HomeMy WebLinkAbout6.B.(1)&(2) Staff report 118 N. Main St.~- ,~ ~~~ ~r~z ~
Community & Economic D e v e l o p m e n t
12CC County-Cihy Buildi~,~g, 2?7 Wesi Jefferson. South Bend, lndic~na 46601-1830 Phone 574/235-9371
Tv: Rcdc~clopment Commission
Frvm: Icnnii~cr Law~cnt
Subject: IMS Parking Lot Disposition
Date: December 16. ?U08
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On .lone 3"~ the Commission c~ipprovul an option agreemuit fur purchase of the property at 118 N
Main St, the surface Parking Lot o~~mcd by Mary Coyne lm~estments. Inc., adjacent to the historic
,IMS Oftice Building. l~hc Commissions interest in the property is related to parkin~~ assembly for a
proposed rede~clopmcnt of the .IMS building. At that time it ~~~as agreed that the Commission ~~~ould
secure an Option on the property and dispose of it through the public disposition process. setting an
offering price eyunl to the Conunissions ne~~otiated purchase price.
On November =3a, the Commission appro~~ul an offer to purchase the properly tar that price,
5200.000. from John Freidlinc. and directed statl~and Icgal counsel to prepare a contract for sale of
land. The contract is presented for your approval today.
To Commission rc Contractdoc What We Do Today Makes A Dlffe-enCe!
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CONTRACT FOR SALE OF LA'U'D
FOR PRIG"A'CG DE~'ELOP~1ENT
TNIS AGREEMEI~"T, made nn ?OOR, bet~~~ecn the South Bcnd
Rede~clopment Commission (the "Commission"). established under the Rede~~clopment ofCitics
and Towns net of 19~ ;. as amended, being Ind. Code ' 36-7-1 ~}- l . c1 src/. (thc"Acf~). and hay inL its
office at 1 ?OU C'ount~~-Gifu Building, South Bcnd, Indiana. and INDIANA LAND ~hRL'ST 108-1 18.
JOHN FRFIDLINI~:. TRI~~STGE, (the `Dereloper~~), ha~~ing its principal place of business at 108
North Main Street. Suite 710_ South Bend. Indiana. 46601.
V1 IIEREAS. to I~wther the objecti~~es of the Act:
1 . "hhc Commission has imestigatcd areas ~-~~ithin the corporate boundaries ofthe City of
South Bend and has prepared and appra~ cd the South Bcnd Central Dc~clopmcnt Arca Plan (the
"Plane), to rede~clop the area kno~~~~n as the South Bend Central De~~clopment .Area. A copy of the
Plan and amendments thereto have been recorded in the St. Joseph County Recordcr~s Office.
?. The Commission has ofiercd to sell and the De~~eloper is ~~~illing to buy the propert}~
described in E.z~hibil "A" (~~Propcrt~~~) attached hereto and incorporated herein and to dc~clop the
Property according to the Plan and this agreement ("Contract~~).
3. The Commission belic~es that de~~eloping the Propcity according to the Contract is in
the best interest of the health. safet~~ and welfare ofthc Cite and its residents and complies ~~~ith the
public purposes and provisions of the Act and applicable federal. state and local la~~s under ~~~hich
the de~clopment has been undertaken and is being assisted.
NO~~', THEREFORE, in consideration of the mutual promises and obligations in this
Contract, the parties agree as t2~llo«~s:
SECTION 1. SALE, PURCHASE PRICE.
Subject to all of the terms of this Contract, the Commission agrees to sell and the De~~cloper
agrees to purchase the Property Y~,r the sum of ~1~~~~o Hundred Thousand Dollars (S?00.000).
SECTION IL CON~'El'ANCG OF NROPERTY.
A. Form of Dccd. Subject to the terms of this Contract, the Commission shall convey to
the De~clopcr title to the Properh~ b. quit claim decd (Dccd~~). h1 addition to the other conditions,
co~cnants and restrictions in this Contract such comevance and title shall he subject to:
Building and use resh~ictions in the Plan (and its co~~enants) and this Contract.
?. Applicable building codes and roving ordinances.
~. Any and all other covenants. restrictions. casanents and reser~~ations of
record.
B. Time and Place oi~ Closin~~ on Salc of the Property. Subject to the terms and
conditions ofthis Contract. the Commission shall dcli~~er the Deed and possession ofthc Property to
the Dc~~cloper on when the conditions precedent to closing enumerated in paragraph F of this
SF.CTI ON 11 ha~c been met. or cailicr if the parties mutually agree in ~~~riting. Conveyance steal I be
made at a time and place mutually agreed upon by the Commission and De~~eloper. Fees t~~r closing
services pro~idcd by the title company shall be borne by the Developer. Z he lle~clopcr steal I accept
the con~cvance and pay the Purchase Price to the Commission at that time and place.
C. Apportionment of Current Taxes. The Commission shall bear [hc portion of the
current taxes (if any) on the Property ~~hich arc a liar on the date of delis°cry o[~the Decd to the
Developer.
D. Rccordution oi~ Decd. ~I~hc Commission shall promptVy record the Decd in the St.
Joseph County Recorders Office and shall pay the costs for recording the Deed.
1=. Title Insurance. The Conunission shall furnish the De~cloper a title insm-ance policy
~~ hich insures the De~elopa`s title in a sum equal to the Purchase Price and subject only to those
items pray ided for in the Contract.
sECTioN ni. NATI;RE or rniPRO~~En~iENTS.
