MURIEL BOWSER
MAYOR
July 1, 2021
The Honorable Phil Mendelson
Chairman
Councilof the District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, NW
Suite 504
Washington, DC 20004
Dear Chairman Mendelson:
Pursuant to section 451 of the District of Columbia Home Rule Act (D.C. Official Code 1-
204.51) and section 202 of the Procurement Practices Reform Act (D.C. Official Code 2-
352.02), I have enclosed for consideration by the Council ofthe District of Columbia a contract in
excess of $1 million during a 12-month period, and associated contract summary, for a proposed
Joan in the amountof$13,065,659 to TM Jacob 1530 LLC from the Housing Production Trust
Fund.
The Department of Housing and Community Development (DHCD) proposes to provide a loan to
TM Jacob 1530 LLC in the amountof$13,065,659 from the Housing Production Trust Fund for
the purpose of financing certain eligible construction soft and hard costs, and the reimbursement
of predevelopment costs approved by DHCD for 101 units of affordable housing located at 1530
First Street, S.W., in Washington, D.C., in Ward 6.
Took for to the Council's favorable considerationof this proposed contract. Sincerely,
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Department of Housing and Community Development
COUNCIL CONTRACT SUMMARY
Pursuant to section 202(c) of the Procurement Practices Reform Act of 2010, effective April
8, 2011 (D.C. Law 18-371; D.C. Official Code 2-352.02(c)), the following contract
summary is provided:
(A) The proposed contractor, contract amount, unit and method of compensation, contract
term, and type of contract:
Proposed Contractor: TM Jacob 1530 LLC
Contract Amount: $13,065,659
Unit and Method of Compensation: Draw Schedule
Term of Contract: 42 yrs/3% Interest
Type of Contract: Loan agreement
(B) The goods or services to be provided, the methods of delivering goods or services, and
any significant program changes reflected in the proposed contract:
The Department of Housing and Community Development (DHCD) proposes to
provide a loan to TM Jacob 1530 LLC in the amount of $13,065,659 from the Housing
Production Trust Fund for the purpose of financing certain eligible construction soft
and hard costs, and the reimbursement of predevelopment costs associated with 101
affordable housing units located 1530 First Street, S.W., in Ward 6.
(C) Results, including the price and technical components:
DHCD received a request for funding from the borrower to be used for the purpose of
financing certain eligible construction soft and hard costs, and the reimbursement of
predevelopment costs associated with 101 affordable housing units located 1530 First
Street, S.W., in Ward 6.
Page 1 of 3
(D) The background and qualifications of the proposed contractor, including its
organization, financial stability, personnel, and prior performance on contracts with
the District government:
The Owner/Borrowing Entity will be TM Jacob 1530 LLC, a Joint Venture (JV) between UPO
Community Development Corporation (51% JV member), REBJ, Inc (39.2% JV Member)
and 1530 1st Street SW, LLC (9.8% JV Member). The property was acquired in March 2018 by
TM Associates who will be the sponsor/developer of the project. MDXL Flats is the second
development in Capitol Riverfront by the United Planning Organization and TM Associates. The
adjacent property, MDL Flats (aka 1550 1st Street SW), is an under construction, 79-unit property
and the only LIHTC funded development of its scale in the neighborhood. MDXL Flats applied
and was selected in the 2019 RFP.
(E) Performance standards and the expected outcome of the proposed contract:
The proposed DHCD loan proceeds will be used to provide a loan to TM Jacob 1530
LLC in the amount of $13,065,659 from the Housing Production Trust Fund for the
purpose of financing certain eligible construction soft and hard costs, and the
reimbursement of predevelopment costs associated with 101 affordable housing units
located 1530 First Street, S.W., in Ward 6. The project is consistent with DHCDs goal
of increasing affordable homeownership opportunities, especially for low-to-moderate
income residents. Additionally, the borrower is required to fulfill all conditions as set
forth in the loan agreement within the agreed upon time frames. Failure to fulfill the
terms of the loan agreement will constitute default.
(F) A certification that the proposed contract is within the appropriated budget authority
for the agency for the fiscal year and is consistent with the financial plan and budget
adopted in accordance with D.C. Official Code 47-392.01 and 47-392.02:
The loan will be funded through the Housing Production Trust Fund. Attached is the
certification that the proposed loan agreement is consistent with the Districts financial
plan and budget.
(G) A certification that the proposed contract is legally sufficient, including whether the
proposed contractor has any currently pending legal claims against the District:
A legal sufficiency memorandum from the Office of the General Counsel is attached.
(H) A certification that the proposed contractor is current with its District and federal
taxes or has worked out and is current with a payment schedule approved by the
District or federal government:
District and federal tax law compliance certifications are attached.
Page 2 of 3
(I) The status of the proposed contractor as a certified local, small, or disadvantaged
business enterprise as defined in the Small, Local, and Disadvantaged Business
Enterprise Development and Assistance Act of 2005, effective October 20, 2005 (D.C.
Law 16-32; D.C. Official Code 2-218.01 et seq.):
TM Jacob 1530 LLC is not a certified local, small, or disadvantaged business
enterprise.
