atax-ex103_9.htm



 

Exhibit 10.3

FIRST SUPPLEMENT TO SERIES CERTIFICATE AGREEMENT


by and between


FEDERAL HOME LOAN MORTGAGE CORPORATION,
in its corporate capacity

and

FEDERAL HOME LOAN MORTGAGE CORPORATION,
in its capacity as Administrator


Dated July 16, 2019

relating to

FREDDIE MAC
MULTIFAMILY M CERTIFICATES
Series M-024

$41,140,000 Class A Certificates
$20,326,000 Class B Certificates

relating to

the Bonds described herein


SPONSOR:  ATAX TEBS I, LLC

 


	
 
	
 




 



 

FIRST SUPPLEMENT TO SERIES CERTIFICATE AGREEMENT

This FIRST SUPPLEMENT TO SERIES CERTIFICATE AGREEMENT (this “Supplement”) is dated July 16, 2019 by and between FEDERAL HOME LOAN MORTGAGE CORPORATION, in its corporate capacity (“Freddie Mac”) and FEDERAL HOME LOAN MORTGAGE CORPORATION, in its capacity as Administrator (the “Administrator”) on behalf of the Holders of the Series of Class A Certificates (the “Class A Certificates”) and the Class B Certificates (the “Class B Certificates”) (collectively, the “Certificates”) described on the cover page.  This Supplement supplements the Series Certificate Agreement dated as of September 1, 2010 (the "2010 Series Certificate Agreement") by and between Freddie Mac and the Administrator, which incorporates by reference the Standard Terms of the Series Certificate Agreement dated as of September 1, 2010 (the "Standard Terms" and together with the 2010 Series Certificate Agreement and this Supplement, the "Series Certificate Agreement") by and between Freddie Mac and the Administrator.  All capitalized terms used and not defined herein shall have the meaning set forth in the Standard Terms.

RECITALS:

A.Pursuant to the 2010 Series Certificate Agreement, Freddie Mac issued its Multifamily Variable Rate Certificates Series M024 on September 2, 2010.  

B.On the date hereof (the "Term Reset Rate Effective Date"), the interest rate on the Class A Certificates is being converted to the Term Reset Rate pursuant to Section 5.03 of the Standard Terms and this Supplement is being delivered in order to set forth the terms of the Class A Certificates in the Term Reset Rate and to make certain amendments to the 2010 Series Certificate Agreement.

C.The Class A Certificates were originally issued with an Initial Certificate Balance of $95,810,000 and as of the date hereof have a Current Class A Certificate Balance of $41,140,000.  The Class B Certificates were originally issued with an Initial Certificate Balance of $20,326,000 and as of the date hereof have a Current Class B Certificate Balance of $20,326,000.

D.On the Term Reset Rate Effective Date, the Class A Certificates are being redesignated as "Freddie Mac Multifamily M Certificates Series M-024, Class A".

E.The conditions to the Term Reset Rate Effective Date and the amendment of the 2010 Series Certificate Agreement have either been satisfied or waived.

AGREEMENT:

Section 1.The interest rate mode on the Class A Certificates is hereby converted to the Term Reset Rate.  The Term Reset Rate applicable to the Class A Certificates shall be 2.304% per annum.  Such Term Reset Rate shall be in effect from and including the Term Reset Rate Effective Date through the Series Expiration Date.  The Term Reset Rate may not be converted to another Reset Rate.  The computation of interest on the Class A Certificates following the Term Reset Rate Effective Date shall be performed on the basis of a 360-day year consisting of twelve 30-day months for each Accrual Period, with each calendar month of the Accrual Period being deemed to consist of 30 days.  

 

 

 


	
 
	
 




 



 

Section 2.Commencing on the date hereof, the Class A Certificates shall be designated as "Freddie Mac Multifamily M Certificates Series M-024, Class A".  

Section 3.Schedule 2 to the 2010 Series Certificate Agreement setting forth the Holdback Requirement is hereby amended as set forth on Schedule 1 hereto.

Section 4.The provisions of the Standard Terms relating to a change in the Reset Rate Method, the Tender Option, the Optional Disposition Date, the Optional Series Termination Date and the Mandatory Tender of Class Certificates shall not be applicable to the Series Pool (other than with respect to Mandatory Tenders resulting from a Liquidity Provider Termination Event or a Clean-Up Event which shall be applicable to the Series Pool).