A. A~aturc of~ Impru~ cmcnts. The Consh~ucti~m of impro~cments on the Property (thc"Projcct~~)
shall be substantially of the same si~,e. scope and nature as that speciticd in the adxcrtisement for
bids and as proposed by the f~c~ clo~~cr in its rcprescntations m thcCommission for disposition and
de~~elopment of the Property-. In executing this Contract ~~~ith the De~elopcr_ the Commission relied
upon all representations_ descriptions, discussions, dra«~ings and other representations bp' the
Deg eloper of the Project.Those matters arc incorporated into this Contract by reference together
~~ith the narrati~c description of the bid specifications 1<~r the disposition of propert}~ controlled by
the Commission ~~~hich is attached to this Contract and incorporated herein as E.rhibit "B"
SEC'i~ION ~~I. RESTRICTIONS ~;PON ~'SE OE PROPER"f l'.
A. A~~reements oC Dc~~eloper. ~I he De~~eloper agrees and the Deed shall state; that the
Dc~clopcr and its succcss~~rs and assigns shall:
Dc~otc the Pro~~crt}~ ~>nly to uses under the Plan: and
?. A'ot discriminate on the basis of race. color. creed. sex or national oris~in in
the sale. Icasc_ rental. use or occupancy of the Property.
B. Entorccabil itv of Covenants. The parties agree and the Decd shall expressly state that
the cu~cnants in this Section shall be covenants running with the land and, except only as othenaise
specifically pro~idcd in the Contract. shall he binding for the benefit of and shall be a~fiorceable bv:
the Commission:
2. its successors and assi<~ns:
~. the City oi~South Bend:
~}. anv successors in interest to the Property.
The co~~enants shall be enforceable a~!ainst:
the Dc~elopci:
?. its successors and assigns:
~. c~~crv successor in interest to the Property: and
4. any party in possession or occupancy of the Property.
The parties further a~~ree that the cu~~cnanis in Subsection Vl(.A)(1) shall remain in effect
from the date of the Deed until December ~ I. ?018. The a~ycnants i^ subsection VI(A)(?) shall
remain in effect ~~~ithout limitation as to time but shall bind the Dcycloper, each successor in interest
to the Propcrt~~. and each party in possession only for the time that the party or successor shall hays
title Yo. an interest in, or possession of the Property.
The terms "uses spcciiicd in the Plane and eland use~~ shall include the land and all buildings.
housing and other rcquiranents or restrictions oi~ the Plan pertaining to such land uses and
improycmcnts to the Property.
C. Beneficiaries of Covenants. The parties also agree that the Commission and its
successors and assigns shall be deemed beneficiaries of the covenants in this Section.
The Decd shall state that the covenants shall run in tayor of the Commission for the entire
period the covenants shall be in force and efi~ect regardless of ~~hether the Commission has at any
time been. or is the o~rner of an} land or interest in any land in fat or of~~-hich such covenants relate.
If the aho~~c co~~enants are breached. the Commission shall hay c all ofthe rights and remedies
to ~~hich they ur and other bcncliciarv of the coy enant may be entitled.
SECT10~~ ~"I1. PROH161T~IONS AGAInST ASSiC1~11E1~T A1~D TR.41'SFER
a. Rcnruscntations as to Dc~~clopmcn(. The Dc~~clopcr represents and agrees that its
purchase of the Propcrl~~ and its other undertakings under this Contract arc and will he used ~br
dc~~clopmcnt ~~i the Properly and not for speculation in land holding. The Dc~clopcr further
rcec~~~nizes that:
in ~icw of the importance of the de~clopmcnt of the Property to the general
~~cltare of the City.
?. thr substantial tinancial and other public assistance that bias been made
a~ailahle b~~ la~a~ and b~ the federal and local go~~ernmcnts for the purpose of
making such development possible. and
~. the t~ict that a transicr in o~~~naship ofthe Developer is for practical purposes
a transfer or disposition of the Property then uw~ned by the Developer:
the qualifications and identity of the De~~cloper and its shareholders, members or partners arc of
particular concern h~ the City and the Commission. The Developer fw~thcr recognizes that it is dueto
such c{ualifications and identity that the Commission is entering into this Conh~aet ~~~ith the
Deveiopa~. and in so doing,! is further ~~~illing to accept and rcla on the obli<~ations of the Dc~ eloper
for the faithhil pertornrmce of all undertakings and covenants.
B. prohibition A~~ainst Transfer of Interest. ~hhe Dcrcloper agrees that amp transactions
~~~ith respect to the acuity of the lle~~eloper, including any increased capitalization, merger, transfer
or transfers of o~~ucrship of the outstanding shares of the Developer, or otherwise. which results in
the o~~~nership by persons who arc not presently shareholders. members or partners of the Deg eloper
of 5U" ~, or more of the outstanding equity of the Developer at am-time prior to the date of issuanccof
a Certificate of Completion. ~~ill constitute a violation of this Contract unless the Commission has
given prior written approval to such transfer or transfers, ~~~hich approval will not be unreasonably
~~~ithhcld.
