Common use of Additional Requirements of the Issuer Clause in Contracts

Additional Requirements of the Issuer. In addition to the requirements set forth above and to the extent not prohibited thereby, the Borrower hereby agrees to comply with each of the requirements of the Issuer set forth in this Section 7, as follows: (a) Not less than six (6) of the units in the Project shall be available on a priority basis for occupancy by Twenty-Five Percent Income Tenants paying rents not to exceed Twenty- Five Percent Rents. Not less than twenty-nine (29) of the units in the Project shall be available on a priority basis for occupancy by Forty-Five Percent Income Tenants paying rents not to exceed Forty-Five Percent Rents. Additionally, the remaining units in the Project shall be available on a priority basis for occupancy by Very Low Income Tenants paying rents not to exceed Affordable Rents. The requirements of this Section and Sections 4(a) and 6(a) are not cumulative, but each must be satisfied. (b) The Borrower will indemnify the Issuer and the Bondowner Representative as provided in Section 5.19 of the Loan Agreement and Section 9 hereof. (c) All tenant lists, applications and waiting lists relating to the Project shall at all times be kept separate and identifiable from any other business of the Borrower and shall be maintained as required by the Issuer, in a reasonable condition for proper audit and subject to examination during business hours by representatives of the Issuer. (d) The Borrower shall submit to the Issuer, (i) not later than the thirtieth (30th) day after the close of each calendar year, a statistical report in the form set forth as Exhibit D hereto, or such other form as may be prescribed by the Issuer, setting forth the information called for therein, and (ii) within fifteen (15) days after receipt of a written request, any other information or completed forms requested by the Issuer in order to comply with reporting requirements of the Internal Revenue Service or the State of California. (e) The covenants and conditions of this Regulatory Agreement shall be binding upon successors in interest of the Borrower. (f) Each of the requirements of Sections 3, 4 and 6 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law, and shall be in force for the Qualified Project Period. (g) The Borrower acknowledges that the Issuer may appoint a Program Monitor other than the Issuer (at no additional cost to the Borrower) to administer this Regulatory Agreement and to monitor performance by the Borrower of the terms, provisions and requirements hereof. In such event, the Borrower shall comply with any request by the Issuer to deliver to any such Program Monitor, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project and the books and records with respect thereto available for inspection by the Program Monitor as an agent of the Issuer. (h) The Borrower shall comply with the conditions set forth in Exhibit A of that certain CDLAC Resolution No. [09- ] relating to the Project and adopted on [December 16, 2009] (the “CDLAC Conditions”), as they may be modified or amended from time to time, which conditions are incorporated herein by reference and made a part hereof. The Borrower will prepare and submit to CDLAC, not later than each anniversary of the Closing Date, until the end of the Qualified Project Period, a Certificate of Continuing Program Compliance, in substantially the form attached hereto as Exhibit E, executed by an authorized representative of the Borrower. The Issuer and the Program Monitor shall have no obligation, but may, at their sole discretion, choose to monitor the Borrower’s compliance with the CDLAC Conditions Any of the foregoing requirements of the Issuer (except subsection (h) above which may be expressly waived by CDLAC) may be expressly waived by the Issuer in writing, but (i) no waiver by the Issuer of any requirement of this Section 7 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Issuer has received an opinion of Bond Counsel that any such provision is not required by the Act and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds for federal income tax purposes; and (ii) any requirement of this Section 7 shall be void and of no force and effect if the Issuer and the Borrower receive a written opinion of Bond Counsel to the effect that compliance with any such requirement would cause interest on the Bonds to cease to be Tax-Exempt or to the effect that compliance with such requirement would cause a violation of the Act or any other state or federal law.

