Argus Realty Investors/City of Carmel DESIGNATION AGREEMENT
IG
Tots DESIGNATION AGREEMENT(this "Agreement') is entered into as o ust 2008
and among Tun CITY OF CARMEL, INDIANA ("Buyer"), and ARGUS REALTY INVESTORS, L.P., A
DELAWARELIMITED'RARTNERSHIR ("Argus"),
RECITALS
A. Pursuant to that certain Acceptance of Administrative Settlement(the"Settlement"),
between the partiesset,fortli on.ExhibilA (collectively,the"Seller") and Buyer, Seller agreed to sell
to Buyer, and Buyer agreed to buy from Seller, that:certain"Property_described.more on attached
Exhibit B (the "Property") for a`purchase price of $189,533.00 (The purchase and sale of the
,Property pursuant to the Settlement is sometimes referred to below as the "Transaction").
B. The Transaction is part.of:the.2006:Bond-Project No. 05-18 (Pennsylvania Street
103r to.l 06`" Streets).
C. Section 6045(e) of the United States Internal Revenue Code;and the regulations
promulgated thereunder-(collectively,the"Reporting Requirements")require an information return.
"to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller,
in connection with the Transaction.
D. Argus and.Buyer desire to designate Argus as the:!'ReportingPerson"(as described in
the'Reporting Requirements) with respect to:the Transaction.
G. Argus agrees to indemni& and hold Buyer harmlessfor failure of.Argu_ s to comply
with the Reporting.Requiretnents:,
ACREEMENT'
NowtTi-IERSFoRE;,for good and;vaivabic consideration, the receipt and adequacy of which
are hereby acknowledged„Buyer and Argus agree,-as follo*s:
1. Argus is hereby designated as the Reporting Person; for. the Transaction.
Argus shall perform all duties in`a timely manne€'that are required by the Reporting,Requirements to
be performed by the Reporting,Personforthe Transaction. Argus;is,responsible for Obtaining any
necessary consent of Seller to this:Agreement.
2. Seller and Buyer,shal ifurnish to Argus,.in a timely,manner, arty information
requested by Argus and necessary for Argus to perform its.duties.as Reporting Person'for the
Transaction.
3. Argus,shall provide Buyer with copies of all 1099s''and any other.fonns or
reports prepared by Argus_and delivered to Seller, the Internal°Reyemie Service, oi•any otherperon;
v3(8_I5_08)City of Cannel_Argu4-Agreeten[DOC
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body of entityatthe same time as.Argus delivers such items to Seller Orwell other person, body or
entity.
4. Argus hereby agrees to indemnify and hold Buyerharmless from and against,
all costs, damages, judgments; attorneys fee, expenses, obligations and liabilities of any kind or
nature:which,in good faith, Buyertniayincuror sustain in connection'or arising out of Argus' failure
to comply with any of the Reporting Requirements or terms.of this-Agreement.
5. Each of the parties hereto shall retain a copy of this Agreement for a period of
four years following the calendaryear-during_which the date'of closing of the Tiansactibn occurs.
6. This Agreement-may be executed in any number of counterparts, each of
which shall be deemed to be an original and all of Which shall constitute' one and the same
agreement.
7. Tliis,Agreement;shall be governed by and construed in accordance with the
laws of the State of'Indiana.
8: Buyer shall incur no cost as a..result of entering into this Designation
Agreement.
9. For purposes-of providing:notices, copies or requesting further information,
the parties' contact information is:
To Buyer: City of Carmel.
Attention: Clerk-Treasurer
-One Civic-.Square
Carmel, IN 46032
Telephone: (317) 571-2414
Fax: (317)571-24.10'
With a copy to: City of Carmel
Attention: Department A.dimnistration
One Civic;Square
Carmel, IN 46032
Telephone; (3,17) 57142309
Fax:. (3''1.7)571-2484
and a copy to; City of Cannel
Attention: City Attorney
One Civic'Square
Carmel, IN 46032.
Telephone: (317) 571-2472
Fax: (3`17).571.2484
v3(8_I 5_08)City of Cannel_Argus-Agreement.DOC
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To Argus Argus-Realty'Investots, L.P.
