Redevelopment Agreement REDEVELOPMENT AGREEMENT
This Redevelopment Agreement (the "Agreement"), executed this I day of
c'Q�f06'f , 2000, by and between the City of Carmel Redevelopment Commission ("CRC") and Davis
Homes, LLC ("Davis Homes"), WITNESSES
Recitals
WHEREAS, Davis Homes and WLB Associates, Inc. ("WLB"), have entered into that certain
Grant of Option to Purchase Real Estate, dated as of November Lo , 1999 (the "Option Agreement"),
pursuant to which Davis Homes has the option to purchase certain property located at 215 West Main Street,
Carmel, Indiana, as more particularly depicted on Exhibit A, attached hereto and incorporated herein by
reference (the "Option Property"); •
WHEREAS, Davis Homes and G&H Investments, Inc., have entered into that certain
Purchase Agreement (Commercial-Industrial Real Estate), dated August 10th, 1999 (the "Purchase
Agreement"), for the purchase by Davis Homes of that certain property adjacent to the Option Property, as
depicted on Exhibit A(the "Adjoining Property");
WHEREAS, pursuant to the Purchase Agreement, Davis Homes has deposited earnest
money for the purchase of the Adjoining Property in the amount of$20,000.00 (the "Earnest Money");
WHEREAS, the Option Agreement and the Purchase Agreement, collectively, are the
"Acquisition Agreements";
WHEREAS,the Option Property and the Adjoining Property, collectively, are the "Property";
WHEREAS, Davis Homes has the right under the Acquisition Agreements to assign the
Acquisition Agreements to CRC; and
WHEREAS, CRC and Davis Homes desire that Davis Homes assign the Acquisition
Agreements to CRC on the terms and conditions set forth below and to enter into this Agreement with respect
to the redevelopment of the Property;
Agreement
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency are
acknowledged hereby, CRC and Davis Homes agree as follows:
1. Assignment. Davis Homes hereby assigns and transfers to CRC all of its right, title, and interest in,
to, and under the Acquisition Agreements (the "Assigned Interests").
2. Covenants. Davis Homes covenants and warrants that: (a) Davis Homes has the right to assign the
Assigned Interests to CRC; (b)the Assigned Interests are sold, assigned, and transferred free and clear of
all liens, security interests and encumbrances created by Davis Homes or any person or entity claiming by,
through, or under Davis Homes; and (c) Davis Homes shall warrant and defend the Assigned Interests against
any and all claims of any kind or nature asserted by any persons or entitles claiming by, through, or under
Davis Homes.
3. Assumption. In consideration of the foregoing assignment by Davis Homes to CRC, CRC: (a)hereby
assumes all liabilities and responsibilities of Davis Homes with respect to the Assigned Interests; and (b)shall
indemnify and hold harmless Davis Homes from and against any and all claims, damages, losses, and
expenses (including,without limitation, attorneys'fees)arising from or connected with the Assigned Interests.
CRC acknowledges that: (a) Davis Homes has neither acted, nor failed to act, in any manner that constitutes,
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or, with the passage of time would constitute, a default under the Acquisition Agreements; and (b) CRC
accepts the Purchase Agreement"as is".
4. Earnest Money. Within ten days after receipt of written request, CRC shall reimburse to Davis Homes
the full amount of the Earnest Money.
5. Miscellaneous. This Agreement shall be construed in accordance with the laws of the State of
Indiana. This Agreement shall not be construed with resort to any presumption against the preparer hereof.
The captions of this Agreement are for convenience only and do not in any way limit or alter the terms and
conditions of this Agreement. All prior representations, undertakings, and agreements by or between the
parties with respect to the subject matter of this Agreement are merged into, and expressed in, this
Agreement, and any and all prior representations, undertakings, and agreements by and between the parties
with respect thereto hereby are canceled. This Agreement shall not be amended or modified, except by a
written agreement executed by both parties. This Agreement may be executed in separate counterparts, each
of which when so executed shall be an original, but all of which together shall constitute one and the same
instrument. Each person executing this Agreement represents and warrants that he or she has been
authorized to execute and deliver this Agreement by the entity for which he or she is signing, and that this
Agreement is the valid and binding agreement of such entity, enforceable in accordance with its terms.
IN WITNESS WHEREOF, CRC and Davis Homes have executed this Agreement as of the
day and year first written above.
CITY OF CARMEL REDEVELOPMENT
COMMISSION-2 / j
Printed: l-1-Y
Title: e.f ; D£w r
DA OMES, C r
By: .d.
Printed. fill° '� C
Title/GC
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