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“Bonds” means the Multifamily Housing Revenue Bonds (Stuart Gardens II Apartments) Series
2026, issued by the Issuer pursuant to the Indenture and the Bond Resolution in the original aggregate
principal amount of $24,000,000 *.
“Bond Year” means each annual period of twelve (12) months the first of which commences on the
date of the original issuance and delivery of the Bonds and the last of which ends on the maturity of the
Bonds, except that the first and last Bond Year may be less than twelve (12) months.
“Book-Entry Form” or “Book-Entry System” means, with respect to the Bonds, a form or system,
as applicable, under which (a) physical Bond certificates in fully registered form are issued only to a
Depository or its nominee, with the physical Bond certificates “immobilized” in the custody of the
Depository; and (b) the ownership of book-entry interests in Bonds and Bond Debt Service Charges thereon
may be transferred only through a book entry made by Persons other than the Issuer or the Trustee. The
records maintained by Persons other than the Issuer or the Trustee constitute the written record that
identifies the owners, and records the transfer, of book-entry interests in the Bonds and Bond Debt Service
Charges thereon.
“Borrower” means Stuart Gardens II Housing Partners, LP, a Virginia limited partnership, and its
lawful successors and assigns to the extent permitted by the Loan Agreement.
“Borrower Documents” means, collectively, the Loan Agreement, the Promissory Note, the
Regulatory Agreement, and the Tax Certificate.
“Bridge Lender” means Merchants Bank of Indiana.
“Bridge Loan” means that certain loan by the Bridge Lender to the Borrower in the original
principal amount of $19,000,000* to bridge a portion of the Tax Credit Equity contributions.
“Bridge Loan Documents” means, collectively, the Bridge Loan Agreement, by and between the
Borrower and the Bridge Lender, dated as of July __, 2026; the Promissory Note with HUD Rider; Pledge
and Security Agreement (Borrower), dated as of July __, 2026, entered into by the Borrower, in favor of
the Bridge Lender; Pledge and Security Agreement (Investor Limited Partner[s]), dated as of July __, 2026,
entered into by the Borrower in favor of the Bridge Lender; Disbursing Agreement, dated as of July __,
2026, by and among the Bridge Lender, the Borrower, and Chicago Title Insurance Company; Guaranty,
dated July __, 2026, by Vitus Group, LLC to the Bridge Lender; Guaranty Affidavit; Blocked Account
Control Agreement, dated as of July __, 2026, between the Borrower and the Bridge Lender; Developer
Fee Subordination Agreement, dated July __, 2026, by and among Vitus Development III, LLC, the
Borrower, and the Bridge Lender.
“Business Day” means a day of the week, other than a Saturday or a Sunday, on which commercial
banks located in the city in which the principal corporate trust office of the Trustee is located are not
required or authorized to remain closed.
“Cash Flow Projection” means a cash flow projection prepared by an Independent firm of certified
public accountants, a financial advisory firm, a law firm or other independent third party qualified and
experienced in the preparation of cash flow projections for structured finance transactions similar to the
Bonds, designated by the Borrower and acceptable to the Remarketing Agent and the Rating Agency,
establishing, to the satisfaction of the Remarketing Agent and the Rating Agency, the sufficiency of (a) the
amounts on deposit in the Special Funds; (b) projected investment income to accrue on amounts on deposit
* Preliminary; subject to change.
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