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HomeMy WebLinkAboutAuthorizing the execution of a contract for the purchase of certain disposition parcels inthe Urban Renewal Central Downtown Project RESOLUTION 200-68 RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF SOUTH BEND AUTHORIZING THE EXECUTION OF A CONTRACT FOR THE PURCHASE OF CERTAIN DISPOSITION PARCELS IN THE URBAN RENEWAL CENTRAL DOWNTOWN PROJECT, NO. IND. R-66 FOR PARKING PURPOSES , AS AMENDED. WHEREAS, the United States of America has approved Part I of the Application for Loan and Grant for a certain project identified as the Central Downtown Project, Ind. R-66, and WHEREAS, it is anticipated that the City of South Bend, Department of Redevelopment, will enter into a certain Loan and Capital Grant Contract with the Government for said project, and WHEREAS, the Common Council of the City of South Bend has approved the Urban Renewal Plan of said project, which provides for certain municipal parking structures to be constructed in said project area, and WHEREAS, the United States of America has requested assurance that the municipal parking structures will be constructed in accordance with the Urban Renewal Plan, and WHEREAS, an Agreement between the City of South Bend and the Department of Redevelopment has been sub- mitted to the Common Council for its approval, which provides for the purchase and construction of municipal parking structures on land within said project area and more particularly described in said Agreement, all sub- ject to the successful sale of revenue bonds for the financing of the purchase of land and construction of said municipal parking structures, NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of South Bend, that the proposed Agreement between the City of South Bend and the De- partment of Redevelopment providing for the purchase of real estate described in said Agreement and for the construction of municipal parking structures subject to compliance thereon is hereby approved,/ and the Mayor and Clerk in all respect with of the City of South Bend are hereby authorized to applicable State and execute said Agreement for and on behalf of the City Local Laws_, of South Bend. Ist do 2nd REAOII'IS OOI TTTEE OF Ti�E *IDLE PUBLIC NEAR!t S 3rd READING NOT A PROVED KATHRYN L. BLOUGH REFEIRM 71TY CLEM SOUTH BEND, IND. PASSED r -2- Submitted for consideration this 2-!3-.4Q , day of 1968. J Member of the Common Council ZAJ, J Presidentlof the Common Council Adopted by the Common Council of th City of South Bend, St, Joseph County, Indiana, thisday of , 1968 . Presented by me to the Mayor of South Bend, Indiana, this o2l0ZV day of� 1968. Kat yn L. Blough, y Clerk Approved and signed by me this day of , 1968 . Lloyd M. Allen, Mayor r CONTRACT FOR SALE OF LAND FOR REDEVELOPMENT BY A, PUBLIC BODY THIS AGREEMENT, hereinafter called the "Agreement" , • entered into as of the 16thday of December , 1968 , by and between the City of South Bend, Indiana, Department of Redevelopment, hereinafter called the "Agency" , having its principal office at 120 West LaSalle Avenue, South Bend, Indiana, and the City of South Bend, Indiana, hereinafter called the "City" , WITNESSETH: WHEREAS, in furtherance of the objectives of the Redevelopment of Cities and Towns Act of 1953, the Agency has undertaken a program for the renewal of slum and blighted areas in the City of South Bend, and in this connection is carrying out an urban renewal project known as the "Central Downtown Project (Ind. R-66) ", hereinafter called the "Project" , in an area of the City, hereinafter called the "Project Area" ; and WHEREAS, as of the date of this Agreement there has been prepared an urban renewal plan for the Project, consist- ing of "the 'Urban Renewal Plan for the Central Downtown Area' , approved by the Agency on April 4, 1968, by Resolution No. 215, and by the Common Council of the City of South Bend on September 10, 1968, by Resolution No. 193-68, which Plan is hereinafter called the "Urban Renewal Plan" ; and WHEREAS, in order to enable the Agency to achieve the objectives of the Urban Renewal Plan, and particularly to make the land in the Project Area available for redevelopment by private enterprise and appropriate public bodies in accordance with applicable provisions of the Urban Renewal Plan, both the Federal Government and the Agency will undertake to provide substantial aid and assistance to the Agency through a Contract for Loan and Capital Grant; and WHEREAS, the Agency has offered to sell and the City, subject to the successful sale of revenue bonds, is willing to purchase in various stages certain real property located in the Project Area, consisting of four separate parcels of land (hereinafter called "Property") more particularly described in Schedule A annexed to this Agreement and made a part hereof, and to redevelop the Property in various stages for and in accordance with the uses specified therefor in the Urban Renewal Plan and in accordance with the