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<br />Little Canada-Lupe - Borrower Loan Agreement - LC Apartments(199386221.3) - 5/12/2026 6:38:21 PM
<br />Borrower Note. The Direct Note may be prepaid by the Borrower as set forth in the Direct Note. Any
<br />optional or mandatory prepayment of the Borrower Loan applicable under any Borrower Note shall be
<br />made and applied in the following priority unless otherwise directed or approved by the Controlling Person:
<br />first, to the Direct Note; and, second, to the Borrower Note.
<br />(c) Acceleration of the obligations of the Borrower hereunder upon an Event of
<br />Default beyond any applicable cure period prior to the First Par Call Date shall constitute an evasion of the
<br />prepayment provisions of this Agreement and any tender of payment of an amount necessary to satisfy the
<br />entire indebtedness evidenced by this Agreement shall include an acceleration premium, equal to the
<br />amount of interest which would have accrued on the amount of Borrower Note scheduled to be outstanding
<br />from the date of acceleration to, but not including, the First Par Call Date.
<br />(d) In the event of a partial prepayment of the Borrower Loan (other than pursuant to
<br />Section 5(c) of the Borrower Note) and/or a partial prepayment of the Direct Loan (other than pursuant to
<br />Section 7(c) of the Direct Note), the mandatory prepayment schedule set forth on the Debt Service Schedule
<br />shall be adjusted to provide for level debt service in respect of the Borrower Note and the Direct Note
<br />remaining outstanding after such partial prepayment, on the basis of the number of months remaining in
<br />the Amortization Term and, if applicable, the Reset Rate. The Controlling Person shall provide the Fiscal
<br />Agent, the Funding Lender and the Borrower with the Debt Service Schedule reflecting such adjustment
<br />promptly following any such partial prepayment. The Controlling Person, with the prior written consent of
<br />the Borrower, may deliver a modified Debt Service Schedule from time to time hereafter for any other
<br />purpose agreed to by Controlling Person and Borrower. In connection with any such modified Debt Service
<br />Schedule, the Controlling Person may, at its election and at Borrower’s expense, require a Favorable
<br />Opinion of Bond Counsel.
<br />Section 2.4 Obligations Absolute. The obligations of the Borrower under this Agreement, the
<br />Borrower Note and the other Funding Loan Documents shall be absolute, unconditional and irrevocable,
<br />and shall be performed in all material respects in accordance with the terms of this Agreement, under all
<br />circumstances whatsoever, including without limitation the following circumstances: (i) any lack of validity
<br />or enforceability of the Funding Loan Documents or any other agreement or document relating thereto; (ii)
<br />any amendment or waiver of or any consent to or departure from the Funding Loan Documents or any
<br />document relating thereto; or (iii) the existence of any claim, set-off, defense or other right which the
<br />Borrower may have at any time against the Governmental Lender or the Funding Lender (or any persons
<br />or entities for whom the Funding Lender may be acting) or any other person or entity, whether in connection
<br />with this Agreement, the transactions described herein or any unrelated transaction. The Borrower
<br />understands and agrees that no payment by it under any other agreement (whether voluntary or otherwise)
<br />shall constitute a defense to its obligations hereunder, except to the extent that the Borrower Loan evidenced
<br />hereby has been indefeasibly paid in full, whether owing under this Agreement or under the other Funding
<br />Loan Documents.
<br />Section 2.5 Indemnification. The Borrower covenants to defend, indemnify and hold harmless
<br />the Governmental Lender, the Fiscal Agent, the Funding Lender, the Controlling Person, and each of their
<br />respective Affiliates and each of their and their Affiliates’ respective directors, officers, officials,
<br />employees, representatives, members, attorneys and agents (collectively, the “Indemnified Parties”), except
<br />as limited below, from and against any and all claims, damages, losses, liabilities, costs or expenses
<br />(including attorneys’ fees for counsel of each of the Indemnified Parties’ choice) whatsoever which the
<br />Indemnified Parties may incur (or which may be claimed against any of the Indemnified Parties by any
<br />person or entity whatsoever) by reason of or in connection with:
<br />(a) the Governmental Note, Funding Loan Agreement, Borrower Loan Agreement,
<br />Regulatory Agreement or Tax Certificate, or the execution or amendment hereof or thereof or in connection
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