Disbursement Agreement CO
DISBURSEMENT AGREEMENT
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This Disbursement Agreement(the'Agreement'),executed by and between The City of
Cannel Redevelopment Commission('CRC)and Falcon Nest Ii LLC(the*Developer),as of this j .day
of fl2.ca..h6o.r ,2013,Witnesses:
Recitals
WHEREAS, Developer owns a majority of the Project We and Intends to construct the
Project;
WHEREAS,In connection with the Project,Developer has requested that CRC issue the TIF
Bonds and provide the Bond Proceeds to Developer for use to finance a portion of the costs to complete the
River Road Work and the Public 81te Work;
WHEREAS,CRC has agreed to Issue the TIF Bonds,subject to Developer performing the
River Road Work and the Public Site Work In according with the River Road Work Schedule and the Public
Site Work Schedule,respectively,'and
WHEREAS.CRC and Developer desire to execute this Agreement:
Aorsemant
NOW,THEREFORE,for good and valuable consideration,the receipt and suNbtsncy of
which are acknowledged hereby,the parties agree as follows:
1. Donned Terms.
Bond Proceeds shall mean the net proceeds of the TIF Bonds available for use to finance psrtormance of
the River Road Work and the Public Site Work aftsrdeducting costs of issuance,capitat6ted Interest,and any
required debt service reserve.
City shall mean the City of Cannel,Indiana.
Claims shall mean claims,damages,losses,costs,and expenses(including,without limitation,attorneys'
fees).
County shall mean Hamilton County,Indiana.
Declaratory Resolution shall mean that certain Resolution adopted by CRC on May21,2008,relating to the
Project and the TiF Bonds.
Event of Default shall have the meaning sat forth In Section 7.
increment shall mean the incremental revenue generated from all ad valorem real property taxes that are
levied,Imposed,or charged by the appliable taxing authorities on,against.for,or with respect to the Project
Site contained to the Legacy Economic Development Ares as described in the Declaratory Resolution.
• Laws shall mean all appiloable laws,statutes,and/or ordinances.and any applicable governmental rules,
regulations,guldellnss,orders,and/or decrees.
Project shall mean a mbred-use,master planned community to be constructed by Developer on the Project
Site,which community shell be known as'Legacy Carmel'.
Project Sloe shell mean that certain real estate located generally south of 146m Street and west of River Road
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in thepity,as more particularly depicted and/or described on Exhibit A.
Public Site Work shall mean that portion of the Project comprised of the public improvements listed and/or
described on Exhibit C-1,which portion of the Project is for the benefit of the general public.
Public Sib Work Schedule shall mean the schedule for performance of the Public Site Work, which
schedule Is attached hereto as Exhibit C-2.
Required Permits shall mean all permits,licenses,approvals,and consents required by the Laws for the
performance of the River Road Work and the Public Site Work.
River Road Work shall mean the improvements to River Road that are described on Exhibit D-2,which
improvements are to be made within the River Road Work Area.
River Road Work Area shall mean that portion of River Road that, generally: (a) begins at the south
right-of-way of 148°Sheet;and(b)extends south to where River Road previously has been improved and
expanded to be a boulevard;which portion more particularly is depicted on Exhibit D-1.
River Road Work Schedule shall mean the schedule for performoince of the River Road Work,which
schedule is attached hereto as Exhibit D-3.
TIF Bonds shall mean the tax increment financing bonds described on Exhibit B-1.
2. TIF Bonds. CRC shall issue the TIF Bonds In accordance with the terms and conditions of
Exhibit B-1. The Bond Proceeds shall be provided to Developerfor use to finance performance of the River
Road Work end the Public Site Work;provided that such disbursement shall be made subject to,and In
accordance with,the tonne and conditions of Exhibit B-2.Developer acknowledges that the sole source of
payment of debt service on the TIF Bonds shall be the Increment or guaranty payments made by Developer.
3. Road and She Work. Developerahall perform the River Road Work and the Public Site Work:(a)In
a good and workmanlike manner;(b)in accordance with the River Road Work Schedule and the Public Sib
Work Schedule,respectively,and(o)in compliance with the Laws.Prlorte commencing the River Road Work
and the Public Site Work,Developer shall obtain and submit to CRC for Its review the Required Permits.
