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HomeMy WebLinkAbout6D(6) Brownfields Grant Agreement - former RR property south of Studebaker Stamping�O CG) � apUTH g O \Qlll�li // Community & Economic Development' 7865 1200 County -City Building, 227 West Jefferson, South Bend, Indiana 46601 -1830 ❑ Phone 574/235 -9371 ❑ Fax 574/235 9021 To: Redevelopment Co missio and Board of Public Works From: Ann Kolata Subject: Brownfields Cleanup Revolving Loan Fund Grant Agreement — Environmental Remediation at the former Railroad Property south of the former Studebaker Stamping Plant Property (Tax ID # 18- 8021 - 084905) Date: July 19, 2010 The attached Agreement finalizes a sub -grant from the City of South Bend to the South Bend Redevelopment Commission for Environmental Remediation at the former Railroad Property located south of the former Studebaker Stamping Plant (Tax ID #18- 8021 - 084905). The sub -grant is in an amount not to exceed $160,000. The grant funds were awarded to the City of South Bend by the U.S. EPA. The remediation will address volatile organic compounds (VOCs), semi - volatile organic compounds (SVOCs) and metals (lead and benzo(b)fluoranthene) in the soil. The Board of Public Works gave preliminary approval of the sub -grant on January 11, 2010. Please contact me at 235 -9374 or akolata&southbendin.gov if you have any questions. BROWNFIELDS CLEANUP REVOLVING LOAN FUND GRANT AGREEMENT THIS AGREEMENT (the "Agreement ") is made and entered into on this _ day of , 2010, by and between the City of South Bend, a municipal corporation organized under the laws of Indiana as a home rule city acting by and through its Board of Public Works, ( "City "), and the South Bend Redevelopment Commission ( "Commission "), existing and operating under the authority of Ind. Code § 36 -7 -14. RECITALS A. The City is the recipient of federal funds ( "Grant Funds ") distributed through the United States Environmental Protection Agency ( "EPA ") Brownfield Cleanup Revolving Loan Fund ( "RLF ") Program and is authorized to make certain grants from these funds. B. Grant Funds are to be used to undertake cleanup of brownfield sites, as defined in Section 101(39) of the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), 42 U.S.C. § 9601(39) (`Brownfield Sites "), by making low interest loans and grants to parties willing to undertake cleanup of these sites. C. The City and the Commission have entered into an agreement concerning the redevelopment of the former Studebaker manufacturing facilities located in downtown South Bend. Part of that redevelopment effort includes a former railroad property that served the Studebaker facilities, known as the Former Railroad Property (the "Property "), which consists of approximately 5.2 acres of land located within the City, more particularly described in Exhibit A, attached hereto and incorporated herein. D. The City has agreed to grant to the Commission certain of the Grant Funds which will be used by the Commission for a portion of the remediation of the Property (the "Remediation Work "). A "Remediation Work Plan" ( "Work Plan ") has been prepared and is attached hereto and incorporated herein as Exhibit B. E. An eligibility evaluation for the Property was prepared by the Commission on January 11, 2010, which demonstrates qualification of the Property for consideration of funding through the RLF Program, a copy of which is attached hereto and incorporated herein as Exhibit C. F. On January 19, 2010 the City forwarded to EPA its determination that the Commission is a separate legal entity distinct from the City and is eligible for a sub -grant in connection with an RLF grant from the City and on January 20, 2010 EPA accepted this determination. G. The Commission is not responsible for the contamination on the Property and the due diligence activities conducted prior to the Commission's purchase of the Property satisfy CERCLA's landowner liability protections and Section 101(35)(13)(i)(I) of CERCLA. H. The City and the Commission carried out all appropriate inquiries into the previous ownership and uses of the Property in accordance with generally accepted good commercial and customary standards and practices. I. On January 20, 2010, the EPA notified the City that they agreed with the City's Hazardous Waste Site Eligibility Determination and that the Property is a Brownfield Site and the Commission is not a Potentially Responsible Party ( "PRP "), as that term is used in, and in connection with, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), 42 U.S.C. § 9601 et seq. J. The Property was formerly a railroad property used in conjunction with a manufacturing site and is considered a Brownfield site, under applicable State law, until such time as the Remediation Work is complete. K. The Property is not listed, or proposed for listing on the National Priorities List of the EPA. L. The Commission is not a generator or transporter of any waste or hazardous waste located at the Property. M. The Commission is not and has never been subject to any penalties resulting from environmental non - compliance at or on the Property nor is the Commission, or, to the best of its knowledge, its project contractors or subcontractors currently suspended, debarred, or otherwise declared ineligible for participation in this federal program or from the receipt of these funds. N. A claim has not been asserted against the Commission for liability under Section 107 of CERCLA, 42 U.S.C. Section 9607. O. The Commission is not a Potentially Responsible Party under Section 107 of CERCLA, 42 USC Section 9607, because the Commission has documented the BFPP defense to CERCLA liability through materials submitted to EPA. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, it is mutually agreed by and between the parties as follows: 1. Incorporation of Recitals. The parties hereby expressly incorporate each of the foregoing recitals (Recitals A through O) as if fully set forth in this section. 2. Grant Funds. 2.1. The City agrees to grant to the Commission a sum to be used by the Commission for the Remediation Work (the "Project Grant Funds "), not to exceed $160,000, subject to the terms and conditions herein. 2.2. The Project Grant Funds shall be payable to the Commission as reimbursement for allowable expenses incurred by the Commission based upon the progress of the Remediation Work and in accordance with the approved cleanup project budget (the "Budget "), which is attached hereto and incorporated herein as Exhibit D, and all reasonable amendments to the 2 Budget upon which the parties agree. No reimbursement shall be made to the Commission without the written approval of the City. The City shall not advance nor be obligated to advance any Project Grant Funds to the Commission prior to the receipt of properly executed lien waivers. 2.3. The Commission understands and agrees that all of the Project Grant Funds provided by the City to the Commission shall be used by the Commission towards the cleanup and remediation of the Property identified in Exhibit A. 2.4. The Commission agrees to use best efforts to keep all expenditures from the Project Grant Funds within the approved Budget. The Commission shall not exceed any of the costs enumerated in the approved Budget, or any mutually agreed upon amendments thereto (if applicable), without the prior written approval of the City. 3. No Obligation of City. The Commission acknowledges that Cooperative Agreement No. 2B — OOE97101 -1 between the City and the EPA (the "Cooperative Agreement "), is the source of all funds granted hereunder, and that the City is under no obligation to loan any of its own funds for this project. 4. Applicable Laws and Regulations. The Commission shall carry out the Remediation Work in accordance with all applicable state, local and federal laws, regulations, orders, writs, judgments, injunctions, decrees or awards, including but not limited to the following: 4.1. CERCLA 4.2. Uniform Administrative Requirements for Grants a Cooperative Agreements to States and Local Governments, 40 C.F.R. Part 31. 4.3. The National Oil and Hazardous Substances Contin ency Plan 40 C F R Part 300. ( "NCP "). 4.4. All Applicable Federal "Cross- Cutting Requirements " including: 4.4.1. Those federal requirements agreed between the USEPA and the Grantor defined by the Cooperative Agreement; 4.4.2. DBE requirements found at 40 C.F.R. Part 33; 4.4.3. OSHA Worker Health & Safety Standard 29 C.F.R. 1910.120; 4.4.4. The Uniform Relocation Act; Historic Preservation Action; 4.4.5. Endangered Species Act; 4.4.6. Permits required by Section 404 of the Clean Water Action; 4.4.7. Contract Work Hours and Safety Standards Act, as amended (40 U.S.C. 327 -333); 4.4.8. The Anti Kickback Act (40 U.S.C. 276c); and 4.4.9. Section 504 of the Rehabilitation Act of 1973, as implemented by Executive Orders 11914 and 11250. 