C. Prohibition Aeainst Transicr of property or Assi~~nment of Contract. The Developer
represents and agrees tax itsclt_ its successors and assigns. that except for security for obtaining
financing needed to enable: the De~~cloper to make the improvements under this Contract: and except
ibr any other purpose authorized by this Contract. the Developer has not made or ~~~ill not make prior
to receiving the Ccrtiticatc of Completion:
(a) any total or partial salc_ assignment. a~nvcyancc_ or Icasc: or
(b) anti trust or po~rcr: or
(c) anv tt~u~sicr in any other nude or form. with respect to the Contract or the
Property or an}• part thercoi~. and' interest therein: or
(d) any contract or a~~recment to do any of the abo~c without pri~>r ~~~ritten
approval of the Commissioit_ ~t~hich approval shall not be unrcas<~nabl~
~~ithhcld.
Phis subsection does not prohibit the Icase or stile of condominium units alter certification oi~
a hart of the propcirty as pro~~ided by Section V.
D. ~~proval of Qualifications Prior to Trnnsfcr. l he Commission may rccluirc as
conditions precedent to anv approval of transfer ~~r assignment any and all information regarding the
qualifications. financial responsibility. legal status. experience, back~sround. and anv and all other
information it deems necessary or desirable in order to achieve and safeguard the purposes of the
.Act. the Plan. and this Contract.
E. Ao Transfer oC Dcyeloper~s Obligations. i~bsent spccitic ~yritten agreement by the
Commission to the contrary. no Uansicr or approval by the Commission thereof shall rclie~_e the
Developer or any other pally bound in any way by thr Contract or otherwise with respect to the
construction <~f the improvements and completion~of the Project from anv omits obligations with
respect thereto.
F. fntormation as to Interest. The Developer agrees that during the period between
execution of this Contract and the Commission=s issuance of the Certificate of Completion. the
De~clopcr will promptly notifw the Commission of anv and all changes in the rn~~ncrship of shares or
parUicrship interest or any other act or transaction inyol~in~~ or resulting in any ehange in the
ownership of such interest in the Developer or the relati~ e distribution thercoi: of which it or anv_ of
its ufticers have been notified or otherwise have kno~~~led~e or information. and which results in the
ow~na~ship of 50°'0 or more of all outstanding equity of the Developer by persons ~~rho arc not
presently shareholders. members or partners of the Developer.
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SEC"LION ~'lll. ~IORTGAGG FINANCING; RIGH"TS OF 110RTGACGES.
~a. Limitation upon Gncumbrancc of Property. Prior to the Commissions issuing a
Ccirtificatc of Completion. the Dc~ eloper shall not:
engage in any transaction creating any cncumbrancc upon the Property.
~~hether by cypress agreement or operation of law: or
?. allo~~ any encumbrance to be made on the Property. except fr~r obtaining
funds needed to make the improvements constituting the Project.
[3etwe securing any tinancing by mortgage err similar lien instrument ~~-ith regard to any part
ofthc Propcrt~~. the Developer shall notif~~ the Commission. ~hhc Developer shall promptly notify°thc
Commission of amv cncumbrancc that has been attached to the Properrt~~. ~~~hetherbv the Developer=s
~oluntar~ act or othern~ise. Por any mortgage tinancin<: made under this Conhact. the Property may.
at the Developer=s option. be di~~idcd into several pans il~such subdivision:
in the Connnission~s opinion is not inconsistent ~~ith the purpose ofthe Plan.
the Project and this Contract: and
?. is appro~cd in advance in ~~ ruing by the Commission.
~1ny subdivision under this section must also be approved by unv other local government
agencies r~~hosc action is required iur such subdivision under local or state la~~.
B. Mort~~a~~ee Not Obli~zated to Construct. Not~rithstanding any of the prop isions ofthis
Contract any mortgage balder authorized by the Contract shall not be obligated by this Cont~<act to
construct or complete the Project or to guarantee such construction or completion. No covalants or
provisions in the Decd shall he construed so to obli~~ate such holder. 1\athin~.t in this Conh~act shall be
construed to permit or authorize any such holder to use the Property in any manner not provider{ for
or permitted in the Plan or this Contract or to construct any improvements other than those provided
t~~r or permitted in the Plan or this C<mtract.
C. Copy of Notice of Defa_~lt to Mort~~atec. ~'hcnevcr the Commission delivers a notice
or demand to the Developer Frith inspect to any breach or default under this Contract the
Commission shall at the same time t~~rw~ard a copy of such notice or demand to each holder of any
mortgage authorized by the Contract at the last address of~such holder as shorn in the records ofthe
Commission.
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D. '~1ort~a~acc~s O~~tion to C~u~c Defaults. ~yfter anv breach or default rclen~cd to in
subsection C, above. each such holder shall ha~c the ri~,tht at its o~ition:
to cure or rcmedv such breach or default to the extent that it relates to the part
of the Property co~erai by its mortgage: and
?. to add the cost of doing su to the mortgage debt and the lien of its mortgage.
Such holder shall not imdcruike or continue the construction beyond the extent necessary to conser~~c
or protect those improycmcnts or construction already made ~~ithout first haying expressly assumed
the obligation to complete the construction on the property.
This assumption shall be made b_y ~rritten agreement pursuant to terms anti conditions
satistacmrv to the Commission. Any holder ~~~ho properly completes the Project shall be cntitlcd to
request a Ccrtiticate ofCompletion under the same terms and conditions proyidcd for the De~elopcr
undo- Section VI.
