9524-04 Authorizing to Issue its "Taxable Economic Development Revenue Bonds, Series 2004 (Erskine Common Project)"

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sale of the Bonds, the Loan of the net proceeds thereof to the Company for the development and construction of the Improvements and the repayment of the Loan by the Company, will be of benefit to the health, prosperity, economic stability, general welfare and public interest of the City and its citizens and complies with the purposes and provisions of the Act. SECTION III. The proposed financing and the form of the Financing Documents approved by the Commission are hereby approved and all such documents shall be incorporated herein by reference and shall be inserted in the minutes of the Common Council and kept on file by the Clerk. SECTION IV. The City shall issue the Bonds in one (1) series in an aggregate principal amount not to exceed Three Million Eight Hundred Thousand and 00/100 Dollars ($3,800,000.00) designated as the "City of South Bend, Indiana, Taxable Economic Development Revenue Bonds, Series 2004 (Erskine Commons Project)." The proceeds of the Bonds net of the expenses in connection with or on account of the issuance of the Bonds shall be made available to the Company pursuant to the Loan Agreement. The Bonds shall not constitute an obligation or indebtedness of the City or the Commission. The Bonds, together with interest thereon, shall be payable from the TIF Revenues, and to the extent the TIF Revenues are not sufficient or otherwise available, from payments made by the Company to the extent necessary. The failure of the City to pay the principal of and interest on the Bonds due to the insufficiency of the TIF Revenues will not constitute an act of default with respect to the Bonds by the City and the City shall have no future obligations with respect to payments not made because of such insufficiency. The Bonds shall be issued as fully registered bonds and shall mature, be dated, be subject to redemption and be payable in the medium and at the place or places and in the manner as provided in the Financing Documents approved by this Ordinance and incorporated herein by reference. The Mayor is hereby authorized to negotiate, execute and deliver the Bond Purchase Agreement. The Mayor and the Clerk are authorized and directed to sell the Bonds upon such terms as set forth in the Bond Purchase Agreement at a rate of interest on the Bonds which rate may be a variable rate as set forth in the Financing Documents and incorporated herein by reference, but in no event shall the interest rate on the Bonds exceed eight percent (8.0%) per annum, and at a price equal to not less than 98% of the principal amount thereof plus accrued interest to the date of delivery of the Bonds, if any. The term of the Bonds shall not exceed twenty-five (25) years. The Mayor is further authorized to carry out, on behalf of the City, the terms and conditions set forth therein, consistent with the provisions of this Ordinance. SECTION V. The Clerk is hereby authorized and directed to obtain a legal opinion as to the validity of the Bonds from Baker & Daniels, bond counsel, of South Bend, Indiana, and to furnish such opinion to the purchaser of the Bonds. The cost of said opinion shall be considered as part of the costs incidental to these proceedings and shall be paid out of the proceeds of the Bonds or by the Company. SECTION VI. The Mayor and the Clerk are authorized and directed to execute, attest, deliver, and affix or imprint by any means the City seal to, the Loan Agreement, the Trust SBIMANI 188921 v3 - 3 -