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NNRHA June 16, 2026 board meeting package

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APPENDIX F FORM OF CONTINUING DISCLOSURE AGREEMENT $23,000,000 * Newport News Redevelopment and Housing Authority Multifamily Housing Revenue Bonds (Stuart Gardens I Apartments) Series 2026 This Continuing Disclosure Agreement, dated as of July 1, 2026 (this “Continuing Disclosure Agreement”), is executed and delivered by Stuart Gardens Housing Partners, LP, a Virginia limited partnership (the “Borrower”) and U.S. Bank Trust Company, National Association, as dissemination agent (the “Dissemination Agent”) for the above-captioned bonds (the “Bonds”). The Bonds are being issued pursuant to an Indenture of Trust, dated as of July 1, 2026 (the “Indenture”) between the Newport News Redevelopment and Housing Authority (the “Issuer”) and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). The Dissemination Agent and the Borrower covenant and agree as follows: Section 1. Purpose of the Continuing Disclosure Agreement. This Continuing Disclosure Agreement is being executed and delivered by the Borrower and the Dissemination Agent for the benefit of the Holders and in order to assist the Underwriter in complying with the Rule (defined below). The Borrower and the Dissemination Agent acknowledge that the Issuer has undertaken no responsibility with respect to any reports, notices or disclosures provided or required under this Continuing Disclosure Agreement, and has no liability to any Person, including any holder of the Bonds or Beneficial Owner, with respect to any such reports, notices or disclosures. Section 2. Definitions. In addition to the definitions set forth in the Indenture, which apply to any capitalized term used in this Continuing Disclosure Agreement unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: “Annual Report” shall mean any Annual Report provided by the Borrower pursuant to, and as described in, Sections 3 and 4 of this Continuing Disclosure Agreement. “Audited Financial Statements” means, in the case of the Borrower, the annual audited financial statements of the Borrower prepared in accordance with generally accepted accounting principles, if any. “Beneficial Owner” shall mean any Person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including Persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income tax purposes. “Disclosure Representative” shall mean, with respect to the Borrower, the administrator of the Project or his or her designee, or such other Person as the Borrower shall designate in writing to the Dissemination Agent from time to time. “Dissemination Agent” shall mean U.S. Bank Trust Company, National Association, acting in its capacity as Dissemination Agent hereunder, or any successor Dissemination Agent designated in writing by the Borrower and which has filed with the Trustee a written acceptance of such designation. * Preliminary; subject to change.
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