Since the value of an investment can be considered equal to the present worth of anticipated future benefits in the form of dollar income or amenities, this approach estimates the present value of the net income that the property is capable of producing. This amount is capitalized at a rate reflecting risk to the investor and the amount of income necessary to support debt service for the mortgage requirement.

We have provided a value of the subject site as if vacant land using the Sales Comparison Approach.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 67 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

VALUATION AS A MARKET RENTAL PROPERTY Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALES COMPARISON APPROACH Land Value Estimate In order to estimate the value of the subject site, we have used the Sales Comparison Approach, which directly compares the subject site to sales of similar sites that have occurred within the subject region. The reliability of this technique is dependent upon the degree of comparability of each sale to the subject, market conditions at the time of sale, verification of pertinent data and the absence of unusual conditions that influence the sale. A detailed discussion of each comparable sale is presented on the following pages, along with a location map indicating their proximity to the subject site.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 69 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALES MAP

19-PTR MERIDIAN APPRAISAL GROUP, INC. 70 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALE 1

LOCATION DATA Record Number: 1203 Property Name: Fair Oaks Address: 29003 South Dixie Highway Leisure City, Miami-Dade County FL 33033 Long/Lat: W80.447778/N25.497029 MSA: Miami-Fort Lauderdale-Pompano Beach Location: SE/S US Hwy. 1 S. of SW 288th St. (Biscayne Dr.) Tax Parcel No.: 30-7905-000-0380

SALES DATA Sale Date: December 17, 2018 Sale Price $2,600,000 Adjusted Sale Price: $2,600,000 Grantor: Maria Elena Wollberg, Trustee Grantee: Fair Oaks, LLC (Landmark Companies) OR Book/Page: 31069/3881 Property Rights: Fee Simple Conditions of Sale: Typical Financing: Cash Verification: Public Records and Francisco Rojo for grantee by Mark Davis, October 5, 2018. Three Year History: No recorded sales over the previous three years

SITE DATA Property Use: Multi-family Land Gross Acres: 3.380 Specific Use: Affordable apartments Gross SF: 147,233 Primary Frontage: Usable Acres: 2.190 Second Frontage: None Usable SF: 95,396 Amenity Frontage: None Units: 124 Access/Exposure: Average/Good Density: 36.69 per gross acre Topography: Level Utilities: To site Shape: Irregular Retention: Off-site Zoning: LCCUC, Mixed Use

ANALYSIS Price/Gross Acre: $769,231 Price/ Gross SF: $17.66 Price/Usable Acre: $1,187,220 Price/Usable SF: $27.25 Adj. Price/Gross AC: $769,231 Adj. Price/Gross SF: $17.66 Adj. Price/Usable: $1,187,220 Adj. Price/Usable SF: $27.25 Price/Unit: $20,968 Adj. Price/Unit: $20,968

COMMENTS: The site is proposed for a 124 unit affordable apartment project for the general population (families). The contract was contingent upon obtaining tax credits. The site has frontage along the southwest side of US 1 (The Dixie Highway). The parent tract contains 3.38 acres of which approximately 1.19 acres will be dedicated as right-of-way along the southern boundary of the parcel.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 71 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALE 2

LOCATION DATA Record Number: 1347 Property Name: Cannery Row at Redland Crossings Address: Not Available Leisure City, Miami-Dade County FL 33033 Long/Lat: W80.425500/N25.522600 MSA: Miami-Fort Lauderdale-Pompano Beach Location: W/S Busway/Old Dixie Highway & N/S SW 264th St. (Bauer Dr.) Tax Parcel No.: 30-6927-015-0010

SALES DATA Sale Date: October 30, 2019 Sale Price $2,750,000 Adjusted Sale Price: $2,750,000 Grantor: Country View, LLC Grantee: Everglades Housing Trust, Inc. OR Book/Page: 31069/3881 Property Rights: Fee Simple Conditions of Sale: Typical Financing: Cash Verification: Public Records and Jennifer Sanz for grantee (305-854-7100) by Mark Davis, June 24, 2019. Three Year History: No recorded arm's length sales over the previous three years

SITE DATA Property Use: Multi-family Land Gross Acres: 2.903 Specific Use: Affordable Apartments Gross SF: 126,455 Primary Frontage: Usable Acres: 2.903 Second Frontage: Usable SF: 126,455 Amenity Frontage: None Units: 112 Access/Exposure: Average/Good Density: 38.58 per gross acre Topography: Level Utilities: To site Shape: Irregular Retention: Off-site Zoning: NCUC, Mixed Use