E. Conu~iission~s Option to Pali Mort~aae Debt or Purchase Property. In any case. ~~~herc
after default or breach by the Dc~eloper or any successor in interest under the Contract. any
mortgage holder of any part of the Property:
has. but dues not csercisc, the option to complete the improycmcnts relating
to the part of the Property coycred by its mort~~agc or few ~~~hich it has
obtained title. and such failure continues t~~r a period of sixty (60) days after
the holder has been notified or int<~rmed of the dciault or breach: or
?. begins consn~uction but does not complete such construction ~~~ithin the
period as agreed upon b~~ the Commission and such holder (which period
shall in any eycnt be at Ieast as long as the period prescribed fbr such
consu-uction or completion in the Contract), and such default shall not ha~~e
been cured within sixty ((iU) days after ~~ ritten demand by the Commission so
to do,
the Commission shall hayc the option of paying to the holder the amount of the mortgage debt and
securing an assignment ofthe mortgago and the debt secured under it and c~ a~~ nu~rtgase instrument
made prior to the Commission=s issuance ofa Certificate ofCompletion ohconstruction ~~~ith respect
to the Property by the Deg eloper or successor in interest shall so provide. In the c~rnt ownership of
any part of the Property has jested in such holder by ~~av of~ foreclosure or action in lieu of
foreclosure. the Commission shall be cntitlcd. at its option. to a con~cvancc of any part of the
Pri~pci7y (as the case nu~y be) upon dclirering to such holder an amount equal to the sum of~:
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the mortgage debt at the time of foreclosure or action in lieu of
fbrccloswc_ Icss all appropriatecrcdits. includingthoscresultingfrom
collection and applicafion ofrentals and other income recei~~cd during
foreclosure proceedings:
ii. ^II expense ~~~ith respect to the foreclosure:
iii. the net expense. if any, exclusi~~c of general o~cnc~ad, incurred by
such holder in and as a direct result of the subsequent management of
the Property:
i~. the costs of anv impro~ cmenis made by such h<~lder: and
an amount cqui~ alcnt to the interest that ~~~ould have accrued on the
aggregate of such amounts had all such amounts become part of the
nu>rtgagc debt and such debt had continued in existence.
F. Cummission~s Option to Cure Mort~~c_Detault. Prior to the Couu»ission=s issuance
ofa Certificate ofC'ompletion. ifthc De~cloperorany successor in interest defaults or breaches anv
of its obligations under any nwrtgugc or other instrument creating an encumbrance or lien upon any
part of the Property. the Commission at its option nuiy cure such default or hrcach. if this occurs. the
Dc~doper or successor in interest shall rcimbw~sc the Conunission for all costs incurred by the
Commission in curing such default or breach. Such reimbursement shall be in addition to and
~~~ithout limitation upon aoy other ri~ahts or remedies to ~~hich the Commission is entitled. Anv such
lien shall be subject al«avs to the lien (including an}' lien contemplated. because of advances vet to
be made) of anv then existing mortgages on the Propert~~ authorized b_v the Contract. including an_y
lien contemplated. because ofad~anccs yet to be made.
G. V1ort~a~e and Holder. For the purposes of this Contract the term "mortgage ~ shall
include ~~ decd of h~ust or otha~ instrument creating an encumbrance or lice upon any part of the
Property as sccurity~ for a loan to construct and other~~ise finance the Project: the term "holder' in
reference to a mortgage shall include anv insurer or ~~uarantor of anv obl igation or condition secured
by such mortgage or deed oftrusl. including. but not limited to, the Federal Housing Commissioner.
the Administrator oC\/eterans Affairs, and anv successor in of~iice of either such official.
SECT10'~ IX. REM1tED1ES.
A. In Gena~al. Except as other~~~isc prodded in the Contract. upon any default in or
preach ot~the Cont~aei by either party or anv successor to such parts. such parry (or successor). upon
~~~rittcn notice from the other. shall proceed inu»aliatel~ to cure or remedy such default or breach
~~ithin thirty (,0) days after recci~~ing the notice If action is not taken or not diligenth° pursued, or
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the default or breach is not cured or remedial within a reasonable time, the a_~grie~~cd party may
institute prucecdin~as necessary or desirable in it opinion to cure and remedy the dctiwlt or breach.
includin~~. but n~~t limited tu. hr~~c~cdin~~s to cc~m~~el s~~ccific pcrt~~rtnance b~=the ~~arty in dcfiault or
breach of its ohli~ations.
B. Termination by De~~clo~~er Prior to Comevance.
11 the Commission does not tender am~eyance or possession ofthe Property
in the manner and condition and by the date prodded in the Contract. and an~~
such failure is not cured ~~ithin lorty-ii~c (~5) da~~s alter the date of written
demand by the Developer. the Contract shall be terminated at the option of
the De~cluper, by ~rritten notice to the Commission. and. except for return of
the Deposit, neither the <'ommission nor the De~elopcr shat I ha. e any further
rights against or liability to the other under the Contract:
Z. If the De~~cloper furnishes evidence reasonabh~ satisfactor}~ to the
Commission that after and despite reasonably diligent effort for a period of
sixty (60) days after the date of this Contract. it has been unable to obtain
nun~tgage financing for the Project on a basis and on terms that ~rould
generally be considered satisfactory by builders or contractors for
amstruction of~the natm~e and type. of the Project. the De~~eloper shall, after
hay ing submittal such e~~idence and if so requested by the Conunission.
continue to make diligent eflorts to obtain such financing f~~ra period of sixty
(60) days after such request. If the Dc~~cloper mails to obtain financing after
efforts listed above. then the Contract shall, at the option of the Commission
or the De~clopcr. be terminated hv~ ~~ritten notice thereof to the other party.
and neither the Commission nor the Dc~ eloper shall have an_y further rights
against or liahiliri~ to the other under the Contract.
