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Home My WebLink AboutRDC Packet 11.14.2019South Bend Redevelopment Commission 227 West Jefferson Boulevard, Room 1308, South Bend, Indiana Agenda Regular Meeting, November 14, 2019 – 4:00 p.m. 227 W. JEFFERSON BLVD., 1300 SOUTH BEND, INDIANA 1.Roll Call 2.Approval of Minutes A.Minutes of the Regular Meeting of Thursday, October 24, 2019 3.Approval of Claims A.Claims Submitted November 14, 2019 4.Old Business 5.New Business A.River West Development Area 1.Permanent Supportive Housing Funding Update - D2 2.Budget Request (Coal Line Acquisition) - D2 3.Partial Façade Release (Catalyst III) - D2 4.License Agreement (Majority Builders) - D2 B.West Washington Chapin Development Area 1.First Amendment to Development Agreement (Indiana Landmarks) - D1 C.Other 1.Resolution No. 3501 (Setting Public Hearing Additional TIF Appropriations) 2.Resolution No. 3509 (Setting Public Hearing Additional RWDA Appropriation) 3.Resolution No. 3510 (Set up Double Tracking Bond Accounts) 6.Progress Reports A.Tax Abatement B.Common Council C.Other 7.Next Commission Meeting: Monday, November 25, 2019, 4:00 p.m. 8.Adjournment NOTICE FOR HEARING AND SIGHT IMPAIRED PERSONS Auxiliary Aid or Other Services are Available upon Request at No Charge. Please Give Reasonable Advance Request when Possible. South Be n d Redevelopment Commission 227 West Jefferson Boulevard, Room 1308, South Bend, IN SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING October 24, 2019 4:00 p.m. 227 West Jefferson Boulevard Presiding: Marcia Jones, President South Bend, Indiana The meeting was called to order at 4:00 p.m. 1.ROLL CALL Members Present:Marcia Jones, President Quentin Phillips, Secretary Gavin Ferlic, Commissioner Todd Monk, Commissioner Lesley Wesley, Commissioner Members Absent: Don Inks, Vice-President Legal Counsel: Sandra Kennedy, Esq. Redevelopment Staff: David Relos, RDC Staff Mary Brazinsky, Board Secretary Others Present: Jitin Kain Daniel Buckenmeyer Amanda Pietsch Zach Hurst Charlotte Brach Conrad Damian DCI DCI DCI Engineering Engineering 718 E Broadway ITEM: 2A South Bend Redevelopment Commission Regular Meeting – October 24, 2019 2.Approval of Minutes •Approval of Minutes of the Regular Meeting of Thursday, October 10, 2019 Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved the minutes of the regular meeting of Thursday, October 10, 2019. 3.Approval of Claims •Claims Submitted October 24, 2019 Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved the claims submitted on Thursday, October 24, 2019. 4.Old Business 5.New Business •RDC Budget Presentation 2020 Jitin Kain, Interim Executive Director of Community Investment presented the 2020 Redevelopment Commission Budget. Community Investment’s mission is to spur investment in a stronger South Bend. We accomplish this by attracting and retaining growing businesses, connecting residents to economic opportunity and planning for vibrant neighborhoods. There are five divisions in DCI. Business Development is led by Daniel Buckenmeyer, Economic Empowerment by Alkeyna Aldridge, Neighborhood Development by Pam Meyer, Planning & Community Resources by Tim Corcoran, and the Building Department, which was a change in the 2019 budget is now incorporated into DCI, by Chuck Bulot. The goals set for 2020 are for funds that DCI has access to, not just TIF dollars, and previously presented to Council. TIF dollars go towards increasing investment opportunities in neighborhoods, improving resident engagement and to help build neighborhood capacity; pursuing development of affordable housing options; achieving economic stability and improve standards of living; supporting small South Bend Redevelopment Commission Regular Meeting – October 24, 2019 businesses and entrepreneurs and streamlining processes with business, neighborhoods, and planning. These funds include TIF, COIT and EDIT funds along with bonds. The Redevelopment funds are distributed among the following districts, River West, West Washington, River East (which has two districts with one being River East Residential). There is also the South Side District and the Redevelopment Admin/Pokagon Fund. The Douglas Road Economic Development Area is missing because we are not collecting revenue for this fund. The revenue is primarily commercial property taxes that are