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Home My WebLink AboutAgreement - Donation of 2 Vacant Lots to Board of Public Works - Clement Properties LLC.«: 1316 COUNTY —CITY BUILDING Y' >� "; PHONE 574/ 235-9251 227 W. JEFFERSON BOULEVARD ``� MACE' ,' FAX 574/ 235-9171 .SOI JTH BEND_ INDI ANA 46601-1830 le ae as 1865 CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS November 12, 2019 Mr. Edward F. Bradley Clement Properties LLC. 4100 Edison Lakes Pkwy., Suite 350 Mishawaka, IN 46545 RE: Donation Agreement Dear Mr. Bradley: The Board of Public Works, at its meeting held on November 12, 2019, approved the above referenced agreement for the donation of two (2) vacant lots to Board of Public Works; one (1) parcel abutting Organic Resources at Cleveland/Trade Dr., and one (1) parcel across the street from the Fire Training CenterNPA Maintenance cCenter, E. Sample. Enclosed please find a copy of the agreement for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk Enclosure GARY A. GILOT GENEVIEVE E. MILLER ELIZABETH A. MARADIK LAURA L. O'SULLIVAN THERESE J. DORAU DONATION AGREEMENT This is a Donation Agreement (the "Donation Agreement") for certain real property, which is more particularly described on ExHbmt A ("Property"), dated and effective as of this 12TIl day of November, 2019 between CLEMENT PROPERTIES, LLC, an Indiana limited liability company ("Donor") and CIVIL CITY OF SOUTH BEND, a municipal corporation, FOR THE USE AND BENEFIT OF ITS BOARD OF PUBLIC WORKS ("Donee"). 1. DONATION. 1.1 Representations and Warranties of Donor. Donor represents and warrants that it is duly organized and in good standing in the State of Indiana as a limited liability company, and the signatory hereto has been authorized by the Donor to transfer the Property to the Donee. Further, Donor represents and warrants that it has good and marketable fee simple title to the Property and has not granted any option or right of first refusal to any person or entity to acquire the Property or any interest therein. 1.2 Transfer. Donor agrees to donate the Property to Donee as a gift and for no consideration no later than December 31, 2019, and Donee agrees to accept the Property from Donor on the terms and conditions set forth herein. 1.3 Title. Title shall be transferred via a special warranty deed substantially in the form attached hereto as Exhibit B. 1.4 :Eitl , CgElifiglifiaa. Donor agrees to pay for the cost of a Tax Sale Certification for the Sample Street Property identified on Exhibit A through Meridian Title Company. 1.5 &yjrotttnental Sjudv. Donee agrees to pay for the cost of a Phase I environmental site assessment of the Property. 1.6 CloSing Coats., Donee shall pay all costs associated with the transfer of the Property, including but not limited to a title policy and transfer fees and recording costs. 1.7 Taxes. Donor agrees to pay for the prorated taxes for tax year 2019, payable in 2020 levied against the Property, which shall be remitted to Donee at time of the Property transfer. 1.8 Furiber_. sslirlinces. Donee and Donor agree to execute all instruments and documents and to take all actions reasonably necessary and appropriate to consummate the transfer and donation of the Property and shall use their best efforts to close in a timely manner. 2. AQLLPTEEE 111.1 2.1 Dongg'N Aggg,1211ILng. Except for the representations and warranties of Donor as set forth in Section 1.1 hereof, Donee accepts the Property "as -is, where -is" and without any representations or warranties by Donor as to the condition of the Property or its fitness for any particular use or purpose. Donor offers no such representation or warranty as to condition or fitness, and nothing in this Agreement will be construed to constitute such a representation or warranty as to condition or fitness. 2.2 Donev's,Authariud, HurtsgulatijDonee authorizes David Relos or Andrew Netter of the Department of Community Investment to execute any documents on its behalf that are required to affect the transfer. 3. CENEHAI, R 3.1 This Donation Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties. Notwithstanding the foregoing, Donee may not transfer, assign or encumber Donee's rights under this Donation Agreement without Donor's prior written approval. 