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HomeMy WebLinkAboutRES 85-034 RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE THE APPLICATION-COMMITMENT AGREEMENT BETWEEN THE CITY OF ST. ANTHONY AND THE MINNESOTA HOUSING FIANNCE AGENCY (MHFA) AND TRANSFER OF NEEDED FUNDS Meeting Sheet IIIIII VIII VIII VIII VIII VIII IIII IIII iozazz Box: 23 Folder: RES 1985 Document: RES 85-034 RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE THE APPLICATION-COMMITMENT AGREEMENT BETWEEN THE CITY OF ST. ANTHONY AND THE MINNESOTA HOUSING FIANNCE AGENCY (MHFA) AND TRANSFER OF NEEDED FUNDS I ' r I• RESOLUTION 85-034 . A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE THE APPLICATION-COMMITMENT AGREEMENT BETWEEN THE CITY OF ST. ANTHONY AND THE MINNESOTA HOUSING FINANCE ,AGENCY (MHFA) AND TRANSFER OF NEEDED FUNDS WHEREAS, the City of St. Anthony, in conjunction with the St. Anthony National Bank, has been awarded $285,000 in Minnesota Housing Finance Agency First Time Buyer Fond Funds; and WHEREAS, the City's share of the $8,500.00 refundable commitment fee is $4275.00. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of St. Anthony does hereby authorize that $4,275.00 be transferred from the fund balance to the General Fund for said payment, and BE IT FURTHER RESOLVED, that the Mayor of the City of St. Anthony is hereby • authorized to execute the Minnesota Housing Finance Agency Program Application- Commitment Agreement on behalf of the City. Adopted this a3 rd day off����, 1985. j lixoewlolop Mayor ATTEST: City Clerk Reviewed for administration: �C�•�Y City Manager ;a . MINNESOTA HOUSING FINANCE AGENCY • PROGRAM APPLICATION-COMMITMENT AGREEMENT MUNICIPAL PARTICIPATION HOME MORTGAGE LOAN PROGRAM THIS APPLICATION AND AGREEMENT is made and entered into .by and between the City of St. Anthony _ _ _ _ (hereinafter "Municipality") , with its office at 33_01 Silver .Lake._Rd. , St. Anthony.. 55418 Minnesota and the Minnesota Housing Finance Agency (hereinafter "MHFA") , with its office at 400 Sibley Street Suite 300, St. Paul, Minnesota 55101. WITNESSETH: WHEREAS, MHFA, under the provisions of Chapter 462A of Minnesota Statutes, is authorized to enter into commitments for : the purchase of mortgage notes and mortgages (hereinafter collectively "Mortgages") for residential housing to be occupied by. persons and families meeting MHFA's loan eligibility requirements; and WHEREAS, Municipality has requested and received a set-aside of funds from the MHFA Municipal Participation Home Mortgage Loan Program "• (hereinafter the "Program") ; and WHEREAS, Municipality wishes to obtain a commitment by MHFA to purchase Mortgages which are originated by a lender, to be designated by Municipality, which will request a commitment from MHFA to purchase such Mortgages; and WHEREAS, Mortgages to be purchased by the MHFA pursuant to the commitment requested by the Municipality must only be for residences located within the geographic area of the Municipality, and on prop- erty specifically authorized and approved by the Municipality; and WHEREAS, the MHFA is willing to issue a commitment wherein it will agree to- purchase Mortgages, made by a designated lender, which are in accordance with the terms and conditions of this Agreement, the Pro-- gram, and the MHFA 19 85 Single Family Mortgage Loan Program Proce- dural Manual as modified by the conditions specified in Exhibit A attached hereto (hereinafter "Procedural Manual") , a copy of which has been provided to the Municipality and will be supplied to the desig- nated lender, and the provisions of which are hereby incorporated by reference into this instrument as if set forth in full herein; and -WHEREAS. Municipality acknowledges that MHFA has the right to reduce the commitment amount,. by so indicating at the place provided below; and • WHEREAS, Municipality further acknowledges that the MHFA has addi- tionally reserved the right to. reduce the amount of the commitment issued by the MHFA (hereinafter "Commitment Amount") subsequent to its approval of this application, by so indicating such to the Municipal- ity in writing; and WHEREAS, MHFA is willing to issue a commitment under this Program Application-Commitment Agreement (hereinafter "Program Commitment Agreement") to purchase Mortgages originated by such designated lender in accordance with the terms set forth below, the provisions of the Program and Procedural Manual, and the terms ' of any agreement entered into between the MHFA and such designated lender. NOW, THEREFORE, in consideration of the covenants