Property Transfer Agreement - 36 Lots to Support LIH Tax Credit – Advantix Development Corp.

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3 (b) In addition to any and all other conditions and contingencies in this Agreement, Advantix’s obligations under this Agreement are hereby conditioned upon Advantix’s receipt of a low-income housing tax credit (“LIHTC”) reservation from the Indiana Housing and Community Development Authority (“IHCDA”) for the Intended Use. If the LIHTC reservation is not received within one hundred and forty (140) days of IHCDA accepting Advantix’s application for review, this Agreement shall terminate at Advantix’s election. Advantix represents that IHCDA intends to accept project applications on or around July 26, 2023 and announce reservations (Reservation”) on or about November 17, 2023. In the event Advantix fails to submit its application to IHCDA prior to the published deadline this Agreement shall terminate. In the event that Advantix obtains a LIHTC Reservation from IHCDA but is unable to obtain a commitment for an equity investment from a tax credit investor on terms that are satisfactory to Advantix, in Advantix’s sole discretion and in an amount sufficient for the Intended Use, within six (6) months after obtaining the LIHTC Reservation from IHCDA, despite Advantix’s best reasonable efforts, this Agreement shall terminate at Advantix’s election. 5. Closing. Provided Advantix’s receipt of a LIHTC reservation from the IHCDA for the Intended Use and provide all conditions of closing hereunder have been satisfied or waived, the closing of the transaction described herein (the “Closing”) shall occur at the offices of the Title Company on or before the Closing Date. The following shall occur on or before the Closing Date: (a) A special warranty deed in the form attached hereto as Exhibit B sufficient to convey and warrant to Advantix fee simple absolute title to the Properties, to extent such title is affected by City’s actions, subject only to the Permitted Exceptions (the "Special Warranty Deed"), which Special Warranty Deed will restrict Advantix’s use of the Properties to the Intended Use and other uses as allowed by this Agreement, and will prohibit Advantix from discriminating in the sale, lease, rental, use, occupancy, or enjoyment of the Properties or any improvements constructed on the Properties; (b) Any required real estate sale disclosure; and (c) Such other documents as may be necessary or proper to comply with this Agreement or required (by the Title Company or otherwise) to carry out its terms. Advantix shall deliver all of the following to the City, all of which shall be fully executed by Advantix, as appropriate: (a) Any required real estate sale disclosure; and (b) Such other documents as may be necessary or proper to comply with this Agreement or required to carry out its terms.