HomeMy WebLinkAboutOrd 6520 07/08/2020 Authorizing RDA and Parking Agreement for JPMorgan Chase Bank Developmentiii ii i
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D ci c # 2105347009 Fee $373-00
KAREN A. YARBROUGH
ORDINANCE NO.6520 COOK COUNTY CLERK
DATE: 02?22?2021 10:04 AM PG: I OF V
AN ORDINANCE AUTHORIZING A REDEVELOPMENT AGREEMENT
FOR THE JP MORGAN CHASE BANK DEVELOPMENT
COMPRISING A PART OF THE PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS, AND APPROVING
A DETENTION LICENSE AGREEMENT, AN ATM LICENSE AGREEMENT
AND A PA,RKI'NG AGREEMENT IN RELATION THERETO
NOW, THEREFORE, BE IT ORDAINED, by the Mayor and Board of Trustees of
the Village of Mount Prospect, Cook County, Illinois, as follows. -
SECTION' 1,1 The Mayor and Board of Trustees of the Village find as follows:
Aw The Village of Mount Prospect (the "Village") is a home rule municipality
pursuant to Section 6 of Article VII of the Constitution of the State of
Illinois.
The Village has the authority, pursuant to its home rule powers and the
laws of the State of Illinois, including 65 ILLS 5/8-1-2.5, to promote the
health, safety and welfare of the Village and its inhabitants, to prevent the
presence of blight, to encourage private development in order to enhance
the local tax base and increase additional tax revenues realized by the
Village, to foster increased economic activity within the Village, to increase
employment opportunities within the Village, and to enter into contractual
agreements with third parties for the purpose of achieving the aforesaid
purposes, and otherwise take action in the best interests of the Village.
C�, The State of Illinois has adopted tax increment financing pursuant to the
Tax Increment Allocation Redevelopment Act, 65 ILLS 5/11-74.4-1, et
seq., as amended from time to time (the "TIF Act").
D, Pursuant to its powers and in accordance with the TIF Act, and pursuant
to Ordinance Nos. 6293, 6294 and 6295, adopted January 17, 2017, (the
"TIF Ordinances"), which are incorporated herein by reference, the
Prospect and Main Tax Increment Financing District (the "TIF District")
was formed as a TIF district, for a twenty-three (23) year period, the
redevelopment project area therefor was approved, the redevelopment
plan and project therefor (the "Redevelopment Plan and Project") was
approved, and tax increment financing in relation thereto was approved,
E. Pursuant to and in accordance with the TIF Act and the TIF Ordinances,
the Corporate Authorities of the Village are empowered under Section 4(c)
of the TIF Act, (65 ILLS 5/11-74.4-4(c)), to convey and dispose of Village -
owned property within the TIF District.,
444718-1,3
F. The Village is the fee owner the property legally described on Exhibit 1,
attached hereto and made part hereof (the "Main Street Property"), which
is located within the TIF District.
Grc The Village is the fee owner of the property legally described on Exhibit 2
attached hereto and made part hereof (the "Detention Property"), which is
located within the TIF District.
H, The Village has jurisdiction over, and controls, the dedicated right-of-way
legally described on Exhibit 3 attached hereto and made part hereof (the
"Evergreen Avenue Property"), which is located within the TIF District.
iu MIG of Mount Prospect, LLC (the "Property Owner") desires to acquire
ownership of the Main Street Property, so that JP Morgan Chase Bank,
National Association (the "Developer") can enter into a ground lease with
the Property Owner, relative to the Main Street Property and other
property adjacent thereto, and the Developer can thereafter construct an
approximately 4,196 square foot bank building thereon (the "Bank
Project"), along with improvements to the Village parking lot located to the
North and West thereof (the "Village Parking Lot").
J� In relation to the Bank Project, the Developer desires to construct an
underground stormwater volume control facility under the Detention
Property (the "Stormwater Volume Control Facility"), to serve the Bank
Project and the Village Parking Lot, (the "Detention Project"), and enter
into a license agreement with the Village in relation to the Stormwater
Volume Control Facility (the "Detention License Agreement").
