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HomeMy WebLinkAboutNo. 2416 approving and accepting a counteroffer for the acquisition of property in the South Bend Central Development Area• RESOLUTION NO. 2416 RESOLUTION APPROVING AND ACCEPTING A COUNTEROFFER FOR THE ACQUISITION OF PROPERTY IN THE SOUTH BEND CENTRAL DEVELOPMENT AREA WHEREAS, under the authority granted by Ind. Code ~ 36-7-14, et seq. and in furtherance of the South Bend Central Development Area Plan ("Plan"), the South Bend Redevelopment Commission ("Commission") has determined that it is necessary to acquire unencumbered fee simple interest in certain property located within the area heretofore designated as the South Bend Central Development Area (the "Area") within the City of South Bend, Indiana (the "City"), which property is more particularly described at Exhibit A attached hereto and incorporated herein ("Property"); and WHEREAS, on November 2, 2007, the Commission adopted a Resolution setting the offering price (the "Offering Price") and authorizing staff to present an offer to Cleophus Washington as owner of the Property (the "Owner") in an amount not to exceed the Offering Price along with the payment of expenses incidental to the conveyance and detei711ination of the title of the Property; and WHEREAS, the staff has presented the Owner an offer for the Offering Price as authorized, which the Owner rejected; and WHEREAS, the Owner has provided an appraisal evidencing a fair market value that exceeds the Offering Price and, accordingly, have provided a counteroffer to the Commission in which the Owner proposes to sell the Property to the Commission for $96,000.00 (the "Purchase Price"); and WHEREAS, the staff has reviewed the appraisal and the counteroffer and determined that the although the comparables in the appraisal are not as accurate as the Commission's appraisal, the Purchase Price set forth in the counteroffer is a reasonable price for the Property; and WHEREAS, the Owner has provided a counteroffer to the Commission and propose to execute a standard MLS Residential Purchase Agreement (the "Purchase Agreement") to effect the purchase and sale of the Property; and WHEREAS, the Commission desires to purchase the Property for $96,000.00, approve the form of Purchase Agreement, and authorize the President and Secretary of the Commission to execute and attest, respectively, the Purchase Agreement on behalf of the Commission, with such changes in form or in substance as the President and Secretary inay approve; and • • WHEREAS, the Commission 11as completed its acquisition procedures for the Property and sufficient funds are available for the purchase of the Property; NOW, THEREFORE, BE IT RESOLVED by the South Bend Redevelopment • Commission that: 1. The Commission hereby finds that the consideration, although above the appraisal value, is reasonable considering the circumstances and the evidence provided by the Owner and that it is in the best interest of the citizens of the City and the South Bend Redevelopment District and consistent with the purposes and requirements set forth in Indiana Code § 367-14 to accept the Purchase Price set forth in the counteroffer. 2. The Commission hereby approves and accepts the form of Purchase Agreement and authorizes the President and the Secretary to execute and attest, .respectively, the Purchase Agreement with such changes in form or in substance as they deem to be necessary or appropriate to complete the transfer, with such approval to be conclusively evidenced by as such execution and attestation, respectively. The President and/or Secretary are each authorized to execute and deliver any other documentation necessary to complete the acquisition of the Property. Legal counsel for the Commission is fiu-ther authorized to close the transaction on behalf of the Commission and execute any incidental closing documents necessary to complete the transaction. If desirable to facilitate the closing on this property, staff is further authorized to engage Meridian Title Company to assist with the closing of this transaction. 3. The Secretary of the Commission is instnlcted to place a copy of the Counteroffer and the form of Purchase Agreement presented to the Commission with this Resolution in the records and minutes of this meeting. ADOPTED at the Regular Meeting of the South Bend Redevelopment Commission held on December 7, 2007, at Room 1308 County-City Building, 227 W. Jefferson Boulevard, South Bend, Indiana 46601. ATTES s. ~r Gregory S. Downes, Secretary Pri~Nnnie mrd Title CITY OF SOUTH BEND, DEPARTMENT OF REDEVELOPMENT ~ ~ Srgnntao~e Marcia I. Jones, President Prin~rd .