HomeMy WebLinkAbout18-46 Modifying and Reconfirming Resolution for RDistict One -Studebaker Building 84 SpUTH
Filed in Clerk's Office
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1865 a
KAREEMAH FOWLER
CITY OF SOUTHBENffa2LERK s°��2 N
COMMUNITY INVESTMENT
JAMES MUELLER, EXECUTIVE DIRECTOR
September 5,2018
Council Member Gavin Ferlic, Chairperson
Community Investment Committee
South Bend Common Council
4th Floor, County City Building
South Bend„IN 46601
RE:Real Property Tax Abatement Extensions for: Historic JMS Building LLC,JSK
Development Inc.,RDistrict One LLC,Imagineering Enterprises Inc., Tower at
Washington Square LLC.
Dear Council Member Ferlic:
As part of our annual review process, we have found the need for several extensions to the
designation period for previously approved tax abatements. These extensions would not alter the
length of the abatement itself, however. It has been a general practice, when granting a tax
abatement, to allow a two-year designation period for the project to get underway, be completed,
and receive its higher reassessed value. The clock on the designation period starts when the
abatement is granted by Council. Sometimes a project takes a bit longer to get underway and/or
be completed, and sometimes the Assessor's office does not issue the reassessed value (and
accompanying Form 11)within the two-year timeframe. For these situations(detailed below)the
petitioners are asking Council to grant extensions of the designation period on the following tax
abatements.
Attached please find proposed forms of resolutions modifying and reconfirming the adoptions of
declaratory resolutions for Historic JMS Building LLC,.JSK Development Inc.,RDistrict One
LLC, Imagineering Enterprises Inc., Tower at Washington Square LLC which combined
were granted a total of eleven real property tax abatements.
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DANIEL J.BUCK NmEYER ALREmA ALDRIDCE PAMELA MEYER Tat CORcoRm
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BUsams DEVELOPMENT ENGAGEMENT&ECONOMIC EripowERMENT NEIGHBORHOOD DEvmoPil4ENT PLANNING&Cowm NITY REsouRcEs a
EXCELLENCE I ACCOUNTABILITY I INNOVATION I INCLUSION ( EMPOWERMENT
14005 County-City Building 1227 W.Jefferson Blvd.I South Bend,Indiana 466011 p 574.235.93711 www.southbendin.gov
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CITYOFSOUTHBEND I COMMUNITY INVESTMENT
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These modifications are related to extending a designation period from the date of adoption of the
original Declaratory resolutions. Some of above mentioned companies received a form 11 from
the St. Joseph County Assessor Office in July 2018.Those companies filed appropriate forms with
the St. Joseph County Auditor Office in a timely manner, but the designation period already
expired. Other companies have completed their projects but never received a form 11 with a full
assessment values and as a result have not submitted required forms to the St. Joseph County
Auditor Office. Finally, two companies requested a designation period extension due to
complexity of their projects that caused unanticipated delays.
Historic JMS Building:
The project was completed in March 2017. The company has invested$8.4 million and created 3
new jobs. The JMS building now houses Centier Bank and apartments contributing to the density
and vitality of downtown South Bend. The company received a form I1 from the St. Joseph
County Assessor Office in July 2018 and filed appropriate forms to the St.Joseph County Auditor j
Office. The designation period expired on June 22,2017.
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JSK Development eland HospiWi1y//Holiday Inn Express):
The project was completed in April 2018. The company has invested$6.5 million and created 17
new jobs. The Holiday Inn opened in May and is part of a revitalization of the South Side at
Michigan and the Bypass.The company has never received a form 11 from the St. Joseph County
Assessor Office. The designation period expired on July 13,2017.
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JSK Development(Southhold/Courtyard Marriott Downtown):
The project was completed in April 2018. The company has invested $11 million and created 38
new jobs. The Marriott has truly enhanced our downtown streetscape and makes the Century
Center a more viable option to bring in citywide tourism and revenues from small conferences and f
shows. The company has never received a form 11 from the St. Joseph County Assessor Office.
