Bobby JohnLAND SALE CONTRACT
This Land Sale Contract (the 'Contract"), entered into by and between BobbyJohn, LLC (the
"Seller "), and 1 The City of Carmel Redevelopment Commission ( "CRC "), this Zw� day of
tit , 2011, WITNESSES:
Recitals
WHEREAS, Seller and CRC have entered into that certain Purchase Agreement dated
February 9, 2011 (the 'Purchase Agreement');
WHEREAS, pursuant to the Purchase Agreement, Seller has agreed to convey to CRC, and
CRC has agreed to purchase from Seller, certain real estate owned by Seller and more particularly described
and/or depicted on Exhibit A, attached hereto and incorporated herein (the "Parcel "), together with and
including all of Seller's right, title, and interest in and to: (a) all buildings and improvements located on the
Parcel (the "Improvements "); and (b) all rights, interests, privileges, and easements in any way appertaining
to the foregoing, or used in connection therewith (the "Rights');
WHEREAS, the Parcel, the Improvements, and the Rights, collectively, are the "Property";
WHEREAS, pursuant to the Purchase Agreement, the purchase price for the Property is
$1,300,000.00 (the Purchase Price");
W HEREAS, the Purchase Agreement contemplates that, at the closing of the transaction
contem plated in the Purchase Agreement (the "Closing "), Seller and CRC shall enter into a land sale contract
pursuant to which CRC shall pay the Purchase Price;
WHEREAS, the Closing occurred on the date hereof; and
WHEREAS, Seller and CRC desire to enter into this Contract;
Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are acknowledged hereby, Seller and CRC agree as follows:
1. Purchase Price. CRC shall pay the Purchase Price as follows:
(a) Interest. Interest shall accrue on the unpaid principal balance of the Purchase Price
remaining from time to time (the ° Principa l Balance'), with such interest accruing: (i) from the
date hereof (the 'Execution Date ") until the Purchase Price is paid in full; and (ii) at the rate
of 6.77% per annum (the "Interest Rate'). The Principal Balance and the accrued but unpaid
interest (the "Accrued Interest "), collectively, are the "Contract Balance ".
(b) Payment.
(i) Commencing on the Execution Date, and continuing thereafter on
the first day of each month, CRC shall pay to Seller 29 equal monthly
payments of principal plus interest in the amount of $7,625.00. Each
monthly payment paid to Seller shall be applied: (A) first, to Accrued
Interest; and (B) second, to reduce the Principal Balance_
(11) On the first day of the 30th full calendar month following the
Execution Date (the `Final Payment Date "), CRC shall pay to Seller a
balloon payment In an amount equal to the Contract Balance.
(c) Prepayment. CRC may make prepayments of any amount of the Contract Balance
at any time without penalty or premium, which prepayments shall be applied: (1) first, to
Accrued Interest; and (11) third, to reduce the Principal Balance.
(d) Miscellaneous. All amounts due under this Contract by CRC shall be subject and
subordinate to CRC's obligations pursuant to all: (1) bonds; and (ii) installment contracts
assigned to lenders to secure financing; whether first arising before or after the Effective
Date_
2. Taxes and Insurance.
(a) Taxes. Pursuant to the Purchase Agreement: (1) Seller shall pay all: (A) general and
special governmental and utility assessments (the "Assessments "); and (B) real estate taxes
(the "Real Estate Taxes "); with respect to the Property; that first become due and payable
prior to the Execution Date; and (ii) CRC shall pay all Real Estate Taxes that first become
due and payable on or after the Execution Date. CRC acknowledges that: (I) it received a
credit against the Purchase Price at closing in the amount of the Assessments and Real
Estate Taxes that were not: (A) to be assumed by CRC: and (B) due and payable at the time
of closing; (ii) Seller shall not be further liable for such Assessments or Real Estate Taxes;
and (iii) CRC shall be responsible to pay all such Assessments or Real Estate Taxes.
Accordingly, from and after the date hereof, CRC shall pay all Assessments and Real Estate
Taxes due after the Execution Date. CRC, at its expense and upon written notice to Seller,
may contest on its and Seller's behalf any changes of the assessed valuation of the Property.
Seller shall cause all statements for Assessments and installments of Real Estate Taxes to
be sent directly to CRC, and CRC, upon written request by Seller, shall provide to Seller
evidence that CRC has paid such Assessments and Real Estate Taxes.
