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P21 King of GloryINSTRUCTIONS: Sign all copies. Keep one copy for your records. Return one copy. Section 6045 of the Internal Revenue Code, as amended by the Tax Reform Act of 1986, requires the reporting of certain information on every real estate transaction. The information provided below, except for the tax identification number, is adequate information to provide to a tax professional. a c: FEE OWNER: King of Glory Lutheran Church. ADDRESS: 2201 E. 106 Street PROJECT. Keystone Parkway PARCEL: 21 LAND AND /OR I (we) certify ve is tr 1 Fee Owner(s) Signature CLOSING STATEMENT COUNTY: Hamilton PURCHASE PRICE: $150,000.00 ADMINISTRATIVE SETTLEMENT: $60,106.00 IMPROVEMENTS: $74,107.50 DAMAGES: $15, 787.00 at the a ect an Sig'ure —glow 41111' ge receipt of payment. Date Date SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (the "Agreement is entered into this /2 day of 1.� fi2 2008, by and between the City of Carmel, Hamilton County, Indiana (the "City and King of Glory Lutheran Church of Carmel, Indiana f /k/a King of Glory Lutheran Church of Indianapolis, an Indiana non profit corporation "KOG Recitals A. The City is a municipality duly organized and existing pursuant to the laws of the State of Indiana. B. KOG owns the real estate and improvements located at 106 Street and Keystone Avenue, Hamilton County, Carmel Indiana 46032 "KOG Property C. Pursuant to Indiana law, the City is entitled to exercise the power of eminent domain. D. The City seeks to obtain from KOG certain rights in a portion of the KOG Property in order to construct a public right -of -way project known as Keystone Parkway (the "Project E. To develop the Project, Carmel needs to acquire fee simple title to a portion of the KOG Property referred to as Parcel 21 (containing approximately .862 acres). A true and accurate copy of the legal description of Parcel 21 is attached hereto as Exhibit A. A diagram showing the location of Parcel 21 is attached hereto as Exhibit B. F. To develop the Project, Carmel also needs KOG to transfer its interest in an approximate .101 acre parcel located on the east side of Keystone Avenue (the "Keystone Parcel A true and accurate copy of the legal description of the Keystone Parcel is attached hereto as Exhibit C. A diagram showing the location of the Keystone Parcel is attached hereto as Exhibit D. G. Parcel 21 and the Keystone Parcel are collectively referred to herein as the "Real Estate H. A significant portion of the KOG Property is located within a flood plain. It is KOG's position that only three areas within the KOG Property were, prior to the acquisition of Parcel 21 by the City, available to KOG for any substantial expansion of the current building. KOG is concerned that as a result of the acquisition of Parcel 21 by the City, KOG's ability to expand its current building will be substantially limited by (a) the new front yard set back area that will exist along 106 Street which KOG believes will essentially eliminate any ability to expand the current sanctuary and (b) KOG's determination that it is necessary to relocate its playground to one of two remaining areas of buildable ground due to the proximity of the playground to the new road. As such, without the agreements made by the City in this Settlement Agreement, KOG would not have entered into this Settlement Agreement. I. The parties to this Agreement desire that any and all disputes among them regarding the Project be settled and forever set at rest and that the parties be spared the trouble, expense and delay of litigation. J. After consulting with their legal counsel, the City and KOG have agreed to resolve all of their current disputes concerning (a) the Real Estate, and (b) the Project, without the expense, uncertainty, and necessity of litigation, to buy their peace without admitting to any liability, and to settle all possible current claims therein on the basis hereinafter stated. Agreement In consideration of the mutual covenants contained in this Agreement, the actions taken pursuant thereto, and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Recitals. The City and KOG reallege and incorporate by reference each and every recital set forth above in paragraphs A through J of this Agreement. 