L, QUALIFIED ENTITY PURCHASE AGREEMENT Exhibit A
<br />This QUALIFIED ENTITY PURCHASE AGREEMENT (the "Purchase Agreement "),
<br />dated the day of , 2011, is being entered into by and among the INDIANA BOND
<br />BANK, a body corporate and politic (the "Bond Bank "), created pursuant to the provisions of
<br />Indiana Code 5 -1.5, as amended (the "Act "), having its principal place of business in the City of
<br />Indianapolis, Indiana, the CITY OF SOUTH BEND, a municipality existing under the laws of
<br />the State of Indiana (the "City "), and the CITY OF SOUTH BEND REDEVELOPMENT
<br />COMMISSION, acting in the name of the City (the "Qualified Entity ").
<br />WITNESSETH:
<br />WHEREAS, on December 30, 2003, the Qualified Entity, acting in the name of the City,
<br />issued two series of its bonds designated as (i) the "City of South Bend, Indiana, Redevelopment
<br />District Tax Increment Revenue Bonds, Series 2003 (Airport Economic Development Area)" in
<br />the original aggregate principal amount of $14,420,000 (the "Original AEDA Qualified
<br />Obligations "), which are payable from the property taxes generated in the Qualified Entity's
<br />Airport Economic Development Area and allocated in accordance with Indiana Code 36 -7 -14-
<br />39, as amended, and (ii) the "City of South Bend, Indiana, Redevelopment District Tax
<br />Increment Revenue Bonds, Series 2003 (South Bend Central Development Area)" in the original
<br />aggregate principal amount of $19,795,000 (the "Original SBCDA Qualified Obligations "),
<br />which are payable from the property taxes generated in the Qualified Entity's South Bend
<br />Central Allocation Area (South Bend Allocation Area No. 1 A) and allocated in accordance with
<br />Indiana Code 36- 7- 14 -39, as amended; to provide funds to refund certain prior obligations of the
<br />Qualified Entity and to pay for, certain economic development or redevelopment projects in the
<br />respective areas, all pursuant to separate resolutions previously adopted by the Qualified Entity
<br />(collectively, the "Original Resolutions "); and
<br />WHEREAS, as of the date hereof, the Original AEDA Qualified Obligations are
<br />outstanding in the aggregate principal amount of $10,435,000, and the Original SBCDA
<br />Qualified Obligations are outstanding in the aggregate principal amount of $18,030,000 (the
<br />Original AEDA Qualified Obligations and the Original SBCDA Qualified Obligations,
<br />collectively, the "Original Qualified Obligations "); and
<br />WHEREAS, pursuant to the terms of each series of the Original Qualified Obligations
<br />and the Qualified Entity Purchase Agreement, dated as of December 17, 2003 (the "2003
<br />Purchase Agreement "), by and among the Bond Bank, the City and the Qualified Entity, the
<br />Original Qualified Obligations maturing on or after February 1, 2013, are subject to redemption
<br />prior to maturity, at the option of the Qualified Entity, in whole or in part, on any date on or after
<br />August 1, 2012 (as may be determined by the Qualified Entity), at a redemption price equal to
<br />the principal amount of the Original Qualified Obligations to be redeemed, plus accrued interest
<br />to the redemption date, and without any redemption premium (collectively, the "Call Rights ");
<br />and
<br />INDS01 BJB 1301170v2
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