HomeMy WebLinkAboutJudith A. Lacy/UtilitiesUtilities Department
Line Item 02-3030-40
P.O. #W04329
Not To Exceed $1,050,500.00
APPROVED, AS TO
FORM BY:
REAL ESTATE PURCHASE AGREEMENT
THiS REAL ESTATE PURCHASE AGREEMENT ("Agreement") is executed as of the
/~'-~' day of 'f~7'a ~, 2002 (the "Agreement Date"), by and between JUDITH A. LACY, as
Trustee of the JUDITH A. LACY REVOCABLE TRUST U/A September 25, 1995 ("Seller"),
and the CITY OF CARMEL, INDIANA whose address is One Civic Square, Carmel, Indiana
46032 ("Buyer"), who acknowledge that the following facts are true:
A. Seller is the owner in fee simple of certain real estate located in Hamilton County,
Indiana consisting of approximately 30 acres at the northeast comer of Shelborne Road and 131st
Street, as more particularly described in the attached Exhibit A, which is incorporated herein by
reference (the "Property"); and
B. Buyer desires to purchase, and Seller desires to sell the Property;
C. Buyer intends to develop a water tower and other facilities on the Property;
AND, in consideration of the mutual covenants hereinafter contained and other good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Seller and
Buyer agree as follows:
I. Purchase and Sale. Seller agrees to sell, and Buyer agrees to purchase the
Property for the price and subject to the terms and conditions hereinafter set forth.
2. Purchase Price. The pumhase price for the Property (the "Purchase Price") shall
be One Million Fifty Thousand Five Hundred Dollars ($1,050,500.00).
3. Payment of Purchase Price.
(a) Within fifteen (15) days of the Agreement Date, Buyer shall deliver the
sum of Forty Thousand Dollars ($40,000.00) to Hamilton Title Security, LLC, Carmel,
Indiana (the 'q?itle Company") as earnest money (the "Earnest Money"). The Earnest
Money shall secure Buyer's performance of this Agreement. In the event of a default by
Buyer in the performance of its obligations hereunder, the Earnest Money shall be
retained by Seller as Seller's sole and exclusive remedy. In the event the Closing has not
occurred by July 31, 2002, Buyer shall make a second deposit to the Title Company in the
amount of Forty Thousand Dollars ($40,000.00) (the "Additional Earnest Money"). The
Additional Earnest Money (together with any interest earned) shall be part of the Earnest
Money and applied or retained by Seller as provided herein. The Earnest Money shall be
nonrefundable to Buyer, but shall be applied in full to the Purchase Price at Closing.
Notwithstanding the foregoing, in the event Seller defaults on its obligations hereunder,
the Earnest Money shall be returned to Buyer.
At Seller's request, Title Company shall deposit the Earnest Money in a separate
interest bearing account with an insured financial institution with offices in Hamilton
County, Indiana, reasonably acceptable to Seller and Buyer. Interest, if any, which
accrues on the Earnest Money shall be payable to Seller in addition to the Purchase Price,
unless the Earnest Money is returned to Buyer as a result of Seller's default hereunder, in
which case such interest shall be paid to the Buyer.
(b) On closing this transaction Buyer shall pay the Pumhase Price, plus or
minus any prorations and adjustments made pursuant to this Agreement, and less the
Earnest Money, to Seller in immediately available funds.
4. Conditions. Buyer's obligations under this Agreement are subject to the
satisfaction (or waiver in writing by Buyer) of the conditions in this paragraph 4 on or
before July 31, 2002 (except with respect to the condition specified in subparagraph (a),
below, which date shall be September 30, 2002) (the "Satisfaction Date"). If the
conditions set forth below remain unsatisfied or have not been waived by the Satisfaction
Date, Seller shall retain the Earnest Money as its sole and exclusive remedy and this
Agreement shall be void and of no further force and effect. Prior to the execution of this
Agreement, Buyer has completed certain due diligence pursuant to a Right of Entry
Agreement by and between Buyer and Seller.
