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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75 Agent, by telephonic advice, shall notify the Trustee, the Bank and the Confirming Bank, if any, of (a) the principal amount of Project Bonds or Beneficial Ownership Interests to be remark eted by the Remarketing Agent pursuant to Section 6.15 hereof and the purchase price, names, addresses and social security numbers or other tax identification numbers of the proposed purchasers thereof and (b) the principal amount of Project Bonds or Beneficial Ownership Interests tendered for purchase on such Bond Purchase Date which will not be remarketed by the Remarketing Agent pursuant to Section 6.15 hereof. Such telephonic advice shall be confirmed by written notice delivered or mailed on the same date as the telephonic advice. Project Bonds and Beneficial Ownership Interests purchased by the Trustee on a Bond Purchase Date shall be delivered as follows: (a) Project Bonds sold by the Remarketing Agent pursuant to Section 6.15 hereof shall be delivered to the purchasers thereof. With respect to Beneficial Ownership Interests sold by the Remarketing Agent pursuant to Section 6.15 hereof, the Remarketing Agent and the Trustee shall take such actions as may be necessary to reflect the transfer of such Beneficial Ownership Interests to the purchasers thereof in the book-entry system maintained by the Depository. (b) Project Bonds and Beneficial Ownership Interests not sold by the Remarketing Agent pursuant to Section 6.15 hereof shall be held as Pledged Bonds, by the Trustee, as agent for the Bank or if so directed by the Bank, by an agent or a custodian of the Bank who holds the Pledged Bonds pursuant to a custodial agreement which the Rating Agency confirms does not adversely affect the rating on the Bonds (provided that if the Project Bonds are then held in book-entry form, the interest of the Trustee in the Pledged Bonds, as agent for the Bank (or of such other agent or custodian, as applicable), shall be recorded through the Depository and no physical delivery of the Pledged Bonds shall be required), subject to any instructions from the Bank to deliver the Pledged Bonds to the Bank (or to record evidence of the Bank’s book-entry interest therein) and to the pledge in favor of the Bank created pursuant to the provisions of the Reimbursement Agreement or any agreement executed in connection with the Reimbursement Agreement. Any Pledged Bonds held by the Trustee shall not be released or transferred, except to the Bank or to the Remarketing Agent at the written direction of the Bank (or agent or custodian thereof) as provided in the last paragraph of this Section. Project Bonds or Beneficial Ownership Interests (other than Pledged Bonds) delivered as provided in this Section shall be registered (or recorded through the Depository) in the manner directed by the recipient thereof. Pledged Bonds shall be registered (or recorded through the Depository) in the name of the Trustee, as agent for the Bank (or such other agent or custodian, as applicable) subject to any instructions from the Bank (or such other agent or custodian, as applicable) to deliver the Pledged Bonds to the Bank (or to record evidence of such party’s book- entry interest therein) and to the pledge in favor of the Bank created pursuant to the provisions of the Reimbursement Agreement or any agreement executed in connection with the Reimbursement Agreement. The Remarketing Agent shall use its best efforts to remarket Pledged Bonds; provided, however, that the Remarketing Agent shall not remarket Pledged Bonds tendered as a result of a