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RES 2011-0690 - Consent to transfer of interest from NCTHP s :` 4, t Planning Department ��►��!�"ems�� R Omaha/Douglas Civic Center jl t 1819 Farnam Street,Suite 1100® '�c '� { �� t t4� O Omaha,Nebraska 68183 °�, 1�C ry t (402)444 5150 jq Telefax(402)444-6140 °��rFOFE8R�r4� ����`� y1,4�'!'�S t'�. R.E.Cunningham,RA,F.SAME City of Omaha Director Jim Suttle,Mayor June 7, 2011 Honorable President and Members of the City Council, The attached Resolution authorizes the Mayor to execute the documents necessary to provide for the City's consent to the transfer of interest and indebtedness from NCTHP, Limited Partnership (Assignor), a Nebraska limited partnership, of which Midwest Housing Assistance Corporation is General Partner, 13520 California Street, Suite 250, Omaha, Nebraska 68154, to Hope of Glory Ministries, Inc. (Assignee), a Nebraska Non-profit Corporation., 4325 Bedford Avenue, Omaha, Nebraska 68104. Further, the attached Resolution amends the terms of the HOME Program repayable loan related to the Agreement approved on October 27, 1998, by City Council Resolution No. 2996, as amended, which provided partial funding for the rehabilitation of property located at 4460-4468 Redman Avenue. The Agreement between the City of Omaha and NCTHP Limited Partnership provided a HOME Program repayable loan, in the original amount of $217,875.00, as partial financing of the renovation of property located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue, into 28 rental housing units for use as transitional housing by formerly homeless families and individuals. Under terms of this loan, secured by a Deed of Trust and Promissory Note, the payments are deferred for 15 years. The principal is scheduled to begin amortizing at the interest rate of 2% for a period of 30 years in 2015. The principal balance of the loan becomes due and payable upon the sale or transfer of the property. The Assignor has requested the City of Omaha's consent to the transfer of interest and assignment of its rights and obligations to the Assignee The Assignor has provided transitional rental housing for thirteen (13) years but wants to sell the property as the tax credits have been fully captured. The Assignee desires to purchase the property from the Assignor and will continue its operation as transitional housing with operating fund assistance through a grant under the HUD Supportive Housing Program. The Assignor is willing to forgive its $414,740.41 loan interest and pay off the first mortgage loan balance of $396,869.00 in order to assure the financial feasibility of continued operation of the property as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. The Assignor is further indebted to the City by virtue of a NAHTF Grant Agreement in the amount of$40,000.00, approved by the City Council on February 2, 2010, by Resolution No.113, to partially fund additional rehabilitation work on 7 of the 28 rental units. This grant is secured by an Acknowledgement of Covenant Running with Land, filed on February 16, 2010, as Instrument No. 2010213826. The Assignor has requested the City's consent to assign this grant obligation to the Assignee. Approval of the attached resolution will provide for the City's consent to the transfer of interest, assignment of both loan and grant obligations, and loan term modification to facilitate the continued operation of the property as transitional rental housing for formerly homeless individuals and families. We urge your favorable consideration of this Resolution. Sincerely, Referred to City Council for Consideration: .E. I741111M16" P L,../i i d/- /I eat Cunni _ .SAME 9 5 2S•Zo l/ Planning D i rector Mayor's 0 ice itl Date ME Program repayable loan related to the Agreement approved on October 27, 1998, by City Council Resolution No. 2996, as amended, which provided partial funding for the rehabilitation of property located at 4460-4468 Redman Avenue. The Agreement between the City of Omaha and NCTHP Limited Partnership provided a HOME Program repayable loan, in the original amount of $217,875.00, as partial financing of the renovation of property located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue, into 28 rental housing units for use as transitional housing by formerly homeless families and individuals. Under terms of this loan, secured by a Deed of Trust and Promissory Note, the payments are deferred for 15 years. The principal is scheduled to begin amortizing at the interest rate of 2% for a period of 30 years in 2015. The principal balance of the loan becomes due and payable upon the sale or transfer of the property. The Assignor has requested the City of Omaha's consent to the transfer of interest and assignment of its rights and obligations to the Assignee The Assignor has provided transitional rental housing for thirteen (13) years but wants to sell the property as the tax credits have been fully captured. The Assignee desires to purchase the property from the Assignor and will continue its operation as transitional housing with operating fund assistance through a grant under the HUD Supportive Housing Program. The Assignor is willing to forgive its $414,740.41 loan interest and pay off the first mortgage loan balance of $396,869.00 in order to assure the financial feasibility of continued operation of the property as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • ASSUMPTION OF INDEBTEDNESS AGREEMENT (TRUST FUNDS) THIS ASSUMPTION OF INDEBTEDNESS AGREEMENT (TRUST FUNDS) (the "Agreement") is made as of June , 2011 (the "Effective Date"), by and among NCTHP, LIMITED PARTNERSHIP, a Nebraska limited partnership (the "Assignor"), and HOPE OF GLORYMINISTRIES, INC., a Nebraska nonprofit corporation ("Assignee"). WHEREAS, Assignor is the owner of that certain twenty-eight unit affordable housing development located at 4460-4468 Redman Avenue, Omaha, Nebraska (the "Project") and legally described as: Lot 19, except the West 8 '/2 feet thereof, and Lots 20 and 21, in Laurel Park, an addition to the City of Omaha, as surveyed,platted and recorded in Douglas County,Nebraska WHEREAS, the City of Omaha ("Lender") has previously made a $40,000 grant to Assignor(the "Trust Funds Grant"); and WHEREAS, as of June , 2011, the total outstanding indebtedness owed to lender under the Trust Funds Grant was $40,000 (the"Indebtedness"); and WHEREAS, the Trust Funds Grant is evidenced by a Rental Rehabilitation Program Agreement (Nebraska Affordable Housing Trust Fund) approved by the Omaha City Council on February 2, 2010, by Resolution No. 113, and an Acknowledgment of Covenant Running With the Land dated February 2, 2010, and filed with the Douglas County Recorder as document number 2010013826, all by and between Assignor and Lender(together, the"Loan Documents") (the Indebtedness and all other liabilities and obligations of any kind or nature now owing from Assignee to Lender with respect to the Trust Funds Grant and the Loan Documents are collectively referred to herein as the "Obligations"); and WHEREAS, Assignor and Assignee are parties to that certain Purchase and Sale Agreement dated the day of , 2011 (the "Contract"). As of the Effective Date, Assignor has sold and conveyed to Assignee, and Assignee has purchased and acquired from Assignor, the Project, all pursuant to the Contract; and WHEREAS, in consideration of Assignor transferring the Project to Assignee, Assignor requires that Assignee assume the Assignor's Obligations under the Trust Funds Grant. NOW, THEREFORE, in consideration of the foregoing, of the mutual promises of the parties hereto, and of other good and valuable consideration, the receipt and sufficiency of which. are hereby acknowledged, the parties hereto agree as follows: Section 1. Assumption of the Obligations.. As of the Effective Date, Assignee hereby assumes all of the Obligations and the Loan Documents and agrees to be bound by the terms of the Loan Documents with the same force and effect as if Assignee had originally executed the 4829-1707-1369.1 sibility of continued operation of the property as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • same. Assignee shall perform each and all of the Obligations. Assignee, for itself and its successors and assigns, hereby unconditionally acknowledges that it shall be bound by all covenants, obligations terms, provisions and conditions applicable to the Loan Documents. On and after the date hereof, Assignee shall be deemed to be the "Borrower" for all purposes of the Loan Documents. Assignee hereby agrees that the Obligations and liabilities of Assignor under or in connection with the Loan Documents shall be enforceable by Lender against Assignee. Section 2. Authority and Enforceability. Assignee has the full corporate power and authority to enter into and deliver this Agreement and to incur and perform the obligations provided for herein, all of which have been approved by all proper and necessary action by Assignee. With the exception of Lender, no third party approval are necessary for Assignee to enter into this Agreement. This Agreement is enforceable against Assignee in accordance with its terms. Section 3. Binding Agreement. This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their successors and assigns, except as otherwise provided herein. Section 4. Further Assurances. The parties hereto shall cooperate with each other as reasonably necessary to give effect to the provisions of this Agreement, including using reasonable and good-faith efforts to each execute and deliver such additional instruments or documents which may be reasonably requested to accomplish the purposes and intent of this. Agreement; provided, however, that nothing in this Section shall be deemed to enlarge the obligations of the parties hereunder or to require any party to incur any material expense or liability not otherwise required of it hereunder. Section 5. Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement, binding on all the parties hereto. Any counterpart of this Agreement, which has attached to it separate signature pages which together contain the signatures of all parties or is executed by an attorney-in-fact on behalf of some or all of the parties, shall for all purposes be deemed a fully executed instrument. This Agreement may be executed as facsimile originals and each copy of this Agreement bearing the facsimile transmitted signature of any party's authorized representative shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. IN WITNESS WHEREOF, each of the parties hereto have executed this Agreement as of the date and year first above written. ASSIGNOR: NTCHP, LIMITED PARTNERSHIP By Midwest Housing Assistance Corporation, as • general partner By Name James K. Rieker Title President ASSIGNEE: HOPE OF GLORY MINISTRIES, INC. By Name Title 4829-1707-1369.1 3 OD \ cm A) CT) " N It' 0 Sr°n O. EE CrCr0) 4 U4 CCDD vsi 0 A. a. in" VI p • r� r•.�` , ` � • • • • 4/26/2011 CONSENT Lender hereby consents to the assumption of the Loan Documents and the Obligations by Assignee from Assignor as set forth above. ATTEST: CITY OF OMAHA, a Municipal Corporation 4/// 4 lerk of the ity of Omaha Date May f the ity of Omaha Date • • APPROVED AS TO FORM: at. fikt, sdovil Assistant City Attor ey Date • 4829-1707-1369.1 4 e 4829-1707-1369.1 3 OD \ cm A) CT) " N It' 0 Sr°n O. EE CrCr0) 4 U4 CCDD vsi 0 A. a. in" VI p • r� r•.�` , ` � • • • • 4/26/2011 STATE OF , '- , NEBRASKA , /r-,,,,,,.., F .._, > y y F,, �= G is United States of America, 1 ;4 Department of State State of Nebraska 5 ss' I _;,; Lincoln,Nebraska I, John A. Gale,Secretary of State of Nebraska do hereby certify; the attached is a true and correct copy of Articles of Amendment to the Articles of Incorporation of HOPE OF GLORY CHRISTIAN FELLOWSHIP MINISTRIES, INC. changing the corporate name to HOPE OF GLORY MINISTRIES, INC. with registered office located in OMAHA, Nebraska, as filed in this office on April 13, 2011. In Testimony Whereof, I have hereunto set my hand and affixed the.Great Seal of the State of Nebraska on April 13, 2011. :' --c-4731-1.F. ST.4-4,,,*,,i - 4. .„....„, ,,,,,,..,„4-.4.:,:qi.i..-- . , ` SECRETARY OF STATE { d w rg ,ia r,' This certificate is not to be construed as an endorsement,' ` ft . _t ��cy�� recommendation, or notice of approval of the entity's 'l�t�\9.$L'H 1,• l� financial condition or business activities and practices. Section 4. Further Assurances. The parties hereto shall cooperate with each other as reasonably necessary to give effect to the provisions of this Agreement, including using reasonable and good-faith efforts to each execute and deliver such additional instruments or documents which may be reasonably requested to accomplish the purposes and intent of this. Agreement; provided, however, that nothing in this Section shall be deemed to enlarge the obligations of the parties hereunder or to require any party to incur any material expense or liability not otherwise required of it hereunder. Section 5. Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement, binding on all the parties hereto. Any counterpart of this Agreement, which has attached to it separate signature pages which together contain the signatures of all parties or is executed by an attorney-in-fact on behalf of some or all of the parties, shall for all purposes be deemed a fully executed instrument. This Agreement may be executed as facsimile originals and each copy of this Agreement bearing the facsimile transmitted signature of any party's authorized representative shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. NE Sce of S{o{e John R Cole - CORP NM I 1111111111 Illll Illll IIIII IIIII Ills III 1001056774 Pgs: 1 HOPE OF GLORY MINISTRIES, INC. Filed: 04/13/2011 02:05 PM Hope of Glory Christian Fellowship Ministries Inc. Articles Of Amendment Of Articles Of Incorporation • Article One The Name Of The Corporation Is: Hope of Glory Christian Fellowship Ministries,Inc. Article Two The Corporation Hereby Adopts The Following Amendment To Change The Name Of The Corporation. The New Name Of The Corporation Is: Hope of Glory Ministries,Inc. ' Article Three The amendment was adopted by a sufficient quorum vote of the board of directors without member approval as member approval was not required • Article Four The Date Of The Adoption Of The Amendment Was: March 1,2011 IN WITNESS WHEREOF,the undersigned has executed these Articles Of Amendment On April 7,2011 • Bruce L.Williams President 'l�t�\9.$L'H 1,• l� financial condition or business activities and practices. Section 4. Further Assurances. The parties hereto shall cooperate with each other as reasonably necessary to give effect to the provisions of this Agreement, including using reasonable and good-faith efforts to each execute and deliver such additional instruments or documents which may be reasonably requested to accomplish the purposes and intent of this. Agreement; provided, however, that nothing in this Section shall be deemed to enlarge the obligations of the parties hereunder or to require any party to incur any material expense or liability not otherwise required of it hereunder. Section 5. Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement, binding on all the parties hereto. Any counterpart of this Agreement, which has attached to it separate signature pages which together contain the signatures of all parties or is executed by an attorney-in-fact on behalf of some or all of the parties, shall for all purposes be deemed a fully executed instrument. This Agreement may be executed as facsimile originals and each copy of this Agreement bearing the facsimile transmitted signature of any party's authorized representative shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. )RP RP • • 11I1I II1 111111 I I 11111 11111 III III 1000135012 Pes4 HOPE OF GLORY CHRISTIAN FELLOW Filed 07/21/2000 08 56 A11 ARTICLES OF INCORPORATION OF HOPE OF GLORY CHRISTIAN FELLOWSHIP MINISTRIES, INC. The undersigned, acting as incorporators under the Nebraska Non-profit Corporation Act, adopt the following Articles of Incorporation for such Corporation: Article I—Name The name of the Corporation is Hope Of Glory Christian Fellowship Ministries,Inc.,referred to in these Articles of Incorporation as"the Corporation" Article II—Type This corporation is a public benefit.corporation. Article III—Existence The existence of the Corporation will be perpetual. Article IV—Registered office and Registered Agent The registered office of the Corporati will be 4325 Bedford Avenue, Omaha,NE 68104 and the registered agent at such address,� e the-same. The principal office of the Corporation will be the same. `P& f\`( i S. Article V—Incorporators The name and street address of the incorporators are as follows: NAME STREET ADDRESS BRUCE L. WILLIAMS 4325 BEDFORD AVE, 68104, O Yti..2 V PATRICIA S. WILLIAMS 4325 BEDFORD AVE, 68104) vv Article VT—Purposes The purposes for which the Corporation is formed, and the business and objects to be carried on and promoted by it, are as follows: (a) Authorized Purposes. The Corporation is organized exclusively for religious purposes.In particular,the Corporation is a church and a non-profit organization dedicated to on shall be deemed to enlarge the obligations of the parties hereunder or to require any party to incur any material expense or liability not otherwise required of it hereunder. Section 5. Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement, binding on all the parties hereto. Any counterpart of this Agreement, which has attached to it separate signature pages which together contain the signatures of all parties or is executed by an attorney-in-fact on behalf of some or all of the parties, shall for all purposes be deemed a fully executed instrument. This Agreement may be executed as facsimile originals and each copy of this Agreement bearing the facsimile transmitted signature of any party's authorized representative shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. being a vessel of God's mercy for those who have lost hope because of drug addiction. To restore to them an abundant life that is only found through Jesus Christ. (b) Prohibited Purposes.No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions. in furtherance of its exempt purposes. No subsequent part of the activities of the Corporation shall consist of the canying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the Corporation shall not carry on any other activities not permitted to be carried on (1) by a corporation exempt from Federal income taxation under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law, or (2) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986, as 'amended, or the corresponding section of any future United States Internal Revenue law. (c) Additional Tax Requirements. The Corporation shall distribute its income for each taxable year at such time and in such manner as not to become subject to the tax on undistributed income imposed by Section 4942 of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law. The Corporation shall not:. (1) engage in any act of self-dealing as defined in Section 4941(d)of the Internal Revenue Code, as it now exists or may be amended; (2) retain any excess business holdings as defined in Section 4943(c) of the Internal Revenue Code, as it now exists or may be amended; (3) make any investments subjecting it to taxation under Section 4944 of the Internal Revenue Code, as it now exists or may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. e shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • • Article VII- Powers The Corporation is empowered: (a) To buy, own, sell, assign,mortgage, or lease any interest in real estate and property. (b) To borrow money and issue evidence of indebtedness in furtherance of any or all of the objects of its business, and to secure the same by mortgage, pledge or other lien on the Corporation's property. (c) To purchase errors and omissions insurance, and other officer, trustee, and employee liability insurance, casualty insurance, automobile insurance, umbrella liability insurance, life insurance, or any other type of insurance. (d) To do and perform all acts reasonably necessary to accomplish the purposes of the Corporation in accordance with the provisions of these Articles and Nebraska Revised Statutes Section 21-1928 (1997). Article VIII-Members The corporation shall not have members. Article IX-Dissolution In the event the Corporation is ever dissolved, then, after paying or making provisions for the payment of all of the liabilities of the Corporation, all of the remaining assets of the Corporation shall be distributed, in the discretion of the Board of Directors, only to one or more organizations created and operated generally for the same exempt mission as set forth in Article VI, above, within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such mission described above or to, such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. Article X- Officers The officers of the Corporation,as provided by the Bylaws of the Corporation, shall be appointed by the directors of the Corporation,in the manner set out in the Bylaws,and shall serve until their successors are appointed and have qualified.The directors shall appoint the regular officers of the Corporation at the annual meeting.The secretary and treasurer may be one and the same person. Code, as it now exists or may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. e shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • • • • • • • Article XI -Annual Meeting • • • The annual meeting shall be held in February of each year. • Article XII- Bylaws • Bylaws of the Corporation may be adopted or amended by the directors at any regular meeting or any special meeting called for that purpose, so long as they are not inconsistent with the provisions of these Articles. Signed by the incorporators this day of 2000. e • BRUCE L. WILLIAMS PATRICIA S. WILLIAMS 4325 BEDFORD AVE, 68104 • 4325 BEDFORD AVE, 68104 • • • • • • • • • • • 4 • • • • '; RE Sint{ft IMill I1IIIII I11t1 IIIII 111 111 11 ARTICLES OF AMENDMENT 1000237394 FHOPE iled: 9/ORY 18/200R1I12IAN FELLOW 54 PM We the undersigned natural persons of the age of majority acting as incorporators of a corporation under the Nebraska Nonprofit Corporation Act, adopt the following Amendments to Articles of Incorporation. Hope of Glory Christian Fellowship Ministries,Inc., a Nebraska corporation, with the consent of Jeremiah McGhee,Bruce Williams,Perry Pbyner,Mary Sivels and Patricia Williams (Board Members) does hereby adopt and subscribe to the following: ' acQ Restate Article'VI—Purposes • Article VI-Purposes Hope of Glory Christian Fellowship Ministries,Inc.,is organized exclusively for charitable;religious, and educational purposes, including for such purposes,providing transitional housing units designed to assist homeless persons and families in their efforts to-transition from homelessness to independent'living, including providing support • services and training that will lead them to greater self-sufficiency and an improved quality of life as they strive towards a successfuttransition from homelessness and • emergency shelter to permanent housing. • • • Adopted'and dated Monday, September 17, 2001 remiah McGhee,President Bruce Williams,.Vice President tion of any future United States Internal Revenue law. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such mission described above or to, such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. Article X- Officers The officers of the Corporation,as provided by the Bylaws of the Corporation, shall be appointed by the directors of the Corporation,in the manner set out in the Bylaws,and shall serve until their successors are appointed and have qualified.The directors shall appoint the regular officers of the Corporation at the annual meeting.The secretary and treasurer may be one and the same person. Code, as it now exists or may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. e shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • Hope of Glory Ministries Williams Prepared Place BOARD OF DIRECTORS President Secretary/Treasurer Rev. Marshall McGee Rev. Pat Williams McGee Ministries, Inc. Program Administrator 8920 Curtis Circle Ste 102 Williams Prepared Place Omaha, NE 68134 3525 Evans St. 402.578.5024 Omaha NE 68111 marshallrandinaol.com 402.991.3948 402.208.1265 pastorpat@hogcf.org Vice President Catherine Cook Ward A. Chambers, M.D. 2433 Fontenelle Blvd University of Nebraska Medical Center Omaha NE 68104 Associate Dean for Outreach and Planning Campus Executive Director for Community and Multicultural Affairs 984040 Nebraska Medical Center Omaha, NE 68198 402.559.3595 • Rev. Bruce Williams (Formerly Homeless) Program Director Dr. Joseph C. Stankus Williams Prepared Place Psychologist PHD 3525 Evans St. 5620 Ames# 109 Omaha.NE 68111 Omaha NE 68104 402.991.3948 402.680.8214 402.208.1611 pastorbruce@hogcf.org Williams Prepared Place 3525 Evans Street Omaha,NE 68111 402.991.3948 Fax: 402.991.8162 Adopted'and dated Monday, September 17, 2001 remiah McGhee,President Bruce Williams,.Vice President tion of any future United States Internal Revenue law. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such mission described above or to, such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. Article X- Officers The officers of the Corporation,as provided by the Bylaws of the Corporation, shall be appointed by the directors of the Corporation,in the manner set out in the Bylaws,and shall serve until their successors are appointed and have qualified.The directors shall appoint the regular officers of the Corporation at the annual meeting.The secretary and treasurer may be one and the same person. Code, as it now exists or may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. e shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4829-1707-1369.1 2 as transitional housing. The Assignor has made written request to the City asking for the City's consent to the transfer of title and debt obligations to the Assignee and for modification of the loan terms to support the continued viability of the project. The modified terms will extend the payment deferral period for an additional 15 years and reduce the interest rate to 0%. tes Certified Erosion and Sediment Control Inspector EXHIBIT"B" 1 Page 3 of 4 and bridge Insp 1-Inspector 1 construction sites. Completes related reports documenting tests performed, prepare/deliver samples to testing laboratory. Competency in all Field Technician tasks,conduct on-site inspections of construction Insp 2-Inspector 2 methods and materials including soil placement and compaction,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • • • Hope of Glory Ministries Inc. Resolution to Acquire Real Estate • RESOLUTIONS ADOPTED.At a meeting of the Directors of the Corporation, duly called and held on March 1, 2011, at which a quorum was present and voting, the resolutions set forth in this Resolution were adopted. OFFICERS.The following named persons, who are officers of the Corporation, are authorized, empowered, and directed to take the actions authorized below for and on behalf of the Corporation:-1 Name Title /Act•al. 1Sianat6e Patricia.S.Williams Secretary ,l • r f ACTIONS AUTHORIZED.Any one of the authorized officers listed above--. ay enter into any agreements of any nature with Midwest Equity Housing Group and NCTHP Limited Partnership, and those agreements will bind •the Corporation. Specifically, but without limitation, any one of the authorized officers is authorized, empowered, • and directed to do the following for and on behalf of the Corporation: • WHEREAS, the Corporation requires additional facilities for the operation of its business, and WHEREAS, it would be desirous to own rather than rent said premises,be it: • RESOLVED, that the Corporation acquire real estate known or described as Lot 19, except the West 8 % feet • thereof, and Lots 20 and 21, in Laurel Park, an addition to the City of Omaha, as surveyed,platted and recorded in • Douglas County from Midwest Equity Housing Group and NCTHP Limited Partnership. • Grant Security. To mortgage,pledge, transfer;endorse,hypothecate, or otherwise encumber and deliver to a lender any property now or hereafter belonging to the Corporation or in which the Corporation now or hereafter may have an interest,including without limitation all of the Corporation's real property and-all of the Corporation's personal property(tangible.or intangible), as security for the payment of any loans or credit • accommodations so obtained, any promissory notes so executed(including an amendments to or modifications, renewals, and extensions of such promissory notes), or any further indebtedness of the Corporation to a lender at any time owing, however the same may be evidenced. Such property may be mortgaged,pledged,transferred, endorsed,hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred,or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage,deed oltrust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature,which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts.To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to atrial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. on,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. • CERTIFICATION CONCERNING OFFICERS AND RESOLUTIONS.The officers named above are duly elected or appointed by or for the Corporation, as the case may be, and occupy the position set opposite their respective names. This.Resolution now stands of record on the books of the Corporation, is in full force and effect, and has not been modified or revoked in any manner whatsoever. • IN TESTIMONY WHEREOF,I have hereunto set my hand and attest that each of the signatures set opposite the name listed above is the genuine signature of the named officer. I have read all the provisions of this Resolution, and I personally and on behalf of the Corporation certify that this Resolution.accurately reflects the actions taken by the Corporation. • The undersigned hereby certified that she is the duly elected and qualified Secretary and.the custodian of the books and records and seal of Hope of Glory Ministries,Inc. ,a corporation duly formed pursuant to the laws of the state of Nebraska and that the foregoing is a true record of a resolution duly adopted at a meeting Of the Board of Directors and that said meeting was held in accordance with state law and the Bylaws of the above-named Corporation on March 1,2011,and.that said resolution is now in full force and effect without modification or rescission. IN,WITNE S WHEREOF,I have executed my name as Secretary of the above-named Corporation this 7th day of �Ypril 2011. / v Patricia S.Williai • Secretary • • • •• and NCTHP Limited Partnership. • Grant Security. To mortgage,pledge, transfer;endorse,hypothecate, or otherwise encumber and deliver to a lender any property now or hereafter belonging to the Corporation or in which the Corporation now or hereafter may have an interest,including without limitation all of the Corporation's real property and-all of the Corporation's personal property(tangible.or intangible), as security for the payment of any loans or credit • accommodations so obtained, any promissory notes so executed(including an amendments to or modifications, renewals, and extensions of such promissory notes), or any further indebtedness of the Corporation to a lender at any time owing, however the same may be evidenced. Such property may be mortgaged,pledged,transferred, endorsed,hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred,or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage,deed oltrust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature,which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts.To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to atrial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. on,concrete quality, placement,and reinforcing steel,and masonry. Documents inspection results in SiteManager. Communicate test results to construction site management. EXHIBIT"B" Page 1 of 4 tan Utilities District (MUD) and allow water from no other source to be discharged to the sanitary sewer system. Charges for sewer service for all structures at the YOUTH CAMP shall be based upon water consumption. MUD will direct bill sewer charges as now and hereafter established in the Omaha Municipal Code, currently Section 31, Article IV, on each water account on OMAHA's behalf. I • iI !+II�III Nebr Doc III III I I Ni I Stamp Tax 5549 158 MTG Date • • DEED OF TRUST, CONSTRUCTION SECURITY AGREEMENT AND ASSIGNMENT OF RENTS THIS CONSTRUCTION SECURITY AGREEMENT (HEREINAFTER MAY BE REFERRED TO AS SECURITY AGREEMENT) SECURES AN OBLIGATION WHICH THE DEBTOR INCURRED FOR THE PURPOSES OF MAKING IMPROVEMENTS ON THE REAL PROPERTY DESCRIBED BELOW. THIS DEED OF TRUST, CONSTRUCTION SECURITY AGREEMENT AND ASSIGNMENT OF RENTS made this 18th day of December, 1998 among NCTHP Limited Partnership,a Nebraska Non-Profit Corporation,as Trustor; Jackie Barfield, Attorney-at-Law, 2505 North 24th Street, Omaha, Nebraska, 68110, as Trustee; and, _ City of Omaha,a Municipal Corporation, 1819 Farnam Street,Omaha, Nebraska,68183, FEE c )__F z,5D •z1//�-0 as Beneficiary: BKr C; CON, WITNESSETH: DEL •I S^a 1J FV That Trustor irrevocably grants,transfers and assigns to Trustee in trust,with power of sale,the following described Real Estate: Lot 19, except the West 8 1/2 feet thereof, and Lots 20 and 21, in Laurel Park, an Addition to the City of Omaha, as surveyed, platted and recorded in Douglas County, Nebraska(commonly known as 4460,4462,4464,4466 and 4468 Redman Avenue) together with all interest which Trustor now has or may hereafter acquire in and to said Real Estate and in and to: (a)all easements and rights of way appurtenant thereto and all of the estate, right, title, interest, claim and demand whatsoever of Trustor in the Real Estate, either at law or in equity, now or hereafter acquired: (b)all structures,buildings and improvements of every kind and description now or at any time hereafter located or placed on the Real Estate (the"Improvements"); (c) all machinery, appliances, apparatus, equipment and fixtures now or hereafter located in, upon or under the Real Estate or the Improvements, or any part thereof, and used or usable in connection with any present or future operation thereof, and all additions thereto and replacements therefore; (d) all articles of personal property and any additions to, substitutions for, changes in or replacements of the whole or any part thereof, including, without limitation, all furniture and furnishings, now or at any time hereafter affixed to, attached to, placed upon or used in any way in connection with the use, enjoyment, occupancy or operation of the Real Estate or the Improvements, or any portion thereof,and owned by the Trustor or in which Trustor now has or hereafter acquires an interest; (3) all of the rents, royalties, issues and profits of the Real Estate and the Improvements, or arising from the use or enjoyment of all or any portion thereof or from any lease, license,concession, occupancy agreement or other agreement pertaining thereto(the"Rents and Profits"), and all right,title and interest of Trustor in and to all leases, licenses and occupancy agreements of the Real Estate or of the Improvements now or hereafter entered into and all right, title and interest of Trustor thereunder, including without limitation, cash or securities deposited thereunder to secure performance by tenants, lessees or licensees, as applicable, of their obligations thereunder; (f) all building materials and supplies now or hereafter placed on the Real Estate or in the Improvements; (g) all proceeds of the conversion,voluntary or involuntary, of any of the foregoing into cash or liquidated claims, including,without limitation,proceeds of insurance and condemnation awards;and(h)all other or greater rights and interests of every nature in the Real Estate and the Improvements and in the possession or use thereof and income therefrom, whether now owned or subsequently acquired by Trustor. The property so conveyed hereunder is hereinafter referred to as "such property". FOR THE PURPOSE OF SECURING: A. Payment of the principal sum of Two Hundred Seventeen Thousand Eight Hundred Seventy-Five Dollars ($217,875.00) evidenced by that certain promissory note dated of even date herewith (hereinafter referred to as the "Promissory Note") issued by Trustor in said amount and payable to the order of Beneficiary, together with interest thereon, late charges and prepayment bonuses according to the terms of the Promissory Note and all renewals, extensions and modifications thereof. B. Performance, discharge of and compliance with every obligation, covenant and agreement of Trustor incorporated by reference or contained herein or in any other security agreement or deed of trust at any time given to secure any indebtedness hereby secured, or any part thereof, including the Redevelopment Agreement with the City of Omaha dated October 27, 1998 and approved by City Council Resolution No. 2996 � , •,. � ,. ram _.. C. Payment of all fees and charges of Beneficiary,whether or not set forth herein. D. Payment of future advances necessary to protect such property. E. Payment of future advances to be made at the option of Trustor and Beneficiary. TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR COVENANTS: 1. Title: That it is lawfully seized and possessed of a good and indefeasible title and estate to such property in fee simple and will forever warrant and defend the title thereto against the claims and demands of all persons whosoever; that it will at its expense, maintain and preserve the lien of this Deed of Trust as no less than a fourth lien position during construction subordinate to amounts not to exceed$1,366,762.00. upon such property. Following completion of construction and repayment of the construction loans, the City's lien would move to a second position for the remaining term of the loan subordinate to an amount not to exceed$316,677.00 or the actual amount of the first mortgage financing, tax increment financing and reasonable closing costs.. 2. Maintenance: To keep such property in good condition and repair; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay, when due, all claims for labor performed and materials furnished therefor and for any alterations thereof; to comply with the provisions of restrictions affecting such property; not to remove, demolish or materially alter any building, or the character or use thereof at any time thereon; not to drill or extract nor to permit the drilling for or extraction of oil, gas or other hydrocarbon substances or any mineral of any kind unless the written consent of Beneficiary is first had and obtained; not to commit or permit any waste thereof or any act upon such property in violation of law;to do all other acts in a timely and proper manner which from the character or use of such property may be reasonably necessary to protect and preserve said security,the specific enumerations herein not excluding the general. 