5A2 Option to Purchase Agreement & Memorandum of Option (NDIC) - Signed

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1 OPTION TO PURCHASE AGREEMENT THIS EXCLUSIVE OPTION TO PURCHASE AGREEMENT (the “Option Agreement”) is made and entered into by and between the South Bend Redevelopment Commission, governing body of the South Bend Department of Redevelopment (“Commission”), Our Lady of the Road, Incorporated, an Indiana non-profit corporation, with its registered address being 424 S. Michigan St., #11162, South Bend, IN 46634 (“OLR”), and New Day Intake Center, Inc., an Indiana non-profit corporation with its registered address being 424 S. Michigan St., #11162, South Bend, IN 46634 (“NDIC”) (the Commission, OLR, and NDIC are each sometimes referred to herein as a “Party” or collectively as the “Parties”). PRELIMINARY STATEMENT OLR is the owner of certain real estate, as more particularly described in Exhibit 1 to this Option Agreement (the “Option Property”). NDIC and OLR are separate 501(c)(3) organizations with complementary missions and overlapping leadership. The Commission and NDIC have entered into a certain Purchase Agreement dated August 14, 2025 (the “Purchase Agreement”) through which the Commission has agreed to sell to NDIC certain other real estate (the “Project Property”) for the intended use as a Lower-Barrier Shelter (the “Project”). The Commission and NDIC have also entered into a certain Development Agreement dated August 14, 2025 (the “Development Agreement”) relating to NDIC’s construction of the Project and the Commission’s contribution of funding towards the Project. NDIC currently operates a lower-barrier emergency shelter at the Option Property. Upon the completion of the Project, the Parties intend for the current operations at the Option Property to transition to the Project Property, at which point the Commission shall be entitled to an exclusive option to purchase the Option Property (“Option”), if certain conditions are present, and, in the event of said exercise of said Option, OLR and its successors and assigns agrees to sell the Option Property to the Commission, upon the terms and conditions hereinafter set forth. Unless otherwise specified herein, all capitalized terms have the meaning set forth in the Development Agreement. In consideration of the mutual promises contained in this Option Agreement, the Parties agree to the following: AGREEMENT 1. Exclusive Option to Purchase. OLR hereby grants the Commission the exclusive Option to purchase the Option Property, subject to the terms and conditions set forth herein. The Option shall commence upon the earliest of the following events: (a) The Mandatory Project Completion Date in the Development Agreement; (b) The date the Project is completed under the Development Agreement, as evidenced by the issuance of Certificates of Occupancy; or (c) A default by NDIC under the Development Agreement, including any material breach, failure to perform, or event of default defined in the Development Agreement, and which remains uncured beyond any applicable cure period (see waiver in Section 13). Once triggered, the Option shall remain in effect for a period of five (5) years, unless extended by