collected and used for business districts. Our revenues have declined through the years and that is because of the circuit breaker. We have $12.9M in TIF dollars but also have debt service which shows there is $14M in projects suggested for next year but we cannot provide for all the projects. We will come to you with each individual project that our staff continues to work on. There are infrastructure needs, public works, South Shore Double Tracking and neighborhood projects identified. There is a number of investments in neighborhoods and we are looking to assist with TIF dollars where we can. The other fund is the Pokagon Fund. A certain portion of the casino revenue is provided to the city. We are working on inclusive economic development with community and minority businesses that Alkenya Aldridge is working on through our neighborhoods. We are working with the Bloomberg Foundation for better access to workers for reliable transportation. We are budgeting money for convenient childcare and pre-k services, workforce development training, and education. A.Public Hearing 1.Resolution No. 3492 (River West Development Area) Ms. Pietsch presented Resolution No. 3492 (River West Development Area). This is to appropriate $18,000,000 from Fund 324. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3492 (River West Development Area) submitted on Thursday, October 24, 2019. 2.Resolution No. 3493 (West Washington Chapin Development Area) Ms. Pietsch presented Resolution No. 3493 (West Washington Chapin Development Area). This is to appropriate $400,000 from Fund 422. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. South Bend Redevelopment Commission Regular Meeting – October 24, 2019 Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3493 (West Washington Chapin Development Area) submitted on Thursday, October 24, 2019. 3.Resolution No. 3494 (River East Development Area) Ms. Pietsch presented Resolution No. 3494 (River East Development Area). This is to appropriate $2,800,000 from Fund 429. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3494 (River East Development Area) submitted on Thursday, October 24, 2019. 4.Resolution No. 3495 (River East Residential Development Area) Ms. Pietsch presented Resolution No. 3495 (River East Residential Development Area). This is to appropriate $4,385,000 from Fund 436. Commission approval is requested. President Jones opened the floor for public comment. Conrad Damian asked about the River East and River East Residential Development Funds as to why there are two separate Funds. What can/can’t each one fund. Jitin Kain replied that a TIF primarily needs to be used within a certain area. There is a provision for a Residential TIF where you can capture increment from a specific property. River East Residential TIF was created just for the Eddy Street Commons area and is only used for it. Conrad Damian asked if this is within the Triangle area by Notre Dame. David Relos answered it is. It was carved out just for the Eddy Street Commons and Triangle area. This has been done in different Development Areas such as was done in the South Side for Ireland Road near Lowes and Walmart and the old Scottsdale Mall. Daniel Buckenmeyer said the TIF generated goes back into the specific project. It is not TIF as in the general use of the word. This TIF pays off the specific project not unlike a bond. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3495 (River East Residential Development Area) submitted on Thursday, October 24, 2019. South Bend Redevelopment Commission Regular Meeting – October 24, 2019 5.Resolution No. 3496 (South Side Allocation Area #1) Ms. Pietsch presented Resolution No. 3496 (South Side Allocation Area #1). This is to appropriate $2,000,000 from Fund 430. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3496 (South Side Allocation Area #1) submitted on Thursday, October 24, 2019. 6.Resolution No. 3497 (Redevelopment General) Ms. Pietsch presented Resolution No. 3497 (Redevelopment General). This is to appropriate $1,029,500 from Fund 433. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3497 (Redevelopment General) submitted on Thursday, October 24, 2019. 7.Resolution No. 3498 (Airport/Urban Enterprise Zone) Ms. Pietsch presented Resolution No. 3498 (Airport/Urban Enterprise Zone). This is to appropriate $50,000 from Fund 454. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3498 (Airport/Urban Enterprise Zone) submitted on Thursday, October 24, 2019. 8.Resolution No. 3499 (Airport 2003 Bond Debt Service Reserve) Ms. Pietsch presented Resolution No. 3499 (Airport 2003 Bond Debt Service Reserve). This is to appropriate $20,000 from Fund 315 and transfer it to Fund 324 for fiscal year 2020. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3499 (Airport 2003 Bond Debt Service Reserve) submitted on Thursday, October 24, 2019. South Bend Redevelopment Commission Regular Meeting – October 24, 2019 9.Resolution No. 3500 (SBCDA 2003 Debt Reserve) Ms. Pietsch presented Resolution No. 3500 (SBCDA 2003 Debt Reserve). This is to appropriate $40,000 from Fund 328 and transfer it to Fund 324 for fiscal year ending 2020. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3500 (SBCDA 2003 Debt Reserve) submitted on Thursday, October 24, 2019. 10.Resolution No. 3504 (Airport Bond Debt Service Reserve) Ms. Pietsch presented Resolution No. 3504 (Airport Bond Debt Service Reserve). This is to appropriate $5,000 from Fund 315 and transfer it to Fund 324 for fiscal year ending 2019. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Secretary Phillip, seconded by Commissioner Ferlic, the motion carried unanimously, the Commission approved Resolution No. 3504 (Airport Bond Debt Service Reserve) submitted on Thursday, October 24, 2019. 11.Resolution No. 3505 (Downtown Bond Debt Service Reserve) Ms. Pietsch presented Resolution No. 3505 (Downtown Bond Debt Service Reserve). This is to appropriate $20,000 from Fund 328 and transfer it to Fund 324 for fiscal year ending 2019. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved Resolution No. 3505 (Downtown Bond Debt Service Reserve) submitted on Thursday, October 24, 2019. 12.Resolution No. 3506 (SBCDA Building Operations Fund 425) Ms. Pietsch presented Resolution No. 3506 (SBCDA Building Operations Fund 425). This is to appropriate $8,592 from Fund 425 for fiscal year ending 2019 to pay the remaining expenses and then close this Fund. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Secretary Phillip, seconded by Commissioner Ferlic, the South Bend Redevelopment Commission Regular Meeting – October 24, 2019 motion carried unanimously, the Commission approved Resolution No. 3506 (SBCDA Building Operations Fund 425) submitted on Thursday, October 24, 2019. B.River West Development Area 1.First Amendment to License Agreement for Temporary Parking (Hibberd Development, LLC) Mr. Buckenmeyer presented the First Amendment to License Agreement for Temporary Parking (Hibberd Development, LLC). The Commission owns the parking lot behind the new Hibberd Development. Hibberd has been leasing this lot and requested to improve it by repairing the asphalt and resealing and restriping the lot. In exchange for the cost of the parking lot improvements, this Amendment will offset the monthly lease payments as a reimbursement to Hibberd. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Secretary Phillips, seconded by Commissioner Ferlic, the motion carried unanimously, the Commission approved First Amendment to License Agreement for Temporary Parking (Hibberd Development, LLC) submitted on Thursday, October 24, 2019. 2.First Amendment to Development Agreement (Jefferson 315, LLC) Mr. Buckenmeyer presented the First Amendment to Development Agreement (Jefferson 315, LLC). Cressy and Everett purchased this property on Jefferson. Abonmarche is moving their headquarters to this location and bringing their outlying locations to one centralized location. Bids for the public infrastructure came in slightly higher, and this is to increase the funding amount with Cressy covering the increase. Commission approval is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved First Amendment to Development Agreement (Jefferson 315, LLC) submitted on Thursday, October 24, 2019. 3.Budget Request (Mayflower and Adams Road Traffic Impact Study) Ms. Brach presented a Budget Request (Mayflower and Adams Road Traffic Impact Study). This is to evaluate the current and future development traffic impacts in the Portage Prairie / Ameriplex 80/90 area. Commission approval in the amount of $28,400 is requested. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. South Bend Redevelopment Commission Regular Meeting – October 24, 2019 Upon a motion by Secretary Phillips, seconded by Commissioner Ferlic, the motion carried unanimously, the Commission approved Budget Request (Mayflower and Adams Road Traffic Impact Study submitted on Thursday, October 24, 2019. C.Other 1.Budget Request (Pokagon Fund) Mr. Kain presented a Budget Request (Pokagon Fund). The first portion is $30,000 for professional services from Majora Carter Group, LLC. This will develop a feasible scope to inform the development of catalytic demonstration projects. The second portion is $20,000 for the SPARK Neighborhood Accelerator Pilot with St. Mary’s College’s Women’s Entrepreneurship Initiative (WEI). They will provide a model of technical assistance and mentorship for women entrepreneurs in a small, targeted area to support economic empowerment for women, especially women of color. Commission approval is requested for $50,000 for both programs. President Jones opened the floor for public comment. No public comment was made. The floor was closed to public comment. Upon a motion by Commissioner Ferlic, seconded by Secretary Phillips, the motion carried unanimously, the Commission approved the Budget Request (Pokagon Fund) submitted on Thursday, October 24, 2019. 6.Progress Reports A.Tax Abatement B.Common Council C.Other 7.Next Commission Meeting: Thursday, November 14, 2019, 4:00 p.m. 8.Adjournment Thursday, October 24, 2019, 4:33 p.m. David Relos, Property Development Manager Marcia Jones, President ITEM: 3A ITEM: 5A1 ITEM: 5A2 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Catalyst Three, LLC c/o Great Lakes Capital Management, LLC 112 West Jefferson Blvd., Suite 200 South Bend, Indiana 46601 SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE PARTIAL RELEASE OF FAÇADE EASEMENT The South Bend Redevelopment Commission, as “grantee” under that certain Façade Easement Agreement dated January 29, 2015 and recorded January 29, 2015 as Instrument No. 1502167 in the Office of the Recorder of St. Joseph County, Indiana (the “Façade Easement”), for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, hereby (a) confirms that the Façade Easement applies to certain buildings which have been constructed within the property identified in the Façade Easement but not to undeveloped property which has been subdivided from the land described in such Façade Easement, and (b) releases the Façade Easement as to the following real estate commonly known as 1173 Ignition Drive S., South Bend, Indiana 46624: LOT NUMBERED THREE (3) IN THE RECORDED PLAT OF IGNITION PARK MINOR SUBDIVISION #1, RECORDED OCTOBER 28, 2014 AS INSTRUMENT NUMBER 1426954 IN THE OFFICE OF THE RECORDER OF ST JOSEPH COUNTY, INDIANA. This Partial Release applies only to the parcel of real estate described above, and it is expressly stipulated, agreed and understood that the Façade Easement shall be in full force and effect as against all of the other property and improvements described therein except the property herein released. [Signature Page Follows] ITEM: 5A3 CITY OF SOUTH BEND, DEPARTMENT OF REDEVELOPMENT, by and through the South Bend Redevelopment Commission, its governing body B y: __________________________________________ Printed:________________________________________ Title: __________________________________________ STATE OF INDIANA ) ) SS: ST. JOSEPH COUNTY ) Before me, a Notary Public in and for said County and State, personally appeared _____________________, ____________________ of South Bend Redevelopment Commission and acknowledged the execution of the foregoing on the _____ day of _______________, 2019 My Commission Expires: Printed: , Notary Public Residing in St. Joseph County This instrument prepared by Richard J. Deahl, BARNES & THORNBURG LLP, 600 1st Source Bank Center, 100 North Michigan Street, South Bend, Indiana 46601. 