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HomeMy WebLinkAbout5A2 Fourth Amendment to Purchase Agreement (The Monreaux) - SignedFOURTH AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT This FOURTH AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT (this “Fourth Amendment”) is made and entered into to be effective as of the 26th day of June, 2025, by and between South Bend Redevelopment Commission (“Seller”), as Seller, and The Monreaux, LLC, an Indiana limited liability company (“Buyer”), as Buyer (each a “Party” and collectively, the “Parties”). RECITALS A. Seller and Buyer entered into that certain Real Estate Purchase Agreement, dated effective as of July 14, 2022, as amended by the First Amendment to the Real Estate Purchase Agreement, dated effective as of July 13, 2023, the Second Amendment to the Real Estate Purchase Agreement, dated effective as of March 14, 2024, and as further amended by the Third Amendment to the Real Estate Purchase Agreement, dated effective as of November 25, 2024 (collectively, the “Agreement”) for the purchase and sale of certain real property located in the in St. Joseph County, City of South Bend, State of Indiana as more particularly described in Exhibit A of the Agreement (the “Property”). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement. B. Buyer is required to obtain an updated environmental report for the Property through a firm chosen by its lender and the receipt of that environmental report is delayed. C. Seller and Buyer now desire to amend the Agreement in order to provide for an extension of the Contingency Date and the Closing Date thereunder, all as set forth hereunder. AGREEMENT NOW, THEREFORE, in consideration of these premises, and the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Buyer and Seller hereby agree as follows: 1. Recitals. The recitals set forth above, including each and every recital contained therein, are incorporated into and made a part of this Fourth Amendment as though fully set forth herein. 2. Amendments. The Agreement is hereby amended as follows: a) The first sentence of Section 4 (c) shall be amended and replaced with the following: If at any time on or before September 30, 2025 (the “Contingency Date”), Buyer determines, for any reason, in Buyer’s sole discretion, that the Property or the transaction described herein is unacceptable to Buyer, then Buyer shall have the right to terminate this Agreement by giving written notice of termination to Seller at any time on or before the Contingency Date in which event, at Buyer’s election, all Earnest Money shall be returned to Buyer (“Buyer’s Contingency”). The remaining terms of Section 4 (c) under the Agreement shall remain. The Agreement is further amended throughout as necessary to provide that all references to the term “Contingency Date” shall have the meaning of September 30, 2025. 2 b) The last full sentence of Section 7 (a) of the Agreement shall be amended and replaced with the following: The “Closing Date” shall be September 30, 2025, or such earlier or later date as may be agreed to in writing by Seller and Buyer. The remaining terms of Section 7 (a) under the Agreement shall remain. 3. Entire Agreement; Conflict. Except as otherwise stated herein, all other terms, conditions and agreements contained in the Agreement remain unmodified and in full force and effect. The Parties hereby expressly reaffirm their respective obligations under the Agreement, and unless expressly modified by this Fourth Amendment, the terms and provisions of the Agreement remain in full force and effect. To the extent a conflict exists between the terms of this Fourth Amendment and the Agreement, the terms of this Fourth Amendment shall control. 4. Capitalized Terms. Capitalized Terms used in this Fourth Amendment will have the same meanings set forth in the Agreement, except as otherwise stated herein. 5. Counterparts; Electronic or Facsimile Transmission. This Fourth Amendment may be executed in counterparts which, when combined, shall constitute one instrument. The electronic or facsimile transmission of a signed counterpart of this Fourth Amendment shall be binding upon the party whose signature is contained on the transmitted copy. [Signature Page Follows.]