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HomeMy WebLinkAboutRes 39-99 08/17/1999 wl 7/27/99 RESOLUTION NO. 39-99 A RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT BETWEEN THE VILLAGE OF MOUNT PROSPECT AND NORWOOD CONTRUCTION, INC. FOR THE DOWNTOWN REDEVELOPMENT OF PHASE lB, LOCATED ON THE NORTHEAST CORNER OF NORTHWEST HIGHWAY AND ROUTE 83 WHEREAS, The Village of Mount Prospect has established a Tax Increment Financing District for the purpose of redeveloping the downtown district; and WHEREAS, in order to prepare the best plan for the redevelopment area, the Village of Mount Prospect has determined that it would be in the best interest of the Village to enter into an Agreement with Norwood Construction, Inc. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND BOARD OF TRUSTEES OF THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS: SECTION ONE: That the Mayor and Board of Trustees do hereby authorize execution of an Agreement between the Village of Mount Prospect and Norwood Construction, Inc. for the purpose of developing a plan for the Downtown Redevelopment District Target Area D of the Village of Mount Prospect, a copy of which Agreement is attached hereto and hereby made a part of hereof as Exhibit "A". SECTION TWO: That this Resolution shall be in full force and effect from and after its passage and approval in the manner provided by law. AYES: Co=coran, Hoefert, Lohrstorfer, Skowron, Wilks NAYS: None ABSENT: Nocchi PASSED and APPROVED this 17th .day of August , 1999, ~G~f'ar~ L Farley' ' Village President ATTEST: VelrYna W. Lowe Village Clerk H;~GEN\flleS~WII~RES~Nor~voodDevAg~nt.7.20*99,doc Mount Prospect Phase lB AGREEMENT FOR THE SALE AND REDEVELOPMENT OF LAND /)TillS AGREEMENT (this Agreement ) is made on or as of the lo_--day of ~t~//.~d~ , 1999, by and between the VILLAGE OF MOUNT PROSPECT, an Illinois Mun~ipal Corporation ("Village"), having its principal office at Village Hall, 100 S. Emerson Street, Mount Prospect, Illinois 60056, and NORWOOD CONSTRUCTION, INC., an Illinois corporation, or its nominee ("Purchaser"), having its principal office at 7458 N. Harlem Avenue, Chicago, Illinois 60631. RECITALS: WHEREAS, Purchaser desires to purchase from the Village, and the Village has agreed to sell to the Purchaser, the real property containing approximately 45,000 square feet that is part of a block lmown as the Village Hall Block in downtown Mount Prospe~ Illinois, bounded by Northwest Highway, Main Street, Emerson Street, and Busse Avenue that is currently owned or to be owned by the Village and which is legally described in Exhibit A attached hereto and made a part hereof ("Property"); WHEREAS, the Purchaser intends to acquire and construct on the Property no more than forty- two (42) residential units (to be adjusted based on market demand as determined by Purchaser) and approximately 18,000 square feet of commercial space, and in conjunction therewith, to provide no less than an overall parking ratio of 1.4 parking spaces per residential unit on the Property; WHEREAS, the Property is located in the Village's Tax Increment Finance (TIF) District; WHEREAS, the Improvements and development contemplated herein will facilitate the goals and objectives of the Village's TIF District and provide for increased economic activity within the Village; and WHEREAS, Purchaser is unwilling to undertake the Project without celtmin TIF incentives from the village, which the Village is willing to provide, and the Village has determined that it is desirable and in the Village's best interest to assist the Purchaser in the manner set forth herein. NOW, THEREFORE, in consideration of the promises and the mutual obligations of the parties hereto ("Parties"), the Parties hereby covenant and agree as follows: Section One: Incorporation of Recitals The recitals set forth above constitute an integral paxt of this Agreement and are incorporated herein by this reference with the same force and effect as if set forth herein as agreements of the Parties. Section Two: Del'tuitions For purposes of this Agreement, the following terms shall have the meanings indicated: A. "Improvements" shall mean collectively all of the improvements, structures, buildings or facilities made on the Property, including no more than forty-two (42) residential units (to be adjusted based on market demand as determined by Purchaser) and approximately 18,000 square feet of commercial space, and in conjunction therewith, no less than 1.4 parking spaces per residential unit on the