Approving an Amendment - South Bend Central Development Area Dev Plan

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the actions contemplated by this Agreement. 1st Source acknowledges and understands that all such information, to the extent provided to a governmental agency, may be subject to the Indiana Access to Public Records Act. (g) In the event Marriott is terminated as manager under the Common Facilities Agreement by Host, 1st Source shall use commercially reasonable efforts to cause the Office Building Owner (as assignee of 1st Source under the Common Facilities Agreement) to approve the successor operator of the Hotel as the successor manager (the "Successor Manager") under the Common Facilities Agreement, so long as the Hotel continues to be operated as an "upper upscale" or "upscale" hotel and the Successor Manager agrees to enter into the current Common Facilities Agreement, or a modified Common Facilities Agreement, as requested by the Successor Manager and agreed to by the parties thereto. (h) Upon the completion of the Atrium Improvements and the 1st Source Improvements, the Commission shall convey to the Office Building Owner, subject to further proceedings required by law, the Commission's interest in the real property that is the subject of that certain ground lease between the Commission and 1st Source (f/k/a FBT Bancorp, Inc.), dated October 22, 1979, as amended. SECTION 3. Host Agreements. Host agrees with the City, the Commission and 1st Source as follows: (a) Pursuant to Section 1 and Section 2 of this Agreement, Host agrees to undertake the Atrium Improvements, with the assistance of 1st Source, at a total cost of at least $1,250,000. Host shall pay for seventy percent (70%) of such costs (at least $875,000). Subject to the conditions set forth in Section 1(b) hereof, Host shall be entitled to draw on the Atrium Improvements Escrow for the payment of such costs (up to $875,000). Atrium Improvements in excess of $1,250,000 will be paid seventy percent (70%) by Host and thirty percent (30%) by 1st Source. Host agrees that the Atrium Improvements shall be completed by December 31, 2013. The Atrium Improvements shall be considered completed for purposes of this Agreement when at least $1,250,000 has been spent on Atrium Improvements. (b) In addition to undertaking and contributing to the cost of the Atrium Improvements, Host shall make the Hotel Improvements in an amount of at least $7,350,000. Subject to the exception in the following sentence, Host shall complete the Hotel Improvements by December 31, 2013. If the Atrium Improvements are completed by December 31, 2013 but the Hotel Improvements have not been completed by December 31, 2013, the City will notify Host in writing of such incompletion and Host will have the opportunity to receive an extension to April 30, 2014 by providing the City with Hotel Improvements construction information reasonably satisfactory to the City showing that the Hotel Improvements will be completed by April 30, 2014. For purposes of determining whether Hotel Improvements are completed, the Hotel Improvements shall be considered completed when at least $7,350,000 has been spent on Hotel Improvements. -5-