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Home My WebLink AboutRedevelopment Commission Agenda & Packet 12.18.25 - Final South Bend Redevelopment Commission 215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana Agenda Regular Meeting December 18, 2025 – 9:30 a.m. City Hall Council Chambers 3rd Floor or via: https://tinyurl.com/RDC2025-2026-Meetings Meeting Recording Link: https://tinyurl.com/RDC-Meeting-Recordings 1. Roll Call • Troy Warner, President – (Council) Jan. 2025 to Dec. 2025 • Dave Relos, Vice President – (Mayor) Jan. 2025 to Dec. 2025 • Eli Wax, Secretary – (Mayor) Feb. 2025 to Dec. 2025 • Gillian Shaw, Commissioner – (Mayor) Jan. 2025 to Dec. 2025 • Ophelia Gooden-Rodgers, Commissioner – (Council) Feb. 2025 to Dec. 2025 • Marcus Ellison, Non-Voting Advisor – (School Board) Feb. 2025 to Dec. 2026 2. Approval of Minutes A. Minutes of the Regular Meeting of December 11, 2025 B. Minutes of the Executive Session of November 13, 2025 3. Approval of Claims A. None 4. Old Business A. None 5. New Business A. River West Development Area 1. Resolution No. 3661 (Approving Amendments to the Declaratory Resolution and the Development Plan for the River West Development Area for the Purpose of Establishing New Allocation Areas and Related Matters) 2. Economic Development Agreement (Colfax Corner ML, LLC) 3. Resolution No. 3662 (To be the Financial Participant in the Northern IN Commuter Transportation District’s Station Relocation in SB) B. South Side Development Area 1. Budget Request (Marshall School) 6. Progress Reports A. Tax Abatement South Bend Redevelopment Commission 215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana Page | 2 B. Common Council C. Other 7. Next Commission Meeting Thursday, January 8, 2026, 9:30 a.m. at Council Chambers, Room 301 8. Adjournment South Bend Redevelopment Commission 215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana Minutes Regular Meeting December 11, 2025 – 9:30 a.m. City Hall Council Chambers 3rd Floor or via: https://tinyurl.com/RDC2025-2026-Meetings Meeting Recording Link: https://tinyurl.com/RDC-Meeting-Recordings The South Bend Redevelopment Commission was called to order at 9:32 a.m. President Troy Warner presiding. 1. ROLL CALL Members Present: Troy Warner, President Dave Relos, Vice President Eli Wax, Secretary Gillian Shaw, Commissioner Ophelia Gooden-Rodgers, Commissioner Members Absent: Marcus Ellison, Non-Voting Advisor Legal Counsel: Danielle Campbell Weiss, Senior Asst. City Attorney Redevelopment Staff: Caleb Bauer, Executive Director, DCI Sarah Schaefer, Deputy Director, DCI Erik Glavich, Director of Growth and Opportunity, DCI Lewis Kouassi, Director of Finance, DCI Joseph Molnar, Asst. Dir. of Growth and Opp., DCI Erin Michaels, Property Development Manager, DCI Tim Corcoran, Chief Planner, DCI Allison Doctor, Project Manager, DCI Leslie Biek, Assistant City Engineer Laura Hensley, Board Secretary, DCI Attending: Jeff Carroll, Markley Dr. Matt Barrett, 110 S. Niles Ave. Skip Morrell, Columbus, OH Chris Gallowik, Abonmarche Abraham Gordillo, 2048 E. Ireland Andee Huxhold, 521 S. St. Joseph St. CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 2 Clinton Bell, 521 S. St. Joseph St. Sam Centellas, 2740 Miami St. AJ Sime, GM of the Liberty Tower Mark Neal, Bradley Co. 2. Approval of Minutes A. Approval of Minutes of the Regular Meeting of Thursday, November 24, 2025 Upon a motion by Ophelia Gooden-Rodgers for approval, second by Gillian Shaw, the motion carried unanimously; the Commission approved the minutes of the regular meeting of November 24, 2025. 3. Approval of Claims A. Claims Allowances October 14, 2025 No action was taken for this item, as these claims allowances had already been previously approved on November 13, 2025. B. Claims Allowances October 21, 2025 No action was taken for this item, as these claims allowances had already been previously approved on November 13, 2025. C. Claims Allowances November 4, 2025 Upon a motion by David Relos for approval, second by Ophelia Gooden- Rodgers, the motion carried unanimously; the Commission approved the claims allowances of November 4, 2025. D. Claims Allowances November 18, 2025 Upon a motion by David Relos for approval, second by Ophelia Gooden- Rodgers, the motion carried unanimously; the Commission approved the claims allowances of November 18, 2025. E. Claims Allowances November 25, 2025 Upon a motion by David Relos for approval second by Ophelia Gooden- Rodgers, the motion carried unanimously; the Commission approved the claims allowances of November 25, 2025. 4. Old Business A. None CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 3 5. New Business A. River West Development Area 1. Approval of Request for Proposal (State Theatre) Erin Michaels, Property Development Manager, presented the Request for Proposal (RFP) for the former State Theatre. Ms. Michaels gave a site overview with nearby amenities which include. • Main Wayne Parking Garage (1 block away, city-owned) • City Hall Parking Garage (1 block away, city-owned) • Dainty Maid Food Hall (across the street) • Grand Leader Boutique Hotel (under development) The State Theatre was acquired by the Commission in May 2025. Built in 1919, it is one of the few remaining historic theaters in the city. The building includes four storefront spaces, a theater lobby and auditorium, and office space on the second floor. However, after more than a decade of disinvestment, the property requires complete interior rehabilitation. All seats have been removed from the auditorium, and significant upgrades are needed throughout. The structure offers approximately 42,000 square feet of usable space, is zoned DT Downtown, and is located in the Michigan Street Corridor. The focus of the Request for Proposal (RFP) is to establish a public- private partnership for a full rehabilitation of the existing building. This will not be a simple sale; the city intends to remain involved due to the complexity and historic nature of the project. The RFP packet will include submission and project requirements, evaluation criteria, and process details, and all proposals must comply with DT Downtown zoning regulations. If approved, the RFP will be released today. Proposals are due by April 9, 2026, with interviews scheduled between April 13 and May 29, 2026. Following interviews, staff will review submissions and provide a recommendation to the Commission on June 11, 2026. Upon a motion by Eli Wax for approval, seconded by Gillian Shaw, the motion carried unanimously; the Commission approved the Request as presented on December 11, 2025. 2. First Amendment to Development Agreement (Liberty Tower) Joseph Molnar, Assistant Director of Growth and Opportunity, presented a First Amendment to the development agreement for Liberty Tower, the tallest building downtown. The original agreement, approved in April 2023 by the Redevelopment Commission, called for renovating the top floors into apartments, improving the parking garage, and CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 4 creating a commercial space on the 7th floor. The agreement required a minimum private investment of $13.1 million and included a $1.6 million contribution from the Commission, primarily for parking garage improvements. The deadline for completion was set for the end of 2025. To date, the developer has exceeded the private investment commitment, and apartment units are nearly finished, with leasing expected soon despite minor delays caused by supply chain issues earlier in the year. The parking garage improvements are complete, and amenities such as a gym have been added. The 7th-floor commercial space, initially envisioned as a bar, is still under review due to fire department concerns, and alternative options are being considered. The proposed amendment includes several key changes: increasing the minimum private investment to $18 million, extending the completion deadline for apartments and garage improvements to June 30, 2026, and revising the commercial space requirement to allow flexibility in location—either the 7th floor or the ground floor on Washington Street. This adjustment ensures the developer can meet technical requirements while enhancing street-level activity. Most of the project is expected to be complete well before the new deadline, with occupancy anticipated in early 2026. AJ Sime, GM of Aloft, would like to thank the Redevelopment Commission and the city administration for their support throughout this project. The 88 Class A apartments will be coming online very soon, and as the General Manager of the Loft Hotel located in the same building, I’m excited to see the entire property completed and fully operational. This has truly been a decade in the making, and we appreciate everyone’s assistance in bringing it to fruition. Commissioner Gooden-Rodgers inquired about apartment pricing, and Mr. Sime explained that rents are projected to range from $2.20 to $2.75 per square foot, with final rates determined by market conditions. These apartments will represent some of the highest-quality options in the local market. Secretary Wax inquired about the commercial space, Mr. Sime explained that the amendment maintains a broad requirement that it be open to the public. Several potential concepts have been discussed, including event space to complement the hotel and publicly accessible food and beverage offerings. The objective is to ensure the chosen use is both financially viable and aligned with the terms of the agreement. CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 5 Mark Neal with the Bradley Co. also explained that the owner has been carefully monitoring activity throughout the city to ensure that any future plans complement both the hotel and the new apartments within the building. At the same time, the goal is to add something that aligns with other developments downtown. This cautious approach reflects a desire to create a use that is truly complementary. Discussions have included retail concepts, food and hospitality options, and even a potential showcase space. For now, the primary focus remains on completing the apartments, which has been a significant undertaking given the scope of the project. As noted, the owner has already invested over $20 million into this expansion and wants to proceed thoughtfully— measuring twice and cutting once—before moving into the next phase. Secretary Wax noted that the 7th-floor event space was originally included to qualify for public participation in the project. Caleb Bauer, Executive Director of Community Investment, explained that while the event space was one aspect of public benefit, a publicly accessible commercial space could also meet that requirement. He added that adding more housing downtown provides significant public benefit by increasing population and economic activity. Secretary Wax emphasized that the original intent was to include a feature for public use, not just private apartments or high-end retail. He supports flexibility in the plan but wants to ensure any changes remain consistent with the original vision. President Warner asked if a six-month extension is enough time for the commercial or public-use space to be developed? I understand the agreement doesn’t require space to have tenants by then, but I’m curious about whether that timeline is realistic. Mr. Molnar explained the commercial space has an 18-month extension, giving them ample time to ensure everything is done right. Commissioner Wax also asked for updates and Mr. Molnar is happy to do that. Vice President Relos asked about the restaurant that used to exist in the basement, Mr. Sime stated, aside from some hotel services and the fitness center, there’s no longer a food and beverage concept in the basement. However, the hotel offers an excellent made-to-order breakfast on the main level, along with food from the WXYZ kitchen for the bar. With this development, there are also discussions about introducing additional food and beverage options. The Summit Club will not be returning, and the 26th floor has been converted into apartments. Upon a motion by David Relos for approval, seconded by Eli Wax, the motion carried unanimously; the Commission approved the Amendment as presented on December 11, 2025. CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 6 3. Certificate of Completion (Momentum Entrepreneurship Hub) Joseph Molnar, Assistant Director of Growth and Opportunity, presented agenda items 5A3 & 4 together. The building now known as the Momentum Entrepreneurship Hub was formerly the Salvation Army building on Main Street downtown South Bend. Mr. Molnar showed a photo for context and explained the City purchased it several years before the photo was taken and used the northern portion as a weather amnesty shelter for a few years. That program has since moved to a purpose-built space at the Center for the Homeless, leaving this building vacant. Today, if you drive down Main Street, you’ll see an attractive, fully renovated building with open windows and thoughtful design. In May, the City entered into a purchase agreement with the Momentum Group to redevelop the former Salvation Army building. The agreement required $6 million private investment and completion within 36 months, along with specific commitments such as a commercial kitchen in the northern section. The developer exceeded the investment requirement and fully opened the building this fall (2025), meeting all commitments ahead of schedule. Inside, the first floor has been completely redeveloped into entrepreneurship spaces. Individuals—such as attorneys or small businesses—can rent office suites, and there are common areas designed to foster collaboration. The building also features a full-service bar on the first floor that is open to the public. The certificate of completion confirms that Momentum met all obligations under the purchase agreement, and the Redevelopment Commission has certified the project as complete. This means the City no longer retains any rights to reclaim the property. At the same time the purchase agreement was approved, an option agreement was created for five surrounding parcels, primarily parking lots supporting the building. The RDC also agreed to fund improvements to those lots, which have now been completed. Momentum has exercised its option, and the RDC will finalize the sale of those parcels for $1,000, as previously approved. The map shows the building outlined in red and the five parcels marked with stars. These parcels will now be transferred to Momentum, formalizing ownership after all improvements. The final image highlights the building and upgrades parking lot. For context, the same ownership group also invested significantly in the Soma building just south of this site, and the two properties share parking. Mark Neal of the Momentum Development Group stated he wanted to briefly highlight what’s been accomplished and express their deep gratitude to the Commission for supporting this project. This building is now an anchor on the south end of downtown, and we’re thrilled with the outcome. The entrepreneurship hub will provide significant CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 7 programming for the community, helping both new and experienced entrepreneurs make an impact. We’ve created jobs as expected under the tax abatement and anticipate continued growth. Thank you again for your support—this project has been a long time in the making, and we couldn’t be more pleased with the results. Commissioners Wax, Shaw, and Gooden-Rodgers spoke in favor of the project. Upon a motion by Eli Wax for approval, seconded by Gillian Shaw, the motion carried unanimously; the Commission approved the Certificate of Completion as presented on December 11, 2025. 