HomeMy WebLinkAboutReal Property Transfer Agreement 723 W Wayne - South Bend Heritage Foundation6�_ -A �
REAL PROPERTY TRANSFER AGREEMENT
This Real Property Transfer Agreement is entered into as of April 22, 2025 (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 the South Bend Heritage Foundation, Inc., an Indiana non-profit corporation. with its
registered address being 803 Lincoln Way West, South Bend, Indiana 46616 (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, educational, 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 owns the certain real property described in attached Exhibit A (the
"Property").
D. The Organization desires to acquire ownership of the Property from the City.
E. 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.
F. 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 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:
1. Quaiifications of Or anization. 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 July 11, 1974, as amended on September 25, 1978, June 20, 1983,
December 27, 1990, and November 12, 1993 (the "Articles"), attached hereto as Exhibit B, have
not been superseded or amended and currently remain in full force and effect; and (c) the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 October 22, 1979, attached hereto as Exhibit C.
2. Transfer of Propeny. 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 May 20, 2025 (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 Erin Michaels 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
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.
2 'I,
8. Assi nin . 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.]
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IN WITNESS WHEREOF, the City and the Organization have signed this Real Property
Transfer Agreement to be effective as of the Effective Date.
CITY OF SOUTH BEND, INDIANA
BOARD OF PUBLIC WORKS
Elizabeth A. Maradik, President
Joseph R. Molnar, Vice President
Gary A. Gilot, Member
d,.
Breana Micou, Member
4 7n-'90—"
Murray L. Miller, Member
ATTEST:
Theresa M. Heffner, Clerk
Date: April 22, 2025
4
SOUTH BEND HERITAGE
FOUNDATION, INC.,
an Indi non -profs corporif ion- ,
By: LO
Printed: > t LffcD • W�, �
Title: f'awTIsxt �'� • -
EXHIBIT A
Description of Property
Legal Description: LOT 5 I USTONS SUB OF BOL 72
Tax Key Number: 018-3051-1967
Parcel Number: 71-08-11-255-021.000-026
Address: 723 W Wayne St, South Bend, M 46601
EXHIBIT B
Articles of Incorporation of
South Bend Heritage Foundation, Inc.
[See attached.]
EXHIBIT C
IRS 501(c)(3) Qualification Letter
[See attached.]
EXHIBIT D
Form of Quit Claim Deed
Dated this Z day of �/ / 2025.
GRANTOR:
City of South Bend, Indiana, by and through its Board of
Public Works
By:
L WC
Elizabeth Maradik, President
ATTEST:
By: 1
Th resa Heffizer, Cl rk
STATE OF INDIANA )
) SS:
ST. JOSEPH COUNTY )
Before me, the undersigned, a Notary Public for and in said County and State this aaha'day of
V i 1. . 2025, personally appeared Elizabeth Maradik and Theresa Heffner, to me known to be
the sident and Clerk, respectively, of the City of South Bend, Indiana, Board of Public Works, the
Grantor, and acknowledged execution of the foregoing Quit Claim Deed.
IN WITNESS WHEREOF, I have hereunto s cribejd�my na a and affixed my official seal.
(SEAL) .
w;, ti . ,' Notary Public
(dent of 54. :16, nln ounty. .1.IAli1l1
Commission expires: Vmafch 3, 90 ')
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. Danielle Campbell Weiss
Prepared by Sandra Kennedy, Assistant City Attorney, 1200 S. County -City Building, 227 W. Jefferson Blvd., South Bend, Indiana
46601
LAURA D. HENSLEY
Notary Public - Seal
St Joseph County - State of Indiana
Commission Number NP0732150
My Commission Expires Mar 3, 2029
AUDITOR'S RECORD
TRANSFER NO.
TAXING UNIT
DATE
KEY NO, 018-3051-1967
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 South Bend Heritage Foundation, Inc., an Indiana non-profit
corporation, with its registered address being 803 Lincoln Way West, South Bend, Indiana 46616 (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"):
Legal Description: LOT 5 HUSTONS SUB OF BOL 72
Tax Key Number: 018-3051-1967
Parcel Number: 71-08-11-255-021.000-026
Address: 723 W Wayne St, South Bend, IN 46601
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.