Section 5.Notwithstanding any provisions of the Standard Terms to the contrary, including those regarding the establishment and deposit of funds into the Distribution Account and the requirement to segregate Assets of the Series Pool, for so long as Freddie Mac is the Administrator, Freddie Mac shall not be required to establish separate Distribution Accounts and related subaccounts for each Series Pool, and may comingle payments received on the Assets with its other assets provided it at all times maintains accurate books and records with respect to all amounts of principal, interest and prepayment premium, if any, received on the Assets and amounts paid out on the Certificates and otherwise complies with the terms of the Standard Terms.

Section 6.Except as supplemented hereby, all terms, covenants and conditions of the Series Certificate Agreement remain unchanged and are in full force and effect.

[Signatures follow]

 


	
 
	
2




 



 

IN WITNESS WHEREOF, the parties hereto have caused this Supplement to be duly executed by their respective duly authorized officers or signatories as of the day and year first above written.

 


	
FEDERAL HOME LOAN MORTGAGE

	
CORPORATION, in its corporate capacity

	
 
	
 
	
 

	
By:
	
 
	
/s/ Curtis Melvin

	
 
	
 
	
Curtis Melvin

	
 
	
 
	
Multifamily, Production Director

	
 
	
 
	
 

	
FEDERAL HOME LOAN MORTGAGE

	
CORPORATION, as Administrator

	
 
	
 
	
 

	
By:
	
 
	
/s/ Curtis Melvin

	
 
	
 
	
Curtis Melvin

	
 
	
 
	
Multifamily, Production Director

	
 
	
 
	
 

	
 
	
 
	
 

	
 
	
 
	
 




 

[Freddie Mac Signature Page to First Supplement to 
Series Certificate Agreement - Series M-024]



 

SPONSOR ACCEPTANCE

The Sponsor hereby consents, acknowledges, accepts and agrees to the terms of this Supplement.

 


	
ATAX TEBS I, LLC, a Delaware limited liability company

	
 
	
 
	
 
	
 
	
 
	
 

	
By:
	
 
	
AMERICA FIRST MULTIFAMILY INVESTORS, L.P., a Delaware limited partnership (f/k/a America First Tax Exempt Investors, L.P.), its Sole Member

	
 
	
 
	
 
	
 
	
 
	
 

	
 
	
 
	
By:
	
 
	
AMERICA FIRST CAPITAL ASSOCIATES LIMITED PARTNERSHIP TWO, a Delaware limited partnership

	
 
	
 
	
Its:
	
 
	
General Partner

	
 
	
 
	
 
	
 
	
 
	
 

	
 
	
 
	
 
	
 
	
By:
	
THE BURLINGTON CAPITAL GROUP LLC, a Delaware limited liability company

	
 
	
 
	
 
	
 
	
Its:
	
General Partner

	
 
	
 
	
 
	
 
	
 
	
 

	
 
	
 
	
 
	
 
	
By:
	
/s/ Craig S. Allen

	
 
	
 
	
 
	
 
	
 
	
Craig S. Allen

	
 
	
 
	
 
	
 
	
 
	
CFO




 

 

 

[Sponsor Signature Page to First Supplement to 
Series Certificate Agreement - Series M-024]



 

Schedule 1

HOLDBACK REQUIREMENT SCHEDULE

 


	
Period
	
Date
	
Cash BalanceRequired at the

End of the Month
	
 

	
0
	
Initial
	
 
	
394,820.06
	
 

	
1
	
8/15/2019
	
200,000.00
	
 

	
2
	
9/15/2019
	
 
	
94,007.19
	
 

	
3
	
10/15/2019
	
200,000.00
	
 

	
4
	
11/15/2019
	
200,000.00
	
 

	
5
	
12/15/2019
	
200,000.00
	
 

	
6
	
1/15/2020
	
 
	
209,888.53
	
 

	
7
	
2/15/2020
	
 
	
104,911.18
	
 

	
8
	
3/15/2020
	
-
	
 

	
9
	
4/15/2020
	
 
	
192,904.98
	
 

	
10
	
5/15/2020
	
 
	
197,508.84
	
 

	
11
	
6/15/2020
	
 
	
200,000.00
	
 

	
12
	
7/15/2020
	
 
	
208,478.61
	
 

	
13
	
8/15/2020
	
104.206.22
	
 

	
14
	
9/15/2020
	
-
	
 

	
15
	
10/15/2020
	
 
	
191,809.95
	
 

	
16
	
11/15/2020
	
 
	
196,488.77
	
 

	
17
	
12/15/2020
	
 
	
200,000.00
	
 

	
18
	
1/15/2021
	
 
	
206,211.01
	
 

	
19
	
2/15/2021
	
 
	
103,071.15
	
 

	
20
	
3/15/2021
	
-
	
 

	
21
	
4/15/2021
	
 
	
191,147.57
	
 

	
22
	
5/15/2021
	
 
	