4. Resolution No. 3659 Approving Site Plans and Execution of Real Estate Purchase Agreement (Momentum Development Group, LLC) Upon a motion by Eli Wax for approval, seconded by Ophelia Gooden- Rodgers, the motion carried unanimously; the Commission approved Resolution No. 3659 approving Site Plans and Execution of the Real Estate Purchase Agreement as presented on December 11, 2025. 5. First Amendment to Purchase Agreement (Property Bros.) Joseph Molnar, Assistant Director of Growth and Opportunity, presented agenda items 5A5-7 together. All three agenda items relate to the Property Bros development and purchase agreement for parcels in the Near Northwest neighborhood, just north of Lincoln Way. In June 2024, the RDC sold three properties—619 Sherman, 620 Sherman, 1021½ and 1023 ½ Lincoln Way West—with a commitment to build duplexes. Property Bros also added two additional parcels for duplex construction. Since then, the developer has completed four structures, meeting unit count and investment requirements. One remaining parcel was not needed and will be returned to the RDC. The amendments reflect this return and remove the parcel from the development agreement. The certificate of completion confirms all other commitments were met, and RDC will have no further claim on the completed parcels. In short: the developer fulfilled obligations, and this action simply finalizes the return of an unused lot. Commissioner Gooden-Rodgers asked if you could explain what happened with the third property. Mr. Molnar stated that the developer made significant investments beyond their original estimates on the other parcels and was able to build more units than expected. They’ve already met their unit count and investment commitments, and the City has fulfilled its financial obligations for the project. Since this parcel isn’t needed to meet those commitments, and the developer is now pursuing a larger project in the same neighborhood, we agreed it would be best CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 8 for Developer to return the land and close out these agreements. This allows us to pivot ourselves toward the new development, which we believe will be transformative for the area. Vice President Relos inquired about how the original agreement was structured to require construction specifically on Lincoln Way West. Mr. Molnar explained that yes, that’s why this amendment updates the agreement to reflect what was actually built and returns the parcel to RDC. One advantage of multi-parcel projects is that they provide scale and volume; having this single parcel back supports that approach. Secretary Wax expressed concern that, since multi-parcel projects benefit from added scale, returning this single parcel might limit its development potential and create an isolated lot. Mr. Molnar explained that the RDC and BPW still own many nearby properties—north of Lincoln Way West and on North Sherman—so there is ample remaining inventory. This parcel could still be included in future scattered-site development and is not the only city-owned property in the neighborhood. Mr. Jordan Richardson with Property Bros. thanked the city for its support and shared that the team successfully completed a challenging duplex project. With the help of an outstanding team, they delivered unique housing styles with strong returns. While the Lincoln Way lot was not developed, other exciting projects are underway. He expressed gratitude for the City’s trust and support. Matt Barrett asked whether neighbors receive any notice before a certificate of completion is issued, noting that while it may not be legally required, he wondered if any notification process exists. Caleb Bauer stated that it is not part of our process for the certificate of completion. Councilmen Canneth Lee expressed how proud he is of the work Jordan and Tony have accomplished in the First District. They transformed a blighted area into beautiful, high-quality duplexes—and did so quickly. This project has been a tremendous benefit to our residents, and as the First District representative, I fully support their efforts. Danielle Campbell Weiss, Senior Asst. City Attorney, noted that when issuing Certificates of Completion, we rely on the standards outlined in the original purchase agreement. If the developer has met all required commitments, we are obligated to issue the certificate. That is the basis for our determination. CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 9 Upon a motion by Eli Wax for approval, seconded by Ophelia Gooden- Rodgers, the motion carried unanimously; the Commission approved the Amendment as presented on December 11, 2025. 6. Resolution No. 3660 Certificate of Completion (Property Bros.) Upon a motion by Eli Wax for approval, seconded by Gillian Shaw, the motion carried unanimously; the Commission approved Resolution No. 3660 as presented on December 11, 2025. 7. First Amendment to Development Agreement (Property Bros.) Upon a motion by Eli Wax for approval, seconded by Gillian Shaw, the motion carried unanimously; the Commission approved the First Amendment to Development Agreement as presented on December 11, 2025. 8. Budget Request (Union Station Planning/Analysis) Allison Doctor, Project Manager, presented a $130,000 budget request to support consulting services for Union Station. As you may recall, the Redevelopment Commission acquired the historic building in August 2024 to explore restoring passenger rail service. Since then, staff have evaluated its viability, met with Amtrak, and pursued federal funding. Two key questions remain: whether a platform can be built between the existing tracks and whether the station’s tunnel has the structural integrity needed for passenger access. The city has engaged WSP, an engineering firm specializing in rail and transit, to study both issues. Part of this request would fund those analyses. WSP also helped prepare our previous Federal Railroad Administration funding application, which was paused during the federal funding freeze but has now reopened with expanded funding. We recently had a productive meeting with the FRA, and they encouraged us to reapply. This request would also support updating the benefit-cost analysis and strengthening our grant narrative. Completing these studies and submitting a competitive application would significantly advance the potential return of passenger rail service to downtown South Bend. President Warner asked do we have any estimate— even a rough one— of what the total cost might be to renovate the station and add passenger rail service? I understand the study will help determine this, but is there any ballpark figure at this stage? Ms. Doctor stated that for this application, we’re only proposing preliminary planning and design. Last year’s request was estimated at roughly $4.6–$4.7 million, but the consultants provided a broader, high-level estimate of about $40 million CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 10 when factoring in construction—though that could change. For now, we’re taking small, deliberate steps to produce a strong application and prepare for future funding stages. Vice President Relos asked whether Amtrak already has operating rights on this rail line, noting that while trains can pass through, they are not currently permitted to stop—hence the existing stop in Michigan City. He added that, unlike the South Shore, which lacks rights on this line, Amtrak’s access makes Union Station a more feasible option. Ms. Doctor explained that the original platform was located between the two rail tracks, connected by a central tunnel beneath the station. The tunnel leads from the middle of the building under the tracks and up to the former platform area. The goal is to determine whether the platform can be rebuilt and whether the tunnel can be safely reactivated for passenger use. Leslie Biek, Assistant City Engineer, also added that a major part of the project will be ensuring ADA compliance. The original tunnel had steep slopes leading up to the platform, so we would likely need to add an elevator, or similar accessibility features to meet ADA standards. Commissioner Gooden-Rodgers inquired about if we do need to reapply for the grant, the next step—if we are not awarded funding—would be to continue seeking other grant opportunities. Ms. Biek explained that this isn’t a project the City can fully fund on its own, so additional external funding would be essential. However, we can still move forward with the feasibility work to strengthen future applications. Caleb Bauer also added that we always plan for multiple paths forward. The success of a project should never depend on a single funding source. While we’re optimistic about this round—especially given the strong funding available and positive feedback from the FRA—it isn’t our only option. If we aren’t awarded this grant, we’ll continue pursuing other programs and future funding rounds. Amtrak remains very interested, and we’re committed to advancing the project. In past federal grant cycles, we’ve often received guidance on how to strengthen our applications, and with those adjustments, we’ve been successful the next time around. Commissioner Shaw asked to clarify how long the feasibility analysis will take, as well as the deadline for the grant application, and how those timelines interact. Ms. Biek explained that the grant is due in early February. The feasibility work for the center platform will take about six months and require coordination with the railroad. Before submitting the grant, we hope to review historical documents to better understand the original conditions and what has changed since. CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 11 Upon a motion by Ophelia Gooden-Rodgers for approval, seconded by David Relos, the motion carried unanimously; the Commission approved the Budget Request as presented on December 11, 2025. B. River West Development Area (Riverwalk Allocation Area) 1. Second Amendment to Development Agreement (J.C. Hart Co., Inc.) Erik Glavich, Director of Growth and Opportunity, reported that the JC Hart Development Project on the west side of the St. Joseph River is progressing, with demolition of the former Crowe building underway. JC Hart purchased the southern portion of the campus, with City support through the Redevelopment Commission. The project includes two multifamily residential buildings with nearly 300 apartments and an approximately 400-space parking garage, representing a $61.5 million private investment supported by a developer-purchased TIF-backed bond. Key dates in the original 2025 development agreement included a project completion deadline of 2028 and a bond-closing deadline, later clarified through a March amendment. A Second Amendment is proposed to extend both deadlines by one year due to delays caused by extensive utility relocation coordination efforts with AT&T, NIPSCO, and City departments. The project remains on track, and approval of the deadline extension is requested, a project completion deadline of December 31, 2029 and the bond closing deadline is December 31, 2026. Secretary Wax asked that aside from timing, did this have any impact on the bond assessment? The process is highly technical, and the goal is to use current valuations rather than future ones. Mr. Glavich explained that all plans remain the same, and staff still intend to bring forward the necessary steps to refresh the allocation area, so the January 1, 2026 assessment date becomes the base for calculating incremental revenues. Those plans are unchanged from earlier this year. Upon a motion by David Relos for approval, seconded by Ophelia Gooden-Rodgers, the motion carried unanimously; the Commission approved the Amendment as presented on December 11, 2025. C. Redevelopment General Fund (a.k.a Pokagon-South Bend Fund) 1. Budget Request (Dismas House) Erik Glavich, Director of Growth and Opportunity, presented a budget request in support of Dismas House of Indiana. Dismas House serves CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 12 individuals transitioning from incarceration back into the community, and they recently purchased the former Habitat for Humanity building on E. South Street to expand their programs. The building is in good condition and now operates as the new Dismas Hub, which opened in November 2025 and includes community space and residential units. We are requesting $125,000 to help fund a new roof and other necessary repairs. Any remaining funds would go toward reducing their approximately $200,000 mortgage. If approved, we would work with Dismas House on a donation agreement. Representatives from Dismas House are here today. Andee Huxhold, Executive Director and Clinton Bell, Community Relations Manager of the Dismas House both stated that each year, 600,000 people return home from prison, most without stable housing, employment, or support—resulting in two-thirds being re-incarcerated within three years. At Dismas House, we provide a family-style, supportive home that fosters healing and stability. We currently have room for 13 residents, but more than 80 people are on our waitlist. By expanding our model through the new Dismas Hub, we can serve up to 500 individuals annually across St. Joseph County. A program graduate shared how the supportive community helped him rebuild his life—becoming a student at IUSB, engaging in local theater, and contributing meaningfully to the community. Stories like his reflect the impact of our work. At the Hub, we offer case management, economic empowerment programs, mental-health and substance-use treatment, and a monthly health clinic. We also maintain an internal food pantry and are adding an outdoor community fridge. The requested funds would support critical building needs, including a $57,000 roof replacement and $7,000 in basement and exterior repairs. Commissioners Gooden-Rodgers, Wax, Warner, and Sam Centellas all spoke in favor of this project. Upon a motion by Troy Warner for approval, seconded by Ophelia Gooden-Rodgers, the motion carried unanimously; the Commission approved the Budget Request as presented on December 11, 2025. D. Administrative 1. Resolution No. 3657 (2026 RDC Meeting Schedule) CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 13 Upon a motion by Eli Wax for approval, seconded by Ophelia Gooden- Rodgers, the motion carried unanimously; the Commission approved Resolution No. 3657 as presented on December 11, 2025. 