HomeMy WebLinkAboutAgreement to Terminate and Release Real Property Interests - FREG and Wharf Partners LLCCross references: Instrument Nos.:
AGREEMENT TO TERMINATE AND RELEASE REAL PROPERTY INTERESTS
This Agreement to Terminate and Release Real Property Interests ("Agreement") is entered
into effective as of 12:01 A.M. on , 2019 (the "Effective Date"), by and between the
City of South Bend, Indiana, by and through its Board of Public Works, Board of Park Commissioners,
and Department of Redevelopment, by and through its governing body, the South Bend
Redevelopment Commission (collectively the "City"), FREG Stephenson Mill Associates, LLC, a
Colorado limited liability company ("FREG"), and Wharf Partners, LLC, an Indiana limited liability
company ("Wharf Partners").
WHEREAS, the City owns real property in South Bend, Indiana known as Lot 1 of the Seitz
Park Minor Subdivision (the "City Parcel");
WHEREAS, Wharf Partners owns real property in South Bend, Indiana adjacent to the City
Parcel known as Lots 1-3 of the Cascade Minor Subdivision (the "Wharf Partners Parcels");
WHEREAS, FREG owns real property in South Bend, Indiana known as Lot 1 of the
Opelika Minor Subdivision and Lot 2 of the Seitz Park Minor Subdivision (the "FREG Parcels");
WHEREAS, the City Parcel, Wharf Partners Parcels, and FREG Parcels are each burdened by
easements for access and parking or are otherwise encumbered by real property interests or rights and
these encumbrances benefit one or more of the other parties to this Agreement;
WHEREAS, as part of the development of the City Parcel and Wharf Partners Parcel, the
parties agree to release, terminate and quitclaim unto the applicable parcel owner all currently existing
easements (other than as set forth in the recorded Seitz Park Minor Subdivision and the Shared
Easement Agreement [as defined below]) and encumbrances they have over such applicable parcels
identified in this Agreement and thereafter create a new easement for ingress and egress only on a
portion of the City Parcel in a separate recorded Shared Perpetual, Non -Exclusive Ingress, Egress and
Utility Easement Agreement (the "Shared Easement Agreement").
NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the City, FREG, and Wharf Partners agree as follows:
1. Except as set forth in the recorded Seitz Park Minor Subdivision, the Shared Easement
Agreement and any agreements entered into by Wharf Partners and the City after the
Effective Date, Wharf Partners does herby release, terminate and quitclaim unto the City
all of its right, title and interest in and to the City Parcel which it received by written
instrument or otherwise. Wharf Partners does hereby release, terminate and quitclaim unto
FREG all right, title and interest in and to the FREG Parcels which it received by written
instrument or otherwise.
2. Except as set forth in the recorded Seitz Park Minor Subdivision, the Shared Easement
Agreement, the Project Agreement dated mm_m,_, 2019 and any agreements entered
into by FREG and the City after the Effective Date, FREG does herby release, terminate
and quitclaim unto the City all of its right, title and interest in and to the City Parcel which
it received by written instrument or otherwise. FREG does hereby release, terminate and
quitclaim unto Wharf Partners all right, title and interest in and to the Wharf Partners
Parcels which it received by written instrument or otherwise.
Without limiting the release, termination and termination set forth in Sections 1 and 2
above, the City, FREG, and Wharf Partners agree that the easements specifically identified
on Exhibit A attached hereto shall be of no further force or effect and the parties hereby
release each other from any and all liabilities, claims, and obligations arising out of or in
connection with any such easements.
4. Each party shall, at no additional cost to the other parties, cooperate with the other and its
authorized representatives with regard to any reasonable requests made subsequent to execution
of this Agreement to correct any clerical errors contained in this Agreement and to provide any
and all additional documentation deemed necessary to effectuate the transaction contemplated
by this Agreement. Each party further agrees that the term "cooperate," as used in this
Agreement, includes agreeing to execute or re -execute any documents that the parties
reasonably deem necessary or desirable to carry out the intent of this Agreement. All parties
recognize the duty of each party to act in good faith and with fair dealings when effectuating
the intent of this Agreement.
5. The City, FREG and Wharf Partners intend that this Agreement shall bind every person having
any fee, leasehold, or other interest therein, and shall inure to the burden or benefit of each
parcel referenced herein, the owner of each such parcel and their respective successors, assigns,
heirs, and personal representatives.