Agreement; and -2- WHEREAS, the Agency believes that the staged redevelop- ment of the Property in accordance with the Urban Renewal Plan and the Agreement, and the fulfillment generally of the Agree- ment, are in the vital and best interests of the City and its residents, and in accord with the public purposes and provisions of the applicable Federal, State and local laws and requirements under which the Project has been undertaken and is being carried out: NOW THEREFORE, each of the parties hereto, for and in consideration of the premises and the mutual obligations herein, does hereby covenant and agree with the other as follows: ARTICLE I . GENERAL TERMS OF SALE AND CONVEYANCE OF PROPERTY Sec. 1. Sale of Property and Purchase Price. The Agency agrees it will take such actions as may be necessary pursuant to applicable Federal, State and local law to acquire any and all of the parcels of land which comprise the Property being sold under this Agreement. Subject to all the terms, covenants and conditions of this Agreement, the Agency will sell the Property to the City for, and the City will purchase the Property from the Agency at such time as the City has successfully sold revenue bonds for the purchase of land and construction of municipal parking structures and pay to the Agency therefor the aggregate amount as determined by the average of three independent appraisers in accordance with Indiana law in the total estimated sum of One Million Two Hundred Eighty-four Thousand Ninety-six Dollars ($1, 284, 096) , hereinafter called the "Purchase Price" , being the sum total of the separate Parcel Prices set forth-in Schedule B, each Parcel Price to be paid in cash or by such check as shall be satisfactory to the Agency simultaneously with the delivery of each deed con- veying the respective Parcels identified in the said Schedule B to the City. Sec. 2 . Conveyance. The Agency shall convey to the City good and merchantable fee simple title to each Parcel by quit- claim deed, hereinafter individually or collectively called the "Deed" . Such conveyance shall, in addition to all other conditions, covenants and restrictions set forth or referred to elsewhere in the Agreement, be subject to: (a) Such easements as it shall have been necessary for the Agency to dedicate or grant, or shall be necessary at the time of the conveyance for the Agency to dedicate, grant or reserve for future dedication or grant, all pursuant to the Urban Renewal Plan, for sewers, drains, water and gas distribution lines, electric, telephone and tele- graph installations, rights-of-way and access, walks, planting and other public or private utilities or facilities necessary to carry out the objectives of the Urban Renewal Plan; -3- (b) Applicable statutes of the Federal Government and applicable statutes, orders, rules and regula- tions of the State of Indiana; and (c) Land use, building and other special restrictions set forth in the Urban Renewal Plan, as approved. Sec. 3. Time and Place for Delivery of Deed. The Agency shall deliver the Deed and possession of the Parcels to the City on such take-down date as the parties hereto may agree in writing within three months after the successful sale of revenue bonds for each proposed parking structure set out in the Urban Renewal Plan. Provided, that if the Agency is unable to tender conveyance of any Parcel, or deliver possession thereof, in the manner and condition provided in this Agreement on the agreed take-down date for such Parcel, the take-down date for such Parcel shall be postponed to and shall become a date mutually agreeable to the Agency and the City not more than six months from the agreed take-down date for such Parcel. Conveyance shall be made at the principal office of the Agency and the City. shall accept such conveyance and pay to the Agency at such time and place the Parcel Price applicable to the Parcel or Parcels then conveyed, as set forth in Schedule B. Sec. 4. Proration of Current Taxes. The current real estate taxes, if any, on any Parcel which are a lien on the date of delivery of the Deed to 'the City shall be prorated between the Agency and the City as of the date of the delivery of the Deed. If the amount of the current taxes on the Parcel then being conveyed is not ascertainable on such date, the proration between the Agency and the City shall be on the basis of the amount of the most recently ascertainable taxes on such Parcel. Sec. 5. Recordation of Deed. The City shall promptly re- cord each Deed in the Office of the Recorder of St. Joseph County, Indiana, at its own expense. Sec. 6. Title Insurance. At the time the Deed and possession of any Parcel are delivered to the City, the Agency shall also deliver to the City, at no expense to the City, an owner' s policy of title insurance in an amount equal to the Parcel Price applicable to the Parcel then being conveyed, issued by a responsible title insurance company authorized to do business in the State of Indiana and guaranteeing good and merchantable