HomeMy WebLinkAboutRedevelopment Commission Agenda & Packet 08.28.25
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Agenda
Regular Meeting, August 28, 2025 – 9:30 a.m.
BPW Conference Room 13th Floor or
https://tinyurl.com/RDC-2025-4T
Meeting Recording Link: https://tinyurl.com/RDC-Meeting-Recordings
1. Roll Call
• Troy Warner, President – (Council) January 2025 to December 2025
• Dave Relos, Vice President – (Mayor) January 2025 to December 2025
• Eli Wax, Secretary – (Mayor) February 2025 to December 2025
• Gillian Shaw, Commissioner – (Mayor) January 2025 to December 2025
• Ophelia Gooden-Rodgers, Commissioner – (Council) February 2025 to December 2025
• Marcus Ellison, Non-Voting Advisor – (School Board) February 2025 to December 2026
2. Approval of Minutes
A. Minutes of the Regular Meeting of August 14, 2025
3. Approval of Claims
A. Claims Allowance August 12, 2025
4. Old Business
A. None
5. New Business
A. River West Development Area
1. Purchase Agreement (Sunoco on 1335 Portage Ave.)
2. Resolution No. 3647 (Accepting Drewry’s Property 1408 Elwood from BPW)
3. Real Estate Donation Agreement (Property at 1724 Kendall St.)
4. Second Amendment to Development Agreement (The Monreaux)
B. River East Development Area
1. Development Agreement (The Yard)
2. Second Amendment to Development Agreement (Cascade-Wharf Partners, LLC)
6. Progress Reports
A. Tax Abatement
B. Common Council
C. Other
7. Next Commission Meeting
Thursday, September 11, 2025, 9:30 a.m. at 4th Floor Council Chambers
CITY OF SOUTH BEND
REDEVELOPMENT COMMISSION
SOUTH BEND REDEVELOPMENT COMMISSION MINUTES
August 14, 2025, at 9:30 a.m.
BPW Conference Room, 13th Floor, County-City Building
https://tinyurl.com/RDC-2025-2T
Meeting Recording Link: https://tinyurl.com/RDC-Meeting-Recordings
The South Bend Redevelopment Commission was called to order at 9:31 a.m.
President Troy Warner presiding.
1. ROLL CALL
• Troy Warner, President – (Council) January 2025 to December 2025
• Dave Relos, Vice President – (Mayor) January 2025 to December 2025
• Eli Wax, Secretary – (Mayor) February 2025 to December 2025
• Ophelia Gooden-Rodgers, Commissioner – (Council) February 2025 to December 2025
• Marcus Ellison, Non-Voting Advisor – (School Board) February 2025 to December 2026
Members Absent: Gillian Shaw, Commissioner
Legal Staff: Danielle Campbell Weiss, Senior Asst. City Attorney
Redevelopment Staff: Caleb Bauer, Exec. Director, DCI
Joseph Molnar, Asst. Dir. of Growth and Opp., DCI
Erin Michaels, Property Development Manager, DCI -
Virtual
Tim Corcoran, Chief Planner, DCI - Virtual
Lidya Abreha, Project Manager, Engineering
Tamina Ewing, Neighborhood Program Specialist, DCI
Laura Hensley, Board Secretary, DCI
Others Present: Marlene & Thomas Nowak, 1709 Wayne St.
Brian Connolly, 1523 Sunnymede Ave.
Joe Weber, 1112 Sunnymede Ave.
Margaret Neil, 511 St. Joseph St.
Becky Czarnecki, 805 Arch Ave.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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Ben Capdevielle, 511 Margaret Ave.
Eddie Bradley, 17815 Woodthrush
Matt Barrett, 110 S. Niles Ave.
Anna Johnson, 630 Cushing St.
Sam Linn, 528 River Ave.
2. Approval of Minutes
A. Approval of Minutes of the Regular Meeting of Thursday, July 24, 2025
Upon a motion by Ophelia Gooden-Rodgers for approval, second by
David Relos, the motion carried unanimously; the Commission approved
the minutes of the regular meeting of July 24, 2025.
3. Approval of Claims
A. Claims Allowances July 29, 2025
Upon a motion by David Relos for approval second by Ophelia Gooden-
Rodgers, the motion carried unanimously; the Commission approved the
claims allowances of July, 29, 2025.
4. Old Business
A. None
5. New Business
A. River West Development Area
1. Purchase Agreement (New Day Intake Center)
Caleb Bauer, Executive Director of Community Investment, presented
agenda items 541-4 together. The site at 4022 Old Cleveland Rd,
which is about 14.5 acres in total. Staff are working to divide the land,
and the purchase agreement being discussed today covers 7 acres on
the north side.
a) The purchase agreement for that land.
b) An option to buy land at the Knights Inn site on Lincoln Way
West.
c) A development agreement to help fund the New Day Intake
Center.
d) A resolution to start the process for a forgivable loan, which
needs approval from several groups. This step begins the
process but doesn’t finalize it today.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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All of this supports the creation of a 110-bed low-barrier intake
center called the New Day Intake Center.
The purchase agreement covers Lot 1, which is on the north side of
the property located on Old Cleveland Rd. The proposed sale price is
$1,000.
The buyer agrees to:
• Start construction within 12 months after the sale closes.
• Invest $10 million in private funds.
• Finish construction within 36 months of closing.
The agreement also includes a 15-year operational commitment.
During this time, the project must follow rules from the HOME ARP
federal program, which is managed locally by the Department of
Community Investment for the St. Joseph County Housing Consortium.
If these conditions aren’t met during the 15 years, the City (RDC) has
the right to take back the property through a reversion clause.
The option agreement is to buy the Knights Inn property on Lincoln
Way West. A few years ago, the City of South Bend helped acquire
this site to temporarily continue operations for the Motels4Now
program.
Under this option:
• The Commission can purchase the property for $1 after the New
Day Intake Center is built.
• There will be a 6-month window after construction is complete to
allow time for moving operations from the Knights Inn to the new
facility.
• The option to purchase remains valid for five years after the New
Day Intake Center is finished.
The development agreement outlines what the New Day Intake Center
team (a nonprofit 501(c)(3)) is committing to:
• They will build a low-barrier emergency shelter with at least 110
beds. The current plan is for around 120 beds, but that number
could change slightly depending on final designs and construction
costs.
• The shelter must be fully built and open by December 31, 2027,
subject to all applicable permitting and regulatory approvals.
• The team will also sign a 5-year operating agreement with the City
of South Bend, which includes specific commitments for how the
shelter will run.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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• The city plans to provide $500,000 per year for five years to help
cover operating costs. This funding comes from the annual budget
approved by the sub-income council.
• While the operating agreement isn’t finalized yet, a summary of its
terms is included in the development agreement for reference.
Financial Commitments:
• The New Day team will invest at least $10 million privately.
• The Redevelopment Commission will contribute $4 million through
a forgivable loan using tax increment financing (TIF) funds.
This loan will work like a regular loan with interest. Once the project is
completed and meets its goals, the loan can be forgiven, effectively
turning it into a grant.
The timeline for the New Day Intake Center must be:
• Completed within 36 months after construction begins.
• Fully open and ready to receive guests by December 31, 2027.
The loan agreement with the City is expected to be finalized before
January 1, 2026, assuming all necessary approvals are received from
other decision-making bodies. These approvals are still pending, so
this timeline could change. Once the project is substantially complete,
the New Day Intake Center team will be required to:
• Submit an annual report to the Commission for 10 years, showing
that they are following all required codes and post-completion
standards.
• These reporting requirements are included as an exhibit in the
development agreement.
There will also be separate reporting requirements tied to the operating
agreement, which will be finalized closer to the time the facility opens.
The New Day Intake Center must:
• Run the low-barrier emergency shelter year-round.
• Be accessible to everyone, regardless of sobriety, income, ID
status, or whether they participate in services.
• Create individual housing plans to help guests move into
permanent housing as quickly as possible.
• However, due to limited housing options, some guests may need
to stay longer until suitable housing becomes available.
• Work closely with community partners to provide on-site support
services, including:
• Physical and mental health care
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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• Substance use treatment
• Legal assistance
• Employment support
There are 16 more requirements listed in the agreement exhibit, which
the Commission can review.
Reporting Requirements:
After the center is completed, the New Day team must submit
an annual report to the Commission for 10 years, showing they’re
meeting all post-construction standards. These requirements are
outlined in Exhibit E of the development agreement.
Funding Resolution No. 3646:
The final item is a resolution to begin the forgivable loan process,
using Tax Increment Financing (TIF) funds.
• Funds will come from three commercial TIF districts:
• River West: $2.4 million
• River East: $1 million
• Southside: just under $500,000
Although the project isn’t located in all three districts, the city believes it
benefits the entire community, which is why funding is being drawn
proportionally from each.
Vice President Relos asked about details of the phases. Sheila
McCarthy, Executive Director of the New Day Intake Center, explained
that the project is being built in two phases:
Phase One:
• Includes the administration building (called the Blue Center).
• Builds half of the shelter units—think of it as one side of the full
layout.
• This phase is 94% funded, with support from HOME ARP funds.
Phase Two:
• Covers the remaining shelter units—the top section of the layout.
• The goal is to start Phase Two right after Phase One, to keep
momentum and simplify funding and planning.
Sheila emphasized that this phased approach helps the team manage
such a large project and build on the success they’ve already had at
the Lincoln Way West location. For example, this summer alone,
they’ve helped place a dozen people into housing.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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She concluded by saying that providing safe shelters with support
services is key to ending homelessness and helping people transition
into permanent housing.
Secretary Wax asked about an estimate of the demolition costs for the
Lincolnway West site and Mr. Bauer stated an estimate of $200-250.
Mr. Wax also asked about site security and Mr. Bauer stated that New
Day is working in coordination with the South Bend Police Department
and will have fencing and gates to the facility. Ms. McCarthy stated that
since 2020 they have had over 800 guests and 600 are no longer
homeless. They also meet monthly with SBPD and Chief Ruszkowski
is in support of this project, and the new facility will have a better intake
process that should reduce security issues.
Commissioner Gooden-Rodgers asked about the intake process of
becoming a guest at the facility. Ms. McCarthy explained that at Our
Lady of the Road, where many people already go for breakfast,
laundry, and showers three days a week, they are able to get more
information on the intake process for shelter which begins on Friday
mornings.
Here’s how it works:
• Staff will add you to the waitlist and ask about 20 questions to
understand your situation.
• They’ll check if there’s another shelter or program that might help
you right away.
• You’ll check in regularly during breakfast, and when a spot opens
up, they’ll invite you to join them at the motel.
• Once accepted, you’ll go through a 30-minute orientation, get
your room key, towels, and toiletries, and settle into your space.
Ms. McCarthy also explained that transportation will be provided. Deb
Adams asked if the gardens will be run by Unity gardens and Ms.
McCarthy stated no, they are run by New Day.
Both President Warner and Vice President Relos commended the staff
for the hard work on this project and should be a model for other cities.
Secretary Wax expressed reservations and concerns for the
surrounding neighborhood, however, also spoke in favor of the project
and would like updates regarding the operating and development
agreements.
Upon a motion by David Relos for approval, seconded by Ophelia
Gooden-Rodgers, the motion carried unanimously; the Commission
approved the Purchase Agreement as presented on August 14, 2025.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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2. Option to Purchase Agreement & Memorandum of Option (Current
Motels4Now, Our Lady of the Road)
Upon a motion by Eli Wax for approval, seconded by David Relos, the
motion carried unanimously; the Commission approved the Option to
Purchase Agreement and Memorandum of Option as presented on
August 14, 2025.
3. Development Agreement (New Day Intake Center)
Upon a motion by David Relos for approval, seconded by Troy Warner,
the motion carried unanimously; the Commission approved the
Development Agreement as presented on August 14, 2025.
4. Resolution No. 3646 Pledging TIF to Fund Forgivable Loans (New Day
Intake Center) – RWDA, REDA, SSDA TIF Districts
Upon a motion by David Relos for approval, seconded by Ophelia
Gooden-Rodgers, the motion carried unanimously; the Commission
approved Resolution No. 3646 as presented on August 14, 2025.
5. Resolution No. 3641 (Accepting Transfer of 1636 LWW from County
Commissioners)
Joseph Molnar, Assistant Director of Growth and Opportunity,
presented a Resolution for the property at 1636 Lincoln Way West is
located just off the main corridor, west of the Internet neighborhood,
and south of the far-left neighborhood near Holy Cross School and
the new Coal Line. In 2022, the city demolished the old South Bend
Brewing Association building on this site due to safety concerns—parts
of the structure were falling into the street and sidewalks. After
demolition, a lien was placed on the property to cover the costs, but
the owner didn’t pay it. Because of the unpaid lien, the property went
through the tax sale process last fall. When properties aren’t
purchased at the initial tax sale, the Redevelopment Commission
(RDC) can request the tax certificate from the county
commissioners before it goes to the next sale.
This spring, RDC staff requested the county to begin that process.
The county commissioners approved Resolution R-14-C-2025,
transferring the tax certificate to the RDC on July 29, 2025.
Now, Resolution 3641 allows the RDC to officially accept the certificate
and authorizes the City’s Department of Law to secure the title and
necessary documents to fully acquire the property. RDC staff believe
this site is a strong candidate for future redevelopment. The property is
near, the Coal Line trail (Phase 1) and the planned Coal Line trail
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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(Phase 3) of the project, the new infill housing by Intend Indiana and
partners, the newly opened Dream Center, and Kennedy Park, which
is also set for improvements.
