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HomeMy WebLinkAboutResolution No. 44 - Assignment And Assumption Of Garage-Related Agreements (RDC-BPW) [SIGNED]RESOLUTION NO. 44-2016 A RESOLUTION OF THE SOUTH BEND BOARD OF PUBLIC WORKS ACCEPTING THE TRANSFER OF THE WAYNE STREET PARKING GARAGE FROM THE SOUTH BEND REDEVELOPMENT COMMISSION, ACCEPTING THE ASSIGNMENT OF CERTAIN PARKING GARAGE -RELATED AGREEMENTS FROM THE SOUTH BEND REDEVELOPMENT COMMISSION, AND APPROVING AN AGENCY AGREEMENT WITH THE SOUTH BEND BOARD OF PARK COMMISSIONERS FOR PARKING GARAGE MANAGEMENT AND PARKING ENFORCEMENT WHEREAS, the City of South Bend, Indiana, Board of Public Works (the "Board") has custody of and may maintain real property owned by the City of South Bend, Indiana (the "City") pursuant to Ind. Code 36-9-6-3 and may maintain and operate municipal parking facilities pursuant to Ind. Code 36-9-11; and WHEREAS, the South Bend Redevelopment Commission, the governing body of the City of South Bend, Indiana, Department of Redevelopment (the "Commission"), exists and operates pursuant to Ind. Code 36-7-14; and WHEREAS, on September 15, 2016, the Commission adopted its Resolution No. 3361 providing for the transfer of the parking facility located at 121 E. Wayne Street in the City and commonly known as the Wayne Street Parking Garage (the "Wayne Street Garage") to the Board and thereunder executed a warranty deed conveying the Wayne Street Garage to the Board (the "Warranty Deed"); and WHEREAS, the Board desires to accept the Commission's conveyance of the Wayne Street Garage to the Board consistent with the Board's powers under Ind. Code 36-9-11; and WHEREAS, in order to consolidate and clarify certain contractual arrangements concerning the Wayne Street Garage, the parking facility located at 126 N. Main Street (the "Main Street Garage"), and the parking facility located at 109 W. Jefferson Boulevard (the "Leighton Garage") (collectively, the "Garages"), the Commission's Resolution No. 3361 provided for the assignment of certain Garage -related agreements to the Board, and the Commission executed that certain Assignment And Assumption Of Garage -Related Agreements, attached hereto as Exhibit A (the "Assignment"); and WHEREAS, the Board desires to accept the Commission's assignment of certain agreements pertaining to the Garages as set forth in the Assignment; and WHEREAS, the Board desires to appoint the City of South Bend Parks and Recreation Department, acting by and through its Board of Park Commissioners (the "Parks Department"), as the Board's agent to manage and to contract for the management of parking operations in the Garages and, pursuant to the Board's authority under South Bend Municipal Code Sec. 20-17, to contract for the enforcement of parking regulations in the Garages and on public rights -of -way; and NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND BOARD OF PUBLIC WORKS AS FOLLOWS: 1. The Board hereby approves and accepts the Commission's conveyance of the Wayne Street Garage to the Board. 2. The Board hereby approves, and will execute simultaneously with this Resolution, the Assignment attached hereto as Exhibit A. 3. The Board hereby approves, and will execute simultaneously with this Resolution, the Agency Agreement between the Board and the Parks Department (the "Agency Agreement") attached hereto as Exhibit B. 4. The Board hereby authorizes and instructs David Relos, a member of the Board, to accept the Warranty Deed for the Wayne Street Garage, to deliver the Agency Agreement to the Parks Department, and to take on behalf of the Board all necessary administrative actions to accomplish the purposes of this Resolution, including recordation of the Warranty Deed in the Office of the Recorder of St. Joseph County. 5. This Resolution will be in full force and effect upon its adoption by the Board. [Signature page follows.] ADOPTED at a regular meeting of the South Bend Board of Public Works held on September 27, 2016, at 1308 County -City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. CITY OF SOUTH BEND BOARD OF PUBLIC WORKS Gary Gilot,' President Therese Dora�i u, ^ ,enher N_.I f— Eliza eth�Maradik, Member Mueller, Member Relos, ATTEST: ridda Martin, Clerk 4000.0000013 34069889.002 EXHIBIT A Assignment And Assumption Of Garage -Related Agreements ASSIGNMENT AND ASSUMPTION OF GARAGE -RELATED AGREEMENTS This Assignment And Assumption Of Garage -Related Agreements (this "Assignment") dated as of September 27, 2016 (the "Effective Date"), is entered into by and between the City of South Bend, acting by and through its Board of Public Works (the "Board"), and the City of South Bend, Department of Redevelopment, acting by and through its governing body, the South Bend Redevelopment Commission (the "Commission") (each a "Party" and collectively the "Parties"). RECITALS A. The City of South Bend (the "City"), through its governing bodies, has constructed, equipped, maintained, and operated the parking facilities located at 126 N. Main Street (the "Main Street Garage"), 109 W. Jefferson Boulevard (the "Leighton Garage"), and 121 E. Wayne Street (the "Wayne Street Garage") (collectively, the "Garages"). B. The Board holds equitable title to the Main Street Garage and the Leighton Garage. C. By the warranty deed dated September 15, 2016, which the Board accepted on September 27, 2016, as stated in Resolution No. 44-2016, the Commission conveyed to the Board legal title to the Wayne Street Garage. D. Consistent with the consolidation of the Board's ownership of the Garages, the Commission desires to assign to the Board all of the Commission's rights, interests, and obligations in, to, and under certain agreements with respect to the Garages, and the Board desires to accept the assignment thereof and assume the Commission's rights, interests, and obligations thereunder. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. Assignment. The Commission hereby transfers, assigns, and conveys, all of the Commission's rights, interests, and obligations in, to, and under the following agreements (collectively, the "Assigned Agreements"): (a) Ground and Airspace Lease by and between the Commission and Leighton Plaza Offices, LLC, as successor -in -interest to Riggs & Company, a division of Riggs Bank N.A., trustee of the Multi -Employer Property Trust, dated March 6, 1998, attached hereto as Exhibit 1 (for property located at 130 S. Main Street and adjacent to and above the Leighton Garage); (b) Ground Lease by and between the Commission and Memorial Hospital of South Bend, Inc., dated January 23, 1998, attached hereto as Exhibit 2 (for property located at 111 W. Jefferson Boulevard and adjoining and above the Leighton Garage); (c) Lease by and between the Commission and J Weldy, LLC; as successor - in -interest to Bruno Cataldo, dated August 1, 2010, as amended by the Second Amendment to Lease, dated January 13, 2014, collectively attached hereto in reverse chronological order as Exhibit 3 (for property located in the ground level of the Leighton Garage); (d) Lease by and between the Commission and First Church of Christ Scientist South Bend, dated September 7, 2007, as amended by the First Amendment to Lease, dated August 16, 2012, collectively attached hereto in reverse chronological order as Exhibit 4 (for property located in the ground level of the Leighton Garage); (e) Lease by and between the Commission and Le Peep of South Bend, Inc., dated October 20, 2000, as amended by the First Amendment to Lease, dated February 13, 2003, the Second Amendment to Lease, dated November 2, 2007, the Third Amendment to Lease, dated November 1, 2008, and the Fourth Amendment to Lease, dated May 10, 2011, collectively attached hereto in reverse chronological order as Exhibit 5 (for property located in the ground level of the Leighton Garage); (f) Lease by and between the Commission and Gordon Ventures, LLC d/b/a Edible Arrangements, dated October 11, 2012, attached hereto as Exhibit 6 (for property located in the ground level of the Leighton Garage); (g) Lease by and between the Commission and Times Five, LLC d/b/a Linden Grill, dated April 27, 2016, attached hereto as Exhibit 7 (for property located in the ground level of the Leighton Garage); (h) Lease by and between the Commission and Michiana Brewer's Supply LLC, dated June 1, 2014, as amended by the First Amendment to Lease dated June 13, 2016, collectively attached hereto in reverse chronological order as Exhibit 8 (for property located in the ground level of the Leighton Garage); (i) Lease by and between the Commission and Sonja Young d/b/a Vesuvio's Pizza, dated July 26, 2011, as amended by the First Amendment to Lease, dated December 22, 2014, collectively attached hereto in reverse chronological order as Exhibit 9 (for property located in the ground level of the Wayne Street Garage); and (j) Commercial Property Management and Leasing Agreement by and between the Commission and Bradley Company, LLC, dated February 1, 2015, attached hereto as Exhibit 10 (relating to management and leasing of retail space in the Leighton Garage and the Wayne Street Garage). 2. Assumption. The Board hereby assumes all rights, interests, and obligations of the Commission under the terms and provisions of the Assigned Agreements, whether presently existing or arising after the date of this Assignment. 3. Successors and Assigns. This Assignment shall be binding on and inure to the benefit of the Commission and the Board and their respective successors -in -interest and permitted assigns. 4. Consent. In accordance with the respective terms of the Assigned Agreements, no third parry's consent is required to carry out the assignment and assumption stated herein. IN WITNESS WHEREOF, the Commission and the Board have executed this Assignment And Assumption Of Garage -Related Agreements as of the Effective Date stated above. SOUTH BEND REDEVELOPMENT 7CQMMISSION C/ .. Marcia 1. Jones, Preside ATT ST: W e D nald E. Inks, Secretary 4000.0000013 56552052.002 CITY OF SOUTH BEND BOARD OF PUBLIC WORKS Gary Gilot, President Therese Dorau, Member Elizabeth Maradik, Member James Mueller, Member David Relos, Member ATTEST: Linda Martin, EXHIBIT B Agency Agreement AGENCY AGREEMENT This Agency Agreement (this "Agreement") dated as of October 17, 2016 (the "Effective Date"), is entered into by and between the