IN WITNESS WHEREOF:, the parties have,entered"into this Agreement as of the date and
'year fitst above:written_
Buyer: THE CITY OF,CARMEL,IN""DIANA
By: • A r i
Name:, ..P f ;
Its: . C'/- : < __
a
Argus: ARGUS.REALTY INVESTORS, L.P.,
a'Belawate limited-partnership
Name: .g/G AsP/7 (;
CEO
v3(8_I5_05)City of CarmelArgus r Agreemedt.000
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EXHIBIT A
SELLER
ARI-MP 1, LLC,a Delaware limited liability company
ART-MP 2,LLC, a Delaware liinited liability,company
ARE-MP 3 .LLC, a Delaware limited liability company
ARI-MP 4„L`L'-C, a Delaware limited liability company
ARI-MP 5, LAIC, a Delaware:limitedliability company
ARI-MP 6,'LLC, a Delaware limited liability company
ARI-MP'.7,LLC, a Delaware limited liability company
ARI-MP 8, LLC, a Delaware limited liability company
ARI-MP 9, LLC; a Delaware limited liability company
ARI-MP 10, 1_LC, a Delaware.Iimitedaiabilitycompany
ARE-MP 11, LLC, a]Delaware.limitedliability company
ARE-MP 12, LLC, a Delaware limited liability.'company
ART-MP 13, LLC, a'Delaware'limiied.liability company
ART-MP 14, LLC,;aDelaware limited liability company
ARI-MP 15, LLC, a Delaware limited liability company
ART-MP 16, LLC,.a'Delawaie litnited,liability company
ARE-MP 17, LLC,a.Delaware limited liability company
ARI-MP 18, LLC, a Delawarelimited.liability company
ARI-MP 19, LLC;a Delaware"limited liability company
ARI-NIP 20, LLC; aDelawareliniited liability company
ART-MP 21, LLC,,a Delaware limited liabilityconipany
ART-MP 22, LLC, a Delaware limited'liability company
ARI-MP 23, LLC, a Delaware limited:liability.company
ARI-MP 24, LLC, a Delaware limited liability company
ARI-MP 25, LLC,'a=Delawarelimitedliability company
ARI-MP 26, LLC, a Delaware limited liability company
ARI-MP 27, LLC,-a Delaware limited liability company
ARI-MP 28, LLC,:a Delaware limited liability company
ARI-MP-29; LLC,,;a Delaware limited liability company
ARI-MP 30; LLC, a Delaware limit'ed'liability company
ARI-MP 31, LLC„a Delaware limited liabilitycompany
ARI-MP 32, LLC, aDelaware.limitekliabilitycompany
ARI-MP'33, LLC,.a.Delaware limited_lability company
ARI-MP 34, LLC„a Delaware:limited liability company
ARI-MP 35, LLC,,a Delaware limited liability company
ARI-MP 36, LLC, a Delaware limited liability, company
ARI-MP 37, LLC, a Delawarelimitedliability company
ARI-MP"38, LLC, a Delaware limited liability company
v3(8_15_08)Ciiy of Camvel_Argus-AgreementDOC,
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EXHIBIT B
THE PROPERTY
A PART OF THE NORTHWEST QUARTER, SECTION ELEVEN(II),
TOWNSHIP SEVENTEEN ( 7)NORTH, RANGE THREE (3).EAST, HAMILTON
COUNTY, INDIANA, AND BEFNG THAT PART OF-THE GRANTOR'S LAND
LYING WITHIN THE RIGHT OF WAY LINES DEPICTED ON THE,AlTACHED
PLAT, MARKED EXHIBIT "13", MORE FULLY DESCRIBED.AS FOLLOWS:
COIVIMENCING,at the Northeast Corner of the said.Quarter Sectiorg Thence South 00
degrees 00 minutes 00 seconds West (assumed bearing), along,the East line of said
Quarter Section,a distance uf`1328.00 feet:to the prolonged south line of the grantor's
land;Thence South 89 degrees, 19:minutes 01 seconds West, along said south line
prolonged being parallel to the North line of said Quarter-Section, a distance of 8.50 feet,
to the southeast corner of said grantor's land and the'PLACE OF BEGINNING; Thence
continting,;South 89 degrees19, minutes 01 seconds West, along the south line of said
grantor's land being parallel to the North line cfsaid Quarter Section, a distance of 6.50
feet; Thence,North 00 degrees 00-minutes 00 seconds East,parallel:teethes East line of
said QuarterSection„a distance of 140,34 feet,•toa point on the-east line of said`grand:es
land; Thence South,;02•degrees 39 minutes 13 seconds East, along said grantor's east line,
a distance of i40.41 feet to the PLACE OF BEGINNING.
CONTAINING 0.0 t.O,AC EKES:(456 SQUARE FEET), MORE OR LESS.
v7(8_15_38)City of Cnrmel_Argus-Agreement DOC
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Y "
C- ROSSROAD'ENGINEERS, P.C.
3417 S. Sherman Drive "
Beech Grove, IN 46107 t
Phone: 317-780.1555 anigatcka
Fax: 317-780-6525 110MiNfIVICS. PC
LETTER,OF TRANSMITTAL
To: Date:, September 9, 2008
Ms. Diana Cordfay
Cityof Carmel,Glerk�Treasurees.Office Project:
Pennsylvania St.—Proj. 06-
One Civic Square 148)
Carmel, IN 46032 2006 Bond Projects
WE ARE''SENDING•YOU
x Attached
_ Shop Prints _ 'Samples _ Specifications
Drawings
Copy of Letter Change Order
Copies. Date: Description:
2 prig.(ea.) Designation Agreements
THEY ARE TRANSMITTED:.AS'CHECKED BELOW:
_ For Approval Approved as submitted _ Resubmit blueline setswlbinder
x For your use Approved as noted _ Resubmit .Xerax,sets wlbinder
As Returned fop-corrections Return corrected prints
requested _
For bids due _ ,20_
Sandy,
Please find enclosed two (2),original Designation Agreements authorizing Argus Realty Investors to prepare the
1099-SAs for this right of way acquisition parcel (Parcel9 &9A. I've also included the redlined version with the
'revisions you requested•for reference. Pleasecsign both originals and return one to mein the ,pre-
addressedlstamped envelope-enclosed. Do nothesitateto contact.me with.any.question
Signed
Cc: File ill A'. New e_.