Property. B. "Project" shall mean the Improvements described in Section 2(A) above. C. "Title Company" shall mean Intercounty National Title Insurance Company whose principal office is located at 120 W. Madison Street, Chicago, Illinois 60602, or another title company selected by Purchaser. Section Three: Earnest Money Deposit, Zoning Conthtgeney, Permits and Other Governmental Approvals A. Earnest Money Purchaser will deposit an amount equal to 10% of the Purchase Price (or $75,000) within three (3) bosiness days following the execution of this Agreement by both parties which will be applied (together with interest thereon) as a credit to the Purchase Price at Closing. The Earnest Money shall be held by the Tire Company in an interest-bearing account in an investment vehicle acceptable to Purchaser. B. Zoning Contingency. This Agreement shall be contingent upon Purchaser obtaining the approval by the Village of a Planned Unit Development and/or Conditional Use Permit, plat of subdivision or resubdivision, if necessary ("Zoning Contingency"), which will allow the construction of the Project in substantial compliance with the design concept and preliminary Site Plan and Elevations contained in the Response to Request for Proposals for Phase lB of the Village of Mount Prospect's Downtown Redevelopment Program dated April 27, 1999 ("Purchaser's Intended Use") previously submitted to the Village Board ("Site Plan and Elevations") for the development of Downtown Redevelopment District Target Area D. Purchaser shall submit to the Village a petition for zoning approval for Purchaser's Intended Use not later than November 1, 1999 and shall diligently pursue the satisfaction of the Zoning Contingency. C. Permits and Other Governmental Approvals. This Agreement shall also be contingent upon Purchaser obtaining all other governmental approvals fi:om the Village, County, and State ("Governmental Approvals) which will allow and be necessary for Purchaser's Intended Use, including a building permit. Purchaser will diligenfly pursue obtaining the Governmental Approvals. The Village shall use its best efforts to assist and cooperate with Purchaser to secure the Governmental Approvals. Specifically, the Governmental Approvals and Zoning Contingency shall permit the construction of no more than forty-two (42) residential condominium units (to be adjusted by market demand as determined by Purchaser) and approximately 18,000 square feet of commercial space, with no less than 1.4 parking spaces per residential unit on the Property. The construction of the Improvements shall commence within sixty (60) days after Closing of the Property, weather permitting. The Project will be substantially completed not later than eighteen (18) months after commencement of construction. Nothing in this Agreement shall supersede the provisions of any Planned Unit Development and/or Conditional Use Permit adopted by the Village Board of Trustees relating to the Property. Purchaser shall comply with the conditions of the Village's Development and Building Codes, including the payment of all fees and deposits. Purchaser shall pay Village's "donation fee" as required under 16.610 of the Village Code upon the issuance of a temporary certificate of occupancy for the Project. Section Four: Sale and Purchase Price Subject to all of the terms, covenants and conditions of this Agreement, the Village agrees to sell, and Purchaser agrees to purchase, the Property from the Village, for the total amount of Seven Hundred Fifty Thousand and 00/100 Dollars ($750,000.00). Section Five: Conditions Precedent to Obligations of Purchaser Purchaser's obligations to perform under this Agreement and to close the purchase of the Property, or to otherwise proceed with the development of the Project, are expressly subject to and contingent upon the satisfaction of the following conditions ("Conditions Precedent"): A. The Village shall have acquired all parcels comprising the Property; B. The zoning approvals and other Governmental Approvals shall have been obtained, including a building permit; C. The Village, at its expense, has completed all "Demolition Work" (as defined in Section Twelve hereof) and "Environmental Remediation Work" (as defined in Section Twenty hereof), to the satisfaction of the Purchaser, unless the Village elects to have Purchaser perform the Demolition Work and Environmental Remediation Work before Closing; and D. The Village has delivered to Purchaser a "No Further Action Letter" from the Illinois EPA. The Village will assist