ANALYSIS Price/Gross Acre: $947,296 Price/ Gross SF: $21.75 Price/Usable Acre: $947,294 Price/Usable SF: $21.75 Adj. Price/Gross AC: $947,296 Adj. Price/Gross SF: $21.75 Adj. Price/Usable: $947,294 Adj. Price/Usable SF: $21.75 Price/Unit: $24,554 Adj. Price/Unit: $24,554

COMMENTS: The site is proposed for a 112 unit affordable apartment project for the Elderly. The contract was contingent upon obtaining tax credits. The site has frontage along the northwest side of South Miami-Dade Busway/Old Dixie Highway that runs parallel to and just west of US Hwy. 1. The site has a long, thin, irregular shape. The contract was signed on September 14, 2018.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 72 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALE 3

LOCATION DATA Record Number: 938 Property Name: Verbena Address: 28140 South Dixie Highway Naranja, Miami-Dade County FL 33033 Long/Lat: W80.442239/N25.504202 MSA: Miami-Fort Lauderdale-Pompano Beach Location: NW/S U.S. Highway 1 and SE/S South Miami-Dade Busway/Old Dixie Highway Tax Parcel No.: 30-7904-000-0231

SALES DATA Sale Date: September 27, 2018 Sale Price $1,750,000 Adjusted Sale Price: $1,750,000 Grantor: Bushhog Homestead, LLC Grantee: Verbena, LLC OR Book/Page: 31159/738 Property Rights: Fee simple Conditions of Sale: Typical Financing: Cash to seller Verification: Public Records and David Deutch for grantee; contract (305-854-7100) by Mark Davis, August 25, 2017. Three Year History: No arm's length sales over previous three years.

SITE DATA Property Use: Multi-family Land Gross Acres: 2.400 Specific Use: Affordable Apartments Gross SF: 104,544 Primary Frontage: Usable Acres: 2.400 Second Frontage: Usable SF: 104,544 Amenity Frontage: None Units: 110 Access/Exposure: Average/Good Density: 45.83 per gross acre Topography: Flat Utilities: To site Shape: Rectangular Retention: Zoning: UC-MC, Mixed Use

ANALYSIS Price/Gross Acre: $729,167 Price/ Gross SF: $16.74 Price/Usable Acre: $729,167 Price/Usable SF: $16.74 Adj. Price/Gross AC: $729,167 Adj. Price/Gross SF: $16.74 Adj. Price/Usable: $729,167 Adj. Price/Usable SF: $16.74 Price/Unit: $15,909 Adj. Price/Unit: $15,909

COMMENTS: This site is proposed for the 110 unit affordable apartment project to be known as Verbena. The contract was originally scheduled to close by September 30, 2017 but was extended several times.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 73 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALE 4

LOCATION DATA Record Number: 546 Property Name: Coral Bay Cove Address: SW 260th Street Naranja, Miami-Dade County FL 33033 Long/Lat: W80.419585/N25.526188 MSA: Miami-Fort Lauderdale-Pompano Beach Location: NW/C SW 260th St. & SW 144th Ave. Tax Parcel No.: 30-6927-000-0380;0381; 0382 &

0490; 30-6927-13-0010, 0020 & 0030

SALES DATA Sale Date: March 29, 2018 Days on Market: 5 years Sale Price $4,180,000 Adjusted Sale Price: $4,180,000 Grantor: Cedar Parc Alliance, LLC Grantee: Coral Bay Cove, LLC OR Book/Page: 30921/3581 & 3584 Property Rights: Fee Simple Conditions of Sale: Typical Financing: Cash Verification: Public Records and Francisco Rojo for grantee (305-538-9552) by Mark Davis, October 15, 2018. Three Year History: No transactions over previous three years.

