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HomeMy WebLinkAboutResolution 2020-21 (Firehouse project terms)RESOLUTION NO.2020-21 A RESOLUTION OF THE CITY OF CARMEL REDEVELOPMENT COMMISSION REGARDING FIREHOUSE PROJECT AGREEMENT WHEREAS, the City of Carmel, Indiana (the "City") is an Indiana municipal corporation; and WHEREAS, the City of Carmel Redevelopment Commission (the "CRC") is a governmental entity created and authorized to administer certain redevelopment activities within the City; and WHEREAS, the CRC owns those certain parcels of real estate known as Parcel Nos. 16- 09-36-00-00-008.002 and 16-09-36-00-00-009.002 at 0 Veterans Way, Carmel, Indiana 46032, Parcel 16-09-36-00-00-009.000 at 0 Monon Green Boulevard, Carmel, Indiana 46032, Parcel No. 16-09-36-00-00-008.003 at 0 Civic Square, Carmel, Indiana 46032, all of which are adjacent to or near the City Fire Station (collectively, the "Firehouse Parcels"); and WHEREAS, pursuant to Indiana Code 36-7-14-22, the CRC: (a) obtained two independent appraisals of the Firehouse Parcels; and (b) published two separate Notices of Sale of Real Estate for the Firehouse Parcels (each, a "Notice of Sale"), the first of which Notice of Sale offered certain the Firehouse Parcels for the average of the two appraisals and was first published on April 14th, 2017, and the second of which Notice of Sale offered the remainder of the Firehouse Parcels for the average of the two appraisals and was first published on October 22°d, 2019; and WHEREAS, the first Notice of Sale required all interested bidders to respond in writing on or before May 17, 2017, and the second Notice of Sale required all interested bidders to respond in writing on or before November 20, 2019; and WHEREAS, the CRC received only non -conforming bids in response to the first Notice of Sale and no bids in response to the second Notice of Sale; and WHEREAS, OE Veterans Way, LLC, an affiliate of Onyx+East (collectively, "OE"), has proposed redeveloping the Firehouse Parcels as part of for -sale luxury condominiums and flats project, which project would individual parking facilities, a center greenspace area, and related improvements (the "Project"); and WHEREAS, as of the date hereof, more than 30 days has passed since the deadline for responding to the Notice of Sale; and WHEREAS, pursuant to Indiana Code 36-7-14-22(h), the CRC may contract with a third party to dispose of the Firehouse Parcels at a price and in the manner the CRC deems necessary or appropriate for the redevelopment of the Firehouse Parcels; and WHEREAS, the CRC has determined that it is now in the best interests of the CRC to enter into an agreement (the "Project Agreement") with OE pursuant to which: (a) the CRC will: (i) approve the site plan, design, scale, and scope of the Project; (ii) convey to OE the Firehouse Parcels, or a portions thereof, as may be necessary or desirable to accommodate the Project phasing; (iii) cause the City to perform certain site work on or around the Firehouse Parcels (the "City Work"); and (iv) pledge to OE certain tax increment from the Firehouse Parcels, as more particularly set forth in CRC Resolution No. 2020-20; and (b) OE will construct and complete the Project over and on the Firehouse Parcels, in one or more phases, as may be necessary or desirable; all as authorized by Indiana Code 36-7-14-12.2 and -22 and other applicable law. NOW, THEREFORE, BE IT HEREBY RESOLVED by the City of Carmel Redevelopment Commission that: 1. The foregoing Recitals are fully incorporated herein by this reference. 2. The CRC will execute and deliver the Project Agreement, which Project Agreement shall: (a) provide for: (i) the CRC's contribution of the Firehouse Parcels, or a portions thereof, as may be necessary or desirable to accommodate the Project phasing; (ii) OE's construction and completion of the Project; (iii) certain financial clawback rights in favor of the CRC if. (A) the total sales prices for the condominiums and flats exceeds certain pre -determined amounts; and/or (B) OE's total interest carry on the Project is less than a certain pre -determined amount; and (iv) subject to force majeure and unavoidable delays: (A) closing on or before January 31, 2021; and (B) completion of the first phase of the Project within 36 months after the later to occur of. (1) the closing date; or (2) the date that the City completes the City Work; and (b) include such other terms, and be otherwise in a form, approved by, and satisfactory to, the President and Executive Director of the CRC, with guidance from the CRC Finance Committee, which approval and satisfaction shall be conclusively evidenced by the execution and delivery thereof by the President, Vice President, Secretary, and/or Executive Director of the CRC. The CRC will execute and deliver such deeds, instruments, certificates, and other agreements and documents, and perform and observe such other actions, covenants, and obligations, as necessary or desirable in connection with the Project Agreement and/or the CRC's conveyance of the Firehouse Parcels. 4. Each agreement, instrument, certificate, and other document contemplated by this Resolution to be executed and delivered by the CRC shall be in a form approved by, and satisfactory to, the President and Executive Director of the CRC, with guidance from the CRC Finance Committee, which approval and satisfaction shall be conclusively evidenced by the execution and delivery thereof by the President, Vice President, Secretary, and/or Executive Director of the CRC. 5. The President and Executive Director of the CRC are authorized to execute and deliver all of the agreements, instruments, certificates, and other documents contemplated by this Resolution to be executed and delivered by the CRC. In the absence of the President and/or Executive Director, the Vice President and/or Secretary of the CRC shall be authorized to execute and deliver any or all of the agreements, instruments, certificates, and other documents contemplated by this Resolution to be executed and delivered by the CRC. The President, Executive Director, Vice President, and/or Secretary are further authorized take all other lawful actions necessary in connection with the Project Agreement and the other matters contemplated by this Resolution. Adopted this 15'A day of July, 2020. CITY OF CARMEL jj REDEVELOPMENT C$MMISSION -0c Vice Mem e Member