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HomeMy WebLinkAboutAmended Wren PIATTAMENDED AND RESTATED AGREEMENT FOR PAYMENTS IN ADDITION TO TAXES Wren Component This Amended and Restated Agreement for Payment in Addition to Taxes (Wren Component) (the "Agreement"), executed this 41h day of August, 2016, by and between The City of Carmel Redevelopment Commission ("CRC") and CCC Phase II, LLC (the "Owner"), Witnesses: Recitals WHEREAS, CRC and Owner have executed the Original PIATT; WHEREAS, changes in circumstances subsequent to the execution of the Original PIATT require the amendment and restatement of the Original PIATT; and WHEREAS, CRC and Owner desire to enter into this Agreement; Agreement NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged hereby, CRC and Owner agree as follows: 1. Definitions. Applicable Rate shall mean the tax rate that is used for purposes of determining the Real Estate Taxes. Assessed Value shall mean the value of all or a portion of the Wren Component Property, as assessed by the Taxing Authorities for the purpose of determining Real Estate Taxes. Bonds shall mean the City of Carmel, Indiana, Redevelopment District Taxable Bonds of 2016 (City Center II Projects), which have been issued by the City in accordance with the Second Component Project Agreement. Casualty Damage shall mean damage to, or destruction of, all or any portion of the Wren Component Property. CCC shall mean Carmel City Center, LLC. City shall mean the City of Carmel, Indiana. Cure Period shall mean a period of 30 days after Owner receives notice specifying the nature of a failure by Owner to observe or perform any term or condition of this Agreement to be observed or performed by it; provided that, if the failure is of such a nature that it cannot be remedied within 30 days, despite reasonably diligent efforts, then the 30-day period shall be extended as reasonably may be necessary for Owner to remedy the failure, so long as Owner: (a) commences to remedy the failure within the 30-day period; and (b) diligently pursues such remedy to completion. Event of Default shall have the meaning set forth in Subsection 6(a). Laws shall mean all applicable laws, statutes, and/or ordinances, and any applicable governmental orjudicial rules, regulations, guidelines, orders, decrees, and/or judgments. Letter of Credit shall mean a letter of credit issued for the benefit of CRC: (a) by an institution that reasonably is satisfactory to CRC (which may include, without limitation, a bank holding company, a financial holding company, or a thrift holding company); (b) in an amount that reasonably is satisfactory to CRC; (c) that has a term of not less than one year; (d) that is irrevocable and payable on sight; (e) provides that if there is an Event of Default; then CRC shall have the right to make a draw thereon in the amount with respect to which the Event of Default applies, which draw may be made by presenting a certification signed by CRC and stating: (i) that there is an existing Event of Default; and (ii) the amount with respect to which the Event of Default applies, together with any additional amounts to which CRC is entitled as a result of such default; and (f) otherwise is on terms and conditions that reasonably are acceptable to CRC. Non -Payment Lien shall mean a lien against the Wren Component Property in the amount of all delinquent PIATT Payments, together with the interest that has accrued thereon, which lien shall be similar in type to a lien for real estate taxes (including that such lien shall have the same priority as a lien for real estate taxes). Accordingly, each Non -Payment Lien shall be prior to any mortgage or other lien or encumbrance on the Wren Component Property, other than the lien of current Real Estate Taxes not delinquent. Original PIATT shall mean that certain Agreement for Payments in Addition to Taxes (Wren Component) executed by and between CRC and Owner and dated February 18, 2015. The Original PIATT is superseded in its entirety by this Agreement. PIATT Payment shall mean a payment in an amount determined pursuantto Subsection 3(b), which payment shall be made in accordance with Subsection 3(c). Projected Applicable Rate shall mean the rate projected to be the Applicable Rate, which projected rate was used to determine the Wren Increment Projections. Projected Assessed