(b) lnsurance. CRC shall maintain. or cause to be maintained, types and amounts of
insurance with respect to the Property set forth on Exhibit B (the "Required Insurance "). All
policies of insurance required to be maintained by CRC hereunder shall name Seller and any
Mortgage Lender (as hereinafter defined) as additional insureds. CRC, upon written request
by Seller, shall provide to Seller evidence that CRC is maintaining the Required Insurance.
The Required Insurance may be maintained under a "blanket policy" insuring other parties
and other locations so long as the minimum insurance policy requirements and limits setforth
herein are maintained_
(c) Payment. If: (i) CRC fails to: (A) pay any Assessments or Real Estate Taxes; or
(B) maintain the Required Insurance; and (ii) such failure continues for ten days after written
notice from Seller; then Seller may pay such Assessments or Real Estate Taxes, or obtain
the Required Insurance, as the case may be, and add the amount paid to the Principal
Balance.
3. Possession and Title. Seller and CRC acknowledge that: (a) on the Execution Date, Seller has
given CRC full and complete possession of the Property, except for the rights and obligations of Seller and
the tenant under: (I) the lease set forth on Exhibit C, which Seller and CRC expressly acknowledge and agree
shall survive the Execution Date; and (ii) any future leases of the Property approved in writing by CRC, which
approval shall not be unreasonably withheld (collectively, the "Permitted Leases *); (b) as of the date hereof,
CRC has the right to any income from the Property, except from the Permitted Leases; (c) Seller has provided
to CRC a land contract owner's policy of title insurance issued by Hamilton Title Security, LLC (the "Title
Insurer") and satisfactory to CRC (the "Land Contract Title Policy *); and (d) Seller shall perform all
maintenance and repair of the Property necessary or appropriate after the Execution Date, except for:
(i) routine maintenance and repair of: (A) the interior of that portion of the Property depicted and/or described
on Exhibit D (the "Warehouse Space "); and (B) signage installed and /or maintained on the Property by CRC;
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and (11) janitorial services with respect to the Warehouse Space. After the date hereof, Seller shall not
encumber the Property with a mortgage or any other lien.
4. Damage. Al! proceeds of the Casualty Insurance received by CRC and Seller as payment for any
Toss of, or damage to, the Property shall be applied as determined by CRC either: (a) to restoration and/or
repair of the Property; or (b) toward prepayment of the Contract Balance; provided that, if an uncured Event
of Default (as hereinafter defined) exists on the date of receipt of such proceeds, then Seller may require such
proceeds to be applied toward prepayment of the Contract Balance, with any excess to be paid to CRC.
5. Mechanics' Liens. CRC shall not suffer or cause the filing of any mechanic's lien against the
Property. If any mechanic's lien is flied against the Property, or any part thereof, for work claimed to have
been done for, or materials claimed to have been furnished to, CRC, then Seiler, at its option, may compel
the prosecution of an action for the foreclosure of such mechanic's lien by the lienor. If: (a) any such
mechanic's lien Is filed; and (b) an action is commenced to foreclose the lien; then, upon receipt of written
demand from Seiler, CRC, at Its expense, shall cause such mechanic's lien to be released by: (a) filing a
written undertaking with a surety approved by the Court; and (b) obtaining a court order releasing the Property
from such mechanic's lien. Nothing in this Contract shall be deemed or construed to constitute consent to,
or a request of any party for, or as giving CRC the right or authority to contract for, authorize, or permit, the
performance of any work or the furnishing of any materials that would permit the attaching of a valid
mechanic's lien.
6. Indemnification. CRC hereby assumes all risk and responsibility for accidents, injuries, or damages
to persons and property arising from its use and control of the Warehouse Space. Seller hereby assumes
all risk and responsibility for accidents, injuries, or damages to persons or property arising from the use and
control of the Property other than the Warehouse Space. Each party shall indemnify and hold harmless the
other from and against any and all claims, judgments, liabilities, losses, costs, and expenses (including,
without limitation, reasonable attorneys' fees and court costs) arising from, or connected with, such party's:
(a) failure to perform any of its obligations under this Contract; or (b) control or use of the Property as
described in this Section (including, without limitation, any damage or injury to person or property); provided
that these indemnifications shall not include any matter against which Seller or CRC is protected (or is
required by the terms of this Contract to be protected) by insurance. If either party, without fault, becomes
a party to litigation commenced by or against the other party, then the party by or against whom litigation is
commenced shall indemnify and hold harmless the other party.