(a) Financing. Buyer shall have obtained financing acceptable to Buyer, in its
reasonable discretion, for its acquisition and development of the Property, which
financing may include but is not limited to Buyer obtaining (i) consents and approvals of
all applicable municipal bodies, (ii) federal, state or local grants, or (iii) approval for the
issuance of bonds.
(b) Approvals. Buyer shall have obtained any and all necessary resolutions,
consents or other approvals allowing Buyer's purchase of the Property pursuant to the
terms set forth herein.
(c) Title and Survey. Seller shall assist and cooperate with Buyer to resolve
those title and survey issues set forth in a letter dated April 24, 2002, a copy of which is
attached hereto as Exhibit B (collectively, the "Objections").
5. Seller's Title.
(a) Buyer has obtained a commitment for an owner's policy of title insurance
(the "Title Commitment") issued by the Title Company as commitment number 2020711.
The Title Company shall insure, for the full amount of the Purchase Price, merchantable
title to the Property in the name of Buyer, free from the Schedule B standard printed
exceptions and all other exceptions (except those exceptions approved by Buyer) after
delivery of the deed required in Paragraph 11 hereof to Buyer from Seller. The Title
Company shall affirmatively insure access from the Property, shall affirmatively insure
any appurtenant easements and shall issue any other title endorsements requested by
Buyer. The Title Commitment shall be updated prior to the Closing to reflect the state of
the title not more than ten (10) days prior to the Closing. In the event the update to the
Title Commitment includes exceptions which were not part of the original Title
Commitment, Seller shall assist Buyer in resolving such exceptions to Buyer's reasonable
satisfaction. Buyer shall pay any and all costs and expenses related to the title insurance,
including all search fees, the premium for the policy and all endorsements issued pursuant
to the Title Commitment. Any closing fee charged by the Title Company shall be paid by
Buyer.
(b) Except for the Objections, the Title Commitment is acceptable to Buyer.
6. Survey. Buyer has obtained a survey of the Property prepared by American
Consulting Engineers dated March 15, 2002 (the "Survey").
7. Cooperation of Seller. Prior to Closing, Seller shall assist Buyer and its
representatives, whenever reasonably requested by Buyer, and at Buyer's reasonable cost, in
obtaining information about the Property.
8. Taxes and Assessments. Buyer will assume and agree to pay real estate taxes and
assessments due and payable in November, 2002, and thereafter. Seller shall pay such taxes due
in May, 2002.
9. Insurance and Risk of Loss. Insurance on the Property shall be cancelled by the Seller
as of the Closing. In the event that, prior to Closing, all or any portions of the Property, any interests
therein, or any rights appurtenant thereto are taken or appropriated (either permanently or for
temporary periods) under the power of eminent domain or condemnation by any authority (other
than Seller) having such power, or by virtue of any actions or proceedings in lieu thereof, or if any
notice or threat of such taking or appropriation has been given or is pending at the Closing, then
Buyer, at its option, may either (a) cancel this Agreement by written notice to Seller, in which event
neither party shall have any further obligation hereunder, or (b) elect to proceed with Closing, in
which event the Purchase Price shall be reduced by an amount equal to any sums previously paid or
then payable to Seller by the condemning authority by reason of such taking, appropriation or action
or proceeding in lieu thereof, and Seller shall transfer and assign to Buyer at Closing any and all
further claims, demands, actions and chooses in action which may exist by virtue of such taking,
appropriation or action or proceeding in lieu thereof; provided, however, that until the earlier of (i)
Closing or (ii) termination of this Agreement, Seller shall not make any voluntary settlement or
agreement regarding any taking, appropriation or action or proceeding in lieu thereof with any
condemning authority without first obtaining Buyer's written consent to such settlement or
agreement.
10. Closing. The closing of the purchase and sale of the Property (the "Closing") shall
occur at the office of the Title Company or another location selected by both Seller and Buyer,
within fifteen (15) days after the satisfaction or waiver of the conditions contained in Paragraph
4 hereof (the "Closing Date"), but no later than September 30, 2002 unless Buyer and Seller shall
agree in writing upon a different date for the Closing.