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. Richard J. Deahl. ITEM: 5A4 ITEM: 5B1 1 RESOLUTION NO. 3501 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION SETTING A PUBLIC HEARING ON ADDITIONAL 2019 APPROPRIATIONS AND TRANSFER OF MONIES FROM THE AIRPORT BOND DEBT SERVICE RESERVE WHEREAS, the South Bend Redevelopment Commission (the “Commission”), the governing body of the Department of Redevelopment of the City of South Bend, Indiana (the “City”) and the City of South Bend, Indiana, Redevelopment District (the “District”), exists and operates under the provisions of Indiana Code 36-7-14, as amended (the “Act”); and WHEREAS, in accordance with the Act, the Commission, from time to time, has declared, confirmed, and established allocation areas for certain redevelopment and economic development areas within the District for the purposes of tax increment financing; and WHEREAS, the Commission has further created allocation area funds for receiving tax increment revenues received from the allocation areas; and WHEREAS, the Commission previously was presented with Resolution No. 3457, which it approved on October 11, 2018, appropriating and transferring funds from Fund 315 to Fund 324 for the payment of the debt service for the Airport bonds; and WHEREAS, Fund 315 earned higher than anticipated interest on the funds contained therein, and the Commission desires to transfer said interest earnings to Fund 324; and WHEREAS, the Commission will be presented with and will consider Resolution No. 3511, for the appropriation of funds from the Airport Bond Debt Service Reserve, Fund No. 315, for the appropriation and transfer of funds to River West Development Area, Fund No. 324 (the "Resolution"); and WHEREAS, the Commission desires to hold a public hearing to discuss the Resolution, which enables the Commission to use the funds in accordance with Section 36-7-14-39 of the Act; and WHEREAS, such appropriations are subject to the provisions of Indiana Code 6-1.1-18-5; and WHEREAS, the proposed appropriations are not for the operating expenses of the Commission. NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND REDEVELOPMENT COMMISSION AS FOLLOWS: 1.The Commission desires to set a public hearing to discuss the Resolution for the appropriation and transfer of an amount not-to-exceed Seven Thousand Dollars ($7,000.00) from ITEM: 5C1 2 the Airport Bond Debt Service Reserve, Fund 315, to the River West Development Area, Fund 324. 2.The President and Secretary of the Commission are each hereby authorized and directed to take all necessary steps to obtain approval of the expenditures of such funds pursuant to applicable laws, including the publication in accordance with Indiana Code 5-3-1 of notice of a hearing on the appropriation of such funds to be held at 4:00 p.m. on December 12, 2019, at 1308 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. 3.This Resolution(s) will be in full force and effect upon its adoption by the Commission. ADOPTED at a regular meeting of the South Bend Redevelopment Commission held on November 14, 2019, at 1308 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. SOUTH BEND REDEVELOPMENT COMMISSION ______________________________ Marcia I. Jones, President ATTEST: ______________________________ Quentin Phillips, Secretary 1 RESOLUTION NO. 3509 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION SETTING A PUBLIC HEARING ON ADDITIONAL 2019 APPROPRIATIONS OF TAX INCREMENT FINANCING REVENUES FROM THE RIVER WEST DEVELOPMENT AREA ALLOCATION AREA 1 WHEREAS, the South Bend Redevelopment Commission (the “Commission”), the governing body of the Department of Redevelopment of the City of South Bend, Indiana (the “City”) and the City of South Bend, Indiana, Redevelopment District (the “District”), exists and operates under the provisions of Indiana Code 36-7-14, as amended (the “Act”); and WHEREAS, in accordance with the Act, the Commission, from time to time, has declared, confirmed, and established allocation areas for certain redevelopment and economic development areas within the District for the purposes of tax increment financing; and WHEREAS, the Commission has further created allocation area funds for receiving tax increment revenues received from the allocation areas; and WHEREAS, the Commission previously was presented with Resolution No. 3471, which it approved on February 14, 2019, appropriating tax increment financing revenues from River West Development Area Allocation Area No. 1 Fund 324; and WHEREAS, one expenditure for which the monies were appropriated in Resolution No. 3471 was incorrectly set forth, causing a deficit; and WHEREAS, the Commission will be presented with and will consider Resolution No. 3512, for the additional appropriation of funds from the River West Development Area, Allocation Area No. 1, Fund No. 324 in order to pay the remaining expenses (the "Resolution"); and WHEREAS, the Commission desires to hold a public hearing to discuss the Resolution, which enables the Commission to pay the incorrectly budgeted expense, which constitutes a debt service payment related to local public improvements due and owing in the calendar year 2019, as set forth more particularly in the Resolution; and WHEREAS, such appropriations are subject to the provisions of Indiana Code 6-1.1-18-5; and WHEREAS, the proposed appropriations are not for the operating expenses of the Commission. NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND REDEVELOPMENT COMMISSION AS FOLLOWS: ITEM: 5C2 2 1.The Commission desires to set a public hearing to discuss the Resolution for the appropriation of the additional funds in the amount of Five Thousand Eighty Dollars ($5,080.00) from the River West Development Area, Allocation Area No. 1, Fund 324. 2.The President and Secretary of the Commission are each hereby authorized and directed to take all necessary steps to obtain approval of the expenditures of such funds pursuant to applicable laws, including the publication in accordance with Indiana Code 5-3-1 of notice of a hearing on the appropriation of such funds to be held at 4:00 p.m. on December 12, 2019, at 1308 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. 3.This Resolution(s) will be in full force and effect upon its adoption by the Commission. ADOPTED at a regular meeting of the South Bend Redevelopment Commission held on November 14, 2019, at 1308 County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. SOUTH BEND REDEVELOPMENT COMMISSION ______________________________ Marcia I. Jones, President ATTEST: ______________________________ Quentin Phillips, Secretary RESOLUTION NO. 3510 A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION ESTABLISHING CERTAIN FUNDS AND ACCOUNTS IN CONNECTION WITH THE LEASE DATED AS OF OCTOBER 1, 2019, BETWEEN THE SOUTH BEND REDEVELOPMENT COMMISSION AND THE SOUTH BEND REDEVELOPMENT AUTHORITY RELATING TO THE DOUBLE TRACKING PROJECT AND OTHER RELATED MATTERS WHEREAS, the South Bend Redevelopment Commission (the “Commission”), the governing body of the South Bend Department of Redevelopment and the Redevelopment District of the City of South Bend, Indiana (the “District”), exists and operates under the provisions of Indiana Code 36-7-14, as amended from time to time (the “Act”); and WHEREAS, the Commission, pursuant to declaratory resolutions previously adopted by the Commission and amended from time to time, the Commission has declared (i) a certain area of the City of South Bend, Indiana (the “City”), known as the “River West Development Area” (the “Area”) as an economic development area and an allocation area under the Act and approved an economic development plan for the Area; and WHEREAS, the City has determined to pay a portion (such portion being referred to herein as the “City Payment”) of the amount that St. Joseph County is obligated to pay as a cash participant under Indiana Code 36-7.5-4.5-16 in the Northern Indiana Commuter Transportation District (“NICTD”) Main Line Double-Tracking Project which consists of the design, engineering, acquisition, renovation, construction, demolition, installation and/or improvement of certain rail lines owned and/or operated by NICTD and other projects relating to the foregoing projects (collectively, the “Double Tracking Project”); and WHEREAS, the South Bend Redevelopment Authority (the “Authority”) has been created pursuant to IC 36-7-14.5 as a separate body, corporate and politic, and as an instrumentality of the City, to finance local public improvements for lease to the Commission; and WHEREAS, the Authority intends to lease all or a portion of Cleveland Road in the City from its intersection with Portage Avenue to its intersection with Ameritech Drive (the “Leased Premises”) to the Commission pursuant to a lease dated as of October 1, 2019 (the “Lease”), which form of Lease was heretofore approved by this Commission, the Authority and the Common Council of the City in order to provide for the financing of the City Payment for the Double Tracking Project; and WHEREAS, the Authority and the Commission have given consideration to (i) financing the cost of funding the City Payment which will be used by or on behalf of NICTD to pay for a portion of the cost of