SITE DATA Property Use: Mixed Use Gross Acres: 7.730 Specific Use: Affordable Apartments Gross SF: 336,719 Primary Frontage: Usable Acres: 7.730 Second Frontage: Usable SF: 336,719 Amenity Frontage: None Units: 224 Access/Exposure: Average/Good Density: 28.98 per gross acre Topography: Level Utilities: To the site Shape: Irregular Retention: Zoning: NCUC-ID, Multi-Family

ANALYSIS Price/Gross Acre: $540,750 Price/ Gross SF: $12.41 Price/Usable Acre: $540,750 Price/Usable SF: $12.41 Adj. Price/Gross AC: $540,750 Adj. Price/Gross SF: $12.41 Adj. Price/Usable: $540,750 Adj. Price/Usable SF: $12.41 Price/Unit: $18,661 Adj. Price/Unit: $18,661

COMMENTS: This site is approved for an affordable elderly project to be known as Coral Bay Cove containing 224 apartment units. The buyer is the Landmark Companies. The contract was contingent on the buyer's obtaining housing credits.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 74 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND CONTRACT 5

LOCATION DATA Record Number: 522 Property Name: Madison Point Address: 26225 S. Dixie Highway Naranja, Miami-Dade County FL 33032 Long/Lat: W80.422732/N25.522498 MSA: Miami-Fort Lauderdale-Pompano Beach Location: E/S US Hwy. 1, S/S Henderson St. & N/S Bauer Dr. (SW 264th St.) Tax Parcel No.: 30-6927-000-0371 & 0372; 30-6927- 004-0011, 0030 & 0040

SALES DATA Sale Date: July 28, 2019 Sale Price $4,972,000 Grantor: Richard A Swentek Grantee: 27077 SFH LLC Property Rights: Fee Simple Conditions of Sale: Typical Financing: Cash Verification: Public Records and Richard Swentek - Owner (305-453-0109) by Mark Davis, July 29, 2019. Three Year History: No sales over previous three years.

SITE DATA Property Use: Mixed Use Gross Acres: 4.210 Specific Use: Affordable Apartments Gross SF: 183,388 Primary Frontage: Usable Acres: 4.210 Second Frontage: Usable SF: 183,388 Amenity Frontage: Bauer Dr. Units: 263 Access/Exposure: Good/Good Density: 62.43 per gross acre Topography: Level Utilities: To site Shape: Irregular Retention: Off-site Zoning: NCUC, Mixed Use

ANALYSIS Price/Gross Acre: $1,180,998 Price/ Gross SF: $27.11 Price/Usable Acre: $1,180,995 Price/Usable SF: $27.11 Price/Unit: $18,905

COMMENTS: The site is currently under contract to an affordable developer that will be seeking funding in the next round, but due to a confidentiality agreement, the owner/broker could not disclose the contract price, so we have used the most recent asking price. The project is proposed for 263 total apartment units including 185 affordable units and 78 market rate units; in four, four-story mid-rise buildings with 14,408 SF of ground floor retail space and 204 surface parking spaces.

The proposed site plan includes a roadway that will run from Henderson Road south to Bauer Drive which will bisect the site and essentially be considered an interior roadway. The above site calculations are net of the proposed roadway and based on the number of units previously approved for the site.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 75 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

LAND SALE SUMMARY Subject Property Land Sale 1 Land Contract 2 Land Sale 3 Land Sale 4 Land Contract 5 26115 Dixie Highway Site Fair Oaks Cannery Row Verbena Coral Bay Cove Madison Point Naranja Leisure City Leisure City Naranja Naranja Naranja Sale Date Current Contract Dec-18 Current Contract Sep-18 Mar-18 Current Contract Sale Price $4,500,000 $2,600,000 $2,750,000 $1,750,000 $4,180,000 $4,972,000 Land Size (Gross Acres) 3.19 3.38 2.90 2.40 7.73 4.21 No. of Units 180 124 112 110 224 261 Zoning NCUC (UC-MC) LCCUC NCUC UC-MC NCUC-ID NCUC Frontage/Exposure Average/Good Average/Good Average/Good Average/Good Average/Good Average/Good Sale Price/Acre $1,408,503 $769,231 $947,296 $729,167 $540,750 $1,180,998 Sale Price/Unit $25,000 $20,968 $24,554 $15,909 $18,661 $19,050

Property Rights Conveyed Fee Simple Fee Simple Fee Simple Fee Simple Fee Simple Fee Simple Financing Cash Cash Cash Cash Cash Cash Conditions of Sale Typical Typical Typical Typical Typical Typical Market Conditions 0% 0% 0% 0% 0% 0% Adjusted Price/Unit $25,000 $20,968 $24,554 $15,909 $18,661 $19,050 Location 0% 0% 0% 0% 0% Physical 0% 0% 0% 0% 0% Size 0% 0% 0% 5% 5% Zoning 0% 0% 0% 0% 0% Other 0% 0% 0% 0% 0% Net Adjustment 0% 0% 0% 5% 5% Indicated Price/Unit $20,968 $24,554 $15,909 $19,594 $20,002

