HomeMy WebLinkAboutResolution No. 191 Proposed Lease for Certain Local Public ImprovementsRESOLUTION NO. 191
RESOLUTION OF THE
SOUTH BEND REDEVELOPMENT AUTHORITY
APPROVING A PROPOSED LEASE FOR CERTAIN LOCAL PUBLIC
IMPROVEMENTS BETWEEN THE SOUTH BEND REDEVELOPMENT
AUTHORITY, AS LESSOR, AND THE SOUTH BEND REDEVELOPMENT
COMMISSION, AS LESSEE, APPROVING PRELIMINARY PLANS,
SPECIFICATIONS AND COST ESTIMATES
AND OTHER RELATED MATTERS
WHEREAS, the South Bend Redevelopment Authority (the "Authority") has been
created pursuant to Indiana Code 36-7-14.5 (the "Act") as a separate body corporate and politic,
and as an instrumentality of the City of South Bend, Indiana (the "City"), to finance local public
improvements for lease to the South Bend Redevelopment Commission (the "Commission"); and
WHEREAS, the Commission has previously designated and declared an area in the
City known as the River West Development Area to be an economic development area and an
allocation area (the "Area") for the purpose of collecting tax increment finance revenues and
adopted and amended an Economic Development Plan; and
WHEREAS, the Commission has determined that it is necessary and desirable to
proceed with all or any portion of certain local improvements located in the Area which are set
forth at Exhibit A and incorporated herein and various expenses related thereto (collectively, the
"Project"); and
WHEREAS, the preliminary plans, specifications and cost estimates for the Project
have been filed with the Authority and the Authority desires to approve them; and
WHEREAS, the Authority is considering issuing its South Bend Redevelopment
Authority Lease Rental Revenue Bonds in an aggregate principal amount not to exceed Twenty-
five Million Dollars ($25,000,0000) (the "Bonds") pursuant to Section 19 of the Act, the proceeds
of which are to be used to finance all or a portion of the costs of the Project; and
WHEREAS, the Authority intends to lease the Project to the Commission pursuant
to a lease and the Authority desires to enter into and adopt a proposed lease to be dated as of
February 1, 2015, with the Commission in the form presented at this meeting, a copy of which is
attached hereto as Exhibit B (the "Lease"), for the purpose of paying the principal of and interest
on its Bonds proposed to be issued to finance the Project, pursuant to Section 19 of the Act; and
WHEREAS, the Authority desires to establish its intent, pursuant to Indiana Code
5-1-14-6(b) and § 1.150-2 of the Treasury Regulations promulgated by the Internal Revenue
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Resolution No. 191
Page 2
Service (the "Treasury Regulations"), that preliminary costs which may be incurred prior to
issuance of the Bonds be reimbursed from the proceeds of the Bonds;
NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH BEND
REDEVELOPMENT AUTHORITY AS FOLLOWS:
1. The Authority hereby approves the preliminary plans, specifications and
cost estimates for the Project.
2. The Authority hereby approves the Lease between the Authority and the
Commission to be dated as of February 1, 2015, in the form presented at this meeting and attached
hereto as Exhibit B.
3. The Authority hereby authorizes the President and the Secretary-Treasurer
of the Authority to execute and attest, respectively, the Lease in substantially the form presented
at this meeting with such changes to the Lease in form or substance as may be recommended by
counsel with the approval of any such changes to be conclusively evidenced by the execution and
attestation of the Lease by the President and Secretary-Treasurer, respectively.
4. The Secretary-Treasurer of the Authority is hereby directed to file a copy of
the proposed Lease, as approved, with the Commission.
5. The Authority finds based upon the information provided by H.J. Umbaugh
and Associates, LLC, financial advisor to the Authority, that (i) the aggregate principal of the
Bonds is expected not to exceed Twenty-five Million Dollars ($25,000,000); (ii) the term of the
Bonds is expected not to exceed Twenty-two (22) years; (iii) the interest rates on the Bonds are
expected not to exceed six percent (6%); (iv) the Authority expects to capitalize interest on the
Bonds for a period beginning on the date of issuance of the Bonds and extending through and
including not later than February 1, 2017; and (v) the Bonds will be subject to optional redemption
by the Authority beginning on a date not later than ten (10) years from the date of issuance of the
Bonds.