hereinafter con- tained and the mutual benefits to be derived therefrom, it is hereby agreed as follows: -1- W/P ID 1664F 7/3/85 1. Commitment Amount. Municipality hereby applies for a com•- mitment by MHFA to purchase Mortgages which meet the requirements of and are made in accordance with the provisions of this Program Commit- ment Agreement, the Program, and the Procedural Manual, in the aggre-- gate principal amount set- forth below. All Mortgages to be purchased by the MHFA pursuant to the Program Commitment- Agreement shall be only for property and home purchaserswhich satisfy the provisions of the Program -and the Procedural Manual. _ Municipality acknowledges that the commitment herein applied for shall be effective only upon the approval thereof by MHFA at the place provided below and the delivery of a. copy of the same by MHFA to Municipality which approved applica.- tion shall constitute the Program Commitment Agreement. This Program Application is further subject to any reduction in dollar amount which may be set forth below by MHFA prior to delivery by iL- to Municipality of an approved copy of said Program Commitment Agreement. It is a condition of the Program Commitment Agreement- that MHFA shall have the additional right, upon written notice to Municipality, to reduce the approved commitment amount at any time after the deliv..-. ery of the Program Commitment Agreement. . 2. Variance in Commitment Amount. A variance of $15,000.00 in the total principal amount of Mortgages purchased under the Program Commitment Agreement, above or below the Commitment Amount-, shall be deemed by the MHFA to constitute compliance with the contents of such Program Commitment Agreement. 3. Commitment Term. Upon the execution and delivery of the Program Commitment Agreement by. MHFA to Municipality, Municipality shall designate a lender which will originate Mortgage loans complying with the terms. of the Program Commitment Agreement, the Program, and the Procedural Manual , and sha.lL have such .lender enter into and exe-. cute a Seller Application-CommiLmenL Agreement in a form as set forth in Exhibit- B attached hereto. The entire amount; of Mortgages shall be closed and delivered to MHFA for purchase within the period specified in the Program Commitment Agreement (hereinafter "Commitment Term") , which Commitment Term shall commence and terminateupon the dates set- forth below by MHFA. 4. Commitment Fees. Uo commitment fee or charge of any type shall be payable by Municipality to' the MHFA for the commitment by the MHFA to purchase such qualifying Mortgages. 5. Purchase Price. The purchase price of each Mortgage to be purchased by MHFA hereunder shall be as set forth in Lhe Procedural Manual. 6. Nortzage Terms. The interest rate for all. Mortgages shall be All Mortgages sha 1 meet all requirements of the Program, and those set forth in the Procedural. Manual and Seller Application-Commitment Agreement. 7. Area Limitation. Municipality hereby specifically agrees that the MHFA shall, pursuant to the Program Commitment. Agreement, be required to purchase only those Mortgages which are for residences located within the geographic area of the Municipality and which are located on property specifically authorized and approved by the Munic--- ipalit-y for inclusion in the Program. 8. Municipal Requirements. . All Mortgages. submitted to the MHFA for purchase under the Program Commitment Agreement- must comply with all of the requirements of the Program and the Procedural Manual, and, in addition, must satisfy and comply with the provisions and con- ditions contained and specified in the Minnesota Housing Finance Agency Local Participation Home Mortgage Loan Program Form (hereinaf- ter "Local Participation Form") , which .was completed and submitted to the PHiFA by the Municipality and is attached hereto as Exhibit C and incorporated herein by reference. The Municipality_Agrees to review each Plortaa�efor comrliance_with_thesrovisions_ andconditions co_n_... tained and specified-in the_Local_ Participation Forma -2- W/P Ill 1664F 1/3/85 � y Municipality further specifically agrees that the MHFA is under no obligation of any type or manner to purchase any Mortgages submitted . to it for purchase which, do not comply, with the terms and conditions contained and specified in the Local Participation Form, but are otherwise eligible Mortgages pursuant to the Procedural Manual. 