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DISBURSEMENT AGREEMENT
THIS DISBURSEMENT AGREEMENT("Agreement") made and entered into as of the_day
of August, 2014 by and between the CITY OF SOUTH BEND REDEVELOPMENT COMMISSION
("Commission") and EQUAL CONSTRUCTION, LLC, an Indiana limited liability company
("Owner").
WHEREAS,the Commission has approved a proposal for the rehabilitation and renovation of the
Historic Hoffman Hotel located at 120 West LaSalle Avenue, South Bend, Indiana ("Property") by
Owner, including infrastructure improvements, as further set forth in the Development Agreement entered
into by and between the South Bend Redevelopment Commission and Hoffman Hotel Apartment Housing
Partners, L.P.,("Project"); and
WHEREAS, the Commission has authorized the expenditure of the maximum amount of One
Hundred Seventy-Five Thousand Dollars ($175,000.00) ("TIF Funds") for the redevelopment of the
Property for those purposes permitted in IC 36-7-14-39 and undertaken in connection with the renovation
of the Project, pursuant to the Development Agreement, attached hereto as Exhibit A and incorporated
herein.
Now, therefore, in consideration of the covenants, promises and agreements herein provided, it is
hereby mutually agreed:
1. That the Owner has on deposit the TIF Funds in the sum of One Hundred Seventy-Five
Thousand Dollars($175,000.00), in lawful money of the United States of America, as an escrow account
("Escrow") held on behalf of the Commission to be used for certain costs of completion of the Project set
forth in the Development Agreement("Local Public Improvements").
2. That the TIF Funds shall only be released or disbursed to Owner in whole or in part upon
receipt of, and in the amount set forth in, a written authorization in the form of Exhibit B attached hereto
("Draw Request"), subject to the following:
(a) Upon receipt of a Draw Request, and approval by South Bend Redevelopment Staff
("Staff") pursuant to the Development Agreement on behalf of the Commission, the
Staff shall, by the end of the next business day following the approval of such Draw
Request, authorize transfer, in immediately available funds, the amount requested in
each Draw Request as set forth in the Draw Request from the Escrow to the Owner for
payment of Local Public Improvements costs.
(b) Draw Requests may be for the payment of all reasonable and necessary expenses as set
forth in the Development Agreement and Indiana law regarding public bidding and
common construction wage.
[REMAINDER OF PAGE BLANK]
IN WITNESS WHEREOF, the undersigned have executed this Disbursement Agreement as of
the day and year first above written.
COMMISSION:
CITY OF SOUTH BEND,
DEPARTMENT OF REDEVELOPMENT
Signature
Printed Name and Tide
South Bend Redevelopment Commission
ATTEST:
Signature
Printed Name and Title
South Bend Redevelopment Commission
STATE OF INDIANA )
SS:
COUNTY OF ST.JOSEPH )
Before me, the undersigned, a Notary Public for and in said County and State this day of
, 2014, personally appeared and
, the and
of the South Bend Redevelopment Commission, and acknowledged
execution of the foregoing Disbursement Agreement for and on behalf of the South Bend Redevelopment
Commission for the use and purposes contained therein.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my official seal.
(SEAL)
,Notary Public
Commission expires: Resident of County,
(Signature Page to Disbursement Agreement)
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OWNER:
EQUAL CONSTRUCTION,LLC
By:
William J. Hollingsworth, Member
STATE OF INDIANA )
SS:
COUNTY OF ST.JOSEPH )
Before me, a Notary Public in and for said County and State, personally appeared William J.
Hollingsworth, Member of Equal Construction, LLC, and acknowledged the execution of the foregoing
Disbursement Agreement for and on behalf of Equal Construction, LLC for the use and purposes
contained therein.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my official seal.
(SEAL)
,Notary Public
Commission expires: Resident of County,
(Signature Page to Disbursement Agreement)
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Exhibit"A"
DEVELOPMENT AGREEMENT
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1
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Exhibit"B"
DRAW REQUEST
The undersigned, for and on behalf of EQUAL CONSTRUCTION, LLC, (hereinafter, the
"Owner"), hereby requests a disbursement pursuant to the Disbursement Agreement dated
2014 ("Agreement"), by and between Owner and SOUTH BEND
REDEVELOPMENT COMMISSION ("Commission"), in the amount of
and _/100 Dollars ($ ).
Owner further acknowledges the prior receipt from Commission of the sum of
and _/100 Dollars ($ ),
representing in the aggregate prior disbursements heretofore made to Owner by Commission under the
Agreement.
The disbursement hereby requested shall be paid directly to Owner or as follows:
As an inducement to Commission to make the disbursement hereby requested, the undersigned
represents and warrants to Commission that:
(a)the costs of an aggregate amount set forth have been made or incurred and were necessary for
the installation, equipping or construction of the Local Public Improvements and were made or incurred
in accordance with the construction contracts, plans and specifications, or purchase contracts therefor then
in effect;
(b) the amount paid or to be paid is reasonable and represents a part of the amount payable for
the costs of the Local Public Improvements all in accordance with the cost budget; and that such payment
was not paid in advance of the time, if any, fixed for payment and was made in accordance with the terms
of any contracts applicable thereto and in accordance with usual and customary practice under existing
conditions;
(c) no part of the costs was included in any Draw Request previously filed with the Commission
under the provisions hereof; and
(d) true and correct invoices or purchase contracts are attached hereto;
all in compliance with IC 36-7-14, the Development Agreement and the Disbursement Agreement.
Executed this day of , 201
"Owner"
EQUAL CONSTRUCTION, LLC
By:
William J. Hollingsworth, Member
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