HomeMy WebLinkAboutRedevelopment Commission Agenda & Packet 05.14.26 RevisedSouth Bend
Redevelopment Commission
215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana
Agenda
Regular Meeting
May 14, 2026 – 9:30 a.m.
City Hall Council Chambers 3rd Floor or via:
https://tinyurl.com/RDC2025-2026-Meetings
Meeting Recording Link: https://tinyurl.com/RDC-Meeting-Recordings
1. Roll Call
• Troy Warner, President – (Council) March 2024 to December 2027
• Dave Relos, Vice President – (Mayor) December 2025 to December 2026
• Eli Wax, Secretary – (Mayor) February 2025 to December 2027
• Gillian Shaw, Commissioner – (Mayor) November 2024 to January 2026
• Ophelia Gooden-Rodgers, Commissioner – (Council) February 2025 to December 2027
• Marcus Ellison, Non-Voting Advisor – (School Board) February 2025 to December 2026
2. Approval of Minutes
A. Minutes of the Regular Meeting of April 23, 2026
3. Approval of Claims
A. Claims Allowance May 5, 2026
4. Old Business
A. None
5. New Business
A. River West Development Area
1. Opening of Bids (821 Portage Ave. & 808 Cushing St.)
2. Purchase Agreement (23931-23977 Brick Rd.)
3. Development Agreement (Tri-Day Development)
4. Purchase Agreement (Scott St. NNN)
5. Assignment of Indemnity Rights (Oliver Park Site, Lot 7)
B. Administrative
1. Resolution No. 3669 (Appointing Authorized Representatives To Conduct
Certain Administrative Acts Relating To Commission Real Property and
Security Interests)
2. Resolution No. 3670 (Setting Procedures For Contracts For Property
Related Services)
South Bend
Redevelopment Commission
215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana
Page | 2
6. Progress Reports
A. Tax Abatement
B. Common Council
C. Other
7. Next Commission Meeting
Thursday, May 28, 2026, 9:30 a.m. at Council Chambers, Room 301
8. Adjournment
NOTICE
FOR HEARING AND SIGHT IMPAIRED PERSONS
Auxiliary Aid or Other Services are Available upon Request at No Charge. Please Give
Reasonable Advance Request when Possible.
South Bend
Redevelopment Commission
215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana
Minutes
Regular Meeting
April 23, 2026 – 9:30 a.m.
City Hall Council Chambers 3rd Floor or via:
https://tinyurl.com/RDC2025-2026-Meetings
Meeting Recording Link: https://tinyurl.com/RDC-Meeting-Recordings
The South Bend Redevelopment Commission was called to order at 9:30 a.m.
President Troy Warner presiding.
1. ROLL CALL
Members Present: Troy Warner, President
Dave Relos, Vice President
Eli Wax, Secretary
Gillian Shaw, Commissioner
Ophelia Gooden-Rodgers, Commissioner
Marcus Ellison, Non-Voting Advisor
Legal Counsel: Danielle Campbell Weiss, Senior Asst. City Attorney
Redevelopment Staff: Darryl Scott, Chief of Staff, Mayor’s Office
Joseph Molnar, Deputy Director, DCI
Erik Glavich, Director of Growth and Opportunity, DCI
Lewis Kouassi, Director of Finance, DCI
Erin Michaels, Property Development Manager, DCI
Laura Hensley, Board Secretary, DCI
Attending: Caitlin Wyant, Project Engineer, Engineering
Shawn Sweeney, 703 Portage Ct.
Matt Barrett, 110 S. Niles Ave.
Tina Patton, 707 Sherman Ave.
2. Approval of Minutes
A. Approval of Minutes of the Regular Meeting of Thursday, March 26, 2026
Upon a motion by Ophelia Gooden-Rodgers for approval, second by Gillian
Shaw, the motion carried unanimously and Commissioner Relos abstained;
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 2
the Commission approved the minutes of the regular meeting of March 26,
2026.
B. Approval of Minutes of the Regular Meeting of Thursday, April 9, 2026
Upon a motion by Ophelia Gooden-Rodgers for approval, second by Gillian
Shaw, the motion carried unanimously; the Commission approved the
minutes of the regular meeting of April 9, 2026.
C. Approval of Minutes of the Executive Session of Thursday, April 16, 2026
Upon a motion by Ophelia Gooden-Rodgers for approval, second by Gillian
Shaw, the motion carried unanimously; the Commission approved the
minutes of the executive session meeting of April 16, 2026.
3. Approval of Claims
A. Claims Allowances April 7, 2026
Upon a motion by David Relos for approval second by Ophelia Gooden-
Rodgers, the motion carried unanimously; the Commission approved the
claims allowances of April 7, 2026.
B. Claims Allowances April 14, 2026
Upon a motion by David Relos for approval second by Ophelia Gooden-
Rodgers, the motion carried unanimously; the Commission approved the
claims allowances of April 14, 2026.
4. Old Business
A. None
5. New Business
A. River West Development Area
1. Resolution No. 3668 (Establishing the Offering Price, Approving Bid
Specifications, and Notice of Intended Disposition of 821 Portage Ave. &
808 Cushing St.)
Erin Michaels, Property Development Manager, presented this
Resolution No. 3668 for review of the proposed disposition of two RDC-
owned parcels located at 821 Portage Ave. and 808 Cushing St.
Under Indiana state law, before the RDC can negotiate the sale of real
estate, the property must first go through a formal disposition process.
This process requires the property to be offered for public bid and
establishes a clear, standardized framework for disposition. At a
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 3
minimum, the process requires two independent appraisals, with the
offering price set at the average of those appraisals, as well as the
publication of a legal notice. If no complying bids are received at the
conclusion of the process, RDC staff must wait 30 days before entering
into negotiations with any other interested party.
After that waiting period, staff may negotiate terms that are more
flexible and potentially more responsive to RDC priorities. These may
include restrictions on project type or use, reporting requirements,
construction start and completion deadlines, and flexibility in the
purchase price, among other provisions.
The two parcels under consideration are located at the corner of
Portage Avenue and Cushing Street, outlined on the presentation in red.
This aerial image shows their location in relation to nearby development,
including the former Ward Bakery site to the north and the proposed
Row at Ward project to the northeast, which is currently in the due
diligence process.
These parcels are vacant lots totaling approximately 0.27 acres and are
zoned Neighborhood Center (NC). They are currently owned by the
Redevelopment Commission and were originally acquired through
agreements with Near Northwest Neighborhood, Inc. in 2008 and 2013
by the Board of Public Works, then transferred to the RDC through
matching Resolutions in March of this year. Given the significant infill
development that has occurred in the Near Northwest Neighborhood,
this disposition is intended to position these parcels for redevelopment.
For this disposition, the minimum bid will be $15,750, which reflects the
average of two appraisals completed this year. Notices of intent to
dispose will be advertised on May 1 and May 8. Bids will be due by 9:00
a.m. on May 14, and I will read them publicly at the Redevelopment
Commission meeting at 9:30 a.m. that same day.
In evaluating submissions, staff will place particular emphasis on
alignment with the goals and objectives of the River West Development
Area Plan and the Near Northwest Neighborhoods Plan.
Upon a motion by Ophelia Gooden-Rodgers for approval, seconded by
David Relos, the motion carried unanimously; the Commission approved
Resolution No. 3668 as presented on April 23, 2026.
B. South Side Development Area
1. Budget Request (Sidewalk & Storm Sewer for Ireland, Ironwood, Irish
Hills)
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 4
Caitlin Wyant, Project Engineer with Public Works, presenting a request
from the South Side TIF for the Ireland Road Sidewalk Connector
Project located along Ireland Road near the intersection with Ironwood.
For reference, the CVS is located at the corner, and the Irish Hills
Apartments. The proposed sidewalk and storm sewer improvements
would extend the existing sidewalk on the CVS property and connect it
to the existing sidewalk near Irish Hills Drive. The project includes new
sidewalk, curb, and a storm sewer extension along Ireland Road between
the CVS site and the intersection with Irish Hills Drive. Based on
estimates provided by our consulting engineer, including a 20 percent
contingency, the total construction cost is approximately $525,000.
City staff and residents have observed pedestrians walking along the
roadway due to excessive vegetation in the public right-of-way.
Additionally, prior to annexation into the city when the Irish Hills
development was constructed, this area included a roadside ditch along
Ireland Road that has since been filled and not well maintained, resulting
in drainage issues during rainfall events. As shown in the lower image,
runoff from the Irish Hills Apartments outfall has caused erosion and
pooling within the right-of-way.
Today, Public Works is requesting $400,000 for construction of this
project. If approved, we anticipate the project would be awarded in late
summer, with construction beginning in early fall and lasting
approximately four to six weeks.
Secretary Wax asked about who owns the connecting properties and
Ms. Wyant stated Drive and Shine owns the plaza and Edward Rose is
the property management company for Irish Hills and has made them
aware of the project however, there aren’t expectations to require them
to help fund the project due to it being in the public right-of-way.
Commissioner Gooden-Rodgers asked why the adjacent property
owners or developers are not contributing funds to this project and is
this the only area in the city in this condition, or was this location
specifically selected? First, Ms. Wyant stated that this need was
identified by Public Works several years ago and has remained unfunded
on our capital needs list. There is no indication of pending development
or redevelopment in this area, so a private contribution would not
typically be expected. As a result, Public Works is moving forward with
constructing the sidewalk. Second, this is one of the few remaining areas
without existing sidewalk and is separate from the residential curb and
sidewalk program. While it is an exception, it does not preclude similar
projects elsewhere in the future.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 5
Joseph Molnar, Deputy Director of Community Investment, explained
that the project is funded with South Side TIF revenue, which is
generated within the South Side TIF boundary and must be reinvested
there in public improvements.
The project differs from typical sidewalk projects because it is intended
to improve safety and connectivity rather than benefit adjacent
property owners. It connects the Irish Hills residential area to nearby
commercial uses and installs sidewalk in a public right-of-way where
none previously existed.
While other areas lack sidewalks, this corridor has been identified as a
priority due to documented pedestrian safety concerns, including
residents walking in the roadway. The area was developed prior to
annexation, so sidewalks were not originally required, and there is no
anticipated redevelopment that would prompt private construction.
Given the safety risks and daily pedestrian use, staff believes public
investment is warranted at this time.
Commissioner Gooden-Rodgers asked, is this the only area on the South
Side needing this type of sidewalk improvement, or is this a special case?
Mr. Molnar responded, this is one of the few remaining long stretches of
roadway without sidewalks where pedestrians are actively walking in
the street, creating a clear safety concern. While other areas may be
addressed in the future, this location has been prioritized due to daily
pedestrian use, traffic conditions, and the lack of any planned
redevelopment that would trigger private sidewalk construction.
Commissioners Warner, Relos and Wax spoke in favor of the project.
Upon a motion by Gillian Shaw for approval, seconded by David Relos,
the motion carried unanimously; the Commission approved the Budget
Request as presented on April 23, 2026.
C. Redevelopment General Fund (a.k.a Pokagon-South Bend Fund)
1. Budget Request (Annual MACOG Regional Land Bank Funding)
Joseph Molnar, Deputy Director of Community Investment, provided a
brief overview of the newly established Interlocal Regional Land Bank
and the RDC’s request for startup funding. The need for a Land Bank
stems from a significant population loss between 1960 and 2010, which
led to widespread vacancy and blight across South Bend, particularly in
certain neighborhoods.
