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HomeMy WebLinkAboutResolution CC-09-19-16-01 Land Swap CRCRESOLUTION CC 09-19-16-01 A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA APPROVING DISPOSITION OF REAL ESTATE SYNOPSIS: The Land Swap Agreement is being executed to transfer land on `Parcel 5' and `Parcel 10' between the CRC and Pedcor entities. CRC will transfer land parcels to Carmel City Center, LLC on Parcel 5 (Gallery Site, Playfair Parking Site, and Park East Retail Sites) and transfer `Parcel 10 South' to CCC Market. In return Carmel City Center, LLC will transfer the "Park East" parcel to the CRC. Pedcor will transfer 1.035+ acres plus the completed garage to CRC. The appraised value for the Park East parcel alone is $1,400,000. The average of two appraisals for CRC land parcels noted above is $569,500. CRC has determined the noted sites to be transferred are unnecessary for CRC to complete its redevelopment project on the City Center campus. The CRC is acting under IC §36-7-14-22.5, where, upon a determination that a parcel acquired by CRC to carry out a redevelopment project no longer is needed for that project, CRC can dispose of that parcel under §36-7-14-22.7 without having to offer the parcel. WHEREAS, The Common Council of The City of Carmel, Indiana (the "Council'), pursuant to Resolution CC -12-15-14-03 (formerly CC -10-06-14-03), A Resolution of the Common Council of the City of Carmel, Indiana, Approving Certain Matters in Connection with the Carmel Downtown Economic Development Area, dated December 15, 2014 (the "2014 Resolution"), confirmed conformity of the "2014 Declaratory Resolution" and the "2014 Plan Addendum" (each as defined in the 2014 Resolution) with the plan of development for the City of Carmel, Indiana; WHEREAS, contemporaneously with the passage of the 2014 Resolution, The City of Carmel Redevelopment Commission ("CRC'), and Carmel City Center, LLC, CCC West, LLC, and CCC Phase II, LLC (collectively, the "Parcel 5 Entities"), executed that certain Project Agreement (Second Component/Park East/Second Component Public Improvements) dated December 15, 2014 (the "2014 Project Agreement"); WHEREAS, pursuant to the 2014 Project Agreement, CRC, the Parcel 5 Entities, and CCC Market, LLC ("CCC Market") entered into that certain Agreement (Conveyances) dated February 18, 2015 (the "2014 Conveyances Agreement"); WHEREAS, the 2014 Project Agreement was amended, restated, and superseded by that certain Amended and Restated Project Agreement (Second Component/Park East Garage/Hamilton Element/Second Component Public Improvements) executed by and among CRC and the Parcel 5 Entities (the "2016 Project Agreement'); WHEREAS, as required by the 2016 Project Agreement, CRC, the Parcel 5 Entities, and CCC Market intend to amend, restate, and supersede the 2014 Conveyances Agreement through the execution of an Amended and Restated Agreement (Conveyances) substantially in the form attached hereto as Exhibit A (the "2016 Conveyances Agreement"); WHEREAS, all capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the 2016 Conveyances Agreement; WHEREAS, as reflected in the 2016 Conveyances Agreement, in connection with the satisfaction of the obligations under the Remainder Project Agreement and the 2016 Project Agreement, CRC, the Parcel 5 Entities, and CCC Market have requested that CRC convey the CRC Sites to Affiliated Entities; WHEREAS, pursuant to IC §36-7-14-22.5, subject to the prior approval of the Council, real property acquired by CRC to carry out a redevelopment project that, at a public hearing, is determined by CRC to be unnecessary to complete its redevelopment project, may be disposed of pursuant to §36-7-14- 22.7; Prepared by: Jennifer R. Shoup, Esq., One Indiana Square, Suite 2300, Indianapolis, Indiana 46204. WHEREAS, CRC acquired the CRC Sites to carry out a redevelopment project; WHEREAS, CRC, at a public meeting held on January 23, 2015, determined that the CRC Sites are unnecessary for CRC to complete its redevelopment project; and WHEREAS, for purposes of clarity, and because the 2014 Resolution does not specifically state that the Council approves the disposition of the CRC Sites, CRC has requested that, prior to CRC, the Developer Entities, and CCC Marketexecuting the 2016 Conveyances Agreement, the Council specifically grant the approval required to be obtained by IC §36-7-14-22.5 so that, subject to the other requirements of iC §36-7-14-22.5, CRC may dispose of the CRC Sites pursuant to §36-7-14-22.7. NOW, THEREFORE, BE IT RESOLVED THAT: The Council hereby grants the approval