C. Termination by Commission Prior to Comes-ante.
In the c~cnt that:
(a). prior to con~~cy~ance of the Property [o the De~~eloper and in violation of the
Contract:
the Developer (or successor in interest} assigns or attempts to assign
the Contract or any ri~~hts therein or the Property, or
ii. there is any change in the ownership ofthc Developer or ~~ ith respect
to the identity of the parties holding partnership interest in the
Developer or the degree thercof_ ~~hich the Commission reasonably
has refused to approve: or
(b). the De~cloper does ^ot submit reasonable satisfactory architectural and silt
plans. or c~idence of necessary aluih capital and nu~rtaagc fiinancing. in
sitisfactun~ form and in the manner and b~~ the dates respccti~ cly pro~~idcd in
the Contract therefore: or
(cl. the Dc~eloper does not grant. con~cv. transfer and assign to the Commission
a perpetual Easement in and to the Fa4ade of the Building and take title to the
Property upon tauter of com~cyance by t1~e Commission pursuant to the
Conu~act.
then the C'cmtract and any rights ofthe De.~eloper in the Contract and the Property shall at the option
of the Cumin fission. ~~ithout need of the consent ofthe Dc~eloper, be terminatal: Pro~idcd_ ho~~~e~cr-
that with respccl to an~~ default or failure referred to in suhdi~isions (a)_ (b). or (c) of this Section I\.
Subsection C ^ period ol~thirh- (,U) days shall be gi~cn to cure such failure or default after the dale
of ~~~ritten demand by the Commission shall be gi~~cn to cure such (<iilme or default.
U. Re~estin~~ hitJe in Commission upon Hap~enin~ of E:~ent Subsequent to Conveyance
tu_De~~elo per. If subscyucnt to con~eving anv part of the Property to the De~~cloper
and prior to completion of the Project as ccrtiiled by the Commissiom
the Developer (or successor in interest) shall default in or violate its
obligations ~yith respect to the construction of the Project. including the
nature and the dates for the beginning and completion thereof. or shall
abandon or substantially suspend construction ~york, and anv such default.
violation, abandonment or suspension shall not be cured. ended. orrcmedied
~~~ithin three (~) months [sip (C,) months, if the default is ~yith respccl to the
date of completion of the construction] after ~~~ritten dunand by the
Commission so to do: or
?. the Developer (or successor in interest) shall fail to pa}~ real estate taxes or
assessments on the Property ~yhen due. or shall place thereon anv
encumbrance or lien unauthorized he the Contact. or shall cause anv levy or
attachment to he made. or any materialmcn~s or mechanics lien. or anv other
unauthorized encumbrance or lien to attach. and such taxes or assessments
arc nut paid. or the cncumhrancr or Jicn mmoyed or discharged or provision
reasonably satisfactory to the Commission made for such pa~~ment, removal.
ur discharge. ~.yithin ninety (90) days after ~yritten demand by the
C~ununission so to do: or
~. thrre is. in ~iolatiun of the Contract. am a anslcr of anv part of the Property.
or anv change in the o~~ncrship or dist-ibution of~the stock of the Developer.
or «~ith respect to the identity ofthe parties in control of the Developer or the
degree thereof as pro~~idcd in Section \/Ill, and such violation shall not be
cured within sixty (6O) days after ~~~ritten demand by the Connnission to the
Dr~clopcr_
then the Commission shall have the right to re-enter and take possession of the Property and to
terminate and revert in the Comm issionthe c-state comevcd by the Dced to the Developer. The intent
of this provision. io!~cther ~~~ith other provisions o1~ the Contract. is that the convevancc of the
Property to the De~clopcr shall be made upon, and that the Decd shall contain. a condition
subsequent to the effect that the event of any def~3ult l~iilure.violation. or other action or inaction by
the De~~cloper specif icd in this paragraph D the De~clopcr~s failure to remedy, end. or abro~~ate such
dciault_ failure. violation, ar other action or inaction. ~~~ithin the pcrivd and in the manner stated in
such subdivisions. the Commission at its aptiun matt' declare a termination in fa~~or of the
Commission of the title. and of all the rights and intcrest in and to the Property conveyed by the
Decd to the Dercloper. Wuxi that such title and all lights and interests of the Dc~cloper. and anv
assigns or successors in intcrest to and in the Propcrty_ shall revert to the Commission: provided. that
such condition subscqucnt and anv reverting of title as a result thereof in the Conunission:
shall al~~ avs be subject to and limited by. and shall not detect. render im~ulid.
or limit in any ~~°av. (i) the lien of any murtga~~c authorized b~~ the Contract.
and (ii) any rights or interests provided in the Contract i~~r the protection of
the holders of such nuntaa~es: and
?. shall not apply to individual parts of the Propcrty. if anv, (or in the case of
parts leased. the leasehold interest) on ~rhich the const~uctior~ thereon has
been completed under the Contract and for ~~~hich a Certificate ofCompletion
has been issued as prodded in Section \~.