6. The Authority hereby establishes its intent to issue Bonds pursuant to
Section 19 of the Act for the purpose of financing the Project and further establishes its intent,
pursuant to Indiana Code 5-l-14(b) and Section 1.150-2 of the Treasury Regulations, that
preliminary costs incurred by or on behalf of the Authority in financing the Project be reimbursed
from the proceeds of the Bonds.
7. This resolution shall be in full force and effect after its adoption by the
Authority.
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Resolution No. 191
Page 3
ADOPTED AND APPROVED at a meeting of the South Bend Redevelopment
Authority held on the Zl 3Jay of January, 2015.
ATTEST:
South Bend Redevelopment Authority
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SOUTH BEND
REDEVELOPMENT AUTHORITY
Richard Klee, President
Printed Name and Title
South Bend Redevelopment Authority
EXHIBIT A
PROJECT DESCRIPTION
The Project includes the acquisition, construction and installation of certain local public
improvements as part of the City's Smart Streets initiative and Westside Main Streets
Revitalization Plan which local public improvements shall consist of all or any portion of the
acquisition, construction and installation of the following: pavement, streetscape, and sidewalk
improvements, bulb-out installation, street signage and markings, installation of bicycle facilities,
road widening, intersection and traffic signal interconnection improvements, utility relocation,
utility and sidewalk improvements, and installation of lighting and right-of-way improvements.
The foregoing local public improvements are to be located along the following stretches of road:
(i) Bartlett Street between Lafayette Blvd and Riverside Drive; (ii) Michigan Street between
Riverside Drive and Barbie Street; (iii) Main Street between Park Lane and Barbie Street; (iv) St.
Joseph Street between LaSalle Avenue and Western Avenue; (v) Lafayette Blvd between Park
Lane and Indiana Avenue; (vi) Western Avenue between Michigan Street and Mayflower Road;
(vii) Lincolnway West between West LaSalle Avenue and the City limits (Woodland Avenue);
and (viii) any cross streets related to the foregoing stretches.
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EXHIBITB
LEASE
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LEASE
Between
SOUTH BEND
REDEVELOPMENT AUTHORITY
and
CITY OF SOUTH BEND, INDIANA,
REDEVELOPMENT COMMISSION
DATED AS OF FEBRUARY 1, 2015
INDEX
Page
Section 1. Definitions ...................................................................................................................... 1
Section 2. Lease of Project .............................................................................................................. 2
Section 3. Rental Payments ............................................................................................................. 3
Section 4. Rental Payment Dates and Amounts .............................................................................. 3
Section 5. Abatement of Rent ......................................................................................................... 4
Section 6. Net Lease ....................................................................................................................... 4
Section 7. Nonliability of Authority .............................................................................................. .4
Section 8. Alterations ...................................................................................................................... 4
Section 9. Insurance ........................................................................................................................ 4
Section 10. Use of Insurance and Condemnation Proceeds ............................................................ 5
Section 11. Liability Insurance ....................................................................................................... 6
Section 12. General Insurance Provisions ...................................................................................... 6
Section 13. General Covenants ....................................................................................................... 6
Section 14. Option to Purchase ....................................................................................................... 6
Section 15. Defaults ........................................................................................................................ 7
Section 16. Notices ......................................................................................................................... 7
Section 17. Construction of Covenants ........................................................................................... 7
Section 18. Successors or Assigns .................................................................................................. 7
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LEASE
This Lease entered into as of the 1st day of February, 2015, between the SOUTH
BEND REDEVELOPMENT AUTHORITY (the "Authority"), a body corporate and politic
organized and existing under Indiana Code 36-7-14.5, and the CITY OF SOUTH BEND,
INDIANA, REDEVELOPMENT COMMISSION (the "Commission"), the governing body of the
City of South Bend, Indiana, Department of Redevelopment and the Redevelopment District of
the City of South Bend, Indiana (the "Lessee"), acting for and on behalf of the City of South Bend,
Indiana.
WITNESSETH:
Section 1. Definitions. The terms defined in this Section 1 shall for all
purposes of this Lease have the meanings herein specified unless the context otherwise requires.
"2015 Infrastructure Project Principal and Interest Account" means the account by
that name created in the Redevelopment Bond Fund by the Lease Resolution.
"Act" means Indiana Code 36-7-14.5, as the same from time to time may be
amended or supplemented.