required to be obtained pursuant to IC §36-7-14-22.5 in connection with the disposition of the CRC Sites pursuant to §36-7-14-22.7. This Resolution shall be in full force and effect from and after its passage by the Council and approval by Mayor Brainard as required by law. Passed by the Common unci) of the City of Carmel, Indiana, this � d Cay of September, 2016, by a vote of _� ayes and (� nays. COMMON COUNCIL OF THE CITY OF CA EL, INDIA A By: By: Ron E. Carter, President Sue ink m, Vice- resident By: By: Ca chle; ,' Member Bruce Kimball, Member yam. j By: Jeff r , k4er / Laur ampbell, Member By:E -w- Kevin . Rid 'r, Member %' Att Christine S. Pauley, PCierk-Treasurer, City of Carmel, Indiana resented by me to the Mayor of the City of Carmel, Indiana, thr1r0- a f.September, 2016, at Christine S. Pauley, Cler�k2Treasurer, City of Carmel, Indiana Approved by me, Mayor of the City of Carmel, Indiana, this day of September, 2016, at M. By: Jam s Brainard r Attest: Christine S. Pauley, Clerk -Treasurer City of Carmel, Indiana Prepared by: Jennifer R. Shoup, Esq., One Indiana Square, Suite 2300, Indianapolis, Indiana 46204. AMENDED AND RESTATED AGREEMENT Conveyances This Amended and Restated Agreement (Conveyances) (the "Agreement") is executed this day of August, 2016, by and among The City of Carmel Redevelopment Commission ("CRC'), Carmel City Center, LLC ("CCC'), CCC West, LLC, and CCC Phase II, LLC (jointly and severally, the "Developer"), CCC Nash, LLC ("CCC Nash"), and CCC Market, LLC (the "10 South Purchaser"). Recitals WHEREAS, CRC, CCC, and Village Housing Corporation have executed the Remainder Project Agreement; WHEREAS, in 2014, CRC, CCC, and Developer executed the Original SC Project Agreement; WHEREAS, on October 14, 2014, CRC conveyed the 10 South Parcel to 10 South Purchaser; WHEREAS, 10 South Purchaser intends to make improvements to the 10 South Parcel that, as currently contemplated, would extend east onto real estate owned by CRC; WHEREAS, pursuantto the Original SC Project Agreement, the parties executed the Original Conveyance Agreement; WHEREAS, changes in circumstances subsequent to the execution of the Original SC Project Agreement and the Original Conveyance Agreement require the amendment and restatement of each of the Original SC Project Agreement and the Original Conveyance Agreement; WHEREAS, on August 4, 2016, CRC, CCC, and Developer executed the Restated SC Project Agreement; WHEREAS, pursuant and subject to the SC Project Agreement: (a) Developer is obligated to construct the Hamilton Element on the Hamilton Element Site; and (b) CRC is obligated to undertake the construction and completion of the Public Elements; WHEREAS, CRC acquired the CRA Gallery Site for the purposes of carrying out a redevelopment project and, in furtherance of such redevelopment project, conveyed the CRA Gallery Site to CRA in connection with the redevelopment of the parcel commonly known as "Parcel 7a" to house the concert hall commonly known as the "Palladium"; WHEREAS, having determined that the CRA Gallery Site was not necessary in connection with the redevelopment of the parcel commonly known as "Parcel 7a", CRA, at a public meeting held on March 18, 2015, authorized the reconveyance of the CRA Gallery Site to CRC; WHEREAS, if, as of the date hereof, CRA has not conveyed the CRA Gallery Site to CRC, then CRA has agreed to conveythe CRA Gallery Site to CRC on a date mutually acceptable to CRC and CRA; WHEREAS, as a result of the conveyance of the CRA Gallery Site to CRC, CRC either owns, or will own, the entirety of the Gallery Site; WHEREAS, In connection with the satisfaction of the obligations under the Remainder Project Agreement and the SC Project Agreement, and to facilitate the improvements intended to be made by 10 South Purchaser on the 10 South Parcel, CCC, Developer, and 10 South Purchaser have requested that CRC convey each of the CRC Sites to an Affiliated Entity; WHEREAS, pursuant to IC §36-7-14-22.5, subject to the prior approval of the City Council, real property acquired by CRC to carry out a redevelopment project that, at a public hearing, is determined by CRC to be unnecessary to complete its redevelopment project, may be disposed of pursuant to §36-7-14-22.7; WHEREAS, CRC acquired the CRC Sites to carry out a redevelopment project; WHEREAS, CRC, at a public meeting held on January 23, 2015, determined that the CRC Sites are unnecessary for CRC to complete its redevelopment project; WHEREAS, pursuant to the 2014 Resolution, the City Council confirmed conformity of the "2014 Declaratory Resolution" and the "2014 