and cooperate with the Purchaser and use its best efforts to review the permit- ready plans submitted by the Purchaser and to satisfy all of the Conditions Precedent as expeditiously as possible. Purchaser acknowledges that commencement of construction of the Improvements may be delayed if it does not timely submit permit-ready plans to the Village. If the Village fails to convey the Property to Purchaser as a "greenfield site" by December 31, 2000, or such other date as mutually agreed upon by the Parties, then at the option of Purchaser, (i) this Agreement shall be null and void and all earnest money and interest acomed thereon shall be immediately returned to Purchaser, or (ii) the Purchase Price of the Property shall be reduced $10,000 per month for each month that the Closing is delayed beyond December 31, 2000, but in no event shall such reductions exceed an aggregate amount of $100,000. If Purchaser falls to satisfy the Zoning Contingency or to obtain the Governmental Approvals for reasons solely within its control by June 1, 2000 or such other date as mutually agreed upon by the Parties, then at the option of the Village, this Agreement shall be null and void and all earnest money and interest acomed thereon shall be retained by the Village as liquidated damages, as its sole and exclusive remedy. Section Six: Conveyance of Property A. Form of Deed The Village shall convey to the Purchaser title by Warranty Deed ("Deed"). The conveyance and title shall, in addition to the provisions of this Agreement, be subject to the Permitted Exceptions (as defined in Section 10(a) hereof). B. Closing The "New York Style" closing ("Closing") shall take place at the Titie Company through a deed and money escrow within thirty (30) days after Zoning Contingency and all Governmental Approvals are satisfied and obtained. C. Real Estate Taxes The Village shall be responsible for the real estate taxes up to and including the date of Closing. Purchaser shall be responsible for taxes accrued after Closing. D. Recordation of Deed The Purchaser shall, within ten (10) days of the Closing, file the Deed for recordation with the Cook County Recorder's Office. The Purchaser shall pay all costs for so recording the Deed. E. Escrow The costs of the deed and money escrow and the "New York Style" closing shall be shared equally by the Panties. Section Seven: Site Plan and Elevations The Purchaser agrees to construct the Improvements in substantial compliance with the Site Plan and Elevations. No material deviations from the Site Plan and Elevations shall be made without the prior written approval of the Village. In addition, the Purchaser agrees to constn~ct the Improvements with brick and block construction and shall design and install those Improvements to accommodate restaurant users in the commercial space; it being expressly understood that Purchaser shall not be obligated to lease or sell any portion of the commercial space to restaurant users. The Village shall be solely responsible for, and shall pay for, all costs in regard to: termination of all public utilities, replacement of curbs, curb cuts, installation of streetscape, sidewalks, parkways and other infrastructure improvements in the public right-of-way, as necessary, to deliver the Property to Purchaser as a "greenfield site" that is ready for permit and construction (collectively, herein called the "Infrastructure Work"). The Village will complete all Infrastructure Work not later than sixty (60) after installation of the roof, weather permitting, or at such later date as mutually agreed to by the Parties. Alternatively, the Village may elect to permit the Purchaser to perform the Infiastmcture Work in the normal course of construction, at the Village's expense, which reimbursement or payment shall be made within thi~y (30) days after Purchaser submits an invoice to the Village (in an amount equal to the cost of the Demotion Work, plus interest thereon at the rate of 1 point above the "prime rate" as disclosed in the Wall Street Journal accrued from the date Purchaser submits the invoice to the Village.). If the Village elects to have Purchaser do the Infrastructure Work, Purchaser shall submit to the Village three (3) bids for any such Work. The Village shall provide sufficient sanitary, water, and storm sewer lines and service to the Improvements. If necessary, a cross easement and cost sharing agreement or similar type of agreement will be recorded against the Property and the adjoining parcel to cover any common facilities benefiting