01-09-12 Council Agenda & Packet

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Brand in the Chase Tower, the City will be entitled to a reimbursement of the purchase price of the Garage Interest calculated by dividing the amount of the purchase price by the number of years remaining in the obligation to operate the Chase Tower as required by Section 2(c) and 2(d). By way of illustration, if Care Hotels fails to operate the Chase Tower in compliance with Section 2(d) after five (5) years has elapsed from the completion of the Rebranding Period, the City will be entitled to a reimbursement from Care Hotels in the amount of Two Million Eight Hundred Fifty Thousand Dollars ($2,850,000). Should Care Hotels fail to meet the requirements of both Section 2(c) and 2(d), only the longer of the two periods remaining in the obligation to operate the Chase Tower as required by Section 2(c) and 2(d) shall control for purposes of calculating any reimbursement. In no event shall Care Hotels be required to reimburse the City more than Five Million Seven Hundred Thousand Dollars ($5,700,000). (e) As security for Care Hotels' commitments in Sections 2(b), 2(c) and 2(d) above, Care Hotels shall grant a mortgage lien and assignment of rents in the Chase Tower in favor of the City, such mortgage lien and assignment of rents to be subordinate to the interests of Care Hotels' lenders providing financing and re- financing in connection with the Chase Tower. The City covenants to cooperate with Care Hotels and its lenders with re-financing of the loan(s) in connection with the Chase Tower. (f) Care Hotels will comply in all materials respects with all applicable laws related to the construction of the Building Improvements. Care Hotels further agrees to cooperate and act in good faith with the City and the Commission in completing any definitive agreements on terms typically found in agreements of the kind contemplated by this Agreement, and any actions that are necessary to complete the transactions contemplated by this Agreement. (g) Care Hotels will provide the City, the Commission and any other applicable governmental agencies all information reasonably deemed necessary to complete the actions contemplated by this Agreement. Care Hotels 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. (h) Care Hotels will not seek any tax abatement, real or personal, during the ten (10) year period described in Section 2(d). (i) For the ten (10) year period described in Section 2(d), Care Hotels will not appeal any real property tax assessment of the property unless the assessed value of the Chase Tower real property and improvements exceeds Twelve Million Dollars ($12,000,000). 0) Care Hotels will use commercially reasonable efforts to recruit and hire minority and women employees in its operations and to utilize local contractors and vendors for improvements to the Chase Tower building. -4 - BDDBO1 90052150