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77060900v2
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<br />BORROWER LOAN AGREEMENT
<br />This BORROWER LOAN AGREEMENT (as amended, modified or supplemented from time to
<br />time, this “Agreement”) made as of [________ 1, 2023], by and between City of Little Canada, Minnesota,
<br />a municipal corporation, duly organized and validly existing under the laws of the State of Minnesota
<br />(together with its successors and assigns, the “Governmental Lender”) and Little Canada Phase II Limited
<br />Partnership, a limited partnership duly organized and validly existing under the laws of the State of
<br />Minnesota (together with its permitted successors and assigns, the “Borrower”),
<br />W I T N E S S E T H :
<br />WHEREAS, the Governmental Lender is authorized under Minnesota Statutes, Chapter s 462A,
<br />462C, and 474A, as amended (collectively, the “Act”) to provide financing with respect to one or more
<br />projects authorized under the Act for such payments and upon such terms and conditions as the
<br />Governmental Lender may deem advisable in accordance with the provisions of the Act; and
<br />WHEREAS, the Borrower has applied to the Governmental Lender for a loan (the “Borrower
<br />Loan”), to finance the acquisition, construction and equipping of a multifamily apartment housing facility
<br />consisting of a total of 60 units and related personal property and equipment, located in Little Canada,
<br />Minnesota and known as “Lica Apartments” (the “Project Facilities”); and
<br />WHEREAS, the Borrower has requested the Governmental Lender to enter into that certain
<br />Funding Loan Agreement, of even date herewith (the “Funding Loan Agreement”), among the
<br />Governmental Lender, U.S. Bank Trust Company, National Association (the “Fiscal Agent”) and Allianz
<br />Life Insurance Company of North America (the “Funding Lender”), under which the Funding Lender will
<br />make a loan (the “Funding Loan”) to the Governmental Lender, the proceeds of which will be loaned under
<br />this Borrower Loan Agreement to the Borrower to finance the acquisition, construction, rehabilitation,
<br />development, equipping and/or operation of the Project; and;
<br />WHEREAS, the Borrower’s repayment obligations under this Borrower Loan Agreement are
<br />evidenced by the Borrower Note, as defined herein; and
<br />NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING AND THE
<br />UNDERTAKINGS HEREIN SET FORTH AND OTHER GOOD AND VALUABLE
<br />CONSIDERATION, THE ADEQUACY AND RECEIPT OF WHICH ARE HEREBY
<br />ACKNOWLEDGED, AND INTENDING TO BE LEGALLY BOUND, THE BORROWER AND THE
<br />GOVERNMENTAL LENDER HEREBY AGREE AS FOLLOWS:
<br />ARTICLE 1
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<br />DEFINITIONS
<br />Section 1.1 Definitions. In this Agreement (except as otherwise expressly provided for or
<br />unless the context otherwise requires), any capitalized terms used, but not defined herein, shall have the
<br />meanings ascribed to them in the Funding Loan Agreement.
<br />Section 1.2 Rules of Construction; Time of Day. In this Agreement, unless otherwise
<br />indicated, (i) defined terms may be used in the singular or the plural and the use of any gender includes all
<br />genders, (ii) the words “hereof”, “herein”, “hereto”, “hereby” and “hereunder” refer to this entire
<br />Agreement, and (iii) all references to particular Articles or Sections are references to the Articles or Sections
<br />of this Agreement, (iv) the terms “agree” and “agreements” contained herein are intended to include and
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