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HomeMy WebLinkAboutReal Property Transfer Agreement - City Property at 236 E. Dayton St. – 466 Works Community Development Corp.  ELIZABETH A. MARADIK JOSEPH R. MOLNAR GARY A. GILOT JORDAN V. GATHERS MURRAY L. MILLER 1316 COUNTY-CITY BUILDING 227 W. JEFFERSON BOULEVARD SOUTH BEND, INDIANA 46601-1830 PHONE 574/ 235-9251 FAX 574/ 235-9171 CITY OF SOUTH BEND JAMES MUELLER, MAYOR BOARD OF PUBLIC WORKS October 11, 2022 466 Works Community Development Corporation 2043 South Bend Ave. South Bend, IN 46637 jrmolnar@southbendin.gov RE: Real Property Transfer Agreement To Whom It May Concern: At its October 11, 2022 meeting, the Board of Public Works approved the above referenced agreement for the transfer of city property at 236 E. Dayton St. for the development of affordable housing in the Southeast Neighborhood. Enclosed please find a copy of the agreement for your records. If you have any further questions, please call this office at (574) 235-9251. Sincerely, /s/ Theresa Heffner Theresa Heffner, Clerk Enclosures TH/lh 1 REAL PROPERTY TRANSFER AGREEMENT This Real Property Transfer Agreement is entered into as of October 11, 2022 (the “Effective Date”), by and between the City of South Bend, acting by and through its Board of Public Works, of 1300 N. County-City Building, 227 W. Jefferson Blvd., South Bend, Indiana 46601 (the “City”) and 466 Works Community Development Corporation, an Indiana non-profit corporation, with its registered address being 2043 South Bend Avenue, PMB 352, South Bend, IN 46637 (the “Organization”) (each a “Party,” and together the “Parties”). RECITALS A. The City is a municipal corporation existing and operating pursuant to the laws of the State of Indiana. B. The Organization is an Indiana non-profit corporation organized exclusively to conduct, support, encourage, and assist such charitable and other programs and projects as are described both in Section 170(c)(2)(B) and 501(c)(3) of the Internal Revenue Code and is exempt from federal income taxation under Section 501(c)(3) of the Internal Revenue Code. C. The City and the Organization have entered into an Agreement for Programs and Services, dated December 20, 2018, as amended by the First Addendum to Agreement for Programs and Services, dated May 14, 2019, as amended by the Second Addendum to Agreement for Programs and Services, dated November 26, 2019 (together, the “Services Agreement”). D. The City owns the certain real property described in attached Exhibit A (the “Property”). E. In accordance with the terms of the Services Agreement, the Organization desires to acquire ownership of the Property from the City. F. Pursuant to I.C. 36-1-11-1(b)(7), a sale or lease of property by the City to an Indiana non-profit corporation organized for educational, literary, scientific, religious, or charitable purposes that is exempt from federal income taxation under Section 501 of the Internal Revenue Code is not subject to the disposition requirements of I.C. 36-1-11. G. The City, acting by and through the Board of Public Works, has determined that conveying the Property to the Organization under the terms of this Agreement and in accordance with the Services Agreement is in the best interests of the residents of the City. NOW, THEREFORE, in consideration of the mutual covenants stated herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and the Organization agree as follows: 2 1. Qualifications of Organization. The Organization represents and warrants that (a) it is a non-profit corporation organized under the laws of the State of Indiana; (b) the Organization’s articles of incorporation dated February 12, 2014, as amended on August 22, 2016 (the “Articles”), attached hereto as Exhibit B, have not been superseded or further amended and currently remain in full force and effect; and (c) the Organization is currently exempt from federal income taxation as stated in the Internal Revenue Service letter dated November 3, 2014, attached hereto as Exhibit C. 2. Transfer of Property. The City desires to convey the Property to the Organization for and in consideration of One Dollar ($1.00), and the Organization desires to accept the Property, and any and all improvements located on the Property, subject to the terms and conditions of this Agreement. 3. Use of Property. The Organization agrees to use the Property only for purposes consistent with and permissible under its Articles and Section 501(c)(3) of the Internal Revenue Code and for no other purpose. 4. Closing. The City will convey title to the Property to the Organization by quit claim deed in substantially the form attached hereto as Exhibit D, on or before October 14, 2022 (the “Closing”). The Board of Public Works (the “Board”) hereby authorizes and instructs Elizabeth Maradik, President of the Board and Theresa Heffner, Clerk of the Board to execute and deliver the deed to the Organization. At the Organization’s option, the City will record the deed at the City’s expense, and the Board authorizes and instructs Joseph Molnar of the City’s Department of Community Investment to do so. 5. No Warranties. The Organization agrees to accept the Property in its condition on the Closing Date “as-is, where-is” and without any representations or warranties by the City concerning title to or the condition of the Property. The City offers no such representation or warranty as to title or condition, and nothing in this Agreement will be construed to constitute such a representation or warranty as to title or condition. The Organization may, at its sole cost and expense, obtain an owner’s policy of title insurance or a survey prior to the transfer of such Property. 