6. Progress Reports A. Tax Abatement None B. Common Council None C. Other Erik Glavich gave an update on Devereux Peter’s The Monreaux Project, which officially closed on its construction loan on Monday. Congratulations to her, and kudos to Dani, Joe, Erin, the City staff, and the entire support team — including Ann Mannix. It’s exciting to be at this stage and to look forward to groundbreaking. Thank you to everyone, including the Council, for your support. Joseph Molnar also shared photos of Ivy Alley Social House, the project approved last year just west of downtown. The family-friendly brewery with duckpin bowling is nearing its opening. Erin and Allison toured the site yesterday, and the transformation—especially the restored street-facing windows—is remarkable compared to 18 months ago. The building’s curb appeal is outstanding. Caleb Bauer offered a few final updates, thanking staff for their extensive work on several agreements and recognizing Dani for her efforts. He reported that an agreement has been reached for the church on Harrison Ave, which will proceed through the Board of Public Works for purchase, with demolition bids expected to be advertised soon for early-2026 work. The Redevelopment Commission will then explore redevelopment opportunities for the site. He also noted that the Common Council approved the purchase agreement for the former Indiana Club on Indiana Avenue. The project will proceed to the Board of Public Works, and the City will work with Kil Architecture on due-diligence and design concepts, with plans to return to the Commission for partnership on activating the site as a community center in collaboration with the Boys & Girls Club. Lastly, he reminded commissioners of next week’s meeting, the final one of the year—which will include several important agreements. 7. Next Commission Meeting CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – December 11, 2025 Page | 14 Thursday, December 18, 2025, 9:30 a.m. 8. Adjournment Thursday, December 11, 2025, 10:56 a.m. ______________________________ ______________________________ Eli Wax, Secretary Troy Warner, President South Bend Redevelopment Commission 215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana Executive Session Meeting Minutes: November 13, 2025 The Redevelopment Commission met in Executive Session on Thursday, November 13, 2025, at 10:33 a.m. to discuss interviews and negotiations with industrial or commercial prospects or agents of industrial or commercial prospects as allowed by Ind. Code § 5-14- 1.5-6.1(b)(4) and to have communications with an attorney that are subject to the attorney client privilege as allowed by Ind. Code § 5-14-1.5-6.1(b)(19). Commissioners Troy Warner, Dave Relos, Gillian Shaw, Ophelia Gooden-Rodgers, and Marcus Ellison appeared in person. Commissioner Eli Wax was absent. Commission Attorney Danielle Campbell Weiss, Executive Director of Community Investment Caleb Bauer, Deputy Director Sarah Shaefer, Assistant Director of Growth & Opportunity Joseph Molnar and Board Secretary Laura Hensley were in attendance. Peter Isaac, Tom Sardelli, Scott Ford, Steve Condrin, and Tim Sexton also appeared in person. The meeting was held in the 6th floor, conference room #601, City Hall Building, 215 S. Dr. Martin Luther King, Jr. Blvd., South Bend, IN 46601. Those in attendance did not discuss any subject matter other than the subject matter as specified in public notice. The meeting was adjourned at 11:50 a.m. SOUTH BEND REDEVELOPMENT COMMISSION Troy Warner, President Attest: Eli Wax, Secretary RESOLUTION NO. 3661 RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION APPROVING AMENDMENTS TO THE DECLARATORY RESOLUTION AND THE DEVELOPMENT PLAN FOR THE RIVER WEST DEVELOPMENT AREA FOR THE PURPOSE OF ESTABLISHING NEW ALLOCATION AREAS AND RELATED MATTERS WHEREAS, the South Bend Redevelopment Commission (the “Commission”), the governing body of the City of South Bend, Indiana, Department of Redevelopment (the “Department”) and the Redevelopment District of the City of South Bend, Indiana (the “District”), exists and operates under the provisions of the Redevelopment of Cities and Towns Act of 1953 which has been codified in Indiana Code 36-7-14, as amended from time to time (the “Act”); and WHEREAS, the Commission has heretofore adopted a declaratory resolution (as subsequently confirmed and amended from time to time, the “Declaratory Resolution”) designating an area known as the River West Development Area (the “Area”) as an economic development area pursuant to the Act, designating portions of the Area as allocation areas pursuant to Section 39 of the Act (collectively, the “Allocation Area”), and approving and subsequently amending from time to time a development plan for the Area (collectively, the “Plan”); and WHEREAS, pursuant to Sections 15-17.5 of the Act, the Commission desires to further amend the Declaratory Resolution and the Plan to designate certain areas, each of which is presently part of the Allocation Area, as separate allocation areas pursuant to Section 39 of the Act to be known as (i) the “Lafayette North Allocation Area” as described and depicted at Exhibit A attached hereto (the “Lafayette North Allocation Area”), (ii) the “Lafayette South Allocation Area” as described and depicted at Exhibit B attached hereto (the “Lafayette South Allocation Area”), (iii) the “Ignition Park Allocation Area” as described and depicted at Exhibit C attached hereto (the “Ignition Park Allocation Area”), (iv) the “Downtown North Allocation Area” as described and depicted at Exhibit D attached hereto (the “Downtown North Allocation Area”), (v) the “Michigan Street Corridor Allocation Area” as described and depicted at Exhibit E attached hereto (the “Michigan Street Corridor Allocation Area”), (vi) the “Studebaker Campus Allocation Area” as described and depicted at Exhibit F attached hereto (the “Studebaker Campus Allocation Area”), (vii) the “Riverfront West Allocation Area” as described and depicted at Exhibit G attached hereto (the “Riverfront West Allocation Area”), and (viii) the “Downtown South Allocation Area” as described and depicted at Exhibit H attached hereto (the “Downtown South Allocation Area”) (clauses (i) through and including (viii), collectively, the “Allocation Areas”); and - 2 - WHEREAS, Section 39 of the Act has been created and amended to permit the creation and expansion of “allocation areas” to provide for the allocation and distribution of property taxes for the purposes and in the manner provided in said Section; and WHEREAS, this Commission deems it advisable to apply the provisions of said Section 39 of the Act to each of the Allocation Areas; and WHEREAS, the Commission now desires to approve the designation of each of the Allocation Areas and the amendment of the Plan to include each of the Allocation Areas therein (collectively, the “Amendments”); and; WHEREAS, the proposed Amendments and supporting data were reviewed and considered at this meeting; NOW, THEREFORE, BE IT RESOLVED by the South Bend Redevelopment Commission as follows: 1. The Commission hereby finds and determines that the Amendments promote significant opportunities for the (i) gainful employment of the citizens of the City of South Bend, Indiana (the “City”), (ii) attraction of major new business enterprises to the City, and (iii) retention and expansion of significant business enterprises existing in the boundaries of the City and meets other purposes of Sections 2.5, 41 and 43 of the Act, including without limitation benefiting public health, safety, and welfare, increasing the economic well-being of the City and the State of Indiana (the “State”) and serving to protect and increase property values in the City and the State. 2. The Amendments cannot be achieved by regulatory processes or by the ordinary operation of private enterprise without resort to the powers allowed under Sections 2.5, 41 and 43 of the Act because of lack of local public improvements, existence of conditions that lower the value of the land below that of nearby land, multiple ownership of land, and other similar conditions. 3. The public health and welfare will be benefited by accomplishment of the Amendments. 4. It will be of public utility and benefit to further amend the Declaratory Resolution and the Plan for the Area as provided in the Amendments and to continue to develop the Area, including each of the Allocation Areas, as provided under the Act. 5. Accomplishment of the Amendments will be a public utility and benefit as measured by the attraction or retention of permanent jobs, an increase in the property tax base, improved diversity of the economic base and other similar public benefits. 6. The Commission hereby finds that the further amendment of the Declaratory Resolution and the Plan, to designate each of the Allocation Areas, conforms to the comprehensive plan for the City. 7. The map and plat of each of the Allocation Areas showing its boundaries, the location of the various parcels of property, streets and alleys, and other features affecting the - 3 - acquisition, clearance, replatting, replanning, rezoning, redevelopment or economic development of each of the Allocation Areas, and the parts of each of the Allocation Areas that are to be devoted to public ways, levees, sewerage, parks, playgrounds and other public purposes under the Plan, are hereby approved and adopted as the map and plat for each of the respective Allocation Areas. 8. The Amendments are reasonable and appropriate when considered in relation to the Declaratory Resolution and the Plan and the purposes of the Act. 9. The findings and determinations set forth in the Declaratory Resolution and the Plan are hereby reaffirmed. 10. The Commission finds that no residents of the Area will be displaced by any project resulting from the Amendments, and therefore finds that it does not need to give consideration to transitional and permanent provision for adequate housing for the residents. 11. The Amendments are hereby in all respects approved. 12. The area described and depicted in Exhibit A is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Lafayette North Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Lafayette North Allocation Area hereby designated as the “Lafayette North Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Lafayette North Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Lafayette North Allocation Area is January 1, 2025. 13. The area described and depicted in Exhibit B is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Lafayette South Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed - 4 - under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Lafayette South Allocation Area hereby designated as the “Lafayette South Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Lafayette South Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Lafayette South Allocation Area is January 1, 2025. 14. The area described and depicted in Exhibit C is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Ignition Park Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Ignition Park Allocation Area hereby designated as the “Ignition Park Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Ignition Park Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Ignition Park Allocation Area is January 1, 2025. - 5 - 15. The area described and depicted in Exhibit D is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Downtown North Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Downtown North Allocation Area hereby designated as the “Downtown North Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Downtown North Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Downtown North Allocation Area is January 1, 2025. 16. The area described and depicted in Exhibit E is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Michigan Street Corridor Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Michigan Street Corridor Allocation Area hereby designated as the “Michigan Street Corridor Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in - 6 - new property taxes in the Michigan Street Corridor Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Michigan Street Corridor Allocation Area is January 1, 2025. 17. The area described and depicted in Exhibit F is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Studebaker Campus Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Studebaker Campus Allocation Area hereby designated as the “Studebaker Campus Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Studebaker Campus Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Studebaker Campus Allocation Area is January 1, 2025. 18. The area described and depicted in Exhibit G is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Riverfront West Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Riverfront West Allocation Area hereby designated as the “Riverfront West Allocation Area Allocation Fund” and may be used by the District to do - 7 - one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Riverfront West Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Riverfront West Allocation Area is January 1, 2025. 