NEW ISSUE – Book-Entry-Only Rating: Moody’s “Aa2” See “RATING” herein

The interest on the 2019 Series A Bonds is included in gross income for federal income tax purposes. In the opinion of Gilmore & Bell, P.C., Bond Counsel to UHC, under existing law, the interest on the 2019 Series A Bonds is exempt from individual income taxes. See “TAX MATTERS” herein.

$162,505,000 UTAH CORPORATION Single Family Mortgage Bonds 2019 Series A (Federally Taxable)

Interest from: Date of Delivery Due: see inside front cover

The Utah Housing Corporation Single Family Mortgage Bonds, 2019 Series A (Federally Taxable) (the “2019 Series A Bonds”) are being issued under and pursuant to a General Indenture of Trust, dated as of October 1, 2019, between Utah Housing Corporation (“UHC”) and Zions Bancorporation, National Association, as trustee (the “Trustee”), and a 2019 Series A Indenture, dated as of October 1, 2019, between UHC and the Trustee.

The 2019 Series A Bonds are issuable only as fully registered bonds without coupons and will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the 2019 Series A Bonds. Individual purchases will be made in book-entry form only in the principal amount of $5,000 and integral multiples thereof. Purchasers will not receive certificates representing their interest in 2019 Series A Bonds.

Interest on the 2019 Series A Bonds is payable semiannually on January 1 and July 1 of each year, commencing July 1, 2020. Principal and interest on the 2019 Series A Bonds are payable by the Paying Agent to DTC, which will be responsible for remitting such principal and interest to its Participants, which will be responsible for remitting such principal and interest to the Beneficial Owners of such Bonds, as described under the caption “Book-Entry Provisions” herein.

The 2019 Series A Bonds are subject to redemption prior to maturity, including special redemption at par under certain circumstances, as described herein.

Maturity Schedule located on inside front cover

The 2019 Series A Bonds are limited obligations of UHC, payable solely from and secured by the pledge pursuant to the Indenture of the revenues and assets derived from the proceeds of the Bonds and other revenues as provided in the Indenture, including the money and securities held in the Funds and Accounts created by the Indenture other than money and securities held in the Rebate Account, any Issuer Payment Account, any Bond Purchase Fund and the Short Term Bond Account, and the Rebate Requirement to be deposited in the Rebate Account. Neither the State of Utah nor any political subdivision thereof is obligated to pay the 2019 Series A Bonds and neither the faith and credit nor the taxing power of the State of Utah or of any political subdivision thereof is pledged to the payment of the principal or redemption price of or interest on the 2019 Series A Bonds. UHC has no taxing power.

The 2019 Series A Bonds are offered when, as and if received by the Underwriters, subject to the approval of legality by Gilmore & Bell, P.C., , Utah, Bond Counsel to UHC, and certain other conditions. Certain legal matters will be passed upon for the Underwriters by their counsel Orrick, Herrington & Sutcliffe LLP, San Francisco, California. It is expected that definitive 2019 Series A Bonds will be available for delivery in New York, New York, on or about October 2, 2019.

BARCLAYS ZIONS BANK

Dated: September 12, 2019

MATURITY SCHEDULE

$162,505,000 2019 Series A Bonds

$86,345,000 Serial Bonds

Maturity Amount Interest Rate Price CUSIP† July 1, 2020 $2,775,000 1.97% 100% 9174367E1 January 1, 2021 2,285,000 2.02 100 9174367F8 July 1, 2021 2,345,000 2.07 100 9174367G6 January 1, 2022 2,410,000 2.10 100 9174367H4 July 1, 2022 2,465,000 2.15 100 9174367J0 January 1, 2023 2,525,000 2.21 100 9174367K7 July 1, 2023 2,590,000 2.28 100 9174367L5 January 1, 2024 2,650,000 2.34 100 9174367M3 July 1, 2024 2,715,000 2.39 100 9174367N1 January 1, 2025 2,755,000 2.46 100 9174367P6 July 1, 2025 2,810,000 2.51 100 9174367Q4 January 1, 2026 2,855,000 2.56 100 9174367R2 July 1, 2026 2,920,000 2.61 100 9174367S0 January 1, 2027 2,980,000 2.65 100 9174367T8 July 1, 2027 3,015,000 2.70 100 9174367U5 January 1, 2028 3,055,000 2.75 100 9174367V3 July 1, 2028 3,065,000 2.80 100 9174367W1 January 1, 2029 3,105,000 2.85 100 9174367X9 July 1, 2029 3,160,000 2.90 100 9174367Y7 January 1, 2030 3,195,000 2.95 100 9174367Z4 July 1, 2030 3,235,000 2.98 100 9174368A8 January 1, 2031 3,310,000 3.01 100 9174368B6 July 1, 2031 3,365,000 3.03 100 9174368C4 January 1, 2032 3,405,000 3.05 100 9174368D2 July 1, 2032 3,230,000 3.07 100 9174368E0 January 1, 2033 3,450,000 3.10 100 9174368F7 July 1, 2033 3,450,000 3.12 100 9174368G5 January 1, 2034 3,480,000 3.14 100 9174368H3 July 1, 2034 3,745,000 3.14 100 9174368J9

$26,705,000 3.38% Term Bonds Due January 1, 2039 Price 100% CUSIP†: 9174368K6

$49,455,000 3.875% “PAC” Term Bonds Due January 1, 2050 Price 103.524% CUSIP†: 9174368L4

† CUSIP numbers have been assigned by an independent company not affiliated with UHC and are included solely for the convenience of the owners of the 2019 Series A Bonds. UHC is not responsible for the selection or uses of these CUSIP numbers, and no representation is made as to their correctness on the 2019 Series A Bonds or as indicated above. The CUSIP number for a specific maturity is subject to being changed after the issuance of the 2019 Series A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of certain maturities of the 2019 Series A Bonds.

No dealer, broker, salesperson or other person has been authorized by UHC or the Underwriters to give any information or to make any representations other than those contained in this Official Statement and, if given or made, such other information or representations must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the 2019 Series A Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale.

The information set forth herein has been obtained from UHC and other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness and is not to be construed as a representation by the Underwriters. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of UHC or any other parties described herein since the date as of which such information is presented.

In connection with this offering, the Underwriters may over-allot or effect transactions which stabilize or maintain the market price of the 2019 Series A Bonds at a level above that which might otherwise prevail in the open market. Such stabilizing, if commenced, may be discontinued at any time.

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NOTICE TO INVESTORS IN CANADA

NO PROSPECTUS HAS BEEN FILED WITH ANY SECURITIES COMMISSION OR SIMILAR REGULATORY AUTHORITY IN CANADA IN CONNECTION WITH THE OFFERING OF THE 2019 SERIES A BONDS. NO SECURITIES COMMISSION OR SIMILAR REGULATORY AUTHORITY IN CANADA HAS REVIEWED OR IN ANY WAY PASSED UPON THIS OFFICIAL STATEMENT OR THE MERITS OF THE 2019 SERIES A BONDS AND ANY REPRESENTATION TO THE CONTRARY IS AN OFFENCE. THIS OFFICIAL STATEMENT IS NOT, AND UNDER NO CIRCUMSTANCES IS TO BE CONSTRUED AS, AN ADVERTISEMENT OR A PUBLIC OFFERING OF THE 2019 SERIES A BONDS IN CANADA.

THE 2019 SERIES A BONDS MAY BE SOLD IN CANADA ONLY TO PURCHASERS PURCHASING, OR DEEMED TO BE PURCHASING, AS PRINCIPAL THAT ARE ACCREDITED INVESTORS, AS DEFINED IN NATIONAL INSTRUMENT 45-106 PROSPECTUS EXEMPTIONS OR SUBSECTION 73.3(1) OF THE SECURITIES ACT (ONTARIO), AND ARE PERMITTED CLIENTS, AS DEFINED IN NATIONAL INSTRUMENT 31-103 REGISTRATION REQUIREMENTS, EXEMPTIONS AND ONGOING REGISTRANT OBLIGATIONS. ANY RESALE OF THE 2019 SERIES A BONDS MUST BE MADE IN ACCORDANCE WITH AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE PROSPECTUS REQUIREMENTS OF APPLICABLE SECURITIES LAWS.

SECURITIES LEGISLATION IN CERTAIN PROVINCES OR TERRITORIES OF CANADA MAY PROVIDE A PURCHASER WITH REMEDIES FOR RESCISSION OR DAMAGES IF THIS OFFICIAL STATEMENT (INCLUDING ANY AMENDMENT THERETO) CONTAINS A MISREPRESENTATION, PROVIDED THAT THE REMEDIES FOR RESCISSION OR DAMAGES ARE EXERCISED BY THE PURCHASER WITHIN THE TIME LIMIT PRESCRIBED BY THE SECURITIES LEGISLATION OF THE PURCHASER’S PROVINCE OR TERRITORY. THE PURCHASER SHOULD REFER TO ANY APPLICABLE PROVISIONS OF THE SECURITIES LEGISLATION OF THE PURCHASER’S PROVINCE OR TERRITORY FOR PARTICULARS OF THESE RIGHTS OR CONSULT WITH A LEGAL ADVISOR.

PURSUANT TO SECTION 3A.3 OF NATIONAL INSTRUMENT 33-105 UNDERWRITING CONFLICTS (NI 33- 105), THE UNDERWRITERS ARE NOT REQUIRED TO COMPLY WITH THE DISCLOSURE REQUIREMENTS OF NI 33-105 REGARDING UNDERWRITER CONFLICTS OF INTEREST IN CONNECTION WITH THIS OFFERING.

UPON RECEIPT OF THIS DOCUMENT, EACH CANADIAN INVESTOR HEREBY CONFIRMS THAT IT HAS EXPRESSLY REQUESTED THAT ALL DOCUMENTS EVIDENCING OR RELATING IN ANY WAY TO THE SALE OF THE 2019 SERIES A BONDS (INCLUDING FOR GREATER CERTAINTY ANY PURCHASE CONFIRMATION OR ANY NOTICE) BE DRAWN UP IN THE ENGLISH LANGUAGE ONLY. PAR LA RÉCEPTION DE CE DOCUMENT, CHAQUE INVESTISSEUR CANADIEN CONFIRME PAR LES PRESENTES QU’IL A EXPRESSEMENT EXIGE QUE TOUS LES DOCUMENTS FAISANT FOI OU SE RAPPORTANT DE QUELQUE MANIERE QUE CE SOIT A LA VENTE DES VALEURS MOBILIERES DECRITES AUX PRESENTES (INCLUANT, POUR PLUS DE CERTITUDE, TOUTE CONFIRMATION D'ACHAT OU TOUT AVIS) SOIENT REDIGES EN ANGLAIS SEULEMENT.

MÉXICO

This Official Statement does not constitute an invitation to invest or a public offering within the Mexican United States (“Mexico”) and is not governed by Mexican law. The 2019 Series A Bonds have not been and will not be registered at the National Registry of Securities (Registro Nacional de Valores) maintained by the Mexican Banking and Securities Commission (Comisión Nacional Bancaria y de Valores) and will not be listed on any Mexican stock exchange. Accordingly, the 2019 Series A Bonds may not be marketed, offered, sold or negotiated in Mexico or to Mexican residents, except under circumstances which such sale or offer is considered a private offering of securities under applicable Mexican securities laws and regulations. This Official Statement is provided for information purposes only and does not constitute a solicitation.

Mexican eligible investors; (i) represent to be either institutional or qualified investors (inversionistas institucionales o inversionistas calificados), within the meaning assigned to such terms in sections XVI and XVII of article two of the Mexican Securities Market Law (Ley del Mercado de Valores); (ii) acknowledge all Mexican laws and regulations that may be applicable to transactions consummated in connection with the 2019 Series A Bonds and/or this Official Statement; (iii) represent that the full compliance with any such laws and regulations is their sole responsibility, and; (iv) acknowledge that they are not permitted to transfer the 2019 Series A Bonds in Mexico unless such transfer is made either to an institutional or qualified investor, unless the 2019 Series A Bonds are previously registered at the National Registry of Securities.

TABLE OF CONTENTS

INTRODUCTION ...... 1 Program Fund; Rental Development Mortgage CONTINUING DISCLOSURE ...... 2 Loan Account; Rental Development Capitalized UTAH HOUSING CORPORATION ...... 3 Interest Account ...... 36 FINANCING PLAN ...... 5 Revenue Fund ...... 37 DESCRIPTION OF THE 2019 SERIES A BONDS ...... 6 Application of Debt Service Fund ...... 39 General Terms ...... 6 Debt Service Reserve Fund ...... 3 9 Special Redemption ...... 6 Application of Issuer Payment Accounts ...... 40 Optional Redemption ...... 7 Redemption Fund; Cross-Call and Recycling...... 40 Sinking Fund Redemption ...... 8 Investment of Moneys Held by the Trustee ...... 40 Other Provisions Concerning Redemption ...... 9 Payment of Bonds ...... 41 Estimated Weighted Average Lives of the 2019 Assignment or Disposition of Mortgage Loans ...... 41 Series A “PAC” Bonds ...... 9 Amendment of Mortgage Loan; Modification of BOOK-ENTRY PROVISIONS ...... 11 Rental Development Mortgage Loan Terms ...... 41 SOURCES AND USES OF FUNDS ...... 13 Creation of Liens ...... 42 SECURITY FOR AND SOURCES OF PAYMENT Events of Default ...... 42 OF THE BONDS ...... 14 Remedies ...... 42 Pledge ...... 14 Application of Revenues and Other Moneys after Debt Service Reserve Fund ...... 15 Default ...... 43 Additional Bonds; Refunding Bonds; Auxiliary Majority Bondholders Control Proceedings ...... 44 Obligations ...... 15 Modification of Indenture and Outstanding Bonds .. 44 ASSUMPTIONS REGARDING REVENUES, DEBT Defeasance ...... 45 SERVICE REQUIREMENTS, OPERATING SUMMARY OF CERTAIN PROVISIONS OF THE EXPENSES AND CERTAIN OTHER MATTERS ... 15 CONTINUING DISCLOSURE CERTIFICATE ...... 46 Delays after Defaults on Mortgage Loans and Definitions ...... 46 Residential Development Mortgage Loans ...... 17 Provision of Annual Bond Disclosure Reports ...... 46 Interest Rate Contracts and Variable Rate Bonds .... 17 Content of Annual Bond Disclosure Reports ...... 47 TRANSFERRED MORTGAGE LOANS ...... 17 Reporting of Significant Events ...... 4 7 TRANSFERRED MORTGAGE LOAN Central Filing; Termination of Reporting INSURANCE ...... 18 Obligation ...... 48 SINGLE FAMILY MORTGAGE PROGRAM ...... 19 Dissemination Agent ...... 48 Introduction ...... 19 Amendment; Waiver ...... 48 Requirements for Mortgage Loans ...... 20 Additional Information ...... 49 Principal Documents ...... 20 Default ...... 49 Program Descriptions...... 22 Beneficiaries ...... 49 Sale of Servicing to UHC ...... 23 LEGALITY FOR INVESTMENT ...... 49 Servicing Procedures ...... 23 LEGALITY ...... 50 Other Mortgage Loans ...... 23 TAX MATTERS ...... 50 SUMMARY OF CERTAIN PROVISIONS OF THE CERTAIN ERISA CONSIDERATIONS ...... 53 INDENTURE ...... 24 NO LITIGATION ...... 54 Definitions of Certain Terms ...... 24 RATING ...... 54 Funds and Accounts Established by the Indenture ... 35 UNDERWRITING ...... 55 Program Fund; Acquisition Account ...... 36 FINANCIAL STATEMENTS OF THE ISSUER ...... 55 Program Fund; Cost of Issuance Account ...... 36 ADDITIONAL INFORMATION ...... 55

APPENDIX A INSURANCE, GUARANTEES, GINNIE MAE AND FORECLOSURE ...... A-1 APPENDIX B PROPOSED FORM OF OPINION OF BOND COUNSEL ...... B-1 APPENDIX C UHC FINANCIAL STATEMENTS ...... C-1 APPENDIX D LENDERS INVITED TO PARTICIPATE ...... D-1 APPENDIX E SCHEDULE OF PRIOR BONDS ...... E-1

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OFFICIAL STATEMENT

of

UTAH HOUSING CORPORATION

Relating to its

$162,505,000 Single Family Mortgage Bonds, 2019 Series A (Federally Taxable)

INTRODUCTION

This Official Statement (which includes the cover page and appendices hereto) of the Utah Housing Corporation (“UHC”) provides certain information in connection with the issuance and sale of UHC’s $162,505,000 Single Family Mortgage Bonds, 2019 Series A (Federally Taxable) (the “2019 Series A Bonds”).

The 2019 Series A Bonds are being issued to provide a portion of the funds necessary to refund certain of UHC’s outstanding single family mortgage bonds (collectively, the “Prior Bonds”) previously issued under a General Indenture of Trust, dated as of May 1, 2000 (the “2000 General Indenture”), between UHC and Wells Fargo Bank, National Association, as trustee, or a General Indenture of Trust, dated as of May 1, 2001 (the “2001 General Indenture” and, collectively with the 2000 General Indenture, the “Prior Indentures”), between UHC and Wells Fargo Bank, National Association, as trustee, such Prior Bonds having been issued in furtherance of UHC’s Single Family Mortgage Program (the “Program”) to provide financing for the purchase of housing by low income persons within the State of Utah (the “State”). In connection with such refunding, certain mortgage loans, mortgage-backed securities and moneys held in funds and accounts under the Prior Indentures will be deposited in accounts relating to the 2019 Series A Bonds. See “FINANCING PLAN.”

The 2019 Series A Bonds will be issued pursuant to the Utah Housing Corporation Act, Title 63H, Chapter 8, Part 1, Utah Code Annotated 1953, as amended from time to time (the “Act”), a General Indenture of Trust (the “General Indenture”), dated as of October 1, 2019, between UHC and Zions Bancorporation, National Association, as trustee (the “Trustee”), and a 2019 Series A Indenture (the “2019 Series A Indenture”), dated as of October 1, 2019, between UHC and the Trustee. UHC has not previously issued bonds under the General Indenture. UHC may issue additional series of bonds under the General Indenture in furtherance of its single family mortgage and multifamily housing programs and may incur Auxiliary Obligations upon satisfaction of the conditions set forth in the General Indenture. All bonds issued under the General Indenture are referred to herein as the “Bonds.” The General Indenture and all supplemental indentures, including supplemental indentures providing for the issuance and remarketing of Bonds (such as the 2019 Series A Indenture), are referred to herein collectively as the “Indenture.”

UHC may issue Additional Bonds and/or Refunding Bonds secured by the pledge and lien of the General Indenture upon satisfaction of the terms and conditions of the General Indenture, including the condition that, so long as there are Outstanding Bonds rated by a Rating Agency, UHC will obtain a confirmation from each such Rating Agency then providing a rating on any Outstanding Bonds that the issuance of such Bonds will not result in the lowering or withdrawal of its then current rating on each Series of Outstanding Bonds. Additional Bonds, which may bear interest at variable interest rates or at interest rates fixed to maturity, may be issued to finance either the purchase of mortgage loans and/or MBS backed by mortgage loans made to finance the acquisition of single family housing or the making of mortgage loans for acquisition and rehabilitation or construction of multifamily rental housing. UHC has reserved the right to issue other obligations not secured by the pledge and lien of the General Indenture, including bonds secured by its general revenues.

The 2019 Series A Bonds will be equally and ratably secured by the pledges and covenants contained in the General Indenture with all other Bonds and Auxiliary Obligations issued and to be issued under the General Indenture. The 2019 Series A Bonds are limited obligations of UHC, payable solely from and secured by the pledge pursuant to

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the Indenture of the revenues and assets derived from the proceeds of the Bonds, including the Mortgage Loans and MBS, the money received by UHC from the Mortgage Loans and MBS and other revenues as provided in the Indenture and the money and securities held in the Funds and Accounts created by the Indenture other than money and securities held in the Rebate Account, any Issuer Payment Account, any Bond Purchase Fund and the Short Term Bond Account, and the Rebate Requirement to be deposited in the Rebate Account. See “SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS.”

The 2019 Series A Bonds will be dated their date of delivery, will bear interest from such date at the rates and will mature in the amounts and on the dates set forth on the inside cover of this Official Statement.

All capitalized terms used in this Official Statement that are defined in the Indenture shall have the respective meanings set forth in the Indenture. See “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE— Definitions of Certain Terms.” The references to and summaries and descriptions of the Act, the Indenture, the Bonds and the Program, the other statutes, instruments and documents which are included in this Official Statement do not purport to be comprehensive or definitive, and such summaries, references and descriptions are qualified in their entireties by references to the appropriate statute, instrument or document.

Neither the State nor any political subdivision thereof is obligated to pay the Bonds and neither the faith and credit nor the taxing power of the State or any political subdivision thereof is pledged to the payment of the principal or redemption price of or interest on the Bonds. UHC has no taxing power.

In addition to the Program, UHC is authorized under the Act to engage in certain other activities. See “UTAH HOUSING CORPORATION” for a description of UHC’s single family and multifamily programs implemented prior to the date hereof. The proceeds of the Bonds may not be used to finance any activities of UHC other than the Program.

CONTINUING DISCLOSURE

UHC has covenanted for the benefit of the Holders and Beneficial Owners of the 2019 Series A Bonds to provide certain financial information and operating data relating to UHC not later than 180 days following the end of UHC’s fiscal year, commencing with a report for UHC’s fiscal year ending June 30, 2020 (the “Annual Bond Disclosure Report”), and to provide notices of the occurrence of certain enumerated events, in some cases only if material. The filing of the Annual Bond Disclosure Report or event notices will be made solely by transmitting such filing to the Municipal Securities Rulemaking Board pursuant to its Electronic Municipal Market Access (“EMMA”) system as provided at http//www.emma.msrb.org. The specific nature of the information to be contained in the Annual Bond Disclosure Report and the event notices is summarized herein. See “SUMMARY OF CERTAIN PROVISIONS OF THE CONTINUING DISCLOSURE CERTIFICATE.” These covenants have been made in order to assist the Underwriters in complying with S.E.C. Rule 15c2-12(b)(5).

UHC has previously entered into other continuing disclosure undertakings in connection with its issuance of certain other securities. In 2015, UHC failed to timely file its audited financial statements for the fiscal year ending June 30, 2015 as required under the continuing disclosure undertaking for its Tax-Exempt Mortgage-backed Securities, Series 2015B (G2). UHC has since corrected this oversight. UHC extended certain of its 2014, 2015, 2016 and 2018 EMMA system submissions, which were timely filed, to additional CUSIPs after the respective filing deadlines. In 2015, Fitch, Inc. changed the rating of certain UHC bonds, and corresponding event notices were not filed by UHC when these ratings changes occurred.

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UTAH HOUSING CORPORATION

UHC was created as an independent body politic and corporate, constituting a public corporation of the State of Utah by Part 1, Chapter 8, Title 63H, Utah Code Annotated 1953, as amended (the “Act”). The purpose of UHC is to assure an adequate source of capital for housing for low and moderate income persons living in the State of Utah (the “State”).

The Act authorizes UHC to borrow money and issue from time to time its bonds, notes and other obligations in such principal amounts as UHC determines shall be necessary to provide sufficient funds to carry out its purposes and powers, including the power to make mortgage loans and purchase mortgage loans originated by mortgage lenders. The Act does not limit the principal amount of bonds that may be outstanding at any one time. The constitutionality of the Act was upheld by Utah’s Supreme Court in March 1977 in Utah Housing Finance Agency v. Smart, 561 P.2d 1052 (Utah Sup. Ct. 1977).

There are nine trustees of UHC; eight are appointed by the Governor and one is an elected officer of the State. Three trustees serve ex officio; six are public trustees. Any public trustee is eligible for reappointment, but may not serve more than two full consecutive terms. Of the six public trustees, two trustees are appointed to represent the mortgage lending industry, two to represent the home building and real estate industry and two to represent the public at large. No more than three of the six public trustees of UHC may belong to the same political party. Each of the public trustees is appointed from and must reside in a different county. Unless a public trustee vacates his or her position for any reason, each trustee shall hold office until his or her successor shall have been appointed. Five trustees of UHC constitute a quorum for transaction of business. An affirmative vote of at least five trustees is necessary for any action to be taken by UHC. A vacancy in the board of trustees may not impair the right of a quorum to exercise all rights and perform all duties of UHC.

The Act provides that the Chair of UHC is appointed by the Governor. The Vice Chair and the President of UHC are appointed by the trustees of UHC. The President of UHC is not a trustee of UHC. All other officers are appointed by the President.

The principal occupation of each trustee and officer of UHC and the dates of commencement and expiration of the respective current terms of the non-ex officio members are as follows:

Lerron E. Little – (Chair) Associate Broker, Sotheby’s International Realty; Former Broker/Owner, Capstone Real Estate; Former Manager, Broker, Realtor, NorthStar Real Estate; Former Project Sales Agent, Realtor, Aspen Real Estate; Former Life Insurance Sales, American Income Life Insurance; Commissioner, Utah Real Estate Commission (Chair of the Commission thru July of 2020); Former President, Utah County Association of Realtors; Former President, Utah Association of Realtors. B.A., Brigham Young University. (Second term commenced May 17, 2017; expires May 30, 2021.)

Brett Mills – (Vice Chair) Regional Sales Leader/Senior Loan Officer, Academy Mortgage Corporation; President/Manager, Hill Field Executive Suites, LLC and Hillfield Holdings, LLC; Public Speaker/Consultant, Brett Mills Consulting; President/CFO, BC Strategies, LLC.; Former Loan Officer, Legacy Mortgage Group, LLC. BA, Idaho State University. MBA, University of Phoenix, CMB, School of Mortgage Banking. (First term commenced May 17, 2017; expires May 30, 2021.)

David C. Damschen, CTP – (Ex Officio); Utah State Treasurer; extensive private and public sector experience in institutional investments, debt management, and treasury operations; ex officio member of 20 boards and commissions, including Utah Retirement Systems, Utah Housing Corporation, Utah State Bonding Commission, Utah Capital Investment Board and the Utah Community Impact Board; Member, National Ski Patrol; Former US Coast Guard Officer. B.A., University of Washington’s Foster School of Business. (Term commenced November 2, 2015.)

G. Edward Leary – (Ex Officio); Commissioner, Utah Department of Financial Institutions; Chairman, Board of Financial Institutions; Former Chairman, Conference of State Bank Supervisors, the National Association of State Banking Supervisors; Former Chairman of the Federal Financial Institutions Examination Council’s (FFIEC) State

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Liaison Committee; Former Chief Examiner, Utah Department of Financial Institutions; Captain, U.S. Naval Reserve (ret.). B.S. and M.B.A., University of Utah. (Term commenced June 17, 1992.)

Jon Pierpont – (Ex Officio); Executive Director, Utah Department of Workforce Services; Former Deputy Director and Former Eligibility Services Division Director, Utah Department of Workforce Services; President, National Association of State Workforce Agencies; Member, Utah State Homeless Coordinating Committee; Former Chairman, Utah Refugee Advisory Board. B.S., University of Utah. (Term commenced September 4, 2012.)

Patricia Sheffield – Retired; Former Director, Washington County Children’s Justice Center; Former Prevention Specialist, Southwest Center Mental Health, Substance Abuse and Prevention Services; Former Member, Attorney General’s Safety Net Committee; Former Member, Utah Council on Victim of Crime; Former Member, Quality Improvement Committee, Utah Division of Child and Family Services. B.S. and M.S., University of Utah. (First term commenced May 17, 2017; expires May 30, 2021.)

