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
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• 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
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• 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
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