4.5. The Davis -Bacon Act of 1931 (CERCLA Section 104(g)(1), 40 U.S.C. Section 276a- 276a -5 and 42 U.S.C. Section 3222). CERCLA compliance with Davis - Bacon requires payment of Federal prevailing wage rates for construction, repair or alteration work funded in whole or in part with Project Grant Funds. The Grantee must obtain recent and applicable wage rates from the U.S. Department of Labor and incorporate them into the remediation construction contract. 4.6. Executive Order 13202 - "Preservation of Open Competition and Government Neutrality toward Government Contractors' Labor Relations on Federal and Federally - funded Construction Projects." 4.7. Office ofManazement and Budget (OMB) Circular No A -122, "Cost Principles for Non - Profit Organizations." 4.8. Executive Orders 12549 and 12689 - "Debarment and Suspension." The Grantee shall ensure that no contract is made with a party or parties listed on the General Services Administration's List of Parties Excluded from Federal Procurement or Nonprocurement Programs. 4.9. American Recovery and Reinvestment Act of2009 (ARRA) — "Buy American " Provisions - The Grantee understands the work, goods and services under this Agreement are being funded with monies made available by the federal American Recovery and Reinvestment Act of 2009 and such law contains provisions commonly known as "Buy American" (and as such is supplemented from time to time by federal rules and guidance) that requires all of the iron, steel, and manufactured goods used in the project be produced in the United States ( "Buy American Requirements ") including iron, steel, and manufactured goods provided by the Contactor pursuant to this Agreement. 4.9.1. The Grantee shall ensure that each contractor, subcontractor or vendor complies with the Buy American Requirements. 4.9.2. Notwithstanding any other provision of this Agreement, any failure to comply with this paragraph by the Grantee shall permit the Grantor to recover as damages against the Grantee for (and the Grantee shall indemnify and hold the Grantor harmless against) any loss, expense or cost (including without limitation attorney's fees) incurred by the Grantor resulting from any such failure (including without limitation any impairment or loss of funding, whether in whole or in part, from the Grantor or any damages owed to the Grantor by the Grantee). 4.9.3. The Grantee and the Grantor agree that neither this section (nor any other provision of this Agreement necessary to give this paragraph force or effect) shall be amended or waived without the prior written consent of the Grantor, acting through its Board of Public Works. 4 5. Front -End Document Certification. The Commission understands and agrees that any and all work performed on the Property for which the Project Grant Funds are used and the receipt of any Project Grant Funds under this Agreement is conditioned upon the Commission's full compliance with the terms and provisions contained in this Agreement, the Cooperative Agreement and the document titled "Front -End Document Certification." The Commission shall ensure that all contracts and subcontracts involving any portion of the Project Grant Funds comply with the "Front -End Document Certification" and the relevant laws and regulations referenced therein, including, but not limited to, the required contract provisions listed at 40 C.F.R. § 31.36(i). 6. Environmental Reports and Project Documents 6.1. The Commission shall provide the City with a copy of the Phase I and Phase II Environmental Assessment of the Property performed according to the American Society for Testing and Materials (ASTM) standards (collectively, the "Assessment "). The Commission shall be responsible for the payment of all costs and expenses related to the Assessment. The Assessment shall include, but is not limited to site background, the threat posed by the contamination to public health, welfare and the environment and all past enforcement activities conducted by any governmental agency, and the site testing results. 6.2. The City shall designate an environmental project manager ( "Project Manager ") who shall review and approve of the proposed cleanup and coordinate the work to be performed using Project Grant Funds. The City's environmental project manager will review the Commission's remedial planning, design, and engineering documents and review the cleanup activities as they are on -going to ensure that the cleanup is being completed in accordance with all local, State, and Federal requirements and is protective of human health and the environment. 6.3. The Commission has caused to be prepared a Community Relations Plan ( "CRP ") with the assistance and cooperation of the City. The CRP includes the following: 6.3.1. Information on previous public involvement in the planning process for the former Studebaker plant and for the use of RLF funds. 6.3.2. Notice of the public comment period on the CRP was published in the South Bend Tribune on April 9 and April 16, 2010 with the public comment period ending at 5:00 p.m. on April 26, 2010. 6.3.3. Procedures for the establishment of a local repository at or near the Property that includes information provided by the Commission and the City related to the proposed Remediation Work. The Commission shall supply the City with any additional information that would assist the City in documenting the Remediation Work. 6.4. After the Commission prepared the CRP, the Commission drafted an Analysis of Brownfields Cleanup Alternatives ( "ABCA ") dated March 30, 2010, which includes information about the Property and contamination issues (i.e., exposure pathways, identification of contaminant sources, etc.); cleanup standards; applicable laws; alternatives considered; and the proposed cleanup. The ABCA includes effectiveness, implementability, and the cost of the 5 cleanup proposed. The ABCA was made available for review and public comment for a period of no less than 15 days from the first date of publication of the public notice. 6.5. Following the public comment period described above, in which no public comments were received, the Commission prepared a document describing the final analysis of brownfield cleanup alternatives (the "Decision Memo "). The Decision Memo included a statement.that the Commission did not receive any public comments on the ABCA and selected the remedial approach proposed in the ABCA. The EPA approved the Decision Memo on May 17, 2010. 6.6. After the ABCA was finalized, the Commission prepared a scope of work containing detailed design and construction plans and specifications for the Remediation Work including a budget and work schedule; a health and safety plan (OSHA 1910 -120 —126) and a quality assurance project plan which sets forth the manner and method of collecting samples to assure the complete removal of all hazardous substances that are located at the Property and are to be removed as a part of the Remediation Work (collectively, such documents are referred to as the "Project Documents ") and has submitted same to the City for approval. 6.7. Prior to the initiation of the Remediation Work, including any cleanup activities, the Commission must provide to the City copies of all of the state required remedial planning documents and the state's approval of those documents, if required. 6.8. The awarding of this Grant shall be subject to: 6.8.1. Opinion of the Commission's counsel that the Commission is in good standing and that all documents executed by the Commission are valid and enforceable in accordance with their respective terms. 6.8.2. Approval of this Agreement by the Board of the Commission, authorizing agreeing to its terms and authorizing the Commission to accept the Project Grant Funds. 6.8.3. Evidence by the Commission that no outstanding taxes, fees, charges, mortgages, liens, encumberances or other assessments have been filed or are recorded against the Property. 6.8.4. Evidence of insurance coverage with limits of liability as determined by the City's Project Manager. All insurance coverage required by this section shall remain in full force and effect during the term of this Agreement. 6.8.5. Identification of the prime contractor and subcontractor(s) selected by the Commission for the Remediation Work. 6.8.6. The City's receipt of cleanup project cost breakdown based upon estimates and prices supplied by the Commission. 6.9. The City reserves the right to waive any or all of the requirements of Section 6.8. 7. Performance of Work- and Payment. on 7.1. The Commission shall commence work on the Remediation Work within 30 days from the date of execution of this Agreement and shall complete and perform all of the Remediation Work within 120 days in accordance with the,approved schedule of work ( "Schedule of Work ") attached hereto and made a part hereof as Exhibit E. 7.2. All Remediation Work performed pursuant to this Agreement and with Project Grant Funds shall be performed in a good and workmanlike manner. 