4. Insurance. During performance of the River Road Work and the Public Site Work,Developer shall
maintain the policies of insurance described on Exhibit E. Each such policy shall:(a)be written bye company
with a Best rating of A-or better;and(b)provide that the same shall not be modified or canceled without
written notice to CRC at least 30 days in advance. The policy of general liability insurance required by this
Section shall name CRC as an additional insured.Developer shell detverto CRC certificates of the insurance
policies required bythb Section to be maintained by duty executed by the Insurance companyorthe general
agency wiling such policies.
5. CRC Inspection.Upon reasonable written notice delivered to Developer,CRC andlor Its agents may
perform such inspections of the River Road Work and/or the Public Site Wort as CRC and/or Us agents
reasonably deem to be necessary or appropriate;provided that,CRC and/or its agents shall coordinate the
Inspections so that the inspections do not Interfere with the performance of the River Road Work or the Public
Sits Work,and Developer shall have the right to aocompany CRC and/or Its agents during any Inspection
pursuant to this Section. in conjunction with any inspection pursuant to this Secfbn. CRC shall notify
Developer of any Identilled item or component of the River Road Work and/or the Public Site Work that
(a)deviates materially from Exhibit D-2 and/or C-1,respectively,or(b)has not been constructed or performed
materially to accordance with the terms and conditions of this Agreement;and Developer shall correct,or
cause to be corrected,any such item or oomponent as soon as Is practicable. The failure of CRC and/or its
agents to perform any inspection shall not be deemed to be an acceptance or waiver of any item or
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component of the conatrecton or performance that(a)deviates materially from Exhibit D-2 and/or C-1,as
applicable;or(b)has notbeen performed In accordance with the terns and conditions of this Agreement;and
Developershaf remain liable and responsible forauch Items and components. No:(a)inspection of the River
Road Work and/or the Public Site Work;or(b)failure to Inspect the River Road Work and/or the Public Site
Work;by CRC and/or Its agents Krell be deemed to be a waiver of:(a)any inspections of the River Road
Work and/or the Public Site Work permitted or required to be performed by the City or any department or
agency thereat or(b)the obligation of Developer to comply with:(I)all requirements of the City and any
department or agency thereof with respect to the performance of the River Road Work and the Public Site
Work;or(II)all of the terms and conditions of this Agreement
8. Representations and Warranties.
(a) CRC.CRC represents and warrants to Developer that:(I)CRC will not enter into any
contracts or undertakings that would limit, conflict with, or constitute a breach of this
Agreement(II)CRC is a public body organized and existing under the laws of the State of
Indians; and (AI) CRC has the power to enter Into this Agreement end to perform its
obligations hereunder.CRC has been authorized byproper action to execute and deliver this
Agreement,and to perform Its obligations hereunder,and this Agreement is the legal,valid,
and binding obligation of CRC.
(b) Developer. Developer represents and warrants to CRC that(I)Developer will not
enter into any contracts or undertakings that would Omit,conflict with,or constitute a breach
of this Agreement (A) Developer Is an existing Indiana limited liability company; and
(All Developer has the power to enter into this Agreement and to perform its obligations
hereunder, Developer has been authorized by proper action to execute and deliver this
Agreement,and to perform its obligations hereunder,and this Agreement is the legal,valid,
and binding obligation of Developer.
T. Default. It shall be an`Event of Default'If either pony fail to perform or observe any term or
condition of this Agreement to be performed or observed by H.and such failure continues for 30 days after
receipt of wdtfen notice specifying the nature of the failure;provided that,if the failure is of such a nature that
it cannot be remedied within 30 days,despite reasonably diligent efforts,then the 30-day period shell be
extended as reasonably may be necessary for the defaulting party to remedy the failure,so long as the
defaulting party:(a)commences to remedythe failure within the 30-day petted;and(b)dwlgenhly pursues such
remedy to completion.