Lee A. Carter – Head of Banking Development, Rakuten; Former President, Chief Operating Officer and Chief Administrative Officer, UBS Bank USA; Former Senior Vice President – Residential Lending, Online Banking and Product Management, Zions First National Bank; Former President and CEO, Upland Corporation; Former Senior Vice President, Treasurer, Corporate Secretary, United Savings Bank; Board Member, Utah Association Financial Services; Board of Trustees and Alumni President, Weber State University; Former Board Member, Guadalupe School; Former Board Member, Utah Bankers Association; Former Board Chair/Board Member, The Road Home. MBA, Brigham Young University; B.A., Finance, Weber State University. (First term commenced May 15, 2019; expires May 31, 2023.)

Annette Lowder – Chief Operations Officer, Intercap Lending, Inc; Former Chief Operations Officer, Flagship Financial; Former National Sales/Operations Manager, Loangate NFM; Former Branch Manager, ALT Lending, NFM. AA, BYU Idaho (Ricks College). (First term commenced May 15, 2019; expires May 31, 2023.)

Jessica Norie – President, Artspace; Former President and Founder, Community Development Finance Alliance; Former Housing Development Manager, Utah Housing Corporation; Former Board Member, Salt Lake County Continuum of Care. MPA, University of Utah; B.S., History, Portland State University. (First term commenced May 15, 2019; expires May 31, 2023.)

Grant S. Whitaker – President and CEO, 2009 to present; Former Senior Vice President, Deputy Director, Acting Executive Director, Assistant Executive Director and Multifamily Program Officer, Utah Housing Corporation, 1979-2009; Former Assistant Division Director/Senior Loan Officer, Housing Authority of Salt Lake County; Immediate Past President, Board of Directors, National Council of State Housing Agencies; Member, Utah Private Activity Bond Board; Member, Board of Governors, Salt Lake Chamber of Commerce; Member, Board of Directors, Community Development Finance Alliance; Member, Fannie Mae Advisory Counsel; Former Member and Past Chair, Board of Trustees, Utah Community Reinvestment Corporation. B.S., University of Utah. (Appointment commenced January 16, 2009.)

Cleon P. Butterfield, CPA – Senior Vice President and CFO, 2001 to present; Former Treasurer, Director of Operations, Director of Program Development, and Financial Officer, Utah Housing Corporation, 1979-2001; Member and Past Chair, Affordable Housing Advisory Council, Federal Home Loan Bank of Des Moines; Member, Advisory Board, School of Accounting, University of Utah; Former Council Member, State of Utah Alternative Dispute Resolution Council. B.S., Brigham Young University; M.B.A., University of Utah.

Jonathan A. Hanks – Senior Vice President and COO, 2009 to present; Former Vice President of Multifamily Finance, and Vice President of Mortgage Servicing, Utah Housing Corporation, 1995-2008; Former Assistant Executive Director, NeighborWorks Salt Lake, 1994-1995; Member, Board of Directors, Utah Center for Affordable Housing; Member, State Homeless Coordinating Committee; Former Member and President, Board of Directors, Wasatch Peak Academy. B.A., University of Utah; M.B.A., University of Phoenix.

UHC currently has a staff of ninety-nine persons. The office of UHC is located at 2479 South Lake Park Blvd., West Valley City, Utah 84120. Its telephone number is (801) 902-8200.

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Operations to Date

Since its inception and through June 30, 2019, UHC has issued over $9 billion aggregate principal amount of single family mortgage revenue bonds. As of June 30, 2019, $1,472,175,860 aggregate principal amount of UHC’s single family mortgage revenue bonds were outstanding (including compounded interest and excluding bonds issued or redeemed after such date).

As of June 30, 2019, UHC had purchased over 94,000 mortgage loans secured by single family homes. This permanent financing has been made available through issuing bonds, construction loan notes, selling mortgage loans in the secondary market and securitizing mortgage loans into mortgage backed securities.

UHC also issues bonds to finance the acquisition, construction and rehabilitation of multifamily housing developments. As of September 1, 2019, UHC had outstanding multifamily housing revenue bonds in the original aggregate principal amount (face amount with respect to “draw down” bonds) of approximately $587,319,000, approximately $445,393,000 aggregate principal amount of which was outstanding. All of such bonds constitute conduit debt obligations and the activity of these bonds is not reflected on UHC’s financial statements. UHC has no present plan to issue multifamily housing revenue bonds other than bonds constituting conduit debt obligations.

FINANCING PLAN

A portion of the proceeds of the 2019 Series A Bonds is expected to be used to provide a portion of the funds necessary to refund the Prior Bonds in an aggregate principal amount equal to $162,665,000. See “APPENDIX E— SCHEDULE OF PRIOR BONDS.”

In connection with such refunding, certain single family mortgage loans with an outstanding principal balance of approximately $98,570,000 (the “Transferred Mortgage Loans”) and moneys held in funds and accounts under the Prior Indentures (the “Transferred Cash”) and mortgage-backed securities issued by the Government National Mortgage Association (“Ginnie Mae”) and by Fannie Mae held in the debt service reserve accounts under the Prior Indentures (the “Transferred Investments”) in an aggregate amount equal to approximately $73,565,000 will be deposited in accounts relating to the 2019 Series A Bonds. UHC expects to apply a portion of the Transferred Cash, in an amount of approximately $68,985,000, for the purpose of making, purchasing, undertaking commitments to make or purchase or participating in the making or purchasing of mortgage loans to persons of low and moderate income (the “2019 Series A Additional Mortgage Loans”) and/or to acquire new mortgage-backed securities (the “2019 Series A Additional MBS”). UHC expects to deposit a portion of the Transferred Cash and all of the Transferred Investments into the Debt Service Reserve Fund and expects to apply the balance of the Transferred Cash to pay costs of issuance of the 2019 Series A Bonds. The Transferred Mortgage Loans, the 2019 Series A Additional Mortgage Loans and the mortgage loans underlying the 2019 Series A Additional MBS are collectively referred to as the “2019 Series A Mortgage Loans.” The Transferred Mortgage Loans will constitute Mortgage Loans under the Indenture and the 2019 Series A Additional MBS, when acquired, will constitute MBS under the Indenture. See “MORTGAGE LOANS” for a description of the Transferred Mortgage Loans.

UHC’s present intention is to apply the entire amount available for the acquisition of 2019 Series A Additional Mortgage Loans and 2019 Series A Additional MBS to the acquisition of mortgage-backed securities issued by Ginnie Mae. “APPENDIX A—INSURANCE, GUARANTEES, GINNIE MAE AND FORECLOSURE” for a description of Ginnie Mae and the mortgage-backed securities issued by Ginnie Mae. As of August 30, 2019, approximately $45,000,000 aggregate principal amount of mortgage loans expected to underlie the 2019 Series A Additional MBS had been purchased by UHC. UHC does not anticipate acquiring any multifamily housing loans with amounts made available by the issuance of the 2019 Series A Bonds.

The balance of the proceeds of the 2019 Series A Bonds is expected to be used to pay costs of issuance of the 2019 Series A Bonds. See “SOURCES AND USES OF FUNDS.”

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DESCRIPTION OF THE 2019 SERIES A BONDS General Terms The 2019 Series A Bonds will be dated their date of delivery, will bear interest from such date at the rates and will mature in the amounts and on the dates set forth on the inside cover of this Official Statement. Interest on the 2019 Series A Bonds is payable semiannually on January 1 and July 1 of each year, commencing July 1, 2020. The 2019 Series A Bonds will be issuable only as fully registered bonds in denominations of $5,000 or any integral multiple thereof. Interest on the 2019 Series A Bonds will be calculated on the basis of a 360-day year of twelve 30- day months. Special Redemption Prepayments, Excess Revenues, Debt Service Reserve Fund Reductions. The 2019 Series A Bonds are subject to redemption prior to maturity, as a whole or in part, at a Redemption Price equal to the principal amount thereof plus accrued interest thereon to the date of redemption, without premium, on any date, from Revenues of the 2019 A Mortgage Loans and excess funds deposited in the 2019 Series A subaccount of the Special Redemption Account pursuant to the Indenture. See “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE— Revenue Fund.” Moneys deposited in or transferred to the 2019 Series A subaccount of the Special Redemption Account shall be applied to redeem 2019 Series A Bonds as follows: FIRST: such amounts shall be applied to redeem the 2019 Series A “PAC” Bonds until the outstanding principal amount of the 2019 Series A “PAC” Bonds is equal to the amounts shown in the column entitled “Cumulative Applicable Amount” for the applicable semiannual period as set forth in the table below; SECOND: after applying the amounts as described in clause FIRST above, any remaining amounts may be applied to the redemption of 2019 Series A Bonds other than 2019 Series A “PAC” Bonds, of such maturities and in such amounts as directed by UHC; and THIRD: after applying the amounts as described in clauses FIRST and SECOND above, any remaining amounts may be applied to the redemption of the 2019 Series A “PAC” Bonds as directed by UHC. Such redemptions may occur at such times and with such frequency as UHC elects, provided that any redemptions described in clause FIRST above must occur at least once during each semiannual period commencing with the semiannual period ending on July 1, 2020 to the extent moneys in the 2019 Series A subaccount of the Special Redemption Account are legally available therefor. To the extent 2019 Series A “PAC” Bonds are to be redeemed on a date that is not a Payment Date, the Cumulative Applicable Amount as set forth in the table below shall be deemed to be the amounts determined by interpolating such outstanding balances, using the straight-line method, by reference to the outstanding balances for the Payment Dates listed in the table below which are immediately prior to and immediately subsequent to such redemption date, and the number of calendar days elapsed since the Payment Date which is immediately prior to such redemption date. Cumulative Applicable Cumulative Applicable Payment Date Amount Payment Date Amount Closing Date $49,455,000 July 1, 2025 $12,815,000 January 1, 2020 49,455,000 January 1, 2026 10,580,000 July 1, 2020 45,665,000 July 1, 2026 8,580,000 January 1, 2021 42,455,000 January 1, 2027 6,815,000 July 1, 2021 38,975,000 July 1, 2027 5,265,000 January 1, 2022 35,275,000 January 1, 2028 3,925,000 July 1, 2022 31,415,000 July 1, 2028 2,780,000 January 1, 2023 27,665,000 January 1, 2029 1,835,000 July 1, 2023 24,185,000 July 1, 2029 1,090,000 January 1, 2024 20,965,000 January 1, 2030 540,000 July 1, 2024 18,005,000 July 1, 2030 170,000 January 1, 2025 15,290,000 January 1, 2031 -

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No moneys in the 2019 Series A subaccount of the Revenue Fund shall be transferred to a Related or an Unrelated subaccount of the Acquisition Account to be used to make or purchase Mortgage Loans or MBS as described below under “—Cross Calls and Recycling” until there has been deposited into the 2019 Series A subaccount of the Special Redemption Account amounts sufficient to redeem 2019 Series A “PAC” Bonds pursuant to clause FIRST described above.

Mortgage Repayments or Mortgage Prepayments received in respect of the 2019A Mortgage Loans shall not be applied to the redemption of Bonds other than the 2019 Series A Bonds as described below under “—Cross Calls and Recycling” until there has been deposited into the 2019 Series A subaccount of the Special Redemption Account amounts sufficient to redeem 2019 Series A “PAC” Bonds pursuant to clause FIRST described above for the applicable semi-annual period.

Moneys transferred to the 2019 Series A subaccount of the Special Redemption Account pursuant to the Indenture shall not be required to be used on the earliest practicable date to redeem 2019 Series A Bonds as described above, but shall be used to redeem 2019 Series A Bonds only upon Issuer Request.

Cross Calls and Recycling. Upon satisfaction of the conditions set forth in the Indenture, UHC may, by delivery of an Issuer Request to the Trustee, instruct the Trustee to transfer moneys on deposit in any subaccount of the Redemption Fund Related to a Series of Bonds to be applied to the redemption of the Bonds of a different Series. In addition, the Indenture permits UHC, by delivery of an Issuer Request to the Trustee at any time prior to the giving of notice of redemption, to instruct the Trustee to transfer moneys on deposit in any subaccount in the Redemption Fund to a Related or an Unrelated subaccount of the Acquisition Account to be used to make or purchase Mortgage Loans, MBS or DPA as permitted by the Indenture. See “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE—Redemption Fund.” Cross calls of the 2019 Series A Bonds with any Mortgage Repayments or Mortgage Prepayments on Mortgage Loans and MBS securing any Series of Bonds other than the 2019 Series A Bonds are permitted except that no such Mortgage Repayments or Mortgage Prepayments may be applied to the redemption of the 2019 Series A “PAC” Bonds so as to reduce the respective outstanding aggregate principal amounts of the 2019 Series A “PAC” Bonds below the amounts shown in the column entitled Cumulative Applicable Amount for the applicable semiannual period as set forth in the table in “—Prepayments, Excess Revenues, Debt Service Reserve Fund Reductions” above.

Optional Redemption

The 2019 Series A Bonds (other than the 2019 Series A “PAC” Bonds) are subject to redemption at the option of UHC, on or after July 1, 2029, either in whole or in part on any date, at a Redemption Price, without premium, equal to the principal amount thereof plus accrued interest thereon to the date of redemption.

The 2019 Series A “PAC” Bonds are subject to redemption prior to maturity at the option of the UHC, on or after July 1, 2029, either in whole or in part on any date, at the following Redemption Prices plus the accrued interest thereon to the date of redemption, provided that to the extent that 2019 Series A “PAC” Bonds are redeemed on a date other than a date specified below, the Redemption Price shall be the price determined by straight-line interpolation between the Redemption Prices listed immediately preceding and immediately succeeding such redemption date:

Date Redemption Price July 1, 2029 100.722% January 1, 2030 100.577 July 1, 2030 100.440 January 1, 2031 and thereafter 100.000

In the event of a partial redemption, UHC shall direct the tenor, maturity or maturities, and the amounts thereof, so to be redeemed.

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Sinking Fund Redemption

The 2019 Series A Term Bonds maturing on January 1, 2039 are subject to redemption in part, by lot, at the principal amount thereof plus accrued interest thereon to the date of redemption, from mandatory Sinking Fund Installments which are required to be made in amounts sufficient to redeem or pay at maturity the principal amount of such Bonds specified for each of the dates shown herein:

Date Amount Date Amount January 1, 2035 $3,425,000 July 1, 2037 $2,905,000 July 1, 2035 3,295,000 January 1, 2038 2,770,000 January 1, 2036 3,195,000 July 1, 2038 2,610,000 July 1, 2036 3,095,000 January 1, 2039† 2,415,000 January 1, 2037 2,995,000

† Final Maturity

The 2019 Series A “PAC” Bonds maturing on July 1, 2050 are subject to redemption in part, by lot, at the principal amount thereof plus accrued interest thereon to the date of redemption, from mandatory Sinking Fund Installments which are required to be made in amounts sufficient to redeem or pay at maturity the principal amount of such Bonds specified for each of the dates shown herein:

Date Amount Date Amount July 1, 2039 $2,230,000 January 1, 2045 $2,300,000 January 1, 2040 2,220,000 July 1, 2045 2,290,000 July 1, 2040 2,170,000 January 1, 2046 2,280,000 January 1, 2041 2,220,000 July 1, 2046 2,270,000 July 1, 2041 2,255,000 January 1, 2047 2,245,000 January 1, 2042 2,305,000 July 1, 2047 2,230,000 July 1, 2042 2,345,000 January 1, 2048 2,225,000 January 1, 2043 2,390,000 July 1, 2048 2,195,000 July 1, 2043 2,415,000 January 1, 2049 2,120,000 January 1, 2044 2,415,000 July 1, 2049 2,045,000 July 1, 2044 2,380,000 January 1, 2050† 1,910,000

† Final Maturity

The amounts accumulated for each Sinking Fund Installment may be applied by the Trustee or the Paying Agent, at the direction of UHC, prior to the giving of notice of redemption of 2019 Series A Bonds from such Sinking Fund Installment, to the purchase for cancellation of 2019 Series A Bonds for which such Sinking Fund Installment was established at a price (including any brokerage and other charges) not exceeding the principal amount thereof, plus accrued interest to the date of purchase.

Upon any purchase or redemption of 2019 Series A Bonds for which Sinking Fund Installments shall have been established, other than by application of Sinking Fund Installments, an amount equal to the applicable principal amount thereof will be credited toward a part or all of any one or more of such Sinking Fund Installments, as directed by UHC in written instructions, or in the absence of such direction, toward each such Sinking Fund Installment in amounts bearing the same ratio as the total principal amount of such 2019 Series A Bonds so purchased or redeemed bears to the total amount of all such Sinking Fund Installments to be credited.

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Other Provisions Concerning Redemption

Notice of redemption is to be given not less than 20 nor more than 60 days prior to the redemption date by first-class mail or such other method as may be customary for the industry to the registered owner of any 2019 Series A Bonds or portions of 2019 Series A Bonds to be redeemed at such registered owner’s last address appearing on the registration records of the Bond Registrar. Any notice mailed shall be conclusively presumed to have been duly given, whether or not the registered owners of such 2019 Series A Bonds shall have actually received such notice. Receipt of such notice by the registered owner of any 2019 Series A Bond shall not be a condition precedent to the redemption of such Bond. Failure to give notice of redemption to any registered owner or any defect therein shall not affect the validity of redemption proceedings for any 2019 Series A Bond with respect to which no such failure or defect has occurred.

If DTC or its nominee is the registered owner of any 2019 Series A Bonds to be redeemed, notice of redemption will be given to DTC or its nominee as the registered owner of such 2019 Series A Bond. Any failure on the part of DTC or failure on the part of a nominee of a Beneficial Owner (having received notice from a DTC Participant or otherwise) to notify the Beneficial Owner of any 2019 Series A Bond to be redeemed shall not affect the validity of the redemption of such Bond. See “BOOK—ENTRY PROVISIONS.”

If less than all the 2019 Series A Bonds of like tenor and maturity are to be redeemed, the particular 2019 Series A Bonds or the respective portions thereof to be redeemed will be selected by lot by the Bond Registrar in such manner as the Bond Registrar in its discretion deems fair and appropriate.

The portion of any 2019 Series A Bond of a denomination larger than the minimum denomination may be redeemed in the principal amount of such minimum denomination or in an integral multiple of $5,000 in excess thereof, and for purposes of selection and redemption, any such 2019 Series A Bond of a denomination larger than the minimum denomination shall be considered to be that number of separate 2019 Series A Bonds of such minimum denomination which is obtained by dividing the principal amount of such 2019 Series A Bond by such minimum denomination (provided that one of such Bonds may be in a denomination in excess of such minimum denomination). If there shall be selected for redemption less than all of a 2019 Series A Bond, UHC shall execute and the Bond Registrar shall authenticate and deliver, upon the surrender of such 2019 Series A Bond, without charge to the owner thereof, for the unredeemed balance of the principal amount of the 2019 Series A Bond so surrendered, 2019 Series A Bonds of like interest rate, tenor and maturity in any of the authorized denominations.

UHC may, at its option, prior to the date fixed for redemption in any notice of redemption rescind and cancel such redemption by Issuer Request to the Trustee and the Trustee shall mail notice of such cancellation to the recipients of the redemption being cancelled.

If, on the redemption date, moneys for the redemption of 2019 Series A Bonds or portions thereof, together with interest to the redemption date, shall be held by the Trustee or the Paying Agent so as to be available therefor on said date and if notice of redemption shall have been given as aforesaid, then, from and after the redemption date interest on the 2019 Series A Bonds or portions thereof so called for redemption shall cease to accrue and become payable.

Subject to the terms and conditions set forth in the Indenture and prior to the mailing by the Bond Registrar of a notice of redemption with respect to 2019 Series A Bonds of any particular tenor and maturity, UHC may direct the Trustee or the Paying Agent to purchase such 2019 Series A Bonds with available moneys under the Indenture for cancellation in lieu of redemption. The Trustee and the Paying Agent shall apply available moneys in accordance with the Indenture from the Funds and Accounts specified in the Indenture to purchase such 2019 Series A Bonds.

Estimated Weighted Average Lives of the 2019 Series A “PAC” Bonds

The weighted average life of a security refers to the average of the length of time that will elapse from the date of issuance of such security to the date each installment of principal is paid to the investor weighted by the amount of such installment. The weighted average lives of the 2019 Series A Term Bonds will be influenced by, among other

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factors, the rate at which principal payments (including scheduled payments and principal prepayments) are made on the 2019 Series A Mortgage Loans.

Payments of mortgage loans are commonly projected in accordance with a prepayment standard or model. The results of the model used in this Official Statement have been calculated using the Securities Industry and Financial Markets Association (formerly known as the Public Securities Association (“PSA”)) prepayment standard or model (the “PSA Prepayment Benchmark”) which is based on an assumed rate of prepayment each month of the then unpaid principal balance of the mortgage loans. The PSA Prepayment Benchmark assumes an increasingly larger percentage of the mortgage loans prepaying each month for the first 30 months of the mortgages’ life and then assumes a constant prepayment rate of 6% per annum of the unpaid principal balance for the remaining life of the mortgage loans.

The following table assumes, among other assumptions, that (i) all of the 2019 Series A Mortgage Loans are prepaid at the indicated percentage of PSA Prepayment Benchmark, (ii) all Mortgage Prepayments of 2019 Series A Mortgage Loans are timely received and UHC experiences no foreclosure losses on such 2019 Series A Mortgage Loans, (iii) 2019 Series A Additional Mortgage Loans will be purchased and 2019 Series A Additional MBS will be acquired during the period beginning on October 2, 2019 and ending on December 31, 2019; (iv) all of the 2019 Series A Mortgage Loans are 30-year mortgage loans (although the remaining terms of such 2019 Series A Mortgage Loans may be less than 30 years because principal payments may be made before such 2019 Series A Mortgage Loans are transferred to or deposited in accounts relating to the 2019 Series A Bonds), (v) no moneys are withdrawn from the trust estate by UHC after satisfaction of the Asset Requirement, (vi) amounts in the 2019 Series A subaccounts of the 2019 Series A Special Redemption Account are used to redeem 2019 Series A Bonds, and (vii) no 2019 Series A are redeemed pursuant to the optional redemption provisions of the Indenture. THE FOLLOWING TABLE ALSO ASSUMES THAT MONEYS ON DEPOSIT IN SUBACCOUNTS OF THE REDEMPTION FUND RELATED TO OTHER SERIES WILL NOT BE APPLIED TO REDEEM 2019 SERIES A BONDS OR PURCHASE 2019 SERIES A MORTGAGE LOANS AND THAT MONEYS TO BE USED TO REDEEM 2019 SERIES A BONDS WILL NOT BE APPLIED TO REDEEM BONDS OF ANOTHER SERIES OR MAKE OR PURCHASE MORTGAGE LOANS OR MBS RELATED TO ANOTHER SERIES. See “DESCRIPTION OF THE 2019 SERIES A BONDS —Special Redemption—Cross Calls and Recycling.” Based on such assumptions, some or all of which are unlikely to reflect actual experience, the following table indicates the projected weighted average lives of the 2019 Series A “PAC” Term Bonds.

The PSA Prepayment Benchmark does not purport to be a prediction of the anticipated rate of prepayments of the 2019 Series A Mortgage Loans, and there is no assurance that the Mortgage Prepayments of such 2019 Series A Mortgage Loans will conform to any of the assumed prepayment rates. See “ASSUMPTIONS REGARDING REVENUES, DEBT SERVICE REQUIREMENTS, OPERATING EXPENSES AND CERTAIN OTHER MATTERS” for a discussion of certain factors that may affect the rate of prepayment of the 2019 Series A Mortgage Loans. UHC makes no representation as to the percentage of the principal balance of the 2019 Series A Mortgage Loans that will be paid as of any date or as to the overall rate of prepayment.

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ESTIMATED PROJECTED WEIGHTED AVERAGE LIFE (IN YEARS)† OF “PAC” TERM BONDS

2019 Series A 2019 Series A Payment Speed “PAC” Bonds Payment Speed “PAC” Bonds 0% PSA 24.4 200% PSA 4.3 25% PSA 17.9 300% PSA 4.3 50% PSA 12.3 400% PSA 4.3 75% PSA 7.8 500% PSA 4.3 100% PSA 4.3

† The weighted average life of a bond is determined by: (i) multiplying the amount of each principal payment by the number of years from the date of the issuance of the bond to the related principal payment date, (ii) adding the results, and (iii) dividing the sum of the total principal paid on the bond.

BOOK-ENTRY PROVISIONS

The 2019 Series A Bonds initially will be issued solely in book-entry form to be held in the book-entry-only system maintained by The Depository Trust Company (“DTC”), New York, New York. So long as such book-entry system is used, only DTC will receive or have the right to receive physical delivery of 2019 Series A Bonds and Beneficial Owners will not be or be considered to be, and will not have any rights as, owners or holders of the 2019 Series A Bonds under the Indenture.

The following information about the book-entry-only system applicable to the 2019 Series A Bonds has been supplied by DTC. Neither UHC nor the Trustee makes any representations, warranties or guarantees with respect to its accuracy or completeness.

DTC will act as securities depository for the 2019 Series A Bonds. The 2019 Series A Bonds will be issued as fully registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully registered certificate will be issued for each of the 2019 Series A Bonds, as set forth on the inside cover page hereof, each in the aggregate principal amount of each maturity of the 2019 Series A Bonds and deposited with DTC.

DTC, the world’s largest depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments from over 100 countries that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company of DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a Standard & Poor’s rating of AA+. The rules applicable to DTC and its Participants are on file with the Securities and Exchange Commission.

Purchases of the 2019 Series A Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the 2019 Series A Bonds on DTC’s records. The ownership interest of each actual purchaser of each 2019 Series A Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect 11

Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the 2019 Series A Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the 2019 Series A Bonds, except in the event that use of the book-entry system for the 2019 Series A Bonds is discontinued.

To facilitate subsequent transfers, all 2019 Series A Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of 2019 Series A Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of 2019 Series A Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such 2019 Series A Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of the 2019 Series A Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the 2019 Series A Bonds, such as redemptions, tenders, defaults, and proposed amendments to the 2019 Series A Bond documents. For example, Beneficial Owners of the 2019 Series A Bonds may wish to ascertain that the nominee holding the 2019 Series A Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.

Redemption notices shall be sent to DTC. If less than all of the 2019 Series A Bonds within an issue are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to 2019 Series A Bonds unless authorized by a Direct Participant in accordance with DTC’s Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to UHC as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts the 2019 Series A Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Redemption proceeds and distributions on the 2019 Series A Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from UHC or Paying Agent, on the payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners are governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, Paying Agent, or Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds and distributions to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of UHC or the Paying Agent, and disbursement of such payments to Direct Participants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the 2019 Series A Bonds at any time by giving reasonable notice to UHC or the Paying Agent. Under such circumstances, in the event that a successor depository is not obtained, 2019 Series A Bond certificates are required to be printed and delivered.

UHC may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, 2019 Series A Bond certificates will be printed and delivered to DTC.

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NEITHER THE ISSUER NOR THE TRUSTEE WILL HAVE ANY RESPONSIBILITY OR OBLIGATION TO ANY DIRECT PARTICIPANT, INDIRECT PARTICIPANT OR ANY BENEFICIAL OWNER OR ANY OTHER PERSON NOT SHOWN ON THE REGISTRATION BOOKS OF THE TRUSTEE AS BEING A HOLDER WITH RESPECT TO: (1) THE 2019 SERIES A BONDS; (2) THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT; (3) THE PAYMENT BY DTC OR ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT OF ANY AMOUNT DUE TO ANY BENEFICIAL OWNER IN RESPECT OF THE PRINCIPAL OR REDEMPTION PRICE OF OR INTEREST ON THE 2019 SERIES A BONDS; (4) THE DELIVERY BY ANY DIRECT PARTICIPANT OR INDIRECT PARTICIPANT OF ANY NOTICE TO ANY BENEFICIAL OWNER WHICH IS REQUIRED OR PERMITTED UNDER THE TERMS OF THE INDENTURE TO BE GIVEN TO HOLDERS; (5) THE SELECTION OF THE BENEFICIAL OWNERS TO RECEIVE PAYMENT IN THE EVENT OF ANY PARTIAL REDEMPTION OF THE 2019 SERIES A BONDS; OR (6) ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS HOLDER.