~anu~ and ]ide South Bend Redevelopment Commission • South Bend Redevelopment Commission • EXHIBIT A PROPERTY DESCRIPTION AND PURCHASE PRICE • Tax Key No. Address Owner Counteroffer Purchase Price 18-3012-0406 520 W. Wayne Cleo Washington 18-3012-0408 514 W. Wayne Cleo Washington 18-3012-0407 304 S. Taylor Cleo Washington 18-3012-0410 310 S. Taylor Cleo Washington 18-3012-0409 512 W. Wayne Cleo Washington Total Counteroffer Purchase Price $96,000.00 ~ .J Date: November 26. 2007 Listing Broker (Co.): CB Richard Ellis I Bradley By: Brad Toothaker as Limited agent PURCHASE AGREEMENT A. PARTIES: Cleophus (Cleo) Washington ("Seller") agrees to sell and convey to The City of South Bend, Department of Redevelopment, acting by and through the South Bend Redevelopment Commission ("Buyer") and Buyer agrees to buy from Seller the following property for the consideration and subject to the following: B. PROPERTY: The property is commonly known as: 520 West Wayne Street, in Portage Township, St. Joseph County, South Bend Indiana, 46601 including all buildings and permanent improvements and fixhires attached; all privileges, easements and appurtenances pertanling thereto including any right, title and interest of Seller in and to adjacent streets, alleys, rights-of--way, leases, rents, security deposits, licenses and permits with respect to the property, trade name, and wan-anties or guaranties relating to the property being sold, and any personal property specified herein; all of the above referred to as the "Property,'° the legal description of which is attached as Exhibit "A"; subject to exact determination by survey pursuant to Paragraph J. The following items of personal property are INCLUDED in the sale: N/A. All other personal property and the following additional items are EXCLUDED from the sale: N/A. C. PRICE: The purchase price shall be Ninety Six Thousand Dollars ($96,000.00), payable in cash at closing. D. EARNEST MONEY: Buyer submits Five Thousand Dollars ($5,000.00) as Earnest Money to be held by Meridian Title Corporation as Escrow Agent, upon execution of this Agreement by both parties. The Earnest Money shall be applied to the purchase price at closing unless rehrrned to Buyer, released to Seller or otherwise disbursed in accordance with this A~reemeut. The Escrow Agent is not a party to this Agreement and does not assume or have any liability for performance or non-performance of any party. Before the Escrow Agent has any obligation to disburse the Earnest Money in the event of dispute, Escrow Agent has the right to require from all parties a written release of liability of the Escrow Agent, termination of the Agreement and authorization or court order to disburse the Earnest Money. ADDITIONAL PROVISIONS: Closing costs shall be paid by the buyer. Included in this Agreement are the following addenda: (Place an "X" or "N/A" on the appropriate line or lines) n/a Financing Addendum n/a Feasibility Study Addendum n/a Leased Property Addendum n/a Exchange Addendum n/a Zoning/Goverrunental Approval Addendum r~/a Representations & Warranties of Seller Addendum n!a Alternative Dispute Resolution Addendum n/a Lead-Based Paint Disclosure Addendum F. CLOSING: The closing of the sale shall take place at Meridian Title Corporation within fifteen (15) days of the expiration of the Review Period as defined in Paragraph J below or as sooner agreed to by the Seller and Buyer (the "Closing Date") or this Agreement shall ternunate unless the Closing Date is changed in writing by Seller and Buyer, or otherwise extended pursuant to this Agreement. G. POSSESSION: The possession of the Property shall be delivered to Buyer in its present condition, ordinary wear and tear excepted, at C1osn1 . Seller shall maintain the Property, including fixhu-es, equipment and any included personal property until possession is delivered to Buyer. H. REAL ESTATE TAXES: Current Year (Lien Basis in An-ears) Indiana Customary Proration: The taxes assessed for the cun-ent year, due and payable in the year following closing, shall be prorated beriveen Seller and Buyer on a calendar year basis as of the day immediately prior to the Closing Date. All taxes assessed for any prior calendar year and remaining unpaid shall also be paid. L INSURANCE AND RISK OF LOSS: Seller shall maintain replacement cost (if available) or actual cash value "all risk" insurance on the Property through the Closing Date. Sellers insurance shall be canceled as of the Closing Date and Buyer shall provide its own insurance thereafter. Risk of loss by damage or destruction to the Property prior to the closing shall be bonle by Seller. In the event any damage or destruction is not fidly repaired prior to closing, Buyer, at its option, may either temunate this Agreement or elect to close the transaction, in which event Seller's right to all insurance proceeds not yet applied to repair of the damage or destruction shall be assigned in writing by Seller to Buyer at closing. CONDITIONS TO CLOSING: Buyer shall have a Thirty (30) day period ("Review Period") immediately following the