This resolution is just the first step—accepting the tax certificate. It will
take a few months for the city’s legal team and RDC staff to complete
the process of taking full control of the property. Vice President Relos
asked if there were any environmental issues with the demolition of the
property and Mr. Molnar stated no.
Upon a motion by David Relos for approval with the amended date,
seconded by Eli Wax, the motion carried unanimously; the
Commission approved Resolution No. 3641 with the amended date of
July 29, 2025 for the date the Commissioner’s approved R-14-C-2025
in the seventh paragraph of the recitals as presented on August 14,
2025.
6. Budget Request (Leighton Building Renovations)
Lidya Abreha, Project Manager, Engineering, presented this budget
request for $100,000 to cover consulting fees for the next stage of
renovations for the Leighton building for conceptual and schematic
design.
Secretary Wax asked to give a progress update and if there have been
previous appropriations for this project. Caleb Bauer stated that he
didn’t have the exact amount with me right now, but we’ll get that
information to you. I believe the funding was part of a combined
appropriation for several properties the Commission recently acquired,
including the garage and the Latent building.
One reason for this additional request is that the layout of the building
has changed since we first looked at it. The YMCA received funding
through the READI program to create a pre-K center within the
building. We’ve been working with them to finalize the square footage
needed for their space, which will be located on the first floor. A formal
agreement for that is coming soon. These updates have shifted the
design from what we originally envisioned a year ago. Also, part of this
funding will allow a third-party review of issues related to the ballast
tank for the pool. The YMCA has already made significant upgrades to
the pool and its mechanical systems.
The first floor of the building is planned to house a pre-K facility
operated by the YMCA. We're currently in negotiations, and the
agreement may include a limited number of pre-K service benefits for
city employees. The second floor will include some city office space,
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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primarily for departments that are overflowing from City Hall. These will
be non-public-facing offices. Part of this floor also contains mechanical
systems for the pool. The third and fourth floors will remain YMCA
facilities, and we hope to finalize a long-term agreement to formalize
that arrangement soon.
Upon a motion by Eli Wax for approval, seconded by Ophelia Gooden-
Rodgers, the motion carried unanimously; the Commission approved
the Budget Request as presented on August 14, 2025.
7. Open Bids for Disposition of Property (Taylor, Wayne & Western Lots)
Joseph Molnar, Assistant Director of Growth and Opportunity, stated
that no bids were submitted and we will proceed with next steps for this
property.
8. First Amendment to Network Operating Center Lease (Union Station)
Joseph Molnar, Assistant Director of Growth and Opportunity, stated
that last year, the Redevelopment Commission (RDC) acquired Union
Station as part of a broader agreement involving several properties.
Along with the property, RDC also took over an existing lease
agreement with 1547 CSR, dating from last year. 1547 CSR owns
the adjacent data center, which currently uses Union Station as its
main public entrance. Although they’re working on building separate
entrances and expanding their data center, they still rely on Union
Station for access and operations. Under the lease, 1547 occupies
a small 1,000 sq. ft. space in Union Station for offices used by
their security and staff. In exchange, they provide 24/7 security and
monitoring for the entire building, including the parking lot—at no cost
to the city. This includes gated access, check-ins, and on-site
personnel. If the city were to hire a private firm for similar services, it
would likely cost $10,000–$15,000 per month.
The current lease ends on August 19, 2025, but the proposed
amendment would extend it by one year, giving 1547 more time to
complete their separate entrance. During this extension, they’ll
continue providing full security services. Once 1547 finishes their
entrance and fully transitions out of Union Station, the city will take
over responsibility for securing the building. The goal is to fully
separate the two properties, which have shared ownership for
decades.
Secretary Wax asked about an early termination provision and future
plans for the building. Danielle Campbell Weiss, Senior Assistant City
Attorney, will confirm that there is.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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As for the future of Union Station, the City is exploring the possibility
of reactivating it as a full-time Amtrak station. Discussions are ongoing,
and while there’s no official update yet, the City believes Union Station
would be a better location than the current Amtrak station, which is
about two miles west.
Upon a motion by Eli Wax for approval, seconded by David Relos, the
motion carried unanimously; the Commission approved the
Amendment as presented on August 14, 2025.
9. Second Amendment to Development Agreement (The Monreaux)
President Warner asked for a motion to table this agenda item.
Upon a motion by Eli Wax to Table, seconded by Ophelia Gooden-
Rodgers, the motion carried unanimously; the Commission approved
to table the Amendment as presented on August 14, 2025.
B. Redevelopment General Fund
1. Home Repair Program Mortgage Release (722 E. Ewing)
Tamina Ewing, Neighborhood Program Specialist, presented the
mortgage release. President Warner explained that this issue comes
up every 18–24 months. Years ago, the city ran a home repair
program for qualifying residents—typically seniors or low-income
households. Instead of paying upfront, a lien was placed on the
property to be repaid later, usually when the home was sold or
transferred.
Now, about 20 years later, we’re seeing requests to release those
liens as homes are being sold or passed on through estates. The lien
covers the cost of repairs and must be cleared before the sale.
Secretary Wax asked for a total count and Ms. Ewing stated she would
work on that. We don’t currently have a full count of how many liens
are still active, but that information can be found with a few hours of
research through the office of the recorder.
To clarify: the lien is being released, not the home itself. It’s typically
released to the owner or their heirs.
Upon a motion by Ophelia Gooden-Rodgers for approval, seconded by
Eli Wax, the motion carried unanimously; the Commission approved
the Mortgage Release as presented on August 14, 2025.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – August 14, 2025
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6. Progress Reports
A. Tax Abatement
B. Common Council
C. Other
7. Next Commission Meeting
Thursday, August 28, 2025, 9:30 a.m. at BPW Conference Room 13th Floor
8. Adjournment
Thursday, August 14, 2025, 10:32 a.m.
______________________________ ______________________________
Eli Wax, Secretary Troy Warner, President
City of South Bend
Department of Administration & Finance
Claims Allowance Request
To:South Bend Redevelopment Commission
From:Kyle Willis, City Controller
Date:Tuesday, August 12, 2025
Pursuant to Indiana Code 36-4-8-7, I have audited and certified the attached claims and
submit them for allowance in the following amounts:
GBLN-0114449 $101,033.98
GBLN-0115189 $412,101.34
GBLN-0000000 $0.00
Total:$513,135.32
_______________________________
Kyle Willis
The attached claims described above were allowed in the following
total amount at a public meeting on the date stated below:
South Bend Redevelopment Commission
By:_______________________________
Name:
Date:
Attest: _______________________________
Name:
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 8/22/2025
FROM: Joseph Molnar,
Assistant Director of Growth & Opportunity
SUBJECT: Purchase Agreement – 1335 Portage Ve
Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res.
* Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the
authorization of the expenditure of such funds shall be void and of no effect.
PURPOSE OF REQUEST: Approve the Purchase Agreement for 1335 Portage Ave
SPECIFICS: The Redevelopment Commission acquired the Portage Elwood Shopping Center in December of 2024.
The City is currently designing plans for the redevelopment of the Shopping Center as well as the adjacent
former Drewrys Brewery property.
The property located at 1335 Portage Ave is a former auto repair shop that is adjacent to the Shopping Center.
The auto repair shop is closed and owned by the trust of the former owner who has passed away. The trust had
no interest in continuing to operate the property as an auto repair shop. Acquiring the property at 1335 Portage
would aid in the design of the redevelopment of the Shopping Center and add property for redevelopment along
the Portage Ave corridor. The specifics of the agreement are:
• Purchase Price of $100,850 (average of two appraisals)
• 60 day due diligence period
• 30 day closing period
Staff recommend approval of the Purchase Agreement which will help in redevelopment efforts of the Portage
Ave corridor.
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 8/22/2025
FROM: Joseph Molnar,
Assistant Director of Growth & Opportunity
SUBJECT: Acceptance of 1408 Elwood from BPW
Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res.
* Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the
authorization of the expenditure of such funds shall be void and of no effect.
PURPOSE OF REQUEST: Approve Resolution Accepting 1408 Elwood (former Drewrys Brewery Parcel) from BPW
to RDC
SPECIFICS: The City of South Bend, through the entity of the Board of Public Works (BPW), acquired the former
Drewrys Brewery property at 1408 Elwood via a tax certificate in June 2022. At the time of acquisition, the site
was in complete disrepair and constituted a risk to the health and safety of the surrounding neighborhood.
Since acquisition, the City and a variety of partners, including the Environmental Protection Agency and the
Indiana Department of Environmental Management, have expended considerable resources to address the
safety concerns and clean up the site. Those actions have included:
• Significant environmental testing
• Removal of environmental contaminants
• Removal of all partially demolished buildings
• Removal of all buildings that were fire damaged
• Removal of all remaining industrial buildings
• Removal of underground storage tanks
There are a few items left in the remediation portion of the cleanup including the final removal of some
remaining foundations. Once those foundations are removed, the site will be ready for the next phase of
redevelopment. City staff believe this is an appropriate time to transfer the property to the Redevelopment
Commission (RDC), which is a more appropriate entity than the BPW for the next stages of redevelopment
planning. Also, the RDC is the owner of the adjacent Portage Elwood Shopping Center. Having both sites under
common ownership will aid in the combined redevelopment efforts of both properties.
Staff recommends approval of the resolution.
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
RESOLUTION NO. 3647
A RESOLUTION OF THE SOUTH BEND
REDEVELOPMENT COMMISSION
ACCEPTING THE TRANSFER OF REAL PROPERTY FROM
THE CITY OF SOUTH BEND, ACTING THROUGH ITS BOARD OF PUBLIC WORKS
WHEREAS, the City of South Bend, acting through its Board of Public Works (the
“City”) is the owner of certain property identified herein; and
WHEREAS, pursuant to I.C. 36-1-11-8, the City, may transfer or exchange property
with another governmental entity upon terms and conditions agreed upon by the two (2) entities
as evidenced by the adoption of substantially identical resolutions of each entity; and
WHEREAS, the South Bend Redevelopment Commission (the “Commission”), the
governing body of the South Bend, Indiana, Department of Redevelopment (the “Department”)
exists and operates under the provisions of I.C. 36-7-14, as amended from time to time (the
“Act”) and is a body corporate and politic; and
WHEREAS, the City desires to the transfer to the Commission certain real property as
set forth in Exhibit “A” attached (collectively referred to as the “Property”); and
WHEREAS, the Commission desires to accept the transfer of the Property from the City
for purposes of redevelopment and;
WHEREAS, the City has adopted a resolution consistent with the requirement of Indiana
§ 36–1–11–8.
NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND
REDEVELOPMENT COMMISSION AS FOLLOWS:
1. The transfer of the following described real property situated in St. Joseph County,
Indiana:
See Exhibit “A”
by the City to the Commission, without consideration, shall be, and hereby is, approved and
authorized.
2. The Assistant Director for Growth & Opportunity for the City of South Bend shall
cause the recording of a quit claim deed conveying all the right, title and interest of the South
Bend Redevelopment Commission in and to the Property, for the use and benefit of its
Department of Redevelopment.
3. This Resolution shall be in full force and effect upon its adoption.
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ADOPTED at a meeting of the South Bend Redevelopment Commission held on
_____________________, at 227 West Jefferson Boulevard, 13th Floor, South Bend, Indiana
46601.
CITY OF SOUTH BEND,
DEPARTMENT OF REDEVELOPMENT
______________________________
Signature
______________________________
Printed Name and Title
South Bend Redevelopment Commission
ATTEST:
______________________________
Signature
______________________________
Printed Name and Title
South Bend Redevelopment Commission
3
EXHIBIT A
Parcel Description
Parcel ID: 018-1094-3943
State ID: 71-08-02-101-006.000-026
Address: 1408 Elwood Ave
Legal Description: N W Pt Ex Parcel Sold Sec 2-37-2e
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 8/21/25
FROM: Erin Michaels – Property Development Manager
SUBJECT: Real Estate Donation Agreement – 1724 Kendall St
Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res.
* Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the
authorization of the expenditure of such funds shall be void and of no effect.
PURPOSE OF REQUEST: Approval of Proposed Real Estate Donation Agreement for Vacant Parcel at 1724 Kendall
St
SPECIFICS: The proposed Real Estate Donation Agreement would allow the Redevelopment Commission to
accept one vacant residential parcel located at 1724 Kendall St from 2010 Investment Group LLC (the “Group).
The Group has contacted Commission staff and wishes to donate this parcel to the Redevelopment Commission
to further redevelopment in the Rum Village neighborhood.
The due diligence period would be sixty (60) days from approval of this agreement and the closing deadline
would be 30 days from the end of the due diligence period.
The City owns thirty (30) vacant parcels in this neighborhood and adding this parcel to the City’s portfolio will
help to further redevelopment in this area.
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 8/26/2025
FROM: Erik Glavich, Director, Growth and Opportunity
SUBJECT: Second Amendment to Development Agreement
for “The Monreaux”
Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res.
* Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the
authorization of the expenditure of such funds shall be void and of no effect.
PURPOSE OF REQUEST: Second Amendment to a Development Agreement with The Monreaux LLC and Delta
Ventures Ltd. (collectively, the “Developer”) for the Monreaux residential development
SPECIFICS: The Commission will consider a Second Amendment to the Development Agreement that, if adopted,
would authorize an additional $303,000 in TIF expenditures to support the Monreaux project. Cost increases and
other challenges since the execution of the Development Agreement have necessitated consideration by the
Commission to increase support to ensure successful completion of the project. The additional funds would be
used to assist the Developer in making architectural improvements.
