Old Meridian at Main - St Vincent Hospital CarmelProject 14 -06
Parcel i
RIGHT OF ENTRY
THIS RIGHT OF ENTRY ( "Right of Entrv" or "Agreement ") has been executed this '7
day of November, 2014 (the "Effective Date ") by ST. VINCENT CARMEL I-IOSPITAL, INC..
an Indiana non -profit corporation ( "Grantor ") and THE CITY OF CARMEL, INDIANA, an
Indiana municipal corporation ( "Grantee ").
RECITALS
WHEREAS, Grantor is the owner of certain real estate located in the City of Carmel,
Hamilton County, Indiana; on the north side of Main Street and more particularly described in
the deed recorded as instrument No. 2004 -1730 in the Office of the Recorder of Hamilton
County, Indiana (the "Grantor Parcel "):
WHEREAS, Grantee is involved in a project to widen the right -of -way of Main Street
between Illinois Street and Old Meridian Street in Clay Township, Hamilton County, Indiana
(the "Project ");
WHEREAS. Grantor and Grantee entered into that certain Right of Way Dedication and
Street Improvement Agreement (the "Dedication Agreement") on July 21, 2010 and recorded in
the Office of Recorder of Hamilton County, Indiana on August 6, 2010 as Instrument No. 2010
035890;
WHEREAS, pursuant to the Dedication Agreement, Grantee deeded and conveyed to
City a right of way by deed dated July 7, 2010 and recorded on September 2, 2010 as instrument
No. 2010 - 042305 in the Office of Recorder of Hamilton County, Indiana;
WHEREAS, the Dedication Agreement provides for Grantee to convey an Additional
Right of Way Parcel (as defined in the Dedication Agreement);
WHEREAS, Grantor and Grantee are in the process of amending the Dedication
Agreement to define the Additional Right of Way Parcel to be that real estate shown on Exhibit
A (the "Additional Right of Way Parcel "), which is attached hereto and incorporated herein and
Grantor and Grantee desire to enter into this Right of Entry to allow Grantee to start on the
Project until such time as Grantor conveys the Additional Right of Way Parcel to Grantee;
WHEREAS, the Project also affects another portion of the Grantor Parcel and Grantee
needs to acquire the fee simple title to a portion of the Grantor Parcel, which portion is more
particularly described on Exhibit B (the "Fee Parcel "). which is attached hereto and incorporated
herein by this reference; and
WHEREAS, Grantee is in the process of obtaining all necessary information to allow
Grantee to acquire the Fee Parcel, but Grantor and Grantee desire to enter into this Grant of
Right of Entry to allow Grantee to start on the Project until such time as Grantee acquires the Fee
Parcel.
NOW THEREFORE, in consideration of the sum of One Dollar ($1.00), the foregoing
Recitals, all of which are incorporated herein by this reference and the following mutual
covenants and other good and valuable consideration, the receipt and sufficiency of which the
parties hereby acknowledge, the parties agree as follows:
1. Grant. Grantor hereby grants and provides to Grantee, its agents, contractors,
subcontractors and employees the right to use Fee Parcel and the Additional Right of Way Parcel
for any lawful purpose related to the Project including, but not limited to, installation of public
utilities, surveying, testing, moving dirt or ground, removal of dirt or ground, landscaping, and
constructing the roadway as would be permitted if the right -of -way had actually been obtained.
Grantee shall obtain the required appraisals of the Fee Parcel and provide copies of such
appraisals along with an offer to acquire the Fee Parcel (which offer shall be based upon such
appraisals) within ninety (90) days following the date this Right of Entry is executed by both
parties (the "Offer Date "). Grantee agrees that subsequent to delivery of the offer by Grantor;
and prior to the filing of an eminent domain action, if Grantor requests clarification of the
appraisals, Grantee and Grantor shall jointly seek clarification from the appraisers. Grantee shall
not independently contact the appraisers. Any such contact shall occur with both Grantor and
Grantee present. Any such discussions shall be for the purpose of providing clarification of the
appraisals, and Grantee shall not have the right to depose, subpoena or submit written
interrogatories to the appraisers unless and until an eminent domain action is commenced and
then only in accordance with the Condemnation Act (as defined herein). Within sixty (60) days
after the Offer Date; if the parties have not reached agreement with regard to the purchase and
sale of the Fee Parcel, Grantee shall initiate an action to condemn the Fee Parcel through an
eminent domain action brought by Grantee pursuant to I. C. § 32- 24 -1 -1 el .seq. (the
"Condemnation Act ") in the applicable Hamilton Circuit or Superior Courts (the "Court ") in
accordance with the terms of the Condemnation Act. In connection therewith, both parties shall
stipulate to the right and authority of Grantee to acquire the Fee Parcel and simultaneously with
the filing of the condemnation action, shall jointly request that the Court promptly proceed to
appoint appraisers to determine appropriate damages in accordance with LC. § 32- 24 -1 -9 and
Grantee shall promptly pay the amount of such damages to the court as permitted by I.C. § 32-
24-1-10. Grantor agrees that it will allow Grantee to proceed with the acquisition of the Fee
Parcel from Grantor in accordance with applicable law.