7.3. The City shall disburse the Project Grant Funds to the Commission no later than 30 days following receipt of a draw request (which draw requests shall not be made more frequently than monthly) and satisfactory documentation of expenditures for the Work. The City and the Commission agree not to unreasonably delay or withhold delivery or payment of draw requests. 7.4. The City may withhold up to ten percent (10 %) of each payment requested as a retainage until the Commission has completed the Remediation Work. 7.5. All material changes or modifications to the Remediation Work or the Project Documents shall be approved in writing by the City prior to such change or modification becoming effective. All additional costs incurred, as the result of any change orders shall be the responsibility of the Commission. In the event that unforeseen conditions are discovered during the implementation of the Remediation Work, the Commission reserves the right to revise the cleanup action and the Project Documents. 7.6. The Commission, at its sole cost and expense, and from sources other than Grant Funds, shall be responsible for obtaining all permits, licenses, approvals, certifications and inspections required by federal, state or local law and to maintain such permits, licenses, approvals, certifications and inspections in current status during the term of this Agreement. 7.7. The Commission agrees to protect, indemnify, defend and hold harmless, the City, its officers, administrators, agents, servants, employees and all other persons or legal entities to whom the City may be liable from, for or against any and all claims, demands, suits, losses, damages, judgments, costs and expenses, whether direct, indirect or consequential and including, but not limited to, all reasonable fees, expenses and charges of attorneys and other professionals, court costs, and other reasonable fees and expenses for bodily injury, including death, personal injury and property damage, arising out of or in connection with the performance of any work or any responsibility or obligation of the Commission as provided herein and caused in whole or in part by any act, error, or omission of the Commission, its agents, servants, employees or assigns. 7.8. The Commission shall erect a sign on the Property stating that the Remediation Work is being financed in part by Grant Funds and the City and providing the appropriate contacts for obtaining information on activities being conducted at the site and for reporting suspected criminal activities. The sign erected on the Property shall comply with all requirements of the state and local law applicable to on- premise outdoor advertising as well as 40 CFR Part 35, Subpart 0 ( §35.6105(a)(2)(ii)). 7.9. If the Commission sells or transfers the Property prior to completion of the Remediation Work, then the Commission shall immediately repay the entire amount of Project Grant Funds advanced to the Commission to the City. 7.10. The Commission shall: 7.10.1. Notify the City when the Remediation Work is complete. The notice shall contain certification or documentation that the Remediation Work is complete and has been performed in accordance with the terms of this Agreement. This notice shall summarize the actions taken, the resources committed and the problems encountered in completion of the Remediation Work, if any, and shall be submitted to the City for review and approval before it is finalized. 7.10.2. Perform all of its obligations and agreements under this Agreement, the Cooperative Agreement and any other agreements or instruments to which the Commission is a party and which relate to the Project Grant Funds and the Remediation Work. 7.10.3. Promptly give notice in writing to the City of any litigation pending or threatened against the Commission or the Property arising from the performance of the Remediation Work. 8. Inspection and Right to Stop Work. The City shall have the right, but not the obligation, to enter the Property and inspect the Remediation Work at all times during the execution for the Work in accordance with the Plan, and within 30 days following completion of the Work. 8.1. The City shall select a "Site Manager" to review, oversee and inspect the work in coordination with the Project Manager. 8.2. The City may stop the Remediation Work if it is not satisfactory or not substantially in accordance with the Work Plan and order Remediation Work replacement at the Commission's expense. 8.3. The City is not obligated to make any disbursements unless and /or until all Remediation Work is satisfactorily completed and in accordance with the Work Plan as reasonably determined by the City and Site Manager. 8.4. The City shall have the right, but not the obligation, to take any reasonable and appropriate action under the circumstances to cure any violation for the provisions of this Agreement upon written notice of at least 30 days to the Commission and an opportunity to cure. The notice shall include a clear description of the proposed cure and the approximate cost of the same. 8.5. The Commission recognizes that the Site Manager has the ability to stop the Remediation Work immediately in the event of an imminent and substantial threat to human health associated with it. 9. Representations and Warranties. - 9.1. The City and the Commission represent and warrant to each other that: 9.1.1. The Property is not listed or proposed for listing on the National Priorities List of the EPA. 9.1.2. None of the parties has disposed of hazardous substances, pollutants or contaminants at or to the Property. 9.1.3. The making and performance by the parties of this Agreement does not violate any provision of federal, state or local law, or result in a breach of or constitute a default under any agreement, indenture or other instrument to which the parties may be bound. 9.1.4. This Agreement has been duly authorized by the governing bodies of each entity, and has been validly executed and delivered, and is valid and binding on the parties. 9.1.5. There are no pending or threatened actions or proceedings before any court or administrative agency that may adversely affect the financial condition or operation of the parties. 9.2. The Commission represents and warrants as follows: 9.2.1. The Commission certifies that it is not now, and has not in the past, been subject to any penalties resulting from environmental non - compliance at the Property. 9.2.2. Neither the Commission nor its respective officers or contractor(s) retained to conduct the Remediation Work, have within a 3 year period preceding this Agreement been, convicted of or had a civil judgment rendered against them for (i) fraud or commission of a criminal offense in connection with obtaining, attempting to obtain, or performing a public transaction or contract under a public transaction, (ii) violation of federal or state antitrust laws, or (iii) embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property. 9.2.3. Neither the Commission nor its respective officers or contractor(s) retained-to conduct the Remediation Work are presently indicted for or otherwise criminally or civilly charged by a public entity with commission of any of the offenses enumerated under Section 9.2.2 hereof. 9.2.4. The Commission has not within the preceding 3 years had a public transaction terminated for cause or default. 9.2.5. The Commission is a unit of government validly existing under Ind. Code § 36 -7 -14 and has all requisite power and authority to hold title to the Property and to execute, deliver and perform all of its obligations under this Agreement and the Grant documents. 7 9.2.6. The Commission is not a generator or transporter of any contamination located at the Property. 9.2.7. The Commission is not a Potentially Responsible Party under Section 107 of CERCLA, 42 USC § 9607 because the Commission has demonstrated the BFPP defense to CERCLA liability through material submitted to EPA. 9.3. All representations and warranties shall survive the execution of this Agreement. 10. Maintenance of Records. 10.1. The Commission agrees to maintain financial and programmatic records pertaining to all matters relative to this Agreement in accordance with generally accepted accounting principles and procedures and to retain all of its records and supporting documentation applicable to this Agreement for a period of 3 years after the completion of the Remediation Work except as provided in Section 10.2. 10.2. If any litigation, claim, negotiation, audit or other action involving the records has been started before the expiration of the three -year period, the records must be retained until completion of the action and resolution of all issues which arise from it, or until the end of the regular three -year period, whichever is later. 10.2.1. All such records and supporting documents shall be made available, upon request, for inspection or audit by the City or its representatives. 10.2.2. The Commission must receive permission from the City, in writing, prior to destroying any of these records or documents. 