or burdening said developments, including parking, utilities, and building systems. The design of the garage serving the Property shall accommodate the development of the adjoining parcel. Section Eight: Limited Applicability Any approvals of the Site Plan and Elevations made by the Village are for the purposes of this Agreement only, and do not affect or constitute approvals required for building permits or approvals required pursuant to any other ordinance of the Village, nor does any approval by the Village pursuant to this Agreement constitute approval of the quality, structural soundness or thc safety of any Improvements located on the Property. The Village, however, agrees to assist the Purchaser in expeditiously obtaining all necessary governmental approvals to permit the construction of the Project. 4 Section Nine: Survey Not later than ten (10) days after the date of this Agreement, the Village shall provide, at its expense, to Purchaser a current survey of the Property and adjacent property containing such information and in sufficient detail to obtain extended tire insurance coverage over survey exceptions, prepared by a licensed Illinois Land Surveyor in accordance with the survey standards of the American Land Title Association (ALTA) and the American Congress of Surveying and Mapping (the "Survey"). Not earlier than five (5) days prior to closing, the Village shall deliver to Purchaser an updated Survey of the Property and adjacent property. Alternatively, the Village may elect to permit the Purchaser to order the Survey, at the Village's expense, which reimbursement or payment shall be made within thirty (30) days after Purchaser submits an invoice to the Village (in an mount equal to the cost of the Survey, plus interest thereon at the rate of 1 point above the "prime rate" as disclosed in the Wall Street Journal accrued fi.om the date Purchaser submits the invoice to the Village.). Section Ten: Evidence of Title A. Not later than ten (10) days after the date of this Agreement, the Village shall provide, at its expense, to Purchaser a commitment ("Commitment") fi.om the Title Company to issue an ALTA Form B Owner's Policy of Tire in a nonimal amount, showing title in the Village and being subject only to (a) real estate taxes not yet due and payable, (b) covenants, conditions, and restrictions of record which do not interfere with Purchaser's intended use, and (c) such other exceptions approved by Purchaser (collectively, "Permitted Exceptions"). B. The Village slmll deliver or cause to be delivered to Purchaser at Closing, prior to disbursement by the Tire Company of the Purchase Price deposited with it by Purchaser, an ALTA Form B Owner's Title insurance Policy in the full amount of the Purchase Price issued by the Title Company pursuant to the Commitment in Section 10(A) hereof, containing no exceptions other than the Permitted Exceptions and insuring fee simple title in the Purchaser, which policy shall include extended coverage over all so-called general (or standard) exceptions customarily contained therein (including, without limitation, the exceptions pertaining to survey matters and mechanics' lien claims). C. The Purchaser shall pay for all endorsements it requires other than an extended coverage endorsement. D. Not earlier than five (5) days prior to closing, an updated Commitment shall be delivered to Purchaser containing no exceptions other than the Permitted Exceptions. Section Eleven: Unpermitted Exceptions If the Commitment or the Survey discloses exceptions to title other than the Permitted Exceptiones (hereinal~er referred to as "Unpermitted Exceptions"), and either (i) the cost to remove such Unpennitted Exceptions is less than or equal to Twenty-Five Thousand Dollars ($25,000), or (ii) such Unpermitted Exceptions are an encumbrance securing a sum of money caused by a deliberate, intentional act of the Village, the Village shall have thirty (30) days from the date of delivery of the Tire Commitment or Survey to remove such Unpermitted Exceptions. If the Village is not obligated to, or fails to, remove any such Unpermitted Exceptions, Purchaser may elect, within five (5) days after the date on which such Unpermitted Exceptions were required to be removed by the Village, to either (i) terminate this 5 Agreement (in which event, ail Earnest Money and interest accrued thereon shall be immediately returned to Purchaser), or (ii) accept rifle subject to such Unpermitted Exceptions. Section Twelve: Demolition of Existing Buildings Prior to