11209-25 An Ordinance of the Common Council of the City of South Bend, Indiana, Amending the Loan Agreement and Approving and Authorizing Actions in Respect Thereto (Monreaux Project)

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BILL NO. 36-25 ORDINANCE NO. 11209-25 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF SOUTH BEND, INDIANA AMENDING THE LOAN AGREEMENT AND APPROVING AND AUTHORIZING ACTIONS IN RESPECT THERETO STATEMENT OF PURPOSE AND INTENT The City of South Bend, Indiana ("Issuer"), entered into a Loan Agreement with Delta Ventures Ltd. ("Borrower"), dated as of December 1, 2023 ("Original Agreement") and issued its forgivable Taxable Economic Development Revenue Note, Series 2023 ("Series 2023 Note") in the aggregate principal amount of$2,300,000. The Borrower has consented to certain amendments to the Original Agreement and Series 2023 Note, and this ordinance authorizes Amendment No. 1 to Loan Agreement to amend the Original Agreement. NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of South Bend, Indiana, as follows: Section 1. The Issuer hereby approves Amendment No. 1 to Loan Agreement ("Amendment"). Section 2. The substantially final form of the Amendment shall be incorporated herein by reference and shall be inserted in the minutes of the Common Council and kept on file by the Clerk. In accordance with the provisions of IC 36-1-5-4, two (2) copies of the Amendment are on file in the office of the Clerk for public inspection. Section 3. The Mayor, Controller and the Clerk are authorized and directed to execute the Amendment, and such other documents approved or authorized herein and any other document which may be necessary, appropriate or desirable to consummate the transactions contemplated by the Amendment, and their execution is hereby confirmed on behalf of the City. The Mayor, Controller and Clerk may, by their execution of the Amendment and any other documents requiring their signatures and imprinting of their facsimile signatures thereon, approve any and all such changes therein and also in the Original Agreement and any other documents without further approval of this Common Council or the Commission if such changes do not affect terms set forth in Sections 27(a)(1) through and including(a)(10) of IC 36-7-12. Section 4. The provisions of this ordinance, the Original Agreement and the Amendment shall constitute a contract binding between the Issuer and the Borrower. Section 5. All ordinances, resolutions and orders, or parts thereof, in conflict with the provisions of this ordinance are, to the extent of such conflict, hereby repealed. Section 6. It is hereby determined that all formal actions of the Common Council relating to the adoption of this ordinance were taken in one or more open meetings of the Common Council,that all deliberations of the Common Council and of its committees,if any,which resulted in formal action, were in meetings open to the public, and that all such meetings were convened, held and conducted in compliance with applicable legal requirements, including IC 5-14-1.5, as amended. Section 7. The Mayor, Controller, and Clerk, and any other officer of the City are hereby authorized and directed, in the name and on behalf of the City,to execute and deliver such further documents and to take such further actions as such person(s)deem(s)necessary or desirable to effectuate the purposes of this ordinance, and any such documents heretofore executed and delivered and any such actions heretofore taken, be, and hereby are, ratified and approved. Section 8. This ordinance shall be in full force and effect from and after its passage by the Common Council and approval by the Mayor. 4915-3888-6458.1