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RESOLUTION OF THE NEWPORT NEWS REDEVELOPMENT AND HOUSING
AUTHORITY AUTHORIZING AND APPROVING THE PURCHASE OF THE JAMES
RIVER FLATS APARTMENTS BY STANDARD JAMES RIVER OWNER LLC (the
“PURCHASER”) FROM THE JEFFERSON-NEWPORT NEWS LIMITED
PARTNERSHIP (THE “SELLER”)
WHEREAS, the Newport News Redevelopment and Housing Authority, a political
subdivision of the Commonwealth of Virginia (the “Authority”), is empowered by the Virginia
Housing Authorities Law in Chapter 1, Title 36 of the Code of Virginia, as amended (the “Act”),
to issue its revenue bonds and to promote the availability of affordable housing for all citizens of
the Commonwealth of Virginia (the “Commonwealth”) by providing, among other things, safe,
decent and sanitary housing for those citizens with low or moderate incomes and assisting in the
financing of multifamily affordable residential housing facilities; and
WHEREAS, such assistance will benefit the inhabitants of the City of Newport News,
Virginia (the “City”) and the Commonwealth, through the promotion and support of new or
existing affordable housing projects and opportunities and of the safety, health and welfare of its
citizens; and
WHEREAS, the Authority adopted a resolution in 2013 authorizing the issuance of its
revenue bonds in the aggregate principal amount of such bonds not to exceed $6,725,000 (the
“Bonds”) to finance costs associated with the acquisition, construction, renovation, rehabilitation
and equipping of a multifamily residential rental housing project consisting of approximately 100
apartment units, then known as the North Jefferson Square Apartments and now referred to as the
James River Flats Apartments (the “Jefferson Newport News Apartments”, the “James River
Flats Apartments” or the “Project”), located in the City; and
WHEREAS, the Jefferson-Newport News Limited Partnership, a Virginia limited
partnership affiliated with Silver Street Holdings, LLC (the “Seller”) has agreed to sell the Project
to the Purchaser with the consent of the Authority; and
WHEREAS, the Purchaser hereby represents to the Authority that the Purchaser will
assume all amounts due and payable on the Bonds previously issued in connection with the Project,
including but not limited to any annual administrative fees currently payable to the Authority, if
any; and
WHEREAS, the Purchaser and the Authority shall comply with all applicable provisions
of the Act, the Internal Revenue Code of 1986, as amended (the “Code”) and the Declaration of
Restrictive Covenants dated as of December 1, 2013 (the “Restrictive Covenants”) and the Non-
Arbitrage Certificate and Tax Compliance Agreement dated as of December 1, 2013 (the “Tax
Agreement”); and
WHEREAS, the Purchaser will continue to reserve at least forty percent (40%) of the
housing units contained in the Project for occupancy by persons whose income is less than sixty
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