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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7. It understands that interest on the Bonds is taxable for federal income tax purposes. Reference is made to the Indenture and to all indentures supplemental thereto and to the Loan Agreement for a description of the nature and extent of the security,the rights,duties and obligations of the Issuer and the Trustee, the rights of the holders of the Bonds,and the terms on which the Bonds are or may be issued and secured,and to all the provisions of which the holder hereof by the acceptance of this Bond assents. The Bonds are issuable in registered form without coupons in the denominations of$100,000 or integral multiples of$1.00 in excess thereof. This Bond is transferable by the registered holder hereof in person or by his attorney duly authorized in writing at the principal office of the Trustee, but only in the manner, subject to the limitations and upon payment of the charges provided in the Indenture and upon surrender and cancellation of this Bond.Upon such transfer a new registered Bond will be issued to the transferee in exchange therefor. Notwithstanding anything herein to the contrary,this Bond shall only need to be presented and surrendered for payment upon the final maturity or optional redemption. The Issuer and the Trustee may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on account of principal hereof and interest due hereon and for all other purposes and neither the Issuer nor the Trustee shall be affected by any notice to the contrary. The Bonds maturing on and after 1,203_are redeemable at the option of the Issuer(at the direction of the Company)beginning on or after 1,203_,upon thirty(30)days' notice, in whole or in part,at face value,plus accrued interest to the date fixed for redemption. Notwithstanding anything herein to the contrary,this Bond shall only need to be presented and surrendered for payment upon the final maturity or optional redemption. If fewer than all of the Bonds at the time outstanding are to be called for redemption,the maturities of Bonds or portions thereof to be redeemed shall be selected by the Trustee at the direction of the Issuer. If fewer than all of the Bonds within a maturity are to be redeemed,the Trustee shall apply moneys available for redemption on a pro rata basis, based on the respective portion of the principal amount of Bonds held by the respective owners of the Bonds within such maturity that shall be redeemed. In the event any of the Bonds are called for optional redemption as aforesaid,notice thereof identifying the Bonds to be redeemed will be given by mailing a copy of the redemption notice by first class mail not less than thirty (30)days nor more than sixty(60)days prior to the date fixed for redemption to the Registered Owner of the Bonds to be redeemed at the address shown on the registration books;provided,however,that failure to give such notice by mailing,or any defect therein with respect to any registered Bond,shall not affect the validity of any proceedings for the redemption of other Bonds. All Bonds so called for redemption will cease to bear interest on the specified redemption date,provided funds for their redemption are on deposit at the place of payment at that time,and shall no longer be protected by the Indenture and shall not be deemed to be outstanding under the provisions of the Indenture. The Bonds,and the interest payable thereon,do not and shall not represent or constitute a debt of the Issuer,the State of Indiana,or any political subdivision or taxing authority thereof within the meaning of the provisions of the constitution or statutes of the State of Indiana or a pledge of the faith and credit of the Issuer, the State of Indiana,or any political subdivision or taxing authority thereof.The Bonds,as to both principal and interest,are not an obligation or liability of the Issuer,the State of Indiana,or of any political subdivision or taxing authority thereof,but are a special limited obligation of the Issuer and are payable solely and only from the TIF Revenues,the Taxpayer Direct Payments and the Loan Payments pledged and assigned for their payment in accordance with the Indenture.Neither the faith and credit nor the taxing power of the Issuer,the State of Indiana or any political subdivision or taxing authority thereof is pledged to the payment of the principal of or the interest on this Bond. The Bonds do not grant the owners or holders thereof any right to have the Issuer,the State of Indiana or its General Assembly,or any political subdivision or taxing authority of the State of Indiana,levy any taxes or appropriate any funds for the payment of the principal of or interest on the Bonds. The Issuer has no taxing power with respect to the Bonds.No covenant or agreement contained in the Bonds or the Indenture shall be deemed to be a covenant or agreement of any member,director,officer, agent, attorney or employee of the South Bend Economic Development Commission (the "Economic Development Commission"),the Redevelopment Commission or the Issuer in his or her individual capacity, and no member,director,officer,agent,attorney or employee of the Economic Development Commission,the Redevelopment Commission or the Issuer executing the Bonds shall be liable personally on the Bonds or be subject to any personal liability or accountability by reason of the issuance of the Bonds. 13