171sr t Irl
' Uf rr•r'r t•r
l);t f r : JUL I Y 1991
.Snnf Ir llrPod ffrrI t-npr
F•nundat- I tar I nc
91a 1.IPor.riiPoroa{
.Srntt It Uerrd, 1N /r(C 16- 1 195
P. 0. Box 95111i
GIItcIfillat I , U11 45201
Person to CrnrPact:
Gordon .Cr bane
CoPotnct '1•elephnfre IV1rfllber:
513-684-3957
Federal Irlr•rrtlflcnt:toll Ntgnllet-.
23 - 73 9437t1
Vent. S I r fit- 11--odanr:
!'!tank poi (rtr snhmlt:l:lttJ1 f:he ltrCot•mntlott shown below. We have made It
part: of yeah' 1-Ile.
'I'hr chanrr^ IPodlcnted do Pont adversely affect l•ortr• exempt status And
the exemptlort letter lssrfed to you contlrfues fit effect.
Pleasr Irt Poc Irtrota about .9rtj• tntPora chnrtpe In tllr chnvacter, purpose.,
method of ohet•ntloPo, Ponete or address of your orgartlzatloPo. 7'1115 Is
a rerlPolremrnt fnr retnlnlftl, your exempt status.
ThnPolc Pill (ot• J•rntr cooperation.
Hcrry •ely yours,
Robert: 1'. ,JolnfsoPo
Olstt-lct Olt•ector
It:rill: Arr:lcfrs of Autrndmrfft: to the Articles of IPocoIloco ratlrnf dnCetr
Orcrnrlrer 27, 19911,
intorna: He ntu
VJ shinck n• DC _022�
OCT 2 2 1979
Southold Heritage
Foundation, Inc.
620 [Jest Washington Ave.
South Bend, Indiana 46601
Dear Applicant:
Person to Contact:* .
1c= Pa-,, Oj
Telephone NvMb5r;
Ri-.r-i Popi . V
E:EO:T:R:2-6
D t c- ,
lie have considered your application for recognition of exempt
status from Federal income tax as an organization described in section
501(c)(3) of the Internal Revenue Code.
The information presented indicates that you were incorporated on
July 11, 1974, under the non-profit corporation laws of Indiana for
charitable and educational purposes. In furtherance of these purposes
you own, preserve, redevelop, improve, renovate, and maintain sites and
stuctures of historical, architecturaland educational significance in
St. Joseph County, Indiana. Your activities are primarily conducted in
the West Washington Historic District in South Bend. This district is
listed on the National Register for Historic Places. In carrying out
your purposes a substantial part of your activities consist of either
the acquisition and resale of historically significant properties, or
the making of loans to owners of such propertiqs. Other activities,
carried out in the same manner, consist of combatting community deteriora-
tion by engaging in redevelopment and renovation of deteriorated housing.
Your loans are of two varieties, either short term loans of one
year or less, or long term loans. Some of the funds for these loans
come from Community Development grants which stipulate the interest rate
to be charged, based on income and family size. Other loans are from
funds you have received from a variety of sources. These loans are
offered at a rate of interest which is one percent below the current
prime rate.
Where you acquire historic structures you either rehabilitate and
restore them yourself before you sell them or else sell them with the
agreement that the buyer will rehabilitate and restore the structures.
Whether you either buy the structure and resell it, or make a loan
to owners of a structure in order for them to restore it, you place
restrictive covenants or facade easements in the title to the property.
These require that there be no alteration, demolition, addition, or
other structural change to the structure, nor any change in materials
used on the surface, and that no new or different buildings or improve-
ments be constructed on the property. You additionally require that in
the event the purchaser wishes to dispose of the property you be given a
right of first refusal. I -There Federal funds are used the general public
will be given access in accordance with existing Federal regulations.
- 2 -
Southold Heritage 2 a
Foundation, Inc.
You require that applicants for funds.submit detailed plans for restora-
tion of the property. You then inspect the work to insure compliance with
the plans and only release funds in such a manner as to insure that funds
allocated for a project are being used as intended —
Additional activities which you are involved in are educational
in nature. You generate public awareness of historic and architectural
significance of the area by sponsoring periodic workshops, open -houses.,'
guest speakers, and a walking tour of the historic district.