9. Warranties. Municipality hereby warrants to MHFA that, upon approval and delivery of the Program Commitment Agreement by MHFA and the subsequent purchase by and delivery of Mortgages to MHFA pur- suant thereto, all such Mortgages will have been made in compliance with, and will be in full compliance with, the terms and conditions contained in the Program Commitment Agreement, the Program, and the Procedural Manual, and all warranties set forth in..the Procedural Man- ual shall be applicable to each such Mortgage. 10. Servicing. The servicing and collection of Mortgages shall be the sole responsibility of MHFA, or of those servicing institutions which MHFA may designate in its sole ,option and discretion. 11. Remedies. Time is of the essence hereof. In the event that Municipality defaults in the observance or performance of any covenant or condition in the Program Commitment Agreement or Proce- dural Manual, or in the event that any warranty made by Municipality with respect to any Mortgage is found to be untrue, then MHFA shall be entitled to all remedies, at law or in equity, including but not lim- ited to: (i) the right to rescind acceptance of the Program Commit- ment Agreement; (ii) the right to seek equitable relief by way of injunction (mandatory or prohibitory) to prevent the breach or threatened breach of any of the provisions of the Program Commitment Agreement or to enforce the performance thereof; (iii) the right- to seek damages, including consequential damages, arising by virtue of MHFA's sale of its debt securities in reliance on Municipality's observance and performance of the provisions of the Program Commitment Agreement; and (iv) the right to terminate the Program Commitment Agreement, and upon such termination Municipality shall . have no fur- ther rights pursuant hereto; provided, however, that such termination shall not diminish MHFA's rights specified in the- Procedural Manual. All such remedies shall be cumulative, and the exercise by MHFA of any one or more of them shall not in anyway alter or diminish MHFA's right to any other remedy provided herein or by law. 12. Contract Documents. All Mortgage transactions between Municipality and MHFA pursuant to the Program Commitment Agreement are on a contractual basis, the contract in each instance consisting of: (i) the Program Commitment Agreement, and (ii) the provisions and requirements of the Procedural Manual, with all amendments and supple- ments thereto in any form in effect as of the date of MHFA's accept- ance of the Program Application. 13. Assignment. Neither this Program Application-Commitment Agreement nor any interest therein is assignable' or transferable by the Municipality, or by operation of law, without the prior written consent of the MHFA. 14. Paragraph Captions and . Program Headings. The captions and headings of the paragraphs of this Program Application-Commitment Agreement are for convenience only, and shall, not be used to -interpret or define the provisions thereof. 15. Applicable Law. The Program Commitment Agreement is made and entered into in the State of Minnesota and all questions relating to the validity, construction, performance and enforcement hereof shall be governed by the laws of the State of Minnesota. . 16. Agreement Conditional Upon MHFA Approval. This Agreement shall be a binding obligation of MHFA upon its execution and delivery of a copy of the same to Municipality. In the event that the Program Commitment Agreement is not, for any reason, so-•executed and delivered -3- W/P ID 1664F 7/3/85 by MHFA on or before July 31, 1985 Municipality's applica- tion-commitment agreement shall be null and void and of no force or effect. ��pp I ESS WHEREOF, Mu pality has set . its hand this day of 9M. IN PRESENCE OF: MUNICIPALITY By: _ 3 (Signat a of AuthOffice�� (Printed or Typewritten Name of Authorized Officer). REQUESTED COMMITMENT AMOUNT $ 285,000 REQUESTED COMMITMENT TERM: 12 MONTHS MHFA APPROVAL MHFA hereby accepts the above Municipality's application-commit- ment agreement and grants a commitment in the amount of $ for the term commencing _ 19 and termi- nating 19 IN PRESENCE OF: MINNESOTA HOUSING FINANCE AGENCY By: Its: Signed this day of 19 SUMMARY (To be completed by MHFA) Municipality's requested amount $ -Commitment Amount granted by MHFA $ Commitment. Term from 19 through 19 -4- W/P ID 1664F 7/3/85 EXHIBIT A . PROCEDURAL MANUAL FOR • MUNICIPAL PARTICIPATION HOME MORTGAGE LOAM PROGRAM The Municipal Participation Home Mortgage Loan Program (herein- after "Program") -is a program under the MHFA 19 85 Single Family Mort- gage Loan .Program (hereinafter ­1985 SFMLP") . Therefore, the Proce- dural Manual for the 1985 SFMLP