State legislation adopted in 2021 strengthened land banks by expanding
their ability to acquire properties through the tax sale process,
improving tools to address blighted properties, and requiring counties to
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 6
share inventories of distressed properties. Prior to this change, land
banks had limited authority.
Following the legislative update, the City, MACOG, Council members,
and community partners studied the creation of a local land bank,
resulting in a roadmap report developed with the Center for Community
Progress.
A land bank is a nonprofit entity created to acquire, hold, manage, and
repurpose vacant and abandoned properties. Its role is to stabilize
neighborhoods by maintaining properties, clearing title and back taxes,
and ultimately returning properties to productive private ownership
through disposition or renovation.
A land bank is needed because the current process for acquiring vacant
and blighted properties is slow, complex, and often ineffective. The City
has relied on ad hoc arrangements with the County to acquire these
properties, but each transaction requires separate approvals and
lengthy negotiations, limiting timely action.
A land bank would streamline this process by allowing direct acquisition
of certain tax sale properties without repeated approvals from multiple
governing bodies. Unlike the City, the land bank is better equipped to
stabilize properties, make limited repairs, and evaluate buyers based on
long-term neighborhood benefit rather than solely the highest bid. It can
also assemble market development-ready lots and enter into
agreements requiring buyers to complete improvements within a set
timeframe.
Overall, the land bank provides a more efficient, strategic, and
neighborhood-focused approach to reducing vacancy and blight,
relieving the City of long-term maintenance costs, and returning
properties to productive use.
With support from $4 million in Lilly Endowment funds, an endowment
has been created to support long-term Land Bank operations, with
future investment earnings expected to offset annual operating costs.
The endowment will be managed by the Community Foundation of St.
Joseph County.
The specific action before the RDC is a $500,000 startup funding
request from the RDC General Fund, consistent with previously
approved city and county interlocal agreements. These funds would
support property acquisition, site maintenance, limited stabilization
work, and operational expenses. Funds will not be released until the
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 7
Land Bank Board is fully formed and accounts are established. MACOG
will provide staffing. Staff committed to providing periodic updates to
the RDC on fund usage and Land Bank activities.
Secretary Wax disclosed that he represents the County with tax sales,
but his representation doesn’t pose a conflict for this item. Mr. Wax
noted that with the RDC, BPW and other city departments have been
effective in redeveloping vacant properties in recent years. How would
the Land Bank change or complement that work? Would it replace
existing efforts, or serve as an additional tool? Mr. Molnar explained that
this is intended as a value add, not a replacement for the City’s current
work. The Land Bank will focus primarily on smaller-scale single-family
renovations and in-fill housing, an area where the City is not well
positioned to operate efficiently due to procurement, funding, and
disposition constraints. The City has generally avoided acquiring
single-family homes because of the complexity of renovation and resale
under state bidding requirements.
The Land Bank fills this gap while allowing the City to continue leading
larger redevelopment efforts, including industrial sites and LIHTC
projects. These efforts will still require City involvement, and the Land
Bank and City can partner where properties overlap. With City
representation on the Land Bank board, this will remain a close,
collaborative relationship. Overall, the Land Bank expands capacity and
flexibility while complementing—not replacing—existing redevelopment
tools.
Commissioner Shaw asked what is the current status of its formation,
and what will its structure look like? Mr. Molnar explained that the
interlocal agreement was fully approved about a month ago, completing
the legal steps to establish the Land Bank. Each participating entity is
now appointing members to the seven-member board: two by the
Mayor, one by the RDC, three by the County, and one by MACOG. Once
all appointments are finalized, the board will meet to adopt the by-laws,
establish operating standards, and finalize staffing through MACOG.
The nonprofit paperwork has already been filed, and staff expect the
Land Bank to be fully operational within the next few months.
Commissioner Gooden-Rodgers asked, while blighted and abandoned
properties remain in the system, who is responsible for maintaining
them? Mr. Molnar responded that the City would continue its current
enforcement process for poorly maintained properties until ownership
changes. Once the Land Bank acquires a property, it will be responsible
for maintenance, using startup funds to ensure lots are mowed, cleaned,
and stabilized. Over time, as properties are sold, maintenance costs will
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 8
be supported through Land Bank revenues, reducing the City’s direct
role in routine upkeep. Also, the startup funding will ensure the Land
Bank is funded for this maintenance.
Secretary Wax inquired about do we have an estimate of what the City’s
annual financial contribution to the Land Bank will be in future years?
Mr. Molnar responded that the approved interlocal agreement outlines
City contributions of $500,000 initially, followed by $300,000 annually
for the next few years. The intent is for the Land Bank to become largely
self-sustaining after the first five years, supported by property sales,
private fundraising, grant funding, and growth from the Lilly
Endowment. Long-term, the Land Bank is expected to generate a return
on investment by returning properties to tax-paying status and reducing
ongoing City costs.
Matt Barrett spoke in support of the Land Bank but stressed that
stronger code enforcement is essential to its success, noting that many
vacant properties are unregistered and few enforcement fines are
collected.
President Warner thanked Council members and staff for their work on
the Land Bank initiative, noting their involvement in the 2022–2023 task
force and study. They stated the Land Bank will improve the efficiency of
transferring vacant properties, particularly benefiting small local
developers and residents seeking to build in their neighborhoods. After a
lengthy approval process at the city and county levels, they expressed
excitement that the project is now moving forward with funding and
appointments in place.
Vice President Relos asked does the Land Bank change the tax sale
process, including required advertising and redemption periods? Mr.
Molnar responded, No. All state-mandated requirements, including
advertising and the property owner’s redemption period, remain in
place. The Land Bank does not remove any owner’s rights; it simply
allows the Land Bank to acquire tax certificates more efficiently after
the initial tax sale. Commissioner Relos also asked does MACOG have
experience managing property acquisition and disposition? Mr. Molnar
replied, Yes. MACOG staff have property management experience and
have worked closely with City staff, incorporating lessons learned over
many years. MACOG also brings experience from work in other
counties. Also, the County has committed to covering legal costs related
to transferring tax certificates and clearing title, including advertising,
redemption processing, and title work, ensuring properties are conveyed
to the Land Bank with clear title.
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 9
Commissioner Shaw spoke in favor of the request and thanked staff.
Upon a motion by Troy Warner for approval, seconded by David Relos,
the motion carried unanimously; the Commission approved the Budget
Request as presented on April 23, 2026.
D. Administrative
1. RDC Appointee for Land Bank Board
Joseph Molnar, Deputy Director of Community Investment,
recommended Erin Michaels, Property Development Manager, as the
RDC’s appointee to the Land Bank Board. He noted that her experience
with the City’s property portfolio and tax sale process would support
strong coordination between the City and the Land Bank. He added that
her regular interaction with residents and developers seeking property
would help connect prospective buyers to the Land Bank when
City-owned properties are not available.
Secretary Wax stated his support for Erin’s appointment to the Land
Bank Board and asked about term length and removal authority. Mr.
Molnar clarified that the appointment is not term-limited and that the
appointee serves at the pleasure of the Redevelopment Commission,
which retains the authority to remove the appointee if necessary.
Upon a motion by Ophelia Gooden-Rodgers for approval, seconded by
Eli Wax, the motion carried unanimously; the Commission approved the
Appointee as presented on April 23, 2026.
6. Progress Reports
A. Tax Abatement
Joseph Molnar, Deputy Director of Community Investment, reported that
Cascade Phase Two received its first council approval at the last meeting
and is scheduled for second approval of the six-year abatement at the
upcoming Council meeting, consistent with the Phase One structure.
B. Common Council
None
C. Other
Joseph Molnar, Deputy Director of Community Investment, gave updates
on the following.
• South Bend Range, demolition complete and ready for next phase of
debris cleanup
CITY OF SOUTH BEND REDEVELOPMENT COMMISSION REGULAR MEETING – April 23, 2026
Page | 10
• River Glen Demolition, bids to be opened next week
• GLC project, fencing is going up
• Advantix Project, making progress and townhomes going up
• Intend Indiana & 466 Works is drawing down funding as they
continue construction
• Colfax Corner & Stadium Flats, starting construction
• Rabbi Shulman building, demo is complete
• Former YMCA Site, applied for READI Blight funding
• 7 Diamonds Parking Garage Project, in negotiations
7. Next Commission Meeting
Thursday, May 14, 2026, 9:30 a.m., City Hall Council Chambers 3rd Floor
8. Adjournment
Thursday, April 23, 2026, 10: 36 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, May 5, 2026
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-0134559 $2,458,534.40
GBLN-0134926 $1,220,339.27
GBLN-0135509 $445,543.60
Total:$4,124,417.27
_______________________________
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:
Expenditure approval
RDC Payments - 5/5/26 Pymt Run
GBLN-0135509
Payment method:
Voucher:
Payment date:
ACH-Total
RDCP-00048015
5/5/2026
Vendor #
V-00000019
Name
ABONMARCHE
CONSULTANTS
OF IN
Invoice #
163560
Payment method:
Voucher:
Payment date:
CHK-Total
RDCP-00048016
5/5/2026
Line description Due date Invoice amount Financial dimensions Purchase order
429-10-102-121-431002--
Sidewalk design 5/15/2026 $1,400.00 PROJ00000692 PO-0041923
Vendor #
V-00000107
Name
AMERICAN
STRUCTUREPOI
NT INC
Invoice #Line description Due date Invoice amount Financial dimensions Purchase order
436-10-102-121-444000--
173877 Seitz Wall Design Services 4/19/2024 $3,987.50 PROJ00000646 PO-0043679
AMERICAN
STRUCTUREPOI
V-00000107 NT INC 174583 Seitz Wall Design Services 5/12/2024 $5,355.47
436-10-102-121-444000--
PROJ00000646 PO-0043679
Payment method:
Voucher:
Payment date:
ACH-Total
RDCP-00048017
5/5/2026
Vendor #Name Invoice #Line description Due date Invoice amount Financial dimensions Purchase order
Egis BLN USA,
V-00000200 Inc.84708 Engineering Services 5/15/2026 $1.393.00
324-10-102-121-431002--
PROJ00000999 PO-0041362
Payment method:
Voucher:
Payment date:
ACH-Total
RDCP-00048018
5/5/2026
Vendor#
V-00000822
Payment method:
Voucher:
Payment date:
Vendor#
V-00001059
Payment method:
Voucher:
Payment date:
Vendor#
V-00001188
Payment method:
Voucher:
Payment date:
Vendor#
V-00001513
V-00001513
V-00001513
Payment method:
Name
INDIANA
EARTH
CHK-Total
RDCP-00048019
5/5/2026
Name
MAY OBERFELL
& LORBER
ACH-Total
RDCP-00048020
5/5/2026
Name
NEAR
NORTHWEST
NEIGHBORHOO
D
CHK-Total
RDCP-00048021
5/5/2026
Name
SLATILE
ROOFING &
SHEET METAL
SLATILE
ROOFING &
SHEET METAL
SLATILE
ROOFING &
SHEET METAL
ACH-Total
Invoice#
APP #10
Invoice#
150320
Invoice#
37
Invoice#
APP #4
APP #4
APP #8
Line description Due date
Beacon Parking Lot - CO#1 Scope addition
adding back fill operation.