8. Remedies. Whenever an Event of Default occurs,the non-defaulting party shell be entitled to the
remedy of specific performance to enforce the term;and conditions of this Agreement provided that,In
the case of an Event of Default by Developer,CRC shall have the right to:(a)cease the distribution of
the Bond Proceeds to Developer;and(b)perform all ore portion of the River Road Work and/or the Public
Site Work for and on behalf of Developer, apply the Bond Proceeds against the costs Incurred In
connection therewith,and recoverfrom Developer the costs incurred in connection therewith that remain
after application of the Bond Proceeds. The remedies set forth In this Section shall be the sofa remedies
available in connection with an Event of Default. No delay or omission by a non-defaulting party to exercise
any right or remedy upon any Event of Default shall Impair any such tight or remedy,or be construed to be
a waiver thereof,and any such right or remedy maybe exercised from thee to time,and as often as maybe
deemed to be expedient To entitle a non-defaulting party to exercise any right or remedy conferred upon,
or reserved to,the non-defaulting party,It shall not be necessary for the non-defaulting party to give notice
to the defaulting party,other than such notice as may be required by Section 7 or by the Laws.
9. Mutual Indemnification.
(a) CRC. CRC shall indemnify and hold harmless Developer from and against any and
ell Claims arising from,or connected with,the breach by CRC of any term or condition of this
zlleosoassalwllaNAnb 11y* WfROILpsayOl..nssmsnt
Agreement
(b) Developer. Developer shall indemnify end hold harmless CRC from and against any
and all Claims arising from or connected with:(I)mechanics'liens Ned against the River
Road Work An sa for work performed by Developer or any party acting by,under,through,or
on behalf of Developer;(II)breaches by Developer under contracts to which Developer Is a
party,to the extent that such contracts relate tons construction or performance of the River
Road Work or the Pub •Site Work by Developer or any party acting by,under,through,or
on behalf of Developer,(Ili)injury to,or death of,persons or loss of,or damage to,property,
suffered in connection with the construction or performance of the River Road Work or the
Public Bite Work by Developer or any party acting by, under, through, or on behalf of
Developer;(Iv)the negligence or wilful misconduct of Developer or any party acting by,
under,through,or on behalf of Developer;or(v)the breach by Developer of any term or
condition of this Agreement
10. Assignment. Neither CRC nor Developer shall assign this Agreement without the prior written
approval of the other party,which approval may be withheld in such party's sole and absolute discretion;
provided that,CRC may assign this Agreement to another department or agency of the City,without the prior
written approval of Developer. Notwithstanding any assignment permitted under this Section, CRC or
Developer,as the case may,shall remain liable to perform allot the terms and conditions to be performed by
it under thin Agreement,and the approval by the other party of any assignment shall not release CRC or
Developer.as the case may be,from such performance.
11. Notice. Any notice required or permitted to be given by either party to this Agreement shall be in
writing,and shall be deemed to have been given when:(a)delivered in person to the other party;(b)sent by
tocsins le,with electronic confirmation of receipt; or(c)sent by national overnight delivery service, with
confirmation of receipt addressed as follows:to CRC at City of Cannel,Indians.One Civil)Square,Carmel,
indiana 48032,Facsimile:317.844-3498,Attn:Executive Director,with a copy to:Kart P.fleas,Esq.,Wallack
Somers&Haas,One Indiana Square,Suits 2300,Indianapolis,Indiana 40204,Facsimile:317.231-8900;and
to Developer at 1355 Beverly Road,91280,McLean,Vlrgbnla 22101,with a copy to:Paul Rioux,Jr.,Platinum
Properties Management Company,LLC,9757 Westpobnt Drive,Suite 800,Indianapolis,Indiana 48258:
12. Authority. Each undersigned person executing this Agreement on behalf of CRC and Developer
represents and certifies that(a)he orehe fullyIs empowered and duly has been authorized bye?necessary
action of CRC and Developer,respectively,to execute and deliver this Agreement(b)he or she has full
capacity,power,and authority to enter into and carry out this Agreement and(o)the execution,delivery,and
performance of this Agreement duly have been authorised by CRC and Developer,respectively.
