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Home My WebLink AboutEscrow/Ham.Co. Parks ESCROW AGREEMENT THIS AGREEMENT is entered into this ~_ day of//~ , 1984, between the City of CArmel, Hamilton County, ~ndiana, here- inafter called "City", and ~he Hamilton County Park and Recreation Board, Hamilton County, Indiana, hereinafter called "Board", and J. Bradley Cook of the lawifirm Campbell, K~le & Proffitt, as Escrow Agent, whose O'~f~celisL located at 198 South 9th Street,. Noblesville, Indiana. Recitals 1 This Escrow Agre'ement is to be construed in connection with the lease agreement ~xecuted between~the City and"the Board the ~-~ day of ~-%~! hereto as Exhibit "A", Agreement" . 1984, a copy of which is attached he?einafter referred to as "Lease/i 2. The Board is required to take possession of the leased property in th~ same yea~ in which it receives funds for the development of the park.t 3. The City desires that a swimming pool be constructed in the park within five (5)i years from the date of this agreement. I A~reement 1. The City and the Hoard will sign the Lease ~greement, but agree that it will riot be.effective until the Lease Agreement is delivered to the par~ies by the ~scrow ~gent, pursuant to the terms and cond±tions be}ow. 2. The City and ~he, Board'agree to del±vet the signed Agreement to the Escro~ ~gent to be held by him subject to the fell'owing terms and conditions: A. The r~ase Ag[eement will be effective on the date the Escrow Agentldelivers a copy of 'the signed Bease Agreement tO!both parties. The Escrow Agent will not deliver the Lease Agreement until the Board receives confirmation/that funds will b~ avail'able for the park development,land the Board provides the Escrow Agent with written! confirmation of the same.. ~g e Two Be If the' Board doe§ not receive funding within fi=e (5) years from the date-of this agreement, then the City may elect to void the Lease Agreement at the close of the five-year period or within thirty (30) days thereof, with six (6) months' written notice to the Escrow Agent. When the City delivers ~ritten notification.of, its de6ision to terminate the Lease Agreement to ~he Escrow Agent, the Lease Agreement will not be legally, binding on either'party. If the City choses not to 'terminate the Lease Agreement within five (5) years from ~hen it shall remain with activitated in accordance the date-of this agreement, the Escrow Agent and will be with paragraph 2.A. above. 3. In' the event the Board does not commence .construction of the swimming .pool on .the leased'premIses within five (5)-'y~ars from ~he date hereof, then and in that event, the City may elect to terminate the Lease-Agreen~.ent at period,, or w'ithin thir%y (30) days written notice'to the Escrow Went. the close of t'he fi%e-year thereof, with six (6-) months' Upon receipt of the ~ity's written notice to terminate the Lease ~&3reement, the Escro~ Ag eht shall void the Lease Agreement and it shall not be legally binding on e~ther party. 4. If the soil borings of the leased premises~reveal'that the land is not suitable for th~ location of a'swimm~ng· pool, then the City may elect to terminate the Lease Agreement within six (6) months fr~m.the date the soil boring findings are made available to the Escrow Agent. The election must be made in-writing and delivered to the Escrow Agent. Upon receipt of the notice to terminate the Lease Agreement, the Escrow Agent shall void the Lease Agreement and it shall not be legally binding on either party. Liability of Escrow A~ent The p'arties 'agree that ~he Escrow Agent assumes no for, liability and is expressly released from, any claim or claims in Three connection with the performance of its duties as Escrow Agent, except that the Escrow Agent will fully perform the acts required of him in this Escrow Agreement. Attest: CITY OF CARMEL Jane A. Reiman, Mayor HAMILTON COUNTY PARK AND RECREATION BOARD ~>~ /~/~, President CAMPBELL, KYLE & PROFFITT ~Ag''~radle~/C°°k' Escrow ent ./~ j-"'.-'. ..' ~. . . /o/~(, Co .' ?a.