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HomeMy WebLinkAboutApproving Revenue Bonds Ridgedale Nursing HomeORDINANCE No. 5623 -73 Passed by the Common Council of the City of South Bend, Indiana DECEMBER 17, IRENE K. GAMMON 73 Presented by me to the Mayor of the City of South Bend, DECEMBER 18 Approved and signed by 73 Clerk of Common Council City Clerk IRENE K. GAMMON ORDINANCE NO. SG -Z 3- 2 AN ORDINANCE APPROVING THE FORM AND TERMS OF LEASE AND TRUST INDENTURE AND ECONOMIC DEVELOPMENT REVENUE BONDS, AND AUTHOR- IZING THE EXECUTION THEREOF PERTAINING TO RIDGEDALE NURSING HOME WHEREAS, the Common Council of the City of South Bend, Indiana, heretofore has created the South Bend Development Commission, hereinafter referred to as "Commission ", pursuant to the provisions of the Municipal Economic Development Act of 1965, as amended, supplemented or added to, in- cluding but not limited to the amendments, supplements, or additions of IC- 1973, 18- 6 -4.5, or any other amendments, supplements, or additions thereto, hereinafter referred to as the "Act "; and WHEREAS, Ridgedale Nursing Home has filed an application with the Commission to finance the addition to an existing facility which will consti- tute economic development facilities resulting in a substantial number of new jobs as well as other benefits; and WHEREAS, in connection therewith the Commission has prepared and placed on file a report containing the subject matter as specified in Section 16 of IC -1973, 18 -6 -4.5 and has forwarded copies thereof to the Chairman of the Area Plan Commission and to the Superintendent of the School Corporation in the area of which the facilities will be located, and has timely received favorable reports from each of them; and WHEREAS, the Commission held a public hearing on the proposed finan- cing of such facilities on November 9, 1973, after giving the required notice as provided for in section 17 of IC -1973, 18- 6 -4.5; and WHEREAS, on the 17th day of December, 1973, this Common Council of the City of South Bend, Indiana, adopted a resolution pursuant to which such financing of such facilities for Ridgedale Nursing Home, under the Act, was approved after a finding that such proposed financing for such entity would be of benefit to the health or welfare of the City of South Bend, Indiana. NOW, THEREFORE, BE IT ORDAINED by the Common Council of the City of South Bend, Indiana, that: Section 1. The form and terms of the Lease and Trust Indenture and Economic Development Revenue Bonds pertaining to Ridgedale Nursing Home FW N CLERK'S OFRCE NoRm 1st READING i a - i - �2 3 PUBLIC HEARING is -/ '2 - 73 2nd READING i a _ 173 NOT APPROVED REFERRED �) PASSED � � �' � 3 a ' � t Gammon facilities and the issuance of the Economic Development Bonds pursuant thereto are hereby approved and adopted. Section 2. Said forms of Lease and Trust Indenture together with Economic Development Revenue Bonds which are on file with the Com- mission are hereby incorporated by reference into this Ordinance, and said forms shall be inserted into the minutes of the Common Council of the City of South Bend, Indiana, and shall be kept on file by the City Clerk of South Bend, Indiana. Section 3. The Lease and Trust Indenture and Economic Development Revenue Bonds shall be executed on behalf of the City of South Bend, Indiana, by the Mayor and City Clerk and sealed with the corporate seal of such City, but such execution shall not take place until the elapse of twenty (20) days following the adoption of this Ordinance as provided by law. Section 4. Said Economic Development Revenue Bonds, payable solely and only from the revenue derived from such Ridgedale Nursing Home facilities, may be issued in amounts not to exceed $600,000.00 for a period of time not to exceed ten (10) years duration from the date of the issuance of such bonds in accordance with:the terms of said Lease and Trust Indenture and that such bonds shall be executed on behalf of the City of South Bend, Indiana, by the Mayor and City Clerk of South Bend, Indiana, and shall be sealed with the corporate seal of said City. Section 5. This Ordinance shall be in full force and effect from and after its passage by the Common Council and approved by the Mayor. Presented by: Councilman Passed and adopted by the Common Council of the City of South Bend, Indiana, on the / -7 Cet day of YD. _ /,_) , 1973. Attest: / 4t& Z City Clerk President of Co n it Presented by me to the Mayor of the City of South Bend, Indiana, on the _L_9� day of oo o / o.) , 1973, at the hour of _.M. City Clerk This ordinance approved nd signed by me on ^the day of 1973, at the hour of e.M. � , �/ 1 A n Attest: r /� (/„ ��- City Clerk CITY OF SOUTH BEND, INDIANA ECONOMIC DEVELOPMENT REVENUE BOND RIDGEDALE NURSING HOME PROJECT $600,000.00 The City of South Bend, Indiana, a municipal Corporation, organized and existing by virtue of the laws of the State of Indiana (hereinafter referred to as the "City "), for value received, hereby promises to pay solely from the special funds pledged to the payment thereof to the St. Joseph Bank and Trust Company, South Bend, Indiana, the sum of Six hundred thousand Dollars ($600.000.00) in such coin or currency of the United States of America as at the time of payment shall be legal tender for public and private debts, and to pay interest thereon in like coin or currency from the date thereof at the rate of Seven and one -half Percent (7.5%) per annum, over a period of ten (10) years, payable in monthly installments of Seven thousand one hundred twenty -two and 12 /100ths Dollars ($7,122.12) beginning on July 1, 1974, and on the first day of each calendar month thereafter until June 1, 1984, on which date the entire balance of this Revenue Bond or series of Revenue Bonds, shall be due and payable. From the date of issuance of the said Bond(s) as above set forth until July 1, 1974, there shall be payable only interest on the said Bond(s), which interest shall be payable on July 1, 1974. Thereafter, payments of principal and interest on said Bond(s) shall be according to the above - established monthly payment rate. Said monthly payments represent the monthly amortization of the principal and interest during the term of said Bond(s). Payments on said Bond(s) and interest shall be payable at the office of the St. Joseph Bank and Trust Company, South Bend, Indiana, (hereinafter referred to as the "Trustee "). This Bond is a duly authorized issue of the City, known as its "Economic Development Revenue Bond" as provided for by the provisions of I. C. 1971, 18- 6 -4.5, together with the amendments and supplements thereto. This Revenue Bond is secured as to principal, premium, if any, and interest, and is regulated by an Indenture of Trust (hereinafter referred to as the "Indenture ") executed by the City, the South Bend Development Commission (hereinafter referred to as the "Commission "), Ridgedale Nursing Home, an Indiana partnership, (hereinafter referred to as "Lessee "), and the Trustee, dated , 1973. Reference is hereby made to the Indenture, and all supplemental instruments thereto, for a description of the property mortgaged and pledged, the nature and extent of the security granted, and a statement of the terms and conditions upon which this Revenue Bond is issued and secured, the rights of the holder of this Bond, and of the Trustee, the rights and obligations of the City, of the Commission, and of the Lessee, and the indebtedness which is secured thereby. Anything contained herein to the contrary notwithstanding concerning the maturity of this Revenue Bond, if the tax exempt status of said Bond under the Federal Internal Revenue Code should be either lost or rendered ineffective by any action of the Lessee after the date of this Bond, then said Revenue Bond shall become immediately due and payable and said Bond shall be redeemed in the then unpaid principal thereof together with any and all interest accrued to the date of said accelerated maturity, together with a sum equal to one (1) year's interest on the then unpaid principal of said Bond. If the said tax exempt status of said Bond is either lost or destroyed because of actions taken other than by the Lessee after the date of this Bond, then upon the date of said loss of the tax exempt status said Bond shall mature and said Bond shall be called for redemption and shall be redeemed by the payment of the principal then due together with interest accrued to the date of said redemption. The City is the owner of the real estate in St. Joseph County, Indiana, on which the Commission shall construct.an addition to an existing nursing home facility, (which addition is hereinafter referred to as the "facility "). The City and the Commission, except as provided in the Indenture and all supplement- al instruments thereto, will not in any event be liable for the payment of the principal or the premium, if any, or interest on this Bond, or for the performance of any pledge, obligation, or agreement of any kind whatsoever, of the City or the Commission. None of the Bonds, agreements, or obligations shall be construed or constitute an indebtedness of the City within the meaning of any constitutional or statutory provision whatsoever. The liability of the City and /or Commission shall be as described in the Indiana Municipal Economic Development Act of 1965, together with the amendments and supplements thereto, and as provided by the Indenture and all supplemental instruments thereto. No member, Director, or Officer, as such, past, present or future, of the City and /or the Commission will be personally liable for any act or omission related to the issuance of this Bond or under any provision of this Bond or the Indenture or any supplemental instrument thereto. Any and all such personal liability of every nature, whether in common law or in equity, or by statute or by consti- tution, or otherwise, of any such Member, Director, or Officer, as such, to respond by reason of any act of omission on his part, or otherwise, for the payment for or to the Commission or any receiver thereof, or for or to the holder of any Bond issued thereunder or otherwise, or to the Trustee, or-any sum that may remain due and unpaid upon any Bond thereby secured is hereby expressly waived and released as a condition of and in consideration for the execution of this Bond and the Indenture. As provided in and to the extent permitted by the Indenture, and all supplemental instruments thereto, said Indenture and supplemental instruments may be amended, altered, modified or supplemented by the City, the Commission, the Trustee and the Lessee, provided, however, that no modification may affect the reduction or the extension of the stated time of payment of the principal of this Bond, or of the interest hereon, or of any premium payable on the redemption hereof, or change the percentage of bondholders required to annul the declaration of default, authorize the sale, lease or encumbrance of the real estate or the facility by the lien of any mortgage, or change the rights and duties of the Trustee. This Bond (or series of Bonds) shall mature on or before June 30, 1984. This Bond (or series of Bonds) may be redeemed in whole or in part at the option of the City at any time by paying the principal amount due on this Bond (or on all of the Bonds of the series) with all interest due thereon, up to the date of redemption. Notice of redemption shall be given by the City to the Trustee at least Sixty (60) days prior to the date of redeeming said