HomeMy WebLinkAbout5A3 First Amendment to Development Agreement St Joseph County Airport AuthorityFIRST AMENDMENT TO DEVELOPMENT AGREEMENT
THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT (this "First
Amendment "), dated as of July 28, 2016 (the "Effective Date "), is made and entered into between
the City of South Bend Department of Redevelopment, by and through its governing body, the
South Bend Redevelopment Commission (the "Commission "), and the St. Joseph County Airport
Authority ( "SBN "), organized and duly existing under the laws of Indiana (the Commission and
SBN being sometimes referred to herein individually as a "Party" and collectively as the "Parties ").
RECITALS
WHEREAS, the Commission and SBN entered into that certain Development
Agreement dated December 17, 2015 (the "Development Agreement "); and
WHEREAS, the Development Agreement provides for the transfer of the
Annexation Parcels owned by SBN to the City's Board of Public Works; and
WHEREAS, the Annexation Parcels will be accepted by the Commission, rather
than the Board of Public Works; and
WHEREAS, to establish the Commission as the intended grantee of the Annexation
Parcels under the terms of the Development Agreement, the Parties desire to amend the
Development Agreement in accordance with this First Amendment.
NOW, THEREFORE, in consideration of the foregoing and of the mutual
covenants and agreements herein contained, the adequacy of which is hereby acknowledged, the
Parties agree as follows:
1. The foregoing Recitals are incorporated into the operative provisions of this
First Amendment as if fully set out herein. Capitalized terms used in this First Amendment will
have the meanings set forth in the Development Agreement unless otherwise stated herein.
as follows:
2. Section 7 of the Development Agreement is amended to read in its entirety
"Immediately upon the Effective Date of this Agreement, SBN will begin its
application for all approvals, including, without limitation, approval from the FAA,
necessary for SBN's conveyance of the real property described in attached Exhibit
C and attached Exhibit C1, (the "Annexation Parcels ") to the Commission.
Promptly upon receiving the necessary approvals, SBN shall transfer the
Annexation Parcels to the Commission pursuant to a written agreement to be
negotiated in good faith by SBN and the Commission, provided that the following
conditions have first been satisfied: (1) SBN has completed its voluntary annexation
of the Annexation Parcels into the City pursuant to Section 8 of this Agreement;
and (2) the Commission has completed, to the Commission's satisfaction (as
determined in the Commission's sole discretion), all of its due diligence concerning
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the Annexation Parcels, including, without limitation, its review of title and
environmental matters. The written agreement to be negotiated will provide that
SBN will convey the Annexation Parcels to the Commission by corporate special
warranty deed, but SBN will make no further warranties concerning the quality or
fitness of the Annexation Parcels and will agree to convey them to the Commission
in as -is condition. The conveyance of the Annexation Parcels will be subject to (i)
applicable FAA regulations concerning the use of the Annexation Parcels in light
of their proximity to the Airport, and (ii) a restriction that the Annexation Parcels
not be used for residential purposes or other non - compatible uses as recommended
by the FAA. Notwithstanding anything herein to the contrary, SBN's receipt of all
necessary approvals to convey the Annexation Parcels, such that it will be entitled
to do so freely without delay or cost to the City or Commission, is a condition
precedent to all of the Commission's obligations under this Agreement, including
without limitation its obligation to expend funds for the Ramp Project."
3. Both instances of the term "City" appearing in Section 9 of the
Development Agreement are replaced by the term "Commission."
4. Unless expressly modified by this First Amendment, the terms and
provisions of the Development Agreement remain in full force and effect.
IN WITNESS WHEREOF, the Parties have duly executed this First Amendment
to Development Agreement to be effective as of the Effective Date stated above.
[Signature page follows.]
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CITY OF SOUTH BEND,
DEPARTMENT OF REDEVELOPMENT
Printed Name and Title
South Bend Redevelopment Commission
ATTEST:
Signature
Printed Name and Title
South Bend Redevelopment Commission
ST. JOSEPH COUNTY AIRPORT AUTHORITY
Signature
Printed Narne and Title
ATTEST:
Printed Narne and Title
4000.0000035 48300354.001