3. Construction of Improvements: To complete in good and workmanlike manner any building or improvement or repair relating thereto which may be begun on such property or contemplated by the loan secured hereby, to pay when due all costs and liabilities incurred therefor, and not to permit any construction lien against such property. Trustor also agrees, anything in this Deed of Trust to the contrary notwithstanding: (a) to promptly commence work and to complete the proposed improvements promptly, (b) to complete same in accordance with plans and specifications as approved by Beneficiary, (c) to comply with all of the terms of any construction loan agreement between Trustor and Beneficiary, (d) to allow Beneficiary to inspect such property at all times during construction, and (e) to replace any work or materials unsatisfactory to Beneficiary, within fifteen (15) days after written notice from Beneficiary of such fact, which notice may be given to Trustor by registered or certified mail, sent to his last known address, or by personal service of the same. 4. Fire and Casualty Insurance: To keep such property insured against loss or damage of fire and other risk or risks.which, in the opinion of Beneficiary should be insured against, under policies of insurance with loss payable to Beneficiary in form, amount and companies acceptable to Beneficiary. Said policies shall be delivered to and remain in possession of Beneficiary as further security for the faithful performance of these obligations, which delivery shall constitute an assignment by Trustor to beneficiary to all rights thereunder, including all return premiums;to deliver to beneficiary a policy or policies renewing or extending any expiring insurance with a receipt showing premiums paid at least thirty (30) days before expiration. If Trustor fails to so deliver any renewal policies, Beneficiary may procure such insurance as it may elect and make payment of premiums thereon, which payment is repayable on demand. Neither Trustee nor Beneficiary shall be responsible for obtaining or maintaining such insurance. Beneficiary, from time to time, may furnish to any insurance agency or company, or any other person, any information contained in or extracted from any insurance policy theretofore delivered to Beneficiary pursuant hereto, and any information concerning the loan secured hereby. In no event and whether or not default hereunder has occurred shall Beneficiary, by the fact of approving, accepting or obtaining such insurance, incur any liability for the amount of such insurance, the form or legal sufficiency of insurance contracts, solvency of insurers, or payment of losses by insurers, and Trustor hereby expressly assumes full responsibility therefor and liability, if any, thereunder. In the event of loss,Trustor shall give immediate written notice to Beneficiary, and Beneficiary may,but is not obligated to, make proof of loss if not made promptly by Trustor. In case of any loss the amount collected under any policy of insurance on such property may, at the option of the Beneficiary, be applied by Beneficiary upon any indebtedness and/or obligation secured hereby and in such order and amount as Beneficiary may determine; or said amount or any portion thereof may, at the option of the beneficiary, either be used in replacing or restoring the Improvements partially or totally destroyed to a condition satisfactory to said Beneficiary, or said amount, or any portion thereof, may be released to the Trustor. In any such event neither the Trustee nor the Beneficiary shall be obligated to see the proper application thereof; nor shall the amount so released or used be deemed a payment on any indebtedness secured hereby. Such application, use, and/or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. Any unexpired insurance and all returnable insurance premiums shall inure to be the benefit of, • and-pass to,the purchaser of the property covered thereby at any Trustee's sale held hereunder. If said property is sold pursuant to the power of sale contained herein or pursuant to any decree of foreclosure, all right,title and interest of Trustor in and to the proceeds of fire and other insurance policies for damage prior to the sale, which proceeds are not received prior to the date of said sale, shall belong to Beneficiary. 5. Taxes and Other Sums Due: To pay, satisfy and discharge, at least ten (10) days before delinquency, all general and special taxes and assessments affecting such property, and in no event later than the date such amounts become due: (1) all encumbrances,charges and liens,with interest, on such property, or any part thereof, which are, or appear to Beneficiary to be prior to • or superior hereto, (2) all costs,fees and expenses of that trust,whether or not described herein, (3) fees or charges for any statement regarding the obligation secured hereby in any amount demanded by Beneficiary, not to exceed the maximum amount allowed by law therefor at the time when such request is made, (4)such other charges as the Beneficiary may deem reasonable for services rendered by Beneficiary and furnished at the request of Trustor or any successor in interest to Trustor, (5) if such property includes a leasehold estate, all payments and obligations required of the Trustor, or his successor in interest, under the terms of the instruments or instruments creating such leasehold, Trustor hereby agreeing not to amend, change, or modify his leasehold interest or the terms on which he has such leasehold interest, or to do so without the written consent of Beneficiary being first obtained, (6) all payments and monetary obligations required of the owner of such property under any declaration of covenants, conditions and restrictions pertaining to such property or any modification thereof. Should Trustor fail to make any such payment, Beneficiary, without contesting the validity or amount, may elect to make or advance such payment, together with any costs, expenses, fees or charges relating thereto, including employing counsel and paying his reasonable fees. Trustor agrees to notify Beneficiary immediately upon receipt by Trustor of notice of any increase in the assessed value of such property and agrees that Beneficiary, in the name of Trustor, may contest by appropriate proceedings such increase in assessment. In the event of the passage of any law deducting from the value of real property for the purposes of taxation any lien thereon or changing in any way the laws for the taxation of deeds of trust or debts secured by deeds of trust for state or local purposes, or the manner of the collection of any such taxes, so as to affect this Deed of Trust, the holder of this Deed of Trust and of the obligations which it secures shall have the right to declare all sums secured hereby due as of a date to be specified by not less than 30 days' written notice to be given to Trustor by Beneficiary; provided, however, that such election shall be ineffective if Trustor is permitted by law to pay the whole of such tax in addition to all other payments required hereunder and if, prior to such specified date, does pay such tax and agrees to pay any such tax when hereafter levied or assessed against such property. 6. Sums Advanced to Bear Interest: To pay upon demand any sums advanced or paid by Beneficiary or Trustee under any clause or provision of this Deed of Trust. Any such sums, until so repaid, shall be secured hereby and bear interest from the date advanced or paid at the default rate in the Promissory Note and shall be secured by this Deed of Trust. 7. Assignment of Deposits: That as further additional security if this be a construction loan, Trustor hereby transfers and assigns to Beneficiary during continuance of these Trusts, all rights, title and interest to any and all monies deposited by Trustor or deposited on behalf of Trustor with any city, county, public body or agency, sanitary district, gas and/or electric company, telephone company and any other body or agency, for the installation or to secure the installation of any utility by Trustor, pertaining to such property. 8. Failure of Trustor to Comply with Deed of Trust: Should Trustor fail to make any payment, or to do any act as provided in this Deed of Trust, or fail to perform any obligation secured by this Deed of Trust, or do any act Trustor agreed not to do, Trustor shall be in default under this Deed of Trust. Beneficiary, but without obligation so to do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof and without contesting the validity or amount of the same, may (a) make or do the same in such manner and to such extent as it may deem necessary to protect the security hereof, Beneficiary being authorized to enter upon such property for such purposes,and(b) pay, purchase,contest or compromise any encumbrance, charge or lien, which in its judgment is or appears to be prior or superior hereto, and (c) in exercising any such power, pay necessary expenses, employ counsel and pay his reasonable fees. Trustor agrees to repay any amount so expended on demand of Beneficiary. IT IS MUTUALLY AGREED THAT: 9. Litigation: Trustor shall defend this Trust in any action or proceeding purporting to affect such property, whether or not it affects the security hereof, or purporting to affect the rights or powers of Beneficiary or Trustee, and shall file and prosecute all necessary claims and actions to prevent or recover for any damage to or destruction of such property, and either Trustee or Beneficiary is hereby authorized, without obligation so to do,to commence, appear in or defend any such action,whether brought by or against Trustor, Beneficiary or Trustee, or with or without suit, to exercise or enforce any other right, remedy or power available or conferred hereunder, whether or not judgments be entered in any action or proceeding; and Trustor or Beneficiary may appear or intervene in any action or proceeding, and retain counsel therein; and take such action therein, as either may be advised and may settle,compromise or pay the same or any other claims and,in the behalf and for any of said purposes, may expend and advance such sums of money as either may deem necessary. Whether or not Trustor so appears or defends, Trustor on demand shall pay all costs and expenses of Beneficiary and Trustee, including costs of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear by virtue of being made a party defendant or otherwise and irrespective of whether the interest of Beneficiary or Trustee in such property is directly questioned by such action, including but not limited to any action for the condemnation or partition of such property. 10. Condemnation: All sums due, paid or payable to Trustor, or any successor in interest of Trustor, whether by way of judgment, settlement or otherwise, (a)for injury or damage to such property, or(b) in connection with any condemnation for public use or injury to such property or any part thereof, or(c) in connection with the transaction financed by the loan secured hereby, or(d) arising out of all causes of action, whether accruing before or after the date of this Deed of Trust, sounding in tort or contract, including causes of action for fraud or concealment of a material fact, together with the settlements, proceeds, awards and damages, direct and consequential, in connection therewith, are hereby absolutely and irrevocably assigned and shall be paid to Beneficiary. Beneficiary shall be entitled, at its option, to commence, intervene in, appear in and prosecute in its own name, any action or proceeding, or to • • • make any compromise or settlement, in connection with any such taking or damage. Trustor agrees to execute such further assignments of any compensation, award, damages, rights of action and proceeds as Beneficiary may acquire. All amounts received by Beneficiary pursuant to this Deed of Trust under any fire or other insurance policy, in connection with any condemnation for public use of or injury to such property, for injury or damage to such property or in connection with the transaction financed by the loan secured hereby are to be applied, at the option of Beneficiary, upon any indebtedness secured hereby. No such application, use or release shall cure or waive any default, or notice of default, hereunder or invalidate any act done pursuant to such notice. 11. Consent, Partial Reconveyance, Etc.: That at any time, or from time to time, without liability therefor, and without notice, upon written request of Beneficiary, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, or the lien of this Deed of Trust upon the remainder of such property for the full amount of the indebtedness then or thereafter secured hereby, or the rights or powers of the Beneficiary or Trustee with respect to the remainder of such property. Trustee may (a) reconvey any part of such property, (b) consent to the making of any map or plat thereof, (c) join in granting any easement thereon, or(d)join in any extension agreement or any agreement subordinating the lien or charge hereof. 12. Full Reconveyance: Upon written request of Beneficiary stating that all sums secured hereby have been paid. Trustee shall reconvey, without warranty, the property then held hereunder. The recitals in such reconveyance of any matters of fact shall be conclusive proof of the truthfulness thereof. The grantee in such reconveyance may be designated as "the person or persons legally entitled thereto." Such request and reconveyance shall operate as a reassignment of the rents, income, issues and profits herein before assigned to Beneficiary. 13. Right to Collect and Receive Rents and Profits: Notwithstanding any other provisions hereof, Beneficiary hereby grants permission to Trustor to collect and retain the rents, income, issues and profits of such property as they become due and payable, but reserves the right to revoke such permission at any time, with or without cause, by notice in writing to Trustor, mailed to Trustor at his last known address. In any event, such permission to Trustor automatically shall be revoked upon default by Trustor in payment of indebtedness secured hereby or in the performance of any agreement hereunder. On any such default, Beneficiary may at any time without notice, either in person, by agent, or by receiver to be appointed by the court, and without regard to the adequacy of any security for the indebtedness secured hereby, enter upon and take possession of such property, or any part thereof, make, cancel enforce or modify leases; obtain and eject tenants, set or modify rents; in its own name sue or otherwise collect the rents, income, issues and profits thereof, including those past due and unpaid; and apply the same, less costs and expenses of operation and ' collection, including reasonable attorneys' fees, upon any indebtedness secured hereby and in such order as Beneficiary may determine; and except for such application, Beneficiary shall not be liable to any person for the collection or noncollection of any rents, income, issues or profits,for the failure to assert or enforce any of the foregoing rights, nor shall Beneficiary be charged with any of the duties and obligation of a mortgagee in possession. The entering upon and taking possession of such property, the collection of such rents, income, issues or profits, the doing of other acts herein authorized, and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. 14. Judicial Foreclosure or Trustee's Sale on Default: Upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement hereunder, or any agreement secured hereby, Beneficiary may declare all sums secured hereby immediately due and payable and,at the option of the Beneficiary,this Deed of Trust may be foreclosed in the manner provided by law for the foreclosure of mortgages on real property; or may be sold in the manner provided in the Nebraska Trust Deeds Act under the power of sale conferred upon the Trustee hereunder. In the event that the property is sold pursuant to the power of sale conferred upon the Trustee hereunder,the Trustee shall cause to be filed of record a written notice of default and election to sell such property. After the lapse of such time as then may be required by law following recordation of such notice of default,and notice of sale having been given as then required by law, Trustee, without demand on Trustor, shall sell such property, either as a whole or in separate parcels, and in such order as it or Beneficiary may determine at public auction to the highest bidder. Trustee may postpone the sale of all or any portion of such property by public announcement at the time and place of sale, and from time to time thereafter may postpone the sale by public announcement at the time and place fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant or warranty, express or implied. The recital in such deed of any matters of fact or otherwise shall be conclusive proof of the truthfulness thereof. Any person, including Trustor,Trustee or Beneficiary, may purchase at such sale. Trustee may also sell at any sale and as part thereof any shares of corporate stock securing the obligation secured hereby, and Trustor waives demand and notice of such sale. (Beneficiary at its option may also foreclose on such shares by independent pledge sale, and Trustor waives demand and notice of such sale.) The Trustee shall apply the proceeds of the Trustee's sale, first, to the costs and expenses of exercising the power of sale and of the sale, including the payment of Trustee's fees actually incurred, not to exceed five percent of the principal balance unpaid at the time of recording the notice of default, second, to the payment of the obligation secured by this trust deed,third, to the payment of junior trust deeds,,mortgages or other liens, and the balance, if any,to the person or persons legally entitled thereto. Upon any default under this Deed of Trust or any note secured hereby and following any acceleration of maturity of the indebtedness secured hereby, a tender of payment of the amount necessary to satisfy the entire indebtedness secured hereby, made at any time prior to a foreclosure sale, whether under the power of sale contained herein or pursuant to judicial foreclosure proceedings, shall constitute an evasion of the payment terms hereof and shall be deemed a voluntary prepayment of the indebtedness; and any such • payment, to the extent permitted by law, must,therefore, include a premium required under the prepayment privilege, if any, contained in any note secured hereby; or, if at that time there shall be no privilege of prepayment, then such payment, to the extent permitted by law,will include a premium for such prepayment of five percent of the then principal balance. 15. Personal Property: This Deed of Trust is also intended to encumber and create, and Trustor does hereby grant to Beneficiary, a security interest in any and all of such property which is personal property owned by Trustor and now or hereafter located on or used in connection with such property including, but not limited to, all equipment, fixtures, furniture, appliances and articles of personal property owned by Trustor and now or hereafter located on, attached to or used in and about the improvements which are necessary to the complete and comfortable use and occupancy of the Improvements for all purposes for which they are intended and such other goods and chattels and personal property owned by Trustor as are ever to be used or furnished in operating the Improvements, or the activities conducted therein, and all renewals or replacements thereof or therefore,whether or not the same shall be attached to the Improvements in any manner,and all building materials and equipment hereafter situated on or about the Real Estate or the Improvements . The foregoing security interest shall also cover Trustor's leasehold interest in any of the foregoing items which are leased by Trustor. Trustor shall,from time to time, upon request of Beneficiary, provide Beneficiary with a current inventory of all of the personal property in such detail as Beneficiary may require. 16. Security Agreement: This Deed of Trust constitutes a security agreement between Trustor and Beneficiary with respect to all personal property in which Beneficiary is granted a security interest hereunder, and, cumulative of all other rights and remedies of Beneficiary hereunder. Beneficiary shall have all of the rights and remedies of a secured party under the Nebraska Uniform Commercial Code. Trustor hereby agrees to execute and deliver on demand and hereby irrevocably constitutes and appoints Beneficiary the attorney-in-fact of Trustor to execute and deliver and, if appropriate, to file with the appropriate filing officer or officers such security agreements, financing statements, continuation statements or other instruments as Beneficiary may request or require in order to impose, perfect or continue the perfection of the lien or security interest created hereby. Upon the occurrence of any default hereunder not cured withih any applicable grace period, Beneficiary shall have the right to cause any of such property which is personal property and subject to security interest of Beneficiary hereunder to be sold in one of public or private sales as permitted by applicable law, including at a sale held in conjunction with the sale of such property by Trustee, as provided for in this Deed of Trust, and Beneficiary shall further have all rights and remedies,whether at law in equity or by statute,as are available to secured creditors under applicable law. Any such disposition may be conducted by an employee or agent of Beneficiary or Trustee. Expenses of retaking, holding, preparing for sale, selling or the like shall be born by Trustor and shall include Beneficiary's and Trustee's fees and legal expenses. Beneficiary shall have the right to enter upon the Real Estate and the Improvements or any other real property or any personal property which is the subject of the security interest granted herein as located to take possession of, assemble and collect such personal property or to render it usable,or Trustor, upon demand of Beneficiary, shall assemble such personal property and make it available to Beneficiary at a place deemed reasonably convenient to Beneficiary. If notice is required by law, Beneficiary shall give Trustor at least five(5) days prior written notice of the time and place of any public sale or other disposition of such property or of the time of or after which any private sale or other intended disposition is to be made, and, if such notice is sent to Trustor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall be and is reasonable notice to Trustor. Any sale made pursuant to the provisions of this paragraph shall be deemed to have been a public sale conducted in a reasonably commercial manner if held contemporaneously with the sale under the power of sale granted in this Deed of Trust upon giving the same notice with respect to the sale under the power of sale given the Trustee under this Deed of Trust. 