2. Right of Entry and Temporary Construction Easement. KOG has previously delivered a Right of Entry to the City, a copy of which is attached hereto as Exhibit E, which allowed the City to begin and continue the Project in accordance with its terms. The parties agree that, effective as of the date hereof, Section 1 of the Right of Entry is amended by replacing "143 days from the date hereof" with "December 15, 2008 3. Settlement Amount. In consideration of the sum of One Hundred Fifty Thousand Dollars ($150,000.00) (the "Settlement Amount together with other good and valuable consideration provided by or on behalf of the City and in accordance with the terms of this Agreement, KOG shall (a) convey a fee simple interest in Parcel 21 to the City by a Corporate Warranty Deed in the form attached hereto as Exhibit F, (b) convey its interests, if any, in the Keystone Parcel by Quitclaim Deed in the form attached hereto as Exhibit G, (c) execute Sales Disclosure Forms in the forms attached hereto as Exhibit H, (d) complete the W -9 in the form attached hereto as Exhibit I, and (e) obtain a Partial Release of Mortgage in the form attached hereto as Exhibit J (collectively the "Settlement Documents It is further understood and agreed that KOG shall be responsible for and satisfy all property taxes, if any, on Parcel 21 which become due and payable before the date of this Agreement. Until such time as the real estate tax bills separate Parcel 21 from the KOG Property, KOG shall be responsible for paying all real estate taxes, if any, for Parcel 21. The City shall reimburse KOG for that portion of the real estate taxes which are attributable to Parcel 21 as determined on a per acre basis (the "Parcel 21 Tax Amount KOG shall deliver to the City evidence that real estate taxes for the KOG Property, including the Parcel 21 Tax Amount have been paid in full, along with a calculation of the Parcel 21 Tax Amount, which calculation shall be reasonably acceptable to the City. The City shall reimburse KOG for the Parcel 21 Tax Amount within thirty (30) days after receipt of such evidence of the payment of such taxes. 4. Other Consideration. In addition to the Settlement Amount set forth in Paragraph 3, the City agrees to the following: 1279049v2 2 1279049v2 a. KOG may retain the three (3) signs it currently has. The City shall support the relocation of the signs, provided that such relocation does not interfere with the Project. The size, material, and content of the signs, however, must comply with applicable ordinances and will require the approval of the Department of Community Services. b. If and when KOG elects to expand its current building, the City shall support and cooperate with KOG to expand its current building within the buildable area established by the Carmel Zoning Ordinance, as amended, recodified, supplemented, replaced or otherwise modified from time to time thereafter. The City shall recommend that the Board of Zoning Appeals "BZA give favorable consideration to such request to allow the building expansion to occur within the front yard setback area along 106 Street, up to a distance of five (5) feet from the property line established by the City's acquisition of Parcel 21 and that the filing fee with respect to such waiver be waived. Nothing contained herein, however, shall prevent City employees who act as staff for the BZA from performing, in good faith, any evaluation or duty required of them in consideration of a request to construct within the setback area. Such expansion must otherwise comply with applicable ordinances and will require KOG to obtain all other applicable municipal approvals. c. The City, including without limitation, the Department of Engineering, shall support and cooperate with KOG if, and when, KOG elects to add improvements within the floodplain located within the KOG Property. In doing so, the Department of Engineering will provide such support notwithstanding Carmel City Code Section 6 -198 (which restricts the placement of fill in a floodplain), as amended, recodified, supplemented, replaced or otherwise modified