6. This Agreement, as well as any instrument releasing or terminating this Agreement, shall be
duly recorded in the Office of the Recorder of St. Joseph County, Indiana.
7. This Agreement shall be governed and construed in accordance with the laws of the State of
Indiana without reference to its conflict of laws principles.
[Signature Pages Follow]
2
WHARF PARTNERS, LLC,
an Indiana limited liability company
Its:
Date Signed:
STATE OF INDIANA )
SS:
COUNTY OF� )
Before me, a Notary Public in and for said County and State, personally appeared
_ the mmmmmmm ww of Wharf Partners, LLC, an
instrument limited
i for nd on liability having behalf
who, havi been duly sworn, acknowledged the execution of the foregoing
alf of such entity as such officer or other representative.
WITNESS my hand and Notarial Seal this _day May, 2019.
Notary Public
Notary Public (Printed)
My Commission Expires: My County of Residence:
3
FREG STEPHENSON MILL ASSOCIATES, LLC,
a Colorado limited liability company
By: Forum Management, Inc.,
a Colorado corporation, its Manager
By:
Name:
Title:
Date Signed:
STATE OF )
SS:
COUNTY OF )
Before me, a Notary Public in and for said County and State, personally appeared
thewwwwwwwwww„ of Forum Management, Inc., a
Colorado corporation, who, having been duly sworn, acknowledged the execution of the foregoing instrument
for and on behalf of such entity as such officer or other representative.
WITNESS my hand and Notarial Seal this day of June 2019.
Notary Public
Notary Public (Printed)
My Commission Expires: My County of Residence:
4
CITY OF SOUTH BEND, INDIANA
BOARD OF PUBLIC WORKS
Gary Gil`", President
Therese J.....D6 au,mmMember
Elizabeth Maradik, Member _..._..._.
Genevieve Miller, Member
Laura, O'Sullivan, Member
Attes I .. � ,•
'TArdaMa�in,lerk
_ �� , /� f 1
Date Si � Signed:
STATE OF INDIANA )
) SS:
COUNTY OF ST. JOSEPH )
Before me, a Notary Public in and for said County and State, personally appeared Gary Gilot, Therese
Dorau, Elizabeth Maradik, Genevieve Miller, Laura O'Sullivan, and Linda Martin, President, Members, and
Clerk, respectively, of the South Bend Board of Public Works, who, having been duly sworn, acknowledged
the execution of the foregoing instrument for and on behalf of such entity as such representatives.
WITNESS my hand and Notarial Seal this _day of June 2019.
Notary Public
Notary Public (Printed)
My Commission Expires: My County of Residence:
SOUTH BEND
BOARD OF PARK COMMISSIONERS
Mark Neal, President
Consuella Hopkins, Vice President
Dan Farrell, Member
Aimee Bucellato, Member
ATTEST:
Eva Ennis
Date Signed:
STATE OF INDIANA )
) SS:
COUNTY OF ST. JOSEPH )
Before me, a Notary Public in and for said County and State, personally appeared Mark Neal,
Consuella Hopkins, Dan Farrell, Aimee Bucellato, and Eva Ennis, President, Vice President, Members, and
Clerk, respectively, of the South Bend Board of Park Commissioners, who, having been duly sworn,
acknowledged the execution of the foregoing instrument for and on behalf of such entity as such
representatives.
WITNESS my hand and Notarial Seal this day of June 2019.
Notary Public
Notary Public (Printed)
My Commission Expires: My County of Residence:
SOUTH BEND REDEVELOPMENT
COMMISSION
Marcia I. Jones, President
ATTEST:
Quentin Phillips, Secretary
Date Signed:
STATE OF INDIANA )
) SS.:
COUNTY OF ST. JOSEPH )
Before me, a Notary Public in and for said County and State, personally appeared Marcia I. Jones and
Quentin Phillips, President and Secretary, respectively, of the South Bend Redevelopment Commission, who,
having been duly sworn, acknowledged the execution of the foregoing instrument for and on behalf of such
entity as such representatives.