19. The area described and depicted in Exhibit H is hereby removed from the Allocation Area, and is hereby designated as a separate “allocation area” pursuant to Section 39 of the Act to be known as the “Downtown South Allocation Area,” for purposes of the allocation and distribution of property taxes for the purposes and in the manner provided by said Section. Any taxes imposed under I.C. 6-1.1 on real property subsequently levied by or for the benefit of any public body entitled to a distribution of property taxes on taxable property in said allocation area shall be allocated and distributed as follows: Except as otherwise provided in said Section 39, the proceeds of taxes attributable to the lesser of the assessed value of the property for the assessment date with respect to which the allocation and distribution is made, or the base assessed value, shall be allocated to and when collected paid into the funds of the respective taxing units. Except as otherwise provided in said Section 39, property tax proceeds in excess of those described in the previous sentence shall be allocated to the District and when collected paid into an allocation fund for the Downtown South Allocation Area hereby designated as the “Downtown South Allocation Area Allocation Fund” and may be used by the District to do one or more of the things specified in Section 39(b)(4) of the Act, as the same may be amended from time to time. Said allocation fund may not be used for operating expenses of the Commission. Except as otherwise provided in the Act, before June 15 of each year, the Commission shall take the actions set forth in Section 39(b)(5) of the Act. The Commission hereby finds that the adoption of this allocation provision will result in new property taxes in the Downtown South Allocation Area that would not have been generated but for the adoption of the allocation provision, as specifically evidenced by the findings set forth in Exhibit I. The base assessment date for the Downtown South Allocation Area is January 1, 2025. 20. The provisions of this Resolution shall be subject in all respects to the Act and any amendments thereto, and the allocation provisions herein relating to each of the Allocation Areas shall expire on the date that is twenty-five (25) years after the date on which the first obligation is incurred to pay principal and interest on bonds or lease rentals on leases payable from tax increment revenues derived from each of the respective Allocation Areas. 21. Any member of the Commission is hereby authorized to take such actions as are necessary to implement the purposes of this resolution, and any such action taken prior to the date hereof is hereby ratified and approved. - 8 - 22. This Resolution, together with any supporting data, shall be submitted to the City of South Bend Plan Commission (the “Plan Commission”) and the Common Council of the City (the “Common Council”) as provided in the Act, and if approved by the Plan Commission and the Common Council shall be submitted to a public hearing and remonstrance as provided by the Act, after public notice as required by the Act. 23. This Resolution shall take effect immediately upon its adoption by the Commission. ADOPTED AND APPROVED at a meeting of the South Bend Redevelopment Commission held on the 18th day of December, 2025. SOUTH BEND REDEVELOPMENT COMMISSION Troy Warner, President ATTEST: Eli Wax, Secretary A-1 EXHIBIT A LEGAL DESCRIPTION, PARCEL LIST AND MAP Lafayette North Allocation Area River West Development Area A-2 A-3 A-4 Parcel List for the Lafayette North Allocation Area A-5 A-6 Map of the Lafayette North Allocation Area B-1 EXHIBIT B LEGAL DESCRIPTION, PARCEL LIST AND MAP Lafayette South Allocation Area River West Development Area B-2 B-3 B-4 Parcel List for the Lafayette South Allocation Area B-5 B-6 Map of the Lafayette South Allocation Area C-1 EXHIBIT C LEGAL DESCRIPTION, PARCEL LIST AND MAP Ignition Park Allocation Area River West Development Area C-2 Parcel List for the Ignition Park Allocation Area C-3 Maps of the Ignition Park Allocation Area C-4 D-1 EXHIBIT D LEGAL DESCRIPTION, PARCEL LIST AND MAP Downtown North Allocation Area River West Development Area D-2 Parcel List for the Downtown North Allocation Area D-3 Map of the Downtown North Allocation Area E-1 EXHIBIT E LEGAL DESCRIPTION, PARCEL LIST AND MAP Michigan Street Corridor Allocation Area River West Development Area E-2 E-3 Parcel List for the Michigan Street Corridor Allocation Area E-4 Map of the Michigan Street Corridor Allocation Area F-1 EXHIBIT F LEGAL DESCRIPTION, PARCEL LIST AND MAP Studebaker Campus Allocation Area River West Development Area F-2 F-3 Parcel List for the Studebaker Campus Allocation Area F-4 Map of the Studebaker Campus Allocation Area G-1 EXHIBIT G LEGAL DESCRIPTION, PARCEL LIST AND MAP Riverfront West Allocation Area River West Development Area G-2 G-3 Parcel List for the Riverfront West Allocation Area G-4 Map of the Riverfront West Allocation Area H-1 EXHIBIT H LEGAL DESCRIPTION, PARCEL LIST AND MAP Downtown South Allocation Area River West Development Area H-2 H-3 H-4 Parcel List for the Downtown South Allocation Area H-5 Maps of the Downtown South Allocation Area H-6 I-1 EXHIBIT I PLAN SUPPLEMENT The Plan is further supplemented and amended to add the descriptions for the territory to be known as (i) the “Lafayette North Allocation Area” as described at Exhibit A, (ii) the “Lafayette South Allocation Area” as described at Exhibit B, (iii) the “Ignition Park Allocation Area” as described at Exhibit C, (iv) the “Downtown North Allocation Area” as described at Exhibit D, (v) the “Michigan Street Corridor Allocation Area” as described at Exhibit E, (vi) the “Studebaker Campus Allocation Area” as described at Exhibit F, (vii) the “Riverfront West Allocation Area” as described at Exhibit G, and (viii) the “Downtown South Allocation Area” as described at Exhibit H. Tax Increment Revenues from each of the Allocation Areas may be used to support all or any portion of the development, design, construction, equipping, and improving, as the case may be, of economic development projects that are located in or serve the respective Allocation Areas. The Commission anticipates capturing tax increment revenues from each of the Allocation Areas and applying such tax increment revenues to offset payments by developers on promissory notes in connection with economic development revenue bond financings undertaken by the unit, or to pay principal or interest on economic development revenue bonds issued by the unit to provide incentives to a developer, in furtherance of the economic development or redevelopment purposes of each of the Allocation Areas. Based on representations made to the Commission, the Commission has determined that the full development of each of the Allocation Areas with the improvements described above, will not proceed as planned without the contribution of tax increment revenues to be derived from each of the Allocation Areas to the projects described above. DMS 49560081v2 ECONOMIC DEVELOPMENT AGREEMENT THIS ECONOMIC DEVELOPMENT AGREEMENT (the “Agreement”) is made and entered into as of the ____ day of _____________, 202__, by and among the City of South Bend, Indiana, a political subdivision and municipal corporation of the State of Indiana (the “City”), the City of South Bend Department of Redevelopment, acting by and through its governing body, the South Bend Redevelopment Commission (the “Redevelopment Commission” and, together with the City, the “City Bodies”), and Colfax Corner ML, LLC, an Indiana limited liability company (the “Developer”) (the City, the Redevelopment Commission, and the Developer, each being a “Party” and collectively the “Parties”). W I T N E S S E T H: WHEREAS, the Redevelopment Commission exists and operates under the provisions of the Redevelopment of Cities and Towns Act of 1953, as amended (I.C. 36-7-14 et seq., the “Redevelopment Act”); and WHEREAS, the Redevelopment Commission desires to foster economic development and redevelopment within the City; and WHEREAS, the Developer has approached the Redevelopment Commission regarding the construction and equipping of certain economic development facilities, as more particularly described in Exhibit A attached hereto (collectively, the “Project”) on certain parcels of real property located within the City and owned or to be owned by the Developer as more particularly described in Exhibit B attached hereto (the “Project Site”); and WHEREAS, the Project Site is located within (i) the corporate boundaries of the City, (ii) that area known as the “River West Development Area” (the “Area”), an area previously determined by the Redevelopment Commission to be an economic development area under the Redevelopment Act, and (iii) that area known as the “South Bend Downtown IDD” (the “IDD”), an area designated by the Indiana Economic Development Corporation (the “IEDC”) as an innovation development district pursuant to I.C. 36-7-32.5 et seq. (the “IDD Act”) and pursuant to the terms and conditions of an agreement entered into between the IEDC and the City (the “IDD Agreement”); and WHEREAS, the Developer has requested certain economic development assistance from the City with respect to the Project; and WHEREAS, the City Bodies have determined that the completion of the Project is in the best interests of the citizens of the City, and, therefore, the City Bodies desire to take certain steps in order to induce the Developer to complete the Project; and WHEREAS, to stimulate and induce the development of the Project Site and the completion of the Project, the City Bodies have agreed, subject to further proceedings as required by law, to provide the economic development incentives described herein. 2 NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties do hereby agree as follows: ARTICLE I. DEFINITIONS The capitalized words and phrases used in this Agreement shall have the following meanings (such meanings to be equally applicable to both the singular and plural forms of such words and phrases): “Act” shall mean, collectively, Indiana Code 36-7-11.9 and 12. “Allocation Area” shall mean that portion of the Area, as further described on Exhibit E to be separately designated by the City Bodies under Indiana Code 36-7-14-39 as a new allocation area for the purpose of the allocation and distribution of property taxes on real property to be used in the manner provided in Indiana Code 36-7-14-39, which shall be known as the “Lafayette North Allocation Area.” “Ancillary Agreements” shall mean all instruments and agreements to be entered into by the Developer referenced or contemplated herein, including, without limitation, the Loan or Financing Agreement and the Taxpayer Agreement related to the Bonds. “Bond Counsel” shall mean Barnes & Thornburg LLP. “Bond Proceeds” shall mean the proceeds of the Bonds in the estimated aggregate principal amount of Thirty Million Eight Hundred Thousand Dollars ($30,800,000), with the final aggregate principal amount to be determined by the City Bodies with the advice of the City’s municipal advisor based on the amount of Projected Pledged TIF Revenues and Projected Pledged IDD Revenues available for such purposes, to be loaned or provided to the Developer for application to the Project Costs, as more specifically set forth in the Loan or Financing Agreement. “Bonds” shall mean one or more series of taxable economic development revenue bonds issued by the City pursuant to the Act and payable from the Pledged TIF Revenues and the Pledged IDD Revenues, the proceeds of which shall be applied to the Project Costs. “Claims” shall mean claims, liabilities, damages, injuries, losses, liens, costs, and/or expenses (including, without limitation, reasonable attorneys’ fees); provided that in no event shall Claims include consequential or punitive damages. “Closing” shall mean the closing with respect to the Bonds which shall not be earlier than the closing for the Project Loan. “Closing Date” shall mean the date of the Closing. “Completion Date” shall mean any date not being later than January 1, 2029. “Common Council” shall mean the Common Council of the City. 3 “Cure Period” shall mean a period of: (a) ten (10) days after written notice of such default in the case of any monetary default; and (b) thirty (30) days after a party failing to perform or observe any other term or condition of this Agreement to be performed or observed by it receives written notice specifying the nature of the default; provided that, if such default is of such a nature that it cannot be remedied within thirty (30) days, despite reasonably diligent efforts, then the thirty (30) day cure period shall be extended as may be reasonably necessary for the defaulting party to remedy the default, so long as the defaulting party: (i) commences to cure the default within the thirty (30) day period; and (ii) diligently pursues such cure to completion; provided that in no event shall a Cure Period extend more than one hundred eighty (180) days. Notwithstanding the foregoing, a Cure Period shall not be applicable to a default under an Ancillary Agreement, which shall be subject to any specific cure periods for such defaults expressly set forth in such Ancillary Agreement. “Execution Date” shall mean the date set forth in the first paragraph of this Agreement. “Fiscal Year” shall mean the period beginning each July 1 through and including June 30 of the following calendar year. “Issuance Costs” shall mean reasonable costs, fees and expenses incurred or to be incurred by the City in connection with the issuance and sale of the Bonds, including placement or other financing fees (including applicable counsel fees), attorney’s fees, financial advisor fees, professional fees, the fees and disbursements of Bond Counsel, fees of the City’s municipal or financial advisor, the acceptance fee of a trustee, if any, and the first year of the trustee’s fees or alternatively the lump sum fee for the services of a trustee during the term of the Bonds, application fees and expenses, publication costs, the filing and recording fees in connection with any filings or recording necessary under a Trust Indenture, if any, or to perfect the lien thereof, the out-of- pocket costs of the City, the costs of preparing or printing the Bonds and the documentation supporting the issuance of the Bonds, the costs of reproducing documents, and any other costs of a similar nature reasonably incurred in connection with the issuance and delivery of the Bonds, this Agreement or the Ancillary Agreements, but shall not include any of the foregoing costs, fees and expenses incurred or to be incurred by the Developer. “Laws” shall mean all applicable laws, statutes, and/or ordinances, and any applicable governmental or judicial rules, regulations, guidelines, judgments, orders, and/or