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RESOLUTION No. 10903 RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF A SUPPLEMENTAL TRUST INDENTURE RELATING TO THE $12,000,000 MULTIFAMILY HOUSING REVENUE BONDS (CENTENNIAL APARTMENTS PROJECT), SERIES 2007 BE IT RESOLVED, by the council of the City of Roseville (the "City") as follows: 1. On July 18, 2007, the City issued its $12,000,000 Multifamily Housing Bonds (Centennial Apartments Project), Series 2007 (the "Bonds") pursuant to a Trust Indenture dated as of July 1, 2007 (the "Indenture") between the City and Wells Fargo Bank, National Association (the "Trustee"). Pursuant to a Loan and Financing Agreement dated as of July 1, 2007 (the "Loan Agreement") between the City and Gardens East Limited Partnership, a Minnesota limited partnership (the "Borrower") the City loaned the proceeds of the Bonds to the Borrower to finance the costs of the acquisition, rehabilitation and equipping of a 190 unit residential rental housing project located at 1420 Centennial Drive and 2825 North Pascal Street in the City(the "Project"). 2. It has taken the Project longer than originally anticipated to achieve sustained, stabilized debt service coverage for the Bonds which is a requirement before amortization of the loan represented by the Bonds can begin. At the request of the Borrower, MuniMae Portfolio Services, LLC (the "Servicing Agent") and MuniMae TEI Holdings, LLC (the "Sole Holder"), holder of 100% of the Bonds, have agreed to extend the Conversion Date (as defined in the Indenture) of the Bonds (the date the Bonds begin to amortize) until August 1, 2011. 3. Section 11.2 of the Indenture provides that with the agreement of the Servicing Agent and the Sole Holder, the City and the Trustee may enter into a Supplemental Indenture amending the provisions on the Indenture and the Bonds. The Holder holds 100% of the principal amount of the outstanding Bonds and has agreed to extend the Conversion Date. 4. The following documents have been prepared and have been submitted to the Council for approval: (a) First Supplemental Trust Indenture between the City and the Trustee (the "Supplemental Indenture"); (b) First Supplemental Loan and Financing Agreement among the City, the Borrower, the Trustee and Key Principals of the Borrower (the "Supplemental Loan Agreement"); (c) Reaffirmation of Guaranty and Key Principal Obligation (not executed by the City); and (d) Pledge and Security Agreement from the Borrower to the Trustee and Servicing Agent(not executed by the City). 2 3837292v1