WITNESS my hand and Notarial Seal this
My Commission Expires:
day June, 2019,
Notary Public
Notary Public (Printed)
My County of Residence:
I affirm, under the penalties for perjury, that I have taken reasonable care to redact each Social Security number in this document,
unless required by law. Sandra L. Kennedy
Prepared by Sandra L. Kennedy, Assistant City Attorney, 1200 S. County -City Building, 227 W. Jefferson Blvd., South Bend, Indiana
46601
EXHIBIT A
The driveway, ingress and egress easement disclosed in a Warranty Deed from the Southern Mills
Products Company, an Indiana Corporation, to Opelike Manufacturing Corporation, an Illinois
Corporation, dated February 25, 1966 and recorded March 2, 1966 in Deed Record 673, page
636 in the Office of the Recorder of St. Joseph County, Indiana, and also disclosed in Special
Warranty Deed from First Bank and Trust Company of South Bend, as Successor Trustee under
a certain agreement and declaration of trust dated April 15, 1936 and recorded in Miscellaneous
Record 57, pages 442-459, wherein First Bank and Trust Company of South Bend, Liquidating
Agent of First National Bank of South Bend, American Trust Company of South Bend, St. Joseph
Loan & Trust Company of South Bend and Joseph E. Neff, Receiver of Citizens National Bank
of South Bend are designated as parties of the first part, P.W. Van Antwerp, as party of the second
part and D.K. Stephenson as part of the third part, an Indiana corporation, to the Southern Mills
Products, an Indiana corporation, dated October 31, 1941 and recorded November 10, 1941 In
Deed 340, page 198 in the Office of the Recorder of St. Joseph County, Indiana.
2. The Easement as disclosed in a quitclaim deed from the Southern Mills Products Company, an Indiana
corporation to Opelika Manufacturing Corporation, an Illinois corporation, dated February 25, 1966
and recorded March 2, 1966 in deed record 673, page 639 in the Office of the Recorder of St. Joseph
County, Indiana.
3. The Easement Agreement by and between Char King, Inc. and Opelike Manufacturing Company of
Chicago, dated April 6, 1976 and recorded April 27, 1976 in Deed Record 815, page 112 in the Office
of the Recorder of St. Joseph County, Indiana (as modified by the Parking Agreement Document
#9526973).
4. The Easement Agreement recorded as Document No. 1123732, dated September 13, 2011, and
recorded September 14, 2011, by and between the City of South Bend, Indiana, Department of
Redevelopment, acting by and through the South Bend Redevelopment Commission, and Stephenson
Mills Associates, LLC.
BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date June 18, 2019
Name Sandra Kenntgj
Department Legal on behalf of DCI and VPA
BPW Date June 2 20 t9
Win.
Phone Extension 235-9294
mniwmrmomomomommww r��mmu�wr
I e ql (rKed Prior to Submittal to Board
BPW Attorney ®
Attorney Name
Clara McDaniels
Dept. Attorney
Attorney Name
Sandra Kennedy
Purchasing ❑
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6, !qyi e d pax~ All Submissions
E] Professional Services Agreement
Z Contract
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Pro osal
0 Open Market Contract
❑ Amendment/Addendum n Special Purchase, QPA
E Bid Opening
Bid Award
Req. to Advertise ❑ Title Sheei
❑ Quote Opening
Quote Award
Reject Bids/Quotes
�] Proposal Opening
Fl C/O & PCA No.
❑ PCA
'] Chg. Order, No.
Traffic Control
Resolution
Other:
Ease./Encroach
RecfWred Information
Company or Vendor Name FR
EG.Ste Benson Mill W..h...a....r...f...Partners
New
tners
New Vendor ❑ Yes If Yes Approved by Purchasi
ng
�] No
MBE/WBE Contractor ❑ WBE Completed E-Verify Form Attached ❑ No
p
Project Name SeitzParkImprovements
Project Number 117-093
Funding Source
Account No.
Amount $0
Terms of Contract Real Property y Interest Terminations
Purpose/Description Easement Termination Agreement: The property ownership in the area
fronting Seitz Park overlaps with easements and options to purchase held
between the existing property owners dating back decades. This agreement
consolidates property ownership in the deedholders.
__.
For C;m�c Orders �m)1�mm .
Amount of Increase $
❑ Decrease ($�)
Previous Amount $
Increase %
Current Percent of Change: Decrease ( /o
o )
New Amount $
Increase /o
Total Percent of Change: Decrease 0
Time Extension Amount: __