5/15/2026
Line description Due date
Legal Services -RDC Legal Matters 5/9/2026
Line description Due date
Financial Empowerment Center Model 5/15/2026
Line description Due date
Monroe St. Arts Building Roof Replacement 5/15/2026
Construction Services for Potawatomi Conservatory Roof
Replacement 5/15/2026
Center City Place Rehabilitation 5/15/2026
Invoice amount Financial dimensions
324-10-102-121-439018--
$54,813.96 PROJ00000528
Invoice amount Financial dimensions
$540.00 324-10-102-121-431001--
Invoice amount Financial dimensions
$13,437.36
Invoice amount
$38,634.98
$13,978.50
$53,476.39
433-10-102-123-439300-
PROJ00000565
Financial dimensions
324-10-102-121-443001--
PROJ00000621
429-10-102-121-443001--
PROJ00000647
324-10-102-121-443001--
PROJ00000637
Purchase order
PO-0036234
Purchase order
PO-0043603
Purchase order
PO-0033403
Purchase order
PO-0039742
PO-0040201
PO-0039101
Voucher:
Payment date:
RDCP-00048022
5/5/2026
Vendor #Name Invoice #
UNITED
Line description Due date Invoice amount Financial dimensions Purchase order
324-10-102-121-442001--
V-00001722 CONSULTING 2431122
UNITED
V-00001722 CONSULTING 2432003
CE Services for SRTS Our Lady of Hungary
SRTS Muessel Primary and Holy Cross School Area - СЕ
services
5/15/2026 $1,556.13 PROJ00000339 PO-0029309
324-10-102-121-431000--
5/15/2026 $11,523.58 PROJ00000335 PO-0035281
Payment method:
Voucher:
Payment date:
ACH-Total
RDCP-00048023
5/5/2026
Vendor #Name Invoice #Line description Due date Invoice amount Financial dimensions Purchase order
324-10-102-121-444000--
V-00013741 Legacy25, Inc. DRAW 6 RDC Diamond View Apt. LIHTC & Stadium Flats 5/5/2026 $245.446.73 PROJ00000537 PO-0042014
South Bend
Redevelopment Commission
215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 5/4/2026
FROM: Erin Michaels – Property Development
Manager
SUBJECT: Opening of Bids for 821 Portage Ave & 808
Cushing 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: Opening of Bids for 821 Portage Ave & 808 Cushing St
SPECIFICS: The Redevelopment Commission (RDC) issued a Notice of Intended Disposition and requested bids
for property located at 821 Portage Ave & 808 Cushing St. Bids are due at 9:00 a.m. on May 14, 2026. Any and all
bids received by that time will be publicly opened and read aloud at the May 14th RDC meeting.
______________ ___________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 : 5/4/2026
FROM: Erin Michaels – Property Development Manager
SUBJECT: Purchase Agreement – MAW Brokerage LLC–
23931-23977 Brick Road
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 Purchase Agreement with MAW Brokerage LLC for Sale of 23931-23977 Brick
Road
SPECIFICS: The proposed Purchase Agreement (the “Agreement”) is for a property owned by the Redevelopment
Commission (“RDC”) located at 23931-23977 Brick Road. The RDC acquired this property from in 2004 and the
property was approved for disposition on August 11, 2016 with no bids received on September 15, 2016
4MAW Brokerage LLC, an entity created by Bradley Company for this project, proposes to redevelop the property
into two buildings to be leased as industrial flex space in a phased approach.
The Agreement commits MAW Brokerage LLC to the following terms:
- Purchase Price: $25,000.00
- Due Diligence Period: 120 days
- Closing Deadline: 60 days after due diligence period
- Minimum Investment: $1,800,000.00 total
o Phase 1: $1,000,000 for a minimum 8,000 SF building
o Phase 2: $800,000 for a minimum 6,000 SF building
- Construction Start Deadline
o Phase 1: 18 months after closing
o Phase 2: 36 months after closing
- Construction Completion Deadline
o Phase 1: 24 months after closing
o Phase 2: 48 months after closing
- Certificate of Completion issued by the RDC once construction is complete for each Phase
The sale of this property will bring currently vacant land to productive use, while promoting new business
growth in the City of South Bend. Staff recommends approval.
_________________________Pres/V-Pres
ATTEST: __________________Secretary
Date: ____________________
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
City of South Bend
Department of Community Investment
Real Estate Purchase Agreement Review
Answer the questions below and return to the Department of Community Investment on or before
June 30 and December 31 of each year until substantial completion of the Property Improvements.
Project Information
Project Name: __________________________________________________________
Address: _______________________________________________________________
Construction Completed to Date:
Project Schedule Update:
Itemized Accounting of Private Investment to Date:
Position: _______________________________________
Email: _______________________________________
Signature: ___________________________________ Date: ___________________
City of South Bend
Department of Community Investment
Real Estate Purchase Agreement Review
Answer the questions below and return to the Department of Community Investment on or before
April 15 of the year that is one year after the Mandatory Completion Date and on each April 15
thereafter until April 15 of the year that is five (5) years after the Mandatory Completion date, as
applicable to each phase of the development.
Project Information
Project Name: __________________________________________________________
Address: _______________________________________________________________
Phase and Year Being Reported On: ________________________________________
Percentage of applicable building(s) that are presently occupied by tenants:
For each tenant, a description of the type of business being conducted at the
property and approximate number of individuals working at the location:
Position: _______________________________________
Email: _______________________________________
Signature: ___________________________________ Date: ___________________
DEVELOPMENT AGREEMENT
This Development Agreement (this “Agreement”), is effective as of _______________,
2026 (the “Effective Date”), by and between the City of South Bend, Department of
Redevelopment, acting by and through its governing body, the South Bend Redevelopment
Commission (the “Commission”), and South Bend Heritage Foundation, Inc., an Indiana non-
profit corporation, with its registered address being 803 Lincoln Way West, South Bend, Indiana
46616 (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, the Commission currently owns certain vacant and inactive real property
described in Exhibit A (the “Property”), which the Commission agreed to sell to Developer
through a certain Real Estate Purchase Agreement dated effective July 24, 2025 (the “Purchase
Agreement”), inclusive of the vacant lot and all fixtures, easements, appurtenances, hereditaments,
rights, powers, privileges, and other improvements thereon and/or appurtenant thereto, with
closing expressly contingent upon, among other things, the award and closing of low-income
housing tax credits; and
WHEREAS, the Developer applied for and was awarded low-income housing tax credits
to construct a multi-family building (the “Project”) in accordance with the project plan (the
“Project Plan”) attached hereto as Exhibit B, but the closing of such tax credits has not yet
occurred and, accordingly, title to the Property has not yet transferred; and
WHEREAS, in exchange for the discounted purchase price for the Property, the Purchase
Agreement contains certain post-closing development obligations that the Developer must meet
with respect to the Project; and
WHEREAS, the Property is located within the corporate boundaries of the City within the
River West 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, subject to and
conditioned upon the closing of the Purchase Agreement, by undertaking the local public
improvements stated in Exhibit C (the “Local Public Improvements”) and the financing thereof,
subject to the terms and conditions of this Agreement and in accordance with the Act.
2
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 equal to the actual
documented costs incurred by or on behalf of the Commission for the construction, equipping,
inspection, and delivery of the Local Public Improvements, payable from tax increment finance
revenues, in an amount not to exceed Four Million Six Hundred Thousand Dollars ($4,600,000.00).
Nothing herein shall be construed to require the Commission to expend the full Funding Amount,
and the Commission’s financial obligation shall be limited to the actual costs of the Local Public
Improvements approved and incurred in accordance with this Agreement. The Funding Amount
is subject to the conditions set forth in Section 5.1, including the availability of financing and any
required public approvals related thereto.
1.4 Private Investment. “Private Investment” means an amount no less than Thirteen
Million Seven Hundred Thousand Dollars ($13,700,000.00) 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 Property, excluding the Funding
Amount.
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.
3
(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. The Developer will grant to the Commission a temporary, non-
exclusive easement on, in, over, under and across any part(s) of the Property (the “Easement”) in
the form attached hereto as Exhibit D, to permit the Commission to fulfill its obligations under
this Agreement, including the construction, 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.
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. Additionally, the Parties acknowledge
that the Purchase Agreement and this Agreement are separate but related agreements, each
containing obligations that may survive the closing of the Purchase Agreement, and nothing herein
is intended to limit or diminish any post-closing obligations set forth in the Purchase Agreement.
The Parties further acknowledge and agree that the effectiveness of this Agreement and the
obligations of all hereunder are expressly conditioned upon the closing of the Purchase Agreement.
Unless and until the Purchase Agreement has closed, this Agreement shall have no force or effect.
If the Purchase Agreement has not closed on or before December 31, 2026, then this Agreement
shall automatically terminate and be of no further force or effect, and neither Party shall have any
liability or obligation to the other hereunder.
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 B and the plans and
specifications to be approved by Executive Director of the Department of Community
Investment, Deputy Director of the Department of Community Investment, or their
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. Developer will commence construction within ten (10) months after the
Closing Date as specified in the Purchase Agreement (“Construction Commencement
Date”).
(b) The Developer will expend the Private Investment to complete the Project
in accordance with the Project Plan attached hereto as Exhibit B and the plans and
4
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 Improvements,
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 the completion date established in the Purchase Agreement, namely thirty (30)
months after the Construction Commencement Date (the “Mandatory Project Completion Date”).
The timeframe for completion may be modified by mutual agreement between the Developer and
the Commission due to unforeseen circumstances and delays. The Developer further agrees the
total Project will be completed in accordance with the Project Plan attached hereto as Exhibit 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.
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 E, 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 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, Deputy Director of the Department of
Community Investment, or their designee, who may approve or disapprove said plans and
5
specifications for the Project in their 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 Non-Interference. Developer hereby agrees to use commercially reasonable efforts
to minimize disruption for those living and working near the Property during construction of the
Project.
4.10 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
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 F 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).
4.11 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; provided, however, that the
Commission shall have no obligation to perform under this Agreement unless and until (a) the
closing of the Purchase Agreement has occurred, and (b) financing for the Funding Amount is
available to the Commission, including the issuance of bonds and receipt of all required public
approvals related thereto as applicable. If the Purchase Agreement does not close, or if such bonds
are not issued or do not receive all required public approvals, the Commission shall have no
obligation to expend any portion of the Funding Amount or to complete the Local Public
Improvements, and the Commission may, in its sole discretion, elect to terminate this Agreement
upon written notice to the Developer, without penalty or further obligation; provided, however,
that nothing herein shall prohibit the Commission, in its sole discretion, from proceeding with this
Agreement or any portion thereof using lawfully available funds.
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 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. In the event that the Purchase
6
Agreement is terminated or does not close, and the transfer of Property contemplated
therein does not occur, this Development Agreement shall become null and void, and the
Commission shall have no obligation to complete or cause to be completed the Local Public
Improvements or expend any portion of the Funding Amount.
(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 4.7 (“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 .
(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, the
Commission’s financial obligation associated with the Local Public Improvements shall
not exceed the Funding Amount and shall be limited to the actual and documented costs
incurred in accordance with this Agreement. In the event the Local Public Improvements
exceed the Funding Amount, the Developer may, at its sole option, 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.
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,
7
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. DEFAULT.
7.1 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 7.1, then no default shall exist and the noticing Party
shall take no further action.
7.2 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, as liquidated damages, One Hundred Fifty Percent (150%) of
the portion of the Funding Amount expended by the Commission in furtherance of the Local Public
Improvements (“Liquidated Damages”). 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 Damages set forth above 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. The remedies set forth in this Section 7.2 are cumulative and are in
addition to, and not in lieu of, any other rights or remedies available to the Commission under the
Purchase Agreement or this Agreement, or at law or in equity, except to the extent expressly
limited herein.
7.3 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.
