HomeMy WebLinkAbout5A2 First Amendment to Real Estate Purchase Agreement (Cultivate Culinary)
Redevelopment Commission Agenda Item
DATE: 10/10/23
FROM: Joseph Molnar
SUBJECT: First Amendment REPA Cultivate
Which TIF? (circle one) River West; River East; South Side; Douglas Road; West Washington
PURPOSE OF REQUEST: First Amendment to Real Estate Purchase Agreement Cultivate
Specifics: On July 28, 2022, the RDC and Cultivate Culinary School and Catering entered into a
Real Estate Purchase Agreement (the “Agreement”) for property located at 1503-1505 Prairie in
order to build a new cold storage facility. Cultivate has begun construction and is on track to
meet all terms of the Agreement.
As part of the federal New Markets Tax Credit financing being used for the construction of the
cold storage facility on the Property as contemplated in Section 11 of the Purchase Agreement,
Cultivate has formed CFR Community Cold Storage I, INC (the “Supporting Organization) under
the Indiana Nonprofit Corporation Act of 1991 and applied for recognition as an organization
exempt from taxation under Section 501(c)(3) of the Internal Revenue Code .
This First Amendment to the Agreement adds the Supporting Organization as a Party to the
Agreement and makes both organizations jointly liable for all original obligations of the
Agreement. No changes to the timeline, investment amount, or end goal of the Agreement are
proposed to change. Staff recommends approval.
INTERNAL USE ONLY: Project Code: _______________________________________________;
Total Amount new/change (inc/dec) in budget: _______________; Break down:
Costs: Engineering Amt: ______________________; Other Prof Serv Amt_________________;
Acquisition of Land/Bldg (circle one) Amt: ___________; Street Const Amt ________________;
Building Imp Amt_________; Sewers Amt_________; Other (specify) Amt: ________________
___________________________________________. Going to BPW for Contracting? Y/N
Is this item ready to encumber now? ____ Existing PO#__________ Inc/Dec $_____________
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
FIRST AMENDMENT TO REAL ESTATE PURCHASE AGREEMENT
This First Amendment to Real Estate Purchase Agreement (this “First Amendment”) is made on
October 12, 2023 (the “Effective Date”), by and between the City of South Bend, Indiana, Department
of Redevelopment, acting by and through its governing body, the South Bend Redevelopment
Commission (“Commission”), Cultivate Culinary School and Catering, Inc., an Indiana nonprofit
corporation with its registered office at 1403 Prairie Ave., South Bend IN 46613 (“Cultivate”) and CFR
Community Cold Storage I, Inc., an Indiana nonprofit corporation with its registered office at 1403
Prairie Ave., South Bend IN 46613 (the “Supporting Organization”) (each a “Party” and together the
“Parties”).
RECITALS
WHEREAS, Cultivate and Commission entered into a Real Estate Purchase Agreement (the
“Purchase Agreement”) on July 28, 2022; and
WHEREAS, as part of the federal New Markets Tax Credit financing being used for the
construction of the cold storage facility on the Property as contemplated in Section 11 of the Purchase
Agreement, Cultivate has formed Supporting Organization under the Indiana Nonprofit Corporation
Act of 1991 and applied for recognition as an organization exempt from taxation under Section
501(c)(3) of the Internal Revenue Code; and
WHEREAS, Cultivate and Supporting Organization desire to share certain rights and
obligations under the Purchase Agreement, and the Commission desires to consent to the same; and
WHEREAS, the Parties now desire to add Supporting Organization as a Party to the Purchase
Agreement pursuant to the terms and conditions set forth in this First Amendment.
NOW, THEREFORE, in consideration of the foregoing premises and mutual covenants and
agreements contained herein and for other good and valuable consideration, the receipt, adequacy and
legal sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
1.Addition of Supporting Organization as a Party. The Parties hereby agree that Supporting
Organization is added as a Party to the Purchase Agreement upon the Effective Date of this First
Amendment. The Parties agree that for purposes of the Purchase Agreement, Cultivate and
Supporting Organization shall be jointly and severally liable for all obligations of Buyer and shall
be jointly and severally entitled to all the rights and interests of Buyer, as those obligations, rights,
and interests are set forth in the Purchase Agreement.
2.Unless expressly modified by this First Amendment, the terms and provisions of the Purchase
Agreement remain in full force and effect.
3.Capitalized terms used in this First Amendment will have the meanings set forth in the Purchase
agreement.
4.This First Amendment may be executed in separate counterparts, each of which when so executed
shall be an original, but all of which together shall constitute one and the same instrument. Any
electronically transmitted version of a manually executed original shall be deemed a manually
executed original.
IN WITNESS WHEREOF, the Parties hereto have caused this First Amendment to Real Estate
Purchase Agreement to be executed as of October 12, 2023.
CULTIVATE CULINARY SCHOOL
AND CATERING, INC.
By: _________________________
Printed: Jim Conklin
Its: Executive Director
Dated: _______________________
CFR COMMUNITY COLD STORAGE I, INC.
By: _________________________
Printed: Grant Hellwarth
Its: President
Dated:
SOUTH BEND REDEVELOPMENT COMMISSION
Marcia I. Jones, President
ATTEST:
Vivian Sallie, Secretary
July 28. 2022
28 July
Mary C. Brazinsky
12.12.2024