Closing, the Village shail, at its expense, be solely responsible for the demolition and removai, if necessary, of any existing structures or improvements on the Property, including trees, surface concrete and asphait, and shall comply with any existing Village ordinances, State and Federal laws regarding the disposition of any demohtion and/or construction debris. The Village shail be responsible for the removai of existing pipes, or building foundations and the termination of existing water or other services to the property. In addition, the Village will be responsible and pay to Purchaser the cost of removing any such structures, debris, footings and foundations that are discovered during the development of the Project or any portion thereof. All of the work described in this Section Twelve is herein cailed the "Demolition Work." Altematvely, the Village may elect to permit the Purchaser to perform the Demolition Work before Closing, at the Village's expense, which reimbursement or payment shall be made within thirty (30) days after Purchaser submits an invoice to the Village (in an mount equai to the cost of the Demolition Work, plus interest thereon at the rate of 1 point above the "prime rate" as disclosed in the Wall Street Journai accrued fi:om the date Purchaser submits the invoice to the Village.). If the Village elects to have Purchaser do the Demolition Work, Purchaser shail submit to the Village three (3) bids for any such Work. It shall be the responsibility of the Purchaser to relocate existing electrical utility structures below grade in such a manner as to service the Improvements and any adjacent property currently serviced by said Stl-uctures. Section Thirteen: Access to Premises Purchaser, its representatives, agents, employees, lenders, contractors, appraisers, architects and engineers may, during reasonable business hours and on reasonable notice to the Village, have access to and the right to enter upon the Property for the purpose of making on-site inspections, performing soil tests and other subsurface inspections, measurements and tests. Purchaser shall indemnify and hold the Village harmless fi:om and against any and ail claims relating to this Section 13. Section Four,eon: Signage and Temporary Sales Structures The Village agrees to grant a temporary license to Purchaser to construct a package of advertising signs on the Property or any pordon thereof or to be installed or displayed off-site as set fomh on Exhibit B attached hereto. The temporary license shail expire at such time as one hundred percent (100%) of the residentiai and retail un/ts are occupied. Section Fifteen: Lhnitafion Upon Encumbrance of Property Prior to the completion of the Project, neither Purchaser nor any successor in interest to the Purchaser shall engage in any financing or other transaction which creates an encumbrance or lien upon the Property, except for the purposes of obtaining only: (a) funds necessary to acquire the Property; (b) funds necessary to construct the Project; or (c) funds necessary to pay architects, surveyors, consultants or legal or fire fees in connection with the Project. Section Sixteen: Covenants Running with the Land 6 The parties agree, and each Deed shall so expressly provide, that the covenants provided in Section 15 and 17 shall be covenants running with the land binding the Purchaser and its successors and assigns, to the fullest extent permitted by law and equity, for the benefit and in favor of the community end the Village, and shall be enforceable by the Village, any successor in interest to the Property, or any part thereo£ Section Seventeen: Restrictions on Use The Purchaser agrees for itself, its successors and assigns, and every successor in interest to the Property · or any part thereof, and eneh Deed shall contain covenants on the part of the Purchaser for itself, and its successors and assigns, that the Purchaser shall not discriminate based upon race, color, religion, sex, national origin or ancestry, military status, sexual orientation, source of income, age or handicap, in the sale, lease, rental, use or occupancy of the Property or any improvements located or to be erected thereon. Section Eighteen: Performance and Breach A. Time is of the Essence. Time is of the essence in the Parties' performance of thek obligations under this Agreement. B. Permitted Delays Neither the Village, the Purchaser, nor any successor in interest to the Purchaser, shall be considered in breach of its obligations with respect to the commencement and completion