HomeMy WebLinkAboutVesting Deedsis?
---- 2019008648 WD $25.00
DULY ENTERED FOR TAXATION 03/ 12/2019 10 : 32: 28AM 8 PGS
Subject to final acceptance of transfer Jennifer Hayden
12thday ofMarch 2019-SBH Hamilton County Recorder IN
N 9-,,,;-7,n yX,;e,,AadhoroiHamtoncounry Recorded as 'IPresented
`
Parcel # 17.13-*00-W31.000 ] EW
SPECIAL WARRANTY DEED
This SPECIAL WARRANTY DEED is made effective March, 2019, between
WAL-MART STORES EAST, LP, a Delaware limited partnership, with an address of 2001
S.E. 10th Street, Bentonville, AR 72716 ("Grantor"); and ARIA LAND JV, LLC, an Indiana
limited liability company, with an address of 8335 Keystone Crossing, Suite 220, Indianapolis,
IN 46240 ("Grantee").
WITNESSETH:
THAT GRANTOR, for and inconsideration of the sum of Ten Dollars ($10.00) and other
good and valuable consideration, to it in hand paid by Grantee, the receipt whereof is hereby
acknowledged, does hereby forever grant, bargain, sell, convey and confirm to Grantee, and its
successors and assigns, a certain tract of land situated, lying, and being in the City of Zionsville,
Hamilton County, Indiana, as more particularly described to wit:
See Exhibit "A" attached hereto and made a part hereof ("Property");
TO HAVE AND TO HOLD said land unto Grantee, and its successors and assigns,
forever, with all tenements, appurtenances and hereditaments thereunto belonging, subject only
to easements, conditions, restrictions and other matters set forth on Exhibit "B" attached hereto
and made a part hereof (the "Permitted Exceptions").
This conveyance is expresses subject to the following conditions and restrictions:
Grantee covenants that, except in connection with and as an accessory use for any
residential development, the Property shall not be used for or in support of the following, either
directly or indirectly via remote operation or distribution (such as remote internet fulfillment
center or locations, locker, grocery drive -through, grocery home shopping pick-ups, mail order,
or similar pick-up facility) as: (i) a discount store in excess 'ffifteen thousand (15,000) square
feet in floor size, or (ii) a wholesale membership/warehouse club, grocery store/supermarket in
excess of fifteen thousand (15,000) square feet in floor size; (iii) any lockers, lock -boxes or other
type of storage system that is used to receive or store merchandise from a catalog or online
retailer; (iv) operating a fulfillment facility in connection with selling, receiving, storing or
distributing merchandise from a catalog or online retailer; (v) any collateral use (e.g., parking,
�.s
drainage or service drives) in support of any of the foregoing uses; or (vi) any combination of the
foregoing uses (the "Property Restrictions"). For purposes of clarification, the Property
Restrictions shall not prohibit or be applicable to any locker, lock -boxes or other type of storage
system or facility or any drop zone, landing area or other delivery system or facility which is
primarily available to or otherwise primarily serves the occupants of any apartments or other
residential dwellings located on the Property from time to time.
All Property Restrictions shall remain in effect for a period of fifty (50) years from the
recording of this Deed. The aforesaid shall run with and bind the Property, and shall bind
Grantee or an affiliated entity, or its successors or assigns, and shall inure to the benefit of and be
enforceable by Grantor, or an affiliated entity, or its successors and assigns, by any appropriate
proceedings at law or in equity to prevent violations of such and/or to recover damages for such
violations, including without limitation damages incurred by Grantor, or an affiliated entity.
No representations or warranties of any kind have been made by Grantor or anyone on its
behalf to the Grantee as to the condition of the Property described herein or any improvements
thereon erected, if any, and it is understood and agreed by the parties that the Property is sold
"AS IS, WHERE IS — WITH ALL FAULTS AND WITHOUT ANY REPRESENTATION
OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED."
Grantor makes no warranty or representation regarding the condition of the Property,
including, without limitation, environmental or ecological condition, it being understood that the
Grantee is taking the Property "AS IS, WHERE IS — WITH ALL FAULTS AND WITHOUT
ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR
IMPLIED."
Without limiting the foregoing, Grantee hereby covenants and agrees that Grantee
accepts the property "AS IS" and "WHERE IS", and with all faults and defects, latent or
otherwise, and that Grantor is making no representations or warranties, either expressed or
implied, by operation of law or otherwise, with respect to the quality, physical conditions or
value of the Property, the Property's habitability, suitability, merchantability or fitness for a
particular purpose, the presence or absence of conditions on the Property that could give rise to a
claim for personal injury, property or natural resource damages; the presence of hazardous or
toxic substances, materials or wastes, substances, contaminants or pollutants on, under or about
the Property, or the income or expenses from or of the Property..
I
AND SAID GRANTOR does hereby warrant the title to said Property, and will defend
the same against the lawful claims of all persons claiming by, through and under Grantor, but '•
none other, subiect to the Permitted Exceptions, the conditions and restrictions as stated herein,
and subject to real property taxes for the year of 2019 (which are due and payable in 2020), and
thereafter.
i
Ii
[Signature page follows]
3
IN WITNESS WHEREOF, Grantor has caused this instrument to be executed in its naive
by its Senior Director, Realty Operations of"
WSE Management, LLC, the General Partner of the
Grantor, Wal-Mart Stores East, LP, the 6 day of 2019.