K. As an adjunct to the Bank Project, the Developer desires to redevelop the
Evergreen Avenue Property with drive aisles/driveways, bollards, curbs,
pavement markings, signage, five (5) public parking spaces, a public
pedestrian pathway, landscaping, two (2) automatic teller machines
(ATMs) and canopies for the ATMs (the "ATM Project"), and enter into a
license agreement with the Village in relation to the ATM Project (the
"ATM License Agreement").
In relation to the Bank Project, the Developer has requested that the
Village provide the Developer with seventeen (17) parking spaces, for use
by Developer's employees, in Village -owned parking lots and/or the
Village -owned parking deck within one thousand (1,000) feet of the Bank
Project, and enter into an agreement relative thereto (the "Parking
Agreement").
W The Village desires to convey the Main Street Property to the Property
Owner, enter into the Detention License Agreement with the Developer
4447183
and the Property Owner relative to the Detention Property, enter into the
ATM License Agreement with the Developer relative to the Evergreen
Avenue Property, and enter into the Parking Agreement with the
Developer, to allow the Bank Project, the Detention Project and the ATM
Project (collectively the "TIF Projects") to be constructed and operated, in
furtherance of the Redevelopment Plan and Project for the TIF District,
which TIF Projects the Developer cannot complete without ownership of
the Main Street Property being conveyed to the Property Owner, the
Village entering into the Detention License Agreement with the Property
Owner and the Developer, the Village entering into the ATM License
Agreement with the Developer, and the Village entering into the Parking
Agreement with the Developer, and the incentives provided in the
Redevelopment Agreement (as defined in Section 1.N. below),
N, That attached hereto as Exhibit 4 and made part hereof is a
"Redevelopment Agreement for the JP Morgan Chase Bank Development
Comprising a part of the Prospect and Main TIF District of the Village of
Mount Prospect, Illinois," between the Property Owner, the Developer and
the Village, which sets forth the terms and conditions pursuant to which
the Developer will proceed with, redevelop and operate the Bank Project,
the Detention Project and the ATM Project, on the Main Street Property (in
conjunction with other property), the Detention Property and the
Evergreen Avenue Property, respectively (the "Redevelopment
Agreement").
0, That notice of the Village's intent to enter into the Redevelopment
Agreement, including the Village's intent to transfer title to the Main Street
Property, and enter into the Detention License Agreement and the ATM
License Agreement relative to the Detention Property and the Evergreen
Avenue Property, pursuant thereto, was published pursuant to 65 ILCS
5/11-74.4-4(c) on June 22, 2020 ("Notice"); a copy of the publisher's
certificate in relation to said Notice being attached hereto as Exhibit 5 and
made part hereof.
P. It is in the best interest of the Village to enter into the Redevelopment
Agreement, to ensure that redevelopment within the TIF District continues.
SECTION 2: Based upon the foregoing:
A. The Redevelopment Agreement is hereby approved; the Mayor, Village
Clerk and Village Manager, or their designees, be and are hereby
authorized and directed to execute the Redevelopment Agreement and
perform the Village's obligations thereunder; and the Mayor, Village Clerk
and Village Manager, or their designees, are further authorized and
directed to execute and deliver such other instruments, including the
Redevelopment Agreement, as may be necessary or convenient to
444718',3
consummate the Village's obligations as set forth in the Redevelopment
Agreement.
B� The Detention Agreement, as attached to the Redevelopment Agreement
as XI It 'L ' is hereby approved, subject to making the necessary
revisions thereto, as provided for in Section V, C. of the Redevelopment
Agreement (the "Detention Revisions"); the Mayor, Village Clerk and
Village Manager, or their designees, be and are hereby authorized and
directed to execute the Detention Agreement and perform the Village's
obligations thereunder, after the Detention Revisions have been made;
and the Mayor, Village Clerk and Village Manager, or their designees, are
further authorized and directed to execute and deliver such other
instruments, including the Detention Agreement, as may be necessary or
convenient to consummate the Village's obligations as set forth in the
Detention Agreement, after the Detention Revisions have been made.