of construction of the Improvements in the event of delay in the performance of such obligations due to unforeseeable causes beyond such party's control and without such party's fault or negligence, including, but not Yunited to, downturn in economic conditions as evidenced by an increase in the prime rate as disclosed in the Wall Street Journal greater than 3% within any one-year period, any delays or stoppages in construction of the Improvements which are compelled by court order, acts of God, acts of the public enemy, acts of the United States government, governmental requirements related to the remediation and the disposal of hazardous end/or toxic materials, acts of the other party, fires, floods, strikes, embargoes and unusually severe weather delays. The time for the performance of the obligations shall be extended only for the period of the delay if the party seeking the extension shall request it in writing of the other party within twenty (20) days after the beginning of such delay. C. Breach I. Generally Except as otherwise provided in this Agreement, in the event of default by any party or its successor in interest in the performance of its obligations under this Agreement, such party, upon written notice from the other party, shall cure or remedy such default not later than thirty (30) days after receipt of such notice. In the event such action is not diligently pursued or the default not cured within thirty (30) days after receipt of such notice, the aggrieved party may institute such proceedings at law or in equity and may declare the other party to be in default as may be necessary or desirable in its sole discretion to cure and remedy such default, including but not limited to, proceedings to compel specific performance by the party in default of its obligations. 2. Event of Default For purposes of this Agreement, the failure of the Purchaser to construct the improvements in substantial compliance with the Site Plan and Elevations shall constitute an "event of default." 3. Purchaser Liability Notwithstanding any other provision in this Agreement to the contrary, in the event cfa default by Purchaser in any of the terms of this Agreement, the Village shall retain the earnest money deposited by Purchaser, in addition to instituting specific enforcement against Purchaser or the right to repurchase the Property at the price of $750,000, plus the value of any Improvements installed at Purchaser's expense (including all hard costs of construction), but excluding the imputed value of any Governmental Approvals for Purchaser's Intended Use, as its sole remedies. 4. yilla~e Liability Notwithstanding any other provision in this Agreement to the contrary, in the event of a default by the Village in any of the terms of this Agreement, Purchaser's sole remedies against the Village are the reimbursement of any and all out-of-pocket and actual costs paid or incurred by Purchaser (including earnest money) in connection with the Project and to institute specific performance against the Village. Section Nineteen: Conffict of Interest; Village's Representatives Not Individually Liable The Purchaser agrees that no agent, official, or employee of the Village shall have any personal interest, direct or indirect, in this Agreement, nor shall any such agent, official or employee participate in any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. No agent, official or employee of the Village shall be personally liable to the Purchaser or any successor in interest in the event of any default or breach by the Village or for any amount which may become due to the Purchaser or its successor or on any obligation under the terms of this Agreement. Section Twenty: Environmental and Soil Conditions The Village has provided to Purchaser a current environmental report of the Property disclosing the presence of environmental and soil conditions unacceptable to Purchaser ("Environmental Conditions"). The Village has agreed to undertake, at its expense, all necessary environmental remediafion work and removal actions, to Purchaser's satisfaction, with respect to the Environmental Conditions ("Environmental Remediation Work"), or to permit the Purchaser to perform such Environmental Remediation Work. Alternatively, the Village may elect to permit the Purchaser to perform the Environmental Remediation Work before Closing, at the Village's expense, which reimbursement or payment shall be made within thirty (30) days after Purchaser submits an invoice to the Village (in an amount equal to the