Additional Requirements of the Issuer. In addition to the requirements set forth above and to the extent not prohibited thereby, the Borrower Owner hereby agrees to comply with each of the requirements of the Issuer set forth in this Section 75, as follows: (a) Not less Notwithstanding any prepayment of the Loan and notwithstanding a discharge of the Loan Agreement, throughout the term of this Regulatory Agreement, the Owner shall continue to pay to the Issuer its administrative fee described in the second succeeding sentence, and to the Issuer and to the Trustee reasonable compensation for any services rendered by either of them hereunder and reimbursement for all expenses reasonably incurred by either of them in connection therewith. The Owner agrees to pay to the Issuer (i) on the Closing Date, the Issuer’s up-front administrative fee in the amount of $270,625, which amount is equal to 0.125% of the maximum aggregate principal amount of the Bonds ($216,500,000) and (ii) on each anniversary of the Closing Date and continuing throughout the Qualified Project Period, the Issuer’s annual fee in the amount of $75,000. In addition, the Owner agrees to pay, within 30 days after receipt of request for payment thereof, all reasonable out-of-pocket expenses of the Issuer (excluding salaries and wages of Issuer employees) related to the Bonds, the Project and the financing thereof, including, without limitation, legal fees and expenses incurred in connection with the interpretation, performance, enforcement or amendment of any documents relating to the Project or the Bonds. The fees of the Issuer referenced in this Section shall in no way limit amounts payable by the Owner under Section 7 hereof, or otherwise arising in connection with the Issuer’s or Trustee’s enforcement of the provisions of this Regulatory Agreement, but the Issuer does agree to compensate any third party Administrator appointed by it from its annual administrative fees for the ordinary duties of the Administrator hereunder. In addition to the foregoing, the Owner shall pay to the Issuer, promptly following a written demand from the Issuer to the Owner therefore, any out-of-pocket expenses of the Issuer incurred in connection with the administration of any of the Mortgage Loan Documents (as defined in the Indenture) or the Loan Agreement. In the event that the Bonds are prepaid in part or in full prior to the end of the term of this Regulatory Agreement other than six (6i) by means of refunding bonds issued by the Issuer to refund the Bonds, or (ii) in connection with a foreclosure or deed in lieu of foreclosure, and transfer of title to the Project other than to the Owner or any party related to the Owner; the Issuer’s annual fee for the remainder of the term of this Regulatory Agreement, at the option of the Issuer, shall be paid by the Owner at the time of the prepayment of the Bonds and shall be a lump sum amount equal to the present value (based on a discount rate equal to the yield on the Bonds, as determined by the Issuer at the time of prepayment) of the units in Issuer’s fee, calculated based on the Project shall be available on a priority basis principal amount of Bonds outstanding immediately preceding such prepayment, for occupancy by Twenty-Five Percent Income Tenants paying rents not to exceed Twenty- Five Percent Rentsthe number of years remaining under this Regulatory Agreement. Not less than twenty-nine (29) of Notwithstanding the units in the Project shall be available on a priority basis for occupancy by Forty-Five Percent Income Tenants paying rents not to exceed Forty-Five Percent Rents. Additionally, the remaining units in the Project shall be available on a priority basis for occupancy by Very Low Income Tenants paying rents not to exceed Affordable Rents. The requirements foregoing provisions of this Section and Sections 4(a) and 6(a) are not cumulative5, but each must be satisfiedin no event shall the fees payable to the Issuer under this Section 5 exceed any applicable limitation imposed by the Code in respect of bonds issued under Section 148 of the Code. (b) The Borrower will indemnify the Issuer and the Bondowner Representative as provided in Section 5.19 of the Loan Agreement and Section 9 hereof. (c) All tenant lists, applications and waiting lists relating to the Project Affordable Rate Condominium shall at all times be kept separate and identifiable from any other business of the Borrower Affordable Owner and shall be maintained as required by the IssuerAdministrator, the Issuer or the Trustee, in a reasonable condition for proper audit and subject to examination examination, upon reasonable notice, during business hours by representatives of the IssuerAdministrator, the Issuer and the Trustee. (dc) The Borrower Owner shall submit to the Issuer, (i) not later than the thirtieth (30th) day after the close of each calendar year, a statistical report in the form set forth as Exhibit D hereto, or such other form as may be prescribed by the Issuer, setting forth the information called for therein, and (ii) Administrator within fifteen (15) days Business Days (as defined in the Indenture) after receipt of a written request, any other information or completed forms requested by the Issuer in order to comply with reporting requirements of the Internal Revenue Service or the State of CaliforniaState. (ed) The covenants and conditions of this Regulatory Agreement shall be binding upon successors in interest of the BorrowerOwner. (f) Each of the requirements of Sections 3, 4 and 6 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law, and shall be in force for the Qualified Project Period. (ge) The Borrower Owner acknowledges that the Issuer may act as Administrator itself or may appoint a Program Monitor an Administrator other than the Issuer (at no additional cost to the Borrower) initial Administrator to administer this Regulatory Agreement and to monitor performance by the Borrower Owner of the terms, provisions and requirements hereof. In such event, the Borrower Owner shall comply with any request by the Issuer to deliver to any such Program MonitorAdministrator, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project and