Bond(s). The Trustee shall notify the bondholder(s) in writing of the redemption at least Thirty (30) days prior to the date of redemption. After notice of redemption has been given by the Trustee and the date of redemption has been met by the paying of the principal amount of the Bond(s) and the unpaid interest thereon, then after said date said Bond(s) shall bear no interest. This Bond shall be authenticated by the certificate of the Trustee endorsed hereunder. IN WITNESS WHEREOF, the City of South Bend, Indiana, has caused this Bond to be executed by the Mayor by manual signature and to be attested by the City Clerk by manual signature, and its corporate seal to be affixed hereto, and has caused this Bond to be forwarded to the Trustee for authentication on , 1973. CITY OF SOUTH BEND, INDIANA ATTEST: BY: Irene K. Gammon, City Clerk Jerry J. Miller, Mayor This Bond is hereby authenticated by the undersigned as Trustee, on , 1973. ST. JOSEPH BANK AND TRUST COMPANY, South Bend, Indiana, TRUSTEE 5Z - 2 - L E AS E A G RE E MEN T THIS LEASE is between the CITY OF SOUTH BEND, INDIANA, a municipal corporation, and the SOUTH BEND DEVELOPMENT COMMISSION, an agency of the City of South Bend, Indiana, hereinafter collectively referred to as "Lessor ", and Ridgedale Nursing Home, hereinafter referred to as "Lessee ". Said Lessor and Lessee hereby agree as follows: rMIX"41"Aai DEFINITIONS AND SECTION 1. DEFINITIONS. In addition to the words and terms elsewhere defined in this Lease, the following words and terms as used in this Lease shall have the following meanings unless the context or use indicates another or different meaning: "Act" shall mean the Indiana Statute cited as I.C. 1971, 15- 6 -4.5, as amended or supplemented from time to time. "Lessor" shall mean the City of South Bend, Indiana, and the South Bend Development Commission, both acting pursuant to said Act. "Lessee" shall mean Ridgedale Nursing Home, an Indiana partnership, and its successors and assigns, including any surviving, resulting, or transferee corporation, partnership, or sole proprietorship. "City" shall mean the City of South Bend, Indiana, a municipal corporation existing under the laws of the State of Indiana. "Indenture of Trust" shall mean the Indenture of Trust among the City, the Commission, the Lessee, and the Trustee. "Trustee" shall mean the St. Joseph Bank and Trust Company, South Bend, Indiana, acting in its fiduciary capacity under said Indenture of Trust. "Commission" shall mean the South Bend Development Commission estab- lished pursuant to ordinance of the Common Council of South Bend, Indiana. "Construct" and "construction" includes repair, maintain, renovate, remodel, rebuild, enlarge, or make major structural improvements on or additions to existing buildings, as well as to build new improvements on unimproved land. "Bond" and "Bonds" shall mean the Economic Development Revenue Bonds of the City issued pursuant to Ordinance No. of the South Bend Common Council, and the documents approved thereunder, the Act, and the procedure established by the Act. "Real Property" shall mean the property described in "Exhibit A ", attached hereto and made a part hereof, together with all improvements constructed prior to project financed by the revenue from the sale of the Bonds and existing thereon on the date of this Lease, and all rights, easements, and appurtenances therein and thereto, which real property is owned by the City for the use and benefit of the Commission. "Facility" shall mean the nursing home structure to be constructed on the Real Property by the Commission which Facility is an expansion of and an addition to the Lessee's existing plant which existing plant is a part of said Real Property. "Leased Premises" shall mean the Real Property and the Facility to be constructed on the Real Property together with equipment, furnishings, and fixtures of the Facility, being more particularly described and defined by the plans and specifications approved by the parties. "Lease Term" means the duration of the leasehold estate in the Leased Premises created by this Lease. SECTION 2. CONSTRUCTION. The laws of the State of Indiana shall govern the validity, performance, and enforcement of this Lease. The invalidity or un- enforceability of any provision of this Lease or any related instrument will - 2 - not affect any other provision. Whenever provision is made for either party to obtain the consent of the other, such consent will not be unreasonably withheld. SECTION 3. INCORPORATION BY REFERENCE. Wherever reference is made to other documents not contained in this Lease the contents of said documents are known to both parties and the terms thereof are incorporated in this Lease in the same manner and effect as if the terms and conditions of said documents were set forth at length herein. The provisions of the Act are incorporated in this Lease as fully as if set forth herein. SECTION 4. CAPTIONS. The heading of the articles and sections in this Lease are for convenience only and do not define, limit, or construe the terms and conditions herein. ARTICLE II PREMISES AND TERM SECTION 1. LEASED PREMISES. Lessor leases to Lessee and Lessee leases from Lessor, upon all of the terms and conditions hereafter set forth, the Leased Premises. SECTION 2. TERM. The term of this lease shall be ten (10) years commencing July 1, 1974, and expiring June 30, 1984. SECTION 3. TITLE. Provided that Lessee is not in default in the performance of any of the obligations on its part to be performed hereunder and provided that the Bonds and interest thereunder have been paid in full and retired, title to the Leased Premises shall pass to Lessee upon the expiration of the term hereof. Lessor shall thereupon execute and deliver to Lessee a quitclaim deed in recordable form sufficient to confirm such title in Lessee together with other appropriate title documents. ARTICLE III RENT. SECTION 1. Lessee shall pay to Lessor and Lessor shall be entitled to receive - 3 - as a base rental for the Leased Premises rent equivalent to the amount payable by Lessor for interest and principal upon the Bonds issued by Lessor for the purpose of financing the construction and equipping of the Leased Premises. Said rent shall be payable in equal monthly installments of Seven thousand one hundred twenty -two and 12 /100ths Dollars ($7,122.12) payable in advance on or before the first day of each month during the Lease Term. Regardless of the completion of the Leased Premises as herein defined, the Lessee shall be obligated to start rental payments as herein provided for on July 1, 1974. All taxes, charges, costs, and expenses which Lessee assumes or agrees to pay hereunder, together with all interest and penalties that may accrue thereon in the event Lessee fails to pay the same as herein provided, and any and all other sums which may become due, by reason of any default of Lessee, shall be deemed to be additional rent and, in the event of non - payment, Lessor shall have all the rights and remedies herein provided in the case of non - payment of rent. SECTION 2. The Lessee expressly covenants that the lease rental payments shall be paid as provided in this Lease and the Indenture of Trust regardless of whether or not the Leased Premises are used or useful, or whether any appli- cable laws, regulations, or standards prevent or prohibit the use of the Leased Premises. SECTION 3. Anything contained herein to the contrary notwithstanding concerning the payment of rent as hereinabove described with reference to the principal and interest payable by the Lessor on the Bonds and other charges payable by the Lessee, if the tax exempt status of the said Bonds under the Internal Revenue Code of 1954, as amended, shall be either lost or rendered ineffective by action or omission of the Lessee after the execution of the Bonds, then said Bonds shall be redeemed by the Lessee in the then unpaid principal thereof together with any and all interest accrued to the date of said accelerated maturity together with a sum equal to one year's interest on the then unpaid principal of said Bonds. Further, if the said tax exempt status of the said Bonds is either lost or destroyed because of action or omission other than by the Lessee after the execution of the Bonds, then said Bonds shall mature on such event of loss of tax exempt status and said Bonds shall be called for redemption and said Bonds shall be redeemed by the Lessee by the payment of the principal then due together with interest accrued to the date of said redemption. - 4 - ARTICLE IV REPAIRS AND ALTERATIONS SECTION 1. REPAIRS. Lessee shall keep the Leased Premises in good order and repair, in a clean, sanitary, and safe condition, and according to law, damage by fire or other extraordinary casualty and ordinary wear and tear ex- cepted. Lessor may enter upon the Leased Premises at reasonable times to deter- mine if Lessee is complying with the provisions of this section. If Lessee fails to commence repairs within thirty (30) days after written demand or adequately to complete such repairs within a reasonable time thereafter, Lessor may cause such repairs to be made and add the cost thereof to the next month's rent. The amount to be so added to the rent may not exceed the reasonable value of the repairs. SECTION 2. ALTERATIONS. Lessee may not make alterations or additions to the Leased Premises or enter any contract therefor for a sum in excess of six (6) months' rent without submitting the plans and specifications for the alterations or additions to Lessor and obtaining Lessor's written consent thereto. Lesser alterations or additions may be made without Lessor's consent. All alterations or additions to the Leased Premises shall be at the expense of Lessee, and the Leased Premises and the Lessor shall be held free and harmless from any liability with respect thereto. ARTICLE V INDEMNITY, INSURANCE AND TAXES SECTION 1. INDMUTY. Lessee shall indemnify and save Lessor and the Leased Premises harmless from any and all claims of third parties, damages and ex- penses arising from or incident to the business conducted by Lessee on or about the Leased Premises, and from any act or negligence of Lessee, its agents, em- ployees, contracting invitees, licensees, or other persons entering upon or performing any ac= relating to the Leased Premises. If any such claim or action is brought against Lessor, Lessee shall assume the defense thereof. Lessee shall pay and discharge any mechanics', materialmen's, or other liens against the - 5 - Leased Premises, or Lessor's interest therein, claimed in respect to labor, services, materials, supplies or equipment furnished or alleged to have been furnished to the Leased Premises. Lessee may contest any_lien claim upon fur- nishing Lessor reasonable indemnification for the final payment and discharge thereof. SECTION 2. INSURANCE. (a) At all times during the Lease Term, Lessee shall have and main- tain in full force and effect policies of insurance issued by companies of sound and adequate responsibility which policies shall provide the following insurance coverage, satisfactory to the Lessor: (1) Fire and Extended Coverage insuring the Leased Premises, exclusive of excavation, foundations and footings, underground flues, pipes, drains and other items usually excluded under fire policies, against loss or damage by fire, lightning, and other perils insured under the form of extended coverage then available, all in amounts of not less than ninety percent (90 %) of the full replacement cost thereof. If