32-17 Economic Development Revenue Bonds (Studebaker Project)

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TRUST INDENTURE THIS TRUST INDENTURE dated as of the first day of June, 2017, by and between the CITY OF SOUTH BEND, INDIANA ("Issuer"), a municipality duly organized and existing under the laws of the State of Indiana and 1st Source Bank, a [national] banking and financial institution duly organized, existing and authorized to accept and execute trusts of the character herein set out under the laws of the State of Indiana, with a corporate trust office in the City of South Bend, Indiana, as Trustee ("Trustee"); WITNESSETH: WHEREAS, Indiana Code, Title 36, Article 7, Chapters 11.9, -12, -14 and -25 (collectively, "Act"), authorize and empower the Issuer to issue revenue bonds and to lend the proceeds therefrom for the purpose of financing economic development facilities and vests such Issuer with powers that may be necessary to enable it to accomplish such purposes; and WHEREAS, in accordance with the provisions of the Act, the Issuer has induced RDistrict Two LLC, a limited liability company ('Developer"), to proceed with the reskinning and restoration of Building 84 and other related improvements and expenses, if any, related thereto of the hereinafter defined Studebaker Facilities ("Bond Project"), which is being undertaken in connection with the remediation and rehabilitation of the former Studebaker manufacturing facilities ("Studebaker Facilities"), in or physically connected to the hereinafter defined Area, by offering to issue its Taxable Economic Development Revenue Bonds, Series 2017 (Studebaker Project) in the aggregate principal amount of $3,500,000 ("Series 2017 Bonds") pursuant to this Trust Indenture and the provisions of the Financing and Covenant Agreement, dated as of June 1, 2017 ("Financing Agreement") for the purpose of paying costs of the Bond Project; and WHEREAS, the execution and delivery of this Indenture and the issuance of revenue bonds under the Act as herein provided have been in all respects duly and validly authorized by proceedings duly passed on and approved by the Issuer; and WHEREAS, after giving notice in accordance with the Act and IC 5-3-1-4, the Issuer held a public hearing, and upon finding that the Bond Project and the proposed financing thereof will create additional employment opportunities in City of South Bend, Indiana; will benefit the health, safety, morals, and general welfare of the citizens of the Issuer and the State of Indiana; and will comply with the purposes and provisions of the Act, adopted an ordinance approving the proposed financing; and WHEREAS, the Act provides that such bonds may be secured by a trust indenture between the Issuer and a corporate trustee; and WHEREAS, the execution and delivery of this Trust Indenture ("Indenture"), and the issuance of the Series 2017 Bonds hereunder have been in all respects duly and validly authorized by an ordinance duly passed and approved by the Issuer; and I\11860514.2