Conclusion: 180 Subject Units @ $24,000 $4,320,000 Value As Though Vacant $4,320,000

19-PTR MERIDIAN APPRAISAL GROUP, INC. 76 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 LAND SALES COMPARISON APPROACH (CONT D) Adjustments Typically, land sales adjustments are based on direct, paired sales analysis where possible. However, exact mathematically extracted adjustments are not readily available due to the variety of differences between the sales. Therefore, the following adjustments were based primarily on the experience and judgment of the appraiser.

Property Rights Conveyed All of the transactions involved the sale of the fee simple interest; therefore, no adjustments are required for property rights conveyed.

Financing All of the sales involved direct payment of cash to seller, or cash equivalent mortgage terms, so no adjustments are applied for financing.

Condition of Sale All of the sales reportedly involved typically motivated buyers and sellers, so no adjustments are necessary.

Market Conditions This adjustment is often necessary to older sales in order to reflect current market conditions. In most Florida markets demand spiked for multi-family land about six to seven years ago. After this time period demand moderated due to saturation in the multi-family for-sale market and the economic recession. Market conditions have improved for apartments and demand has improved for multi-family land. In order to recognize current market trends we have only used recent sales and contracts. The closed sales we used for this analysis range in age from March 2018 to December 2018. Demand and sale prices have been relatively stable over the time frame of the sales and are reflective of current market conditions; therefore, no adjustments are applied. However, there appears to be some developing upward pressure on prices in the area recently based on discussions with market participants and we have put most weight on the most recent sales and the current contract.

Location Location adjustments take into consideration road frontage (visibility/exposure), access and surrounding developments, etc. The subject is located in a mixed-use area with close proximity to commercial services and transportation linkages. The subject site has average exposure for multi-family use. The subject is located in the Naranja area of unincorporated Miami-Dade County south of the city of Miami and north of the city of Homestead.

In addition, we have looked at median household incomes within a three-mile ring of each of the land sales and come is $46,134. The average median income for the home value is $203,765. The average three mile median home value for the land sales is $190,211.

Sale No. Project Median Income Med. Home Value Subject 26115 Dixie Highway Site $46,134 $203,765 1 Fair Oaks $43,956 $185,887 2 Cannery Row at Redland Crossings $42,775 $192,942 3 Verbena $42,059 $185,679 4 Coral Bay Cove $43,267 $182,784 5 Madison Point $46,134 $203,765

Land Sale No. 1 is located in Leisure City near the subject and has not been adjusted. Land Sale No. 2 is located in Leisure City near the subject and has not been adjusted. Land Sale No. 3 is located near the subject in Naranja and was not adjusted. Land Sale No. 4 is also located in Naranja, and was not adjusted. Land Sale No. 5 is located in Naranja and was not adjusted.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 77 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 LAND SALES COMPARISON APPROACH (CONT D) Physical The comparable sites are considered reasonably similar physically as compared to the subject. Since we have analyzed the land sales on a per unit basis, the developable area of the site is primarily considered. Thus, deductions for wetlands, etc. are not necessary. The subject and the comparables are reasonably similar requiring no adjustment.

Size (Number of Units) The subject property is proposed to be developed with 180 units. The sales ranged from 110 to 261 units and average 166 units. Land Sale Nos. 1, 2 and 3 are similar in size and were not adjusted. Land Sale Nos. 4 and 5 are proposed for a significantly higher number of units and were adjusted upward.

Zoning All of the sales either had zoning designations that allowed multi-family development at the time of contract or were contingent upon rezoning approval. Therefore, all of the sales are considered to be similar to the subject in regards to zoning.

Other The subject does not have amenity frontage or access to shared amenities. The comparable sites do not have lake-frontage or access to amenities; therefore, are similar to the subject in this regard and are not adjusted.

