Parking Mitigation Agreement - South Bend - Riverwalk Partners LLC

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PARKING DISRUPTION MITIGATION AGREEMENT This Parking Disruption Mitigation Agreement (this "Agreement") is made on June 24, 2025 (the "Effective Date"), by and among the CITY OF SOUTH BEND, acting by and through its Board of Public Works of 1300 N. County -City Building, 227 W. Jefferson Blvd., South Bend, Indiana 46601 (the "City"), HP BLACKBIRD, LLC, an Indiana limited liability company with its principal office at 3454 Douglas Road, Suite 250, South Bend, Indiana 46635 ("HP Blackbird"), and SOUTH BEND RIVERWALK PARTNERS, LLC, an Indiana limited liability company with its principal office at 805 City Center Drive, Suite 120, Carmel, Indiana 46032 ("Riverwalk")(each a "Party," and collectively, the "Parties"). RECITALS A. The City owns certain real property and improvements (including without limitation a surface parking lot) located at 120 Dr. Martin Luther King Jr. Boulevard, South Bend, Indiana 46601 and commonly known as the Century Center (the "Century Center Lot"). B. HP Blackbird and Riverwalk have entered into a certain Agreement of Purchase and Sale dated as of January 31, 2024, as amended to date (the "Purchase Agreement"), pursuant to which HP Blackbird intends to sell to Riverwalk certain real property located at approximately 330 E. Jefferson Boulevard, South Bend, Indiana as generally depicted as "Lot 2" on Exhibit A attached hereto and made part hereof (the "Riverwalk Property"). C. From and after closing of the Purchase Agreement, Riverwalk intends to develop the Riverwalk Property as a residential apartment community (the "Riverwalk Project"). D. HP Blackbird, as Landlord, and Crowe LLP ("Crowe"), as Tenant, are parties to an office Lease Agreement, dated July 12, 2023, as amended to date (the "Lease"), with respect to certain premises located at 320 East Jefferson Boulevard, South Bend, Indiana (the "Crowe Site") pursuant to which HP Blackbird has committed to provide Crowe LLP with access to not less than 200 parking spaces during term of the Lease. E. HP Blackbird desires (a) commitments from the City with respect to temporary access for Crowe, its employees and its invitees, to use the Century Center Lot without charge from the date first written above until the completion of the Riverwalk Project during any infrastructure work performed by or on behalf of the City that would impair vehicular access to either (i) the surface parking area on the Crowe Site located adjacent to the building thereon, as depicted on Exhibit B attached hereto and made part hereof (the "Adjacent Parking Area") or (ii) the remote surface parking area on the Crowe Site located outside the Riverwalk Property as depicted on Exhibit C attached hereto and made part hereof (the "Remote Parking Area"), such that all or a portion of the Adjacent Parking Area or the Remote Parking Area cannot be accessed for parking; and (b) commitments from Riverwalk with respect to the mitigation of any disruption caused by the development of the Riverwalk Project to the use and enjoyment of the Remote Parking Area. F. HP Blackbird desires temporary access be provided by the City to the Century Center Lot for the purpose of parking passenger vehicles of the HP Blackbird's tenants working in and licensees and invitees visiting the building at 320 East Jefferson Boulevard, South Bend,