Plan Addendum" (each as defined in the 2014 Resolution) with the plan of development for the City of Carmel, Indiana; WHEREAS, at the request of CRC, made because it was not clear to CRC whether the 2014 Resolution was specific enough with respect to granting the approval required to be obtained pursuant to IC §36-7-14-22.5, the City Council specifically approved the disposition of the CRC Sites pursuant to that Resolution CC- , A Resolution of the Common Council of the City of Carmel, Indiana, Approving Disposition of Real Estate, dated September_, 2016; WHEREAS, accordingly, CRC may dispose of the CRC Sites pursuant to §36-7-14-22.7; WHEREAS, CRC has obtained appraisals of the CRC Sites from two appraisers, as required pursuant to §36-7-14-22.7; WHEREAS, the aggregate appraised value of the CRC Sites, together with the Additional Real Estate, is $569,500.00; WHEREAS, pursuant to §36-7-14-22.7, CRC must dispose of the CRC Sites at a "value" that is not less than the appraised value of the CRC Sites; WHEREAS, Developer and CCC Nash have agreed to: (a) convey the Park East Garage Site to CRC; and (b) convey to CRC, or grant to CRC right-of-way easements with respect to, the Right -of -Way Sites; WHEREAS, because the Park East Garage Site alone has a value in excess of the aggregate appraised value of the CRC Sites and the Additional Real Estate, CRC may convey the CRC Sites (but is not conveying the Additional Real Estate) to the Affiliated Entities and receive, in exchange: (a) fee simple title to the Park East Garage Site; and (b) either fee simple title to, or grants of right-of-way easements with respect to, the Right -of -Way Sites; and WHEREAS, the parties wish to execute this Agreement, which amends, restates, and supersedes the Original Conveyance Agreement in its entirety; Agreement ACCORDINGLY, for good and valuable consideration, the receipt and sufficiency of which are acknowledged hereby, the parties agree as follows: 1. Definitions. 2014 Resolution shall mean that certain Resolution CC -12-15-14-03 (formerly CC -10-06-14-03), A Resolution of the Common Council of the City of Carmel, Indiana, Approving Certain Matters in Connection with the Carmel Downtown Economic Development Area dated December 15, 2014. Z.\Documents\Shoup, Jenny\City of Carmel\Parcel 5\Second Component -Park East-Hamilton\Land Swap\Agreement\Restated Land Swap Agreement.v2.wpd -2- Additional Real Estate shall mean certain real estate within the Parcel 5 Remainder Site that: (a) initially, CCC requested to acquire from CRC; but (b) subsequent to making its request, CCC determined was not necessary to satisfy its obligations under the SC Project Agreement. Affiliated Entity shall have the meaning ascribed to such term in the SC Project Agreement. As -Built Survey shall mean an as -built survey of the Park East Garage Property or the Hamilton Element Property. 10 South Addition shall mean that certain real estate that is delineated on Exhibit A as the 10 South Addition". City Council shall mean The Common Council of the City of Carmel, Indiana. CRA Gallery Site shall mean the portion of the Gallery Site delineated on Exhibit A as the "CRA Gallery Site". CRC Hamilton Parcels shall mean those parcels of the Hamilton Element Site delineated on Exhibit B as Hamilton Element Sites 1 E, 1 F, 2C, and 2D, each of which currently is owned by CRC. CRC Sites shall mean the Gallery Site, the 10 South Addition, and the CRC Hamilton Parcels. Currently Encroaching Improvement shall mean, in the case of the Park East Garage or the Hamilton Element, an encroachment of any lighting fixtures, awnings or canopies, windows or doors (whether open or closed), or other non -permanent elements onto real estate other than the Park East Garage Site or the Hamilton Element Site, respectively. Encroachment Description shall mean a legal description of Encroachment Real Estate. Encroachment Easement Agreement shall mean an agreement pursuant to which easements are granted in favor of: (a) CRC, as the owner of the Park East Garage (if the Permanent Encroaching Improvement is a part of the Park East Garage); or (b) the applicable Affiliated Entity, as the owner of the Hamilton Element (if the Permanent Encroaching Improvement is a part of the Hamilton Element); which easements give CRC or the applicable Affiliated Entity the right: (a) to: (i) keep and maintain such Permanent Encroaching Improvement in its then current location; and (ii) enter upon the Hamilton Element Property (if the Permanent Encroaching Improvement is a part of the Park East Garage) or the Park East Garage Property (if