11. Right to Inspect and /or Audit. The Commission agrees to permit the City or its designated representative to inspect and /or audit its records and books relative to this Agreement at any time during normal business hours and under reasonable circumstances, upon reasonable notice and to copy them from any information that the City desires relevant to this Agreement. The City shall provide written notice to the Commission prior to the execution of this provision. The Commission agrees to deliver the records or have the records delivered to the City or its designated representative at an address designated by such party within the South Bend city limits. If the City or its representative finds that the records delivered by the Commission are incomplete, the Commission agrees to pay the City or its representative's costs to travel to the Commission's office or other location where the books or records are located to audit or retrieve the complete records. In addition, all grant related documents are subject to 40 C.F.R. Section 31.42(e). 12. Reporting. 12.1. The Commission shall provide the City with the Commission's Dun and Bradstreet Data Universal Numbering System (DUNS) number prior to commencement of the Remediation Work. 10 12.2. The Commission shall submit a quarterly performance report to the City on or before the 5th day of each of the following months: April, July, October and January. Each report shall include: 12.2.1. Documentation of the progress at meeting performance outcomes /outputs for the Remediation Work during the quarter (including the percentage of the Remediation Work complete at the end of the quarter), a narrative summary of quarterly activities, a project time line and an explanation for any slippage in meeting established output /outcomes. 12.2.2. DUNS numbers for each and every contractor, subcontractor and /or vendor performing any of the Remediation Work. 12.2.3. An update on any project milestones occurring during the quarter. 12.2.4. The number and types of jobs created during the quarter and the number of hours worked during the quarter. The Commission shall consult "EPA Summary of OMB's December 18, 2009 Updated Guidance on Reporting of Job Estimates ", which is attached as Exhibit F, for guidance on this reporting requirement. 12.2.5. A budget recap summary page with following headings Current Approved Budget ii. Costs Incurred this Quarter Costs Incurred to Date iv. Total Remaining Funds V. Private investment during the quarter 12.3. The Commission shall ensure that all contractors, subcontractors or any other parties performing the Remediation Work submit reports as necessary to allow Commission to comply with the notice requirements in Section 12.2. 12.4. The Commission shall furnish such other information as the City may from time to time reasonably request. 13. Events of Default. 13.1. In the event of a default of any of the terms or conditions of this Agreement, the entire amount of Project Grant Funds disbursed to the Commission shall become immediately due and payable without the necessity of demand from the City. The Commission shall be deemed to be in default under this Agreement upon the occurrence of any one or more of the following events (each an "Event of Default "): 11 13.1.1. The Commission assigns this Agreement or any Project Grant Funds advanced hereunder or any interest herein to a third party or if the Property or any interest is conveyed, assigned or otherwise transferred without the prior written consent of the City. 13.1.2. Any representation or warranty made herein or in any report, certificate, financial statement or other instrument furnished in connection with this Agreement shall prove to be false in any material respect. 13.1.3. The Commission defaults in the performance of any term, covenant or condition to be performed hereunder and such default is not remedied within 30 days, unless a longer period of time is reasonably required to cure the default, from and after receipt of written notice by certified mail, return receipt requested, from the City to the Commission, specifying said default, or, if such default cannot be remedied within that period and remedial effort is not commenced within that period and diligently and continuously pursued, the City shall have the right to proceed by appropriate judicial proceedings to enforce performance or observation of the applicable provisions of this Agreement and /or terminate this Agreement and recover damages from the Commission to the extent allowed by law. 13.1.4. Any proceeding involving the Commission or the Property, commenced under any bankruptcy or reorganization arrangement, probate, insolvency, readjustment of debt, dissolution or liquidation law of the United States, or any state, but if such proceedings are instituted, no Event of Default shall be deemed to have occurred hereunder unless the City either approves, consents to, or acquiesces in such proceedings, or such proceedings are not dismissed within 60 days. 13.1.5. An order, judgment or decree is entered, without the application, approval or consent of the City, by any court of competent jurisdiction approving the appointment of a receiver, trustee or liquidator of the Commission of all or a substantial part of its assets, and such order, judgment or decree shall continue in effect for a period of 60 days. 14. Remedies of the City. Upon the occurrence of an Event of Default, the City may exercise, singly or in combination, any or all of the rights, powers and privileges set forth in this Agreement, the Cooperative Agreement and any other agreements or instruments to which the City is a party and which relate to the Project Grant Funds and the Remediation Work, at law or in equity, at any time and from time to time. 15. Secure Site. In the event of Default, the Commission shall secure the Property. The cost of securing the Property is the responsibility of the Commission. If the Commission fails to secure the Property within 24 hours of a Notice of Default, the City may, but shall not be required to do so, at the Commission's sole cost. 16. Interpretation of Contract Documents. To the extent that it is determined that a conflict exists between this Agreement and the Cooperative Agreement, all such agreements and documents shall be construed in such manner as will give the maximum effect to each but, as to 12 any conflict which may not be so resolved, the terms and conditions of the Cooperative Agreement shall control. 17. Miscellaneous. 17.1. No delay or failure of the City shall affect such right, power or privilege; nor shall any single or partial exercise thereof or any abandonment or discontinuance of steps to enforce such a right, power or privilege affect such right, power or privilege. The rights and remedies of the City hereunder are cumulative and not exclusive. Any waiver, permit, consent or approval of any kind of the City of any breach or default hereunder, or any such waiver of any provisions or conditions hereof, must be in writing and shall be effective only to the extent set forth in writing. 17.2. The Commission shall not assign or attempt to assign directly or indirectly, any of its rights under this Agreement or under any instrument referred to herein without the prior written consent of the City. The Commission shall not assign all or any portion of the Property made the subject of this Agreement without the prior written consent of the City. 17.3. This Agreement is not intended to create or vest any rights in any third party or to create any third party beneficiaries. 17.4. All amendments to this Agreement shall be in writing and signed by both parties hereto. 17.5. It is expressly understood that a failure or delay on the part of the Commission in the performance, in whole or in part, or any of the terms of this Agreement, if such failure is attributable to an Act of God, fire, flood, riot, insurrection, embargo, emergency or governmental orders, regulations, priority, or other limitations or restrictions, or other similar unforeseen causes beyond the reasonable control of such party, the failure or delay shall not constitute a breach or Event of Default under this Agreement; however, the Commission shall use its best effort to insure that the Remediation Work is completed in a reasonable time without unnecessary delay. 17.6. The provisions of this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. 17.7. No failure of either party to exercise any power or right given it hereunder or to insist on strict compliance by the other party with its obligations hereunder, and so custom of practice of the parties at variance with the terms hereof shall constitute a waiver of the other party's right to demand at any time exact compliance with the terms hereof. 