the books and records with respect thereto available for inspection by the Program Monitor Administrator as an agent of the Issuer. The fees and charges of the Administrator, if any, shall be the responsibility of the Issuer and not the Owner. (f) The Very Low Income Units (i) shall have characteristics comparable to all other units in the Project with the same number of bedrooms, including with respect to floor area and amenities, (ii) shall be distributed throughout the Project, and (iii) shall have the same access to Project facilities as all other units in the Project. (g) In accordance with the Issuer’s Policy for Multifamily Mortgage Revenue Bond Program, notwithstanding the termination of the Qualified Project Period or the provisions of Section 2(m) hereof, the rent of “in-place” Very Low Income Tenants at the conclusion of the Qualified Project Period will continue to be governed by the applicable affordability restrictions in this Regulatory Agreement, so long as those tenants continue to live in the Project. (h) The Borrower shall Owner will comply with the conditions following post issuance compliance procedures of the Issuer: (i) At the completion of the construction of the Project, the Owner shall provide to the Administrator a certification from the Owner’s architect (or other appropriate representative acceptable to the Issuer, such as a HERS Rater, GreenPoint Rater, energy consultant, etc.) for the Project to the effect that the Project includes all design elements that formed the basis for CDLAC adopting the CDLAC Resolution (including but not limited to sustainable building methods and/or energy efficiency elements). (ii) Subject to the provisions of the next paragraph, the Administrator shall have the right to approve any voluntary change in ownership (A) that results in a transfer of 50% or more of the total equity interests in the Owner, or (B) that results in a transfer of any general partner or managing member interest in the Owner. Such approval to transfer ownership shall be at the reasonable discretion of the Administrator, and shall be in addition to any applicable requirements set forth in Exhibit A this Regulatory Agreement, the Loan Agreement or the Security Instrument. The Administrator may review management practices of the proposed transferee’s current and previously owned properties, if any. Any proposed transferee (including individuals with an ownership interest) whose currently-owned properties have been found by the Administrator to have deficiencies that certain CDLAC Resolution Nohave not been resolved within the time frame prescribed by the City, the Issuer, the Administrator or other local government authority, may not assume ownership of the Project. [09- ] relating The Administrator may initiate additional inspections, at the proposed transferee’s request, to verify findings. The Owner agrees that it will provide the Administrator with notice of any such transfer within thirty (30) days thereof. Notwithstanding the foregoing, any of the following shall not require the prior consent of the Issuer or the Administrator: (A) transfers of or in the limited partner interests of the Owner, (B) the removal and replacement of one or more general partners or managing members of the Owner in accordance with the terms of the Partnership Agreement or Operating Agreement, (C) foreclosure (or acceptance of a deed in lieu of foreclosure), or the first transfer of the Project following a foreclosure under the Security Instrument or acceptance of a deed in lieu of such foreclosure, and adopted on [December 16(D) any transfer referred to in the last sentence of Section 11 of this Regulatory Agreement. (iii) The Owner shall provide the Administrator’s staff with all documentation necessary, 2009] (in the “CDLAC Conditions”), as they may be modified or amended from time to time, which conditions are incorporated herein by reference and made a part hereof. The Borrower will prepare and submit to CDLAC, not later than each anniversary sole discretion of the Closing DateAdministrator’s staff, until to confirm the end of the Qualified Project Period, a Certificate of Continuing Program Compliance, in substantially the form attached hereto as Exhibit E, executed by an authorized representative of the Borrower. The Issuer Owner’s and the Program Monitor shall have no obligation, but may, at their sole discretion, choose to monitor the BorrowerProject’s compliance with federal tax laws as set forth in the CDLAC Conditions Tax Certificate, the Loan Agreement and this Regulatory Agreement, including the requirements of Section 5.1 of the Loan Agreement regarding rebate compliance. Any of the foregoing requirements of the Issuer (except subsection (h) above which may be expressly waived by CDLAC) may be expressly waived by the Issuer in writing, but (i) no waiver by the Issuer of any requirement of this Section 7 5 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Issuer has received an opinion of Bond Tax Counsel that any such provision is not required by the Act and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds for federal income tax purposesa Tax Counsel No Adverse Effect Opinion; and (ii) any requirement of this Section 7 5 shall be void and of no force and effect if the Issuer and the Borrower Owner receive a written opinion of Bond Tax Counsel to the effect that compliance with any such requirement would cause interest on the Bonds to cease to be Tax-Exempt or to the effect that compliance with such requirement would cause a violation of be in conflict with the Act or any other state State or federal law. Nothing contained in this Regulatory Agreement is intended to limit the restrictions, requirements or obligations in the DDA, or any recorded affordability restrictions pursuant thereto or otherwise in connection with the Project, and nothing contained in the DDA (or any such recorded affordability restrictions) is intended to limit the restrictions, requirements or obligations in this Regulatory Agreement. In the event of any conflict between this Regulatory Agreement and the DDA or any recorded affordability restrictions with respect to the Project, the most restrictive shall control.