11. Closing Documents. At the Closing, Seller shall execute and deliver to Buyer
(a) a trustee's deed conveying the Property to Buyer free and clear of all liens and encumbrances
except such as have been approved by Buyer, as evidenced by Buyer's payment of the Purchase
Price, (b) a Vendor's Affidavit in a form satisfactory to the Buyer and the Title Insurer, (c) a
Certification of Non-Foreign Status pursuant to Section 1445(b)(2) of the Internal Revenue Code,
(d) an IRS Form 1099S Disclosure Statement (if required under the Internal Revenue Code), (e) a
closing statement, (f) a certificate stating that no disclosure document is required under the
Indiana Responsible Property Transfer Law, (g) an Indiana Disclosure of Sales Information Form
and (h) such other instruments, certificates or affidavits as may be provided herein or as Buyer or
Title Company may reasonably request to effect the intention of the parties hereunder.
12. Possession. Possession of the Property shall be delivered to Buyer on the Closing
Date in the same condition as it is now, free and clear of the claims of any other party except as
set forth in this Paragraph 12.
(a) Seller is currently renting the house located on the Property to Schawna L.
Dennis ("Tenant") pursuant to a written lease, dated January 12, 2000 (the "Residential
Lease"). If Tenant is in possession of such house as of the Closing, the rights and
obligations of Seller under the Residential Lease shall be assigned to and assumed by
Buyer at Closing, including liability for the security deposit made by such tenant in the
amount of $650.00 (for which Buyer shall receive a credit at Closing). In such event,
Buyer shall reimburse Seller for the approximate cost of 250 gallons of propane gas,
which Buyer has the right to recover from such tenant, which reimbursement shall not
exceed $275.00. Prior to Closing, Seller shall notify the tenant under the Residential
Lease of the anticipated sale of the Property to Buyer. Buyer shall provide ninety (90)
days' written notice to tenant of its intention to begin development on the Property and
that tenant must prior thereto vacate the Property and improvements thereon (the ''Tenant
Notice"). Buyer shall copy Seller with the Tenant Notice at the time such is delivered to
tenant.
(b) Within ninety (90) days' from the Closing (in the event Tenant has vacated
the Property prior to Closing), or within thirty (30) days after the Tenant has vacated the
Property after receipt of the Tenant Notice, Seller may (i) remove only those trees that
are growing upon the Property as further described in and shown on Exhibit C and (ii)
remove the mini-bm that is located upon the Property as shown on Exhibit C. If Seller
fails to remove either the trees or the mini-barn within such period, Seller shall have no
further right to remove the trees or the mini-bm. Seller shall restore any damage to the
Property resulting from the entry of Seller or its agents. Seller shall indemnify and hold
Buyer harmless from any loss or damage, including attorneys' fees, which Buyer may
incur as a result of Seller's exercise of Seller's rights under this Paragraph.
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(c) Seller is a party to a certain farm lease agreement, dated December 5, 2001,
with E. Brent Smith and Tricia Smith (the "Farm Lease"). Upon complete execution of
this Agreement, and in no event later than the date on which Buyer has the right to enter
up on the Property under Paragraph 13, below, Buyer shall pay to the tenant under the
Farm Lease such amount as is acceptable to such tenant and Buyer to terminate the Farm
Lease. Seller shall execute such documents as are reasonably necessary to terminate the
Farm Lease.
13. Right of Entry. Buyer and Seller hereby agree that, prior to Closing and after
termination of the Farm Lease, Seller will allow Buyer to enter upon the Property to commence
construction in accordance with the provisions of this Paragraph 13. Seller hereby agrees that
Buyer and its agents have the fight to enter upon the Property from and after the later of: (a) May
15, 2002; or (b) the date on which Buyer deposits the first installment of Earnest Money, to
begin construction activities and that Buyer shall pay all costs associated with such construction
and the exercise of its rights hereunder. This right shall expire automatically on September 30,
2002 unless the parties have agreed to extend the Closing Date.