Value shall mean the value projected to be the Assessed Value, which projected value was used to determine the Wren Increment Projections. Real Estate Taxes shall mean all ad valorem real estate taxes that are levied, imposed, or charged on, against, for, or with respect to, all or a portion of the Wren Component Property by or for all Taxing Authorities, assuming application of the Applicable Rate to the Assessed Value without any credits, exemptions, deductions, or other reductions. All taxes, assessments, levies, impositions, duties, imposts, fees, contributions, and charges of any nature that, in whole or in part, are levied, imposed, or charged in substitution or replacement for or of ad valorem real estate taxes shall be deemed to be "Real Estate Taxes" for all purposes, notwithstanding the denomination or characterization of such taxes, assessments, levies, impositions, duties, imposts, fees, contributions, or charges. 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, 2014; and (b) Second Amendment to Project Agreement (Parcel 5 Remainder/Parcels 4 & 11) of even date herewith. Second Component Project Agreement shall mean that certain Project Agreement (Second Component/Park East/SC Public Improvements) executed by and among CRC, CCC, CCC West, LLC, and Owner and dated December 15, 2014, as amended and restated by that certain Amended and Restated Project Agreement (Second Component/Park East Garage/Hamilton Element/Second Component Public Improvements) of even date herewith executed by and among CRC, CCC, CCC West, LLC, and Owner. Secured Financing shall mean the issuance of the Bonds, a proportionate share of the debt service with respect to which will be paid with the Wren Increment. If: (a) there is a restructuring of the Bonds; and/or (b) the Bonds are repaid, refunded, redeemed, defeased, refinanced, and/or "taken out" in full and replaced with a new financing; and after such restructuring or replacement with a new financing, all or a proportionate share of the debt service for the Bonds or such other financing will be paid with the Wren Increment, then the Z:\Documents\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT\Restated PIATT-Wren.wpd -2- restructured Bonds and/or the new financing shall constitute the "Secured Financing" for purposes of this Agreement. Tax Payment Lien shall mean an annually renewable lien against the Wren Component Property in an amount equal to: (a) the greater of: (i) the amount of the Wren Increment that actually is generated for the applicable calendar year; or (ii) the amount of the Wren Increment projected by the Wren Increment Projections to be generated for such calendar year; plus (b) costs and expenses (including reasonable attorneys' fees and other legal costs) incurred by CRC to enforce and/or foreclose the lien. The maximum aggregate amount secured by the Tax Payment Lien for the Term shall be: (i) the aggregate projected Wren Increment for the Term, as set forth in the Wren Increment Projections; together with: (ii) costs and expenses (including reasonable attorneys' fees and other legal costs) incurred by CRC to enforce and/or foreclose the Tax Payment Lien. Such lien shall: (a) secure for the benefit of CRC: (i) the obligations of Owner to pay when due the Real Estate Taxes and any PIATT Payments that become due and payable forthe applicable calendar year; and (ii) all other obligations of Owner under this Agreement; (b) be in addition to the statutory lien of current Real Estate Taxes not delinquent; and (c) be similar in type to the statutory lien of current Real Estate Taxes not delinquent (including that such lien shall have the same priority as the statutory lien of current Real Estate Taxes not delinquent). Accordingly, each Tax Payment Lien shall: (a) be prior to any mortgage or other lien or encumbrance on the Wren Component Property, other than the statutory lien of current Real Estate Taxes not delinquent; and (b) renew automatically every January 1 during the Term in its same priority. Taxing Authority shall mean the State of Indiana or any county, township, school corporation, library district, special district, municipality, or other governmental agency or authority in or of the State of Indiana, including, without limitation and when applicable, the City. Term shall mean the period set forth in Section 2. Wren Component shall