Additional Requirements of the Issuer. In addition to the requirements set forth above elsewhere in this Regulatory Agreement and to the extent not prohibited therebyby the requirements set forth in Sections 4, 5 and 6 hereof, the Borrower hereby agrees to comply with each of the requirements of the Issuer set forth in this Section 74A, as follows: (a) Not less than six (6) of the units in the Project shall be available on a priority basis for occupancy by Twenty-Five Percent Income Tenants paying rents not to exceed Twenty- Five Percent Rents. Not less than twenty-nine (29) of the units in the Project shall be available on a priority basis for occupancy by Forty-Five Percent Income Tenants paying rents not to exceed Forty-Five Percent Rents. Additionally, the remaining units in the Project shall be available on a priority basis for occupancy by Very Low Income Tenants paying rents not to exceed Affordable Rents. The requirements of this Section and Sections 4(a) and 6(a) are not cumulative, but each must be satisfied. (b) The Borrower will indemnify the Issuer and the Bondowner Representative as provided in Section 5.19 of the Loan Agreement and Section 9 hereof. (c) All tenant lists, applications and waiting lists relating to the Project Development shall at all times be kept separate and identifiable from any other business of the Borrower and shall be maintained as required by the Issuer, in a reasonable condition for proper audit and subject to examination upon reasonable notice (which need not be in excess of three Business Days, as defined in the Loan Agreement) and during business hours by representatives of the Issuer. (b) The Borrower shall not discriminate on the basis of race, creed, color, religion, sex, sexual orientation, marital status, national origin, source of income (e.g. AFDC and SSI), ancestry or handicap in the lease, use or occupancy of the Development (except as required to comply with Section 3(e)(iii) or (iv)), or in connection with the employment or application for employment of persons for the construction, operation, or management of the Development. (c) The Borrower shall not permit occupancy in any unit in the Development by more than (i) two persons per bedroom in the unit, plus (ii) one person; and the Borrower shall at all times offer for rent the largest unit then available for the applicable household size (being one bedroom units for 2-3 person households, and two bedroom units for 4-5 person households). (d) The Borrower shall pay directly to the Issuer (i) on the Closing Date the Issuer Issuance Fee and the first Issuer Annual Fee, and (ii) on each anniversary of the Closing Date, the Issuer Annual Fee; without in either case any requirement for notice or billing of the amount due. In addition, the Borrower shall pay to the Issuer promptly following receipt of an invoice that reasonably identifies the relevant expenses and the amounts thereof, any out of pocket expenses incurred by the Issuer in connection with the Bonds, the Indenture, this Regulatory Agreement or the Loan Agreement, including but not limited to any costs related to the Focus Program. (e) The rent limits set forth in Sections 6(b) and 6(f) shall apply to all Low Income Units. In addition, the rental payments paid by Lower Income Tenants for the Low Income Units shall not exceed Affordable Rents. (f) The Borrower will accept as tenants, on the same basis as all other prospective tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing program under Section 8 of the Housing Act, or its successor. The Borrower shall not apply selection criteria to Section 8 certificate or voucher holders that is more burdensome than criteria applied to all other prospective tenants, nor shall the Borrower apply or permit the application of management policies or lease provisions with respect to the Development which have the effect of precluding occupancy of units by such prospective tenants. (g) The Borrower shall submit to the Issuer, : (i) not later than the thirtieth (30th) day after the close of each calendar year, a statistical report in the form set forth as Exhibit D hereto, or such rent rolls and other form as may be prescribed information required by the Issuer, setting forth the information called for thereinFocus Program on a quarterly basis as specified in Section 4(e), and (ii) within fifteen (15) days after receipt of a written request, any other information or completed forms requested by the Issuer in order to comply with reporting requirements of the Internal Revenue Service or the State of CaliforniaState. (eh) The covenants and conditions of this Regulatory Borrower shall pay to the Issuer, to the extent not paid pursuant to the Loan Agreement shall be binding upon successors in interest or the Indenture, all of the Borroweramounts required by Sections 3.3(h), 3.4(a) and (b)(i), and 3.16 of the Loan Agreement and shall indemnify the Issuer as provided in Section 9 hereof and Sections 11.38 and 