On November 20, 2023, the Commission entered into a Development Agreement with the Developer for the
construction of “The Monreaux” affordable housing project at 505, 507, 511, and 513 S. Michigan Street, the
former “Fat Daddy’s” site. The Commission also entered into a Purchase Agreement on July 14, 2022, for the sale
of the property for the Monreaux project. The due diligence period established by the Purchase Agreement was
amended 3 times—now set to expire on September 30, 2025—as the Developer has worked through design,
engineering, and financing.
The Development Agreement was amended on May 22, 2025 (the First Amendment). It increased the Funding
Amount to $3,300,000 (from $2,300,000) and increased the Private Investment commitment to $17,700,000
(from $13,700,000). The total project will consist of a 57,000 square foot building and 57 residential units, of
which 45 are income restricted.
The Funding Amount authorized through the original Development Agreement and First Amendment would be
provided to the Developer in accordance with a loan agreement, which establishes that the loan would be
forgiven if the Developer completes the project as committed. In alignment with the Real Estate Purchase
Agreement, as amended, the Developer agrees to complete the project within 36 months of the Closing Date.
If the Commission were to approve this Second Amendment to the Development Agreement, the additional
$303,000 would not be included in the loan amount; it would instead be subject to the procurement processes
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
to which traditional local public improvements are subject. This Second Amendment does not amend the
forgivable loan fund amount or details.
This Second Amendment would also amend the Agreement by incorporating the following provisions:
• Updating a reference to when the loan agreement with the Developer must be executed
• Clarifying when commitments under the Development Agreement have been met
• Other standard development agreement provisions, including the description of local public
improvements, that are necessary for the Commission to purchase siding materials
Staff recommends approval of the Second Amendment. The Monreaux project is vital to the stabilization and
continued growth of the southern end of downtown South Bend. In addition to providing needed affordable
housing options, the project along with others in the area will be transformative.
1
SECOND AMENDMENT TO DEVELOPMENT AGREEMENT
This SECOND AMENDMENT TO DEVELOPMENT AGREEMENT (this “Second
Amendment”) is made and entered into to be effective as of August 28, 2025, by and between the
City of South Bend, Department of Redevelopment, acting by and through its governing body, the
South Bend Redevelopment Commission (“Commission”), and The Monreaux LLC, an Indiana
limited liability company with offices at 1335 Pyle Avenue, South Bend, Indiana 46615, and Delta
Ventures Ltd. (collectively, the “Developer”).
RECITALS
A. The Commission and the Developer entered into that certain Development
Agreement dated effective November 20, 2023, as amended by a First Amendment to
Development Agreement dated May 22, 2025 (collectively the “Development Agreement” or as
may be referred to as simply the “Agreement”), for development of certain real property located
in St. Joseph County, City of South Bend, State of Indiana, as more particularly described in
Exhibit A of the Development Agreement. All capitalized terms used but not otherwise defined
herein shall have the meanings ascribed to such terms in the Development Agreement.
B. Certain circumstances have changed since the execution of the First Amendment to
Development Agreement, and the Commission and the Developer now collectively desire to
further amend the Development Agreement to increase the Funding Amount to support
architectural improvements to the Project.
C. The Developer has revised designs for the Project and is prepared to move forward
to fulfill the commitments of the Development Agreement and other agreements with the
Commission related to this Project.
D. The Commission believes that the architectural changes to which the Developer is
committed and to which the increase in the Funding Amount would be used for are in the best
interests of the health, safety, and welfare of the City and its residents.
E. The Commission and the Developer now desire to amend the Development
Agreement as set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of these premises, and the mutual covenants and
promises contained herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the Developer and the Commission hereby agree as follows:
1. Recitals. The recitals set forth above, including each and every recital contained
therein, are incorporated into and made a part of this Second Amendment as though fully set forth
herein.
2. Amendments. The Development Agreement is hereby amended as follows:
a) Section 1.3 shall be deleted in its entirety and replaced with the following:
2
“1.3 Funding Amount. “Funding Amount” means the
total of:
(a) an amount not to exceed Three Million Three
Hundred Thousand Dollars ($3,300,000.00) of tax increment
finance revenues provided to the City by the Commission,
subject to annual appropriation by the Commission, to
simultaneously reimburse the City for its costs incurred, or
to be incurred, through the Loan Agreement that will be
subsequently executed by the Parties pursuant to the terms
of the Loan Agreement, which will be used for paying a
portion of the Local Public Improvements; and
(b) an amount not to exceed Three Hundred Three
Thousand Dollars ($303,000.00) of tax increment finance
revenues to be used for paying the costs associated with the
Local Public Improvements procured by the Board of Works
to purchase exterior siding materials for certain architectural
improvements to the Project.”
b) A new Section 1.4 shall be inserted in SECTION 1. DEFINITIONS,
which states as follows:
“1.4 Board of Works. “Board of Works” means the Board
of Public Works of the City, a public body granted the power to
award contracts for public works pursuant to I.C. 36-1-12.”
c) In the last sentence of Section 3.1, the text “January 31, 2024” shall be
deleted and replaced with the following: “January 31, 2026.”
d) Section 3.3 shall be deleted in its entirety and replaced with the following
text:
3.3 Timeframe for Completion. The Developer hereby agrees to
complete the Project as set forth in the Project Plan and any other
obligations the Developer may have under this Agreement by the
completion date established in the Purchase Agreement, or otherwise agreed
between the Developer and the Commission, as may be modified due to
unforeseen circumstances and delays (the “Mandatory Project Completion
Date”). The Developer further agrees the total Project will be completed in
accordance with the Project Plan attached hereto as Exhibit B.
(a) Upon issuance of Certificates of Occupancy for the
entirety of the Project, and upon Developer’s determination that it
has substantially completed the Project, the Developer shall submit
a written certificate to the Commission stating that the Project has
been completed and is ready for use (the “Affidavit of
Completion”). Upon the Commission’s receipt of the Affidavit of
3
Completion, it shall conduct a final inspection at a date and time
agreeable to the Developer. After the final inspection is conducted,
the Commission shall provide a determination to the Developer
indicating that:
(i) the Project is substantially complete, and this
Agreement shall immediately terminate; or
(ii) one or more components of the Project are not
complete, with explanation of how to how to cure the
incomplete component(s).
(b) Notwithstanding any provision of this Agreement to
the contrary, the Developer’s failure to complete the Project or any
other obligations the Developer may have under this Agreement by
the Mandatory Project Completion Date will constitute a default
under this Agreement without any requirement of notice of or an
opportunity to cure such failure, and the Developer will be required
to repay (i) all Funding Amounts received in accordance with the
terms of the Loan Agreement; and (ii) One Hundred Fifty Percent
(150%) of the portion of the Funding Amount expended by the
Commission for paying the costs associated with the Local Public
Improvements procured by the Board of Works to purchase exterior
siding materials for certain architectural improvements to the
Project, of the as of the date of the Commission’s demand, as further
set forth in Section 6.1 of this Agreement.
e) The First sentence of Section 3.4(b) shall be deleted and replaced with the
following text:
On or before June 30 and December 31 of each year following the
commencement of construction until substantial completion of the
Project, the Developer shall submit to the Commission a report, in
the format set forth in Exhibit D, demonstrating the Developer’s
good-faith compliance with the terms of this Agreement.
f) In Section 3.7, the reference to “Exhibit F” shall be deleted and replaced
with “Exhibit E.”
g) A new Section 3.9 shall be inserted in SECTION 3. DEVELOPER’S
OBLIGATIONS, which states as follows:
“3.9 Grant of Easement. Upon assuming ownership of the
Developer Property, the Developer will grant to the Commission a
temporary, non-exclusive easement on, in, over, under and across
any part(s) of the Developer Property (the “Easement”) in the form
attached hereto as Exhibit F, to permit the Commission to fulfill its
obligations under this Agreement, including the construction,
4
equipping, inspection, and delivery of the Local Public
Improvements. The Easement shall (a) inure to the benefit of the
Commission and the Board of Works or any contractors acting on
behalf of the Commission in connection with the construction,
equipping, inspection, and delivery of the Local Public
Improvements; (b) shall bind the Developer and its grantees,
successors, and assigns; and (c) shall terminate no later than upon
completion of the Local Public Improvements, as determined by the
Board of Works.”
h) A new Exhibit F shall be inserted in the form attached hereto as Exhibit 1.
i) A new Section 3.10 shall be inserted in SECTION 3. DEVELOPER’S
OBLIGATIONS, which states as follows :
“3.10 Obtain Necessary Easements. The Developer agrees
to obtain any and all easements from any governmental entity and/or
any other third parties that the Developer or the Commission deems
necessary or advisable in order to complete the Local Public
Improvements, and the obtaining of such easements is a condition
precedent to the Commission’s obligations under this Agreement.”
j) A new Section 3.11 shall be inserted in SECTION 3. DEVELOPER’S
OBLIGATIONS, which states as follows :
“3.11 Costs and Expenses of Construction of Project. The
Developer hereby agrees to pay, or cause to be paid, all costs and
expenses of planning, construction, management, and all other
activities or purposes associated with the Project (including legal,
architectural, and engineering fees), exclusive of the Local Public
Improvements, which shall be paid for by the Commission by and
through the Funding Amount subject to the terms of this
Agreement.”
k) A new Section 3.12 shall be inserted in SECTION 3. DEVELOPER’S
OBLIGATIONS, which states as follows :
“3.12 Specifications for Local Public Improvements. The
Developer will be responsible for the preparation of all bid
specifications related to the Local Public Improvements, and the
Developer will pay all costs and expenses of such preparation,
provided, however, that if the Commission pays any costs or
expenses of such preparation, then the amount paid by the
Commission will be deducted from the Funding Amount. The
Developer will submit all bid specifications related to the Local
Public Improvements to the City of South Bend Engineering
Department (the “Engineering Department”). The Engineering
5
Department may approve or disapprove said bid specifications for
the Project in its sole discretion and may request revisions or
amendments to be made to the same. The Commission shall not be
required to expend the Funding Amount unless the Engineering
Department has approved all bid specifications.”
l) A new Section 4.4 shall be inserted in SECTION 4. COMMISSION’S
OBLIGATIONS, which states as follows:
“4.4 Completion of Local Public Improvements.
(a) The Commission hereby agrees to complete
(or cause to be completed) the Local Public Improvements
described in Exhibit C attached hereto on a schedule to be
reasonably determined and agreed to by the Commission and
the Developer, as may be modified due to unforeseen
circumstances and delays.
(b) Before any work on the Local Public
Improvements will commence, (a) the Commission will
have received satisfactory plans and specifications for the
Project and responded in accordance with Section 3.5
(“Submission of Plans and Specifications for Project”) of
this Agreement, and (b) the Engineering Department will
have received satisfactory bid specifications for the Local
Public Improvements and approved the same in accordance
with Section 3.12 (“Specifications for Local Public
Improvements”) of this Agreement.
(c) The Local Public Improvements will be
completed in accordance with all applicable public bidding
and contracting laws and will be subject to inspection by the
Engineering Department or its designee.
(d) Notwithstanding anything contained herein
to the contrary, in the event the costs associated with the
Local Public Improvements procured by the Board of Works
to purchase exterior siding materials for certain architectural
improvements to the Project are in excess of the Funding
Amount, Developer, at its sole option, may determine to pay
to the Commission the amount of the excess costs to permit
timely completion of the Local Public Improvements by the
Commission, or an agent of the Commission, which amounts
shall be applied for such purpose. If Developer chooses not
to pay any such excess costs of the Local Public
Improvements (above the Funding Amount), the
Commission may reduce the scope of the Local Public
6
Improvements to the amount which may be funded with the
Funding Amount. In no event will the Commission be
required to spend more than the Funding Amount in
connection with the Local Public Improvements.”
m) In Section 6.1, the last sentence shall be deleted in its entirety and replaced
with the following text:
“In the event that the Developer fails (a) to complete the Project by
the Mandatory Project Completion Date, or (b) to expend the full
amount of the Private Investment by the Mandatory Project
Completion Date, Developer will be considered in default, and the
Developer will be required to repay (i) all Funding Amounts
received in accordance with the terms of the Loan Agreement; and
(ii) One Hundred Fifty Percent (150%) of the portion of the Funding
Amount expended by the Commission for costs associated with the
the Local Public Improvements procured by the Board of Works to
purchase exterior siding materials for certain architectural
improvements to the Project, as of the date of the Commission’s
demand, as agreed upon monetary damages sustained by the
Commission, the City, and citizens of South Bend for the
Commission’s direct investment into the Project, the negative
impact upon the Commission’s ability to develop other projects in
South Bend, and expenses of City employees supporting the Project,
including, redevelopment staff, engineering staff, and legal
department staff.
Notwithstanding the foregoing, the Commission hereby agrees to
simultaneously provide notice of any default to the investor member
of The Monreaux LLC, Cinnaire Fund for Housing Limited
Partnership 41, a Delaware limited partnership, its successors and/or
assigns (the “Investor”) at its current corporate headquarters using
the procedures set forth in Section 8.8 (“Notices and Demands”).
The Investor shall have the right, but not the obligation, to cure any
default on behalf of the Developer and shall have an additional thirty
(30) days after the Developer's cure period to cure such default. The
Commission agrees to accept any such performance or payment
tendered by the Investor on behalf of Developer as if it had been
performed or tendered by the Developer.”
n) Section 8.8 is hereby revised to include the following notice parties:
Investor: Cinnaire Fund for Housing Limited
Partnership 41
c/o Cinnaire 41, Inc.