The designation period expired on May 26,2018.
JSK Development(Southhold/Hall of Fame):
The fixture use of the former College Football Hall of Fame Building was directly tied to the
construction and subsequent opening of the Courtyard Marriott Downtown Hotel. While those
plans did not come to fruition,JSK maintained their commitment to p urchase the vacant property.
The hotel project was completed in April 2018 and JSK is requesting a designation period
extension on the vacant hall of fame building. The designation period expired on May 26,2018.
RDistrict One(Studebaker Building 84):
The project was completed in May 2018. The company has invested$18.4 million and created 19 ?
new-jobs and retained 5 jobs.The company has nbt received a form 11 for a full assessment of the
property from the St.Joseph County Assessor Office.The designation period expired on December
17,2017.
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CITY OF SOUTH BEND I COMMUNITY INVESTMENT
Ima ing Bering Enterprises:
The company was granted personal and real property tax abatements and proactively requested a
designation period extension due to a significant increase in its strategic investments. The
designation period will expire on September 26,2018.
Tower at Washington LHotel and Parking Garage):
Two projects were completed in September 2017. The company has invested $38.5 million and
created 45 new j obs.The company received a form 11 from the St. Joseph County Assessor Office
in July 2018 but is still waiting for a full assessment of these properties. The designation period
will expire on September 29, 2018.
Tower at Washington(Retail and Apartments):
Two projects have,not been completed yet due to the size and nature of the project. The company
is investing $15 million into the ongoing project. The company requested an extension of the
designation period for these project elements.The designation period will expire on September 29,
2018 for the Retail elements and on October 26, 2018 for the Apartments.
The Department of Community Investment supports these requests for extension of the designation
period. These companies have met or exceeded their other abatement milestones and I
commitments, generating visible growth and community impact. I
Should you or any of the other Council members have any questions concerning the report,or need
additional information,please feel free to call me at 235-5823.
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Since 1 , f
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Daniel J. uckenmeyer I
Director of Business Development
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Filed in Clerk's Office
RDistrict One, LLC
SEP 0 5 2010
635 S Lafayette Blvd KAREEMAf F6WLER
South Bend, IN 46601 CITY CLERK,SOUTH BEND, IN
August 2,2018
Depart of Community Investment
227 W Jefferson Blvd
Suite 1400S
South Bend, IN 46601
To Whom It May Concern:
On December 14th,2015 resolution number 4514-15 awarded RDistrict One LLC a ten year real property
tax abatement. The project was completed on May 11th, 2018. We have spent a total of$18,387,000 on
the project. The project has created 19 jobs and retained five.
We have not received Form 11 Notice of Assessment of Land and Structures/Improvements for the full
assessment of the property. As a result,we are requesting an extended designation period of two years.
We are filing Form 322RE with the Assessor's Office for the January 1,2018 assessment.
Sincerely,
,l
4-4r ;�
Filed in Clerk's Office
BILL NO. 18-46 SEP 0 5 2018
RESOLUTION NO. (REENIAH FOWLER
CITY CLERK,SOUTH SENDI,IN s
A RESOLUTION MODIFYING AND RECONFIRMING THE ADOPTION OF
DECLARATORY RESOLUTION NO. 4512-15 DESIGNATING CERTAIN
AREAS WITHIN
THE CITY OF SOUTH BEND, INDIANA, COMMONLY KNOWN AS
635 S. Lafayette Blvd., South Bend, IN 46601
AN ECONOMIC REVITALIZATION AREA FOR PURPOSES OF A
(10) TEN YEAR REAL PROPERTY TAX ABATEMENT FOR
RDistrict One, LLC
WHEREAS, the Common Council of the City of South Bend has adopted declaratory
resolutions designating certain areas within the City as Economic Revitalization Areas for the
purpose of tax abatement consideration; and
WHEREAS, Declaratory Resolution No. 4512-15 designated the area located at 635 S.