mean a seven -story building comprised of approximately 64,000 square feet, together with related improvements, to be constructed on the Wren Component Site, which building will house residential units, retail space, restaurant space, and/or office space. The Wren Component is a "Component" under the Remainder Project Agreement. The building to be constructed as part of the Wren Component: (a) is a "Building", and a "New Improvement", under the Remainder Project Agreement; and (b) will be in the location generally labeled as "Wren Tower" on the site plan attached to the Remainder Project Agreement Amendment as Replacement Exhibit A and defined in the Remainder Project Agreement as the "Committed Site Plan". Wren Component Project Agreement shall mean that certain Project Agreement (Wren Component) executed by and between CRC and Owner and dated February 18, 2015, amended by that certain Amending Agreement of even date herewith executed by and among CRC, Owner, CCC, CCC West, LLC, Pedcor Office, LLC, Pedcor Investments, A Limited Liability Company, and Pedcor Construction Management, LLC. Wren Component Property shall mean, collectively, the Wren Component and the Wren Component Site. Wren Increment shall mean the allocated property tax proceeds that are: (a) generated from ad valorem real property taxes levied or imposed on or against the Wren Component Property; and (b) attributable to the assessment of the Wren Component Property above a base assessed value ("increment"), including such taxes attributable to an increased assessed value resulting from the construction of the Wren Component after the base assessed value has been determined; which allocated property tax proceeds (increment) are to be on deposit in an allocation fund pursuant to IC §36-7-14-39(b)(2). The Wren Increment is: (a) the portion of the "New Improvements Increment" under the Remainder Project Agreement that is attributable to the Wren Component; and (b) the "Wren Increment" under the Second Component Project Agreement. Wren Increment Projections shall mean the projected annual Wren Increment, as set forth on Exhibit B. The Wren Increment Projections: (a) are the "Wren Increment Estimate" under the Second Component ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATIRestated PIATT-Wren.wpd -3- Project Agreement; and (b) have been approved by the "Financial Advisor" (as defined in the Second Component Project Agreement), as required by the Second Component Project Agreement. Wren Component Site shall mean that certain real estate delineated as the "Wren Component Site" on Exhibit A-1, and more particularly described on Exhibit A-2. The Wren Component Site: (a) is the "Wren Component Site" under the Second Component Project Agreement and the Wren Component Project Agreement; and (b) comprises a portion of the real estate defined in the Remainder Project Agreement as the "Parcel 5 Remainder Site". 2. Term. The "Term" of this Agreement shall: (a) commence on the date hereof; and (b) expire on the date on which the Secured Financing is repaid, refunded, redeemed, defeased, refinanced, and/or "taken out" in full, other than in connection with a refinancing in which the new financing constitutes a Secured Financing; provided that, notwithstanding the foregoing, so long as there is no continuing Event of Default, the Term shall expire on the last day of the calendar year with respect to which the Wren Increment Projections apply, asset forth on Exhibit B. Payments. (a) Payments. If, for any semi-annual period during or after the first year with respect to which the Wren Increment Projections apply, the Wren Component Property does not generate the amount of the Wren Increment projected by the Wren Increment Projections to be generated, then Owner shall make a PIATT Payment to CRC. (b) Amount. If Owner is required to make a PIATT Payment pursuant to Subsection 3(a), then the amount of the PIATT Payment shall be equal to the difference between: (i) the amount of the Wren Increment projected by the Wren Increment Projections to be generated forthe applicable semi-annual period; minus (ii) the Wren Increment actually generated for such semi-annual period. Accordingly, as set forth in the Second Component Project Agreement, Owner in effect is "guaranteeing", for each semi-annual period, receipt of an amount at least equal to the Wren Increment Projections. (c) Date Due. For any semi-annual period with respect to which a PIATT Payment is due, such PIATT Payment shall be paid on the January 1 or July 1, as applicable, that first occurs after the expiration of the applicable semi-annual period. 