5A8 & 9 Assignment - Confirmation Agreements (Great Lakes Capital) - Signed

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ASSIGNMENT OF PROJECT FUNDS AGREEMENT PAGE 1 ASSIGNMENT OF PROJECT FUNDS AGREEMENT (WITH SEPARATE CONSENT) THIS ASSIGNMENT OF PROJECT FUNDS AGREEMENT (WITH SEPARATE CONSENT) (this Assignment Agreement made and entered into effective as of November _25_, 2024 (the , by and between Great Lakes Capital Development, LLC, an Indiana limited liability company and GLC Madison Development Corp., an Indiana corporation (together, the Assignor the City of South Bend, Department of Redevelopment, acting by and through its governing Assignee , with consent of the Northern Indiana Regional Development Authority, a Regional Development authority organized under Indiana Code § 36-7.6-1 et seq. and the laws of the State of Ind RDA . BACKGROUND A.Assignor and RDA are parties to a certain Northern Indiana Regional Development Authority Regional Economic Acceleration and Development Initiative Subgrant Agreement dated ___________________ Subgrant Agreement , pursuant to which the RDA has agreed to provide the sum of Eleven Million Seven Hundred Eighty Thousand Dollars ($11,780,000) Project Funds to perform work necessary in connection with the Project, all as defined in and subject to the terms of the Subgrant Agreement. B. Assignor and Assignee are parties to a certain Development Agreement dated on or which sets forth various rights and obligations related to development of the Project, including (among other things) the use of Project Funds to pay or reimburse for site work, local public improvements and related site costs as part of the Project. C. The Assignor desires to assign to Assignee, and Assignee desires to accept such assignment, of a portion (or all) of the Project Funds from time to time for use in connection with the Project, including (among others) for site assembly, demolition and for site work and local public improvements all on the terms and conditions set forth herein (and as contemplated under Section 29 of the Subgrant Agreement). NOW, THEREFORE, in consideration of the covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee covenant and agree as follows: 1. Assignment. From and after the Effective Date, Assignor agrees that (a) it may, from time to time, submit a Claims Voucher (with the joinder signature of Assignee) to the RDA for payment of a portion (or all) of the Project Funds to the Assignee (, and (b) any Claim for City is deemed an assignment to, and assumption by, Assignee of the portion of the Project Funds set forth in the Claim for City, and (c) any assignment/assumption and Claim for City shall be subject to all terms and provisions set forth herein and in the Subgrant Agreement. The parties covenant and agree that as a condition to Assignor and Assignee submitting a Claim for City, there shall be no default by Assignor under the Subgrant Agreement or separate Repayment Agreement between the RDA and Assignor. November 18