Lessor and Lessee shall, at any time, be unable to agree upon the amount of the replacement cost of such property, such amount shall be determined by a competent appraiser selected by Lessor and ap- proved by Lessee, and Lessor and Lessee shall share equally the cost of such appraisal. If Lessor and Lessee cannot agree on an appraiser, he shall be ap- pointed by the Judge of the St. Joseph Circuit Court. To the extent not insured by any contractor by a policy which ade- quately protects the interests of the Lessor, the Lessee, and the holders of the Bonds, during the period of construction and equipping of the Leased Pre- mises and during any subsequent construction, the Lessee shall maintain such fire and extended coverage insurance in the amount set forth in the preceeding paragraph. Such policy or policies of insurance shall be acceptable to the Trustee, and shall contain standard mortgage loss payable clauses, making all losses pay- able to the Trustee, Lessor, and Lessee as their interests may appear, and shall be deposited with the Trustee. Upon the happening of any loss or damage covered by any such policy or policies from one or more of the causes insured against, the Lessee shall make due proof of loss containing a power of attorney in favor of the Trustee - 6 - to endorse all drafts drawn for the payment thereof to the order of the Trustee and to sign receipts therefor, and shall do all things necessary or desirable to cause the insuring companies to make payment in full directly to the Trustee. (2) The Lessee shall maintain comprehensive public liability, including landlord's public liability and automobile liability, insuring against liabilities for damages arising out of or resulting from the preparation of the site, the construction, renovation, furnishing and /or equipping of the Leased Premises, and from the management and operation thereof, with an aggregate liability limit of at least One Million Dollars ($1,000,000.00) for injury to or death of one or more persons in any one occurrence, and of at least One hundred thousand Dollars ($100,000.00) for property damage resulting from any one occurrence. Additionally, standard products liability insurance shall be maintained by the Lessee, insuring against liability with respect to the operation of the business in amount not less than One Million Dollars ($1,000,000.). (b) In the case of any default by the Lessee in fulfilling its covenants with respect to maintaining such liability, such fire and extended coverage, and such other customary insurance policies, the Trustee may, at its option, affect any such insurance in the name of the Lessee and /or in the name of the Trustee, and all money paid by the Trustee as premiums for such insurance shall be repaid to it by the Lessee upon demand, and if not so repaid shall be secured by the lien of any mortgage placed upon the Leased Premises in priority to the indebtedness evidenced by the Bonds issued hereunder. (c) Lessor, Lessee, and the Trustee shall be named as insured par- ties in all policies of insurance, and Lessee shall deliver to Lessor and the Trustee certificates of insurance with respect to such policies, and certifi- cates of all renewal and replacement policies, not later than ten (10) days prior to the expiration dates thereof. All such policies of insurance shall, to the extent reasonably obtainable, have included therein a provision that the policy may not be cancelled or materially changed without at least ten (10) days prior written notice to the Lessor and to the Trustee. SECTION 3. TAXES. Lessee shall pay all taxes and assessments on the Real Property and the Leased Premises imposed by any state, county, or local govern- - 7 - , ment during the term before delinquency. Taxes during the first lease year shall be prorated as of the commencement date of this Lease and taxes payable for the last lease year shall be prorated to the date of expiration or termina- tion. Lessee may contest the validity of any tax or assessment upon furnishing the Lessor reasonable indemnification for the final payment and discharge thereof. Lessee shall bear the expense of any proceeding initiated for this purpose, but the Lessor shall, at Lessee's request, permit itself to be named as a party. Taxes payable by Lessee will not include income taxes imposed upon the income of Lessor, taxes of a general nature applicable to Lessor's various interests or sources of income, inheritance or estate taxes, or any other taxes of a like nature which may become a lien upon the Leased Premises or any inter- est therein, or taxes on any existing improvements which are removed from the Leased Premises. ARTICLE VI DAMAGE BY FIRE OR OTHER CASUALTY SECTION 1. DAMAGE BY INSURED RISK. If the Leased Premises should be partially or totally destroyed by fire or other casualty insurable under standard fire and extended coverage insurance so as to become partially or totally untenant- able, they shall, except as hereafter provided, be repaired as speedily as pos- sible at Lessee's expense, in the manner provided in respect to the original construction. If the.damage or destruction render the Leased Premises untenantable during the Lease Term, Lessee may terminate this Lease by giving Lessor notice within ninety (90) days after the occurrence and paying to Lessor the interest Lessee has in any such insurance proceeds, provided that (1) said sum shall pay off any outstanding balance due and payable under the Bonds or other encumbrance which is a lien against the Leased Premises and which the Lessee has agreed to pay under this Lease and (2) if the sum is insufficient to pay off said Bonds, the Lessee shall provide the necessary sj^ to pay off such Bonds and the accrued interest thereon. SECTION 2. DAMAGE BY UNINSURED RISK. If the Leased Premises should be parti- ally or totally destroyed by anything other than a casualty insurable under standard fire and extended coverage insurance, Lessee may terminate by giving Lessor notice at any time within ninety (90) days after the occurrence, provided- it then discharges any outstanding balance due and payable under the Bonds or other encumbrance which is a lien against the Leased Premises and which Lessee has agreed to pay under this Lease, the Bonds, or the Indenture of Trust. If the sum is insufficient to pay off said Bonds, the Lessee shall provide the nec- essary sum to pay off said Bonds and the accrued interest thereon. ARTICLE VII EMINENT DOMAIN The term "eminent domain" shall include the exercise of any similar governmental power, whether by a public agency or a private corporation, and any compensation or purchase price in lieu of condemnation shall require the consent of Lessor and Lessee. The phrase "date of taking" means the date the order adjudicating public use becomes final. If the whole of the Real Property and the Leased Premises is taken under the power of eminent domain, the Lease Term shall cease as of the date of taking. If such portion of the Leased Premises be taken that the balance is thereby, in the bonafide and reasonable judgment of Lessee, rendered unsuit- able for Lessee's purposes, Lessee may at its option upon thirty (30) days' notice to Lessor terminate this lease if Lessee's notice is given within one hundred fifty (150) days before the date of taking. Damages awarded either for a taking of the whole of the Real Prop- erty and the Leased Premises, or for a taking of a part of the Real Property and the Leased Premises, if Lessee elects to exercise its option to terminate, shall be paid as follows: (a) Interest and accrued principal on the Bonds and any mortgage or other valid encumbrance which is a lien against the Real Prop- erty and the Leased Premises shall be paid; (b) Lessor shall receive any part of the award then remaining attributable to the Real Property and the Leased - 9 - , Premises, reduced by any mortgage or other valid encumbrance which is a lien on the Leased Premises or Real Property not required to be paid by Lessee under this Lease; (c) Lessee shall receive any portion of the award then remaining, attributable to a diminution in the value of its leasehold interest; and (d) Lessee and Lessor shall apportion between them any part of the award then re- maining attributable to the improvements, Lessee receiving the portion of such award that the unexpired term of the Lease bears to the entire Lease Term and Lessor receiving the balance. If the award is insufficient to pay off the said Bonds, the Lessee shall provide the necessary sum to pay off said Bonds and the accrued interest thereon to the date of taking. If less than all of the Real Property and the Leased Premises are taken under the power of eminent domain, and Lessee does not elect to exercise its option to terminate, the award so made shall be applied on the redemption of the said Bonds, together with accrued interest thereon. Thereafter, the unpaid principal of the Bonds together with interest thereon shall be amortized over the remaining Lease Term and shall be due as rental thereafter as provided for in the Lease. If the Lease is terminated pursuant to this Article VII, Lessor or Trustee shall refund the proportionate part of any advance rental paid for any period beyond termination date. ARTICLE VIII ASSIGNMENT AND SUBLETTING Lessee may assign or sublet its interest in this Lease or any part thereof without securing Lessor's or Trustee's consent. No assignment or subletting however, will relieve Lessee or its successors in interest from lia- bility for the performance of its obligations under the Bonds, the Indenture of Trust, and this Lease except by written consent of the Lessor, the Trustee, and at least fifth- -one percent (51 %) of the .-.olders of the Bonds. - 10 - ARTICLE IX 1?MrWnTFQ SECTION 1. DEFAULT. Lessor may terminate this Lease upon the happening of any one of the following events: (a) failure of Lessee to pay an installment of rent when due within fifteen (15) days after notice; (b) failure of Lessee to perform any other covenant of this Lease within thirty (30) days after notice; (c) failure of Lessee to comply with the terms of the Indenture of Trust or any mortgage on the Leased Premises and, in the event of default, to reinstate the mortgage within thirty (30) days after notice from the Trustee. SECTION 2. RE- ENTRY. Upon the termination of this Lease by reason of Lessee's. default, Lessee shall remain liable for the lease rentals and other charges to be paid by Lessee under this Lease and shall be required to pay such sums as are necessary to redeem the Bonds and the accrued interest thereon in full together with said other charges, and said Lessee shall hold the Lessor harm- less in respect thereto. SECTION 3. ADVANCES. In the event of any breach hereof by Lessee, which Lessee fails to cure within thirty (30) days after notice, Lessor may cure such breach for the account and at the expense of Lessee. Any sum or sums so paid by Lessor, with interest thereon at the rate of ten percent (10 %) per annum from date of payment, shall be deemed to be additional rent here- under and shall be due from Lessee to Lessor immediately upon payment of Lessor. SECTION 4. RIGHTS AND REMEDIES CUMULATIVE. The various rights and remedies accorded to or reserved by either party are not exclusive of any other right or remedy. Failure to insist upon strict performance on one occasion may not be deemed a waiver of the right to require strict performance on another. ARTICLE X OPTION TO TERMINATE This Lease may cancelled and terminated by Lessee upon