date of the Contract Execution ("Effective Date") during which Review Period the Buyer's obligations under this Agreement are conditioned upon satisfaction of each of the following items which are for the Buyer's benefit and may be waived by Buyer at Buyer's sole discretion. Page 1 of 8 1. Title Commitment: A commitment for title insurance (the "Commitment") issued by a reputable title insurance company selected or approved by Buyer (the "Title Company") showing marketable title in Sellers name shall be ordered by (Seller) (Buyer) promptly upon acceptance of this Agreement and shall be delivered to Buyer within ten business days after acceptance of the Purchase Agreement. At Buyers request, legible copies of all recorded instnrments affecting the Property or recited as exceptions in the Commitment shall also be delivered. 2. Survey: If desired by Buyer, a survey shall be ordered promptly upon acceptance of this Agreement and shall be furnished at Buyer's expense. It shall be prepared by a licensed Indiana surveyor selected or approved by Buyer, shall comply with Minimum Standard Detail Requirements for ALTA/AGSM Land Title Surveys, including optional requircnlents if requested, shall reflect whether the Property is located in a designated flood-zone area and shall be certified to Buyer, the Title Company and Buyers lender. 3. Title and Survey Approval: If Buyer has an objection to items disclosed in the Commitment or the survey, Buyer shall make written objections to Seller within five 5 business days after receipt of both the Comnutment and survey. Upon the expiration of such period, any item not objected to by Buyer or subsequently approved by Buyer in writing shall be deemed a permitted exception ("Permitted Exception"). If Buyer makes objections, Seller shall have thirty (30) days from the date the objections are made to cure the same, and the Closing Date shall be extended, if necessary. Seller agrees to utilize its best efforts and reasonable diligence to cure any objections, but only to the extent necessary to convey marketable title. If the objections are not satisfied within the time period, Buyer may either terminate this Agreement and receive a refund of the Earnest Money or waive the tmsatisfied objections and close the transaction. 4. Inspections: Unless Buyer waives inspections under paragraph (C), Buyer shall have deternuned that the Property has no unacceptable, adverse environmental or physical condition as provided below. (A) Environmental Assessment: If desired by Buyer, a Phase I environmental site assessment ("Phase 1") on the Property shall be ordered promptly upon acceptance of this Agreement at Buyer's expense from a reputable, qualified engineer, acceptable to Buyer. The Phase I shall be conducted in accordance with ASTM standards unless otherwise agreed and may also include at Buyers option the following matters: (1) an investigation for the presence of asbestos, radon, lead or polychlorinated biphenyl (PCBs) on the Property; andior (2) an investigation to determine if the Property is located in any regulated or protected area under the jurisdiction of the U.S. Anny Corps of Engineers, the U.S. Enviroimiental Protection Agency, the Indiana Ueparhllent of Environmental Management, the Indiana Department of Nahiral Resources, the U.S. Fish and Wildlife Service or any other federal, state or local agency. If Buyer does not make a written objection to any problem(s) revealed in the report within five 5 business days after receipt of the Phase I Audit, the Property shall be deemed to be acceptable. If Buyer determines that the environmental condition is unsatisfactory, Seller shall have a reasonable period of time, not to exceed tweet business days, to remediate the condition to Buyers satisfaction and the Closing Date shall be extended, if necessary. Seller fails or refuses to remediate, Buyer may either terminate this Agreement and receive a refund of the Earnest Money or waive its objection and close the transaction. (B) Physical Inspections: Promptly upon acceptance of this Agreement, all physical inspections shall be ordered Buyer's expense. inspections shall be made by qualified inspectors or contractors, selected or approved by Buyer, with written reports delivered to Seller and Buyer. Inspections may include but are not limited to the following: heating, cooling, electrical, plumbing, roof, walls, ceilings, floors, foundation, basement, crawl space, water, stone and waste sewer, welUseptic, geotechnical, other: any. If Buyer, in its reasonable discretion, believes that an inspection report reveals a major defect in or with the Property, Buyer shall report such defect in writing to Seller within five 5 business days after receipt of said report. If Buyer does not make a written objection to any problem(s) revealed in the report(s) within such time period, the Property