from time to time, provided that KOG mitigates any floodplain loss resulting from such filling at a minimum ratio of 1 to 1. KOG will be required to obtain (i) all other necessary permits and approvals for the placement of fill in a floodplain; and (ii) all other applicable municipal approvals for the construction of such improvements. The City, including without limitation, the Department of Engineering, shall support KOG in obtaining approvals and permits for the placement of fill in a floodplain. d. The City shall work with KOG to address any traffic congestion or traffic issues or concerns that may develop. e. In designing the Project the City has addressed drainage issues related to the KOG Property, which may result from the Project. Drainage will be monitored during construction or after completion of the Project and any issues which are related to the Project will be addressed by the City. f. The City shall indemnify, defend and save KOG harmless from any and all liability, loss, damage, cost, obligation and expense which arises out of 3 g. or results from any negligent act, whether of commission or omission, of the City, its agents, employees, contractors, subcontractors, licensees or others claiming by, through or under the City, occurring in or about the KOG Property and resulting from the City's activities with respect to the Project. The City shall cooperate with KOG to allow KOG to relocate its existing sanitary sewer connection during construction of the Project. KOG understands that it must work within the Project schedule and that KOG shall bear all costs of such relocation. 5. Encumbrances on the Real Estate. KOG has not executed or permitted anyone on its behalf to execute any conveyance, mortgage, lien, lease, security agreement, financing statement, or encumbrance of or upon the Real Estate other than a mortgage to Chase Bank, Indianapolis. Further, KOG has made no contract to sell all or part of the Real Estate to anyone other than the City. To the knowledge of the pastors and officers of KOG, there are no unpaid claims for labor done upon or materials furnished for the Real Estate for which liens have been or threatened in writing to be filed. 6. Outstanding Claims. The City and KOG hereby represent that they know of no claims, rights, demands, or causes of action which they have or may have against each other or each other's agents, employees, officers, directors, attorneys, representatives, insurers, successors, or assigns arising out of or relating to the Real Estate other than those claims, rights, demands, or causes of action which are being released and discharged pursuant to this Agreement. 7. Continuing Cooperation. To the extent questions, concerns, or disputes develop concerning the fee simple or other interest transferred pursuant to the Settlement Documents, or the intent of the City or KOG under the terms of this Agreement, then the City and KOG shall cooperate, in good faith, to resolve the same in a prompt manner; provided, however, that in the event the City and KOG are not able to resolve any such questions, concerns or disputes to their mutual satisfaction, the foregoing shall not prohibit a party from seeking judicial resolution thereof. Where appropriate, the City and KOG shall agree upon and execute additional documentation reasonably necessary to carry out the purposes and intent of the Settlement Documents or to document a mutually agreeable resolution to any such questions, concerns or disputes. 8. Attorneys' Fees and Costs. The City and KOG shall bear their own attorneys' fees and costs incurred and associated with the Agreement. 9. Representations and Warranties. The parties warrant that no promises or inducements for this Agreement have been made except as herein set forth, that they have the power and are duly authorized to execute this Agreement, and that they execute it knowingly and voluntarily and accept responsibility therefore. The parties further acknowledge that they have received independent legal advice from their attorney or attorneys with respect to the advisability of signing this Agreement and that execution hereof is made without reliance upon any advice, I279049v2 4 statement or representation made by any other party, except for representations contained in this Agreement. 