with appropriate changes to implement the conditions specified herein, will be used as a procedural manual for the Program. The following are the conditions which exist for the Program, and which are to be incorporated into the SFMLP Procedural Manual. The Sellers and Servicers for the Program shall make all changes to the SFMLP Procedural Manual necessary to incorporate the following into such Procedural Manual: I. Participation Fee There is no participation fee charged to. a mortgage lender for `• its participation in the Program. Therefore, all reference to participation fees must be deleted from the 1985 SFMLP Proce- dural Manual and all documents relating thereto. However, there is a Commitment Fee , required which is specified in the body of the Seller Application-Commitment Agreement. II. Multiple Commitments for Lender . The Seller Commitment Agreement for the Program is a separate commitment which is in addition to .any other Application-Commit- ment Agreement which may have been executed by a Seller/Origi- nating Lender. Therefore, all references precluding multiple commitments. to a Seller/Originating Lender must be deleted from the 19 85 SFMLP Procedural Manual and all documents relating thereto. III. Participation Procedure The Seller Commitment Agreement for the Program is a commitment for a specific dollar amount 'of monies, and not merely an .appli- cation to participate in the. Program. Therefore, sections 2.1, 2.4, 2.5, 2.6, 2.7, 2.8, 2.9, 2.10 and 2.11 must be deleted in their entirety from the SFMLP Procedural Manual and all documents relating thereto. In addition, any reference to the procedures described in such sections must be deleted from the 1985 SFMLP Procedural Manual. and all documents relating thereto. IV. Interest Rate The interest rate for all Mortgages shall be at a fixed rate of nine and ninety-five one hundreths of one percent (9.95%) V. Homeownership Assistance Fund (HAF) Loans Loans under the Program are not eligible for Homeownership Assistance Fund (HAF) downpayment and/or monthly assistance for payment of principal and interest. Therefore, any reference to HAF second mortgage loans and assistance must be deleted from the SFMLP Procedural Manual and all documents relating thereto. All questions regarding the conditions specified herein, or the inter- pretatio�. thereof, should be directed to the Director of Mortgage Loan Programs for the Minnesota Housing Finance Agency. -5- W/P ID 1664F 7/3/85 EXHIBIT B • MINNESOTA HOUSING FINANCE AGENCY SELLER APPLICATION-COMMITMENT AGREEMENT MUNICIPAL PARTICIPATION HOME MORTGAGE LOAN PROGRAM THIS APPLICATION AND AGREEMENT is made and entered into by and between St. Anthony National Bank _ (hereinafter "Seller") , with its office at Lowry at Stinson_Blvd._NE, St. Anthony,, 55418 Minnesota and the Minnesota Housing Finance Agency (hereinafter "MHFA") , with its office at 400 Sibley Street- Suite 300, St- . Paul, Minnesota 55101. WITNESSETH: WHEREAS, MHFA, under the provisions of Chapter 462A of Minnesota Statutes, is authorized to enter into commitments for the purchase of mortgage . notes and mortgages (hereinafter collectively "Mortgages") for residential housing to be occupied by persons and families meeting MHFA's loan eligibility requirements; and WHEREAS, the City of _ St. Anthony (hereinafter "Municipality") has received from the MHFA a Program Commitment Agree- ment for purchase money loans (hereinafter "Program Commitment Agree- ment") which was issued under the MHFA Municipal Participation Home Mortgage Loan Program (hereinafter the "Program") ; and WHEREAS, the Program Commitment Agreement obtained by Municipal- ity is for a set-aside of monies to be used exclusively within the geographic boundaries of the Municipality; and WHEREAS, Seller has been requested by Municipality to partici- pate in the Program by originating Mortgages for eligible buyers of eligible single family housing under the Program which mortgages will be sold to the MHFA; and WHEREAS', Seller desires to participate in the Program, and to obtain a commitment from MHFA to purchase Seller's Mortgages in accordance with the terms and conditions of the Program, and the. MHFA 19 85 Single Family Mortgage Loan Program. Procedural Manual as modi- fied by the conditions specified in Exhibit A attached hereto (herein- after "Procedural Manual") , a copy of which has been provided to the Seller, and the provisions of which are hereby incorporated by refer- ence into this instrument as if set forth in full herein; and WHEREAS. Seller agrees to submit and