Each Beneficial Owner for whom a Direct Participant or Indirect Participant acquires an interest in the 2019 Series A Bonds, as nominee, may desire to make arrangements with such Direct Participant or Indirect Participant to receive a credit balance in the records of such Direct Participant or Indirect Participant, to have all notices of redemption or other communications to or by DTC, which may affect such Beneficial Owner forwarded in writing by such Direct Participant or Indirect Participant, and to have notification made of all debt service payments.

Beneficial Owners may be charged a sum sufficient to cover any tax, fee, or other governmental charge that may be imposed in relation to any transfer or exchange of their interests in the 2019 Series A Bonds.

UHC cannot and does not give any assurances that DTC, Direct Participants, Indirect Participants or others will distribute payments of debt service on the 2019 Series A Bonds made to DTC or its nominee as the registered owner, or any redemption or other notices, to the Beneficial Owners, or that they will do so on a timely basis, or that DTC, Direct Participants or Indirect Participants will serve and act in the manner described in this Official Statement.

The preceding information concerning DTC and DTC’s book-entry system has been obtained from sources that UHC believes to be reliable, but UHC takes no responsibility for the accuracy thereof.

SOURCES AND USES OF FUNDS

The sources and uses of funds with respect to the 2019 Series A Bonds are set forth herein:

Sources

2019 Series A Bonds Par ...... $162,505,000.00 2019 Series A Bonds Original Issue Premium ...... 1,742,794.20 Transferred Cash and Transferred Investments ...... 9,470,912.53

Total ...... $173,718,706.73

Uses

Current refunding of Prior Bonds ...... $162,665,000.00 Deposit to 2019 Series A subaccount of the Acquisition Account ...... 4,554,260.40 Deposit to Debt Service Reserve Fund ...... 4,928,559.53 Underwriters’ Discount ...... 1,267,886.80 For Costs of Issuance ...... 303,000.00

Total ...... $173,718,706.73

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SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS

Pledge

The Bonds and Auxiliary Obligations are to be secured under the Indenture by a pledge of and lien on the proceeds of the Bonds, the Revenues, all moneys and securities in the Funds and Accounts (other than moneys and securities in the Rebate Account, any Issuer Payment Account, any Bond Purchase Fund and the Short Term Bond Account, and the Rebate Requirement required to be deposited in the Rebate Account) created by or pursuant to the Indenture, including the Investments thereof (if any), the rights and interest of UHC in and to the Mortgage Loans and MBS, and any and all other property of any kind from time to time hereafter pledged as additional security under the Indenture by a Series or Supplemental Indenture, by delivery or by writing of any kind by UHC or by any person on its behalf.

The Transferred Mortgage Loans are secured by Mortgages constituting first liens on single family, owner- occupied housing and are insured by the Federal Housing Administration (“FHA”) or guaranteed by the Department of Veterans Affairs (“VA”) or the Rural Housing and Community Development Service of the Department of Agriculture (formerly Farmers Home Administration) (“Rural Housing”). Any 2019 Series A Additional Mortgage Loans and mortgage loans underlying the 2019 Series A Additional MBS will be secured by Mortgages constituting first liens on single family, owner-occupied housing or multifamily rental developments and must be insured by FHA or guaranteed by VA or Rural Housing. See “MORTGAGE LOANS.” Also, see “SINGLE FAMILY MORTGAGE PROGRAM” and “APPENDIX A—INSURANCE, GUARANTEES, GINNIE MAE AND FORECLOSURE” for a summary of UHC’s single family mortgage program.

The Indenture does not require Mortgage Loans purchased with amounts made available by the proceeds of Additional Bonds (“Additional Mortgage Loans”) to be insured or guaranteed as set forth herein or be placed in pools backed by mortgage-backed certificates. Proceeds of additional bonds may be used to acquire Mortgage Loans insured by FHA or by a private mortgage guaranty insurance policy issued by a private mortgage guaranty insurance provider, Mortgage Loans guaranteed by VA or Rural Housing, uninsured Mortgage Loans, MBS issued by Ginnie Mae, MBS issued by Fannie Mae, MBS issued by the Federal Home Loan Mortgage Corporation or Rental Development Mortgage Loans.

For purposes of the pledge and lien of the Indenture, the term “Mortgage Loan” and “MBS” includes only Mortgage Loans and MBS acquired by the Trustee from monies in the Acquisition Account, as well as the Transferred Mortgage Loans.

The term “Revenues” means (i) all Mortgage Repayments, Mortgage Prepayments and, except insofar as such payments may constitute Servicing Fees, any penalty payments on account of overdue Mortgage Repayments, (ii) Investment Revenues, (iii) Interest Rate Contract Revenues, (iv) all other payments and receipts received by UHC with respect to MBS, Mortgage Loans and DPA and (v) Rental Development Mortgage Repayments, Rental Development Prepayments and Rental Development Recovery Payments, but shall not include (i) Escrow Payments or Rental Development Escrow Payments, (ii) Servicing Fees, unless such fees are specifically pledged to the Trustee, (iii) any commitment, reservation, extension, or application fees charged by UHC in connection with a Mortgage Loan or Mortgage Purchase Agreement, or Rental Development Mortgage Loan, (iv) any commitment, reservation, extension or application fees charged by a Mortgage Lender in connection with a Mortgage Loan or (v) accrued interest received in connection with the purchase of any Investment Obligations.

The pledge is subject in all cases to the provisions of the Indenture permitting the application of such moneys and assets for or to the purposes and on the terms and conditions set forth therein. Such applications include refunding certain outstanding bonds of UHC, purchasing Mortgage Loans, Rental Development Mortgage Loans and MBS with Bond proceeds and paying principal of and interest on the Bonds and certain payments with respect to Auxiliary Obligations with Revenues. Moneys and investments held in subaccounts of any Issuer Payment Account of the Debt Service Fund are pledged solely for the payment of Principal Installments, Redemption Price of, interest on and other amounts payable with respect to General Obligations of the Related Series with respect to which such subaccount was created and are not pledged to pay principal, Redemption Price of, interest on and other amounts payable with respect to any other Bonds or Auxiliary Obligations; and provided further that proceeds derived from the sale of a Series of Short Term Bonds may be pledged solely for the Principal Installments and Redemption Price, if any, and interest on 14

such Series of Short Term Bonds. The 2019 Series A Bonds are not secured by amounts on deposit in UHC Payment Account.

All Bonds are equally and ratably secured as provided in the Indenture.

Debt Service Reserve Fund

The Indenture establishes a Debt Service Reserve Fund and a Debt Service Reserve Fund Requirement for the Bonds. “Debt Service Reserve Fund Requirement” means 5% of the outstanding aggregate principal amount of the Mortgage Loans not securitized by an MBS. See “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE—Debt Service Reserve Fund”.

Additional Bonds; Refunding Bonds; Auxiliary Obligations

UHC may issue Additional Bonds and/or Refunding Bonds secured by the pledge and lien of the General Indenture upon satisfaction of the terms and conditions of the General Indenture, including the condition that, so long as there are Outstanding Bonds rated by a Rating Agency, UHC will obtain a confirmation from each such Rating Agency then providing a rating on any Outstanding Bonds that the issuance of such Bonds will not result in the lowering or withdrawal of its then current rating on each Series of Outstanding Bonds. Additional Bonds, which may bear interest at variable interest rates or at interest rates fixed to maturity, may be issued to finance either the purchase of mortgage loans and/or MBS backed by mortgage loans made to finance the acquisition of single family housing or the making of mortgage loans for acquisition and rehabilitation or construction of multifamily rental housing. UHC has reserved the right to issue other obligations not secured by the pledge and lien of the General Indenture, including bonds secured by its general revenues.

UHC is also permitted under the Indenture to incur Auxiliary Obligations, such as obligations under Interest Rate Contracts and Liquidity Facilities in connection with Variable Rate Bonds. UHC is required to file a Cash Flow Statement with the Trustee prior to incurring an Auxiliary Obligation. UHC’s obligation to pay any amount to an Auxiliary Obligation Provider or under an Auxiliary Agreement may be secured by a pledge and lien of the General Indenture on a parity with the lien securing the Bonds.

The General Indenture permits UHC to give an Auxiliary Obligation Provider the right to approve, consent or take action in lieu of or in addition to the Holders of the related Series of Bonds.

ASSUMPTIONS REGARDING REVENUES, DEBT SERVICE REQUIREMENTS, OPERATING EXPENSES AND CERTAIN OTHER MATTERS

UHC expects payments of principal and interest on Mortgage Loans, Rental Development Mortgage Loans and MBS, together with Mortgage Prepayments and Rental Development Prepayments to be received by UHC with respect to Mortgage Loans, Rental Development Mortgage Loans, MBS, Interest Rate Contract Revenues and income expected to be derived from the investment of moneys in funds and accounts established pursuant to the Indenture to be sufficient to pay the interest on, principal of and Sinking Fund Installments for the Bonds, amounts due under Related Auxiliary Obligations and the costs of operating the Program. Certain assumptions have been made as to the range of variation in the generation of Revenues from such sources in order to determine the effect of such variation on the sufficiency of Revenues to pay debt service on the Bonds. UHC has reviewed these assumptions and concluded that they are reasonable, but cannot guarantee that actual results will not vary materially from those projected. To the extent that (i) Mortgage Loans, Rental Development Mortgage Loans or MBS are not made or purchased at the times anticipated by UHC, or are not made or purchased at all, (ii) Mortgage Loans, Rental Development Mortgage Loans and MBS made or purchased by UHC are not paid on a timely basis in accordance with their terms, (iii) the rate of receipt of Mortgage Prepayments and Rental Development Prepayments is either more rapid or less rapid than that projected, (iv) interest payable on Variable Rate Bonds and amounts due under Related Auxiliary Obligations differs from Related Interest Rate Contract Revenues, or (v) actual investment income differs from that estimated by UHC, the moneys available may be insufficient for the payment of debt service on the Bonds and amounts due under Related Auxiliary Obligations and operating expenses of the Program.

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Payments on Mortgage Loans, Rental Development Mortgage Loans and MBS, whether from scheduled monthly installments or from Mortgage Prepayments and Rental Development Prepayments, together with Revenues generated as investment income on the funds held under the Indenture and invested in Investment Obligations or under Investment Agreements, are assumed to be the primary source of revenue. Mortgage Loans and Rental Development Mortgage Loans are assumed to amortize based on their existing amortization schedules and to bear interest at fixed interest rates. Mortgage loans Relating to MBS will amortize based on a thirty-year schedule and will bear interest at fixed interest rates.

UHC anticipates that there will be some delinquent and defaulted Mortgage Loan and Rental Development Mortgage Loans payments. In addition, physical damage to the residences securing the Mortgage Loans and Rental Development Mortgage Loans may exceed the limits of, or be caused by a peril not insured under, the standard hazard insurance policies insuring such residences. UHC believes that it is reasonable to assume that the amount of delinquent and defaulted Mortgage Loan and Rental Development Mortgage Loans payments for which mortgage insurance proceeds will not have been received will not exceed the aggregate balance in the Debt Service Reserve Fund.

If Mortgage Prepayments of the 2019 Series A Mortgage Loans occur, a portion of the 2019 Series A Bonds may be redeemed pursuant to the special redemption provisions of the Indenture. See “DESCRIPTION OF THE 2019 SERIES A BONDS—Special Redemption” and “—Estimated Weighted Average Lives of the 2019 Series A “PAC” Bonds.” UHC anticipates that a portion of such 2019 Series A Mortgage Loans will be partially or completely prepaid or terminated prior to their respective final maturity and the 2019 Series A Bonds may have a substantially shorter life than the stated maturity of the 2019 Series A Bonds. The actual rate of principal payments on pools of mortgage loans may be influenced by a variety of economic, geographic, social and other factors and there is no reliable basis for predicting the actual average life of the 2019 Series A Mortgage Loans. Factors affecting prepayment of 2019 Series A Mortgage Loans may include changes in prevailing interest rates, changes in mortgagors’ housing needs, job transfers, unemployment, mortgagors’ net equity in the mortgaged properties, servicing decisions, the age and payment terms of the mortgages, the extent to which the mortgages are assumed or refinanced, the use of second-lien or other individualized financing arrangements and the requirements of the Program, including the requirements of the Code with respect to the assumption of mortgages funded with the proceeds of qualified mortgage bonds. UHC makes no representation as to the factors that will affect the prepayment of the 2019 Series A Mortgage Loans or the relative importance of such factors. Factors not identified by UHC or discussed herein may significantly affect the prepayment of 2019 Series A Mortgage Loans.

In instances in which a Residential Development Mortgage Loan is supported by supplemental security, such as mortgage insurance or credit enhancement, timely receipt of the proceeds of the supplemental security may be material to UHC’s ability to pay debt service on the Bonds. In the case of Residential Development Mortgage Loans which are not secured by supplemental security, the Revenues derived from such Residential Development Mortgage Loans are entirely dependent on each Mortgagor’s ability to make payments under its Residential Development Mortgage Loan. Each Mortgagor’s ability to make payments required under its Residential Development Mortgage Loan is and will be affected by a variety of factors including the maintenance of a sufficient level of occupancy, the level of operating expenses, sound management of the Residential Development, the ability to achieve and maintain rents or collect maintenance to cover payments under the Residential Development Mortgage Loan, operating expenses, taxes, utility rates and maintenance costs, and changes in applicable laws and governmental regulations. In addition, the continued feasibility of a Residential Development may depend in part upon general economic conditions and other factors in the surrounding area of a Residential Development.

Upon satisfaction of the conditions set forth in the Indenture, UHC may instruct the Trustee to apply moneys on deposit in subaccounts of the Redemption Fund related to other Series to redeem 2019 Series A Bonds and may instruct the Trustee to apply moneys on deposit in the Related subaccounts of the Redemption Fund to redeem Bonds of another Series under certain circumstances. Upon satisfaction of the conditions set forth in the Indenture, UHC may also instruct the Trustee to apply moneys on deposit in subaccounts of the Redemption Fund related to other Series to purchase Mortgage Loans and MBS related to the 2019 Series A Bonds or another Series and may instruct the Trustee to apply money on deposit in Related subaccounts of the Redemption Fund to make or purchase Mortgage Loans and MBS related to the 2019 Series A Bonds or another Series. See “DESCRIPTION OF THE 2019 SERIES A BONDS—Special Redemption—Cross Calls and Recycling.” Such instruction may result in the 2019 Series A Bonds having a shorter or longer life.

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UHC believes the assumptions described herein are reasonable, but cannot guarantee that actual results will not vary materially from such assumptions. If subsequent events do not correspond to such assumptions, the amount of revenues from Mortgage Loans, Rental Development Mortgage Loans and MBS, investment earnings and insurance proceeds available for the payment of principal of, Sinking Fund Installments for and interest on the Bonds and costs of operating of the Program may be adversely affected.

Delays after Defaults on Mortgage Loans and Residential Development Mortgage Loans

In the event that a mortgagor defaults in the payment of a Mortgage Loan or a Residential Development Mortgage Loan and UHC institutes foreclosure proceedings, there will be certain required time delays which, should they occur with respect to a sufficient number of Mortgage Loans and/or Residential Development Mortgage Loans, could disrupt the flow of revenues available for the payment of principal of, Sinking Fund Installments for and interest on the Bonds. These time delays derive from the procedures applicable to the collection of mortgage insurance or guarantees as well as those required under State law for the enforcement of rights of mortgagees. Those procedures are described in “APPENDIX A—INSURANCE, GUARANTEES, GINNIE MAE AND FORECLOSURE.”

Certain mortgagors may be entitled to benefits under the Soldiers and Sailors Civil Relief Act, as amended (the “Relief Act”). Under the Relief Act, a mortgagor may be granted certain forms of relief from his or her obligations under a mortgage loan during any period of active military service. Such relief may reduce Revenues during such period.

Interest Rate Contracts and Variable Rate Bonds

Amounts to be paid to UHC by the Related Interest Rate Contract Providers from time to time pursuant to the Related Interest Rate Contracts will be calculated based on notional amounts expected to correspond with the interest rates borne by the Related Variable Rate Bonds. Such notional amounts are structured to decline on a pro rata basis based on the projected decline of the outstanding amount for the Related Variable Rate Bonds. Under certain circumstances, the notional amount used to calculate the amounts to be paid to UHC by the Related Interest Rate Contract Provider pursuant to the Related Interest Rate Contract and the hedged portion of the outstanding principal amount of the Related Variable Rate Bonds may differ. Additionally, the Interest Rate Contract Rates may differ from the actual interest rates borne by the Related Variable Rate Bonds. Any differences from time to time between such notional amounts and the hedged portions of the outstanding principal amount of the Related Variable Rate Bonds and the respective Interest Rate Contract Rates and the interest rates borne by the Related Variable Rate Bonds will expose UHC to additional variable interest rate risk and will result in UHC’s interest obligation with respect to the hedged portion of the Related Variable Rate Bonds not being on an approximately fixed rate basis.

TRANSFERRED MORTGAGE LOANS

The proceeds of the 2019 Series A Bonds shall be used to provide a portion of the funds necessary to refund the Prior Bonds. See “FINANCING PLAN.” In connection with such refunding, the Transferred Mortgage Loans shall be allocated to or deposited in accounts relating to the 2019 Series A Bonds as set forth in herein. The following table sets forth information with respect to such Transferred Mortgage Loans as of June 30, 2019:

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Weighted Average Principal Balance of Principal Balance of Mortgage Mortgage Loans Mortgage Loans Mortgage Loans Original Series Rate Purchased Outstanding Outstanding 2000 Series C 5.65% $ 783,129.00 7 $ 550,012.93 2000 Series D 4.61 824,740.00 6 593,694.35 2000 Series E 5.43 1,443,195.00 12 926,303.64 2000 Series F 6.74 599,890.00 6 369,199.45 2001 Series A 6.25 1,132,877.00 11 834,672.92 2001 Series B 5.78 1,226,766.00 10 865,508.05 2001 Series C 6.21 787,749.00 8 544,572.10 2001 Series D 6.05 1,303,322.00 11 910,387.48 2001 Series E 5.39 951,479.00 9 640,141.73 2001 Series F 5.53 2,023,565.00 16 1,416,243.50 2002 Series A 6.28 2,148,529.00 21 1,305,906.85 2002 Series B 6.06 1,039,227.00 9 705,915.17 2002 Series C 5.92 2,001,794.00 19 1,241,990.09 2002 Series D 5.47 1,996,235.00 17 1,306,115.82 2002 Series E 6.04 417,668.00 3 326,123.67 2002 Series F 5.24 1,516,777.00 13 1,034,748.19 2003 Series A 5.36 2,650,699.00 25 1,797,914.27 2012 Series A 5.33 25,640,923.00 206 18,603,605.21 2013 Series A 5.53 35,763,334.00 325 23,755,503.93 2000 Indenture Equity Contribution 3.71 6,124,060.00 39 4,803,592.50 2000 Indenture Pledged Equity 5.59 34,185,566.00 269 24,892,180.84 Contribution 2001 Indenture Equity Contribution 4.34 15,748,834.00 82 13,624,355.29 Total 5.40% $140,310,358.00 1,124 $101,048,687.98

TRANSFERRED MORTGAGE LOAN INSURANCE

The following table sets forth information as of June 30, 2019 with respect to the Transferred Mortgage Loans:

Insurance/Guaranty Number of Outstanding Percentage of Total Percentage of Total Provider Mortgage Loans Principal Balance (Number of Loans) (Amount) FHA 1,110 $ 99,944,909.99 98.75% 98.91% VA 13 1,087,347.09 1.16% 1.08% Rural Housing 1 16,430.90 0.09% 0.02% Total 1,124 $101,048,687.98 100.00% 100.00%

See “APPENDIX A—INSURANCE, GUARANTEES, GINNIE MAE AND FORECLOSURE” for a description of the mortgage insurance or guaranty maintained with respect to the Transferred Mortgage Loans.

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The following table sets forth the delinquencies experienced with respect to the Prior Indentures at the end of each quarter, beginning in 2016. Such data includes mortgage loans that are not Transferred Mortgage Loans.

Utah Housing Corporation 2000 Indenture and 2001 Indenture Delinquency Statistics

% of Loans Delinquent Average Payments Number Delinquency 1 2 3 Quarter of Loans Rate or more I-2016 2619 12.18% 5.19% 1.07% 5.92% II-2016 2506 12.81% 6.23% 1.16% 5.43% III-2016 2382 13.69% 6.97% 1.17% 5.54% IV-2016 2274 13.98% 8.05% 1.59% 4.34%

I-2017 2190 11.23% 4.70% 1.01% 5.53% II-2017 2076 13.06% 7.08% 1.11% 4.87% III-2017 1954 12.89% 6.76% 1.54% 4.60% IV-2017 1868 14.83% 8.30% 1.39% 5.14%

I-2018 1791 9.94% 4.80% 0.94% 4.19% II-2018 1727 10.88% 6.14% 1.10% 3.65% III-2018 1654 12.87% 7.74% 1.51% 3.63% IV-2018 1597 12.58% 7.58% 1.81% 3.19%

I-2019 1557 10.53% 6.42% 2.12% 1.99% II-2019 1569 13.51% 7.39% 2.16% 3.95%

The relatively high average delinquency rates for mortgage loans held under the 2000 General Indenture and the 2001 General Indenture are primarily the result of UHC’s allocation to the 2000 General Indenture and the 2001 General Indenture, to provide additional security for the bonds issued thereunder, a number of loans that had, collectively, higher than normal delinquency experience. Over 98% of such loans are insured by FHA.

SINGLE FAMILY MORTGAGE PROGRAM

UHC’s Single Family programs presently include FirstHome, HomeAgain, Score, and NOMI. Additional Mortgage Loans may be financed upon such terms and conditions as UHC may establish. The Transferred Mortgage Loans consist of mortgage loans made under UHC programs in operation at the time of origination of such mortgage loans. The 2019 Series A Mortgage Loans are expected to consist of mortgage loans made under a variety of UHC Single Family programs (i.e., mortgage loans satisfying the requirements of the Act but not necessarily satisfying the requirements for mortgage loans financed through the issuance of federally tax-exempt bonds). Additional Mortgage Loans and mortgage loans underlying mortgage-backed securities will be required to satisfy UHC’s Single Family program requirements applicable at the time of origination of such mortgage loans.

Introduction

Although individual policies, procedures and requirements discussed in the following sections may be modified from time to time as experience or changed conditions necessitate, the following summary outlines the

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current procedures, documentation and requirements generally observed by UHC in processing Mortgage Loan acquisitions.

Requirements for Mortgage Loans

Mortgage loans (for the purposes of this section “SINGLE FAMILY MORTGAGE PROGRAM”, the “Mortgage Loans”) consist of thirty-year, fixed-rate mortgage loans secured by Deeds of Trust constituting first liens on single-family, owner-occupied housing. Each Mortgage Loan will be secured by a Deed of Trust, subject only to certain permitted encumbrances. See “Participation Documents–Mortgage Purchase Agreements” below. UHC may purchase Mortgage Loans that have related security instruments recorded in the name of Mortgage Electronic Registration Systems, Inc. (“MERS”) in connection with the registration of such Mortgage Loans on the MERS system. Such Mortgage Loans will reflect UHC as the Holder and Servicer in the MERS system, and UHC will be the beneficiary of such security instruments.

Income Limits. Under the Single Family Program UHC purchases Mortgage Loans from Lenders to finance the acquisition of Residential Housing by Low and Moderate Income Persons. The income limits of Low and Moderate Income Persons are periodically reviewed by UHC and may be increased or decreased. The income limits of Low and Moderate Income Persons most recently established by UHC are as follows:

Loan Family Size 1-2 Family Size 3+ Counties Purchase Price Limits Program Income Limits Income Limits Household Income Beaver, Cache, Carbon, Daggett, Emery, Grand, $78,800 $90,600 $283,300 Millard, Rich, Sevier, Uintah Washington $78,800 $90,600 $314,600 Box Elder, Salt Lake, Tooele $82,500 $96,300 $349,800 FirstHome Davis, Morgan, Weber $85,000 $97,700 $361,200 Duchesne, Garfield, Iron, Kane, Piute, San Juan, Sanpete, $94,500 $110,300 $346,300 Wayne Juab, Summit, Utah, Wasatch $95,500 $111,400 $414,900 Qualifying Income Davis, Morgan, Weber $110,500 Salt Lake, Utah $107,200 Follow FHA and HomeAgain Conventional Loan Summit $144,700 Limit Requirements All Other Counties $102,400 Qualifying Income Score All Counties $82,500 $310,000

Principal Documents

Each Mortgage Loan purchase transaction between the Lender and UHC is on a contractual basis and the terms of each such transaction will be as set forth in the following documents (the “Participation Documents”) as they may be amended from time to time:

• Participation Agreement; • Mortgage Purchase Agreement; 20

• Selling Supplement; and • Any other documents incorporated by reference into the Participation Agreement.

Brief descriptions of the Participation Documents are set forth below. Reference is made to the Participation Documents for full details of the terms thereof.

Participation Agreement. The Participation Agreement is the primary agreement controlling the contractual relationship between UHC and each Lender. The Participation Agreement (i) describes the qualifications of an Eligible Lender; (ii) establishes that the Lender will sell Mortgage Loans to UHC and sell the servicing to UHC; (iii) sets forth the warranties of the Lender regarding compliance with UHC’s requirements for Mortgage Loans; and (iv) sets forth the remedies available upon the occurrence of various defaults of Lenders. The Participation Agreement also contains definitions of terms and phrases used in other Participation Documents. Each Lender listed in Appendix D has been determined by UHC to be eligible to participate in the Single Family Mortgage Program, as of the date hereof. Additional Lenders may be qualified by UHC and eligible to participate.

Mortgage Purchase Agreement. Purchases of Mortgage Loans are made pursuant to Mortgage Purchase Agreements, each of which is incorporated by reference into the Participation Documents. Each Mortgage Purchase Agreement provides for the sale of a specified Mortgage Loan to be closed and delivered to UHC. Each Mortgage Purchase Agreement relates to a specific mortgagor, residence and mortgage loan amount for which UHC commits funds pursuant to the commitment procedures described above.

The Mortgage Purchase Agreement requires that the Mortgage Loan must be delivered to UHC by a final delivery date. UHC requires the Lender to deliver a written cancellation of its commitment to deliver a Mortgage Loan before the final mortgage delivery date if the Mortgage Loan will not be closed and delivered to UHC. The Lender may, however, obtain one extension with prior UHC approval. For such extension to the final delivery date, the Lender will be charged an extension fee. Late delivery fees will be charged for Mortgage Loans delivered late if the Lender fails to obtain prior written approval of any final delivery date extension. Extension fees and late fees will be withheld from the amount UHC pays to the Lender for the Mortgage Loan. Should a Lender fail to cancel its commitment to deliver a Mortgage Loan and fail to deliver the Mortgage Loan, UHC may assess a non-delivery fee to the Lender.