10. Governing Law. This Agreement shall be construed and enforced in accordance with the laws of the State of Indiana. The parties agree that all disputes concerning the interpretation or implementation of this Agreement shall be resolved by an Indiana court of competent jurisdiction. 11. Successors. Each of the provisions of this Agreement herein shall be binding upon and shall inure to the benefit of the successors and assigns in interest of the parties. 12. Entire Agreement. This Agreement and the exhibits hereto set forth the entire agreement among and between the parties with respect to the subject matter hereof and there are no agreements or understandings, whether oral or written, between the parties hereto except the Agreement and the exhibits attached hereto. This Agreement shall not be modified or amended except by an agreement in writing executed by all the parties hereto. The terms hereof are contractual and not mere recitals. 13. Severability. If any part, term or provision of this Agreement should be found to be invalid or unenforceable by any applicable law or court of applicable jurisdiction, that part, term or provision shall be replaced by a provision which comes as close as possible to the intended result of the invalid provision, and the economic purpose thereof, and which is valid and enforceable. The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provision. 14. Negotiated Agreement. This Agreement is the result of negotiations between the parties, and no party shall be deemed to be the drafter of this Agreement or any of the exhibits attached hereto. The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against either party. 15. Original Agreement. This Agreement may be executed in two or more counterparts, each of which shall constitute an original, but all of which, when taken together, shall constitute but one Agreement. 1279049v2 [SIGNATURE PAGE FOLLOWS] 5 IN WITNESS WHEREOF, the parties, either personally or by their duly authorized agents, have executed this Agreement effective as of the date first written above. CITY OF CARMEL, INDIANA By: Printed: Si 654 orzi/ A Title: l,e. O i /vl /cJ STATE OF INDIANA SS: COUNTY OF HAMILTON Before me, a Notary Public in and for said County and State, personally appeared e who, having been duly sworn, acknowledged the execution of this Agreemen to be h s voluntary act and deed and warranted that he was duly authorized to enter into this Agreement on behalf of the City of Carmel. Witness my hand and Notarial Seal this /Z day of 2008. My Commission Expires: 1279049v2 6 (Sigglature (Printed Nbme) Notary Public County of Residence: KING OF GLORY LUTHERAN CHURCH OF CARMEL, INDIANA f /k/a KING OF GLORY LUTHERAN CHURCH OF INDIANAPOLIS, an Indiana non profit corporation B Y: Printed: Ch#147741- d Title: STATE OF INDIANA SS: COUNTY OF HAMILTON Before me, a Notary Public in and for said County and State, personally appeared to-Nsw-00.0 f SM rt'Q,1Q, the QQ.t" 1 D N1) of King of Glory Lutheran Church of Carmel, Indiana f /k/a King of Glory Lutheran Church of Indianapolis, an Indiana non profit corporation who, having been duly sworn, acknowledged the execution of this Agreement to be his voluntary act and deed and warranted that he /she was duly authorized to enter into this Agreement on behalf of King of Glory Lutheran Church of Carmel, Indiana. Witness my hand and Notarial Seal this 1)- day of 3)e.c.ev+nioer 2008. 1279049v2 Dennis McCloud Notary Public Indiana County of Marion My Comm. Expires: Oct. 24, 2015 My Commission Expires: lo 1 19k 7 (Signature) MCielta/Ct (Printed Name) Notary Public County of Residence: fY� A(.wi■J Project: 07 -08 Parcel 21 A part of the West Half of the Northeast Quarter of Section 7, Township 17 North, Range 4 East, Hamilton County, Indiana, and being that part of the grantor's land lying within the right of way lines depicted on the attached Right of Way Parcel Plat, marked EXHIBIT "B described as follows: Beginning on the north line of said half quarter section South 89 degrees 23 minutes 38 seconds East 685.90 feet from the northwest