pay a fee (hereinafter pe "Commitment Fee") in an amount of _ thr_e_e_pgrcen_(3 of the total of the-commitment issued by the MHFA to the Seller by way of this Seller Application-Commitment Agreement (hereinafter "Commit- ment Amount") ; and WHEREAS, Seller acknowledges that MHFA has reserved the right to reduce the amount of funds herein requested by Seller for commitment by so indicating at the place provided below; and WHEREAS,. Seller further acknowledges that the MHFA has addition-- ally reserved the right- to reduce the approved Commitment Amount sub- sequent to its approval of this application, provided that if such a reduction occurs MHFA shall refund to Seller that portion of the Com- mitment Fee represented by such reduction, and provided further, that- MHFA shall purchase all of Seller's Mortgages which evidence loans closed during the term of the commitment and prior to the effective date of MHFA's notice of reduction of the Commitment. Amount, together with all Mortgages which evidence loans for which Seller's binding -6- W/P ID 1664F 7/3/85 commitment or approved application are issued prior to such effective • date and which are subsequently closed during the term of V'.e commit- ment; and WHEREAS, MHFA is willing to issue a commitment under this Seller Application-Commitment Agreement (hereinafter "Seller Commitment Agreement") to purchase Seller's Mortgages in accordance with the terms and conditions set forth below, and the provisions of the Pro- gram and Procedural Manual: MOW, THEREFORE, in consideration of the Commitment Fee as set forth hereinbelow paid by Seller to the ' MHFA, the receipt and suffi- ciency, of which is acknowledged by the MHFA, 'and the covenants herein- af.ter contained and the mutual benefits to be derived therefrom, it is hereby agreed as follows: 1. Commitment Term. Upon the execution and delivery of the Seller Commitment Agreement by MHFA to Seller, Seller shall commence to make Mortgage loans complying with the terms of the Seller Commit- ment Agreement, the Program, and the Procedural Manual. The entire amount of Mortgages shall be closed and delivered to MHFA for purchase within the period specified in the Seller Commitment Agreement (here- inafter "Commitment Term") , which Commitment Term shall commence and terminate upon the dates set forth below by MHFA. 2. Commitment Amount. Seller, hereby applies for a commitment by MHFA to purchase Seller's Mortgages which meet the requirements of and are in accordance with the provisions of this Application and Agreement, the Seller Commitment Agreement, the Program, and the Pro- cedural Manual, in the aggregate principal amount set forth below, which amount is also set forth in the Program Commitment Agreement issued to the: Municipality and attached hereto as Exhibit B and made a part hereof. All -Mortgages to be purchased by the MHFA from Seller pursuant to the Seller Commitment Agreement shall be originated by Seller only for property and home purchasers which satisfy the provi- sions of the Seller Commitment Agreement, Program, and the Procedural Manual. Seller acknowledges that the commitment herein applied for shall be effective only upon the approval thereof by MHFA at the place provided below, and the delivery of a copy of the same by MHFA to Seller, which approved application shall constitute the Seller Commit- ment Agreement. Seller's application. is further subject to any reduc- tion in dollar amount which may be set forth below by MHFA prior to delivery by it to Seller of an approved copy of said Seller Commitment Agreement. It is a condition of the Seller Commitment Agreement that MHFA shall, have the additional right, upon written notice to the Seller, to reduce the approved commitment amount at any time after the delivery of the Seller Commitment Agreement; provided that if such a, reduction occurs MHFA shall refund to Seller that portion of the Commitment Fee represented by such reduction, and provided further that the MHFA shall purchase all of Seller's Mortgages closed during the Commitment Term and prior to the effective date of MHFA's notice of commitment amount reduction, and all of Seller's Mortgages for which Seller's binding commitment or approved application are issued prior to such effective date and which are subsequently closed during the Commitment Term. Seller acknowledges that Municipality is a beneficiary of the Seller Commitment Agreement, and that the MHFA may supply a copy thereof to the Municipality after its execution and delivery. Seller also- acknowledges and agrees that upon request by the Municipality, it willsupply the Municipality with written confirmation that the Seller Commitment Agreement is in full force and effect. 