payment by Lessee - 11 - _ P of the principal remaining under the terms of the Bonds and any mortgage en- cumbering the Leased Premises made by Lessor, together with accrued interest, and the giving of written notice by Lessee to Lessor and Trustee of its intention so to terminate not less than sixty (60) days prior to the date of actual ter- mination. In the event Lessee terminates this Lease as provided in this Article, Lessor shall execute and deliver a quitclaim deed in recordable form conveying the Leased Premises to Lessee, together with such other title documents as may be appropriate therefor, including all documents to be executed by the Trustee under provisions of the Indenture of Trust. Additionally, the Lessee may prepay a part of the outstanding principal amount at any time prior to the date of maturity without payment of any premium or penalty, and the then remain- ing principal amount plus interest will be amortized over the then remaining lease term. ARTICLE RI MISCELLANEOUS SECTION 1. UTILITIES. Lessee shall pay all charges for utility services used on the Leased Premises. SECTION 2 NOTICES. All notices under this Lease shall be in writing and delivered in person or sent.by registered or certified mail to Lessor at the County -City Building, South Bend, Indiana, 46601., and to Lessee at the Leased Premises, or to such other place as either party may designate in writing. SECTION 3. SUCCESSORS IN INTEREST. Subject to the provisions pertaining to assignment and subletting, the obligations of this Lease shall be binding upon and inure to the benefit of the successors and assigns of the parties. SECTION 4. QUIET ENJOYMENT. Lessor covenants and warrants that Lessee shall have quiet and undisputed possession of the Leased Premises so long as it faithfully performs its obligations under this Lease and the Indenture of Trust. SECTION 5. ATTO &\TEYS' FEES AND COSTS. If suit is brought for the claimed breach of any covenant of this Lease, the successful party in such litigation shall be entitle= recover reasonable attorney's fees to be fixed by the Court and all costs of s•�it, together with all other damages to which such party may be entitled. - 12 - , SECTION 6. TRUSTEE AND BONDHOLDERS. The Trustee and the holders of the Bonds are beneficiaries of this Lease. SECTION 7. APPROVALS AND PERMITS. The Lessee shall obtain and maintain any and all approvals and permits required for the project to be funded from the proceeds of the sale of the Bonds and for the management and the operation of the Facility. IN WITNESS WHEREOF, this Lease has been executed by Lessor and Lessee on , 1973, in St. Joseph County, Indiana. SOUTH BEND DEVELOPMENT CITY OF SOUTH BEND, Indiana, a municipal COMMISSION, Lessor corporation, Lessor Karl G. King, Jr., President and by Peter J. Nemeth, Vice President Irene K. Gammon, City Clerk ter A. Mucha, Secretary RIDGEDALE NURSING HOME, an Indiana partnership, Lessee By Attest: - 13 - Exhibit A Legal Description Ridgedale Nursing Home Project A tract of land in the Southwest Quarter of Section 33, Township 38 North, Range 2 East, City of South Bend, St. Joseph County, Indiana, more particularly described as follows: Commencing at a brass plug at the center of said Section 33; thence South 90 degrees 00 minutes 00 seconds West on and along the North line of said Southwest Quarter of said Section 33 a distance of 1,205.66 feet to a concrete monument on the West line of a 75 foot public street; thence South 00 degrees 29 minutes 21 seconds East on and along the West line of said 75 foot public street, a distance of 1,184.18 feet to an iron at the point of beginning; thence continuing South 00 degrees 29 minutes 21 seconds East on and along said West line of said 75 foot public street a distance of 240.35 feet to an iron; thence North 88 degrees 52 minutes 34 seconds West a distance of 362.90 feet to an iron; thence North 00 degrees 29 minutes 21 seconds West a distance of 237.00 feet to an iron; thence North 89 degrees 30 minutes 39 seconds East a distance of 362 feet to the place of beginning, said tract being Lot Numbered 28 of the Airport Industrial Park, Phase II. INDENTURE OF TRUST THIS INDENTURE entered into at St. Joseph County, Indiana, this day of , 1973, between the CITY OF SOUTH BEND, INDIANA, a municipal corporation organized under the laws of the State of Indiana, hereinafter referred to as "City ", the SOUTH BEND DEVELOPMENT COMMISSION, a statutory commission acting for and in behalf of.the City of South Bend, Indiana, hereinafter referred to as "Commission ", Ridgedale Nursing Home, hereinafter referred to as "Lessee ", and the St. Joseph Bank and Trust Company, a financial institution with principal offices located in South Bend, Indiana, hereinafter referred to as "Trustee ". W I T N E S S E T H: WHEREAS, The City has full power and is duly authorized by law to issue and sell its obligations for the statutory purposes of the economic development of the City of South Bend, Indiana; and WHEREAS, The City of South Bend, Indiana, is the owner of certain Real Property described in "Exhibit A" attached hereto and made a part hereof, and the Commission will construct or renovate on such Real Property and lease an addition to the nursing home facility; and WHEREAS, The City and the Commission are authorized by law and deem it necessary to borrow money for the purpose of constructing or renovating such facility, and to that end the City is duly authorized and has been empowered by the Common Council of the City to issue its bonds to be issued in one form of bond or a series of bonds; and WHEREAS, The Lessee and the City and the Commission have deemed it necessary and advisable to pledge and mortgage the Real Property, to pledge and mortgage the facilities to be constructed or renovated thereon, to pledge and mortgage the equipment, furnishings, and fixtures of the facilities, and to pledge and mortgage the Lessee's leasehold estate to secure the Bond issued hereunder; and WHEREAS, The City and the Commission have determined to have issued an Economic Development Revenue Bond in a sum not to exceed Six hundred thousand Dollars ($600,000.00); and WHEREAS, The City and the Commission have determined to enter into a Lease with the Lessee, and the same is approved as provided by law; and WHEREAS, The said City, the Commission, the Lessee, and the Trustee desire to reduce their agreements to writing as to the disposition of funds, the payment of Bond, the security for the Bond, and the rights and duties of the parties. NOW, THEREFORE, in consideration of the premises and in consideration of the covenants herein contained it is agreed as follows: ARTICLE I. Definitions Section 1.1 In addition to the words and terms elsewhere defined in this Indenture, the following words and terms as used in this Indenture, shall have the following meanings unless the context or use indicates another or different meaning: "Act" shall mean the Indiana Statute cited as the "Municipal Econo- mic Development Act of 1965" as amended or supplemented from time to time. "Lessor" shall mean the City and the Commission, both acting pur- suant to said Act. "Lessee" shall mean Ridgedale Nursing Home, an Indiana partnership, organized and operating under the laws of Indiana, and its successors and assigns, including any surviving, resulting,. or transferee corporation, partner- ship, or sole proprietorship. "City" shall mean the City of South Bend, Indiana, a municipal corporation existing under the laws of the State of Indiana. "Trustee" shall mean the St. Joseph Bank and Trust Company, South Bend, Indiana, acting in its fiduciary capacity hereunder. "Commission" shall mean the South Bend Development Commission estab- lished pursuant to ordinance of the Common Council of the City. "Construct" and "construction" include repair, maintain, renovate, remodel, rebuild, enlarge, or make major structural improvements or additions to existing buildings, as well as to build new improvements on unimproved land. "Bond" and "Bonds" shall mean the Economic Development Revenue Bonds of the City issued pursuant to Ordinance No. of the Common - 2 - P Council of the City, the documents approved by said Ordinance, the Act, and the procedure established by the Act. "Real Property" shall mean that property described in "Exhibit A ", attached hereto and made a part hereof, together with all improvements constructed prior to the project financed by the revenues from the sale of the Bonds and existing thereon on the date of this Indenture, and all rights, easements, and appurtenances therein and thereto, which real property is owned by the City of South Bend, Indiana, for the use and benefit of. its Devel- opment Commission. "Facility" shall mean the addition to the nursing home to be constructed on the Real Property by the Commission. "Leased Premises" shall mean the Real Property and the Facility to be constructed on the Real Property together with equipment, furnishings, and fixtures of the Facility, being more particularly described and defined by the plans and specifications approved by the parties. "Lease" means the lease of the Leased Premises provided for in a Lease Agreement executed by the Lessor and Lessee on , 1973, and as from time to time amended or supplemented by agreement of the parties as herein provided. "Lease Term" means the duration of the leasehold estate in the Leased Premises created by the Lease. ARTICLE II. Basic Terms Section 2.1: The said City and the Commission have leased the above described real estate to the Lessee, and the terms and conditions of said Lease are described as a net net lease. The rents called for in said Lease shall be equal to the total cost of amortizing the Six hundred thousand Dollars ($600,000.00) of Bonds at the rate of seven and one -half percent (7.5%) per annum over the term of said Lease of ten (10) years. The project calls for the construction and equipping of the said Facility according to the plans and specifications submitted by the Lessee and approved by the Commission. The proceeds of the sale of the Bonds shall be held by the Trustee and shall be invested from time to time as provided in this Indenture and distributed as directed by the Commission for the purposes of paying for the construction and equipping of the said Leased Premises. There shall be included in the disbursement of said funds all costs, - 3 - fees, and expenses related to the purchase of the real property, the planning, design, construction and equipping of the Leased Premises, all reasonable ex- penses and fees incurred by the Commission and the Trustee in supervising the construction of said Leased Premises, and all cost, fees, and expenses related to the authorization and sale of the Bonds. The Trustee shall withhold from said funds a sum sufficient to pay interest on the Bonds for the period from the date of sale of said Bonds until July 1, 1974, when rents shall begin to be paid by the Lessee under the terms and conditions of said Lease. The schedule of payments during construction shall be furnished by the Commission to the Trustee and funds will be distributed by the Trustee only at the direction of the Commission. Section 2.2: The said City and the Commission hereby assign, transfer, and set over, and will by separate agreement assign, transfer, and set over, to the Trustee all of the rents, issues, income, revenues, and receipts derived by the City and the Commission from all sources with reference to the sale of the Bonds and the proceeds under the Lease from the