Real Property Transfer Agreement - South Bend Heritage Foundation

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REAL PROPERTY TRANSFER AGREEMENT This Real Property Transfer Agreement is entered into as of November 28" 2023 (the "Effective Date"), by and between 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") and the South Bend Heritage Foundation, Inc. (the "Organization"), an Indiana non-profit corporation, with its registered address being 803 Lincoln Way West South Bend, IN 46616 (the "Organization") (each a "Party," and together the "Parties"). RECITALS A. The City is a municipal corporation existing and operating pursuant to the laws of the State of Indiana. B. The Organization is an Indiana non-profit corporation organized exclusively to conduct, support, encourage, and assist such charitable, educational, and other programs and projects as are described both in Section 170(c)(2)(B) and 501(c)(3) of the Internal Revenue Code and is exempt from federal income taxation under Section 501(c)(3) of the Internal Revenue Code. C. The City owns certain real property described in attached Exhibit A (the "Properties"). D. The Organization desires to acquire ownership of the Properties from the City for the opportunity to apply for low-income housing tax credits ("LIHTC") and desires to enter into an agreement for acquisition of the Properties. E. Pursuant to I.C. 36-1-114 (b)(7), a sale or lease of property by the City to an Indiana non-profit corporation organized for educational, literary, scientific, religious, or charitable purposes that is exempt from federal income taxation under Section 501 of the Internal Revenue Code is not subject to the disposition requirements of I.C. 36-1-11. F. The City, acting by and through the Board of Public Works, has determined that conveying the Properties to the Organization under the terms of this Agreement is in the best interests of the residents of the City. NOW, THEREFORE, in consideration of the mutual covenants stated herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and the Organization agree as follows: 1. Qualifications of Organization. The Organization represents and warrants that (a) it is a non-profit corporation organized under the laws of the State of Indiana; (b) the Organization's updated articles of incorporation dated November 121h 1993 (the "Articles"), attached hereto as Exhibit B, have not been superseded or amended and currently remain in full force and effect; and (c) the Organization is currently exempt from federal income taxation as stated in the Internal Revenue Service letter dated July 17, 1992 attached hereto as Exhibit C.