3. Variance in Commitment Amount. A variance of $15,000.00 in the total principal amount of Mortgages purchased under the Seller Commitment Agreement, above or below the Commitment Amount, shall be deemed by the MHFA to constitute compliance with the contents of such Seller Commitment Agreement. -7- W/P ID 1664F 7/3/85 4. Commitment Fee. A Commitment Fee equal to of the Commitment Amount shall -be payable by Seller to the MHFA, for the comm tment by the MHFA to pur.- chase- Seller's Mortgages. The Commitment Fee shall be deemed earned .. as to any portion of the Commitment Amount not utilized during the Commitment Term, and shall not be refunded by the MHFA to the Seller. The Commitment Fee is due and payable to the MHFA immediately upon the MHFA's execution of the Seller Commitment Agreement- and prior to the commencement date therefor which is contained in the MHFA approval hereinbelow. Seller agrees to and Seller shall forward t-o the 1AHF'A, along with an executed original of this Seller Application-Commitment Agreement, an amount of monies equal to of the amount requested for commitment herein by the Seller. The MHFA shall, after establishing an approved Commitment Amount, retain the Commitment Fee specified herein from said amount, and shall return the remaining portion thereof, if any exists, to the Seller. Seller acknowledges that the receipt by the MHFA of the Commitment Fee is a condition precedent to MHFA's execution and delivery of the Seller . Commitment Agreement provided for hereunder. 5. Purchase Price. The purchase price of each Mortgage to be purchased by MHFA hereunder shall be as set forth in the Procedural Manual. 6. Mort%aRe Terms. 'Phe interest rate for all Mortgages shall be nine and ninety-five one_h.undreths_of one percent Alt Mortgages shall be conventional mortgages for a maximum term of thirty (30) years, and shall meet- all requirements in the Seller Commitment Agreement, of the Program, and set forth .in the Procedural Manual. 7 . Area Limitation. Seller hereby specifically agrees to ten- der for purchase under the Seller Commitment Agreement only Mortgages for residences located within the geographic area of the Municipality, and which are located on property specifically authorized and approved by the Municipality for inclusion in the Program. Seller further specifically agrees that the MHFA is under no obligation of any type or manner to purchase hereunder, or -under the Seller Commitment Agree- meet, any Mortgages which it may tender thereto for purchase under the Seller Commitment Agreement which are not for residences located within the geographic area of the Municipality but are otherwise eli- gible Mortgages pursuant to the Procedural Manual. 8. Municipal Requirements. In addition to the Mortgages com- plying with all of the requirements of the Program- and the Procedural Manual, Seller hereby specifically agrees to submit to the MHFA for purchase under the Seller Commitment Agreement only Mortgages which satisfy and comply with the provisions and conditions contained and specified in the. Minnesota Housing Finance Agency Local Participation Home Mortgage Loan Program Form (hereinafter "Local Participation Form") , which was completed and submitted to the MHFA by the Munici - pality and is attached hereto as Exhibit C and incorporated herein by reference. In determining whether or not a Mortgage satisfies and- complies with the terms and conditions contained and specified in the Local Participation Form, Seller may rely upon a signed statement to that effect from the Municipality. The Municipality must- approve each Mortgage submitted by Seller to the MHFA for purchase under the Seller Commitment- Agreementas to its compliance with the provisions and conditions contained and specified in the . Local Participation Form, and Seller specifically agrees to submit each such Mortgage for such approval prior to submittal to the MHFA for purchase, and to submit evidence of such approval to the MHFA as part of Seller's Mortgage Loan Submission Package. Seller further specifically agrees that the MHFA is .under no obli- gation of any type or manner to purchase any Mortgages which it may tender thereto for purchase which do not comply with the terms and conditions contained and specified in the Local Participation Form, but are otherwi.e eligible Mortgages pursuant to the Procedural Man- ual. -8- W/P 'Ill 1664F 7/3/85 9. Seller's Warranties. Seller hereby warrants to MHFA that, • upon approval and delivery of the Seller Comrtiitment Agr-3ement .by MHFA and the - subsequent sale and delivery of Mortgages to MHFA pursuant thereto, Seller's warranties, as set forth in the Procedural Manual, shall be applicable to each said Mortgage. 