7. Use. CRC may use the Property for any legal purpose. CRC shall: (a) use the Property in a careful
manner; (b) subject to Section 3, keep the Property in good repair; and (c) not commit waste on the Property.
In connection with Its use of the Property, CRC shall comply with all applicable federal, state, or local laws,
statutes, or ordinances, or governmental rules, regulations, or orders. Until the Contract Balance is paid in
full, Seller, from time to time, at reasonable times, and upon prior written notice to CRC, may enter upon and
inspect the Property.
8. CRC Defaults. Each of the following shall constitute an "Event of Default" for purposes of this
Contract:
(a) Failure by CRC to make any payment, including, without limitation, any payment due
under Sections 1 or 2, within 10 days after delivery of written notice by Seller;
(h) Failure by CRC to observe or perform any term or condition of this Contract to be
observed or performed by CRC with respectto insurance, and the continuance of such failure
for 30 days after delivery of written notice by Seller;
(c) Failure by CRC to perform or observe any other term or condition of this Contract,
and the continuance of such failure for 30 days after delivery of written notice by Seller;
provided that, if such failure is of a nature that it reasonably cannot be cured within 30 days,
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then no Event of Default shall be deemed to have occurred so long as CRC: (i) commences
to cure such failure within 30 days; and (il) diligently pursues such cure to completion;
(c) The making of any levy on, or any seizure or attachment of, the Property;
(d) CRC: (1) institutes or consents to any proceedings: (A) in insolvency; (B) for the
adjustment, liquidation, extension, or composition or arrangement of debts; or (C) for any
other relief under any insolvency law or laws relating to the relief or reorganization of debtors;
(11) files an answer admitting bankruptcy or insolvency, or in any manner is adjudged
insolvent; (iii) makes an assignment for the benefit of creditors; or (iv) admits in writing its
inability to pay debts as they become due; or
(e) Any part of the Property, or all er a substantial part of the property or assets of CRC,
is placed in the hands of any appointed receiver, trustee or other appointed officers or
representatives of any court, and the appointment of such receiver, trustee, or other officer
or representative is not vacated or set aside within 90 days of the appointment, or CRC
consents, agrees or acquiesces to the appointment of any such receiver or trustee.
9. Seller Remedies.
(a) Balloon Payment. If an Event of Default occurs and is continuing with respect to the
payment to be made by CRC pursuant to Subsection 1(b)(ii), then Seller, as its sole remedy,
may terminate and foreclose this Contract upon written notice to CRC. CRC hereby:
(I) acknowledges and agrees that, upon termination of this Contract in accordance with this
Subsection, CRC shall forfeit any and all equity that CRC may then have In the Property; and
(ii) waives any right to contest such termination, foreclosure, and forfeiture.
(b) All Other Defaults. If an Event of Default other than an Event of Default described
in Subsection 9(a) occurs and is continuing, then: (I) at the option of Seller: (A) the remaining
payments due pursuantto Subsection 1(b)(i1) less the reasonable rental value of the Property
until the Final Payment Date shall become immediately due and payable without any notice
or demand of any kind; and (B) Seller shall have the right to exercise any and all remedies
available at law or In equity to: (1) collect the Contract Balance; (2) terminate this Contract;
and (3) protect Seller's interest under this Contract and in and to the Property, including,
without limitation, re- entering and repossessing the Property; or (ii) Seller may exercise any
and all remedies available at law or in equity to enforce the observation or performance by
CRC of the terms and conditions of this. Contract; provided that all remedies available to
Seller shall be cumulative and not exclusive, and the failure by Setier to exercise any remedy
at any time shall not operate as a waiver of the right of Seller to exercise any remedy for the
same or any subsequent Event of Default at any time thereafter.