Lafayette Street, South Bend, IN 46601 and which is more particularly described as follows:
LOT I RENAISSANCE MINOR SUB 16/17NP#7935 10-01-2015
LOT 3 RENAISSANCE MINOR SUB 16/17NP#7935 10-01-2015
and which currently designated as an Economic Revitalization Area; and
WHEREAS, upon proper notice, a public hearing was held, after which the Common
Council issued Confirming Resolution No. 4514-15, confirming the adoption of Declaratory
Resolution No. 4512-15 on December 14, 2015; and
WHEREAS, the Petitioner was granted a two-year designation period in Confirming
Resolution No. 4514-15,which expired on December 14, 2017;however,the project has not been
fully assessed; and
WHEREAS, the Petitioner has requested additional two years to extend the designation
period.
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of South
Bend, Indiana, as follows:
SECTION I. The Common Council hereby determines and finds that the extension of the
designation is appropriate and meets the requirements of Indiana Code § 6-1.1-12.1 et seq.
SECTION II. The Common Council hereby reconfirms Declaratory Resolution No. 4512-15 and
Confirming Resolution No. 4514-15 designating the area described herein as an Economic
Revitalization Area for the purpose of a real property tax abatement. Such designation is limited
to four(4) calendar years from the date of adoption of Declaratory Resolution No. 4512-15 by the
Common Council.
SECTION III. The Common Council hereby determines that the property owner is qualified for
and is granted property tax deduction for a period of ten (10) years as shown below and further
determines that the petition, the Statement of Benefits and the Memorandum of Agreement
between the Petitioner and the City of South Bend comply with Chapter 2, Article 6, of the
Municipal Code of the City of South Bend and Indiana Code 6-1.1-12 et seq.
Year 1 — 100%
Year 2—95%
Year 3 —80%
Year 4—65%
Year 5—50%
Year 6—40%
Year 7—30%
Year 8—20%
Year 9— 10%
Year 10—5%
SECTION IV. This Resolution shall be in full force and effect from and after its adoption by the
Common Council and approval by the Mayor.
Tim Scott, Council President
South Bend Common Council
2
RESOLUTION
4514-15
Passed by the Common Council of the City of South Bend,Indiana
December 14, 15
20
Attest: City Clerk
Attest, President of Common Council
Presented by me to the Mayor of the City of South Bend, Indiana
December 15, 20 15
City Clerk
Approved and signed by me 20 UL .
MEW
RESOLUTION NO.
A RESOLUTION CONFIRMING THE ADOPTION OF A
DECLARATORY RESOLUTION DESIGNATING CERTAIN AREAS
WITHIN THE CITY OF SOUTH BEND, INDIANA, COMMONLY
KNOWN AS
635 S.Lafayette Blvd.,South Bend,IN 46601
AS AN ECONOMIC REVITALIZATION AREA FOR
PURPOSES OF A TEN(10)YEAR REAL
PROPERTY TAX ABATEMENT FOR
RDistrict One,LLC
WHEREAS, the Common Council of the City of South Bend, Indiana, has
adopted a Declaratory Resolution designating certain areas within the City as Economic
Revitalization Areas for the purpose of tax abatement consideration;and
WHEREAS, a Declaratory Resolution designated the area commonly known as
635 S. Lafayette Blvd., South Bend, IN 46601 and which is more particularly described
as follows:
LOT 1 RENAISSANCE MINOR SUB 16/17NP#7935 10-01-2015
LOT 3 RENAISSANCE MINOR SUB 16/17NP#7935 10-01-2015
and which has Key Numbers 018-3043-165409 and 018-3043-165402 be designated as an
Economic Revitalization Area;and
WHEREAS, notice of the adoption of a Declaratory Resolution and the public
hearing before the Council has been published pursuant to Indiana Code 6-1.1-12.1-2.5;
and
WHEREAS, the Council held a public hearing for the purposes of hearing all
remonstrances and objections from interested persons;and
WHEREAS,the Council has determined that the qualifications for an economic
revitalization area have been met.