the Permanent Encroaching Improvement is a part of the Hamilton Element) to the extent necessary to maintain, repair, and/or replace the Permanent Encroaching Improvement; and (b) to reasonable support from the Hamilton Element Property (if the Permanent Encroaching Improvement is a part of the Park East Garage) or the Park East Garage Property (if the Permanent Encroaching Improvement is a part of the Hamilton Element), if applicable. Encroachment License shall mean a license pursuant to which the owner of a Currently Encroaching Improvement has the right to maintain such Currently Encroaching Improvement (or its replacement) in its then current location. Encroachment Real Estate shall mean the real estate on which a Permanent Encroaching Improvement is located. Hamilton Element shall mean the street level retail and/or restaurant space, office space, and/or residential units to be constructed by Developer on and within the Hamilton Element Site in accordance with the SC Project Agreement. The Hamilton Element is the "Hamilton Element" under the SC Project Agreement. Hamilton Element Property shall mean, collectively, the Hamilton Element Site and the Hamilton Element. ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Second Component -Park East-Hamitton\Land Swap\Agreement\Restated Land Swap Agreement.v2.wpd -3- Hamilton Element Site shall mean that certain real estate delineated on Exhibit B as the "Hamilton Element Site^ The Hamilton Element Site: (a) is comprised of multiple parcels; and (b) is the "Hamilton Element Site" under the SCProject Agreement. Gallery Site shall mean that certain real estate delineated on Exhibit A as the "Gallery Site". The Gallery Site includes the CRA Gallery Site. Original Conveyance Agreement shall mean thatcertain Agreement (Conveyances) executed byand among CRC, CCC, and Developer and dated February 18.2O15. Original SC Project Agreement shall mean that certain Project Agreement (Second Component/Park East/Second Component Public Improvements) executed by and among CRC. CCC. and Developer and December 15.2O14. Owner's Policy an owner's policy of title insurance consistentwith the Title Commitment, together with such endorsements that CRC deems tobenecessary orappropriate. Parcel 5 Remainder Site shall have the meaning ascribed to such term in the SC Project Agreement. Park East Garage shall mean the above-ground parking garage to be constructed by CRC on the Park East Garage Site in accordance with the SC Project Agreement. The Park East Garage is the "Park East Garage" under the SCProject Agreement. Park East Garage Property shall mean, collectively, the Park East Garage Site and the Park East Garage. Pork East Garage Site shall mean that certain real estate delineated on Exhibit B as the "Park East Garage Site". The Park East Garage Site is the "Park East Garage Site" under the SC Project Agreement. PEG Site Conveyance Documents shall mean, with respect tothe Park East Garage Site: (a) a limited warranty deed that is subject only to the Permitted Exceptions ; (b) a non-foreign affidavit; and (c) a vendor's affidavit; all of which shall be in form and substance reasonably satisfactory to CRC. Permanent Encroaching Improvement shall mean, in the case of the Park East Garage or the Hamilton E|ament, an encroachment of footers, foundutiono, faoude, ooffitn, roof overhangs, guttering, stoops and otepe, and/or other permanent orstructural elements onto real estate other than the Park East Garage Site or the Hamilton Element Site, respectively. Permitted Exceptions shall maan, with respect iothe Park East Garage Site: (a) the lien of current real estate taxes and assessments not delinquent; (b) the "standard, pre-printed" survey exception; (c) any rights reserved by the applicable Affiliated Entity that reasonably are approved by CRC; and (d) any exceptions to title reflected in the Title Commitment that are not Title Defects. Remainder Project Agreement shall mean that certain Project Agreement (Parcel 5 Remainder/Parcels 4 & 11) executed by and among CRC, CCC, and Village Housing Corporation and dated December 7, 2011, as amended by that certain: (a) First Amendment to Project Agreement (Parcel 5 Remainder/Parcels 4 & 11) dated December 15, 2015; and (b) Second Amendment to Project Agreement (Parcel 5 Remainder/Parcels 4&i1)dated August 4.2O18. Restated SC Project Agreement shall mean that certain Amended and Restated Project Agreement (Second Component/Park East Garage/Hamilton Element/Second Component Public Improvements) executed byand among CRC, CCC, and Developer and dated August 4'2018. Right-of-Way Site shall mean each of the parcels of real estate delineated on Exhibit A as a "Right-of-Way Site''. as applicable. ,o "*mhoJ"rmexr"=m5\S*co"u Component-Park s""t-*"=om"l""uo°",more"m""op""**uLand Swap ^nre"m°"'.v2.