Bill No. 20-22 Amending Bond Ordinance_City of South Bend, Indiana Variable Rate Economic Development Revenue Bonds, Series 2007 (PEI_Genesis Project)

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9 “Bond Counsel” means an attorney-at-law or firm of attorneys (other than an employee of the Borrower, but including any law firm serving as counsel to the Borrower) satisfactory to the Trustee, the Bank and the Issuer and nationally recognized as experienced in matters relating to the tax exemption of interest on bonds of states and political subdivisions. “Bond Fund” means the Bond Fund created in Section 5.03 hereof. “Bond Legislation” or “Bond Ordinance” means (a) when used with reference to the Project Bonds, the ordinance providing for their issuance and approving the Agreement, this Indenture, the Bond Purchase Agreement and related matters; (b) when used with reference to an issue of Additional Bonds, the ordinance providing for the issuance of the Project Bonds, t o the extent applicable, and the ordinance providing for the issuance of the Additional Bonds and approving any amendment or supplement to the Agreement, any Supplemental Indenture and related matters; and (c) when used with reference to Bonds when Additional Bonds are outstanding, the ordinance providing for the issuance of the Project Bonds and the ordinance providing for the issuance of the then outstanding and the then to be issued Additional Bonds; in each case as amended or supplemented from time to time. The Bond Legislation is incorporated herein by reference. “Bond Purchase Agreement” means, as to the Project Bonds, the Bond Purchase Agreement dated as of or after October 1, 2007 but prior to the initial delivery of the Project Bonds, among the Issuer, the Underwriter, and the Original Borrower, and as to any Additional Bonds, the bond purchase agreement provided for in the Bond Legislation providing for the issuance of the Additional Bonds. “Bond Purchase and Covenant Agreement” means the Bond Purchase and Covenant Agreement dated as of January 3, 2012, between the Original Borrower and the BSBY Rate Calculation Agent, as amended by that certain Amended and Restated Bond Purchase and Covenant Agreement between Borrower and the BSBY Rate Calculation Agent, dated the date hereof, and as the same shall be amended from time to time, and any similar agreement (however denominated) entered into for the benefit of the Holders of the Bonds in the BSBY Rate Mode entered into in connection with the purchase of such Bonds for any BSBY Rate Period after the Initial BSBY Rate Period. “Bond Purchase Date” means any Bond Purchase Date as defined and provided for in Section 2.04, 2.05 or 2.06 hereof. “Bond Service Charges” means, for any series of Bonds, the principal of, premium, if any, and interest on such Bonds for any period or payable at any time, whether due on an Interest Payment Date, at maturity or upon acceleration or redemption. “Bonds” means the Project Bonds and any Additional Bonds. “Book-entry form” or “book-entry system” means, with respect to the Project Bonds, a form or system, as applicable, under which (a) the Beneficial Ownership Interests may be transferred only through a book-entry and (b) physical Project Bond certificates in fully registered form are registered only in the name of a Depository or its nominee as Holder, with the physical Project Bond certificates “immobilized” in the custody of the Depository. The book-entry system