WAL-MART STORES FAST, LP,
a Delaware limited partnership
By: WSE�Management, LLC,
it ,gneral Partn ,-
Carole Baker
Senior Director, Realty Operations
ACKNOWLEDGEMENT
STATE OF ARKANSAS )
COUNTY OF BENTON )
In the State of Arkansas, County of Benton, on this Martj'\ (o , 2019, before me, the
undersigned, a Notary Public in and for said County and State, personally appeared Carole Baker
to me personally known, who being by me duly sworn did say that she is Senior Director, Realty
Operations of WSE Management, LLC, the General Partner of the Grantor in the foregoing
special warranty deed, that said special warranty deed was signed, sealed and delivered by her on
behalf of said limited partnership by authority of its General Partner and said Senior Director,
Realty Operations acknowledged said special warranty deed to be the free act and deed of said
limited liability company, acting in its capacity as General Partner of said limited partnership.
WITNESS kieti
AND and notarial seal subscribed and affixed in said County and State,
the day and eaz_in tficto a}pve written.
My Commission Expires. z-V -C.c")
Printed: �Y.Y' , � i -•1 I am a resident of �_ County, 'G `ha 1
a
d Flat Torbettnty of wasbingtonY Public - �-sas 20sua.n EV
Send tax statements to: Aria Land JV, LLC, 8335 Keystone Crossing, Suite 220, Indianapolis, IN
46240
I, 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. Harvey Freeman
This instrument was prepared by: Harvey Freeman, WAL-MART STORES EAST, LP, Sam M.
Walton Development Complex, 2001 S.E. 10`h Street, Bentonville, AR 72716-5535
5
Exhibit "A"
Legal Description
PART OF THE SOUTHWEST QUARTER OF SECTION 6, TOWNSHIP 17 NORTH, RANGE
3 EAST IN CLAY TOWNSHIP, HAMILTON COUNTY, INDIANA, DESCRIBED AS
FOLLOWS:
BEGINNING AT THE INTERSECTION OF AN EAST -WEST FENCE LINE AND THE
WEST LINE OF THE SOUTHWEST QUARTER OF SECTION 6, TOWNSHIP 17 NORTH,
RANGE 3 EAST, SAID INTERSECTION POINT, LOCATED 636.77 FEET SOUTH 04
DEGREES 12 MINUTES 49 SECONDS WEST (ASSUMED BEARING) ALONG THE EAST
LINE OF THE SOUTHEAST QUARTER OF SECTION 1, TOWNSHIP 17 NORTH, RANGE
2 EAST OF BOONE COUNTY, INDIANA, FROM THE NORTHEAST CORNER OF SAID
SOUTHEAST QUARTER; THENCE SOUTH 04 DEGREES 12 MINUTES 49 SECONDS
WEST ON THE WEST LINE OF SAID SOUTHWEST QUARTER 699.73 FEET TO THE
SOUTHWEST CORNER OF REAL ESTATE DESCRIBED IN A WARRANTY DEED
RECORDED AS INSTRUMENT NO. 88-23822 IN THE OFFICE OF THE RECORDER OF
HAMILTON COUNTY, INDIANA; THENCE SOUTH 88 DEGREES 55 MINUTES 11
SECONDS EAST ON THE SOUTHERLY LINE OF SAID REAL ESTATE FORMING AN
INTERIOR ANGLE OF 86 DEGREES 52 MINUTES 00 SECONDS WITH THE WEST LINE
OF SAID SOUTHWEST QUARTER, A DISTANCE OF 612.45 FEET TO A POINT ON THE
CENTERLINE OF U.S. HIGHWAY 421 (AKA MICHIGAN ROAD) AS NOW LOCATED
AND IMPROVED, SAID CENTERLINE BEING A CURVE, THE RADIUS POINT OF
WHICH LIES 17188.74 FEET NORTH 76 DEGREES 27 MINUTES 45 SECONDS EAST
FROM SAID POINT; THENCE NORTHWESTERLY, CURVING TO THE RIGHT ON SAID
CENTERLINE, AN ARC DISTANCE OF 570.47 FEET TO THE POINT OF TANGENCY OF
SAID CURVE AT A POINT THAT IS 17188.74 FEET SOUTH 78 DEGREES 2 MINUTES 51
SECONDS WEST OF THE RADIUS POINT OF SAID CURVE; THENCE NORTH 11
DEGREES 38 MINUTES 09 SECONDS WEST ON SAID CENTERLINE 157.74 FEET TO A
POINT ON THE EASTERLY PROLONGATION OF THE AFORESAID FENCE LINE, SAID
POINT BEING THE NORTHEASTERLY CORNER OF REAL ESTATE DESCRIBED IN A
QUITCLAIM DEED RECORDED AS INSTRUMENT NO. 94-30153 IN THE OFFICE OF
THE RECORDER OF HAMILTON COUNTY, INDIANA; THENCE SOUTH 89 DEGREES
44 MINUTES 20 SECONDS WEST ALONG SAID FENCE LINE AND ON THE
NORTHERLY LINE OF SAID REAL ESTATE 404.81 FEET TO THE PLACE OF
BEGINNING.