In connection with the foregoing, Grantee shall proceed promptly with all necessary
action to acquire the Fee Parcel from Grantor, including exercising its right of eminent domain
and pursuing such eminent domain action diligently until such time as either an order of
appropriation for the Fee Parcel is entered by the court having jurisdiction thereof, or Grantor
agrees to dismiss such eminent domain action and executes a deed for the Fee Parcel. The
parties agree to cooperate and timely proceed in good faith under this Agreement and in any
subsequent condemnation action.
Grantor and Grantee agree to promptly proceed with the execution of an amendment to
the Dedication Agreement defining the Additional Right of Way parcel as set forth herein and
providing for the prompt conveyance of the Additional Right of Way Parcel to Grantee subject to
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the terns of the Dedication Agreement.
2. Additional Grantee Obligations. Grantee shall not cause damage to the Grantor
Parcel and, upon completion of any work associated with the Project, shall promptly return the
Grantor Parcel to a condition that is equal to or better than its condition prior to this Right of
Entry. Grantee further agrees to cause its contractor to furnish and keep in full force and effect
throughout the term of this Right of Entry reasonable and customary insurance coverages.
3. Right of Entry irrevocable. This Right of Entry shall be irrevocable with respect
to the Fee Parcel until such time as the afore - mentioned order of appropriation or deed for the
Fee Parcel is recorded in the Office of the Recorder of Hamilton County, Indiana. This Right of
Entry shall be irrevocable with respect to the Additional Right of Way Parcel until such time as
the deed for the Additional Right of Way Parcel is recorded in the Office of the Recorder of
Hamilton County, Indiana.
4. Warranty. Grantor, by executing below, hereby warrants that Grantor is the
lawful owner of the Fee Parcel and the Additional Right of Way Parcel, that all approvals from
Grantor and any other party with a right or interest in the Fee Parcel and the Additional Right of
Way Parcel have been obtained and that there is no encumbrance, restriction, agreement or other
circumstance which would prohibit Grantor from performing its obligations hereunder. The
undersigned person executing this Agreement on behalf of Grantor represents and certifies that
he is a duly elected officer, member, manager, partner or representative of Grantor and has been
fully empowered, by proper resolution, consent or other action of Grantor, to execute and deliver
this Agreement; that Grantor has full capacity to enter into this Agreement and to convey the Fee
Parcel and the Additional Right of Way Parcel; and that all necessary action for entering into this
Agreement and for the making of such conveyances has been taken and done.
5. Notices. All notices to be given hereunder by either party shall be in writing and
for purposes of this Agreement shall be either personally delivered or sent by certified or
registered mail or by a national package express service promising overnight delivery addressed
to Grantor at 13500 N. Meridian Street, Carmel, Indiana 46032, Attention: President and to
Grantee at One Civic Square, Carmel, Indiana, 46032, Attention: City Engineer (with a copy of
any notice to Grantor also being provided to City Attorney, One Civic Square, Carmel, Indiana,
46032) or to such other person or address as may be designated by either Grantor or Grantee by
notice in writing. Notice shall be deemed given and received when personally delivered or on
the third (3rd) business day after deposited in the U.S. mail or on the business day after deposited
with the package express company.
6. General Agreement of Parties. All rights and obligations hereunder shall be
binding upon and inure to the benefit of Grantor and Grantee, their respective permitted
successors, assigns and legal representatives. This Agreement is executed under and shall be
construed in accordance with the laws of the State of Indiana and there are no promises or
agreements between the parties hereto other than those contained or referred to herein.
7. Attorneys' Fees. If Grantor or Grantee brings any action to interpret or enforce
this Agreement, or for damages for any alleged breach hereof, the prevailing party in any such
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action shall be entitled to reasonable attorneys' fees and costs in addition to all other recovery,
damages and costs.
8. Severability. In the event any part or provision of this Agreement shall be
determined to be invalid or enforceable, the remaining portion of this Agreement shall
nevertheless continue in full force and effect.
9. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall be deemed an original, but all of which shall constitute one and the same
agreement. Signature pages sent by electronic means shall be fully binding on the parties.
IN WITNESS WHEREOF, Grantor and Grantee herein have executed this Right of Entry
as of the day first above written.
Approved and Adopted this day of
GRANTOR:
ST. VINCENT CARMEL I- IOSPITAL, INC.
I/// /z
BY:
Printed:
Title:
OUIgbpr; 2014.