the Double Tracking Project; (ii) funding a debt service reserve fund, if necessary in connection with the issuance of the Bonds (defined herein); and (iii) paying costs incurred in connection with the issuance of the Bonds; and ITEM: 5C3 2 WHEREAS, the Authority intends to issue bonds pursuant to 1C 36-7-14.5-19 and a trust agreement (the “Trust Agreement”) to be known as the “South Bend Redevelopment Authority Lease Rental Revenue Bonds of 2019 (Double Tracking Project)” in an aggregate principal amount not to exceed Eleven Million Dollars ($11,000,000) (the “Bonds”), the proceeds of which are to be used to finance all or any portion of the costs of (i) a portion of the City Payment; (ii) funding a debt service reserve fund, if necessary, in connection with the issuance of the Bonds; and (iii) issuing the Bonds; and WHEREAS, the Commission intends to pay rent to the Authority pursuant to the terms of the Lease, at a rate not to exceed One Million Five Hundred Thousand Dollars ($1,500,000.00) per year, in semiannual installments, with a term no longer than eleven (11) years beginning on the date the Authority acquires an interest in the Leased Premises, and ending on the day prior to a date not later than eleven (11) years after such date of acquisition by the Authority (such rent payments being referred to herein as the “Lease Rental Payments”); and WHEREAS, it is necessary for the Commission to establish certain funds and accounts for the payment of the Lease Rental Payments owed by the Commission pursuant to the Lease; and WHEREAS, the Commission anticipates that sufficient funds will be available to the Commission to make the required Lease Rental Payments with such funds being derived from available tax increment revenues (the “TIF Revenues”) allocated to the Commission from the Area; and WHEREAS, because the Commission anticipates that sufficient TIF Revenues will be available to make the Lease Rental Payments, the City Payment, which will be used for a portion of the costs of the Double Tracking Project, does not constitute a “controlled project” as such term is defined by Indiana Code 6-1.1-20-1.1; NOW, THEREFORE, BE IT RESOLVED, BY THIS SOUTH BEND REDEVELOPMENT COMMISSION AS FOLLOWS: SECTION 1. The Commission hereby confirms the creation of the South Shore Double Tracking Debt Service Fund #352 (“Fund #352”) into which funds will be deposited to pay the rentals owed by the Commission pursuant to the Lease. SECTION 2. The Commission agrees that it shall levy in each calendar year pursuant to Section 27 of the Act, beginning in the year prior to the first calendar year in which the Commission is required to make Lease Rental Payments, a special tax upon all of the taxable property in the District in a total amount necessary, together with all other funds (other than special taxes), including, without limitation, the TIF Revenues and any other revenues deposited in Fund #352 during the previous 12 calendar months prior to August 1 of such calendar year, to pay all Lease Rental Payments payable in the 12-month period beginning on July 1 of the year following such calendar year pursuant to Section 4 of the Lease. Such taxes shall be deposited in Fund #352 and such taxes and any other funds deposited in Fund #352 shall be irrevocably pledged for the purposes set forth in this Resolution, such pledge being effective as set forth in IC 5-1-14-4 without the necessity of filing or recording this resolution or any instrument except in the records of the Commission. In addition to the amount on deposit in Fund 352, the Commission may take into 3 account when determining whether it is necessary to levy a special tax as described herein, the amount available in the debt service reserve fund which may be established under the Trust Agreement to provide additional security for the Bonds. SECTION 3. The Commission hereby authorizes and directs the President and the Secretary of the Commission to take any and all necessary actions and execute any and all necessary documents to carry out the purpose of this Resolution. 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 November 14, 2019, in Room 1308, County-City Building, 227 West Jefferson Boulevard, South Bend, Indiana 46601. SOUTH BEND REDEVELOPMENT COMMISSION By: Marcia I. Jones, President ATTEST: Quentin Phillips, Secretary DMS 15404286v3