EXCEPT, THAT PART CONVEYED TO THE STATE OF INDIANA BY DEED DATED
OCTOBER 21, 1999 AND RECORDED FEBRUARY 15, 2000 AS INSTRUMENT NO. 2000-
7274, DESCRIBED AS FOLLOWS:
PART OF THE SOUTHWEST QUARTER OF SECTION 6, TOWNSHIP 17 NORTH, RANGE
3 EAST OF THE SECOND PRINCIPAL MERIDIAN, HAMILTON COUNTY, INDIANA,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF THE SOUTHEAST QUARTER OF
SECTION 1, TOWNSHIP 17 NORTH, RANGE 2 EAST, BOONE COUNTY, INDIANA;
THENCE SOUTH 0 DEGREES 39 MINUTES 08 SECONDS EAST 1336.50 FEET
(DISTANCE DEDUCED FROM INSTRUMENT NO. 95-55474) ALONG THE EAST LINE
OF SAID SECTION 1 TO THE SOUTHERN LINE OF THE OWNER'S LAND; THENCE
NORTH 86 DEGREES 12 MINUTES 52 SECONDS EAST 570.68 FEET ALONG SAID
SOUTHERN LINE OF THE OWNER'S LAND TO THE WESTERN BOUNDARY OF U.S.R.
421 AND THE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE SOUTH 86
DEGREES 12 MINUTES 52 SECONDS WEST 5.95 FEET ALONG SAID SOUTHERN LINE;
THENCE NORTHWESTERLY .11.79 FEET ALONG AN ARC TO THE RIGHT AND
HAVING A. RADIUS OF 17386.45 FEET AND SUBTENDED BY A LONG CHORD
HAVING A BEARING OF NORTH 17 DEGREES 40 MINUTES 35 SECONDS WEST AND
A LENGTH OF 11.79 FEET; THENCE NORTH 21 DEGREES 06 MINUTES 12 SECONDS
WEST 330.15 FEET; THENCE NORTH 13 DEGREES 46 MINUTES 10 SECONDS WEST
233.15 FEET; THENCE NORTH 12 DEGREES 19 MINUTES 24 SECONDS WEST 152,60
FEET TO THE NORTHERN LINE OF THE OWNER'S LAND; THENCE NORTH 84
DEGREES 52 MINUTES 23 SECONDS EAST 9.80 FEET TO THE WESTERN BOUNDARY
OF SAID U.S.R 421; THENCE SOUTH 15 DEGREES 48 MINUTES 20 SECONDS EAST
150.51 FEET ALONG THE BOUNDARY OF SAID U.S.R. 421; THENCE CONTINUING
ALONG SAID BOUNDARY SOUTHEASTERLY 574.88 FEET ALONG AN ARC TO THE
LEFT AND HAVING A RADIUS OF 17380.68 FEET AND SUBTENDED BY A LONG
CHORD HAVING A BEARING OF SOUTH 16 DEGREES 45 MINUTES 11 SECONDS
EAST AND A LENGTH OF 574.85 FEET TO THE POINT OF BEGINNING.
ALSO, LESS AND EXCEPT, THAT PORTION OF THE ABOVE -DESCRIBED REAL
ESTATE CONVEYED TO NOTTINGHAM, LLC BY QUITCLAIM DEED DATED AUGUST
22, 2018 AND RECORDED SEPTEMBER 12, 2018 AS INSTRUMENT NO. 2018042558.
2
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1.
2.
4
5.
i
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Exhibit "B" i
Permitted Exceptions
Real Estate Taxes for 2019 due and payable 2020, and all subsequent years, are a lien not
yet due and payable.
20' Sewer Easement granted to the Clay Township Regional Waste District dated July 21,
1995 and -recorded December 26,1995 as Instrument No. 95-66240, and shown on the
Survey by Joseph Trtan, RLS No. LS21500003, dated February 11, 2019 and last revised
for Project No. W170567 (hereinafter the "Survey").
Perpetual Highway Easement granted to the State of Indiana, dated July 14, 2005 and
recorded November 8, 2005 as Instrument Number 200500073534, and shown on the
Survey.
TEMPORARY ACCESS EASEMENT AGREEMENT by and between ARIA LAND
JV, LLC, an Indiana limited liability company and ARIA ZIONSVILLE, LLC, an
Indiana limited liability company, dated March , 2019 and recorded March ,
2019 as Instrument No. in the Office of the Recorder of
Hamilton County, Indiana.
Terms and provisions of Declaration of Development Standards, Covenants and
Restrictions for Andrade Industrial Park dated November 2, 1994, and recorded on
November 3, 1994, in Miscellaneous Book 149, Page 354, in the Office of the Recorder
of Boone County, Indiana, as amended by First Amendment to Declaration of
Development Standards, Covenants and Restrictions for Andrade Industrial Park dated
March _, 2019 and recorded March J 2019, as Instrument No.
, in the Office of the Recorder of Boone County, Indiana.