NOW,THEREFORE,BE IT RESOLVED by the Common Council of the City of
South Bend,Indiana,as follows:
SECTION I. The Common Council hereby confirms its Declaratory Resolution
designating the area described herein as an Economic Revitalization Area for the
purposes of tax abatement. Such designation is for Real Property tax abatement only and
is limited to two (2) calendar years from the date of adoption of the Declaratory
Resolution by the Common Council.
SECTION II. The Common Council hereby determines that the property owner is
qualified for and is granted a real property tax deduction for a period of(10)ten years as
shown by the attachment pursuant to Indiana Code 6-1.1-12.1-17 and further determines
that the petition,the Memorandum of Agreement between the Petitioner and the City of
South Bend, and the Statement of Benefits comply with Chapter 2, Article 6, of the
Municipal Code of the City of South Bend and Indiana Code 6-1.1-12 et seq.
SECTION III. This Resolution shall be in full force and effect from and after its
adoption by the Common Council and approved by the Mayor.
Member of the Common Council
Filed 1r,
PRESENTED -"'
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227 W.JEFFERSON BOULEVARD i%� y PHONE:574/235-9371
SUITE 1400 S. v� � ��a FAX:574/235-9021
Soum BEND,rN 46601-1830
1865
CITY OF SOUTH BEND PETE BUTTIGIEG,MAYOR
COMMUNITY INVESTMENT
SCOTT FORD,EXECUTIVE DIRECTOR
November 17,2015
Council Member Gavin Ferlic,Chairperson
Community Investment Committee
South Bend Common Council
4th Floor,County City Building
South Bend,IN 46601
RE:Real Property Tax Abatement Petition for:
RDistrict One,LLC
Dear Council Member Ferlic:
Please find the attached information pertaining to a real property tax abatement petition for
RDistrict One,LLC:
➢ Department of Community Investment's summary report
➢ Copy of the petition
➢ Statement of Benefits form
➢ Supporting information.
The report contains the Department's findings relative to the above petition. The total cost
for the construction is estimated at$14,500,000. The project meets the qualifications for a
(10)ten year real property tax abatement. A representative from RDistrict One,LLC will
be available to meet with the Committee on Monday,November 23,2015.
Should you or any of the other Council members have any questions concerning the report,
or need additional information,please feel free to call me at 235-9339.
Sincerely,
Brock Zeeb
Director Economic Resources
ce 10
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PLANNING NEIGHBORHOOD ENGAGEMENT BUSINESS DEVELOPMENT ECONOMIC RESOURCES
JITIN KAiN PAMELA C.MEYER CHRIS FIELDING BROOK ZEEB
STATEMENT OF BENEFITS 20 PAY 20
REAL ESTATE IMPROVE#AENTS —
sLra Form 51797(R412-13) FORM 81.1 I Real Property
PreScMed by U1®Department 0t Looal COmTxnenl Finanoa
PRIVACY NOTICE
This etmternonl Is betng completed for real property that qualllm trader the fobov*V hldians Code(ctwck one box): TTm r"or srtd•ny specft*td?vidlut's
❑ Redeyebprnartt or rehobftDon of real ealete Imprvvernsnls(IC 8.1.1.121-4 •scary MroTmalan Is confldenMe rte
bwance d Ue fkg is pubfIc lwN[:1 ReskienUeRydWreasdewVC&1.1-12.1-0.1) d
A.
INSTRUC7raas:
1. 7hls aYelarneM musr be auD,rsfnad ro Ma body dlsa(prreo4tg the Econornt rTevRarpratlon area prior to the pub 1e rroeM7g M fire daslgrlating b«N raquhe5
Intannation born the applicant In making its docision about whet her to de:rbWe an Ebwornb Ravaetradon Area. Oftlerwtse,this atatem"must be
submitted to the destneting body BEFORE the redevelopment or mhabhNatkn ofrcal property for tvhkh the person wishes to claim a deduction.