4. Appeal Prohibition. (a) Notice. Regardless of whether a challenge or appeal otherwise is permitted pursuant to Subsection 4(b), Owner shall not challenge or appeal during the Term the Assessed Value, the Applicable Rate, and/or the application of the Applicable Rate to the Assessed Value without first providing to CRC written notice of such intended challenge or appeal at least 30 days in advance, thereby allowing CRC sufficient time to take such actions as it determines to be necessary or appropriate to be able to block, object to, or otherwise contest such challenge or appeal. (b) Prohibitions. During the Term, Owner shall not: (i) challenge or appeal the Assessed Value, the Applicable Rate, and/or the application of the Applicable Rate to the Assessed Value to the extent that such challenge or appeal that would cause: (A) the Assessed Value to be less than 110% of the Projected Assessed Value; and/or (B) the Applicable Rate to be less than the Projected Applicable Rate; or (ii) take any direct or indirect steps or actions (including, without ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATTRestated PIATT-Wren.wpd -4- limitation, contacting or influencing Taxing Authorities) that would cause: (A) the Assessed Value to be less than 110% of the Projected Assessed Value; and/or (B) the Applicable Rate to be lower than the Projected Applicable Rate. 5. Casualty. (a) Casualty Damage. If there is Casualty Damage, then Owner shall: (i) commence reconstruction, repair, and/or replacement of the Wren Component Property as soon as reasonably is practicable pursuant to plans, specifications, and a schedule approved by CRC in the exercise of its reasonable discretion; (ii) complete such reconstruction, repair, and/or replacement: (A) in accordance with the approved plans, specifications, and schedule; and (B) so that, upon completion thereof, the Wren Component Property is in substantially the same (or better) condition as existed priorto the Casualty Damage; and (iii) pay all costs and expenses in connection with completing such reconstruction, repair, and/or replacements so that the Wren Component Property is free and clear of all claims and liens resulting from such reconstruction, repair, and/or replacements. (b) Casualty Insurance. During the Term, Owner shall maintain casualty insurance with respect to the Wren Component Property, the policy of which shall: (i) be issued by a reputable insurance company; and (ii) provide coverage on a replacement costs basis. If there is Casualty Damage, then the proceeds of the casualty insurance: (i) shall be used to pay the cost to reconstruct, repair, and/or replace the Wren Component Property; and (ii) shall not be used to prepay all or any portion of the principal balance of any loan that is secured by the Wren Component Property. (c) Business Interruption. During the Term, Owner shall maintain business interruption insurance with coverage sufficient to pay Real Estate Taxes and any PIATT Payments due hereunder during the period in which Owner is reconstructing, repairing, and/or replacing the Wren Component Property following Casualty Damage. If there is Casualty Damage, then the proceeds of such insurance: (i) shall be used to pay Real Estate Taxes and any PIATT Payments due hereunder during the period in which Owner is reconstructing, repairing, and/or replacing the Wren Component Property; and (ii) shall not be used to prepay all or any portion of the principal balance of any loan that is secured by the Wren Component Property. Defaults and Remedies. (a) Events of Default. It shall be an "Event of Default" if Owner fails to: (i) pay any Real Estate Taxes or PIATT Payments prior to delinquency; or (ii) perform or observe any term or condition of this Agreement to be performed or observed by it: (A) with respect to the obligation to maintain the insurance required to be maintained pursuant to Section 5, if such failure is not cured within five days; (B) with respect to the obligation to pay money, if such failure is not cured within ten days after such payment is due; and (C) with respect to any other