a102_multifamilynotenote






                                                                          EXHIBIT 10.2                                MULTIFAMILY NOTE   US $79,170,000.00                                                  June 17, 2020         FOR VALUE RECEIVED, the undersigned (individually and collectively, “Borrower”)   promises to pay to the order of PNC BANK, NATIONAL ASSOCIATION, a national banking   association (“Lender”), the principal amount of SEVENTY-NINE MILLION ONE HUNDRED   SEVENTY  THOUSAND  AND  NO/100  DOLLARS  (US $79,170,000.00)  (the  “Advance”),   together with interest thereon accruing at the Interest Rate on the unpaid principal balance from   the date the Advance proceeds are disbursed until fully paid in accordance with the terms hereof   and of that certain Master Credit Facility Agreement dated as of June 17, 2020, by and among   Borrower and Lender (as the same may be amended, restated, replaced, supplemented or otherwise   modified from time to time, the “Master Agreement”).  This Note is entitled to the benefit and  security of  the  Loan  Documents  provided  for  in the Master  Agreement,  to  which  reference is  hereby made for a statement of all of the terms and conditions under which the Advance evidenced  hereby is made.   1.    Defined Terms.        Capitalized terms used and not specifically defined in this Multifamily Note (this “Note”)  have the meanings given to such terms in the Master Agreement.    2.    Repayment.         Borrower agrees to pay the principal amount of the Advance and interest on the principal  amount of the Advance from time to time outstanding at the Interest Rate or such other rate or   rates and at the times specified in the Master Agreement, together with all other amounts due to   Lender under the Loan Documents.  The outstanding balance of the Advance and all accrued and   unpaid interest thereon shall be due and payable on the Maturity Date, together with all other   amounts due to Lender under the Loan Documents.    3.    Security.         The Advance evidenced by this Note, together with all other Indebtedness is secured by,  among  other  things,  the  Security  Instrument,  the  Master  Agreement  and  the  other  Loan   Documents.  All of the terms, covenants and conditions contained in the Master Agreement, the   Security Instrument and the other Loan Documents are hereby made part of this Note to the same   extent and with the same force as if they were fully set forth herein.  In the event of a conflict or   inconsistency between the terms of this Note and the Master Agreement, the terms and provisions   of the Master Agreement shall govern.    4.    Acceleration.         In  accordance  with  the  Master  Agreement,  if  an  Event  of  Default  has  occurred  and  is  continuing, the entire unpaid principal balance of the Advance, any accrued and unpaid interest,    Multifamily Note – Multistate       Form 6010.MCFA                        Page 1   Fannie Mae                              12-17                    © 2017 Fannie Mae   STEADFAST (STAR) 2/PNC (2020 MCFA) 49053250-v4 





 






including interest accruing at the Default Rate, the Prepayment Premium (if applicable), and all  other amounts payable under this Note, the Master Agreement and any other Loan Document shall  at once become due and payable, at the option of Lender, without any prior notice to Borrower,  unless  applicable  law  requires  otherwise  (and  in  such  case,  after  satisfactory  notice  has  been  given).   5.    Personal Liability.        The  provisions  of  Article 3  (Personal  Liability)  of  the  Master  Agreement  are  hereby  incorporated by reference into this Note to the same extent and with the same force as if fully set  forth herein.   6.    Governing Law.         This Note shall be governed in accordance with the terms and provisions of Section 15.01  (Choice of Law; Consent to Jurisdiction) of the Master Agreement.   7.    Waivers.         Except as expressly provided in the Master Agreement, presentment, demand for payment,  notice of nonpayment and dishonor, protest and notice of protest, notice of acceleration, notice of  intent  to  demand  or  accelerate  payment  or  maturity,  presentment  for  payment,  notice  of  nonpayment, and grace and diligence in collecting the Indebtedness are waived by Borrower, for  and on behalf of itself, Guarantor and Key Principal, and all endorsers and guarantors of this Note  and all other third party obligors or others who may become liable for the payment of all or any  part of the Indebtedness.   8.    Commercial Purpose.         Borrower represents that the Indebtedness is being incurred by Borrower solely for the  purpose of carrying on a business or commercial enterprise or activity, and not for agricultural,  personal, family or household purposes.   9.    Construction; Joint and Several Liability.         (a)    Section 15.09  (Construction)  of  the  Master  Agreement  is  hereby  incorporated   herein as if fully set forth in the body of this Note.         (b)   If more than one Person executes this Note as Borrower, the obligations of such   Person shall be joint and several.    10.   Notices.         All Notices required or permitted to be given by Lender to Borrower pursuant to this Note   shall be given in accordance with Section 15.03 (Notice) of the Master Agreement.     Multifamily Note – Multistate       Form 6010.MCFA                        Page 2   Fannie Mae                              12-17                    © 2017 Fannie Mae   STEADFAST (STAR) 2/PNC (2020 MCFA) 49053250-v4 