comer of said half quarter section, which point of beginning is the northwest corner of the grantor's land: thence continuing South 89 degrees 23 minutes 38 seconds East 306.63 feet (306.82 feet per Deed Book 171, page 443) along the north line of said half quarter section to the west boundary of the intersection of Keystone Avenue (also known as S.R. 431) and 106 Street; thence South 0 degrees 36 minutes 22 seconds West 17.11 feet along the west line of the intersection of said Keystone Avenue and said 106` Street to the southwest boundary of said intersection; thence South 61 degrees 41 minutes 08 seconds East 19.12 feet along said southwest boundary to the south boundary of 106` Street; thence continuing South 61 degrees 41 minutes 08 seconds East 90.59 feet along the southwestern boundary of said intersection to the western boundary of said Keystone Avenue; thence South 9 degrees 42 minutes 08 seconds East 248.17 feet along said western boundary to point "350" designated on said plat; thence North 24 degrees 15 minutes 07 seconds West 151.81 feet to point "351" designated on said plat; thence North 54 degrees 57 minutes 18 seconds West 167.18 feet to point "352" designated on said plat; thence North 84 degrees 21 minutes 06 seconds West 247.06 feet to the west line of said grantor's land designated as point "353" on said plat; thence North 0 degrees 14 minutes 22 seconds East 13.28 feet along the west line of said grantor's land to; point "354" designated on said plat; thence continuing North 0 degrees 14 minutes 22 seconds East 19.00 feet along said west line to the south boundary of said 106` Street; thence continuing North 0 degrees 14 minutes 22 seconds East 26.00 feet along said west line to the point of beginning and containing 0.862 acres, more or less inclusive of the .presently existing right -of -way, which contains 0.185 acres, more or Less. This description was prepared for the City of Carmel, Indiana by Tracy L. McGill, Indiana Registered Land Surveyor, License Number LS20500009, on the 27 day of December, 2007. p G C('' No. t -t v 1 (20500009 STATE OF EXHIBIT "A" EXHIBIT A Page 1 of 1 Sheet 1 of 1 Fee Simple 0 106th Street 685.90' 0 O tri EXHIBIT "B" RIGHT -OF -WAY PARCEL PLAT Prepared For The City of Carmel by: AMERICAN 0 GO rap m 0 1 O t. M 22 Sell -Off 210.00' Og 350 g. N O 10 cr J 0 Z M O O 0 440 Line "S -5 -E" A 0 10 t0 0 0 0 N STRUCTUREPOINT INC. 120.00' 464.45' 464.11' O O n 306.82' Residue "A" 511.59' HATCHED AREA IS THE APPROXIMATE TAKING King of Glory Lutheran Church of Indianapolis PARCEL: 21 OWNER: PROJECT: 07 -08 ROAD: Keystone Parkway COUNTY: Hamilton SECTION: 7 TOWNSHIP: 17 NORTH RANGE: 4 EAST EXHIBIT B Page 1 of 2 17.37' O N X a) DRAWN BY: JEM CHECKED BY: TLM. Line "PR S -S- fry SHEET 1 OF 2 0 100' 200' SCALE: 1" =200' 430 +0 8 DEED BOOK 171, PAGE 443, DATED JANUARY 8, 1962 INSTRUMENT NUMBER 9214162, DATED MARCH 25, 1992 INSTRUMENT NUMBER 9361331, DATED DECEMBER 2, 1993 THrc of AT WAC ooconoOn co OM PUBLIC DOCUMENTS AND NOT CHECKED BY A FIELD SURVEY) Point North East Station Offset c. 16 18 21 22 See Location Control Route Survey Plat 23 25 28 340 15308.1808 12891.0092 10 +00 0' PR -S -5 -E 341 15298.4553 13810.5079 19 +19.55 0' PR -S -5 -E 342 15390.2863 14016.0948 21 +44.72 0' PR -S -5 -E 343 15311.6324 14380.8194 25 +17.83 0' PR -S -5 -E 350 14990.9152 13829.3766 437 +00 PL(93.61') Lt. E 351 15129.3293 13767.0200 438 +44 141' Lt. E 352 15225.3279 13630.1488 17 +40 80' Rt. S -5 -E 353 15249.6446 13384.2882 +PL(14 +93.87) 53.32' Rt. PR -S -5 -E 354 15262.9268 13384.3436 +PL(14 +93.79) PL(40.03') Rt, PR -S -5 -E SURVEYOR'S STATEMENT To the best of my knowledge and belief, this plat, together with the "Location Control Route Survey" recorded as Inst. No. 200200088040 in the Office of the Recorder of Hamilton County, Indiana, incorporated and made a part hereof by reference, comprise a Route Survey executed in accordance with Indiana Administrative Code 865 IAC 1 -12 "Rule 12 NOTE: STATIONS AND OFFSETS ARE TO CONTROL OVER NORTH AND EAST COORDINATES. OWNER: PARCEL: 21 PROJECT: 07 -08 ROAD: Keystone Parkway COUNTY: Hamilton SECTION: 7 TOWNSHIP: 17 NORTH RANGE: 4 EAST EXHIBIT "B" RIGHT -OF -WAY PARCEL