8
SECTION 8. NO AGENCY, JOINT VENTURE, OR PARTNERSHIP; CONFLICT OF
INTEREST; INDEMNITY.
8.1 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.
8.2 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
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.
8.3 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 9. MISCELLANEOUS.
9.1 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.
9.2 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
9
occurrence. No waiver shall be effective unless it is in writing and is signed by the party asserted
to have granted such waiver.
9.3 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.
9.4 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.
9.5 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).
9.6 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.
9.7 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.
9.8 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
10
(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: South Bend Heritage Foundation, Inc.
803 Lincolnway West
South Bend, IN 4662446616
Attn: Marco Mariani
Telephone: 574-289-1066 ext 216
Email: marcomariani@sbheritage.org
With a copy to: ______________________________
______________________________
______________________________
Attn: _________________________
Commission: South Bend Redevelopment Commission
215 S Dr. Martin Luther King Jr. Blvd
Suite 500
South Bend, IN 46601
Attn: Executive Director, South Bend Department of
Community Investment
With a copy to: South Bend Legal Department
215 S. Dr. Martin Luther King Jr. Blvd
Suite 600
South Bend, IN 46601
Attn: Corporation Counsel
9.9 Governing Law. This Agreement is governed by and construed in accordance with
the laws of the State of Indiana.
9.10 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.
9.11 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,
11
and all of the terms, covenants, and conditions hereof shall be for the sole and exclusive benefit of
the Parties herein.
9.12 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).
9.13 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.
9.14 Exhibits. All exhibits described herein and attached hereto are incorporated into
this Agreement by reference.
9.15 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.
9.16 Time. Time is of the essence of this Agreement.
Signature Page Follows
IN WITNESS WHEREOF, the Parties hereby execute this Agreement to be effective as of
the Effective Date stated above.
SOU:fH BEND REDEVELOPMENT
COMMISSION
Troy Warner, President
ATTEST:
Eli Wax, Secretary
SOUTH BEND HERITAGE FOUNDATION, INC.
12
13
EXHIBIT A
Description of Property
Tax ID No. 025-1010-038002
Parcel Key No. 71-03-28-100-015.000-009
Legal Description: Lot 2 RDC Old Cleveland Rd Minor 26/27 NP #2010 9/18/2025
Commonly known as: 4022 Old Cleveland Road
14
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:
The Developer will complete the development of the Property to construct forty-two (42)
Low-Income Affordable Housing Units, of which ten (10) units shall be reserved for
Permanent Supportive Housing (PSH), providing affordable housing with voluntary
supportive services to address homelessness in accordance with Developer’s Indiana
Housing and Community Development Authority Low Income Housing Tax Credit
application. The Developer will fully expend the Private Investment to complete the
Project.
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.
Each structure will be considered complete upon the issuance of Certificates of Occupancy.
15
EXHIBIT C
Description of Local Public Improvements
The Commission will complete, or cause to be completed, the following Local Public
Improvements in accordance with the terms and conditions of this Agreement and in compliance
with all applicable laws and regulations:
•Installation of new public water utilities; and
•Installation of new stormwater and sewer utilities; and
•Construction of street infrastructure to serve the project site.
It is understood between the Parties that the Commission’s financial contribution toward
the Local Public Improvements shall be limited to the actual documented costs incurred
for such Local Public Improvements, in an amount not to exceed the Funding Amount
specified in Section 1.3 of this Agreement. The Commission shall have no obligation to
expend the full Funding Amount. The Developer shall have the sole responsibility to fund
any and all costs associated with Local Public Improvements that exceeds this the Funding
Amount, as well as any costs associated with improvements not explicitly described in this
Exhibit C.
16
EXHIBIT D
Form of Easement
17
GRANT OF TEMPORARY EASEMENT
THIS INDENTURE, made as of the _________ of ____________, 2026 (the “Effective
Date”), by and between South Bend Heritage Foundation, Inc., an Indiana non-profit corporation,
with its registered address being 803 Lincoln Way West, South Bend, Indiana 46616 (the
“Grantor”), and the South Bend Redevelopment Commission, governing body of the City of South
Bend Department of Redevelopment, 215 S. Dr. Martin Luther King Jr. Blvd., Suite 500, , 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 ____________, 2026 (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.
19
EXHIBIT 1
Description of Property
Tax ID No. 025-1010-038002
Parcel Key No. 71-03-28-100-015.000-009
Legal Description: Lot 2 RDC Old Cleveland Rd Minor 26/27 NP #2010 9/18/2025
Commonly known as: 4022 Old Cleveland Road
20
EXHIBIT E
Form of Report to Commission
21
City of South Bend
Department of Community Investment
Development Agreement Review
Answer the below questions 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: ___________________
22
EXHIBIT F
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
215 S. Dr. Martin Luther King, Jr. Blvd., Room 301, South Bend, Indiana
Redevelopment Commission Agenda Item
DATE : 5/7/2026
FROM: Joseph Molnar, Deputy Director of Community
Investment
SUBJECT: Real Estate Purchase Agreement – Scott Street
Parcels
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: Requesting approval of Real Estate Purchase Agreement for twelve (12) lots on
Scott St to Near Northwest Neighborhood for income-based housing
SPECIFICS: The Redevelopment Commission (“RDC”) currently owns twelve (12) vacant lots on Scott St.
These parcels were put through the disposition process in 2024 and no bids were received.
The Near Northwest Neighborhood, Inc. (the “NNN”) is a local community development corporation that
constructs income-based new housing and renovates existing homes in the Near Northwest
Neighborhood.
The NNN is applying for an affordable housing grant through the Federal Home Loan Bank of Indianapolis
(the “AHP Grant”) to construct a minimum of (11) units consisting of income-based single family and
multi-family housing on these parcels. The sale of this property would only proceed if the NNN is awarded
this grant. The proposed purchase agreement commits the NNN to the following:
- Purchase Price: $1,000
- Minimum Investment: $3,000,000
- Construct a minimum of eleven (11) income-based housing units
- Closing Deadline: December 31, 2027
o This would allow the NNN to apply to the 2026 and 2027 round of the AHP Grant
- If the NNN does not receive the AHP Grant award the purchase agreement will be terminated
- Construction Start Deadline: 12 months after closing
- Construction Completion Deadline: 36 months after construction start
The sale of this property would bring more income-based housing to the Near Northwest Neighborhood
and bring long-vacant parcels back to active use. Staff recommends approval of this agreement.
______________ ___________Pres/V-Pres
ATTEST: __________ _______ _
Date: _____________ _______
APPROVED Not Approved
SOUTH BEND REDEVELOPMENT COMMISSION
1
REAL ESTATE PURCHASE AGREEMENT
This Real Estate Purchase Agreement (this “Agreement”) is made and entered into by and
between the City of South Bend, Department of Redevelopment, acting by and through its
governing body, the South Bend Redevelopment Commission (“Seller”) and Near Northwest
Neighborhood Inc., an Indiana non-profit corporation, with its registered address being 1007
Portage Ave., South Bend, Indiana 46616 (“the Buyer”) (each a “Party,” and together the “Parties”).
RECITALS
A. Seller exists and operates pursuant to the Redevelopment of Cities and Towns Act
of 1953, as amended, being Ind. Code 36-7-14 (the “Act”).
B. In furtherance of its purposes under the Act, Seller owns the real property
described in Exhibit A attached hereto and incorporated herein (collectively, the “Property”).
C. Pursuant to the Act, Seller adopted its Resolution No. 3594 on March 14, 2024,
whereby Seller established a total offering price of Seventy-Three Thousand Eight Hundred Forty
Nine Dollars ($73,849) (the “Appraised Value”) for the Property and other nearby lots in the Near
Northwest Neighborhood.
D. Pursuant to the Act, on March 14, 2024 Seller authorized the publication on March
22 and March 29, 2024, respectively, of a notice of its intent to sell the Property and other adjacent
lots and its desire to receive bids for the Property and other adjacent lots on or before April 11,
2024.
E. At its public meeting on April 11, 2024, Seller received zero (0) bids.
F. Buyer is applying for an affordable housing grant to construct income-based,
single family and multi-family housing and desires to enter into an agreement for the purchase of
the Property to construct such housing.
G. In accordance with Section 22 of the Act, Seller now desires to sell the Property to
Buyer, and Buyer desires to purchase the Property from Seller, on the terms stated in this
Agreement.
NOW THEREFORE, for and in consideration of the mutual covenants and conditions
contained in this Agreement, and of other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Buyer and Seller hereby agree as follows:
1. AGREEMENT TO SELL AND PURCHASE; ACCEPTANCE DATE. Seller
shall sell the Property to Buyer, and Buyer shall purchase the Property from Seller, pursuant to
the covenants, provisions and other terms and conditions contained in this Agreement. The
Property shall include certain parcels of land described in Exhibit A and the transferable
improvements, fixtures, easements, licenses, permits and all of Seller's other rights, title and
interest appurtenant and otherwise relating thereto. The “Acceptance Date” as referenced
herein from time to time, shall mean the latest date upon which all parties to this Agreement
execute the Agreement and deliver such executed Agreement to all other parties hereto.
2. PURCHASE PRICE; EARNEST MONEY. The purchase price for the Property
shall be One Thousand Dollars ($1,000.00) (the “Purchase Price”), payable by Buyer to Seller
2
in cash at the closing described in Section 7 below. Within ten (10) business days after the
Acceptance Date, Buyer shall submit to Seller earnest money in the amount of One Hundred
Dollars ($100.00) (the “Earnest Money”). Seller will hold such Earnest Money unless and until
it is to be disposed in accordance with the terms of this Agreement and will bear no interest for
any period of time. The Earnest Money shall be refundable until the expiration or waiver of
Buyer’s Contingency (as defined in Section 4(c) below), at which time the Earnest Money shall
be non-refundable, except as provided herein, but shall remain applicable to the Purchase Price
at Closing (as defined below).
3. PROPERTY INFORMATION; CONTRACTS. Within fifteen (15) days of the
Acceptance Date, Seller shall provide Buyer, to the extent not previously provided, and to the
extent in Seller's possession or control, copies of any and all reports, contracts, leases,
guaranties, warranties, and surveys relating to the Property or relevant to a reasonable Buyer's
determination whether to purchase the Property (the “Property Information”). Seller further
agrees to deliver promptly to Buyer copies of any additional Property Information that Seller
obtains prior to Closing. Prior to Closing, Seller shall terminate any and all property
management, maintenance, lawn care, snow plowing and other contracts and agreements
relating to the Property, unless Buyer has consented to the continuation of any such contract or
agreement.
4. INVESTIGATION; BUYER’S CONTINGENCY; INDEMNIFICATION;
INSURANCE.
A. Seller acknowledges that Buyer contemplates acquiring the Property for
Buyer’s intended use of the Property as income-based, single family and multi-family
housing consisting of a minimum eleven (11) total housing units (the “Intended Use”).