"Authority" means the South Bend Redevelopment Authority, a body corporate and
politic organized and existing under the Act, or if said Authority shall be abolished, the authority,
board, body, instrumentality or agency succeeding to the principal functions thereof.
"Bonds" means South Bend Redevelopment Authority Lease Rental Revenue
Bonds, Series 2015.
"Lease" means this Lease as the same may be amended, modified or supplemented
by any amendments or modifications hereof or supplements hereto entered into in accordance with
the provisions hereof.
"Lessee" means the City of South Bend, Indiana, Redevelopment Commission, the
governing body of the South Bend Department of Redevelopment and the Redevelopment District
of the City of South Bend, Indiana, or if said Commission shall be abolished, the commission,
board, body or agency succeeding to the principal functions thereof.
"Lease Resolution" means the resolution of the Commission passed on
, 2015, establishing funds for the payment of lease rentals. -------
"Permitted Encumbrances" means those items listed in Exhibit A hereto and any
future (a) liens for taxes not then delinquent, (b) this Lease and the Trust Agreement, leases,
subleases and other agreements permitted pursuant to Section 13 hereof, ( c) utility, access and
other easements and rights-of-way, restrictions and exceptions that Lessee certifies will not
interfere with or impair the Project, ( d) any mechanics', laborers', materialmen's, suppliers' or
vendors' lien or right in respect thereof if payment is not yet due and payable and ( e) such minor
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defects, irregularities, encumbrances, easements, rights-of-way and clouds on title as do not, in the
opinion of the Trustee, materially impair the Authority's title or Lessee's use of the Project.
"Project" means, collectively, the projects and interests in the real estate described
at Exhibit B attached hereto and incorporated herein (including all right-of-way easements and
leasehold interests contained therein) and improvements to be constructed thereon by the Authority
or its agent, which Project is to be financed with the proceeds of the Bonds issued by the Authority
and leased to the Commission, pursuant to the Lease.
"Redevelopment District Bond Fund" means the Redevelopment District Bond
Fund of Lessee authorized by Indiana Code 36-7-14-27 and the Lease Resolution.
"Trust Agreement" means the Trust Agreement dated as of ____ 1, 2015,
between the Authority and the Trustee, securing the Bonds.
"Trustee" means the financial institution selected to serve as trustee pursuant to the
Trust Agreement, and any successor trustee.
Any term not defined herein, which is defined in the Lease Resolution or in the
Trust Agreement, shall have the meaning as defined in such resolution or agreement.
Section 2. Lease of Project. In consideration of the rentals and other terms and
conditions herein specified the Authority does hereby lease, demise and let to the Lessee the
Project: TO HAVE AND TO HOLD the same with all rights, privileges, easements and
appurtenances thereunto belonging, unto the Lessee for a term not to exceed Twenty-two (22)
years, beginning on the date the Project is complete and ready for use, and ending on the day prior
to such date at most Twenty-two (22) years thereafter. However, the term of this Lease shall
terminate at the earlier of (a) the exercise of the option to purchase by Lessee and payment of the
option price, or (b) the payment or defeasance of all obligations of Lessor incurred (i) to finance
the cost of the leased property, (ii) to refund such obligations, (iii) to refund such refunding
obligations. The date the Project is complete and ready for use shall be endorsed on this Lease at
the end hereof by the parties hereto as soon as the same can be done after such completion date
and such endorsement shall be recorded as an addendum to this Lease. The Authority hereby
represents that it is possessed of, or will acquire, a good and indefeasible estate in fee simple or an
insurable right-of-way easement subject only to Permitted Encumbrances, to the above-described
real estate, and the Authority warrants and will defend the same against all claims whatsoever not
suffered or caused by the acts or omissions of the Lessee.
Notwithstanding the foregoing, the Project may be modified to add additional
property to the Project or remove any portion of the Project, provided, however, following such
modification, the rental payable under this Lease shall be based on the value of the portion of the
Project which is available for use, and the rental payments due under this Lease shall be in amounts
sufficient to pay when due all principal of and interest on all outstanding Bonds. If any part of the
Project shall be partially or totally destroyed, or is taken under the exercise of the power of eminent
domain, so as to render it unfit, in whole or part, for use or occupancy by the Lessee, as described
in Section 5 hereof, the Lessee and the Authority agree to substitute other public improvements of
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similar value as the Project, which substitute improvements shall then constitute the Project under
this Lease.
