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RESOLUTION OF
NEWPORT NEWS REDEVELOPMENT AND HOUSING AUTHORITY
Choice Neighborhood IV-R
Bond Loan Forbearance & Permanent Financing
WHEREAS, Newport News Redevelopment and Housing Authority (“NNRHA”) is the
Issuer of Bonds and lender of loan funds to Choice Neighborhood IV-R LLC, a Virginia limited
liability company (the “Project Owner”), which owns real property located in the City of Newport
News in the Commonwealth of Virginia (the “Property”), upon which Project Owner has
constructed an eighty-four (84) unit mixed-income residential housing project known as “Marshall
Ridley Choice Neighborhoods Initiative IV” (the “Project”); and
WHEREAS, JPMorgan Chase Bank, N.A., a national banking association (“Chase”)
provided debt financing for the Project in the form of a construction loan in the principal amount
of approximately Sixteen Million Three Hundred Thousand and No/100 Dollars ($16,300,000.00)
(the “Senior Loan”) funded from the purchase of tax exempt bonds issued by NNRHA and is
secured by, among other things, (i) that certain NNRHA Multifamily Note (Choice Neighborhood
IV-R Project), Series 2022, dated November 29, 2022, made by NNRHA for the benefit of Chase
(the “Funding Note”), (ii) that certain Project Note, dated November 29, 2022, made by Project
Owner for the benefit of NNRHA and assigned to the Bank of New York Mellon Trust Company,
N.A. (the "Fiscal Agent") pursuant to the Allonge attached thereto (as assigned, the “Project
Note”, and together with the Funding Note, collectively, the “Bond Notes”), (iii) that certain
Construction Loan Deed of Trust, Security Agreement, Assignment of Leases and Rents and
Fixture Filing from the Project Owner to NNRHA, dated as of November 1, 2022 and recorded in
the official records of the City of Newport News, Virginia (the “Records’’), as Instrument Number
2200208 14, (iv) that certain Assignment of Construction Loan Deed of Trust, Security Agreement,
Assignment of Leases and Rents and Fixture Filing from NNRHA to Fiscal Agent, dated as of
November 1, 2022 and recorded in the Records as Instrument Number 220020823; (v) a Funding
Loan Agreement by and among the Project Owner, Chase and NNRHA, dated as of November 1,
2022; (vi) that certain Modification Agreement by and among the Project Owner, Chase, NNRHA
and the Fiscal Agent, dated December 30, 2022 and recorded in the Records as Instrument Number
230001258 (the foregoing (i) — (vi) together with all other documents evidencing or securing the
Senior Loan, collectively, the “Bond Loan Documents”); and
WHEREAS, the Funding Note had an initial Maturity Date of November 29, 2025 (the
“Funding Note Maturity Date’) and the Project Note had an initial Maturity Date of May 29,
2025, which were later extended to November 29, 2025 (the “Project Note Maturity Date”, and
together with the Funding Note Maturity Date, the “Maturity Dates”); and
WHEREAS, the Project Owner, NNRHA, Chase, Fiscal Agent and RBC Community
Investments Fund-X14, L.P., as the investor member of the Project Owner (the “Tax Credit
Investor”) have agreed to enter into an agreement (the “Agreement”) to, among other things,
amend and modify certain provisions of the Bond Loan Documents; andJump to an indexed page (62 of 62)