shall be deemed acceptable to Buyer. Seller shall have a reasonable period of time, not to exceed twenty (20) business days, to repair any such major defect to Buyer's reasonable satisfaction and the Closing Date shall be extended, if necessary. If Seller fails or refuses to repair, Buyer may either terminate this Agreement and receive a refund of the Earnest Money or waive its objection and close the transaction. Buyer and its agents shall have the right to enter upon the Property upon reasonable advance notice and make all inspection provided for herein. Buyer shall restore any damage to the Property resulting from the entry of Buyer or its agents and shall indenmify, defend and hold harn>less Seller as to any injury to persons or damage to their property resulting from the negligence of Buyer or its agents in conducting their activities on the Property. 5. Utilities and Condition. Seller shall cease the service of all utilities and services for the Property, including but not limited to, all gas, electricity, cable, telephone, water, sewer, pest conri-ol, home warranties or other services affecting the Property. Seller shall satisfy, prior to closing, all outstanding disputes and pay all bills regarding those services or utilities. Seller shall also winterize and secure the Property prior to closing. PROBATIONS AND SPECIAL ASSESSMENTS: All ordinary operating expenses of the Property due or accnied prior to the Closing Date, including but not limited to, public utility charges shall be borne by the Seller. Any special assessments Page 2 of 8 applicable to the Property for municipal improvements made to benefit the Property prior to the Closing Date shall be paid by Seller at or before closing. L. SALES EXPENSES: All sales expenses are to be paid in cash prior to or at the closing. 1. Seller's Expenses: Seller shall pay all costs of releasing existing loans and recording the releases, preparation of Deed and Vendor's Affidavit, Indiana Gross Income Tax, and other expenses stipulated to be paid by Seller under other provisions of this Agreement. Seller shall further pay all costs related to the close-out or ternnation of all public utility or other services for the Property 2. Buyer's Expenses: Buyer shall pay all expenses incident to any closing fee and expenses stipulated to be paid by Buyer under other provisions of this Agreement. M. DEFAULT: If Buyer breaches this Agreement, Seller may seek any remedy provided by law or equity, or termnate this Agreement and receive the Earnest Money as liquidated damages. If Seller breaches this Agreement, Buyer may terminate this Agreement and receive a refund of the Earnest Money, or Brryer may seek specific performance or any other remedy provided by law or equity. In the event of Seller default, Seller shall immediately be obligated to pay all brokerage conunissions that would have been paid had this transaction closed. In the event of Buyer default, commissions may also be due and payable pursuant to the terms of the applicable brokerage agreements. N. DUTIES OF BUYER AND SELLER AT CLOSING: 1. At the closing, Seller shall deliver to Buyer, at Seller's sole cost and expense, the following: (A) A duly executed and acknowledged Warranty Deed conveying marketable title in fee simple to all of the Property, flee and clear of any and all liens, encumbrances, conditions, easements, assessments, reservations and restrictions, except Permitted Exception(s); (B) An Owner's Policy of Title Insurance (the "Title Policy") issued by the Title Company in the amotmt of the purchase price, dated as of closing, insuring Buyer's fee simple title to the Property to be marketable subject only to the Permitted Exception(s), and deleting the standard printed exceptions contained in the usual form of the Title Policy; (C) An executed Vendors Affidavit in form acceptable to the Title Company; (D) A Bill of Sale, duly executed by Seller, containing warranties of title, conveying title, free and clear of all liens, to any personal property specified in Paragraph B; (E) An assignment, duly executed by Seller, of leases, prepaid rents, security deposits, and trade name, and to the extent assignable, licenses and permits, warranties or guarantees, and to the extent agreed to be assumed by Buyer, all service maintenance, management or other contracts relating to the ownership or operation of the Property. Such assignment shall inchide an indemnity from Seller in favor of Buyer with respect to all claims and obligations arising under such leases and contacts prior to the Closing Date. If Buyer does not agree to assume any such contract, then Seller shall deliver evidence of termination of such contract at closing and shall indemnify Buyer as to all claims and obligations thereunder; (F) A current rent roll duty certified by Seller and any security or tenant deposits, if applicable; (G) Evidence of its capacity and authority for the closing of this hansaction; (H) Certification establishing that no federal income tax is required to be withheld under the Foreign Investment and Real Property Tax Act, or consent to withhold tax from the proceeds of sale as required, unless it is established that the tansaction is exempt; (I) All other executed documents necessary to close this tansactlon. 