17.8. Any notice, consent, waiver, request or other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed given (a) on the same day if delivered personally, (b) 3 business days after mailed if delivered by certified or registered mail, return receipt requested, postage prepaid, (c) one (1) business day after dispatched if dispatched by nationally recognized overnight delivery service, or (d) on the same day if sent by telecopier (subject to obtaining a confirmation receipt), in any event, address to the party's address as follows: 13 TO THE CITY: City of South Bend Board of Public Works 227 West Jefferson Blvd. 1300 County City Building South Bend, IN 46601 Attention: Gary Gilot (or successor) Director of Public Works Telecopier Number: (574) 235 -9171 TO THE COMMISSION: South Bend Redevelopment Commission 227 West Jefferson Blvd. 120 County City Building South Bend, IN 46601 Attention: Ann Kolata (or successor) Senior Redevelopment Specialist Telecopier Number: (574) 235 -9021 With copies to: City Attorney 227 West Jefferson Blvd. 1400 County City Building South Bend, IN 46601 Either party may, upon prior notice of 10 calendar days given as set forth above, change its address for all subsequent notices. 17.9. All exhibits mentioned herein shall be deemed incorporated herein by reference as though fully set forth herein. 17.10. The terms and conditions of this Agreement, all exhibits attached hereto and any documents expressly incorporated by reference represent the entire agreement between the parties with respect to the subject matter of this Agreement. This Agreement may not be amended or modified without the written consent of the parties hereto. 17.11. If any part of this Agreement is determined to be illegal or unenforceable, all other parts shall be given effect separately and shall be in effect. 17.12. This Agreement, the Cooperative Agreement and any other agreements or instruments to which the City and /or the Commission is a party and which relate to the Project Grant Funds and the Remediation Work, shall be construed in accordance with and governed by the laws of the State of Indiana except where superseded by federal statutes or regulations. 17.13. The City and the Commission have engaged in negotiations, with opportunity for the advice and benefit of counsel, over the terms of this Agreement and no party has acted as the exclusive drafter of the language of this Agreement and no inference or presumption or application of a rule of contract construction should be made based upon the premise that one party acted more than the other party as the draftsperson of these agreements. 14 17.14. This Agreement may not be amended, altered or modified unless the party against whom enforcement of any waiver, modification or discharge is sought does so in writing. 17.15. This Agreement will become effective when approved by the Commission and signed by its President and Secretary or Vice President and approved and signed by the Board of Public Works. IN WITNESS HEREOF, the parties have caused this Agreement to be executed in the name and on behalf of each of them (acting individually or by their respective officers or appropriate legal representatives, as the case may be, hereunto duly authorized) as of the day and year first written above. [SIGNATURE PAGES FOLLOW] 15 CITY: City of South Bend, Indiana Board of Public Works By: Gary A. Gilot, P.E. By: Donald E. Inks By: Carl P. Littrell Date 16 COMMISSION: City of South Bend, Department of Redevelopment South Bend Redevelopment Commission I. Date 17 EXHIBIT A Legal Description Part of the Northeast Quarter of Section 14, Township 37 North, Range 2 East, City of South Bend, Portage Township, St. Joseph County, Indiana and being more particularly described as follows: Beginning at the Southwest corner of Tract No. 4 of the Studebaker Corporation Replat as recorded in Plat Book 11, page 184, in the Office of the Recorder of St. Joseph County, Indiana, said corner being the intersection of the North line of the Michigan Central Railroad right of way and the East line of Kendall Street, thence North 00 005'31" East along said East line of Kendall Street a distance of 61.23 feet to a point; thence North 54 021'30" East a distance of 184.07 feet to a point; thence North 00 000'00" a distance of 67.06 feet to the South line of Broadway Street projected West; thence North 89 022'40" East along said South line of Broadway Street projected West a distance of 1124.43 feet to the East line of the aforesaid Tract No. 4 of the Studebaker Corporation Replat; thence South 00 014'00" East along said East line of Tract No. 4 a distance of 247.35 feet to the South line of said Tract No. 4; thence South 89 058'54" West along said South line of said Tract No. 4 (said South line being also the North line of the Michigan Central Railroad right of way) a distance of 1275.06 feet to the point of beginning. EXHIBIT B WORK PLAN FOR SOIL REMEDIAL ACTIVITIES ON VACANT LAND TAX I.D. NUMBER 18- 8021 - 084905 (FORMER NORFOLK SOUTHERN RAILROAD PARCEL) LOCATED: SOUTH OF THE FORMER STUDEBAKER STAMPING PLANT; NORTH OF THE NORFOLK SOUTHERN RAILROAD RIGHT -OF -WAY; EAST OF KENDALL STREET; AND WEST OF FRANKLIN STREET; SOUTH BEND, INDIANA PREPARED FOR: CITY OF SOUTH BEND 227 WEST JEFFERSON BLVD., SUITE 1200 S SOUTH BEND, INDIANA 46601 PREPARED BY: HULL & ASSOCIATES, INC. 6330 E. 75th STREET, SUITE 176 INDIANAPOLIS, INDIANA 46250 MAY 2010 HUll fates, inc, TABLE OF CONTENTS 1.0 UNTRODUCTUON----_.,_______,,__~,_~,._,,__~_~__,_~_,_..^,_,_.__^___^_^_~~___ 1.1 Site Description --------- ` �------- ---------------------'---1 1.2 Site History ��----- -----------------------.--2 1.3 ------------------'''---2 1'4 Current Environmental Concerns � 2J0 EXPOSURE PATHWAYS ANALYSIS --'-'.-~'-.-'--...-~-.-~.--'.'..'~-~,^~_____,_~__ 2.1 Potential Exposur e Pathways _ -------'--------------'---.�4 3.0 REMEDIATION PLANN.-_~-.-'-'----~.~-'_--.^--.-.-----~'----_----_-___~,,_~_ Remediation Goals 3.1 —~------------------------------5 3.2 -----------'---------''---5 3.3 Implementation of Remediation Alternative 5 3'4 Data Management 7 3.5 '------------''---------~--.�7 3.0 --------------------------.8 3]5.1 QualhvAomurenc�Project tP|an ' ` ---------'------------..8 3.6.2 Site Health and Safety Plan 8 4.0 REFEREy0CES.~'.~~',^_^_,,^^~_~___~___,~_._,______~____~_^~.~,_,___,_~~._~^.^,.^_,,,, FIGURES Figure 1 Site Location Map Figure 2 Potential Excavation Boundaries *uLLu ASSOCIATES, INC. INDIANAPOLIS, INDIANA S131059.400-0004 MAY 2010 1.0 INTRODUCTION This Work Plan was prepared by Hull & Associates, Inc. (Hull) and the City of South Bend, Indiana (City). The Work Plan is a required element of the City's 2009 American Recovery and Reinvestment Act- (ARRA -) funded Brownfields Cleanup Revolving Loan Fund (RLF) that was awarded to the City by the United States Environmental Protection Agency (U.S. EPA). The RLF was awarded to the City to administer, as well as to loan and /or subgrant (subject to certain limitations) to eligible entities for assistance with remediating properties within the City limits. The City of South Bend Redevelopment Commission has applied to the RLF for funds to assist in the cleanup of a vacant, unsecured parcel of land located immediately south of and adjacent to the City's larger cleanup and redevelopment efforts at the former Studebaker Automotive complex. The Site is unimproved and, as such, does not have a street address, but is known by the St. Joseph County, Indiana Auditor as Tax I.D. # 18- 8021 - 084905. The Site is bounded by the former Studebaker Stamping Plant to the north, the Norfolk Southern Railroad right -of -way to the south, Kendall Street to the west, and Franklin Street to the east. The Site was previously used to provide rail service to the Studebaker Motor Company Stamping Plant and subsequent owners of the Stamping Plant. Phase I and Phase II Environmental Site Assessments (ESAs) conducted at the Site have documented that soil and groundwater contamination on the property exceeds Indiana's Risk Integrated System of Closure (RISC) commercial /industrial closure levels (IDCLs). The groundwater contamination appears to have originated from an off -Site source and will not be addressed through this cleanup effort. 1_.1 Site Description The Site is located south of the former Studebaker Automotive redevelopment, north of the No Southern Railroad right -of -way, east of Kendall Street, and west of Franklin Street in South Bend, Indiana, as shown on Figure 1. The general configuration of the Site, including historical layout and features, are shown on Figure 2. The South Bend Redevelopment Commission is the current owner of the Site. The approximately 5.2 -acre parcel was formerly covered by rail spurs that provided service to the former Studebaker Automotive complex to the north of the Site. Surrounding land use in the vicinity of the Site is generally commercial /industrial, with some limited residential land use. HULL & ASSOCIATES, INC. S61059.400.0004 INDIANAPOLIS, INDIANA 1 MAY 2010 The Site is currently only partially fenced, undeveloped, and contains limited vegetation established by secondary succession. A Site plan depicting the former Site features is shown on Figure 2. 