Lessee. All of the said monies, earnings, revenues, rights to payment of money, receivables, accounts, and contract rights received by the Trustee shall be used for the payment of the retirement of the Bonds issued by the City and of which said Bonds and for the Bondholders the Trustee is acting as such Trustee. Only such sums as are directed by the Commission shall be expended for the construction and equipping of the Leased Premises, and the Leased Premises shall be constructed and equipped according to the plans and specifications submitted by the Lessee and approved by the Commission. Section 2.3: The City and the Commission shall secure and execute any and all instruments as may be necessary for the purpose of securing to the Trustee the Leased Premises, which security interest shall be to secure the said Bonds. The Lessee shall secure and execute any and all instruments as may be necessary for the purpose of securing to the Trustees the Real Property and /or the Les- see's interest or estate in the Leased Premises, which security interest shall secure said Bonds. It is further agreed and understood that if the Bonds are issued in numbered series the Bonds shall share equally in the security herein - above referred to, and the Bonds shall be equal to each Bond so issued not only as to the security herein described and covered by the mortgages and security interests, but shall share equally in and ratably as to all proceeds received by the Trustee and paid to the Bondholders. - 4 - ARTICLE III. Renovation or Construction Section 3.1: The Commission or the Lessee shall construct and equip the Facility on the Real Property according to the plans and specifications approved by the Commission and the Lessee. Said Commission or Lessee shall be responsible for entering into a construction contract with a general contractor for the construction of the Facility. The said form of construction contract shall pro- vide for the payment from the Acquisition and Improvement Fund for work performed by the general contractor during the stages of construction. Said contract shall be provided to the Trustee. Section 3.2: The schedule of payments under the construction contract shall be delivered by the Commission or the Lessee to the Trustee, and payments there- under shall be made only by written direction of the Commission. The contract shall further provide that before any payments are made from the Acquisition and Improvement Fund the general contractor and all sub - contractors to receive payment or partial payment for services and /or labor and /or materials shall waive all rights to mechanic's or materialmen's liens or any claims against the City's and /or the Commission's real estate for work done, labor performed or materials furnished under the construction contract. Section 3.3: As used in this Indenture, the words "independent architect" shall mean the architect, engineer, or firm of architects or engineers which may be selected by the Commission and approved by the Trustee, which architect, engineer, or firm of architects or engineers, shall have the responsibility of supervising and representing the Commission and the Commission's interest in the construction contract and to check and order compliance with the plans and specifications. The Trustee may require the Commission or the Lessee to select an independent architect. The independent architect shall certify in writing the completion of all requests for draws by the general contractor as to the work being completed and /or labor performed and /or materials furnished which are billed by the general contractor before payment is made by the Trustee. Services ren- dered by the independent architect shall be paid for by the Trustee as a cost of the project. The independent architect shall be the Commission's representative - 5 - as to all of the terms and conditions of the building contract with the general contractor, and shall represent the Commission or the Lessee in determining com- pliance with the plans and specifications and work of the general contractor. Section 3.4: The Lessee and the contractor shall maintain insurance coverage as required in the Lease. ARTICLE IV. Establishment of Funds Section 4.1: The Trustee shall establish from the proceeds of the sale of the Bonds an Acquisition and Improvement Fund which shall be established to pay for the costs of the purchase of the real property and the construction and equipping of the Leased Premises. Disbursements from said account for said costs shall be as directed in writing by the Commission based on certificates of completion rendered by the independent architect, if one has been selected, and submitted in periodic billings by the general contractor building the Facil- ity. All draws requested by the general contractor shall be accompanied by waivers of liens by the materialmen, contractors, sub - contractors, and laborers requesting said payments through the general contractor. Section 4.2: The Acquisition and Improvement Fund shall be maintained by the Trustee, and the Trustee shall have the right to invest said funds from time to time in qualified investments as hereinafter defined. The Trustee, in in- vesting said funds, may rely upon the schedule of payments called for in the construction contract to plan for maturities of invested funds. Section 4.3: The Trustee shall, from the proceeds of the sale of the bonds, establish an Investment Account Fund, which shall be funds set aside for the payment of interest on the bonds during construction, real estate taxes accruing during construction, insurance during construction, title and recording expenses, inspection fees, independent architectural fees, legal and organizational fees, and all costs, fees, and expenses related to the authorization and sale of the Bonds. The Trustee shall likewise invest the Investment Account Funds in qualified investments, and the income shall accrue to the said Investment Account Fund. Section 4.4: The phrase "qualified investments" shall mean investments in direct or indirect obligations of, or obligations of principal and interest which are fully guaranteed or insured by, the United States of America, in prime quality commercial paper, or in certificates of deposit of, or time deposits in, any bank having a capital and surplus of not less than $1,000,000.00. Such investments shall be made so as to mature on or prior to the date o.: dates that the Commission anticipates monies there- from will be required to be paid a: cording to the terms of this Indenture of Trust and /or the construction contract. The Trustee will not be liable or responsible for any loss resulting from any such investment, except by willful neglect or bad faith. The City, the Commission, and the Trustee hereby covenant and agree that the proceeds From the sale of the Bonds, amounts received in respect to property directly or indirectly financed with any proceeds of such Bonds, and proceeds from ir.ta est earned on the investment and -reinvestment of such proceeds and amounts, may not be invested or otherwise used in a manner which, if such use had been reasonably expected on the date of issue of such Bonds, would have caused such Bonds to be "Arbitrage Bonds ", within the meaning of Section 103(d) of the Internal Revenue Code, or any of the regulations or rules adopted pursuant to Section 103(d) and that such investment or other use shall comply with Sec- tion 103(d) of the Internal Revenue Code and such regulations and rules adopted pursuant to Section 103(4) as may be applicable. Section 4.5: The Commission shall require, and the general contractor shall furnish, progress reports as to the construction of the Facility. Said progress reports shall establish the anticipated and projected schedule of completion of the Facility, and shall show the actual progress as per the dates of the said progress reports. The progress reports shall be furnished every thirty (30) days during construction. Section 4.0: The Trustee shall keep and maintain records as to all accounts, including the investment of funds, and said records shall_ be open to inspection by the Commission or its duly authorized representative, and the Trustee shall render periodic aecocntings eve.ry thirty (30) days. - 7 - ARTICLE V. Bond Redemption Account and Accelerated Prepayment Section 5 -1: The said City and /or the Commission shall deposit caitiff the Trustee all the proceeds of the rents, profits and issues of the Lease, which shall be separately held by the Trustee in a Bond Redemption Account. The Trustee shall. distribute MIR the Bond Redea;pti_on Account periodically the proceeds of said Bond Redepnticn Account to the holders of the Bonds, so that the said Bonds are redeemed both as to principal and -interest at the stated rate of redemp- tion equally and prorata among the bondholders. No Bond shall have preference over any other Bonds, but all Bonds shall share equally and ratably in the Bond Redemption Account. The payment of interest by the Trustee to the Bondholders prior to the establishment and receipt of the proceeds of rents, profits, and issues from the Tease shall be paid for as to interest only from the proceeds of the sale of Bonds, and any investment interest thereon, which has been retained in the Investment Account Fund hereinabove set forth in Article IV. Section 5.2: If Bonds are prepaid, or redeemed in whole or in part, prior to their due date because of the happening of any events prescribed in this In- denture or in the Lease concerning full prepayment, default, eminent domain, destruction by casualty or loss of tali exempt status of the Bonds, the City and /or the Commission shall collect such sums of money as are necessary to redeem the Bonds and shall turn such monies over to the Trustee to be placed in the Bond Redemption Account. The Trustee shall certify to the City and the Commission the sum that is necessary to completely redeem the Bonds and the interest due thereon as of the date of redemption. Notice of the date of redemption given to the Bondholders at their last and usual address shall be sufficient to terminate any further interest being accrued or credited to said Bond. Section 5.3: When all of the Bonds have been paid or redeemed, or the City and the Commission have provided for such payment: or red<mpti.on, by depositing in cash with the Trustee the entire amount necessary for such repayment or re- oc;r:gtion and shall also have paid or caused to be paid all the costs, charges, and expanses to o� , incurred be incurred, by the ;7usGe in rel..iion thereto, or in carrying out env and all K the proM sions of this indenture and th . co:-per, sr. �- Lion of the Trustee, and all other swo payvhle or which roy hneo -a payable by the City and the Commission, hereunder, then and in that case, all of the right and interest of the Trustee in respect hereof shall thereupon cease, ter- minate and become void and the Trustee in such case shall, upon request of the City and the Commission, and at its cost and expense execute and deliver to the City and to the Commission, or its order, a proper instrument or instruments acknowledging satisfaction of this Indenture and shall provide releases of mort- gage sufficiently executed to be eligible for recording in St. Joseph County, Indiana, acknowledging satisfaction of the mortgages and, further, shall execute all the necessary termination statements which shall terminate any security interests taken by the Trustee as collateral to the said Bonds and these shall be furnished to the City