Prior to each purchase by UHC of a Mortgage Loan with respect to a residence (including as part of such residence all land and improvements financed by the Mortgage Loan), UHC shall obtain affidavits executed by each mortgagor and each seller, as applicable, with respect to such residence designed to ensure compliance with program guidelines.

Selling Supplement to Participation Agreement. The Selling Supplement to Participation Agreement describes the Eligible Mortgage Loan Requirements under the Single Family Program. UHC has the right to decline to purchase any Mortgage Loan offered to it if, in the reasonable opinion of UHC, the Mortgage Loan does not conform to the requirements of the Participation Documents.

The Selling Supplement also describes the FirstHome, HomeAgain, Score and NOMI Program parameters, including the mortgage purchase price or prices, interest rates, discount points, acquisition cost limits, income limits and other parameters and information necessary for Lenders to determine the eligibility of borrowers, residences and Mortgage Loans under the each Program.

The Selling Supplement sets forth the procedures a Lender must follow in order to enter into a Mortgage Purchase Agreement with UHC for each Mortgage Loan. The commitment procedures require a Lender to have taken a loan application from a potential home buyer who has entered into a binding purchase contract with the seller of a residence. The Lender must have completed a portion of the underwriting of the applicant before requesting a commitment of funds for the applicant. The Selling Supplement provides that an origination fee equal to 1% of each Mortgage Loan may be charged to a mortgagor for each FirstHome loan. An origination fee that is customarily charged may be charged for each HomeAgain, Score and NOMI loan. A separate Mortgage Purchase Agreement will be entered into between a Lender and UHC to confirm such Lender’s commitment to sell a specified Mortgage Loan to UHC. The Lender must then deliver the Mortgage Loan to UHC for purchase on or before 35 days after the effective date of the Mortgage Purchase Agreement. In the event UHC permits delivery of Mortgage Loans after such date, 21

UHC may charge a file late-delivery fee and/or an extension fee. Following correction of any deficiencies in the Mortgage Loan, UHC will direct the Trustee to disburse funds to the Lender for the purchase of any eligible Mortgage Loans delivered to UHC.

The Selling Supplement to Participation Agreement may be amended or supplemented from time to time, provided any such amendment or supplement does not adversely affect the rights or security of the Holders of the Bonds.

Program Descriptions

FirstHome Loan – a Mortgage Loan that is insured by FHA or guaranteed by VA. This program is for first- time homebuyers (plus Single Parent or Veteran households) for a Residence in any Utah location. This program includes an FHA-insured Mortgage Loan or a VA-guaranteed Mortgage Loan and may include a conventional, uninsured Subordinate Mortgage Loan (a “Subordinate Mortgage Loan”) in an amount of up to 6% of the Mortgage Loan.

HomeAgain Loan– a Mortgage Loan that is insured by FHA or guaranteed by VA. This program is for homebuyers who have previously owned a home as well as first-time homebuyers who do not qualify for the FirstHome program. The Residence can be in any Utah location. This program includes an FHA-insured Mortgage Loan or a VA-guaranteed Mortgage Loan and may include a conventional, uninsured Subordinate Mortgage Loan in an amount of up to 6% of the Mortgage Loan.

Score Loan – a Mortgage Loan that is insured by FHA or guaranteed by VA. This program is for homebuyers with credit scores between 620-659 who previously owned a home as well as first-time homebuyers unable to qualify under the FirstHome or HomeAgain program. The Residence can be in any Utah location. This program includes an FHA-insured Mortgage Loan or a VA-guaranteed Mortgage Loan and may include a conventional, uninsured Subordinate Mortgage Loan in an amount of up to 4% of the Mortgage Loan.

NOMI Loan – a Mortgage Loan that is a conventional loan that is not insured or guaranteed. This program is for homebuyers who have previously owned a home as well as first-time homebuyers with credit scores of 700 or above. The Residence can be in any Utah location. This program includes a conventional, uninsured mortgage and may include a conventional, uninsured Subordinate Mortgage Loan in an amount up to 5% of the Mortgage Loan.

All Mortgage Loans are processed using the Mortgage Purchase Agreement procedures and may be originated by any eligible Lender. A Subordinate Mortgage Loan provides cash assistance from UHC for downpayment, closing costs and the processing fee that a Lender may collect for originating and processing the Subordinate Mortgage Loan. Each Subordinate Mortgage Loan is secured by a subordinate note and subordinate deed of trust (the “Subordinate Mortgage”).

Each FirstHome, HomeAgain, or Score senior Mortgage Loan purchased by UHC is insured by FHA or guaranteed by VA and may be accompanied by an uninsured Subordinate Mortgage Loan funded by UHC from funds not related to any of its series of bonds. Each Subordinate Mortgage Loan shall be in an amount not greater than 6% of the related FirstHome or HomeAgain senior Mortgage Loan and shall be in an amount not greater than 4% of the related Score senior Mortgage Loan, and an amount not greater than 5% of the related NOMI senior Mortgage Loan. All Subordinate Mortgage Loans are due and payable upon default of the related FirstHome, HomeAgain, Score or NOMI senior Mortgage Loan, upon its payment in full or upon transfer of the residence.

The interest rate of each Subordinate Mortgage Loan is 2% greater than the interest rate on the related FirstHome, HomeAgain, Score or NOMI senior Mortgage Loan. The amortization period of each Subordinate Mortgage Loan is equal to the amortization period on the related senior Mortgage Loan.

UHC will make amounts available from time to time to purchase Subordinate Mortgage Loans. UHC believes such amounts will be sufficient to purchase all related Subordinate Mortgage Loans. UHC will purchase the eligible senior Mortgage Loan and Subordinate Mortgage Loan following delivery of the Mortgage Loan submission

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package to UHC. Ownership of the Subordinate Mortgage Loans will be retained by UHC and will not pledged under the Indenture.

Sale of Servicing to UHC

Lenders transfer the servicing rights to UHC for both the senior Mortgage Loan and the related Subordinate Mortgage Loan for a service release fee. Service release fees will be paid, based on the sum of the unpaid balance of the senior Mortgage Loan as of the purchase date, at a predetermined price. UHC services all outstanding Mortgage Loans under the Single Family Mortgage Program.

Servicing Procedures

The Servicing procedures which UHC follows include (i) the collection of monthly Mortgage Loan payments and escrows for taxes, FHA mortgage insurance premiums and hazard insurance premiums, (ii) delinquency servicing, and (iii) foreclosure and bankruptcy processing. The Servicing is accomplished in accordance with federal and state law, and in accordance with accepted mortgage practices of prudent lending institutions in Utah or with such other standards as are required to maintain the insured or guaranteed status of any Mortgage Loans, and by maintaining adequate mortgage servicing facilities and personnel. Hazard insurance is maintained, regardless of any failure or refusal by a mortgagor to pay in timely fashion the premiums therefor.

Procedures have been established with respect to the daily remittance of Mortgage Loan collections to the Trustee. Additionally, daily and monthly reporting and reconciliation processes have been established within UHC which provide for independent evaluation of the performance of the servicing processes carried out by UHC. Quality control reviews are performed to assure compliance with FHA’s and Government-Sponsored Enterprises’ independent quality control review requirements. Annually, an independent Certified Public Accountant conducts an audit according to the standards of the Uniform Single Attestation Program for Mortgage Bankers established by the Mortgage Bankers Association of America.

The Servicing procedures may be amended or supplemented from time to time, provided that any such amendment or supplement does not in any manner impair or adversely affect the rights or security of the holders of the 2019 Series A Bonds.

Other Mortgage Loans

In accordance with the Indenture, UHC may apply amounts received as Mortgage Prepayments and the proceeds of any Additional Bonds to purchase Mortgage Loans. Such Mortgage Loans must satisfy the applicable requirements of the General Indenture, the Act and the Code. The General Indenture does not require such Mortgage Loans to be insured by FHA or any other insurer or guaranteed by VA or any other guarantor, to have any particular initial loan-to-value ratio, or to bear interest at fixed-rates. The terms of such Mortgage Loans and the eligibility requirement for borrowers and residences will be established by UHC at the time such Mortgage Loans are to be made.

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SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE

The Indenture, copies of which are available from UHC and the Trustee, contains various covenants and security provisions, some of which are summarized herein.

Definitions of Certain Terms

“Accreted Value” means, with respect to each Compound Interest Bond as of any date of calculation, an amount equal to the sum of (i) the principal amount of such Bond, plus (ii) any interest that has been compounded, i.e., any interest amount that is itself then bearing interest, all determined as of such date.

“Act” means the Utah Housing Corporation Act, Title 63H, Chapter 8, Part 1, Utah Code Annotated 1953, as amended or supplemented from time to time.

“Additional Bonds” means Bonds authenticated and delivered pursuant to the General Indenture (other than the Initial Bonds).

“Aggregate Debt Service” means, for any particular period, the Debt Service Payments becoming due and payable on all Payment Dates during such period with respect to Bonds and Auxiliary Obligations.

“Aggregate Principal Amount” means, as of any date of calculation, the principal amount or Accreted Value of the Bonds referred to.

“Amortized Value” means, when used with respect to an Investment Obligation purchased at a premium above or at a discount below par, the value as of any given date obtained by dividing the total amount of the premium or the discount at which such Investment Obligation was purchased by the number of days remaining to the first call date (if callable) or the maturity date (if not callable) of such Investment Obligations at the time of such purchase and by multiplying the amount so calculated by the number of days having passed from the date of such purchase; and (a) in the case of an Investment Obligation purchased at a premium, by deducting the product thus obtained from the purchase price and (b) in the case of an Investment Obligation purchased at a discount, by adding the product thus obtained to the purchase price.

“Asset Requirement” means the requirement that, as of any date of calculation, the sum of (a) amounts held in the Revenue Fund, Acquisition Account, Rental Development Mortgage Loan Account, Debt Service Fund, Redemption Fund and Debt Service Reserve Fund, and (b) the aggregate unpaid principal balance of the MBS, the Mortgage Loans and the Rental Development Mortgage Loans, be at least equal to 102% of the aggregate principal amount of Bonds then Outstanding or such lower percentage as will not adversely affect the then existing rating on the Bonds by each Rating Agency then rating the Bonds

“Authorized Officer” means the Chair, Vice Chair, Secretary, President or Chief Financial Officer UHC, or any other officer or employee of UHC, authorized to perform the particular acts or duties by resolution duly adopted by UHC.

“Auxiliary Agreement Providers” means Interest Rate Contract Providers and Liquidity Facility Providers.

“Auxiliary Agreements” means Interest Rate Contracts and Liquidity Facilities.

“Auxiliary Obligations” means obligations of UHC for the payment of money under Auxiliary Agreements.

“Bond” or “Bonds” means any of the bonds of UHC authorized and issued under the Indenture, including the Initial Bonds and any Additional or Refunding Bonds.

“Bond Counsel” means any attorney or firm of attorneys of nationally recognized standing in the field of municipal law whose opinions are generally accepted by purchasers of municipal bonds, appointed from time to time by UHC.

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“Bond Purchase Fund” means the Fund so designated, which is created and established by a Series Indenture.

“Bond Registrar” means the bank, trust company or national banking association, appointed as Bond Registrar under the General Indenture, and having the duties, responsibilities and rights provided for in the Indenture and its successor or successors, and any other person at any time substituted in its place as Bond Registrar pursuant to the Indenture.

“Bond Year” means, with respect to each Series , the twelve-month period designated as such by the Related Series Indenture, except that the first Bond Year for any Bonds may commence on the date of issuance thereof and end on the date specified by such Series Indenture.

“Bondholder” or “Holder” or “Holder of Bonds” or “Owner” or similar term, when used with respect to a Bond or Bonds, means the registered owner of any Outstanding Bond.

“Borrower” means the maker of, and any other party obligated on, a Mortgage Loan in connection with the acquisition, refinancing or rehabilitation of Residential Housing.

“Business Day” means, except as set forth in a Series Indenture, any day (a) on which banks in the cities in which the respective principal offices of the Paying Agent, the Bond Registrar, the Trustee and Related Auxiliary Agreement Providers are located are not required or authorized by law to be closed and (b) on which the New York Stock Exchange is open. For purposes of this definition, the principal office of a Liquidity Facility Provider shall be the office to which demands for payment are delivered pursuant to the terms of the Liquidity Facility.

“Cash Flow Statement” means, with respect to any particular Bonds and Auxiliary Obligations, an Issuer Certificate (a) setting forth, for the then current and each future Bond Year during which such Bonds and Auxiliary Obligations will be Outstanding, and taking into account (i) any such Bonds expected to be issued or redeemed or purchased for cancellation in each such Bond Year upon or in connection with the filing of such Certificate (for which purpose, if such Issuer Certificate is delivered as of a date prior to a scheduled mandatory tender date for any Variable Rate Bonds, the Purchase Price of all such Variable Rate Bonds subject to scheduled mandatory tender on such tender date shall be assumed to be due and payable on such mandatory tender date), (ii) any such Auxiliary Obligations expected to be incurred upon or in connection with the filing of such Certificate, (iii) the interest rate, purchase price or funding amount, discount points and other terms of any Related Mortgage Loans and/or Related Rental Development Mortgage Loans, and (iv) the application, withdrawal or transfer of any moneys expected to be applied, withdrawn or transferred upon or in connection with the filing of such Certificate:

(a) the amount of Mortgage Repayments and Mortgage Prepayments and/or Rental Development Mortgage Repayments, Rental Development Mortgage Prepayments and Rental Development Recovery Payments, as applicable, reasonably expected to be received by UHC in each such Bond Year from Related Mortgage Loans and/or Related Rental Development Mortgage Loans, as applicable, together with Related Investment Revenues, Related Interest Rate Contract Revenues, amounts reasonably expected to be received in connection with DPA, and other moneys (including without limitation moneys in any special escrows established with the Trustee) that are reasonably expected to be available to make Related Debt Service Payments and to pay Related Program Expenses and to pay the Purchase Price of any such Variable Rate Bonds subject to mandatory tender on any such tender date; and

(b) the Aggregate Debt Service for each such Bond Year on all such Bonds and Auxiliary Obligations reasonably expected to be Outstanding, together with the Related Program Expenses reasonably estimated for each such Bond Year;

and (b) showing that in each such Bond Year the aggregate of the amounts set forth in clause (a)(A) of this definition exceeds the aggregate of the amounts set forth in clause (a)(B) of this definition. Reference to a Cash Flow Statement with respect to a Series shall be taken to mean a Cash Flow Statement with respect to such Series and any Related Auxiliary Obligations and any other Series and Related Auxiliary Obligations to which such Series has been linked for Cash Flow Statement purposes.

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“Code” means the Internal Revenue Code of 1986, as amended, and the regulations of the United States Treasury Department promulgated thereunder.

“Compound Interest Bonds” means any Bond of a Series, tenor and maturity so designated in the Related Series Indenture for which certain determinations hereunder are made on the basis of Accreted Value rather than principal amount.

“Corporate Trust Office” means, when used with respect to any Fiduciary, the corporate trust office of such Fiduciary at which at any particular time the Indenture is being administered.

“Costs of Issuance” means the items of expense payable or reimbursable directly or indirectly by UHC and other costs incurred by UHC, all related to the authorization, sale and issuance of Bonds, the execution and delivery of Auxiliary Agreements and the establishment of the Program, which costs and items of expense shall include, but not be limited to, underwriters’ compensation, printing costs, costs of developing, reproducing, storing and safekeeping documents and other information processing or storage of materials, equipment and software related to the Bonds, filing and recording fees, travel expenses incurred by UHC in relation to such issuance of Bonds or for the Program, initial fees and charges of the Trustee, the Bond Registrar and the Paying Agent, initial premiums with respect to insurance required by the Indenture to be paid by UHC or by the Trustee, legal fees and charges, consultants’ fees, accountants’ fees, costs of bond ratings, and fees and charges for execution, transportation and safekeeping of the Bonds.

“Cost of Issuance Account” means the Account so designated, which is created and established within the Program Fund by the General Indenture.

“Cost of Rental Development” shall mean costs and expenses determined by UHC to be necessary in connection with a Rental Development.

“Counsel’s Opinion” means an opinion signed by an attorney or firm of attorneys (who may be counsel to UHC or an attorney or firm of attorneys retained by UHC in other connections) licensed to practice in the state in which such attorney or firm of attorneys maintains an office, selected from time to time by UHC.

“Covenant Default” means an Event of Default specified in the General Indenture.

“Debt Service Payment” means, when used with respect to any Payment Date, the sum of the (a) interest, if any, (b) Principal Installments, if any, and (c) Auxiliary Obligations, if any, due and payable on such date with respect to the Bonds and Auxiliary Agreements referred to.

“Debt Service Reserve Fund” means the Fund so designated, which is created and established by the General Indenture.

“Debt Service Reserve Fund Credit Facility” means a letter of credit, insurance policy, surety bond, or other credit facility provided to the Trustee by a bank, insurance company or other financial institution whose senior unsecured debt obligations are, or whose claims paying ability is, at the time of the delivery of such Debt Service Reserve Fund Credit Facility, rated in at least the top two rating categories, without regard to modifier, by at least one Rating Agency, which provides for payment when due, in accordance with the terms thereof, of the principal or redemption price of and/or interest on the Bonds.

“Debt Service Reserve Fund Requirement” means 5% of the outstanding aggregate principal amount of the Mortgage Loans not securitized by a MBS.

“Defeasance Obligations” means Investment Obligations that (a) are described in clause (i) of the definition of “Investment Obligations” below and (b) are not subject to redemption by the issuer thereof prior to their maturity.

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“Depository” means any bank, trust company, or savings and loan association (including any Fiduciary) selected by UHC and approved by the Trustee as a depository of moneys, MBS, Mortgage Loans, Development Mortgage Loans or Investment Obligations held under the provisions of the Indenture, and its successor or successors.

“DPA” means down payment assistance provided by UHC to a Borrower in connection with a Related Mortgage Loan. The DPA may contain such terms, interest rate and other provisions determined by UHC prior to the issuance of a Series of Bonds funding the Mortgage Loan and the Related DPA.

“Eligible Borrower” means a person or a family qualifying as a mortgagor for a Mortgage Loan under determinations made by UHC in accordance with the Act.

“Escrow Payment” means all payments made by or on behalf of the obligor of a Mortgage Loan in order to obtain or maintain mortgage insurance or guaranty coverage of, and fire and other hazard insurance with respect to, a Mortgage Loan, and any payments required to be made with respect to such Mortgage Loan for taxes, other governmental charges and other similar charges required to be escrowed under the Mortgage.

“Event of Default” means any of those events defined as Events of Default in the General Indenture.

“Fannie Mae” means Fannie Mae, a corporation organized and existing under the Federal National Mortgage Association Charter Act, 12 U.S.C., Section 1716 et seq., and its successors and assigns.

“Fannie Mae Certificate” means a single pool, guaranteed mortgage, pass-through certificate, bearing interest at the Pass-Through Rate, issued by Fannie Mae, guaranteed as to timely payment of interest and principal by Fannie Mae and backed by Conventional Mortgage Loans, which will mature not later than the date set forth in the applicable Series Indenture.

“Fannie Mae Certificate Purchase Price” means the percentage of the principal balance of the applicable pool of Mortgage Loans on record at Fannie Mae on the first day of the month of purchase, or such other percentage of such principal balance as may be reported by UHC to the Trustee upon the acquisition of the related Fannie Mae Certificate.

“FHA” means the Federal Housing Administration and any agency or instrumentality of the United States of America succeeding to the mortgage insurance functions thereof.

“Fiduciary” means the Trustee, the Bond Registrar, the Paying Agent, the Tender Agent or a Depository or any or all of them, as may be appropriate.

“Fiduciary Expenses” means the fees and expenses of Fiduciaries, except Servicing Fees payable to such Persons.

“Fiscal Year” means a period beginning on July 1 in any year and ending June 30 of the immediately succeeding year or such other twelve month period as may be adopted by UHC in accordance with law.

“Freddie Mac” means the Federal Home Loan Mortgage Corporation or any successor thereto.

“Freddie Mac Certificate” means a mortgage participation certificate issued by Freddie Mac and representing an undivided interest in a pool of Conventional Mortgage Loans identified by a particular alphanumeric number and CUSIP number, guaranteed as to timely payment of principal and interest by Freddie Mac and bearing interest at the Pass-Through Rate, which will mature not later than the date set forth in the applicable Series Indenture.

“Freddie Mac Certificate Purchase Price” means the percentage of the principal balance of the applicable pool of Mortgage Loans on record at Freddie Mac on the first day of the month of purchase, as reported by UHC to the Trustee upon the acquisition of the related Freddie Mac Certificate.

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“Fund” or “Funds” means one or more of the special trust funds created and established pursuant to the General Indenture or a Series Indenture.

“General Obligation Bond” means a Bond, the payment of principal of and interest on which is a General Obligation of UHC.

“General Obligation Bond Default” means the event specified as such in the General Indenture.

“General Obligations” means Bonds or Auxiliary Obligations secured or additionally secured, as provided in the Related Series Indenture, by a pledge of general revenues or moneys of UHC legally available therefor, and not pledged or otherwise encumbered to secure other obligations of UHC and subject to UHC’s right at any time to apply such revenues and moneys to any lawful purpose.

“Ginnie Mae” means the Government National Mortgage Association, a wholly owned corporate instrumentality of the United States within the Department of Housing and Urban Development or any successor to its functions.

“Ginnie Mae Certificate” means a fully modified, mortgage backed security (which may be issued under either the GNMA I Program or the GNMA II Program) bearing interest at the Pass-Through Rate, issued by UHC, registered in the name of the Trustee and guaranteed as to timely payment of principal and interest by Ginnie Mae pursuant to Section 306(g) of Title III of the National Housing Act of 1934 and the regulations promulgated thereunder backed by FHA Insured Mortgage Loans, VA Guaranteed Mortgage Loans or other Mortgage Loans insured or guaranteed by an eligible Governmental Insurer, which will mature not later than the date set forth in the applicable Series Indenture.

“Ginnie Mae Certificate Purchase Price” means the percentage of the principal balance of the applicable pool of Mortgage Loans on record at Ginnie Mae on the first day of the month of purchase, as reported by UHC to the Trustee upon the acquisition of the related Ginnie Mae Certificate.

“Governmental Insurer” means FHA or VA.

“Indenture” means the General Indenture authorized, executed and issued by an Authorized Officer and any amendments or supplements made in accordance with its terms, including all Series Indentures.

“Initial Bonds” means the 2019 Series A Bonds.

“Interest Payment Date” means, for each Bond, any Payment Date upon which interest on such Bond is due and payable in accordance with the Related Series Indenture.

“Interest Rate Contract” means an interest rate exchange or swap contract, a cash flow exchange or swap contract, any derivative of such contracts, including forward swaps and options to enter into swaps, and interest rate floors, caps or collars, entered into between UHC and an Interest Rate Contract Provider.

“Interest Rate Contract Provider” means a Person that is a party to an Interest Rate Contract with UHC with respect to specified Bonds and whose credit rating by each nationally recognized rating agency then rating the Bonds is sufficiently high to maintain the then current rating on such Bonds by such rating agency or the equivalent of such rating by virtue of guarantees or insurance arrangements.

“Interest Rate Contract Revenues” means all payments and receipts received by UHC under an Interest Rate Contract.

“Investment Obligations” means and includes any of the following which at the time are legal investments for fiduciaries under the laws of the State for moneys held under the Indenture which are then proposed to be invested therein: (i) direct general obligations of the United States of America; (ii) obligations the payment of the principal of and interest on which is unconditionally guaranteed by the full faith and credit of the United States of America; (iii)

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direct and general obligations of any state within the United States of America or of any political subdivision thereof, provided that at the time of purchase such obligations are rated by each nationally recognized rating agency then rating the Bonds sufficiently high to maintain the then current rating on the Bonds by such rating agency; (iv) senior bonds, debentures, participation certificates, notes, collateralized mortgage obligations or mortgage backed securities issued by any of the following: Bank for Cooperatives, Federal Financing Bank, Federal Land Banks, Federal Intermediate Credit Banks, Federal National Mortgage Association (excluding mortgage strip securities valued greater than par), Export-Import Bank of the United States, Farmers Home Administration, Federal Home Loan Mortgage Corporation (but, with respect to participation certificates thereof, only to the extent that the payment of principal on such participation certificates is guaranteed as to timely payment) or Government National Mortgage Association, or any other agency or corporation which has been or may hereafter be created by or pursuant to an Act of the Congress of the United States as an agency or instrumentality thereof whose obligations are unconditionally guaranteed by the United States of America; (v) bonds, temporary notes or preliminary loan notes fully secured by contracts with the United States of America; (vi) negotiable or non-negotiable certificates of deposit, time deposits or other similar banking arrangements which are (A) issued by any bank or trust company whose negotiable or non- negotiable certificates of deposit, time deposits or other similar banking arrangements are rated at the time of their issuance by each nationally recognized rating agency then rating the Bonds sufficiently high to maintain the then current rating on the Bonds by such rating agency, or (B) collateralized by Investment Obligations described in (i) or (ii) above having a market value at all times (exclusive of accrued interest) at least equal to the greater of 100% of the amount of such deposit or similar banking arrangement or such other amount as shall be acceptable to each nationally recognized rating agency then rating the Bonds in order for such rating agency to maintain the rating then in effect on the Bonds; provided, however, that such collateral shall be in the possession of the Trustee or a third party acting as agent for the Trustee; (vii) repurchase agreements which are (A) with any institution whose long-term debt securities have a rating sufficiently high to maintain the then current rating on the Bonds by each nationally recognized rating agency then rating the Bonds (or equivalent rating of short term obligations if the investment is for a period not exceeding three years), or (B) collateralized by Investment Obligations described in (i) or (ii) above having a market value at all times (exclusive of accrued interest) at least equal to the greater of 100% of the amount of the repurchase price payable with respect to such repurchase agreement or such other amount as shall be acceptable to each nationally recognized rating agency then rating the Bonds in order for each such rating agency to maintain the rating then in effect on the Bonds; provided, however, that in the case of collateralized Investment Obligations, such collateral shall be in the possession of the Trustee or a third party acting as agent for the Trustee; (viii) units of a money market fund comprised solely of obligations guaranteed by the full faith and credit of the United States of America which have a rating from each nationally recognized rating agency then rating the Bonds sufficiently high to maintain the then current rating on the Bonds by such rating agency; (ix) units of a money market or mutual fund or any other investment which has a rating sufficiently high to maintain the then current rating on the Bonds by each Rating Agency; (x) general obligations of an Investment Provider under investment agreements; (xi) Mortgage Loans insured by the FHA and (xii) municipal obligations, the payment of principal and redemption price, if any, and interest on which is irrevocably secured by obligations of the type referred to in clauses (i) or (ii) above and which obligations have been deposited in an escrow arrangement which is irrevocably pledged to the payment of such municipal obligations and which municipal obligations are rated in the highest rating category for comparable types of obligations by each Rating Agency then maintaining a rating on the Bonds. UHC and the Trustee may rely upon a Counsel’s Opinion in determining what constitutes an “Investment Obligation” at any particular time.

“Investment Providers” means any commercial bank or trust company, bank holding company, investment company or other entity (which may include the Trustee, the Bond Registrar or the Paying Agent), whose credit rating (or the equivalent of such rating by virtue of guarantees or insurance arrangements) by each nationally recognized rating agency then rating the Bonds is sufficiently high to maintain the then current rating on the such Bonds by such rating agency or is otherwise acceptable to each such rating agency in order to maintain the then current rating on such Bonds by such rating agency which Investment Providers shall be approved by UHC for the purpose of providing investment agreements.

