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Filed in Clerk's Office <br />MEMORANDUM OF AGREEMENT <br />(REAL PROPERTY TAX ABATEMENT) <br />JAN 1 .' 2024 <br />CITYCLERK, SOUTH BEND, IN <br />This Memorandum of Agreement (Agreement) dated as of January 17, 2024, serves as <br />confirmation of a commitment by SBCC RE LLC, SBCC Development Corp., SB QALIC <br />Building, LLC, and Indiana Dinosaur Museum Inc. (collectively, the "Applicant"), pending a <br />January 22, 2024, public hearing, to comply with the project description, job creation and retention <br />(and associated wage rates and salaries) figures contained in its petition, Statement of Benefits, and <br />attachments and this Agreement. <br />1. Property Associated with the Abatement and Responsibilities of the Applicant. At the time of <br />this Agreement, the property is located at 7102 Lincoln Way West, South Bend, IN 46628, and adjacent <br />areas and has Key Numbers 71-03-30-400-014.000-009, 71-03-30-400-017.000-009, 71-03-30-400- <br />018.000-009, 71-03-30-400-019.000-009, 71-03-30-400-020.000-009, 71-03-30-400-021.000-009, <br />and 71-03-30-400-022.000-009. Throughout the duration of the abatement, the Applicant shall <br />promptly report any changes in the address or Key Number of the property receiving the abatement to <br />the Department of Community Investment and to the Office of the City Clerk. Moreover, the Applicant <br />also shall report any material changes or improvements made to the property subject to the abatement <br />including changes as the result of subdividing, replatting, or otherwise. The Applicant agrees that <br />failure to promptly report changes can result in a finding of noncompliance on behalf of the Applicant <br />under the commitments of this Agreement. <br />2. Commitments of City and Applicant. Subject to the adoption of a resolution amending and <br />reconfirming Declaratory Resolution No. 4827-19 and Confirming Resolution No. 4828-19 by the <br />South Bend Common Council (the "SBCC"), the City of South Bend, Indiana, (the "City") commits <br />to provide a six -year (6) real property tax abatement for the Applicant, based on the Applicant's <br />commitment set forth in its Application. The Applicant commits to the following (the <br />"Commitments"): <br />(a) making total combined real property expenditures of no less than Six Million Three <br />Hundred Thousand dollars ($6,300,000.00) for (i) the construction of a new production and office <br />building for the South Bend Chocolate Company and (ii) the construction of the Indiana Dinosaur <br />Museum at property identified in Section 1 of this Agreement; <br />(b) retaining fifty-four (54) permanent full-time jobs with an total estimated annual <br />payroll of One Million Nine Hundred Ninety Four Thousand Eight Hundred dollars <br />($1,994,800.00) <br />(c) creating at least seventy (70) new full-time jobs with a total estimated annual payroll <br />of One Million Six Hundred Seventy Four Thousand Four Hundred dollars ($1,674,400.00) within five <br />years of the tax abatement; and <br />(d) acting in good faith to complete the project as described in its Application. <br />1 <br />