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<br />
<br />
<br />THIRD AMENDED AND RESTATED TRUST INDENTURE
<br />
<br />This THIRD AMENDED AND RESTATED TRUST INDENTURE (the “Second
<br />Amended and Restated Indenture” or “Indenture”), dated as of , 2022 by and between
<br />the CITY OF SOUTH BEND, INDIANA, a political subdivision of the State of Indiana (the
<br />“Issuer”), and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”), a national
<br />banking association having a corporate trust office located in Indianapolis, Indiana, under the
<br />circumstances summarized in the following recitals (the capitalized terms not defined above or in
<br />the recitals hereto shall have the meanings set forth in Article I hereof unless the context or use
<br />clearly indicates another meaning or intent).
<br />WITNESSETH:
<br />WHEREAS, the Issuer is authorized under the Act to issue tax-exempt bonds (as defined
<br />in the Act) under the Act for economic development facilities (as defined in the Act) to accomplish
<br />the purposes of the Act, and secure their payment as provided in the Act; and
<br />WHEREAS, the Issuer is authorized under the Act to make direct loans to users (as defined
<br />in the Act) for the cost of acquisition, construction or installation of economic development
<br />facilities, with such loans to be secured by the pledge of one or more debt obligations of such
<br />users; and
<br />WHEREAS, the Commission, on or about November 17, 2006, considered whether the
<br />Project may have an adverse competitive effect on similar facilities already constructed or
<br />operating in South Bend, Indiana; and
<br />WHEREAS, on or about November 17, 2006, in accordance with the Act, the Commission
<br />prepared a report that briefly described the Project, estimated the number and expense of any public
<br />works or services that would be made necessary or desirable by the Project, estimated the total
<br />cost of the Project and estimated the number of jobs and the payroll to be created or saved,
<br />submitted such report to the executive director of the plan commission where the Project will be
<br />located and received the approval or received no comments concerning such report from such
<br />executive director within five days from the receipt of such report; and
<br />WHEREAS, after giving notice in accordance with the Act and Section 147(f) of the Code,
<br />the Commission, for itself and on behalf of the Common Council, on or about November 17, 2006,
<br />held a public hearing on the proposed financing of the Project, and, upon finding that the proposed
<br />financing of the Project will be of benefit to the health or general welfare of the citizens of South
<br />Bend, Indiana and complies with the Act, by resolution approved the financing of the Project; and
<br />WHEREAS, on or about November 27, 2006, the Common Council, after finding that the
<br />financing so approved by the Commission will be of benefit to the health or general welfare of the
<br />citizens of South Bend, Indiana and complies with the Act, adopted an ordinance app roving the
<br />proposed financing in the form that the financing was approved by the Commission, authorizing
<br />the issuance of its City of South Bend, Indiana Variable Rate Demand Economic Development
<br />Revenue Bonds, Series 2007 (PEI/Genesis Project) in the aggregate principal amount of Eight
<br />Million One Hundred Five Thousand Dollars ($8,105,000) pursuant to that certain Trust Indenture,
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