17. Fixture Financing Statement: This Deed of Trust is intended to be a financing statement within the purview of the Nebraska Uniform Commercial Code with respect to those items of such property as constitute fixtures on the Real Estate. The address of Trustor(Debtor)and Beneficiary(Secured Party)are set forth on the first page of this Deed of Trust, This Deed of Trust is to be filed for record with the Douglas County Register of Deeds where the real estate is located. Trustor is the record owner of the real estate. 18. Substitution of Trustee: That Beneficiary may, from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument executed and acknowledged by Beneficiary and recorded in the office of the register of deeds of the county or counties where such property is situated, shall be conclusive proof of proper substitution of such Trustee or Trustees, who shall, without conveyance form the Trustee predecessor, succeed to all its title, estate, rights, power and duties. 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • • 21. Inspection and Business Records: Beneficiary at any time during the continuation of this Trust may enter and inspect such property at any reasonable time. Trustor agrees that in the event such property is now or hereafter used for commercial or residential income purposes, when requested by Beneficiary, Trustor will promptly deliver to Beneficiary, such certified financial statements and profit and loss statements of such types and at such intervals as may be required by Beneficiary, which will be in form and content prepared according to the usual and acceptable accounting principles and practices, which statements shall cover the financial operations relating to such property. Trustor further agrees when requested by Beneficiary to promptly deliver in writing such further additional information as required by Beneficiary relating to any such financial statements. 22. Acceleration Clause: Should Trustor be in default under this Deed of Trust, or should Trustor, or any successor in interest of Trustor, voluntarily or involuntarily sell, exchange, convey, transfer, contract to sell, lease with option to purchase, sublease, change the character or use of, or further encumber such property, or any part thereof, or any interest therein; or if any said parties shall be divested of title to such property, or any part thereof, or any interest therein, either voluntarily, or involuntarily; or if title to such property be subjected to any lien or charge, voluntarily or involuntarily, contractual or statutory, without the written consent of Beneficiary being first had and obtained, then Beneficiary shall have the right, at its option, to declare all sums secured hereby forthwith due and payable; and this same right of acceleration shall be available to Beneficiary if the undersigned is a partnership and any interest of a general partner terminates, is assigned or transferred, or is diminished; or if the undersigned is a corporation and any of the corporate stock is transferred, sold or assigned; or if the undersigned is a trustee of a trust and there is a change of any of the beneficial interest of the trust. 23. Remedies: No remedy herein provided shall be exclusive of any other remedy herein or now or hereafter existing by law, but shall be cumulative. Every power of remedy hereby given to Trustee or Beneficiary, or to which either of them may be otherwise entitled, may be exercised from time to time and as often as may be deemed expedient by them, and either of them may pursue inconsistent remedies. If Beneficiary holds any additional security for any obligation secured hereby, it may enforce the sale thereof at its option, either before, contemporaneously with, or after the sale is made hereunder, and on any default of Trustor, Beneficiary may, at its option, offset against any indebtedness secured hereby, and the Beneficiary is hereby authorized and empowered at its option, without any obligation so to do, and without affecting the obligations hereof, to apply toward the payment of any indebtedness of the Trustor to the Beneficiary any and all sums of money of Trustor which Beneficiary may have in its possession or under its control, including without limiting the generality of the foregoing, any savings account, deposit, investment certificate, escrow or trust funds. 24. Acknowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such IN WITNESS WHEREOF,Trustor has executed this Deed of Trust on the date first above written. NCTHP LIMITED PARTNERSHIP, a Nebraska Limited Partnership By: NEW CREATIONS, INC.,a Nebraska Non-profit, Corporation,GENERAL PARTNER 7 eremiah McGhee, Executive Director By: SIENA/FRANCIS HOUSE, a Nebraska Non-Profit Corporation,G RAL PARTNER BY: Gam` Paul Koch, Executive Director (CORPORATE SEAL) STATE OF NEBRASKA ) GENERAL NOTARY•State of Nebraska ss. 111 DAVID M.TOLLEFSRUD COUNTY OF DOUGLAS ) 'y Z'' My Comm.Exp.May 17,2000 On this day of November, 1998, before me, the undersigned, a Notary Public duly commissioned and qualified in and for said county, personally came Jeremiah McGhee, Executive Director, New Creations, Inc., a Nebraska Non-Profit Corporation and Paul Koch, Executive Director, Siena/Francis House, a Nebraska Non-profit Corporation, General Partners to NCTHP Limited Partnership, a Nebraska Limited Partnership, to me known to be the person(s) named in and who executed the foregoing instrument, and acknowledged that he executed the same as his voluntary act and deed. Witness my hand and notarial seal the day and year last above wri My commission expires ;/ /c�/�� / Notary Public 3/95 or involuntarily; or if title to such property be subjected to any lien or charge, voluntarily or involuntarily, contractual or statutory, without the written consent of Beneficiary being first had and obtained, then Beneficiary shall have the right, at its option, to declare all sums secured hereby forthwith due and payable; and this same right of acceleration shall be available to Beneficiary if the undersigned is a partnership and any interest of a general partner terminates, is assigned or transferred, or is diminished; or if the undersigned is a corporation and any of the corporate stock is transferred, sold or assigned; or if the undersigned is a trustee of a trust and there is a change of any of the beneficial interest of the trust. 23. Remedies: No remedy herein provided shall be exclusive of any other remedy herein or now or hereafter existing by law, but shall be cumulative. Every power of remedy hereby given to Trustee or Beneficiary, or to which either of them may be otherwise entitled, may be exercised from time to time and as often as may be deemed expedient by them, and either of them may pursue inconsistent remedies. If Beneficiary holds any additional security for any obligation secured hereby, it may enforce the sale thereof at its option, either before, contemporaneously with, or after the sale is made hereunder, and on any default of Trustor, Beneficiary may, at its option, offset against any indebtedness secured hereby, and the Beneficiary is hereby authorized and empowered at its option, without any obligation so to do, and without affecting the obligations hereof, to apply toward the payment of any indebtedness of the Trustor to the Beneficiary any and all sums of money of Trustor which Beneficiary may have in its possession or under its control, including without limiting the generality of the foregoing, any savings account, deposit, investment certificate, escrow or trust funds. 24. Acknowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • NON-RECOURSE REPAYABLE LOAN • PROMISSORY NOTE PROJECT NO. HOME Transitional PLACE: 4460, 4462, 4464, 4466, and 4468 Housing Program Redman Avenue Omaha,Douglas County,Nebraska LOAN NO. HOME No. 262 DATE: December 18, 1998 FOR VALUE RECEIVED,the undersigned hereby promises to pay to the order of the CITY OF OMAHA(hereinafter,the "City"),acting by and through the Director of the Planning Department or its successors,the principal sum of Two Hundred Seventeen Thousand Eight Hundred Seventy- Five and No/100 Dollars ($217,875.00), as hereafter provided, as follows: 1. Payment shall be deferred for fifteen years from and after December 1, 1999. 2. On January 1, 2015,the principal amount, Two Hundred Seventeen Thousand Eight Hundred Seventy-Five Dollars ($217,875.00), at the rate of 2% per annum, shall be amortized over a period of thirty (30) years in 360 equal monthly installments of Eight Hundred Five and 31/100 Dollars ($805.31). All payments on this Note shall be made in lawful money of the United States at the principal office of the City of Omaha, 1819 Farnam Street, Omaha,Nebraska or at such other place or places as shall be designated in writing for such purposes by the City. The undersigned reserves the right to prepay at any time all or any part of the principal and interest amount of this Note, without the payment of penalties or premiums. In the event that the undersigned shall fail to pay any installment of principal and interest when due, and such default in payment continues for a period of fifteen(15) days after written notice thereof has been given by the City to the undersigned, the City may at any time thereafter, at its option, declare the entire unpaid balance of principal and interest at once due and owing, without further notice. Failure of the City to exercise such option shall not constitute a waiver of such default. No default shall exist by reason of nonpayment of any required installment of principal and interest, so long as the amount of any optional prepayments already made pursuant hereto equals or exceeds the amount of the required installments. If the principal and interest of this Note is not paid during the calendar month which includes the due date, the undersigned shall pay to the City a late charge of 4%per calendar month, or fraction thereof, on the amount past due and remaining unpaid. The principal and interest on this Note shall be due and payable on the first day after the undersigned conveys, grants, mortgages, assigns or otherwise transfers its interest, or any portion thereof, in the property or improvements located at 4460, 4462,4464, 4466 and 4468 Redman Avenue in the City of Omaha, and legally described as: , without any obligation so to do, and without affecting the obligations hereof, to apply toward the payment of any indebtedness of the Trustor to the Beneficiary any and all sums of money of Trustor which Beneficiary may have in its possession or under its control, including without limiting the generality of the foregoing, any savings account, deposit, investment certificate, escrow or trust funds. 24. Acknowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such Lot 19, except the West 8 1/2 feet thereof, and Lots 20 and 21, in Laurel Park, an Addition to the City of Omaha, as surveyed, platted and recorded in Douglas County, Nebraska. without the prior written consent of the CITY OF OMAHA,which consent shall not be unreasonably withheld. Further and without limitation, it is expressly understood and agreed that the foregoing property and improvements may be subject to Deeds of Trust of first, second and third priority in a principal amount not to exceed One Million Three Hundred Sixty-Six Thousand Seven Hundred Sixty-Two Dollars ($1,366,762.00) during the construction phase. Upon completion of the rehabilitation work, the City's lien shall move to no less than a second lien, subordinate to an amount not to exceed Three Hundred Sixteen Thousand Six Hundred Seventy-Seven Dollars ($316,677.00) or the amount of the first mortgage financing and reasonable closing costs. The loan evidenced by this Note is a non-recourse obligation of the undersigned. Neither the undersigned nor any of its general and limited partners (or the partners, officers, directors or shareholders of any such partner) shall have any personal liability for repayment of any sum due under this Note or the Deed of Trust securing it. The sole recourse against the undersigned by the Lender under this Note and related Deed of Trust for repayment of the loan evidenced thereby shall be by the exercise by the Lender of its rights against the above-described property and improvements, and related security thereunder. Upon completion of the rehabilitation work, this Note shall be secured by no less than a second Deed of Trust upon the above-described property,which Deed of Trust is and shall be junior to the Deed of Trust in favor of an amount not to exceed the principal sum of Three Hundred Sixteen Thousand Six Hundred Seventy-Seven Dollars ($316,677.00) or the amount of the first mortgage financing and reasonable closing costs. In the event that this Note should be reduced to judgment, such judgment shall bear interest, thereon at the statutory rate,but not to exceed 9%per annum. If suit is instituted by the City to recover upon this Note, the undersigned agrees to pay all costs of such collection, including reasonable attorneys' fees and court costs. DEMAND,protest and notice of demand and protest are hereby waived, and the undersigned hereby waives, to the extent authorized by law, any and all homestead and other exemption rights which otherwise would apply to the debt evidenced by this Note. - 2 - gned conveys, grants, mortgages, assigns or otherwise transfers its interest, or any portion thereof, in the property or improvements located at 4460, 4462,4464, 4466 and 4468 Redman Avenue in the City of Omaha, and legally described as: , without any obligation so to do, and without affecting the obligations hereof, to apply toward the payment of any indebtedness of the Trustor to the Beneficiary any and all sums of money of Trustor which Beneficiary may have in its possession or under its control, including without limiting the generality of the foregoing, any savings account, deposit, investment certificate, escrow or trust funds. 24. Acknowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such . -t IN WITNESS WHEREOF, this Note has been duly executed by the undersigned, as of the day and year above set forth. NCTHP LIMITED PARTNERSHIP A Nebraska Limited Partnership By: NEW CREATIONS, INC. A Nebraska Non-profit Corporation, General Partner B �L1 --(4 .--��--�. f 41 A ( S- eremiah McGhee Date Executive Director By: SIENA/FRANCIS HOUSE,INC. A Nebraska Non-profit Corporation, General Partner By: �-- ''—/ :,/j 1:/ • Paul Koch,Executive Director Date APPROVED AS TO FORM: • — — /� — `± . 9r SSISTANT CITY ATTORNEY Date P:\PLN3\6609.SAP - 3 - • 4 • • r . Atop 3 ./2 HIS[ E01661182E filfrc) 9- PEE _ FB30 - ;-(0100 /. 7\ 9itP ,.CIO_..�...6.COM!{� FEB 16 2010 10:4? F' 2 DEL r.w, ....,.SCAN. Fv _ . Received-DIANE L.BATTIATO Register of Deeds,Douglas County,NE 2I162010 10:47:06,33 MOM 1111 ACKNOWLEDGEMENT OF COVENANT RUNNING WITH LAND • WHEREAS, on February 2, 2010, by Resolution No. 113, AN Agreement (hereafter referred to as "the Agreement")was entered into by and between the City of Omaha, a Municipal Corporation of the Metropolitan class in the State of Nebraska (hereafter referred to as "the City") and NCTHP Limited Partnership, a Nebraska Limited Partnership (hereinafter referred to • as the "L.P."), Midwest Housing Assistance Corporation, a Nebraska Corporation, General • Partner, , wherein the City would provide a grant in an amount of $40,000 to assist in the i rehabilitation work of the property and improvements thereon, and legally described as: Lot 19, except the West FL-feet thereof and Lots 20 and 21, In Laurel Park, an Addition to the City of Omaha, as surveyed, platted and recorded in Douglas County, Nebraska (commonly known as 4462 Redman Avenue, Apartments 2, and 4; 4464 Redman Avenue, Apartment 4; 4466 Redman Avenue, Apartments 1, 3, and 4;4468 Redman Avenue, Apartment 1, Omaha,Nebraska I NOW THEREFORE, the L.P., (hereinafter referred to as the "Owner(s)"), for themselves, their successors and assigns, agree that the restrictions and covenants in the Agreement shall be covenants running with the land, and that it, in any event and without regard to technical classification and designation, legal or otherwise, shall be binding, to the fullest j extent permitted by law and equity, and enforceable by the City, its successors and assigns, I against the Owner(s), their successors and assigns, to any part of the property that is the subject of the Agreement, or any interest therein and any party in the possession or occupancy of any part of said property. The Owner(s), for themselves, their successors and assigns, further covenant and agree, that without regard to whether the City or the United States is an owner of any interest in the land to which the covenants relate, the covenants running with the land shall remain in effect for five (5) years after the date of Project Close Out of the project, the period specified or referred to in Section 1.12 in the Agreement, or until such date thereafter to which it may be modified by proper amendment of the Agreement, on which date such covenants may terminate. The Owner(s), for themselves, their successors and assigns, further covenant and ;j agree that this property shall continue to be used as rental units for qualified low- and moderate- Page l of 2 .� • .I ut: .7'-�1� /t � 2Nzef , , .r nowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such , .__ _ 2 1 income families, as described in Section 2.01 in the Agreement, for the term of this covenant In the event of default, gross negligence or other substantial noncompliance, the outstanding amount of the grant at the time of default shall be due and payable immediately from the Owner(s), their successors and assigns,to the City. NCTHP, LIMITED PARTNERSHIP, a Nebraska Limited Partnership By: /4 I Midwest Housing Assistance Corporation., A Nebraska Corporation, General Partner By: Az /5 Ted Witt,Vice President Date STATE OF NEBRASKA ) ) § COUNTY OF DOUGLAS ) On this 12th day of February, 2010 before me, the Undersigned, a Notary Public duly commissioned and qualified in and for said County, personally came Ted Witt, Vice President of Midwest Housing Corporation, a Nebraska Corporation, General Partner of NCTHP Limited Partnership, a Nebraska Limited Partnership, known to be the identical person(s) whose name is affixed to the above and foregoing instrument as Acknowledgement of Covenants Running with the Land, and they acknowledged the same instrument and the execution thereof to be their voluntary act and deed for the purpose therein expressed. In testimony whereof, I have hereunto set my hand and affixed my Notarial Seal at Omaha,Nebraska, on thA,aayi,and date last above written. 0-0-o- f.f. hc.Ze2 a 261- '••.' 