C� The ATM Agreement, as attached to the Redevelopment Agreement as
I `I 1 is hereby approved; the Mayor, Village Clerk and Village
Manager, or their designees, be and are hereby authorized and directed to
execute the ATM Agreement and perform the Village's obligations
thereunder; and the Mayor, Village Clerk and Village Manager, or their
designees, are further authorized and directed to execute and deliver such
other instruments, including the ATM Agreement, as may be necessary or
convenient to consummate the Village's obligations as set forth in the
ATM Agreement.
D. The Parking Agreement, as attached to the Redevelopment Agreement as
EXHIBIT T, is hereby approved; the Mayor, Village Clerk and Village
Manager, or their designees, be and are hereby authorized and directed to
execute the Parking Agreement and perform the Village's obligations
thereunder; and the Mayor, Village Clerk and Village Manager, or their
designees, are further authorized and directed to execute and deliver such
other instruments, including the Parking Agreement, as may be necessary
or convenient to consummate the Village's obligations as set forth in the
Parking Agreement.
SECTION 3: This Ordinance shall be in full force and effect from and after its
passage, approval and publication in pamphlet form as provided by law.
444718�3
ADOPTED this 7th day of July, 2020, pursuant to a roll call vote as follows'
AYES:Grossi, Hatzis, Rogers, Saccotelli, Zadel
NAYS:Hoefert
ABSENT: None
APPROVED this 7th day of July, 2020, by the Mayor of the Village of Mount
Prospect, and attested by the Village Clerk, on the same day.
00
Arlene A. racek, Mayor
APPROVED and FILED in my office this day of 2020 and
-@ublished in pamphlet form in the Village of Mount Prospect, Cook-oCounill ,,t, Illinois.
ATTEST:
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. ......... ........ ................................. . . . . . ............... . .. . .. . ........
Karen Agor�ano., Village Clerk
4447183
Exhibit 1
Legal Description
of the Main Street Property
THAT DART OF LOT 1 IN KELJIK'S RESUBDIVISION IN MOUNT PROSPECT,
TOGETHER WITH THAT PART OF LOT 9 1N JOHN MEYN'S SUBDIVISION
RECORDED FEBRUARY 26, 1931) AS DOCUMENT 10851088, TOGETHER WITH
THAT PART OF LOT A IN CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE
WEST HALT OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41
NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS
ONE TRACT AND DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 1 IN KELJIK'S