15.1 of the Loan Agreement. (f) Each of the requirements of Sections 3, 4 and 6 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law, and shall be in force for the Qualified Project Period. (gi) The Borrower acknowledges that the Issuer may may, at its option and at its expense, at any time appoint a Program Monitor other than the Issuer (at no additional cost to the Borrower) an Administrator to administer this Regulatory Agreement or any provision hereof and to monitor performance by the Borrower of all or of any of the terms, provisions and requirements hereof. In Following any such eventappointment, the Borrower shall comply with any request by the Issuer to deliver to any such Program MonitorAdministrator, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project Development and the books and records with respect thereto available for inspection by the Program Monitor such administrator as an agent of the Issuer. (hj) The Borrower shall submit its written management policies with respect to the Development, if any, to the Issuer for its review, and shall amend such policies in any way necessary to insure that such policies comply with the conditions set forth in Exhibit A provisions of that certain CDLAC Resolution No. [09- ] relating to this Agreement and the Project and adopted on [December 16requirements of the existing program under Section 8 of the Housing Act, 2009] (the “CDLAC Conditions”), as they may be modified or amended from time to time, which conditions are incorporated herein by reference and made a part hereofits successors. The Borrower will prepare and submit to CDLAC, shall not later than each anniversary promulgate management policies which conflict with the provisions of the Closing Dateaddendum to the form of lease for the Development prepared by the Housing Authority of Contra Costa County, until and shall attach such addendum to leases for tenants which are holders of Section 8 certificates. (k) The Borrower shall screen and select tenants for desirability and creditworthiness at its discretion; provided, however, that the end Borrower shall consider a prospective tenant’s rent history for at least the one year period prior to application as evidence of the tenant’s ability to pay the applicable rent. (l) At least six months prior to the expiration of the Qualified Project Development Period the Borrower shall provide by first-class mail, postage prepaid, a notice to all tenants in the Low Income Units containing (i) the anticipated date of the expiration of the Qualified Development Period, a Certificate of Continuing Program Compliance, in substantially (ii) any anticipated rent increase upon the form attached hereto as Exhibit E, executed by an authorized representative expiration of the BorrowerQualified Development Period, (iii) a statement that a copy of such notice will be sent to the Issuer, and (iv) a statement that a public hearing may be held by the Issuer on the issue and that the tenant will receive notice of the hearing at least fifteen (15) days in advance of any such hearing. The Issuer Borrower shall also file a copy of the above-described notice with the Affordable Housing Program Manager of the Issuer. (m) Notwithstanding Section 1461 of the Civil Code, the provisions of this Section shall run with land and the Program Monitor shall have no obligationmay be enforced either in law or in equity by any resident, but maylocal agency, at their sole discretionentity, choose to monitor or by any other person adversely affected by the Borrower’s compliance failure to comply with the CDLAC Conditions provisions of this Section. (n) The Borrower shall not participate in any refunding of the Bonds by means of the issuance of bonds or other obligations by any governmental body other than the Issuer. (o) Each of the requirements of Sections 3, 4, 6 and 7 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law. (p) The requirements of Section 6 and this Section 4A shall be in effect for the Qualified Development Period. Any of the foregoing requirements of the Issuer (except subsection (h) above which may be expressly waived by CDLAC) contained in this Section 4A may be expressly waived by the Issuer in writing, but (i) no waiver by the Issuer of any requirement of this Section 7 4A shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Issuer has received an opinion of Bond Counsel that any such provision is not required by the Housing Act and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds for federal income tax purposes; and (ii) any requirement of this Section 7 4A shall be void and of no force and effect if the Issuer and the Borrower receive a written opinion of Bond Counsel to the effect that compliance with any such requirement would cause interest on the Bonds to cease to be Tax-Tax- Exempt or to the effect that compliance with such requirement would cause a violation of be in conflict with the Housing Act or any other state State or federal law.