4t " N0TAt'V t •11. Notary Public vre COMMISSION EXPIRES• �1 My commissibr1 k k 12 e��e�n(�, 7��`��'/� Page 2 of 2 . the land, and that it, in any event and without regard to technical classification and designation, legal or otherwise, shall be binding, to the fullest j extent permitted by law and equity, and enforceable by the City, its successors and assigns, I against the Owner(s), their successors and assigns, to any part of the property that is the subject of the Agreement, or any interest therein and any party in the possession or occupancy of any part of said property. The Owner(s), for themselves, their successors and assigns, further covenant and agree, that without regard to whether the City or the United States is an owner of any interest in the land to which the covenants relate, the covenants running with the land shall remain in effect for five (5) years after the date of Project Close Out of the project, the period specified or referred to in Section 1.12 in the Agreement, or until such date thereafter to which it may be modified by proper amendment of the Agreement, on which date such covenants may terminate. The Owner(s), for themselves, their successors and assigns, further covenant and ;j agree that this property shall continue to be used as rental units for qualified low- and moderate- Page l of 2 .� • .I ut: .7'-�1� /t � 2Nzef , , .r nowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such ASSUMPTION OF INDEBTEDNESS AGREEMENT (HOME LOAN) THIS ASSUMPTION OF INDEBTEDNESS AGREEMENT (HOME LOAN) (the "Agreement") is made as of June , 2011 (the "Effective Date"), by and among NCTHP, LIMITED PARTNERSHIP, a Nebraska limited partnership (the "Assignor"), and HOPE OF GLORY MINISTRIES,INC., a Nebraska nonprofit corporation("Assignee"). WHEREAS, Assignor is the owner of that certain twenty-eight unit affordable housing development located at 4460-4468 Redman Avenue, Omaha, Nebraska (the "Project") and legally described as: Lot 19, except the West 8 '/2 feet thereof, and Lots 20 and 21, in Laurel Park, an addition to the City of Omaha, as surveyed,platted and recorded in Douglas County,Nebraska WHEREAS, the City of Omaha ("Lender") has previously made a $217,875.00 loan to Assignor(the "HOME Loan"); and WHEREAS, as of June , 2011, the total outstanding indebtedness owed to lender under the HOME Loan was $217,875.00 (the "Indebtedness"); and WHEREAS, the HOME Loan is evidenced by a HOME Program (HOME) Agreement dated October 22, 1998, approved by the City Council on October 27, 1998 by Resolution No. 2996, as amended, a Promissory Note dated December 18, 1998, and a Deed of Trust, Construction Security Agreement and Assignment of Rents, dated December 18, 1998 and filed with the Douglas County Recorder in Mortgage Book 5549 on Page 158, all by and between Assignor and Lender (together, the "Loan Documents") (the Indebtedness and all other liabilities and obligations of any kind or nature now owing from Assignee to Lender with respect to the HOME Loan and the Loan Documents are collectively referred to herein as the "Obligations"); and WHEREAS, Assignor and Assignee are parties to that certain Purchase and Sale Agreement dated the day of , 2011 (the "Contract"). As of the Effective Date, Assignor has sold and conveyed to Assignee, and Assignee has purchased and acquired from Assignor, the Project, all pursuant to the Contract; and WHEREAS, in consideration of Assignor transferring the Project to Assignee, Assignor requires that Assignee assume the Assignor's Obligations under the HOME Loan. NOW, THEREFORE, in consideration of the foregoing, of the mutual promises of the parties hereto, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 4827-4307-2521.1 ith the land shall remain in effect for five (5) years after the date of Project Close Out of the project, the period specified or referred to in Section 1.12 in the Agreement, or until such date thereafter to which it may be modified by proper amendment of the Agreement, on which date such covenants may terminate. The Owner(s), for themselves, their successors and assigns, further covenant and ;j agree that this property shall continue to be used as rental units for qualified low- and moderate- Page l of 2 .� • .I ut: .7'-�1� /t � 2Nzef , , .r nowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such Section 1. Assumption of the Obligations.. As of the Effective Date,Assignee hereby assumes all of the Obligations and the Loan Documents and agrees to be bound by the terms of the Loan Documents with the same force and effect as if Assignee had originally executed the same. Assignee shall perform each and all of the Obligations. Assignee, for itself and its successors and assigns, hereby unconditionally acknowledges that it shall be bound by all covenants, obligations terms, provisions and conditions applicable to the Loan Documents. On and after the date hereof, Assignee shall be deemed to be the "Borrower" for all purposes of the Loan Documents. Assignee hereby agrees that the Obligations and liabilities of Assignor under or in connection with the Loan Documents shall be enforceable by Lender against Assignee. Section 2. Authority and Enforceability. Assignee has the full corporate power and authority to enter into and deliver this Agreement and to incur and perform the obligations provided for herein, all of which have been approved by all proper and necessary action by Assignee. With the exception of Lender, no third party approval are necessary for Assignee to enter into this Agreement. This Agreement is enforceable against Assignee in accordance with its terms. Section 3. Binding Agreement. This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their successors and assigns, except as otherwise provided herein. Section 4. Further Assurances. The parties hereto shall cooperate with each other as reasonably necessary to give effect to the provisions of this Agreement, including using reasonable and good-faith efforts to each execute and deliver such additional instruments or documents which may be reasonably requested to accomplish the purposes and intent of this Agreement; provided, however, that nothing in this Section shall be deemed to enlarge the obligations of the parties hereunder or to require any party to incur any material expense or liability not otherwise required of it hereunder. Section 5. Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement, binding on all the parties hereto. Any counterpart of this Agreement, which has attached to it separate signature pages which together contain the signatures of all parties or is executed by an attorney-in-fact on behalf of some or all of the parties, shall for all purposes be deemed a fully executed instrument. This Agreement may be executed as facsimile originals and each copy of this Agreement bearing the facsimile transmitted signature of any party's authorized representative shall be deemed to be an original. Section 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to principles of conflicts of laws. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 4827-4307-2521.1 2 • .I ut: .7'-�1� /t � 2Nzef , , .r nowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such IN WITNESS WHEREOF, each of the parties hereto have executed this Agreement as of the date and year first above written. ASSIGNOR: NTCHP, LIMITED PARTNERSHIP By Midwest Housing Assistance Corporation, as general partner By Name James K. Rieker Title President ASSIGNEE: HOPE OF GLORY MINISTRIES, INC. By Name Title 4827-4307-2521.1 3 General Partner By: �-- ''—/ :,/j 1:/ • Paul Koch,Executive Director Date APPROVED AS TO FORM: • — — /� — `± . 9r SSISTANT CITY ATTORNEY Date P:\PLN3\6609.SAP - 3 - • 4 • • CONSENT Lender hereby consents to the assumption of the Loan Documents and the Obligations by Assignee from Assignor as set forth above. ATTEST: CITY OF OMAHA, a Municipal r ; Corporation Cler of the City o Omaha ' D to Ma o the City of Omaha Date APPROVED AS TO FORM: %► ► Q5.1 ( .f Assistant City Attorney Date 4827-4307-2521.1 4 Name Title 4827-4307-2521.1 3 General Partner By: �-- ''—/ :,/j 1:/ • Paul Koch,Executive Director Date APPROVED AS TO FORM: • — — /� — `± . 9r SSISTANT CITY ATTORNEY Date P:\PLN3\6609.SAP - 3 - • 4 • • v { SUPPLEMENTAL AGREEMENT THIS SUPPLEMENTAL AGREEMENT is entered into by and between the City of Omaha, a Municipal Corporation (hereinafter referred to as "City") and Hope of Glory Ministries, Inc. (HOGM), a Nebraska non-profit corporation, 3525 Evans Street, Omaha, Nebraska 68111 (Exhibit "A"). This Supplemental Agreement relates to the Agreement between the City of Omaha and NCTHP Limited Partnership, approved by the City Council on October 27, 1998, by Resolution No. 2996, and subsequently assigned to HOGM (hereinafter referred to as "Agreement"), and accomplishes the following: 1) it modifies the repayment terms of the loan; and 2) it adopts all the terms and conditions of the Agreement approved on October 27, 1998, by Resolution No. 2996, as amended. RECITALS: WHEREAS, the City of Omaha is a Municipal Corporation, located in Douglas County, Nebraska, organized and existing under the laws of the State of Nebraska, and is authorized and empowered to exercise all powers conferred by the.State Constitution, State Laws, the Home Rule Charter of the City of Omaha, 1956, as amended, and municipal ordinances, including, but not limited to, the power to contract; and, WHEREAS, on October 27, 1998, by Resolution No. 2996, the City Council approved an Agreement (Exhibit "B") between the City and NCTHP Limited Partnership. a Nebraska limited partnership 4460 Redman Avenue, Omaha, Nebraska 68104, subsequently assigned to Hope of Glory Ministries, Inc., a Nebraska non-profit corporation, to provide partial funding in the total amount of $217,875.00 in HOME Investment Partnerships Funds for the rehabilitation of twenty-eight (28) rental housing units for use as transitional housing by formerly homeless families and individuals, located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue, Omaha, Nebraska, (hereinafter referred to as "Project") and legally described as: Lot 19, except the West 8 1/2 feet thereof, and Lots 20 and 21, in Laurel Park, an Addition to the City of Omaha, as surveyed, platted and recorded in Douglas County,Nebraska WHEREAS, HOGM's above-described indebtedness to the City is secured by a Deed of Trust, Construction Security Agreement and Assignment of Rents in the amount of Two Hundred Seventeen Thousand Eight Hundred Seventy-five and 00/100 Dollars ($217,875.00), executed on December 18, 1998, filed with the Douglas County Register of Deeds on December 18, 1998, in Book 5549 on Page 158, and related Promissory Note (hereinafter referred to as "Loan Documents"); and, WHEREAS, the terms of the Agreement and Loan Documents specify that payments on the above-referenced HOME funded repayable loan are deferred for a period of fifteen (15) years and then amortized at the rate of two percent(2%)per year over an additional period of thirty (30) years; and, WHEREAS, HOGM intends to continue to use the property for transitional housing for formerly homeless families and individuals and renovate some of the units with funds granted to HOGM .I ut: .7'-�1� /t � 2Nzef , , .r nowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such Section 4. Each party represents to the other parties that it has the necessary authority to enter into this Supplemental Agreement. (Exhibit"A") Section 5. This Supplemental Agreement may not be assigned by any party without the written consent of the other parties hereto. IN WITNESS WHEREOF, the parties have executed this Supplemental Agreement as of the date last written below. ATTEST: CITY OF OMAHA, A Municipal Corporation in Douglas County,Nebraska A? / . - Y.§ ler of the City o Omaha ate ► .y•r of th ity of Omaha M WITNESS: By: HO,P F GLORY MINISTRIES, INC., a Nebraska on-Profit Corporation (7'7 I( ate Patricia . i lams Date Secretary • APPROVED AS TO FORM: CITY ATTORNEY Date er the laws of the State of Nebraska, and is authorized and empowered to exercise all powers conferred by the.State Constitution, State Laws, the Home Rule Charter of the City of Omaha, 1956, as amended, and municipal ordinances, including, but not limited to, the power to contract; and, WHEREAS, on October 27, 1998, by Resolution No. 2996, the City Council approved an Agreement (Exhibit "B") between the City and NCTHP Limited Partnership. a Nebraska limited partnership 4460 Redman Avenue, Omaha, Nebraska 68104, subsequently assigned to Hope of Glory Ministries, Inc., a Nebraska non-profit corporation, to provide partial funding in the total amount of $217,875.00 in HOME Investment Partnerships Funds for the rehabilitation of twenty-eight (28) rental housing units for use as transitional housing by formerly homeless families and individuals, located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue, Omaha, Nebraska, (hereinafter referred to as "Project") and legally described as: Lot 19, except the West 8 1/2 feet thereof, and Lots 20 and 21, in Laurel Park, an Addition to the City of Omaha, as surveyed, platted and recorded in Douglas County,Nebraska WHEREAS, HOGM's above-described indebtedness to the City is secured by a Deed of Trust, Construction Security Agreement and Assignment of Rents in the amount of Two Hundred Seventeen Thousand Eight Hundred Seventy-five and 00/100 Dollars ($217,875.00), executed on December 18, 1998, filed with the Douglas County Register of Deeds on December 18, 1998, in Book 5549 on Page 158, and related Promissory Note (hereinafter referred to as "Loan Documents"); and, WHEREAS, the terms of the Agreement and Loan Documents specify that payments on the above-referenced HOME funded repayable loan are deferred for a period of fifteen (15) years and then amortized at the rate of two percent(2%)per year over an additional period of thirty (30) years; and, WHEREAS, HOGM intends to continue to use the property for transitional housing for formerly homeless families and individuals and renovate some of the units with funds granted to HOGM .I ut: .7'-�1� /t � 2Nzef , , .r nowledgment: Trustor agrees and acknowledges that prior to the execution of this Deed of Trust, Trustor did acknowledge in writing and hereby confirms again that(a)this Deed of Trust is not a mortgage,but a deed of trust, (b)that the power of sale provided for herein provides substantially different rights and obligations for Trustor than a mortgage in the event of a default or breach of any obligation hereunder, and (c) the aforementioned written acknowledgment was executed prior to the execution of this Deed of Trust. 25. Law Applicable: That this Deed of Trust shall be construed according to the laws of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such - , lejit,ib, I- A . . . . , • ,STATE OF . , ,:z„.--.,;-..,/,..7.-_..zliz.,--„,. .... NEBRASKA • il 114',14,.;,:.:4-9...+, A'"?'"'E44.. It':',..,i,ZA,,, 4-,-,,7r..7, I 1 0:21'i'.',,:0,'''''Ir':..4.",?,'..t*,a;•zi'-•46.,..,i!zeo,,,y,,_., •-•.., 11 fi','k?:' •',,,,,,'"•.'4V',"'/ '''''t..•',. ..1';;,.'AgeRM5'`•••• kt-4/1, ..it;t./Ii//'•:"at///itS, -„,,..;/.t›,.:...,i.'t,'W..•- -.&••••• •otti: 'I'scii///,''',1 to-Ir'4/4c70,:siti.. ./t•--Ir.tt'•kitititi/t I.i.f/tt:;: i I t,I30.fit:',',i/i Al••''' i,:•'''''.:"-t.-:.'"•e,4., 7 Xdr,:,'''','::n. 1', t'@';','',':,- .04:4'.:'''-4,‘,7,4.*.,*; titili,:::/,.:<, ,,,,;/.-i,• I I ,rXi•V:II7U1S4.;.1; rii'l•,..1.,?...•'II'''7 It•Iq ' 1 t '.it''''i,zi"I':ii'i/Y•vi,iI"lc:r".I '''y/''' *2///tAz'-•••••II'"I''''-/I''7‘I?' , /I SiItt-tY./itsii//f.ii;/IiNi4....• ._tiNI ..t:i7-•I',..I-If t•i•ii•I'i':I'Iii I/" I rI4ie. ti•tiLlt:/*t...iiiiiIitia4/./IITA,Iii•••AIII •I'•::.-•'-I•It-'••-.I I: "rt"/Zilrit*.r:t i.../i/-• „3.27',,•'-'i."•41 ,,i',/,'..-',.:1;:i.:'/:/II:•IiI . '''' I ttili.-.:'"E'IttIY:iiii•;/.; United States of America, 1 11. .-.4744-t.. :1,.4.:cs•r..,.. Department of State State of Nebraska I ss. ,i Lincoln,Nebraska 1 i • • I, John A. Gale; Secretary of State.of Nebraska do hereby certify. the attached is a true and correct copy of Articles of Amendment to the Articles of Incorporation of HOPE OF GLORY CHRISTIAN FELLOWSHIP MINISTRIES, INC. . . changing the corporate name .to , . • , OF GLORY MINISTRIES, INC. HOPE . : , . . . . with registered'offiCelocated in OMAHA Nebraska, as filed in this office on AprillS,:.291L.::::, In Testimony Whereof, . .1''have.hereunto set my hand and affixed the.Great Seal of the State -of Nebraska on Aprii-13., 2011. , 'IPi.ii•aiitt'T,:-.‹Liciiit%ii':itii,'Iti.f:/eXi.,,,itt , t'D,,>.)/;,t./•;:tn--..,...0•,, ingt•.‘,./w.,,,t-OWtt,ot.'., v.!;,,/•.;•.•'.. _,..kr,••••tt;t:I"'•••';',:-/7-,7. ,:'0/' -t,''t.t,vi•f,..•1 • ' ••• ./.:Ii. 71:),/e,' `iiiii'.;:d0I4I'04/..,/,t.;;II44-;'O'MI,... 4i Is• ... •,, „,,,,,,,„.•.:••1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • ' , NE Soo of Siatc John A Colo - CORP NO lII IIIII 11III IIIII IIIII 11I11 Ills 1111 1001056774 Pgs: 1 HOPE OF GLORY MINISTRIES, INC. Filed: 04/13/2011 02:05 PM Hope of Glory Christian Fellowship Ministries Inc. Articles Of Amendment Of Articles Of Incorporation Article One The Name Of The Corporation Is: Hope of Glory Christian Fellowship Ministries,Inc. Article Two The Corporation Hereby Adopts The Following Amendment To Change The Name Of The Corporation. The New Name Of The Corporation Is: Hope of Glory Ministries,Inc. Article Three The amendment was adopted by a sufficient quorum vote of the board of directors without member approval as member approval was not required Article Four The Date Of The Adoption Of The Amendment Was: March 1,2011 IN WITNESS WHEREOF,the undersigned has executed these Articles Of Amendment On April 7,2011 • Bruce L.Williams President . '''' I ttili.-.:'"E'IttIY:iiii•;/.; United States of America, 1 11. .-.4744-t.. :1,.4.:cs•r..,.. Department of State State of Nebraska I ss. ,i Lincoln,Nebraska 1 i • • I, John A. Gale; Secretary of State.of Nebraska do hereby certify. the attached is a true and correct copy of Articles of Amendment to the Articles of Incorporation of HOPE OF GLORY CHRISTIAN FELLOWSHIP MINISTRIES, INC. . . changing the corporate name .to , . • , OF GLORY MINISTRIES, INC. HOPE . : , . . . . with registered'offiCelocated in OMAHA Nebraska, as filed in this office on AprillS,:.291L.::::, In Testimony Whereof, . .1''have.hereunto set my hand and affixed the.Great Seal of the State -of Nebraska on Aprii-13., 2011. , 'IPi.ii•aiitt'T,:-.‹Liciiit%ii':itii,'Iti.f:/eXi.,,,itt , t'D,,>.)/;,t./•;:tn--..,...0•,, ingt•.‘,./w.,,,t-OWtt,ot.'., v.!;,,/•.;•.•'.. _,..kr,••••tt;t:I"'•••';',:-/7-,7. ,:'0/' -t,''t.t,vi•f,..•1 • ' ••• ./.:Ii. 71:),/e,' `iiiii'.;:d0I4I'04/..,/,t.;;II44-;'O'MI,... 4i Is• ... •,, „,,,,,,,„.•.:••1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such OP 1111111111111111111I1il1IIIII IIl IIII 1000135012 Pgs 4 HOPE OF GLORY CHRISTIAN FELLOW Filed 07/21/2000 08 56 AM ARTICLES OF INCORPORATION OF HOPE OF GLORY CHRISTIAN FELLOWSHIP MINISTRIES, INC. The undersigned, acting as incorporators under the Nebraska Non-profit Corporation Act, adopt the following Articles of Incorporation for such Corporation: Article I—Name • The name of the Corporation is Hope Of Glory Christian Fellowship Ministries,Inc.,referred to in these Articles of Incorporation as"the Corporation" Article II—Type This corporation is a public benefit corporation. Article III—Existence The existence of the Corporation will be perpetual. Article IV—Registered office and Registered Agent The registered office of the Corporate will be 4325 Bedford Avenue, Omaha, NE 68104 and the registered agent at such address,� `i'y)e the-same. The principal office of the Corporation will be the same. nc<-t c,''c i s s• J Ca-1^^ Article V—Incorporators The name and street address of the incorporators are as follows: NAME STREET ADDRESS BRUCE L. WILLIAMS 4325 BEDFORD AVE, 68104, 01'"-4--"'`A �, PATRICIA S. WILLIAMS 4325 BEDFORD AVE, 681041 �2�� Article VT—Purposes The purposes for which the Corporation is formed, and the business and objects to be carried on and promoted by it, are as follows: • (a) Authorized Purposes. The Corporation is organized exclusively for religious purposes. In particular, the Corporation is a church and a non-profit organization dedicated to , . • , OF GLORY MINISTRIES, INC. HOPE . : , . . . . with registered'offiCelocated in OMAHA Nebraska, as filed in this office on AprillS,:.291L.::::, In Testimony Whereof, . .1''have.hereunto set my hand and affixed the.Great Seal of the State -of Nebraska on Aprii-13., 2011. , 'IPi.ii•aiitt'T,:-.‹Liciiit%ii':itii,'Iti.f:/eXi.,,,itt , t'D,,>.)/;,t./•;:tn--..,...0•,, ingt•.‘,./w.,,,t-OWtt,ot.'., v.!;,,/•.;•.•'.. _,..kr,••••tt;t:I"'•••';',:-/7-,7. ,:'0/' -t,''t.t,vi•f,..•1 • ' ••• ./.:Ii. 71:),/e,' `iiiii'.;:d0I4I'04/..,/,t.;;II44-;'O'MI,... 