RESUBDIVISION; THENCE SOUTH 89 DEGREES 05 MINUTES 29 SECONDS VILEST
ALONG THE SOUTH LINE OF SAID LOT 11 A DISTANCE OF 49.97 FEET TO THE
SOUTHWEST CORNER OF SAID LOT 1, SAID SOUTHWEST CORNER BEING ON
THE EAST LINE OF SAID LOT 9 IN JOHN MEYN'S SUBDIVISION; THENCE SOUTH
01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE, 81.19
FEET; THENCE SOUTH 88 DEGREES 50 MINUTES 50 SECONDS WEST, 8.71
FEET; THENCE NORTH 59 DEGREES 23 MINUTES 32 SECONDS WEST, 7.04
FEET; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 108.08
FEET; THENCE NORTH 88 DEGREES 50 MINUTES 50 SECONDS EAST, 82.87
FEET TO THE EAST LINE OF SAID LOT 1 IN KELJIK'S RESUBDIVISION; THENCE
SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE,
48.80 FEET TO THE POINT OF BEGINNING; IN COOK COUNTY, ILLINOIS.
Common Address: Part of 108-110 South Main Strut
Mount Prospect, Illinois 50058
4447183
Exhibit 2
Legal Description
of the Detention Property
THAT PART OF LOT 2 IN JOHN MEYN'S SUBDIVISION RECORDED FEBRUARY 25,
19311 AS DOCUMENT 10851088, TOGETHER WITH THAT PART OF LOT A IN
CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE WEST HALF OF THE
NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST
OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS ONE TRACT AND
DESCRIBED AS FOLLOWS.-
COMMENCING
OLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID LOT A; THENCE NORTH
89 DEGREES 22 MINUTES 22 SECONDS WEST ALONG THE NORTH LINE OF SAID
LOT A, 2,00 FEET TO A POINT OF CURVATURE; THENCE WESTERLY ALONG
SAID NORTH LINE, BEING A CURVE CONCAVE SOUTH, TANGENT TO THE LAST
DESCRIBED COURSE, HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING
OF NORTH 89 DEGREES 47 MINUTES 03 SECONDS WEST, A CHORD LENGTH OF
15.51 FEET, AN ARC LENGTH OF 15.51 FEET TO THE POINT OF BEGINNING;
THENCE SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST, 30.94 FEET;
THENCE SOUTH 88 DEGREES 50 MINUTES 50 SECONDS VILEST, 75.00 FEET;
THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 29.59 FEET TO
THE NORTH LINE OF SAID LOT 2 IN JOHN MTYN'S SUBDIVISION; THENCE
EASTERLY ALONG SAID NORTH LINE AND ALONG THE NORTH LINE OF SAID
LOT A IN CORPORATE SUBDIVISION NO. 9, BEING A CURVE CONCAVE SOUTH,
HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF NORTH 87
DEGREES 48 MINUTES 52 SECONDS EAST, A CHORD LENGTH OF 75.01 FEET,
AN ARC LENGTH OF 75.03 FEET TO THE POINT OF BEGINNING; IN COOK
COUNTY, ILLINOIS.
P'.I.N.: Pt. 08-12-107004 and Pt. 08-12-107-021
Common Address: Southwest Corner of Busse Avenue and Maple Street,
Mount Prospect, Illinois 50056
444718-1
Exhibit 3
Legal Description
of the Evergreen Avenin Property
THAT PART OF EVERGREEN AVENUE PER BU SSE AND WILLE'S RESUBDIVISION
IN MOUNT PROSPECT, BEING A SUBDIVISION IN THE WEST HALF OF SECTION
12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,
RECORDED AS DOCUMENT 3839591, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 12 IN BLOCK 11 OF SAID
BUSST AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT; THENCE SOUTH 08
DEGREES 07 MINUTES 09 SECONDS EAST ALONG THE WESTERLY LINE OF
VILLAGE COMMON'S A PLANNED UNIT DEVELOPMENT, RECORDED AS
DOCUMENT 89145083, A DISTANCE OF 33.00 FEET TO AND ANGLE POINT IN
SAID WESTERLY LINT; THENCE SOUTH 81 DEGREES 42 MINUTES 30 SECONDS
WEST ALONG SAID WESTERLY LINT, 4.65 FEET TO AN ANGLE POINT IN SAID
WESTERLY LINT; THENCE. SOUTH 00 DEGREES 15 MINUTES 38 SECONDS WEST
ALONG SAID WESTERLY LINE, 33.39 FEET TO THE NORTHERLY LINT OF LOT C
IN THE RESUBDIVISION OF BLOCK 10 OF BUSST AND WILLE'S RESUBDIVISION
IN MOUNT PROSPECT, RECORDED AS DOCUMENT 81952; THENCE
SOUTHWESTERLY ALONG SAID NORTHERLY LINE, BEING A CURVE CONCAVE.