E. Resole of Reacquired Pro~rty: Disposition of Proceeds. l~pon the reverting in the
Commission of title to the Property or any part thereof as provided in paragraph D aho~~c. the
Commission shall, pursuant to its responsibilities under State law. use its hest efforts to resell the
Propcrty or part thereof (subject to such mortgage liens and leasehold interests as set forth in
paragraph D ahovel as soon and in such manner as the Commission shall Lind feasible and consistent
~~~ith the objecti~~cs of State la~~ and of the Plan to a qualified and responsible party or parties (as
determined by the Commission) ~~~ho will assume the obli~aaticm of making or completing the
construction of the Project in its stead or of another project as shall be satisfactory to the
Commission and in accordance ~~ith the uses specified for such Property or part thereof in the Plan.
l~pon such resale of the Propcrty. the proceeds shall be applied:
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First. to reimburse the Commission. un its o~~n behalf or on behalf of the
City. ibr all casts and expenses incurred by the Couunission. including but
not limited to:
(a). salaries of personnel. in connection with the recapture. management.
and resale of the Property or part thereof, but less anv income da ivied
b~~ the Commission from the Property or part thereof in connection
~~ ith recapture such manatunent or resale:
(h). all taxes, assessments. and water and sew~cr charges with respect to
the Property or port thereof. or. in the event the Property is exempt
from taxation ur assessment or such charges during the period oi'
u«nership thereof by the Commission. an amount. if paid. equal to
such taxes. assessments, or char~ues. as determined by the appropriate
assessin~~ otiicials, as ~~ould have been payable if the Property w~erc
not so exempt
(c). any payments made or needed to be made to discharge any
encumbrances or liens existing on the Property or part thereof at the
time ofrevcsting oftitlc in the Commission onto discharge or prevent
from attaching or being made anv subsequent encumbrances or liens
due to obligations, defaults. or acts of the Deg eloper. its successors or
U ansl~crccs:
(d). anv cxpenditm~cs made or obligations incurred in making or
completing the construction or am' ~7art thcreofon the Property orpart
thereof:
(c). and any anu~unts othencise ~,~~ ing the Cununission by the Developer
and its successor ur transfu~ee: and
~. Second. to reimburse the Deg eloper. its successor or h-ansferce. up to the
amount equal to:
(u). the sum of the Purchase Price paid b~~ it for the Propcrt~~ (or allocabic
to the part thereof and the cash actually in~~csted h~- the Developer in
consu action on the Prupcrt~ or part thereof. Iess
(b). am <aains or income withdra~ti~n or made by the Developer from the
Contract or the Propcrt~.
,any balance remaining alter such reimbursements shall be retained b~~ the Commission as its
property.
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F. Other Ri~`hts and Remedies ofCommission: No ~~ ai~er by Dchiv. ~T~he Commission
shall ha~c the right to institute such actions or proceedings as it may deem desirable for eflcetu~itin~~
the purposes of this Scrlion IX. This would include the ri~~ht t<~ execute and rcc~,rd or the amon~~ the
public land regards in the offiice in ~~~hich the Deed is recorded a written declaration of the
termination ofall the right. title. and interest ofthc De~~elopcr. and (except for such individual parts
upon ~~hich construction has been completed under the Contract and for ~~~hich a Certilicatc of
Completion as prop ided in Section V is to be deli~cred. and subject to such nu~rtgagc liens and
leasehold interests as provided in Section IX. paragraph D hereof) its successors in interest and
assigns. in the Propert~~. and the re~esting of title in the Commission. l\n~ delay by the Commission
in intitutin~a or prosecuting any such actions or proceedings uruthcrwise asserting its rights under
this Section X shall not operate as a ~i <tiver of such rights or to deprive it of or limit such rights in
anv ~~~av. "I-his provision intends that the Commission should not be constrained. ,~~ as to avoid the
risk of being depri~'ed of or limited in the exercise of the remedy proridcd in this paragraph because
~,f concepts of xvai~ cr. lathes, or othcr~~ise. to cxcrcisc such remedy at a time ~~~hen it may still hope
other~~isc to resole the problems created by the default ins olved: nor shell am ~~ai~cr in fact made
b~ the Commission ~~ith respect to and specific default b~ the De~cloper under this paragraph be
considered or fretted as a ~~ai~er of the Conunission~s rights to any other defaults by the Dercloper
under this paragraph or ~~ith respect to the particular default except to the extent spcciiically ~x~aix~ed
in ~aritin2.
