Scope of Services Provided by TBO in connection with arranging issuance of bonds by New York State Housing Finance Agency ("NYSHFA") or New York City Housing Development Corporation ("NYCHDC") and Bank Credit Enhancement of the Bonds.

NYSHFA and NYCHDC:

• Assist in putting together a project team, including architects, attorneys and accountants who specialize in 80/20 projects
• Assist in the preparation of Phase I application
• Complete Agency financial pro formas and assist in completion of other Phase I documents
• Prepare application for inducement of the project, i.e. qualify it for tax-exempt financing
• Act as liaison between Agency and the credit enhancer
• Work with architects to ensure the most favorable allocation of low-income units
• Assist in the preparation and processing of Phase II Application, including preparation of finacial pro formas and all supporting schedules
• Negotiate underwriting agreement
• Coordinate necessary approvals from Agency Board and PACB, including application for volume cap allocation
• Coordinate with Agency attorneys the preparation of construction loan documents, Agency commitment, regulatory agreement and bond underwriting documents
• Work with accountants on 95/5 schedule to determine amount of tax-exempt financing and in the case of 80/20 projects, to maximize the low income housing tax credits available for project.

CREDIT ENHANCER:

• Identify appropriate credit enhancer
• Prepare financing/marketing book with all appropriate financial pro formas and supporting schedules to obtain credit enhancement
• Act as liaison between credit enhancer and Agency
• Work with credit enhancer to obtain maximum credit enhancement
• Negotiate with credit enhancer to minimize equity required from developer
• Negotiate detailed term sheet and commitment letter with credit enhancer
• Work with outside consultants, e.g. appraiser, engineer, environmental, in connection with obtaining third party reports
• Work with credit enhancer to assist in the syndication of the project to participating lenders
• Coordinate with attorneys for credit enhancer bank agreements, including inter-relationship with Agency documents.