1.2 Site History The Site served as a rail yard from the time when it was first developed until some time in the 1980s. A small railroad yard house, tool sheds, gate, scale, and rail spurs were in use at the Site during its operational history, but all have since been removed. The Site is currently vacant. 1.3 Previous Environmental Investiaations In January 2007, Hull completed a Phase I ESA concurrently for the Site and an adjacent parcel for the City in preparation for potential purchase by the City. Although no specific Recognized Environmental Conditions were identified in connection with the Site, given the known impacts to groundwater downgradient of the Site, given the nature of historical operations at the Site, and given the fact that persons familiar with operations at the Site prior to 1963 were not available for interviews, the Phase I concluded that the potential existed that historical operations at the Site may have impacted soil and /or groundwater at the Site. Potential chemicals of concern (COCs) identified in the Phase I ESA included volatile organic compounds (VOCs), semi - volatile organic compounds (SVOCs), and metals. Accordingly, the City retained Hull to complete a Phase II ESA. In January 2007, Hull installed borings and collected soil and groundwater samples at the locations shown on Figure 2. Sampling locations where concentrations of COCs in soil exceed RISC IDCLs are shown on Figure 2. 1.4 Current Environmental Concerns Based on the information provided in these investigations, it can be concluded that soil contamination is present at the Site in concentrations that exceed Indiana RISC Commercial /Industrial pathway- specific Closure Levels. Specifically, arsenic is present in soils at the Site at a concentration exceeding the direct contact exposure pathway. Lead is present in soils at the Site at a concentration exceeding the direct contact and construction worker exposure pathways. Because the City has not yet determined if the Site will be added to the adjacent Studebaker Automotive brownfield redevelopment (which is enrolled in the Indiana HULL & ASSOCIATES, INC. SBI059.400.0004 INDIANAPOLIS, INDIANA 2 MAY 2010 Voluntary Remediation Program (VRP) and is being remediated to 1996 VRP closure standards), it is proposed that the Site will be remediated to the appropriate IDEM RISC Commercial /Industrial pathway- specific Closure Levels. HULL & ASSOCIATES, INC. SBI059.400.0004 INDIANAPOLIS, INDIANA 3 MAY 2010 2.0 EXPOSURE PATHWAYS ANALYSIS 2.1 Potential Exposure Pathways Pursuant to the IDEM's RISC Guidance, the following potential exposure pathways exist for the hazardous substances present in soil at the Site: • Direct contact to surficial soils by visitors and trespassers to the Site through skin contact, dust inhalation, and soil consumption; and • Exposure of construction workers to surficial and /or subsurface soils during trenching and /or excavation activities. As stated in Section 1.0 above, groundwater underlying the.Site appears to have been impacted by off -Site sources, and will not be addressed as part of this project. Therefore, the migration to groundwater exposure pathway is considered incomplete for this cleanup. HULL & ASSOCIATES, INC. SBI059.400.0004 INDIANAPOLIS, INDIANA 4 MAY 2010 3.0 REMEDIATION PLAN 3.1 Remediation Goals The goal of the cleanup plan for the Site is to abate the risks posed by contaminated soil. As the Site is currently unsecured and may be entered by trespassers, and as the City intends to redevelop the Site in conjunction with the Studebaker Automotive redevelopment as part of a nanotechnology business park, protection of human health and the environment are critical. As a result, the contaminant exposures have been assessed in consideration of these current and potential future uses. 3.2 Approved Remediation Alternative The following cleanup alternatives were evaluated, specific to this Site, based on the data available: no further action; capping; excavation, removal, and off -site landfilling; soil washing; and soil solidification. An Analysis of Brownfield Cleanup Alternatives (ABCA) for the Site was prepared in March 2010 and concluded that excavation, removal, and off -site landfilling was the most viable and cost - effective option. Following approval of the ABCA by U.S. EPA and the Indiana Brownfields Program, as part of the administrative record for the project, the ABCA was posted publicly by the City to allow for public review and comment. Based on no public comment, the City issued a Decision Memorandum on May 4, 2010 approving the selected remedial approach. 3.3 Implementation of Remediation Alternative Bid specifications will be prepared, and the City's process for solicitation of publicly- funded projects will be followed to select a contractor for the excavation. Given the fact that cleanup alternatives can also create impacts to the environment (e.g., through the combustion of fossil fuels during excavation and transportation of impacted soils, etc.), the bid specifications for the selected alternative will be written to emphasize that impacts to the environment shall be minimized where possible. Consistent with U.S. EPA Region 5's Greener Cleanups Initiative, the following measures will be urged during implementation of the selected alternative: • Restrict idling of construction equipment and encourage the use of enhanced emission controls; • Use low- sulfur fuel when possible; - Schedule removal work in a manner that eliminates double - handling of materials; and HULL & ASSOCIATES, INC. SBI059.400.0004 INDIANAPOLIS, INDIANA 5 MAY 2010 • Crush and re -use on -site as backfill any concrete that must be removed to gain access to remediation areas, in order to minimize trucking backfill to the site. Following selection of the most responsive and responsible bidder, Hull will coordinate with the contractor to begin the work. Prior to removal and disposal, representative samples of the impacted soils at the Site will be collected and analyzed for landfill disposal approval, subject to the requirements of the landfill selected by the excavation contractor. Concurrent with securing landfill disposal approval, the appropriate utility clearances will be obtained from local utilities (both municipal and private). Hull has confirmed with the City's Engineering Department that, because the area of proposed excavation is less than one acre, a Construction /Stormwater Pollution Prevention Plan in accordance with 327 Indiana Administrative Code (IAC) "Rule 5" (327 IAC 15 -5) and "Rule 13" (327 IAC 15 -13) is not necessary. The March 2010 ABCA estimated that up to 2,420 cubic yards of soil may require excavation and off -site disposal. Two areas where concentrations of lead and arsenic in surface soils (i.e., 0 to 2 feet below ground surface (bgs)) exceed RISC Commercial /Industrial pathway- specific Closure Levels are shown on Figure 2. Initially, a smaller area will be staked horizontally and excavated to a depth of 2 feet bgs in an effort to minimize the volume of soil required for excavation and off -site disposal. That smaller area is indicated on Figure 2. Impacted soils will be excavated with a backhoe or tracked excavator and loaded directly to dump trucks for transport to the landfill for disposal. At the end of each day's activities, excavated areas that have not been backfilled to original grade will be barricaded with Occupational Safety and Health Administration (OSHA)- approved safety fencing. Following excavation of the initial area, Hull's field representative will collect confirmatory soil samples from the floor and sidewalls of the excavation at a grid density of approximately every 1,000 square feet (i.e., approximately every 32 feet) to evaluate whether concentrations of lead or arsenic in soils remain at concentrations exceeding pathway - specific standards. Soil samples will be analyzed for lead (for the western -most excavation) or arsenic (for the eastern- HULL & ASSOCIATES, INC. S61059.400.0004 INDIANAPOLIS, INDIANA 6 MAY 2010 most excavation) concentrations in accordance with U.S. EPA Method 6010. Rush turnaround times will be requested on laboratory analyses to allow for expeditious decisions as to whether additional excavation is necessary, or whether the excavations may be backfilled. Should laboratory results of the initial confirmatory soil samples suggest that additional excavation is necessary, Hull will coordinate with the excavation contractor to excavate and dispose of additional soils as appropriate. Additional confirmatory samples will be collected in the vicinity of any additional excavation to confirm that soils remaining at the Site meet pathway - specific Closure Levels. The horizontal and vertical extents of all excavations will be measured and surveyed using GPS coordinates prior to backfilling. Following receipt of laboratory analyses indicating that pathway - specific Closure Levels for arsenic and lead have been met, the excavation will be backfilled to grade with clean fill material similar to the surrounding soils. Compaction standards will not be specified. The excavated areas will then be capped with a layer of topsoil and seeded. 