obligation, if such failure is not cured within the Cure Period. All delinquent PIATT Payments shall bear interest at 12% per annum. (b) Liens. At any time when there are delinquent PIATT Payments, CRC may record a Non -Payment Lien. Owner hereby grants the Tax Payment Lien to CRC, thereby creating the Tax Payment Lien and encumbering the Wren Component Property in accordance with the terms and conditions of this Agreement. Owner acknowledges that the foregoing grant of the Tax Payment Lien: (i) creates the Tax Payment Lien; (ii) encumbers the Wren Component Property in accordance with the terms and conditions of this Agreement; and (iii) renews automatically every January 1 during the Term in its same priority (prior to any Z:\Documents\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT\Restated PIATT-Wren.wpd -5- mortgage or other lien or encumbrance on the Wren Component Property, other than the statutory lien of current Real Estate Taxes not delinquent. (c) Letter of Credit. At any time when there is not a continuing Event of Default, Owner may elect to post a Letter of Credit. If Owner posts a Letter of Credit as permitted pursuant to this Subsection, then, during the term of the Letter of Credit, the terms and conditions of this Agreement with respect to Non -Payment Liens and the Tax Payment Lien shall not apply. If: (i) Owner has posted a Letter of Credit; and (ii) as of the date that is ten business days prior to the expiration of the term thereof, Owner has not posted a replacement Letter of Credit; then the terms and conditions of this Agreement with respect to Non -Payment Liens and the Tax Payment Lien once again shall apply until such time as Owner posts a replacement Letter of Credit pursuant to this Subsection. (d) Remedies. Whenever an Event of Default occurs, CRC may take whatever actions at law or in equity are necessary or appropriate to: (i) collect any payments due under this Agreement, including, without limitation, enforcing and/or foreclosing any Non -Payment Lien and/or the Tax Payment Lien (or, if Owner has posted a Letter of Credit such that the terms and conditions of this Agreement with respect to Non -Payment Liens and the Tax Payment Lien do not apply, making a draw against the Letter of Credit); (ii) protect its rights under this Agreement; (iii) enforce the performance or observance by Owner of any term or condition of this Agreement (including, without limitation, the right to specifically enforce any such term or condition); or (iv) cure, for the account of Owner, any failure of Owner to perform or observe a material term or condition of this Agreement to be performed or observed by it. Owner acknowledges and agrees that if at any time, CRC enforces and/or forecloses the Tax Payment Lien, such enforcement and foreclosure shall have no effect on the Tax Payment Lien: (i) renewing automatically on the immediately following January 1 (and each January 1 thereafter during the Term) in the same priority (prior to any mortgage or other lien or encumbrance on the Wren Component Property, other than the statutory lien of current Real Estate Taxes not delinquent); (ii) securing payment of Real Estate Taxes and any PIATT Payments that become due and payable in the immediately following calendar year (and each calendar year thereafter during the Term); and/or (iii) being enforced and/or foreclosed by CRC in the immediately following calendar year (and/or any calendar year thereafter during the Term), even though the Tax Payment Lien may have been enforced and/or foreclosed by CRC in one or more previous calendar years. (e) Reimbursement. If CRC incurs any costs or expenses in connection with exercising its rights and remedies under, or enforcing, this Agreement (including, without limitation, costs or expenses to enforce and/or foreclose any Non -Payment Liens and/or the Tax Payment Lien), then Owner shall reimburse CRC for all such costs and expenses (including, without limitation, attorneys' fees and other legal costs), together with interest at the rate of 12% per annum; provided that, the aggregated reimbursement during the Term by Owner of costs and expenses incurred by CRC in connection with enforcing and/or foreclosing the Tax Payment Lien shall be capped at 10% of the aggregate projected Wren Increment for the Term, as set forth in the Wren Increment Projections. (f) No