Section 3. Rental Payments.
(a) During the term of this Lease, the Lessee agrees to pay rental
for said premises as set forth in Section 4 hereof. Such rental shall be paid from
the 2015 Infrastructure Project Principal and Interest Account of the
Redevelopment District Bond Fund. All rentals payable under the terms of this
Lease shall be paid to the Trustee or to such other bank or trust company as may
from time to time succeed the Trustee under the Trust Agreement. All payments
so made shall be considered as payments to the Authority of the rentals payable
hereunder. The Lessee shall receive credit for any Bond maturing within seven (7)
days of the date of the lease rental payment, at the face value thereof, which the
Lessee acquires and delivers to the Trustee as a part of its lease rental payment.
(b) As additional rental the Lessee agrees to pay all fees, charges
and reimbursement of expenses of the Trustee under the Trust Agreement and all
prudent charges and expenses of the Authority incurred in the performance of its
obligations hereunder.
Section 4. Rental Payment Dates and Amounts. The first semiannual rental
installment in the amount ofNine Hundred Ninety-five Thousand Dollars ($995,000) shall be due
on the day that the Project is completed and ready for use or July 15, 2017, whichever is later. If
completion is later than July 15, 2017, the first installment shall be in an amount which provides
for rental at the rate of $995,000 for the semiannual period in which the Project is completed and
ready for use, prorated from the date of completion until the first January 15 or July 15 following
such date of completion. Thereafter such rentals shall be payable in advance in semiannual
installments of $995,000 on January 15 and July 15 of each year. The last semiannual rental
payment due before the expiration of this Lease shall be adjusted to provide for rental at the amount
specified above for the applicable semiannual period prorated from the date such installment is
due to the date of the expiration of this Lease (without taking into account any subsequent early
termination of this Lease pursuant to Section 2 hereof).
After the sale of the Bonds issued by the Authority to pay the cost of the acquisition
of the property therefor and other expenses incidental thereto, the sum of the first and second
semiannual rental installments and the sum of the third and fourth semiannual rental installments,
and so on, shall be reduced to an amount equal to the multiple of One Thousand Dollars
($1,000.00) next highest to the highest sum of principal and interest due in any year ending on a
Bond maturity date on such Bonds plus Five Thousand Dollars ($5,000.00), payable in equal
semiannual installments. Such amount of reduced annual rental shall be endorsed on this Lease at
the end hereof by the parties hereto as soon as the same can be done after the sale of said Bonds,
and such endorsement shall be recorded as an addendum to this Lease.
The Lessee will not take any action or fail to take any action that would result in
the loss of the exclusion from gross income for federal tax purposes of interest on the Bonds
pursuant to Section 103(a) of the Internal Revenue Code of 1986, as amended (the "Code"), as in
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effect on the date of delivery of the Bonds, nor will the Lessee act in any manner which would
adversely affect such exclusion. The Lessee further covenants that it will not make any investment
or do any other act or thing during the period that any Bond is outstanding hereunder which would
cause any Bond to be an "arbitrage bond" within the meaning of Section 148 of the Code and the
regulations thereunder as in effect on the date of delivery of the Bonds. All officers, members,
employees and agents of the Lessee are authorized and directed to provide certifications of facts
and estimates that are material to the reasonable expectations of the Lessee as of the date the Bonds
are issued and to enter into covenants on behalf of the Lessee evidencing the Lessee's commitments
made herein.
Section 5. Abatement of Rent. If any part of the Project is taken under the
exercise of the power of eminent domain, so as to render it unfit, in whole or part, for use by the
Lessee, it shall then be the obligation of the Authority to restore and rebuild that portion of the
Project as promptly as may be done, unavoidable strikes and other causes beyond the control of
the Authority excepted; provided, however, that the Authority shall not be obligated to expend on
such restoration or rebuilding more than the condemnation proceeds received by the Authority.
If any part of the Project shall be partially or totally destroyed, or is taken under
the exercise of the power of eminent domain, so as to render it unfit, in whole or part, for use or
occupancy by the Lessee, the rent shall be abated for the period during which the Project or such
part thereof is unfit or unavailable for use, and the abatement shall be in proportion to the
percentage of the Project which is unfit or unavailable for use or occupancy.