fee simple title in the City subject to the terms, covenants and conditions of this Agreement and to those reservations, encumbrances and exceptions hereinabove set forth. -4- ARTICLE II . PREPAPUTION OF PROPERTY FOR REDEVELOPMENT . Sec. 1. Preparation of Property. The Agency shall, prior to conveyance of the Property and without expense to the City, prepare the Property for redevelopment by the City in accordance with the Urban Renewal Plan and the Agreement. Such preparation of the Property shall consist of the following (unless the Agency and the City hereafter agree in writing that any of such preparation shall not be done, or that it shall be done subsequent to the conveyance of the Property) : (a) Demolition and Removal. The demolition and removal to the surface elevation of the adjoining ground of all existing buildings, other structures and improvements on the Property, including the removal of all bricks, lumber, pipes, equipment and other mate- rial, and all debris and rubbish resulting from such demolition. (b) Reduction of Walls . The reduction of all walls, including foundation walls, to the surface elevation of the adjoining ground. (c) Breaking Up Basement Floors. The breaking up of all basement or cellar floors sufficiently to permit proper drainage. (d) Removal of Paving. The removal by the Agency or by the appropriate public body of all paving (including catch basins, curbs, gutters, drives, and sidewalks) within or on the Property. (e) Removal of Public Utility Lines. The removal or abandonment by the Agency or by the appropriate public body or public utility company of all public utility lines, installations, facilities, and re- lated equipment within or on the Property not deemed necessary by the Agency. Sec. 2 . Other Action by Agency Relating to Preparation. The Agency, without expense to the City or assessment or claim against the Property and prior to completion of the improvements (or at such earlier time or times as the City and the Agency may agree in writing) , shall, in accordance with the Urban Renewal Plan, provide or secure or cause to be provided or secured, the following: -5- (a) Vacation of Streets, Etc. The closing and vacation of all existing streets, alleys and other public rights-of-way either within or abutting on the Property. (b) Replatting, Resubdivision or Rezoning. The replatting, resubdivision or rezoning of the Property, if necessary, for the conveyance thereof to the City. (c) Improvements of Existing Streets. The improvement (by the Agency or by the appropriate public body) by resurfacing, rebuilding or new construction, in accordance with the technical specifications, standards, and practice of the City, of the existing streets, alleys or other public rights-of-way (including catch basins, curbs and gutters, drive and curb cuts, and drives between the property line of the Property and the public rights-of-way) abutting on the Property. (d) Construction and Dedication of New Streets. The construction (by the Agency or by the appropriate public body) , in accordance with the technical' specifications, standards, and practice of the City, and the dedication of all new streets, alleys, and other public rights-of-way (including catch basins, curbs and gutters) abutting on the Property. (e) Installation of Sidewalks. The installation (by the Agency or by the appropriate public body) , in accordance with the technical specifications, standards, and practice of the City, of public sidewalks along the frontage of the public streets abutting on the Property or within the rights-of- way lines of such public streets, together with sodding or seeding of any such public area between such sidewalks or the curb lines of such public streets. (f) Street Lighting, Signs and Fire Hydrants. The installation (by the Agency or by the appro- priate public body) , in accordance with the technical specifications, standards, and practices by the City, of street lighting, signs and fire hydrants in connection with all new streets abutting on the Property and to be constructed pursuant to this section. -6- (g) Installation of Public Utilities. The installation or relocation (by the Agency or by the appropriate public body or public utility company) of such sewers, drains, water and gas distribution lines, electric, telephone and telegraph lines, and all other public utility lines, installations and facilities as are necessary to be installed or relocated on or in connection with the Property by reason of the redevelopment contemplated by the Urban Renewal Plan and the development of the Property; Provided, that the Agency shall not be responsible for, nor bear any portion of the cost of, installing the necessary utility connections within the boundaries of the Property between the improvements to be con- structed on the Property. by the City and the water, sanitary sewer and storm drain mains or other public utility lines owned by the City or by any public utility company within or without such boundaries, or