decrees, including without limitation, the Act. “Loan or Financing Agreement” shall mean the agreement between the Developer and the City funding the loan or provision of the Bond Proceeds to the Developer. “Municipal Advisor” shall mean Baker Tilly Municipal Advisors, LLC. “Plat” shall mean the plat of the Project Site that has received approval of the City on or before Closing and is ultimately recorded in the Office of the Recorder of St. Joseph County, Indiana. “Pledged IDD Revenues” shall mean that portion, attributable to the Project Site, of the income tax incremental amount and the gross retail incremental amount transferred pursuant to Indiana Code 36-7-32.5-18(g) to the local innovation development district fund for the IDD 4 established pursuant to Indiana Code 36-7-32.5-19 and the IDD Agreement, to be pledged or otherwise obligated by the City Bodies and/or the IEDC to the payment of the debt service of the Bonds. “Pledged TIF Revenues” shall mean eighty-eight percent (88%) of the TIF Revenues. “Project Costs” shall mean the following categorical costs of providing for “economic development facilities” as defined and set forth in the Act: (i) Issuance Costs; (ii) the “Capitalized Interest Costs,” if any, namely a portion of the interest on the Bonds from the date of their original delivery through and including the anticipated period of construction of the portion of the Project financed by Bonds, plus one year thereafter, in accordance with the Act; (iii) all costs and expenses which the Developer shall be required to pay, or advance under the terms of any contract or contracts (including the architectural and engineering, development services with respect thereto), for the construction of the Project; and (iv) any sums required to reimburse the Developer for advances made for any of the above items or for any other costs incurred and for work done which are properly chargeable to the Project. “Project Loan” shall mean any loan incurred by the Developer from any lender to fund a portion of the costs of the Project. “Projected Pledged IDD Revenues” shall mean the final projection of the Pledged IDD Revenues prepared by the Municipal Advisor, as municipal advisor to the City Bodies, on or before the Closing Date. “Projected Pledged TIF Revenues” shall mean the final projection of the Pledged TIF Revenues prepared by the Municipal Advisor, as municipal advisor to the City Bodies, on or before the Closing Date. “Property Inspection” shall mean surveys, borings, tests, inspections, examinations, studies, and investigations, including, without limitation, environmental assessments. “RDC/City Direct Costs” shall mean all costs of the Redevelopment Commission and the City to pay annual fees of the Trustee with respect to the Bonds, if any, and any fees or reasonable costs incurred in monitoring the Pledged TIF Revenues and the Pledged IDD Revenues in the amount of $3,000 semiannually for the Bonds. “Required Permits” shall mean all permits, licenses, approvals, and consents required by the Laws for construction and use of the Project. “Site Plan” shall mean the site plan attached hereto as Exhibit C. 5 “Survey” shall mean an ALTA survey of the Project Site certified as of a current date by a reputable licensed surveyor; which Survey shall show that the Project Site is suitable for the development of the Project as contemplated in this Agreement. “Taxpayer Agreement” shall mean a Taxpayer Agreement and Consent to Real Property Tax Lien to be executed by and between the Developer and the Redevelopment Commission, under which the Developer agrees to guarantee a shortfall in the Pledged TIF Revenues relative to the Projected Pledged TIF Revenues, which guarantee shall constitute a lien on the Project equivalent to a property tax lien granted to the State of Indiana under IC 6-1.1-22-13, as permitted by IC 36- 7-25-6. “TIF Revenues” shall mean all real property tax proceeds attributable to the assessed valuation of the parcels comprising the Project Site as described at Exhibit B and located in the Allocation Area as of each assessment date in excess of the base assessed value as described in Indiana Code 36-7-14-39(b)(1) received by the Redevelopment Commission less RDC/City Direct Costs. “Title Commitment” shall mean a title insurance commitment for an owner’s policy of title insurance that: (a) is issued by a title insurer; and (b) commits to insure marketable fee simple title to the Project Site in the name of the Developer. “Title Defects” shall mean conditions or defects disclosed in the Title Commitment or the Survey that, in the sole determination of the Developer, will interfere with the construction and/or use of the Project, provided that the lien of any mortgage or other security instruments to be released at or before Closing shall not be a Title Defect. “Trust Indenture” shall mean the Trust Indenture, dated as of the first day of the month in which the Bonds are issued, between the City and a trustee jointly selected by the City and the purchaser of the Bonds. ARTICLE II. INTERPRETATION AND RECITALS 2.01 Interpretation. (a) The terms “herein,” “hereto,” “hereunder,” and all terms of similar import shall be deemed to refer to this Agreement as a whole rather than to any Article of, Section of, or Exhibit to this Agreement. (b) Unless otherwise specified, references in this Agreement to (i) “Section” or “Article” shall be deemed to refer to the Section or Article of this Agreement bearing the number so specified, (ii) “Exhibit” shall be deemed to refer to the Exhibit of this Agreement bearing the letter or number so specified, and (iii) references to this “Agreement” shall mean this Agreement and any exhibits and attachments hereto. (c) Captions used for or in Sections, Articles, and Exhibits of this Agreement are for convenience of reference only and shall not affect the construction of this Agreement. 6 (d) The terms “include,” “including,” and “such as” shall each be construed as if followed by the phrase “without being limited to.” 2.02 Recitals Part of Agreement. The representations, covenants and recitations set forth in the foregoing recitals are material to this Agreement and are hereby incorporated into and made a part of this Agreement as though they were fully set forth in this Section 2.02. 2.03 Exhibits Part of Agreement. All exhibits described herein and attached hereto are incorporated into this Agreement by reference. ARTICLE III. MUTUAL ASSISTANCE 3.01 Mutual Assistance. The parties agree, subject to further proceedings required by law, to take such actions, including the execution and delivery of such documents, instruments, petitions and certifications (and, in the case of the City Bodies, the adoption of such ordinances and resolutions subject to Section 7.03 hereof), as may be necessary or appropriate, from time to time, to carry out the terms, provisions and intent of this Agreement and to aid and assist each other in carrying out said terms, provisions and intent. ARTICLE IV. DEVELOPMENT AND PROJECT 4.01 Project and Job Creation. In connection with the completion of Project, the Developer shall invest not less than $154,000,000 by not later than the Completion Date, and reasonably expects the Project to result in the creation of approximately 340 temporary construction-related jobs during the construction of the Project having an average hourly rate of $32.64. After completion of the Project, the Developer shall operate the Project and shall use its best efforts to facilitate the creation of at least 400 new permanent full-time positions (for purposes of this Agreement, “full-time” means an average of forty (40) hours per week whether on an hourly or salaried basis) at the Project Site with average annual wages of approximately $100,000. 4.02 Project Site. The Developer has acquired, or shall cause to be acquired, and shall improve the Project Site described in Exhibit B attached hereto, subject to the performance by the City Bodies of their respective obligations under this Agreement, by constructing the Project on such Project Site, as more particularly described in Section 4.04 hereof. The Developer shall not, for so long as the Bonds are outstanding, apply for any property tax exemption for the Project or the Project Site or take any other action the result of which would make the Project or the Project Site exempt from property taxation under IC 6-1.1-10-1 et. seq. or any other law. 4.03 Utility and Stormwater Infrastructure Planning. The City Bodies and Developer shall jointly undertake solution planning for all permanent utility infrastructure exclusively required for the Project, including without limitation, stormwater management, water, sanitary sewer, electric, natural gas, and telecommunications services, and, if applicable, a future phase of the Project. A “joint undertaking” means that the City Bodies and the Developer will collaborate in good faith to identify needs, evaluate alternatives, develop mutually acceptable plans, and coordinate design and permitting related to such utility infrastructure, it being understood that the City Bodies will not incur any costs related to such utility infrastructure except for the stormwater management improvements to be undertaken by the City. The Parties acknowledge that additional utility infrastructure costs may arise in the course of planning and construction of the Project or a 7 future phase of the Project, and agree to engage in good faith discussions regarding funding strategies for such costs, provided that any contribution by the City Bodies toward such additional costs shall require mutual written agreement of the Parties. 4.04 Project Description and Project; Approval of Plans. The Project shall consist of the items and/or parameters set forth in Exhibit A attached hereto. The Developer shall commence construction of the Project by no later than ninety (90) days following the successful procurement of all permits and other governmental approvals and the satisfaction or waiver of the conditions set forth in Section 6.01 and shall complete construction and equipping of the Project by the Completion Date, subject to permitted delays provided for in Section 4.05 hereof. In addition to the City’s policies and procedures under the Laws regarding the approval of construction plans, promptly upon completion of all plans and specifications for the Project, and after receipt of all required approvals regarding such construction plans, the Developer shall deliver a complete set thereof to the City’s Executive Director, Department of Community Investment, or his or her designee, who may review said plans and specifications for the Project in his or her sole discretion to confirm they are consistent with the initial plans submitted to the Redevelopment Commission and may request revisions or amendments to be made to the same, provided, however, such approval must be provided within fifteen (15) business days of receipt of the plans and specifications for the Project, otherwise they shall be deemed approved. Following the City’s Executive Director’s initial approval or deemed approval of the plans and specifications pursuant to this Section 4.04, the Developer shall not be required to resubmit or obtain further approval for immaterial field changes, substitutions, or refinements made in the ordinary course of design and construction; provided, however, that in addition to the City’s policies and procedures under the Laws regarding the approval of construction plans, and after receipt of all required approvals regarding such revised construction plans, the Developer shall submit to the City’s Executive Director for review and approval any material changes to the approved plans and specifications that would materially alter the scope, size, exterior appearance, or intended use of the Project. The City’s Executive Director shall review any proposed material changes within fifteen (15) business days after receipt to confirm they are consistent with the initial plans submitted to the Redevelopment Commission, and failure to respond within such period shall constitute deemed approval. Any disapproval of the plans and specifications shall be accompanied by a reasonably detailed written explanation of the basis for such disapproval. 4.05 Permitted Delays. Whenever performance is required of any party hereunder, such party shall use all due diligence and take all necessary measures in good faith to perform; provided, however, that if completion of performance shall be delayed at any time by reason of acts of God, war, pandemic, civil commotion, riots, strikes, picketing, or other labor disputes, unavailability of labor or materials, or damage to work in progress by reason of fire or other casualty or similar causes beyond the reasonable control of a party (other than financial reasons), then the time for performance as herein specified shall be appropriately extended by the time of the delay actually caused by such circumstances. If (i) there should arise any permitted delay for which the Developer or any of the City Bodies is entitled to delay its performance under this Agreement and (ii) the Developer or such City Body anticipates that such permitted delay will cause a delay in its performance under this Agreement, then the Developer or such City Body, as the case may be, agrees to provide written notice to the other parties of this Agreement of the nature and the anticipated length of such delay. 