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Community & Economic Development��ACe
1865
1200 County -City Building, 227 West Jefferson, South Bend, Indiana 46601 -1830 Phone 574/235 -9371 Fax 574/235 -9021
To:
From:
Subject:
Date:
South Bend Redevelopment Commission
Jitin Kain, Senior CED Specialist
Data Realty License Agreement
August 24, 2012
Attached is license agreement between the Redevelopment Commission of South Bend and Data
Realty Nort ern Indiana, LLC for landscaping and asphalt paving.
This work is to be performed as part of the Commission's obligation to indirectly pay for those
fagade expenses that could not be bid out by the Board of Public Works. A budget amount of
$111,000 for landscaping and asphalt work on the Data Realty property was approved by the
Commission at the meeting on 8/16/2012.
Staff requests approval of the attached license agreement.
AGREEMENT FOR LICENSE
Agreement for License (hereinafter referred to as the "Agreement ") is made and
entered i�to this day of August, 2012 between Data Realty Northern Indiana, LLC ( "Data
Realty ") I and the South Bend Redevelopment Commission (the "Commission "), (hereinafter
y referred to as the "Parties "), the governing body of the Department of
of the City of South Bend, existing and operating under the provisions of Indiana
Code § 30-7 -14, as amended.
BACKGROUND
Data Realty and the Commission entered into a Contract for the Purchase and
Sale of Real Estate on the 26th day of July, 2011 (the "Contract ").
The legal description of the Real Estate which was the subject matter of the
Contract is as follows:
Lot Numbered four (4) as shown on the Ignition Park Second Minor
Subdivision recorded in the Office of the Recorder of St. Joseph County,
Indiana as Instrument No. 1115569 (the "Real Estate ")
Pursuant to a Limited Warranty Deed executed by the Commission on November
17, 2011 and recorded November 22, 2011, as Document No. 113105 in the
Recorder's Office of St. Joseph County, the Real Estate was conveyed to Data
Realty.
Paragraph 6(e) of the Contract required Data Realty to provide certain
Enhancements in the construction of the data center on the Real Estate
( "Enhancements ").
Paragraph 7(b) of the Contract required the Commission to compensate Data
Realty for the Enhancements by providing what is described in the Contract as
certain Site Amenities ( "Site Amenities ") in a value equal to the Enhancements.
Two (2) of the Site Amenities to be provided by the Commission are the paving
of asphalt and landscaping on the Real Estate depicted on Exhibit "A" which is
attached hereto and made a part hereof.
In order to permit Commission to provide the Site Amenities, Data Realty is
granting to the Commission and any of its designated agents and contractors
1
(collectively "Commission ") the License to enter upon the Real Estate to
construct and install the Site Amenities ( "License ").
to the mutual covenants and promises contained in the Agreement, the Parties
agree as
1. Incorporation of Background. The Background provisions are incorporated into
the Oper4tive provisions of this Agreement as if fully set forth herein.
2. Grant of License. The grant of License to the Commission shall be used only for
the purpose of providing Site Amenities on the Real Estate. The License includes incidental
rights of ingress and egress to the Real Estate.
3. Exclusive Grant of License. The License and all interest and rights created by
this Agreement are, and shall remain exclusive to the Commission subject to use of the Real
Estate 4 Data Realty and its successors and assigns in any manner not inconsistent with the
rights of the Commission created by this License.
4. Termination of License. The License, rights, and privileges granted hereunder
shall terminate when or at such time as the Site Amenities are completed to the satisfaction of the
Parties, and a Certificate of Compliance is executed between the Parties certifying the Site
Amenities required by the Contract are completed.
5. Warranty, Maintenance, and Repair. Upon completion of the Site Amenities, (i)
the Commission shall assign any warranties it may have regarding the Site Amenities to Data
Realty. a d (ii) Data Realty shall assume all maintenance, repair, and replacement obligations
which ar outside of any warranty assigned to Data Realty.
6.1 Data Realty Reservation of Rights. Data Realty retains, reserves, and shall
continue the use of the Real Estate for any purposes which do not interfere with or prevent the
use by
of the License granted by this Agreement.
2
7,
harmless)
Indemnification. The Commission shall and will indemnify and hold Data Realty
from and against any and all damages, injuries, losses, claims, demands, or costs
caused bk any acts of the Commission in the construction of the Site Amenities.
Entire Agreement. This instrument contains the entire agreement between the
Parties r�lating to the License herein granted and the obligations herein assumed.
WITNESS WHEREOF, the Parties have caused this Agreement to be signed in South
Bend,
DATA REALTY NORTHERN INDIANA, LLC
By:
Richard Carlton, President /COO
Its Authorized Representative
STATE F INDIANA )
) SS:
ST. JOSEPH COUNTY )
B fore me, a Notary Public in and for said County and State, personally appeared
Richard Carlton, President /COO of Data Realty Northern Indiana, LLC and acknowledged the
execution of the foregoing on the day of , 2012.
My Commission Expires:
, Notary Public
Residing in St. Joseph County
3
STATE OF INDIANA
SS:
ST. JOSEPH COUNTY
CITY OF SOUTH BEND, DEPARTMENT OF
REDEVELOPMENT, by and through the
South Bend Redevelopment Commission,
its governing body
By: _
Printed:
Title:
me, a Notary Public in and for said County and State, personally appeared
, of and
acknowledged the execution of the foregoing on the
My Coma ission Expires:
THIS
Plaza
I affirm,
Security
PAWP51
day of
, Notary Public
Residing in St. Joseph County
2012.
TRUMENT PREPARED BY: Richard A. Nussbaum, II, Attorney at Law, 5th Floor -
Iing, 210 S. Michigan St., P.O. Box 300, South Bend, Indiana 46624.
the penalties for perjury, that I have taken reasonable care to redact each Social
;r in this document, unless required by law - Richard A. Nussbaum, 11.
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EXHIBIT "A"
SITE AMENITIES
Ignition Park Second Minor Subdivision Lot 4