Additional Requirements of the Issuer. In addition to to, and not in derogation of, the requirements set forth above in the preceding and to following sections of this Regulatory Agreement, each of which is hereby incorporated in this Section as a specific requirement of the extent Issuer, whether or not prohibited therebyrequired by State or federal law, the Borrower hereby represents, warrants, covenants and agrees to comply with each of the requirements of the Issuer set forth in this Section 7, as follows: (a) Not less than six (6) of The Borrower shall promptly provide to the units in Issuer such information with respect to the Project or the Bonds as the Issuer shall be available on a priority basis for occupancy by Twenty-Five Percent Income Tenants paying rents not from time to exceed Twenty- Five Percent Rents. Not less than twenty-nine (29) of the units in the Project shall be available on a priority basis for occupancy by Forty-Five Percent Income Tenants paying rents not to exceed Forty-Five Percent Rents. Additionally, the remaining units in the Project shall be available on a priority basis for occupancy by Very Low Income Tenants paying rents not to exceed Affordable Rentstime reasonably request. The requirements Borrower shall provide written notice to the Issuer of this Section and Sections 4(a) and 6(a) are not cumulative, but each must be satisfiedreceipt of a certificate of occupancy or other official authorization to occupy the Property immediately upon receipt. (b) The Borrower will indemnify Low Income Units shall be of comparable quality to all other units in the Issuer Property, shall be dispersed throughout the Property, and shall offer a range of size and number of bedrooms comparable to those units which are available to other tenants at the Bondowner Representative as provided in Section 5.19 Property; and Low Income Tenants shall have access to and enjoyment of all common areas and facilities of the Loan Agreement and Section 9 hereofProperty on the same basis as tenants of other units. (c) The Borrower agrees that it will not discriminate in the rental of units or in its employment practices against any employee or applicant for employment because of the applicant’s race, creed, religion, national origin or ancestry, sex, age, sexual orientation or preference, marital status, color, physical disability, familial status and disability, mental condition or medical condition, including pregnancy, childbirth or related condition. All tenant lists, applications and waiting lists relating material contracts entered into by the Borrower which relate to the Project shall contain a like provision. (d) The lease to be utilized by the Borrower in renting any residential units in the Property to Low Income Tenants shall provide for termination of the lease and consent by such person to immediate eviction, subject to applicable provisions of State law, for any tenant who fails to qualify as a Low Income Tenant and who has made a material misrepresentation on the Income Certification as to such tenant’s qualification as a Low Income Tenant. All such leases shall contain clauses, among others, wherein each individual lessee (i) certifies the accuracy of the statements made in the Income Certification; and (ii) agrees that the family income, family composition and other eligibility requirements shall be deemed substantial and material obligations of his tenancy; that he will comply promptly with all requests for information with respect thereto from the Borrower or the Issuer; and that his failure to provide accurate information in the Income Certification or refusal to comply with a request for information with respect thereto shall be deemed a violation of a substantial obligation of his tenancy and shall be a default thereunder. (e) All Income Certifications will be maintained on file at all times be kept separate and identifiable from any other the Property or, with the prior written consent of the Issuer, at the principal place of business of the Borrower and shall be maintained as required by or the Issuer, in a reasonable condition for proper audit and subject to examination during business hours by representatives property manager of the IssuerProperty, so long as this Regulatory Agreement is in effect and for five years thereafter with respect to each Low Income Tenant who occupied a residential unit in the Property during the Qualified Project Period. (df) The Borrower will accept as tenants, on the same basis as all other prospective tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing program under Section 8 of the Housing Act, or its successor. The Borrower shall not apply selection criteria to Section 8 certificate or voucher holders that are more burdensome than criteria applied to all other prospective tenants. (g) The Borrower shall submit to the Issuer, Issuer (i) not