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REGULATORY AGREEMENT AND
<br /> DECLARATION OF RESTRICTIVE COVENANTS
<br /> THIS REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE
<br /> COVENANTS (as supplemented and amended from time to time, this "Agreement" or this
<br /> "Regulatory Agreement"), is made and entered into as of April 1, 2020, by and among the CITY
<br /> OF SOUTH BEND, INDIANA, a municipal corporation of the State of Indiana (together with
<br /> any successor to its rights, duties and obligations, the "Issuer"), THE HUNTINGTON
<br /> NATIONAL BANK, a national banking association, as trustee for the herein referenced Series
<br /> 2020A Bonds (the "Trustee"), MERCHANTS BANK OF INDIANA, an Indiana banking and
<br /> financial institution, as purchaser of the herein referenced Series 2020B Bonds (the "Series
<br /> 2020B Bond Purchaser") and MAH CEDAR GLEN, LP, an Indiana limited partnership
<br /> (together with any successor to its rights, duties and obligations hereunder and as owner of the
<br /> Project identified herein, the"Borrower").
<br /> WITNESSETH:
<br /> WHEREAS, in order to provide moneys to finance the Project, the governing body of the
<br /> Issuer adopted an ordinance on April , 2020 (the "Bond Ordinance") authorizing the issuance
<br /> and sale of its Bonds (as defined herein), in the aggregate principal amount not to exceed
<br /> $7,300,000 pursuant to and in compliance with Indiana Code Title 36, Article 7, Chapters 11.9
<br /> and 12, as now in effect and as it may from time to time be amended or supplemented (the
<br /> "Act") and pursuant to (a) a Trust Indenture, dated as of April 1, 2020 (the"Indenture"), between
<br /> the Issuer and the Trustee with respect to the Series 2020A Bonds, and (b) a Bond Purchase and
<br /> Loan Agreement, dated as of April _, 2020 (the"Bond Purchase and Loan Agreement"), among
<br /> the Issuer, the Borrower and the Series 2020B Bond Purchaser with respect to the Series 202B
<br /> Bonds; and
<br /> WHEREAS, the Issuer is issuing the Bonds in multiple series designated as (a)
<br /> Multifamily Housing Revenue Bonds, Series 2020A (Cedar Glen Apartments Project) (the
<br /> "Series 2020A Bonds") under the Indenture for the purpose of lending the proceeds thereof to
<br /> the Borrower pursuant to a Loan Agreement, dated as of April 1, 2020 (the "Loan Agreement"),
<br /> and (b) Multifamily Housing Revenue Bonds, Series 2020B (Cedar Glen Apartments Project)
<br /> (the "Series 2020B Bonds," and together with the Series 2020A Bonds, the "Bonds") under the
<br /> Bond Purchase and Loan Agreement for the purpose of lending the proceeds thereof to the
<br /> Borrower pursuant to such Agreement, to pay a portion of the costs of financing the acquisition,
<br /> construction, rehabilitation, installation and equipping, on the real property described on Exhibit
<br /> A attached hereto, of a 179-unit multifamily residential development known as Cedar Glen
<br /> Apartments, and located at 425 S. 25th Street in the City of South Bend, St. Joseph County,
<br /> Indiana to be used for rental to low and moderate income families, as more specifically described
<br /> herein(the "Project"); and
<br /> WHEREAS, in order to assure the Issuer and the owners of the Bonds (the
<br /> "Bondholders") that interest on the Bonds will be excluded from gross income for federal
<br /> income tax purposes under the Internal Revenue Code of 1986 (the "Code"), and to further the
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