3.4 Data Management Because the excavation will likely be completed in one week or less, quarterly reports are not anticipated. Following completion of the excavation, a soil remediation completion report will be prepared and submitted to the City, U.S. EPA, and the Indiana Brownfields Program. The report will generally follow the requirements of IDEM's RISC User's Guide and will include a background of the Site, a description of the remedial actions completed at the Site, confirmatory sampling results (including a comparison to RISC Commercial /Industrial pathway- specific Closure Levels), a description of the activities completed to restore the Site to grade, and conclusions /recommendations as appropriate. 3.5 Project Schedule The anticipated project schedule is as follows: 1) Approval of Soil Remediation Work Plan by Indiana Brownfields Program — month 0; HULL & ASSOCIATES, INC. SBI059.400.0004 INDIANAPOLIS, INDIANA 7 MAY 2010 2) Complete bid documents for excavation; publish bid request documents in local publication(s); select contractor; prepare final contract documents; award contract — month 1; 3) Implementation /completion of excavation /remediation activities — month 2; 4) Submit soil remediation completion report — month 3. 3.6 Additional Proiect Documents 3.6.1 Quality Assurance Project Plan A Site - specific QAPP has been prepared by Hull pursuant to the City's RLF. The QAPP was prepared by Hull & Associates, Inc. (SB1031.200.0004) for the US EPA Region 5 Hazardous Substances and Petroleum Brownfields Assessment Grants, submitted in March 2006, approved on May 30, 2006, and later amended on April 23, 2009. 3.6.2 Site Health and Safety Plan A Site - specific Health and Safety Plan (HASP) will be prepared prior to the commencement of soil excavation activities. The HASP will provide for the safety of on- Site workers involved in performing corrective actions at the Site in accordance with the hazards that have been identified at the Site. The HASP will include details covering the chemical and physical hazards at the Site, precautions and procedures to be followed in conducting the work, and directions to medical care facilities in the event of emergency or accident. The HASP will be prepared in accordance with the requirements set forth in 29 CFR 1910.120 and 1910.126. HULL & ASSOCIATES, INC. SBI059.400.0004 INDIANAPOLIS, INDIANA 8 MAY 2010 4.0 REFERENCES Hull & Associates, Inc., Phase I Environmental Site Assessment of the Norfolk Southern Railroad and Eckler -Lahey Properties, prepared for the City of South Bend Redevelopment Commission, January 2007. Hull & Associates, Inc., Letter Report Documenting Phase 11 Environmental Site Assessment Activities at the Eckler -Lahey and Norfolk Southern Corporation Railroad Properties, prepared for the City of South Bend Department of Community and Economic Development, January 2007. Hull & Associates, Inc., Quality Assurance Project Plan, prepared for the City of South Bend Department of Community and Economic Development, March 2006 (updated April 2009). HULL & ASSOCIATES, INC. S61059.400.0004 INDIANAPOLIS, INDIANA 9 MAY 2010 FIGURES HULL & ASSOCIATES, INC. S131059.400.0004 INDIANAPOLIS, INDIANA MAY 2010 Franklin Street r t Yr � I - S ' , _< i•r +ii , jE o l � 3 , , • it i 1 � � 1 (i ! 3 � i V N m 1 ✓+ � i 1 3 � ac N ■: � i I � of c l i i it Let- 0000 ie t I��Q A y i = , ----------- - - - - -- r-rJ, —n. .,— S- Kendall- 1-9 -4 n( - -rt —i n %;tom -f.', ! e� t� 2 N c (Q C' 2 > to •� cU w1 0 5 G H Q �fi u S w: o O Y! U �• H Q eu P. C �o a- m r a Ir ti. •S • • ILJ{ t '{ � � * }ri ; t 0 O a N < <a o Z E ,o m c c E m m � c 7 y a c io m O v, b y '- U c r0 O O a C Q, J L o L L Q O L N c9 a e� t� 2 N c (Q C' 2 > to •� cU w1 0 5 G H Q �fi u S w: EXHIBIT C CITY OF SOUTH BEND DEPARTMENT January 11, 2010 STEPHEN J. LUECKE, MAYOR OF PUBLIC WORKS Ms. Ann Kolata, Senior Redevelopment Specialist City of South Bend Department of Community & Economic Development 227 West Jefferson Blvd, 12th Floor South Bend, Indiana 46601 RE: Eligibility Evaluation for a Cleanup Application for St. Joseph County, Indiana Property Tax ID Numbers 18- 8021 - 084905 & 18 -8006 -0338 (the Site) - Related to a U.S. EPA Brownfields Cleanup Revolving Loan Fund Dear Ms. Kolata: I have reviewed a South Bend Cleanup Revolving Loan Fund (RLF) Preliminary Application prepared by the City of South Bend Redevelopment Commission (the Redevelopment Commission) for the Site. The Site is generally located south of the former Studebaker Stamping Plant property, north of the Norfolk Southern Railroad right -of -way, east of Kendall Street, and west of Franklin Street in South Bend, Indiana. The RLF has been awarded to the City of South Bend (the City) by the U.S. EPA for the purpose of assisting with the cost of environmental cleanups, and is administered by the City's Board of Public Works. Furthermore, the funds applied for by the Redevelopment Commission have been awarded to the City pursuant to the United States American Recovery and Reinvestment Act (ARRA) grant program awarded to certain eligible entities by the U.S. EPA. As part of my review, we have also reviewed a Phase I Environmental Site Assessment (Phase I ESA) prepared by Hull and Associates, Inc. for the Site in January 2007; this Phase I ESA complies with ASTM Standard E 1527 -05, which specifies All Appropriate Inquiry (AAI) procedures. I understand that a portion of the Site was formerly operated as a rail yard supporting operations of the former Studebaker Corporation. The Site is currently vacant land that was purchased by the Redevelopment Commission in April 2007. No specific Recognized Environmental Conditions (RECs) were identified by Hull in the January 2007 Phase I ESA. However, based on the history of the Site, the unavailability of persons familiar with historical operations, and known groundwater impacts in the vicinity of the Site, the potential for RECs was identified in the Phase I ESA. Accordingly, Hull conducted Phase II ESA activities concurrently during the completion of the January 2007 Phase I ESA and identified areas where environmental cleanup activities in soils are likely required. Based on those prior investigations, chemicals of concern (COCs) associated with soils at the Site are semi - volatile organic compounds (SVOCs) and U.S. EPA Resource Conservation and Recovery Act metals (RCRA) metals. In consideration of the information provided by the City and the Redevelopment Commission, and contained in Hull's Phase I ESA, the Redevelopment Commission appears to be an eligible entity who has not contributed any contamination to the Site. Furthermore, the Redevelopment Commission purchased the Site after completion of the aforementioned AAI- compliant Phase I Department of Public Works Engineering Water Works Central Services Streets Environmental Services Gary A. Gilot, Director Carl P. Littrell, P.E. David Tungate Matt Chlebowski Sam Hensley John J. Dillon, Ph.D. 574/235 -9251 574/235 -9251 574/235 -9322 574/235 -9316 574/235 -9244 574/277 -8515 Fax 574/ 235 -9171 Fax 574/ 235 -9171 Fax 574/ 235 -5595 Fax 574/ 235 -9007 Fax 574/ 235 -9272 Fax 574/ 277 -8980 Ms. Ann Kolata January 11, 2010 S131054.400.0002 Page 2 ESA with the intent of assembling the Site with adjacent parcels for a larger redevelopment effort. As the current owner, the Redevelopment Commission has unfettered access to the Site. I have reviewed a copy of the Phase I Environmental Site Assessment (ESA) to confirm that the following criteria have been evaluated and are met: 1. the Site is not listed (or proposed for listing) on the National Priorities List (NPL); 2. the' Site is not subject to unilateral administrative orders, court orders, administrative orders on consent, or judicial consent decrees issued to or entered into by parties under CERCLA; 3. the Site is not subject to the jurisdiction, 'custody, or control of the United States government; 4. the Site is not subject to planned or ongoing CERCLA removal actions; 5. the Site is not subject to unilateral administrative orders, court orders, administrative orders on consent or judicial consent decrees or to which a permit has been issued by the United States or an authorized state under the Solid Waste Disposal Act (as amended by the Resource Conservation ' and Recovery Act (RCRA)), the Federal Water Pollution Control Act (FWPCA), the Toxic Substances Control Act (TSCA), or the Safe Drinking Water Act (SDWA); 6. the Site is not subject to corrective action orders under RCRA (sections 3004(u) or 3008(h)) and to which a corrective action permit or order has been issued or modified to require the implementation of corrective measures. 