and /or Commission and /or Lessee for recording. Lessor shall execute and deliver to the Lessee a recordable quitclaim deed to the Leased Premises and other appropriate title documents. All monies, funds, securities, or other property remaining on deposit in the funds of the Trustee hereinbefore described shall, upon the full satisfaction of this Indenture and the payment of all the Bonds, be forthwith transferred and paid over and distributed to the City and /or Commission, or to whomsoever shall be lawfully entitled to receive the same. ARTT('T V TIT Covenants Section 6.1: The City and the Commission covenant that they will promptly pay the principal and interest of every Bond issued under the provisions of this Indenture from the proceeds of the Lease with the Lessee. Failure of the Lessee to comply with any term or condition of the Lease shall be immediately given to the Trustee by written notice of default. Section 6.2: The City and the Commission covenant and warrant that the Real Estate described in Exhibit A, attached hereto, is lawfully owned and possessed in the name of the City, for the use and benefit of its Development Commission, and that said City has good and indefeasible estate therein in fee simple. - 9 - Section 6.3: The City, the Commission, and the Lessee covenant that they will cause this Indenture and any financing statements and continuation statements required by the Uniform Commerical Code in respect thereof to be filed, registered, and recorded as providcd by law, and shall provide for the continuation and perfection of security interests in Real property and the Leased Premises. The City, the Commission, and the Lessee shall perform, or cause to be performed, any other act as provide by law, and will execute, or cause to be executed, any and all further instruments that shall reasonably be requested by the Trustee for such protection of title and for the protection of the Bondholders as to the security of the Real Property and the Leased Promises, collateralizing the repayment and redemption of said Bonds and the interest due thereon. Section 6.4: The City, the Commission, and the Lessee further agree that in the event of any default whereby the Trustee deems it advisable and proper to have a receiver appointed for the Real Property and the Leased Premises, the City, the Commission, and the Lessee will join with the Trustee in agreeing to the appointment of a receiver to take over the operation of the said facility. Section 6.5: The City and the Commission agree that the Trustee shall be entitled to reasonable compensation for its services, and will reimburse and save harmless the Trustee from and against all expenses, liabilities, and damages incurred by the Trustee in connection with the execution of the trusts and powers hereunder, except expenses, liabilities, and damages which arise from the Trustee's own default or. negligence. Section 6.6: The City and the Commission covenant and agree that they are duly authorized under the laws of the State of Indiana and under all other applicable divisions of law to create and issue the Bonds, to execute and deliver this Indenture of Trust, and to mortgage the Leased Premises and to execute security agreements covering the equipmont, furnishings, and fixtures for and in the Facility. 1 -o-n -62-7: The City, the and the Lessee shill do and perform all matte.,, or thin;, nocessnry or expedlunt to be dote or porformed by reason or any lam Of the UNLY SMas of A'SACP or of tho State of Indiana for the purpose oi credLing, portorning, and mainvaining the Trust hereby created, any - 10 - mortgages. given hereunder for the payment: of the Ponds or interest- thereon, provided that said City and said Commission will not be required to do anv act or perform any service or execute any instrument which Could violate the terms and conditions of the Act under which said Commission is established. Section 6.8: The City, the Commission, and the Lessee agree that they, either jointly or sever_ =.oily, will not „ell, transfer, or encmnber the Real Property or the Leased Promises herein given as security for the Bondholders, or any interest therein, without the written consent of the Trustee and fifty -one per- - cent (51 %) of the holders of the Bonds, nor will the City and /or Commission amend or take any acti:vn which would adversely affect the tax-free nature for Federal income tax purpeass of the interest earned by the holders of the Bonds issued hereunder, and subject to such tax -free ruling by the Internal Revenue Service, if one is given. Section 6.9: The Lessee expressly covenants that the lease rental payments shal.l.be paid as provided in the Lease regardless of whether or not the Leased Premises are used or useful., or whether any applicable laws, regulations, or standards prevent or prohibit the use of the Leased Premises. ARTICLE MT. I Default Section 7.1: Any one or more of the following events shall be considered events of default as said term is used herein that is to say if: A. Default is made in the payment of any interest on any of the Bonds when the same becomes payable as therein and herein expressed; or B. Default is made in the payment of the principal of or premium, if any, on any of the Bonds when the same become due and payable by lapse of time, declaration, by call for redemption or otherwise; or C. The City and /or the Commission issued additional obligations contrary to the terms of this Indenture; or D. Default is .Wade in the Observance or perfofwance of any of the Other covenants, conditions, or Obligni -i.Ons exPrPsW in the Dchd or in this lndanturu Or in any mortgngv 'rich is given by the City, the commission, or t>.:o J,ess::::. to _ecure said Bond, and which said default is not remedied by the City and /eur Cemmi.ssion BMW Lessee within fifteen (35) 1 , days after written "MO so to do has been served by thQ Trustee; or P.. Thore has "n W l ianult in the c naf r uctr.on contract b .t.:. cm - 11 - the Con.mission and its General Cont:rnct:or for the construction of the Facility according to the plans and specifications thereof; or F. There is any default in the terms and conditions of the Lease between the Lessor and the Lessee whereby any of the terms and conditions thereof have been breached or defaulted; or G. The Lessee is adjudicated a bankrupt, or a decree or order is filed concerning the reorganization of the Lessee under any Federal bankruptcy law as now or hereafter amended, or any such judgment or order is not vaca- ted or stayed or set aside within thirty (30) days after the date of the entering or granting of such order or judgment; or H. The Lessee files or admits the jurisdiction of the Court and the material allegations contained therein on any petition of bankruptcy or petition pursuant or purporting to be pursuant to any present or future acts of Congress on the subject of bankruptcy, or the said Lessee institutes any proceed- ing or gives his consent to the institution of any proceedings for the relief under any bankruptcy or insolvency laws, or laws relating to the relief of deb- tors, adjustment Of indebtedness, reorganization, arrangements, compositions, or extension; or I. The Lessee makes an assignment for the benefit of creditors or applies for or consents to the appointment of a Receiver of the Lessee; or J. Final judgment for the payment of money is entered against the City anal /or Coa nission or the General Contractor or the Lessee, pursuant to any actions taken concerning the Leased Premises or the construction thereof which is not discharged or a stay of execution is not procured thereon within thirty (30) days from the date of such judgment, or that an appeal has been taken therefrom to a higher Court appealing such decree, process or judgment; or K. Default occurs under any indenture, agreement, or other similar instrument under which the Go'.- nission, the General Contractor, or the Lessee may he bound with reference to the construction, equipping, Operrtion, mainten-• once , or lle:- arg or tha.. I.e:........ Pre ._... _.,, and slah default shall continue beyond the grlcc peu'o,., if any, spnciftud in the or L. An) property of t.il_ CKY and CO',n.....,ion oi of the Lassaa mort- gaged or ple:dyN by secu i.ty i.r.Cerosts hereunder is sold under judicial process und:... .;m 11M Wor to 0 on pa &K with the lion n of this i. inaC`J1tUTC. -1z - Section 1.2: Upon the happening of any event of default: specified in Section 7.1 and the continuance of which said default extends for a period beyond any specified grace period, then the Trusted may, without any action on the part of the Bondholders and upon the happening of any event of default above specified, declare the entire principal amount of the Bonds then outstanding hereunder and the interest accrued thereon immediately due and payable and said entire principal and interest shall thereupon become and be immediately due and payable subject, however, to the right of the holders of fifty -one percent (51%) of the principal amount of the Bonds then outstanding, by written notice given to the Trustee anr: the City and the Commission, to annul such declaration and to destroy its effect as hereinafter provided. In the event of any default and upon the Trustee declaring the entire unpaid balance of said Bonds and the interest accrued thereon clue and payable, said Trustee may forestall actions of foreclosure as hereinafter provided, if full and sufficient indemnification is provided to the Trustee which would indemnify and protect the said Bondholders from any loss of principal and interest on said Bonds by result of said 'Trustee's forestalling foreclosure actions. Section 7.3: Upon the happening of any event of default specified above and its continuance for a grace period, if any, specified in said default section, then, and in each case, the Trustee may, and upon the written request of the holders of not less than ten percent (10 %) of the principal amount of the Bonds then outstanding and upon being first inde„nif.ied by the said Bondholders to said Trustee's full satisfaction against costs, loss, or liability in the pre- mises shall, institute such suit or suits in equity or at law in any Court of competent jurisdiction to enforce and protect any of its rights or the rights of the Bondholders (or any of them) hereunder as may be advised by counsel to be appropricte. further, upon the happening of any event of default as speci- fied above and for its continuance for a Period specified in the above section grace period, the Trustee shall be entitled as a right: to the appointment K L Reca9_ver of tin Leased Prnmis ^e and An Mal Property and for each and c. ry of tin ]eights and property of Ci.t' t3 Cor. u'i?c_i a ?'S :c .- .'n, .