Terms and provisions of EXCLUSIVE SANITARY SEWER EASEMENT
AGREEMENT by and between J.S. Snider and Vicki L. Snider, TriCo Regional Sewer
District, duly organized and existing under the laws of the State of Indiana, ARIA LAND
JV, LLC, an Indiana limited liability company and ARIA ZIONSVILLE, LLC, an
Indiana limited liability company, dated March , 2019 and recorded March
2019 as Instrument No. , in the Office of the Recorder of Boone
County, Indiana.
DULY ENTERED FOR TAXATION 2019008649 QCD $25.00
Su N EREDFOR
03/12/2019 10:32:28AM 3 PGS
acceptanceJennifer Hayden
12thday ofMarch 2019-SBH Hamilton County Recorder IN
N gp�AuditorolHambnCounly Recorded as Presented
Parcel # 17-13.06-00-MO31.000 J EW I IIIII (! III I I III IIII IIIII IIIII IIIII Illll IIIII IIIII IIII IIIII IIII IIII
QUITCLAIM DEED '
I
THIS INDENTURE WTINESSETH, that WAL-MART STORES EAST, LP, a
Delaware limited partnership ('Grantor"), QUITCLAIMS to ARIA LAND JV, LLC, an
Indiana limited liability company ("Grantee"), for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the real estate in Hamilton County, in the
State of Indiana, described and depicted on Exhibit A attached hereto and made apart hereof. ;
[The rest of this page has been intentionally left blank.]
let
IN WITNESS WHEREOF, Grantor has executed this Quitclaim Deed on the date set
forth in the notary block below to be effective as of March 4, 2019.
WAL-MART STORES EAST, LP,
a Delaware limited partnership
By: WSE Management, LLC,
its Qum ral Partner�./---)
Carole Baker
Senior Director, Realty Operations
ACKNOWLEDGEMENT
STATE OF ARKANSAS )
COUNTY OF BENTON )
In the State of Arkansas, County of Benton, on this M(xv--(L.A1 , 2019, before me, the
undersigned, a Notary Public in and for said County and State, personally appeared Carole Baker
to me personally known, who being by me duly sworn did say that she is Senior Director, Realty
Operations of WSE Management, LLC, the General Partner of the Grantor in the foregoing
Quitclaim Deed, that said Quitclaim Deed was signed, sealed and delivered by her on behalf of
said limited partnership by authority of its General Partner and said Senior Director, Realty
Operations acknowledged said Quitclaim Deed to be' the free act and deed of said limited
liability company, acting in its capacity as General Partner of said limited partnership.
WITNESS MY HAND and notarial seal subscribed and affixed in said County and State,
the day and inrc is certificate above written.
My Commission Expires: ` Z`
lic
Printed: <---.,k Lf 't j:= e �`-Tcr I am a resident of � County, )/,lw
Send tax statements to and
Grantee's mailing address is: 8335 Keystone Crossing, Suite 220, Indianapolis, IN 46240
I 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. Kaitlyn J. Marschke
This instrument was prepared by Kaitlyn J. Marsehke, ICE MILLER LLP, One American
Square, Suite 2900, Indianapolis, IN 46282.
s- EXHIBIT A
PART OF THE SOUTHWEST QUARTER OF SECTION 6, TOWNSHIP 17 NORTH, RANGE
3 EAST IN CLAY TOWNSHIP, HAMILTON COUNTY, INDIANA, DESCRIBED AS
FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID SOUTHWEST
QUARTER OF SAID SECTION 6; THENCE SOUTH 00 DEGREES 23 MINUTES 46
SECONDS WEST ALONG THE WEST LINE OF SAID SOUTHWEST QUARTER, 654.42
FEET TO THE SOUTHWEST CORNER OF 20170011576 AS RECORDED IN THE OFFICE
OF THE RECORDER OF HAMILTON COUNTY, SAID SOUTHWEST CORNER ALSO
BEING THE POINT OF BEGINNING;
THENCE NORTH 85 DEGREES 57 MINUTES 21 SECONDS EAST ALONG THE SOUTH
LINE OF SAID INSTRUMENT, 342.74 FEET TO THE WEST RIGHT OF WAY LINE OF US
421 AS RECORDED IN INSTRUMENT NUMBER 200000007274; THENCE SOUTH II
DEGREES 46 MINUTES 0 SECONDS EAST ALONG SAID WEST RIGHT OF WAY LINE,
153.65 FEET; THENCE SOUTH 13 DEGREES 12 MINUTES 49 SECONDS EAST ALONG
SAID WEST RIGHT OF WAY LINE, 233.15 FEET; THENCE SOUTH 20 DEGREES 32
MINUTES 51 SECONDS EAST ALONG SAID WEST RIGHT OF WAY LINE, 306.58 FEET
TO THE NORTH LINE OF INSTRUMENT NUMBER 2018042558; THENCE SOUTH 85
DEGREES 28 MINUTES 08 SECONDS WEST ALONG SAID NORTH LINE, 540.53 FEET
TO THE WEST LINE OF SAID SECTION; THENCE NORTH 00 DEGREES 23 MINUTES 46
SECONDS EAST ALONG SAID WEST LINE, 683.03 FEET TO THE POINT OF
BEGINNING, CONTAINING 6.69 ACRES, MORE OR LESS.
