0001059142-10-000026 Sample Contracts

LIMITED SUPPORT AGREEMENT
Limited Support Agreement • September 8th, 2010 • America First Tax Exempt Investors Lp • Finance services • Virginia

This Limited Support Agreement (this “Agreement”) is entered into as of September 1, 2010, between AMERICA FIRST TAX EXEMPT INVESTORS, L.P. (the “Agreement Provider”) and FEDERAL HOME LOAN MORTGAGE CORPORATION and/or any subsequent obligee under the Reimbursement Agreement hereinafter defined (the “Lender”).

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BOND EXCHANGE, REIMBURSEMENT, PLEDGE AND SECURITY AGREEMENT between FEDERAL HOME LOAN MORTGAGE CORPORATION and ATAX TEBS I, LLC as Sponsor Relating to Freddie Mac Multifamily Variable Rate Certificates Series M024 Dated as of September 1, 2010
Pledge and Security Agreement • September 8th, 2010 • America First Tax Exempt Investors Lp • Finance services • Virginia

THIS BOND EXCHANGE, REIMBURSEMENT, PLEDGE AND SECURITY AGREEMENT dated as of September 1, 2010 (this “Agreement”) by and between the FEDERAL HOME LOAN MORTGAGE CORPORATION (“Freddie Mac”), a shareholder-owned government-sponsored enterprise organized and existing under the laws of the United States, and ATAX TEBS I, LLC, a limited liability company organized and existing under the laws of the State of Delaware, as Sponsor (the “Sponsor”).

RATE CAP AGREEMENT (SIFMA)
Rate Cap Agreement • September 8th, 2010 • America First Tax Exempt Investors Lp • Finance services • New York

THIS RATE CAP AGREEMENT (this “Agreement”) is dated as of August 25, 2010 between BARCLAYS BANK PLC (the “Seller”) and ATAX TEBS I, LLC, the “Buyer”, an affiliate of America First Tax Exempt Investors, L.P. (the “Partnership”), whereby the parties agree as follows:

CUSTODY AGREEMENT Between ATAX TEBS I, LLC as Depositor, And THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Custodian Dated as of September 1, 2010 With respect to Custodial Receipts, Series RA and RB relating to the Bonds Identified Herein
Custody Agreement • September 8th, 2010 • America First Tax Exempt Investors Lp • Finance services • New York

This CUSTODY AGREEMENT, dated as of September 1, 2010 (as amended, modified or supplemented from time to time, this “Agreement”), by and between ATAX TEBS I, LLC, a limited liability company organized and existing under the laws of the State of Delaware, in its capacity as the depositor of the municipal bonds hereinafter described (together with its permitted successors, the “Depositor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized and existing under the laws of the United States of America, not in its individual capacity, but solely in its capacity as the custodian for the holders from time to time of the custodial receipts hereafter described (together with any successor custodian hereunder and their respective successors and assigns, the “Custodian”),

SALE, CONTRIBUTION AND ASSIGNMENT AGREEMENT
Sale, Contribution and Assignment Agreement • September 8th, 2010 • America First Tax Exempt Investors Lp • Finance services • New York

THIS SALE, CONTRIBUTION AND ASSIGNMENT AGREEMENT (this “Agreement”), dated as of September 1, 2010, is between AMERICA FIRST TAX EXEMPT INVESTORS, L.P., a Delaware limited partnership (“ATAX”) and ATAX TEBS I, LLC., a Delaware limited liability company (the “Sponsor”).

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