cost of the Environmental Remediation Work, plus interest thereon at the rate of 1 point above the "prime rote" as disclosed in the Wall Street Journal accrued from the date Purchaser submits the invoice to the village.). If the Village elects to have Purchaser do the Environmental Remediation Work, Purchaser shall submit to the Village three (3) bids for any such Work. Section Twenty-One: Broker The Village and Purchaser each represent to the other that there is no broker involved in this transaction, and each party hereby agrees to inde~mnify, defend and hold harmless each other from any such claim. Section Twenty-Two: Provisions Not merged with Deeds The provisions of this Agreement shall not be merged with the Deeds, and the Deeds shall not be deemed to affect or impair the provisions of this Agreement. Section Twenty-Three: Headings The headings of the various sections of this Agreement have been inserted for convenient reference only and shall not in any manner be construed as modifying, amending, or affecting in any way the express terms and provisions thereof. Section Twenty-Four: Governing Law This Agreement shall be governed in accordance with the laws of the State of Illinois. Section Twenty-Five: Entire Agreement This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. Section Twenty-Six: Severability If any provision of this Agreement, or any paragraph, sentence, clause, phrase or word, or the application thereof is held invalid, the remainder of this Agreement shall be construed as if such invalid part were never included and this Agreement shall be and remain valid and enforceable to the fullest extent permitted by law. Section Twenty-Seven: Notices Any notice, demand or request required or permitted to be given hereunder to a party shall be in writing and hand delivered or sent by registered or certified mail, postage prepaid, return receipt requested, to the party at the following address: If to Purchaser: Norwood Conslntction, Inc. 7458 N. Harlem Avenue Chicago, IL 60631 Attention: Brace J. Adreani, President With a copy to: Linda Yi Condon, Esq. Norwood Construction, inc. 7458 N. Harlem Avenue Chicago, IL 60631 If to the Village: Village of Mount Prospect Attn: Village Manager 100 S. Emerson Street Mount Prospect, IL 60056 With a copy to: Mayor Village of Mount Prospect 100 S. Emerson Street Mount Prospect, IL 60056 Any notice, demand or request given by hand delivery shall be deemed received upon such personal service. Any notice, demand or request sent by registered or certified mail shall be deemed given when deposited in the mail. 9 Section Twenty-Eight: Counterparts This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same agreement. Section Twenty-Nine: Organization and Authority The Purchaser represents and warrants that it is duly organized and validly existing under the laws of the State of Illinois, with full power and authority to acquire, own and redevelop the Property, and that the person(s) signing this Agreement on behalf of the Purchaser has the authority to do so. Section Thirty: Amendment This Agreement, and any exhibit attached hereto, may be amended only by the mutual consent and written agreement of the Parties with the adoption of an ordinance or resolution of the Village approving said amendment, as provided by law, and by the execution of said amendment by the Parties or their successors in interest. Except as otherwise expressly provided herein, this Agreement supersedes all prior agreements, negotiations and discussions relative to the subject matter hereof and is a full integration of the agreement of the Parties. Section Thirty-One: TIF Incentive The Village shall pay to Purchaser 75% of any "surplus incremental property taxes" generated by the Property up to $107,000 ("TIF Incentive"), as soon as said funds are available, at any time until the termination of the TIF District, as it may be extended, but in no event shall any payment be made until the cumulative estimated incremental property taxes are satisfied as shown on Exhibit C attached hereto and made a part hereof which is the "baseline" analysis of the Village. As used herein, the term "surplus incremental property taxes" means the amount by which actual incremental property taxes generated by the Property exceed the projected hieremental property taxes as shown on Exhibit C. Section Thirty-Two: Purchaser's Insurance Prior to commencement of construction of any Improvements, Purchaser shall deliver to the Village a certificate of insurance evidencing the Purchaser's