a0�-
2019054121 WD $25.00
10/29/2019 01:14:11PM 4 PGS
DULY ENTERED FOR TAXATION Jennifer Hayden
inalacce acceptance Hamilton County Recorder IN
Subject P Recorded as Presented !I
29th day of October 2019 - HG
J..(� 7�1J Auditor of Hammon County J E W
me Parcel # 17-13-06-00-00-031. LIMITED WARRANTY DEED
THIS INDENTURE WITNESSETH that ARIA LAND JV, LLC, an Indiana limited liability
company ("Grantor"), CONVEYS to CBH PROPERTIES CARMEL, LLC, an Indiana limited liability
-- -, - ---- ..company ( Grantee"); for the sum -of Ten.-Dollars-($-10,00).and -other--valuable consideration, -the .xeceipt-of...-.- - ---
which is hereby acknowledged, the following described real estate in Hamilton County, Indiana (the
'Real Estate"):
See Exhibit A attached hereto and made a part hereof by this reference.
This conveyance is subject to:
1. The lien of nondelinquent real estate taxes and assessments, each of which
Grantee assumes and agrees to pay;
2. All liens, encumbrances, easements, rights -of -way, restrictions, covenants and
conditions and other matters of record;
Real Estate; and
All matters that would be disclosed by an accurate inspection or survey of the
4. The following conditions and restrictions (collectively, the "Deed Restrictions"):
Grantee c ovenants that, except in connection with and as an accessory use for any
residential development, the Real Estate shall not be used for or in support of the
following, either directly or indirectly via remote operation or distribution (such as
remote internet fulfillment center or locations, locker, grocery drive -through, grocery
home shopping pick-ups, mail order, or similar pick-up facility) as: (i) a discount store in
excess of fifteen thousand (15,000) square feet in floor size, or (ii) a wholesale
membership/warehouse club, grocery store/supermarket in excess of fifteen thousand
(15,000) square feet in floor size; (iii) any lockers, lock -boxes or other type of storage
system that is used to receive or store merchandise from a catalog or online retailer; (iv)
operating a fulfillment facility in connection with selling, receiving, storing or
distributing merchandise from a catalog or online retailer; (v) any collateral use (e.g.,
parking, drainage or service drives) in support of any of the foregoing uses; or (vi) any
combination of the foregoing uses (the "Property Restrictions"). For purposes of
clarification, the Property Restrictions shall not prohibit or be applicable to any locker,
lock -boxes or other type of storage system or facility or any drop zone, landing area or
other delivery system or facility which is or
available to or otherwise primarily
serves the occupants of any apartments or other residential dwellings located on the Real
Estate from time to time.
Grantee further covenants that the Real Estate shall not be used for or in support of the
following: (i) adult book store, adult video store (an adult video store is a video store that
sells or rents videos that are rated NC-17, X, XX, XXX, or of a rating assigned to works
containing material more sexually explicit than XXX, by the film rating board of the
Classification and Rating Administration), "adult" business activities, including without
limitation any massage parlor, escort service, facility with nude (or partially nude,
bathing suit -clad or lingerie -clad) models or dancers or any establishment selling or
exhibiting sexually explicit materials; (i)) pawn shop, bar, night club, gaming activities
(including but not limited to gambling, electronic gaming machines, slot machines and
other devices similar to the aforementioned), provided, that nothing contained herein
shall prohibit restaurants or dining establishments that serve or sale alcoholic beverages
primarily for on -site consumption in addition to meals and other food related items; or
(iii) any business or facility used in growing, delivering, transferring, supplying,
-- -dispensing; dispersing; distributing or selling---marijuana--or -any synthetic --substance
containing tetrahydrocannabinol, any psychoactive metabolite thereof, or any substance
chemically similar to any of the foregoing, whether by prescription, medical
recommendation or otherwise, and whether consisting of live plants, seeds, seedlings or
processed or harvested portions of the marijuana plant (the "Noxious Use Restrictions").
Notwithstanding the foregoing, the Noxious Use Restrictions shall not exclude the
regular business of any bank or financial institution insured by the F.D.I.C. or mortgage
brokerage firm or other similar business providing long-term, mortgage type loans.
All Property Restrictions shall remain in effect for a period of fifty (50) years from the
recording of this Limited Warranty Deed. The Noxious Use Restrictions shall be
perpetual unless applicable law prohibits a perpetual restriction, in which case the
Noxious Use Restrictions shall remain in effect for the maximum amount of time allowed
by law but in no event fewer than one hundred (100) years. The aforesaid covenants,
conditions, restrictions and approval rights shall run with and bind the Real Estate, and
shall bind Grantee or an affiliated entity, or its successors or assigns, and shall inure to
the benefit of and be enforceable by Wal-Mart Stores East, LP, or an affiliated entity, or
its successors and assigns, by any appropriate proceedings at law or in equity to prevent
violations of such covenants, conditions, restrictions and approval rights and/or to
recover damages for such violations, including without limitation damages incurred by
Wal-Mart Stores East, LP, or an affiliated entity, concerning the business conducted on
the land adjacent to the Real Estate.
The foregoing Deed Restrictions shall be inserted by Grantee in every deed or ground
lease to be delivered by it conveying lots or plots or other portions of the Real Estate or
any interest therein.