Remedy Exclusive. No right or remedy herein conferred upon, or reserved to, CRC is intended to be exclusive of any other available right or remedy, unless otherwise expressly stated; instead, each and every such right or remedy shall be cumulative and in addition to every other right or remedy given under this Agreement or now or hereafter existing at law or in equity. No delay or omission by CRC to exercise any right or remedy upon any Event of Default shall impair any such right or remedy, or be construed to be a waiver thereof, and any such right or remedy may be exercised from time to time, and as often as may be deemed to be expedient. To entitle CRC to exercise any of its rights or remedies, it shall not be necessary for CRC to give notice to Owner, other than such notice Z:\Documents\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATRRestated PIATT-Wren.wpd -6- as may be required by this Section or by the Laws. 7. Indemnification. Owner shall indemnify and hold harmless CRC from and against any and all claims, damages, injuries, losses, costs, and expenses (including, without limitation, attorneys' fees) arising from or connected with the breach by Owner of any term or condition of this Agreement. The foregoing indemnification obligation of Owner shall survive the expiration of the Term. 8. Binding Effect. This Agreement: (a) shall run with the Wren Component Property; (b) bind the Owner and each successor owner of all or any portion of the Wren Component Property; and (c) inure to the benefit of CRC. 9. Notice. Any notice required or permitted to be given by either party to this Agreement shall be in writing, and shall be deemed to have been given when: (a) delivered in person to the other party; (b) sent by facsimile or email, with electronic confirmation of receipt; or (c) sent by national overnight delivery service, with confirmation of receipt, addressed as follows: to CRC at 30 West Main Street, Suite 220, Carmel, Indiana 46032, Facsimile: 317-844-3498, ernail: cmeyer )carmel.in.gov, Attn: Corrie Meyer, with a copy to: Jennifer R. Shoup, Wallack Somers & Haas, PC, One Indiana Square, Suite 2300, Indianapolis, Indiana 46204, Facsimile: 317-231-9900, email: jrs(a�wshlaw.com and to Ownerat770 3rdAvenue Southwest, Carmel, Indiana 46032, Facsimile: 317-587-0340, email: rbrown@pedcor.net, Attn: Ron Brown. Either party may change its address for notice from time to time. 10. Authority. Each undersigned person executing this Agreement on behalf of CRC and Owner represents and certifies that: (a) he or she has been empowered and authorized by all necessary action of CRC and Owner, respectively, to execute and deliver this Agreement; (b) he or she has full capacity, power, and authority to enter into and carry out this Agreement; and (c) the execution, delivery, and performance of this Agreement have been authorized by CRC and Owner, respectively. 11. 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; (c) may be modified only by a written agreement signed by both CRC and Owner; and (d) amends, restates, and supersedes the Original PIATT in its entirety. 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. 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. Owner waives, to the extent permitted under applicable law: (a) the right to a trial by jury; and (b) any right Owner may have to: (i) assert the doctrine of "forum non conveniens"; or (ii) object to venue. ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT\Restated PIATT-Wren.wpd -7- IN WITNESS WHEREOF, CRC and Owner have executed this Agreement as of the date set forth above. ACKNOWLEDGMENT STATE OF INDIANA ) SS: COUNTY OF THE CITY OF CARMEL REDS E PM�NT MMISSION By: Willia ammer, Preside t Before me, a Notary Public in and for the State of Indiana, personally appeared William Hammer, the President of The City of Carmel Redevelopment Commission, who acknowledged the execution of the foregoing Amended and Restated Agreement for Payments in Addition to Taxes (Wren Component) for and on behalf of such entity. Witness my hand and Notarial Seal this 4th day of August, 2016. r' SHERRI J, LECHNER By' Hamilton County Notary u lic My Commission Expires 'prat°' October 17, 2023 Printed Name: My commission expires: 10 • T1 .aa)_. I am a resident of C County,, ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT1Restated PIATT-Wren.wpd -8- ACKNOWLEDGMENT STATE OF INDIANA ) SS: COUNTY OF ) THE CITY OF CARMEL REDEVELOPMENT COKMISSION By: Henry Mestetsri6y, Secretary Before me, a Notary Public in and for the State of Indiana, personally appeared Henry Mestetsky, the Secretary of The City of Carmel Redevelopment Commission, who acknowledged the execution of the foregoing Amended and Restated Agreement for Payments in Addition to Taxes (Wren Component) for and on behalf of such entity. Witness my hand and Notarial Seal this 41h day of August, 2016. --CH D.YQUNG NOTnrv':''- i✓ar'on Crunty . SEALr A1y Commission Expires Notary Public s- August i, 2022 ,ep;: ` ' I Printed Name: , L IayL My commission expires: I am a resident of County, ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT\Restated PIATT-Wren.wpd -9- KNOWLEDGMENT STATE OF INDIANA ) SS: COUNTY OF CCC PHASE II, LLC By: AA.mr Laurie Siler, Senior Vice -President Before me, a Notary Public in and for the State of Indiana, personally appeared Laurie Siler, the Senior Vice -President of CCC Phase II, LLC, who acknowledged the execution of the foregoing Amended and Restated Agreement for Payments in Addition to Taxes (Wren Component) for and on behalf of such entity. Witness my hand and Notarial Seal this 41h day of August, 2016. 2wi�P SHERRI J. LECHNER waraar : = Hamilton County By: _ Nota blic My Commission Expires ry F October il, 2023 Printed Name: My commission expires: 1\--t I am a resident of County, ,...•, Return after recording to City of Carmel, Indiana, One Civic Square, Carmel, Indiana 46032, Attn: Corrie Meyer. This instrument was prepared by Jennifer R. Shoup, Attorney -At -Law, Wallack Somers & Haas, One Indiana Square, Suite 2300, Indianapolis, Indiana, 46204. 1 affirm, under the penalties for perjury, that I have taken reasonable care to redact each Social Security number in this document, unless required by law. Jennifer R. Shoup. ZADocuments\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT1Restated PIATT-Wren.wpd -1 0- INDEX TO EXHIBITS Exhibit A-1 Wren Component Site Depiction Exhibit A-2 Wren Component Site Description Exhibit B Wren Increment Projection - Year by year Z:\Documents\Shoup, Jenny\City of Carmel\Parcel 5\Wren Component\Wren PIATT\Restated PIATT-Wren.wpd -1 1- TnE nEzz cmp A +. r a S I go j 2z �e a t4 '• 13 e 'S �i 1 } 1 u�( n� A W, Y � a E �l i 2 3 4 5 6 7 8 10 11 12 13 14 1_5 16 17 18 19 20 21 22 23 24 25 CARMEL CITY CENTER ASSESSMENT PROJECTIONS FOR WREN BUILDING Assuming: RE Tax Rate Pass 71tru for TIF: L84530% Assuming: Growth rate in the assessed value_ _ _ . 0.00% All numbers are estimates and ' Constr End: 9/1/2019 subject to revisions. 05/10/14 1.8453E - 11/10/14 1.8453% - 05/10/15 1,8453% - 11/10/15 1.8453E - 05/10/16 1.8453E - 11/10/16 1.8453% - 05/10/17 - 1.8453E - 11/10/17 - 1,8453% - 05/10/18 - 1.8453E - 11/10/18 - 1.8453% - 05/10/19 - 1.8453E - 11/10/19 - 1.8453% - 05/10/20 5,340,031 1.8453% 49,270 11/10/20 5,340,031 L8453% 49,270 05/10/21 10,680,063 1.8453E 98,540 11/10/21 10,680,063 1.8453% 98,540 05/10/22 10,680,063 1.8453% 98,540 11/10/22 10,680,063 1.8453% 98,540 05/10/23 10,680,063 1.8453E 98,540 11/10/23 10,680,063 1.8453% 98,540 05/10/24 10,680,063 1.8453% 98,540 11/10/24 10,680,063 1.8453% 98,540 05/10/25 10,680.063 1.845390 98,540 11/10/25 10,680,063 1.8453%u 98,540 05/ 10/26 10,680.063 1.8453°i 98,540 11/10/26 10,680,063 1.8453E 98,540 05/10/27 10,680,063 1.8453% 98,540 11/10/27 10,680,063 1.8453E 98,540 05/10/28 10,680,063 1,8453% 98,540 11/10/28 10,680,063 1.8453% 98,540 05/10/29 1O,680,063 1.8453E 98,540 11/10/29 10,680,063 1.8453% 98,540 05/10/30 10,680,063 1.84531ro 98,540 11/10/30 10,690,063 1.8453% 98,540 05/10/31 10,680,063 1.9453% 98,540 11/10/31 10,680,063 1.8453E 98,540 05/10/32 10,680,063 1.8453E 98,540 11/10/32 10,680,063 1.8453E 98,540 05/10/33 10,680,063 1.8453% 98,540 11/10/33 10,680,063 1.8453% 98,540 05/10/34 10,680,063 1.8453E 98,540 11/10/34 10,680,063 L8453% 98,540 05/10/35 10,680,063 1.8453% 98,540 11/10/35 10,680,063 1.8453E 98,540 05/10/36 10,680,063 1,8453E 98,540 11/10/36 10,680,063 1.8453E 98,540 05/10/37 10,680,063 1.8453% 98,540 11/10/37 10,680,063 1.8453E 98,540 05/10/38 10,680,063 1.8453E 98,540 11/10/38 10,680,063 1.8453E 98,540 05/10/39 10,680,063 1.8453% 98,540 11/10/39 10,680,063 1,8453% 98,540 05/10/40 10,680,063 1.8453% 98,540 11/10/40 10,690,063 1.8453E 98,540 4,040,124 3,636,111