|
SECOND AMENDMENT TO
<br />CONSTRUCTION EASEMENT RESTRICTION AND OPERATING AGREEMENT
<br />This Second Amendment to Construction, Easement, Restriction And Operating
<br />Agreement (this "Amendment") is made and entered into effective as of , 2017
<br />("Effective Date"), by and among AFP III Corp., ("AFP") a Delaware corporation, with its
<br />principal office at 9 Park Place, 4`h Floor, Great Neck, NY 11021, PWA South Bend, LP, a
<br />Pennsylvania limited partnership ("PWA"), a Minnesota limited partnership, with its principal
<br />office at 4900 Perry Highway, Suite 300, Pittsburg, PA, 15229, the City of South Bend
<br />Department of Redevelopment by and through the South Bend Redevelopment Commission (the
<br />"Commission" or "Agency"), with its principal office at 1400 S. County -City Building, South
<br />Bend, Indiana 44601, the City of South Bend, acting by and through its Board of Public Works,
<br />with offices at 1300 N. County -City Building, South Bend, Indiana 46601, and The South Bend
<br />Civic Center Board of Managers, with its principal office at 120 South St. Joseph Street, South
<br />Bend, Indiana 46601.
<br />WHEREAS, Jenna Hotel Investments, LLC, a Delaware limited liability company
<br />("Jenna") and First Bank Center Limited Partnership, a Minnesota limited partnership
<br />("Center"), previously were the parties to that certain Construction, Easement, Restriction and
<br />Operating Agreement dated as of May 1, 1987, and recorded May 9, 1989, as Document No.
<br />8911535 in the office of the Recorder of St. Joseph County, Indiana amended by the First
<br />Amendment to Construction, Easement, Restriction and Operating Agreement dated August 4,
<br />2011 and recorded August 11, 2011 as Document No. 112.0677 in the Office of the Recorder of
<br />St. Joseph County, Indiana (the "Walkway Agreement"), pertaining to the operation,
<br />maintenance, repair and of the Walkway, Century Center Access Corridor, Hotel Access
<br />Corridor, Access Hall, Access Elevator and related on -site improvements (as defined in the
<br />Walkway Agreement, and hereinafter referred to as "Walkway Elements"); and
<br />WHEREAS, AFP has succeeded to Jenna's interests and has expressly assumed all
<br />obligations of Jenna under the Walkway Agreement from and after the Effective Date; and
<br />WHEREAS, AFP has expressly assumed all obligations of Jenna from and after the
<br />Effective Date under that certain Operation, Maintenance and Easement Agreement dated as of
<br />October 22, 1979, which was amended by a First Amendment thereto dated as of January 12,
<br />1982, a Second Amendment thereto dated as of May 1, 1987, a Third Amendment dated as of
<br />December 28, 2010, a Fourth Amendment dated August 4, 2011, and a Fifth Amendment dated
<br />February 7, 2013 (collectively, the "Operations Agreement"), pertaining to the operation,
<br />maintenance and repair of the Common Facilities (as defined in the Operations Agreement); and
<br />WHEREAS, the parties wish to continue to provide for the operation, maintenance, repair
<br />and use of the Walkway Elements, as hereinafter provided; and
<br />WHEREAS, the parties hereto now desire to amend the Walkway Agreement.
<br />NOW, THEREFORE, in consideration of the above, the parties agree as follows:
<br />-1-
<br />43413-0015/135324970.4
<br />
|