Grantor, as its sole warranty herein, specially warrants to Grantee, its successors and assigns, that
it will forever defend title to the Real Estate (subject to the matters to which this conveyance is
hereinabove made subject) against only those claims of persons claiming to title to or asserting claims
affecting title to the Real Estate, or any part thereof, by, through or under Grantor, but not otherwise.
The undersigned person executing this deed on behalf of Grantor represents and certifies that
he/she is duly authorized to execute and deliver this deed on behalf of Grantor.
[Remainder of page intentionally left blank; signature page follows.]
nL��.
IN WITNESS WHEREOF, Grantor has caused this deed to be executed this `�'day of
October, 2019.
GRANTOR
..........
__.... .. ...... ....
ARIA LAND JV, LLC, an Indiana limited liability
company
By: Cityscape Aria, LLC, and Indiana limited liability
co25;4;
.ManaMember
By:
Derrick R. Cranor, Manager
STATE OF INDIANA )
) SS:
COUNTY OF MARION )
Before me, a Notary Public in and for the State of Indiana, personally appeared Derrick R.
Cranor, as manager of Cityscape Aria, LLC, the managing member of Aria Land JV, LLC, an Indiana
limited liability company, who acknowledged the execution of the foregoing Limited Warranty Deed in
such capacity.
Witness my hand and Notarial Seal this day of October, 2019.
Notary Public
Printed:
I am a resident of �-
county,
My commission expires:
Send future real estate tax bills to
and Grantee's mailing address is:
�— Melissa L. Brown
Notary Public
Seat
[Harmnilton County, state of Indiana
arnndsslon Expires November 18, 2021
Commission No fi49138
c/o Christian Brothers Automotive Corporation
17725 Katy Freeway, Suite 200
Houston, Texas 77094
Attention: Property Tax Department
I 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. Katie Marschke
This instrument was prepared by Katie Marschke, One American Square, Suite 2900, Indianapolis,
Indiana 46282.
EXIMIT A
LEGAL DESCRIPTION
THE FOLLOWING DESCRIPTION WAS PREPARED BY JOSEPH TRTAN, P.S. - INDIANA
#LS21500003 OF WEIHE ENGINEERS, INC. AS PART OF A SURVEY PERFORMED UNDER JOB
NO, W 180791, DATED 04/09/2019.
PART OF THE SOUTHWEST CORNER OF SECTION 6, TOWNSHIP 17 NORTH, RANGE 3 WEST
OF THE SECOND PRINCIPAL MERIDIAN, HAMILTON COUNTY, INDIANA, DESCRIBED AS
FOLLOWS:
COMMENCING AT TIM SOUTHWEST CORNER OF SAID SECTION 6, THENCE NORTH 00
DEGREES 23 MINUTES 46 SECONDS EAST ALONG THE WEST LINE OF SAID SECTION 6,
1314.40 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00 DEGREES 23 MINUTES 46
SECONDS EAST ALONG SAID WEST LINE, 81.37 FEET; THENCE NORTH 85 DEGREES 28
MINUTES 08 SECONDS EAST, 175.57 FEET; THENCE NORTH 04 DEGREES 31 MINUTES 52
SECONDS WEST, 33.57 FEET; THENCE NORTH 85 DEGREES 28 MINUTES 08 SECONDS EAST,
325.06 FEET TO THE WEST RIGHT OF WAY LINE OF MICHIGAN ROAD; THENCE SOUTH 20
DEGREES 32 MINUTES 51 SECONDS EAST ALONG SAID WEST- RIGHT OF WAY LINE, 119.27
FEET TO THE NORTH LINE OF INSTRUMENT NUMBER 2018042558 AS RECORDED IN TI4E
OFFICE OF THE RECORDER OF HAMILTON COUNTY; THENCE SOUTH 85 DEGREES 28
MINUTES 08 SECONDS WEST, ALONG SAID NORTH LINE, 540.53 FEET TO THE POINT OF
BEGINNING, CONTAINING 1.23 ACRES, MORE OR LESS.
1\14841615.1
O0+-Sa4
DULY ENTERED FOR TAXATION
Subject to final acceptance of transfer
26th day of Auqust 2020 - CRH
9„r Aud'du of Hanlon Cou dy
Parcel # 17-13-06.00.00-031. M RC
LIMITED WARRANTY DEED
2020058113 WD $25.00
08/26/2020 02:48:04PM 6 PGS
Jennifer Hayden
Hamilton County Recorder IN
Recorded as Presented
I IIIII I I IIII I I III IIIII ��III �II�� IIIII IIIII IIII (IIII IIII IIIII IIII IIII
THIS INDENTURE WITNESSETH that ARIA LAND JV, LLC, an Indiana limited liability JDg
company ("Grantor"), CONVEYS to EIG14T KCE 302008 IN CARMEL LLC, a Michigan limited
liability company ("Grantee"), for the sum of Ten Dollars ($10.00) and other valuable consideration, the
receipt of which is hereby acknowledged, the following described real estate in Hamilton County, Indiana
(the "Real Estate"):
See Exhibit A attached hereto and made a part hereof by this reference.
This conveyance is subject to:
1. Real estate taxes and assessments that are not yet and due payable, which Grantee
assumes and agrees to pay;
2. All applicable zoning, building, and land use laws, ordinances, rules and regulations;
3. All matters that would be disclosed by an accurate ALTA/NSPS Land Title survey of the
Real Estate and/or an inspection of the Real Estate; and
Those certain title exceptions as set forth on Exhibit B attached hereto and made a part
hereof.
