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Priority and Subordination Agreement 1 Teanaway Court <br />PRIORITY AND SUBORDINATION AGREEMENT <br />(Teanaway Court) <br />This PRIORITY AND SUBORDINATION AGREEMENT (this “Agreement”) is <br />dated as of _________, 2026 by and among the following parties (collectively, the “Parties”): <br />TEANAWAY COURT ASSOCIATES LLLP, a Washington limited liability limited <br />partnership (the “Partnership”); <br />CITIBANK, N.A., a national banking association (“Citibank”); <br />HOPESOURCE, a Washington nonprofit corporation (the “Sponsor”); <br />WASHINGTON STATE DEPARTMENT OF COMMERCE, a state agency <br />(“Commerce”); <br />WASHINGTON STATE HOUSING FINANCE COMMISSION, a public body <br />corporate and politic and an instrumentality of the State of Washington (the “Commission”); <br />KITTITAS COUNTY, a political subdivision of Washington State (the “County”); <br />BRC TEANAWAY AGP LLC, a Washington limited liability company (the <br />“Administrative General Partner”); and <br />TEANAWAY COURT ASSOCIATES GP LLC, a Washington limited liability <br />company (the “Managing General Partner”). <br />The parties to this Agreement are referred to as the “Parties.” Each of the Commission, <br />Commerce, County, Citibank and Sponsor is referred to as a “Lender.” Commerce, County <br />and Sponsor are referred to collectively and individually as a “Subordinate Lender.” <br />Various parties providing loans, grants or other advances or contributions to assist in <br />the financing of the Project (as hereinafter defined) have required that the Partnership execute <br />and record against the Property certain instruments in the nature of covenants and agreements <br />restricting the leasing, operation and/or management of the Project (as hereinafter defined), <br />and/or deeds of trust and other financing instruments securing the performance of certain <br />monetary and other obligations. <br />RECITALS <br />A. Partnership’s Interest as Fee Owner. The Partnership is the owner of certain real <br />property located in the City of Cle Elum, Kittitas County, Washington, legally described on <br />Exhibit A hereto (together with all improvements now or hereafter thereon and all <br />appurtenances, the “Property”), which real property is to be developed using a combination of <br />public and private funds from various sources. Depending upon the context, the term “Project” <br />shall herein refer to (i) the construction on the Property of a 41-unit mixed-use multifamily