From and after the Acceptance Date, and upon Buyer providing Seller with evidence that
Buyer has commercial general liability insurance reasonably acceptable to Seller in the
amount of at least One Million Dollars ($1,000,000.00) per occurrence, Buyer and its
agents shall have the right, but no obligation, at its sole cost: (i) to enter upon the Property
to conduct the tests, inspections, studies, assessments and investigations contemplated
under this Agreement at any time and from time to time (collectively, “Tests”); and (ii) to
make such Tests of the Property and information with respect to the Property, the Intended
Use and/or this Agreement, all as Buyer may deem desirable, including, without limitation:
[a] any environmental assessment, evaluation or study (including a “Phase I”
environmental site assessment); and [b] topographic, engineering, traffic, parking and
other feasibility studies. Notwithstanding the foregoing, Buyer will not conduct any
invasive Tests, including, without limitation, Phase II environmental assessments or soil
borings, without Seller's prior written consent, which consent shall not be unreasonably
withheld or delayed. Buyer shall conduct all Tests at a time and in a manner as to
reasonably minimize interference with Seller's operation on or about the Property and any
neighboring properties. Buyer shall indemnify, defend and hold Seller, its officials,
members, employees, agents, contractors, lessees, licensees, invitees, successors and
assigns harmless from any and all liabilities, claims, damages and expenses (including
attorneys’ fees, court costs, and costs of investigation) arising out of or in connection with
the Tests or the entry on to the Property by Buyer or its agents. From and after the
Acceptance Date, Seller agrees that Seller shall, at the request of Buyer and without cost
to Seller, cooperate with Buyer in connection with any and all private and governmental
approvals, rezoning, land subdivisions and other matters necessary for Buyer's Intended
Use.
3
B. In addition to any and all other conditions and contingencies in this
Agreement, Buyer’s obligations under this Agreement are hereby conditioned upon
Buyer’s receipt of a grant from the Federal Home Loan Bank of Indianapolis Affordable
Housing Program (“AHP Grant”) for the Intended Use. If Buyer is not awarded the AHP
Grant within one hundred and fifty (150) days of Buyer’s application, this Agreement shall
terminate at Buyer’s election and in such event all Earnest Money shall be returned to
Buyer. Buyer represents that Federal Home Loan Bank of Indianapolis intends to accept
project applications on or around June 25, 2027 and announce reservations ("Reservation")
on or about November 20, 2027. In the event Buyer fails to submit its application to
Federal Home Loan Bank of Indianapolis prior to the published deadline this Agreement
shall terminate and all Earnest Money shall be returned to Buyer.
C. If at any time on or before December 31, 2027 (the “Contingency Date”),
Buyer determines, for any reason, in Buyer’s sole discretion, that the Property or the
transaction described herein is unacceptable to Buyer, then Buyer shall have the right to
terminate this Agreement by giving written notice of termination to Seller at any time on
or before the Contingency Date in which event, at Buyer’s election, all Earnest Money
shall be returned to Buyer (“Buyer's Contingency”); provided, however, that the parties
may at any time mutually agree in writing to waive the remainer of the contingency period
and proceed directly to Closing. Any failure by Buyer to give such notice shall constitute
an election by Buyer to not so terminate, in which event Buyer’s right to terminate this
Agreement shall be deemed to have been waived. Following any termination of this
Agreement, the parties shall be relieved of any further obligations or liabilities under this
Agreement, except those obligations that expressly survive termination hereof.
D. In anticipation of performing its obligations under Section 9 below, Buyer
will prepare plans and specifications for constructing a new building on the Property and
all other related improvements (collectively, the “Property Improvements”), including
plans and specifications for the manner in which the new building will be designed (the
“Construction Plan”). Buyer agrees to cooperate with the Executive Director, or their
designee, of the City’s Department of Community Investment (the “City”) in developing
its Construction Plan.
5. TITLE INSURANCE; SURVEY. Within thirty (30) days of the Acceptance
Date, Seller, at Buyer’s sole cost, shall deliver a written commitment by a title insurance
company selected by Seller (the “Title Company”) to issue to Buyer a current ALTA Form
owner’s policy of title insurance with respect to the Property in an amount determined by Buyer
(the “Title Commitment”). Buyer shall have the right to obtain, at Buyer’s sole cost, a new or
updated survey, in a form determined by Buyer (the “Survey”). Seller's special warranty of
title set forth in the deed and Seller’s other representations and warranties, if any, with respect
to the Property shall be subject to all exceptions set forth elsewhere in this Agreement and all
matters disclosed on the Title Commitment or Survey including, without limitation, all
easements, covenants, conditions, restrictions, requirements, standard exceptions and special
exceptions, except for monetary liens which will be paid out of Closing. If the Title
Commitment or Survey discloses any matters unacceptable to Buyer, in Buyer's sole discretion,
(the “Title Defects”), Buyer shall notify Seller of such Title Defects no later than ninety (90)
days before the Contingency Date. If Seller fails to correct the Title Defects to Buyer's
satisfaction in advance of the Contingency Date, Buyer may (a) terminate this Agreement upon
written notice to Seller and all Earnest Money shall be returned to Buyer, or (b) waive Buyer’s
objection to such Title Defects and take title subject to the same. Any title exceptions contained
on the Title Commitment and not objected to by Buyer in accordance with this Section 5, or a
4
title exception that shall be objected to initially, but such objection thereto is later waived or
acquiesced to by Buyer, shall be deemed a “Permitted Exception” hereunder.
6. ADDITIONAL REPRESENTATIONS AND WARRANTIES OF SELLER.
A. Seller hereby represents and warrants to Buyer that all of the following are
true, correct and complete on and as of the date hereof, and shall continue to be true, correct
and complete as of the Closing Date:
1. Seller has no actual knowledge of (i) any orders from or
agreements with any governmental authority or private party or any judicial or
administrative proceedings or investigations, whether pending or threatened,
respecting any environmental, health or safety requirements under federal,
state or local laws or regulations relating to the Property, or (ii) any pending,
asserted or threatened claims or matters involving material liabilities,
obligations or costs arising from the existence, release or threatened or alleged
release of any Hazardous Substances at, on or beneath the Property.
“Hazardous Substances” shall mean any hazardous or toxic material,
substance or waste, pollutant or contaminant which is defined as a hazardous
substance or hazardous waste under any Environmental Laws (as defined
below).
2. No notice from any governmental body or other person has been
served upon Seller or upon the Property claiming the violation of any law or
any building, zoning, environmental, health or other ordinance, code, rule or
regulation relating to the Property. There are no legal actions, suits or
administrative proceedings, including condemnation cases or eminent domain
proceedings commenced, pending or threatened against the Property or any
portion thereof. Seller has not received notice of any negotiations for purchase
in lieu of condemnation relating to the Property or any portion thereof.
a. Seller is not a party to any agreement or commitment to sell,
convey, assign, transfer, provide rights of first refusal or other similar
rights with respect to, or otherwise dispose of, any part of the Property or
any interest therein other than this Agreement. Neither Seller nor any
person or entity claiming by, through or under Seller has done or suffered
anything whereby any lien, encumbrance, claim or right of another has
been created against the Property or any portion thereof or any interest
therein other than this Agreement, the Permitted Exceptions and possible
construction or materialmen's lien claims arising out of work performed
by or on behalf of Seller which will be removed at or before the Closing.
b. There is no action, proceeding or investigation pending or to the
best of Seller's knowledge, threatened against Seller or with respect to the
Property or any portion thereof before any court or governmental or quasi-
governmental department, commission, board, agency or instrumentality.
c. The signatories to this Agreement on behalf of Seller have full
right, power and authority to enter into this Agreement and to consummate
the transactions contemplated herein. This Agreement is valid and
enforceable against Seller in accordance with its terms. Each instrument
5
to be executed by Seller pursuant hereto or in connection herewith will,
when executed and delivered, be valid and enforceable in accordance with
its terms.
d. The accuracy of all Seller representations and warranties
contained in this Agreement shall be a condition to Buyer's obligations
under this Agreement, which condition will be merged at the time of, and
will not survive, the Closing. If any of the representations or warranties
contained in this Agreement is untrue in any material respect and is not
cured (at no cost to Buyer) prior to the scheduled Closing, then Buyer may
elect to (i) purchase the Property as it then is or, (ii) terminate this
Agreement and, anything in this Agreement to the contrary
notwithstanding, receive a refund of all Earnest Money.
e. Except as specifically set forth in this Agreement, Buyer agrees to
purchase the Property “as-is, where-is” and without any representations or
warranties by Seller as to the condition of the Property or its fitness for
any particular use or purpose. Except as specifically set forth in this
Agreement, Seller offers no such representation or warranty as to the
Property’s condition or fitness, and nothing in this Agreement will be
construed to constitute such a representation or warranty as to the
Property’s condition or fitness.
7. CLOSING.
A. Provided that all conditions of closing hereunder have been satisfied or
waived, the closing of the transaction described herein (the “Closing”) shall occur at the
offices of the Title Company on the Closing Date. The “Closing Date” shall be the
Contingency Date, or such earlier or later date as may be agreed to in writing by Seller and
Buyer.
B. The following shall occur on or before the Closing Date:
1. Seller shall deliver all of the following to Buyer, all of which shall be
fully-executed by Seller, as appropriate:
a. A special warranty deed in the form attached hereto as Exhibit B
sufficient to convey the Property to Buyer free and clear of all liens,
encumbrances, title defects, and exceptions, subject only to the Permitted
Exceptions (the “Special Warranty Deed”), which Special Warranty Deed will
restrict Buyer’s use of the Property to the Intended Use and other uses as
allowed by this Agreement, articulate the Seller’s right to re-enter and re-take
possession of the Property the event of default as set forth in this Agreement,
and will prohibit Buyer from discriminating in the sale, lease, rental, use,
occupancy, or enjoyment of the Property or any improvements constructed on
the Property;
b. An affidavit of title in customary form covering the Closing Date
and showing title in Seller, subject only to the Permitted Exceptions;
c. Any required real estate sale disclosure;
6
d. Such other documents as may be necessary or proper to comply
with this Agreement or required (by the Title Company or otherwise) to carry
out its terms.
2. Buyer shall deliver all of the following to Seller, all of which shall be
fully-executed by Buyer, as appropriate:
a. The balance of the Purchase Price, plus or minus prorations,
credits and other adjustments, by wire transfer or otherwise in immediately
available funds;
b. Any required real estate sale disclosure;
c. Such other documents as may be necessary or proper to comply
with this Agreement or required to carry out its terms.
3. Seller shall cause the Title Company to issue to Buyer at Closing a current
ALTA Form owner's policy of title insurance, with extended coverage, pursuant to
the Title Commitment and containing all amendments and endorsements required
by this Agreement or otherwise reasonably required by Buyer, which policy and
endorsements shall be at Buyer's sole cost, and which shall only be subject to the
Permitted Exceptions.
4. Exclusive occupancy of the Property shall be delivered to Buyer at Closing
in the same condition as it existed on the Acceptance Date, ordinary wear and tear
and casualty excepted.
8. PRORATIONS; REAL ESTATE TAXES AND ASSESSMENTS; CLOSING
COSTS.
A. Buyer, and Buyer’s successors and assigns, shall be liable for any and all
real property taxes and assessments assessed and levied against the Property with respect
to the year in which the Closing takes place and for all subsequent years. Seller shall have
no liability for any real property taxes or assessments associated with the Property, and
nothing in this Agreement shall be construed to require the proration or other
apportionment of real property taxes or assessments resulting in Seller’s liability therefor.
B. At Closing, Seller shall pay the costs of releasing all liens, judgments, and
other encumbrances that are to be released and of recording such releases, if any. At
Closing, Buyer shall pay (i) all fees and costs due Title Company for its closing, document
preparation, and/or escrow services, (ii) the cost of the premium for the Title Policy and all
endorsements to the Title Policy (iii) the cost of the Survey, (iv) the cost of any lender’s
policy of title insurance or endorsements thereto, and (v) the cost of recordation of any
instrument associated with the transaction contemplated in this Agreement, except as
provided in the foregoing sentence. Except as otherwise provided for in this Agreement,
Seller and Buyer will each be solely responsible for and bear all of their own respective
expenses, including, without limitation, expenses of legal counsel, accountants, and other
advisors incurred at any time in connection with pursuing or consummating the transaction
7
contemplated herein. Any other closing costs not specifically designated as the
responsibility of either party in this Agreement shall be paid by Buyer.