In addition to the foregoing, this conveyance is expressly subject to the following conditions and
restrictions:
Grantee covenants that, except in connection with and as an accessory use for any residential
development, the Property shall not be used for or in support of the following, either directly or indirectly
via remote operation or distribution (such as remote Internet fulfillment center or locations, locker,
grocery drive -through, grocery home shopping pick-ups, mail order, or similar pick-up facility) as: (i) a
discount store in excess of fifteen thousand (15,000) square feet in floor size, or (ii) a wholesale
membership/warehouse club, grocery store/supermarket in excess of fifteen thousand (15,000) square feet
in floor size; (iii) any lockers, lock -boxes or other type of storage system that is used to receive or store
merchandise from a catalog or online retailer, (iv) operating a fulfillment facility in connection with
selling, receiving, storing or distributing merchandise from a catalog or online retailer; (v) any collateral
use (e.g., parking, drainage or service drives) in support of any of the foregoing uses; or (vi) any
combination of the foregoing uses (the 'Property Restrictions"). For purposes of clarification, the
Property Restrictions shall not prohibit or be applicable to any locker, lock -boxes or other type of storage
system or facility or any drop zone, landing area or other delivery system or facility which is primarily
available to or otherwise primarily serves the occupants of any apartments or other residential dwellings
located on the Property from time to time.
(b) Purchaser further covenants that the Real Estate shall not be used for or in support of the
following: (i) adult book store, adult video store (an adult video store is a video store that sells or rents
videos that are rated NC-17, X, XX, XXX, or of a rating assigned to works containing material more
sexually explicit than XXX, by the film rating board of the Classification and Rating Administration),
"adult" business activities, including without limitation any massage parlor, escort service, facility with
nude (or partially nude, bathing suit -clad or lingerie -clad) models or dancers or any establishment selling
or exhibiting sexually explicit materials; (ii) pawn shop, bar, night club, gaming activities (including but
not limited to gambling, electronic gaming machines, slot machines and other devices similar to the
aforementioned), provided, that nothing contained herein shall prohibit restaurants or dining
1\15585176.4
establishments that serve or sale alcoholic beverages primarily for on -site consumption in addition to
meals and other food related items; or (iii) any business or facility used in growing, delivering,
transferring, supplying, dispensing, dispersing, distributing or selling marijuana or any synthetic
substance containing tetrahydrocannabinol, any psychoactive metabolite thereof, or any substance
chemically similar to any of the foregoing, whether by prescription, medical recommendation or
otherwise, and whether consisting of live plants, seeds, seedlings or processed or .harvested portions of the
marijuana plant (the "Noxious Use Restrictions"). Notwithstanding the foregoing, the Noxious Use
Restrictions shall not exclude the regular business of any bank or financial institution insured by the
F.D.I.C. or mortgage brokerage firm or other similar business providing long-term, mortgage type loans.
All Property Restrictions shall remain in effect for a period of fifty (50) years from the date of
recording of the Deed. The Noxious Use Restrictions shall be perpetual unless applicable law prohibits a
perpetual restriction, in which case the Noxious Use Restrictions shall remain in effect for the maximum
amount of time allowed by law but in no event fewer than one hundred (100) years. The aforesaid
covenants, conditions, restrictions and approval rights shall run with and bind the Real Estate, and shall
bind Grantee or an affiliated entity, or its successors or assigns, and shall inure to the.benefit of and be
enforceable by Grantor, or an affiliated entity, or its successors and assigns, and by Wal-Mart Stores East,
LP ("Prior Owner"), or an affiliated entity, or its successors and assigns, by any appropriate proceedings
at law or in equity to prevent violations of such covenants, conditions, restrictions and approval rights
and/or to recover damages for such violations, including without limitation damages incurred by Grantor,
or an affiliated entity, or by Prior Owner, or an affiliated entity, concerning the business conducted on the
land adjacent to the Real Estate.
Grantor, as its sole warranty herein, specially warrants to Grantee, its successors and assigns, that
it will forever defend title to the Real Estate (subject to the matters to which this conveyance is
hereinabove made subject) against only those claims of persons claiming to title to or asserting claims
affecting title to the Real Estate, or any part thereof, by, through or under Grantor, but not otherwise.
The undersigned person executing this deed on behalf of Grantor represents and certifies that
he/she is duly authorized to execute and deliver this deed on behalf of Grantor.
IN WITNESS WHEREOF, Grantor has caused this deed to be executed this 1401 day of
August, 2020.
ARIA LAND JV, LLC, an Indiana limited liability
company
By: Cityscape Aria, LLC, an Indiana limited liability
company, its Managing Member
Byf
Derrick R. Cranor, its Manager
WITNESS:
(Signature)
(Printed Name)
STATE OF—"tPJJA )
SS:
COUNTY OF )
Before me, a Notary Public in and for the State of Indiana, personally appeared Derrick R.
Cranor, the Manager of Cityscape Aria, LLC, the Managing Member of Aria Land JV, LLC, an Indiana
limited liability company, who acknowledged the execution of the foregoing Limited Warranty Deed in
such capacity.