7. there are no land disposal units on the Site that have filed a closure notification under subtitle C of RCRA and to which closure requirements have been specified in a closure plan or permit; and 8. there are no known releases of polychlorinated biphenyls (PCBs) such that they are subject to remediation under the Toxic Substances Control Act (TSCA). Mr. L. Kyle Hendrix of the Indiana Department of Environmental Management (IDEM), during communications with W. Lance Turley of Hull on January 5, 2010, indicated that IDEM's initial inquiries support a conclusion that the Site is not subject to regulatory requirements described above. Please contact me if you have any questions about our findings from review of the cleanup grant application or the Phase I ESA. Sincerely, Gary A. Gilot Director of Public Works City of South Bend EXHIBIT D July 15, 2010 Ms. Ann Kolata, Senior Redevelopment Specialist City of South Bend Department of Community & Economic Development 227 West Jefferson Blvd, 12t" Floor South Bend, Indiana 46601 RE: Budget Estimate for Implementation of a U.S. EPA Brownfields Cleanup Revolving Loan Fund at the Former Norfolk- Southern Railroad Property, South Bend, IN; SB1059.400.0005. Dear Ms. Kolata: The attached table presents Hull's updated cost estimate for the referenced project. The estimate is based on Hull's estimated fees and an engineer's estimate to implement the proposed remedial action (as no bids have been received from prospective contractors yet). Please do not hesitate to contact me at (317) 517 -6506 or (800) 241 -7173 with any questions. Sincerely, Douglas G. Stuart, CHMM Senior Project Manager cc: W. Lance Turley, Hull 6435 Castleway West Drive, Suite 119, Indianapolis, Indiana 46250 800.241.7173 614.793.9070 fax www.hulline.com O O� Go O N O 00 00 V- Q �a z � p W aZ w Z d W o °a 0° J_ Q co LL NZ O W '. LW r O Y J O O z I.I. W O LL Irl W m H W H W F- U F- U W 7 w a 0 0 0 0 O M M M N (0 Oct OO � � � m To 0 = d N R t CL c 0 f0 O O h Of �N N Of N O r N co e�si»�� `� OD coo m o vj. N C N E U O O .p CD � a c c Q m � Q E N 2 Q o c r U Mn f6 a O a Y Q C O CA E r Q O CL CL Q y C CL = O N U 3 m� U) w ly m a z w Q 2 d z W O co U 2 a D z U F- w O 0 U m 0 c 0 a E d 2' O V7 N O d 0 a 0 N E N w fq O N U N 7 a] C � w 0 U w 3 0 !n y a c O v N C O V w a N w co co O v W O a J 0 (n O J X r N O D O � O a ai U) 0 m U) C) Q -z Qz o _, J o Qa Z Ja D° =z Hu-111 July 15, 2010 Ms. Ann Kolata, Senior Redevelopment Specialist City of South Bend Department of Community & Economic Development 227 West Jefferson Blvd, 12th Floor South Bend, Indiana 46601 RE: Project Schedule for Implementation of a U.S. EPA Brownfields Cleanup Revolving Loan Fund at the Former Norfolk- Southern Railroad Property, South Bend, IN; SBI059.400.0005. Dear Ms. Kolata: The table below presents the anticipated schedule for the referenced project, from U.S. EPA and IDEM /Indiana Brownfields Program approval through final reporting. Please note that the schedule for items beyond the date of this correspondence (i.e., following advertisement of bids) is projected and may be subject to minor changes depending on the availability of the contractor selected to implement the remedial activity approved for the site. Action Item Date Approval of ABCA by EPA Aril 1 End of ABCA Comment Period Aril 26 Approval of Remediation Work Plan by IDEM /EPA June 11 Complete Specifications/Contract Documents July 6 Advertise Bids July 9, 16 Receive Bids July 26 Award Contract August 9 Begin Remedial Action August 23 Complete Remedial Action September 7 Final Reporting September 21 Please do not hesitate to contact me at (317) 517 -6506 or (800) 241 -7173 with any questions. Sincerely, Douglas G. Stuart, CHMM Senior Project Manager cc: W. Lance Turley, Hull 6435 Castleway West Drive, Suite 119, Indianapolis, Indiana 46250 800.241.7173 614.793.9070 fax www.hullinc.com EXHIBIT F EPA Summary of OMB's December 18, 2009 Updated Guidance on Reporting of Job Estimates To be posted at http: / /www.epa.gov /recovery OMB issued Updated Guidance on the American Recovery and Reinvestment Act --Data Quality, Non = Reporting Recipients, and Reporting of Job Estimates" (memorandum M- 10 -08) on December 18, 2009. Part 2 of this memorandum updates Section 5: Reporting on Jobs Creation.Estimates by Recipients (OMB memorandum M- 09 -21. June 22, 2009). The revised guidance is posted at htt : /hvm w.wbitehous'e. ov /omb /assets /m hn emoranda 2010 10 -08. df. Below are some of the key highlights and content of the guidance to assist EPA's recipients in estimating jobs created and retained. This summary does not include all of the issues raised in OMB's guidance and we recommend that recipients also review the full OMB memorandum. Because this new guidance modifies previous definitions and calculations, EPA has removed prior supplemental jobs guidance from this website. Key highlights The definitions of jobs created or retained have changed. Previous guidance required recipients to make a subjective judgment on whether a given job would have existed were it not for the Recovery Act. The updated guidance eliminates this subjective assessment and defines jobs created or retained as those funded by the Recovery Act. See sections 5.45.2 key principle #2, and 5.9 of OMB's guidance for more detail. The job estimate calculation has changed; recipients will now report job estimate totals by dividing the hours worked in the reporting quarter (i.e., the most recent quarter) by the full - time schedule hours in that quarter. Recipients will no longer be required to sum across multiple quarters of data as part of the FTE formula. See sections 5.1 and 5.3 of OMB's guidance for more detail. Effective February 2, 2010, FederalReporting.gov will be open for continuous corrections of data for the most recent quarter. Recipients will have the ability to make corrections up until the start of the next reporting period (e.g., Recipients will be able to make corrections until March 31, 2010 to data for the quarter ending December 31, 2009.) See sections 5. 2, key principle #12 and 5.10 of OMB's guidance for more detail. • For corrections to prior quarters, recipients shall maintain within their administrative records comprehensive information on any and all necessary corrections to prior quarter data. Recipients will be required, at a time and process to be specified in the future, to submit this information to the Federal government. • The clarifications in OMB's December 18 guidance are not retroactive to the quarter ending September 30, 2009. Any corrections to job estimate totals for the quarter ending September 30, 2009 should rely on the definition of jobs created or retained in the June 22, 2009 OMB Memorandum 09 -21. OMB's guidance includes: • 12 key principles for recipient estimates of jobs created and retained (section 5.2) • Methodology for estimating jobs created and retained with examples (section 5.3) Tote WMUIIer of Homes Wod-ad and Funded by Re=,ay Actwdh= Reporting QU,,t= Quietly Horns in a Full T=e ScLedale EPA Summary of OMB's December 18, 2009 Updated Guidance on Reporting of Job Estimates To be posted at http; / /www.epa.gov /recovery Step by step instructions and examples for calculating estimates of jobs created and retained (section 5.4) 1. Assess which hours worked should be included in the FTE calculation (the numerator of the FTE calculation). Use payroll information to include only funded jobs; i.e. those for which the wages or salaries are either paid for or will be reimbursed with Recovery Act funding. 2. Represent the full -tune schedule in hours, for the reporting quarter (the denominator of the FTE calculation — for a 40 hour work week, the denominator will be 520 hours) 3. Enter the calculations for the numerator and denominator into the FTE formula to calculate the "Number of Jobs" Additional instructions for jobs partially funded by the Recovery Act o The recipient should assess what portion of each employee's hours worked are funded by the Recovery Act. If the recipient knows the overall portion of Recovery Act funds used to pay the salary of its employees, but does not have that information for each individual employee, the recipient should adjust the job estimate based on the proportion of funding associated with the Recovery Act. See section 5.5 for detailed examples. o If the employees were hired for a defined period of time (e.g., one year) with a plan to use both Recovery Act and non - Recovery Act funds to pay their salaries, the recipient should adjust their FTE estimate by the share of the overall project funded by the Recovery Act, regardless of when the Recovery money was spent. See section 5.8. o If the employees were hired for an indefinite period, each quarter the recipient must determine the percentage of work hours (if any) funded by the Recovery Act for that quarter. See section 5.8. Additional instructions for jobs paid initially with non - Recovery Act dollars. Jobs paid initially with non - Recovery Act dollars may be reported as created or retained as long as such dollars eventually will be reimbursed with Recovery Act funds. See section 5.9.