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HomeMy WebLinkAboutLETTER AGREEMENT RH of Indiana, L.P. 7400 Shadeland Avenue Suite 250 Indianapolis, Indiana 46256 August 22, 2001 The City of Carmel Redevelopment Commission do City of Carmel, Indiana One Civic Square Carmel, Indiana 46032 Attn: Steve Engelking Re: Project Agreement dated �tACCN , 2001 (the "Project Agreement") Gentlemen: This letter will confirm our agreement regarding certain matters related to the sale of certain property (the "Property") by The City of Carmel Redevelopment Commission ("CRC") to RH of Indiana, L.P. ("Ryland") pursuant to the Project Agreement. A. The Covenants. Under the terms of Sections 7(p) and 8(c) of the Project Agreement, the parties' respective obligations to close were conditioned upon CRC having approved the form of the covenants to be recorded by RH for the governance of the maintenance and upkeep of the Property (the "Covenants"). It has proved impractical for Ryland to complete the Covenants insofar as certain matters related to the development of the Property 411 that would be reflected in the Covenants have not been finalized, and Ryland has provided CRC with a copy of the "Declaration of Covenants, Conditions and Restrictions for Firehouse Square" as recorded May 25, 2001 by the Marion County, Indiana Recorder(the"Firehouse Covenants"), which Ryland expects will be substantially similar to the Covenants. In addition, as a part of such closing, CRC has executed that certain "Amendment to Declaration of Covenants and Easements," as contemplated by the Project Agreement(the"Declaration Amendment"). CRC and Ryland have agreed to proceed with the closing on the sale of the Property under the following additional terms and conditions, all of which shall survive such closing: 1. Both CRC and Ryland waive their respective rights related to the conditions to closing set forth in Sections 7(p) and 8(c) of the Project Agreement. 2. Pursuant to Section 2 of the Declaration Amendment, CRC has agreed to waive its rights under Section 11 of the Declaration, as defined in the Project Agreement, at such time as Ryland records the Covenants to which CRC has joined to evidence its consent thereto. 3. CRC agrees to execute its consent to the Covenants as contemplated above, provided that the Covenants are substantially similar to the Firehouse Covenants, with such changes as may be necessary to accommodate the differences between the two developments, approval of which changes CRC agrees to not unreasonably withhold, including that the Covenants shall contain provisions (the "Restrictions") substantially similar to Articles VI and VII of the Firehouse Covenants (provided that Sections 6.21 and 6.22 of the Firehouse • Z.\Docutnents\Shoup.Jenny\City of Carmel\Townhouse Parcel--Ryland\Side 22Aug0I Letter re Amendment v3 wpd • Declarations may be deleted and the Restrictions may prohibit fencing of any kind), except that, in addition, the Restrictions shall contain the following provisions: (a) During the Committee Period (as defined in the Firehouse Covenants), Ryland shall have the obligation to enforce the Restrictions, and, after the Committee Period, the Association (as defined in the Firehouse Covenants), whether acting directly or through the Architectural Review Board (as defined in the Firehouse Covenants) shall have the obligation to enforce the Restrictions; (b) Upon the failure by Ryland or the Association, as applicable, to enforce the Restrictions and the continuation of such failure for 30 days after written notice to Ryland or the Association, as applicable, CRC either may (i) enforce the obligation of Ryland or the Association, as applicable, to enforce the Restrictions; or (ii) enforce the Restrictions directly against any Owner; in either case, at the cost and expense of Ryland or the Association, as applicable; (c) Notwithstanding any other provision of the Covenants: (i) any structure or improvement constructed or made as a Dwelling Unit (as defined in the Firehouse Declaration), on a Lot (as defined in the Firehouse Declaration) or within the Common Areas (as defined in the Firehouse Declaration); and (ii) any • addition, change, alteration, or modification made thereto; shall be: (i) constructed or made in the Georgian Colonial style and in compliance with all applicable laws; and (ii) of a quality consistent with the initial Dwelling Units constructed by Ryland; (d) Notwithstanding any other provision of the Covenants, the provisions of the Restrictions may not be amended, modified, waived, or repealed without the approval of CRC; and (e) After the Committee Period, CRC shall be entitled, at its election, to appoint one member of the Architectural Review Period. B. Construction Matters. Pursuant to Section 12 of the Project Agreement, CRC has agreed to complete the CRC Work, as defined in the Project Agreement, at its sole cost and expense, and the CRC Work included the completion of the improvements related to the extension of Autumn Drive as depicted on construction plans submitted by Schneider Engineering (the "Autumn Drive Improvements"). In addition, the City of Carmel has required, as a condition to granting its approvals for Ryland's development of the Property, that a portion of other real property owned by CRC be improved by the construction of a public walk on the north side of the "Wetlands Parcel" owned by the CRC (the "Public Walk"). 'CRC and Ryland acknowledge that it would be more economical and efficient for Ryland to complete construction of the Autumn Drive Improvements and the Public Walk as a part of its development of the Property. Ryland and CRC hereby agree that (i) Ryland shall complete the construction of the Autumn Drive Improvements and the Public Walk at Ryland's sole cost and expense and (ii) Ryland shall receive a credit of Thirty-three Thousand Five Hundred Dollars ($33,500.00) towards the Purchase Price, as defined in the Project Agreement. As a part of completing such • Z'\Docunents\Shoup,Jenny\City of Cannel\Tuwnhoux Parcel--Ryland\Side 22Aug01 Letter re Amendment vi wpd _. • work, Ryland shall be responsible for posting all necessary performance bonds, preparing the site for construction, constructing the improvements in a timely manner in accordance with the construction plans approved by the City of Carmel, and posting all necessary maintenance bonds with the City of Carmel. Except as expressly provided above, nothing in this letter shall be deemed to amend, modify, waive, or repeal any obligation or right of either Ryland or CRC under the Project Agreement, including the obligation of Ryland to construct the Project (as defined in the Project Agreement) in accordance with the terms and conditions of the Project Agreement and the corresponding right of CRC to enforce such obligation. Please indicate your agreement to the foregoing as indicated below. Sincerely, RH of Indiana, L.P. an Indiana limited partnership By: RH Builders of Indiana, Inc., its general pa r By: Jos h P. Harvey, Assistant Secretary • Accepted and Agreed: The City of Carmel Redevelo j Commiss.3n By:f % � t , / • Richard A. Roesch, President Z:\Documents\Shoup,Jenny\City of Carmel\Townhouse Parcel—Ryland\Side 22AugOI Letter re Amendment v3.wpd 3