8 4.06 Inspection of the Project. The Developer shall, upon five business days advance written notice delivered to the Developer, permit the City to perform an inspection of the Project, which inspection may be conducted by a third party inspector engaged by the City for such purpose, to determine compliance with the provisions of this Agreement and any applicable plans, specifications, permits or other related Project documentation which may have been approved by the City in connection therewith. Within five business days or less after such an inspection, the City may deliver to Developer a non-compliance notice in the event the City reasonably determines there is a material defect in the Project. Such non-compliance notice shall specify the material defect identified by the City. If the City timely delivers a non-compliance notice, then Developer shall correct, or cause to be corrected, as soon as is practicable, all material defects identified in the non-compliance notice, except and to the extent that any such material defects previously have been accepted, or deemed to have been accepted, by the City. Notwithstanding anything to the contrary set forth herein, all items or components of the Project with respect to which no material defects are identified in a timely non-compliance notice shall be deemed to be accepted by the City. Additionally, and to the greatest extent possible, all identified material defects shall be corrected immediately and all field changes shall be noted by the inspection and approved by the City. In the case of any such inspections, the personnel conducting the inspection shall: (i) comply with all health and safety rules of which such individuals have been informed that have been established for personnel present on the Project Site and (ii) coordinate the timing of the inspection so that the inspection does not interfere with the performance of construction. The Developer shall have the right to accompany, and/or have its construction manager accompany, the personnel conducting the inspection. Such inspection rights provided hereunder in no way otherwise limits the City from undertaking inspections pursuant to applicable Laws. Notwithstanding the foregoing, this Section shall only apply to the City’s ability to ensure the Developer’s compliance with this Agreement. Within ten (10) business days after receipt of a written request from the Developer, the City shall certify to the Developer and to any lender of the Developer or purchaser of the Project the status of inspections of the Project and whether any material defects in the Project identified in any non-compliance notice have been remedied. 4.07 Insurance. During construction of the Project, the Developer shall maintain or cause to be maintained the policies of insurance described on Exhibit F. Notwithstanding the foregoing, the Parties have agreed that Developer may satisfy such insurance obligations through a self-insurance program maintained by the Developer or an affiliate of Developer, subject to providing evidence reasonably satisfactory to the City that (i) such program provides coverages, limits, and protections (including additional insured status or its functional equivalent) substantially comparable to those required under Exhibit F and (ii) the Developer or affiliate of the Developer, as the case may be, has sufficient financial resources to provide coverage for potential claims or losses in the amounts listed on Exhibit F. Each such policy or self-insurance program shall: (a) be written by a company reasonably acceptable to City or self-insured by a responsible entity reasonably acceptable to the City; and (b) provide that it shall not be modified or canceled without written notice to City at least thirty (30) days in advance. The policy of general liability insurance shall name the City Bodies as additional insureds. The Developer shall deliver to City (i) certificates of the insurance policies required by this Section 4.07, executed by the insurance company or the general agency writing such policies, or (ii) in the event insurance coverage is provide through a self-insurance program, the Developer or an affiliate of the Developer shall provide evidence reasonably satisfactory to the City, if requested, that the Developer or its affiliate 9 has sufficient financial resources to provide coverage for potential claims or losses in the amounts listed on Exhibit F. 4.08 Employment of Local Labor. The Developer hereby agrees to provide notice to local contractors of all requests for bids, pre-bid meetings, and related meetings and information with respect to the Project so as to use commercially reasonable efforts to employ qualified local contractors and other related local labor during construction of the Project. The Developer agrees to use commercially reasonable efforts to meet with the business agents of all relevant and available local skilled trade unions to provide the details of the Project prior to contracting for the completion of the Project. For purposes of this Agreement, “local contractors” means contractors, subcontractors, trades, suppliers, and workers whose principal place of business or residence is within the north-central Indiana region in which the Project is located. 4.09 Reporting Obligations. (a) Pledged IDD Revenues Data Reporting. For so long as the Bonds are outstanding, the Developer shall incorporate (or cause to be incorporated) reporting requirements in (i) any contract or other agreement with any contractor, subcontractor, materialmen, vendor or other person or entity performing work or services at the Project Site, or (ii) in any lease with any lessee or tenant within the Project Site, to require such contractor, subcontractor, materialmen, vendor, lessee, tenant or other person or entity performing work or services at the Project Site to report to the Redevelopment Commission on or before each September 1, the following information for the immediately preceding Fiscal Year: a) any gross retail and use tax incurred and paid by any contractor with regard to tangible personal property incorporated into real property that is located in the Project Site; and b) state gross retail tax, collected by a business for sales occurring at a physical location of the business in the Project Site; and c) state use tax, incurred with regard to property used in the Project Site; and d) wages and salaries of employees employed in the Project Site; and e) wages and salaries of individuals who are not employees with respect to income received for services performed in the Project Site; and f) the number of permanent full-time employees employed at the Project Site. The Developer shall use commercially reasonable efforts to ensure that the required reporting provisions are included in all such contracts, agreements, and leases but shall not 10 be deemed in default of this Section to the extent any third party fails to provide information that is not within the Developer’s possession or control. (b) Local Reporting. Upon the letting of contracts for substantial portions of the Project and again upon substantial completion of the Project, the Developer hereby agrees to report to the Redevelopment Commission the number of local contractors and local laborers involved in the Project, the cumulative amount awarded to local contractors and the name of each local contractor awarded a contract with respect to the Project for an amount greater than $50,000. (c) Semi-Annual Reporting. On or before June 30 and December 31 of each year until substantial completion of the Project, the Developer shall submit to the Redevelopment Commission a report, in the format set forth at Exhibit G, demonstrating the Developer’s good-faith compliance with the terms of this Agreement relating to the construction of the Project. The report shall include the following information and documents; (i) a status report of the construction completed to date, (ii) an update on the project schedule, (iii) an itemized accounting generally identifying the investment in the Project by the Developer not including proceeds of the Bonds, and (iv) a status report of the number of jobs created for employment at the Project Site. 4.10 Equal Employment Opportunity. The Developer, for itself and its successors and assigns, agrees that during the construction of the Project: (a) The Developer will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Developer agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause; and (b) The Developer will state, in all solicitations or advertisements for employees placed by or on behalf of the Developer, that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 4.11 Non-Interference. The Developer hereby agrees to use commercially reasonable efforts to minimize disruption for those living and working near the Project Site during construction of the Project. 4.12 Public Announcements, Press Releases and Marketing Materials. The Developer hereby agrees to (a) coordinate a Project “kick off” press release with the City, (b) coordinate a Project groundbreaking ceremony with the City, and (c) use commercially reasonable efforts to coordinate other significant public announcements regarding the Project with the City, subject, in each case, to any securities laws that would prevent the Developer from engaging in such coordination. The Developer agrees to allow the City and the Redevelopment Commission to distribute the Developer’s marketing materials to promote the Project. 4.13 Information. The Developer agrees to provide any and all due diligence items with respect to the Project reasonably requested by the Redevelopment Commission. The Developer further agrees to provide any information reasonably required in writing by the City and the 11 Redevelopment Commission relating to the assessed value of the real estate and improvements located on the Project Site to assist the City and the Redevelopment Commission in accurately determining the projected TIF Revenues for purposes of paying debt service on the Bonds. ARTICLE V. ECONOMIC DEVELOPMENT INCENTIVES 5.01 Taxable Economic Development Revenue Bonds. The Redevelopment Commission, and the Common Council shall each, subject to further proceedings required by law, cause the issuance of the Bonds pursuant to the Act, in an estimated aggregate principal amount of Thirty Million Eight Hundred Thousand Dollars ($30,800,000) and with a final maturity not later than thirty (30) years from the date of the issuance of the Bonds. The final aggregate principal amount of the Bonds shall be set in such amount as determined by the City Bodies with the advice of the City’s municipal advisor based on the amount of Projected Pledged TIF Revenues and Projected Pledged IDD Revenues available for such purposes. The Developer shall buy the Bonds or cause another qualified party to purchase the Bonds, and the Bonds shall not be issued until promptly after the Developer’s closing on its construction loan and/or equity investment for the Project. The Developer, as purchaser of the Bonds, shall agree that non-payment of the principal or interest on the Bonds due to insufficiency of Pledged TIF Revenues or Pledged IDD Revenues shall not be deemed to be a default under the Bonds. The proceeds of the Bonds shall be loaned or provided to the Developer and shall be used for the payment (or reimbursement to the Developer of the prior payment) of the Project Costs set forth on Exhibit A. The Developer may obtain the disbursement of proceeds of the Bonds by submitting a Disbursement Request (as such term is defined in the Trust Indenture) to the City and the trustee in accordance with the terms and conditions of the Trust Indenture, which shall be subject to approval by or on behalf of the Redevelopment Commission approval as set forth in the Trust Indenture. In the event the Bonds are sold to a third-party purchaser, the Developer shall provide a Taxpayer Agreement to guarantee a shortfall in the Pledged TIF Revenues relative to the Projected Pledged TIF Revenues to further secure the Bonds. So long as the Bonds remain outstanding, the City Bodies agree that they will not pledge the Pledged TIF Revenues or Pledged IDD Revenues to additional obligations of the City Bodies. 5.02 Bond Limitations Acknowledgements. The Developer, or the purchaser of the Bonds if not the Developer, shall (i) expressly agree that non-payment of the principal or interest on the Bonds due to the insufficiency of Pledged TIF Revenues or Pledged IDD Revenues relating to such series shall not be deemed to be a default by the City or the Redevelopment Commission under the Bonds or the Trust Indenture, (ii) acknowledge and agree that the Bonds, and the interest thereon, if any, are payable solely from the Pledged TIF Revenues and the Pledged IDD Revenues allocable to the Bonds, plus any payments under a related loan agreement or Taxpayer Agreement, and, in the event of a shortfall of such Pledged TIF Revenues, Pledged IDD Revenues or payments under a related loan agreement or Taxpayer Agreement, do not and shall not represent or constitute a debt of the City or the Redevelopment Commission within the meaning of the provisions of the Constitution or Statutes of the State of Indiana or a pledge of the faith and credit of the City or the Redevelopment Commission, and (iii) covenant that it will not sell, convey, pledge or otherwise transfer the Bonds without prior compliance with applicable state and federal securities laws. 12 ARTICLE VI. CONDITIONS TO CLOSING 6.01 Conditions to Closing. The obligations of the Parties with respect to Closing are subject to the satisfaction or waiver in writing, of the following prior to the applicable period specified in this Section 6.01: (a) Title. Within thirty (30) days after the Execution Date, the Developer shall have obtained the Title Commitment. (b) Survey. Within forty-five (45) days after the Execution Date, the Developer shall have obtained the Survey. (c) Permits. The Developer shall have completed and filed all necessary documentation to secure all Required Permits and approvals for construction and installation of the Project. (d) Title and Survey Conditions. On or before Closing, the Developer shall have determined that there are no exceptions or matters of record reflected in the Title Commitment that would constitute Title Defects and shall have also determined that, upon recordation of the Plat, the Survey: (i) describes the perimeter of the Project Site as a single parcel without gaps, gores, or overlaps; (ii) shows no encroachments thereto; (iii) shows no Title Defects thereto; (iv) establishes that no part of the Project Site upon which building improvements are to be constructed is located within: (A) a “flood hazard zone”, as shown on the applicable Federal Insurance Rate Map; or (B) a “floodway” or “flood plain”, as shown on the applicable Flood Control District Map, unless otherwise agreed to by the Developer; and (v) otherwise reasonably is acceptable to the Developer. The Developer shall be responsible, at its cost, for obtaining the policy of title insurance contemplated pursuant to the Title Commitment, together with any endorsements that it deems to be necessary or appropriate. (e) Environmental Condition. Prior to Closing, the Developer, at its expense, shall have determined that: (i) there is no contamination or pollution of the Project Site, or any groundwater thereunder, by any hazardous waste, material, or substance in violation of any Laws; and (ii) there are no underground storage tanks located on the Project Site. To the extent deemed necessary or appropriate by the Developer, the Developer shall have obtained a comfort letter issued by the Indiana Department of Environmental Management through the Indiana Brownfields Program (“IDEM”) confirming, among other things, IDEM’s opinion that the Developer meets the requirements to be considered a bona fide prospective purchaser of the Project Site. The Developer shall provide the City with all Property Inspection reports prepared for the Project Site. (f) Physical Condition. Prior to Closing, the Developer, at its expense, shall have determined that no test, inspection, examination, study, or investigation of the Project Site establishes that there are conditions that would interfere materially with the construction and use of the Project, in accordance with the terms and conditions of this Agreement. 