10. Seller Defaults. If Seller shall fail to perform or observe any term or condition of this Contract to be
performed or observed by Seller, and such failure shall continue for 30 days after delivery of written notice of
such failure by CRC (the "Seller's Cure Period'), then CRC may exercise any and all rights and remedies that
it may have at law or in equity with respect to such failure; provided that: (i) CRC shall provide written notice
of such failure to each mortgage lender of the Property of which CRC has written notice from Seller (each,
a `Mortgage Lender "); (ii) if such failure is of a nature that it reasonably cannot be cured within the Seller's
Cure Period, then such failure shall not give rise to any remedies provided in this Section so long as Seller:
(A) commences to cure such failure within the Seller's Cure Period; and (B) diligently pursues such cure to
completion; and (iii) if there is a Mortgage Lender (and written notice thereof to CRC), then CRC shall not
exercise any right or remedy that CRC may have at law or in equity until 30 days after the Seller's Cure Period;
provided that, if such failure is of a nature that it reasonably cannot be cured within 30 days, then such failure
shall not give rise to any rights or remedies provided in this Section so long as the Mortgage Lender:
(A) commences to cure such failure within 30 days; and (B) diligently pursues sch cure to completion.
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11. Transfer of Title. Upon payment by CRC of the Contract Balance, Seller shall convey to CRC fee
simple title to the Property by special warranty deed, subject only to: (a) easements and restrictions of record
as of the Execution Date, as disclosed in the Land Contract Title Policy, except for the Permitted Leases,
which shall be terminated; (b) the rights of persons in possession of the Property claiming by, through, or
under CRC; (c) the lien of all Real Estate Taxes payable by CRC hereunder; and (d) any other encumbrances
which, by the terms and conditions of this Contract, are to be paid by CRC. In addition to the foregoing, Seller
shall deliver the following to CRC:
(a)
a vendor's affidavit, in form and substance satisfactory to CRC and the Title Insurer;
(h) an affidavit that Seller is not a "foreign person ", in form and substance similar to that
delivered to CRC at the Closing; and
(c) an affidavit that the Parcel Is not "property" under the Indiana Responsible Property
Transfer Law, as amended, in form and substance similar to that delivered to CRC at the
Closing.
12. Subordination.
(a) Subordination. Subject to Subsections 12(b) and (c), CRC hereby acknowledges
and agrees that this Contract shall be subordinate to any mortgage lien filed against the
Property by Seller prior to the conveyance described in Section 11 (each, a "Mortgage ").
(b) Attornment. If a Mortgage is foreclosed (or there is a deed in lieu of foreclosure),
then CRC shall: (i) attorn to the purchaser at the foreclosure sale (or the grantee under the
deed in lieu of foreclosure); and (II) recognize such purchaser (or grantee) as the substitute
seller under this Contract until such purchaser (or grantee) conveys its interest in the
Property; provided that: (1) none of the foregoing shall be deemed to be an acknowledgment
by such purchaser (or grantee) of the validity of any claims of CRC against the prior seller;
(ii) such purchaser (or grantee) shall not be liable for any claims of CRC against the prior
seller; (iii) after such purchaser (or grantee) conveys its interest in the Property, such
purchaser (or grantee) shall remain liable for defaults by such purchaser (or grantee) that
occur: (A) after the foreclosure sale (or the deed in lieu of foreclosure); and (B) before such
conveyance; and (iv) the purchaser at the foreclosure sale shall take title to the Property
subject to CRC's rights under this Contract, such that, upon payment by CRC to such
purchaser of the Contract Balance, as reduced only by payments: (A) made by CRC to Seller
or such purchaser under this Contract; and (B) that such purchaser is not prohibited by law
from accepting; such purchaser shall convey the Property to CRC in accordance with the
terms and conditions of this Contract. All rights and obligations of the parties under this
Contract shall continue as though such foreclosure (or deed in lieu of foreclosure) had not
occurred. CRC shall execute and deliver to any such purchaser (or grantee) such further
assurances, and all other documents, in form and substance reasonably satisfactoryto CRC,
confirming the foregoing as such purchaser (or grantee) reasonably may request.
(c) Non - Disturbance. If a Mortgage is foreclosed, then the holder of such Mortgage shall
not: (a) join CRC in any foreclosure proceedings; or (b) disturb the use and occupancy of the
Property by CRC under this Contract; in either case so long as CRC is not in default under
any of the terms or conditions of this Contract to be performed by CRC.