Seller shall not be responsible for and Buyer hereby releases and agrees to indemnify and
hold Seller from and against all obligations, liabilities, damages, injuries, claims, lawsuits, costs
and expenses including attorneys' fees incurred in connection with or arising out of the work
performed by Buyer or any of its employees, agents, contractors, licensees or invitees on the
Property prior to the transfer of the Property to Buyer, including but not limited to mechanic's
liens, damage to the Property and third-party claims. During the term of this Agreement, Buyer
shall maintain or cause its contractors to maintain liability insurance coverage covering bodily
injury, death and property damage with respect to or arising out of Buyer's activities on the
Property, naming Seller as an additional insured. Such liability insurance shall have coverage
limits of not less than One Million Dollars ($1,000,000.00) for death or bodily injury and Five
Hundred Thousand Dollars ($500,000.00) for property damage for any one occurrence, and shall
not be subject to cancellation without thirty (30) days prior written notice to Seller. In the event
the Property is not conveyed to Buyer on September 30, 2002 (or such later date as the parties
may have agreed), Buyer agrees, at Seller's election, to restore the Property to substantially the
same condition as existed prior to Buyer exemising its rights under this Paragraph 13 or to leave
the improvements as may have been constructed or installed by Buyer for the benefit of Seller.
Buyer's exercise of its rights hereunder shall be subject to the requirements of Paragraph 12 with
respect to the fights of tenants.
14. Rights and Obligations. The fights and obligations of Seller and Buyer herein
contained shall inure to the benefit of and be binding upon the parties hereto and their respective
personal representatives, heirs, successors and assigns.
15. Notices. All notices required or permitted to be given hereunder shall be in
writing and delivered either in person or by certified or registered first-class prepaid mall, return
receipt requested, to Seller or Buyer at their respective addresses set forth below, or at such other
address, notice of which may have been given to the other party in accordance with this
Paragraph 15.
Seller:
Judith A. Lacy, Trustee of the Judith A. Lacy Revocable
Trust U/A September 25, 1995
c/o Greg Lacy
8780 Purdue Road, Suite 1
Indianapolis, IN 46268
Copy to:
Stark Doninger & Smith
50 South Meridian Street, Suite 700
Indianapolis, Indiana 46204
Attn: Lewis E. Willis, Jr., Esq.
Buyer:
City of Carmel
One Civic Square
Carmel, Indiana 46032
Attention: John Duffy
Copy to:
Bose McKinney & Evans, LLP
600 East 96t~ Street, Suite 500
Indianapolis, Indiana 46240
Attn: Tammy K. Haney, Esq.
Any notice given in accordance with this paragraph shall be deemed to have been duly given or
delivered on the date the same is personally delivered to the recipient or received by the recipient
as evidenced by the return receipt.
16. Representation Regarding Hazardous Waste. Seller hereby warrants and
represents to Buyer that to the best of Seller's knowledge, (a) the Property is not "property" under
the Indiana Responsible Property Transfer Law (I.C. 13-7-22.5), and no Environmental
Disclosure Document need be provided pursuant thereto; (b) the Property is not in any way
contaminated with any hazardous substance; (c) the Property does not appear on any state or
federal CERCLA (Comprehensive Environmental Responsibility, Compensation, and Liability
Act or Superfund) lists; (d) there is no asbestos or PCP's on the Property; (e) there are no
underground storage tanks on the Property other than underground storage tanks associated with
an existing septic system serving the house on the Property and/or a residential fuel oil tank
serving the house on the Property; (f) neither Seller nor any of Seller's employees, agents,
licensees or invitees have placed or permitted the placement of any hazardous substances in, on
or over the Property; (g) no other party has placed any hazardous substances in, on or over the
Property; (h) the Property has not been used as a plant or site where hazardous substances are
subjected to treatment, storage, disposal or recovery; (i) the Property is not subject to any federal,
state or local "Superfund" lien, proceedings, claim, liability or action, or the threat or likelihood
thereof, for the clean-up, removal or remediation of any such hazardous substance from the
Property; and (j) by acquiring the Property, Buyer will not incur or be subjected to any liability
for the clean-up, removal or remediafion of any hazardous substance from the Property or any
liability, cost or expense for the removal of any underground storage tank from the Property. This
representation shall terminate as of the Closing.