10. Servicing. The servicing and collection of Mortgages shall be the sole responsibility of MHFA, or •-)f those servicing institutions which MHFA may designate in its sole option and discretion. 11. Remedies. Time is of the essence hereof. In the event that Seller defaults in the observance or performance of any covenant or condition in the Seller Commitment Agreement or Procedural Manual on Seller's part to be observed or performed, or in the event that any warranty made by Seller with respect to any Mortgage is found to be untrue, then MHFA shall be entitled to all remedies, at law or in equity, including but not limited to: (i) the right to tender such -Mortgage to Seller as set forth in Procedural Manual; (ii) the right to rescind acceptance of the Seller Commitment Agreement; (iii) the right to seek equitable relief by way of injunction (mandatory or pro- hibitory) to prevent the breach or threatened breach of any of the provisions of the Seller Commitment Agreement or to enforce the per- formance thereof; (iv) the right to seek damages, including consequen- tial damages, arising by virtue of MHFA's sale of its debt securities in reliance on Seller's observance and performance of the provisions of the Seller- Commitment Agreement; (v) the right to terminate the Seller Commitment Agreement, and upon such termination Seller shall have no further rights pursuant hereto, provided, however, that such termination shall not diminish MHFA's rights specified herein and in the Procedural Manual . All such remedies shall be cumulative, and the exercise by MHFA of any one or more of -them shall not in anyway alter or diminish. MHFA's right to any other remedy provided herein or by law. . 12. Contract Documents. All Mortgage transactions between Seller and MHFA pursuant to the Seller Commitment Agreement- are on a contractual basis, the contract in each instance consisting of: (i) the Seller Commitment Agreement; and (ii) the provisions and require- ments of the Procedural Manual, with all amendments and supplements thereto in any form in effect as of the date of MHFA's acceptance of Seller's Application. 13. Assignment. Neither this Seller Application-Commitment Agreement nor any interest therein is assignable or transferable by the Seller, or by operation of law, without the prior written consent of the MHFIL. 14. Paragraph Captions and Headings. The captions and headings of the paragraphs of this Seller Application-Commitment Agreement for convenience only, and shall not be used. to interpret or define the provisions thereof. 15. Applicable Law. The Seller Commitment Agreement is made and entered into in the State of Minnesota and all questions relating to the validity, construction, performance and enforcement hereof shall be governed by the laws of the State of Minnesota. 16. Agreement Conditional Upon MHFA Approval. This Agreement shall be a binding obligation of MHFA upon its execution and delivery of a copy of the same to Seller. In the event that the Seller Appli- cation-Commitment Agreement is not, for any reason, so executed and -9- W/P ID 1664F 7/3/85 • delivered by MHFA on or before JUL; 31, 1985 Seller's applica- tion-commitment agreement shall be null and void and of no force or effect. IN WITNESS WHEREOF, Seller has set its hand this day of 19_ IN PRESENCE OF: SELLER By: (Signature of Authorized Officer) (Printed or Typewritten Name of Authorized Officer) Seller's Telephone Number Its: ( ) (Include Additional. Signature Below if Required by Seller's Bylaws) By: Its: REQUESTED COMMITMENT AMOUNT $ 285,000 REQUESTED COMMITMENT TERM: 12 _ MONTHS MHFA APPROVAL MHFA hereby accepts the above Seller application-commitment agree- ment and grants a commitment in the amount of $ for the term commencing , , 19•_ and termi- nating 19 IN PRESENCE OF: MINNESOTA HOUSING FINANCE AGENCY By: Its: Signed this day of 19 SUMMARY (To be completed by MHFA) Seller's requested commitment amount $ Commitment Amount granted by MHFA Amount of monies forwarded to MHFA by Seller $ _ Amount of monies forwarded to MHFA by Municipality Seller's Commitment Fee due $ Municipal Commitment Fee due $ Amount of monies to be refunded to Seller $ t:- Commitment Term from 19_* through 19_ -10- W/P ID 1664F 7/3/85