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WHEREAS, the Common Council of the Issuer (the "Common Council") has found and <br />determined, and does hereby confirm, that the Project will increase business opportunities within the <br />City of South Bend, Indiana, and will be to the benefit of the health and general welfare of the <br />citizens of the City of South Bend, Indiana, and that the Issuer, by assisting with the financing of the <br />Project through the issuance of revenue bonds in the aggregate principal amount not to exceed <br />$2,000,000, will be acting in a manner consistent with and in furtherance of the provisions of the <br />Act; and <br />WHEREAS, pursuant to a Trust Indenture (the "Indenture"), dated as of June 1, 2000, between <br />Bank One Trust Company, N.A., as trustee (the "Trustee")and the Issuer, the Issuer proposes to issue <br />an amount not to exceed $2,000,000 of its Variable Rate Demand Economic Development Revenue <br />Bonds, Series 2000 (Deluxe Sheet Metal, Inc. Project) to provide funds for the acquisition, <br />construction, installation and equipping of the Project, by lending such funds to the Borrower <br />pursuant to a Loan Agreement (the "Loan Agreement"), dated as of June 1, 2000, between the Issuer <br />and the Borrower, which prescribes the terms and conditions under which the Borrower shall repay <br />such loan and pursuant to which the Borrower will execute and deliver to the Issuer its promissory <br />note (the "Promissory Note ") in the principal amount equal to the aggregate principal amount of the <br />Bonds; and <br />WHEREAS, the Bonds will be secured by adirect-pay letter of credit (the "Letter of Credit") <br />issued by Bank One, Indiana, N.A. (the "Bank") to the Trustee for the benefit of the holders of the <br />Bonds and for the account of the Borrower, which Letter of Credit has been issued pursuant to a <br />certain Reimbursement and Pledge Agreement (the "Reimbursement Agreement"), dated as of the <br />date of issuance of the Bonds, between the Borrower and the Bank; and <br />WHEREAS, it is determined by the Issuer that the amount necessary to finance the costs of <br />or related to the acquisition, construction, installation and equipping of the Project, will require the <br />issuance, sale and delivery of not to exceed $2,000,000 aggregate principal amount of its Variable <br />Rate Demand Economic Development Revenue Bonds, Series 2000 (Deluxe Sheet Metal, Inc. <br />Project) (the "Bonds"); <br />NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL THAT: <br />Section 1. Definitions. In addition to the words and terms defined in this Bond Ordinance, <br />the words and terms used in this Bond Ordinance shall have the meanings set forth in the Loan <br />Agreement, the Promissory Note, the Indenture, the Bond Purchase Agreement (as hereinafter <br />defined) and in the form of the Bonds unless the context or use indicates another or different <br />meaning or intent, which forms are before this meeting, are hereby incorporated by reference in this <br />Bond Ordinance and the Clerk of the Issuer is hereby directed to insert them into the minutes of the <br />Issuer and to keep them on file as specified in Section 14 hereof. <br />RESUCB~269079.1 '2- <br />