°pu -4- SC Project Agreement shall mean the Original SC Project Agreement, as amended, restated, and superseded by the Restated SC Project Agreement. Title Commitment shall mean a title insurance commitment for an owner's policy of title insurance with respect to the Park East Garage Site that commits to insure marketable, indefeasible fee simple title to the Park East Garage Site in the name of CRC. Title Defects shall mean, with respect to the Park East Garage Site, conditions or defects disclosed in the Title Commitment that, in the reasonable determination of CRC: (a) materially and adversely will interfere with the construction and/or use of the Park East Garage; or (b) will render construction of the Park East Garage unusually difficult or costly; provided that the lien of any mortgage or other security instruments to be released at or before the conveyance of the Park East Garage Site shall not be a Title Defect. 2. CRC Sites. On one or more dates mutually determined by the parties, CRC shall convey the CRC Sites to the Affiliated Entities, subject to all matters: (a) of record; and (b) that would be disclosed by an ALTA survey; provided that, CRC shall not be obligated to convey: (a) the CRC Sites to the Affiliated Entities until CRC has obtained the approval of the Carmel City Council, as required pursuant to IC §36-7-14-22.5; or (b) the Gallery Site to an Affiliated Entity until such time as CRC has received title to the Gallery Site from CRA. 3. Garage Site. On a date mutually determined by the parties, the applicable Affiliated Entities shall convey the Park East Garage Site to CRC pursuant to the PEG Site Conveyance Documents. In connection with its acquisition of the Park East Garage Site, CRC: (a) shall obtain the Title Commitment; and (b) at its expense, shall obtain the Owner's Policy; provided that, the parties agree that the cost of the Owner's Policy constitutes a "Bond -Funded Public Elements Cost" (as defined in the SC Project Agreement) for which CRC may receive reimbursement out of "Available Bond Proceeds" (as defined in the SC Project Agreement). 4. Right -of -Way. On one or more dates mutually determined by the parties, the applicable Affiliated Entities either shall: (a) convey to CRC; or (b) grant to CRC right-of-way easements with respect to; the Right -of -Way Sites, subject to the reservation by the Affiliated Entities of certain rights reasonably approved by CRC. 5. Encroachments. (a) Agreement. Notwithstanding that legal descriptions of each of the Park East Garage Site and the Hamilton Element Site have been created, each of CRC and Developer acknowledges and agrees that it is possible that, when constructed, the Park East Garage and/or the Hamilton Element may not be located entirely within the boundaries of the Park East Garage Site or the Hamilton Element Site, respectively. (b) Survey. At any time, CRC or Developer, at its expense, may obtain an As -Built Survey. (c) Permanent Encroaching Improvement. (i) If any As -Built Survey discloses a Permanent Encroaching Improvement, then: (A) in the case of a Permanent Encroaching Improvement that is part of the Park East Garage, CRC, at its expense, shall obtain an Encroachment Description; and (B) in the case of a Permanent Encroaching ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Second Component -Park East-Hamilton\Land SwapVAgreement\Restated Land Swap Agreement.v2.wpd -5- Improvement that is part of the Hamilton Element, Developer, at its expense, shall obtain an Encroachment Description. (ii) At such time as an Encroachment Description is completed, either: (A) deeds shall be exchanged to the extent necessary so that the Encroachment Real Estate is conveyed to: (1) CRC, in the case of a Permanent Encroaching Improvement that is part of the Park East Garage; or (2) the applicable Affiliated Entity, in the case of a Permanent Encroaching Improvement that is part of the Hamilton Element; with the result being that, after the foregoing conveyances: (1) the definitions of each of the Park East Garage Site and the Hamilton Element Site shall be deemed to be modified as necessary to reflect such conveyances; and (2) each of the Park East Garage and the Hamilton Element is within the boundaries of the Park East Garage Site; or (B) Encroachment Easement Agreements shall be executed pursuant to which the easements thereunder are granted