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LOAN AGREEMENT
THIS LOAN AGREEMENT, dated as of July 1, 2026 (the “Loan Agreement”), is between the
NEWPORT NEWS REDEVELOPMENT AND HOUSING AUTHORITY, (together with its
successors and assigns, the “Issuer”), a political subdivision of the Commonwealth of Virginia (the
“Issuer”), and STUART GARDENS HOUSING PARTNERS, LP, a Virginia limited partnership (the
“Borrower”), under the following circumstances summarized in the following recitals.
RECITALS
Reference is hereby made to the Indenture of Trust, dated as of July 1, 2026 (the “Indenture”),
between the Issuer and U.S. Bank Trust Company, National Association, a national banking association
(the “Trustee”), for the recitals and the definitions of various terms used herein.
In consideration of the premises, the respective representations and agreements contained herein,
and for other good and valuable consideration, the receipt whereof is hereby acknowledged, and in order to
secure the payments to be made by the Borrower pursuant to Article IV hereof and the performance of all
the covenants of the Borrower contained herein, the parties hereto agree as follows (provided that any
obligation of the Issuer created by or arising out of this Loan Agreement shall never constitute a general
debt of the Issuer or give rise to any pecuniary liability of the Issuer but shall be payable solely out of Issuer
Revenues).
ARTICLE I
DEFINITIONS
Section 1.1 Use of Defined Terms. In addition to the words and terms defined elsewhere in
this Loan Agreement, the words and terms in this Loan Agreement shall have the meanings set forth in the
Indenture.
Section 1.2 Interpretation. Any reference herein to the Issuer or to any member or officer
thereof includes entities or officials succeeding to their respective functions, duties or responsibilities
pursuant to or by operation of law or lawfully performing their functions.
Any reference to a section or provision of the Constitution of the Commonwealth, the Act, or to
any section, chapter, or title of the laws of the Commonwealth of Virginia, as amended, or to any statute of
the United States of America, includes that section, provision or chapter as amended, modified, revised,
supplemented or superseded from time to time; provided, that no amendment, modification, revision,
supplement or superseding section, provision or chapter shall be applicable solely by reason of this
provision, if it constitutes in any way an impairment of the rights or obligations of the Issuer, the Holders,
the Trustee or the Borrower under this Loan Agreement.
Unless the context indicates otherwise, words importing the singular number include the plural
number, and vice versa; the terms “hereof,” “hereby,” “herein,” “hereto,” “hereunder” and similar terms
refer to this Loan Agreement; and the term “hereafter” means after, and the term “heretofore” means before,
the date of delivery of the Bonds. Words of any gender include the correlative words of the other genders,
unless the sense indicates otherwise.
Section 1.3 Captions and Headings. The captions and headings in this Loan Agreement are
solely for convenience of reference and in no way define, limit or describe the scope or intent of any
Articles, Sections, subsections, paragraphs, subparagraphs or clauses hereof.
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