G. Enfin~ced Dcla~ in Perfbrmanee furCauses Beyond Control ofPartx~. For thepu~-Ix~ses
of anv of the provisions of the Contract. neitha~ the Commission nor the Developer. as the case may
bc, nor anv successors in interest_ shall be considered in breach of or in default in its obli<~ations ~~~ith
respect to the preparation of the Property for the Project. or the beginning and completion of
construction. or progress in respect thereto. in the cent ol~enibrced delay in the pcrlbrmance of such
obligations due to unt~nrsceable causes beyond its control and without its fault or ncr~li~cncc. These
include, but are not limited to_ acts of God, acts of the public enemy. acts of the federal ~~o~crnment_
acts i~f the other party, tires, floods. epidemics, yuarantinc restrictions. strikes. fi~eight embargoes.
and unusual I~~ sc~crc ~~cather_ or delays of subcontractors due to such causes. The purpose and intent
of this provision is that in the e~ cnt of the occurrence o1 any such cnlbrced delay. the time or times
fbr perti~rmancc oi~the obligations ofthe Commission ~~~ith respect to the preparation of the Property
for de~~elohment or ofthe De~rloper ~~ ith respect to conch action of the Project as the case may be.
shall be extended for the period of the enforcal delays as determined by the Commission. "hhc party
seeking the benefit of the provisions of this paragraph shall. ~~~ithin ten (1 (1) days after the beginning
of the enforced delay, ha~~e {first notified the other part~~ thereof in ~i~riting and ~~} the cause orcauses
thereof and shall ha~~e reyuestcd an extension for the period of the enforced delay.
H. Ri~~hts and Remedies Cumulati~c. 'Chc rights and remedies of the parties to the
Conh~act. ~+'hcther prodded bx la~~ or by the Contract. shall he cumulati~c. ~hhe cxcrcisc by either
party of an}' one or more of such remedies shall not preclude the cxcrcisc. at the same or different
times, of anv other such remedies t~~r the same default or breach or of any of its remedies fbr anv
other default or breach by the other party. '\o ~~ai~ u' made b~~ either such party ~~ ith respect to the
performance. manner or time thereat: any obligation of the other party, or any condition to its own
14
obligation under the Contract shall be considered ~ ~~aiver of any rights of the party makins the
~1aiver with respect to that particular obli~!;~tiun ~~flhc other party orconditi~~n to its ~~~~n obligation
beyond tfx~sc expresslr ~~~aivcd in ~~~ritin~~ and to the c~;tent thereof. or a ~~ ai~er ~~f am~ respect in
regard to anv other rights of the part}~ tuakin~~ the ~~ air cr or any other ~~bli~~ations of the other part}°.
L Party in Position of Surety ~~'ith Res acct to Oblis~ations. ~I~hc Developer. for itself, its
successors and assigns. and fur all other persons ~~ ho arc or who shall become l table upon or subject
to anv ohli~~atie~n ~,r burden unricr the Contract. ~~hcther b~ express or implied assumption or
utheneisc_ hereby waives. to the fullest extent permitted by la~~°. nnv and all claims or defenses
othcnti°ise avail<<ble on tlu ground omits or their being or haying become a person in the position ofa
surely, ~~hether real, pa~sona{. or othcr~~ ise or ~~hethcr by agrccma~t or operation ofla~~, including-
wiihout limitation on the generality of the toregoin<~, anv and all claims and defenses based upon
cstcnsion of time, indulg,cncc_ or nuxiitication of terms of conU~act.
S[?C"110'\ X1. ~11SCh:LLAhEOLS.
A. Conflict of Interest: Conunission Rc~~csentativcs ?y~ot Individually Liable. I~~o
member. official. or employee ~~f the Conunissian shall have an~~ personal interest. direct or indirect,
in the Contract. nor shall anv such member, official. or anployee participate in anv decision relating
to the Contract which aftccts hss perso^al interests or the interests of anv corpoi anon. partnership. or
association in ~~hich he'shc is, directly or indirectly, interested.'~'o member. official, oremployeeoi
the Commission shall be personally liable to the Developer. or anv successor in interest. i^ the crept
of anv default or breach h~ the Commission or for anv amount ~~~hich may become due to the
Dcreloper or successor ar assign or on anv obli~~~~ticros under the terms oi~the Contract.
B. Recordation. This ConUact shall be rccorclcd in the oftlce of the St. Joseph County
Recorder immediately subsequent to its execution.
C. Eciual Fmploti~ment O~~purtunit~. The Dc~elol7cr, for itself and its successors and
assigns. agrees that during the construction of the Project:
The Developer gill not discriminate against anv employee or applicant for
anplovmcnt because of race. color. religion. sex, or national origin. The
Deg eloper agrees to post in conspicuous places. available to employees and
applicants for emhloyinent. notices setting torch the provisions of this
nondiscrimination clause.
?. The Dcrdoper dill ,talc. in all solicitations or advertisements 1i~r employees
placed by or on behalf of the Developer. that all yuuliticd applicants ~~~ill
recci~ c consideration (or employment ~~ithout rc~aard to race. color. religion.
sex. or national origin.
l
D. Provisions 1\ot '~~9er«ed ~~%ith Deed. none of the provi,i~ms of the Contact arc
intcndal to ur shall be merged b~ reason of anv Dccd transferring title to the Property fi~um the
Commission ~~~ the De~elupcr or anv successor in interest and any such Decd shall not be deemed to
aifcct ur impair the hro~isions and a~~cnants oi~thc C'rmtraet.
~. hitlcs of Articles and Sections. Any titles of the several darts. sections. and
hara~~rahhs of the Lunn-act are inserted f~~r cony enience or reference only and steal I be disregarded in
consUuin~a ur inter~~rctin~ any of its ~~ro~~isions.