“Investment Revenues” means amounts earned on investments (other than MBS and Mortgage Loans) credited to any Fund or Account pursuant to the Indenture (including gains upon the sale or disposition of such investments) except the Rebate Requirement.

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“Issuer” means Utah Housing Corporation, an independent body politic and corporate, constituting a public corporation of the State of Utah, and any body, authority, agency or other entity which may hereafter by law succeed to the powers, duties and functions of UHC.

“Issuer Certificate” means, as the case may be, a document signed by an Authorized Officer of UHC either (a) attesting to or acknowledging the circumstances, representations or other matters therein stated or set forth or (b) setting forth matters to be determined by such Authorized Officer pursuant to the Indenture.

“Issuer Payment Account” means the Account so designated, which is created and established in the Debt Service Fund with respect to General Obligations by the Indenture.

“Issuer Request” means a written request or direction of UHC signed by an Authorized Officer.

“Liquidity Facility” means a letter of credit, standby bond purchase agreement, security bond, reimbursement agreement or other agreement between UHC and a Liquidity Facility Provider with respect to specified Bonds issued under the Indenture.

“Liquidity Facility Provider” means a Person that is a party to a Liquidity Facility with UHC with respect to specified Bonds and whose credit rating by each nationally recognized rating agency then rating the Bonds is sufficiently high to maintain the then current rating on the such Bonds by such rating agency or the equivalent of such rating by virtue of guarantees or insurance arrangements.

“MBS” means, collectively, the Ginnie Mae Certificates, the Fannie Mae Certificates and the Freddie Mac Certificates. In the event that only a portion of or interest in an MBS is acquired under the Indenture, references herein to such MBS shall be interpreted and applied to relate to such portion or interest.

“Mortgage” means a deed of trust securing a Mortgage Loan and constituting a first lien on real property (such property held in fee simple by the mortgagor) improved by Residential Housing.

“Mortgage Broker” means a partnership, corporation, limited liability company or sole proprietorship approved by UHC under the Single Family Underwriting Guide to assist UHC in the making of Mortgage Loans.

“Mortgage Lender” means any bank or trust company, Federal National Mortgage Association-approved mortgage banker, savings bank, national banking association, life insurance company, credit union, or other financial institution or governmental agency which is approved by the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation or which is an FHA approved direct endorsement lender and or a VA approved automatic lender, and is deemed eligible by UHC to participate in the Program, and UHC.

“Mortgage Loan” means a permanent loan secured by a Mortgage for the purchase of owner-occupied Residential Housing made to an Eligible Borrower which is made or purchased by UHC pursuant to the Program and which loan satisfies the requirements of the Act and the Indenture, provided, that for purposes of the pledge and lien of the Indenture, the term “Mortgage Loan” shall only include Mortgage Loans acquired by the Trustee from money in the Acquisition Account.

“Mortgage Prepayments” means any moneys received or recovered by or for the account of UHC from any unscheduled payment of or with respect to principal (including any penalty, fee, premium or other additional charge for prepayment of principal which may be provided by the terms of a MBS or Mortgage Loan, but excluding any Servicing Fees with respect to the collection of such moneys) on any MBS or Mortgage Loan prior to the scheduled payments of principal called for by such MBS or Mortgage Loan, whether (a) by voluntary prepayment made by the Borrower or (b) as a consequence of the damage, destruction or condemnation of the mortgaged premises or any part thereof or (c) by the sale, assignment, endorsement or other disposition of such MBS or Mortgage Loan by UHC or (d) in the event of a default thereon by the Borrower, by the acceleration, sale, assignment, endorsement or other disposition of such MBS or Mortgage Loan by UHC or by any other proceedings taken by UHC.

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“Mortgage Purchase Agreement” means an agreement between UHC and a Mortgage Lender, relating to the commitment to purchase a Mortgage Loan, as such agreement may from time to time be amended, substituted or supplemented.

“Mortgage Repayments” means, with respect to any Mortgage Loan or the related MBS, the amounts received by or for the account of UHC as scheduled payments of principal and interest on such Mortgage Loan or the related MBS, by or on behalf of the Borrower to or for the account of UHC and does not include Mortgage Prepayments, Servicing Fees or Escrow Payments.

“Mortgagor” shall mean the qualified mortgagor of a Rental Development receiving a Rental Development Mortgage Loan from UHC pursuant to the terms and provisions of a Rental Development Mortgage and Rental Development Mortgage Note.

“Notice Parties” means UHC, the Trustee, the Bond Registrar and the Paying Agent.

“Outstanding” means, when used with respect to all Bonds as of any date, all Bonds theretofore authenticated and delivered under the Indenture except:

(a) any Bond cancelled or delivered to the Bond Registrar for cancellation on or before such date;

(b) any Bond (or any portion thereof) (i) for the payment or redemption of which there shall be held in trust under the Indenture and set aside for such payment or redemption, moneys and/or Defeasance Obligations maturing or redeemable at the option of the holder thereof not later than such maturity or redemption date which, together with income to be earned on such Defeasance Obligations prior to such maturity or redemption date, will be sufficient to pay the principal or Redemption Price thereof, as the case may be, together with interest thereon to the date of maturity or redemption, and (ii) in the case of any such Bond (or any portion thereof) to be redeemed prior to maturity, notice of the redemption of which shall have been given in accordance with the Indenture or provided for in a manner satisfactory to the Bond Registrar;

(c) any Bond in lieu of or in exchange for which another Bond shall have been authenticated and delivered pursuant to the Indenture; and

(d) any Bond deemed to have been paid as provided in the General Indenture; and, with respect to any Auxiliary Obligations, means Auxiliary Obligations which have not been paid or otherwise satisfied.

“Pass-Through Rate” means the rate of interest on an MBS reported by UHC to the Trustee upon the acquisition of such MBS, equal to the rate of interest on the Mortgage Loans underlying such MBS less authorized Servicing Fees (including the guarantee fee charged by Ginnie Mae, Fannie Mae or Freddie Mac, as applicable).

“Paying Agent” means the bank, trust company or national banking association, appointed as Paying Agent under the General Indenture and having the duties, responsibilities and rights provided for in the Indenture and its successor or successors, and any other corporation or association at any time substituted in its place as Paying Agent pursuant to the Indenture.

“Payment Date” means for each Bond, each date on which interest or a Principal Installment or both are payable on such Bond and for each Auxiliary Obligation, each date on which an amount is payable with respect to such Auxiliary Obligation, and unless limited, means all such dates.

“Period of Construction” shall mean that period during which a Rental Development is being constructed, terminating with the date of commencement of principal amortization on the Rental Development Mortgage Loan relating to such Rental Development.

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“Person” means an individual, partnership, corporation, trust or unincorporated organization or a government or any agency, instrumentality, program, account, fund, political subdivision or corporation thereof.

“Principal Installment” means, as of any date of calculation, and for any Payment Date, (a) the principal amount or Accreted Value of all Bonds due and payable on such date, plus (b) any Sinking Fund Installments due and payable on such date.

“Program” means (i) UHC’s Single Family Mortgage Program pursuant to which UHC has determined to make or purchase Mortgage Loans and (ii) UHC’s Multifamily Rental Housing Program pursuant to which UHC has determined to make or purchase Rental Development Mortgage Loans, in accordance with the Act and the Rules and the Indenture.

“Program Expenses” means all UHC’s expenses of administering the Program under the Indenture and the Act and shall include without limiting the generality of the foregoing; salaries, supplies, utilities, labor, materials, office rent, maintenance, furnishings, equipment, machinery and apparatus, including information processing equipment; software, insurance premiums, credit enhancement fees, legal, accounting, management, consulting and banking services and expenses; Fiduciary Expenses; remarketing fees; Costs of Issuance not paid from proceeds of Bonds; and payments to pension, retirement, health and hospitalization funds; and any other expenses required or permitted to be paid by UHC.

“Program Fund” means the Fund so designated, which is created and established by the General Indenture.

“Rating Agency” means, at any particular time, any nationally recognized credit rating service designated by UHC, if and to the extent such service has at the time one or more outstanding ratings of Bonds. UHC shall at all times have designated at least one such service as a Rating Agency under the Indenture.

“Rebate Account” means the Account so designated, which is created and established in the Revenue Fund by the General Indenture.

“Rebate Requirement” means the amount of rebatable arbitrage computed pursuant to Treasury Regulation Section 1.148-3.

“Record Date,” means, except as otherwise provided in a Series Indenture with respect to each Payment Date with respect to Bonds which are not Variable Rate Bonds, the Bond Registrar’s close of business on the fifteenth day of the month immediately preceding such Payment Date or, if such date is not a Business Day, the next preceding day which is a Business Day; and with respect to Variable Rate Bonds, the Bond Registrar’s close of business on the Business Day immediately preceding such Payment Date; and, in the case of each redemption, such Record Date shall be specified by the Bond Registrar in the notice of redemption, provided that such Record Date shall not be less than fifteen (15) calendar days before the mailing of such notice of redemption.

“Redemption Fund” means the Fund so designated, which is created and established by the General Indenture.

“Redemption Price” means, when used with respect to a Bond or portion thereof to be redeemed, the principal amount or Accreted Value of such Bond or such portion thereof plus the applicable premium, if any, payable upon redemption thereof as determined by the Series Indenture authorizing the Series of Bonds.

“Refunding Bonds” means Additional Bonds authenticated and delivered pursuant to the General Indenture.

“Related” (whether capitalized or not) means, with respect to any particular Bond, Series, Series Indenture, Supplemental Indenture, Cash Flow Statement, Fund, Account, MBS (or portion thereof), Mortgage Loan, Rental Development Mortgage Loan, Rental Development Mortgage Repayment, Rental Development Recovery Payment, Rental Development Prepayment, Auxiliary Agreement, Mortgage Repayment or Mortgage Prepayment, having been created in connection with the issuance of, or having been derived from the proceeds of, or having been reallocated to, or concerning, the same Series, as the case may be.

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“Rental Development” shall mean a project with respect to which UHC is authorized to make a Rental Development Mortgage Loan under the Act.

“Rental Development Escrow Payment” shall mean all payments made in order to obtain or maintain mortgage insurance and fire and other hazard insurance and any payments required to be made with respect to a Rental Development Mortgage for taxes or other governmental charges or other similar charges to a Mortgagor customarily required to be escrowed.

“Rental Development Mortgage” shall mean the documents evidencing the grant by a Mortgagor to UHC of a mortgage lien (or such lien as otherwise permitted pursuant to the General Indenture) on the real property of the Rental Development and security interest in the personal property attached to or used or to be used in connection with the construction or operation of the Rental Development which is not excluded.

“Rental Development Mortgage Loan” shall mean a loan made, funded or refunded by UHC pursuant to the General Indenture with respect to a Rental Development, and secured by a mortgage lien on the real property or on the interest in the real property comprising or to comprise the Rental Development and a lien on all personal property acquired with the proceeds of such loan and attached to or used or to be attached to or to be used in connection with the construction or operation of the Rental Development. Rental Development Mortgage Loan shall also mean any subsequent increases to the initial Rental Development Mortgage Loan amount for a Rental Development.

“Rental Development Mortgage Loan Account” means the Account so designated, which is created and established in the Program Fund by the General Indenture.

“Rental Development Mortgage Note” shall mean a promissory note given by the Mortgagor to or assigned to UHC to evidence the applicable Rental Development Mortgage Loan.

“Rental Development Mortgage Repayment” shall mean the amounts paid or required to be paid from time to time to UHC by a Mortgagor or on behalf of a Mortgagor, for principal and interest and any other payments or charges, exclusive of administrative fees, on a Rental Development Mortgage Loan pursuant to a Rental Development Mortgage, but not including Rental Development Escrow Payments, Rental Development Prepayments, Rental Development Recovery Payments and any fee received by UHC at the time of initial issuance of funds to a Mortgagor.

“Rental Development Prepayment” shall mean any moneys received from any payment of principal or interest, including any prepayment penalties or other charges, on any Rental Development Mortgage Loan more than 60 days prior to the scheduled payments of principal and interest called for thereby, other than moneys constituting a Rental Development Recovery Payment.

“Rental Development Recovery Payment” shall mean moneys received by UHC with respect to a Rental Development from (i) proceedings taken by UHC in the event of the default by a Mortgagor, including the sale, assignment or other disposition of the Rental Development Mortgage Loan or the Rental Development and the proceeds of any additional security relating to such Rental Development Mortgage Loan or Rental Development, (ii) the prepayment or refunding of or with respect to a Rental Development Mortgage Loan in default, (iii) the condemnation of a Rental Development or any part thereof or from hazard insurance payable with respect to the damage or destruction of a Rental Development and which are not applied to the repair or reconstruction of such Rental Development or (iv) the voluntary sale of any Rental Development Mortgage Loan by UHC, including the transfer of such Rental Development Mortgage Loan to another indenture of UHC

“Residential Housing” or “Residence” means a residential dwelling located within the State that qualifies for financing by UHC within the meaning of the Act and the Rules.

“Revenue Account” means the Account so designated, which is created and established in the Revenue Fund by the General Indenture.

“Revenue Fund” means the Fund so designated, which is created and established by the General Indenture.

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“Revenues” means (a) all Mortgage Repayments, Mortgage Prepayments and, except insofar as such payments may constitute Servicing Fees, any penalty payments on account of overdue Mortgage Repayments, (b) Investment Revenues, (c) Interest Rate Contract Revenues (d) all other payments and receipts received by UHC with respect to MBS, Mortgage Loans and DPA, (e) Rental Development Mortgage Repayments, Rental Development Prepayments and Rental Development Recovery Payments, but shall not include (i) Escrow Payments or Rental Development Escrow Payments, (ii) Servicing Fees, unless such fees are specifically pledged to the Trustee, (iii) any commitment, reservation, extension, or application fees charged by UHC in connection with a Mortgage Loan or Mortgage Purchase Agreement, or Rental Development Mortgage Loan, (iv) any commitment, reservation, extension or application fees charged by a Mortgage Lender in connection with a Mortgage Loan or (v) accrued interest received in connection with the purchase of any Investment Obligations.

“Rules” means the rules adopted by UHC pursuant to the Act governing the activities authorized by the Act to carry into effect the powers and purposes of UHC and the conduct of its business, as the same may be amended and supplemented from time to time.

“Serial Bonds”, with respect to a Series of Bonds, shall have the meaning set forth in the Related Series Indenture.

“Series” means and refers to all of the Bonds designated as such in the Related Series Indenture, regardless of variations, dated date, maturity, interest rate or other provisions, and any Bond thereafter delivered in lieu of or substitution for any of such Bonds pursuant to the General Indenture and a Related Series Indenture.

“Series Indenture” means a Supplemental Indenture authorizing a Series of Bonds and delivered pursuant to the General Indenture.

“Servicing Fees” means (a) any fees paid to or retained by a Mortgage Lender in connection with the servicing obligations undertaken by the Mortgage Lender in accordance with the Related Mortgage Purchase Agreement and (b) any fees retained by or expenses reimbursed to UHC with respect to Mortgage Loans or Rental Development Mortgage Loans serviced by UHC.

“Short Term Bond Account” means the Account so designated, which is created and established in the Program Fund by the General Indenture.

“State” means the State of Utah.

“Supplement” means each respective Single Family Mortgage Program Selling Supplement to Mortgage Purchase Agreement, each respective Single Family Mortgage Program Servicing Supplement to Mortgage Purchase Agreement and each respective Single Family Mortgage Program Accounting and Reporting Supplement to Mortgage Purchase Agreement incorporated by reference into each respective Mortgage Purchase Agreement, as the same may be amended from time to time.

“Supplemental Indenture” means any supplemental indenture (including a Series Indenture) approved by UHC in accordance with the General Indenture amending or supplementing the Indenture.

“Targeted Area” means a “targeted area” within the meaning of Section 143 of the Code.

“Targeted Area Residence” means a “targeted area residence” within the meaning of Section 143 of the Code.

“Tax-exempt Bonds” means Bonds the interest on which is intended to be excluded from gross income of the owner thereof for federal income tax purposes.

“Tax-exempt Status” means the exclusion of interest on Tax-exempt Bonds from the gross income of the recipient thereof for federal income tax purposes.

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“Term Bonds” means Bonds for which Sinking Fund Installments have been established as provided in the Related Series Indenture.

“Trustee” means the bank, trust company or national banking association, appointed as trustee under the General Indenture and having the duties, responsibilities and rights provided for in the Indenture and its successor or successors, and any other corporation or association at any time substituted in its place as Trustee pursuant to the Indenture.

“Unrelated” (whether capitalized or not) means not “Related”, within the meaning of that term.

“VA” means the Department of Veterans Affairs and any agency or instrumentality of the United States of America succeeding to the mortgage guaranty functions thereof.

“Variable Rate Bonds” means Bonds the interest rate on which is not fixed to maturity.

Funds and Accounts Established by the Indenture

The Indenture establishes the following Funds and Accounts to be held by the Trustee for application in accordance with the Indenture:

(e) the Program Fund, consisting of:

(i) the Acquisition Account

(ii) the Short Term Bond Account;

(iii) the Cost of Issuance Account; and

(iv) the Rental Development Mortgage Loan Account.

(f) the Revenue Fund, consisting of:

(i) the Revenue Account; and

(ii) the Rebate Account;

(g) the Debt Service Reserve Fund;

(h) the Debt Service Fund which may include an Issuer Payment Account; and

(i) the Redemption Fund.

As set forth in the Related Series Indenture, subaccounts shall be created in all funds and accounts described in the General Indenture for each Series of Bonds. Except as otherwise provided in the General Indenture or in a Series Indenture, bond proceeds and other moneys relating to a Series of Bonds shall be deposited in the Related subaccounts created with respect to such Series of Bonds.

UHC may reallocate moneys, investments, MBS and Mortgage Loans among Series under any of the following circumstances:

(j) if and to the extent required by the General Indenture;

(k) if and to the extent necessary to enable UHC to deliver a Cash Flow Statement with respect to one or more Series;

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(l) in connection with an Issuer Request filed pursuant to the Indenture; and

(m) if and to the extent that the aggregate amount of moneys, investments, MBS and Mortgage Loans allocated to any particular Series exceeds the aggregate amount of Outstanding Bonds of such Series.

If UHC determines to make such a reallocation of moneys, investments, MBS and Mortgage Loans among Series, UHC shall deliver to the Trustee an Issuer Request specifying such reallocations. Upon receipt of such request, the Trustee shall transfer moneys, investments, MBS and/or Mortgage Loans (or portions thereof or interests therein) among subaccounts Related to each Series as requested. MBS and Mortgage Loans reallocated among Series are not required to meet the requirements of the Series Indenture Related to the Series to which such MBS and Mortgage Loans are being reallocated, if such MBS and Mortgage Loans at the time of their original acquisition by UHC met the requirements of the General Indenture and the applicable requirements of the Series Indenture Related to such MBS and Mortgage Loans at the time of their funding or purchase.

Special temporary accounts in the Program Fund and the Debt Service Reserve Fund may be created and established to facilitate the refunding of UHC’s bonds and any exchange of funds related thereto.

UHC may create additional Funds and Accounts pursuant to the terms of each Serie Indenture.

Program Fund; Acquisition Account

Proceeds of the Bonds and other moneys deposited in the Acquisition Account shall be applied to make or purchase Mortgage Loans, acquire MBS, or fund DPA in accordance with the provisions of the Indenture; provided, however, that such Mortgage Loans or Mortgage Loans related to such MBS must satisfy the terms and conditions set forth in the General Indenture and applicable provisions of the Related Series Indenture.

When no Bonds or Related Auxiliary Obligations of a particular Series remain Outstanding, upon receipt of an Issuer Request to withdraw all or any portion of the Related moneys, investments, MBS and/or Mortgage Loans from the Related Funds, Accounts and subaccounts, the Trustee shall make such withdrawal and shall transfer such moneys, investments, MBS and/or Mortgage Loans, as the case may be, to or upon the order of, UHC; provided, however, that the Issuer Request must certify that such withdrawal is consistent with the most recently filed Cash Flow Statement for all Bonds and the most recently filed Cash Flow Statement for any Series to which such retired Series has been linked.

Program Fund; Cost of Issuance Account

Upon the issuance, sale and delivery of Bonds, certain moneys as specified in the Related Series Indenture shall be deposited in the Cost of Issuance Account. Moneys in such Account shall be used to pay Costs of Issuance and for no other purpose except that any excess remaining upon payment of all Costs of Issuance shall be transferred by the Trustee to UHC or to the Related subaccount in the Acquisition Account or the Residential Development Mortgage Loan Account, as applicable.

In the event that the moneys deposited in the Cost of Issuance Account are not sufficient to pay all Costs of Issuance, Costs of Issuance may be paid from any available moneys of UHC.

Program Fund; Rental Development Mortgage Loan Account; Rental Development Capitalized Interest Account

Moneys deposited in the Rental Development Mortgage Loan Account shall be applied to make Related Rental Development Mortgage Loans in accordance with the provisions of the Indenture.

Upon the issuance, sale and delivery of a Series of Bonds, the Related Series Indenture may establish a Related Rental Development Capitalized Interest Account, and may provide for the payment into such Rental Development Capitalized Interest Account of the amount of the proceeds of such Bonds, if any, to be used for the

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purpose of paying interest on such Bonds prior to or during the Period of Construction of the Related Rental Development, to the extent available

Revenue Fund

UHC shall pay all Revenues or cause all Revenues to be paid to the Trustee promptly upon their receipt and, in any event, at least once each month. Except as otherwise provided in the General Indenture or in a Series Indenture, all Revenues and the Rebate Requirement shall be deposited by the Trustee in the Related subaccounts of the Revenue Fund as follows:

(i) for credit to the Related subaccount of the Revenue Account, all Revenues Related to each Series of Bonds; and

(ii) for credit to the Related subaccount of the Rebate Account, at the times directed by UHC, the Rebate Requirement Related to the Tax-exempt Bonds of each Series.

There may also be deposited in the Revenue Fund, at the option of UHC, any other moneys of UHC, unless required to be otherwise applied as provided by the Indenture.

Promptly upon receipt of interest on a Mortgage Loan with respect to which moneys were withdrawn from the Acquisition Account to pay for interest accrued on such Mortgage Loan at the time of funding or purchase, the Trustee shall withdraw from the Related subaccount of the Revenue Account and transfer to the Related subaccount of the Acquisition Account an amount equal to such accrued interest paid. Alternatively, accrued interest on Mortgage Loans at the time of funding or purchase may be paid from the Related subaccount of the Revenue Account as UHC shall direct in an Issuer Request.

The Trustee shall pay or transfer from the Related subaccount of the Revenue Account (i) directly to the Fiduciaries, all Fiduciary Expenses, when and as payable and (ii) to UHC or to its order reasonable and necessary Program Expenses, respectively, only to the extent, if any, provided in the following paragraphs.

On the last Business Day prior to each Payment Date or more frequently if required by a Series Indenture or by Issuer Request, the Trustee shall withdraw from each subaccount of the Revenue Account and deposit into the Related subaccounts of the following Funds or Accounts and shall pay to the following parties the following amounts, in the following order of priority, the requirements of each such Fund, Account or party (including the making up of any deficiencies in any such Fund or Account resulting from lack of Revenues sufficient to make any earlier required deposit) at the time of deposit to be satisfied, and the results of such satisfaction being taken into account, before any payment or transfer is made subsequent in priority:

(A) Into the Related subaccount of the Debt Service Fund (x) the amount, if any, needed to increase the amount in such subaccount to include the aggregate amount of interest becoming due and payable on such Payment Date upon all Bonds of the Related Series then Outstanding; plus (y) the amount, if any, needed to increase the amount in such subaccount to include the aggregate amount of Principal Installments becoming due and payable on the Outstanding Related Bonds and Auxiliary Obligations on such Payment Date; provided however, that if such Payment Date is not a date for the payment of a Principal Installment on Related Serial Bonds, such transfer shall include an amount equal to one-half the amount of Principal Installments becoming due and payable on Outstanding Related Serial Bonds on the next following Payment Date;

(B) Into each Unrelated subaccount of the Debt Service Fund, after making any transfer into such subaccount required by the General Indenture, on a proportionate basis with all other Unrelated such subaccounts or as otherwise directed by Issuer Request, any deficiency in such subaccount resulting from the lack of moneys sufficient to make the deposit required by subsection (A) as of such date;

(C) Into the Related subaccount of the Special Redemption Account, the amount, if any, directed by an Issuer Request;

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(D) Into each Unrelated subaccount of the Special Redemption Account, the amount, if any, directed by an Issuer Request;

(E) Into the Related subaccount of the Debt Service Reserve Fund, the amount, if any, needed to increase the amount in such subaccount to the Debt Service Reserve Fund Requirement of the Related Series of Bonds;

(F) Into each Unrelated subaccount of the Debt Service Reserve Fund, on a proportionate basis with all other Unrelated such subaccounts or as otherwise directed by Issuer Request, the amount, if any, needed to increase the amount in such subaccount to the Debt Service Reserve Fund Requirement;

(G) To UHC, the amount of any reasonable and necessary Fiduciary Expenses with respect to the Related Series of Bonds previously incurred but not reimbursed to UHC or reasonably anticipated to be payable in the following six months; provided, however, that in no event shall the aggregate of all Fiduciary Expenses with respect to the Related Series of Bonds paid directly to Fiduciaries or to UHC under this subsection in any Bond Year exceed any limitation set forth in the Related Series Indenture;

(H) To UHC, the amount of any reasonable and necessary Fiduciary Expenses with respect to Unrelated Series of Bonds, on a proportionate basis with all other Unrelated Series of Bonds or as otherwise directed by Issuer Request, any deficiency resulting from the lack of moneys sufficient to make the deposit required by subsection (G) as of such date;

(I) To UHC, the amount of any reasonable and necessary Program Expenses with respect to the Related Series of Bonds previously incurred but not reimbursed to UHC or reasonably anticipated to be payable in the following six months; provided, however, that in no event shall the aggregate of such amounts paid to UHC, plus amounts paid to UHC with respect to such Series of Bonds pursuant to subsections (G) and (H) herein and plus all Fiduciary Expenses with respect to the Related Series of Bonds paid directly to Fiduciaries exceed any limitations set forth in the Related Series Indenture;

(J) To UHC, the amount of any reasonable and necessary Program Expenses with respect to Unrelated Series of Bonds, on a proportionate basis with all other Unrelated Series of Bonds or as otherwise directed by Issuer Request, any deficiency resulting from the lack of moneys sufficient to make the deposit required by subsection (I) as of such date;

UHC may direct the Trustee to make any of the above transfers more frequently than on Payment Dates, in amounts proportionate to the frequency of transfers so directed.

Following such transfers, the balance, if any, in each subaccount of the Revenue Account, or such lesser amount thereof as shall be requested by UHC shall, subject to the satisfaction of the Asset Requirement, be paid to UHC for the payment of Program Expenses or for any other purpose free and clear of the lien and pledge of the Indenture upon receipt of an Issuer Request made within 30 days of such Payment Date. Any amount in each subaccount of the Revenue Account not so paid to UHC shall be transferred to the Related subaccounts of the Redemption Fund and allocated among the Related subaccounts of the Special Redemption Account above or shall be transferred and allocated as set forth in an Issuer Request, subject in each case to any limitations or requirements specified in the Related Series Indenture.