13. Notices. MI notices permitted or required to be given hereunder shall be in writing, and shall be
deemed to be delivered when: (a) delivered personally; (b) sent by facsimile, with electronic confirmation of
receipt; or (c) sent by national overnight courier; in all events to the following addresses: to CRC at 30 West
Main Street, Suite 220, Carmel, Indiana 46032, Facsimile: 317- 844 -3498, Attn: Les Olds, with a copy to:
Wallack Somers & Haas, P.C., One Indiana Square, Suite 1500, Indianapolis, Indiana 46204, Facsimile: 317-
ZADocumenls\Shoup, JennylClly oFCannelFPamet 141dertillTand
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231 - 9900, Attn: Karl P. Haas; or to Seller at: 9589 Valparaiso Court, Indianapolis, Indiana 46268, Facsimile;
3117 -396 -0688, Attn: John Levinsohn, with a copy to: Bruce E. Smith, 930 East 66th Street, Indianapolis,
Indiana 46220, Facsimile: 317-472-1802. Either party may change its address for notice by written notice
delivered to the other party as provided above.
14. Assignment. CRC shall not sell, assign, pledge, mortgage, encumber, or transfer its rights and
Interests in and under this Contract without the written consent of Seller; provided that CRC, without the
written consent of Seller, shall have the right to: (a) assign this Contract to any agency or instrumentality of
the City of Carmel, Indiana; or (b) sell, assign, pledge, mortgage, encumber, lease, subcontract, or transfer
its rights and Interests in and to the Property to a party that has committed to CRC that it will utilize and/or
redevelop the Property. Notwithstanding any sale, assignment, pledge, mortgage, encumbrance, lease,
subcontract, or transfer by CRC permitted under this Section, CRC shall remain obligated hereunder until the
Contract Balance is paid in full. This Contract otherwise shall be binding upon, and shall inure to the benefit
of, Seller and CRC and their respective heirs, personal representatives, successors, and assigns.
15. Authority. The undersigned persons executing this Contract on behalf of Seller and CRC represent
and certify that: (a) they are fully empowered and authorized by all necessary action of Seller and CRC,
respectively, to execute and deliver this Contract; (b) they have full capacity, power, and authority to enter into
and carry out this Contract; (c) the execution, delivery, and performance of this Contract have been duly
authorized by Seller and CRC, respectively; and (d) this Contract is the legal, valid and binding obligation of
Seller and CRC, respectively.
16. Miscellaneous. The terms and conditions of this Contract shall be governed by and construed in
accordance with the laws of the State of Indiana. This Contract supersedes the Purchase Agreement, and
is the final expression of the complete and exclusive agreement between Seiler and CRC with respect to the
Property. No agreement by and between Seller and CRC to modify or amend this Contract shall be binding
and enforceable, unless all terms and conditions of the modification or amendment are set forth in writing and
signed by Seller and CRC. This Contract shall not be recorded. At the request of either party: (a) both parties
shall execute a memorandum of this Contract; and (b) CRC, at its expense, shall record the same. All exhibits
referenced herein are attached hereto and incorporated herein by this reference.
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IN WITNESS W HEREOF, Seller and CRC have executed this Contract as of the day and year
first written above.
SELLER:
BOBBYJO
By:
Printed:
Title:
1.1.0 LeNtwS ^'
CRC:
Inn v
THE CITY OF CARME REDEVELOPMENT
COM '.SS
Bv:
Z:lrlocumenlslShoup. JennylCky of Carmel Parcel 141fderrpfLend
ConiractlLand Sale Contract.v4.wpd -7-
William Ham
resident
STATE OF INDIANA
COUNTY OF HAMILTON
)
)
)
ACKNOWLEDGMENTS
SS:
afore , me, a Notary Public in and for the State of Indiana, personally appeared
Tat% rr>tSnHn) , the rR of BobbyJohn, LLC, who acknowledged the
execution of the foregoing Land Sale Contract on behalf of such entity.
WITNESS my hand and Notarial Seal this
I am a resident of
WILLIAM B. OLSEN
Hamilton County
My Commission Expires
June 30, 2016
County, Indiana.
My commission expires
STATE OF INDIANA
COUNTY OF HAMILTON
)
) SS:
By:
Printed Name:
, 2011.
IIc
Before me, a Notary Public in and for the State of Indiana, personally appeared William Hammer, the
President of the City of Carmel Redevelopment Commission, who acknowledged the execution of the
foregoing Land Sale Contract on behalf of such entity. p�
WITNESS my hand and Notarial Seal this2 dayof , 2011.