4i Is• ... •,, „,,,,,,,„.•.:••1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such being a vessel of God's mercy for those who have lost hope because of drug addiction. To restore to them an abundant life that is only found through Jesus Christ. (b) Prohibited Purposes. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of its exempt purposes. No subsequent part of the activities of the Corporation shall consist of the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the Corporation shall not carry on any other activities not permitted to be carried on (1) by a corporation exempt from Federal income taxation under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law, or (2) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law. (c) Additional Tax Requirements. The Corporation shall distribute its income for each taxable year at such time and in such manner as not to become subject to the tax on undistributed income imposed by Section 4942 of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law. The Corporation shall not:. (1) engage in any act of self-dealing as defined in Section 4941(d) of the Internal Revenue Code, as it now exists or may be amended; (2) retain any excess business holdings as defined in Section 4943(c) of the Internal Revenue Code, as it now exists or may be amended; (3) make any investments subjecting it to taxation under Section 4944 of the Internal Revenue Code, as it now exists or may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. •1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • Article VII - Powers The Corporation is empowered: (a) To buy, own, sell, assign,mortgage, or lease any interest in real estate and property. (b) To borrow money and issue evidence of indebtedness in furtherance of any or all of the objects of its business, and to secure the same by mortgage, pledge or other lien on the Corporation's property. (c) To purchase errors and omissions insurance, and other officer, trustee, and employee liability insurance, casualty insurance, automobile insurance, umbrella liability insurance, life insurance, or any other type of insurance. (d) To do and perform all acts reasonably necessary to accomplish the purposes of the Corporation in accordance with the provisions. of these Articles and Nebraska Revised Statutes Section 21-1928 (1997). Article VIII-Members The corporation shall not have members. Article IX-Dissolution In the event the Corporation is ever dissolved, then, after paying or making provisions for the payment of all of the liabilities of the Corporation, all of the remaining assets of the Corporation shall be distributed, in the discretion of the Board of Directors, only to one or more organizations created and operated generally for the same exempt mission as set forth in Article VI, above, within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or the corresponding section of any future United States Internal Revenue law. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such mission described above or to, such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. Article X - Officers The officers of the Corporation,as provided by the Bylaws of the Corporation, shall be appointed by the directors of the Corporation,in the manner set out in the Bylaws, and shall serve until their successors are appointed and have qualified.The directors shall appoint the regular officers of the Corporation at the annual meeting.The secretary and treasurer may be one and the same person. r may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. •1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such ., • , • Article XI -Annual Meeting • The annual meeting shall be held in February of each year. • Article XII- Bylaws Bylaws of the Corporation may be adopted or amended by the directors at any regular meeting or any special meeting called for that purpose; so long as they are not.inconsistent with.the provisions of these Articles. Signed by the incorporators this of 2000. .12- • • t ;•4T <-7 ;: -e i3RUCE L. WILLIAMS P.ATRIC1A S. WILLIAMS 4325 BEDFORD AVE, 68104 4325 BEDFORD AVE, 68104 • • 4 • • OVED AS TO FORM: • — — /� — `± . 9r SSISTANT CITY ATTORNEY Date P:\PLN3\6609.SAP - 3 - • 4 • • • • ' ' 11E Sec of Slalr - CORP 111111 gIN1111111111111E11111111 1 ARTICLES OF AMENDMENT 1000237394 PgS 1 Filed: 9/ORY 18/2001 FELLOW 12:54 PM We the undersigned natural persons of the age of majority acting as incorporators of a corporation under the Nebraska Nonprofit Corporation Act, adopt the following Amendments to Articles of Incorporation. Hope of Glory Christian Fellowship Ministries, Inc., a Nebraska corporation, with the consent of Jeremiah McGhee,Bruce Williams;Perry Poyner,Mary Sivels and Patricia Williams (Board Members) does hereby adopt and subscribe to the following: l�t�cAvti-� -�_ -cam Noo � �vPP>< � Restate Article —Purposes Article VI Purposes Hope of Glory Christian Fellowship Ministries, Inc.,is organized exclusively for charitable,religious, and educational purposes, including for such purposes, providing transitional housing units designed to assist homeless persons and families in their efforts to transition from homelessness to independent'living, including providing support services and training that will lead them to greater self-sufficiency and an improved quality of life as they strive towards a successful transition from homelessness and • emergency shelter to permanent housing. • Adopted'and dated Monday, September 17, 2001 1 remiah McGhee,President Bruce Williams,.Vice President y future United States Internal Revenue law. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such mission described above or to, such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. Article X - Officers The officers of the Corporation,as provided by the Bylaws of the Corporation, shall be appointed by the directors of the Corporation,in the manner set out in the Bylaws, and shall serve until their successors are appointed and have qualified.The directors shall appoint the regular officers of the Corporation at the annual meeting.The secretary and treasurer may be one and the same person. r may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. •1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • • Hope of Glory Ministries Williams Prepared Place BOARD OF DIRECTORS President Secretary/ Treasurer Rev. Marshall McGee Rev. Pat Williams McGee Ministries,Inc. Program Administrator 8920 Curtis Circle Ste 102 Williams Prepared Place Omaha, NE 68134 3525 Evans St. 402.578.5024 Omaha NE 68111 marshallrandin.aol.com 402.991.3948 402.208.1265 pastorpat@hogcf.org Vice President Catherine Cook Ward A. Chambers, M.D. 2433 Fontenelle Blvd University of Nebraska Medical Center Omaha NE 68104 Associate Dean for Outreach and Planning Campus Executive Director for Community and Multicultural Affairs 984040 Nebraska Medical Center Omaha, NE 68198 402.559.3595 • Rev. Bruce Williams (Formerly Homeless) Program Director Dr. Joseph C. Stankus Williams Prepared Place Psychologist PHD 3525 Evans St. 5620 Ames# 109 Omaha NE 68111 Omaha NE 68104 402.991.3948 402.680.8214 402.208.1611 pastorbruce@hogcf.org Williams Prepared Place 3525 Evans Street Omaha, NE 68111 402.991.3948 Fax: 402.991.8162 nd dated Monday, September 17, 2001 1 remiah McGhee,President Bruce Williams,.Vice President y future United States Internal Revenue law. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such mission described above or to, such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. Article X - Officers The officers of the Corporation,as provided by the Bylaws of the Corporation, shall be appointed by the directors of the Corporation,in the manner set out in the Bylaws, and shall serve until their successors are appointed and have qualified.The directors shall appoint the regular officers of the Corporation at the annual meeting.The secretary and treasurer may be one and the same person. r may be amended;and (4) make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code, as it now exists or may be amended. •1/)./7„-invii/i,/ 0 pi•okv.o04.4,,t, -''It/ ''-" it.\\...•\„,\/./:•-•„tii,- "IP':I ', ;•;•:t.A/7'%/0`..7.441-0,4 t`'''-V.7.,••,..,::"l'I. ,14(4,0 4,#4,ct•it,i•_ -7,5" 2.6,,,";i'14:4VP,Iet,,,:fr"-f ''''""*ANtlk..•14t4V: ?I'111..SECRE'TARY OF STATE ' •''',/tOtflii4.V:. ..,,. .,.'ZIL,P,g:: 1',..,,,,,,„ .4,4,i'ef.„ ••.:.:),-,.:*41011,i0.:>:•$;,0,14,4‘44ificiilt%4.' ','.?'•-H';''' •, !..S-1,414 FAi.i4'It.,..,•:..;4_,-..;, f1,'3';w0.1, 1•.:::A),V.,,-,4 0"ii.-;';,-: . ) - ''',-t'Aft.1,,..? ..4-KA-7:17_4, ..,::: fx,:v ,• ',!.,-4.;„,,,,,e tc,,,: 1 :f,4*,,,,x+,..74 ..,,r-ic..-,-, !....Arl '"7+.%=1:_:_-(Tf>.Artv:i;:CO:2,:PI FP,:'8,.• This certificate is not to be construed as an endorsernent,i ::ZLk,teA•42.,,:,,,,,„,. ii;g:';,,, 5,,,, ,.,,,,7,;4•ik'',,,,;;A:t?',-.: reconnendation, or notice of approval of the entity'sl 1, , ,./ 7.A4));„..-;:,17,,144.W*4,•':,.; financial condition or business anci activities practices. I 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such Hope of Glory Ministries Inc. Resolution to Acquire Real Estate • RESOLUTIONS ADOPTED.At a meeting of the Directors of the Corporation, duly called.and held on March 1, 2011, at which a quorum was present and voting, the resolutions set forth in this Resolution were adopted. OFFICERS. The following named persons, who are officers of the Corporation, are authorized, empowered, and directed to take the actions authorized below for and on behalf of the Corporatiozn'mr f / Name Title '�Actal Sinater,�'1 Patricia.S.Williams Secretary r' / � • ( jl ACTIONS AUTHORIZED.Any one of the authorized officers listed aboke--rYray enter into any.agreeme.nts of any nature with Midwest Equity Housing Group and NCTHP Limited Partnership, and those agreements will bind the Corporation. Specifically, but without limitation, any one of the authorized officers is authorized, empowered, and directed to-do the following for and on behalf of the Corporation: • WHEREAS, the-Corporation requires additional facilities for the operation of its business, and WHEREAS, it would be desirous to own rather than rent said premises,be it: • RESOLVED, that the Corporation acquire real estate known or described as Lot 19, except the West 8 % feet thereof, and.Lots 20 and 21, in Laurel Park, an addition to the City of Omaha, as surveyed, platted and recorded in Douglas County fromM.idwest Equity Housing Group and NCTHP Limited Partnership. • Grant Security. To mortgage,pledge,transfer; endorse, hypothecate, or otherwise encumber and deliver to a lender any property now or hereafter belonging to the Corporation or in which the Corporation now or hereafter may have an interest,including without limitation all of the Corporation's real property and all of the Corporation's personal property(tangible or intangible), as security for the payment of any loans or credit - accommodations so obtained, any promissory notes so executed (including an amendments to or modifications, renewals, and extensions of such promissory notes), or any further indebtedness of the Corporation to a lender at any time owing, however the same may be evidenced. Such property maybe mortgaged, pledged,transferred, endorsed, hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such CERTIFICATION CONCERNING OFFICERS AND RESOLUTIONS. The officers named above are duly elected or appointed by or for the Corporation, as the case may be, and occupy the position set opposite their respective names. This,Resolution now stands of record on the books of the Corporation, is in full force and effect, - and has not been modified or revoked in an.y manner whatsoever. IN TESTIMONY WHEREOF, I have hereunto set my hand and attest that each of the signatures set opposite the name listed above is the genuine signature of the named officer. I have read all the provisions of this Resolution, and 1 personally and on behalf of the Corporation certify that this Resolution.accurately reflects the actions taken by the Corporation. • The undersigned hereby certifies that she is the duly elected and qualified Secretary and the custodian of the books and records and seal of Hope of Glory Ministries,Inc. ,a corporation duly formed pursuant to the laws of the state of .Nebraska and that the foregoing is a true record of a resolution duly adopted at a meeting of the Board of Directors and that said meeting was held.in accordance with state law and the Bylaws of the above-named Corporation on March 1, 2011,and that said resolution is now in full.force and effect without modification or rescission. IN,.WITNEj�.S WHEREOF, I ha''e executed my name as Secretary of the above-named Corporation this 7th day of April 20111. .�„ , ... 'Patricia S. Williams) .......... .. Secretary • • • orse, hypothecate, or otherwise encumber and deliver to a lender any property now or hereafter belonging to the Corporation or in which the Corporation now or hereafter may have an interest,including without limitation all of the Corporation's real property and all of the Corporation's personal property(tangible or intangible), as security for the payment of any loans or credit - accommodations so obtained, any promissory notes so executed (including an amendments to or modifications, renewals, and extensions of such promissory notes), or any further indebtedness of the Corporation to a lender at any time owing, however the same may be evidenced. Such property maybe mortgaged, pledged,transferred, endorsed, hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such CITY' OF ®I AKA * • • LEGISLATIVE CHAMBER Omaha,Nebr 4ctgbr 27 19 98 RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: WHEREAS,under Title II of the National Affordable Housing Act of 1990,the City of Omaha annually receives a HOME Investment Partnerships Program entitlement for the purpose of providing affordable housing opportunities for low income households; and, WHEREAS, the City Council, on December 16, 1997, by Resolution No. 3397, approved the 1998 Consolidated Submission for Community Planning Development Programs which included the HOME Affordable Housing Program; and, WHEREAS, 22 apartment units are currently leased for the provision of transitional housing under the Supportive Housing Program. The$174,300.00 allocation of HOME Funds and the $43,575.00 allocation of Planning Capital Funds will be used to purchase and renovate the 30 units into 28 rental units and the remaining units into a community activities/common room; and, WHEREAS, the NCTHP Limited Partnership, a Nebraska Limited Partnership, has had the property inspected, a work write-up completed and has solicited bids which indicate the total estimated cost of the properties located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue to be $1,584,637.00; and, WHEREAS, in addition to the HOME and Planning Capital Funds, other sources of funds include, but are not limited to, $316,677.00 permanent financing and $1,050,085.00 in the form of a Developer Note,Affordable Housing Program and Equity Fund of Nebraska financing and capital contributions from the partners; and, WHEREAS, it is in the best interest of the citizens of the City of Omaha to enter into an agreement with the NCTHP Limited Partnership, to provide partial financing to purchase and rehabilitate the 30 units located at 4460-68 Redman Avenue into 28 apartment units for use as transitional housing by formerly homeless families and individuals and the remaining units into a community activities/common room. NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: • By Councilmember Adopted City Clerk Approved Mayor endorsed, hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such CITY OF OMAHA LEGISLATIVE CHAMBER Omaha,Nebr October 27 19 98 PAGE 2 THAT, the attached Agreement, as recommended by the Mayor, between the City of Omaha and the NCTHIP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, Nebraska, 68104, in the amount of$217,875.00, comprised of$174,300.00 HOME and $43,575.00 Planning Capital Program Funds, for the acquisition and renovation of the 30 units at 4460, 4462, 4464, 4466 and 4468 Redman Avenue into 28 housing units for use as transitional housing by formerly homeless families and individuals and the remaining units into a community activities/common room, is hereby approved. Funding shall be in the form of a $217,875.00 Repayable Loan. These funds, in the amount of$174,300.00, shall be payable from the FY98 HOME Transitional Housing Program, Fund No. 186, Organization No. 5012. Funds in the amount of$43,575.00 shall be payable from Planning Capital Program, Fund 001, Organization No. 1106, Agency No. 110; Object No. 8010. APPROVED AS TO FORM: cD7c �o%o l7 ASSISTANT CITY ATTORNEY DATE P:\PLN3\6042.MAF hereby certify that the foregoing is a true and correct copy of the original docurheni: now on file in the C. Cle k's n '„e. By. /�� y BY CITY CLERK Councilmember Adopted OCT 71998 City rk Approved.. . lD M . Ma yor ancing and capital contributions from the partners; and, WHEREAS, it is in the best interest of the citizens of the City of Omaha to enter into an agreement with the NCTHP Limited Partnership, to provide partial financing to purchase and rehabilitate the 30 units located at 4460-68 Redman Avenue into 28 apartment units for use as transitional housing by formerly homeless families and individuals and the remaining units into a community activities/common room. NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: • By Councilmember Adopted City Clerk Approved Mayor endorsed, hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • • AGREEMENT ' THIS AGREEMENT is entered into by and between the City of Omaha, a Municipal Corporation in Douglas County,Nebraska; and the NCTHP Limited Partnership,a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha,Nebraska 68104, for the purchase and renovation of the 30 units located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue, Omaha, Nebraska 68104, into 28 rental housing units for use as transitional housing by formerly homeless families and individuals and the remaining 2 units into a community activities/common room. RECITALS: WHEREAS, the City of Omaha (hereinafter referred to as "the City") is a Municipal Corporation located in Douglas County,Nebraska and is organized and existing under the laws of the State of Nebraska, and is authorized and,empowered to exercise all powers conferred by the State Constitution, laws, Home Rule Charter of the City of Omaha, 1956, as amended, and local ordinances, including but not limited to, the power to contract; and, WHEREAS, the NCTHP Limited Partnership has a principal place of business at 4460 Redman Avenue, #1, Omaha, Nebraska 68104; and, WHEREAS, the NCTHP Limited Partnership has submitted a preliminary application and has had the property inspected, a work write-up completed and has solicited bids which indicate the total acquisition and renovation cost of the properties located at 4460-68 Redman Avenue, Omaha, Nebraska 68104, to be $1,584,637.00; and, WHEREAS, it is in the best interest of the City to enter into an agreement with the NCTHP Limited Partnership to provide partial financing to acquire and renovate these properties. IN CONSIDERATION OF THESE MUTUAL COVENANTS, the NCTHP Limited Partnership and the City of Omaha agree as follows: ip, to provide partial financing to purchase and rehabilitate the 30 units located at 4460-68 Redman Avenue into 28 apartment units for use as transitional housing by formerly homeless families and individuals and the remaining units into a community activities/common room. NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: • By Councilmember Adopted City Clerk Approved Mayor endorsed, hypothecated or encumbered at the time such loans are obtained or such indebtedness is incurred, or at any other time or times, and may be either in addition to or in lieu of any property theretofore mortgaged, pledged, transferred, endorsed,hypothecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such Section 1. Definitions-Abbreviations 1.1 "City" shall mean-the City of Omaha. 1.2 "Owner" shall mean - the NCTHP Limited Partnership, a Nebraska Limited Partnership; Co-General Partners: New Creations, Inc., a Nebraska Non-profit Corporation and Siena/Francis House, a Nebraska Non-profit Corporation(Exhibit A). 