17. Further Representations and Warranties of Seller. Seller hereby represents and
warrants, which representations and warranties shall expire as of the Closing, that:
(a) Seller has full power and authority to enter into and consummate the
transaction contemplated by this Agreement, and all consents and approvals necessary
therefor have been obtained.
(b) The execution, delivery and performance by Seller of its obligations under
this Agreement will not conflict with or result in a breach of, or constitute a default under,
any of the provisions of any law, governmental rule, regulations, judgment, decree or
order by which the Seller is bound, or by any of the provisions of any contract to which
the Seller is bound, or, if Seller is not an individual, by the Seller's declaration of trust,
certificate of incorporation, bylaws or partnership agreement, as the case may be.
(c) Seller has, as of the Agreement Date, and will have as of the date of the
Closing, good, marketable and indefeasible title to the Property, subject only to those
exceptions shown on the Title Commitment, the Residential Lease and the Farm Lease.
(d) To Seller's knowledge, there is no litigation or proceeding pending or
threatened against or relating to Seller, the Property or the use thereof, nor does Seller
know of or have reasonable grounds to know of any basis for any such action or claim.
(e) There are no liens or other encumbrances against the Property which will
remain after the Closing, except as reflected on the Title Commitment.
(f) To Seller's knowledge, all necessary rights-of-way for all roads referenced
on the Survey delivered to Buyer or obtained by Buyer have been either acquired by
Seller or have been dedicated to public use and accepted by the appropriate governmental
authority for public use and maintenance.
(g) Electricity and telephone service are available for connection on the
Property. Gas, water and sewer service are not available for connection on the Property.
(h) To Seller's knowledge, there are no covenants, agreements, restrictions or
other arrangements or understandings (whether in writing or of record) respecting the
Seller, the Property, or the use or possession of the Property which would require
payment by Buyer to any person, owners' association or other entity of or for shared
easements, improvements, utilities or services; provided, however, in the event any such
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covenant, agreement, restriction or other arrangement or understanding exists and has
been approved in writing by Buyer, Seller shall pay at or prior to closing all amounts
accruing or becoming due and payable on or prior to Closing, and any regular periodic
payments thereunder accruing in the year of Closing shall be prorated to the date of
Closing.
(i) No mechanic or materialmen shall claim a lien against the Property for
labor or materials furnished with respect to improvements on the Property for work done
on behalf of Seller prior to Closing.
O) As of the Closing, any and all leases for the Property will have been
terminated and no other party shall have any claim, right or interest in or to the Property
except as set forth in Paragraph 12.
18. Assignment. Buyer may assign this Agreement and all of its interests herein to an
entity created for and/or charged with the development, maintenance and operation of water
and/or sanitary sewer service and facilities in the Carmel, Clay Township, Hamilton County,
Indiana, area without the consent of Seller. Upon such assignment or nomination, the assignee or
nominee shall have and be subject to all the rights, benefits, duties and obligations of Buyer
hereunder; provided Buyer shall not be released from such liability or obligations hereunder.
19. Complete Agreement. This Agreement represents the entire agreement between
Seller and Buyer covering everything agreed upon or understood in this transaction. There are no
oral promises, conditions, representations, understandings, interpretations or terms of any kind as
conditions or inducements to the execution hereof or in effect between the parties. No change or
addition shall be made to this Agreement except by a written agreement executed by Seller and
Buyer.
20. Authorized Signatories. The persons executing this Agreement for and on behalf
of Buyer and Seller each represent that they have the requisite authority to bind the entities on
whose behalf they are signing.
21. Partial Invalidity. If any term, covenant or condition of this Agreement is held to
be invalid or unenforceable in any respect, such invalidity or unenforceability shall not affect any
other provision hereof, and this Agreement shall be construed as if such invalid or unenforceable
provision had never been contained herein.