2. At the closing, Buyer shall perform, at Buyer's sole cost and expense, the following: (A) Pay the cash portion of the purchase price in the form of a cashier's check or other immediately available fiends; (B) Provide evidence of its capacity and authority for the closing of this transaction; (C) Execute all other documents necessary to close this tansaction. 0. CONDEMNATION: Seller shall promptly notify Buyer in writing of the connnencement of any condenmation proceedings against any portion of the Property. If such condenmation proceedings are conunenced, Buyer, at its option, may (1) terminate this Agreement by written notice to Seller within three 3 days after Buyer is advised of the commencement of condemnation proceedings, or (2) appear and defend in any condemnation proceedings, and any award shall, at Buyer's election, (a) become the property of Seller and reduce the purchase price by the same amount or (b) shall become the property of Buyer and the purchase price shall not be reduced. P. RESPONSIBLE PROPERTY TRANSFER LAW: 1. Seller is not required to provide Buyer with a Disclosure Statement pursuant to LC. Section 13-25-3-1 et seq., Indiana Responsible Property Transfer Law ("IRPTL"), because, to the best of Seller's knowledge, the Property is exempt from the provisions of the law or (a) the Property does not contain any hazardous chemical or material; (b) the Property does not contain any underground storage tanks which are or have been utilized to hold petroleum or other regulated substances; and (c) the Property is not listed on the Comprehensive Environmental Response, Compensation and Liability Information System. 2. If Seller learns that the Property comes within the terms of IRPTL after execution of this Agreement, then Seller shall provide to Buyer the required disclosure document and comply with all other parts of this law. Page 3 of 8 Q. MISCELLANEOUS: 1. Any notice required or permitted to be delivered shall be deemed received when personally delivered or when confirmed as received by facsinule, express courier or United States mail (postage prepaid, certified and return receipt requested) addressed to Seller or Buyer or their designee at the address set forth below the signature of each party. 2. This Agreement shall be construed in accordance with the laws of the State of Indiana. 3. Time is of the essence. Time periods specified nl this Agreement acid any addenda are calendar days and shall expire at midnight of the date stated unless the parties agree otherwise in writing. -t. This Agreement is binding upon and For the benefit of the parties' respective heirs, administrators, cxccutors, legal representatives, successors, and assigns. No assignment of this Agreement shall release a party from liability for its obligations hereunder. 5, if any provision contained in this Agreement is held invalid, illegal, or unenforceable in any respect, the invalidity, illegality or unenforceability shall not affect any other provision. 6. This Agreement constitutes the entire agreement of the parties and cannot be changed except by their written consent. 7. By signing below, the parties to this transaction acknowledge receipt of a copy of this Agreement and give their percussion to a Multiple Listing Service or other advertising media, if any, to publish infornlation regarding this transaction. 8. Broker(s) may refer Buyer or Seller to other professionals, service providers or product vendors, inchding lenders, loan brokers, title insurers, escrow companies, inspectors, surveyors, engilreers, consultants, enviromnental inspectors and contractors. Broker(s) has no responsibility for the performance of any service provider and/or inspector.~Buyer and Seller are free to select providers/inspectors other than those referred or recommended to them by Broker(s). 9. Buyer discloses to Seller that Buyer is licensed and holds License # N/A. Seller discloses to Buyer that Seller is licensed and holds License # N/A. 10. Where the word "Broker" appears, it shall include any salesperson associated with the Broker's firm. 11. Any party who is the prevailing party against any other party in any legal or equitable proceeding relating to this Agreement shall be entitled to recover court costs and reasonable attorney fees from the non-prevailing parry. 