later than at the thirtieth times specified in Sections 4(d) and (30thf) day after the close of each calendar yearherein, a statistical report in the form set forth as Exhibit D heretoCertificate of Continuing Program Compliance, or such other form as may be prescribed by the Issuer, setting forth which shall include the information called for therein, including occupancy records for all units in the Property; and (ii) within fifteen (15) 15 days after receipt of a written request, any other information or completed forms requested by the Issuer Issuer, in each case, in order to comply with reporting requirements of the Internal Revenue Service or the State of CaliforniaState, including, without limitation, information necessary for the Issuer to file any periodic report, or any other information concerning the Property as the Issuer may reasonably request. (eh) The covenants Issuer may, at its option and conditions of this Regulatory Agreement shall be binding upon successors in interest of the Borrower. (f) Each of the requirements of Sections 3at its expense, 4 and 6 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law, and shall be in force for the Qualified Project Period. (g) The Borrower acknowledges that the Issuer may at any time appoint a Program Monitor other than the Issuer (at no additional cost to the Borrower) an administrator to administer this Regulatory Agreement and to monitor performance by the Borrower of the terms, provisions and requirements hereof. In Following any such eventappointment, the Borrower shall comply with any request by the Issuer to deliver to any such Program Monitoradministrator, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and upon reasonable notice to the Borrower to make the Project and the books and records with respect thereto available for inspection during regular business hours by the Program Monitor such administrator as an agent of the Issuer. (hi) If upon the annual certification or recertification required in Section 4(d) a tenant’s Adjusted Income exceeds 140% of the then applicable income limit for a Low Income Tenant of the same family size, all rental limits herein previously applicable to the unit occupied for such tenant shall continue to apply until the next available unit is rented to a tenant who is a Low Income Tenant. (j) The Borrower shall comply pay the Issuer its then-current fees in connection with any consent, approval, transfer, amendment or waiver requested of the conditions set forth Issuer, together with any expenses incurred by the Issuer in Exhibit A of that certain CDLAC Resolution No. [09- ] connection therewith. (k) The Borrower shall promptly provide the Issuer such information with respect to the Project or the Bonds as the Issuer shall from time to time request. (l) The Borrower shall include the Issuer as an additional insured on all liability insurance policies relating to the Project and adopted on [December 16, 2009] (Borrower or the “CDLAC Conditions”), as they may be modified or amended from time to time, which conditions are incorporated herein by reference and made a part hereofProject. The Borrower will prepare and submit to CDLAC, not later than each anniversary of the Closing Date, until the end of the Qualified Project Period, a Certificate of Continuing Program Compliance, in substantially the form attached hereto as Exhibit E, executed by an authorized representative of the Borrower. The Issuer and the Program Monitor shall have no obligation, but may, at their sole discretion, choose to monitor the Borrower’s compliance with the CDLAC Conditions Any of the foregoing requirements of the Issuer (except subsection (h) above which may be expressly waived by CDLAC) may be expressly waived by the Issuer in writingwriting in the Issuer’s sole discretion, but (ia) no waiver by the Issuer of any requirement of this Section 7 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement Agreement, including particularly but without limitation the provisions of Sections 2 through 6 hereof, except to the extent the Issuer has received an opinion of Bond Counsel that any such provision is not required by the Supplemental Act or the Act and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds for federal income tax purposes; and (iib) any requirement of this Section 7 shall be void and of no force and effect if the Issuer and the Borrower receive a written opinion of Bond Counsel to the effect that compliance with any such requirement would cause interest on the Bonds to cease become includable in gross income for federal income tax purposes, if such opinion is accompanied by a copy of a ruling from the Internal Revenue Service to be Tax-Exempt the same effect, or to the effect that compliance with such requirement would cause a violation of be in conflict with the Supplemental Act or any other state or federal lawthe Act.