Prior to, but as close as practicable to, the latest date on which the Trustee would be permitted to give notice of a redemption to occur on a Payment Date from amounts deposited in the Redemption Fund, the Trustee shall calculate the amounts then on deposit in each subaccount of the Revenue Account which would be transferred to the Related subaccounts of the Debt Service Fund, and the Related subaccounts of the Redemption Fund, in accordance with the priorities and provisions of such subsection. Such amounts may be withdrawn from such subaccount of the Revenue Account for application on or prior to the next succeeding Payment Date (A) upon receipt of an Issuer Request, to the purchase in lieu of redemption of the Related Bonds, (B) to the payment of accrued interest on Bonds being purchased pursuant to or redeemed pursuant to the Indenture, or (C) to the redemption of Related Bonds on such Payment Date.

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In the event Bonds are to be redeemed on a date other than a Payment Date, and to the extent moneys are not available in the Related subaccounts of the Debt Service Fund to pay accrued interest on such redemption date for such Bonds, respectively, the Trustee shall apply or cause the Paying Agent to apply available moneys in the Related subaccount of the Revenue Account for the payment of such interest.

Application of Debt Service Fund

Amounts in each subaccount of the Debt Service Fund shall be used and withdrawn by the Trustee solely for transfer to the Paying Agent (i) on each Payment Date for the purpose of paying the interest and Principal Installments on the Related Bonds as the same shall become due and payable (including accrued interest on any Bonds purchased or redeemed prior to maturity pursuant to the Indenture), (ii) on each Payment Date for the purpose of paying amounts due under Related Auxiliary Obligations as the same shall become due and payable or (iii) on each purchase date for the purpose of paying the purchase price of Related Bonds purchased in lieu of redemption by Related Sinking Fund Installments.

Amounts remaining in each subaccount of the Debt Service Fund after all the Related Obligations have been paid or funds have been set aside and held in trust for such payment shall be transferred to the Related subaccount of the Revenue Account.

Debt Service Reserve Fund

Upon the issuance, sale and delivery of a Series of Bonds pursuant to the Indenture, the Trustee shall deposit in the Related subaccount of the Debt Service Reserve Fund therein such amounts, if any, or a Debt Service Reserve Fund Credit Facility, as shall be at least sufficient to equal the Debt Service Reserve Fund Requirement, calculated after giving effect to the issuance of such Bonds. Additional moneys may be deposited in the Related subaccount of the Debt Service Reserve Fund in accordance with the provision relating to the allocation of moneys in the Revenue Account described under “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE—Revenue Fund.” In lieu of making the foregoing deposit, UHC may deposit in a Debt Service Reserve Fund Credit Facility in a stated amount equal to the amounts required to be so deposited.

On or prior to each Payment Date, the Trustee shall calculate the amount of the Debt Service Reserve Fund Requirement for each Series of Bonds as of the next succeeding Payment Date and shall determine the amount, if any, in the Related subaccount of the Debt Service Reserve Fund (other than amounts attributable to accrued, but unrealized interest purchased on Investment Obligations) which is in excess of such Requirement, shall notify UHC of such excess amount and shall, unless otherwise instructed by an Issuer Request, transfer such excess amount from the Related subaccount of the Debt Service Reserve Fund to the Related subaccount of the Revenue Account.

On the last Business Day prior to each Payment Date or more frequently if required by a Series Indenture, and in each case in conjunction with the transfers, deposits and payments to be made from the Revenue Fund, the Trustee shall transfer from each subaccount of the Debt Service Reserve Fund to the specified subaccounts of other Funds or Accounts the following amounts, in the following order of priority, the requirements of each such transfer to be satisfied, and the results of such satisfaction being taken into account, before any payment or transfer is made subsequent in priority:

(ii) In the event that the amount transferred to any subaccount of the Debt Service Fund is insufficient to pay the interest and Principal Installments, if any, and other amounts, if any, due on Related Obligations on the next succeeding Payment Date, the Trustee shall transfer from the Related subaccount of the Debt Service Reserve Fund, to such subaccount of the Debt Service Fund the amount of such insufficiency.

(iii) In the event that the amount transferred to a subaccount of the Debt Service Fund is insufficient to pay the interest and Principal Installments, if any, and other amounts, if any, due on Related Obligations on the next succeeding Payment Date, the Trustee shall transfer from Unrelated subaccounts in the Debt Service Reserve Fund on a proportionate basis or as otherwise directed by

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Issuer Request, from subaccounts of the Debt Service Reserve Fund, to such subaccount of the Debt Service Fund the amount of such insufficiency.

Application of Issuer Payment Accounts

If, following transfers made from the Revenue Fund and the Debt Service Reserve Fund, there are not sufficient moneys, or any moneys allocated, to pay all interest or any other required payment due and payable on any General Obligations or to pay any Principal Installment on any General Obligations at maturity, the Trustee shall immediately notify UHC in writing of the amount of such insufficiency and shall request from UHC an immediate deposit of legally available funds equal to such insufficiency. UHC shall pay to the Trustee (from UHC’s other general revenues or moneys legally available therefor, subject only to agreements made or to be made with holders of notes, bonds or other obligations pledging particular revenues or moneys for the payment thereof) for deposit in the Related subaccounts of the Issuer Payment Account the amount of such insufficiency. If the amount provided by UHC is less than the amount of such insufficiency, any shortfall shall be allocated pro rata among the holders of the Related General Obligations in proportion to the amounts then due and payable on such Auxiliary Obligations.

Amounts deposited with the Trustee by UHC as described herein shall be deposited into the respective subaccounts of the Issuer Payment Accounts for the General Obligations for which such amounts are provided. Amounts in such subaccounts shall only be used to pay interest or Principal Installments or other amounts due and payable on the Related General Obligations and may not be transferred to any Debt Service Fund for Auxiliary Obligations which are not General Obligations or to any other Fund or Account for any reason.

Redemption Fund; Cross-Call and Recycling.

Moneys deposited in the subaccounts of the Redemption Fund shall be applied by the Trustee to the purchase or applied by the Paying Agent (if directed by the Trustee) to the redemption of Bonds in accordance with the provisions of the General Indenture and each Related Series Indenture.

Except as set forth in the General Indenture or in the Related Series Indenture, moneys deposited in a subaccount of the Special Redemption Account pursuant to the General Indenture or pursuant to the Related Series Indenture, shall be applied to the extent practicable by the Paying Agent to redeem Related Bonds as directed by Issuer Request. Any amounts remaining in such Special Redemption Account after all Bonds of the Related Series have been paid shall be transferred to the Related subaccount of the Revenue Account.

UHC may by the delivery of an Issuer Request to the Trustee at any time prior to the mailing of notices of redemption, instruct the Trustee to transfer moneys on deposit in a subaccount of an Account in the Redemption Fund to another subaccount of the same Account in the Redemption Fund to be applied to the redemption of the Bonds of a different Series. Each such Issuer Request (i) shall certify that it is not prohibited by the Related Series Indenture and (ii) shall be accompanied by evidence of the satisfaction of the Asset Requirement.

UHC may by the delivery of an Issuer Request to the Trustee at any time prior to the giving of notice of redemption, instruct the Trustee to transfer moneys on deposit in a subaccount of an Account in the Redemption Fund to a Related or an Unrelated subaccount of the Acquisition Account to be applied to make or purchase Mortgage Loans. Each such Issuer Request (i) shall certify that it is not prohibited by the Related Series Indenture and (ii) shall be accompanied by evidence of the satisfaction of the Asset Requirement.

Investment of Moneys Held by the Trustee

Moneys in all Funds and Accounts held by the Trustee shall be invested to the fullest extent possible in Investment Obligations, in accordance with directions given to the Trustee in an Issuer Request or Certificate; provided that the maturity date or the date on which such Investment Obligations may be redeemed at the option of the holder thereof shall coincide as nearly as practicable with (but in no event later than) the date or dates on which moneys in the Funds or Accounts for which the investments were made will be required for the purposes of the Indenture.

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Amounts credited to any Fund or Account may be invested, together with amounts credited to one or more other Funds or Accounts, in the same Investment Obligation or Investment Obligations, provided that each such investment complies in all respects with the provisions of the General Indenture as they apply to each Fund or Account for which the joint investment is made, the Trustee maintains separate records for each Fund and Account and such investments are accurately reflected therein and amounts credited to the Rebate Account may be invested together with amounts credited to any other Fund or Account. The maturity date or the date on which Investment Obligations may be redeemed at the option of holder thereof shall coincide as nearly as practicable with (but in no event shall be later than) the date or dates on which moneys in the Funds or Accounts for which the investments were made will be required for the purposes provided in the Indenture.

The Trustee may make any investment permitted by the Indenture with or through its own bond department, commercial banking department or commercial paper department or with investment companies for which the Trustee or its affiliates may provide advisory, administrative, custodial or other services for compensation.

In computing the amount in any Fund or Account, Investment Obligations shall be valued at par or, if purchased at other than par, at their Amortized Value, in either event inclusive of accrued interest purchased, MBS shall be valued at 100% of the outstanding principal balance thereof and Mortgage Loans shall be valued at 100% of the outstanding principal balance thereof unless in default for more than 60 days as of the date of computation, in which event such Mortgage Loans shall be valued at UHC’s estimated net Prepayment from the proceeds of mortgage insurance.

Except as otherwise specifically provided for in the Indenture, the income or interest earned by, or gain to, all Funds and Accounts due to the investment thereof shall be transferred by the Trustee upon receipt thereof to the Related subaccount of the Revenue Account, in accordance with the Indenture, except that no such transfer shall be made from, and such income, interest or gain (as described herein) shall be retained in, the Debt Service Reserve Fund, unless after giving effect to the transfer the amount therein at least equals the aggregate Debt Service Reserve Fund Requirement.

Payment of Bonds

UHC has covenanted in the General Indenture to duly and punctually pay or cause to be paid, but in strict conformity with the terms of the Bonds and the Indenture, the principal or Redemption Price of every Bond and the interest thereon at the dates and places and in the manner mentioned in the Bonds according to the true intent and meaning thereof.

Assignment or Disposition of Mortgage Loans

Following the acquisition of a Mortgage Loan by the Trustee, UHC shall not sell, assign, transfer, pledge or otherwise dispose of or encumber any Mortgage Loan or any of the rights of UHC with respect to any Mortgage Loan or arising out of the Mortgage or the other obligations evidencing or securing any Mortgage Loan except a Mortgage Loan in default, unless UHC determines that such sale, assignment, transfer or other disposition would not have a material adverse effect on the ability of UHC to pay the principal of and interest on the Outstanding Bonds.

Amendment of Mortgage Loan; Modification of Rental Development Mortgage Loan Terms

UHC shall not consent or agree to or permit any amendment or modification of the economic terms of any MBS or Mortgage Loan in any manner materially adverse to the interests of the Bondholders, as determined in good faith by Issuer Certificate.

UHC shall not consent to the modification of, or modify, the rate or rates of interest of, or the amount or time of payment of any installment of principal or interest of any Rental Development Mortgage Loan without delivery to the Trustee of a Cash Flow Statement.

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Creation of Liens

UHC covenants that it shall not issue any bonds or other evidences of indebtedness, other than the Bonds and Auxiliary Obligations, secured by a pledge of the Revenues or of the moneys, securities, rights and interests pledged or held or set aside by UHC or by any Fiduciary under the Indenture and shall not create or cause to be created, other than by the Indenture, any lien or charge on the Revenues or such moneys, securities, rights or interests; provided, however, that nothing in the Indenture shall prevent UHC from issuing (i) evidences of indebtedness secured by a pledge of Revenues to be derived after the pledge of the Revenues provided in the Indenture shall be discharged and satisfied as provided in the General Indenture; or (ii) notes or bonds or other obligations of UHC not secured under the Indenture; or (iii) notes, bonds or other obligations which are general obligations of UHC under the Act.

Events of Default

Each of the following constitutes an “Event of Default” under the Indenture:

(n) UHC shall fail to pay any Principal Installment of any Bond when and as the same shall become due and payable, whether at maturity or by call for redemption or otherwise;

(o) UHC shall fail to pay any installment of interest on any Bond when and as the same shall become due and payable, or any interest payment on an Auxiliary Obligation which is secured on a parity lien basis with the Bonds when and as the same shall become due and payable, and such failure shall continue for a period of 5 days;

(p) UHC shall fail to perform or observe any other covenant, agreement or condition on its part contained in the Indenture (except the requirement that a Cash Flow Statement satisfy the requirements of clause (b) of the definition thereof and the requirement that UHC pay amounts to the Trustee from its other revenues, moneys or assets in connection with General Obligations), or in the Bonds and such failure shall continue for a period of 60 days after written notice thereof to UHC by the Trustee or to UHC and to the Trustee by the Holders of not less than 10% in Aggregate Principal Amount of the Bonds Outstanding; or

(q) UHC shall file a petition seeking a composition of indebtedness under the federal bankruptcy laws, or under any other applicable law or statute of the United States of America or of the State.

Remedies

Upon the occurrence of an Event of Default, the Trustee may, and upon the written request of the Holders of not less than 25% in Aggregate Principal Amount of Outstanding Bonds following an Event of Default described in subsections (a), (b) and (d) of the section entitled “SUMMARY OF CERTAIN PROVISIONS OF THE INDENTURE—Events of Default” and not less than 50% in Aggregate Principal Amount of Outstanding Bonds following an Event of Default described in subsection (c) of such section shall, give 30 days notice in writing to UHC of its intention to declare the Aggregate Principal Amount of all Bonds Outstanding immediately due and payable. At the end of such 30-day period the Trustee may, and upon such written request of Holders of not less than 25% in Aggregate Principal Amount of Outstanding Bonds shall, by notice in writing to UHC, declare the Aggregate Principal Amount of all Bonds Outstanding immediately due and payable; and the Aggregate Principal Amount of such Bonds shall become and be immediately due and payable, anything in the Bonds or in the Indenture to the contrary notwithstanding. In such event, there shall be due and payable on the Bonds an amount equal to the total principal amount of all such Bonds, plus all interest which will accrue thereon to the date of payment.

Notwithstanding the preceding paragraph, following a Covenant Default (except for a failure which could adversely affect the exclusion from gross income for federal income tax purposes of interest on any Tax-exempt Bonds), the Trustee shall not declare the Aggregate Principal Amount of all Bonds Outstanding immediately due and payable unless the Trustee is so directed by the written request of Holders of 100% in Aggregate Principal Amount of Outstanding Bonds.

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At any time after the Aggregate Principal Amount of the Bonds shall have been so declared to be due and payable and before the entry of final judgment or decree in any suit, action or proceeding instituted on account of such default, or before the completion of the enforcement of any other remedy under the Indenture, the Trustee may annul such declaration and its consequences with respect to any Bonds not then due by their terms if (i) moneys shall have been deposited in the Revenue Fund sufficient to pay all matured installments of interest and principal or Redemption Price (other than principal then due only because of such declaration) of all Outstanding Bonds; (ii) moneys shall have been deposited with the Trustee sufficient to pay the charges, compensation, expenses, disbursements, advances and liabilities of the Trustee; (iii) all other amounts then payable by UHC under the Indenture, including amounts due pursuant to Auxiliary Agreements, shall have been paid or a sum sufficient to pay the same shall have been deposited with the Trustee; and (iv) every Event of Default known to the Trustee (other than a default in the payment of the principal of such Bonds then due only because of such declaration) shall have been remedied to the satisfaction of the Trustee. No such annulment shall extend to or affect any subsequent Event of Default or impair any right consequent thereon.

Upon the occurrence and continuance of any Event of Default, the Trustee may, and upon the written request of the Holders of not less than 25% in Aggregate Principal Amount of the Bonds Outstanding, together with indemnification of the Trustee to its satisfaction therefor, shall, proceed forthwith to protect and enforce its rights and the rights of the Bondholders under the Act, the Bonds and the Indenture by such suits, actions or proceedings as the Trustee, being advised by counsel, shall deem expedient.

Regardless of the happening of an Event of Default, the Trustee, if requested in writing by the Holders of not less than 25% in Aggregate Principal Amount of the Bonds then Outstanding, shall, upon being indemnified to its satisfaction therefor, institute and maintain such suits and proceedings as it may be advised shall be necessary or expedient (i) to prevent any impairment of the security under the Indenture by any acts which may be unlawful or in violation of the Indenture; or (ii) to preserve or protect the interests of the Bondholders and Auxiliary Agreement Providers, provided that such request is in accordance with law and the provisions of the Indenture and, in the sole judgment of the Trustee, is not unduly prejudicial to the interests of the Holders of Bonds not making such request or the interests of the Auxiliary Agreement Providers.

No remedy by the terms of the Indenture conferred upon or reserved to the Trustee or the Bondholders is intended to be exclusive of any other remedy, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under the Indenture or existing at law or in equity or by statute (including the Act) on or after the date of execution and delivery of the Indenture.

Application of Revenues and Other Moneys after Default

UHC covenants that if an Event of Default shall happen and shall not have been remedied, UHC, upon demand of the Trustee, shall pay or cause to be paid over to the Trustee as promptly as practicable after receipt thereof, all Revenues and other payments or receipts pledged under the Indenture.

During the continuance of an Event of Default, the Trustee shall apply, or cause the Paying Agent to apply, all moneys and securities held in any Fund or Account (except the Rebate Account, the Bond Purchase Fund, the Short Term Bond Account and, with respect to any Bonds or Auxiliary Obligations that are not General Obligations, any Issuer Payment Account) (moneys and securities in the Short Term Bond Account and Issuer Payment Account are to be applied only to the payment of interest and Principal Installments on Bonds and payments on Auxiliary Obligations with respect to which such moneys and securities have been pledged), Revenues, payments and receipts and the income therefrom as follows and in the following order:

(i) To the payment of the reasonable and proper Fiduciary Expenses;

(ii) To the payment of the interest, Principal Installments and other amounts then due and payable on the Bonds and Auxiliary Obligations secured on a parity lien basis with the Bonds, subject to the provisions of the General Indenture; as follows:

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(A) Unless the Aggregate Principal Amount of all of the Bonds shall have become or have been declared due and payable.

First: To the payment to the persons entitled thereto of all installments of interest then due and payable on the Bonds and interest payments on Auxiliary Obligations secured on a parity lien basis with the Bonds in the order of the maturity of such installments, and, if the amount available shall not be sufficient to pay in full any installment or installments maturing on the same date, then to the payment thereof ratably, according to the amounts due thereon to the persons entitled thereto, without any discrimination or preference; and

Second: To the payment to the persons entitled thereto of the unpaid Principal Installments of any Bonds and any other required payment on any Bonds which shall have become due and payable, whether at maturity or by call for redemption, in the order of their due dates, and if the amounts available shall not be sufficient to pay in full all the Bonds due and payable on any date, then to the payment thereof ratably, according to the amounts of Principal Installments due on such date, to the persons entitled thereto, without any discrimination or preference.

(B) If the Aggregate Principal Amount of all of the Bonds shall have become or have been declared due and payments on, to the payment of the principal, interest and other amounts then due and unpaid upon the Bonds or Auxiliary Obligations secured on a parity lien basis with the Bonds without preference or priority of principal over interest or other amounts or of interest over principal or other amounts, or of other amounts over principal or interest, or of any installment of interest over any other installment of interest, or of any Bonds or such Auxiliary Obligations over any other Bonds or such Auxiliary Obligations, ratably, according to the amounts due respectively for principal and interest or other amounts, to the persons entitled thereto without any discrimination or preference;

(iii) To the payment of the amounts required for reasonable and necessary Program Expenses.

Majority Bondholders Control Proceedings

If an Event of Default shall have occurred and be continuing, notwithstanding anything in the Indenture to the contrary, the Holders of at least a majority in Aggregate Principal Amount of Bonds then Outstanding shall have the right, at any time, by an instrument in writing executed and delivered to the Trustee, to direct the method and place of conducting any proceeding to be taken in connection with the enforcement of the terms and conditions of the Indenture or for the appointment of a receiver or to take any other proceedings under the Indenture, provided that such direction is in accordance with law and the provisions of the Indenture (including indemnity to the Trustee as provided in the General Indenture) and, in the sole judgment of the Trustee, is not unduly prejudicial to the interests of Bondholders not joining in such direction and provided further that nothing shall impair the right of the Trustee in its discretion to take any other action under the Indenture which it may deem proper and which is not inconsistent with such direction by Bondholders.

Modification of Indenture and Outstanding Bonds

The Indenture provides procedures whereby UHC may amend the Indenture by execution and delivery of a Supplemental Indenture. Amendments that may be made without consent of Bondholders or the Trustee must be for only the following purposes: (a) To add to the covenants and agreements of UHC in the Indenture, other covenants and agreements to be observed by UHC which are not contrary to or inconsistent with the Indenture as theretofore in effect; (b) To add to the limitations and restrictions in the Indenture, other limitations and restrictions to be observed by UHC which are not contrary to or inconsistent with the Indenture as theretofore in effect; (c) To confirm, as further assurance, any pledge under, and the subjection to any lien or pledge created or to be created by the Indenture of the Revenues or of any other moneys, securities or funds; (d) To increase the maximum permitted yield to be provided by Mortgage Loans or to change the maximum permitted investment yield to be provided by Investment Obligations credited to any Fund or Account; (e) To modify any provisions of the Indenture in any respect whatever, provided that the modification, in the sole judgment of UHC, is reasonably necessary to assure that the interest on Tax-exempt Bonds remains excludable from the gross income of the owners thereof for federal income tax purposes; or (f) To

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provide for the issuance of Bonds pursuant to the Indenture and to provide for the terms and conditions pursuant to which such Bonds may be issued, paid or redeemed.

With the consent of the Trustee, a Supplemental Indenture may be executed and delivered by UHC: (a) To cure any ambiguity, supply any omission, or cure or correct any defect or inconsistent provision in the Indenture; (b) To insert such provisions clarifying matters or questions arising under the Indenture as are necessary or desirable and are not contrary to or inconsistent with the Indenture theretofore in effect; (c) To provide for additional duties of the Trustee in connection with the Mortgage Loans; (d) To waive any right reserved to UHC, provided that the loss of such right shall not adversely impair the Revenues available to pay the Outstanding Bonds; (e) To amend the Indenture to provide for the issuance of bonds secured by a lien that is subordinate to the lien of the Bonds, or (f) To make any other amendment or change that will not materially affect the interest of Owners of Outstanding Bonds.

Any modification or amendment of the Indenture and of the rights and obligations of UHC and of the Bondholders, in any particular, may be made by a Supplemental Indenture, with the written consent given as provided in the General Indenture of the Holders of at least a majority in Aggregate Principal Amount of the Bonds Outstanding at the time such consent is given. No such modification or amendment shall permit a change in the terms of redemption or maturity of the principal of any Outstanding Bonds or of any installment of interest thereon or a reduction in the principal amount or the Redemption Price thereof or in the rate of interest thereon without the consent of the Holders of all such Bonds, or shall reduce the percentages of Bonds the consent of the Holders of which is required to effect any such modification or amendment without the consent of the Holders of all Bonds then Outstanding or shall change the provisions of the Indenture relating to the ability to declare the Aggregate Principal Amount of Bonds to be due and payable; or shall change or modify any of the rights or obligations of any Fiduciary or any Auxiliary Agreement Provider without its written assent thereto. If any such modification or amendment will, by its terms not take effect so long as any Bonds of any particular maturity remain Outstanding, the consent of the Holders of such Bonds shall not be required and such Bonds shall not be deemed to be Outstanding for the purpose of any calculation of Outstanding Bonds under this Section. The Trustee, relying upon a Counsel’s Opinion, may determine whether or not in accordance with the foregoing powers of amendment Bonds of any particular maturity would be affected by any modification or amendment of the Indenture, and any such determination shall be binding and conclusive on UHC and the Bondholders.

Defeasance

If UHC shall pay or cause to be paid, or there shall otherwise be paid, to the Bondholders of all Bonds the principal or Redemption Price, if applicable, and interest due or to become due thereon, at the times and in the manner stipulated therein and in the Indenture and if UHC shall pay or cause to be paid to all Auxiliary Agreement Providers all amounts due and payable under all Auxiliary Agreements, then the pledge of any Revenues, and other moneys and securities pledged under the Indenture and all covenants, agreements and other obligations of UHC to the Bondholders, shall thereupon cease, terminate and become void and be discharged and satisfied. In such event, the Trustee shall cause an accounting for such period or periods as shall be requested by UHC to be prepared and filed with UHC and, upon the request of UHC, shall execute and deliver to UHC all such instruments as may be desirable to evidence such discharge and satisfaction, and the Fiduciaries shall pay over or deliver to or upon the order of UHC all moneys or securities held by them pursuant to the Indenture that are not required for the payment of principal, or Redemption Price, if applicable, of or interest on Bonds not theretofore surrendered to them for such payment or redemption.

Bonds or interest installments for the payment or redemption of which moneys shall have been set aside and shall be held in trust by the Trustee or the Paying Agent (through deposit by UHC of moneys for such payment or redemption or otherwise) at the maturity or redemption date thereof shall be deemed to have been paid within the meaning and with the effect expressed in the General Indenture. Outstanding Bonds shall be deemed, prior to the maturity or redemption date thereof, to have been paid within the meaning and with the effect expressed in the General Indenture if (i) in case any of said Bonds are to be redeemed on any date prior to their maturity, UHC shall have given to the Bond Registrar in form satisfactory to it irrevocable instructions to mail a notice of redemption of such Bonds on said date; (ii) there shall have been deposited with the Trustee either moneys in an amount sufficient, or Defeasance Obligations the principal of and the interest on which when due (whether at maturity or the prior redemption thereof at the option of the holder thereof) will provide moneys in an amount that, together with the moneys, if any, deposited with the Trustee at the same time, shall be sufficient to pay when due the principal or Redemption Price of and interest due and to become due on said Bonds on and prior to the redemption date or maturity date thereof, as the case may 45

be, and (iii) in the event said Bonds are not by their terms subject to redemption within the next succeeding 60 days, UHC shall have given to the Bond Registrar in form satisfactory to it irrevocable instructions to mail, as soon as practicable, a notice to the Bondholders of such Bonds that the deposit required by (ii) above has been made with the Trustee and that said Bonds are deemed to have been paid and stating such maturity or redemption date upon which moneys are to be available for the payment of the principal or Redemption Price of and interest on said Bonds, and (iv) such Bonds are not Variable Rate Bonds.

SUMMARY OF CERTAIN PROVISIONS OF THE CONTINUING DISCLOSURE CERTIFICATE

Definitions

“Annual Bond Disclosure Report” shall mean any Annual Bond Disclosure Report provided by UHC pursuant to, and as described in, the Continuing Disclosure Certificate.

“Beneficial Owner” shall mean (for purposes of the Continuing Disclosure Certificate) any person which has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any 2019 Series A Bonds (including persons holding 2019 Series A Bonds through nominees, depositories or other intermediaries).

“Dissemination Agent” shall mean UHC, or any successor dissemination agent designated in writing by UHC.

“Financial Obligation” shall mean, for purposes of the Listed Events, the following: (i) a debt obligation, (ii) a derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation, or (iii) a guarantee of (i) or (ii). The term “Financial Obligation” shall not include municipal securities (as defined in the Securities Exchange Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been provided to the MSRB consistent with the Rule.

“Listed Events” shall mean any of the events listed herein under “Reporting of Significant Events.”

“Participating Underwriter” shall mean, collectively, the original Underwriters of the 2019 Series A Bonds required to comply with the Rule in connection with offering of the 2019 Series A Bonds.

“Repository” shall mean the Municipal Securities Rulemaking Board (“MSRB”) or any other entity designated or authorized by the SEC to receive reports pursuant to the Rule. Until otherwise designated by the MSRB or the SEC, filings with the MSRB are to be made through the Electronic Municipal Market Access (EMMA) website of the MSRB, currently located at http://emma.msrb.org.

“Rule” shall mean Rule 15c2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time.

“SEC” shall mean the Securities and Exchange Commission and any successor agency thereto.

