|
<br />199386222v3
<br />FUNDING LOAN AGREEMENT
<br />This FUNDING LOAN AGREEMENT (as amended, modified or supplemented from time to
<br />time, this “Funding Loan Agreement”), dated as of June 1, 2026, made and entered into by and among
<br />CITY OF LITTLE CANADA, MINNESOTA, a political subdivision and municipal corporation organized
<br />and existing under the Constitution and laws of the State of Minnesota (together with its successors and
<br />assigns, the “Governmental Lender”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION
<br />(together with its successors and assigns, the “Fiscal Agent”) and ALLIANZ LIFE INSURANCE
<br />COMPANY OF NORTH AMERICA, a Minnesota corporation (together with any successor Funding
<br />Lender hereunder and their respective successors and assigns, the “Funding Lender”),
<br />W I T N E S S E T H:
<br />WHEREAS, the Governmental Lender is authorized under Minnesota Statues, Chapters 462A,
<br />462C, and 474A, as amended (collectively, the “Act”), to issue revenue obligations to finance the
<br />acquisition, construction, and equipping of multifamily housing developments; and
<br />WHEREAS, LC Apartments, LP (the “Borrower”), has applied to the Governmental Lender for a
<br />loan (the “Borrower Loan”) to finance the acquisition, construction, and equipping of an approximately
<br />106-unit multifamily affordable rental senior housing development and facilities functionally related and
<br />subordinate thereto to be located at or about 99 County Road B East, in the City of Little Canada, Minnesota
<br />(the “Project Facilities”); and
<br />WHEREAS, the Borrower has requested that the Governmental Lender enter into this Funding
<br />Loan Agreement under which the Funding Lender will make a loan (the “Funding Loan”) to the
<br />Governmental Lender, the proceeds of which will be loaned to the Borrower pursuant to a Borrower Loan
<br />Agreement of even date herewith (as it may be supplemented or amended, the “Borrower Loan Agreement”)
<br />to finance the acquisition, construction, and equipping of the Project Facilities; and;
<br />WHEREAS, pursuant to the Borrower Loan Agreement, the Borrower agrees to make loan
<br />payments to the Governmental Lender in an amount which, when added to other funds available under this
<br />Funding Loan Agreement, will be sufficient to enable the Governmental Lender to repay the Funding Loan
<br />and to pay all costs and expenses related thereto when due; and
<br />WHEREAS, to evidence its payment obligations under the Borrower Loan Agreement, the
<br />Borrower will execute and deliver to the Governmental Lender its promissory note, dated the Closing Date
<br />(the “Borrower Note”), and the obligations of the Borrower under the Borrower Note will be secured by a
<br />lien on and security interest in the Project Facilities pursuant to Mortgage, Assignment of Rents and Leases,
<br />Security Agreement and Fixture Filing, dated as of the date hereof (the “Mortgage”), made by the Borrower
<br />to the Governmental Lender and assigned to the Fiscal Agent covering the Project Facilities; and
<br />WHEREAS, the Governmental Lender has executed and delivered to the Funding Lender its
<br />Multifamily Housing Revenue Note (Little Canada Senior Housing Project), Series 2026, in the original
<br />aggregate principal amount of $17,000,000 dated as of the Closing Date (the “Governmental Note”),
<br />evidencing its obligation to make the payments due to the Funding Lender under the Funding Loan as
<br />provided in this Funding Loan Agreement, all things necessary to make this Funding Loan Agreement the
<br />valid, binding and legal limited obligation of the Governmental Lender, have been done and performed,
<br />and the execution and delivery of this Funding Loan Agreement and the execution and delivery of the
<br />Governmental Note, subject to the terms hereof, have in all respects been duly authorized; and
|