Brookshire Golf Course Warranty DeedMaV -25 2006 i0 39AM 12814 FORD DRIVE
DULY ENTERED FOR TAXATION
Subject to final acceptance for transfer
' day of F :b , Zp os
o F l 7}l2.Pao Auditor of Hamilton County
Parcel
No, 0794 P 2
200500011169
Filed For Record in
HAMILTON COUNTY! INDIANA
JENNIFER J HAYDEN
02 -24 -2005 At 02:03 pro.
UARR DEED 22.00
WARRANTY DEED
THIS INDENTURE WITNESSETH, that Brookshire First Mortgage, LLC ( "Grantor"), a limited
liability company organized and existing under the laws of the State of Delaware CONVEYS AND
WARRANTS to Brookshire Swim Club, Inc. ( "Grantee "), a corporation of Hamilton County in
the State of Indiana, for the sum of One Dollar (51.00) and other valuable consideration, the receipt of which is
hereby acknowledged, the following- described real estate in Hamilton County, Indiana and all improvements
thereupon situated (the "Premises"):
A part of the Northeast Quarter of Section 32, Township 18 North, Range 4 Fa in Hamilton
County, Indiana, being more particularly described as follows:
Commencing at the northwest comer of Lot 111 in Brookshire, Third Section, as recorded in
Book 3, Page 145, in the Office of the Recorder of Hamilton County, Indiana; said northwest
comer being North 89 degrees 35 minutes 38 seconds East from a brass plug found in the
centerline of Windsor Drive; thence South 88 degrees 22 minutes 40 seconds Fast (plat bearing)
along the north line thereof a distance of 141.77 feet to the northeast corner of said Lot 111;
thence North 78 degrees 54 minutes and 21 seconds Fast a distance of 75.11 feet to the comer of
an existing fence and the Point of Beginning; thence North 40 degrees 16 minutes 59 seconds
East along said fence a distance of 78.84 feet; thence North 49 degrees 54 minutes 31 seconds
West a distance of 12.48 feet; thence North 40 degrees 32 minutes 18 seconds East a distance of
22.44 feet; thence South 50 degrees 42 minutes 16 seconds East a distance of 21.08 feet; thence
South 41 degrees 39 minutes 28 seconds West a distance of 10.56 feet to an existing fence;
thence South 49 degrees 46 minutes 01 seconds East along said fence and exterior wall of an
existing building a distance of 132.34 feet, the following 3 courses are along said exterior of an
existing building; (1) thence South 40 degrees 10 minutes 16 seconds West a distance of 1.40
feet; (2) thence North 49 degrees 49 minutes 44 seconds West a distance of 1.32 feet; (3) thence
South 40 degrees 10 minutes 16 seconds West a distance of 33.50 feet to an existing party wall;
thence North 49 degrees 49 minutes 44 seconds West along said party wall a distance of 30.20
feet to the exterior wall of said existing building, the following 3 courses are along said exterior
wall; (1) thence South 40 degrees 10 minutes 16 seconds West a distance of 37.39 feet; (2)
thence North 49 degrees 49 minutes 44 seconds West a distance of 15.86 feet; (3) thence South
40 degrees 18 minutes 22 seconds West a distance of 18.04 feet to an existing fence line; thence
North 50 degrees 10 minutes 32 seconds West along said fence a distance of 7.81 feet; thence
South 39 degrees 34 minutes 40 seconds West a distance of 6.00 feet; thence North 50 degrees
10 minutes 32 seconds West a distance of 5,50 feet; thence North 39 degrees 34 minutes 40
May.2 . 2006 10:39AM 12814 FORD DRIVE No.0794 P. 3
seconds East a distance of 6.00 feet to said existing fence; thence North 50 degrees 10 minutes
32 seconds West along said fence a distance of 80.23 feet to the Point of Beginning. Containing
0.254 acres, more or less.
Together with (i) an easement for ingress and egress to and from the entrance to the above -
described property over and from the adjoining parking lot on and along the existing sidewalk
and (ii) the use of a reasonable number of parking spaces in the adjoining parking lot to be
designated by Grantor.
The aforesaid conveyance is subject to (i) any and all provisions of any ordinance municipal
regulation, or public or private law; declarations, restrictions, covenants, matters and easements
of record; (ii) any state of facts which an accurate survey or personal inspection of the Premises
might reveal; (iii) real estate and other taxes or assessments accruing on or after the date hereof,
(iv) all other matters of public record as of the date of the recording of this Deed.., and (v) an
easement reserved unto the Grantor and any future holder of the land adjacent to the Premises
presently owned by Grantor for the purpose of housing, repairing, maintaining and using any and
all pipes, conduits, sires, sewers and other connectors presently rtuming on above, under or
through the Premises to the premises presently owned by the Grantor (and the Grantee hereby
agrees to execute such documents and instruments as a reasonably required by Grantor to
evidence such easement).,
The conveyance hereunder is subject to the express condition that the Premises shall at all times
be used as a pool facility and purposes reasonably related thereto and the owner (the Golf Club
Owner") (presently the Grantor) of the real estate commonly known as the Brookshire Golf Club
(which parcel surrounds the Property) (the "Golf Course ") or the majority portion thereof shall
retain a right of reversion in the event that the Premises are at any time used for any other
purpose. In addition, the conveyance hereunder is further subject to the express conditions that
(i) no material structural or capital modifications to the Premises may be made without the prior
written consent of the Golf Club Owner (ii) activities conducted on the Premises shall not
interfere with the Golf Course, its operation and enjoyment(including without limitation, that the
Premises shall not operate so as to cause a nuisance),and (iii) the Premises shall be kept
maintained and in good order and repair consistent with historical operation. The failure to
comply with any of the foregoing covenants in this paragraph shall entitle the Golf Course owner
to exercise a right of reversion. These restrictions shall be deemed to run with the land and may
be released only by the Golf Course Owner.
