HomeMy WebLinkAboutMemorandum of Agmt - 1212 S. Rangeline - 9-10-09MEMORANDUM OF AGREEMENT
This Memorandum of Agreement (the "Memorandum "), executed this (0day f September,
2009, by and between The City of Carmel Redevelopment Corn mission ("CRC") andt r (the
"Zahner Entity "), Witnesses* *la {� S. (
Recitals
WHEREAS, CRC and Zahner Entity have entered into that certain Development Agreement
dated September 10, 2009 (the "Agreement");
WHEREAS, as contemplated by the Agreement, CRC and Zahner Entity own, as
tenants -in- common, certain real estate more particularly described and /or depicted on Exhibit A (the "Real
Estate "); and
Agreement;
WHEREAS, CRC and Zahner Entity desire to execute and record a memorandum of the
Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are acknowledged hereby, CRC and Zahner Entity acknowledge the following:
1. Interests Granted.
(a) CRC. CRC owns an undivided percentage ownership interest in the Real Estate as
a tenant -in- common with Zahner Entity, which percentage is the CRC TIC Interest.
(b) Zahner Entity. Zahner Entity owns an undivided percentage ownership interest in the
Real Estate as a tenant -in- common with CRC, which percentage is the Zahner TIC Interest.
2. Puts /Call Rights. Pursuant to the Agreement: (a) Zahner Entity has granted the Real Estate
Purchase Option and the Zahner TIC Purchase Option to CRC; and (b) CRC has granted the Zahner TIC Sale
Right to Zahner Entity; all of which shall expire on or before the Maturity Date. Reference should be made
to the Agreement for the terms and conditions with respect to the exercise of the Real Estate Purchase
Option, the Zahner TIC Purchase Option, and the Zahner TIC Sale Right.
3. Sales of Interests. Sales, conveyances, transfers, and assignments of the Real Estate, the CRC
TIC Interest, and the Zahner TIC Interest, grants of security or other interests therein, and creation of liens
or encumbrances thereon are limited and controlled by the terms and conditions of the Agreement.
4. Defined Terms. All capitalized terms used by not defined herein shall have the meanings ascribed
to such terms in the Agreement.
5 ttc
IN WITNESS W HEREOF, the parties have executed this Memorandum on the date set Forth
above.
THE CITY OF CARMEL REDEVELOPMENT
COMMISSION
By:
Ronald E Carter, President
Ze-L r".Q —r Cn. Wry
By: g
Printed: 2557V: 6✓�r.�
T itle: _c e,{gj Jeer --
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ACKNOWLEDGMENTS
STATE OF INDIANA )
) SS:
COUNTY OF
Before me, a Notary Public in and for the State of Indiana, personally appeared
Ronald E. Carter, the President of the City of Carmel Redevelopment Commission who acknowledged the
execution of the foregoing Memorandum of Agreement on behalf of such entity.
WITNESS my hand and Notarial Seal this _ day of September, 2009
By:
Notary Public
Printed Name:
I am a resident of County, Indiana.
My commission expires
STATE OF INDIANA )
11 )SS:
COUNTY OF Q rvitro
Before me, a _ Notary (Public in andt for the State of Indiana, personal) rappeared
r� , ,t the _hat, f jerked* r 4 T of - c,,..L%Qr Fn' who acknowledged the execution of the foregoing Memorandum of Agreement on behalf of such efitity.
WITNESS my hand and Notarial Seal this/ day of September, 2009.
By
�I/Lrl_5
otary Public J
Printed Name: *jaw i 3
I am a resident of al.U, county, Indiana.
My commission expires 1_22-2O/.
Return to:
e±/erl j
This instrument was prepared by Jennifer Shoup, Attorney -at -Law, Wallack Somers & Haas, One Indiana
Square, Suite 1500, Indianapolis, Indiana, 46204_ 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.
Jennifer R. Shoup
2: \Documents \Shoup, Jenny \City of Carmel \TIC Memotandum.vpd
IN WITNESS WHEREOF, the parties have executed this Memorandum on the date set forth
above.
THE CITY OF CARMEL REDEVELOPMENT
CN
Ronald E. Carter, President
By: - - --
Printed:
Title:
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STATE OF INDIANA
) SS:
COUNTY OF _____
ACKNOWLEDGMENTS
Before me, a Notary Public in and for the State of Indiana, personally appeared
Ronald E. Carter, the President of the City of Carmel Redevelopment Commission, who acknowledged the
execution of the foregoing Memorandum of Agreement on behalf of such entity.
WITNESS my hand and Notarial Seal this Oday of September, 2009
I am a resident of.mli4- County, Indiana.
My commission expires
STATE OF INDIANA )
) SS:
COUNTY OF )
By:
Notary Publi
Printed Name: erfN r{di(�.
C
'v;,__ SHERRY S. MIELKE
Hamilton County
My Commission Expires
;°:'' November 5, 2016
Before me, a Notary Public in and for the State of Indiana, personally appeared
__, the of
who acknowledged the execution of the foregoing Memorandum of Agreement on behalf of such entity.
WITNESS my hand and Notarial Seal this _ day of September, 2009.
I am a resident of County, Indiana.
My commission expires
Return to:
By:
Notary Public
Printed Name:
This instrument was prepared by Jennifer Shoup, Attorney -at -Law, Wallack Somers & Haas, One Indiana
Square, Suite 1500, Indianapolis, Indiana, 46204. l 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.
Jennifer R. Shoup
Z: \Documents \Shoup, Jenny \City of Carmel \TIC Memorandum.wpd