-Pr ctsI plennod orcommWedto a Mar JOY 1.1987,and areas designated aNet rJ*1,1987,re9 e o STATEMENT OF BENEFITS. (IC 6.1.1-121)
2 ,Approval of the destgmafrng body(CffY COWWI,,Taws Board,County Ccunrdl,ato.)must be obtained prior fa MIRAtlon of the redovalopmanI or
relieb6yellm,BEFORE adeducllon maybe Approved,
3. 7b obfah a avve 07,a form 32ME must be lead wRh Ma CmVyAutRor.belbm May 101n the yeor In witkh the addillon to assessed value lion Is
made or not later than thirty(90)days allerthe assessment notice Is mailed to the propertyownerl/A.was ma8ed of rApril 10. irthe property owner
misses the May i0 deadline in the Inrilel yearot occupation,he can apply between March 1 and May 10 of 6 subsequent year.
4. Properly owners whose Statermenl of Benefits was approved after June 30,1991,must anach a form CF-IlReal Property annually to the epplicelkn to
show compliance Oh the Stalentent of BeneNs. (!C 6-1.1-12.141(b)and IC Pr1.1-12.1.6.3(j7J
5. The schedules rstabllshed urxlerlC r,1-1.121-4(d)rot mhablA7aledpreperty Apply lo any ec6n4mlarevltaG2ation areas doslgnaledaAer lim 30,2000,
ursbas en aRernadlae dedLrtion srxledug re adopted by the dralgriNk►p body(1G 6 1.i-12.i-17), The achedates effective prof to July 1,2000,shall
corona to appry to rconomic rintaftedan ereas desouted bebre July 1,2000.
NW*of rapayer
Rni•Y1u Cn•,uC
Makes nt laxpsyer(numberend Mraal.dfX stab.anrl7rP tzxteJ _ �`
835 s.txlsya•eo dw—d,awn taend,k.1"40801
.141 me of con!sct Person 'kkphone nxnber E-ree address .. ..
S11• E Pewroan (571 ) 387-72e2 •.p•isrerl .dcwy,r.tom
N•me M d-sgmnng body
South Bard C lromurr i bad•1 Resolulbn wumbrr
orn do d vtip" Courtly otcF twerp district number
w5 3,S.Lei g•6s la"vwd.Safi efd sdwe 40001 SL.k••ph C—Ry
pn!,crrplre:,of real property lmproyemePrs,redeVMOpTanr.Of rchat-4,!1ban(uso•dC.irnar saeefe if re cessary) EsUmaled SMrl date month,
( dsilltarl
1211571015
roe,Mxrb.md One(1)•nd T?v"(3).iif M m Vm r•cord•d PM or FtENAISSAHCE MINOR Sl19Crvrsiou,• 1011115 Oae No'1520M Earrnated eorrlpieft dale(mar al ay:leer)
31=7
Curren number S•SsMs Munb•r rNsH•d Salarlos Ih'�mber adcfi:o ,4 Uarles
05 e5 20
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REAL ESTATE fh1PR_O_VEMENZ6
COST ASSESSED VALUE
Current values
Plus esl rated values of proposed pro c( _ 9 s/S/(e r ZSa
Less values of any rty being roplelxd- - --- so
Not eslltnaletl values upcn CorrveUon of pr act /D 7-9 ec So
EatkImted goad waste corralled(Pounds) WA --- Esthnated hazardous waste converted(pounds) IAA
Olherbeneeis - - -
Th•AvJW vA0 ravA In Ow radevvtopnent•rd rshat41AUon or Studebakm euidhya 112 aid 113 and p wAU ee%i phr d d•wlop oo M lamer Shrd•ee•sr A.-nt y�y(ivy Toes)
slhr Tlds proJsctw a proviso ee rgJsad s+urRY.lnir•e1 1cM1ea and Iritial ps miry)b r•ut=!1s•e w txAeans rd mnrtence ns rwaizsaon a me onqu.The rt•a a txoardaU tRs vddM has
Men mos9y wn•dakd srd undn rxiz•d endyr vaunt ernee Stud!5e4..fa dmxs 52 ysrs•po.
1 hereby Certtty that the representations In this stale,ent are bue.