1118 S. Washington Ave.
Lansing, MI 48910
7
Attn: Asset Management
With a copy to: Kutak Rock LLP
1650 Farnam St.
Omaha, NE 68102
Attn: Asher R. Ball
o) In EXHIBT C, Description of Local Public Improvements, the first sentence
shall be deleted in its entirety and replaced with the following:
Local Public Improvements will include site work, purchase of exterior
siding materials for certain architectural improvements to the Project, and
other improvements in support of the construction of the Project as agreed
upon between the Parties, in accordance with all applicable laws and
regulations.
3. Entire Agreement; Conflict. Except as otherwise stated herein, all other terms,
conditions and agreements contained in the Development Agreement remain unmodified and in full
force and effect. To the extent a conflict exists between the terms of this Second Amendment and
the Development Agreement, the terms of this Second Amendment shall control. Capitalized terms
used in this Second Amendment will have the meanings set forth in the Development Agreement
unless otherwise stated herein.
4. Counterparts; Electronic or Facsimile Transmission. This Second Amendment
may be executed in counterparts which, when combined, shall constitute one instrument. The
electronic or facsimile transmission of a signed counterpart of this Second Amendment shall be
binding upon the party whose signature is contained on the transmitted copy.
Signature Page Follows
8
IN WITNESS WHEREOF, Commission and Developer have executed this Second
Amendment to Development Agreement to be effective as of the date set forth above.
SOUTH BEND REDEVELOPMENT COMMISSION
___________________________________
Troy Warner, President
Attest: ___________________________________
Eli Wax, Secretary
THE MONREAUX LLC
___________________________________
Devereaux Peters, Managing Member
DELTA VENTURES LTD.
___________________________________
Sophia Porter, Director
1-1
EXHIBIT 1
EXHIBIT F
Form of Easement
1-2
GRANT OF TEMPORARY EASEMENT
THIS INDENTURE, made as of the _________ of ____________, 20___ (the “Effective
Date”), by and between The Monreaux LLC, an Indiana Limited Liability Company, with offices
at 1335 Pyle Avenue, South Bend, Indiana 46615 (the “Grantor”), and the South Bend
Redevelopment Commission, governing body of the City of South Bend Department of
Redevelopment, 1400S County-City Building, 227 West Jefferson Boulevard, South Bend,
Indiana 46601 (the “Grantee”).
WITNESSETH:
For the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt
of which Grantor hereby acknowledges, Grantor hereby grants, conveys, and warrants to Grantee
a temporary, non-exclusive easement (the “Easement”) on, in, over, under and across the real
property described in attached Exhibit 1 (the “Property”) for the construction, equipping, and
delivery of certain improvements on the Property (the “Local Public Improvements”), together
with the right of ingress to and egress from the Easement for said purposes, all pursuant to a certain
Development Agreement by and between Grantor and Grantee, dated November 20 2023, and
subsequently amended on May 22, 2025, and August 14, 2025 (the “Development Agreement”).
Capitalized terms not otherwise defined herein shall have the meanings set forth in the
Development Agreement.
The Easement granted herein shall pertain to the air, surface, and subsurface rights and
interests of Grantor, for the use and benefit of Grantee, and its successors and assigns, to the extent
necessary to accomplish and carry out the construction, equipping, and delivery of the Local
Improvements on the Property. The Easement hereby granted includes the right and privilege for
Grantee at reasonable times to clean and remove from said Easement any debris or obstructions
interfering with said Easement.
The Easement granted herein, and its associated benefits and obligations, shall inure to the
benefit of Grantee and Grantee’s contractors acting on Grantee’s behalf in connection with the
Local Public Improvements.
Notwithstanding anything contained herein to the contrary, unless extended in writing by
Grantor, the Easement shall terminate and be of no further force and effect on the date (hereinafter,
the “Construction Termination Date”) of the earliest of the following: (a) completion of the Local
Public Improvements; (b) expiration or earlier termination of the Development Agreement; or (c)
such earlier date as Grantor and Grantee may agree to in writing.
1-3
IN WITNESS WHEREOF, Grantor has executed this Grant of Temporary Easement on
the date shown in the acknowledgment set forth below to be effective as of the Effective Date.
GRANTOR:
The Monreaux LLC
Printed: Devereaux Peters
Its: Managing Member
STATE OF _________________ )
) SS:
COUNTY OF _________________ )
Before me, the undersigned, a Notary Public in and for said State, personally appeared
Devereaux Peters, to me known to be the Managing Member of the Grantor in the above Grant of
Temporary Easement, and acknowledged the execution of the same as the Grantor’s free and
voluntary act and deed.
WITNESS my hand and Notarial Seal this __________ day of _______________, 20____.
________________________________________________
___________________________________, Notary Public
Residing in _________________ County, _____________
My Commission Expires: _______________________
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. /s/ Danielle Campbell Weiss
This instrument was prepared by Danielle Campbell Weiss, Senior Assistant City Attorney, City of South Bend, Indiana, Department of Law,
227 W. Jefferson Boulevard, Suite 1200S, South Bend, IN 46601.
1-4
EXHIBIT 1
Description of Property
Tax ID No. 018-3017-0628
Parcel Key No. 71-08-12-306-010.000-026
Legal Description: 132 Ft E End Lot 19 Martins Add
Commonly known as: 505 S. Michigan Street, South Bend, Indiana 46601
Tax ID No. 018-3017-0629
Parcel Key No. 71-08-12-306-011.000-026
Legal Description: N 44' Lot 20 Martins Add
Commonly known as: 507 S. Michigan Street, South Bend, Indiana 46601
Tax ID No. 018-3017-0631
Parcel Key No. 71-08-12-306-012.000-026
Legal Description: S 1-3 Lot 20 Martins Add
Commonly known as: 511 S. Michigan Street, South Bend, Indiana 46601
Tax ID No. 018-3017-0632
Parcel Key No. 71-08-12-306-013.000-026
Legal Description: Lot 21 & N 1/2 Vac Alley S & Adj Martins Add
Commonly known as: 513 S. Michigan Street, South Bend, Indiana 46601
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 8/26/2025
FROM: Erik Glavich, Director of Growth & Opportunity
SUBJECT: Development Agreement, The Yard
Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res.
* Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the
authorization of the expenditure of such funds shall be void and of no effect.
PURPOSE OF REQUEST: Development Agreement with Earth Designs Real Estate, LLC, and related entities for the
redevelopment of property on East LaSalle Avenue between Hill Street and Niles Avenue
SPECIFICS: The proposed Development Agreement with local developer Frank Perri (Manager of Earth Designs
Real Estate, LLC, Greater Lowell Holdings LLC, and 520 E LaSalle LLC, collectively the “Developer”) would, if
approved, support the creation of an entertainment and hospitality destination known as “The Yard” on
underutilized property on East LaSalle Avenue west of Hill Street. The Yard will feature dining, entertainment,
and recreational attractions in a family-friendly urban environment.
Under the terms of the proposed agreement, the Developer would expend a minimum of $11 million on the
project. The Redevelopment would provide $3.075 million in support of the project, including the planned
construction of curbs, sidewalks, and/or walkways; fencing and parking lot repairs for property south of and
adjacent to The Yard which will be accessible to users of The Yard. The Developer would have until the end of
2029 to complete the project as described in the agreement.
In addition to the proposed support from the Commission, the St. Joseph County Board of Managers for Hotel-
Motel Tax awarded the project a $750,000 grant with matching funding from the Commission.
The project site has long faced challenges for redevelopment, and the Developer has made substantial
investments in redevelopment projects in and around the East Race and east downtown area. This includes the
acquisition of property located at 501 East LaSalle Avenue, a former gas station that had served as a barrier to
further redevelopment in the area. The Yard will be an important asset to South Bend and further accelerate
investment in the downtown area.
Staff recommend approval of the development agreement.
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
DEVELOPMENT AGREEMENT
This Development Agreement (this “Agreement”), is effective as of August 28, 2025 (the
“Effective Date”), by and between the City of South Bend (the “City”), Department of
Redevelopment, acting by and through its governing body, the South Bend Redevelopment
Commission (the “Commission”), and Greater Lowell Holdings LLC, an Indiana Limited Liability
Company, Earth Designs Real Estate, LLC, an Indiana Limited Liability Company, and 520 E
LaSalle LLC, an Indiana Limited Liability Company, each with a principal mailing address of P.O.
Box 148, South Bend, Indiana 46624-0148 (together and collectively, the “Developer”) (each, a
“Party,” and collectively, the “Parties”).
RECITALS
WHEREAS, the Commission exists and operates under the provisions of the
Redevelopment of Cities and Towns Act of 1953 , as amended (I.C. 36-7-14 et seq., the “Act”);
and
WHEREAS, the Act provides that the clearance, replanning, and redevelopment of
redevelopment areas are public uses and purposes for which public money may be spent; and
WHEREAS, Greater Lowell Holdings LLC, Earth Designs Real Estate, LLC, and 520 E
LaSalle LLC are related entities operating under shared ownership; and
WHEREAS, the Developer owns certain real property described in Exhibit A, together
with all improvements thereon and all easements, rights, licenses, and other interests appurtenant
thereto; and
WHEREAS, the Developer is in the process of acquiring certain other real property
described in Exhibit B, together with all improvements thereon and all easements, rights, licenses,
and other interests appurtenant thereto; and
WHEREAS, the property described in Exhibit A and the property described in Exhibit B
together and collectively are henceforth known as the “Developer Property” for the purposes of
this Agreement; and
WHEREAS, the Developer currently has private financing and desires to construct,
renovate, or otherwise rehabilitate certain elements of the Developer Property (the “Project”) in
accordance with the project plan and site plans (collectively, the “Project Plan”) attached hereto
as Exhibit C; and
WHEREAS, the Developer is committed to enhancing the vibrancy, livability, and quality
of place of the neighborhoods surrounding the Developer Property, as well as to fostering
economic resiliency and job creation in the City; and
WHEREAS, the Developer has made substantial investments in redevelopment projects in
and around the Developer Property, including the acquisition of the property located at 501 East
LaSalle Avenue, a former gas station that had served as a barrier to further redevelopment in the
area; and
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WHEREAS, on July 31, 2025, the St. Joseph County Board of Managers for Hotel-Motel
Tax awarded project a grant of Seven Hundred Fifty Thousand Dollars ($750,000.00) to be made
available to the Developer with matching funding from the Commission; and
WHEREAS, the Developer desires to redevelop the Developer Property into an
entertainment and hospitality destination designed to transform an underutilized site into a vibrant
public destination known as “The Yard,” which will feature dining, entertainment, and recreational
attractions in a family-friendly urban environment;
WHEREAS, the Developer Property is located within the corporate boundaries of the City
within the River East Development Area (the “Area”); and
WHEREAS, the Commission has adopted (and subsequently amended, from time to time)
a development plan, which contemplates development of the Area consistent with the Project; and
WHEREAS, the Commission believes that accomplishing the Project as described herein
is in the best interests of the health, safety, and welfare of the City and its residents; and
WHEREAS, the Commission desires to facilitate and assist the Project by undertaking the
local public improvements stated in Exhibit D and Exhibit E (together and collectively, the “Local
Public Improvements”) and the financing thereof, subject to the terms and conditions of this
Agreement and in accordance with the Act.
NOW, THEREFORE, in consideration of the mutual promises and obligations stated in
this Agreement, the adequacy of which is hereby acknowledged, the Parties agree as follows:
SECTION 1. DEFINITIONS.
Unless otherwise defined in this Agreement, capitalized terms used in this Agreement have
the following meanings:
1.1 Assessed Value. “Assessed Value” means the market value-in-use of a property,
used for property tax assessment purposes as determined by the St. Joseph County Assessor.
1.2 Board of Works. “Board of Works” means the Board of Public Works of the City,
a public body granted the power to award contracts for public works pursuant to I.C. 36-1-12.
1.3 Funding Amount. “Funding Amount” means an amount not to exceed Three
Million Seventy-Five Thousand Dollars ($3,075,000.00) of tax increment finance revenues to be
used for paying the costs associated with the construction, equipping, inspection, and delivery of
the Local Public Improvements.
1.4 Liquidated Damages. “Liquidated Damages” means (a) One Hundred Fifty Percent
(150%) of the portion of the Funding Amount expended by the Commission in furtherance of the
local public improvements as defined in Exhibit D and (b) One Hundred Percent (100%) of the
portion of the Funding Amount expended by the Commission in furtherance of the local public
improvements as defined in Exhibit E.
3
1.5 Private Investment. “Private Investment” means an amount no less than Eleven
Million Dollars ($11,000,000.00) to be expended by the Developer for the costs associated with
constructing the improvements set forth in the Project Plan, including architectural, engineering,
and any other costs directly related to completion of the Project that are expected to contribute to
increases in the Assessed Value of the Developer Property.
SECTION 2. INTERPRETATION, TERMS, AND RECITALS.
2.1 Interpretation.
(a) The terms “herein,” “hereto,” “hereunder,” and all terms of similar import
shall be deemed to refer to this Agreement as a whole rather than to any Article of, Section
of, or Exhibit to this Agreement.
(b) Unless otherwise specified, references in this Agreement to (i) “Section” or
“Article” shall be deemed to refer to the Section or Article of this Agreement bearing the
number so specified, (ii) “Exhibit” shall be deemed to refer to the Exhibit of this Agreement
bearing the letter or number so specified, and (iii) references to this “Agreement” shall
mean this Agreement and any exhibits and attachments hereto.