Michael D. Chittenden
President
GRANTEE:
CITY OF CARMEL_ INDIANA
By and through its Board of Public Works and Safety
BY:
J
1 es Brainard, Presiding Officer
te: S fZ /ovn., O /v
Mary An
Date
Burke, Mem
Lori S. Watson! °Member
Date: /31,3/ril
4
ATTEST:
Sandra M Johnson
Deputy Clerk For
Diana Cordra �, CA; Clerk-Treasurer
Date: /3-/3 /
EXHIBIT A
ADDITIONAL RIGHT OF WAY PARCEL
IwxHI)31'I• A
PAGE 1 OF 2
A LAND BODUPAI Y DESCRIPTION OF A
PROPOSED Ri13H'r -ae -Wtv TOR
ST. VINCENT CAR/41:1, HOSPITAL, INC.
aLONO WEST MAIN STREET
C P.M1 ., HAMIL'1ON COUNTY, INDIANA
MAItC1I 21. 2013
A pnn of tine Nx,.nhcasr Quarter of Ste41o0 26, Township 18 ,?■Dull, Kange 3 Far of :he Second
Principal hier:dinn, Hamilton County, Ind'Nnn. rniuc p,utlaAttrIy dcscrlb. -,d a5 folows: Conrnrneirg at
the southeast norner of snarl gunner sealon; thous South 89 dcpoes CG minutes 41 set o xis West along
the youth 'file of a:xl quince. secrinn 379.75 :term to the ylutlw.asi oouKr of the parcel of lard described In
the deed to Si. VGnecnt eattnel Hospital. Inc. fhtreinal!er referred to .4"i St. Virce;c mild) as retarded in
titsuu ntnt Nutnher 20 WKIDi730 in the OI1ice of the Reoordex of Itamilton County. Indiana; thence
Ninth 00lk ryes 05 minutes 59 re.contla Ea:a u:.ng t e cat ;boundary line of ; rid St. Vincent land b0.01
feta to the POINT QP I3I3GINN WO of this dey;ription; thence.. South 89 degrees 06 tninuies 4i seonnds
WcSr 315.95 fc^n_ said line hcfng 60 lbw north of and parallel whin the south tine of said gunner sr.:4ion,
to the we Ixnlntiary of said SL Vincent Iuinll dee.ec North 00 deltic 05 (ninnies 59 seeond5 Past
alon3 said we51 t' nndnry line 10.00 fr•,cr: thcnec Nonh 89 dcgras 05 rniranes 41 sa;onds East 167.03
foal, said line C•_ing 70 (ea north of and pntaltcl iti Ow sonuh Ihte of stdd ;µrailer sewlioc*; thank:a
Nonceu5terfy 21.86 fax along on arc 10 the let and tavhtg n tadlus of 542.0; 64.1a and sihtcniicd by n
Ions chord having a bcnrirtg of North 76 dcgees Ay minutes 32 sreonds East end a Icn th c'f 21.86 (bat;
IAti3.t Ne th 75 regrets 36 rninutc5 39 second lint 74.39 feet; thence NanbTM..; lerly 5&76 IS alone
tart art to the right and Itnvirr9 a radius of 560.00 fret nad sub;encd•>I by a long chant having n hearing of
North 78. degrees 32 minutes 53 s000ndi wit aaxl a length (If 5634 feet to tine cam baundniy line of said
S ;. Vlooent lend; Thcne. Scuih 00 degrees (15 rninWC3 59 sea :nth: Wes*. acing Said cwt &kindaiy tins.
4228 ION 10 Ow POINT OI' BEG IT'NIN0 and containing 0.131 acres. ntorc Cr SS-as.
EXHIBIT A
PALL 1 OF
t• J;t(flt+7lientitArr I.ifeS utwrG'sj72104 • Si Vin:ent Cancel 'd'crnen; I_xptsonf t.0 L1isciplhtslCi 1Id nt,+ttjrl•
�4.rrr)4721C4_ 711 IT RW,dt+a 3.21!13 IG41 AM
rert t e<f by 111•s4rerr. err.
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LOT 3
LOT 2
EXHIBIT A
PAGE 2 OF 2
PROPOSED RIGHT —OF —WAY FOR
Sf VJNCENI CARMEL HOSPITAL, INC.
ALONG WEST MAIN STREE
CARME, HAMILTON COUNTY, INDIANA
STEVEN i,KAPP
INST. tW. 20000:01499
,nwcCt;t ra:tN_E u01S1fti l9 {__..
PIO1, NC, 2004CCG17„G
Ncfi1N 1a1lut' ;J 01j0■It
SCOIglt ONE
IVFI BIXGI 7, I'a;:E 140
N OtroG41" E
10743'
V 0•05'50' E
10.00'
FFAIT Cr 1):r. FIEF:
NCWIN NERCW4 FEI5liS
SECTION CM
PLAT BOW 7., PACE 131
L- 56:76'
R- 540,07
01 SfC•N 76'32'53' f
CI?- 5E.74'
N 75'39'30" E
74.39'
L •21.06
11,:542.07•
ON BItO -N 7640'32. E
N- 21.96'
FOONGC0 IVN
0,131 h^ ES
s1t4K 1:NAJY+
9451. Na 20010000449;1
S 0051555' W
42.30'
NOM' OF
9ECISNNC
N A705.3.E
66.01'
WEST MAIN STREET
• SCIUIH UNE. NCRTY.FAST CIPRItR
SEC. 26wT19N ■A3E
SE COR NE 1/4
SEC. 26-4191:-Rif
04006644 1,40NUNEWT FPlwn
PER CCONIY 9uRVk"t!R REFERENCE TES
EXHIBIT A
PAGE 2 OF 2
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