22. Use of Brokers. Each patty represents and warrants to the other that it has dealt
with no broker, finder or other person with respect to this Agreement or the transactions
contemplated hereby. Seller and Buyer each agree to indemnify and hold harmless one another
against any loss, liability, damage, cost, expense or claim incurred by reason of any brokerage
commission or finder's fee alleged to be payable because of any act, omission or statement of the
indemnifying party. Such indemnity obligation shall be deemed to include the payment of
reasonable attorney's fees and court costs incurred in defending any such claim.
23. Attorneys' Fees. In the event that either party shall bring an action or legal
proceeding for an alleged breach of any provision of this Agreement or any representation,
warranty, covenant or agreement herein set forth, or to enforce, protect, determine or establish
any term, covenant or provision of this Agreement or the rights hereunder of either party, the
prevailing party shall be entitled to recover from the nonprevailing party, as a part of such action
or proceedings, or in a separate action brought for that purpose, reasonable attorneys' fees and
costs, expert witness fees and court costs as may be fixed by the court or jury.
24. Governing Law; Construction.
(a) This Agreement shall be interpreted and enforced according to the laws of
the State of Indiana.
(b) All headings and sections of this Agreement are inserted for convenience
only and do not form part of this Agreement or limit, expand or otherwise alter the
meaning of any provisions hereof.
(c) This Agreement may be executed in any number of counterparts, each of
which shall be deemed to be an original and all of which shall constitute one and the
same agreement.
(d) The provisions of this Agreement are intended to be for the sole benefit of
the parties hereto and their respective successors and assigns, and none of the provisions
of this Agreement are intended to be, nor shall they be construed to be, for the benefit of
any third party.
(e) Seller and Buyer hereby acknowledge that upon execution by all parties
this Agreement is and will remain a public record under applicable laws, rules and
ordinances.
25. Exchange Provisions. Buyer, at Seller's request and expense, shall cooperate
with Seller so that Seller may dispose of the Property in a transaction intended to qualify in
whole or in part as a tax-deferred exchange under Section 1031 of the Internal Revenue Code of
1986, as amended; provided that Buyer shall not be required to incur any additional expense or
liability, or to acquire title to any other parcel of real property, or to delay Closing to
accommodate such exchange. Seller shall indemnify and hold Purchaser harmless from and
against any and all claims, demands, causes of action, losses, liabilities, costs and expenses,
including attorney's fees, incurred or suffered by Buyer and arising out of or in connection with
Buyer's participation in such exchange.
26. Ameritech Easement. Seller has received notice of Ameritech's desire to obtain
an easement across the Property. Seller and Buyer agree that Buyer shall negotiate with
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Ameritech regarding such easement request and Seller shall have no rights or obligations related
thereto.
27. Naming Rights. Buyer anticipates construction of certain public utility
improvements upon the Property, including a water tower. Buyer agrees that the water tower
shall bear the name "Keith and Verle Wiggam" on a plaque of acknowledgement or memorial to
be installed at the base of the water tower, which form of acknowledgment or memorial shall be
reasonably acceptable to Seller.
IN W1TNESS WHEREOF, this Agreement has been executed by the parties hereto as of
the date first above written.
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JUDITH A. LACY REVOCABLE TRUST
J~t~th Lacy, Tmstee ~
"SELLER"
City of Carmel by and through its Board of Public
Works and Safety
Jagffes Brainar6,.Mavor ·
Date: ..qv_ ~',~,_. 67.9 ~
Mary Antn Bul~ea~.Member~ _
Date ~>--J.~ O~).
"BUYER"
11
STATE OF INDIANA )
) SS:
COUNTY OF ~/4~/0AJ )
Before me, a Notary Public in and for said County and State, personally appeared Judith
Lacy, who acknowledged the execution of the foregoing "Real Estate Purchase Agreement" as
her voluntary act and deed.
Witness my hand and Notarial Seal this ff~/~ day of ~4,a~ ,2002.
