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EQUIPMENT LEASE AGREEMENT <br /> THIS EQUIPMENT LEASE AGREEMENT (this "Lease") is made as of the 17th day <br /> of July, 2014, by and between the SOUTH BEND REDEVELOPMENT COMMISSION <br /> ("Lessor"), organized and existing under Indiana Code 36-7-14, and NOBLE AMERICAS <br /> SOUTH BEND ETHANOL LLC ("Lessee"). <br /> RECITALS <br /> A. Lessor, the governing body of the City of South Bend, Indiana, Redevelopment District <br /> and the City of South Bend, Indiana, Department of Redevelopment, exists and operates under <br /> the provisions of Indiana Code Section 36-7-14, as amended from time to time (the "Act"). <br /> B. Lessor desires to foster redevelopment and economic development within the City of <br /> South Bend, Indiana(the "City"). <br /> C. Lessee owns an ethanol production facility located in South Bend, IN, capable of <br /> producing up to 100,000,000 gallons of ethanol per year. The company has begun a project that <br /> will involve restart, re-commissioning, significant upgrades and subsequent operations of this <br /> facility after being idle since November 2012 (the "South Bend Operations"). <br /> D. The upgrades proposed by Lessee would include substantial maintenance and capital <br /> expenditures activities, as well as installation of incremental on-site projects to improve and <br /> stabilize the operations of the facility(the"Project Upgrades") <br /> E. In order to more fully develop the Project Upgrades and expand its applications, Lessee <br /> requires the Equipment (as defined below), to be used in connection with the South Bend <br /> Operations. <br /> F. The Project Upgrades proposed by Lessee would include substantial maintenance and <br /> capital expenditures activities, as well as installation of incremental on-site projects to improve <br /> and stabilize the operations of the facility, and the creation of new jobs in the City of South <br /> Bend. <br /> G. Lessor owns the Equipment(as defined below)described on the attached Schedule A. <br /> H. As a material inducement for Lessor to enter into this Lease upon the terms provided <br /> herein, and in connection with that certain Economic Development Memorandum of <br /> Understanding dated [ ], 2014, by and between Lessor and Lessee (the "MOU"), Lessee <br /> has agreed to complete the Project Upgrades in the total amount of $31,175,000.00, referenced <br /> in the MOU and to create the number of jobs of the types and wage ranges also referenced in the <br /> MOU,upon the terms and subject to the conditions set forth herein and in the MOU. <br /> I. In connection with the foregoing, Lessee now desires to lease the Equipment from <br /> Lessor, and Lessor now desires to lease the Equipment to Lessee, upon the terms and subject to <br /> the conditions set forth in this Lease. <br />