By:
Printed Name:
I am a resident of County, Indiana_
My commission expires
Note e ublic
CARLA J. ANNOL1,.t
v :•:,: ro Notary Public, SUM of Indiana
Merlon County
My Corrrniselon Expires [j
May 14,2015
This instrument was prepared by Ryan R. Wllmering, Attorney -At -Law, Wallack Somers & Haas, One Indiana
Square, Suite 1500, Indianapolis, Indiana 46204. I affirm, under the penalties for perjury, that I have taken
reasonable care to redact each Social Security number in this document, unless required by law.
Ryan R. Wilmering
LIDocentents‘Shoup.Jennyelly of CarmeRPareal 141MonilN.end
Contractikand Sale Contract v4.wpd -8-
File No.: 20110089
EXIIBIT A
Tract 1
Part of the East Half of the Southeast Quarter of Section 25, Township 18, North, Range 3 East
in Hamilton County, Indiana, more particularly described as follows:
Beginning at the Northwest corner of the East Half of the Southeast Quarter of Section 25,
Township 18 North, Range 3 East; thence South on and along the West line of said East Half,
732,44 feet; thence East parallel with the North line of said East Half 174.5 feet; to the
intersection of the East line of Canada Dry Lane and the South line of Second Street in the Town
of Carmel, Indiana, said point being 326.0 feet West of the West right of way line of the Monon
Railroad; thence South on and along the East line of Canada Dry Lane 290.0 feet to the place of
beginning of this tract; thence East parallel with the South line of Second Street 171.7 feet to a
point which is 163.0 feet West of the West right of way line of the Monon Railroad; thence
South parallel with the West right of way line of the Monon Railroad, 242.0 feet; thence
Westerly 179.0 feet to a point on the East line of Canada Dry Lane, which point is 246.0 feet
South of the place of beginning, thence North on and along said East line of Canada Dry Lane
246.0 feet to the place of beginning, containing 0.98 acre, more or less.
Tract 2
Perpetual roadway easement as more particularly described as follows:
Part of the East Half of the Southeast Quarter of Section 25, Township 18 North, Range 3 East in
Hamilton County, Indiana, more particularly described as follows:
Commencing at the Northwest corner of the East Half of the Southeast Quarter of Section 25,
Township 18 North, Range 3 East; thence North 89 degrees 52 minutes 30 seconds East
(assumed bearing) on and along the North Line of said Quarter 391.44 feet; thence South 00
degrees 00 minutes 00 seconds parallel with the West right of way line of the Monon Railroad
732.44 feet to the Beginning Point of this description; thence North 89 degrees 52 minutes 30
seconds East parallel with said Quarter Section North line 20.00 feet; thence South 00 degrees 10
minutes 30 seconds West 260.61 feet; thence South 16 degrees 34 minutes 10 seconds East 49.65
feet; thence South 05 degrees 52 minutes 55 seconds West 64.70 feet; thence North 48 degrees
48 minutes 30 seconds West 36.93 feet; thence North 00 degrees 10 minutes 30 seconds East
348.20 feet to the Beginning Point; containing 0.19 acres, more or less.
Tract 3
Perpetual easement for ingress, egress and the loading and unloading of shipping vehicles more
particularly described as follows:
Part of the East Half of the Southeast Quarter of Section 25, Township 18 North, Range 3 East in
Hamilton County, Indiana, more particularly described as follows:
Commencing at the Northwest corner of the East half of the Southeast Quarter of Section 25,
Township 18 North, Range 3 East; thence North 89 degrees 52 minutes 30 seconds East
(assumed bearing) on and along the North line of said Quarter 325.2 feet; thence South 00
degrees 00 minutes 00 seconds parallel with the West Right of Way line of the Monon Railroad
1023.45 feet to the Beginning Point of this Description; thence South 48 degrees 48 minutes 30
seconds East 124.53 feet; thence South 01 degrees 02 minutes 00 seconds East 104.81 feet;
thence North 88 degrees 42 minutes 25 seconds West 94.89 feet; thence North 00 degrees 00
minutes 00 seconds parallel with the West Right of Way line of said Monon Railroad 184.01 feet
to the Beginning Point; containing 0.31 acre, more or less.
NOTE: The acreage is included above for descriptive purposes only, The policy should not be
construed as insuring the amount of acreage contained therein.