Printed:
My Commission Expires: $]q[~ev~
My County of Residence: .t/l'la4'/~
STATE OF INDIANA )
)SS:
COUNTY OF /fl~&bq~wt:~k3 )
Before me, a Notary Public in and for said County and State, personally appeared
Mayor James Brainard and Mary Ann Burke, by me known and by me known to be the members
of the Board of Public Works and Safety of the City of Carmel, who acknowledged the
execution of the foregoing "Real Estate Purchase Agreement" on behalf of said Board.
Witness my hand and Notarial Seal this AO'- day of ~-~ ,2002.
Notary Public
Printed:
My Commission Expires:
My County of Residence:
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EXHIBIT A
The Property
Thirty (30) acres off of the entire south end of the west half of the northwest quarter of Section
29, Township 18 north, Range 3 east, located in Clay Township, Hamilton County, Indiana.
April 24, 2002
Lewis E. Willis, Jr.
Stark Doninger & Smith
50 South Meridian Street, #700
Indianapolis, IN 46204-3542
Re:
Real Estate Purchase Agreement by and between the City of Carmel ("Buyer")
and Judith A. Lacy, Trustee ("Seller") Objections to Title Commitment No.
2020711 prepared by Hamilton Title Security, LLC and Survey prepared by
American Consulting Engineers dated March 15, 2002
Dear Lew:
I have reviewed the above-referenced Title Commitment dated November 8, 2001 as
revised March 28, 2002 and the Survey. This letter sets forth those items which are objections to
the Title Commitment and Survey.
TITLE COMMITMENT
Schedule A
The title commitment will need to be updated prior to closing (the current
effective date is November 8, 2001).
2. Paragraph 1--the policy amount is $1,050,500.00.
Paragraph 4 The legal description in the title policy must match the legal
description on the survey.
Schedule B-1
1. Exception 1 this exception should be satisfied and deleted at closing.
2. Exception 2--this exception should be satisfied and deleted at closing.
3. Exception 3--this exception should be satisfied and deleted at closing.
EXHIBIT B
Lewis E. Willis, Jr.
April 24, 2002
Page 2
o
Schedule B-2
Exceptions 4(a) and 4(b)~these exceptions should be satisfied and deleted at
closing.
Exception 5--this exception should be deleted upon the Title Company's receipt
of an affidavit that is satisfactory to the Title Company. Seller should agree, at
Seller's expense, to prepare and deliver all such affidavits and other evidence
required by the Title Company to resolve this matter.
All of the standard exceptions identified on Schedule B-2, 1 through 6, of the Title
Commitment must be deleted at closing.
1. Special Exceptions 7 and 8--these exceptions should be updated.
2. Special Exception 9--this exception should be deleted.
3. Special Exception 10 this exception should be deleted as, per the Survey, it does
not affect the property.
4. Special Exception 11--this exception should read, "... in accordance with
Indiana Drain Code, I.C. (1981) 36-9-27-33. None due at this time."
5. Special Exceptions 12 throughl4 these exceptions should be modified to
include, "as shown on survey prepared by American Consulting Engineers, Inc.
under Job No. 20020221 dated March 15, 2002."
6. Special Exception 16--this exception should be deleted.
7. Special Exception 17 this exception should be deleted.
ENDORSEMENTS
The following endorsements will be required:
1. Survey endorsement insuring that the property covered by the policy is one in the
same as the property identified on the applicable survey; and
46959_1 .DOC
Schedule B-2
Lewis E. Willis, Jr.
April 24, 2002
Page 3
Endorsement insuring the property against forced removal pursuant to that
statutory easement for the Albert Shaw drain located along Shelbourne Road.
SURVEY
I have no additional comments on the Survey.
I will forward copies of these comments to the Title Company and Surveyor. After you
have had a chance to review these comments, please let me know if the Seller is willing to assist
the Buyer in resolving these issues. Be advised that the Buyer has conducted other due diligence
investigations and, other than as discussed herein, has no other due diligence objections to raise
with the Seller at this time.
Sincerely,
TKH:bh
cc: John Duffy
David Walsh
Gordon Richardson
Tammy K. Haney
46959_1 .DOC
I
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55.9'
STONE DRIVE)
EXHIBIT C