13 (g) Zoning. Prior to Closing, the Developer shall have determined that: (i) the zoning of the Project Site is proper and appropriate for the construction of the Project and use of the Project in accordance with the terms and conditions of this Agreement; and (ii) the Project Site is subject only to commitments and restrictions that are acceptable to the Developer in its reasonable discretion. (h) Utility Availability. Prior to Closing, the Developer, at its expense and in coordination with the City Bodies pursuant to Section 4.03, shall have determined that gas, electricity, telephone, cable, water, storm and sanitary sewer, and other utility services are: (i) located within adjoining public rights-of-way or properly granted utility easements; and (ii) serving, or will serve, the Project Site at adequate pressures, and in sufficient quantities and volumes, for the construction and use of the Project in accordance with the terms and conditions of this Agreement. The City Bodies shall reasonably cooperate and provide such assistance, information, authorizations, or approvals as may be required to confirm or secure such utility availability, it being understood that the City Bodies will not incur any costs related to such utility infrastructure except for the stormwater management improvements to be undertaken by the City. (i) Required Permits. Prior to Closing, the Developer shall have: (i) obtained; or (ii) determined that it shall be able to obtain, all Required Permits. (j) Final Construction Plans. Prior to Closing, final construction plans shall have been completed and approved by the City. For purposes of this Section, “final construction plans” mean the complete and detailed plans, drawings, specifications, and related documents for the design, engineering and construction of the Project, excluding tenant interior build-out plans, and prepared by the Developer’s licensed professionals and approved by the City in accordance with applicable laws, codes, and permitting requirements. (k) Financial Ability. Prior to Closing, the Developer shall demonstrate to the reasonable satisfaction of the City that the Developer has adequate funds (proceeds from the Project Loan, Bond Proceeds, and/or cash on hand) to construct the Project. (l) Ancillary Agreements. Prior to Closing: (i) the applicable City Bodies and the Developer, each exercising commercially reasonable discretion, shall have approved the form and substance of any and all Ancillary Agreements and (ii) all other parties to the Ancillary Agreements shall have approved the form and substance of such Ancillary Agreements. (m) Financing Documents. If the Developer elects to obtain a Project Loan for the Project, then (i) prior to Closing, the Developer’s lender and the applicable City Bodies shall have approved the form and substance of the Project Loan documents, the Bond Documents, and any additional documents relating to the Project Loan and (ii) at or before Closing, the Project Loan shall be closed, and in connection therewith, the Project Loan documents and the Bond Documents, and any additional documents relating thereto shall be fully executed by all parties thereto. If the Developer does not obtain a Project Loan, the requirements of this Section shall not apply. 14 (n) Project Site. Prior to Closing, the Developer shall have closed on the acquisition of the Project Site. (o) No Breach. As of the Closing Date, there shall be no breach of this Agreement by the Parties hereto that any of said Parties have failed to cure within the Cure Period. (p) Allocation Area and Pledged TIF Revenues. The necessary actions to designate the Allocation Area and pledge the Pledged TIF Revenues to the payment of the debt service of the Bonds shall have been completed by the City Bodies. (q) Pledged IDD Revenues. The necessary actions to establish the IDD and pledge or otherwise obligate the Pledged IDD Revenues to the payment of the debt service of the Bonds shall have been completed by the City Bodies and the IEDC. (r) Approval of Bonds. The City Bodies shall have taken the necessary actions under the Act to authorize the issuance of the Bonds. If one or more of the conditions set forth in this Section 6.01 is not, or cannot be, timely and completely satisfied, as determined by the each of the Parties in their respective sole and absolute discretion, then, as its sole and exclusive remedy, any party hereto either may elect to: (i) waive where appropriate under the Laws in writing satisfaction of the conditions not satisfied and to proceed to Closing; or (ii) terminate this Agreement by a written notice to other parties hereto reserving all of the rights and remedies set forth in this Agreement and available to such Party. Notwithstanding anything to the contrary set forth herein, (1) the Parties hereto shall work diligently and in good faith to satisfy the conditions set forth in this Section 6.01 and (2) if any party hereto fails to terminate this Agreement for any unsatisfied condition on or before the earlier of (i) the Closing Date; or (ii) two (2) business days after the applicable deadline set forth in each of the foregoing subsections (a) or (b) said Party shall be deemed to have waived such condition to the extent waivable under the Laws. 6.02 Closing. Subject to the terms and conditions of this Agreement, the Closing shall occur on or before January 1, 2027, with (i) the Closing Date; and (ii) the location of the Closing; to be established mutually by the City and the Developer. ARTICLE VII. AUTHORITY 7.01 Actions. Each of the City Bodies represents and warrants that it has taken or will take (subject to further proceedings required by law and the Developer's performance of its agreements and obligations hereunder) such action(s) as may be required and necessary to enable each of the respective City Bodies to execute this Agreement and to carry out fully and perform the terms, covenants, duties and obligations on its part to be kept and performed as provided by the terms and provisions hereof. The Developer represents and warrants that it has the requisite capability to undertake, complete, and operate the Project. 7.02 Powers. The City Bodies represent and warrant that each has full constitutional and lawful right, power and authority, under currently applicable law, to execute, deliver and perform their respective obligations under this Agreement. The Developer represents and warrants 15 that it has the requisite power, right, and legal authority to execute, deliver and perform its respective obligations under this Agreement. 7.03 Future Actions. The parties acknowledge that the agreements of the City Bodies under this Agreement are subject to future actions by such bodies, and by the bodies of the City, and compliance with statutory procedures required by Laws, including public notice and public hearing requirements. The City Bodies agree to use their best efforts to complete such statutory procedures, and to coordinate with the governing bodies of the City to complete such statutory procedures, and to take the final actions required to implement such agreements. Notwithstanding anything contained herein, failure to timely complete such future statutory procedures shall not result in any liability hereunder by the City Bodies to the Developer or any party related to the Developer. ARTICLE VIII. GENERAL PROVISIONS 8.01 Indemnity; No Joint Venture or Partnership. The Developer covenants and agrees at its expense to pay and to indemnify and save the City Bodies, and their officers, agents, and employees (the “Indemnitees”) harmless of, from and against, any and all Claims resulting directly or indirectly from the Developer's (and/or any affiliate's thereof) Project activities with respect to work performed on the Project Site unless such claims, damages, demands, expenses or liabilities arise by reason of the negligent act or omission of the City Bodies, or other Indemnitees. To the extent permitted by law, the City Bodies shall indemnify and hold harmless the Developer from and against any and all Claims, to the extent arising from or connected with the negligence or willful misconduct of the City Bodies or any party acting by, under, through, or on behalf of any of the City Bodies in connection with any inspection pursuant to Section 4.06. Nothing contained in this Agreement, nor any act of the City Bodies or the Developer, or of any other person, shall be deemed or construed by any person to create any relationship of third-party beneficiary, employer and employee, principal, and agent, limited or general partners or joint ventures. The Developer is and will remain an “independent contractor” with respect to performance under this Agreement. 8.02 Time of Essence. Time is of the essence for this Agreement. The parties shall make every reasonable effort to expedite the subject matters hereof (subject to any time limitations described herein) and acknowledge that the successful performance of this Agreement requires their continued cooperation. 8.03 Conflict of Interest; No Individual Liability. No member, official, or employee of the City Bodies shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official, or employee participate in any decision relating to this Agreement which affects their personal interests or the interests of any corporation, partnership, or association in which they, directly or indirectly, are interested. No member, official, or employee of the City Bodies shall be personally liable to the Developer or any successor in interest, in the event of any default or breach by the Commission or for any amount which may become due to the Developer or any successor in interest or on any obligations under the terms of the Agreement. No partner, employee or agent of Developer or successors of them shall be personally liable to the City Bodies under this Agreement. 16 8.04 Costs. In the event the Closing is not completed by January 1, 2027, the Developer shall pay City’s fees, including attorneys’ fees, Bond Counsel fees, municipal advisory fees and any other fees reasonably and actually incurred with respect to this Agreement on or before January 1, 2027; provided, however, Developer shall have no obligation to pay such fees if the failure to close is caused by the City’s default. 8.05 Default. (a) Events of Default. It shall be an Event of Default if either party fails to perform or observe any term or condition of this Agreement to be performed or observed by it after notice from the other party, and such default is not cured within the applicable Cure Period. (b) General Remedies. Whenever an Event of Default occurs, the non- defaulting party may take whatever actions at Law or in equity are necessary or appropriate to: (i) collect any payments due under this Agreement; (ii) protect the rights granted to the non-defaulting party under this Agreement; (iii) enforce the performance or observance by the defaulting party of any term or condition of this Agreement (including, without limitation, the right to specifically enforce any such term or condition); or (iv) cure, for the account of the defaulting party, any failure of the defaulting party to perform or observe a material term or condition of this Agreement to be performed or observed by it. If the non- defaulting party incurs any costs or expenses in connection with exercising its rights and remedies under, or enforcing, this Agreement, then the defaulting party shall reimburse the non-defaulting party for all such costs and expenses, including reasonable attorney fees. (c) No Remedy Exclusive. Except as provided to the contrary in this Agreement, no right or remedy herein conferred upon, or reserved to, a non-defaulting party is intended to be exclusive of any other available right or remedy, unless otherwise expressly stated; instead, each and every such right or remedy shall be cumulative and in addition to every other right or remedy given under this Agreement or now or hereafter existing at Law or in equity. No delay or omission by a non-defaulting party to exercise any right or remedy upon any Event of Default shall impair any such right or remedy, or be construed to be a waiver thereof, and any such right or remedy may be exercised from time to time, and as often as may be deemed to be expedient. To entitle a non-defaulting party to exercise any of its rights or remedies, it shall not be necessary for the non- defaulting party to give notice to the defaulting party, other than such notice as may be required by this Agreement or by Law. 8.06 Termination. Notwithstanding any other provision, if the Closing has not occurred before January 1, 2027, the City Bodies shall have the right to terminate this Agreement and shall have no further responsibilities hereunder. 8.07 Amendment. This Agreement, and any exhibits attached hereto, may be amended only by the mutual consent of the parties, by the adoption of an ordinance or resolution of each of the City Bodies approving said amendment, as provided by law, and by the execution of said amendment by the parties or their successors in interest. 17 8.08 No Other Agreement. Except as otherwise expressly provided herein, this Agreement supersedes all prior agreements, negotiations and discussions relative to the subject matter hereof and is a full integration of the agreement of the parties. 8.09 Severability. If any provision, covenant, agreement or portion of this Agreement or its application to any person, entity or property, is held invalid, such invalidity shall not affect the application or validity of any other provisions, covenants, agreements or portions of this Agreement and, to that end, any provisions, covenants, agreements or portions of this Agreement are declared to be severable. 