general liability coverage and amounts, naming the Village as an additional insured party thereunder. Section Thirty-Three: Real Estate Taxes Afier Closing, Purchaser shall pay when due and payable the general real estate taxes for the Property for periods attributable after Closing. Section Thirty-Four: Assignment Purchaser may not assign this Agreement, without the prior consent of the Village, except to an entity over which Norwood Construction, Inc. or its affiliate has control. Purchaser shall promptly give notice to the Village in the event of any such assignment. Section Thirty-Five: Mutual Indemnification 10 o the extent permitted by law, Purchaser and Village agree to indemnify, defend, and hold harmless the other party and its agents, employees, successors and assigns for any claims, suits, actions, costs, liabilities, losses, damages, and expenses (including reasonable attorney's fees) suffered or incurred by the indenmified party by viaue of injmy or death of person(s) or loss of or damage to property arising out of the acts or omissions of the indemnifying party in connection with this Agreement or the Project. 1N WITNESS WHEREOF, the Village has caused this Agreement to be duly executed in its name and behalf by its Mayor or his proxy and its seal to be hereunto duly affixed and attested by its Village Clerk, and the Purchaser has signed the same on or as of the day and year first above written. VILLAGE OF MOUNT PROSPECT, ~ NORWOOD CONSTRUCTION, INC., an Illino~i~§~IVI_un_~al Corporation.~ ~ Illinois corporation Geralj:14~. F~arley, Major ./'// Bruce J. Adreard, Presidem Vol~aa W. Lowe, Village Clerk I1 LOTS 7, 8 AND 9 (EXCEPT THE WEST 8 1/2 FEET OF LOT 9) IN BLOCK 13 IN BUSSE AND WILLIE'S RESUBDIVISION IN ~OLTNT PROSPECT OF ~E ~ST 1/2 OF SE~ION 12, ~SHIP 41 NOR~, ~GE 11 ~T OF ~E ~I~ PRINCIP~ ~RIDI~, IN C~K CO~, ILLINOIS. ALSO THE EAST 11 FEET AS MF~ASUP. ED ON NORTH LINE OF LOT 10 IN BLOCK 15 (EXCEPT THE NORTH 42 FEET OF SA-ID LOT 10) ALSO WEST 28 FEET AS MEASURED ON NORTH LINE OF LOT 9 IN BLOCK 15 (EXCEPT T~E NORTH 42 FEET OF SAID LOT 9) ALL LOCATED IN MT. PROSPECT A SUBDIVISION OF T~LE NORTHWEST 1/4 OF SECTION 12, TOWI~SKIP 41 NORTH, RA/~GE 11 EAST OF TR'E THIRD PRINCIPAL ~ERIDIAN, IN COOK COU1TI~Y, ILLINOIS ALSO THE WEST 8 1/2 FEET OF LOT 9 (F2(CEPT THE NORTH 23 FEET THEREOF 5iE.~SIIR. ED ON THE WEST LINE OF SA-ID LOT) AND THE EAST 26.5 FEET OF LOT 10 (EXCEPT T~E NORTH 70 FEET T?IEREOF) IN BLOCK 13 IN BUSSE ~ WILLIE'S RESUBDIVISION IN MOUI~T PROSPECT IN THE WEST 1/2 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE ll, EAST OF TKE THIRD PRINCIPAL 5~ERIDI-AN, IN COOK COUNTY, ILLINOIS, ACCORDING TO TKE PLAT OF SA-ID RESUBDIVISION RECORDED ~RCH 31, 1906, AS DOC[IM~NT I~MBER 3839591, IN BOOK 92 OF PLATS PAGE 10, IN COOK COUbTi~Y, ILLINOIS. ALSO THE WEST 22 FEET OF LOT 8 (EXCEPT THE NORTH 44 FEET THEREOF) THAT FA.~T OF LOT 9 (EXCEPT THE NORTH 42 FEET THEREOF) LYING EAST OF THE WEST 28 FEET OF SA-ID LOT ALL IN BLOCK 15 IN MT. PROSPECT SUBDIVISION OF PART OF T~E NORTPIWEST 1/4 NORTH OF P.A!LROAD IN THE NORT~fEAST 1/4 OF SECTION 12, TOWNSHIP 41 NORTh, R3%NGE 11 EAST OF T~E T~IRD PRINCIPAL ~ERIDIAN, IN COOK COUR~I"f, ILLINOIS TOGET}{ER WITH: THAT PART OF LOT 10 LYING SOtrl'~ OF THE NORTH 44 FEET THEREOF 3%~qD WEST OF THE EAST 26 1/2 FEET T~REOF, IN BLOCK 13, IN BUSSE AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT, IN THE WEST 1/2 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL F/ERIDI3kN, IN COOK COUb~fY, ILLINOIS ALSO LOT 10 (EXCEPT THE EAST 11 FEET, AS MEASUP. ED ON THE NORTH LINE AND EXCEPT THE NORTH 42 FEET T~EREOF) IN BLOCK 15 IN MT. PROSPECT A SUBDIVISION OF PART OF THE NORT"rrWEST 1/4 NORTH OF P. AILEOAD IN NORTHEAST 1/4 OF SECTION 12, TOWI~SHIP 41 NORTH, R3%NGE 11 E~%ST OF THE THIRD PRINCIP/LL b~ERIDIi~N, IN COOK CO[TN~I"f, ILLINOIS. EXHIBIT C VILLAGE'S PROJECTED INCREMENTAL REVENUES PHASE lB, 42 CONDOMINIUMS and t8,000 sq. ft. commercial (Village's Baseline Analysis) Cumulative Estimated Estimated Incremental Incremental Levy Year Property Taxes Property Taxes 1999 $0 $0 2000 $o $o 2001 $20,982 $20,982 2002 $139,661 $160,643 2003 $216,214 $376,857 2004 $221,529 $598,386 2005 $228,175 $826,561 2006 $235,020 $1,061,581 2007 $240,615 $1,302,196 2008 $247,833 $1,550,029 2009 $255,268 $1,805,297 2010 $261,165 $2,066,462 2011 $269,000 $2,335,462 2012 $277,070 $2,612,532 2013 $283,293 $2,895,825 2014 $291,792 $3,187,617 2015 $300,546 $3,488,163 2016 $307.120 $3,795,283 2017 $316,333 $4,111,616 2018 $325,823 $4,437,439 2019 $332,776 $4,770,215