3.2 Lin ire __A r+ glun . This Donation Agreement contains the entire agreement between the parties concerning the Donation and transfer of the Property and supersedes all prior written or oral agreements between the parties to this Donation Agreement. No addition to or modification of any term or provision shall be effective unless in writing, signed by both Donor and Donee. 3.3 EaLlial Injolijill. If any portion of this Donation Agreement shall be declared by any court of competent jurisdiction to be invalid, illegal or unenforceable, that portion shall be deemed severed from this Donation Agreement and the remaining parts shall remain in full force as fully as though the invalid, illegal or unenforceable portion had never been part of this Donation Agreement. 3.4 Ji.Qytrain,g Law. The parties intend and agree that this Donation Agreement shall be governed by and construed in accordance with the laws of the State of Indiana. 3.5 No TWELI Parties 11 ne ila. No person other than Donor and Donee, and their permitted successors and assigns, shall have any right of action under this Donation Agreement. 3.6 Waivers. No waiver by either party of any provision shall be deemed a waiver of any other provision or of any subsequent breach by either party of the same or any other provision. 3.7 Captions. The captions and Section numbers of this Donation Agreement are for convenience and in no way define or limit the scope or intent of the Sections of this Donation Agreement. 3.8 Cou n tv.1-12a Lis. To facilitate execution, this Donation Agreement may be executed in as many counterparts as may be convenient or required. It shall not be necessary that the signature of, or on behalf of, each party, or that the signature of all persons required to bind any party, appear on each counterpart. All counterparts shall collectively constitute a single instrument. It shall not be necessary in making proof of this instrument to produce or account for more than a single counterpart containing the respective signatures of, or on behalf of, each of the parties hereto. Any signature page to any counterpart may be detached from such counterpart without impairing the legal effect of the signatures thereon and thereafter attached to another counterpart identical thereto except having attached to it additional signature pages. 3.9 No Prg5li Iption. All the parties hereto and their attorneys have had full opportunity to review and participate in the drafting of the final form of this Donation Agreement and all documents attached as exhibits. Accordingly, such documents shall be construed without regard to any presumption or other rule of construction whereby any ambiguities within this Donation Agreement would be construed or interpreted against the party causing the document to be drafted. 3.10 Notices. Any notices or other communication required or permitted under this Donation Agreement shall be in writing, and shall be (a) personally delivered, or (b) sent by certified or registered United States mail, postage prepaid, return receipt requested, or (c) by overnight delivery by a reputable courier to the address of the 2 party set forth in this Section or (d) telecopied to the Fax number of the party set forth in this Section. Such notice or communication shall be deemed given (i) if sent by personal delivery or by overnight courier, when delivered in person, (ii) if sent by telecopier, when evidence of successful transmission by telecopier has been received by sender or, (iii) in the case of mailed notice, forty-eight (48) hours following deposit in the United States mail. Notice of change of address shall be given by written notice in the manner detailed in this Section. If to the Donee: South Bend Board of Public Works Suite 1316 County -City Building 227 W. Jefferson Blvd. South Bend, IN 46601 Attn. Linda Martin, Clerk If to the Donor: Clement Properties, LLC. 4100 Edson Lakes Parkway, Suite 350 Mishawaka, IN 46545 Attn. Edward Bradley 3.11 Time. Time is of the essence of this Donation Agreement. Signature Page Follows IN WITNESS