07-13-15 Agenda, Packet & Committee Meeting Notice

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1F MASTER LEASE This MASTER LEASE (this "Master Lease ") is entered into and made as of 2015 (the "Effective Date ") by and between GLC Portage Prairie, LLC, an Indiana limited liability company ( "Landlord"), and South Bend Redevelopment Commission, governing body of the South Bend Department of Redevelopment ( "Tenant"). Background A. The parties acknowledge that on or before the Effective Date, the parties entered into a certain Development Agreement ("Development Agreement ") pursuant to which the parties identified the property depicted on Exhibit A to the Development Agreement (the "Real Estate") as the site for the Landlord's construction and location of an approximate two hundred thousand (200,000) square foot spec commercial/bulk distribution facility (the "Building ") and related paving/parking and other improvements, all as more particularly described on Exhibit B to the Development Agreement (the "Site Plans ") for lease to Tenant, in order to further support the Tenant's efforts to (a) have move -in ready options for prospective third -party businesses searching for commercial/distribution space in the City of South Bend, Indiana C LW ), and (b) enhance the City's ability to attract and retain businesses. B. In accordance with and subject to the terms of this Master Lease, Landlord agrees to (a) use all good faith and commercially reasonable efforts to enter into an agreement with the owner of the Real Estate to purchase the real estate (the "Purchase Agreement") and to acquire the Real Estate, and (ii) lease to Tenant the Building and rights to use all related improvements (parking/driveways, etc.) to be constructed on the Real Estate (collectively, the "Property) for use by Tenant and/or for marketing and lease to third party Tenants (subject to the rights and provisions hereof). C. The parties acknowledge that Landlord's obligations under this Master Lease are subject to Landlord's purchase of the Real Estate pursuant to the Purchase Agreement, and Landlord shall have no obligation or liability hereunder in the event Landlord is unable to enter into a Purchase Agreement or otherwise elects not to purchase such Real Estate as a result of (i) a breach of the Purchase Agreement by the seller of such Property, or (ii) the non - satisfaction of any conditions to closing in the Purchase Agreement or concerns of Landlord or Tenant regarding the suitability of the Real Estate for development hereunder revealed in any due diligence investigation of such Real Estate. D. Pursuant to the terms of the Development Agreement, Landlord has agreed to construct the Building according to the Site Plans and lease the Property to Tenant, and Tenant has agreed to master lease the Property from Landlord all according to the terms of this Master Lease. NOW, THEREFORE, in consideration of the conditions described in the preceding recitals and of the mutual promises herein set forth, Landlord and Tenant do hereby make this Master Lease on the following terms and conditions: MASTER LEASE PAGEt