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(With Section 8 Housing Assistance Payments Contracts - <br />Participating in the Mark -to- Market Program) <br />(Mortgage Restructuring Deed of Trust) <br />201302393 <br />RIDER TO U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT <br />REGULATORY AGREEMENT FOR MULTI- FAMILY PROJECTS (HUD- 92466M) <br />THIS RIDER ( "Rider ") is attached to and made a part of that certain REGULATORY <br />AGREEMENT FOR MULTIFAMILY PROJECTS (HUD- 92466M) (the "Regulatory <br />Agreement ") dated March -, 2013, by and between CARMALOR NEBRASKA L.P., a <br />Nebraska limited partnership (the "Borrower "), and the U.S. DEPARTMENT OF HOUSING <br />AND URBAN DEVELOPMENT ( "HUD "). <br />In consideration of, and in exchange for, the making of a mortgage restructuring loan <br />( "MAHRA Restructuring Loan ") by the Secretary of Housing and Urban Development to the <br />Borrower of even date herewith, and in order to comply with the requirements of the Multifamily <br />Assisted Housing Reform and Affordability Act of 1997, Title V of the Departments of Veterans <br />Affairs, Housing and Urban Development and Independent Agencies Appropriations Act, 1998 (Pub. <br />L. No. 105 -65, 111 Stat. 1384, approved on 10/27/97), as amended ( "MAHRA "), and the <br />Regulations adopted by the Secretary pursuant thereto, and other good and valuable consideration, <br />the receipt and sufficiency of which are hereby acknowledged, the parties hereto, for themselves and <br />for their respective successors and assigns, agree as follows: <br />1. AMENDMENT OF REGULATORY AGREEMENT /RESTRUCTURING. <br />Notwithstanding references in the Regulatory Agreement to the National Housing Act or the Firm <br />Commitment, this Rider amends certain terms and conditions contained in the Regulatory Agreement <br />and is being entered into by Borrower and HUD to evidence Borrower's covenant to comply with <br />the requirements of MAHRA, and all Program Obligations related thereto, with respect to a <br />MAHRA rent and debt restructuring ( "Restructuring ") being consummated contemporaneously with <br />the execution of this Rider in accordance with HUD's Mark -to- Market program ( "M2M "). The <br />Restructuring is being consummated pursuant to the Restructuring Commitment between Borrower <br />and HUD that sets forth the terms and conditions of the Restructuring, which Restructuring <br />Commitment is incorporated by reference herein and made a part hereof. <br />2. DEFINITIONS / MAHRA REGULATORY AGREEMENT. Unless otherwise <br />defined or indicated in this Rider, capitalized terms used in this Rider shall have the meaning <br />ascribed thereto in the Regulatory Agreement. The Regulatory Agreement, as amended by this Rider <br />may sometimes be referred to herein collectively as the MAHRA Regulatory Agreement. For the <br />purposes of the MAHRA Regulatory Agreement, when the Regulatory Agreement refers to the Firm <br />Commitment, such reference shall be deemed instead to be a reference to the Restructuring <br />Commitment. <br />Rider to Reg Agmt 92466Mon MauYCRNtRev 01/06/2012 -1- <br />MR-FRENCH VLIAGE <br />