NORTH HARBOR HOUSING PARTNERS, LP (CO JAMBOREE HOUSING CORPORATION)

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obligations of others related to it. This Agreement shall be deemed to constitute a "Facility Document" as defined under the Loan Agreement. This Agreement sets forth the entire understanding of the parties with respect to all modifications of the Loan which have occurred since March 1, 2021. The amendments set forth in this Agreement are only applicable and shall only be effective in the specific instance and for the specific purpose for which made, are expressly limited to the facts and circumstances referred to herein and therein, and except as specifically set forth herein shall not operate as (i) a waiver of, or consent to non-compliance with any provision of the Note, the Loan Agreement, the Security Instrument or any other Facility Document, (ii) a waiver or modification of any right, power or remedy of the Bond Purchaser under the Note, the Loan Agreement, the Security Instrument or any other Facility Document, or (iii) a waiver or modification of, or consent to, any Default under the Note, the Loan Agreement, Security Instrument or any other Facility Document. 5. Ratification of Facility Documents. Except as specifically amended herein, all of the terms, covenants, conditions and stipulations contained in the Note and all of the other Facility Documents are hereby ratified and confirmed in all respects, shall continue to apply with full force and effect. 6. Execution and Delivery y Bond Purchaser. The Bond Purchaser shall not be bound by this Agreement until (a) each of the Bond Purchaser and Issuer has executed and delivered this Agreement, (b) the Borrower has performed all of the obligations of the Borrower under this Agreement to be performed contemporaneously with the execution and delivery of this Agreement, and (c) the Guarantor has executed and delivered to the Bond Purchaser the Joinder attached to this Agreement. 7. Further Modification. Neither this Agreement nor any other Facility Document nor any provision hereof or thereof may be modified, amended, changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge or termination is sought. 8. Waivers. As a material inducement for, and in consideration of, the Bond Purchaser's agreements herein, the Borrower, by signing this Agreement, hereby forever waives, releases, remises and discharges any and all rights to assert any and all defenses to and setoffs, counterclaims, and claims of every kind against Bond Purchaser, and its respective agents, servants, employees, officers, directors and attorneys now existing or arising hereafter on the basis of actions or events occurring on or prior to the date hereof. Each of the parties signing this Agreement confirms that the foregoing waiver and release is informed and freely given. Borrower hereby represents and warrants to the Bond Purchaser that throughout the negotiations, preparation and execution of this Agreement and the closing hereunder, Borrower has been represented by legal counsel of its own choosing and that this Agreement was entered into by the free will of Borrower and pursuant to arm's-length negotiations. 9. Governing Law. This Agreement is and will be deemed entered into in the jurisdiction as set forth in the Note and will be governed by and construed in accordance with the laws of such jurisdiction without regard to principles of conflicts of laws, and no defense given or 4877-2583-3588, v. 8