electric, gas, telephone or other public utility lines owned by any public utility company within or without such boundaries, and the City shall secure any permits required for any such installation without cost or expense to the Agency. ARTICLE III. CONSTRUCTION OF IMPROVEMENTS Sec. 1. Construction Required. The City will redevelop the Property by construction thereon of municipal parking structures essential to the Project (hereinafter called "Improvements") , and all plans and specifications and all work by the City with respect to such redevelopment of the Property and the construction of or the making of other improvements thereon, if any, shall be in conformity with the Urban Renewal Plan, the Agreement, and all applicable State and local laws. Upon written request of the Agency from time to time, the City will deliver to the Agency, to be re- tained by the Agency, plans with respect to the Improvements to be constructed or otherwise made by the City of the Property, in sufficient completeness and detail to show that the Improve- ments and construction thereof will be in accordance with the provisions of the Urban Renewal Plan and the Agreement. -7- Sec. 2 . Time for Construction. The City agrees for itself, its successors and assigns, and every successor in interest to the Parcels, and each Deed shall contain covenants on the part of the City for itself and such successors and assigns, that the construction of the Improvements referred to in Section 1 of this Article III shall, with respect to each Parcel, be commenced within three months after the Agency' s conveyance to the City of the Parcel on which such Improvements, or such part of the Improvements, are to be constructed and, except as otherwise provided in this Agreement, shall be com- pleted within thirty months after the Agency' s conveyance of such Parcel. It is intended and agreed, and each Deed shall so expressly provide, that the agreements and covenants of the Agreement pertaining to the Improvements shall be covenants running with the land and that they shall, in any event, and without regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in the Agreement, be to the fullest extent permitted by law and equity, binding for the benefit of the community and the Agency and enforceable by the Agency against the City, its successors and assigns, and every successor in interest to the Property, or any Parcel thereof or any interest therein. Sec. 3. Report on Progress. Subsequent to conveyance of any Parcel to the City and until construction of the Improve- ments on such Parcel has been completed, the City shall, upon written request of the Agency, make, in such detail as may reasonably be required by the Agency, and forward to the Agency a report in writing as to the- actual progress of the City with respect to such construction. During such period, the work of the City shall- be subject to inspection by the Agency. Sec. 4. Access to Property. Prior to delivery of possession of any Parcel to the City, the Agency shall permit the City access thereto, whenever and to the extent necessary to carry out the purposes of this and other sections or pro- visions of the Agreement; and, subsequent to such delivery, the City shall permit access to any Parcel by the Agency whenever and to the extent necessary to carry out the purposes of this and other sections or provisions of the Agreement. Sec. 5. Certificate of Completion. Promptly after completion of the Improvements on any Parcel in accordance with the provisions of the Agreement, the Agency shall furnish the City with an appropriate instrument so certifying. Such certification by the Agency shall be, and it shall be so -8- provided in each Deed and in the certification itself, a conclusive determination of satisfaction and termination of the agreement and covenants in the Agreement and in the Deed with respect to the obligations of the City, its successors and assigns, and every successor in interest to such Parcel, to construct the Improvements on such Parcel and the dates for the beginning and completion thereof. All certifications provided for in this Section shall be in such form as will enable them to be recorded in the Office of the Recorder of St. Joseph County, Indiana. ARTICLE IV. LAND USES Sec. 1. Restrictions on Land Use . The City agrees for itself, its successors and assigns, and every successor in interest to the Property, or any part thereof, and each Deed shall contain covenants on the part of the City for itself and such successors and assigns, that the City and such successors and assigns shall: (a) Devote the Property to, and only to and in accordance with, the uses specified there- for in the Urban Renewal Plan, as the same may hereafter be amended from time to time; and (b) Not discriminate upon the basis of race, color, religion, sex or national origin in the sale, lease or rental or in the use or occupancy of the Property or any Improvements erected or to be erected thereon, or any part thereof . Sec. 2 . Effect of Covenant; Period of Duration. It is intended and agreed, and each Deed shall so expressly provide, that the agreements and covenants provided in this Article IV shall be covenants running with the land and that they shall, in any event, o ,.d without regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in the Agreement, be, to the fullest extent permitted by law and equity, binding for the benefit and in favor of, and enforceable by, the Agency, its successors and assigns, and the United States in the case of the covenants provided in subdivision (b) of Section 1 of this Article IV, against the City, its successors and assigns, and every successor in interest to the Property, or any part there- of or any interest therein, and any party in possession or occupancy of the Property. It is further intended and agreed that the agree- ments and covenants provided in subdivision (a) of Section 1 of this Article IV shall remain in effect until thirty years from date that Part II of the Application for Loan and Grant is approved by the United States of America, at which time such agreements and covenants shall terminate, and that the agreements and covenants provided in subdivision (b) of such Section 1 shall remain in effect without limitation as to time . -9- Sec. 3. Enforceability by Agency and United States. In amplification, and not in restriction of the provisions of Section 2 of this Article IV, it is intended and agreed that the Agency shall be deemed a beneficiary of the agree- ments and covenants provided in Section 1 of this Article IV, and the United States shall be deemed a beneficiary of the covenants provided in subdivision (b) of such Section 1, both for and in their or its own right and also for the purposes of protecting the interests of the community and the other parties, public or private, in whose favor or for whose benefit such agreements and covenants have been pro- vided. Such agreements and covenants shall, and each Deed shall so state, run in favor of the Agency and the United States for the entire period during which such agreements and covenants shall be in force, without regard to whether the Agency or the United States is or has been an owner of any land or interest therein to, or in favor of, which such agreements and covenants relate . The Agency shall have the right, in the event of any breach of any such agreement or covenant, and the United States shall have the right, in the event of any breach of the covenants provided in subdivision (b) of Section 1 of this Article IV, to exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or any other beneficiaries of such agreement or covenant may be entitled. ARTICLE V. PROHIBITIONS AGAINST ASSIGNMENT AND TRANSFER Sec. 1. Representation as to Redevelopment. The City represents and agrees that its purchase of the Property shall be for the purpose of redevelopment of the Property in accordance with the Urban Renewal Plan and the Agreement. Sec. 2 . Prohibition Against Transfer of Property and Assignment. Except only by way of security for, and only for, the purpose of obtaining financing necessary to enable the City to perform its obligations with respect to making the Improvements under this Agreement, the City has not made or created, and will not, prior to the proper completion of the Improvements, as certified by the Agency, make or create, or suffer to be made or created, (a) any total or partial sale, conveyance or lease of the Property, or any part there- of or interest therein, or (b) any assignment of the Agree- ment, or any part thereof, or (c) any agreement to do any of the foregoing, without the prior written approval of the Agency. Such approval shall be on such condition as the Agency may in its exclusive discretion determine, including, but not limited to, the assumption by the proposed transferee, by instrument in writing, for itself and its successors and assigns, and for the benefit of the Agency, of all obligations of the City under the Agreement . -10- ARTICLE VI . REMEDIES Sec. 1 . Notice of Default. In the event of any default under or breach of any of the terms or conditions of the Agreement by either party hereto, or any successor or assign of, or successor in interest to, the Property or any part thereof, such party or successor shall, upon written notice from the other, proceed to remedy or cure such default or breach within sixty days after receipt of such notice . In case such action is not taken or diligently pursued or the default or breach shall not be cured or remedied within a reasonable time, the aggrieved party may institute such proceedings as may be necessary or desirable in its opinion to cure or remedy such default or breach or to obtain damages therefor, including but not limited to proceedings to compel specific performance by the party in default or breach of its obligation . Sec. 2 . Termination by City. In the event that the Agency does not tender conveyance of any Parcel, or possession thereof, in the manner and