13. Force Majeure. Notwithstanding anything to the contrary set forth herein,If either party is delayed
ten,or prevented from,observing or performing enyof its obligations under,or satisfying any term or condition
of,this Agreement es a mutt of:(a)an act or ombeton of the other party;or(b)any other cause that is not
within the reasonable control of such party(Including,without tirtatlan,unusually inclement weather,the
unusual unavailability of materials,equipment,services or labor,and utility or energy shortages or acts or
omissions of public uflhty providers);then:(a)such observation,performance.orsattefaaton shall be excused
for the period of days that such observation,performance,or satisfaction is delayed or prevented;end(b)the
deadlines for observation.performance,and sa ttste ctlon,as applicable,shell be extended for the same parted.
14. Miscellaneous. Subject to Section 10,this Agreement shall Inure to the benefit of,and be binding
upon,CRC and Developer,and their respective successors and assigns. This Agreement shall be governed
by,and construed In accordance with,the taws of the State of Indiana. AO proceedings arising In connection
with this Agreement shall be tried and litigated only In the stets courts in Hamilton County,Indians.or the
federal courts with venue that includes Hamilton County,Indiana. CRC and Developer waive,to the extent
permitted under applicable law:(a)the right to a bial by jury;and (b)any right Developer may have to:
(t)assedthe doctrine of'forum non conveniens';or(ii)object to venue. This Agreement constitutes the entire
Alias a Latins >______ROwpsohADhBnnsmeah -4-
agreement between the parties with respect to the subject matter hereof,and may be modified,amended,or
revised only bya written agreement signed by each of the parties. The Invalidity,Illegality,orunenforceabliity
of any one or more of the terms and conditions of this Agreement shall not affect the validity, legality,or
enforceability of the remaining terms and conditions hereof. The section headings shall not be considered
in any way to affect the interpretation of this Agreement. All Exhibits to this Agreement are attached hereto
end incorporated herein by reference. This Agreement shall not be construed to create a contractual
relationship with,give rights or benefits to,or create a cause of action In favor of,anyone other than the parties
hereto.
IN WITNESS WHEREOF,CRC and Developer have executed this Agreement as of the date
set forth above.
THE CITY • /CARMEL R DEVELOPMENT
COM I =1 t
By 14 . �1 , /di
William Hammer, -resident
FALCON NEST II LLC
By: -• LL
Printed: '�~►• to 4vT
nee:
Afilk be
Z:tOocuments1WIlmering. Ryan1CRCLLapoey$Olaburaemeat
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AR•enrnldwpe
INDEX TO EXHIBITS
Exhibit A Depiction and/or Description of Project Site
Exhibit B-1 Description of TIF Bonds
Exhibit 0-2 Provisions for Disbursement of Bond Proceeds
Exhibit C-1 Public Site Wort
Exhibit C-2 Public Site Work Schedule
Exhibit 0.1 River Road Work Area
Exhibit D-2 River Road Work
Exhibit D-3 River Road Work Schedule
Exhibit E Required insurance(Developer)
II
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EXHIBIT A
Depktion andlor Description of Pitied site
i ;
EXHIBIT 1
WWI on
A part of the East Half of the Northeast Quarter of Section 22 and a part of Section 23,Township 18
North,Range 4 East of the 21d Principal Meridian,Clay Township,Hamilton County,Indiana described
more parfrty as follows:
Commensing at the Northeast Corner of said Section 23 thence North 89 degrees West along 137 the Quarter of Section 23 37 seconds
thence South 20 degrees 07 minutes 12 seconds West a distance of 149.74 feet to the Point of Beginning
being the southwest melon of the tghts-of-way for 146a Street and River Road as described In
insbumet No.200100085741 In the Office of the Recorder of Hamilton County,Indiana,the for/owing 12
courses along the westerly right-of-way of River Road per said Instrument No.200100085741;(1)South
20 degrees 07 minutes 21 seconds West a distance of 92.91 feet(2)South 89 degrees 52 minutes 38
seconds East a distance of 16.50 feet;(3)South 00 degrees 07 minutes 41 seconds West a distance of
195.81 feet to a point on a non-tangent curve to the right laving a radius of 688.98 feet,the radius point
of which bears North 89 degrees 52 minutes 10 seconds West;(4)southerly along said MVO an arc
distance of 428.40 feet to a point which bears South 54 degrees 24 minutes 43 seconds East from said
