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WHEREAS, NNRHA desires to authorize its Executive Director or Chair to sign and
execute on behalf of NNRHA certain agreements and documents in connection with the financing
of the Project and the Project Operating Agreement Amendments.
NOW, THEREFORE, the foregoing recitals are hereby incorporated by reference and it
is hereby,
RESOLVED, that the Executive Director or Chair is authorized, empowered and directed
to execute any amendments to the Bond Loan Documents and any and all documents to extend
and convert the Loans to permanent financing on behalf of NNRHA, in connection with the
Agreement and other agreements, Conversion, the DHCD Loans and the Project Operating
Agreement Amendments;
FURTHER RESOLVED, that the Executive Director or Chair of NNRHA may sign and
deliver on behalf of NNRHA any and all documents necessary in connection with the Agreement,
Conversion Deadline Extension, Conversion, the DHCD Loans and the Project Operating
Agreement Amendments, including, without limitation, the Agreement, the Second Amendment
to the Construction and Term Loan Agreement, and other documents required in connection with
the Agreement and Permanent Conversion Extension; the NHTF Deferred Payment Note, the
VHITF Deferred Payment Note, the HIEE Deferred Payment Note, the NHTF Deed of Trust, the
VHIF Deed of Trust, and the HIEE Deed of Trust and any other documents, agreements, or
declaration required in connection with the DHCD Loans; the Sentara Deed of Trust Modification,
any subordination agreements, and any other documents required by Sentara and/or DHCD in
connection with the Conversion; and any other related agreements, restrictive covenants,
affidavits, certifications, guarantees, indemnities, management agreements, and other documents
as the Executive Director or Chair deems necessary or appropriate in connection with the
Agreement, Conversion Deadline Extension, Conversion, the DHCD Loans and the Project
Operating Agreement Amendments; and
FURTHER RESOLVED, that all actions heretofore taken on behalf of NNRHA in
connection with the matters described herein are hereby ratified and approved; and
FURTHER RESOLVED, that the Executive Director or Chair is authorized and directed
to take any and all such actions set forth in this Resolution, and to execute, in the name and on
behalf of NNRHA, such documents authorized by this Resolution.
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