196,319.27
	
 

	
23
	
6/15/2021
	
200,000.00
	
 

	
24
	
7/15/2021
	
 
	
204,701.83
	
 

	
25
	
8/15/2021
	
 
	
102,315.28
	
 

	
26
	
9/15/2021
	
-
	
 

	
27
	
10/15/2021
	
 
	
189,955.98
	
 

	
28
	
11/15/2021
	
 
	
195,228.64
	
 

	
29
	
12/15/2021
	
200,000.00
	
 

	
30
	
1/15/2022
	
 
	
202,304.44
	
 

	
31
	
2/15/2022
	
 
	
101,116.59
	
 

	
32
	
3/15/2022
	
-
	
 

	
33
	
4/15/2022
	
 
	
189,204.67
	
 

	
34
	
5/15/2022
	
 
	
195,001.30
	
 

	
35
	
6/15/2022
	
200,000.00
	
 

	
36
	
7/15/2022
	
 
	
200,706.17
	
 

	
37
	
8/15/2022
	
 
	
100,314.91
	
 

	
38
	
9/15/2022
	
-
	
 

	
39
	
10/15/2022
	
 
	
187,911.44
	
 

	
40
	
11/15/2022
	
 
	
193,797.38
	
 

	
41
	
12/15/2022
	
200,000.00
	
 

	
42
	
1/15/2023
	
 
	
198,135.73
	
 

	
43
	
2/15/2023
	
 
	
99,029.69
	
 

	
44
	
3/15/2023
	
-
	
 

	
45
	
4/15/2023
	
 
	
187,096.66
	
 

	
46
	
5/15/2023
	
 
	
193,522.91
	
 

	
47
	
6/15/2023
	
200,000.00
	
 

	
48
	
7/15/2023
	
 
	
196,428.04
	
 




 



 


	
Period
	
Date
	
Cash BalanceRequired at the

End of the Month
	
 

	
49
	
8/15/2023
	
 
	
98,172.03
	
 

	
50
	
9/15/2023
	
-
	
 

	
51
	
10/15/2023
	
 
	
185,861.96
	
 

	
52
	
11/15/2023
	
 
	
192,418.78
	
 

	
53
	
12/15/2023
	
200,000.00
	
 

	
54
	
1/15/2024
	
 
	
131,052.07
	
 

	
55
	
2/15/2024
	
 
	
65,484.04
	
 

	
56
	
3/15/2024
	
-
	
 

	
57
	
4/15/2024
	
200,000.00
	
 

	
58
	
5/15/2024
	
200,000.00
	
 

	
59
	
6/15/2024
	
 
	
135,027.50
	
 

	
60
	
7/15/2024
	
 
	
129,270.58
	
 

	
61
	
8/15/2024
	
 
	
64,593.30
	
 

	
62
	
9/15/2024
	
-
	
 

	
63
	
10/15/2024
	
200,000.00
	
 

	
64
	
11/15/2024
	
200,000.00
	
 

	
65
	
12/15/2024
	
 
	
168,089.60
	
 

	
66
	
1/15/2025
	
-
	
 

	
67
	
2/15/2025
	
-
	
 

	
68
	
3/15/2025
	
-
	
 

	
69
	
4/15/2025
	
-
	
 

	
70
	
5/15/2025
	
-
	
 

	
71
	
6/15/2025
	
-
	
 

	
72
	
7/15/2025
	
-
	
 

	
73
	
8/15/2025
	
-
	
 

	
74
	
9/15/2025
	
-
	
 

	
75
	
10/15/2025
	
-
	
 

	
76
	
11/15/2025
	
-
	
 

	
77
	
12/15/2025
	
-
	
 

	
78
	
1/15/2026
	
-
	
 

	
79
	
2/15/2026
	
-
	
 

	
80
	
3/15/2026
	
-
	
 

	
81
	
4/15/2026
	
-
	
 

	
82
	
5/15/2026
	
-
	
 

	
83
	
6/15/2026
	
-
	
 

	
84
	
7/15/2026
	
-
	
 

	
85
	
8/15/2026
	
-
	
 

	
86
	
9/15/2026
	
-
	
 

	
87
	
10/15/2026
	
-
	
 

	
88
	
11/15/2026
	
-
	
 

	
89
	
12/15/2026
	
-
	
 

	
90
	
1/15/2027
	
-
	
 

	
91
	
2/15/2027
	
-
	
 

	
92
	
3/15/2027
	
-
	
 

	
93
	
4/15/2027
	
-
	
 

	
94
	
5/15/2027
	
-
	
 

	
 
	
 
	
 
	
 
	
 




 

 


	
 
	
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