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DRAFT
1
BOND ASSIGNMENT AND ASSIGNMENT AND ASSUMPTION
OF BOND DOCUMENTS AND PROJECT ASSETS
THIS BOND ASSIGNMENT AND ASSIGNMENT AND ASSUMPTION OF BOND
DOCUMENTS AND PROJECT ASSETS (this “Assignment”) is made as of _______, 2026 (the
“Effective Date”), by and between the 100% owner of the General Partner (“GP”) Membership
Interest of Harbour-Newport News Limited Partnership, a Virginia limited partnership,
together with its affiliates (“Assignor” or “Seller”), and Standard Newport-Harbour GP, LLC,
a Virginia limited liability company, together with its affiliates (“Assignee” or “Purchaser”).
Assignor and Assignee are sometimes individually referred to herein as a “Party” and collectively
as the “Parties”.
WHEREAS, Assignor, also sometimes hereinafter referred to as the Seller, and Assignee, also
sometimes hereinafter referred to as the Purchaser, have executed a Purchase Agreement dated
January 2, 2026, as the same may be amended or supplemented (the “Purchase Agreement”)
whereby the Purchaser has agreed to acquire certain affordable housing projects from the Seller in
the City of Newport News in the Commonwealth of Virginia; and
WHEREAS, four (4) such properties are under contract by the Purchaser and its affiliates from
the Seller and/or its affiliates and are expected to close on or before the Effective Date, as
established in the Purchase Agreement; and
WHEREAS, the Newport News Redevelopment and Housing Authority, a political
subdivision of the Commonwealth of Virginia (the “Issuer”), has previously issued Multifamily
Housing Revenue Bonds (the “Newport Harbour Apartments”) in December of 2019 in the
original principal amount of $18,000,000 (the “Bonds”) as evidenced by various transaction
documents further described herein (the “Transaction Documents”); and
WHEREAS, such Transaction Documents include, but are not limited to, any of the Bond
financing documents (the “Bond Documents”) identified in Exhibit A attached hereto, such as the
Indenture of Trust, Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing
recorded in the land records of the City of Newport News, Virginia (the “City”) on December 13,
2013, for the benefit of the Bank of New York Mellon Trust Company, N.A., as trustee (the
“Trustee” or “Fiscal Agent”), the Loan Agreement and Promissory Note, the Non Arbitrage and
Tax Compliance Agreement, together with all other such agreements, documents, certificates,
mathematical calculations and any other instruments entered and executed in connection with the
Bonds and the projects financed with the Bonds (the “Project Assets”)(collectively, the Bonds,
the Bond Documents and the Projects Assets shall collectively constitute the “Transaction
Documents”); and
WHEREAS, pursuant to the Purchase Agreement, on or about the Effective Date, an amount
equal to the Bond Purchase Price (as defined in the Fee Purchase Agreement) shall be delivered by
Purchaser to Seller in consideration for acquiring the Bond under the terms thereof and hereof; and
WHEREAS, the Assignor has agreed to enter into this Assignment in consideration for receipt
of an amount equal to the Bond Purchase Price from the Purchaser and to assign and transfer all
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