Based on this information, and on the information supplied in
your application, and assuming your operation will be as stated above
and in your application, we have determined that you are exempt from
Federal income tax under section 501(c)(3) of the Internal Revenue
Code.
We have further determined that you are not a private foundation
within the meaning of section 509(a) of the Code, because you are
an organization described in sections 509(a)(1) and 170(b)(1)(A)(vi)
of the Code.
• If your sources of support, or your purposes, character, or method
of operation change, please let your key district know so that office
can consider the effect of the change on your exempt status and founda-
tion status. Also, you should inform your key District Director of
all changes in your name or address.
Generally, you are not liable for social security (FICA) taxes
unless you file a waiver of exemption certificate as provided in the
Federal Insurance Contributions Act. If you have paid FICA taxes
without filing the waiver, you should contact your key District
Director. You are not liable for the tax imposed -under the Federal
Unemployment Tax Act (FUTA).
Since you are not a private foundation, you are not subject to
the excise taxes under Chapter 42 of the Code. However, you are not
automatically exempt from other Federal excise taxes. If you have
questions about excise, employment, or other Federal taxes, contact
any Internal Revenue Service office.
Donors may deduct contributions to you as provided in section
170 of the Code. Bequests, legacies, devises, transfers, or gifts
to you or for your use are deductible for Federal estate and gift
tax purposes if they meet the applicable provisions of sections 2055,
2106, and 2522 of the Code.
- -3 -
A •
' Southold Heritage
Foundation, Inc.
You must file Form 990, Return of Organizaton Exempt from Income
Tax. You are required to file Form 990 only if your gross receipts
each year are normally more than $10,000. If a return is required,
it must be filed by the 15th day of the fifth month after the end of
your annual accounting period. The law imposes a penalty of $10 a
day, up to a maximum of $5,000, when a return is filed late, unless
there is reasonably cause for the delay.
You are not required to file Federal income tax returns unless
you are subject to the tax on unrelated business income under section
511 of the Code. If you are subject to this tax, you must file an
income tax.return on Form 990-T. In this letter, we are not deter-
mining whether any of 'your present or proposed activities are unrelated
trade or business as defined in section 513 of the Code.
You need an employer identification number even if you have no
employees. If an employer identification number was not entered on
your application, a number will be assigned to you and you will be
advised of it. Please use that number on all returns you file and in
all correspondence with the Internal Revenue Service.
We are informing your key District Director of this action.
Because this letter could help resolve any questions about your exempt
status and foundation status, you should keep it in your permanent
records.
This ruling letter supersedes the previous outstanding denial letter
issued by the Cincinnati key District on May 14, 1976.
ff you have any questions, please contact the person whose name
and telephone number are shown in the heading of this letter.
STATE OF INDIANA
OFFICE OF THE SECRETARY OF STATE
ARTICLES OF AMENDMENT
To Whom These Presents Come, Greeting:
WHEREAS, there has been presented to me at this office, Articles of
Amendment for:
SOUTH BEND HERITAGE FOUNDATION, INC.
and said Articles of Amendment have been prepared and signed in accordance
with the provisions of the
Indiana Nonprofit Corporation Act of 1991,
as amended.
NOW, THEREFORE, I, JOSEPH H. HOGSETT, Secretary of State of Indiana,
hereby certify that I have this day filed said articles in this office.
The effective date of these Articles of Amendment is November 12, 1993.
In Witness Whereof, I have hereunto set my
hand and affixed the seal of the State of
Indiana, at the City of Indianapolis, this
Twelfth day of November , 1993
JOSEPH H. HOGSETT, Secretary of State
By
Deputy
AppRo U
qNU Z[]
pva SELRk 41?Y p fSj
ARTICLES OF AMENDMENT ,qrE
OF THE
ARTICLES OF INCORPORATION
OF
SOUTH BEND HERITAGE FOUNDATION, INC.
c�
c__ w
The above corporation (the Corporation") existing fiursuDt tQ::'th[s
Indiana Not -for -Profit Corporation Act of 1971, as am�ided (the
"Act"), desiring to give notice of corporate action effectuating
amendment of certain provisions of its Articles of- Incoftorat0ni,
certifies the following facts:
.�
ARTICLE I - cn
Amendments cA3
SECTION 1.1: The name of the Corporation following this amendment
is South Bend Heritage Foundation, Inc.