Section 6. Net Lease. It is expressly understood and agreed that this Lease
shall be what is known as a net lease (i.e., the rent being absolutely net to the Authority and that
all other expenses in connection with the Project of any nature whatsoever shall be those of the
Lessee) and that during the lease term the Lessee shall be obligated to pay as its expenses without
reimbursement from the Authority all costs of taxes and assessments, if any, and maintenance,
operation and use in connection with or relating to the Project, including but not limited to all costs
and expenses of all services, repair or replacement of all parts of the Project or improvements of
the Project.
Section 7. Nonliability of Authority. The Authority shall not be liable for
damage caused by hidden defects or failure to keep the Project in repair and shall not be liable for
any damage done or occasioned by or from plumbing, gas, water, or other pipes or the bursting or
leaking of plumbing or heating fixtures in connection with said premises, nor for damage
occasioned by water, snow or ice. The Authority shall not be liable for any injury to the Lessee or
any sublessee of the Lessee or any other person which injury occurs on, in or about the Project
howsoever arising. The Authority shall not be liable for damage to the Lessee's property or to the
property of any sub lessee of the Lessee or of any other person which may be located in, upon or
about the Project.
Section 8. Alterations. Lessee shall have the right, without the consent of the
Authority, to make all alterations, modifications and additions and to do all improvements it deems
necessary or desirable to the Project, which do not reduce the rental value of the Project.
Section 9. Insurance. During the full term of this Lease, the Lessee shall, at its
own expense, carry combined bodily injury insurance, including accidental death, and property
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damage insurance with reference to the Leased Premises in an amount not less than Five Hundred
Thousand Dollars ($500,000) on account of each occurrence with one or more good and
responsible insurance companies. Such public liability insurance may be by blanket insurance
policy or policies.
The proceeds of the public liability insurance required herein (after payment of
expenses incurred in the collection of such proceeds) shall be applied toward extinguishment or
satisfaction of the liability with respect to which such insurance proceeds are paid. Such policies
shall be for the benefit of persons having an insurable interest in the Project, and shall be made
payable to the Authority, the Lessee, and the Trustee and to such other person or persons as the
Authority may designate. Such policies shall be countersigned by an agent of the insurer who is
a resident of the State of Indiana and deposited with the Authority and the Trustee. If, at any
time, the Lessee fails to maintain insurance in accordance with this Section, such insurance may
be obtained by the Authority and the amount paid therefor shall be added to the amount of
rentals payable by the Lessee under this Lease; provided, however, that the Authority shall be
under no obligation to obtain such insurance and any action or non-action of the Authority in this
regard shall not relieve the Lessee of any consequence of its default in failing to obtain such
msurance.
The insurance policies described in this Section 9 may be acquired by another
party and shall satisfy this Section as long as the Authority, the Lessee and the Trustee are named
as additional insureds under such policies. Such coverage may be provided by scheduling it
under a blanket insurance policy or policies.
Section 10. Use of Condemnation Proceeds. If title to or the temporary use of
the Project, or any part thereof, shall be taken under the exercise or the power of eminent domain
by any governmental body or by any person, firm or corporation acting under governmental
authority, any net proceeds received from any award made in such eminent domain proceedings
(after payment of expenses incurred in such collection) shall be paid to and held by the Trustee
under the Trust Agreement.
Such proceeds shall be applied in one (1) or more of the following ways:
(a) The restoration of the Project to substantially the same
condition as it existed prior to the exercise of that power of eminent domain, or
(b) the acquisition, by construction or otherwise, of other
improvements suitable for the Lessee's operations on the Project and which are in
furtherance of the purposes of the Act (the improvements shall be deemed a part of
the Project and available for use and occupancy by the Lessee without the payment
of any rent other than as herein provided, to the same extent as if such other
improvements were specifically described herein and demised hereby).
Within ninety (90) days from the date of entry of a final order in any eminent
domain proceedings granting condemnation, the Lessee shall direct the Authority and the Trustee
in writing as to which of the ways specified in this Section the Lessee elects to have the net
proceeds of the condemnation award applied. Any balance of the net proceeds of the award in
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such eminent domain proceedings not required to be applied for the purposes specified in
subsections (a) or (b) above shall be deposited in the sinking fund held by the Trustee under the
Trust Agreement and applied to the repayment of the Bonds.
