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<br /> COLLATERAL ASSIGNMENT
<br /> OF CONTRACT RIGHTS
<br /> This Collateral Assignment of Contract Rights ("Collateral Assignment"), entered into on April
<br /> _, 2014 ("Effective Date"), is made by Union Station Properties,LP,("USP"), with an address at 506
<br /> West South Street, South Bend, Indiana 46601 and Studebaker Building 84, LLC ("SB 84"), with an
<br /> address at 6561 Lonewolf Dr., South Bend, Indiana 46628 (collectively, the "Assignor"), in favor of
<br /> United Federal Credit Union ("Lender"), with an address at 2807 S. Street, St. Joseph, Michigan
<br /> 49085.
<br /> A. SB 84 is the owner of certain real estate and improvements located at 600 United Drive
<br /> and 635 South Lafayette Boulevard, in South Bend, Indiana, consisting of 3 land parcels, 2 of which
<br /> have been developed with larger industrial facilities, and the third parcel encompassing a thin tract of
<br /> land located between the existing buildings and the adjacent Penn Central Railroad property (the
<br /> "Property").
<br /> B. USP and the City of South Bend, Indiana Board of Public Works (the "Board") and the
<br /> South Bend Redevelopment Commission (the"Commission") (the Board and Commission are referred
<br /> to herein collectively as the "Contracting Party") entered into a certain Environmental Agreement
<br /> Regarding Ivy Tower Building dated October 22, 2012, which was amended by the First Amendment to
<br /> Environmental Agreement Regarding Ivy Tower Building between USP and the Board dated April 30,
<br /> 2013, and subsequently amended by the Second Amendment to Environmental Agreement Regarding
<br /> Ivy Tower Building among USP, SB 84, the Commission, and the Board dated April 15, 2014
<br /> (collectively, the "Environmental Agreement"). A copy of the Environmental Agreement, First
<br /> Amendment and Second Amendment are attached hereto as Exhibit A.
<br /> C. After the original Environmental Agreement was entered into, USP determined that SB
<br /> 84, not USP, would purchase the Property with the understanding that USP would assign the
<br /> Environmental Agreement to SB 84 or add SB 84 as a party to the Environmental Agreement. SB 84
<br /> was added to the Environmental Agreement pursuant to the Second Amendment.
<br /> D. In connection with financing the purchase of the Property, DSM Holding, LLC, an
<br /> Indiana limited liability company, with an address of 6561 Lonewolf Dr., South Bend, Indiana
<br /> ("DSM"), secured a loan (the "Loan") from the Lender pursuant to the terms and conditions of a certain
<br /> Business Loan Agreement dated July 12, 2013, as amended, and certain Related Documents referred to
<br /> therein (collectively, the "Loan Documents"), a portion of the proceeds from which are being used by
<br /> SB 84 to redevelop the Property.
<br /> E. As partial consideration of Lender's agreement to make the above-referenced financial
<br /> accommodations to DSM, and as security for repayment of the Loan, following SB 84's addition as a
<br /> party to the Environmental Agreement, USP and SB 84 agreed to collaterally assign the Environmental
<br /> Agreement to Lender.
<br /> F. The Board has agreed and consented to this Collateral Assignment.
<br /> NOW, THEREFORE, in order to induce the Lender to continue the Loan, and for other good and
<br /> valuable consideration, the Assignor, intending to be legally bound, hereby covenants in favor of the
<br /> Lender and agrees as follows:
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