(c) Captions used for or in Sections, Articles, and Exhibits of this Agreement
are for convenience of reference only and shall not affect the construction of this
Agreement.
(d) The terms “include,” “including,” and “such as” shall each be construed as
if followed by the phrase “without being limited to.”
2.2 Recitals. The Recitals set forth above are incorporated into and are a part of this
Agreement for all purposes.
SECTION 3. ACCESS.
3.1 Grant of Easement.
(a) Upon execution of this Agreement, the Developer will grant to the
Commission a temporary, non-exclusive easement on, in, over, under and across any part(s)
of the property described in Exhibit A in the form attached hereto as Exhibit F, to permit
the Commission to fulfill its obligations under this Agreement, including the construction,
equipping, inspection, and delivery of the Local Public Improvements.
(b) Upon assuming ownership of the property described in Exhibit B, the
Developer will grant to the Commission a temporary, non-exclusive easement on, in, over,
under and across any part(s) of the property described in Exhibit B in the form attached
hereto as Exhibit G, to permit the Commission to fulfill its obligations under this
Agreement, including the construction, equipping, inspection, and delivery of the Local
Public Improvements.
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(c) The grants of easement described in paragraph (a) and paragraph (b) in this
Section 3 (together and collectively, henceforth known as “the Easement”) shall (i) inure
to the benefit of the Commission and the Board of Works or any contractors acting on
behalf of the Commission in connection with the construction, equipping, inspection, and
delivery of the Local Public Improvements; (ii) shall bind the Developer and its grantees,
successors, and assigns; and (iii) shall terminate no later than upon completion of the Local
Public Improvements, as determined by the Board of Works.
SECTION 4. DEVELOPER’S OBLIGATIONS.
4.1 Generally. The Parties acknowledge and agree that the Commission’s agreements
to perform and abide by the covenants and obligations set forth in this Agreement are material
consideration for the Developer’s commitment to perform and abide by the covenants and
obligations of the Developer contained in this Agreement.
4.2 The Project.
(a) The Developer will perform all necessary work to complete the
improvements set forth in the Project Plan attached hereto as Exhibit C and the plans and
specifications to be approved by the City Planner, or his designee, pursuant to Section 4.7
(“Submission of Plans and Specifications for Project”) of this Agreement, which
improvements shall comply with all zoning and land use laws and ordinances.
(b) The Developer will expend the Private Investment to complete the Project
in accordance with the Project Plan attached hereto as Exhibit C and the plans and
specifications to be approved by the Commission pursuant to Section 4.7 (“Submission of
Plans and Specifications for Project”) of this Agreement.
4.3 Cooperation. The Developer agrees to endorse and support the Commission’s
efforts to expedite the Local Public Improvements through any required planning, design, public
bidding, construction, inspection, waiver, permitting, and related regulatory processes.
4.4 Obtain Necessary Easements. The Developer agrees to obtain any and all
easements from any governmental entity and/or any other third parties that the Developer or the
Commission deems necessary or advisable in order to complete the Local Public Improvement s,
and the obtaining of such easements is a condition precedent to the Commission’s obligations
under this Agreement.
4.5 Timeframe for Completion. The Developer hereby agrees to complete the Project
as set forth in the Project Plan and any other obligations the Developer may have under this
Agreement by December 31, 2029 (the “Mandatory Project Completion Date”). The Developer
further agrees the total Project will be completed in accordance with the Project Plan attached
hereto as Exhibit C.
Notwithstanding any provision of this Agreement to the contrary, the Developer’s failure to
complete the Project or any other obligations the Developer may have under this Agreement by
the Mandatory Project Completion Date will constitute a default under this Agreement without
any requirement of notice of or an opportunity to cure such failure.
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4.6 Reporting Obligations.
(a) Upon the letting of contracts for substantial portions of the Project and again
upon substantial completion of the Project, the Developer hereby agrees to report to the
Commission the number of local contractors and local laborers involved in the Project, the
amount of bid awards for each contract related to the Project, and information regarding
which contractor is awarded each contract with respect to the Project.
(b) On or before June 30 and December 31 of each year until substantial
completion of the Project, the Developer shall submit to the Commission a report, in the
format set forth as Exhibit H, demonstrating the Developer’s good-faith compliance with
the terms of this Agreement. The report shall include the following information and
documents: (i) a status report of the construction completed to date, (ii) an update on the
project schedule, (iii) an itemized accounting generally identifying the Private Investment
to date, and (iv) a status report of the number of jobs created for employment at the
Developer Property.
4.7 Submission of Plans and Specifications for Project. Promptly upon completion of
all plans and specifications for the Project, or changes thereto, and prior to the Commission’s
expenditure of the Funding Amount, the Developer shall deliver a complete set thereof to the City’s
Executive Director Department of Community Investment, or his or her designee, who may
approve or disapprove said plans and specifications for the Project in his or her sole discretion and
may request revisions or amendments to be made to the same.
4.8 Costs and Expenses of Construction of Project. The Developer hereby agrees to
pay, or cause to be paid, all costs and expenses of planning, construction, management, and all
other activities or purposes associated with the Project (including legal, architectural, and
engineering fees), exclusive of the Local Public Improvements, which shall be paid for by the
Commission by and through the Funding Amount subject to the terms of this Agreement.
4.9 Specifications for Local Public Improvements. The Developer will be responsible
for the preparation of all bid specifications related to the Local Public Improvements, and the
Developer will pay all costs and expenses of such preparation, provided, however, that if the
Commission pays any costs or expenses of such preparation, then the amount paid by the
Commission will be deducted from the Funding Amount. The Developer will submit all bid
specifications related to the Local Public Improvements to the City of South Bend Engineering
Department (the “Engineering Department”). The Engineering Department may approve or
disapprove said bid specifications for the Project in its sole discretion and may request revisions
or amendments to be made to the same. The Commission shall not be required to expend the
Funding Amount unless the Engineering Department has approved all bid specifications.
4.10 Non-Interference. Developer hereby agrees to use commercially reasonable efforts
to minimize disruption for those living and working near the Developer Property during
construction of the Project.
4.11 Insurance. The Developer shall purchase and maintain comprehensive insurance
coverage as is appropriate for the work being performed with respect to the Project. The Developer
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shall provide proof of such adequate insurance to the Commission and shall notify the Commission
and the City of any change in or termination of such insurance. During the period of construction
or provision of services regarding any Local Public Improvements, the Developer shall maintain
insurance in the kinds and for at least the minimum amounts as described in Exhibit I attached
hereto and the Commission and the City shall be named as additional insureds on such policies
(but not on any worker’s compensation policies).
4.12 Information. The Developer agrees to provide any and all due diligence items with
respect to the Project reasonably requested by the Commission.
SECTION 5. COMMISSION’S OBLIGATIONS.
5.1 Generally. The Parties acknowledge and agree that the Developer’s agreement to
perform and abide by the covenants and obligations set forth in this Agreement is material
consideration for the Commission’s commitment to perform and abide by the covenants and
obligations of the Commission contained in this Agreement.
5.2 Completion of Local Public Improvements.
(a) The Commission hereby agrees to complete (or cause to be completed) the
Local Public Improvements described in Exhibit D and Exhibit E attached hereto on a
schedule to be reasonably determined and agreed to by the Commission and the Developer,
as may be modified due to unforeseen circumstances and delays.
(b) Before any work on the Local Public Improvements will commence, (i) the
Developer will have closed on the purchase of the property described in Exhibit B, (ii) the
Commission will have received satisfactory plans and specifications for the Project and
responded in accordance with Section 4.7 (“Submission of Plans and Specifications for
Project”) of this Agreement, and (iii) the Engineering Department will have received
satisfactory bid specifications for the Local Public Improvements and approved the same
in accordance with Section 4.9 (“Specifications for Local Public Improvements”) of this
Agreement.
(c) The Local Public Improvements will be completed in accordance with all
applicable public bidding and contracting laws and will be subject to inspection by the
Engineering Department or its designee.
(d) Notwithstanding anything contained herein to the contrary, in the event the
costs associated with the Local Public Improvements are in excess of the Funding Amount,
Developer, at its sole option, may determine to pay to the Commission the amount of the
excess costs to permit timely completion of the Local Public Improvements by the
Commission, or an agent of the Commission, which amounts shall be applied for such
purpose. If Developer chooses not to pay any such excess costs of the Local Public
Improvements (above the Funding Amount), the Commission may reduce the scope of the
Local Public Improvements to the amount which may be funded with the Funding Amount.
In no event will the Commission be required to spend more than the Funding Amount in
connection with the Local Public Improvements.
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5.3 Cooperation. The Commission agrees to endorse and support the Developer’s
efforts to expedite the Project through any required planning, design, permitting, waiver, and
related regulatory processes, provided, however, that the Commission will not be required to
expend any money in connection therewith.
5.4 Public Announcements, Press Releases, and Marketing Materials. The
Commission hereby agrees to coordinate all public announcements and press releases relating to
the Project with the Developer.
SECTION 6. COOPERATION IN THE EVENT OF LEGAL CHALLENGE.
6.1 Cooperation. In the event of any administrative, legal, or equitable action or other
proceeding instituted by any person not a party to this Agreement challenging the validity of any
provision of this Agreement, the Parties shall cooperate in defending such action or proceeding to
settlement or final judgment including all appeals. Each Party shall select its own legal counsel;
however, Developer shall reimburse the Commission for its reasonable attorneys’ fees associated
with the Commission’s defense of this Agreement against a third-party lawsuit. In no event shall
the Commission be required to bear the fees and costs of the Developer’s attorneys. The Parties
agree that if any other provision of this Agreement, or this Agreement as a whole, is invalidated,
rendered null, or set aside by a court of competent jurisdiction, the Parties agree to be bound by
the terms of this Section 6.1, which shall survive such invalidation, nullification, or setting aside.
SECTION 7. TERMINATION CONTINGENT UPON FAILURE TO ACQUIRE
PROPERTY
7.1 In the event the Developer fails to close by December 31, 2025, on the purchase of
the property described in Exhibit B, this Agreement shall terminate and become null and void,
and neither Party shall have any further rights or obligations under this Agreement.
SECTION 8. DEFAULT.
8.1 Default. Any failure by either Party to perform any term or provision of this
Agreement, which failure continues uncured for a period of thirty (30) days following written
notice of such failure from the other Party, shall constitute a default under this Agreement. Any
notice given pursuant to the preceding sentence shall specify the nature of the alleged failure and,
where appropriate, the manner in which said failure satisfactorily may be cured. Upon the
occurrence of a default under this Agreement, the non-defaulting Party may (a) terminate this
Agreement, or (b) institute legal proceedings at law or in equity (including any action to compel
specific performance) seeking remedies for such default. If the default is cured within thirty (30)
days after the notice described in this Section 8.1, then no default shall exist and the noticing Party
shall take no further action.
8.2 Reimbursement Obligation. In the event that the Developer fails (a) to complete
the Project by the Mandatory Project Completion Date, or (b) to expend the full amount of the
Private Investment by the Mandatory Project Completion Date, then the Commission shall be
entitled to recover from Developer the Liquidated Damages as defined in Section 8.3. The Parties
acknowledge and agree that the actual damages to the Commission, the City, and its citizens in the
event of a default by Developer would be difficult or impossible to determine, and the Liquidated
8
Damages represents the best estimate of the Parties as to the amount of such damages at the time
of execution and delivery of this Agreement. If the Developer fails to perform and complete the
work within the timeframe fixed for completion, the Liquidated Damages shall be considered not
as a penalty, but as agreed upon monetary damages sustained by the Commission, the City, and
citizens of South Bend for the Commission’s direct investment into the Project, the negative impact
upon the Commission’s ability to develop other projects in South Bend, and expenses of City
employees supporting the Project, including, redevelopment staff, engineering staff, legal
department staff, and a construction manager on site.
8.3 Force Majeure. Notwithstanding anything to the contrary contained in this
Agreement, none of the Parties shall be deemed to be in default where delays in performance or
failures to perform are due to, and a necessary outcome of, war, insurrection, strikes or other labor
disturbances, walk-outs, riots, floods, earthquakes, fires, casualties, acts of God, acts of terrorism,
restrictions imposed or mandated by governmental entities, enactment of conflicting state or
federal laws or regulations, new or supplemental environments regulations, contract defaults by
third parties, or similar basis for excused performance which is not within the reasonable control
of the Party to be excused (each, an event of “Force Majeure”). Upon the request of any of the
Parties, a reasonable extension of any date or deadline set forth in this Agreement due to such
cause will be granted in writing for a period necessitated by the event of Force Majeure, or longer
as may be mutually agreed upon by all the Parties.
SECTION 9. NO AGENCY, JOINT VENTURE, OR PARTNERSHIP; CONFLICT OF
INTEREST; INDEMNITY.
9.1 No Agency, Joint Venture, or Partnership. The Parties acknowledge and agree that:
(a) The Project is a private development;
(b) None of the Commission, the Board of Works, or the Developer has any
interest or responsibilities for, or due to, third parties concerning any improvements until
such time, and only until such time, that the Commission, the Board of Works, and/or the
Developer expressly accepts the same; and
(c) The Parties hereby renounce the existence of any form of agency
relationship, joint venture or partnership between the Commission, the Board of Works,
and the Developer and agree that nothing contained herein or in any document executed in
connection herewith shall be construed as creating any such relationship between the
Commission, the Board of Works, and the Developer.