(J) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:
None
(K) A statement indicating whether the proposed contractor is currently debarred from
providing services or goods to the District or federal government, the dates of the
debarment, and the reasons for debarment:
The proposed contractor is not currently debarred from providing services or goods to the
District or federal government. A debarment affidavit is attached.
(L) Where the contract, if executed, will be made available online:
The contract summary will be available at www.dhcd.dc.gov.
Page 3 of 3
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT
OFFICE OF THE GENERAL COUNSEL
MEMORANDUM
TO: Muriel C. Bowser
Mayor
THRU: Julia H. Wiley IRU-:
General Counsel
FROM: Michael E. McMiller
Assistant General Counsel
nsel
DATE: June 16, 2021
SUBJECT:
Proposed HPTF Loan in the Amount not to exceed Thirteen Million Sixty-Five
Thousand Six Hundred Fifty-Nine and 00/100 Dollars and Zero Cents
($13,065,659.00) from the District of Columbia, acting by and through the
Department of Housing and Community Development to TM Jacob 1530 LLC.
DHCD proposes to enter into the above subject Loan with the Borrower, a District of
Columbia limited liability company, for the purpose of financing certain eligible
acquisition, soft costs, construction hard costs, and the reimbursement of predevelopment
costs approved by DHCD for 101 (101) units of affordable housing located at 1530 First
Street, SW, Washington, D.C.
All units above described will be affordable to and rented exclusively to Very-Low or
Extremely-Low-Income-Households with incomes not to exceed 30% or 50%
respectively, of the area median family income (MFI) for the Washington Metropolitan
Statistical Area as determined by the U.S. Department of Housing and Urban
Development and adjusted for family size pursuant to the HPTF statutes. The unit mix is
as follows:
21 units shall be reserved for and rented to Extremely -ow Income Households
who are Qualified Tenants. These units shall be identified as LRSP Units and the
rents will be subsidized by LRSP funds paid to the Borrower from DCHA.
1
 x 80 units shall be reserved for and rented to Very-Low income Households who
are Qualified Tenants.
The Loan will be funded with HPTF monies in accordance with the requirements of the
HPTF statutes and regulations.
After a review of the Loan Agreement and construction specifics for this project, the
Office of the General Counsel for DHCD has determined the Loan Agreement to be
legally sufficient. If you have any questions concerning this Loan Agreement please
contact Michael E. McMiller, Assistant General Counsel for the District of Columbia
Department of Housing and Community Development, on 202-442-7777.
cc: Michael E. McMiller, Assistant General Counsel, OGC
Taura Smalls Legislative Affairs Specialist, DHCD
Erin Wilson, Deputy Manager,
Development Finance Division, DHCD
Bridgette Ashton, Project Manager,
Development Finance Division, DHCD
2
 Initial File #: L00006481732
Entity Type: LLC
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF CONSUMER AND REGULATORY AFFAIRS
CORPORATIONS DIVISION
CERTIFICATE
THIS IS TO CERTIFY that all applicable provisions of the District of Columbia Business
Organizations Code (Title 29) have been complied with and accordingly, this CERTIFICATE OF
GOOD STANDING is hereby issued to
TM JACOB 1530 LLC
WE FURTHER CERTIFY that the domestic entity is formed under the law of the District on
01/16/2020 ; that all fees, and penalties owed to the District for entity filings collected through the
Mayor have been paid and Payment is reflected in the records of the Mayor; The entity's most
recent biennial report required by 29-102.11 has been delivered for filing to the Mayor; and the
entity has not been dissolved. This office does not have any information about the entitys
business practices and financial standing and this certificate shall not be construed as the entitys
endorsement.
IN TESTIMONY WHEREOF I have hereunto set my hand and caused the seal of this office to
be affixed as of 5/27/2021 9:50 AM
Business and Professional Licensing Administration
Tracking #: CvdosJ1l
 Government of the District of Columbia
Office of the Chief Financial Officer 1101 4th Street, SW
Office of Tax and Revenue Washington, DC 20024
Date of Notice: June 10, 2021 Notice Number: L0005732135
TM JACOB 1530 LLC FEIN: **-***5518
1375 PICCARD DR STE 150 Case ID: 846721
ROCKVILLE MD 20850-4351
CERTIFICATE OF CLEAN HANDS
As reported in the Cle
As Clean Hands system, the above referenced individual/entity has no outstanding
Clea
C
liability
iability District oof Columbia Office of Tax and Revenue or the Department of Employment
ility with the Di
Services.
vices. above, the individual/entity has complied with DC Code 47-2862, therefore
ices. As of the date abov
this Certificate Hands is issued.
ertificate of Clean Hand
TITLE
TLE 47. TAXATION, LLICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
CHAP
SUBCHAPTER HANDS BEFORE RECEIVING A LICENSE OR PERMIT
PTER II. CLEAN HAN
HAND
CODE 47-2862 (2006)
D.C. CO
47-2862 PROHIBITION
ROHIBITION AGAINST
AGAIN ISSUANCE OF LICENSE OR PERMIT
AGAINS
Authorized By Marc Aronin
Chief, Collection Division
To validate this certificate, please visit MyTax.DC.gov. On the MyTax DC homepage, click the
Validate a Certificate of Clean Hands hyperlink under the Clean Hands section.
