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HRA RESOLUTION NO. 9 9 2-0 0 3.._ . RESOLUTION APPROVING EXECUTION OF SUBORDINATION AGREEMENT RELATING TO REDEVELOPMENT CONTRACT WITH ST. ANTHONY LANEL BE IT RESOLVED, by the Board of Commissioners of the Housing and Redevelopment Authority of St. Anthony, Minnesota (the "HRA"), as follows: 1. Recitals. The HRA entered into a Redevelopment Contract dated August 4, 1988 (the "Development Contract"), with St. Anthony LaNel, a Minnesota general partnership (the "Developer") whereby the HRA sold certain premises described therein (the "Land") to the Developer. The Developer has constructed a 201 unit apartment building on the Land (the "Project"). Pursuant to the Development Contract, the HRA has executed and delivered to the Developer a deed to the Land (the "Deed"). To secure performance of the Developer's obligations under the Development Contract, the HRA has imposed certain covenants, restrictions and limitations on the Land and has retained certain reversionary and other rights in and to the Land, all as more fully set forth in the Development Contract and the Deed. The Developer has proposed to transfer its interests in the Project to Autumn Woods Partners Limited Partnership, a Minnesota limited partnership (the "Partnership"). To support payment of certain housing development refunding revenue bonds (the "Bonds") proposed to be issued by the City of St. Anthony (the "City") for the benefit of the Partnership to refund bonds issued by the City to finance the Project, Asset Guaranty Reinsurance Company, a New York corporation (the "Insurer"), will issue a Bond Insurance Policy (the "Policy"). The Partnership will agree to reimburse the Insurer for all amounts paid by the Insurer under the Policy pursuant to the terms and conditions of a Reimbursement Agreement between the Partnership and the Insurer (the "Reimbursement Agreement"). The obligations of the Partnership arising under the Reimbursement Agreement, together with certain other obligations of the Developer to the Insurer, will be secured by a Mortgage (the "Mortgage") and an Assignment of Rents (the "Assignment"). As a condition to issuing the Policy, the Insurer has required that the HRA execute a Subordination Agreement whereby the HRA fully subordinates all rights and interests of the HRA in and to the Land, the Project and all rights appurtenant thereto (collectively referred to as the "Premises") of any kind whatsoever under the Development Contract or the Deed, including but not limited to the HRA's rights to reversion of title and re-entry, to the lien of the Mortgage, the Assignment and any other lien or security interest at any time hereafter acquired by the Insurer or the trustee for all or any portion of the Premises.