9. BUYER’S POST-CLOSING DEVELOPMENT OBLIGATIONS; CHANGE
OF INTENDED USE.
A. Property Redevelopment; Proof of Investment. Provided Closing occurs,
within twelve (12) months after the Closing Date, Buyer will commence construction and
redevelopment of the Property for the Intended Use and will provide Seller with such
commencement date (the “Construction Commencement Date”). Buyer will expend an
amount (including hard and soft costs) of not less than Three Million Dollars
($3,000,000.00) to complete the Property Improvements to redevelop the Property for the
Intended Use (the “Minimum Investment”). Buyer shall permit Seller to perform reviews
and monitor the progress of the construction of the Property Improvements. Promptly upon
completing the Property Improvements and expending the Minimum Investment, Buyer
will submit to Seller records reasonably satisfactory to Seller, in Seller’s sole discretion,
proving the above required expenditures have been made and will provide to Seller copies
of the certificate(s) of occupancy for each structure constructed as part of the Property
Improvements to verify their individual completion. The Property Improvements shall be
completed within thirty-six (36) months of the Construction Commencement Date (the
“Completion Date”). If by the Completion Date the Property Improvements have not been
completed or if the Minimum Investment has not been expended, the Buyer shall be in
default under this Agreement.
B. Post-Closing Buyer Property Improvement Commitments. In addition to
the requirements set forth in Section 9.A. above, Buyer shall comply with the following
commitments after Closing:
iii. In its development of the Property, Buyer shall comply with all
applicable federal, state, and local laws, including, but not limited to, the
applicable requirements of the City of South Bend Zoning Ordinance, including
variances as necessary;
iv. Provide the design, plans, and specifications for Property
Improvements consistent with City standards for the review and comment by
the City's Planning Director or their designee, who, in their sole discretion, may
request revisions or amendments to be made to the same (acceptance of the
design and plans by the Planning Director or their designee prior to construction
shall be a prerequisite for the issuance of a Certificate of Completion); and
v. Submit to Seller reports on or before June 30 and December 31 of
each year until substantial completion of the Property Improvements, in the format
set forth as Exhibit C, demonstrating the Buyer’s good-faith compliance with the
terms of this Agreement. The reports shall include the following information and
documents: (a) a status report of the construction completed to date, (b) an update
on the project schedule, and (c) an itemized accounting generally identifying the
proof of investment to date.
C. Certificate of Completion. Promptly after Buyer completes the Property
Improvements and proves the same to Seller’s reasonable satisfaction in accordance with
8
the terms of Section 9.A. and 9.B. above, upon Buyer’s request, Seller will issue to Buyer
a certificate acknowledging such completion and releasing Buyer’s reversionary interest in
the Property (the “Certificate of Completion”). Seller and Buyer agree to record the
Certificate of Completion immediately upon issuance, and the Buyer will pay the costs of
recordation.
D. Change of Intended Use. Buyer covenants and agrees that neither Buyer
nor any of Buyer’s successors or assigns will change its use of the Property from the
Intended Use of the Property defined above without obtaining Seller’s prior consent to such
change in writing.
10. DEFAULT.
A. If Seller defaults under this Agreement, Buyer shall have any and all
remedies available to it under this Agreement and otherwise at law or in equity including,
without limitation: (i) the right of specific performance; (ii) the right to terminate this
Agreement at any time after such default by delivering written notice of termination to
Seller; and/or (iii) the right to sue for damages, provided, however, that in no event shall
Seller be liable for more than One Thousand Dollars ($1,000.00) in damages. In the event
of any such termination, all Earnest Money shall be immediately returned to Buyer. All of
Buyer's remedies shall be cumulative and not exclusive.
B. If Buyer defaults under this Agreement, in addition to pursuing any other
remedies at law or in equity, Seller shall have the right to re-enter and take possession of
the Property and to terminate and revest in Seller the estate conveyed to Buyer at Closing
and all of Buyer’s rights and interests in the Property without offset or compensation for
the value of any improvements made by Buyer.
C. In the event Seller pursues legal action (including arbitration) to enforce
or interpret this Agreement, Buyer shall pay Seller’s reasonable attorneys’ fees and other
costs and expenses (including expert witness fees).
11. COVENANTS OF SELLER. Between the date of this Agreement and the
Closing Date, Seller shall:
A. not, without first obtaining the written consent of Buyer, enter into any
leases, contracts or other agreements, nor grant or permit any rights to any other party,
pertaining to the Property or any portion thereof, except in relation to Seller’s performance
of ongoing demolition work at the Property, if any;
B. comply with all private and governmental laws, rules, ordinances,
regulations, covenants, conditions, restrictions, easements, liens and agreements affecting
the Property or any portion thereof including, without limitation, the use thereof; and
C. comply with all requirements of the Title Company in connection with its
insurance of fee simple title to the Property in Buyer as required under Section 5 hereof
and elsewhere herein.
12. NOTICES.
9
A. All notices, demands and communications required or which either party
desires to give or make hereunder shall be effective (at the time set forth in Section 12.B.)
if in writing signed by or on behalf of the party giving or making the same, and if
served/delivered to the addresses and/or fax numbers set forth below and in any of the
following manners: (i) personally; (ii) by United States certified mail, return receipt
requested; or (iii) by a national courier service for next business day delivery.
To Seller: City of South Bend Department of Community Investment
Attn: Executive Director
215 S. Dr. Martin Luther King Jr. Blvd.
Suite 500
South Bend, IN 46601
Telephone: 574-235-9337
With a copy to: City of South Bend Legal Department
Attn: Corporation Counsel
215 S. Dr. Martin Luther King Jr. Blvd
Suite 600
South Bend, IN 46601
To Buyer: Near Northwest Neighborhood Inc.
Attn: Kathy Schuth
1007 Portage Ave
South Bend, IN 46616
Telephone: 574-232-9182
Email:nnndirector@nearnorthwest.org
With a copy to: ________________
________________
_________________
Email: _____________
Either Party may, by written notice, modify its address or representative for future notices.
B. Notices given personally shall be deemed to have been given upon receipt.
Notices mailed by United States mail shall be deemed to have been given on the third
business day after the date of mailing or upon receipt by either party if a written receipt is
signed therefor. Notices sent by United States mail or national courier service for next day
or next business day delivery shall be deemed to have been given on such next day or next
business day, as the case may be, following deposit. Any party hereto may change its
address for the service as aforesaid by giving written notice to the other of such change of
address in accordance with the provision of this Section 12.
13. ASSIGNMENT.
Buyer and Seller agree that this Agreement or any of Buyer’s rights hereunder may not be
assigned by Buyer, in whole or in part, without the prior written consent of Seller. In the
event Buyer wishes to obtain Seller’s consent regarding a proposed assignment of this
Agreement, Buyer shall provide any and all information reasonably demanded by Seller in
connection with the proposed assignment and/or the proposed assignee. The restrictions
on assignment set forth in this Section shall survive Closing and shall continue in full force
10
and effect until Buyer has fully satisfied all post‑closing obligations and commitments
under this Agreement and Seller has issued a Certificate of Completion.
14. MISCELLANEOUS.
A. This written Agreement constitutes the entire agreement between the
parties and supersedes any prior oral or written agreements between the Parties regarding
the Property. There are no verbal agreements which can or will modify this Agreement
and no waiver of any of its terms will be effective unless in a writing executed by the
Parties.
B. The Parties acknowledge and agree that Buyer’s project on the Property is
a private development and hereby renounce the existence of any form of agency
relationship, joint venture, or partnership between Buyer and Seller and agree that nothing
contained herein or in any document executed in connection herewith shall be construed
as creating any such.
C. No member, official, or employee of Seller or the City of South Bend,
Indiana 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, limited
liability company, partnership, or association in which he or she is, directly or indirectly,
interested. No member, official, or employee of Seller or the City of South Bend, Indiana
shall be personally liable to Buyer, or any successor in interest, in the event of any default
or breach by Buyer or for any amount which may become due to Buyer, or its successors
and assigns, or on any obligations under the terms of this Agreement.
D. Buyer and Seller represent and warrant to one another that neither has
engaged or dealt with any broker or other person who would be entitled to any brokerage
fee or commission with respect to the finding, negotiation or execution of this Agreement
or the consummation of the transactions contemplated hereby.
E. This Agreement shall be construed and enforceable in accordance with the
laws of the State of Indiana. 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. Both parties hereby waive any right to trial by jury with
respect to any action or proceeding relating to this Agreement.
F. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and their respective successors and assigns. 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. Except
for an assignment by Buyer to an entity of which Buyer has a controlling interest, Buyer
may not assign its rights and obligations under this Agreement without Seller's prior written
consent. In the event Buyer wishes to obtain Seller’s consent regarding a proposed
assignment of this Agreement, Seller may request, and Buyer shall provide, any and all
11
information reasonably demanded by Seller in connection with the proposed assignment
and/or the proposed assignee. The unenforceability or invalidity of any provisions hereof
shall not render any other provisions herein contained unenforceable or invalid.
G. It is the intent of Buyer and Seller that this Agreement shall be binding on
both parties and not illusory. Buyer and Seller acknowledge that Buyer and Seller will
expend significant time, effort and expense in performing their respective obligations under
this Agreement, which constitutes legally adequate consideration.
H. 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.
I. This Agreement and any and all documents and signatures relating thereto
may be transmitted by electronic mail. All such documents and signatures transmitted by
electronic mail shall deemed to be originals. This Agreement may be executed in any
number of counterparts, all of which shall constitute one and the same agreement.
J. Time is of the essence as to all terms and conditions of this Agreement.
K. Sections 9, 10, 12, 13 and 14 shall survive the termination of this
Agreement.