by: (1) the applicable Affiliated Entity, in the case of a Permanent Encroaching Improvement that encroaches into or onto the Hamilton Element Site; or (2) CRC, in the case of a Permanent Encroaching Improvement that encroaches into or onto the Park East Garage Site; with the result being that, after execution of such Encroachment Easement Agreements, each Permanent Encroaching Improvement is located within an easement area described in a properly recorded Encroachment Easement Agreement. (d) Currently Encroaching Improvement. If: (i) anyAs-Built Survey discloses a Currently Encroaching Improvement; or (ii) at any time, a surveyor, engineer, or architect determines that there is a Currently Encroaching Improvement; then, upon receipt of written request: (i) the applicable Affiliated Entity, in the case of a Currently Encroaching Improvement that encroaches into or onto the Hamilton Element Site; or (ii) CRC, in the case of a Currently Encroaching Improvement that encroaches into or onto the Park East Garage Site; as the owner of the Hamilton Element Site or the Park East Garage Site, respectively, shall grant an Encroachment License with respect to the Currently Encroaching Improvement. o Miscellaneous. This Agreement: (a) may be executed in separate counterparts, each of which shall be an original, but all of which together shall constitute a single instrument; (b) shall be governed by, and construed in accordance with, the laws of the State of Indiana; and (c) amends, restates, and supersedes the Original Conveyance Agreement in its entirety. All proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts in Hamilton County, Indiana, or the federal courts with venue that includes Hamilton County, Indiana. The invalidity, illegality, or unenforceability of any one or more of the terms and conditions of this Agreement shall not affect the validity, legality, or enforceability of the remaining terms and conditions hereof. All Exhibits referenced in this Agreement are attached hereto and incorporated herein by reference. ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Second Component -Park East-Hamilton\Land Swap\Agreement\Restated Land Swap Agreement.v2.wpd -6- IN WITNESS WHEREOF, the parties have executed this Agreement as of the date set forth above. THE CITY OF CARMEL REDEVELOPMENT COMMISSION By: William Hammer, President AND By: Printed: Title: CARMEL CITY CENTER, LLC By: Laurie Siler, Senior Vice -President CCC WEST, LLC By: Laurie Siler, Senior Vice -President CCC PHASE II, LLC By: Laurie Siler, Senior Vice -President CCC MARKET, LLC By: Printed: Title: CCC KENT, LLC By: Printed: Title: ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Second Component -Park East-Hamilton\Land SwapVAgreemenl\Restated Land Swap Agreement.v2.wpd -7- Exhibit A Depictions of 10 South Parcel and 10 South Addition, Gallery Site (with a delineation of the CRA Gallery Site), and Right -of -Way Sites Exhibit B Depiction of Garage/Hamilton, delineating Hamilton Element Site (and specifically labeling Hamilton Element Sites 1 E, 1 F, 2C, and 2D) and Park East Garage Site Z.\Documents\Shoup, Jenny\City of Carmel\Parcel 5\Second Component -Park East-Hamilton\Land Swap\Agreement\Restated Land Swap Agreement.v2.wpd -8- 11/3/2014 The purpose of this summary is to serve as a general overview of the referenced document in draft form. Itis not a replacement of the document referenced. The referenced document is subject to change, given its draft nature. Until negotiations are finalized the referenced document is confidential. PURPOSE OF DOCUMENT The Land Swap Agreement is being executed to transfer land on `Parcel 5' and `Parcel 10' between the CRC and Pedcor entities. PARTIES CRC and Carmel City Center, LLC (a Pedcor Investment company); CCC Market, LLC TIMEFRAME Immediate. DETAILS • CRC transfers the following land parcels to Carmel City Center on Parcel 5• o Gallery Site o Playfair Parking Site o Park East Retail Sites • CRC transfers `Parcel 10 South' to CCC Market • The average of two appraisals for CRC parcels noted above is $569,500. • CRC has determined the noted sites to be transferred are unnecessary for CRC to complete its redevelopment project. • Pedcor will transfer 1.035+ acres plus the completed garage to CRC. • The appraised value for the Park East parcel is $1,400,000 LU V.. Q z a Q�O��E�OPMEpt ro A Public / Private W� Partnership NN O v , z City of Carmel Indiana E-4 W W x W W O a w z w W n ~ Qi = ® o lu v ! � PEDCOR PARCEL J Q z a Q�O��E�OPMEpt ro A Public / Private W� Partnership NN O v , z City of Carmel Indiana E-4 W W x W W O a w z w