PLAT Prepared For IThe City of Carmel by: AMERICAN STRUCTUREPOINT INC POINT REFERENCE CHART (Feet) 27/L1,7 Tracy L. McGill Date Reg. Land Surveyor No. LS20500009 State of Indiana King of Glory Lutheran Church of Indianapolis DRAWN BY: JEM CHECKED BY: TLM SHEET 2 OF 2 AMERICAN STRUCTUREPOINT, INC PROJECT NO. IN20030661 THIS PLAT WAS PREPARED FROM PUBLIC DOCUMENTS AND NOT CHECKED BY A FIELD SURVEY) EXHIBIT B Page 2 of 2 Project: 07 -08 Parcel 21A ,��55 5IIiit111111 \a L• No. s 5 r w STATE of J. EXHIBIT "A" A part of the west half of the northeast quarter of Section 7. Township 17 North, Range 4 East. Hamilton County, Indiana, and being that part of the grantor's land lying within the right of way lines depicted on the attached Right of Way Parcel Plat, marked EXHIBIT "B described as follows: Commencing at the northeast corner of said section; thence North 89 degrees 23 minutes 38 seconds West 1324.30 feet (1324.13 feet per Inst. No. 20020005024) along the north line of said quarter section to the northeast corner of said west half; thence South 0 degrees 30 minutes 32 seconds West 16.50 feet along the east line of said half quarter section to the point of beginning of this description: thence continue South 0 degrees 30 minutes 32 seconds West 403.26 feet along said east line to the eastern boundary of Keystone Avenue designated as point "393" on said plat; thence North 8 degrees 35 minutes 17 seconds West 27.00 feet along the boundary of said Keystone Avenue; thence North 2 degrees 26 minutes 17 seconds West 300.50 feet along said boundary; thence North 14 degrees 57 minutes 43 seconds East 79.00 feet along said boundary to the point of beginning and containing 0.101 acres, more or less This description was prepared for the City of Carmel, Indiana by Tracy L. McGill, Indiana Registered Land Surveyor, License Number LS20500009, on the 12 day of February, 2008. fir >l s t�s�j` EXHIBIT C Page 1 of 1 Sheet 1 of I Z J Q J =a Z a if) d u7 0 00 Li- 0 0 0 CC 0 z X OWNER: PARCEL: PROJECT: 07 -08 ROAD: Keystone Parkway COUNTY: Hamilton SECTION: 7 TOWNSHIP: 17 NORTH RANGE: 4 EAST EXHIBIT "B" RIGHT -OF -WAY PARCEL PLAT Prepared For The City of Carmel by: AMERICAN STRUCTUREPOINT INC KC PROPCO, LLC o o 20 00 1324.13' 24 +010 Line "S-5-E" CITY OF CARMEL INST. NO. 2007003041 g 16.50' 3 EXISTING R/W w R/W 391 NE COR, W 1/2, NE 1/4, SEC. 7 EXISTING R/W 106th Street MICHAEL E. BEVERLY L. EBY JAMES B. KATHRYN KESSLER LOT 5 COUNTY OF HAMILTON MISC. BOOK 130, PG 112 fa 3 REPLAT OF PART OF FARLEY CEMETERY w i I INST. NO. 200200005024 LOT 4 LOT 3 KING OF GLORY LUTHERAN CHURCH OF INDIANAPOLIS DRAWN BY: JDH 21A CHECKED BY: TLM SHEET 1 OF 2 0 50' 100' SCALE: 1" =100' LOT 1 LOT 2 HATCHED AREA IS THE APPROXIMATE TAKING DEED BOOK 171, PAGE 443, DATED JANUARY 8, 1962 THIS PI AT WAS PR FPAPFr) FRnM PUBLIC DOCUMENTS AND NOT CHECKED BY A FIELD SURVEY, EXHIBIT D Page 1 of 2 Point North East Station Offset C. 18 23 See Location Control Route Survey Plat 24 391 15250.2644 14053.5472 439 +34.70 156.26' Rt. E 392 15250.5265 14025.6656 439 +37.85 PL(128.56') Rt. E 393 14881,3982 14022.3876 +PL(435+71.05) PL(87,00') Rt. E SURVEYOR'S STATEMENT To the best of my knowledge and belief, this plat, together with the "Location Control Route Survey" recorded as Inst. No. 200200088040 in the Office of the Recorder of Hamilton County, Indiana, incorporated and made a part hereof by reference, comprise a Route Survey executed in accordance with Indiana Administrative Code 865 IAC 1 -12 "Rule 12 EXHIBIT "B" RIGHT -OF -WAY PARCEL PLAT Prepared For IThe City of Carmel by: AMERICAN STRUCTUREPOINT PROJECT: 07 -08 ROAD: Keystone Parkway COUNTY: Hamilton SECTION: 7 TOWNSHIP: 17 NORTH RANGE: 4 EAST POINT REFERENCE CHART (Feet INC 2 /0 eCif3 Tracy L. McGill Date Reg. Land Surveyor No. LS20500009 State of Indiana KING OF GLORY LUTHERAN CHURCH OF INDIANAPOLIS DRAWN BY: JDH 21A CHECKED BY: TLM SHEET 2 OF 2 a n" u n n n n L M� No. :.1 205000091 Al STATE OF /(ti NOTE: STATIONS AND OFFSETS ARE TO CONTROL OVER NORTH AND EAST COORDINATES. OWNER: PARCEL: AMERICAN STRUCTUREPOIN(,INC PROJECT NO. IN20030661 THIS PLAT WAS PREPARED FROM PUBLIC DOCUMENTS AND NOT CHECKED BY A FIELD SURVEY EXHIBIT D Page 2 of 2