Other Land Contracts Several projects, including the subject, applied for funding in Miami-Dade County for Housing Credits or funding from the Florida Housing Finance Corporation. The following chart summarizes the land contracts from Miami-Dade County as well as a few from neighboring or similar Counties:

Project Name County Demo Units Price Price/Unit Northside Commons Miami-Dade Disabled 80 $2,000,000 $25,000 Casa Juarez Miami-Dade Farmworkers 32 $540,000 $16,875 Healthcare Sr. Housing Miami-Dade Elderly 76 $1,900,000 $25,000 Paradise Lakes Miami-Dade Family 76 $2,800,000 $36,842 Casaluna Miami-Dade Family 79 $2,500,000 $31,646 Cordova Estates Miami-Dade Family 160 $1,300,000 $8,125 Las Brisas Estates Miami-Dade Family 110 $4,200,000 $38,182 Redland Oaks Miami-Dade Family 110 $3,960,000 $36,000 Average 90 $27,209

Value Conclusion of Subject Site as Vacant Land The sales reflect adjusted value indications of $15,909 to $24,554 per unit with an average of $20,205 per unit. We have reconciled at $24,000 per unit, or $4,320,000* (rd.).

* Please see the Extraordinary Assumptions and Hypothetical Conditions.

19-PTR MERIDIAN APPRAISAL GROUP, INC. 78 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

ADDENDA Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

QUALIFICATIONS OF ROBERT VON, PRESIDENT

BUSINESS ADDRESS Meridian Appraisal Group, Inc. 1331 Sundial Point Winter Springs, Florida 32708 Phone: 407.637.8705 Fax: 407.875.1061 E-mail: [email protected]

FORMAL EDUCATION California State University, Northridge May 1986, Bachelor of Science in Business Administration, Real Estate Finance

REAL ESTATE EDUCATION Has completed course work for admission to the Appraisal Institute and all necessary for State-Certification and continuing education. A partial list of course work is as follows:

Course/Seminars/Continuing Education Real Estate Appraisal Principles Basic Valuation Procedures

Highest and Best Use and Market Analysis Appraising Troubled Properties Advanced Applications USPAP Update MAP Valuation Training for Third Party Appraisers

EXPERIENCE

President and Principal Responsible for the acquisition, co-ordination and review of appraisal assignments on real property. Also responsible for the preparation of appraisal assignments on various real property with specialization in multi-family apartments and A&D projects throughout Florida. Have completed over 1,000 affordable apartment projects for all demographic categories throughout the state of Florida.

President and Principal

Realvest Appraisal Services, Inc. Vice President and Principal Responsible for the acquisition, co-ordination and review of appraisal assignments on real property. Also responsible for the preparation of appraisal assignments on various real property with specialization in multi-family apartments and A&D projects throughout Florida.

Pardue, Heid, Church, Smith & Waller, Inc. Commercial Manager and Commercial Real Estate Analyst Responsible for the preparation and review of appraisal assignments on various real property including vacant land, subdivisions, retail centers, office buildings, apartments, industrial properties and special use properties. Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

QUALIFICATIONS OF ROBERT VON, PRESIDENT

Barnett Banks, Inc. Review Appraiser Responsible for reviewing reports for Special Assets and Corporate and Commercial Real Estate Department. Performed all appraisal reviews for the CFCRC, a consortium of 12 lending institutions.

HomeFed Bank, FSB Senior Review Appraiser Responsible for the ordering and review of full narrative appraisal reports for the entire east coast portfolio. Assignments completed in 14 states and the District of Columbia

CERTIFICATIONS & LICENSES State-Certified General Real Estate Appraiser RZ 1604

PROFESSIONAL AFFILIATIONS Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

QUALIFICATIONS OF MARK S. DAVIS, SENIOR APPRAISER

BUSINESS ADDRESS Meridian Appraisal Group, Inc. 1331 Sundial Point Winter Springs, Florida 32708 Phone: 407.637.8706 Fax: 407.875.1061 E-mail: [email protected]

FORMAL EDUCATION University of Florida, July 1982 Bachelor of Science in Business Administration, Risk Management

REAL ESTATE EDUCATION Has completed all courses necessary for State-Certification and continuing education. A partial list of course work is as follows:

Course/Seminars/Continuing Education Basic Appraisal Principles, Methods and Techniques

Capitalization A & B Case Studies in Real Estate Valuation Report Writing and Analysis

USPAP Update MAP Valuation Training for Third Party Appraisers

EXPERIENCE 2007 Present Meridian Appraisal Group, Inc. Senior Appraiser Responsible for the preparation of appraisal assignments on various real property including vacant land, subdivisions, retail centers, office buildings, apartments, industrial properties, mobile and recreational vehicle parks and special use properties. Have completed over 500 affordable apartment projects for all demographic categories throughout the state of Florida.

Realvest Appraisal Services, Inc. Senior Appraiser Responsible for the preparation of appraisal assignments on various real property including vacant land, subdivisions, retail centers, office buildings, apartments, industrial properties, mobile and recreational vehicle parks and special use properties.

Pardue, Heid, Church, Smith and Waller, Inc. Commercial Appraiser Responsible for the preparation of appraisal assignments for the firm on various real property.

Stanfield and Associates, Inc. Commercial Appraiser Responsible for the preparation of appraisal assignments for the firm on various real property.

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

QUALIFICATIONS OF MARK S. DAVIS, SENIOR APPRAISER

CERTIFICATIONS & LICENSES State-Certified General Real Estate Appraiser RZ 1229

Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

ENGAGEMENT LETTER Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

Florida Power & Light Company

July 23, 2019

Dilia Tabora Housing Trust Group LLC 3225 Aviation Avenue, Suite 602 Coconut Grove, Florida 33133

Re: Letter of Availability for Beacon Place at 26115 S. Dixie Hwy, Miami-Dade County Proposed Use: Multifamily apartment units

Dear Dilia:

This is to confirm that, at the present time, FPL has sufficient capacity to provide electric service to the above captioned property. This service will be furnished in accordance with applicable rates, rules and regulations.

Please provide the final site plan, site survey and electrical load data as soon as possible so the necessary engineering can begin.

Early contact with FPL is essential so that resources may be scheduled to facilitate availability of service when required.

Sincerely,

Kevin Lopez Engineer II

an FPL Group Company Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

FLORIDA HOUSING FINANCE CORPORATION VERIFICATION OF AVAILABILITY OF INFRASTRUCTURE – WATER

Name of Development: BEACON PLACE

Development Location: 26115 S DIXIE HWY, MIAMI-DADE COUNTY

At a minimum, provide the address number, street name and city and/or provide the street name, closest designated intersection and either the city (if located within a city) or county (if located in the unincorporated area of the county). The location of all Scattered Sites, if applicable, must also be included.

Number of Units in the Development: 200 This number must be equal to or greater than the number of units stated by the Applicant in the Exhibit A of the RFA.

The undersigned service provider confirms that, as of the date that this form was signed, the above referenced Development Location met the following:

1. Potable water is available to the proposed Development, subject to item 2 below.

2. To access such water service, the Applicant may be required to pay hook-up, installation and other customary fees, comply with other routine administrative procedures, provide easements, and remove, relocate, install or construct line extensions and other equipment, including but not limited to pumping stations, in connection with the construction of the Development. Execution of this document does not guarantee that water service will be available to the Applicant in the future and does not provide the Applicant with any vested rights to receive water service. The availability of water services is subject to the approval of all applicable governmental agencies having jurisdiction over these matters.

CERTIFICATION

I certify that the foregoing information is true and correct.

______Signature

Maria Capote Miami Dade Water & Sewer Department ______Print or Type Name Name of Entity Providing Service

Utility Unit Supervisor 3575 S Le Jeune Rd, Miami, FL 33133 ______Print or Type Title Address (street address, city, state)

09.05.2019 (786)268-5329 ______Date Signed Telephone Number (including area code)

This certification may not be signed by the Applicant, by any related parties of the Applicant, or by any Principals or Financial Beneficiaries of the Applicant. In addition, signatures from local elected officials are not acceptable. If there are alternations made to this form that change the meaning of the form, the form will not be accepted. (Form Rev. 8-18) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

FLORIDA HOUSING FINANCE CORPORATION VERIFICATION OF AVAILABILITY OF INFRASTRUCTURE – SEWER CAPACITY, PACAKGE TREATMENT, OR SEPTIC TANK

Name of Development: BEACON PLACE

Development Location: 26115 S DIXIE HWY, MIAMI-DADE COUNTY At a minimum, provide the address number, street name and city and/or provide the street name, closest designated intersection and either the city (if located within a city) or county (if located in the unincorporated area of the county). The location of all Scattered Sites, if applicable, must also be included. Number of Units in the Development: 200 This number must be equal to or greater than the number of units stated by the Applicant in the Exhibit A of the RFA.