radius point;(5)South 35 degrees 35 minutes 17 seconds West a distance of 313.27 feet;(6)North 69
degrees 52 minutes 38 seconds West a distance of 18.50 feet;(7)South 20 degrees 07 minutes 28
seconds West a distance of 119.41 feet(8)North 69 degrees 52 minutes 38 seconds West a distance of
16.50 feet to a point on a non-tangent curve to the left having a radius of 1574.80 feet,the radius point of
which bears South 64 degrees 49 minutes 01 seconds East;(9)southwesterly along said curve an arc
distance of 367.82 feet to a point which bears North 68 degrees 11 minutes 57 seconds West from said
radius point(10)South 21 degrees 48 minutes 03 seconds West a distance of 191.51 feet(11)South 15
degrees 18 minutes 18 seconds East a distance of 82.28 feet;(12)South 68 degrees 12 minutes 11
seconds East a distance of 18.50 feet to the physical centerline of River Road,the following 17 courses
along the physical oentertins of River Road;(1)South 21 degrees 14 minutes 47 seconds West a
distance of 243.67 feet;(2)South 21 degrees 20 minutes 03 seconds West a distance of 151.74 feet;
(3)South 23 degrees 01 minutes 40 seconds West a distance of 99.78 fees;(4)South 24 degrees 29
minutes 46 seconds West a distance of 51.87 feet to a point on a non-tangent curve to the right having a
radius of 397.42 feet,the radius point of which beam North 88 degrees 03 minutes 44 seconds West;
(5)southwesterly along said curve an arc dew of 191.02 feet to a point which bears South 38
degrees 31 minutes 23 seconds East from said radius point;(6)South 52 degrees 56 minutes 19
seconds West a distance 01 84.43 feet;(7)South 56 degrees 48 minutes 58 seconds West a distance of
84.84 feet;(8)South 58 degrees 29 minutes 55 seconds West a distance of 204.22 feet;(9)South 59
degrees 38 minutes 13 seconds West a distance of 213.74 feet(10)South 59 degrees 38 minutes 43
seconds West a distance of 416.86 feet(11)South 59 degrees 26 minutes 13 seconds West a distance
of 210.95 feet(12)South 59 degrees 08 minutes 15 seconds West a distance 01205.20 feat to a point on
a non-tangent curve to the left having a radius of 1427.15 feet,the radius point of which bears South 29
degrees 09 minutes 29 seconds East;(13)eouthwestedy along said curve an arc distance of 33821
feet to a point which bears North 42 degrees 44 minutes 11 seconds West from said radius point;
(14)South 47 degrees 13 minutes 52 seconds West a distance of 257.68 feet(15)South 47 degrees 01
minutes 38 seconds West a distance of 318.41 feet(16)South 48 degrees 58 minutes 48 seconds West
a distance of 613.48 feet to a point on a tangent carve to the left having a radius of 1232.86 feet,the
radius point of wfdch bears South 43 degrees 01 minutes 14 seconds East(17)southwesterly along said
crave an arc distance of 15301 fast to a poinnt which beam North 50 degrees 07 minutes 52 seconds
West from said radius point;thence North 00 degrees 53 minutes 18 seconds West along the southerly
stn of the Carmel Clay School's tend described in instrument No.9809651829 in the Office of the
Recorder,Hamilton County,Indiana a distance of 7831 feet to the south corner of said land being a point
on a non-tangent curve to the right having a radius of 1285.49 feet,the radius point of which bps South
47 degrees 28 minutes 47 seconds East;thence northeasterly along said curve end the east line of said
lend an arc distance of 100.05 feet to a point which beam North 43 degrees 01 minutes 14 seconds West
from said radius pobit thence continuing North 46 degrees 68 minutes 46 seconds East along said east
line a distance of 613.46 feet to the northeast corner of said land;thence North 89 degrees 45 minutes 37
•
seconds West along the north line of said land a distance of 2114.73 feet to the west line of the
Southwest Quarter of said Section 23;thence North 00 degrees 19 minutes 58 seconds East along said
west line a distance of 1112.50 feet to the Northwest Corner of said Southwest Quarter also the
Southeast Corner of the East Half of the Northeast Quarter of Section 22;thence South 89 degrees 39
minutes 18 seconds West along the south tine of said East Half a distance of 1321.00 feet to the
Southwest Corner of said East Half;thence North 00 degrees 02 minutes 32 seconds West along the
west line of said East Half a distance of 2810.79 feet to the southerly rigs-way of 146°1 Street.the
remaining courses along said right-of-way;thence South 84 degrees 48 minutes 27 seconds East a