SECTION 1.2: The exact text of Article II, Section A of the
Articles of Incorporation (the "Articles"), as amended, supersedes
and takes the place of the previously existing Section A of Article
II and is now as follows:
A. Educational and Charitable Purposes. To employ the
corporate organization of the Foundation solely for
educational and charitable purposes, including the
advancement of knowledge in the State of Indiana
pertaining to historical and architecturally significant
sites and structures, the promotion of low income and
affordable housing, and the provision of decent housing
that is affordable to low-income and moderate -income
persons, and in furtherance of such educational and
charitable purposes to own, preserve, redevelop,
construct, improve, renovate, and maintain sites and
structures of historical, architectural, educational and
cultural significance within St. Joseph County, Indiana
(such area being hereinafter referred to as the
"Foundation Area"), and sites and structures which
provide decent housing that is affordable to low-income
and moderate -income persons within the Foundation Area.
SECTION 1.3: The exact text of Article II, Section D, of the
Articles, as amended, supersedes and takes the place of the
previously existing Section D of Article II and is now as follows:
D. Promotion and Provision of Decent Housing Affordable to
Low -Income and Moderate -Income Persons. To employ the
corporate organization of the Foundation in furtherance
of its charitable purpose by promoting low-income and
affordable housing and by providing decent housing that
is affordable to low-income and moderate -income persons,
thus minimizing displacement and gentrification which
often accompany the revitalization of historic areas and
districts.
SECTION 1.4: The exact text of Article VI, Section 1, of the
Articles, as amended, supersedes and takes the place of the
previously existing Section 1 of Article VI and is now as follows:
Section 1. Number of Directors, Quorum. The Board of
Directors shall be composed of no fewer than
nine (9) and no more than thirty (30)
directors; provided, however, that the exact
number of the directors shall be prescribed
from time to time in the bylaws of the
Corporation and provided further that under no
circumstances shall the minimum number be less
than three (3). At any meeting of the Board
of Directors, the presence of one-third of the
total number of directors, but in no case less
than two (2), shall constitute a quorum for
the transaction of any business.
SECTION 1.5: Article VI, Section 7, shall be deleted in its
entirety.
ARTICLE II
Manner_ of _Adoption and Vote
Section 2.1. Action by Directors. The Board of Directors of the
Corporation duly adopted a resolution proposing to amend the terms
and provisions of Articles II.A, II.D, V2.1 and VI.7 of the
Articles of Incorporation and directing a meeting of the members,
to be held on February 25, 1993, allowing such members to vote on
the proposed amendment. The resolution was adopted by a vote of
the Board of Directors at a meeting held on February 25, 1993, at
which a quorum of such Board was present.
Section 2.2. Action by Members. The members of the Corporation
entitled to vote in respect to the Articles of Amendment adopted
the proposed amendment. The proposed amendment was adopted by a
vote of such members during the meeting called by the Board of
Directors. The result of such vote is as follows:
MEMBERS ENTITLED TO VOTE: 24
MEMBERS VOTED IN FAVOR: 11
MEMBERS VOTED AGAINST: 0
2
Section 2.3. Com liance with a al Re uire[nents_ The manner of the
adoption of 'the Articles of Amendment and the vote by which they
were adopted constitute full legal compliance with the provisions
of the Act, the Articles of Incorporation, and the Bylaws of the
Corporation.
IN WITNESS WHEREOF, the undersigned officer executes these
Articles of Amendment of the Articles of Incorporation of the
Corporation, and verifies subject to the penalties of a jury that
the facts contained herein are true, this � day of G
1993.
William A. Welsheimer, Jr.
Its: President
This instrument was prepared by Eugenia S. Schwartz, Attorney at
Law, NICKLE & PIASECKI, 205 W. Jefferson Blvd., Suite 600, South
Bend, Indiana, 46601