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
ASSOCIATES
AFFIDAVIT
SIGNED AFFIDAVIT ATTACHED
1, Robert B. Margolis, hereby attest that all members of the team, who are listed below, are
not listed in the ListofParties Excluded from Federal Procurement or Non-Procurement
Programs.
DEVELOPMENTTEAM
Owner: _TM Jacob 1530 LLC
Consultant (s):
Management Age TM Associates Management,Inc._
Attorney: Vorys, Sater, Seymour: and Pease LLP
Engineer(s): VIKA Capitol
Architect(s): PGN Architects
Other(s):
I further attest that no principal, major stockholder, officer, or director of the team is
debarred from participating a federal procurement or non-procurement program.
el. oP be ; od
jignatureofApplicant
Member
Title
Date
Sworn and subscribed to before Me
this Ihof 2021
Notary Public
41875 Piccard Drive, Suite 150, Rockville, Maryiand 20850 6a
240.683.0300 rentals@tmamgroup.com _ tmamgroup.com
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
PROFILE SUMMARY
(CONTRACTs TO PURCHASE, SELL, ACQUIRE, TRANSFER, LEASE OF REAL
PROPERTY/ EXCLUSIVE RIGHT AGREEMENTs/LOANs & GRANTs OVER $1M/INTRA-
DISTRICTs)
Contracting Agency: Dept. Housing and Community Development Agency Code:
Using Agency: Dept. Housing and Community Development Agency Code:
Loan/Grant/Lease Sub-recipient Name: TM Jacob 1530 LLC
Should the D.C. Council have any questions regarding this loan/grant/lease, please contact:
Bridgette Ashton (202) 442-7273
Project Managers Telephone Number
TYPE OF DOCUMENT SUBMITTED
1. Loan/Grant/Lease Modification 4. Unwritten or Informal Contract
2. Exercise of Grant Option Year (E. O.) 5. Lease of Real Property
3. Loan/Grant/Lease Agreement for: 6. Other:
TM Jacob 1530 LLC
LOAN/GRANT TYPE
1. Grant 4. Cost Reimbursement
2. Loan Price $13,065,659 5. Time and Material
3. Task Order 6. Advance Payment
Page 1 of 4
 GRANT/LOAN/LEASE INFORMATION
Grant/Loan/Lease No. : _DHCD Amount: $13,065,659 (HPTF)
Interest Rate: 3%
Does this Grant/Loan Amount exceed $1 million: Yes No
If yes, please attach a copy of the DC Council approval and provide the following information:
Date received: Date approved:
LEASE INFORMATION
Lease No.: Total Cost
Location: Annual Cost
Sq. Ft. Leased: Cost Per Sq. Ft.
Total Bldg. Sq. Ft.: % Sq. Ft. Leased By D.C.
BRIEF DESCRIPTION OF GRANT/LOAN/LEASE
SOURCE OF FUNDING
1. Appropriated 4. Intra-District
2. Capital 5. Inter-Jurisdictional
3. Grant ( ) 6. Other: HPTF
If procurement action is funded by grant or other non-capital or non-appropriated funds, will the
District need to expend some portion of its funds prior to receiving funds from the grantor or
other funding source?
Yes No N/A
If Yes, indicate the amount the District will need to expend and the percentage this amount
represents of the total funds required to support the effort. District Funds $
% .
Page 2 of 4
 CRITICAL ISSUES ASSOCIATED WITH GRANT/LOAN ACTION
1. Is this Grant/Loan one of multiple (more than one) Grants/Loans for similar goods, services, etc.,
awarded by the Agency to this subrecipient, or related entity, within the last twelve (12) months?
Yes No
2. Have reserved funds been obligated for payment? (If Yes, ensure documentation is included in
Grant/Loan File).
Yes No
3. Is the File complete? (If Yes, please attach pertinent documentation).
Yes No
4. Is the subrecipient a successor to or affiliated with another individual or business that has
Grant/Loan with the Agency?
Yes No
If Yes, name of Predecessor/Affiliate:
TM Associates or affiliate entities is part developer/owner of the following properties with DHCD
financing:
x Belmont Crossing (Belmont Crossing Partners LLC)
x HanTiv (PB HanTiv Owner LLC)
x 1550 1st Street SW (TM DBT Limited Partnership)
5. Is a former District employee an owner, officer, or affiliate of the subrecipient?
Yes No
If Yes, Name and Affiliation:
Please discuss any other critical issues such as time constraints; health and safety issues; or
financial/revenue production issues that should be known.
FUTURE INFORMATION/DOCUMENTATION TO BE SUBMITTED TO AUTHORITY
IF Grant/Loan IS AWARDED
1. Award Date 4. Claims By/Against Grant/Loan
2. Expiration Date 5. Certified Completion Date
Page 3 of 4
3. Amendments 6. Final Payment Date