Provision of Annual Bond Disclosure Reports

UHC shall provide, or shall cause the Dissemination Agent to provide, not later than six months after the end of each fiscal year, commencing with a report for the fiscal year ending June 30, 2020, to the Repository an Annual Bond Disclosure Report which is consistent with the requirements of the Continuing Disclosure Certificate.

If an Annual Bond Disclosure Report has not been provided to the Repository by the date specified in the preceding paragraph, UHC shall promptly send a notice to the Repository stating that such Annual Bond Disclosure Report has not been timely provided and, if known, stating the date by which UHC anticipates such Annual Bond Disclosure Report will be provided.

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Content of Annual Bond Disclosure Reports

Each Annual Bond Disclosure Report of UHC shall contain or include by reference the following:

1. The audited financial statements for UHC for the most recently ended fiscal year, currently prepared in accordance with generally accepted accounting principles.

2. Tables setting forth the following information, as of the end of such fiscal year:

(a) For each maturity of the 2019 Series A Bonds, the interest rate on such Bonds, original aggregate principal amount of such Bonds and the principal amount of such Bonds remaining Outstanding.

(b) For each Series of Bonds, the original aggregate principal amount of Bonds and the aggregate principal amount of Bonds remaining Outstanding.

(c) The amounts credited to the Acquisition Account, the Revenue Account, the Debt Service Reserve Fund, the Debt Service Fund and the Redemption Fund (including all subaccounts).

(d) With respect to each Series of Bonds, the number and aggregate principal amount of Mortgage Loans and Residential Development Mortgage Loans made or purchased and the number and aggregate principal balance of Mortgage Loans and Residential Development Mortgage Loans remaining outstanding.

(e) The delinquency rates for Mortgage Loans and Residential Development Mortgage Loans securing the Bonds and the number of foreclosures on Mortgage Loans and Residential Development Mortgage Loans securing the Bonds for the preceding 12 months and on a cumulative basis.

Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of UHC or related public entities, which have been submitted to the Repository or the SEC. UHC shall clearly identify each such other document so included by reference.

Reporting of Significant Events

Any of the following events shall be considered a Listed Event:

(a) Principal and interest payment delinquencies with respect to the 2019 Series A Bonds.

(b) Non-payment related defaults with respect to the 2019 Series A Bonds, if material.

(c) Modifications to rights of holders of the 2019 Series A Bonds, if material.

(d) Bond calls, if material, and tender offers.

(e) Defeasances.

(f) Rating changes.

(g) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the 2019 Series A Bonds or other material events affecting the tax status of the 2019 Series A Bonds.

(h) Unscheduled draws on the debt service reserves reflecting financial difficulties.

(i) Unscheduled draws on credit enhancements reflecting financial difficulties. 47

(j) Substitution of credit or liquidity providers, or their failure to perform.

(k) Release, substitution, or sale of property securing repayment of the 2019 Series A Bonds, if material.

(l) Bankruptcy, insolvency, receivership or similar event of UHC.

(m) The consummation of a merger, consolidation or acquisition involving UHC or the sale of all or substantially of the assets of UHC, other than in the ordinary course of business, the entry into a definitive agreement relating to any such actions, other than pursuant to its terms, if material.

(n) Appointment of a successor or additional trustee or the change in the name of the trustee, if material.

(o) Incurrence of a Financial Obligation of UHC, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of UHC, any of which affect security holders, if material.

(p) Default, event of acceleration, termination event, modification of terms, or other similar event under the terms of a Financial Obligation of UHC, any of which reflect financial difficulties.

Whenever UHC obtains knowledge of the occurrence of a Listed Event, it shall determine if such event would be material under applicable federal securities laws, provided that Listed Events of the type specified above in paragraphs (a), (d)(b), (e), (f), (g), (h), (i), (j), (l) and (p) will always be deemed to be material. If UHC determines that knowledge of the event would be material under applicable federal securities laws, it shall, in a timely manner but in no event more than ten (10) Business Days after the occurrence of the Listed Event, file in an electronic format a notice of such occurrence with the MSRB.

Central Filing; Termination of Reporting Obligation

Any filing or reporting obligation to a Repository under the Continuing Disclosure Certificate may be made solely by transmitting such filing or report to the Municipal Securities Rulemaking Board pursuant to its Electronic Municipal Market Access (EMMA) system as provided at http//www.emma.msrb.org. UHC’s obligations under the Continuing Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the 2019 Series A Bonds.

Dissemination Agent

UHC may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under the Continuing Disclosure Certificate, and may discharge any such Agent, with or without appointing a successor dissemination agent. The initial Dissemination Agent shall be UHC.

Amendment; Waiver

UHC may amend the Continuing Disclosure Certificate and any provision of the Continuing Disclosure Certificate may be waived provided that the following conditions are satisfied:

(a) If the amendment or waiver relates to the provisions described in the first paragraph under “Provisions of Annual Bond Disclosure Reports” or under “Content of Annual Bond Disclosure Reports” or in the first paragraph under “Reporting of Significant Events”, it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of an obligated person with respect to the 2019 Series A Bonds, or the type of business conducted;

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(b) The undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the 2019 Series A Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and

(c) The amendment or waiver either (i) is approved by the Holders of the 2019 Series A Bonds in the same manner as provided in the Indenture for amendments to the Indenture with the consent of Holders, or (ii) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Holders or Beneficial Owners of the 2019 Series A Bonds.

In the event of any amendment or waiver of a provision of the Continuing Disclosure Certificate, UHC shall describe such amendment in the next Annual Bond Disclosure Report, and shall include, as applicable, a narrative explanation of the reason for the amendment or waiver and its impact on the type (or, in the case of a change of accounting principles, on the presentation) of financial information or operating data being presented by UHC. In addition, if the amendment relates to the accounting principles to be followed in preparing financial statements, (i) notice of such change shall be given in the same manner as for a Listed Event under the Continuing Disclosure Certificate, and (ii) the Annual Bond Disclosure Report for the year in which the change is made should present a comparison (in narrative form and also, if feasible, in quantitative form) between the financial statements as prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles.

Additional Information

Nothing in the Continuing Disclosure Certificate shall be deemed to prevent UHC from disseminating any other information, using the means of dissemination set forth in the Continuing Disclosure Certificate or any other means of communication, or including any other information in any Annual Bond Disclosure Report or notice of occurrence of a Listed Event, in addition to that which is required by the Continuing Disclosure Certificate. If UHC chooses to include any information in any Annual Bond Disclosure Report or notice of occurrence of a Listed Event in addition to that which is specifically required by the Continuing Disclosure Certificate, UHC shall have no obligation under the Continuing Disclosure Certificate to update such information or include it in any future Annual Bond Disclosure Report or notice of occurrence of a Listed Event.

Default

In the event of a failure of UHC to comply with any provision of the Continuing Disclosure Certificate, the Trustee may (and, at the request of any Participating Underwriter or the Holders of at least 25% aggregate principal amount of Outstanding 2019 Series A Bonds, shall), or any Holder or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause UHC to comply with its obligations under the Continuing Disclosure Certificate. A default under the Continuing Disclosure Certificate shall not be deemed an Event of Default under the Indenture, and the sole remedy under the Continuing Disclosure Certificate in the event of any failure of UHC to comply with the Continuing Disclosure Certificate shall be an action to compel performance.

Beneficiaries

The Continuing Disclosure Certificate shall inure solely to the benefit of UHC, the Trustee, the Dissemination Agent, the Participating Underwriter, Holders and Beneficial Owners from time to time of the 2019 Series A Bonds, and shall create no rights in any other person or entity.

LEGALITY FOR INVESTMENT

Under the Act, the Bonds, Bonds, and other obligations issued under the authority of the Act are declared to be securities in which all public officers and public bodies of the State and its political subdivisions, all banks, bankers, savings banks, trust companies, credit unions, savings and loan associations, building and loan associations, investment companies, and other persons carrying on a banking business, all insurance companies and insurance associations and others carrying on an insurance business, and all administrators, executors, guardians, trustees, and

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other fiduciaries, pension, profit sharing and retirement funds, and all other persons whosoever now or may hereafter be authorized to invest in Bonds, Bonds, or other obligations of the State, may properly and legally invest any funds, including capital belonging to them or within their control. Such Bonds, Bonds, and other obligations are also declared securities which may properly and legally be deposited with and received by any State, county, or municipal officer, or agency of the State for any purpose for which the deposit of Bonds, Bonds, or other obligations of the State is now or may hereafter be authorized by law.

LEGALITY

Certain legal matters in connection with the Bonds are subject to the approval of Gilmore & Bell, P.C., Salt Lake City, Utah, Bond Counsel to UHC, and certain legal matters will be passed upon for the Underwriters by their counsel, Orrick, Herrington & Sutcliffe LLP, San Francisco, California. The form of approving opinion of Bond Counsel to be delivered on the date of issuance of the Bonds is set forth in Appendix B.

TAX MATTERS

In the opinion of Gilmore & Bell, P.C., Bond Counsel to UHC, under the law existing as of the issue date of the 2019 Series A Bonds, interest on the 2019 Series A Bonds is exempt from individual income taxation by the State of Utah. Bond Counsel expresses no opinion regarding any other tax consequences relating to the ownership or disposition of, or the amount, accrual, or receipt of interest on, the 2019 Series A Bonds.

CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS

General

The following discussion summarizes certain U.S. federal tax considerations generally applicable to holders of the 2019 Series A Bonds that acquire their 2019 Series A Bonds in the initial offering. The discussion below is based upon laws, regulations, rulings, and decisions in effect and available on the date hereof, all of which are subject to change, possibly with retroactive effect. Prospective investors should note that no rulings have been or are expected to be sought from the U.S. Internal Revenue Service (the “IRS”) with respect to any of the U.S. federal tax consequences discussed below, and no assurance can be given that the IRS will not take contrary positions. Further, the following discussion does not deal with U.S. tax consequences applicable to any given investor, nor does it address the U.S. tax considerations applicable to all categories of investors, some of which may be subject to special taxing rules (regardless of whether or not such investors constitute U.S. Holders), such as certain U.S. expatriates, banks, REITs, RICs, insurance companies, tax-exempt organizations, dealers or traders in securities or currencies, partnerships, S corporations, estates and trusts, investors that hold their 2019 Series A Bonds as part of a hedge, straddle or an integrated or conversion transaction, or investors whose “functional currency” is not the U.S. dollar. Furthermore, it does not address (i) alternative minimum tax consequences, (ii) the net investment income tax imposed under Section 1411 of the Code, or (iii) the indirect effects on persons who hold equity interests in a holder. This summary also does not consider the taxation of the 2019 Series A Bonds under state, local or non-U.S. tax laws. In addition, this summary generally is limited to U.S. tax considerations applicable to investors that acquire their 2019 Series A Bonds pursuant to this offering for the issue price that is applicable to such 2019 Series A Bonds (i.e., the price at which a substantial amount of the 2019 Series A Bonds are sold to the public) and who will hold their 2019 Series A Bonds as “capital assets” within the meaning of Section 1221 of the Code.

For purposes of this summary, the term “U.S. Holder” means a beneficial owner of a 2019 Series A Bond that for U.S. federal income tax purposes is (1) an individual citizen or resident of the United States, (2) a corporation or other entity taxable as a corporation created or organized in or under the laws of the United States or any state thereof (including the District of Columbia), (3) an estate the income of which is subject to U.S. federal income taxation regardless of its source, or (4) a trust where (a) a court within the United States is able to exercise primary supervision over the administration of the trust and one or more United States persons (as defined in the Code) have the authority to control all substantial decisions of the trust or (b) the trust has made a valid election under U.S. Treasury Regulations to be treated as a domestic trust. In addition, for purposes of this summary, the term “Non-U.S. Holder” generally means a beneficial owner of a 2019 Series A Bond (other than a partnership) that is not a U.S. 50

Holder. If a partnership holds 2019 Series A Bonds, the tax treatment of such partnership or a partner in such partnership generally will depend upon the status of the partner and upon the activities of the partnership. Partnerships holding 2019 Series A Bonds, and partners in such partnerships, should consult their own tax advisors regarding the tax consequences of an investment in the 2019 Series A Bonds (including their status as U.S. Holders or Non-U.S. Holders).

Notwithstanding the rules described below, it should be noted that, under newly enacted law that is effective for tax years beginning after December 31, 2017 (or, in the case of original issue discount, for tax years beginning after December 31, 2018), certain taxpayers that are required to prepare certified financial statements or file financial statements with certain regulatory or governmental agencies may be required to recognize income, gain and loss with respect to the 2019 Series A Bonds at the time that such income, gain or loss is recognized on such financial statements instead of under the rules described below.

Prospective investors should consult their own tax advisors in determining the U.S. federal, state, local or non-U.S. tax consequences to them from the purchase, ownership and disposition of the 2019 Series A Bonds in light of their particular circumstances.

U.S. Holders

Interest. Interest on the 2019 Series A Bonds generally will be included in gross income of a U.S. Holder for federal income taxes, in accordance with the U.S. Holder’s normal method of accounting.

To the extent that the issue price of any maturity of the 2019 Series A Bonds is less than the amount to be paid at maturity of such 2019 Series A Bonds (excluding amounts stated to be interest and payable at least annually over the term of such 2019 Series A Bonds) by more than a de minimis amount, the difference may constitute original issue discount (“OID”). U.S. Holders of 2019 Series A Bonds will be required to include OID in income for U.S. federal income tax purposes as it accrues, in accordance with a constant yield method based on a compounding of interest (which may be before the receipt of cash payments attributable to such income). Under this method, U.S. Holders generally will be required to include in income increasingly greater amounts of OID in successive accrual periods.

2019 Series A Bonds purchased for an amount in excess of the principal amount payable at maturity (or, in some cases, at their earlier call date) will be treated as issued at a premium. A U.S. Holder of a 2019 Series A Bond issued at a premium may make an election, applicable to all debt securities purchased at a premium by such U.S. Holder, to amortize such premium, using a constant yield method over the term of such 2019 Series A Bond.

Sale or Other Taxable Disposition of the 2019 Series A Bonds. Unless a nonrecognition provision of the Code applies, the sale, exchange, redemption, retirement (including pursuant to an offer by the State) or other disposition of a 2019 Series A Bond, will be a taxable event for U.S. federal income tax purposes. In such event, in general, a U.S. Holder of a 2019 Series A Bond will recognize gain or loss equal to the difference between (i) the amount of cash plus the fair market value of property received (except to the extent attributable to accrued but unpaid interest on the 2019 Series A Bond, which will be taxed in the manner described above) and (ii) the U.S. Holder’s adjusted U.S. federal income tax basis in the 2019 Series A Bond (generally, the purchase price paid by the U.S. Holder for the 2019 Series A Bond, decreased by any amortized premium and increased by the amount of any OID previously included in income by such U.S. Holder with respect to such 2019 Series A Bond). Any such gain or loss generally will be capital gain or loss. In the case of a non-corporate U.S. Holder of the 2019 Series A Bonds, the maximum marginal U.S. federal income tax rate applicable to any such gain will be lower than the maximum marginal U.S. federal income tax rate applicable to ordinary income if such U.S. Holder’s holding period for the 2019 Series A Bonds exceeds one year. The deductibility of capital losses is subject to limitations. Further, if UHC establishes a legal defeasance of any 2019 Series A Bond, that 2019 Series A Bond may be deemed to be retired and “reissued” for U.S. federal income tax purposes as a result of the defeasance.

Information Reporting and Backup Withholding. Payments on the 2019 Series A Bonds generally will be subject to U.S. information reporting and possibly to “backup withholding.” Under Section 3406 of the Code and applicable U.S. Treasury Regulations issued thereunder, a non-corporate U.S. Holder of the 2019 Series A Bonds may 51

be subject to backup withholding at the current rate of 24% with respect to “reportable payments,” which include interest paid on the 2019 Series A Bonds and the gross proceeds of a sale, exchange, redemption, retirement or other disposition of the 2019 Series A Bonds. The payor will be required to deduct and withhold the prescribed amounts if (i) the payee fails to furnish a U.S. Taxpayer identification number (“TIN”) to the payor in the manner required, (ii) the IRS notifies the payor that the TIN furnished by the payee is incorrect, (iii) there has been a “notified payee underreporting” described in Section 3406(c) of the Code or (iv) the payee fails to certify under penalty of perjury that the payee is not subject to withholding under Section 3406(a)(l)(C) of the Code. Amounts withheld under the backup withholding rules may be refunded or credited against the U.S. Holder’s federal income tax liability, if any, provided that the required information is timely furnished to the IRS. Certain U.S. Holders (including among others, corporations and certain tax-exempt organizations) are not subject to backup withholding. A holder’s failure to comply with the backup withholding rules may result in the imposition of penalties by the IRS.

Non-U.S. Holders

Interest. Subject to the discussions below under the headings “Information Reporting and Backup Withholding” and “Foreign Account Tax Compliance Act,” payments of principal of, and interest on, any 2019 Series A Bond to a Non-U.S. Holder, other than (1) a controlled foreign corporation, as such term is defined in the Code, which is related to the State through stock ownership and (2) a bank which acquires such 2019 Series A Bond in consideration of an extension of credit made pursuant to a loan agreement entered into in the ordinary course of business, will not be subject to any U.S. federal withholding tax provided that the beneficial owner of the 2019 Series A Bond provides a certification completed in compliance with applicable statutory and regulatory requirements, which requirements are discussed below under the heading “Information Reporting and Backup Withholding,” or an exemption is otherwise established.

Disposition of the 2019 Series A Bonds. Subject to the discussions below under the headings “Information Reporting and Backup Withholding” and “Foreign Account Tax Compliance Act,” any gain realized by a Non-U.S. Holder upon the sale, exchange, redemption, retirement (including pursuant to an offer by the State) or other disposition of a 2019 Series A Bond generally will not be subject to U.S. federal income tax, unless (i) such gain is effectively connected with the conduct by such Non-U.S. Holder of a trade or business within the United States; or (ii) in the case of any gain realized by an individual Non-U.S. Holder, such holder is present in the United States for 183 days or more in the taxable year of such sale, exchange, redemption, retirement (including pursuant to an offer by the State) or other disposition and certain other conditions are met.

U.S. Federal Estate Tax. A 2019 Series A Bond that is held by an individual who at the time of death is not a citizen or resident of the United States will not be subject to U.S. federal estate tax as a result of such individual’s death, provided that, at the time of such individual’s death, payments of interest with respect to such 2019 Series A Bond would not have been effectively connected with the conduct by such individual of a trade or business within the United States.

Information Reporting and Backup Withholding. Subject to the discussion below under the heading “Foreign Account Tax Compliance Act,” under current U.S. Treasury Regulations, payments of principal and interest on any 2019 Series A Bonds to a holder that is not a United States person will not be subject to any backup withholding tax requirements if the beneficial owner of the 2019 Series A Bond or a financial institution holding the 2019 Series A Bond on behalf of the beneficial owner in the ordinary course of its trade or business provides an appropriate certification to the payor and the payor does not have actual knowledge that the certification is false. If a beneficial owner provides the certification, the certification must give the name and address of such owner, state that such owner is not a United States person, or, in the case of an individual, that such owner is neither a citizen nor a resident of the United States, and the owner must sign the certificate under penalties of perjury. The current backup withholding tax rate is 24%.

Foreign Account Tax Compliance Act (“FATCA”) – U.S. Holders and Non-U.S. Holders

Sections 1471 through 1474 of the Code impose a 30% withholding tax on certain types of payments made to foreign financial institutions, unless the foreign financial institution enters into an agreement with the U.S. Treasury

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to, among other things, undertake to identify accounts held by certain U.S. persons or U.S.-owned entities, annually report certain information about such accounts, and withhold 30% on payments to account holders whose actions prevent it from complying with these and other reporting requirements, or unless the foreign financial institution is otherwise exempt from those requirements. In addition, FATCA imposes a 30% withholding tax on the same types of payments to a non-financial foreign entity unless the entity certifies that it does not have any substantial U.S. owners or the entity furnishes identifying information regarding each substantial U.S. owner. Under current guidance, failure to comply with the additional certification, information reporting and other specified requirements imposed under FATCA could result in the 30% withholding tax being imposed on payments of interest on the 2019 Series A Bonds. In general, withholding under FATCA currently applies to payments of U.S. source interest (including OID) and, under current guidance, will apply to certain “passthru” payments no earlier than the date that is two years after publication of final U.S. Treasury Regulations defining the term “foreign passthru payments.” Prospective investors should consult their own tax advisors regarding FATCA and its effect on them.

The foregoing summary is included herein for general information only and does not discuss all aspects of U.S. federal taxation that may be relevant to a particular holder of 2019 Series A Bonds in light of the holder’s particular circumstances and income tax situation. Prospective investors are urged to consult their own tax advisors as to any tax consequences to them from the purchase, ownership and disposition of 2019 Series A Bonds, including the application and effect of state, local, non-U.S., and other tax laws.

CERTAIN ERISA CONSIDERATIONS

The Employee Retirement Income Security Act of 1974, as amended (“ERISA”), imposes certain restrictions on employee pension and welfare benefit plans subject to ERISA (“ERISA Plans”) regarding prohibited transactions, and also imposes certain obligations on those persons who are fiduciaries with respect to ERISA Plans. Section 4975 of the Code imposes similar prohibited transaction restrictions on (i) tax-qualified retirement plans described in Section 401(a) and 403(a) of the Code, which are exempt from tax under section 501(a) of the Code and which are not governmental and church plans as defined herein (“Qualified Retirement Plans”), and (ii) Individual Retirement Accounts described in Section 408(b) of the Code (the foregoing in clauses (i) and (ii), “Tax-Favored Plans”). Certain employee benefit plans, such as governmental plans (as defined in Section 3(32) of ERISA), and, if no election has been made under Section 410(d) of the Code, church plans (as defined in Section 3(33) of ERISA), are not subject to ERISA requirements. Additionally, such governmental and non-electing church plans are not subject to the requirements of Section 4975 of the Code. Although assets of such governmental or non-electing church plans may be invested in the 2019 Series A Bonds without regard to the ERISA and Code considerations described below, any such investment may be subject to provisions of applicable federal and state law that are, to a material extent, similar to the requirements of ERISA and Section 4975 of the Code (“Similar Law”).

In addition to the imposition of general fiduciary obligations, including those of investment prudence and diversification and the requirement that a plan’s investment be made in accordance with the documents governing the plan, Section 406 of ERISA and Section 4975 of the Code prohibit a broad range of transactions involving assets of (i) ERISA Plans, (ii) Tax-Favored Plans, and (iii) entities whose underlying assets include plan assets by reason of ERISA Plans or Tax-Favored Plans investing in such entities (the foregoing in clauses (i), (ii) and (iii), collectively, “Benefit Plans”) and persons who have certain specified relationships to the Benefit Plans (such persons are referred to as “Parties in Interest” or “Disqualified Persons”), unless a statutory or administrative exemption is available. Certain Parties in Interest (or Disqualified Persons) that participate in a prohibited transaction may be subject to a penalty (or an excise tax) imposed pursuant to Section 502(i) of ERISA (or Section 4975 of the Code) unless a statutory or administrative exemption is available.

Certain transactions involving the purchase, holding or transfer of the 2019 Series A Bonds might be deemed to constitute prohibited transactions under ERISA and the Code if assets of UHC were deemed to be assets of a Benefit Plan. Under final regulations issued by the United States Department of Labor (the “Plan Assets Regulation”), the assets of UHC would be treated as plan assets of a Benefit Plan for the purposes of ERISA and the Code if the Benefit Plan acquires an “equity interest” in UHC and none of the exceptions contained in the Plan Assets Regulation is applicable. An equity interest is defined under the Plan Assets Regulation as an interest in an entity other than an instrument which is treated as indebtedness under applicable local law and which has no substantial equity features. Although there can be no assurances in this regard, it appears that the 2019 Series A Bonds should be treated as debt 53

without substantial equity features for purposes of the Plan Assets Regulation. However, without regard to whether the 2019 Series A Bonds are treated as an equity interest for such purposes, the acquisition or holding of 2019 Series A Bonds by or on behalf of a Benefit Plan could be considered to give rise to a prohibited transaction if UHC, the Trustee, the Underwriters or any of their respective affiliates, is or becomes a Party in Interest or a Disqualified Person with respect to such Benefit Plan. The fiduciary of a Benefit Plan that proposes to purchase and hold any 2019 Series A Bonds should consider, among other things, whether such purchase and holding may involve (i) the direct or indirect extension of credit to a Party in Interest, (ii) the sale or exchange of any property between a Benefit Plan and a Party in Interest, and (iii) the transfer to, or use by or for the benefit of, a Party in Interest, of any Benefit Plan assets.

Certain exemptions from the prohibited transaction rules could be applicable depending on the type and circumstances of the plan fiduciary making the decision to acquire a 2019 Series A Bond. Included among these exemptions are: Prohibited Transaction Class Exemption (“PTCE”) 75-1, relating to certain broker-dealer transactions, PTCE 96-23, regarding transactions effected by “in- asset managers”; PTCE 90-1, regarding investments by insurance company pooled separate accounts; PTCE 95-60, regarding transactions effected by “insurance company general accounts”; PTCE 91-38, regarding investments by bank collective investment funds; and PTCE 84-14, regarding transactions effected by “qualified professional asset managers.” In addition, Section 408(b)(17) of ERISA and Section 4975(d)(20) of the Code generally provide for a statutory exemption from the prohibitions of Section 406(a) of ERISA and Section 4975 of the Code for certain transactions between Benefit Plans and persons who are Parties in Interest solely by reason of providing services to such Benefit Plans or who are persons affiliated with such service providers, provided generally that such persons are not fiduciaries with respect to “plan assets” of any Benefit Plan involved in the transaction and that certain other conditions are satisfied.

By its acceptance of a 2019 Series A Bond, each purchaser will be deemed to have represented and warranted that either (i) no “plan assets” of any Benefit Plan have been used to purchase such 2019 Series A Bond or (ii) the purchase and holding of such 2019 Series A Bonds is exempt from the prohibited transaction restrictions of ERISA and Section 4975 of the Code pursuant to a statutory exemption or an administrative class exemption.

Any Benefit Plan fiduciary considering whether to purchase 2019 Series A Bonds on behalf of an ERISA Plan should consult with its counsel regarding the applicability of the fiduciary responsibility and prohibited transaction provisions of ERISA and the Code to such investment and the availability of any of the exemptions referred to above. In addition, persons responsible for considering the purchase of 2019 Series A Bonds by a governmental plan or non-electing church plan should consult with its counsel regarding the applicability of any Similar Law to such an investment.

NO LITIGATION

There is no proceeding or litigation of any nature now pending or threatened restraining or enjoining the issuance, sale, execution or delivery of the 2019 Series A Bonds, or in any way contesting or affecting the validity of the 2019 Series A Bonds, any proceedings of UHC taken with respect to the issuance or sale thereof, the pledge or application of any money or security provided for the payment of the 2019 Series A Bonds, the existence or powers of UHC relating to the 2019 Series A Bonds or the title of any officers of UHC to their respective positions.

RATING

Moody’s Investors Service, Inc. has assigned the 2019 Series A Bonds a rating of “Aa2.”

Such rating reflects only the views of the Rating Agency. Explanations of the significance of the rating may be obtained from the Rating Agency as follows: Moody’s Investors Service, Inc., 99 Church Street, New York, New York 10007, (212) 553-0300. A rating is not a recommendation to buy, sell or hold the 2019 Series A Bonds, and there is no assurance that any rating will be maintained for any given period of time by the Rating Agency or that it will not be revised or withdrawn entirely by the Rating Agency, if in its judgment circumstances so warrant. Any such revision or withdrawal of a rating may have an adverse affect on the market price of the 2019 Series A Bonds.