[Signatures on the following page(s)]
Exhibit A
Description of Property
Parcel No. 018-1056-2399
State Parcel ID: 71-08-02-476-009.000-026
Legal Description: 25.5' Off Entire S Side Lot 11 Wm Millers Sub Of B O L 113 & N
1/2 Vac Alley 01-02 Vac Order 9106-00
Commonly Known As: 618 N SCOTT ST
Parcel No. 018-1054-2320
State Parcel ID: 71-08-02-476-015.000-026
Legal Description: Lot 6 Kents Sub Of Bol 113 & 114 17/18 Cons w/018-1054-2321
Per Owners Req
Commonly Known As: 602 N SCOTT ST
Parcel No. 018-1056-2403
State Parcel ID: 71-08-02-476-014.000-026
Legal Description: Lot 8 Miller'S Sub 113-114
Commonly Known As: 606 N SCOTT ST
Parcel No. 018-1056-2397
State Parcel ID: 71-08-02-476-008.000-026
Legal Description: 24' Off Ent N Side Lot 11 Wm Millers Sub Of B O L 113
Commonly Known As: 620 N SCOTT ST
Parcel No. 018-1056-240001
State Parcel ID: 71-08-02-476-010.000-026
Legal Description: 76.8ft W Side Lot 10 Millers Sub Of 113 & 114 & S 1/2 Vac Alley
01-02 Vac Ord 9106-00
Commonly Known As: 616 N SCOTT ST
Parcel No. 018-1056-2400
State Parcel ID: 71-08-02-476-011.000-026
Legal Description: Lot 10 Ex 76.8ft W Side & Ex 36.5ft E Side Wm Millers Sub Of
BOL 113-114 State Bank & Also S 1/2 Vac Alley 01-02 Vac Order 9106-00
Commonly Known As: V/L Adj 612 Kizer Ct
Parcel No. 018-1056-240002
State Parcel ID: 71-08-02-476-012.000-026
Legal Description: 36.5' E Side Lot 10 Wm Millers Sub Of BOL 113-114 State Bank &
S 1/2 Vac Alley 01-02 Vac Ord 9106-00
Commonly Known As: V\L ADJ 616 KIZER
Parcel No. 018-1055-2333
State Parcel ID: 71-08-02-454-036.000-026
Legal Description: Lot 21 Kents Sub Bol 114
Commonly Known As: 525 N SCOTT ST
Parcel No. 018-1054-2319
State Parcel ID: 71-08-02-454-035.000-026
Legal Description: Lot 20 Kents Sub Bol 113 114
Commonly Known As: 529 N SCOTT ST
Parcel No. 018-1055-2335
State Parcel ID: 71-08-02-454-038.000-026
Legal Description: Lot 22 17 Ft On Scott St S End N 1/2 12 1-4 Ft On Mill Race S Of
Kents Sub Bol 114
Commonly Known As: 521 N SCOTT ST
Parcel No. 018-1054-2318
State Parcel ID: 71-08-02-454-034.000-026
Legal Description: Lot 19 & S 1/2 Vac Alley N & Adj Kents Sub Bol 113 & 114
Commonly Known As: 531 N SCOTT ST
Parcel No. 018-1056-2381
State Parcel ID: 71-08-02-454-023.000-026
Legal Description: Ex 80 Ft W End Lot 15 Millers Sub Of 113 & 114
Commonly Known As: 639 N SCOTT ST
Exhibit B
Form of Special Warranty Deed
AUDITOR’S RECORD
TRANSFER NO.________
TAXING UNIT _____________
DATE ___________________
KEY NO. See attached Exhibit 1
SPECIAL WARRANTY DEED
THIS INDENTURE WITNESSETH, that the City of South Bend, Department of Redevelopment,
by and through its governing body, the South Bend Redevelopment Commission, 215 S. Dr. Martin
Luther King Jr. Blvd, Suite 500, South Bend, Indiana (the “Grantor”)
CONVEYS AND SPECIALLY WARRANTS to Near Northwest Neighborhood, Inc., an Indiana
non-profit corporation, with its registered address being 1007 Portage Ave., South Bend, Indiana
46616 (the “Grantee”), for and in consideration of One Dollar ($1.00) and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the following real
estate located in St. Joseph County, Indiana (the “Property”):
See attached Exhibit 1
The Grantor warrants title to the Property only insofar as it might be affected by any act
of the Grantor during its ownership thereof and not otherwise.
The Grantor hereby conveys the Property to the Grantee free and clear of all leases or
licenses; subject to real property taxes and assessments; subject to all easements, covenants,
conditions, restrictions, and other matters of record; subject to rights of way for roads and such
matters as would be disclosed by an accurate survey and inspection of the Property; subject to
all applicable building codes and zoning ordinances; and subject to all provisions and objectives
contained in the Commission’s 2025 River West Development Area Plan, as thereafter
amended from time to time, and any design review guidelines associated therewith.
Grantor and Grantee covenant and agree that Grantor conveys the Property to Grantee
subject to the requirement that Grantee, and its successors and assigns, may use the Property solely
for (i) income-based, multi-family housing, and market-rate multifamily housing; and (ii) any other
use consented to in writing by Grantor, and Grantee shall not discriminate in the lease, rental, use,
occupancy, or enjoyment of the Property or any improvements constructed on the Property. This
restriction will at all times be subject to any mortgages recorded against the Property, and any
foreclosure or deed in lieu of foreclosure with regard to any such mortgage shall automatically
without further action terminate this restriction.
Pursuant to Section 9 of the Real Estate Purchase Agreement, the Grantor conveys the
Property to the Grantee by this deed subject to certain conditions subsequent. In the event that
Grantee fails to perform the Property Improvements, or satisfactorily to prove such performance,
then in accordance with Section 10 of the Real Estate Purchase Agreement, the Grantor shall have
the right to re-enter and take possession of the Property and to terminate and revest in the Grantor
Page 1 of 4
the estate conveyed to the Grantee by this deed and all of the Grantee’s rights and interests in the
Property without offset or compensation for the value of any improvements to the Property made
by the Grantee. The recordation of a Certificate of Completion in accordance with Section 9 of the
Real Estate Purchase Agreement will forever release and discharge the Grantor’s reversionary
interest stated in this paragraph.
Each of the undersigned persons executing this deed on behalf of the Grantor represents
and certifies that s/he is a duly authorized representative of the Grantor and has been fully
empowered, by proper action of the governing body of the Grantor, to execute and deliver this
deed, that the Grantor has full corporate capacity to convey the real estate described herein, and
that all necessary action for the making of such conveyance has been taken and done.
GRANTOR:
CITY OF SOUTH BEND,
DEPARTMENT OF REDEVELOPMENT
______________________________
Troy Warner, President
ATTEST:
______________________________
Eli Wax, Secretary
STATE OF INDIANA )
) SS:
ST. JOSEPH COUNTY )
Before me, the undersigned, a Notary Public, in and for said County and State, personally
appeared Troy Warner and Eli Wax, known to me to be the President and Secretary, respectively,
of the South Bend Redevelopment Commission and acknowledged the execution of the foregoing
Special Warranty Deed.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my official
seal on the _____ day of ______________, 20____.
My Commission Expires: ____________________________________
Notary Public
_______________________ Residing in St. Joseph County, Indiana
I affirm, under the penalties for perjury, that I have taken reasonable care to redact each Social Security number in this
document, unless required by law. /s/ Danielle Campbell Weiss
This instrument was prepared by Danielle Campbell Weiss, Senior Assistant City Attorney, 215 S. Dr. Martin Luther
King Jr. Blvd., Suite 600, South Bend, IN 46601.
Page 2 of 4
Exhibit 1
Parcel No. 018-1056-2399
State Parcel ID: 71-08-02-476-009.000-026
Legal Description: 25.5' Off Entire S Side Lot 11 Wm Millers Sub Of B O L 113 & N
1/2 Vac Alley 01-02 Vac Order 9106-00
Commonly Known As: 618 N SCOTT ST
Parcel No. 018-1054-2320
State Parcel ID: 71-08-02-476-015.000-026
Legal Description: Lot 6 Kents Sub Of Bol 113 & 114 17/18 Cons w/018-1054-2321
Per Owners Req
Commonly Known As: 602 N SCOTT ST
Parcel No. 018-1056-2403
State Parcel ID: 71-08-02-476-014.000-026
Legal Description: Lot 8 Miller'S Sub 113-114
Commonly Known As: 606 N SCOTT ST
Parcel No. 018-1056-2397
State Parcel ID: 71-08-02-476-008.000-026
Legal Description: 24' Off Ent N Side Lot 11 Wm Millers Sub Of B O L 113
Commonly Known As: 620 N SCOTT ST
Parcel No. 018-1056-240001
State Parcel ID: 71-08-02-476-010.000-026
Legal Description: 76.8ft W Side Lot 10 Millers Sub Of 113 & 114 & S 1/2 Vac Alley
01-02 Vac Ord 9106-00
Commonly Known As: 616 N SCOTT ST
Parcel No. 018-1056-2400
State Parcel ID: 71-08-02-476-011.000-026
Legal Description: Lot 10 Ex 76.8ft W Side & Ex 36.5ft E Side Wm Millers Sub Of
BOL 113-114 State Bank & Also S 1/2 Vac Alley 01-02 Vac Order 9106-00
Commonly Known As: V/L Adj 612 Kizer Ct
Parcel No. 018-1056-240002
State Parcel ID: 71-08-02-476-012.000-026
Legal Description: 36.5' E Side Lot 10 Wm Millers Sub Of BOL 113-114 State Bank &
S 1/2 Vac Alley 01-02 Vac Ord 9106-00
Commonly Known As: V\L ADJ 616 KIZER
Page 3 of 4
Parcel No. 018-1055-2333
State Parcel ID: 71-08-02-454-036.000-026
Legal Description: Lot 21 Kents Sub Bol 114
Commonly Known As: 525 N SCOTT ST
Parcel No. 018-1054-2319
State Parcel ID: 71-08-02-454-035.000-026
Legal Description: Lot 20 Kents Sub Bol 113 114
Commonly Known As: 529 N SCOTT ST
Parcel No. 018-1055-2335
State Parcel ID: 71-08-02-454-038.000-026
Legal Description: Lot 22 17 Ft On Scott St S End N 1/2 12 1-4 Ft On Mill Race S Of
Kents Sub Bol 114
Commonly Known As: 521 N SCOTT ST
Parcel No. 018-1054-2318
State Parcel ID: 71-08-02-454-034.000-026
Legal Description: Lot 19 & S 1/2 Vac Alley N & Adj Kents Sub Bol 113 & 114
Commonly Known As: 531 N SCOTT ST
Parcel No. 018-1056-2381
State Parcel ID: 71-08-02-454-023.000-026
Legal Description: Ex 80 Ft W End Lot 15 Millers Sub Of 113 & 114
Commonly Known As: 639 N SCOTT ST
Page 4 of 4
EXHIBIT C
Form of Report to Commission
City of South Bend
Department of Community Investment
Real Estate Purchase 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:
Name: _______________________________________
Address: _______________________________________
_______________________________________
Position: _______________________________________
Email: _______________________________________
Signature: ___________________________________ Date: ___________________
ASSIGNMENT OF INDEMNITY RIGHTS
THIS ASSIGNMENT OF INDEMNITY RIGHTS (this “Assignment”) is made as of the [●] day of May,
2026 (the “Effective Date”) by and between UPV LAND, LLC, an Indiana limited liability (“Assignor”),
and B&D ACQUISITIONS LLC, a New Jersey limited liability company (“B&D”) and OAKFORD E
BRISTOL RD LLC (“Oakford”) (B&D and Oakford collectively, jointly and severally, the “Assignee”).
RECITALS:
A. CITY OF SOUTH BEND, INDIANA, acting by and through the SOUTH BEND REDEVELOPMENT
COMMISSION (the “Commission,”) and THE 1100 CORPORATION, an Indiana corporation (“1100 Corp”)
are parties to that certain REAL ESTATE PURCHASE AND SITE WORK AGREEMENT dated on or about April
29, 2009 (the “Original Agreement”), which is attached hereto as Exhibit A and which contains certain
“Oliver Park Site Indemnification” provisions at Section 7(B) related to the “Oliver Park Site”, which
site is defined therein and depicted on Exhibit B, attached hereto.
B. The Original Agreement was assigned by 1100 Corp to Assignor via that certain
Assignment and Assumption Agreement dated July 2, 2009, which assignment was consented to by the
Commission.
C. Assignor and Assignee are parties to that certain PURCHASE AGREEMENT dated as of
February 6, 2026 (as amended, the “New Agreement”).