 






11.   Time is of the Essence.         Borrower agrees that, with respect to each and every obligation and covenant contained in  this Note, time is of the essence.   12.   Loan Charges Savings Clause.        Borrower agrees to pay an effective rate of interest equal to the sum of the Interest Rate  and any additional rate of interest resulting from any other charges of interest or in the nature of  interest paid or to be paid in connection with the Advance and any other fees or amounts to be paid  by  Borrower  pursuant  to  any  of  the  other  Loan  Documents.   Neither  this  Note,  the  Master  Agreement nor any of the other Loan Documents shall be construed to create a contract for the  use, forbearance or detention of money requiring payment of interest at a rate greater than the  maximum interest rate permitted to be charged under applicable law.  It is expressly stipulated and  agreed to be the intent of Borrower and Lender at all times to comply with all applicable laws  governing the maximum rate or amount of interest payable on the Indebtedness evidenced by this  Note and the other Loan Documents.  If any applicable law limiting the amount of interest or other  charges permitted to be collected from Borrower is interpreted so that any interest or other charge  or amount provided for in any Loan Document, whether considered separately or together with  other charges or amounts provided for in any other Loan Document, or otherwise charged, taken,  reserved or received in connection with the Advance, or on acceleration of the maturity of the  Advance  or  as  a  result  of  any  prepayment  by  Borrower  or  otherwise,  violates  that  law,  and  Borrower is entitled to the benefit of that law, that interest or charge is hereby reduced to the extent  necessary to eliminate any such violation.  Amounts, if any, previously paid to Lender in excess  of the permitted amounts shall be applied by Lender to reduce the unpaid principal balance of the  Advance without the payment of any prepayment premium (or, if the Advance has been or would  thereby be paid in full, shall be refunded to Borrower), and the provisions of the Master Agreement  and any other Loan Documents immediately shall be deemed reformed and the amounts thereafter  collectible  under  the  Master  Agreement  and  any  other  Loan  Documents  reduced,  without  the  necessity of the execution of any new documents, so as to comply with any applicable law, but so  as to permit the recovery of the fullest amount otherwise payable under the Loan Documents.  For  the purpose of determining whether any applicable law limiting the amount of interest or other  charges  permitted  to  be  collected  from  Borrower  has  been  violated,  all  Indebtedness  that  constitutes interest, as well as all other charges made in connection with the Indebtedness that  constitute interest, and any amount paid or agreed to be paid to Lender for the use, forbearance or  detention of the Indebtedness, shall be deemed to be allocated and spread ratably over the stated  term of the Advance.  Unless otherwise required by applicable law, such allocation and spreading  shall be effected in such a manner that the rate of interest so computed is uniform throughout the  stated term of the Advance.  13.   WAIVER OF TRIAL BY JURY.         TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH OF BORROWER  AND LENDER (A) AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO  ANY ISSUE ARISING OUT OF THIS NOTE OR THE RELATIONSHIP BETWEEN THE  PARTIES AS LENDER AND BORROWER THAT IS TRIABLE OF RIGHT BY A JURY    Multifamily Note – Multistate       Form 6010.MCFA                        Page 3   Fannie Mae                              12-17                    © 2017 Fannie Mae   STEADFAST (STAR) 2/PNC (2020 MCFA) 49053250-v4 





 