6. Taxes. The Organization, and the Organization’s successors and assigns, will be liable for any and all real property taxes and assessments, if any, assessed and levied against the Property with respect to the year in which the Closing takes place and for all subsequent years. The City will have no liability for any real property taxes and assessments associated with the Property, and nothing in this Agreement shall be construed to require the proration or other apportionment of real property taxes or assessments resulting in the City’s liability therefor. 7. Entire Agreement; Severability. This Agreement embodies the entire agreement between the Parties and supersedes all prior discussions, understandings, or agreements between the Parties concerning the transaction contemplated in this Agreement, whether written or oral. If 3 any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions of this Agreement will remain in full force and effect and will in no way be affected, impaired, or invalidated. 8. Assignment. The Organization may not assign this Agreement or any of its rights hereunder, in whole or in part, without the prior written consent of the City. In the event the Organization wishes to obtain the City’s consent regarding a proposed assignment of this Agreement, the City may request and the Organization will provide any and all information reasonably demanded by the City in connection with the proposed assignment and/or the proposed assignee. 9. Governing Law; Venue. This Agreement will be governed by and construed in accordance with the laws of the State of Indiana. Venue for any action concerning this Agreement will be in the courts of St. Joseph County, Indiana. 10. Recitals and Exhibits. The above recitals and the attached exhibits are hereby incorporated into this Agreement. 11. Authority; Counterparts. Each undersigned person signing and delivering this Agreement on behalf of the Parties, respectively, represents and warrants that he or she is duly authorized and fully empowered to sign and deliver this Agreement. The Parties may execute this Agreement in separate counterparts, which taken together will constitute one original document. An electronically transmitted copy of a signature will be regarded as an original signature. [Signature page follows.] October 11, 2022 EXHIBIT A Description of Property Tax ID: 018-7044-1712 Parcel Number: 71-08-13-333-010.000-026 Legal Description: Lot 38 Dubails 3rd Add Also Known As: 236 E. Dayton EXHIBIT B Articles of Incorporation of 466 Works Community Development Corporation [See attached.] EXHIBIT C IRS 501(c)(3) Qualification Letter [See attached.] EXHIBIT D Form of Quit Claim Deed 1 HOLD FOR: AUDITOR’S RECORD City of South Bend TRANSFER NO. 227 W. Jefferson Blvd., Ste. 1400S TAXING UNIT South Bend, IN 46601 DATE KEY NO. 018-7044-1712 QUIT CLAIM DEED THIS INDENTURE WITNESSETH THAT the City of South Bend, Indiana, by and through its Board of Public Works (the “Grantor” or the “City”) CONVEYS AND QUIT CLAIMS TO 466 Works Community Development Corporation, an Indiana non- profit corporation, with its registered address being 2043 South Bend Avenue, PMB 352, South Bend, IN 46637 (the “Grantee”) for and in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, the following real estate in St. Joseph County, Indiana (the “Property”): Tax ID: 018-7044-1712 Legal Description: Lot 38 Dubails 3rd Add Commonly Known As: 236 E Dayton, South Bend, IN, 46613 Grantor hereby conveys the Property subject to all covenants, restrictions, and easements of record. The undersigned persons executing this Quit Claim Deed on behalf of the Grantor represent and certify that each has been fully empowered and authorized to execute this Quit Claim Deed and that all action necessary to complete this conveyance on Grantor’s behalf has been duly taken. BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 9/30/2022 Name Joseph Molnar Department DCI BPW Date 10/11/2022 Phone Extension 6022 Review and Approval Required Prior to Submittal to Board Diversity Compliance and Inclusion Officer Officer Name BPW Attorney Attorney Name Dept. Attorney Attorney Name Danielle Campbell Weiss Purchasing Check the Appropriate Item Type – Required for All Submissions Professional Services Agreement Contract Proposal Open Market Contract Amendment/Addendum Special Purchase, QPA Bid Opening Bid Award Req. to Advertise Title Sheet Quote Opening Quote Award Reject Bids/Quotes Proposal Opening C/O & PCA No. PCA Chg. Order, No. Traffic Control Resolution Other: Transfer Agreement Ease./Encroach Required Information Company or Vendor Name 466 Works Community Development Corporation New Vendor Yes If Yes, Approved by Purchasing No MBE/WBE Contractor MBE WBE Completed E-Verify Form Attached Yes No Project Name Transfer of property to 466 Works. Project Number Funding Source Account No. Amount Terms of Contract Purpose/Description Request to transfer City property at 236 E. Dayton (in the SE neighborhood) to 466 Works for development of affordable housing. For Change Orders Only Amount of Increase Decrease $ ($ ) Previous Amount $ Current Percent of Change: Increase Decrease % ( %) New Amount $ Total Percent of Change: Increase Decrease % ( %) Time Extension Amount: New Completion Date: