(5854 /5 REGULATORY AGREEMENT between 125 COURT STREET LLC :s a? g. W. (-- 2; 5.: .53 and. NEW YORK CITY HOUSING DEVELOPMENT CORPORATION BLOCK: 227 LOT: 8 COUNTY: Kings RECORD AND RETURN TO: New York City Housing Development Corporation no William Street, 10th Floor New York, New York 10038 Attn: Genera! Counsel DENISECLOSING COERT NEW YORK CITY HOUSING DEVELOPMENT CORPORATION REGULATORY AGREEMENT I company (the ?Mortg gor?) whose address is do Two Trees Management Co. LLC, 45 main 5 Street, Suite 602, Brooklyn, New York 11201 and NEW YORK CITY HOUSING DEVELOPMENT CORPORATION, a corporate govemmental agency constituting a public WI TNESSE TH: WHEREAS, HDC has made as of the date hereof a mortgage loan to the Mortgagor in the aggregate principal sum MILLION SEVEN HUNDRED THOUSAND DOLLARS ($92,700,000) (?Loan?) to ?nance a 320-unit multi~family rental housing development (plus one Superintendent Unit) and related facilities on the premises described in Schedule A attached hereto (?Premises?) and made a part hereof (?Project?) which Project is pait'of a larger Development (as de?ned herein) being constructed on the Premises and which is evidenced by two mortgage notes (collectively, the ?Mortgage Note?) and secured by tivo mortgages (collectively, the ?Moztgage?); and WHEREAS, the Loan will be funded with proceeds obtained by BBC from the sale of jilgi?f?taxexempt $92,700,000 Mold-Family Mortgage Revenue Bonds (Atlantic Court A??fhnents), 2003 Series A (the ?Obligations?) which Obligations have been or are intended to issued pursuant to the Resolution (as defined herein); and WHEREAS, prior to the substantial completion of the Development, the Development to the Condominium Documents (as de?ned herein); and the Mortgagor may elect to receive Tax Credits (as de?ned herein) due to Mamas of the Obligations; and DOC: mo messarusnc COURT ANS REGCLA rosy .aoagaxsemaooc so? urges-?ens, . - {3 . 7.1 The Mortgagor shall establish the Initial Rent to be charged for the Originally Designated Low Income Units at initial occupancy of the Project and shall provide a schedule of such roots to HDC for its review and prior written approval; provided, however, that the Initial Rent established at initial recoup of the Project for each Low Income Unit size shall {sot exceed the actual rests set forth is Exhibit hereto. The Mortgagor shall also supply HDC with a schedule ofreots for the Market?Rate Units prior to initial occupancy of the Project. . At initial rent~up of each Originally Designated Low Income Unit a Low Income Tenant shall pay to the Mortgagor, in coosideration for occupancy, a rent that shall not exceed the Initial Rent and such rent shall be registered by the Mortgagor with the governmental agency administering Rent Stabilization. During the-Occupancy Restriction Period, upon lease renewal or rental of a vacated Low Income Unit, a Low Income Tenant shall pay to the Mortgagor, in consideration for occupancy, a rent that shall not exceed the Adjusted Rent. During the Occupancy Restriction Period, the Gross Rent for each Low Income Unit shall not exceed one?half of the average of Gross Rents with respect to comparable size Market-Rate Units. 7.2 . to the Project?s expected receipt of Real Property Tax Bene?ts, all units in the Project are subject to Rent Stabilization during the period the Project is receiving such Real Property Tax Bene?ts. After the expiration of Rent?tabilizatioo, if the Occupancy Restriction Period is still in effect, rentals of vacated Low Income Units shall be regulated in a manner consistent with Rent Stabilization for so long as may be required by the provisions of this Agreement, pursuant to a contract between HDC and the governmental agency administering Rent Stabilization and consented to by the Mortgagor (?Contractual Rent Regulation?). The Mortgagor shall enter into any agreements with any agency administering Root Stabilization necessary to implement such Contractual Rent Regulation. 5 The Mortgagor shall comply with all applicable requirements of any govermneotal agency administering Rent Stabilization or Contractual Rent Regulation for so long as required by Rent Stabilization, the program granting Real Property Tax Bene?ts to the Project, or this Agreement; provided, however, nothing in this Section 7 shall be deemed to require compliance with any provision of Rent Stabilization or Contractual Rent Regulation inconsistent with the requirements of this Agreement, including, without limitation, those requirements with respect to continuous occupancy by tenants quali?ed as Low Income Tenants and restrictions on sublettiog by Low Income Tenants. .. . 7.3 The Mortgagor shall use a lease expressly subordinate to the Mortgage in routing units to tenants. The lease shall comply with all applicable requirements of New York law to the extent that the applicable requirements of New York law are not inconsistent with the requirements of this Agreement. 5 For each Low Income Unit covered by this Agreement the Mortgagor shall use a lease rider set in twelve (12) point type and provided by HDC which rider. shall set forth the Y: DOCS TWO msesamimc COURT REGULATORY AGREEMENTSDOC -v-??lcuw . . . ?441" - an: 26 IN WITNESS parties hereto by their duly authorized agents have executed this Agreement on the date ?rst hereinabove written. 125 COURT STREET LLC By: 30 MAIN LLC, a New York limited liability company, its safe member By: DW Associates, LR, a New Jersey limited partnership, its General Man er 3 . 3:12. $33 a? a #571 it. if; By: [David C. Walentas General Partner NEW YORK CITY HOUSING DEVELOPMENT CORPORATION A By: \1 Ilziiwmm Lisa A- Gomez Senior Vice President T: DOCS TWO COURT APTS REGULATORY AGREEMENTSDOC