9.2 Conflict of Interest; Commission Representatives Not Individually Liable. No
member, official, or employee of the Commission or the City may have any personal interest,
direct or indirect, in this Agreement, nor shall any such member, official, or employee participate
in any decision relating to this Agreement which affects his or her personal interests or the interests
of any corporation, partnership, or association in which he or she is, directly or indirectly,
interested. No member, official, or employee of the Commission or the City shall be personally
liable to the Developer, or any successor in interest, in the event of any default or breach by the
Commission or for any amount which may become due to the Developer, or its successors and
9
assigns, or on any obligations under the terms of this Agreement. No partner, member, employee,
or agent of the Developer or successors of them shall be personally liable to the Commission under
this Agreement.
9.3 Indemnity. The Developer agrees to indemnify, defend, and hold harmless the
Commission and the City from and against any third-party claims suffered by the Commission or
the City resulting from or incurred in connection with the Local Public Improvements or the
Project.
SECTION 10. MISCELLANEOUS.
10.1 Severability. If any term or provision of this Agreement is held by a court of
competent jurisdiction to be invalid, void, or unenforceable, the remaining terms and provisions
of this Agreement shall continue in full force and effect unless amended or modified by mutual
consent of the parties.
10.2 Waiver. Neither the failure nor any delay on the part of a Party to exercise any
right, remedy, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall
any single or partial exercise of any right, remedy, power, or privilege preclude any other or further
exercise of the same or of any right, remedy, power, or privilege with respect to any occurrence
be construed as a waiver of any such right, remedy, power, or privilege with respect to any other
occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted
to have granted such waiver.
10.3 Other Necessary Acts. Each Party shall execute and deliver to the other Parties all
such other further instruments and documents as may be reasonably necessary to accomplish the
Project and the Local Public Improvements contemplated by this Agreement and to provide and
secure to the other Parties the full and complete enjoyment of its rights and privileges hereunder.
Notwithstanding the foregoing, the Parties understand and agree that certain actions contemplated
by this Agreement may be required to be undertaken by persons, agencies, or entities that are not
a party to this Agreement, including, but not limited to certain permits, consents, and/or approvals
(to the extent they have not yet been obtained and completed), and that any action by such third
parties shall require independent approval by the respective person, agency, entity, or governing
body thereof.
10.4 Dispute Resolution; Waiver of Jury Trial. Any action to enforce the terms or
conditions of this Agreement or otherwise concerning a dispute under this Agreement will be
commenced in the courts of St. Joseph County, Indiana, unless the Parties mutually agree to an
alternative method of dispute resolution. The Parties acknowledge that disputes arising under this
Agreement are likely to be complex and they desire to streamline and minimize the cost of
resolving such disputes. In any legal proceeding, each Party irrevocably waives the right to trial
by jury in any action, counterclaim, dispute, or proceeding based upon, or related to, the subject
matter of this Agreement. This waiver applies to all claims against all parties to such actions and
proceedings. This waiver is knowingly, intentionally, and voluntarily made by both Parties.
10
10.5 Attorneys’ Fees. In the event the Commission pursues any legal action (including
arbitration) to enforce or interpret this Agreement, Developer shall pay Commission’s reasonable
attorneys’ fees and other costs and expenses (including expert witness fees).
10.6 Equal Employment Opportunity. The Developer, for itself and its successors and
assigns, agrees that during the construction of the Project:
(a) The Developer will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, or national origin. The Developer agrees
to post in conspicuous places, available to employees and applicants for employment,
notices setting forth the provisions of this nondiscrimination clause; and
(b) The Developer will state, in all solicitations or advertisements for
employees placed by or on behalf of the Developer, that all qualified applicants will receive
consideration for employment without regard to race, color, religion, sex, or national origin.
10.7 Counterparts. This Agreement 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.
10.8 Notices and Demands. Any notice, demand, or other communication required or
permitted under the terms of this Agreement may be delivered (a) by hand-delivery (which will be
deemed delivered at the time of receipt), (b) by registered or certified mail, return receipt requested
(which will be deemed delivered three (3) days after mailing), or (c) by overnight courier service
(which will be deemed delivered on the next business day) to each Party’s respective addresses
and representatives stated below.
Developer: Greater Lowell Holdings LLC
Earth Designs Real Estate, LLC
520 E LaSalle LLC
P.O. Box 148
South Bend, IN 46624-0148
Attn: Frank Perri
With a copy to: ______________________________
______________________________
______________________________
Attn: _________________________
Commission: South Bend Redevelopment Commission
1400S County-City Building
11
227 W. Jefferson Blvd.
South Bend, IN 46601
Attn: Executive Director, South Bend Department of
Community Investment
With a copy to: South Bend Legal Department
1200S County-City Building
227 W. Jefferson Blvd.
South Bend, IN 46601
Attn: Corporation Counsel
10.9 Governing Law. This Agreement is governed by and construed in accordance with
the laws of the State of Indiana.
10.10 Authority. Each undersigned person executing and delivering this Agreement on
behalf of a Party represents and certifies that he or she is the duly authorized officer or
representative of such Party, that he or she has been fully empowered to execute and deliver this
Agreement on behalf of such Party, and that all necessary action to execute and deliver this
Agreement has been taken by such Party.
10.11 No Third-Party Beneficiaries. Nothing in this Agreement, express or implied, is
intended or shall be construed to confer upon any person, firm, or corporation other than the Parties
hereto and their respective successors or assigns, any remedy or claim under or by reason of this
Agreement or any term, covenant, or condition hereof, as third-party beneficiaries or otherwise,
and all of the terms, covenants, and conditions hereof shall be for the sole and exclusive benefit of
the Parties herein.
10.12 Assignment. The Developer’s rights under this Agreement shall be personal to the
Developer and shall not run with the land. The Developer may not assign its rights or obligations
under this Agreement to any third party without obtaining the Commission’s prior written consent
to such assignment, which the Commission may give or withhold in its sole discretion. In the
event the Developer seeks the Commission’s consent to any such assignment, the Developer shall
provide to the Commission all relevant information concerning the identities of the persons or
entities proposed to be involved in and an explanation of the purposes for the proposed
assignment(s).
10.13 Further Assurances. The Parties agree that they will each undertake in good faith,
as permitted by law, any action and execute and deliver any document reasonably required to carry
out the intents and purposes of this Agreement.
10.14 Exhibits. All exhibits described herein and attached hereto are incorporated into
this Agreement by reference.
10.15 Entire Agreement. No representation, promise, or inducement not included in this
Agreement will be binding upon the Parties hereto. This Agreement cannot be modified except
by mutual agreement of the Parties set forth in a written instrument signed by the Parties’
authorized representatives.
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10.16 Time. Time is of the essence of this Agreement.
Signature Page Follows
13
IN WITNESS WHEREOF, the Parties hereby execute this Agreement to be effective as of
the Effective Date stated above.
SOUTH BEND REDEVELOPMENT
COMMISSION
______________________________
Troy Warner, President
ATTEST:
______________________________
Eli Wax, Secretary
GREATER LOWELL HOLDINGS LLC
______________________________
Frank Perri, Manager
EARTH DESIGNS REAL ESTATE, LLC
______________________________
Frank Perri, Manager
520 E LASALLE LLC
______________________________
Frank Perri, Manager
EXHIBIT A
Description of Property Owned by the Developer as of the Effective Date
Tax ID No. 018-5008-0225
Parcel Key No. 71-08-12-201-001.000-026
Legal Description: Lot 72 O P Lowell Lot 71
Commonly known as: 501 East LaSalle Avenue
Tax ID No. 018-5008-0235
Parcel Key No. 71-08-12-201-005.000-026
Legal Description: W 105' Of Lot 78 O P Lowell
Commonly known as: 523 East LaSalle Avenue
Tax ID No. 018-5008-0236
Parcel Key No. 71-08-12-201-006.000-026
Legal Description: E 60' Of Lot 78 O P Lowell
Commonly known as: 529 East LaSalle Avenue
Tax ID No. 018-5008-0234
Parcel Key No. 71-08-12-201-004.000-026
Legal Description: S 1/2 Lot 77 O P Lowell
Commonly known as: 307 North Hill Street
Tax ID No. 018-5008-0233
Parcel Key No. 71-08-12-201-003.000-026
Legal Description: N 1/2 Lot 77 O P Lowell
Commonly known as: 315 North Hill Street
Tax ID No. 018-5008-0232
Parcel Key No. 71-08-12-201-002.000-026
Legal Description: Lot 76 & S1/2 vac alley N & adj O P Lowell 13/14 Vac ord#10170-12 09-
10-12
Commonly known as: 317 North Hill Street
Tax ID No. 018-5008-0231
Parcel Key No. 71-08-01-453-008.000-026
Legal Description: S 1/2 Lot 75 & N 1/2 Vac alley S & Adj O P Lowell 13/14 Vac Ord#10170-
12 09-10-12
Commonly known as: 319 North Hill Street
Tax ID No. 018-5008-0230
Parcel Key No. 71-08-01-453-007.000-026
Legal Description: N 1/2 Lot 75 O P Lowell
Commonly known as: 321 North Hill Street
EXHIBIT B
Description of Property to be Acquired by Developer
Tax ID No. 018-5005-0120
Parcel Key No. 71-08-12-204-010.000-026
Legal Description: 42 Ft W End 8 Ft N S Lot 86 & 42 Ft W End Lot 85 O P Lowell
Commonly known as: 520 East LaSalle Avenue
Tax ID No. 018-5005-0121
Parcel Key No. 71-08-12-204-011.000-026
Legal Description: E 30 Ft Of W 72 Ft Lot 85 & E 30 Ft Of W 72 Ft 8 Ft N Side Lot 86 O P
Lowell
Commonly known as: 522 East LaSalle Avenue
Tax ID No. 018-5005-0124
Parcel Key No. 71-08-12-204-015.000-026
Legal Description: 29 Ft N Side 58 Ft S Side Lot 86 O P Lowell
Commonly known as: 229 North Hill Street
Tax ID No. 018-5005-0125
Parcel Key No. 71-08-12-204-016.000-026
Legal Description: 29'S Side Lot 86 O P Lowell
Commonly known as: 223 North Hill Street
EXHIBIT C
Project Plan
The Developer will complete the following work in accordance with the terms and
conditions of this Agreement and in compliance with all applicable laws and regulations:
The Developer will redevelop Developer Property into a hospitality and entertainment
setting and transform a formerly underutilized site into a vibrant public destination. The
Developer plans to complete the project in the following two phases:
Phase 1
• Demolition of structures at 319 North Hill Street (Parcel Key No. 71-08-01-453-
008.000-026) and 529 East LaSalle Avenue (Parcel Key No. 71-08-12-201-
006.000-026);
• Site preparation and general site cleanup; and
• Renovation and adaptive commercial reuse of real property located at 321 North
Hill Street (Parcel Key No. 71-08-01-453-007.000-026).
Phase 2
• Redevelopment of existing real property located at 501 East LaSalle Avenue
(Parcel Key No. 71-08-12-201-001.000-026) to be used commercially as a
commissary kitchen, parking lot, and central trash facility;
• Renovation of existing real property located at 523 East LaSalle Avenue (Parcel
Key No. 71-08-12-201-005.000-026);
• Development of a formal entryway into The Yard, which will include storage space,
an office, and restrooms totaling approximately one thousand eight hundred (1,800)
square feet;
• Construction of a two-story pavilion of approximately six thousand (6,000) square
feet with restrooms, an assembly kitchen, and a retail establishment, such as a bar;
• Construction of an approximately fifteen thousand (15,000) square foot concert
lawn with bandshell;
• Construction of other outdoor amenities including fire pits and an approximately
two thousand two hundred (2,200) square foot playground; and
• Installation of decorative fencing and landscaping.
C-2
The Developer will complete the work contemplated herein in accordance with the terms
and conditions of this Agreement and in compliance with all applicable laws and regulations. The
structures will be considered complete upon the issuance of Certificates of Occupancy.
C-3
Site Plan
Parcel Key Numbers
71-08-12-201-005.000-026
71-08-12-201-006.000-026
71-08-12-201-004.000-026
71-08-12-201-003.000-026
71-08-12-201-002.000-026
71-08-01-453-008.000-026
71-08-01-453-007.000-026
C-4
C-5
Site Plan
Parcel Key Number
71-08-12-201-001.000-026
EXHIBIT D
Description of Local Public Improvements Subject to the One Hundred Fifty Percent
(150%) Reimbursement Obligation
The Commission will complete, or cause to be completed, the following work in
accordance with the terms and conditions of this Agreement and in compliance with all applicable
laws and regulations:
• Repair and reconstruction of the parking lot located at 522 East LaSalle Avenue
(Parcel Key No. 71-08-12-204-011.000-026), 229 North Hill Street (Parcel Key
No. 71-08-12-204-015.000-026), and 223 North Hill Street (Parcel Key No. 71-08-
12-204-016.000-026);
• Construction of curbs, sidewalks, and/or pedestrian walkways;
• Fencing for protection and to direct pedestrian traffic; and
• Any other local public improvements eligible to be paid from tax increment finance
revenues as agreed upon between the Parties.