EXHIBIT B
Required Insurance
OP ID: 79
A � °¢ CERTIFICATE OF LIABILITY INSURANCE
° "'�""M'°°'Y'"Y'
03/02/11
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the poiicy(Ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER 800 -678 -0361
Hylant Group Inc - Indianapolis
301 Pennsylvania Parkway, #241 317417 -5151
Indianapolis, IN 46280
W. Michael wells
CONTACT Marianne Uban
NAME:
I No Ext. 317 -817 -5136 Ira. if„): 317417 -5151
E-MAIL
ADDRESS: marianne.uban @hyiant.com
PRODUCER CARME80
CUSTOMER ID II:
"MUMMY AFFORDING COVERAGE
NAIC A
INSURED City of Carmel
Steve Engelking
One Civic Square
Carmel, IN 46032
INSURER A ; Travelers Insurance Companies
OCCUR
INSURER B
INSURER C :
01/01111
INSURER D
EACH OCCURRENCE
INSURER E :
X
INSURER F ;
$ 50,000
COVERAGES
CERTIFICATE NUMBER:
•
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH! THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS,
INSR
LTR
TYPE OF INSURANCE
ADDL
OSR
SUBR
WMD
POLICY NUMBER
POLICY EFF
IMM/DD(YYYY1
' POLICY EXP
IMMIDDIYYYYI
LIMITS
A
GENERAL
LIABILITY
COMMERCIAL GENERAL
LIABILITY
"
OCCUR
GP09315757
01/01111
01/01/12
EACH OCCURRENCE
$ 2,000,000
X
PREABGSE$ Ea 1
$ 50,000
! CLAIMS-MADE
MED EXP (Any one person)
$ 0
PERSONAL s ADV INJURY
$ 2,000,000
GENERAL AGGREGATE
$ 2,000,000
GEN'LAGGREGATE
UNIT APPLIES PER:
POLICY f .IPEL'T fl LDC
PRODUCTS - COUP/OP AGG
$ 2,000,000
7
$
A
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHFSIULED AUTOS
HIRED AUTOS
NON-OWNED AUTOS
8103036P64A
01/01/11
01101/12
COMBINED SINGLE UMIT
( acddent)
$ 2,000,000
X
—
BODILY INJURY (Per person)
$
-
BODILY INJURY (Per sodden")
$
—
—
PROPERTY DAMAGE
(Per accident)
$
—
S
$
UMBRELLA UAB
EXCESS LIAB
OCCUR
CLAIMS-MADE
_
EACH OCCURRENCE
$
AGGREGATE
0
DEDUCTIBLE
RETENTION 0
$
$
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY YIN
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICERIMEMBER EXCLUDED? n
{Mandatory In NH)
If describe OF O
OESCRIPFIDN OF OPERATIONS below
N /A
WC STATU- IOTFf
!TORY WATTS I I ER
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE
$
E.L. DISEASE - POLICY LIMIT
$
A
PROPERTY
630581M4075
01101/1/
01/01112
SEE
ATTACHED
OPERATIONS ER�t more required) SEE ATTACHEDOLCES INCLUDE COVAGEFORBOBBY JOHN WAREHOUSE S AT
457 3RD AVE. SW., CARMEL, IN 48032.
CERTIFICATE HOLDER
1
EVIDENC
Evidence of Coverage
(Applies to All Locations)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2009/09)
1983-2009 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
NOTEPAD
INSURED'S NAME City of Carmel
IC REgLpRp}�({gp p Lp�
A �y L LLAA�Yrrrr�VELaAlY1E 1lT ClGS
S. CORPORATION _EAIN
CA M L CITY CENTTER COMAMIU 1 . • LOPMENT CORPORATION
CARMESO
OP ID: 79
PAGE 2
DATE 03102!11
WI LIMITS:
�G AD T B SS PERSONAL PROPERTY: $425,376,441
LLOIN LIMI:$2fi3,959
SPECIFIC BUSINESS PERSONAL PROPERTY
AA1L T �N kA : oE gUQ pp E C
MEp) �PENSEIRENTAL VALUE: $5,000,000
�
11': l
WI IS BR BLE
L{ p A TIC a f U MML � E ARTS; 5 frIBLE
EXHIBIT c
The Permitted Leases
Lease Agreement by and between BobbyJohn, LLC (Landlord) and Club Canine, LLC (Tenant) dated July
31, 2006 and amended by First Lease Amendment dated February 15, 2011
EXHIBIT D
Depiction and/or Description of the Warehouse Space