City of South Bend, acting by and through its Board of Public Works (the "BPW"), and South Bend Parks and Recreation Department, acting by and through the South Bend Board of Park Commissioners (the "Parks Board") (each a "Party" and collectively the "Parties"). RECITALS A. The City of South Bend (the "City"), through its governing bodies, has constructed, equipped, maintained, and operated the parking facilities located at 126 N. Main Street (the "Main Street Garage"), 109 W. Jefferson Boulevard (the "Leighton Garage"), and 121 E. Wayne Street (the "Wayne Street Garage") (collectively, the "Garages"). B. The BPW holds legal or equitable title to each of the Garages and maintains and operates the Garages pursuant to Ind. Code 36-9-11. C. The BPW desires to appoint the Parks Board as the BPW's agent to manage and to contract for the management of parking operations in the Garages and, pursuant to the BPW's authority under South Bend Municipal Code Sec. 20-17, to contract for the enforcement of parking regulations in the Garages and on public rights -of -way. D. The Parks Board desires to accept the BPW's appointment on the terns set forth in this Agreement. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. Appointment and Acceptance; Limitation. The BPW hereby appoints and authorizes the Parks Board as the BPW's agent to act on the BPW's behalf for the purposes stated in this Agreement. The Parks Board hereby accepts said appointment and authority. Under this Agreement, the Parks Board is neither required nor permitted to act as the BPW's agent with respect to the storefront retail space contained within the Leighton Garage or the storefront retail space contained within the Wayne Street Garage. 2. Operations. The Parks Board will carry out all necessary or appropriate functions related to the management and operations of vehicular parking in the Garages. The Parks Board is hereby authorized to contract, in accordance with applicable laws and procedures, with third parties for the provision of necessary goods and services to carry out the management and operations of vehicular parking in the Garages. 3. Garage and On -Street Enforcement. In accordance with the BPW's authority under South Bend Municipal Code Sec. 20-17, the Parks Board is hereby authorized to contract, in accordance with applicable laws and procedures, with third parties for the enforcement of parking regulations in the Garages and on public rights -of -way. 1 4. Termination. This Agreement, and the authority granted herein, will terminate upon thirty (30) days' written notice by either Party to the other in advance of the date of termination. 5. Cooperation. As needed on a case -by -case basis, the Parties agree to cooperate with one another to carry out the purposes of this Agreement. 6. Successors and Assigns. This Agreement shall be binding on and inure to the benefit of the BPW and the Parks Board and their respective successors -in -interest and permitted assigns. This Agreement may not be assigned by any Party without the prior written consent of the other Party. IN WITNESS WHEREOF, the BPW and the Parks Board have executed this Agency Agreement to be effective as of the Effective Date stated above. CITY OF SOUTH BEND SOUTH BEND BOARD OF PARK BOARD OF PUBLIC WORKS COMMISSIONERS Gary Gilot, President Therese Doran, Member Elizabeth Maradik, Member James Mueller, Member David Relos, Member ATTEST: Linda Martin, Clerk 4000.0000013 46480867.002 Mark Neal, President Aimee Buccellato, Member Dan Farrell, Member Amy Hill, Member ATTEST: Eva Ennis PA BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date September 20, 2016 Name David Relos Department DCI BPW Date September 27, 2016 Phone Extension 5836 Required Prior to Submittal to Board Legal ® Attorney Name Ben Dougherty Controller El greater review is required for all Contracts $5,000.00 or more and greater than one year in length per the City Purchasing Policy Purchasing ❑ L Check the Appropriate Item Type — Required for All Submissions ❑ Agreement ❑ Contract ❑ Proposal ❑Addendum ❑ Professional Services ® Resolution ❑ Bid Opening ❑ Bid Award ❑ Req. to Advertise ❑ Title Sheet ❑ Quote Opening ❑ Quote Award ❑ Change Order No. ❑ C/O & PCA No. ❑ PCA ❑ Ease/Encroach. ❑ Traffic Control ❑ Other: Required Information Company or Vendor Name Redevelopment Commission & Parks Dept. New Vendor MBE/WBE Contractor Project Name Project Number Funding Source Account No. Amount Terms of Contract Purpose/Description Amount of Yes ❑ No ❑ If Yes, Approved by Purchasing MBE ❑ WBE RDC approved transfer and Assignment / Assumption on Sept. 15 Resolution 44-2016: BPW accepting the transfer of the Wayne St. Garage and the Assignment and Assumption of Garage Related Agreements from the RDC and Agency Agreement delegating parking garage management duties to the Parks Dept. ❑ Required Contractor's Certification Form Attached (Non - Collusion, Non -Discrimination, Non -Debarment, E-Verify, Iran, etc. Required For Change Orders Only Increase Decrease Previous Amount Current Percent of Change: New Amount Total Percent of Change: Copy Original El 0 ® ❑ ® ❑ BPW & Parks Ben Dougherty David Relos Dispersal After Approval