The undersigned service provider confirms that, as of the date that this form was signed, the above referenced Development Location met the following: 1. Sewer Capacity or Package Treatment is available to proposed Development; or 2. There are no know prohibitions to installing a Septic Tank system with adequate capacity for the proposed Development location or, if necessary, upgrading an existing Septic Tank system with adequate capacity for the proposed Development location. To access such waste treatment service, the Applicant may be required to pay hook-up, installation and other customary fees, comply with other routine administrative procedures, provide easements, and/or remove, relocate, install or construct line extensions and other equipment, including but not limited to pumping stations, in connection with the construction of the Development. Execution of this document does not guarantee that waste treatment service will be available to the Applicant in the future and does not provide the Applicant with any vested rights to receive waste treatment service. The availability of waste treatment services is subject to the approval of all applicable governmental agencies having jurisdiction over these matters. For projects located within Miami-Dade County, the Applicant is advised that the right to connect the referenced property to the Department’s sewer system is subject to the terms, covenants and conditions set forth in court orders, judgements, consent orders, consent decrees and the like entered into between the County and the United States, the State of Florida, and/or any other governmental entity, including the Consent Decree entered on April 9, 2014, the United States of America, State of Florida and State of Florida Department of Environmental Protection v. Miami-Dade County, Case No. 1:12-cv- 2400-FAM, as well as all other current, subsequent or future enforcement and regulatory actions and proceedings.

CERTIFICATION

I certify that the foregoing information is true and correct.

______Signature

Maria Capote Miami Dade Water & Sewer Department ______Print or Type Name Name of Entity Providing Service

Utility Unit Supervisor 3575 S Le Jeune Rd, Miami, FL 33133 ______Print or Type Title Address (street address, city, state)

09.05.2019 (786)268-5329 ______Date Signed Telephone Number (including area code) This certification may not be signed by the Applicant, by any related parties of the Applicant, or by any Principals or Financial Beneficiaries of the Applicant. In addition, signatures from local elected officials are not acceptable. If there are alternations made to this form that change the meaning of the form, the form will not be accepted. (Form Rev. 8-18) Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

RAYMONDJAMES

September 13, 2019

Mr. Matthew Rieger Homestead 26115, LLC c/o Housing Trust Group, LLC 3225 Aviation A venue, Suite 602 Miami, FL 33 133

Re: Project: Beacon Place Company/Applicant: Homestead 26115, LLC Fund: To be determined Property Location: Miami-Dade County, Florida

Dear Mr. Rieger,

This letter of intent forconstruction and permanent financingw ill confirmour agreement ("Agreement") whereby Raymond James Tax Credit Funds, Inc. ("RJTCF") shall attempt to effecta closing ("Closing") of an investment by a Fund sponsored by RJTCF (the "RJTCF Fund") in the above named company ("Company") on the assumptions, terms, and conditions contained in this letter of intent, or such other assumptions, terms and conditions as are acceptable to you, RJTCF and the RJTCF Fund.

Based upon the Company receiving $1,764,203 in annual low income housing tax credits, and further based on terms and conditions as set forth below, the anticipated total equity investment of the RJTCF Fund in the Project (rounded to the nearest hundred) is $17,111,100 or $0.97 per low income housing tax credit allocated to the RJTCF Fund, subject to market conditions. The Applicant is the beneficiary of the equity proceeds. The RJTCF Fund anticipates purchasing $17,640,266 (99.99%) of the total low income housing tax credits allocated to the Applicant. The RJTCF Fund's net investment is anticipated to be funded based upon the following schedule:

• 25% ($4,277,775) paid prior to or simultaneous with the closing of construction financing

• 25% ($4,277,775) paid at 98% construction completion

• Balance ($8,555,550) paid at project stabilization and receipt of 8609s

• The amount of equity to be paid prior to construction completion shall be $8,555,550.

This letter of intent is subject to RJTCF's satisfactorycompletion of its normal due diligence, and is also subject to the approval by the Investment Committee of RJTCF of the terms and conditions of the investment in its sole discretion based on then current market conditions, including availability of investment fundsand pricing for tax credits.

Raymond James Tax Credit Funds, Inc. A Subsidiaryof Raymond James Financial, Inc. 880 Canllon Parkway • St Petersburg FL 33716 800-438-8088 Toll Free• 727-567-8455 Fax \ ISll tlUI \\ �h c;,h.:at"\\\\ RJ l ( I 'l'lll Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

NOT APPLICABLE Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403 Date Submitted: 2019-09-23 11:35:15.820 | Form Key: 5403

NOT APPLICABLE