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1200 County-City Building, 227 West Jefferson, Souih Bend, Indiana 46601-1830 Phone 574/235-9371 Fax 574/235-9021
To: Redevelopment Commission
From: Jennifer Laurent
Subject: Amendment to Development Agreement & Contract for Sale, Jeffcourt,
Inc. (St Joseph & Jefferson St)
Date: September 2, 2008
Jeffcourt Inc. entered into a development agreement and contract for sale of land for the St Joseph &
Jefferson Street property on June 6, 2008 for the construction of a Courtyard by Marriott and
Fairfield Suites hotel. Since that date staff has been working through the necessary steps
contemplated in the contract to vacate a portion of DeRue Court and the Hall of Fame parking ]ot to
the north, in order to consolidate the disposition parcel with the additional land area required by the
development. F;asement releases have been granted by all but one utility, and we are working
through that currently with the City Engineer and NIPSCO. A contract amendment is before you
today that allows for a little more time (I 50 days) to complete this due diligence phase, and also
addresses our concern that public parking be provided until that time that construction begins. fay
this amendment, the Commission would be allowed to lease back the property after closing, provided
we assume responsibility for the expenses and management of parking, until either the developer
begins cacavation work on the site or March 15, 2009.
Your approval of the amendment is recommended.
To Commission re addendum.doc What We Do Today Makes A Difference!
FIRST AMENDMENT
TO
CONTRACT FOR SALE OF LAND FOR PRIVATE DEVELOPMENT
AND
DEVELOPMENTAGREEMENT
This FirstAmendmenttc Contract for Sale of Land for Private Developmentand Development
Agreement (the "Amendment"), executed this _ day of September, 2008, by and between Jeffcourt, Inc.
(the "Developer"), and the South Bend Redevelopment Commission (the "Commission"), Witnesses:
Recitals
WHEREAS, Developer and Commission have entered into that certain Contract for Sale of
Land for Private Development dated June 6, 2008 (the "Sale Contract");
WHEREAS, Developer and Commission have entered into that certain Development
Agreement dated June 6, 2008 (the "Development Agreement"); and
WHEREAS, Developer and Commission seek to amend the Sale Contract and the
Development Agreement;
Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are acknowledged hereby, Developer and Commission agree as follows:
1. Due Diligence Period. The Due Diligence Period shall be extended for a period of 60 days.
Accordingly, the introductory paragraph of Subsection XIIIB of the Sale Contract hereby is amended to read
as follows:
"B. Conditions of Performance. The obligations of the DeveloperunderthisContractare
subject to the satisfaction of the following conditions within: (i) 150 days after the date hereof
(the "Due Diligence Period"); or (ii) such other period as is set forth in this subsection;
unless waived in writing by the Developer."
The parties agree that the Due Diligence Period shall expire on November 4, 2008.
2. Closing Date. Pursuant to Subsection IIB of the Sale Contract, the closing with respect to the
conveyance of the Property (the "Closing") is to occur on or before October 15, 2008. As a result of the
extension of the Due Diligence Period pursuant to Section 1 of this Amendment, Subsection IIB of the Sale
Contract, entitled "Time and Place of Closing on Sale of the Property", hereby is amended to extend the
outside date for the Closing to December 15, 2008.
3. Lease Back Option. Notwithstanding anything to the contrary set forth in the Sale Contract or the
DevelopmentAgreement, Developermayelectto lease the Propertybackto Commission foruseas a parking
lot for the period (the "Lease Period"): (a) commencing on the date of the Closing; and (b)ending on the first
to occur of: (i) the Outside Commencement Date (which is March 15, 2009); or (ii) such earlier date on which
Developerintendsto commence excavation, which date shall be: (A) identified by Developer in a written notice
delivered to Commission; and (B) at least 30 days after the date on which such notice is delivered to
Commission. If Developer elects to lease the Property back to Commission forthe Lease Period, then, during
the Lease Period, Commission shall be responsible for all expenses, obligations, and liabilities in connection
with the operation of the Property (including, without limitation, routine maintenance and repairs, utility
charges, and the maintenance of customary insurance coverages); provided that, notwithstanding the
foregoing Developer shall pay prior to delinquency all real estate taxes with respect to the Property that are
due and payable during the Lease Period.
4. Miscellaneous. Capitalized terms used but not defined herein shall have the meanings ascribed to
such terms in the Sale Contract and/or the Development Agreement, as applicable. In the event of any
conflict between the Sale Contract and/or the Development Agreement and this Amendment, the terms and
conditions of this Amendment shall control. Except as expressly provided in this Amendment, all of the terms
and conditions of the Sale Contract and the Development Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, Developerand Commission have executed this Amendment as
of the date set forth above.
JEFFCOURT, INC.
By:
Lawrence E. Burnell, Vice-President
CITY OF SOUTH BEND, BY ITS
DEPARTMENT OF REDEVELOPMENT
B y:
Marcia I. Jones, President, South Bend
Redevelopment Commission
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