WV*d(mourn.MK read-�
Page 1 o!2
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We find that the applicant meets the general standards in the resolution adopted or to be adopted by[his body. Sold resolution,passed or to be passed
under IC 6-1.1-12.1,provides for the following limitations:
A. The designated Area ha been tip�fled to a period of time not to exceed calendar years`(see below). The date this designation
expires is 1, —2 3- LEI l
B. The type of deduction that is allowed in the designated area is limited to:
1.Redevelopment or rehabilitation of real estate Improvements VYes ❑No
2.Residentially distressed areas Yes 0 No
C. The amount of the deduction applicable is limited to$.
D. Other limitations or conditions(specify)_
E. The deduction Is allowed for�op years*(see below),
F. Did the designating body adopt an alternative deduction schedule per IC 6-11-12,1-177 KYes ❑No
If yes,attach a copy of the alternative deduction schedule to this form.
We have also reviewed the inrormalion contained in the statement of benefits and find that the estimates and expeclations are reasonable and have
determined that the totality of benefits is sufficient to Justify the deduction described above.
Approved( d titre of authorized member ofdeslgnating body) Telephone number Date signed(month,day.year)
Atlesled by(signature and title of attester) Designated body r
YAwv,� Jt( VL
`If the d ignating body limits the time period during which an area Is an economic revitalization area,it does not limit the length of time a taxpayer is
entitled to receive a deduction to a number or years designated under iC 6-1.1-12.1-4.
A. For residentially distressed areas,the deduction period may not exceed five(6)years.
B. For redevelopment and rehabilitation or real estate improvements:
1. If the Economic Revitalization Area was designated prior to July 1,2000,the deduction period is limited to three(3),six(6),or len(10)years.
2. if the Economic Revitalization Area was designated after June 30.2000,and is not in a residentially distressed area,the deduction period may not
exceed ten(10)years.
Page 2 of 2 i �_
PYH 3E NO IN
MEMORANDUM OF AGREEMENT
This Memorandum of Agreement (Agreement) dated as of the 8th day of December,
2015, serves as confirmation of a commitment by RDistrict One, LLC (the"Applicant"),pending
a December 14, 2015 public hearing, to comply with the project description, job creation and
retention (and associated wage rates and salaries) figures contained in its petition, Statement of
Benefits,and attachments and this Agreement(Commitments).
1. Commitments of City and Applicant. Subject to the adoption of a Declaratory
Resolution and a Confirmatory Resolution by the South Bend Common Council (the "SBCC"),
the City of South Bend, Indiana(the "City") commits to providing an (10) ten-year real property
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tax abatement for the Applicant, based on the Applicant's commitment set forth in Commitments
regarding building improvements located on property at 635 S. Lafayette Blvd., South Bend IN
46601 approved as part of the Commitments. The Applicant commits to a capital expenditure
(from all sources of funds) of at least $14,500,000 towards building improvements. This project
will create 20 jobs during the ten year abatement period, representing an annual payroll of
$800,800.
2: Potential Impact of State of Indiana Circuit Breaker Law: The parties note that s
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the calculations regarding the affect of the tax abatement in question are based on the State of z
Indiana's tax rates currently in effect at the time of entering into this Memorandum of
Agreement. The complete impact of the State of Indiana's Circuit Breaker law on the City's
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property tax revenues is unknown at this time. To assure that the City receives the projected
amount of property tax revenues, which amount was calculated at.the time of granting the tax
abatement for the Applicant, the parties to this Memorandum of Agreement agree to adjust the
length of the abatement and/or the percentage of deduction if the tax revenues due under the
Circuit Breaker Law are less than what was initially projected and represented to the Common
Council, as evidenced by the supporting documentation submitted to the Council with the
Applicant's tax abatement petition. However, in no case will the adjustments cause the property
taxes to be paid to exceed the tax payments as initially projected and represented to the Common
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Council by the aforementioned supporting documentation.