AND (B) WAIVES ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE  TO THE EXTENT THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE.  THIS  WAIVER OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN BY EACH PARTY,  KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT LEGAL  COUNSEL.   14.   Receipt of Loan Documents.         Borrower acknowledges receipt of a copy of each of the Loan Documents.   15.   Incorporation of Schedules.         The schedules, if any, attached to this Note are incorporated fully into this Note by this  reference and each constitutes a substantive part of this Note.   16.   Security for this Note.         The Indebtedness evidenced by this Note is secured by other Security Documents executed  by Borrower or Borrower Affiliate.  Reference is made hereby to the Master Agreement and the  Security  Documents  for  additional  rights  and  remedies  of  Lender  relating  to  the  Indebtedness  evidenced  by  this  Note.   Each  Security  Document  shall  be  released  in  accordance  with  the  provisions of the Master Agreement and the Security Documents.   17.   No Reborrowing.         Any portion of the Advance borrowed under this Note may not be reborrowed provided  any repayment shall not affect Borrower’s ability to obtain a Future Advance pursuant to the terms  of Section 2.02(c) (Making Advances) of the Master Agreement.   18.   Cross-Default with Master Agreement.         The occurrence of an Event of Default under the Master Agreement shall constitute an  “Event  of  Default”  under  this  Note,  and,  accordingly,  upon  the  occurrence  and  during  the  continuance  of  an  Event  of  Default  under  the  Master  Agreement,  the  entire  principal  amount  outstanding hereunder and accrued interest thereon shall at once become due and payable, at the  option of the holder hereof.   19.   Advance Terms.         The  provisions  of  Schedule 3.1  and  Schedule 4.1 of the  Master Agreement  are  hereby   incorporated in their entirety as if such provisions were set forth herein.     Multifamily Note – Multistate       Form 6010.MCFA                        Page 4   Fannie Mae                              12-17                    © 2017 Fannie Mae   STEADFAST (STAR) 2/PNC (2020 MCFA) 49053250-v4 





 






      ATTACHED SCHEDULE.  The following Schedule is attached to this Note:                            Schedule 1     Modifications to Note                         [Remainder of Page Intentionally Blank]     Multifamily Note – Multistate       Form 6010.MCFA                        Page 5   Fannie Mae                              12-17                    © 2017 Fannie Mae   STEADFAST (STAR) 2/PNC (2020 MCFA) 49053250-v4 





 






         IN   WITNESS      WHEREOF,         Borrower    has  signed  and  delivered   this Note  under   seal  (where  applicable)  or has caused  this Note  to be signed  and delivered  under  seal (where  applicable)  by its duly  authorized   representative.   Where   applicable  law  so provides,   Borrower   intends  that  this Note  shall be deemed   to be  signed  and delivered  as a sealed  instrument.                                             BORROWER:                                             SIR  HAMBURG,        LLC,                                            a Delaware   limited liability company                                             BRICE    GROVE      APARTMENTS,          LLC,                                            a Delaware   limited liability company                                             SIR  MALLARD        CROSSING,       LLC,                                            a Delaware   limited liability company                                             SIR  MONTCLAIR         PARC,    LLC,                                            a Delaware   limited liability company                                             SIR  CARRINGTON          CHAMPION,        LLC,                                            a Delaware   limited liability company                                             SIR  CARRINGTON          PLACE,    LLC,                                           a Delaware    limited liability company                                            SIR   WATERFORD          RIATA,    LLC,                                           a Delaware    limited liability company                                            By:      Steadfast  Income  Advisor,   LLC,                                                    a Delaware   limited liability company,                                                    its Manager                                                     By:                  /A  /vi  a?                .(SEAL)                                                    Name:     Ella S. Nevland      t                                                    Tide:     President    Multifamily Note - Multistate                     Form  6010.MCFA                                    Page S-l Fannie  Mae                                              12-17                             © 2017 Fannie  Mae  STEADFAST  (STAR) 2/PNC (2020 MCFA)  49053250-V-2





 






      Pay to the order of--------    -----------           , without recourse.                               LENDER:                                PNC BANK, NATIONAL ASSOCIATION,                               a national banking association                                        J     /                                    _..._ __'__    _  _____(SEAL)                                               ra R. Suaya                                      ice President    Multifamily Note - Multistate      Form 6010.MCFA                     Page S-2  Fannie Mae                              12-1 7                 ~ 2017 Fannie Mae  STEADFAST (STAR) 2/PNC (2020 MCFA)  49053250-v2