distance of 398.84 feel;thence South 88 degrees 44 minutes 64 seconds East a distance of 411.89 feet;
thence North 86 degrees 49 minutes 33 seconds East a distance 0(200.04 feet thence South 89
degrees 52 minutes 33 seconds East a distance of 29528 feet;thence South 83 degrees 58 minutes 30
seconds East a distance of 230.15 feet thence North 87 degrees 45 minutes 46 seconds East a distance
of 197.10 feet;thence South 89 degrees 22 minutes 30 seconds East a distance of 1248.72 feet;
thence South 88 degrees 10 minutes 19 seconds East a distance 01 458.39 feet;thence South 85
degrees IT minutes 03 seconds East a distance of 698.40 feet;thence South 89 degrees 15 minutes 53
seconds East a distance 012181.67 feet to the Point of Begining,containing 413A14 acres,more or
less.
Also,A part of Section 23 and Section 24,Township 18 North,Range 4 East of the 2"0 Principal Meridian,
Clay Township,Hamilton County,Indiana,described more particularly as follows:
Commencing at the northeast corner of said Section 23 thence North 89 degrees 15 minutes 40 seconds
West(assumed bearing)along the north line of the Northeast Quarter of said Section 23 a distance of
337.40 feet;thence South 20 degrees 07 minutes 12 seconds West a distance of 149.74 feet to the
southwest intersection of the rtghta`of way of 148°Street and River Road as described in instrument No.
200100085741 in the Ounce of the Recorder of Hamilton County,Indiana;thence South 88 degrees 23
minutes 21 seconds East a distance 01130.87 feet to the Point of Beginning being the southeast
intersection of said rtghtsof-way for 148°Street and River Road(the following eight courses being along
the southerly rway of 148°Street per said Instrument No.200100085741).(1)thence South 89
degrees 15 minutes 53 seconds East a distance of 423.83 feet to a point on a non-tangent curve to the
left having a radius of 685028 feet,the radius point of which bears North 00 degrees 44 minutes 08
seconds East(2)thence easterly along said curve an aro distance of 598.98 feet to a point which bears
South 04 degrees 24 minutes 28 seconds East from said radius point(3)thence North 81 degrees 27
minutes 58 seconds East a distance of 136.79 feet to a point on a non-tangent curve to the right hoeing e
radius 01 6482.94 feet,the radius point of which beers South 04 degrees 24 minutes 29 seconds East;
(4)thence easterly along said curare an arc distance of 568.05 feet to a point which bears North 00
degrees 30 minutes 23 seconds East from said radius point;(6)thence South 89 degrees 29 minutes 37
seconds East a distance of 128.94 feet;(8)thence South 88 degrees 38 minutes 21 seconds East a
distance 01 558.90 feet(7)thence North 84 degrees 38 minutes 40 seconds East a distance of 110.62
feet(8)thence North 89 degrees 26 minutes 33 seconds East a distance of 238.80 feet:
thence continuing on the easterly extension of said right-of-way North 89 degrees 25 minutes 33 seconds
East a distance of 115.74 feel to the middle of While River(the fallowing two courses being along the
middle of White River*(1)thence South 03 degrees 25 minutes 34 seconds West a distance of 888.05
feet;(2)thence South 17 degrees 02 minutes 49 seconds West a distance of 584.84 feet thence North
90 degrees 00 minutes 00 seconds West a distance of 3212.80 feet to the easterly right-of-way of River
Road per said Instrument No.200100085741 being a point on a non-tangent curve to the right having a
radius of 1443.51 feet,the radius point of which bears South 88 degrees 45 minnutes 59 seconds East
(the following Live courses being along said easterly right of ways(1)thence northeasterly along said
curve an arc distance of 311.27 feet to a point which bears North 54 degrees 24 minutes 43 seconds
West from said radius point;(2)thence North 35 degrees 35 minutes 17 seconds East a distance of
428.04 feet to point on s tangent curve to the left having a mdius of 82021 feet,the radius point of
which bears North 54 degrees 24 minutes 43 seconds West(3)thence northerly along said curve an aro
distance 01 9)7.62 feet to a point which bears South 89 degrees 52 minutes 19 seconds East from said
radius point;(4)thence North 00 degrees 07 minces 41 monde East a distance of 258.32 feet;(5)
thence North 34 degrees 37 minutes 42 seconds East a distance of 27.30 feet to the Point of Beginning,
containing 95.82 acres,more or less.Total area containing 609234 acres,more or less.
