14-20 Cedar Glen Bond Ordinance Addendums

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EXHIBIT C CLOSING CERTIFICATE OF THE ISSUER $4,100,000 CITY OF SOUTH BEND,INDIANA MULTIFAMILY HOUSING REVENUE BONDS,SERIES 2020A (CEDAR GLEN APARTMENTS PROJECT) The undersigned, for and on behalf of the City of South Bend, Indiana (the "Issuer"), hereby certifies represents and warrants to the Underwriter and the Owner named in the Official Statement referred to below, as follows: (1) The information in the Official Statement, dated [SALE DATE], with respect to the above-captioned bonds (the "Official Statement") under the captions "THE ISSUER" and, with respect to the Issuer, "ABSENCE OF LITIGATION" is true and correct to my knowledge and belief. The Issuer has not confirmed and assumes no responsibility for the accuracy, sufficiency, completeness or fairness of any statements made in the Preliminary Official Statement or the Official Statement or any amendment thereto, or any reports or financial information or any offering or disclosure document or other information relating to the Bonds, the Bond Documents, the Owner or the Project, other than the information set forth under the captions "THE ISSUER" and "ABSENCE OF LITIGATION" (as it relates to the Issuer). (2) Except as disclosed in the Official Statement, I have received no notice of any litigation or other proceedings pending against the Issuer or threatened against the Issuer, in any court or other tribunal of competent jurisdiction, State of Indiana or federal, in any way (A) restraining or enjoining the issuance, sale or delivery of the Bonds, (B) questioning or affecting the validity of the Bond Purchase Agreement, the Bonds, the Indenture, the pledge to the Bondholders of any money or other security provided under the Indenture, the Loan Agreement and the Regulatory Agreement or any other transaction referred to in the Official Statement, (C) questioning or affecting the validity of any of the proceedings for the authorization, sale, execution, issuance or delivery of the Bonds, (D) questioning or affecting the organization or existence of the Issuer or the title to office of the officers thereof or (E) questioning or affecting the power and authority of the Issuer to issue the Bonds, or to execute the Bond Purchase Agreement, the Indenture, the Loan Agreement and the Regulatory Agreement. (3) The representations and warranties of the Issuer contained in the Bond Purchase Agreement are true and correct as of the date hereof. Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Official Statement. C-1