HomeMy WebLinkAboutG-2021-004_Authorizing_Acceptance_of_Donated_PropertyDocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
DocuSign Envelope ID: C6E4202D-5286-49F8-9DF1-1B8DE5E95E32
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Naming Rights Commitment Subject to the approval requirements set forth in Section 3 below, this Naming Rights Commitment (“Commitment”) is made and issued by the Carmel/Clay Board of Parks and Recreation (the “Board”) in favor of the individuals or entity listed below (the “Donor”).
WHEREAS, the Board is responsible for operating and maintaining the park system in the coterminous jurisdiction of Clay Township of Hamilton County, Indiana (the “Township”) and the City of
Carmel, Indiana (the “City”) and is further responsible for governing and administering the operations of the Carmel/Clay Department of Parks and Recreation (the “Department”); and WHEREAS, the Donor is donating the property described or depicted in Schedule “A” attached hereto (the “Property”) to the Board for park and recreation purposes and the Board desires to recognize the Donor by including the name designated by the Donor below (the “Name”) as the name of the park to be located on the Property (the “Park”); and WHEREAS, in order to formalize the commitment to use the Name for the Park, the Board has determined that it is in the best interests of the Carmel/Clay community to issue this Commitment to the Donor.
NOW THEREFORE, in recognition of the foregoing recitals, which are by this reference incorporated herein, the Board hereby issues this Commitment on the terms and conditions contained
herein: 1. Name. Upon completion of the development of the Property as a Park, the Board shall incorporate
the Name as the name of the Park in a manner consistent with the Board’s Naming Policy for Parks, Facilities and Components as then in effect. Upon approval of this Commitment, the Board shall use commercially reasonable efforts to ensure that all written and oral references to the Park in official correspondence, press releases, the Department’s website and all written materials referencing the Park shall include the Name. 2. Signage and Reference. The Board shall select and install appropriate plaques or signage designating the Name in conjunction with the Park. The plaques or signage shall be consistent with other plaques or signage at other park facilities under Board management and shall be subject to the Board’s then-current policies for signage. The Donor shall be consulted prior to the design and installation of the plaques or signage to receive their recommendations, but the plaques or signage shall be selected and
installed at the Board’s sole discretion. 3. Effective Date and Term. This Commitment shall become effective upon the approval thereof by
a majority of the Board acting at a duly called public meeting at which a quorum is present; provided, however, this Commitment is conditioned upon the receipt by the Board of fee simple title to the Property. Upon or promptly after the receipt of title to the Property, an executed copy of the Commitment shall be
delivered in person or by United States Mail to the Donor. An executed copy of the Commitment shall be placed in the minutes of the meeting at which the Commitment is approved and shall remain a public record as defined in Ind. Code §5-14-3-2(r). Subject to the terms contained herein, the Commitment shall remain in effect in perpetuity from the date of the opening of the Park to members of the public (the “Term”). 4. Enforcement and Limitation. The terms of this Commitment may be enforced only in an action for specific performance filed in the Superior Courts of Hamilton County, Indiana. Nothing contained in this Commitment shall give rise to an action by any person for the recovery of monetary damages of any kind, including, but not limited to, special, consequential or other monetary damages. In
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any action to enforce this Commitment, the parties to such action shall be responsible for its or their own expenses and legal fees.
5. Early Termination. This Commitment may be terminated by the Board prior to the end of the Term if, in the reasonable judgement of the Board, the Name has, or the Donor has, developed or acquired a negative connotation for any reason, such that the reputation of the Department, the Board, the Township or the City might be impaired, or if the Donor or the Name is otherwise in violation of the terms of the Board’s Naming Policy for Parks, Facilities and Components as then in effect. 6. Non-exclusivity. This Commitment grants certain rights to the Donor which are non-exclusive in nature. The Board may grant other naming and recognition rights at the Property without violating this Commitment provided that the provisions of Section 2 are complied with by the Board.
7. Governing Law. This Agreement shall be governed by the laws of the State of Indiana and the ordinances and regulations applicable to the Board, the City, the Township and Hamilton County. Any dispute arising under or in connection with this Commitment, or related to any matter contained herein,
shall be subject to the exclusive jurisdiction of the Superior Court of Hamilton County, Indiana. 8. Entire Understanding. This Commitment, including all schedules referred to herein,
constitutes the entire understanding of the Board and the Donor regarding the use of the Name by the Board and the Department. 9. Relationship. Nothing contained in this Commitment shall infer, be interpreted or construed to create or establish a partnership, agency, joint venture or employment relationship between the Board or the Department and the Donor. 10. Severability. If any portion of this Commitment is judged to be illegal, invalid or unenforceable, such portion shall be given effect to the maximum extent possible by narrowing, or enforcing in part, such portion to the minimum extent necessary to make it enforceable. Any such invalidity or unenforceability shall not in any way affect the remainder of this Commitment.
Adopted by a majority of the Board at a duly called public meeting at which a quorum was present on the 13th day of April, 2021. _______________________________________
Rich Taylor, President Carmel/Clay Board of Parks & Recreation Name: Thomas Marcuccilli Nature Park Donor: Falcon Nest II LLC 1356 Beverly Road, Suite 250 McLean, VA 22101 Attn: Rajai S. Zumot Accepted: Falcon Nest II LLC
By: __________________________ Date: ___________________ Rajai S. Zumot, Executive Officer
Schedule “A” Depiction of Real Estate