EXHIBIT B-1
Description of TIF Bonds
The Economic Development Bonds will be issued by the City of Carmel,Indiana in the aggregate principal
amount not to exceed$(24Jtbr000 (the'Bonds'),after approval by the Cannel Economic Development
Commission and the Common Council of the City of Cartel,end the pledge of tax Increment to repay the
Bonds by CRC. The proceeds of the Bonds shell be held by the trustee of the Bonds under a Trust Indenture
and disbursed to Developer upon receipts for work completed pursuant to this Agreement and approved by
CRC.
EXHIBIT B4
Provisions for Disbursement of Bond Proceeds
•
ammo C-1
Public Site Work
• Completion of Community Drive in accordance with Carmel Thoroughfare Plan and Legacy
PUD's Street Standards.
• Completion of Cherry Creek Boulevard In accordance with Cannel Thoroughfare Plan and
Legacy PUD's Street Standards.
• Reconstruolon of the connection of Cherry Tree Road to Cherry Creek Boulevard.
• Installation of curbing on Cherry Creek Boulevard through Cherry Creek Estates.
• Nardi/South Bike Promenade as depicted in Legacy PUD.
• Improvements to the Legacy Wetland Park and public common areas.
• Installation of traffic light at the Intersection of 141th Street end Community Drive.
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146TH STREET STOP LIGHT
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RIVER ROAD(South to Toll Timbers Run)
AS OF SEPTEMBER 16,2013 RIVER ROAD(Improvements to Prevklus County Work)
EXHIBIT C-2
PUBLIC SITE WORK SCHEDULE
• A portion of the Public Work,Including completion of Community Drive and a small section
of Cherry Creek Boulevard,has been completed.
• Cherry Creek Boulevard from the roundabout to River Road—Summer 2014.
• Cherry Creek Boulevard from the roundabout to connection on the west One of the Project
Site—Summer 2010.
• Reconstruction of Cherry Tree Road—Summer 2014.
• Installation of curbing on Cherry Creek Boulevard—Summer 2014.
• NortidSouth Bike Promenade—Summer 2010.
• Improvements to Legacy Wetland Park and public common areas—ongoing.
• Installation of trafllc light at the Intersection of 146th Street and Community Drive—Summer
2015.
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EXHIBIT D,Z
RIVER ROAD WORK
• Improvements per Carmel Thoroughfare Plan end Legacy PUD Street Standards and Cannel
Engineering Department r•commondenons to River Road.
• Location of Improvements to connect to previous road work south of the new bridge on River
Road approximatey at the entrance to Moffitt Farms(south end)and connect to previous
Improvements made by Hamilton County Highway Department(north end).
• Improvements to Include a roundabout at the Intersection of River Road and Cherry Creek
Boulevard.
• River Road design and scope of work to be approved by Cannel City Council and scheduled
to accommodate the amount of proceeds of the TIF Bonds available for the work in each
draw.
EXHIBIT D4
RIVER ROAD WORK SCHEDULE
• Design and build approximately$1.8-2 million worth of work In Summer 2014.
• Diligently continue as proceeds oldie TIF Bonds become available to e total project cost that
Is equal to 40%of the total proceeds of TIF Bonds available alter administrative,legal,and
bond placement fees have been paid.
EXHIBIT E
REQUIRED INSURANCE(DEVELOPER)