condition provided in the Agreement, and, except as otherwise provided in Section 3 of Article I_ of the Agreement, by the take-down date provided in Schedule B of the Agreement, and any such failure shall not be cured within sixty days after written demand by the City, then the Agreement shall, at the option of the City, be terminated as to such Parcel, and neither the Agency nor the City shall have any further -rights against or liability to the other under the Agreement as to such Parcel . Sec. 3. Termination by the Agency. In the event that prior to conveyance of any Parcel to the City and in violation of the Agreement the City (or any successor in interest) assigns or attempts to assign the Agreement or any rights therein, or in the Property, or any Parcel, or the City does not pay the Parcel Price for and take title to any Parcel upon proper tender of conveyance by the Agency pursuant to the Agreement, then the Agreement, and any rights of the City, or any successor or assign of the City or transferee, in the Agreement or arising therefrom, with respect to the Agency or those Parcels not conveyed to the City at such time, shall, at the option of the Agency, be terminated by the Agency as to those Parcels not conveyed to the City. In such event, except for the right of the Agency to damages for such breach afforded by law, neither the City (or assignee or transferee) nor the Agency shall have any further rights against or liability to the other -11- under the Agreement as to those Parcels not conveyed to the City at that time, but the Agreement shall remain in full force and effect as to any Parcel or Parcels which have been conveyed to the City at that time; provided further, that there shall be no liability upon the City whatsoever for failure to purchase any of the Property in part or in whole if the City is unable or in its opinion unable to effectuate or successfully consummate the sale of revenue bonds for the purchase of any Parcel and construction of parking structures thereon. Sec. 4. Delays Beyond Control of Parties. For the purposes of the Agreement, neither the Agency nor the City, as the case may be, nor any successor of either of them shall be considered in breach of or in default under its obligations with respect to the preparation of any Parcel for redevelopment, or the beginning and completion of construction of the Improvements on such Parcel, or progress in respect thereto, in the event of enforced delay in the performance of such obligations due to unforseeable causes beyond its control and without its fault or negligence including, but not restricted to, acts of God, acts of the public enemy, acts of the Government, acts of the other party, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather, or delays of sub- contractors due to such causes; it being the purpose and intent of this provision that, in the event of the occurrence of any such enforced delay, the time or times for performance of the obligations of the Agency with respect to the prepara- tion of any Parcel for redevelopment or the City with respect to construction of the Improvements on such Parcel, as the case may be, shall be extended for the period of the enforced delay; provided, that the party seeking the benefit of the provisions of this Section shall, within thirty days after the beginning of any such enforced delay, have first notified the other party thereof ' in writing, and of the cause or causes thereof and requested an extension for the period of the en- forced delay. Sec. 5 . Rights and Remedies Cumulative. The rights and remedies of the parties to the Agreement, whether provided by law or by the Agreement, shall be cumulative, and the exercise by either party of any one or more of such remedies shall not preclude the exercise by it, at the same or different times, of any other such remedies for the same default or breach, or of any of its remedies for any other default or breach by the other party. No waiver made by either party with respect to the -12- performance, or manner or time thereof, or any obligation of the other party or any condition to its own obligation under the Agreement shall be considered a waiver of any rights of the party making the. waiver with respect to the particular obligation of the other party or condition to its own obligation beyond those expressly waived and to the extent thereof, or a waiver in any respect in regard to any other rights of the party making the waiver or any other obligation of the other party. No such waiver shall be valid unless it is in writing duly signed by the party waiving the right or rights. ARTICLE VII . MISCELLANEOUS PROVISIONS Sec. 1. Conflict of Interest. No member, official or employee of the Agency shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested. No member, official or employee of the Agency shall be personally liable to the City or any successor in interest in the event of any default or breach by the Agency or for any amount which may become due to the City