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c 6 (5) REAL ESTATE PURCHASE AGREEMENT THIS REAL ESTATE PURCHASE AGREEMENT ("Agreement") is made and entered into this day of September, 2014, by and between the South Bend Redevelopment Commission, governing body of the South Bend Department of Redevelopment ("Commission"), and Great Lakes Capital Development LLC, an Indiana limited liability • company ("Developer") (each sometimes being referred to herein as a "Party" or collectively as the "Parties"). PRELIMINARY STATEMENT WHEREAS, Commission is the owner of certain real property and improvements thereon situated in the County of St. Joseph, State of Indiana, and is willing to sell such real property to Developer, and Developer is willing to purchase such real property and improvements from Commission,upon the terms and conditions hereinafter set forth; and WHEREAS, Commission and Developer have entered into a development agreement dated as of March 27, 2014 regarding the sale and development of certain property within the City of South Bend certified technology park known as Ignition Park (the "Development Agreement"); and WHEREAS, the Development Agreement provides for Developer to construct certain improvements on the property it purchases in Ignition Park, namely, the First Building Project, the Second Building Project and the Third Building Project (all as defined in the Development Agreement). NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged,the parties hereto hereby agree as follows: 1. Definitions. Capitalized terms not otherwise defined herein shall have the meaning assigned to them in the Development Agreement. In addition to terms defined elsewhere in this Agreement, the following terms, for the purpose of this Agreement, shall have the meanings set forth below: (a) "Closing" shall mean the consummation of the purchase and sale of the Premises in accordance with the terms of this Agreement upon completion of all conditions precedent herein required. • (b) "Closing Payment" shall mean the payment by Developer to Commission of One Dollar($1.00) at Closing. (c) "Environmental Indemnity Agreement" shall mean the environmental indemnity, remediation, and access agreement entered into by and between the Parties dated as of the same date hereof. (d) "Premises" shall mean that certain parcel of real property located in St. Joseph County, Indiana, as presently identified by legal description on Exhibit "A" attached