D. In connection with the closing under the New Agreement and for purposes of clarity,
Assignor desires to formally assign the rights to the Oliver Park Site Indemnification under the Original
Agreement to Assignee, as a successor to Assignor (and reserve and maintain Assignor’s right as an ongoing
indemnitee, together with Assignee), and Assignee desires to confirm and accept such rights on the terms
and conditions below.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:
1. Assignment of Oliver Park Site Indemnification Rights. Assignor hereby assigns,
transfers and conveys to Assignee the rights and obligations of the Oliver Park Site Indemnification under
the Original Agreement to Assignee, as a successor to Assignor (and reserve and maintain Assignor’s right
as an ongoing indemnitee, together with Assignee), provided that (i) nothing herein shall be deemed to
assign or modify any obligation of the Commission, and (ii) the Commission’s obligations, if any, shall in
no event be expanded by this Assignment.
2. Consent and Acknowledgement. The Commission, Assignor and Assignee each hereby
acknowledge, agree to and consent to this Assignment and confirm that the property depicted on Exhibit B
is the “Oliver Park Site” and property covered by the Oliver Park Site Indemnification. The Commission
further confirms and acknowledges, solely for purposes of confirming the continued application of Section
7(B) of the Original Agreement, that under the terms of the Original Agreement the Oliver Park Site
Indemnification only terminates upon the occurrence of the conditions expressly set forth therein, including
the recording of a covenant-not-to-sue under the Indiana Voluntary Remediation Program or “no further
action” letter applicable to the Oliver Park Site as of the date of the Original Agreement. Assignee agrees
to the covenants of the Indemnitee contained in the Oliver Park Site Indemnification as specifically set out
in Original Agreement including: not reporting existing contamination to governmental officials except as
required by law, covenanting not to sue the Commission for remediation and related costs (except to enforce
the Oliver Park Indemnification), prohibiting the use, generation, processing, treatment or storage of
ASSIGNMENT OF INDEMNITY RIGHTS PAGE 2
DMS 51606605.3
hazardous substances at the Oliver Park Site unless in material compliance with applicable environmental
laws, and prohibiting the disposal of hazardous substances into on the Oliver Park Site. From and after the
Effective Date, Assignee shall be solely responsible, as between Assignor and Assignee, for compliance
with the covenants and obligations applicable to the indemnitee under the Oliver Park Site Indemnification
with respect to the Oliver Park Site, without limiting Assignor’s continuing indemnification obligations to
the Commission under Section 3 herein.
3. Assignor’s Indemnification of the Commission. Assignor shall and does hereby
indemnify the Commission and agrees to hold the Commission harmless of and from all liabilities,
obligations, actions, suits, proceedings, or claims, and all costs and expenses, including, but not limited to,
reasonable attorneys’ fees, arising out of or pertaining to Assignor’s use of the Oliver Park Site during its
ownership thereof, including, but not limited to, any changes in the environmental condition of the Oliver
Park Site occurring as a result of or in connection with Assignor’s use, ownership, or control of the Oliver
Park Site.
4. No Waiver; No Release; No Expansion of Obligations. Nothing in this Assignment shall
be deemed to (i) release, waive, or diminish any rights, defenses, or protections of the Commission under
the Original Agreement, the New Agreement, or applicable law, (ii) expand the scope or duration of any
obligation of the Commission, or (iii) create any obligation on the part of the Commission not expressly set
forth in the Original Agreement.
5. Recitals; Definitions; Counterparts. As amended hereby, the Agreement remains in full
force and effect. The recitals set forth above are acknowledged by the parties to be true and correct and
such recitals are incorporated herein by this reference. All capitalized terms used herein which are not
defined herein shall have the same meanings ascribed to them in the Original Agreement, the New
Agreement and this Assignment, as applicable. This First Amendment may be executed in identical
counterparts and by the exchange of .PDF, DocuSign or e-mailed signatures.
IN WITNESS WHEREOF, the parties have executed this Assignment of Indemnity Rights as of the
Effective Date.
Assignor:
UPV Land, LLC, an Indiana limited liability
company
By:
(Signature)
Donald E. Nuner
(Printed Name)
Its: Member
(Title)
ASSIGNMENT OF INDEMNITY RIGHTS PAGE 3
DMS 51606605.3
Assignee:
Oakford E Bristol Rd LLC, a New Jersey limited
liability company
By:
(Signature)
Martin Segal
(Printed Name)
Its: Authorized Signatory
(Title)
B&D Acquisitions LLC, a New Jersey limited
liability company
By:
(Signature)
Martin Segal
(Printed Name)
Its: Authorized Signatory
(Title)
ASSIGNMENT OF INDEMNITY RIGHTS PAGE 4
DMS 51606605.3
ACKNOWLEDGED AND CONSENTED TO:
CITY OF SOUTH BEND, INDIANA acting by and through the
SOUTH BEND REDEVELOPMENT
COMMISSION
By:
Printed Name:
Its:
Attest:
Printed Name:
Title:
[Signature page to Assignment of Indemnity Rights]
in full, a petition or application regarding land use before an administrative body, or any
other review process, whether such process was initiated by the Commission or another
entity:
a.Executive Director of Community Investment;
b.Deputy Director of Community Investment;
c.Director of Growth and Opportunity; and
d.Property Development Manager.
References in this Resolution to a position title shall be deemed to include any
successor position with substantially similar duties.
Such authority shall include the authority to execute documents on behalf of the
Commission that relate to the completion of such administrative acts, provided,
however, that staff members are not authorized to execute any deed of conveyance,
approve the forgiveness of debt, modify loan or repayment terms, or release any lien or
security interest prior to payment in full, on behalf of the Commission. For purposes of
this Resolution, an administrative act is one in which the authorized staff member
determines, upon the advice of legal counsel, that said act occurs within the normal course
of owning, managing, leasing, or selling property and does not adversely impact an interest
of the Commission in light of the Commission's overall purpose and goals as set forth
under the Act.
2. This Resolution supersedes Resolution No. 3617, and the authority granted under this
Resolution continues until further action of the Commission.
3.This Resolution shall be in full force and effect after its adoption.
ADOPTED at a meeting of the South Bend Redevelopment Commission held on May 14, 2026.
ATTEST:
Eli Wax, Secretary
SOUTH BEND REDEVELOPMENT COMMISSION
Troy Warner, President
2
RESOLUTION NO. 3669
A RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION APPOINTING
AUTHORIZED REPRESENTATIVES TO CONDUCT CERTAIN ADMINISTRATIVE ACTS
RELATING TO COMMISSION REAL PROPERTY AND SECURITY INTERESTS
WHEREAS, the South Bend Redevelopment Commission (the "Commission") is the
governing body of the City of South Bend Department of Redevelopment established under the
Redevelopment of Cities and Towns Act of 1953, as amended, being LC. 36-7-14-1 et seq. (the
"Act"); and
WHEREAS, LC. 36-7-14-12.2 provides that the Commission may acquire, hold, use, sell,
exchange, lease, rent, or otherwise dispose of property for the purposes set forth and described in
LC. 36-7-14; and
WHEREAS, the Commission has the authority under LC. 36-7-14-8(g) to adopt such
rules and bylaws as it considers necessary for the proper conduct of its proceedings and the
carrying out of its duties and the safeguarding of money and property placed in its custody; and
WHEREAS, the Commission owns, manages, leases, and sells property within the
boundaries of the City of South Bend (the "City"); and
WHEREAS, as a result of such owning, managing, leasing, selling, and otherwise
holding interests in real property and security interests, City staff members receive frequent
requests to perform administrative functions on behalf of the Commission, including but not
limited to, the approval of plats, the release of obsolete financing documents, the submission of
forms to other various entities, the execution of documents related to the ownership,
maintenance, and disposition of real property interests, and, after confirmation that the
underlying obligation has been paid in full, the execution and recording of satisfactions,
releases, or discharges of mortgage liens or other security interests held by the Commission,
whether such liens encumber Commission‑owned property or privately owned property, all
of which are administrative and ministerial in nature and do not involve the exercise of policy
discretion; and
WHEREAS, the City's staff members are familiar with the property owned by the
Commission; and
WHEREAS, the Commission desires to expressly authorize certain members of the City's
staff to take such administrative acts and to execute such administrative documents as necessary
to provide for the proper maintenance and management of its property interests.
NOW, THEREFORE, BE IT RESOLVED by the South Bend Redevelopment Commission
as follows:
1.The following staff members of the City, by position title, are authorized to perform, on
behalf of the Commission, all administrative acts related to the Commission's owning,
managing, leasing, selling, financing, and otherwise administering real property
interests and security interests, including, but not limited to, acts relating to the disposition
of property, the closing of a property transaction, a replatting process, a tax appeal
process, the release of obsolete financing documents, the execution of satisfactions or
releases of mortgage liens or other security interests held by the Commission upon payment
1
RESOLUTION NO. 3670
RESOLUTION OF THE SOUTH BEND REDEVELOPMENT COMMISSION SETTING PROCEDURES FOR CONTRACTS FOR PROPERTY RELATED SERVICES
WHEREAS, LC. 36-7-14-12.2 provides that the South Bend Redevelopment Commission (the "Commission") may acquire, hold, use, sell, exchange, lease, rent or otherwise dispose of property for the purposes set forth and described in LC. 36-7-14 (the "Act"); and
WHEREAS, the Commissioners have the authority under LC. 36-7-14-S(g) to adopt such
rules and bylaws as they consider necessary for the proper conduct of their proceedings and the
carrying out of their duties and the safeguarding of money and property placed in their custody; and
WHEREAS, the Commission enters into contracts, from time to time, with title companies,
appraisers, surveyors, and environmental contractors so as to better understand the status of title
and the condition of real estate in which the Commission has a current or prospective interest; and
WHEREAS, the Commission wishes to delegate to certain staff members of the City of
South Bend (the "City") the authority to initiate certain contracts with title companies, appraisers,
surveyors, and environmental contractors subject to the limitations stated in this Resolution.
NOW, THEREFORE, BE IT RESOLVED by the Commission as follows:
1.The following staff members of the City, by position title ("Staff"), are authorized to
initiate contracts for services (the "Contracts") on behalf of the Commission:
a. Executive Director of Community Investment;
b. Deputy Director of Community Investment;
c. Director of Growth and Opportunity; and
d.Property Development Manager.
References in this Resolution to a position title shall be deemed to include any
successor position with substantially similar duties.
2.All Contracts initiated by Staff must be related to property the Commission owns, is
interested in acquiring, or intends to sell, use, exchange, lease or otherwise dispose
in furtherance of its purposes under the Act. The Contracts shall be strictly limited to
the services identified in paragraph 5 of this Resolution.
3.Each Contract must be approved by the Executive Director or any properly appointed
Acting Executive Director of the City's Department of Community Investment (the
"Director").
4.Each Contract shall be entered into with a service provider duly licensed and/or
authorized to do business in the State of Indiana.
1
Title Searches and Policies:
Appraisals (Commercial/Industrial):
Appraisals (Residential):
Land Surveys/Replats/Subdivisions:
Environmental Assessments:
$1,000.00 per parcel
$10,000.00 per appraisal
$4,000.00 per appraisal
$10,000.00 per survey/replat/subdivision
$10,000.00 per assessment
ADOPTED at a meeting of the South Bend Redevelopment Commission held on May 14, 2026.
ATTEST:
Eli Wax, Secretary
SOUTH BEND REDEVELOPMENT COMMISSION
Troy Warner, President
2
5. Staff's authority to initiate the Contracts is limited to the following maximum amount for each
respective service:
6. All Contracts initiated by Staff must be presented to the Commission as part of the
Commission's regular claims approval process or separately for ratification by the
Commission.
7. This Resolution supersedes Resolution 3618, and the authority granted under this
Resolution continues until superseded or rescinded by a separate written
resolution of the Commission.
8. This Resolution shall be in full force and effect after its adoption.