Additional Requirements of the Issuer. In addition to the requirements set forth above and to the extent not prohibited thereby, the Borrower hereby agrees to comply with each of the requirements of the Issuer set forth in this Section 74A, as follows: (a) Not less than six (6) of Except if waived in writing by CDLAC and the units Issuer or otherwise to the extent set forth in the Project shall be available on a priority basis for occupancy by Twenty-Five Percent Income Tenants paying rents not to exceed Twenty- Five Percent Rents. Not less than twenty-nine (29) second paragraph of the units in the Project shall be available on a priority basis for occupancy by Forty-Five Percent Income Tenants paying rents not to exceed Forty-Five Percent Rents. Additionally, the remaining units in the Project shall be available on a priority basis for occupancy by Very Low Income Tenants paying rents not to exceed Affordable Rents. The requirements Section 12 of this Section and Sections 4(a) and 6(a) are not cumulative, but each must be satisfiedRegulatory Agreement this Regulatory Agreement shall terminate on the date fifty-five years after the Closing Date. (b) The Borrower will indemnify the Issuer and the Bondowner Representative as provided in Section 5.19 of the Loan Agreement and Section 9 hereof. (c) All tenant lists, applications and waiting lists relating to the Project shall at all times be kept separate and identifiable from any other business of the Borrower and shall be maintained as required by the Issuer, in a reasonable condition for proper audit and subject to examination during business hours by representatives of the Issuer. (d) The Borrower shall submit Issuer upon reasonable advance notice to the Issuer, (i) not later than the thirtieth (30th) day after the close of each calendar year, a statistical report in the form set forth as Exhibit D hereto, or such other form as may be prescribed by the Issuer, setting forth the information called for therein, and (ii) within fifteen (15) days after receipt of a written request, any other information or completed forms requested by the Issuer in order to comply with reporting requirements of the Internal Revenue Service or the State of California. (e) The covenants and conditions of this Regulatory Agreement shall be binding upon successors in interest of the Borrower. (f) Each of the requirements of Sections 3, 4 and 6 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law, and shall be in force for the Qualified Project Period. (gc) The Borrower acknowledges that the Issuer may act as Administrator itself or may appoint a Program Monitor an Administrator other than the Issuer (at no additional cost to the Borrower) initial Administrator to administer this Regulatory Agreement and to monitor performance by the Borrower Owner of the terms, provisions and requirements hereof. In such event, an event the Borrower Owner shall comply with any reasonable request made by the Administrator or the Issuer to deliver to any such Program MonitorAdministrator, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project and the books and records with respect thereto available for inspection by the Program Monitor Administrator as an agent of the Issuer during regular business hours and upon reasonable advance notice. In the event the Issuer shall not appoint an Administrator other than the Issuer, all references to the Administrator in this Regulatory Agreement shall be deemed to refer to the Issuer. The reasonable fees and expenses of the Administrator shall be paid by the Borrower. (hd) For purposes of Section 6, the base rents shall be adjusted for household size, to the extent permitted by law, and in making such adjustments it shall be assumed that one person will occupy a studio unit, two persons will occupy a one bedroom unit, three persons will occupy a two bedroom unit, four persons will occupy a three bedroom unit and five persons will occupy a four bedroom unit. (e) Each of the requirements of Section 3.4.6 and 7 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by State or federal law, and shall be in force for the Qualified Project Period or the period prescribed under subparagraph (a) hereof whichever is longer. (f) The Borrower shall comply provide the Issuer copies of all disclosure reports with the conditions set forth in Exhibit A of that certain CDLAC Resolution No. [09- ] relating respect to the Project Bonds and adopted on [December 16, 2009] (all rebate calculations required to be made under the “CDLAC Conditions”), as they may be modified Loan Agreement or amended from time to time, which conditions are incorporated herein by reference and made a part hereofthe Funding Loan Agreement. The Borrower will prepare and submit to CDLAC, not later than each anniversary of the Closing Date, until the end of the Qualified Project Period, a Certificate of Continuing Program Compliance, in substantially the form attached hereto as Exhibit E, executed by an authorized representative of the Borrower. The Issuer and the Program Monitor shall have no obligation, but may, at their sole discretion, choose to monitor the Borrower’s compliance with the CDLAC Conditions Any of the foregoing requirements of the Issuer (except subsection (h) above which may be expressly waived by CDLAC) may be expressly waived by the Issuer in writing, but (i) no waiver by the Issuer of any requirement of this Section 7 4A shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Issuer has received an opinion of Bond Tax Counsel that any such provision is not required by the Housing Act and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds Note for federal income tax purposes; and (ii) any requirement of this Section 7 4A shall be void and of no force and effect if the Issuer and the Borrower receive a written opinion of Bond Note Counsel to the effect that compliance with any such requirement would cause interest on the Bonds Note to cease to be Tax-Exempt or to the effect that compliance with such requirement would cause a violation of be in conflict with the Housing Act or any other state State or federal law.