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CONTRACT FOR PURCHASE AND SALE <br />This CONTRACT OF PURCHASE AND SALE (this "Agreement "), dated as of <br />December 12, 2013, is entered into between CURTIS PRODUCTS, INC., an Indiana corporation <br />(the "Company "), as purchaser, and the SOUTH BEND REDEVELOPMENT COMMISSION <br />(the "Commission "), existing and operating under the provisions of Indiana Code § 36 -7 -14, as <br />amended, as seller. <br />In consideration of the mutual covenants and conditions contained herein, the Company <br />and the Commission hereby agree as follows: <br />1. The Property. The Commission owns fee simple title to improved land <br />commonly known as 401 North Bendix Drive, South Bend, Indiana 46628 with the legal <br />description as described on Exhibit "A " hereto. In this Agreement, that land and all buildings <br />and other improvements thereon (including but not limited to the buildings commonly identified <br />as Building 100 and Building 101) and all rights and appurtenances related thereto are referred to <br />collectively as the "Property ". The Property is further depicted on the Real Property Illustration <br />attached as Exhibit "B ". <br />The Commission has completed the disposition process under Indiana Code § 36 -7 -14- <br />22 and desires to sell the Property to the Company under the terms and conditions set forth <br />herein pursuant to Indiana Code § 36- 7- 14- 22(h). <br />2. Environmental Condition. In connection with this Agreement, the Commission <br />has furnished to the Company various environmental reports listed on Exhibit "C" hereto (the <br />"Environmental Reports ") indicating that the soils and groundwater of the Property were and <br />continue to be contaminated as described therein. In order to address such contamination, <br />Honeywell International, Inc. ( "Honeywell ") has entered into a voluntary remediation agreement <br />with the voluntary remediation program of the Indiana Department of Environmental <br />Management and the Company will receive with respect to the Property a "no further action" <br />letter or certificate of completion and covenant not to sue from the Indiana Department or <br />Environmental Management ( "IDEM "). In addition, the Commission has provided the Company <br />its indemnification as to environmental matters pursuant to an Environmental Indemnity <br />Agreement, of even date with this Agreement (the "Environmental Agreement "), attached as <br />Exhibit "D". The Company has also obtained a phase I environmental site assessment report <br />with respect to the Property, dated April 11, 2013, from the consulting firm of Jones Petrie <br />Rafinski (the "JPR Environmental Report") and on April 12, 2013 filed with IDEM its <br />application for a so- called "comfort letter" with respect to the Property. IDEM has issued a <br />letter to Curtis, dated August 16, 2013, with respect to the Property (the "Comfort Letter "). At <br />the Closing (as defined in Section 14), the Commission will reimburse the Company for up to <br />$35,000 of its costs (including fees and disbursements of counsel and consultants) to prepare the <br />application for the Comfort Letter and to pursue with IDEM obtaining the Comfort Letter. <br />3. Agreement to Purchase and Sell the Property. On and subject to the terms and <br />conditions of this Agreement, the Commission hereby agrees to sell the Property to the Company <br />and the Company hereby agrees to purchase the Property. <br />1 <br />