1.3 "Director" shall mean - the Planning Director of the City of Omaha. 1.4 "Repayable Loan" shall mean - a non-recourse loan in the amount of$217,875.00, comprised of$174,300.00 HOME and $43,575.00 Planning Capital Program Funds made subject to the terms, conditions and provisions of the loan agreement under which said loan is made,which shall provide, inter alia, that same shall be repayable in forty-five (45) years from and after December 1, 1999. The Repayable Loan shall be deferred for fifteen (15) years. Beginning January 1, 2015, the loan, at the rate of 2%per annum,will begin amortizing over the remaining 30 year term(360 payments), with monthly payments of $805.31. The principal balance shall become due and payable upon sale or transfer of the property. The loan may only be used for the purposes described herein. 1.5 "Construction Contract" shall mean - the contract for all renovation work to be performed upon the Subject Property, more specifically the properties located at 4460, 4462,4464,4466, and 4468 Redman Avenue, Omaha,Nebraska 68104,together with any work to be performed upon the land upon which said buildings are situated as may be required hereunder or deemed necessary or advisable and occasioned by said work upon structure. 1.6 "Rehabilitation Work" shall mean - all construction work provided for in the Construction Contract and as may be required hereunder. 1.7 "Subject Property" or "Property" shall mean - the land, together with all the improvements thereon, located at the 4460, 4462, 4464, 4466, and 4468 Redman Avenue, Omaha,Nebraska, legally described below. Lot 19, except the West 8 1/2 feet thereof, and Lots 20 and 21, in Laurel Park,an Addition to the City of Omaha, as surveyed;platted and recorded in Douglas County,Nebraska. 1.8 "HOME" shall mean - the program conducted under the provisions of the Cranston- Gonzalez National Affordable Housing Act, Title II, Subtitle A - HOME Investment Partnerships (P.L. 101-625) and the Code of Federal Regulations 24 CFR Part 92 (Exhibit B). - 2 - othecated or encumbered. • Execute Security Documents.To execute and deliver forms of mortgage, deed of trust, pledge agreement, hypothecation agreement, and other security agreements and financing statements which a lender may require and which shall evidence the terms and conditions under and pursuant to which such liens and encumbrances, or any of them, are given; and also to execute and deliver to a lender any other written instruments, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • 1.9 "HOME Funds" shall mean - that portion of the HOME Investment Partnerships • Program awarded to the City as may be available to loan during the 1998 Program Year for acquisition and rehabilitation of the Subject Property in an amount not to exceed $174,300.00, subject to the terms, conditions and requirements of this Agreement. 1.9.1 "Planning Capital Funds" shall mean-that portion of General Funds awarded to the Planning Department as may be available to loan during the 1998 Program Year for the acquisition and rehabilitation of the subject property in an amount not to exceed $43,575.00 subject to the terms, conditions, and requirements of this Agreement. 1.10 "Progress Payment" shall mean -that portion of the total Construction Contract paid in one or more disbursements, based upon the value of the Rehabilitation Work completed at the time the payment request is made. Section 2. Duties and Conditions of City Financing 2.1 The City will provide $217,875.00 comprised of $174,300.00 FY98 HOME Transitional Housing Program Funds and$43,575.00 Planning Capital Program Funds for the acquisition and rehabilitation of the properties located at 4460-68 Redman Avenue in the form of a Repayable Loan. 2.1.1 The Owner may not request disbursement of funds under this Agreement until the funds are needed for payment of eligible costs. The amount of each request must be limited to the actual amount needed. 2.2 The City shall review and monitor the required reports that identify the progress/accomplishments of the Owner, on the activities included in this Agreement and on contracts entered into with third parties pursuant thereto. 2.3 After completion of rehabilitation,the property must comply with all appropriate City codes and ordinances, and with Federal Section 8 Housing Quality Standards and Property Rehabilitation Standards as established by the City of Omaha Planning Department, Housing and Community Development Division for the duration of the period of affordability as specified in Section 3.16.3 of this Agreement. 2.3.1 The City shall perform annual inspections of the property to ensure compliance with Section 2.3. 2.4 The City will secure its Repayable Loan with no less than a fourth mortgage/deed of trust subordinate to an amount not to exceed $1,366,762.00, during the construction phase. Upon completion of the Rehabilitation Work, the City's lien shall move to no less than a second lien subordinate to an amount not to exceed $316,677.00 (first mortgage financing) or the actual amount of the first mortgage financing, and reasonable closing costs. The City shall ensure that the Owner repays the Repayable Loan, as set forth in Paragraph 1.4 supra. - 3 - s, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • 2.5 Progress and final payments for the Rehabilitation Work shall be made on a percentage basis from each rehabilitation funding account as determined by the Director. 2.6 In no event shall the City assume any obligation to make any or all of the above-referenced funding available nor shall the City incur any liability hereunder unless and until the Owner has submitted for and received the approval of the Director of all of the following: 2.6.1 evidence that Owner funding is available as required by Paragraph 3.1 herein; and, 2.6.2 a duly executed Construction Contract; and, ' 2.6.3. a Performance and Labor Materials Bond and/or an Irrevocable Letter of Credit in force for one year following the completion of the Rehabilitation Work from the Owner/Contractors in an aggregate amount of the contract bid. The Bonds and/or Letters of Credit shall be in favor of the City and shall be submitted for review and approval by the Director. The City reserves the right to reject the Letters of Credit and choice of surety for the Bonds. 2.6.4 Certificates of Insurance from all Contractors in favor of the City shall be submitted for review and approval by the Director. The insurance coverage shall include, at a minimum, $200,000.00 bodily injury, or death, $200,000.00 property damage and Workmen's Compensation. 2.7 In no event shall the City assume any obligations to make or continue to make any and all of the above-referenced funding available nor shall the City incur any liability hereunder unless and until the Owner has timely and fully complied with its duties and obligations arising hereunder. 2.8 In the event that all of the terms and conditions for funding as set forth hereinabove have been fully complied with,the City does hereby agree to make only those progress payments as may be authorized to be paid by the Director or his designate upon receipt, verification and approval of an AIA Document G702 "Application and Certificate for Payment", provided that no payments shall be made for any work, labor, material or expense incurred which the Director, in his sole discretion, deems to be: 2.8.1 unacceptable or substandard; or, 2.8.2 not in accordance with this Agreement or the Construction Contract as approved; or, 2.8.3 not in conformance with the applicable state, federal and local laws, including but not limited to, the building, plumbing and/or electrical codes; or, 2.8.4 not in conformance with the work write-up and/or proposals as approved. - 4 - o an amount not to exceed $316,677.00 (first mortgage financing) or the actual amount of the first mortgage financing, and reasonable closing costs. The City shall ensure that the Owner repays the Repayable Loan, as set forth in Paragraph 1.4 supra. - 3 - s, and chattel paper, or any other collateral, of any kind or nature, which a lender may deem necessary or proper in connection with or pertaining to the giving of the liens and encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such 2.9 In the event that all of the conditions of funding are not met on or before June 30, 1999, • then this Agreement shall automatically become null and void and the City shall not be deemed to have assumed any obligation or liability hereunder. Upon the sole discretion of the Director, this date may be extended up to an additional six months. 2.10 During the period of project development and Rehabilitation Work, and for the term of the loan,the Owner shall maintain insurance in at least the amount of the Repayable Loan and apply such insurance proceeds to the reconstruction of the project or repayment in full of the Repayable Loan. 2.11 The Repayable Loan shall be a non-recourse loan; therefore, in the event of a default, the City shall rely solely upon the property which is secured by the mortgage/deed of trust which is the security for the non-recourse promissory note and will not initiate or participate in any claim or proceedings against the Maker of the non-recourse promissory note or its Partners (or the partners, officers, directors, or shareholders of any partner) for payment of any sum due under the non-recourse promissory note or any other sum due under the mortgage/deed of trust. (Exhibit "C") Section 3. Duties and Conditions of the Owner 3.1 The Owner shall secure $1,366,762.00 in the form of a bank loan, Affordable Housing Program and Equity Fund of Nebraska financing, and capital contributions from the partners for the acquisition and Rehabilitation Work. The Owner shall certify the availability of these funds to the Director in a manner designated by him. 3.2 The Owner does hereby certify, contract and agree that any and all funding obtained by it or made available to it hereunder shall be used solely and exclusively for the express purpose of rehabilitating the Subject Property in strict compliance with this Agreement and the Construction Contract as approved, as well as the proposals, drawings and other specifications as approved. 3.3 The Owner shall execute a non-recourse promissory note and mortgage/deed of trust for the benefit of the City of Omaha securing the Repayable Loan. 3.4 The Owner shall submit to the Director, for his review and approval, all proposals, working drawings,plans and specifications necessary or incidental to this project. In addition, the Owner shall submit a duly authorized Construction Contract for the Director's review and approval. The Director reserves the right to reject, modify and amend any or all of the foregoing. Upon approval, no changes or amendments may be made to any of the foregoing without the written approval of the Director. In no event shall the City become obligated to make any payments for any work performed, materials furnished, expenses incurred, or any other expenditure of whatsoever kind or nature unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such 3.5 The Owner shall procure and maintain insurance and secure Performance and Labor Materials Bonds and/or Irrevocable Letters of Credit from the Owner/Contractors, in favor of the City, in an aggregate amount of the contract bid. The Letters of Credit shall be in force for one year following the completion of the Rehabilitation Work. The Bonds and/or Letters of Credit shall be submitted for review and approval by the Director. The Director reserves the right to reject the Letters of Credit and the choice of surety for the Bonds. 3.6 The Owner shall not commence any work hereunder until such time as it has received a written notice to proceed as issued by the Director. Any work performed prior to the issuance of such notice shall be the sole responsibility of the Owner. 3.7 The Owner agrees to purchase and rehabilitate the 30 units located within the properties at 4460-68 Redman Avenue into 28 rental housing units and the remaining 2 units into a community activities/common room, in accordance with this Agreement and any and all approved proposals, plans, drawings or specifications. 3.8 The Owner shall maintain the Property at all times in a safe and sanitary condition. 3.9 The Owner shall ensure that all work performed and the Rehabilitation Work as completed is in conformance with all State, Federal and local laws, ordinances, regulations and codes, including but not limited to, Section 8 Housing Quality Standards for Existing Houses (HQS) and Property Rehabilitation Standards (PRS) as established by the Planning Department, Housing and Community Development Division. 3.10 The Owner shall obtain a certificate from each contractor or subcontractor to be used on this project to the effect that each contractor or subcontractor has not been disbarred or disqualified by the U.S. Department of Housing and Urban Development (HUD). 3.11 The Owner shall ensure that all taxes, regular and special, and property insurance are paid up-to-date of the scheduled time for loan closing and must remain current throughout the term of the Multi-Family Rehabilitation Program Repayable Loan. 3.12 The Owner shall make best efforts to begin Rehabilitation Work no later than sixty(60) days from the date of loan closing and to complete rehabilitation by December 31, 1999. The Director may extend the construction completion date,but in no event may the construction completion date exceed twenty-four months from the date of execution of this Agreement. 3.13 The Owner shall comply with the City of Omaha's HOME/Community Development Block Grant Rental Rehabilitation Program Guidelines, attached hereto as Exhibit "D" and incorporated herein by this reference as though fully set forth. - 6 - . In no event shall the City become obligated to make any payments for any work performed, materials furnished, expenses incurred, or any other expenditure of whatsoever kind or nature unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • 3.14 The Owner shall comply with the City of Omaha's Affirmative Marketing Policy of the HOME/Community Development Block Grant Rental Rehabilitation Program Guidelines, attached hereto as Exhibit "D" and incorporated herein by reference as though fully set forth. 3.15 The Owner shall comply with the City of Omaha Tenant Assistance Policy of the HOME/Community Development Block Grant Rental Rehabilitation Program Guidelines, attached hereto as Exhibit "D" and incorporated herein by this reference as though fully set forth. The Owner further agrees to pay any costs the City deems necessary for the displacement of tenants, either permanent or temporary, pursuant to the City of Omaha Tenant Assistance Policy. 3.16,9 The Owner agrees that 100% of the units shall be occupied by very low income families whose annual income does not exceed 60%of the "Median Income by Family Size" as published by HUD, and as further updated and revised annually by HUD to reflect the current or most recent income level statistics, a copy of the relevant portion of which is attached hereto, marked as Exhibit E and incorporated herein by this reference. 3.16.1 In no event shall eligible families be charged rental amounts in excess of the regulatory limits as specified in the HOME Regulations, 24 CFR Part 92, Subpart F, Section 92.252, attached hereto as Exhibit B and incorporated herein by this reference as though fully set forth, for the leasing of the rental housing units rehabilitated with the HOME Funds. • 3.16.2 The Owner agrees that the occupancy and affordability requirements of Sections 3.16, and 3.16.1 will remain in effect for a term of not less than five (5) years beginning after project completion. 3.16.3 If, through breach of this Agreement, the Owner fails to maintain the occupancy and affordability restrictions enumerated in Sections 3.16, 3.16.1, • and 3.16.2 of this Agreement, all HOME Funds previously provided to the Owner through fulfillment of this Agreement shall promptly be returned to the City of Omaha. 3.17 The Owner shall maintain such records and accounts, including property, personnel and financial records, as are deemed necessary by the City to assure a proper accounting of all expenses. The Comptroller General of the United States, or any of their duly authorized representatives,or any duly authorized representatives of the City of Omaha, as approved by the Planning Director, shall have access to any books, documents,.papers, records and accounts of the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such the Owner with any contractor or subcontractor shall include this Section to ensure said access. 3.18 The Owner agrees to use no lead-based paint in the performance of this Agreement, including the performance of any subcontractor: "Lead-based Paint" means any paint • containing more than six one-hundredths of one (1) per centum of lead by weight (calculated as lead metal) in the total nonvolatile content of the paint, or the equivalent measure to lead in the dried film of paint already applied. The Owner further agrees to abide by all Federal requirements regarding the lead-based paint poison prevention. 3.19 The Owner shall retain the following records for each family or individual occupying a rental unit for three (3) years after the required period of affordability specified in Section 3.16.3 of this Agreement: 3.19.1 The name, address, and unit occupied, 3.19.2 A copy of the lease/rental agreement entered into with the Owner, 3.19.3 The date(s) of occupancy, and, 3.19.4 The median family income as determined annually pursuant to Section 3.16 of this Agreement. 3.20 Occupancy Reports - During the term of the Agreement, as defined in Section 4, the Owner shall provide to the Director the following information: a) name(s) of tenant(s) b) address of property c) household income as a percent of Median Family Income as determined by HUD d) household size e) gender of head of household member f) age of each household member g) race/ethnicity of head of household h) disabled status of any household member 3.21 The.Owner shall comply with and insure that applicable bid documents, contracts, and subcontracts contain the Federal Labor Standards provision and applicable Department of Labor wage determination and that no contractor is ineligible for Federally-assisted work. The wage determination may be modified to keep it current. All actions modifying a general wage determination apply unless notice of such action is published less than 10 days before contract award. The City will send these modifications to the Developer (Exhibit "F"). - 8 - I � re deemed necessary by the City to assure a proper accounting of all expenses. The Comptroller General of the United States, or any of their duly authorized representatives,or any duly authorized representatives of the City of Omaha, as approved by the Planning Director, shall have access to any books, documents,.papers, records and accounts of the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such v 3.22 The Owner shall submit to the Director a certified audit of all construction costs including developer and contractor costs. This audit shall be performed by a duly qualified professional, whom shall first be approved by the Director in writing. This audit shall be submitted to the Director for review and approval. The final amount of HOME assistance will be based on the audited costs. If the final project cost is less than the estimated cost, the City and the Owner will share the cost savings proportionately. 3.23 The Owner specifically hereby states and certifies that it is familiar with the limited purpose set forth in the Federal laws, rules and regulations, and in the laws of the State of Nebraska for which personal information requested may be used, and that the information received will be used solely for those limited purposes and not to harass, degrade or humiliate any person. The information released shall be used for the limited purpose stated, and the Owner further agrees to indemnify and hold harmless the City of Omaha for any liability arising out of the improper use of the information provided. 3.24 If applicable, the Owner shall complete a certified rehabilitation of the Subject Property located at 4460-68 Redman Avenue under the Historic Preservation Certification Program. 