It is understood between the Parties that the Commission will contribute an amount not to
exceed the Funding Amount specified in Section 1.3 of this Agreement for the Local Public
Improvements as defined in this Exhibit D and in Exhibit E. The Developer shall have the sole
responsibility to fund any and all costs associated with Local Public Improvements which exceed
the Funding Amount. Any and all costs associated with improvements not explicitly described
above and not approved pursuant to Section 4.9 (“Specifications for Local Public Improvements”)
or that require funding above the Funding Amount are the sole responsibility of the Developer.
EXHIBIT E
Description of Local Public Improvements Subject to the One Hundred Percent (100%)
Reimbursement Obligation
The Commission will complete, or cause to be completed, the following work in
accordance with the terms and conditions of this Agreement and in compliance with all applicable
laws and regulations:
• Installation of new utilities that serve the Developer Property including one-inch
copper water service laterals, two-inch copper water service laterals, four-inch
ductile iron fire protection service laterals, and six-inch SDR-35 PVC sewer
laterals.
It is understood between the Parties that the Commission will contribute an amount not to
exceed the Funding Amount specified in Section 1.3 of this Agreement for the Local Public
Improvements as defined in Exhibit D and in this Exhibit E. The Developer shall have the sole
responsibility to fund any and all costs associated with Local Public Improvements which exceed
the Funding Amount. Any and all costs associated with improvements not explicitly described
above and not approved pursuant to Section 4.9 (“Specifications for Local Public Improvements”)
or that require funding above the Funding Amount are the sole responsibility of the Developer.
EXHIBIT F
Form of Easement for Property Owned by the Developer as of the Effective Date
F-2
GRANT OF TEMPORARY EASEMENT
THIS INDENTURE, made as of the _________ of ____________, 2025 (the “Effective
Date”), by and between Greater Lowell Holdings LLC, an Indiana Limited Liability Company,
with a principal mailing address of P.O. Box 148, South Bend, Indiana 46624-0148 (the
“Grantor”), and the South Bend Redevelopment Commission, governing body of the City of South
Bend Department of Redevelopment, 1400S County-City Building, 227 West Jefferson
Boulevard, South Bend, Indiana 46601 (the “Grantee”).
WITNESSETH:
For the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt
of which Grantor hereby acknowledges, Grantor hereby grants, conveys, and warrants to Grantee
a temporary, non-exclusive easement (the “Easement”) on, in, over, under and across the real
property described in attached Exhibit 1 (the “Property”) for the construction, equipping, and
delivery of certain improvements on the Property (the “Local Public Improvements”), together
with the right of ingress to and egress from the Easement for said purposes, all pursuant to a certain
Development Agreement by and between Grantor and Grantee, dated ____________, 2025 (the
“Development Agreement”). Capitalized terms not otherwise defined herein shall have the
meanings set forth in the Development Agreement.
The Easement granted herein shall pertain to the air, surface, and subsurface rights and
interests of Grantor, for the use and benefit of Grantee, and its successors and assigns, to the extent
necessary to accomplish and carry out the construction, equipping, and delivery of the Local
Improvements on the Property. The Easement hereby granted includes the right and privilege for
Grantee at reasonable times to clean and remove from said Easement any debris or obstructions
interfering with said Easement.
The Easement granted herein, and its associated benefits and obligations, shall inure to the
benefit of Grantee and Grantee’s contractors acting on Grantee’s behalf in connection with the
Local Public Improvements.
Notwithstanding anything contained herein to the contrary, unless extended in writing by
Grantor, the Easement shall terminate and be of no further force and effect on the date (hereinafter,
the “Construction Termination Date”) of the earliest of the following: (a) completion of the Local
Public Improvements; (b) expiration or earlier termination of the Development Agreement; or (c)
such earlier date as Grantor and Grantee may agree to in writing.
F-3
IN WITNESS WHEREOF, Grantor has executed this Grant of Temporary Easement on
the date shown in the acknowledgment set forth below to be effective as of the Effective Date.
GRANTOR:
Greater Lowell Holdings LLC
Printed: Frank Perri
Its: Manager
STATE OF _________________ )
) SS:
COUNTY OF _________________ )
Before me, the undersigned, a Notary Public in and for said State, personally appeared
Frank Perri, to me known to be the Manager of the Grantor in the above Grant of Temporary
Easement, and acknowledged the execution of the same as the Grantor’s free and voluntary act
and deed.
WITNESS my hand and Notarial Seal this __________ day of _______________, 20____.
________________________________________________
___________________________________, Notary Public
Residing in _________________ County, _____________
My Commission Expires: _______________________
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. /s/ Danielle Campbell Weiss
This instrument was prepared by Danielle Campbell Weiss, Senior Assistant City Attorney, City of South Bend, Indiana, Department of Law,
227 W. Jefferson Boulevard, Suite 1200S, South Bend, IN 46601.
F-4
EXHIBIT 1
Description of Property
Tax ID No. 018-5008-0225
Parcel Key No. 71-08-12-201-001.000-026
Legal Description: Lot 72 O P Lowell Lot 71
Commonly known as: 501 East LaSalle Avenue
Tax ID No. 018-5008-0235
Parcel Key No. 71-08-12-201-005.000-026
Legal Description: W 105' Of Lot 78 O P Lowell
Commonly known as: 523 East LaSalle Avenue
Tax ID No. 018-5008-0236
Parcel Key No. 71-08-12-201-006.000-026
Legal Description: E 60' Of Lot 78 O P Lowell
Commonly known as: 529 East LaSalle Avenue
Tax ID No. 018-5008-0234
Parcel Key No. 71-08-12-201-004.000-026
Legal Description: S 1/2 Lot 77 O P Lowell
Commonly known as: 307 North Hill Street
Tax ID No. 018-5008-0233
Parcel Key No. 71-08-12-201-003.000-026
Legal Description: N 1/2 Lot 77 O P Lowell
Commonly known as: 315 North Hill Street
Tax ID No. 018-5008-0232
Parcel Key No. 71-08-12-201-002.000-026
Legal Description: Lot 76 & S1/2 vac alley N & adj O P Lowell 13/14 Vac ord#10170-12 09-
10-12
Commonly known as: 317 North Hill Street
Tax ID No. 018-5008-0231
Parcel Key No. 71-08-01-453-008.000-026
Legal Description: S 1/2 Lot 75 & N 1/2 Vac alley S & Adj O P Lowell 13/14 Vac Ord#10170-
12 09-10-12
Commonly known as: 319 North Hill Street
Tax ID No. 018-5008-0230
Parcel Key No. 71-08-01-453-007.000-026
Legal Description: N 1/2 Lot 75 O P Lowell
Commonly known as: 321 North Hill Street
EXHIBIT G
Form of Easement for Property to be Acquired by the Developer
G-2
GRANT OF TEMPORARY EASEMENT
THIS INDENTURE, made as of the _________ of ____________, 2025 (the “Effective
Date”), by and between 520 E LaSalle LLC, an Indiana Limited Liability Company, with a
principal office address of P.O. Box 148, South Bend, Indiana 46624-0148 (the “Grantor”), and
the South Bend Redevelopment Commission, governing body of the City of South Bend
Department of Redevelopment, 1400S County-City Building, 227 West Jefferson Boulevard,
South Bend, Indiana 46601 (the “Grantee”).
WITNESSETH:
For the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt
of which Grantor hereby acknowledges, Grantor hereby grants, conveys, and warrants to Grantee
a temporary, non-exclusive easement (the “Easement”) on, in, over, under and across the real
property described in attached Exhibit 1 (the “Property”) for the construction, equipping, and
delivery of certain improvements on the Property (the “Local Public Improvements”), together
with the right of ingress to and egress from the Easement for said purposes, all pursuant to a certain
Development Agreement by and between Grantor and Grantee, dated ____________, 2025 (the
“Development Agreement”). Capitalized terms not otherwise defined herein shall have the
meanings set forth in the Development Agreement.
The Easement granted herein shall pertain to the air, surface, and subsurface rights and
interests of Grantor, for the use and benefit of Grantee, and its successors and assigns, to the extent
necessary to accomplish and carry out the construction, equipping, and delivery of the Local
Improvements on the Property. The Easement hereby granted includes the right and privilege for
Grantee at reasonable times to clean and remove from said Easement any debris or obstructions
interfering with said Easement.
The Easement granted herein, and its associated benefits and obligations, shall inure to the
benefit of Grantee and Grantee’s contractors acting on Grantee’s behalf in connection with the
Local Public Improvements.
Notwithstanding anything contained herein to the contrary, unless extended in writing by
Grantor, the Easement shall terminate and be of no further force and effect on the date (hereinafter,
the “Construction Termination Date”) of the earliest of the following: (a) completion of the Local
Public Improvements; (b) expiration or earlier termination of the Development Agreement; or (c)
such earlier date as Grantor and Grantee may agree to in writing.
G-3
IN WITNESS WHEREOF, Grantor has executed this Grant of Temporary Easement on
the date shown in the acknowledgment set forth below to be effective as of the Effective Date.
GRANTOR:
520 E LaSalle LLC
Printed: Frank Perri
Its: Manager
STATE OF _________________ )
) SS:
COUNTY OF _________________ )
Before me, the undersigned, a Notary Public in and for said State, personally appeared
Frank Perri, to me known to be the Manager of the Grantor in the above Grant of Temporary
Easement, and acknowledged the execution of the same as the Grantor’s free and voluntary act
and deed.
WITNESS my hand and Notarial Seal this __________ day of _______________, 20____.
________________________________________________
___________________________________, Notary Public
Residing in _________________ County, _____________
My Commission Expires: _______________________
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. /s/ Danielle Campbell Weiss
This instrument was prepared by Danielle Campbell Weiss, Senior Assistant City Attorney, City of South Bend, Indiana, Department of Law,
227 W. Jefferson Boulevard, Suite 1200S, South Bend, IN 46601.
G-4
EXHIBIT 1
Description of Property
Tax ID No. 018-5005-0120
Parcel Key No. 71-08-12-204-010.000-026
Legal Description: 42 Ft W End 8 Ft N S Lot 86 & 42 Ft W End Lot 85 O P Lowell
Commonly known as: 520 East LaSalle Avenue
Tax ID No. 018-5005-0121
Parcel Key No. 71-08-12-204-011.000-026
Legal Description: E 30 Ft Of W 72 Ft Lot 85 & E 30 Ft Of W 72 Ft 8 Ft N Side Lot 86 O P
Lowell
Commonly known as: 522 East LaSalle Avenue
Tax ID No. 018-5005-0124
Parcel Key No. 71-08-12-204-015.000-026
Legal Description: 29 Ft N Side 58 Ft S Side Lot 86 O P Lowell
Commonly known as: 229 North Hill Street
Tax ID No. 018-5005-0125
Parcel Key No. 71-08-12-204-016.000-026
Legal Description: 29'S Side Lot 86 O P Lowell
Commonly known as: 223 North Hill Street
EXHIBIT H
Form of Report to Commission
H-2
City of South Bend
Department of Community Investment
Development Agreement Review
Answer the questions below and return to the Department of Community Investment.
Project Information
Project Name: __________________________________________________________
Address: _______________________________________________________________
Construction Completed to Date:
Project Schedule Update:
Itemized Accounting of Private Investment to Date:
Number of Jobs Created:
Name: _______________________________________
Address: _______________________________________
_______________________________________
Position: _______________________________________
Email: _______________________________________
Signature: ___________________________________ Date: ___________________
EXHIBIT I
Minimum Insurance Amounts
A. Worker’s Compensation
1. State Statutory
2. Applicable Federal Statutory
3. Employer’s Liability $100,000.00
B. Comprehensive General Liability
1. Bodily Injury
a. $5,000,000.00 Each Occurrence
b. $5,000,000.00 Annual Aggregate Products
and Completed Operation
2. Property Damage
a. $5,000,000.00 Each Occurrence
b. $5,000,000.00 Annual Aggregate
C. Comprehensive Automobile Liability
1. Bodily Injury
a. $500,000.00 Each Person
b. $500,000.00 Each Accident
2. Property Damage
a. $500,000.00 Each Occurrence
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 8/25/25
FROM: Joseph Molnar,
Assistant Director of Growth & Opportunity
SUBJECT: Second Amendment
Cascade (Wharf) Development Agreement
Funding Source* (circle) River West; River East; South Side; Douglas Road; West Washington; RDC General; Riv. East Res.
* Funds are subject to the City Controller's determination of availability; if funds are unavailable, as solely determined by the City Controller, then the
authorization of the expenditure of such funds shall be void and of no effect.
PURPOSE OF REQUEST: Second Amendment to the Development Agreement with Wharf Partners, LLC, for
completion of the Cascade development
SPECIFICS: The Redevelopment Commission (RDC) entered into a Development Agreement with Wharf Partners
LLC (the “Developer”) effective February 22, 2018. That Development Agreement was amended by a First
Amendment effective December 13, 2018 (collectively, the “Agreement”).
The Agreement envisioned a two-phase project for the complete redevelopment of the property located just
northwest of Seitz Park along the eastern bank of the St. Joseph River. Phase I was completed on December 23,
2019, with the completion of the seven-story tower and underground parking garage. The Developer’s
commercial tenant opened a ground floor restaurant open to the public on August 15, 2024, and the jobs
created by Phase 1 are more than double the number required by the Agreement.
The Agreement established the RDC’s $5,237,000.00 in total for Phases I and II. To date, the RDC has expended
$2,737,000.00 of the funding amount through the completion of Phase I. The Agreement also established a
Private Investment commitment of not less than $38,500,000 for Phases I and II. Through the completion of
Phase I, the Developer has expended $24,500,000 of the Private Investment.
