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Home My WebLink AboutNo. 2168 approving/authorizing execution of an agency agreement by/between the SB development commission and the City of South Bend, IN, board of public works relating to real property and improvements located at 1303, 1315, 1321-1323 S. Michigan St.• Ilk k i i 1 1111 1 RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION APPROVING AND AUTHORIZING THE EXECUTION OF AN AGENCY AGREEMENT BY AND BETWEEN THE SOUTH BEND REDEVELOPMENT COMMISSION AND THE CITY OF SOUTH BEND, INDIANA, BOARD OF PUBLIC WORKS RELATING TO THE REAL PROPERTY AND IMPROVEMENTS LOCATED AT 1303, 1315, AND 1321- 1323 SOUTH MICHIGAN STREET (Sample -Ewing Development Area) WHEREAS, Arthur T. Ford and Linette L. Ford, husband and wife, are the owners of certain real property and improvements located within the Sample -Ewing Development Area more commonly known and numbered as 1303 South Michigan Street and Arthur T. Ford, individually, is the owner of certain real property and improvements more commonly known and numbered as 1315 South Michigan Street, 1321 -1323 South Michigan Street, St. Joseph County, Indiana (the aforementioned real property and improvements are hereinafter referenced collectively as the "Kitty Kat Lounge Properties "); and WHEREAS, J.R.'s Kitty Kat Lounge, Inc. ( "Kitty Kat, Inc. "), an entity doing business at the Kitty Kat Properties, is a plaintiff in a lawsuit against the City of South Bend filed in St. Joseph Superior Court as Cause No. 71 D07- 0010 -CP -01348 and captioned .I.R. 's Kitty Kat Lounge, Inc. et al. v. The City of South Bend, an Indiana municipal corporation, et al. ( "Lawsuit "); and WHEREAS, Arthur T. Ford is a principal in Kitty Kat, Inc, and, in order to settle the Lawsuit, Arthur T. Ford is willing to sell his interest in the Kitty Kat Properties to the City of South Bend and Linette L. Ford is also willing to sell her interest in the Kitty Kat Properties to F.\HOME\CGREENE \WPDATA\ PROJECTS \SEDA\KITTYKATWGENCYAGMT- BPw &RC 050516.DOC the City of South Bend; and WHEREAS, the South Bend Common Council, fiscal body of the City of South Bend, has previously appropriated the sum of One Hundred Seventy Five Thousand and 00/100 Dollars ($175,000.00) in settlement of the Lawsuit with Kitty Kat, Inc. and to complete the acquisition of the Kitty Kat Properties; and WHEREAS, the care, custody and control of City real estate is vested in the Board of Public Works ("Board") pursuant to I.C. 36-9-6-3; and WHEREAS, the Board, desires that title to the Kitty Kat Properties be vested in the "City of South Bend, for the use and benefit of its Department of Redevelopment" in order to facilitate the South Bend Redevelopment Commission's efforts in redeveloping the area known as the Sample-Ewing Development Area; and WHEREAS, the City of South Bend, Department of Redevelopment, acting by and through its governing body, the South Bend Redevelopment Commission ("Commission") desires to accept title to the Kitty Kat Properties; and WHEREAS, the Board and the Commission desire to enter into an agency agreement wherein the Commission shall act as the Board's agent with respect to taking title and possession of the Kitty Kat Properties and other related matters, a copy said Agency Agreement is attached hereto and incorporated herein as Exhibit "N'. NOW, THEREFORE, BE IT RESOLVED by the South Bend Redevelopment Commission as follows: Section 1. The Commission hereby approves of the Agency Agreement in the form attached hereto as Exhibit "A" with such changes as the Commission may deem necessary or 14-.\VIPDATA\PROJECTS\SEDA\KITTYKAT%AGENCYAGfvfr-BPW&RC-050516.DOC appropriate upon the advice of counsel, said execution thereof to be conclusive evidence of the Commission's approval of such changes. Section 2. This Resolution shall be in full force and effect after its adoption by the Commission. ADOPTED at a meeting of the South Bend Redevelopment Commission held on May 20, 2005, in Room 1308 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. CITY OF SOUTH BEND, DEPARTMENT OF REDEVELOPMENT Pres J � en o'000/ South Bend Redevelopment Commission ATTEST: Secretary South Bend Redevelopment Commission H:\WPDATATROJECTS\SEDAWTTYKAT\AGENCYAGMT-BPW&RC-050516.DOC • • • AGENCY AGREEMENT THIS AGENCY AGREEMENT ( "Agency Agreement" ), made and entered into as of the 20th day of May, 2005, by and between the South Bend Redevelopment Commission ( "Commission") and the City of South Bend, Indiana, a municipal corporation duly organized and existing pursuant to the laws of the State of Indiana, acting by and through its Board of Public Works ("Board") for purposes of the Board designating the Commission to act as the Board's agent in order to execute an agreement entitled "Agreement for Purchase and Sale of Real Estate" ("Purchase Agreement") in which the City, through the Commission, acquires interest in and title to certain real property and improvements located at 1303, 13 15, and 1321- 1323 South Michigan Streets ("Kitty Kat Properties") for the purposes of settling, in part, a lawsuit against the City of South Bend filed in St. Joseph Superior Court as Cause No. 711307 - 00 1 O-CP-O 1348 and captioned J.R. 