WHEREOF, the Donor and the Donee have signed this Donation Agreement to be effective as of the date first set forth above. DONOR Clement Properties LLC Q By Printed: - Title: DONEE SOUTH BEND BOARD OF PUBLIC WORKS Gary Gilot, President Therese Dorau, Member Elizabeth Maradik, Member Miller, "Member ra O'Sullivan, Member 14 ATTESTY Linda Martin, C lek EXHIBIT "A" Property Address: Vacant Land, Old Cleveland and Trade Drive, South Bend, IN 46628 Legal Description: Lot Numbered 2 in Faulkens Old Cleveland Road Minor Subdivision as per plat thereof recorded November 1, 1997 as Instrument Number 9746473 in the Office of the Recorder of Saint Joseph County, Indiana. Tax Key Number: 025-1010-037501 Property Address: Vacant Lot 700 Block Sample Street, South Bend, IN 46618 Legal Description: All of that part lying East of the established property line of Miller Court of the Lot Lettered E as shown on the plat of George L. Frantz's Third Addition to the City of South Bend, St. Joseph County, Indiana which Lot Lettered E is bounded by a line running as follows to -wit: Beginning at the Northwesterly corner of Lot number 17 in said Frantz Third Addition and thence Southeasterly on the West lines of Lots Number 17, 18, 19 and 20 in said Frantz Third Addition a distance of 230 1/2 feet to the line dividing said addition from Knoblock's Subdivision of Peterman Lot Number 4 in said City; thence Southwesterly from said line to Sample Street; thence West on the North line of Sample Street to the line dividing said George L. Frantz land from Rachel Gallagher's Land; thence North on said dividing line until the same intersects the South line of Osborn Street, in said Frantz Third Addition; thence Northeasterly on the Southerly line of Osborn Street to the place of beginning. EXCEPTING THEREFROM THE FOLLOWING TWO PARCELS OF LAND: PARCEL I: A strip of land 30 feet in width, North and South, taken off of the entire South side of said lot for the widening of Sample Street. PARCEL II: Also, a parcel of land described as follows: Beginning at the Northern corner of said Lot Lettered "E"; thence Southeasterly along the Northeasterly line of said lot, 70 feet; thence South 56°42' West, 52 feet; thence South 79°12' West, 18.5 feet to a point on the Eastern boundary of Miller Court; thence North 00°53' West, 74.5 feet along said Eastern boundary to a point on the Northwesterly line of said lot; thence North 56°42' East 28.5 feet along the Northwesterly line of said lot, to the place of beginning, conveyed to the State of Indiana for highway purposes. Tax Key Number: 018-3037-1397 EXHIBIT "B" HOLD FOR: City of South Bend TRANSFER NO, 227 W Jefferson Blvd., Ste 1400S TAXING UNIT: South Bend, IN 46601 DATE: KEY NOS. 025-1010-037501 018-3037-1397 SPECIAL WARRANTY DEED THIS INDENTURE WITNESSETH, THAT the Clement Properties, LLC, an Indiana limited liability company, with an address of 4100 Edison Lakes Parkway, Suite 350, Mishawaka, IN 46545 (the "Grantor")CONVEYS AND SPECIALLY WARRANTS TO the Civil City of South Bend, for the use and benefit of its Board of Public Works, with an address of 1400 S. County -City Building, 227 W Jefferson Boulevard, South Bend, Indiana 46601 (the "Grantee") for and in consideration of One Dollar ($ 1.00) and other good and valuable consideration, the receipt whereof is hereby acknowledged, the real estate in St. Joseph County, Indiana set forth on Exhibit 1, attached hereto and incorporated by reference herein (the "Property"). Grantor warrants title to the Property only insofar as it might be affected by any act of the Grantor during its ownership thereof and not otherwise. Further, Grantor hereby conveys the Property free and clear of all leases, licenses, or other interests, both legal and equitable, and all encumbrances of any kind or character, subject to all highways, easements and rights of way of record. The undersigned person executing this Special Warranty Deed on behalf of the Grantor represents and certifies that he or she has been fully empowered and authorized to execute this Special Warranty Deed and that all action necessary to complete this conveyance on Grantor's behalf has been duly taken. Signature Page Follows Dated this day of C=1 '0110419 Clement Properties, LLC. By:_ Name: Title: STATE OF INDIANA ) ) SS: ST. JOSEPH COUNTY ) 2019. Before me, the undersigned, a Notary Public for and in said County and State this day of _, 2019, personally appeared w to me known to be the , of Clement Properties, LLC., the Grantor, and acknowledged execution of the foregoing Special Warranty Deed. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my official seal. (SEAL) Resident of Commission expires Notary Public County, Indiana 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 1 Legal Descriptions Property Address: Vacant Land, Old Cleveland and Trade Drive, South Bend, IN 46628 Legal Description: Lot Numbered 2 in Faulkens Old Cleveland Road Minor Subdivision as per plat thereof recorded November 1, 1997 as Instrument Number 9746473 in the Office of the Recorder of Saint Joseph County, Indiana. Tax Key Number: 025-1010-037501 Property Address: Vacant Lot 700 Block Sample Street, South Bend, IN 46618 Legal Description: All of that part lying East of the established property line of Miller Court of the Lot Lettered E as shown on the plat of George L. Frantz's Third Addition to the City of South Bend, St. Joseph County, Indiana which Lot Lettered E is bounded by a line running as follows to -wit: Beginning at the Northwesterly corner of Lot number 17 in said Frantz Third Addition and thence Southeasterly on the West lines of Lots Number 17, 18, 19 and 20 in said Frantz Third Addition a distance of 230 1/2 feet to the line dividing said addition from Knoblock's Subdivision of Peterman Lot Number 4 in said City; thence Southwesterly from said line to Sample Street; thence West on the North line of Sample Street to the line dividing said George L. Frantz land from Rachel Gallagher's Land; thence North on said dividing line until the same intersects the South line of Osborn Street, in said Frantz Third Addition; thence Northeasterly on the Southerly line of Osborn Street to the place of beginning. EXCEPTING THEREFROM THE FOLLOWING TWO PARCELS OF LAND: PARCEL I: A strip of land 30 feet in width, North and South, taken off of the entire South side of said lot for the widening of Sample Street. PARCEL II: Also, a parcel of land described as follows: Beginning at the Northern corner of said Lot Lettered "E"; thence Southeasterly along the Northeasterly line of said lot, 70 feet; thence South 56°42' West, 52 feet; thence South 7992' West, 18.5 feet to a point on the Eastern boundary of Miller Court; thence North 00053' West, 74.5 feet along said Eastern boundary to a point on the Northwesterly line of said lot; thence North 56°42' East 28.5 feet along the Northwesterly line of said lot, to the place of beginning, conveyed to the State of Indiana for highway purposes. Tax Key Number: 018-3037-1397 BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date November 5 2019 Name David Relos Department DCI BPW Date November 12 2019 Phone Extension 5836 H.�/1aEdAN"bNWVNWYWW,4'WWWWWWIRiWI�VWT�MdIIMIIVIVIVIWIW4WIW4WVIVIVIVIVIVIWI — u; ay��v� IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIWIIVIVIVIIVIWIIW.'P'VINIVWIVIVWIVII'INMINkV.MVIVIW.9NW.9NWNNNV'iIW°i�MNMfiRFLv3v,5[�Y' �6W�1W(9 /p,PfpFAllk�W�W;�' Recfuired Prior to Submittal to Board mmmm BPW Attorney ® Attorney Name Clara McDaniels Dept. Attorney ® Attorney Name Sandi Kennedy m.�,...... ................. ,............� Purchasing L Professional Services Agreement L Contract Open Market Contract ❑ Amendment/Addendum E] Bid Opening ❑ Bid Award ❑ Quote Opening Quote Award ❑ Proposal Opening C/O & PCA No. EJ Chg. Order, No. Traffic Control Other: Donation Nereement Company or Vendor Name New Vendor MBE/WBE Contractor Current Percent of Change: New Amount Total Percent of Change: Time Extension Amount: New Combletion Date: rrLr All Submissions ❑ Proposal ❑ Special Purchase, QPA Req. to Advertise Reject Bids/Quotes PCA ❑ Resolution Ease./Encroach ion Clement Properties LLC Yes❑ If Yes, Approved by Purchasing ........................ ❑! No MBE Completed E-Verify Form Attached WBE R Increase % Decrease ( % Increase % Decrease ( % ❑ Title Sheet ❑ Yes ❑ No