3. Applicant's Compliance with City and State Laws. During the term of the
abatement, the Applicant shall comply with Chapter 2, Article 6 of the South Bend Municipal
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Memorandum of Agreement
Page 2 of 6
Code entitled "Tax Abatement Procedures" and all governing provisions of the Indiana Code.
During the term of this abatement, the City may annually request information from the Applicant
concerning the nature of the Project,the approved capital expenditure of the Project,the number
of full-time permanent positions newly created by the Project, and the average wage rates and
salaries (excluding benefits & overtime) associated with the positions, and the Applicant shall
provide the City with adequate written evidence thereof within 15 days of such request (the
"Annual Survey"). The City shall utilize this information and the information required to be
filed by the Applicant in the CF-1 Compliance with the Statement of Benefits form to verify that
the Applicant has complied with the commitments contained in the Commitments at all times
after the Commitment Date and during the duration of the abatement. The Applicant further
agrees to provide the City with such additional information requested by the City related to the
information provided in the Annual Survey and the CF-1 form within a reasonable time
following any such additional request.
4. Substantial Compliance and Rights of Termination. The City, by and through the
SBCC, reserves the right to terminate the Economic Revitalization Area designation and
associated property tax abatement deductions if it determines that the Applicant has not made
reasonable efforts to substantially comply with all the Commitments, and the Applicant's failure
to substantially comply with the Commitments was not due to factors beyond its reasonable
control. As used in this Agreement, "substantial compliance" shall mean the Applicant's
compliance with the following: (a) Fourteen Million Five Hundred Thousand $14,500,000 for
building improvements. (b)this project will create 20 jobs during the ten year abatement period.
5. Factors Beyond Control. As used in this Agreement, factors beyond the control
of the Applicant shall only include factors not reasonably foreseeable at the time of designation
application and submission of Statement of Benefits which are not caused by any act or omission
of the Applicant and which materially and adversely affect the ability of the Applicant to
substantially comply with this Agreement.
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6. Repayment of Tax Abatement Savings. If at any time during the term of this
Agreement the Applicant shall: (i) be delinquent or in default with respect to any tax payment in
Memorandum of Agreement
Page 3 of 6
St. Joseph County, Indiana; or (ii) cease operations at the facility for which the tax abatement
was granted; or (iii) announce the cessation of operations at such facility, then the City may
immediately terminate the Economic Revitalization Area designation and associated tax
abatement deductions, and upon such termination, require Applicant to repay all of the tax
abatement savings received through the date of such termination.
7. Notice/Hearing of Termination. In the event that the City determines that the
Economic Revitalization Area designation and associated tax abatement deductions should be
terminated or that all or a portion of the tax abatement savings should be repaid, it will give the
Applicant notice of such determination, including a written statement calculating the amount due
from the Applicant, and will provide the Applicant with an opportunity to meet with the City's
designated representatives to show cause why the abatement should not be terminated and/or the
tax savings repaid. Such notice shall state the names of the person with whom the Applicant
may meet and will provide that the Applicant shall have thirty days from the date of such notice
to arrange such meeting and to provide its evidence concerning why the abatement termination
and/or tax savings repayment should not occur. If, after giving such notice and receiving such
evidence, if any, the City determines that the abatement termination and/or the tax repayment
action is proper, the Applicant shall be provided with written notice and a hearing before the
SBCC before any final action shall be taken terminating the abatement and/or requiring
repayment of tax benefits. The Applicant shall be entitled to appeal that determination to a St.
Joseph County Superior or Circuit Court.
8. Repayment. In the event the City requires repayment of the tax abatement
savings as provided hereunder, it shall provide Applicant with a written statement calculating the
amount due (Statement), and Applicant shall make such repayment to the City within 30 days of
the date of the Statement. If the Applicant does not make timely repayment, the City shall be
entitled to all reasonable costs and attorneys' fees incurred in the enforcement and collection of
the tax abatement savings required to be repaid hereunder.