's Kitty Kat Lounge, Inc. et al. v. The City of South Bend, an Indiana municipal corporation, et al. ("Lawsuit"). WITNESSETH: WHEREAS, it is anticipated that at a meeting on May 20, 2005, the Commission shall adopt its Resolution No. 2168 approving and authorizing the execution of an Agency Agreement relating to the Kitty Kat Properties. WHEREAS, it is further anticipate that at a meeting on May 23, 2005 the Board shall adopt its Resolution No. 40-2005 approving and authorizing the execution of an Agency H:\WPDATA\PROJECTS\SEDA\MTYKATAGENCYAGW-13PW&RC 050516,DOC [EXHIBIT A- Agreement relating to the Kitty Kat Properties. WHEREAS, the Commission and the Board desire to enter into this Agency Agreement ("Agency Agreement") in order to permit the Commission to execute the Purchase Agreement, a form of which is attached hereto and incorporated herein as Exhibit A, and to acquire the Kitty Kat Properties on behalf of the City in settlement of the Lawsuit with Kitty Kat, Inc., pursuant to the terms and conditions contained herein; and WHEREAS, the Commission desires to act as the agent of the Board for the purposes of taking title to the Kitty Kat Properties in settlement of the Lawsuit with Kitty Kat, Inc. NOW, THEREFORE, in consideration of the mutual covenants and promises herein, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows: 1. The Board hereby empowers and appoints the Commission to act as the Board's agent for the limited purpose of executing the Purchase Agreement with Arthur T. Ford and Linette L. Ford which Purchase Agreement shall provide for the transfer of the Kitty Kat Properties to the Commission and shall further provide for the release, remise, acquittal and dismissal forever of any and all claims by Arthur T. Ford, as principal for and on behalf of JR's Kitty Kat Lounge, Inc., arising out of or resulting from the lawsuit against the City of South Bend filed in St. Joseph Superior Court as Cause No. 71D07-0010-CP-01348 and captioned J R. 's Kitty Kat Lounge, Inc. et al. v. The City ofSouth Bend, an Indiana municipal corporation, et al.. 2. The Board hereby empowers and appoints the Commission to act as the Board's 0 agent for the limited purpose of closing the real estate transaction among and between Arthur y t T. Ford, Linette L. Ford and the City of South Bend under the terms of said Purchase Agreement. 3. This limited Agency Agreement shall immediately terminate upon breach by the Commission or the Board of this Agency Agreement or any other agreement between the Commission or the Board at least seven (7) days in advance of the date of termination of agency. 4. The Commission hereby accepts the appointment of agency by the Board as described in Paragraph 1 of this Agency Agreement. 5. The Commission shall close the real estate transaction under the authority granted the Commission by I.C. 36- 7 -14 -1 et seq. and, upon advice of legal counsel, shall execute all contracts and other necessary documents related to same on behalf of the Commission. 6. The terms and conditions of the Agency Agreement shall insure to the benefit of and bind the respective parties hereto and their successors in interest and assigns, and no portion of the Agency Agreement may be assigned by any party without the prior written consent of all other parties. 7. The agency provisions herein contained apply only as stated and shall not be deemed to create any partnership, joint venture or other enterprise of any type or nature between the South Bend Redevelopment Commission and the Board of Public Works. isH: \WPDATA\ PROJECTS \SEDAWTTYKAT\AGENCYAGMT BPW &RC 050516.DOC • 8. NO amendment, modification or alteration of the terms of this Agency Agreement shall be binding unless duly executed by the parties hereto in writing, dated subsequent to the date hereof. IN WITNESS WHEREOF, the undersigned hereto execute this Agency Agreement to be effective as of the day and year first written above. CITY OF SOUTH BEND, THE BOARD OF PUBLIC WORKS DEPARTMENT OF REDEVELOPMENT South Bend Redevelopment Commission ATTEST: South Bend Redevelopment Commission Dated: Gary Gilot, President Carl Littrell ME in M11 ATTEST: Angela K. Jacob, Clerk 4=61 iH-.\WPDATATROJECTS\SEDAWTTYKAAAGENCYAGMr-BPW&RC 050516DOC