8.10 Indiana Law. This Agreement shall be construed in accordance with the laws of the State of Indiana. 8.11 Venue. The Parties agree that if any litigation arises out of this Agreement that such litigation shall be brought in a court of competent jurisdiction in St. Joseph County, Indiana, unless the Parties mutually agree to an alternative method of dispute resolution. The Parties hereby waive, to the extent permitted under applicable Laws: (a) the right to a trial by jury in any action, counterclaim, dispute or proceeding based upon, or related to, matters arising from this Agreement; and (b) any right each of the Parties may have to: (i) assert the doctrine of “forum non conveniens” or (ii) object to venue. This waiver applies to all claims against all Parties to such actions and proceedings. This waiver is knowingly, intentionally, and voluntarily made by the parties hereto. 8.12 Notices. All notices and requests required pursuant to this Agreement shall be deemed sufficiently made if delivered, as follows: To the Developer: Colfax Corner ML, LLC Attn.: Tom Sardelli, Vice President Development 204 Main Building Notre Dame, IN 46556 Email: tsardelli@ancora.re With a copy to: University of Notre Dame du Lac 415 Main Building Notre Dame, Indiana 46556 Attention: Richard Bellis, rbellis@nd.edu Steve Condrin, scondrin@nd.edu And: Krieg DeVault LLP Attn: George Lepeniotis 4101 Edison Lakes Parkway, Suite 100 Mishawaka, IN 46545 18 Email: glepeniotis@kdlegal.com To the City Bodies: South Bend Redevelopment Commission 215 S. Dr. Martin Luther King Jr. Blvd, Suite 500 South Bend, IN 46601 Attn: Executive Director, South Bend Department of Community Investment Email: cbauer@southbendin.gov With a copy to: South Bend Legal Department 215 S. Dr. Martin Luther King Jr. Blvd, Suite 600 South Bend, IN 46601 Attn: Corporation Counsel Email: legaldept@southbendin.gov or at such other addresses as the parties may indicate in writing to the others in writing. Any notice required or permitted to be given to a party under this Agreement, shall be deemed given when (i) hand delivered, with evidence of receipt of such delivery, (ii) deposited into Federal Express or other similar type of overnight carrier service, (iii) two (2) business days after mailed by U.S. Certified or Registered Mail, postage prepaid, or (iv) upon the receipt of an electronic email transmission, followed by delivery by one of the other means identified in (i)-(iii). 8.13 Counterparts. This Agreement may be executed in several counterparts including by Electronic Means (as defined below), each of which shall be an original and all of which shall constitute but one and the same agreement. Any counterpart hereof signed by the party against whom enforcement of this Agreement is sought shall be admissible into evidence as an original hereof to prove the contents hereof. Moreover, the Parties hereto further acknowledge and agree that this Agreement may be signed and/or transmitted by e-mail or a .pdf document or using electronic signature technology (e.g., via DocuSign or similar electronic signature technology) (“Electronic Means”), and that such signed electronic record shall be valid and as effective to bind the party so signing as a paper copy bearing such party’s handwritten signature. The Parties further consent and agree that: (a) to the extent a party signs this Agreement using electronic signature technology, by clicking “SIGN”, such party is signing this Agreement electronically; and (b) the electronic signatures appearing on this Agreement shall be treated, for purposes of validity, enforceability, and admissibility, the same as handwritten signatures. 8.14 Assignment. Until the Project is completed, the rights and obligations contained in this Agreement may not be assigned by the Developer or any affiliate thereof without the express prior written consent of each of the City Bodies; provided, however, that the Developer may transfer all or a portion of its rights and obligations hereunder to an affiliate of the Developer upon notice to but without the consent of the City Bodies, but any such transfer to an affiliate of the Developer shall not have the effect of releasing the Developer and/or its assignees from the Developer’s obligations hereunder. Upon completion of the Project, and prior to the date that is five (5) years 19 following the Completion Date, the Developer shall be entitled to assign this Agreement to any purchaser of the Project with the express prior written consent of each of the City Bodies, which consent will not be unreasonably withheld, conditioned or delayed upon compliance by the Developer with this Section 8.14. On or after the date that is five (5) years following the Completion Date, the Developer shall be entitled to assign this Agreement to any purchaser of the Project without the City Bodies’ prior written consent; provided such purchaser shall be required to assume all obligations of the Developer under this Agreement arising after such purchase. Upon such assumption, the Developer shall be released from all obligations pursuant to this Agreement arising after the date the purchaser assumes this Agreement. With respect to any assignment of this Agreement prior to the date that is five (5) years following the Completion Date, Developer shall demonstrate to the City Bodies that the new purchaser and associated affiliates of the Project have comparable financial strength and reputation as the Developer, including its affiliates. 8.15 No Third Party Beneficiaries. This Agreement shall be deemed to be for the benefit solely of the Parties and shall not be deemed to be for the benefit of any third party. 8.16 Effective Date. Notwithstanding anything herein to the contrary, this Agreement shall not be effective until all parties hereto have executed this Agreement and the Redevelopment Commission has approved or ratified this Agreement at a public meeting. [Signatures follows on next page] IN WITNESS WHEREOF, the parties have duly executed this Agreement pursuant to all requisite authorizations as of the date first above written. CITY OF SOUTH BEND, INDIANA By: James Mueller, Mayor SOUTH BEND REDEVELOPMENT COMMISSION By: Troy Warner, President ATTEST: By:____________________________ Eli Wax, Secretary COLFAX CORNER ML, LLC By: Printed: Shannon Cullinan Title: Authorized Representative B-1 EXHIBIT A DESCRIPTION OF PROJECT • The Colfax Corner project is a catalytic mixed-use development that reimagines the former South Bend Tribune site as a connected pair of buildings: a new five-story structure at Main and Colfax and a restored historic building, joined by a public courtyard. Colfax Corner delivers 202,000 rentable square feet of flexible workspace and ground-floor retail, built to instigate collisions and ignite the region’s potential. The project includes the acquisition, development, construction, equipping, renovation, and/or reconstruction of space in the former South Bend Tribune building, along with new construction of an adjacent building along Main and Colfax. Upon completion, Colfax Corner is projected to generate substantial economic, fiscal, and community benefits, while strengthening institutional partnerships and attracting future private investment to Downtown South Bend. 2 EXHIBIT B LEGAL DESCRIPTION AND DEPICTION OF THE PROPERTY A PARCEL OF LAND LOCATED WITHIN THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 37 NORTH, RANGE 2 EAST, PORTAGE TOWNSHIP, CITY OF SOUTH BEND, ST. JOSEPH COUNTY, INDIANA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: LOTS NUMBERED 229, 230 AND 231 AS SHOWN ON THE ORIGINAL PLAT OF THE TOWN, NOW CITY, OF SOUTH BEND, AS RECORDED IN THE RECORDS OF ST. JOSEPH COUNTY, INDIANA; ALSO, THE VACATED ALLEY LYING NORTH OF AND ADJACENT TO THE NORTH LINE OF SAID LOT 231, AS VACATED BY ORDINANCE NO. 7725-87 RECORDED APRIL 7, 1987, AS INSTRUMENT NO. 8709928 IN THE ST. JOSEPH COUNTY RECORDS. also, LOTS NUMBERED 226, 227 AND 228, AS SHOWN ON THE ORIGINAL PLAT OF THE TOWN, NOW CITY, OF SOUTH BEND, AS RECORDED IN THE RECORDS OF ST. JOSEPH COUNTY, INDIANA; ALSO, THE VACATED ALLEY LYING WEST OF AND ADJACENT TO THE WEST LINE OF SAID LOTS NUMBERED 226, 227, AND 228, AS VACATED BY ORDINANCE NO. 8225-91 RECORDED JANUARY 21, 1992, AS INSTRUMENT NO. 9201978 IN THE OFFICE OF THE RECORDER OF ST. JOSEPH COUNTY, INDIANA. Containing 1.61 acres, more or less, and SUBJECT TO ALL COVENANTS, restricitions, RIGHTS-OF-WAY, AND EASEMENTS OF RECORD. JOB NO.: 24-1389 C-1 EXHIBIT C SITE PLAN D-1 EXHIBIT D PROJECT DESIGN RENDERINGS E-1 EXHIBIT E PROJECT ALLOCATION AREA E-2 E-3 E-4 MAP OF THE PROJECT ALLOCATION AREA F-1 EXHIBIT F DEVELOPER INSURANCE REQUIREMENTS A. Worker’s Compensation 1. State Statutory 2. Applicable Federal Statutory 3. Employer’s Liability $100,000.00 B. Comprehensive General Liability 1. Bodily Injury a. $5,000,000.00 Each Occurrence b. $5,000,000.00 Annual Aggregate Products and Completed Operation 2. Property Damage a. $5,000,000.00 Each Occurrence b. $5,000,000.00 Annual Aggregate C. Comprehensive Automobile Liability 1. Bodily Injury a. $500,000.00 Each Person b. $500,000.00 Each Accident 2. Property Damage a. $500,000.00 Each Occurrence G-1 EXHIBIT G Form of Report to the Redevelopment Commission (See Attached) DMS 49697798v10 G-2 City of South Bend Department of Community Investment Development Agreement Review Answer the below questions and return to the Department of Community Investment. Project Information Project Name: __________________________________________________________ Address: _______________________________________________________________ Construction Completed to Date: Project Schedule Update: Itemized Accounting of Private Investment to Date: Number of Jobs Created: Name: _______________________________________ Address: _______________________________________ _______________________________________ Position: _______________________________________ Email: _______________________________________ Signature: ___________________________________ Date: ___________________ RESOLUTION NO. 3662 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION TO BE A FINANCIAL PARTICIPANT IN THE NORTHERN INDIANA COMMUTER TRANSPORTATION DISTRICT’S STATION RELOCATION IN THE CITY OF SOUTH BEND WHEREAS, the South Bend Redevelopment Commission (the “Commission”) exists and operates under the provisions of I.C. 36-7-14 et seq. and is authorized to expend necessary funding to assist in the development and promote economic benefits within redevelopment districts within the City of South Bend (the “City”); and WHEREAS, the Northern Indiana Commuter Transportation District (“NICTD”) is a duly constituted Indiana municipal corporation and State entity responsible for the preservation and operation of commuter rail passenger service in Northern Indiana; and WHEREAS, the Commission has historically demonstrated support for the commuter rail operations of NICTD; and WHEREAS, as a continuation of the improvements completed by NICTD, a new station location within the corporate boundaries of the City is planned at an estimated cost of $112 Million (the “Station”); and WHEREAS, NICTD is applying for a $56 Million federal grant for one-half of the cost to construct the Station, with the other half pledged by the State of Indiana ($28 Million), St. Joseph County ($10 Million), NICTD ($8 Million), Northern Indiana Regional Development Authority ($1 Million), and the private sector ($4 Million); and WHEREAS, the City through the Commission intends to pledge $5 Million from the River West Development Area TIF District for the Station. NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND REDEVELOPMENT COMMISSION AS FOLLOWS: 1. The Commission resolves to be a financial participant in the construction of a new commuter rail station within the corporate boundaries of the City in the amount of $5 Million to be appropriated from the River West Development Area TIF District and provided to NICTD upon the execution of an agreement memorializing certain terms and conditions (“Agreement”). 2. The Commission hereby authorizes the Executive Director of the Department of Community Investment, with the guidance of the Mayor and with the assistance of the Department of Law, to negotiate the Agreement including the following terms: a. the City’s contribution, along with the contributions of the State of Indiana, St. Joseph County, Northern Indiana Regional Development Authority, and the private sector (the “Contributing Parties”), will be spent proportionally after NICTD’s contribution has been spent in its entirety; and b.if the Station is completed for less than the estimated cost, pro rata refunds shall be issued to the Contributing Parties; and c.the Station shall be a full-service station stop for the South Shore Line with a capacity substantially similar to or greater than the current station stop for no fewer than 20 years from the date of the Agreement; and d.NICTD shall maintain continuous passenger rail service from South Bend to Chicago with specific service requirements to be negotiated; and e.NICTD will vacate and remove existing track and at-grade crossings within the City that are no longer used for passenger rail service as a part of the Station project; and f.NICTD will include a downtown South Bend station in its strategic plan and take all reasonable actions to establish a station in downtown South Bend. 3.This Resolution will be in full force and effect upon its adoption by the Commission. ADOPTED at a meeting of the South Bend Redevelopment Commission held on December 18, 2025, held in person at South Bend City Hall, Council Chambers, 215 S. Dr. Martin Luther King, Jr. Blvd., South Bend, Indiana 46601 and electronically. SOUTH BEND REDEVELOPMENT COMMISSION ______________________________ Troy Warner, President ATTEST: ______________________________ Eli Wax, Secretary South Bend Redevelopment Commission 215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana Redevelopment Commission Agenda Item DATE : 12/22/2025 FROM: Zak Tebell SUBJECT: Budget request Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res. * Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the authorization of the expenditure of such funds shall be void and of no effect. PURPOSE OF REQUEST: Staff is requesting funds to cover the Marshall Park Tennis and Sidewalk Replacement Project. The request is for $200,000.00 South Side development area to cover construction costs. ______________ ___________Pres/V-Pres ATTEST: __________ ________Secretary Date: _____________ _______ APPROVED Not Approved SOUTH BEND REDEVELOPMENT COMMISSION