or successor or on any obligations under the terms of the Agreement. Sec. 2 . Equal Employment Opportunity. The City, for itself, and its successors and assign, agrees that it will include the following provisions of -this Section 2 in every contract or purchase order which may hereafter be entered into between the City and any party (hereinafter in this Section called "Contractor") for or in connection with the construction of the Improvements, or any part thereof, provided for in the Agreement unless such contract or purchase order is exempted by rules, regulations or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246, as amended by Executive Order 11375: "Sec. Equal Employment Opportunity. During the performance of this contract, the Contractor agrees with the City as follows: (a) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The Contractor will take affirmative action to ensure that applicants are employed and that employees are treated during employment, without -13- regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to, the following: employ- ment, upgrading, demotion, or transfer; re- cruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation ; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, avail- able to employees and applicants for employment, notices to be provided by the Agency setting forth the provisions of this nondiscrimination clause . (b) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employ- ment without regard to race, color, religion, sex or national origin. (c) The Contractor will send to each labor union or representative of workers with which the Con- tractor has a collective bargaining agreement or other contract or understanding, a notice, to be provided, advising the labor union or worker ' s representative of the Contractor ' s commitments under Section 202 of Executive Order 11246, as amended by Executive Order 11375, and shall post copies of the notice in conspicuous places avail- able to employees and applicants for employment. (d) The Contractor will comply with all provisions of Executive Order 11246, as amended by Executive Order 11375, and of the rules, regulations and relevant orders of the Secretary of Labor. (e) The Contractor will furnish all information and reports required by Executive Order 11246, as amended by Executive Order 11375, and by the rules, regulations and orders of the Secretary of Labor or the Secretary of Housing and Urban Development pursuant thereto, and will permit access to the Contractor ' s books, records and accounts by the Agency, the Secretary of Housing and Urban Development and the Secretary of Labor for purposes of investigation to ascertain com- pliance with such rules, regulations and orders. -14- (f) In the event of the Contractor ' s non- compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations or orders, this contract may be canceled, terminated or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally-assisted construction contracts in accordance with. procedures authorized in Executive Order 11246, as amended by Executive Order 11375, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246, as amended by Executive Order 11375, or by rule, regulation or order of the Secretary of Labor, or as otherwise provided by law. (g) The Contractor will include the provisions of Paragraphs (a) through (g) of this Section in every subcontract or purchase order unless exempted by rules, regulations or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246, as amended by Executive Order 11375, so that such provisions will be binding upon each subcontractor or vendor . The Contractor will take such action with respect to any construction contract, subcontract or purchase order as the Agency- or the Department of Housing and Urban Development may direct as a means of enforcing such provisions, including sanctions for non- compliance: Provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a sub- contractor or vendor as a result of such direction by the Agency or the Department of Housing and Urban Development, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. " -15- For the purpose of including such provisions in any construction contract or purchase order, as required by this Section 2, the term "City" and the term "Contractor" may be changed to reflect appropriately the name or designation of the parties to such contract or purchase order. Sec. 3. Notice. A notice, demand or communication under the Agreement by either party to the other shall be sufficiently given or delivered if dispatched by registered or certified mail, postage prepaid, return receipt requested, and (a) in the case of a notice, demand or communication to the City, is addressed as follows: Mayor, City of South Bend City Hall South Bend, Indiana (b) in the case of a notice, demand or communication to the Agency, is addressed as follows: City of South Bend Department of Redevelopment 120 West LaSalle Avenue South Bend, Indiana or is addressed in such other way in