08-25 Authorizing the City to Issue One or More Series of its Taxable Economic Development Tax Increment Revenue Bonds and Approving and Authorizing Other Actions in Respec Thereto in Connection With the J. C. Hart Development Project

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ARTICLE I. DEFINITIONS Section 1.1. Terms Defined. 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 or intent: "Act"means, collectively, Indiana Code 36-7-11.9 and 36-7-12. "Allocation Area"means the Riverwalk Allocation Area established in accordance with IC 36-7-14-39 for the purposes of capturing incremental ad valorem real property taxes levied and collected in such allocation area. "Allocation Fund" means the Riverwalk Allocation Area Allocation Fund established under IC 36-7-14 for the TIF Revenues collected in the Allocation Area. "Annual Fees" means annual Trustee Fees and any other ongoing fees relating to payment of debt service on the Bonds. "Authorized Representative"means, (i)with respect to the Issuer,the Mayor or the Controller of the Issuer(or such other officer as the Issuer shall notify the Company and the Trustee in writing as being an Authorized Representative, with evidence of such authority); and (ii) with respect to the Company, (or such other officer as the Company shall notify the Issuer and the Trustee in writing as being an Authorized Representative,with evidence of such authority). "Bondholders"means registered owners of the Bonds. "Bond Fund"means the Bond Fund established by Section 4.2 of this Indenture. "Bond Issuance Costs" means the costs, fees and expenses incurred or to be incurred by the Issuer and the Borrower in connection with the issuance and sale of the Bonds, including placement or other financing fees (including applicable counsel fees), the fees and disbursements of bond counsel, fees of the Issuer's financial advisor, the acceptance fee and first (Ist)year annual administration fee of the Trustee,application fees and expenses,publication costs, the filing and recording fees in connection with any filings or recording necessary under the Indenture or to perfect the lien thereof, the out-of-pocket costs of the Issuer, the fees and disbursements of counsel to the Borrower, the fees and disbursements of the Borrower's accountants and advisers, the fees and disbursements of counsel to the Issuer, the fees and disbursements of counsel to the purchaser of the Bonds, the costs of preparing or printing the Bonds and the documentation supporting the issuance of the Bonds, the costs of reproducing documents,and any other costs of a similar nature reasonably incurred,all of which is a categorical cost of providing for an"economic development project"as defined and set forth in the Act. "Bond Ordinance" means Ordinance No. , adopted by the Common Council of the Issuer on , 2025, authorizing and approving the issuance and sale of the Bonds, and approving the Loan Agreement,this Indenture and related matters. 4