-Je-r&,w ~/ . ~ ADDENDUM TO LEASE AND ESCROW AGREEMENTS OF APRIL 2, 1984 WHEREAS, circumstances have developed since the execution of the Lease and Escrow Agreements of April 2, 1984, between the City of Carmel, Indiana, hereinafter referred to as the "Landlord", and the Hamilton County Park Board, hereinafter referred to as the "Tenant"; and WHEREAS, the parties mutually agree that certain terms and provisions of the Lease and Escrow Agreements should be modified; and WHEREAS, in order to implement the construction, by the Tenant, of the park facilities contemplated under the Lease and Escrow Agreements, relief from certain provisions of those Agreements are required by the Tenant due to financial strain. ~OW, THEREFORE, in consideration 'of the mutual promises and covenants of the original Lease and Escrow Agreements of April 2, 1984, and those additional terms contained herein, the parties agree to the following modification of the April 2, 1984 Lease and Escrow Agreements. All terms of the Lease and Escrow Agreements shall remain in full force and effect unless modified by the following provisions: The Lease Exhibit B of Article III of the Lease shall be modified to allow the Tenant to begin construction of park facilities on the Leased Premises by omitting items 1, the eight (8) lane, 50 meter pool, diving well, and kiddie pool; 3, the lighting on the soft- ball diamonds; and 6, the lighting on the tennis courts; all of which was to have been completed within five (5) years from the date of the Escrow Agreement. The Escrow The Landlord agrees to waive the completion requirement of five (5) years from the date of the Escrow Agreement provided in ." r . . . . j. paragraph 3 of the Escrow Lease Recitals and paragraph 3 of the Escrow Agreement. All other provisions of the Escrow Agreement shall remain in full force and effect. . Additional Covenants It is not contemplated'by either the Tenant or the Landlord that the modification of the Lease or Escrow Agreement will, under any circumstances, constitute a waiver of Tenant's obliga- tion to build the eight (8) lane, 50 meter swimming pool faci- lity, diving well, kiddie pool, or the lighting of the softball diamonds and tennis courts. The Landlord further recognizes that it is in the best interests of all of the parties that construc- tion of the remaining portion of the contemplated park facilities ~commenc~. The Landlord, however, retains the right to require the Tenant to complete the project, including the omitted items enumerated herein, within a reasonable time after Tenant is able to obtain financial resources either through the issuance of bonds or other means. The Tenant agrees to continue in good faith its efforts to obtain financing in order to permit construction of the. complete project, including the omitted items, as soon as possible. IN WITNESS WHEREOF, the parties hereto have signed this Addendum this 1'1rl- day of March, 1986. CITY OF CARMEL, INDIANA ATTEST: .. /O'"~ DOROTHY J ANCOCK Clerk-Tre surer _J'r /- .' . . . I HAMILTON COUNTY PARK AND RECREATION BOARD By President ATTEST: STATE OF INDIANA SS: COUNTY OF HAMILTON BEFORE ME, a Notary Public in and for said County and State, personally appeared JANE A. REIMAN, Mayor, and DOROTHY J. HANCOCK, Clerk-Treasurer, of the City of Carmel, Indiana, who acknowledged the execution of the foregoing Addendum to Lease and Escrow Agreements of April 1, 1984, and who being first duly sworn. upon their oaths, stated that the matters contained therein are, true;'" '~. - .," -. .~. '. ;/' . <:/ -WITNESS '::'I986~.: '. . . . my hand and Notarial Seal, this /11i day of March, --..~ -" !--.. : ...-'--,'. -'. '~~., -~~~ .<.~ .-till/. ~ /f f j7 ~~~~./'/7~~ RY It9 LIC / ' PRINTED: fi?,4,e'/u/M,<... ,/?;?,4.e77;J Residing in H4/H'/c..Ttl/U County My"Gommi"i3'sion Expires: STATE OF INDIANA SS: COUNTY OF HAMILTON BEFORE ME, a Notary Public in and for said County and State, personally appeared . and , the President and of the Hamilton County Park and Recreation Board, who acknowledged the execution of the foregoing Addendum to Lease and Escrow Agreements of April 1, 1984, and who being first duly sworn upon their oaths, stated that the matters contained therein are true. WITNESS my hand and Notarial Seal, this 1986. day of March, My Commission Expires: NOTARY PUBLIC PRINTED: Residing in County This Instrument Prepared By: Stephen K. Andrews City Attorney BLEECKER, BRODEY & ANDREWS 2506 Willowbrook Parkway, Suite 312 Indianapolis, Indiana 46205 (317) 259-7751 ,