>d the Ler,soe with reit'rnpup to " Leased Drunis0s, all as de.. crib: d and located on the Real - 13 - P Property shown in Exhibit A, with power and authority to continue the operation, thereof, and with all of the rights and powers of receivers in equity to so proceed for the protection of the Bondholders. Section W: The Trustee shall, upon the written request of the holders of fifty-one percent (01%) of the principal amount of the Bonds then outstanding, waive any default h ­reunder and its consequences, and rescind any declaration of maturity of principal., except (a) a default in the payment of principal of any of said Bonds at the date of maturity specified therein, and (b) a default in the payment of interest on any Bonds as the same shall become due, unless prior to such waiver or recision all arrearages of interest have been paid and said Bonds as to interest are current; and in the case of any such waiver or recision, or in case any proceedings taken by the Trustee on account of such default shall have been discontinued or abandoned, or default shall have been discontinued or abandoned or determined adversely, than and in every such case, the City, the Commission, the Lessee, the Trustee, and the Bondholders shall be restored to their former positions and rights hereunder respectively. No such waiver or rescission shall extend to any subsequent or other default, or impair any right consequent thereon. Section 7.5: No !older of any Bond shall have the right to institute any suit, action, or proceedings in equity of at law for any remedy hereunder, unless such holder shall previously have given to the Trustee written notice of such default, and the continuation thereof as hereinbefore provided, nor unless also the holders of not less than ton percent (10%) of the principal amount of the Bonds than have offered to it a reasonable opportunity either to proceed to suit or proceedings in its own name and the Trustee shall have refused or unreason- ably delayed to comply with such request, nor unless also they or some more of the holders of the Bonds have offered the Trustee security and indemnity to the satisfaction of the Trustee against costs, expenses and liabilities to be incurpod therein or thereby. See 0 MOW. 6.: No remedy herein contai"ad or reserved to the Trustee is intended to UP eXCIUSM Of any OLWY remedy or remedies, but each and every such remedy shvIl ba =wInthov ard Q., ! to in Adiviun to every of ?r remedy given heroundor or no.: or hvrcr5i_r r%jotinn apt Ks or in equity or by statute. No delay or oAssion un vo t or or accruing upon pay Wivit conAnuing, - 14 - as aforesaid shalll., impair any such right or power, or shall be construed to be a waiver of such default or acquiescence therein., and every such right and power may be exercised from time to time as often and as may be deemed expedient. Section 7.7: All rights or actions under this ind- cature or under any of the Bonds or the Lease or under any mortgage may be enforced by the Trustee Without the possession of any of the Bonds or mortgage or the production thereof in any trial or other proceedings relative thereto. Any such snit or proceedings instituted by the.Trustee shall be brought in its name as Trustee, and any recovery of judgment shalt: be for the benefit of the holders and owners of the Bonds. Section 7.2: UDcQ the happening of any event of d :ofault specified in Section 7.1, and the conzirhuance for a grace period, if any, specified in said section then the Trustee -ay, with or without entry, sell all or any part of the mortgaged property at publiz or private sale, upon such notice, in such manner., at such times or places and upon such terms consistent with the applicable laws of the State of Indiana as the Trustee may determine. The Trustee's deed or other instrument of conveyance, or transfer, given pursuant to such sale, or in the exercise of any of its rights under this article shall be effective to convey and transfer to the purchaser an indefeasible tittle to the property conveyed thereby, discharged of all rights of the City and /or the Commission and /or the Lessee and /or any person whomsoever claiming through or under said parties, and such sale by the Trustee pursuant to the effects of default shall forever bar all claims of the City and /or Commission and /or Lessee, and /or those claiming through the City and /or Commission and /or Lessee, to the property conveyed thereby; and no purchaser from the Trustee shall be under any duty to inquire as to the authority of the Trustee to execute the same, or to see to the application of the purchase none,:. Sect_i_on 73: All monies collected by or paid to the Trustee under the provisions of this article, together with any other pledged funds that may be held by the Trustee, shall be ;:?nlied at the date fixed by the Trustee for the distribution of such 20ney 0S foiloys: &`t y ?Mat of Lho CONS i :S an CxpCnsas of the collection Of snch ...O - :, VCH&M Fcas of . `t.orn , . and counsel, ald of all other expen:'..0 and ch .._ 2i.D010"s _acid _nod all adva ncPs cnde by the Trustno under - 15 - this Indenture, as well as ;Just and reasonable compensation for the services of the Trustee. B. Second, to the payment of the amounts then due and unpaid upon the Bonds and any i.nte-rest due thereon with respect to which monies shall have been collected, ratably and without preference or priority of any kind, according to the ;mounts due and payable upon such Fonds and the interest clue, respectively. Said payment shall be made upon presentation of the several Bonds and the standing of payments tharesn if partly paid and upon the surrender and cancellation thereof, if fully paid. C. Thiel, to the Payment of all other accounts payable by the City and /or Commission under the terms of this Indenture. D. Fou_;h, to the payment of any surplus, if any, to the City and /or. Commission and /or the Lessee, their successors or assigns, or to whomsoever shall be lawfully entitled to receive the same. Section 7.10: No recourse under or upon any obligation, covenant, stipulation, or agreement contained in this Indenture, or the Lease or any Bond or any mortgage created hereunder, because of the creation of any indebtedness hereby authorized, shall be had against any member., officer, or director of the Commission, or of any successor to such Commission, or any officer or employee of the City, unless provided for by statutes in the State of Indiana) and the rights and duties of the Bondholders concerning the application of the collateral property herein mortgaged shall be limited to the provisions of the Bond and the mortgages and this Indenture with reference to the liability of the property only for the payment of the Bonds, it being intended hereby to establish the fact that the Revenue Bonds are not general obligations of the City or the Commission, being a department of the City. The rights and obligations of the Bonds are Amitcd to rents and proceeds from the Leased Premises and to the property mortgaged purSuAHt to this Indenture. ARTICLE VIII. The Trustoo ,ix l.7ustoe nc,._,`,y . cc pts the trusL ,r., sew upon it by this Indenwre, but subjPci tc 10r. s W cond:i+__ons, hereof, including the ,`oil y - 16 - A. The Trustee will not be responsible for any recitals herein or in the Bonds or for the execution, validity, priority, or extension of this or any supplemental or confirmatory agreement; and the Trustee will not be bound to ascertain or inquire as to the pe=_formancc or observance of any covenants, conditions or agreements on the part of thn (;Oiil: ^fission to be undertaken to comply With the terns of the rndenture or the Lease. - B. The Trustee shall be protected in acting upon any notice, request, consent, certificate, order, affidavit, letter, telegram, or other paper or document believed by it to be genuine and correct and to have been signed or sent by the proper person or persons, and the Trustee will not be bound to recognize any person as a holder of any Bond or take any action at said Bondholder's request, unless such Bond shall be deposited with the Trustee, or submitted to it for inspection and his title established to the satisfaction of the Trustee if the same be disputed. C. The Trustee will not be compelled to do any act hereunder or to commence or defend any suit in respect hereof unless indemnified to its satisfaction as often as it shall require against loss, cost, liability, and expense. D. As to the existence or non - existence of any fact, the Trustee shall be entitled to rely on a certificate of the Commission signed by its duly authorized officer as to the existence or nonexistence of such fact. E. The Trustee will not be liable for expenses and damages resulting from any action taken or omitted to be taken by it, unless resulting from the Trustee's negligence or default. F. The Trustee may buy, sell, own, hold, and deal in any of the Bonds, and may initiate or join in any action which any Bondholder may be entitled to take with like effect as if the Trustee were not a party to this Indenture, and may act as a depository of, or as a raeriber of, any committee formed for the protection of the Bondholders. G. The Truster may buy, sell., own, hold, and deal in any of the Bonds, or other evidence of indebtedness of the City and /or Commission, and may maintain auY and all W her gvnerQ bankin;. :ud business relgPlons with the City and /or COAMWOn :`, •t''1 1. :. .: E1 _e_C C. and 111 i:iiP: same Iii;iniher as lr the Trugtna v,ze no: LO thi.: I:� c:'Lure. - 17 - H- Except ns herein otherwise. specifically provided, any money receiveci by or deposited with the Trustee_ under any of the provisions of this Indenture, or otherwise, shall be treated by it until it is required to Pay out the same conformably herewith, as a general deposit, without . any liability for i.n terest, save as may be agreed upon in writing by the City and the Co:2tission and the Trustee. L. The Trustee till not be required to give or enter into any bond or other security i ^ 'respect to the execution of the said Trust and powers or otherwise, in respect of the premises. J. The Trustee is under no duty, obligation, or responsibility to see to the payment of any taxes, assessments, duties, or other charges which may at any time be levied or assessed against or imposed upon the City and /or the Commission. The Trustee is tinder no duty, obligation, or responsibility to see to the insurance of any property of the City and /or Commission or itself to effect or maintain any such insurance, or to receive any policies of insurance or proceeds thereof, or make any investigation or inquiry as to the insurer with which the City and /or Commission shall have insured any of its property, or as to the terms or amounts of any such insurance except as specifically required by this Indenture or by the Lease. K. The Trustee is under no duty, obligation, or responsibility in respect to the use or disposition by the Commission of any of the Bonds or in respect to the application of any part of the proceeds thereof, except as provided in this Indenture. Section 8.2: The Trustee may at any time resign from the Trust hereby created by giving thirty (30) days written notice to the City and the Commission and to all registered owners of the Bonds, or at such shorter period of time as the mayor of the City and the members of the Commission may accept, and such resignation shall tale effect at the end of the shorter of said periods of time. Such notica mad. be served personally or sent by re i.atered mail. Should the Trustee consoli..ate. or !I orse with or transfer substantially all Of its corporate , or Whor I :ilia'7g l ^.Sti.tni L0:1, such O:,-( _cn or Eerier, or trLnsfer, cl•l 7 in nouLse aflect the l'ir;hCs of UP p,rKes 40;0!", .r the h"1 _! of anv OF the Mods, and such ... cc _nd '. "Mr: :On h'A to tL.c in tvQ WYe"ndjr, .,'ii!: LO. sarc i..,.,- -, ,?rul YUK L1•,. - 18 - r same force and effect as if originally named herein. Section 8.3: Upon payment to the Trustee of all of its fees, costs, expenses, commissions, disbursements, outlays, and liabilities the Trustee may be removed at any tima by an instrument or concurrent instruments in writing, delivered to the 'Trustee and to the City and the Commission and signed by the holders of a majority of the principal amount of the Bonds them outstanding. Upon such notice being given by the Bondholders, the removal of the Trustee must be con- curred in by the City and the Commission. before such removal shalt be effective. Section 8.4: In case the Trustee shall resign, or be removed, or dissolved, or otherwise be or become incapable of acting hereunder, or should be taken under the control of any public officer or officers, or of a Receiver appointed by a Court, a successor may be appointed by the holders of a majority of the principal amount of the Bonds then outstanding by an instrument, or concurrent instruments in writing, signed by such holders or by their attorneys in fact duly authorized. Provided, however, that the City and the Commission must approve of the appointment of such successor by its duly authorized officers acting for and on behalf of said City and said Commission evidencing the concurrence of the appointment of a successor Trustee. Any successor Trustee so appointed shall be a bank or trust company in good standing and having a capital and surplus of not less than One Million Dollars ($1,000,000.00). Section 8.5: Any successor Trustee appointed hereunder shall execute, acknowledge, and deliver to its predecessors, and also to the City and the Commission, an instrument in writing accepting such appointment hereunder and, thereupon, any successor. Trustee, without further act, deed, or conveyance shall become fully vested with all the rights, powers, duties, trusts and obligations of its predecessor. Section 8.