Witness my hand and Notarial Seal this day of August, 2020.
Nota u is
Printe
I aFn a resident of
County,
My commission expire
GINA ANN JARNECKE
�Bi'% Notary Public, State of Indiana
=2;SEAL-r'= Hancock County
•• • c Commission Number 695657
"pNPp\My Commission Expires
January 22, 2025
STATE OF INDIANA )
) SS
COUNTY OF )
Before me, a Notary Public in and for said County and State, personally appeared
who, under oath, affirms that he/she witnessed the execution of the foregoing
Limited Warranty Deed by Derrick R. Cranor, the Manager of Cityscape Aria, LLC, the Managing
Member of Aria Land JV, LLC, an Indiana limited liability company.
Witness my hand and Notarial Seal this day of August, 2020.
Not Pu li
Pri ed:
I a a resident of
County,
My\om�� ion ex i jes.��
Send future real estate tax bills to
and Grantee's mailing address is:
GINA ANN JARNECKE
` 'ti?aY•p�B�'s
Notary Public. State of Indiana
2:SEAL:"=
Hancock County
c , ., •
Commission Number 695657
ANp;z,
My Commission Expires
January 22, 2025
I 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. Blake J. Schulz
This instrument was prepared by Blake J. Schulz, Attorney, Ice Miller LLP, One American Square, Suite
2900, Indianapolis, IN 46282; Telephone: (317) 236-2204.
EXHIBIT A
LEGAL DESCRIPTION
part of the Southwest Quarter of Section 6, Township 17 North, Range 3 East in Ciay Township, Hamilton County,
Indiana, described as follows:
Commencing at the Northwest comer of said Southwest Quarter of said Section 6; thence South 00 degrees 23 minutes
46 seconds West along the West line of said Southwest Quarter, 654.42 feet to the Southwest. corner of 20170011576 as
recorded in the Office of the Recorder of Hamilton County; thence North 85 degrees 57 minutes 21 seconds East along
the South line of said Instrument, 342.74 feet to the West right of way line of U.S. 421 as recorded in Instrument Number
200000007274; thence South 11 degrees 46 minutes 03 seconds East along said West right of way line, 152.17 feet to
the point of beginning: thence continuing South 11 degrees 46 minutes 03 seconds East along said West right of way,
1.48 feet; thence South 13 degrees 12 minutes 49 seconds East along said West right of way, 233.15 feet; thence South
20 degrees 32 minutes 51 seconds East along said West right of way, 35.64 feet; thence South 85 degrees 28 minutes 08
seconds West 443.32 feet to a point on aforesaid West line; thence North 00 degrees 23 minutes 46 seconds East along
said West line 341.56 feet; thence South 89 degrees 36 minutes 1.4 seconds East 56.00 feet to a non -tangential curve to
the right having a radius of 20.00 feet and being subtended by a long chord bearing North 45 degrees 24 minutes 00
seconds East a chord distance of 28.28 feet; thence Northeasterly along said curve an arc distance of 31.42 feet; thence
South 89 degrees 36 minutes 14 seconds East 1.24 feet to a curve to the right having a radius of 118.00 feet and being
subtended by a long chord bearing South 82 degrees 03 minutes 29 seconds East a chord distance of 30.99 feet; thence
Southeasterly along said curve an arc distance of 31.08 feet; thence South 74 degrees 30 minutes 38 seconds East
150.83 feet to a curve to the left having a radius of 182.00 feet and being subtended by a long chord bearing South 88
degrees 57 minutes 35 seconds East a chord distance of 90.83 feet; thence Southeasterly along said curve an arc
distance of 91.79 feet; thence South 58 degrees 24 minutes 21 seconds East 34.33 feet to the point of beginning,
containing 2.917 acres, more or less.
A-]
EXHIBIT B
PERMITTED EXCEPTIONS
1. Real Estate taxes assessed for the year 2020 are a lien but are not yet due and payable.
2. Temporary Access Easement Agreement by and between Aria Land JV, LLC and Aria Zionsville,
LLC for providing access to and from Michigan Road, recorded March 12, 2019 as Instrument
2019008771 and the terms and provisions contained therein. As referenced on the survey
prepared by SEA Group Land Surveyors, a V3 Company, as Job No. 19843, dated November 18,
2019, revised November 22, 2019, December 13, 2019, August 5, 2020. (Survey)
Easement in favor of: Duke Energy Indiana, LLC; Type of easement: telecommunication lines
and incidental purposes; Recorded: May 6, 2019; Instrument No.: 2019018084. Subject to the
terms and conditions thereof. As referenced on the Survey.
4. Restrictions and any other terms, covenants and conditions disclosed by. instrument recorded as
Instrument No. 2019008648 and any subsequent instruments pertinent thereto.
5. Ordinance C-263 of the Common Council of the City of Carmel, Indiana, placing the same within
the corporate boundaries thereof and making the same a part of the City of Carmel, recorded
November 5, 2007 as Instrument No. 2007062553.
6. Terms and Provisions of a Declaration of Covenants and Restrictions and Grant of Easements
recorded October 23, 2019, as Instrument No. 2019053002, in the Office of the Recorder of
Hamilton County, Indiana.