12. The parties agree that this Agreement may be transmitted between them by facsiuule machine. The parties intend that faxed signatures constitute original signatures and are binding on the parties. The original document shall be promptly executed and/or delivered, if requested. This Agreement may be executed simultaneously or in two or more counterparts, each of which shall be deemed an original, but all of which together shall constihrte one and the same inst-rnnent. 13. Each person executing this Agreement on behalf of a party represents and warrants that he or she has been authorized by all necessary action to execute and deliver this Agreement on behalf of such parTy. R. CONSULT YOUR ADVISORS: Buyer and Seller acknowledge they have been advised that, prior to signing this document they should seek the advice of an attorney for the legal or tax consequences of this document and the transaction to which relates. In any real estate transaction, it is recommended that you consult with a professional, such as a civil engineer, environmental engineer, or other person, with experience in evaluating the condition of the property, including the possible presence of asbestos. hazardous and~or toxic materials and underground storage tanks. S. CONFIRMATION OF RELATIONSHIP Buyer and Seller acknowledge that each has reviewed the disclosure herein, has had the options explained, and the Buyer and Seller now confirm the Buyer's relationship with CB Richard Ellis and further acknowledge that they understand and accept that relationship and the fact that the Buyer shall pay CB Richard Ellis a commission of Five Percent (5%) at closing. T. SELLER'S RESIDENTIAL REAL ESTATE SALES DISCLOSURE: Buyer has not received an executed Seller's Residential Real Estate Disclosure Form. U. TERMINATION OF OFFER: Unless accepted by Seller and delivered to Buyer by 5:00 pm EST, the T~' day of December, 2007, this Purchase Agreement shall be null and void and-all parties shall be released of any and all liability or obligations. Signature Prrge Follorns • Page 4 of 8 LER'S SIGNATURE DATE SELLER'S SIGNATURE DATE PRINTED SELLER'S SOCIAL SECURITY #/FEDERAL ID (AREA CODE) TELEPHONE NUMBER/FAX NUMBER PRINTED SELLER'S SOCIAL SECURITY #iFEDERAL ID (AREA CODE) TELEPHONE NUMBER/FAX NUMBER SELLER'S ADDRESS FOR NOTICE PURPOSES ACCEPTANCE OF PURCHASE AGREEMENT Buyer accepts the offer made by Buyer as set forth above, without change or condition at (A.M.)(P.1~L) (Noon) on the day of . 20 CITY OF SOUTH BEND, INDIANA, DEPARTMENT OF REDEVELOP~~IENT ~~UYER'S SIGNATURE BUYER'S SIGNATURE PRINTED, TITLE (AREA CODE) TELEPHONE NUMBER/FAX NUMBER NUMBER PRINTED, TITLE (AREA CODE) TELEPHONE NUMBER/FAX 1200 Coun -Cit Buildin 227 W. Jefferson Boulevard South Bend, Indiana 46601 BUYER'S ADDRESS FOR NOTICE PURPOSES 1 DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP ROBERT BRADLEY ASSOCIATES, LLC D/B/A CB RICHARD ELLIS ~ BRADLEY Public law requn~es real estate licensees who are acting as agents of sellers (landlords) or buyers (tenants) of real property to advise the parties with whom they work of the policy and nature of their company with respect to agency relationships and to disclose to the parties all types of agency relationships available and the licensee's duties that each agency relationship creates, prior to the disclostue by the party to the licensee of any confidential infornation. Before you disclose confidential information to a real estate licensee regarding a real estate transaction, you should understand what type of agency relationship you have with that licensee. We believe that it is in the best interests of the seller/landlord to effectively selUlease the property and we therefore will cooperate with seller's/landlord's subagents (cooperating real estate brokers) and buyer's/tenant's agents (tenant representatives) to share comnussions in connection with selling/leasing the seller's/landlord's property. We will advise all cooperating agents who elect subagency status not to make any statements or representations about the property, the sellers/landlord's motivation or intentions to buyers/tenants that are not contained in our company fact sheets, flyers or in a written directive fi~om our office. Landlord's Agents/Exclusive Landlord's Agency/Seller's Agents A Seller's (landlord's) agent, under a listing agreement with the landlord, acts solely on behalf of the seller (landlord). A seller/landlord can authorize aseller/landlord's agent to work with subagents, buyer's agents and/or h~ansaction coordinators. A subagent is one who has agreed to work with the listing agent, and who, like the listing agent, acts solely on behalf of the sellers landlord's agents and subagents will disclose to the seller/landlord known information about the potential buyer/tenant which may be used to the benefit of the seller/landlord- A seller's/landlord's agent may not disclose that aseller/landlord will accept less than the listed sales price or lease rate for the ~operty or other contract concessions or «~hat motivates the seller/landlord to sell lease the property. Tenant's Agents/Exclusive Tenant's Agency/Buyer's Agents A buyer's/tenant's agent (tenant representative), render a buyer's%tenant's agency agreement with the buyer/tenant acts solely ou behalf of the buyer/tenant. Buyer's/tenant's agents and subagents will disclose to the buyer/tenant known information about the seller/landlord which maybe used to benefit the buyer/tenant. Limited Agents/Buyer's/Tenant's or Seller's/Landlord's Agency A real estate licensee can be the agent of both the seller/landlord and the buyer/tenant in a transaction, but only with the knowledge and informed consent, in writing, of both parties. In such a limited agency situation, the licensee will not be able to disclose all known information to either the seller/landlord or the buyer/tenant. The obligations of a limited agent are subject to any specific provisions set forth in any agreement between the limited agent, the seller/landlord and the buyer/tenant. Company Policy/Licensee Disclosru~e Robert Bradley Associates, LLC d/b/a CB Richard Ellis South Bend, brokers and salespersons are obligated to perforn7 under the following guidelines with respect to principals and customers. The seller's/landlord's agent owes the following affirmative obligations: To the principal: a. A fiduciary duty of utmost care, integrity, honesty and loyalty, obedience and confidentiality in dealings with the landlord. To the customer: a. Diligent exercise of reasonable skill and care in performance of the agent's duties. b. A duty of honest and fair dealing and good faith. c. A duty to disclose all facts known to the agent materially affecting the value or desirability of property that are not known to, or within the diligent attention and observation of the parties. A seller's/landlord's agent may show altenlative properties not owned by flee seller/landlord to a prospective ,/buyer/tenant and may list competing properties for lease without breaching any duty or obligation to the seller/landlord and provide assistance to a buyer/tenant with services in the ordinary course of a sales/lease transaction such as preparing offers to buy/lease and communicating those offers to the seller/landlord, an-an~ing for attorneys, inspectors, insurance agents, contractors and similar services which do not violate the terms of the listing/management agreement with the seller/landlord. Our company policy allows all of our licensees to procure buyers/tenants to purchase/lease your property. Our agents will disclose to buyers/tenants orally and in writing, in a manner to be consistent with state laws, that they have a fiduciary responsibility to their principal. Notwithstanding anv other provision of this Agreement Seller Buver and all agents including but not limited to CB Richard Ellis South Bend recognize and acknowledge the no agent including anv staff member of the Buver, notwrthstandmg their representations may bind the Buver in anv way, to terms of this Agreement to the extent that such terms are inconsistent with the provisions of Indiana law or without the expressed approval of the South Bend Redevelopment Comrrussion. I hereby disclose that the agency status I/we have with the buyer/tenant and/or seller/landlord below is: Seller's/Landlord's Agent X Buyer's/Tenant's Agent Limited Agent None of the above Further, this form was provided to them before disclosure of any confidential information. Date: Licensee Date: Licensee LANDLORD/TENANT DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIPS IF YOU DO NOT UNDERSTAND THIS FORM, SEEK LEGAL ADVICE OF YOUR OWN CHOOSING BEFORE SIGNING. THE LANDLORD IS ADVISED TO TAKE REASONABLE SECURITY MEASURES RELATING TO VALUABLE AND PERSONAL ITEMS AS WELL :AS CONFIDENTIAL DOCUMENTS. ACKNOWLEDGI~'IENT By signing below, the parties confirm that they have received and read the information in this agency disclosure statement and that this form was provided to them before the disclosure of any confidential information specific to the seller/landlord or buyers/tenants interests. Seller/Landlord/Buyer/Tenant (Please Circle One) Seller/Landlord/Buyer/Tenant (Please Circle One) Date Date n Public ActNo. 93: NICL 339.217 i a IC 2,34,1-4-3 Section ~,6 f:/cb/forms/disclosur.doc EXHIBIT A f j Tax ID # Legal Description Address -3012-0406 35 1/2 Ft & 38.5 Ft Nw CorLot 7 Vails Sub Block 6 520 W. WAYNE 18-3012-0408 19 1/2'E Side 74'W End& 19 1/2'S & Adj Lot 719 1/2'W Side 74'N End &10x1 9 1/2&a os;S & Ad' Lot 8Vails Blk 6 V\L ADJ 514 W. WAYNE 38 1/2 Ft E Side 74 1/2 Ft N SideLot 8 & 10 Ft S End Of 18-3012-0409 38 1/2X 84 Ft Ne Pt Lot 8Vails Sub Block 6 512 W. WAYNE 18-3012-0407 38 1/2'S End 74'N End38.5'W End Of SideLot 7 & 10'S End 38.5'Nw Pt Lot 7 Vails Sub Blk 6 V\L ADJ 304 S. TAYLOR 18-3012-0410 44 1/2 Ft Mid Pt Ea Lots 7 & 8Vails Sub Blk 6 310 TAYLOR • LEGAL DESCRIPTION