`: If, upon the removal or resignation of the Trustee, the majority of the Bondholders and the City and the Commission cannot agree upon a successor Trustee, then upon written Wlication being made to the Judge of the Ci.r"t Court, the J090 shall have thc: right to appoint a successor Trustee Y ich shall be n bank or trust comany in good standing and having a capital :,u'i surpJus of not less thin Coe. :Jl io. :; I;o:Lir.rs (St,0.0;000.G0). This provision as to tie r.ppoint!:ant of a successor Trustee by the Judge of the i,ll'"t t` Ort shall h,'coAo elfect.:ve if the ma � - Bondholders � - majority J1 the i�pau hold Cl'R anU " City and t -ILA W - -;: sslon cnnn,m WOO upon a successor Trustee, as above - 19 - provided for, within niIlety (90) days from said resignatioIh or the concurrence of the majority of the Bondholders and the City and the Commission as to the removal of the Trustee which shall be delivered in writing to the present Trustee. ARTICLE M. uPRI saentil Indentures and Amendments Section 9.1: The City and the Commission, when authorized by resolution of its proper authority, the Lessee, and the Trustee may from time to time and at any tine, subject to the conditions and restrictions of this Indenture, enter into supplemental Indentures which Indentures shall be for the following purposes: A. To add to the covenants and agreements of the City and the Commission to this Indenture or other convenants and agreements thereafter to be observed by the Commission in the building and equipping of the Leased Premises. B. To make provisions for the purpose of curing any ambiguity or of curing, correcting, or supplementing any defective or inconsistent provisions contained in this Indenture with any other Indenture concerning the building and equipping of the Leased Premises in regard to matters or question arising under. this Indenture, as the City and the Commission may deem necessary or desire- ble and not inconsistent with this Indenture and which may not adversely affect the interest and holders of the said Bonds. C. To modify, amend, or supplement this Indenture, or any Indenture supplemental hereto, in such a manner as to permit it to qualify under any State of Indiana statute which may be passed affecting the rights of the City and the Commission, or any Federal statute which may be enacted hereafter which may affect the rights, duties, and positions of the Cit y, C oe mission, Lessee and the Trustee. As provided in and to the extent permitted by this Indenture and any mortgages, or any supplements thoreto, this Indenture, the Lease, and any mortga_;e created hereunder may be alr:endud, altered, r_odified , or sup,flemeat_ed by the City, tl�e. Co::-eissi.on, the Lessee, and the Trustee, provided, d, uolaever, that no such J lou_..-._<.Kon . . reduce ( t _ „ -C:; the stated t "i lli Or payment of the ]JTi:lClpal. ho " , or of the O is -. Wa, yr ' any yr i - l ' - .” -'.: +t �'. 071 t, =' redemption - �'. _.._ O - ...!'l( I,G. 1';; I q i.:.1Y'U is Mn Ol. .Uthc 1'12 t: any action, or hi' any "Od"40Y of the security d lion,; � -' 1t tOI .0 JV the , of i h �, or channa the rj=n and d u -_ _.. of the TiuNreo. - 20 - IN WITNESS WHEREOF, this Indenture is executed the day, month, and year and at the place first mentioned above. ATTEST: By: Irene K. Gammon, City Clerk ATTEST: ATTEST: CITY OF SOUTH BEND , INDIANA By: Jerry J. Miller, Mayor CITY OF SOUTH BEND DEVELOPMENT COMMISSION, a statutory commission Karl G. King, Jr. Peter J. Nemeth A. Mucha ST. JOSEPH BANK AND TRUST COMPANY, South Bend, Indiana, Trustee By: RIDGEDALE NURSING HOME, an Indiana partnership, Lessee By: �Aw Exhibit A Legal Description Ridgedale Nursing Home Project A tract of land in the Southwest Quarter of Section 33, Township 38 North, Range 2 East, City of South Bend, St. Joseph County, Indiana, more particularly described as follows: Commencing at a brass plug at the center of said Section 33; thence South 90 degrees 00 minutes 00 seconds West on and along the North line of said Southwest Quarter of said Section 33 a distance of 1,205.66 feet to a concrete monument on the West line of a 75 foot public street; thence South 00 degrees 29 minutes 21 seconds East on and along the West line of said 75 foot public street, a distance of 1,184.18 feet to an iron at the point of beginning; thence continuing South 00 degrees 29 minutes 21 seconds East on and along said West line of said 75 foot public street a distance of 240.35 feet to an iron; thence North 88 degrees 52 minutes 34 seconds West a distance of 362.90 feet to an iron; thence North 00 degrees 29 minutes 21 seconds West a distance of 237.00 feet to an iron; thence North 89 degrees 30 minutes 39 seconds East a distance of 362 feet to the place of beginning, said tract being Lot Numbered 28 of the Airport Industrial Park, Phase II. TRANSMITTAL OF ADOPTED COMMISSION RESOLUTION, PROPOSED RESOLUTION AND PROPOSED ORDINANCE FOR ADOPTION BY THE SOUTH BEND COMMON COUNCIL AND APPROVAL BY THE MAYOR PERTAINING TO THE FINANCING OF FACILITIES FOR RIDGEDALE NURSING HOME, BY THE ISSUANCE OF THE CITY OF SOUTH BEND, INDIANA, OF ITS ECONOMIC DEVELOPMENT REVENUE BONDS. To: IRENE K. GAMMON City Clerk City of South Bend County -City Building South Bend, Indiana 46601 The South Bend Development Commission (Commission) hereby trans- mits to you in accordance with the Municipal Economic Development Act of 1965 as amended, supplemented or added to, including but not limited to the amendments, supplements and additions of IC -1973, 18- 6 -4.5, or any other amendments, supplements or additions thereto (hereinafter referred to as the "Act "): 1. A resolution adopted by the Commission as of the 9th day of November , 1973, as called for by the Act; 2. Proposed resolution for adoption by the Common Council of the City of South Bend, Indiana, as called for by the Act; and 3. Proposed ordinance for adoption by the Common Council of the City of South Bend, Indiana, as called for by the Act. You will note from a perusal of the body of these documents that the purpose thereof is to finance the addition to an existing facility for Ridgedale Nursing Home by the execution of a Lease and Trust Indenture and the issuance of Economic Development Revenue Bonds in a total amount not to exceed $600,000.00 repayable over a period not to exceed ten (10) years duration. As to the enclosed resolution for adoption by the Common Council, it may be and we respectfully request adoption at the Council meeting at which it is presented. With respect to the ordinance, you are respectfully asked to publish once in a newspaper in South Bend, Indiana, a notice that such proposed ordi- nance has been filed with you and present such ordinance to the Common Council of South Bend, Indiana, for passage not earlier than ten days from the date of the publication of such notice. Submitted this 5th day of December, 1973. SOUTH BEND By: G. Kinj', Jr., President FILED IN CLERK'S OFFICE DEC 5 1973 - 2 Irene Gammon CITY CLERK, SDUTN BEND] JND� COMMISSION RESOLUTION NO. � �23 WHEREAS, the City of South Bend, Indiana, still has insufficient employment opportunities and insufficient diversification of industries, which conditions are harmful to the prosperity, economic stability and general welfare of the area and, if not remedied, will be detrimental to the development of such area and its environs; and WHEREAS, Ridgedale Nursing Home has filed an application with the South Bend Development Commission ( "Commission ") to finance the addition to an existing facility which will constitute economic development facilities resulting in a substantial number of new jobs as well as other benefits; and WHEREAS, Commission has prepared and placed on file a report as specified in Section 16 of IC -1973, 18- 6 -4.5, and has forwarded copies thereof to the Chairman of the Area Plan Commission and to the Superintendent of the School Corporation where the facilities will be located, and has received favorable reports from each of them. NOW, THEREFORE, the South Bend Development Commission at this meet- ing, being a public hearing on five days' notice on such proposed financing of such facilities, does now find that the proposed financing complies with the purposes and provisions of the applicable Indiana statutes governing the issuance of Economic Development Revenue Bonds by the Commission; and BE IT FURTHER RESOLVED by the South Bend Development Commission that the proposed financing of an addition to an existing facility, and the form and terms of the financing agreement (Lease and Trust Indenture) and the Bond in the principal amount of $600,000.00 and bearing interest at 7.5% per annum and repayable over a term of ten (10) years, and the issuance of the Bond in accordance therewith, be and the same hereby are approved, and the Secretary of the Commission be and he is hereby directed to transmit to the Common Council of the City of South Bend, Indiana, this resolution, to- gether with a copy of the form and terms of the financing agreement (Lease and Trust Indenture) and the Pond. THIS RESOLUTION ADOPTED BY THE SOUTH BEND DEVELOPMENT COMMISSION OF THE CITY OF SOUTH BEND, INDIANA, THIS 9th DAY OF NOVEMBER--l-W3. Karl C. KngJr.,'President - 2 - NOTICE OF FILING OF ORDINANCE Notice is hereby given that on the 5th day of December 1973, the South Bend Development Commission filed with the City Clerk of South Bend, Indiana, a proposed form of ordinance authorizing the execution of a Lease and Trust Indenture and the issuance of Economic Development Revenue Bonds pertaining to facilities for Ridgedale Nursing Home. Such proposed ordinance will be considered and heard at the regu- lar meeting of the Common Council of the City of South Bend, Indiana, to be held at 7:00 P.M. on the 17thday of December , 1973, in the chambers of the Common Council of the City of South Bend, Indiana, in the County -City Building, South Bend, Indiana. Irene K. Gammon, City Clerk of South Bend, Indiana. FILED IN CLERK'S OFFICE DEC 5 1973 Irene Gammon CITY CUR& SOUTH BEND, 1N%