May.25.. 2006 10:39AM 12814 FORD DRIVE
No, 0794 P. 4
In addition, this conveyance is subject to the following right of first refusal and the following
option to re- purchase the Premises:
Right of First Refusal. Grantor shall have a right of first refusal to purchase the Premises from Grantee
as follows: In the event that Grantee desires to entertain any offers for the sale of the Premises, the Grantee
shall first provide 60 days prior written notice before offering the Property for sale to any party During such
time, the Grantor shall have the right to exercise its Option to Purchase described in the following paragraph. In
the event Grantor (or its successors or assigns) shall not exercise such option, Grantee stay proceed to offer the
Property for sale but shall notify all prospective purchasers of provisions of this paragraph. In the event that
Grantee receives any offer from such third party which Grantee is willing to accept, Grantee shall notify
Grantor in writing of the terms thereof. Grantor shall have thirty (30) days after receipt of such notice, to advise
Grantee whether it desires to purchase the Premises on such terms and conditions. If Grantor does not agree to
purchase the Premises. the Grantee may convey the Premises on such terms and conditions. In the event of any
change in the terms and conditions of the sale from the terms described to Grantor on such notice, the rights of
Grantor shall return to the status quo ante and the Grantee shall be required to deliver to Grantor a new notice
containing such amended or additional terms and Grantor shall have an additional thirty days to accept or reject
such terms. Notwithstanding anything to the contrary contained herein, any purchaser of the Premises from
Grantee shall be subject to the terms of the Option described below,
Option to Purchase. The Grantor reserves onto itself and its successors and the Grantee grants to the
Grantor an option to purchase the Premises at any time upon 30 days notice for the following purchase price:
If such option is exercised on or before January 15, 2009, the Premises shall be re- conveyed to Grantor
for a purchase price of Seventy -Five Thousand ($75,000) Dollars..
If such option is exercised after January 15, 2009, the Premises shall be re- conveyed to Grantor for a
purchase price of Fifty Thousand ($50,000) Dollars.
This option shall terr»inate on the later of (i) March 15, 2023 or (ii) the date the Mortgage of even date
from Grantee to Grantor is released and satisfied.
Further Assurances Each party shall execute such documents and instruments as are reasonably
requested by the other party in connection with the exercise of the Option as aforesaid. In the event that any of
the restrictions or terms of this deed are deemed unenforceable as written in form or in scope, the parties shall
negotiate enforceable provisions having as near the substantive impact as intended hereby as possible and shall
execute such documents and instruments as are necessary to evidence such agreements.
' May. 25. 2006 10:39AM 12814 FORD DRIVE No. 0794 P. 5
Rule Against Perpetuities. If any of the rights or interests retained by the Grantor, the Golf Course
Holder, the successors of any of the foregoing, would otherwise violate the Rule Against Perpetuities, such
rights or interests reserved shall be terminate not later than 10 years after the date of the last to die of Steven A.
Hulce; a Manager of Grantor, his wife and all of his descendants living at his death.
Payment for Option or Exercise of Right of First Refusal. The Grantor may first setoff any payments
owing under the Note (referred to in the Mortgage) in connection with the making of any payment in the
exercise of its rights under the Option or Right of First refusal set forth above.
Successors and Assigns; Benefits and Burdens. The restrictions in this Deed and the right of first
refusal and the option stated herein shall be deemed to run with the land and are for the benefit of the Golf
Course, the Golf Course Owner and the successors and assigns thereof and shall bind the Property, the Grantee
and its successors and assigns.
The undersigned persons executing this deed on behalf of Grantor represent and certify that they are
duly elected officers of Grantor and have been fully empowered, by proper resolution of the Board of Directors
of Grantor, to execute and deliver this deed; that Grantor has full company capacity to convey the real estate
described herein; and that all necessary action for the making of such conveyance has been taken and done.
IN WITNESS WHEREOF, the Grantor has executed this deed, this /071( day of
, 20044
Brookshire First Mortgage, LLC
BY: BY: gC
PRINTED: PRINTED: t u Li rttC ro &.
MSeTN t-
trot—oft-4. L�
C LAa C S . President
May. 25. 2006 10:40AM 12814 FORD DRIVE No. 0794 P. 6
STATE OF INDIANA )
) SS:
COUNTY OF HAMILTON )
Before me, a Notary Public in and for said County and State, personally appeared
aN
President of Brookshire First Mortgage, LLC and
2 ?.u7 J -hcie asAeEat —.of Brookshire First Mortgage, LLC, who acknowledged the
execu on of the foregoing, and who, wing been duly sworn, stated that any representations therein contained
are true.
Witness my hand and Notarial Seal this / a day of N14-" p / , 200a �cf
�f r.V7a w 7 f-f r� X2)
My Commission Expires:
MARY F. AMER() 4 pa F fli�Ra Notary Public
NOTARY PUBLIC I
MYOOMMISsI°N EXPIRESJAN.31.9t35 Resident of &Uc o /trio° o,4J County
Return Deed to: H. Kim TeKolste #825 -49, Attorney at Law, 12816 Ford Drive, Fishers, Indiana 46038 -2894.
Send Tax Bills to: Brookshire Swim Club, Inc., 12120 Brookshire Parkway Carmel, Indiana 46033
This Instrument Prepared By.. H. Kim TeKolste #825 -49, Attorney at Law, 12816 Ford Drive, Fishers, Indiana
46038 - 2894, (317) 570 -8937, FAX: (317) 578 -8798.
.Staib1:1054496.1 5/0/2004