F. '~uticcs and Demands. A notice. demand. or ~~lhes au1~t~~us~ication under the Contract
h~ either party to the other shall be sufficiently gi~~en or delivered if it is dispatched by registered ur
ccrtiiied mail postage prepaid, return receipt requested. or deli~cred personally. and
in the case o{~thc Dc~clot~cr. is addresscd to ur dcl~i~crcd personally to the
Dc~clopcr as f~~lio~~~s:
JO1~\ PREIDLII~~E. TRH STEC
lOS 1v~orth Main Sn-cct. Suite 71O
South Bcnd_ Lu3~ama, 46bi)1
ii. in the case of the Commission, is addresscd to or dcli~crcd personall~~ to the
Comnussion at 1 Z00 County-Cite Building. ??7 ~~%est Ictferson Boulc~ard.
South k3cnd. Indiana ~16Gp1.
or at such other address ~~ith respect to either such party as that part~~ may from time to time
designate in ~~~riting and fr~r~rard to the other as pro~~ided in this Section.
G. Govcrnin~La~~. phis Contract shall be interpreted and cn{~n~ced according to the la~~~~s
of the Siate of Luiiana.
H. Authorit~~. The undersigned persons cnccuting and dcli~cringthis Conn-act on behalf
01 the Grantcc represent and certifi that they arc dul~~ named members of Grantee and ha~~e been
fully cmpo~~~ered to cxecutc and deliver this Contract and that all necesm~~ action has peen taken and
done b~ Grantcc.
1~ ~'1~1"i'\ESS ~~~H~RI:OF. the Parties herch~ cxecutc this COntraCt on the date first ~~'ritten above
(SIG'~~ATI;RL- P~yGE(S) Al TACNEDJ
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CCTV of sou~rH BEyD.
For the Usc anti Bcnctit of Its
DEP.AR~F'VIE'~~1~ OF R[:DEV'ELOP\~E~~"I~
Dalc: . ?UOK
i _.~~1 c~ in ~~ ,, ,,
South Bend Redc~~elopmcnt Conunission
1"h"LEST:
l7rnn .l \wn~ and lul. _ _ --
South Bcud Rede~~clopmeut Co~nmissi~u
S"DATE OF I'~~DlA1~~A )
SS:
ST. JOSEPH COl!'~TY )
Before me, the undersigned, a A~otan Public. in and for said County and State, personally
appcired and kno~~ n to me to he the
and _ rc,pectncl~~ of the South Bend Redcyelopment
Commission and ackno~~~ledged the execution ofthe foregoing Contract tix Sale of Land f~~r Pri~~ate
Dc~~clopment..
I1~' ~~%I~T'~'ESS ~~'IIEREOF, I ha~c hercunu> subscribed my name and aflixcd m~~ofticial seal
~~n the day of . ?Ol)8.
nay Commission Expires:
'~otar~ Public
R~idin~~ in SL Joseph County. Indiana
17
l\DIANA LAND TRLST lOR-1 IS
JOHN FREIDLINE. TRLSTEE
Date: . ?008
t~~~~,<<r~,~~ -
I'riiNrd \dnm <rn<i lillr
S i., u.rvun
li'uut d A~~ni~ imrl I i7/~
STATE OF INDLANA )
SS:
ST. JOSEPH COL:?"hY )
(3eture me, the undersi~~ned_ ~~ Aotarv Public. in an<I tin- said C~ount~ and State. ~~ersonall}~ appeared
IND1~'1NA LAND ~IRLST f08-118, JOHN FRF{DLWG. TR~!STE[= and ucknowled~~cd the
csccution of~thc ii~rc~~~~in~~ Contract ii~r Sale of Land fur Pri~atc Dc~ clopmcnt.
IN ~ ITNFSS ~y'HEREOF. l ha~~c ha~cunto subscribed m~~ name and affixed m~ official seal
on the day of . ?00~~.
Notarv Public
Residing in St. Joseph County. IN
19v Conunission Expires:
"I ai~tirm. under the penalties tur perjure, that I have taken reasonable care to redact each Social
Security number in this document unless rc~~uired b~ la~~.~~ Richard A. '~ussbaum. 11.
I hi. inanim~~ni ~~m ~~rr~i;u cJ M_ _ RidmiJ 1 Au*~h:uun. IL Au„rnc~ a~ I a~~- Ah I loos - Pluiu Ituildin^. _' IU S V1 i~hia,in Si_ PA ~. 13u~ ?IIIL Snmh
Hcml. hidiane-lnt~?~
~ ,ihnc~ indland I r.i t „n vaci? d„c
~~it~~'
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F~Hr~i~ .a
LF,GAL DESCRIPTIO\
A part of Lot Numbered ~f ~~~cnt~~-one (? I) as sho~~n on the original Plat of the ~how~n. no~~~ City oi~
South [3end. Indiana. described as follo~a~s: Commencing at the N~~rth~~~esi corner of said Lot ? l
thence south ~ feet to the point of beginnin~~: thcncc <<jst I ,9 tcel parallel ~~~ith the n~~rth line of said
Lot ? I t~~ a point ?6 feet ~y~est of the East line of said Lot ? I :thcncc South 61 feel to the South line
of said Lot ? I :thcncc ~'~~est along said line to the South~~~est a~rncr of said Lot ? I ;thcncc North to
the point ofbcginning.
19
EX11{BIT B
BID SPECLI~IC,1'I'[O~ FOR DISPOSITIO\ Of' I IH i~~OR"I~H ~9AIN STREET
20