9. Modification/Entire Agreement. This Agreement and the schedules attached
hereto contain the entire understanding between the City and the Applicant with respect to the
subject matter hereof, and supersede all prior and contemporaneous agreements and
understandings, inducements, and conditions, expressed or implied, oral or written, except as
herein contained. This Agreement may not be modified or amended other than by an agreement
Memorandum of Agreement
Page 4 of 6
in writing signed by the City and the Applicant. The Applicant understands that any and all
filings required to be made or actions required to be taken to initiate or maintain the abatement
are solely the responsibility of the Applicant.
10. Waivers. Neither the failure nor any delay on the part of the City to exercise any
right, remedy, power or privilege under this Agreement shall operate as a waiver thereof, nor
shall any single or partial exercise of any right, remedy, power or privilege preclude any other or
further exercise of the same or of any other right, remedy, power or privilege with respect to any
occurrence or be construed as a waiver of such right, remedy, power or privilege with respect to
any other occurrence. No waiver shall be effective unless it is in writing and is signed by the
party asserted to have granted such waiver.
11. Governing Laws of Indiana. This Agreement and all questions relating to its
validity, interpretation, performance, and enforcement shall be governed by the laws and
decisions of the courts of the State of Indiana.
12. Applicant's Consent to Jurisdiction. The Applicant hereby irrevocably consents
to the jurisdiction of the Courts of the State of Indiana and of the St. Joseph County Circuit or
Superior Court in connection with any action or proceeding arising out of or relating to this
Agreement or any documents or instrument delivered with respect to any of the obligations
hereunder, and any action related to this Agreement shall be brought in such County and in such
Court.
13. Notices. All notices, requests, demands, and other communications required or
permitted under this Agreement shall be in writing and shall be deemed to have been received
when delivered by hand or by facsimile (with confirmation by registered or certified mail) or on
the third business day following the mailing, by registered or certified mail, postage prepaid,
return receipt requested,thereof, addressed as set forth below:
If to Applicant: RDistrict One,LLC
P.O. Box 853
Zionsville, IN 46077
Attn: Paul Kite
i
If to the City: City of South Bend, Indiana
Memorandum of Agreement
Page 5 of 6
227 West Jefferson Blvd. Suite 1400S
South Bend, Indiana 46601
Attn: Brock Zeeb,Department of
Community Investment
14. Assignment and Transfer Prohibited. This Agreement shall be binding upon and
inure to the benefit of the City and the Applicant and their successors and assigns, except that no
party may assign or transfer its rights or obligations under this Agreement without the prior
written consent of the other party hereto, in which consent shall not be unreasonably withheld.
15. Valid and Binding Agreement. This Agreement may be executed in any number
of counterparts, each of which shall be deemed to be an original as against any party whose
signature appears thereon, and all of which shall together constitute one and the same instrument.
By executing this Agreement, each person so executing affirms that he has been duly authorized
to execute this Agreement on behalf of such party and that this Agreement constitutes a valid and
binding obligation of the party.
16. Severability. The provisions of this Agreement and of each section or other
subdivision herein are independent of and separable from each other, and no provision shall be
affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other
or others of them may be invalid or unenforceable in whole or in part unless this Agreement is
rendered totally unenforceable thereby.
f
17. No Personal Liability. No official, director, officer, employee or agent of the City
shall be charged personally by the Applicant, its employees or agents with any liabilities or
expenses of defense or be held personally liable to the Applicant under any term or provision of
this Agreement or because of the execution by such party of this Agreement or because of any
default by such party hereunder.
[Remainder of page intentionally blank.]
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Memorandum of Agreement
Page 6 of 6
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first above written.
"Applicant" "City"
istrict One, LLC,LLC City o South Ben , diana
By: y:
Manage Tim Scott
K 2✓0^�`1� President, South Bend Common Council
Approved as to Legal Adequacy and Form y. � � h
his -E� day of�`a. , 201\6 Gavin Ferlic e
Chairperson, Community Investment
Committee
Kathleen Cekanski-Farrand
Counsel, South Bend Common Council y:
Broc c ee
Department of Community Investment
Counsel for Applicant
By: �
Pete Bu eg
Mayof
SBDS02 RJD 326640v1