Ch. 407                                    1996 LAWS OF MARYLAND

1.       Whereby Ocean City agrees to market, promote, and operate
the Ocean City Convention Center facility in a manner which maximizes the Ocean City
Convention Center's economic return (which shall not be construed to require gambling
activities in the Ocean City Convention Center), and to maintain and repair the Ocean
City Convention Center facility so as to keep the Ocean City Convention Center facility in
first class operating condition; and

2.       That includes provisions that:

A.      Protect the Authority's and Ocean City's respective
investment in the Ocean City Convention Center facility;

B.      Require the Authority and Ocean City to each contribute to
operating deficits and a capital improvement reserve fund, for the period beginning upon
the completion of the expanded and renovated Ocean City Convention Center facility and
continuing during the period that the Authority's Ocean City Convention Center facility
bonds are outstanding, as follows:

I.       The Authority shall contribute one-half and Ocean City shall
contribute one-half to annual operating deficits;

II.      The Authority and Ocean City shall each annually contribute
$50,000 to an appropriate Capital Improvement Reserve Fund; and

III.    Ocean City shall be solely responsible for all operating
deficits and capital improvements prior to the completion of the expanded and renovated
Ocean City Convention Center facility and after the repayment of the Authority's Ocean
City Convention Center facility bonds; and

C.      Provide for remedies upon default which include the right of
the Authority, in the event of a material default by Ocean City which has not been
corrected after a reasonable notice and cure period, to immediately assume responsibility
for maintenance and repairs of the Ocean City Convention Center facility and offset the
costs of such maintenance and repairs against other amounts owed by the Authority to
Ocean City, whether under the operating agreement with Ocean City or otherwise; AND

(7) WITH RESPECT TO SITE ACQUISITION AND CONSTRUCTION OF THE
MONTGOMERY COUNTY CONFERENCE CENTER FACILITY, HAS SECURED, AS
APPROVED BY THE BOARD OF PUBLIC WORKS:

(I) A LEASE OR OTHER WRITTEN AGREEMENT WITH
MONTGOMERY COUNTY PURSUANT TO WHICH:

1. MONTGOMERY COUNTY:

A. AGREES TO PAY RENTAL OR OTHERWISE PROVIDE
ANNUAL APPROPRIATIONS TO THE AUTHORITY TO SECURE THE PRINCIPAL
AMOUNT OF THE AUTHORITY'S BONDS FOR THE MONTGOMERY COUNTY
CONFERENCE CENTER THAT ARE NOT TAX SUPPORTED DEBT OF THE STATE; AND

B. AGREES THAT THE COUNTY'S RENTAL OR OTHER
APPROPRIATIONS BE MADE UNDER SUCH TERMS AND CONDITIONS AS THE

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