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UNDERWRITING

The 2019 Series A Bonds will be purchased from UHC by the Underwriters under a Purchase Contract dated September 12, 2019, pursuant to which the Underwriters agree, subject to certain conditions, to purchase all of the 2019 Series A Bonds, at an aggregate purchase price of $162,979,907.40 (representing the principal amount of $162,505,000.00, plus $1,742,794.20 original issue premium, less the Underwriters’ discount of $1,267,886.80).

The initial public offering prices stated on the inside front cover of this Official Statement may be changed from time to time by the Underwriters. The Underwriters may offer and sell the 2019 Series A Bonds to certain dealers (including dealers depositing such Bonds into investment trusts), dealer banks, banks acting as agents and others at prices lower than said public offering prices.

FINANCIAL STATEMENTS OF THE ISSUER

The audited financial statements of UHC for the fiscal year ending June 30, 2018 are included in Appendix C.

ADDITIONAL INFORMATION

Any statements in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended as such and not as representations of fact. This Official Statement is not to be construed as a contract or agreement between UHC and the purchasers or holders of any of the 2019 Series A Bonds.

Copies in reasonable quantity of the Indenture and other documents referenced herein may be obtained during the offering period from the Underwriters or from UHC at 2479 South Lake Park Blvd., West Valley City, Utah 84120.

The execution and delivery of this Official Statement have been duly authorized by UHC. Concurrently with the delivery of the 2019 Series A Bonds, UHC will furnish a certificate executed on behalf of UHC to the effect that this Official Statement, as of the date of this Official Statement and as of the date of delivery of the 2019 Series A Bonds, does not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements herein, in the light of the circumstances under which they were made, not misleading.

UTAH HOUSING CORPORATION

By: /s/ Grant S. Whitaker President

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APPENDIX A

INSURANCE, GUARANTEES; GINNIE MAE AND FORECLOSURE

Federal Housing Administration Single Family Mortgage Insurance

FHA may insure loans on amounts up to 115% of the area median house price, when that amount is between the national minimum ($314,827) and maximum ($726,525). The minimum and maximum loan limits are based on 65% and 150% of the conforming loan limits for Government-Sponsored Enterprises (GSE) in 2019, which is $484,350.

In Utah, the maximum insurable mortgage amounts are as follows:

Counties Mortgage Amount Limit ($) Salt Lake and Tooele (MSA) 388,700 Davis, Morgan, Box Elder and Weber (MSA) 401,350 Summit 726,525 Wasatch 462,300 Washington (MSA) 349,600 Utah and Juab 377,200 All other 314,827

In addition, the loan to value ratio for each insurable mortgage may not exceed 96.5% of the value of the properties. After the FHA Modernization Act of 2008 became effective, a minimum down payment of 3.5% of the property value is required be collected. Home buyers may finance an up-front mortgage insurance premium and a portion of any closing costs, but in no event may the loan to value ratio exceed 100% of the value of a property. However, when a unit of government or an instrumentality of one is offering downpayment and/or closing cost assistance in the form of secondary financing, the combined LTV can exceed 100% of the appraised value. Value is defined as the lesser of (a) appraised value of the property plus closing costs, or (b) the sales price of the property plus closing costs paid by the mortgagor.

Currently, home buyers under the Section 203(b) Program are required to pay an up-front mortgage insurance premium of 1.75%. Since July 1, 1991, an annual risk-based premium has been assessed based on the amount of downpayment. Under current regulations, a .85% fee will be assessed annually if the initial loan-to-value ratio (LTV) is greater than 95% and .80% if the LTV is less than or equal to 95%. For a Mortgage Loan with an original LTV exceeding 90% and an FHA case number assigned on or after June 3, 2013, the annual mortgage insurance must be paid monthly, as long as there is a principal balance outstanding, up through the full 30-year amortization schedule.

The regulations governing the FHA single-family programs under which the Mortgage Loans may be insured provide that a mortgage loan will be considered to be in default if the mortgagor fails to make any payment or perform any other obligation under the mortgage, and such failure continues for a period of thirty days. Insurance benefits are payable to the mortgagee either upon foreclosure (or other acquisition of the property) and conveyance of mortgaged premises to HUD. In the event of a default on an FHA-insured single-family mortgage loan, the mortgagee must determine whether or not the default is caused by a circumstance or set of circumstances beyond the mortgagor’s control which temporarily renders the mortgagor financially unable to cure the delinquency within a reasonable time or to make full mortgage payments. If the determination is made that the default is caused by such circumstances, the mortgagee generally is not permitted to initiate foreclosure proceedings unless and until it has offered the mortgagor appropriate loss mitigation alternatives. FHA insurance claims are paid in an amount equal to 100% of the outstanding principal balance of the mortgage loan plus interest and certain additional costs and expenses. When entitlement to insurance benefits results from foreclosure (or other acquisition of the property) and conveyance, the insurance payment is computed as of the date of the default by the mortgagor. The insurance payment itself bears interest as provided under FHA regulations.

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Payment for insurance claims may include reimbursement to the mortgagees for tax, insurance, and similar payments made by them, as well as deductions for amounts received or retained by them after default. Under most FHA insurance programs for single-family residences the Federal Housing Commissioner has the option of paying insurance claims in cash or in debentures. The HUD debenture rate may be less than the interest rate on the mortgage loans, and any such debentures would mature 20 years after the date of issue, pay interest semiannually and may be redeemable at par at the option of HUD. Current FHA policy, which is subject to change at any time, is to pay insurance claims in cash.

Department of Veterans Administration Guaranty Program

The Serviceman’s Readjustment Act of 1944, as amended, permits a veteran (or in certain circumstances a veteran’s spouse) to obtain a mortgage loan guaranty by the VA covering mortgage financing of the purchase of a one-to-four unit family dwelling at interest rates permitted by the VA.

The maximum funding fee that the Department of Veterans Affairs charges to borrowers is currently 3.30%.

Claims for the payment of a VA guaranty may be submitted after a loan has been terminated by foreclosure or the acceptance by the VA of a voluntary conveyance (deed-in-lieu of foreclosure). A mortgagee intending to institute foreclosure proceedings cannot do so until 30 days after notifying the Administrator of Veteran Affairs of this intention by registered mail.

The maximum guaranty on a VA loan for the purchase or construction of a home or the purchase of a unit is the lesser of (a) the veteran’s available entitlement in an amount up to $36,000 (which can be increased to an amount equal to 25% of the Freddie Mac single family conventional conforming loan limit for certain loans over $144,000), or (b) the maximum potential guaranty amount in the following table:

Loan Amount ($) Maximum Potential Guaranty 45,000 or less 50% of the loan amount 45,001 to 56,250 $22,500 56,251 to 144,000 40% of the loan amount, with a maximum of $36,000 144,001 to 417,000 25% of the loan amount Greater than 417,000 The lesser of: 25% of the VA county loan limit, or 25% of the loan amount

The liability on the guaranty is reduced or increased pro rata with any reduction or increase in the amount of the indebtedness, but will in no event exceed the original amount of the guaranty. Notwithstanding the dollar and percentage limitations of the guaranty, a mortgagee will ordinarily suffer a monetary loss only when the difference between the unsatisfied indebtedness and the proceeds of any foreclosure sale of a mortgaged premises is greater than the original guaranty as adjusted. The VA may, at its option and without regard to the guaranty, make full payment to a mortgagee of unsatisfied indebtedness on a mortgage upon the mortgagee’s obtaining title and conveying it to the VA.

Rural Housing and Community Development Service Guaranteed Housing Loan Program

Title V of the Housing Act of 1949 permits the Rural Housing and Community Development Service of the Department of Agriculture (formerly the Farmers Home Administration) (FHA) to provide mortgage guarantees for single family rural housing loans. A Rural Housing and Community Development Service guarantee constitutes an obligation supported by the full faith and credit of the United States.

The maximum loss payment under a Rural Housing and Community Development Service guarantee will be the lesser of:

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(a) Any loss of an amount equal to 90% of the principal amount actually advanced to the mortgagor, or

(b) Any loss sustained by the lender of an amount up to 35% of the principal amount actually advanced to the mortgagor, plus any additional loss sustained by the lender of an amount up to 85% of the remaining 65% of the principal amount actually advanced to the mortgagor.

Loss includes only (1) principal and interest evidenced by the note; (2) any loan subsidy due and owing; and (3) any principal and interest indebtedness on Rural Housing and Community Development Service approved protective advances for protection and preservation of collateral. Interest is covered by the guarantee to the date of the final loss settlement when the lender conducts liquidation of collateral in an expeditious manner. Net proceeds received from liquidation of the collateral will be used in calculating the amount of loss sustained. If the lender acquires the collateral, the net proceeds from collateral for calculating loss shall be determined by the Rural Housing and Community Development Service as follows: (i) the collateral will be appraised at its current market value as of the date of acquisition by the lender then (ii) deduct from such appraised value an estimate of liquidation costs which will include an allowance for the estimated time the property will be held by the lender. The Rural Housing and Community Development Service will pay its claim based on an appraisal after foreclosure has occurred rather than upon the sale of the property.

Ginnie Mae an Ginnie Mae Certificates

This summary of the Ginnie Mae Mortgage Backed Securities Program, the Ginnie Mae Certificates and the documents referred to herein does not purport to be comprehensive and is qualified in its entirety by reference to the Ginnie Mae Mortgage Backed Securities Guide published by Ginnie Mae and to said documents for full and complete statements of their provisions. As of the date of this Official Statement, such guide can be found at http://www.ginniemae.gov/issuers/program_guidelines/Pages/mbsguidelib.aspx. The following summary is of the GNMA I Program and the GNMA II Program.

Government National Mortgage Association (“Ginnie Mae”) is a wholly-owned corporate instrumentality of the United States within the Department of Housing and Urban Development (“HUD”) with its principal office in Washington, D.C.

To issue Ginnie Mae Certificates, a Master Servicer must first apply to and receive from Ginnie Mae the Commitment to Guarantee Mortgage Backed Securities (the “MBS Agreement”). The MBS Agreement authorizes such Master Servicer to apply to Ginnie Mae for the issuance of Mortgage-backed Securities eligible for guaranty by Ginnie Mae up to a stated date and issue Ginnie Mae Certificates up to a stated amount during a one-year period following the date of the MBS Agreement. Each MBS Agreement is valid for a 12-month period from the date of commitment.

Each Ginnie Mae Certificate is to be backed by a mortgage pool consisting of mortgage loans. Each Ginnie Mae I Certificate will be a “mortgage loan pass-through certificate” which will require the Master Servicer to pass through to the paying and transfer agent for the Ginnie Mae I program by 7:00 a.m. Eastern Time on the fifteenth calendar day of each month (or if the fifteenth calendar day is not a business day, then the next business day), the regular monthly payments on the mortgage loans (less the Ginnie Mae Guaranty Fee and the Master Servicer’s servicing fee), whether or not the Master Servicer receive such payments, plus any recoveries of principal of the mortgage loans received by the Master Servicer in the previous month. Each Ginnie Mae II Certificate will be a “mortgage loan pass-through certificate” which will require the Master Servicer to pass through to the Central Paying and Transfer Agent for the Ginnie Mae II program, by 7:00 a.m. Eastern Time on the twentieth calendar day of each month (or if the twentieth calendar day is not a business day, then the next business day), the regular monthly payments on the mortgage loans (less the Ginnie Mae Guaranty Fee and the Master Servicer’s servicing fee), whether or not the Master Servicer received such payments, plus any recoveries of principal on the mortgage loans received by the Master Servicer. The Central Paying and Transfer Agent for the GNMA II program is then required to pass through to the Trustee on the twentieth day of each month (or if such day is not a business day, the next business day) the scheduled payments received from the Master Servicer. Ginnie Mae guarantees timely payment of principal of and interest with respect to the Ginnie Mae Certificate.

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Ginnie Mae is authorized by Section 306(g) of Title III of the National Housing Act of 1934, as amended (the “Housing Act”), to guarantee the timely payment of the principal of, and interest on, securities that are based on and backed by a pool of mortgage loans insured or guaranteed under the National Housing Act, Title V of the Housing Act of 1949, the Servicemen's Readjustment Act of 1944, chapter 37 of Title 38, United States Code, or section 184 of the Housing and Community Development Act of 1992. Section 306(g) further provides that “the full faith and credit of the United States is pledged to the payment of all amounts which may be required to be paid under any guaranty under this subsection.” An opinion, dated December 9, 1969, of an Assistant Attorney General of the United States, states that such guarantees under Section 306(g) of mortgage backed certificates of the type being delivered to the Trustee on behalf of UHC are authorized to be made by Ginnie Mae and “would constitute general obligations of the United States backed by its full faith and credit.”

Ginnie Mae, upon execution of the Ginnie Mae Guaranty appended to the Ginnie Mae Certificate, and upon delivery of the Ginnie Mae Certificate to the Master Servicer, will have guaranteed to the Trustee as holder of the Ginnie Mae Certificate the timely payment of principal of and interest on the Ginnie Mae Certificate. In order to meet its obligations under such guaranty, Ginnie Mae, in its corporate capacity under Section 306(d) of Title III of the Housing Act, may issue its general obligations to the United States Department of the Treasury (“Treasury”) in an amount outstanding at any one time sufficient to enable Ginnie Mae, with no limitations as to amount, to perform its obligations under its guaranty of the timely payment of the principal of and interest on the Ginnie Mae Certificate. Treasury is authorized to purchase any obligation so issued by Ginnie Mae and has indicated in a letter dated February 13, 1970, from the Secretary of the Treasury to the Secretary of HUD that Treasury will make loans to Ginnie Mae, if needed, to implement the aforementioned guaranty.

Ginnie Mae is required to warrant to the Trustee as the holder of the Ginnie Mae Certificate, that, in the event it is called upon at any time to make payment on its guaranty of the principal of and interest on the Ginnie Mae Certificate, it will, if necessary, in accordance with Section 306(d) of Title III of the Housing Act, apply to Treasury for a loan or loans in amounts sufficient to make payments of principal and interest.

The Master Servicer will be responsible for servicing and otherwise administering the mortgage loans in accordance with generally accepted practices of the mortgage banking industry and the Ginnie Mae Mortgage Backed Securities Guide (the “Guide”).

The monthly remuneration of the Master Servicer for its servicing and administrative functions, and the Guaranty Fee charged by Ginnie Mae are based on the total aggregate unpaid principal balance of mortgage loans outstanding. The Master Servicer’s servicing fee and the Ginnie Mae Guaranty Fee are deducted from payments on the mortgage loans before payments are passed through to the holder of the Ginnie Mae Certificates.

It is expected that interest and principal payments on the mortgage loans received by the Master Servicer will be the source of payments on the Ginnie Mae Certificates. If such payments are less than what is due, the Master Servicer is obligated to advance its own funds to ensure timely payment of all amounts coming due on the Ginnie Mae Certificates. Ginnie Mae guarantees such timely payment in the event of the failure of the Master Servicer to pay an amount equal to the scheduled payments (whether or not made on the mortgage loans).

The Master Servicer is required to advise Ginnie Mae in advance of any impending default on scheduled payments so that Ginnie Mae as guarantor will be able to continue such payments as scheduled on the third business day following the twentieth calendar day of each month. If, however, such payments are not received as scheduled, the Trustee has recourse directly to Ginnie Mae.

The Ginnie Mae Guaranty Agreement to be entered into by Ginnie Mae and the Master Servicer upon issuance of the Ginnie Mae Certificates (the “Ginnie Mae Guaranty Agreement”) will provide that, in the event of a default by the Master Servicer, Ginnie Mae will have the right, by letter to the Master Servicer, to effect and complete the extinguishment of the Master Servicer’s interest in the mortgage loans, and the mortgage loans are to thereupon become the absolute property of Ginnie Mae, subject only to the unsatisfied rights of the holder of the Ginnie Mae Certificate. In such event, the Ginnie Mae Guaranty Agreement will provide that Ginnie Mae will be the successor in all respects to the Master Servicer in its capacity under the Ginnie Mae Guaranty Agreement and the transaction and arrangements set forth or arranged for therein. At any time, Ginnie Mae may enter into an agreement with an institution approved by Ginnie Mae under which such institution undertakes and agrees to assume any part or all of such duties,

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and no such agreement will detract from or diminish the responsibilities, duties or liabilities of Ginnie Mae in its capacity as guarantor.

Utah Foreclosure Procedures

The security instruments employed under UHC’s Single Family Program generally take the form of trust deeds. The Utah Code permits the trustee under a trust deed to conduct a non-judicial foreclosure sale. The trustee institutes this process by filing for record a notice of default and election to sell; copies of this notice are mailed to the trustor (mortgagor) and to any persons who have requested such notice under applicable statutory procedures. The trustor or any subordinate lienholder may reinstate the trust deed at any time within three months after the notice of default is recorded by paying all delinquent installments plus costs, expenses, trustees’ fees and attorneys’ fees.

After not less than three months have elapsed from the filing of the notice of default, the trustee may give written notice of sale. Notice of sale is given by publication at least three times, once a week for three consecutive weeks, the last publication to be at least ten days but not more than thirty days prior to the sale, by public posting at least twenty days before the date of sale, and by the mailing of a copy of the notice of sale to the trustor and to any person who has properly requested notice. No redemption is permitted after the sale.

Trust deeds may also be foreclosed in judicial proceedings in the manner provided by law for the foreclosure of mortgages. In such a judicial proceeding, a mortgagor has 180 days after the foreclosure sale to redeem and is entitled to possession during the redemption period. In addition to the mortgagor, rights of redemption are also accorded to his successor, junior lienors or judgment creditors by paying the foreclosure sale purchaser the purchase price plus interest and other costs. A Sheriff’s Certificate is issued at the time of sale to the purchaser, but a deed is not issued until the expiration of the 180-day redemption period.

The Utah Code allows a deficiency judgment if proceeds from sale are insufficient to satisfy the judgment, but in the case of a trustee’s sale under a trust deed, the amount of any deficiency judgment is limited to the amount by which the amount of the indebtedness secured by the trust deed being foreclosed plus interest and the costs and expenses incurred in the foreclosure exceeds the fair market value of the property at the time of the foreclosure sale.

A mortgagor may deliver the deed of a secured property to UHC in lieu of having the respective trust deed foreclosed, provided that UHC, and FHA or VA, as applicable, give prior consent.

Servicemembers’ Civil Relief Act

The Servicemembers’ Civil Relief Act applies to anyone called to active military duty and who has debts (including mortgage debt) incurred before they were so activated. The Servicemembers’ Civil Relief Act, as amended by the FHA Modernization Act of 2008, effectively provides that, upon activation and during the period of active duty and for a period of nine months, thereafter such debts may not be foreclosed on. Additionally, during the period of active duty and for a period of one year thereafter any interest on such debts in excess of 6% must be forgiven.

A-5

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APPENDIX B

PROPOSED FORM OF OPINION OF BOND COUNSEL

Upon the issuance of the 2019 Series A Bonds, Gilmore & Bell, P.C., Salt Lake City, Utah, Bond Counsel, propose to issue an opinion in substantially the following form:

Ladies and Gentlemen:

We have acted as bond counsel to Utah Housing Corporation (“UHC”) in connection with the issuance by UHC of its $162,505,000 Single Family Mortgage Bonds, 2019 Series A (Federally Taxable) (the “2019 Series A Bonds”). UHC is an independent body politic and corporate, constituting a public corporation, created by and existing under the Utah Housing Corporation Act, Title 63H, Chapter 8, Part 1, Utah Code Annotated 1953, as amended (the “Act”). The 2019 Series A Bonds are authorized to be issued under and secured by a General Indenture of Trust, dated as of October 1, 2019, between the Issuer and Zions Bancorporation, National Association, as trustee (the “Trustee”) and a 2019 Series A Indenture, dated as of October 1, 2019, between the Issuer and the Trustee (collectively, the “Indenture”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Indenture.

In such connection, we have reviewed the Indenture, certificates of UHC, the Trustee and others, and such other documents, opinions and matters to the extent we deemed necessary to render the opinions set forth herein.

The opinions expressed herein are based on an analysis of existing laws, regulations, rulings and court decisions and cover certain matters not directly addressed by such authorities. Such opinions may be affected by actions taken or omitted or events occurring after the date hereof. We have not undertaken to determine, or to inform any person, whether any such actions or events are taken or do occur. We disclaim any obligation to update this letter. We have assumed the genuineness of all documents and signatures presented to us (whether as originals or as copies) and the due and legal execution and delivery thereof by any parties other than UHC. We have not undertaken to verify independently, and have assumed, accuracy of the factual matters represented, warranted or certified in the documents and of the legal conclusions contained in the opinions, referred to in the second paragraph hereof. We call attention to the fact that the rights and obligations under the 2019 Series A Bonds and the Indenture may be subject to bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moratorium and other laws relating to or affecting creditors’ rights, to the application of equitable principles and to the exercise of judicial discretion in appropriate cases. We express no opinion with respect to any indemnification, contribution, choice of law, choice of forum or waiver provisions contained in the foregoing documents. Finally, we undertake no responsibility for the accuracy, completeness or fairness of the official statement or other offering material relating to the 2019 Series A Bonds and express no opinion with respect thereto.

Based upon and subject to the foregoing, and in reliance thereon, as of the date hereof, it is our opinion that:

1. UHC is an independent body politic and corporate, constituting a public corporation, validly existing under the laws of the State of Utah, and has lawful authority to issue the 2019 Series A Bonds.

2. The Indenture has been duly executed and delivered by, and is a valid and binding obligation of, UHC. The Indenture creates a valid pledge to secure the payment of the principal of and interest on the 2019 Series A Bonds, of the Revenues and any other amounts (including the proceeds of the sale of the 2019 Series A Bonds) held by the Trustee in any fund or account established pursuant to the Indenture and of the rights and interests of UHC in and to the Mortgage Loans and MBS, subject to the provisions of the Indenture permitting the application thereof for the purposes and on the terms and conditions set forth in the Indenture.

3. The 2019 Series A Bonds constitute valid and binding limited obligations of UHC, payable solely from the Revenues and other assets pledged therefor under the Indenture. The 2019 Series A Bonds do not constitute a debt or liability of the State of Utah or any political subdivision thereof.

4. Interest on the 2019 Series A Bonds is taxable as ordinary income for federal income tax purposes.

B-1

5. Under the laws of the State of Utah on the date hereof, interest on the 2019 Series A Bonds is exempt from Utah individual income taxes.

We express no opinion regarding any other tax consequences related to the ownership or disposition of, or the accrual or receipt of interest on, the 2019 Series A Bonds.

Yours truly,

B-2

APPENDIX C

UHC FINANCIAL STATEMENTS

[THIS PAGE INTENTIONALLY LEFT BLANK] APPENDIX C

    

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APPENDIX D

LENDERS INVITED TO PARTICIPATE

Academy Mortgage Corporation Graystone Funding Company LLC AMCAP Mortgage, Ltd. Guaranteed Rate America First Federal C. U. Guild Mortgage Company American Pacific Mortgage Corp Insprire Home Loans, Inc. Axia Financial LLC Intercap Lending Inc. Bank of Little Rock Mortgage Corp. Megastar Financial Corp. Bank of Utah Momentum Loans dba My Move Mortgage Bay Equity LLC Movement Mortgage, LLC Broker Solutions DBA New American Mountain America Credit Union Calcon Mutual dba OneTrust Moria Development, dba Peoples Mortgage Corp. City 1st Mortgage Services LLC NBH Bank Citywide Home Loans Network Funding, L.P. Caliber Home Loans, Inc. Northpointe Bank Castle & Cooke Mortgage LLC Primary Residential Mortgage Inc. Cornerstone Home Lending Inc. PrimeLending Cyprus Federal Credit Union RANLife DHI Mortgage Company Ltd. Security Home Mortgage Direct Mortgage, Corp. Security National Mortgage Co. Eagle Home Mortgage LLC Sun American Mortgage Company Everlend Mortgage Company SWBC Mortgage Corp. Everett Financial Inc. dba Supreme Lending Synergy One Lending Inc. First Colony Mortgage Corp. Thrive Mortgage, LLC Fairway Independent Mortgage Corp Utah Community Federal Credit Union Finance of America, LLC Utah Mortgage Loan Corp Gateway Mortgage Group, LLC Veritas Funding LLC Goldenwest Federal Credit Union Vandyk Mortgage Corporation GoPrime Mortgage, Inc. Zions Bancorporation, National Association

D-1

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APPENDIX E

SCHEDULE OF PRIOR BONDS

Bonds issued under the 2000 General Indenture

Bond Series CUSIP Maturity Date Principal to be Redeemed† 2000C 91755NUT0 July 1, 2031 $1,905,000 2000D 91755NUV5 July 1, 2031 1,935,000 2000E 91755NVD4 July 1, 2031 2,045,000 2000F 91755NVW2 January 1, 2030 2,245,000 2001A 91755NXJ9 July 1, 2032 1,535,000 2002A 917436AU1 July 1, 2033 1,940,000 2002B 917436AY3 July 1, 2033 3,045,000 2002C 917436BJ5 July 1, 2033 3,635,000 2002D 917436BX4 January 1, 2033 3,780,000 2002E 917436CK1 January 1, 2034 1,975,000 2002F 917436CN5 January 1, 2034 2,475,000 2003A 917436DP9 January 1, 2034 2,720,000 2012A 9174362X4 January 1, 2020 4,375,000 2012A 9174362Y2 July 1, 2020 4,250,000 2012A 9174362Z9 January 1, 2021 4,165,000 2012A 9174363A3 July 1, 2021 4,005,000 2012A 9174363B1 January 1, 2022 3,820,000 2012A 9174363C9 July 1, 2022 3,635,000 2012A 9174363D7 January 1, 2023 3,275,000 2012A 9174363E5 July 1, 2023 3,175,000 2012A 9174363F2 January 1, 2024 3,135,000 2012A 9174363G0 July 1, 2024 3,065,000 2012A 9174363H8 January 1, 2025 3,065,000 2012A 9174363J4 July 1, 2025 2,990,000 2012A 9174363K1 January 1, 2026 2,870,000 2012A 9174363L9 July 1, 2026 2,560,000 2012A 9174363M7 January 1, 2027 2,415,000 2012A 9174363N5 July 1, 2027 2,355,000 2012A 9174363P0 January 1, 2028 1,355,000 2012A 9174363Q8 July 1, 2028 775,000 2012A 9174363R6 January 1, 2029 755,000 2012A 9174363S4 July 1, 2029 640,000 2012A 9174363T2 January 1, 2030 430,000 2012A 9174363U9 July 1, 2030 120,000 2013A 9174365M5 July 1, 2022 24,950,000 2013A 9174365N3 July 1, 2027 34,190,000 2013A 9174365P8 July 1, 2029 5,690,000

Bonds issued under the 2001 General Indenture

Bond Series CUSIP Maturity Date Principal to be Redeemed† 2001B 91755NXR1 July 1, 2032 $2,175,000 2001C 91755NYA7 January 1, 2033 2,130,000 2001D 917436AC1 January 1, 2033 3,020,000 2001E 917436AJ6 January 1, 2033 2,075,000 2001F 917436AN7 July 1, 2033 3,180,000

† Principal amount to be redeemed includes amount to be refunded with the proceeds of the 2019 Series A Bonds. The balance of the principal amount to be redeemed will be funded with amounts held under the Prior Indentures. E-1

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UTAH HOUSING CORPORATION • Single Family Mortgage Bonds, 2019 Series A (Federally Taxable)