respect to either party as that party may, from time to time, designate in writing dispatched as provided in this Section. Sec. 4 . Agreement Survives Conveyance . None of the provisions of the Agreement is intended to or shall be merged by reason of any deed transferring title to any Parcel from the Agency to the City or any successor in interest, and any such deed shall not be deemed to affect or impair the provisions and covenants of the Agreement . Sec. 5 . Counterparts. The Agreement is executed in four counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. IN WITNESS WHEREOF, the Agency has caused this Agree- ment to be duly executed in its behalf by Donald A. Wiggins , its President, and John E. Chenney , its Secretary, this 16th day of December 19 68 and its official seal to -16- be hereunto affixed; and the City has caused this Agreement to be duly executed in its behalf by Lloyd M. Allen, its Mayor, and Kathryn L. Blough, its Clerk, this 16thday of December 19 68 and its official seal to be hereunto affixed. CITY OF/SOUTH BEND DEPARTMENT OF REDEVELOPMENT B — ATTEST: CITY OUT BE B 1 d M. Alle , Mayor ATTEST: KatdZyn L. lough, C1 STATE OF INDIANA ) ) SS: ST. JOSEPH COUNTY ) Personally came before me this 16th day of December , 19 68 Donald A. Wiggins , President, and John E. Chenney , Secretary, of the above-named Department of Re- development of the City of South Bend, Indiana, to me known to be the persons who executed the foregoing instrument and to me known to be the President and Secretary of the said Department of Redevelopment of the City of South Bend, Indiana, and ac- knowledged that they executed the foregoing instrument as such officers as the act and deed of said Department of Redevelopment of the City of South Bend, Indiana, by its authority. , _",,_-�' A ,, ,z�Z/� Arlene L. Hofer N ary Public My commission expires October 30, 1971 -17- STATE OF INDIANA ) SS: ST. JOSEPH COUNTY ) Personally came before me this 16th day of December , 19 68 , Lloyd M. Allen and Kathryn L. Blough, the Mayor and Clerk, respectively, of the City of South Bend, Indiana, to me known to be the persons who executed the foregoing instrument and to me known to be the Mayor and Clerk of the City of South Bend, Indiana, and acknowledged that they executed the foregoing instrument as such officials as the act and deed of said City of South Bend, Indiana, by its authority. Eva E. Kroft Notary Public My commission expires February 14, 1972 I W LW �� W > N J in •Q Q 7 IQ 0 0 ❑ @ � aP Sa313d 1S'N 133a1S Sa313d 15's \ E:l El F71 w I W ti N P 0 • 51(101 15'N 3fIN3Atl SI(101 15 S J� O YS P\ 111H �d Z ♦ ��/ HSf1 Q4 0 r 2 �♦ F N W 0 dnl •• .;/ 15 5M011 10000♦ F i 0 C r' ... ........... .a :�:.:::::::::::::::s�att:�t::;as:::;::::::::�:::::::::;=:vs�aa;::as:•`]s:::a:::;its:_=::as;i€::::a::::asaia:: a:i::;;., � '( -_- 1S VIB W(11 W, � �3ntl is 11oaa /• Hd350r Hd3sor 1S � g ♦ =ti _ \O W o � T 0000 I I.Q, o u ' r: <. o : •J�o 0 Q o u W g0 0 9 N ✓ R R `O O, t «� .0 '15 = ■ NVo1Ho1 j :0 PO O j O O: ©zyra ,`> OO O 0 0 °O.O� W O ,O O( '��jj p Z / /:e e; W ' , O. — O W ¢ Pw = w < a o r O On O� ,� ,.�Ls.3 �� ■,�• NIV W'N 133a1S L NIV W ` J• O' < Ll aIr DD OO , 0 (lOB 3113AtlJtl1'N . OatlA3-inoe 3113AVItl 0 .p 3 Z Z m N Q 15 ml-imNtla! 133a1S 2 N11)1Ntlad �Q 4 L Q W O 0 F7 ' F7 Wtl1111M'N 133a1S WV1111 III` 133a1S SCHEDULE B Parcels to be Conveyed by the Agency to the City and Other Conveyance Data The Parcels to be conveyed to the City by the Agency in accordance with the Agreement to which this Schedule is attached are located within the boundaries of the Central Downtown Project, Ind . R-66, and are more particularly identified as: Disposition Parcels: Block 4, Parcel 1; Block 4, Parcel 65; Block 8, Parcel 1; and the North One-half (NZ) of Block 4, Parcel 3 on a map attached hereto and made a part hereof entitled "Disposition Plan . " The areas of said Parcels as shown on said map are approximate areas and are subject to adjustment on actual survey, which survey will be made by the Agency at no expense to the City prior to the conveyance of the respective Parcels to the City. The Parcel Price set forth below for each respec- tive Parcel is an estimated cost and will be determined by the average of three independent appraisers in accordance with the laws of the State of Indiana. The take-down date for each Parcel shall be at a time within three months from -the success- ful sale of revenue bonds for each Parcel or Parcels and for the construction of municipal parking structures thereon . Disposition Parcel - Block 4, Parcel 1 Approximate Area: - 57, 476. 5 square feet Estimated Parcel Price: $344, 860 .00 Disposition Parcel - Block 4, Parcel 65 Approximate Area: 31, 205.5 square feet Estimated Parcel Price: $187, 233.00 Disposition Parcel - Block 8, Parcel 1 Approximate Area: 93, 850 .4 square feet Estimated Parcel Price: $563, 102 .00 North One-half of Disposition Parcel - Block 4, Parcel 3 Approximate Area: 30, 743 square feet Estimated Parcel Price: $188, 901.00