3.25 If applicable, the Owner shall obtain final certification from the National Park Service verifying that the Owner has complied with and met the Secretary of the Interior's "Standards for Rehabilitation". 3.26 The Owner shall comply with the Federal Fair Housing Act, as amended, and Section 504 of the Rehabilitation Act of 1973, and renovate the appropriate number of units accessible and adaptable for persons having mobility, hearing or vision impairments. Section 4. Term of Agreement This Agreement shall be in full force and effect for a period of five years from the date of completion of the Rehabilitation Work. Section 5. Mutual Agreements The Owner agrees, and the City states, that the City: 5.1 Is not acting as the Owner's architect or engineer. 5.2 Makes no warranties, express or implied, as to the Rehabilitation Work. 5.3 Owes no duty to the Owner or any other person that shall arise because of any inspection of the premises by the City's agent or employees. - 9 - r any of their duly authorized representatives,or any duly authorized representatives of the City of Omaha, as approved by the Planning Director, shall have access to any books, documents,.papers, records and accounts of the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such 5.4 May inspect the Property at any reasonable time, including a final inspection, to certify completion prior to final disbursement of loan proceeds. 5.5 Is held harmless for all injury and damages arising by virtue of this Agreement. Section 6. Provisions of the Agreement 6.1 Equal Employment Opportunity/Section 3 Clause/Affirmative Action Plan Attached hereto as Exhibit "G" and made a part hereof by reference are the equal employment provisions of this Agreement. 6.2 Non-Discrimination. The Owner shall not in the performance of this Agreement, discriminate or permit discrimination in violation of race, color, sex, age, political or religious opinions, affiliations, national origin, familial status, disability, or handicap. 6.3 Captions. Captions used in this Agreement are for convenience and are not used in the construction of this Agreement. 6.4 Applicable Law. Parties to this Agreement shall conform with all existing and applicable city ordinances,resolutions, state laws, federal laws, and all existing and applicable rules and regulations. Nebraska law will govern the terms and the performance under this Agreement. 6.5 Interest of the City. Pursuant to Section 8.05 of the Home Rule Charter, no elected official or any officer or employee of the City shall have a financial interest, direct or indirect, in any City Agreement. Any violation of this section with the knowledge of the person or corporation contracting with the City shall render this Agreement voidable by the Mayor or the City Council. 6.6 Merger. This Agreement shall not be merged into any other oral or written Agreement, lease or deed of any type. 6.7 Modification. This Agreement contains the entire agreement of the parties. No representations were made or relied upon by either party other than those that are expressly set forth herein. No agent, employee or other representative of either party is empowered to alter any of the terms herein unless done in writing and signed by an authorized officer of the respective parties, pursuant to Section 10-142 of the Omaha Municipal Code. 6.8 Assignment. The Owner may not assign its rights or obligations under this Agreement without the express prior written consent of the City. • - 10 - by the City's agent or employees. - 9 - r any of their duly authorized representatives,or any duly authorized representatives of the City of Omaha, as approved by the Planning Director, shall have access to any books, documents,.papers, records and accounts of the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such 6.9 Strict Compliance. All provisions of this Agreement and each and every document that shall be attached shall be strictly complied with as written, and no substitution or change shall be made except upon written direction from authorized representatives of the parties, pursuant to Section 10-142 of the Omaha Municipal Code. 6.10 Termination. This Agreement may also be suspended or terminated in accordance with 24 CFR 85.43,.Enforcement or 24 CFR 85.44, Termination for Convenience (Exhibit "H"). Upon termination of this Agreement, all funds and interest in any account hereunder become the property of the City and shall be returned to the City of Omaha. 6.11 Other Program Requirements. The Owner shall be required to carry out each activity of this Agreement in compliance with all Federal laws and regulations described in Subparts A,E,F and H of the HOME Investment Partnerships Program; Interim Rule (24 CFR Part 92).(Exhibit "B"). 6.12 Reversion of Assets. Upon the expiration of this Agreement, the Owner shall transfer to the City of Omaha any HOME Funds on hand at the time of expiration and not required for the purpose of this Agreement. 6.13 Indemnification. The Owner shall indemnify and hold the City harmless from and against: (1) any and all claims arising from contracts between the Owner and third parties made to effectuate the purposes of this Agreement; and, (2) any and all claims, liabilities or damages arising from the preparation or presentation of any of the work covered by this Agreement. 6.14 Default. If,through any cause, the Owner shall fail to fulfill in a timely and proper manner any obligations under this Agreement, or violate any of the covenants, representations or agreements hereof,the City may upon written notice terminate this Agreement or such parts thereof as to this Agreement,and may hold the Owner liable for any damages caused to the City by reason of such default and termination. 6.15 Unenforceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition of enforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such • 6.18 Disclosure of Lobbying. The Owner certifies,to the best of its knowledge and belief, that: . (a) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal Loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any Federal contract, grant, loan or cooperative agreement. (b) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions. (c) The language of this certification be included in the award documents for all - subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loan and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. Section 7. Authorized Representative In further consideration of the mutual covenants herein contained,the parties hereto expressly agree that for purpose of notice,including legal service of process,during the term of this Agreement and for the period of any applicable statute of limitations thereafter,the following named individuals shall be authorized representatives of the parties: (1) City of Omaha Director, Planning Department Omaha/Douglas Civic Center 1819 Farnam Street Omaha,Nebraska 68183 - 12 - L orceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition of enforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such 4 • (2) NCTHP Limited Partnership, a Nebraska Limited Partnership General Partner: New Creation, Inc. a Nebraska Non-profit Corporation Frank Peak, Board President 4460 Redman Avenue, #1 Omaha,Nebraska 68104 and General Partner: Siena/Francis House, Inc. a Nebraska Non-profit Corporation Paul Koch, Executive Director • 1702 Nicholas Street Omaha, Nebraska 68102 IN WITNESS WHEREOF,the parties have executed this Agreement as of the date indicated below: ATTEST: CITY OF ; > /4" CITY ERK OF THE CITY OF OMAHA Date MAYOR OF THE CITY OF OMAHA Date NCTHP LIMITED PARTNERSHIP a Nebraska Limited Partnership APPR:2,yep AS TO FORM:, fC By: NEW CREATIONS, INC. -et. 7(i ,-(.- A Nebraska ► .n-profit Corporation, ASSISTANT CI Y ATTORNEY Date Gener. ' of er I By . Air/� F••nk U-• , Board President Date By: SIENA/FRANCIS HOUSE,INC. A Nebraska Non-profit Corporation General Partner j By:, l''`� /6 Paul Koch, Executiv irector Date P:\PLN3\6043.MAF • - 14 - /� greements) and that all subrecipients shall certify and disclose accordingly. Section 7. Authorized Representative In further consideration of the mutual covenants herein contained,the parties hereto expressly agree that for purpose of notice,including legal service of process,during the term of this Agreement and for the period of any applicable statute of limitations thereafter,the following named individuals shall be authorized representatives of the parties: (1) City of Omaha Director, Planning Department Omaha/Douglas Civic Center 1819 Farnam Street Omaha,Nebraska 68183 - 12 - L orceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition of enforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such SCHEDULE OF EXHIBITS Agreement Exhibit Location Description A 1.2 Partnership Agreement for NCTHP Limited Partnership, Articles of Incorporation, Corporate Resolutions, and List of Board Members from New Creations, Inc., and Siena/Francis House, Inc. B 1.8, 3.16, 6.11 HOME Investment Partnerships (P.L. 101-625) and the Code of Federal Regulations 24 CFR Part 92 C 2.11 Non-Recourse Repayable Loan Promissory Note D 3.13, 3.14, 3.15 HOME Rental Rehabilitation Program Guidelines, Affirmative Marketing Policy, and Tenant Assistance Policy E 3.16 Median Family Income F 3.21 Davis-Bacon Wage Decision G 6.1 Equal Employment Opportunity/Section 3 Clause/ Affirmative Action Plan H 6.10 Termination - CFR 85.43 - 85.44 Note: Regulations identified as exhibits and referenced herein as Exhibits B, G, and H are made a part of the Agreement hereof by reference and are on file in the Planning Department. P:\PLN3\6043.MAF - 14 - A Nebraska Non-profit Corporation General Partner j By:, l''`� /6 Paul Koch, Executiv irector Date P:\PLN3\6043.MAF • - 14 - /� greements) and that all subrecipients shall certify and disclose accordingly. Section 7. Authorized Representative In further consideration of the mutual covenants herein contained,the parties hereto expressly agree that for purpose of notice,including legal service of process,during the term of this Agreement and for the period of any applicable statute of limitations thereafter,the following named individuals shall be authorized representatives of the parties: (1) City of Omaha Director, Planning Department Omaha/Douglas Civic Center 1819 Farnam Street Omaha,Nebraska 68183 - 12 - L orceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition of enforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such C-25A CITY OF OMAHA LEGISLATIVE CHAMBER • Omaha,Nebraska RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: WHEREAS, on October 27, 1998, an Agreement between the City of Omaha and NCTHP Limited Partnership, a Nebraska Limited Partnership, 13520 California Street, Suite 250, Omaha, Nebraska 68154 (hereinafter referred to as "LP"), by Resolution No. 2996, as amended, (hereinafter referred to as "Agreement"); and, WHEREAS, the Agreement provided for the partial financing of the renovation of 28 rental housing units for use as transitional housing by formerly homeless families and individuals, located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue (hereinafter referred to as "Project). This financing, in the amount of$217,875.00, was paid from HOME Program, Fund 186, Organization 5012; and, WHEREAS, the terms of the HOME Program Loan Agreement state that the Developer ("LP") may not transfer its interest in the Property or assign its rights or obligations under this Agreement without the express prior written consent of the City; and, WHEREAS, the LP is further indebted to the City of Omaha by virtue of a NAHTF Program Grant Agreement, in the amount of $40,000.00, secured by an Acknowledgement of Covenant Running With Land, filed on February 16, 2010, as Instrument No. 2010013826; and WHEREAS, the LP intends to transfer its interest in the property and assign its rights and obligations as stated in both Agreements and related security documents to Hope of Glory Ministries, Inc., a Nebraska Non-profit Corporation, 4325 Bedford Avenue, Omaha, Nebraska 68104; and, WHEREAS, the LP has requested that the City consent to the transfer of interest, assignment of rights and obligations related to the HOME Program Loan Agreement and NAHTF Program Grant Agreement, and modify the loan terms; and WHEREAS, it is in the best interests of the residents of the City of Omaha that the City consent to the transfer, assignment, and loan modifications to enable this Project to continue to provide rental transitional housing units to formerly homeless families and individuals. By Councilmember Adopted City Clerk Approved Mayor the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such , -. c-asa CITY OF OMAHA LEGISLATIVE CHAMBER Omaha,Nebraska Page 2 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: THAT, as recommended by the. Mayor, the Mayor is authorized to take the following actions regarding the City's interest in the property located at 4460, 4462, 4464, 4466, and 4468 Redman Avenue, Omaha Nebraska, and owned by NCTHP Limited Partnership, a Nebraska Limited Partnership, 13520 California Street, Suite 250, Omaha, Nebraska 68154: 1) execute the documents necessary to consent to the transfer of interest in the above-referenced property from NCTHP Limited Partnership to Hope of Glory Ministries, Inc., 4325 Bedford Avenue, Omaha, Nebraska, 68104; and 2) execute the attached Supplemental Agreement modifying the terms of the Agreement and related repayable loan documents originally approved on October 27, 1998, by Resolution No. 2996, as amended, be and hereby is approved. APPROVED AS TO FORM: Ci°J ►, ASSIS ANT CITY A T RNEY Plnlsfl530-res ‘ .207;11aei ; By t• cilmember Adopted:.1••0‘ JUN0 7 20.1� , Q F!•.. t iiClerf/f Approved ` Mayor Covenant Running With Land, filed on February 16, 2010, as Instrument No. 2010013826; and WHEREAS, the LP intends to transfer its interest in the property and assign its rights and obligations as stated in both Agreements and related security documents to Hope of Glory Ministries, Inc., a Nebraska Non-profit Corporation, 4325 Bedford Avenue, Omaha, Nebraska 68104; and, WHEREAS, the LP has requested that the City consent to the transfer of interest, assignment of rights and obligations related to the HOME Program Loan Agreement and NAHTF Program Grant Agreement, and modify the loan terms; and WHEREAS, it is in the best interests of the residents of the City of Omaha that the City consent to the transfer, assignment, and loan modifications to enable this Project to continue to provide rental transitional housing units to formerly homeless families and individuals. By Councilmember Adopted City Clerk Approved Mayor the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such -s• _. w p iD a 'CD b7 -0 w c p `v s. r y w 8 r . h CD ° w a n .a < 0 pi 4 ". c ..A A) << C/) w F w ' i o w ¢ " a` a• o rf . .. .t CL v, O v 0 °- 'C = ,.*, z . aroma v, w v, . . cVV CM = yam o p � ,•.. ws o .ti O = CD CD O - ..i `d CD w U. C a• CD 'II, l CD ,� Ate_ v, 0 ° . S ! p .o 0 CD `O Z O �..i O w 0\ _I• N 0 �J �? o c cm ° Y w fl- .-r- cr 0_, 0 ..,.., C) \ 0., zR F; • -'5':''' . Z ,mt, '-' g,,,,, 6' 1-3 -• z---+ $17 in- -o...`6' - C) -- irs Y o a °O O tv 8 0 UQ n Cn ° g t CD. CD CD .• (� O A s • CD � CDNw O N N tV CD '+ p CD w O v, = CL '•r a.i VI C. CD to O. b 'O CL v, CD • • • ,c_. E' . 0� . .=: I t iiClerf/f Approved ` Mayor Covenant Running With Land, filed on February 16, 2010, as Instrument No. 2010013826; and WHEREAS, the LP intends to transfer its interest in the property and assign its rights and obligations as stated in both Agreements and related security documents to Hope of Glory Ministries, Inc., a Nebraska Non-profit Corporation, 4325 Bedford Avenue, Omaha, Nebraska 68104; and, WHEREAS, the LP has requested that the City consent to the transfer of interest, assignment of rights and obligations related to the HOME Program Loan Agreement and NAHTF Program Grant Agreement, and modify the loan terms; and WHEREAS, it is in the best interests of the residents of the City of Omaha that the City consent to the transfer, assignment, and loan modifications to enable this Project to continue to provide rental transitional housing units to formerly homeless families and individuals. By Councilmember Adopted City Clerk Approved Mayor the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. 6.16 Nebraska Law. This Agreement shall be a contract made under and governed by the laws of the State of Nebraska. 6.17 This Agreement shall be binding upon the parties hereto and shall run with the Property. - 11 - f the Owner, contractor or subcontractor which are directly pertinent to this project for the purpose of making audit, examination, excerpts and transcriptions. Such records and accounts shall be retained for five (5) years from the contract period completion. Any contract entered into by unless same was expressly included in one or more of the above-mentioned documents as approved. - 5 - encumbrances. • Further Acts. To do and perform such other acts and things and to execute and deliver such other documents and agreements, including agreements waiving the right to a trial by jury and confessing judgment against the Corporation, as the authorized person may in his or her discretion deem reasonably necessary or proper to carry into effect the provisions of this Resolution. 1 - '4*" X, ', .',''''i(Ji .,'-,„'?..'''' 4,, ,,',' ."' -.... <--,•:,:,!;:, '' i c...,.-„,,,.,L.,, * ..",....,gVZ!...i,?: '--• . -..,-,.--- ,,,,;-;-, ..-:,;;.v..,r."•;:: :44V,,,i ''- of the State of Nebraska. 26. Illegality: In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflict shall not affect other provisions of this Deed of Trust which can be given effect without the conflicting provision, and to this end the provisions of this Deed of Trust are declared to be severable. 27. General Provisions: (a) This Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. (b)The term "Beneficiary" shall mean the owner and holder (including a pledge)of any note secured hereby,whether or not named as Beneficiary herein. (c)Wherever the context so requires,the masculine gender includes the feminine and neuter, the singular number includes the plural, and vice versa. (d) Captions and paragraph headings used herein are for convenience only, are not a part of this agreement, and shall not be used in construing it. If more than one person is named herein as Trustor, each obligation of Trustor shall be the joint and several obligation of each such person. The rights or remedies granted hereunder, or by law,shall not be exclusive,but shall be concurrent and cumulative. 28. Trustee Accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or any action or proceeding in which Trustor, Beneficiary or Trustee shall be party, unless brought by Trustee. 29. Address Mailing Notice: Trustor hereby requests that a copy of any notice of default and a copy of any notice of sale hereunder shall be mailed to each person itemized below at the address indicated: NCTHP Limited Partnership, a Nebraska Limited Partnership, 4460 Redman Avenue, #1, Omaha, NE, 68104 19. No Waiver by Beneficiary: No waiver by Beneficiary of any right under this Deed of Trust shall be effective unless in writing. Waiver of Beneficiary of any right granted to Beneficiary under this Deed of Trust or of any provision of this Deed of Trust as to any transaction or occurrences shall not be deemed a waiver as to any future transaction or occurrences. By accepting payment of any sum secured hereby after its due date, or by making any payment or performing any act on behalf of Trustor that Trustor was obligated hereunder, but failed to make or perform, or by adding any payment so made by Beneficiary to the indebtedness secured hereby, Beneficiary does not waive its right to require prompt payment when due of all other sums so secured or to require prompt performance of all other acts required hereunder, or to declare a default for failure so to pay. 20. Waiver of Statute of Limitations: Time is of the essence in all Trustor's obligations hereunder; and to the extent permitted by law, Trustor waives all present or future statutes of limitations with respect to any debt, demand or obligation secured hereby in any action or proceeding for the purpose of enforcing this Trust or any right or remedies hereunder. med a voluntary prepayment of the indebtedness; and any such