The Authority shall cooperate fully with the Lessee in the handling and conduct
of any prospective or pending condemnation proceedings with respect to the Project or any part
thereof and will to the extent it may lawfully do so permit the Lessee to litigate in any such
proceedings in its own name or in the name and on behalf of the Authority. In no event will the
Authority voluntarily settle or consent to the settlement of any prospective or pending
condemnation proceedings with respect to the Project or any part thereof without the written
consent of the Lessee, which consent shall not be unreasonably withheld.
Section 11. Liability Insurance. The Lessee shall, at all times during the full
term of this Lease, keep in effect, public liability and property damage insurance, insuring the
Lessee, the Authority and the Trustee in amounts customarily carried for similar properties.
Section 12. General Insurance Provisions. All insurance policies required by
Sections 9 and 11, shall be with insurance companies rated B+ or better by A.M. Best Company
(or a comparable rating service if A.M. Best company ceases to exist or rate insurance companies),
and shall be countersigned by an agent of the insurer who is a resident of the State of Indiana, and
such policies, or copies thereof, shall be deposited with the Authority and the Trustee. If, at any
time, the Lessee fails to maintain insurance in accordance with Sections 9 and 11, such insurance
may be obtained by the Authority, or may be obtained by the Trustee, and the amount paid for
such insurance shall be added to the amount of rental payable by the Lessee under this Lease;
provided, however, that neither the Authority nor the Trustee shall be under any obligation to
obtain such insurance, and any action or non-action of the Authority or Trustee in this regard shall
not relieve the Lessee of any consequences of a default in failing to obtain such insurance.
Section 13. Covenants. The Lessee shall not assign this Lease. The Lessee
covenants that, except for Permitted Encumbrances, it will not encumber the Project, or permit any
encumbrance to exist thereon, and that it shall use and maintain the Project in accordance with the
laws and ordinances of the United States of America, the State of Indiana, and all other proper
governmental authorities. The Authority agrees that it will, at the request of the Lessee, execute
and deliver to or upon the order of the Lessee such instrument or instruments as may be reasonably
required by the Lessee in order to subject the Project, or the Authority's interest therein, to such
encumbrances as shall be specified in such request and as shall be permitted by the provisions of
this Section 13 or otherwise by the definition of "Permitted Encumbrances".
Section 14. Option to Purchase. The Authority hereby grants Lessee the right
and option, on any rental payment date, upon thirty days' written notice to the Authority, to
purchase the Project at a price equal to the amount required to enable the Authority to provide for
the redemption of all outstanding Bonds, all premiums payable on the redemption thereof, and
accrued and unpaid interest, and to pay the cost of redeeming the Bonds and liquidating the
Authority if it is to be liquidated.
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Upon request of the Lessee, the Authority agrees to furnish an itemized statement
setting forth the amounts required to be paid by the Lessee on the next rental payment date in order
to purchase the Project in accordance with the preceding paragraph.
If the Lessee exercises its option to purchase, the Lessee shall pay to the Trustee
that portion of the purchase price which is required to provide for the payment of all the Bonds,
including all premiums payable on the redemption thereof, accrued and unpaid interest thereon
and the costs of redemption thereof. Such payment shall not be made until the Trustee gives to
the Lessee a written statement that such amount will be sufficient to retire all Bonds including all
premiums payable on the redemption thereof and accrued and unpaid interest.
The remainder of such purchase price, if any, shall be paid by the Lessee to the
Authority. Nothing herein contained shall be construed to provide that the Lessee shall be under
any obligation to purchase the Project, or under any obligation in respect to any creditors or
bondholders of the Authority.
If the Lessee has not exercised its option to purchase the Project at the expiration
of the term of the Lease and upon the full discharge and performance by the Lessee of its
obligations under this Lease, the Authority shall execute a deed of the Project to the Lessee
conveying good and merchantable title thereto, subject only to Permitted Encumbrances.
Section 15. Defaults. If the Lessee shall (a) default in the payment of any rentals
or other sums payable to the Authority hereunder, or in the payment of any other sum herein
required to be paid for the Authority, (b) fail to comply with the terms set forth in the Lease
Resolution, or ( c) default in the observance of any other covenant, agreement or condition hereof,
and such default under ( c) shall continue for ninety (90) days after written notice to correct the
same, then, in any of such events, the Authority may proceed to protect and enforce its rights,
either at law or in equity, by suit, action, mandamus or other proceedings, whether for specific
performance of any covenant or agreement contained herein or for the enforcement of any other
appropriate legal or equitable remedy.