Under the Agreement, the Developer had an obligation to accommodate the needs of the City’s parks and trails
projects, the project commonly known as the Notre Dame hydroelectric project, reconstruction of Seitz Park,
and any other construction or improvement projects in the vicinity of the project site to avoid disruption of the
completion of those projects. The Notre Dame hydroelectric project and the City’s Seitz Park project occurred at
a location adjacent to the Cascade project, and each of those projects experienced significant unforeseen delay,
which were outside the Developer’s reasonable control and impacted the Developer’s ability to proceed with
Phase II.
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
South Bend Redevelopment Commission
227 West Jefferson Boulevard, Room 1308, South Bend, Indiana
The Developer kept Commission staff informed on a continuous basis of its efforts in completing Phase II,
including on the factors that arose outside of the Developer’s reasonable control. These delays caused Phase II
to be delayed and thus not completed prior to the completion date as was originally defined in the Agreement.
As of this memo, no portion of the RDC Funding Amount has been expended on Phase II.
The Notre Dame hydroelectric project and the City’s Seitz Park project were recently completed, and the
Developer is ready to begin Phase II. The Developer has revised and expanded the designs for Phase II, and the
proposed Second Amendment to Development Agreement would change the following terms:
• Increase the Funding Amount to $9,737,000 (up from $5,237,000)
• Increase the Private Investment Commitment to $63,000,000 (up from $38,500,000)
• Adjust the project plan to reflect changes in the project:
o A minimum of 20 housing units
o Increase the minimum size of the Phase II building to 7 stories of residential units (up from 5
stories)
o Commercial space of no less than 10,000 square feet
o One of the following: (1) an additional story of commercial space; (2) an additional story of 4
residential units; or (3) 10,000 square feet of multi-family space.
o Remove Part 2 of Phase II which envisioned a third smaller building
• Update the deadlines to recognize the delay that the Notre Dame hydroelectric and Seitz Park projects
caused on Phase II
o Update new commence construction deadline for Phase II to no later than June 30, 2026
o Update new completion deadline to no later than June 30, 2029
• Update language in the Agreement which asserts the RDC would not be required to expend the Funding
Amount unless the Common Council granted the Developer a Real Property Tax Abatement with respect
to the elements of Phase II of the Project. The Agreement included a provision that focused on a
possible hotel or multi-family residences. This Second Amendment would maintain the intent of the RDC
through the Agreement to encourage a tax abatement, this Second Amendment alters the tax
abatement language to restrict it to commercial property. The Developer does not intend to apply for an
abatement on the residential portions of the project, which make up most of the newly designed Phase
II.
In total, the Developer is intending to expend a minimum of $38,500,000 investment into Phase II of the project,
far exceeding Phase II estimates at the time the Agreement was approved in 2018. This scale of construction will
provide further tax revenues, add increased vitality to the East Bank area and greater Downtown South Bend,
and activate a currently vacant lot.
Staff recommend approval of the Second Amendment.
1
SECOND AMENDMENT TO DEVELOPMENT AGREEMENT
This SECOND AMENDMENT TO DEVELOPMENT AGREEMENT (this “Second
Amendment”) is made and entered into to be effective as of August 28, 2025 (the “Effective
Date”), by and between the South Bend Redevelopment Commission (the “Commission”), and
Wharf Partners, LLC, an Indiana limited liability company with its registered address at P.O. Box
148, South Bend, Indiana 46624 (the “Developer”) (each a “Party,” and collectively the “Parties”).
RECITALS
A. The Commission and the Developer entered into a certain Development Agreement
dated effective February 22, 2018, as amended by a First Amendment to Development Agreement
dated December 13, 2018 (collectively the “Development Agreement,” attached hereto as Exhibit
A), pertaining to certain Local Public Improvements (“LPI”) to renovate, rehabilitate, and activate
the Developer Property, as defined in the Development Agreement, which is located in the River
East Development Area (the “Project”).
B. Section 4.5 of the Development Agreement established commencement and
completion deadlines for each of the two phases of the Project (“Phase I” and “Phase II”).
C. The Developer completed Phase I of the Project, with the residential units having
been issued a Certificate of Occupancy on December 23, 2019, the private underground parking
garage issued a Certificate of Occupancy on December 23, 2019.
D. The Developer’s commercial tenant opened a ground floor restaurant opening to
the public on August 15, 2024, and met the required Job Creation Requirements.
E. The Development Agreement defined the Funding Amount to be an amount not to
exceed Five Million Two Hundred Thirty-Seven Thousand Dollars ($5,237,000.00) of tax
increment finance revenues to be used for paying the costs associated with the construction,
equipping, inspection, and delivery of the LPI, with a minimum Private Investment amount of not
less than Thirty Eight Million Five Hundred Thousand Dollars ($38,500,000) for the costs
associated with completing the improvements set forth in the Project Plan (inclusive of Phase I
and Phase II , Parts 1 and 2), including architectural, engineering, and any other costs directly
related to completion of the Project that are expected to contribute to increases in the Assessed
Value of the Developer Property.
F. Through the completion of Phase I, the Commission has expended Two Million
Seven Hundred Thirty-Seven Thousand Dollars ($2,737,000.00) of the Funding Amount.
G. Through the completion of Phase I, the Developer has expended Twenty-Four
Million Five Hundred Thousand ($24,500,000) of the Private Investment.
H. Under the Development Agreement, the Developer had an obligation to
accommodate the needs of the City’s parks and trails projects, the project commonly known as the
Notre Dame hydroelectric project and reconstruction of Seitz Park, and any other construction or
improvement projects in the vicinity of the Project to avoid disruption to such projects.
2
I. The Notre Dame hydroelectric project and the City’s Seitz Park project occurred at
a locations adjacent to the Project and each experienced significant unforeseen delays, which were
outside the Developer’s reasonable control, and impacted the Developer’s ability to construct its
Phase II.
J. The Developer has kept the Commission informed on a continuous basis of its
efforts in constructing the Project, including the factors that arose outside of the Developer’s
reasonable control, which caused Phase II of the Project to be delayed and not completed prior to
the completion date as it was originally defined in the Development Agreement.
K. As of the Effective Date of this Second Amendment, no portion of the Funding
Amount has been expended on Phase II of the Project.
L. The conflicting projects in the vicinity of the Developer Property have recently
been completed and the Parties now desire to amend the Development Agreement to increase the
Funding Amount and Private Investment, and to recognize certain other changes in the Project.
M. The Developer has revised designs for Phase II of the Project and is prepared to
move forward to fulfill the commitments of the Development Agreement as set forth herein.
N. The Commission believes that the Developer completing Phase II of the Project as
described in this Second Amendment is in the best interests of the health, safety, and welfare of
the City and its residents.
O. The Parties now desire to amend the Development Agreement as set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises and obligations stated in the
Development Agreement and this Second Amendment, the adequacy of which is hereby
acknowledged, the Parties agree as follows:
1. Recitals. The recitals set forth above, including each and every recital contained
therein, are incorporated into and made a part of this Second Amendment as though fully set forth
herein.
2. Amendments. The Development Agreement is hereby amended as follows:
a) In Section 1.3, the text “Five Million Two Hundred Thirty-Seven Thousand
Dollars ($5,237,000.00)” shall be deleted and replaced with the following:
“Nine Million Seven Hundred Thirty-Seven Thousand Dollars
($9,737,000.00).”
b) In Section 1.4, the text “Thirty-Eight Million Five Hundred Thousand
Dollars ($38,500,000.00)” shall be deleted and replaced with the following:
“Sixty-Three Million Dollars ($63,000,000.00).”
3
c) In Section 4.5, the second and third sentences, specifically containing the
following text, shall be deleted:
“The Developer hereby agrees to commence substantial elements of
Phase II of the Project by no later than June 30, 2021 (the "Phase II
Commencement Deadline"). The Developer hereby agrees to reach
substantial completion of the entirety of the Project, inclusive of
Phase I and Parts 1 and 2 of Phase II, in accordance with the Project
Plan attached hereto as Exhibit Band the plans and specifications
submitted to the Commission pursuant to Section 4.8 of this
Agreement, by September 31, 2023 (the “Project Completion
Deadline”).”
and replaced with the following:
“The Developer hereby agrees to commence substantial elements of
Phase II of the Project by no later than June 30, 2026 (the “Phase II
Commencement Deadline”). The Developer hereby agrees to reach
substantial completion of the entirety of the Project, inclusive of
Phase I and Parts 1 and 2 of Phase II, in accordance with the Project
Plan attached hereto as Exhibit B and the plans and specifications
submitted to the Commission pursuant to Section 4.8 of this
Agreement, by June 30, 2029 (the “Project Completion Deadline”).
d) The entirety of Section 5.2(b)(i) shall be deleted and replaced with the
following:
5.2(b)(i) The South Bend Common Council, upon the
Commission’s favorable recommendation, has granted the
Developer a real property tax abatement with respect to only the
commercial elements of Phase II of the Project.
e) The entirety of Section 5.3 shall be deleted and replaced with the following:
5.3 Funding Amount Closing. Notwithstanding
anything contained herein to the contrary, once the Commission has
expended or obligated, through its own contracts or contracts
entered into on its behalf by the Board of Works serving as its agent,
at least Nine Million and Six Hundred Eighty-Seven Thousand
Dollars ($9,687,000). The Commission will not be required to
expend any further portion of the Funding Amount or otherwise
complete any further Local Public Improvements. The Parties
mutually acknowledge and agree that, in such circumstances, the
Commission's obligation to expend the Funding Amount will be
fully satisfied and discharged without the necessity of expending the
entire sum of Nine Million Seven Hundred Thirty-Seven Thousand
Dollars ($9,737,000.00).
4
f) Section 9.4 shall be deleted in its entirety and replaced with the following
text:
g) Section 9.16 shall be added to the Development Agreement as a new section
as follows:
9.16 Waiver. Neither the failure nor the delay on the part
of a Party to exercise any right, remedy, power, or privilege under
this Agreement shall operate as a waiver thereof, nor shall any single
or partial exercise of any right, remedy, power, or privilege preclude
any other or further exercise of the same or of any right, remedy,
power or privilege with respect to any other occurrence. No waiver
shall be effective unless it is in writing and is signed by the party
asserted to have granted such waiver.
h) Exhibit B (“Project Plan”) shall be replaced in its entirety with Exhibit B
attached to this Second Amendment.
i) Exhibit C (“Description of Local Public Improvements”) shall be
replaced in its entirety with Exhibit C attached to this Second Amendment.
3. Entire Agreement; Conflict. Except as otherwise stated herein, all other terms,
conditions and agreements contained in the Development Agreement remain unmodified and in full
force and effect. To the extent a conflict exists between the terms of this Second Amendment and
the Development Agreement, the terms of this Second Amendment shall control. Capitalized terms
used in this Second Amendment will have the meanings set forth in the Development Agreement
unless otherwise stated herein.
4. Counterparts; Electronic or Facsimile Transmission. This Second Amendment
may be executed in counterparts which, when combined, shall constitute one instrument. The
electronic or facsimile transmission of a signed counterpart of this Second Amendment shall be
binding upon the party whose signature is contained on the transmitted copy.
Signature Page Follows
5
IN WITNESS WHEREOF, Commission and Developer have executed this Second
Amendment to Development Agreement to be effective as of the date set forth above.
SOUTH BEND REDEVELOPMENT COMMISSION
___________________________________
Troy Warner, President
Attest: ___________________________________
Eli Wax, Secretary
WHARF PARTNERS LLC,
an Indiana limited liability company
___________________________________
Frank Perri, Manager
EXHIBIT A
Development Agreement, as amended
EXHIBIT B
Project Plan
The Developer will complete the following work in accordance with the terms and
conditions of this Agreement and in compliance with all applicable laws and regulations:
Phase I
Construct a single building consisting, at a minimum, of the following:
• Seven (7) stories with thirteen (13) housing units;
• Commercial and multi-family space of no less than a combined seven thousand
seven hundred (7,700) square feet; and
• A private underground parking garage.
Phase II
Construct a single building consisting, at a minimum, of the following:
• Seven (7) stories with twenty (20) housing units; and
• Commercial space of no less than a combined ten thousand (10,000) square feet;
• One of the following:
(A) one (1) additional story with either four (4) additional housing units; or
(B) one (1) additional story of commercial space; or
(C) multi-family space totaling no less than ten thousand (10,000) square
feet; and
• A private underground parking garage.
EXHIBIT C
Description of Local Public Improvements
The Commission will complete, or cause to be completed, the following work in
accordance with the terms and conditions of this Agreement and in compliance with all applicable
laws and regulations:
Phase I
Site preparation, infrastructure elements, and/or other improvements to the Developer
Property necessary for the Developer's completion of Phase I the Project, to be further
specified by the Developer as soon as reasonably practicable.
Phase II
Site preparation, infrastructure elements, construction materials, and/or other exterior
improvements to the Developer Property necessary for the Developer's completion of
Phase II the Project, to be further specified by the Developer, and approved by the
Commission, as soon as reasonably practicable.
It is understood between the Parties that the Commission will contribute an amount not to
exceed the Funding Amount specified in Section 1.3 (Funding Amount) of this Agreement
for the Local Public Improvements. The Developer shall have the sole responsibility to
fund any and all costs associated with Local Public Improvements which exceeds this
amount. Any and all costs associated with improvements not explicitly described above
and not approved pursuant to Section 4.10 (Specifications for Local Public Improvements)
or that require funding above the Funding Amount are the sole responsibility of the
Developer.