|
THIRD AMENDED AND RESTATED LOAN AGREEMENT
<br />This THIRD AMENDED AND RESTATED LOAN AGREEMENT (the “Amended and
<br />Restated Agreement” or “Agreement”), is made and entered into as of May , 2022,
<br />between the City of South Bend, Indiana, a political subdivision of the State of Indiana (the
<br />“Issuer”), and Tuliptree Associates LLC, a Pennsylvania limited liability company (“Tuliptree”
<br />or the “Borrower”), under the circumstances summarized in the following recitals (the capitalized
<br />terms not defined above or in the recitals being used therein as defined in or pursuant to Article
<br />1 hereof).
<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
<br />the 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
<br />South Bend, Indiana and complies with the Act, by resolution approved the financing of the
<br />Project; and
<br />WHEREAS, on or about November 27, 2006, the Common Council of the Issuer, after
<br />finding that the financing so approved by the Commission will be of benefit to the health or general
<br />welfare of the citizens of South Bend, Indiana and complies with the Act, adopted an
<br />ordinance approving the proposed financing in the form that the financing was approved by the
<br />Commission, authorizing the issuance of its City of South Bend, Indiana Variable Rate
<br />Demand Economic Development Revenue Bonds, Series 2007 (PEI/Genesis Project) in the
<br />aggregate principal amount of Eight Million One Hundred Five Thousand Dollars ($8,105,000)
<br />pursuant to that certain Trust Indenture, dated as of January 1, 2007, between the City and the
|