Section 16. Notices. Whenever either party shall be required to give notice to
the other under this Lease, it shall be sufficient service of such notice to deposit the same in the
United States mail, in an envelope duly stamped, registered and addressed to the other party at its
last known place of business. A copy of any notice shall be mailed by first-class mail to the Trustee
at its last known place of business.
Section 17. Construction of Covenants. All provisions contained herein shall be
construed in accordance with the provisions of the Act and to the extent of inconsistencies, if any,
between the covenants and agreements in this Lease and the provisions of the Act, the provisions
of said Act shall be deemed to be controlling and binding upon the parties.
Section 18. Successors or Assigns. All covenants of this Lease, whether by the
Authority or the Lessee, shall be binding upon the successors and assigns of the respective parties
hereto.
* * * * *
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IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed
for and on their behalf as of the day and year first hereinabove written.
ATTEST:
Secretary-Treasurer
ATTEST:
Secretary
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By:
By:
SOUTH BEND
REDEVELOPMENT AUTHORITY
President
CITY OF SOUTH BEND, INDIANA,
REDEVELOPMENT COMMISSION
President
(Signature Page to Lease)
STATE OF INDIANA )
) SS:
COUNTY OF ST. JOSEPH )
Before me, the undersigned, a Notary Public in and for said State, personally
appeared and , personally known by me to be the :President and
Secretary-Treasurer, respectively, of the South Bend Redevelopment Authority, and
acknowledged the execution of the foregoing Lease for and on behalf of said Authority.
WITNESS my hand and Notarial Seal this ___ day of _______ _
2015.
(SEAL) (Written Signature)
(Printed Signature)
My Commission expires: ________ _
My County ofresidence is: ____ C_ou_n_t __ y __
(Notary Page for Lease Agreement)
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STATE OF INDIANA )
) SS:
COUNTY OF ST. JOSEPH )
Before me, the undersigned, a Notary Public in and for said State, personally
appeared and , personally known by me to be the President and
Secretary, respectively, of the City of South Bend, Indiana, Redevelopment Commission, and
acknowledged the execution of the foregoing Lease for and on behalf of said Commission.
WITNESS my hand and Notarial Seal this ___ day of _______ _
2015.
(SEAL) (Written Signature)
(Printed Signature)
My Commission expires: _________ _
My County ofresidence is: ____ C_o_u_n_t __ y __ _
"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." Randolph R. Rompola
This instrument was prepared by Randolph R. Rompola, FAEGRE BAKER DANIELS LLP, 202 S. Michigan
Street, Suite 1400, South Bend, Indiana, 46601.
(Notary Page for Lease Agreement)
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EXHIBIT A
PERMITTED ENCUMBRANCES
The standard encumbrances and exceptions to the title as would be set forth on the Policy
of Title Insurance covering the real estate and improvements thereon which are subject to the Lease
to be provided at the time the Bonds are delivered.
A-1
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EXHIBITB
PROJECT DESCRIPTION
AND
REAL ESTATE DESCRIPTION
The Project includes the acquisition, construction and installation of certain local public
improvements as part of the City's Smart Streets initiative and Westside Main Streets
Revitalization Plan which local public improvements shall consist of all or any portion of the
acquisition, construction and installation of the following: pavement, streetscape, and sidewalk
improvements, bulb-out installation, street signage and markings, installation of bicycle facilities,
road widening, intersection and traffic signal interconnection improvements, utility relocation,
utility and sidewalk improvements, and installation of lighting and right-of-way improvements.
The aforementioned Project will be located on real estate described as follows:
The foregoing local public improvements are to be located along the following stretches of road:
(i) Bartlett Street between Lafayette Blvd and Riverside Drive; (ii) Michigan Street between
Riverside Drive and Barbie Street; (iii) Main Street between Park Lane and Barbie Street; (iv) St.
Joseph Street between LaSalle Avenue and Western Avenue; (v) Lafayette Blvd between Park
Lane and Indiana Avenue; (vi) Western Avenue between Michigan Street and Mayflower Road;
(vii) Lincolnway West between West LaSalle Avenue and the City limits (Woodland Avenue);
and (viii) any cross streets related to the foregoing stretches.
B-1
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