SOUTHERLY, HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF
SOUTH 78 DEGREES 42 MINUTES 44 SECONDS 'WEST, A CHORD LENGTH OF
98.33 FEET, AN ARC LENGTH OF 98.37 FEET TO A POINT OF CURVATURE IN THE
WESTERLY LINE OF SAID LOT C; THENCE SOUTHWESTERLY, SOUTHERLY AND
SOUTHEASTERLY ALONG SAID WESTERLY LINE, BEING A CURVE CONCAVE
SOUTHEASTERLY, HAVING A RADIUS OF 25.00 FEET, A CHORD BEARING OF
SOUTH 18 DEGREES 34 MINUTES 05 SECONDS WEST, A CHORD LENGTH OF
42.19 FEET, AN ARC LENGTH OF 50.21 FEET TO A POINT OF REVERSE
CURVATURE IN THE SOUTHWESTERLY LINT OF SAID LOT C; THENCE
SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINT, BEING A CURVE
CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 955.40 FEET, A CHORD
BEARING OF SOUTH 40 DEGREES 10 MINUTES 44 SECONDS EAST, A CHORD
LENGTH OF 40.42 FEET, AN ARC LENGTH OF 40.42 FEET TO THE NORTHERLY
LINE. OF W. NORTHWEST HIGHWAY; THENCE NORTHWESTERLY ALONG SAID
NORTHERLY LINE, BEING A CURVE CONCAVE SOUTHWESTERLY, HAVING A
RADIUS OF 116.00 FEET, A CHORD BEARING OF NORTH 50 DEGREES 23
MINUTES 30 SECONDS WEST, A CHORD LENGTH OF 36.30 FEET, AN ARC
LENGTH OF 36.45 FEET TO A POINT OF TANGENCY; THENCE NORTH 59
DEGREES 23 MINUTES 32 SECONDS WEST ALONG SAID NORTHERLY LINE,
59.98 FEET TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF BLOCK 11
IN BUSST AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS
DOCUMENT 3839591; THENCE NORTH 00 DEGREES 44 MINUTES 28 SECONDS
WEST ALONG SAID SOUTHERLY EXTENSION, 99.71 FEET TO THE
SOUTHWESTERLY LINE OF LOT 10 IN SAID BLOCK 11; THENCE SOUTHERLY,
444718,111,111,11,13
SOUTHEASTERLY AND EASTERLY ALONG SAID SOUTHWESTERLY LINE, BEING
A CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 25.00 FEET, A
CHORD BEARING OF SOUTH 52 DEGREES 51 MINUTES 33 SECONDS EAST, A
CHORD LENGTH OF 39.46 FEET, AN ARC LENGTH OF 45.48 FEET TO A POINT OF
REVERSE CURVATURE; THENCE NORTHEASTERLY ALONG THE SOUTHERLY
LINE OF SAID BLOCK 11, BEING A CURVE CONCAVE SOUTHERLY, HAVING A
RADIUS OF 1146.00 FEET, A CHORD BEARING OF NORTH 78 DEGREES 25
MINUTES 35 SECONDS EAST, A CHORD LENGTH OF 136.07 FEET, AN ARC
LENGTH OF 136.15 FEET TO THE POINT OF BEGINNING; EXCEPT THAT PART, IF
ANY, PREVIOUSLY VACATED; IN COOK COUNTY, ILLINOIS.
P.I.N.s; None
Common address: The Right -of -Way of Evergreen Avenue,
Immediately East of Maple Street,
Mount Prospect, Illinois 60056
44471 B rm3
Exhibit 4
Redevelopment Agreement
4447183
Exhibit 5
Publisher's Certificate of
Property Conveyance Notification
(attached)
4447181-1-3
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5'l
REDEVELOPMENT AGREEMENT
FOR THE JPMORGAN CHASE BANK DEVELOPMENT
COMPRISING A PART OF
THE PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS
This "Redevelopment Agreement For The JPMorgan Chase Bank Development
Comprising A Part Of The Prospect And Main TIF District Of The Village Of Mount
Prospect,, Illinois" (the "Agreement") 'is made and entered 'Into as of the L day of
pe,
2020 (the, "Effect"ve Date"") by and between the Village ofMount Prosct
IllinU
,s.
an Illinois home rule municipal corporati"on (the VII illage"), MIG of, Mount
Prospect, LLC, an Illinois limited liability company (the "Owner"), and JPMorgan Chase
Bank, National Association, a national banking association (the "Developer"). The
Village, the Owner and the Developer are sometimes referred to herein individually as a
"Party" and collectively as the "Parties".
WITNESSETH:
In consideration of the Preliminary Statements, the mutual covenants herein contained,
and other good and valuable consideration, the sufficiency and receipt of which is
hereby acknowledged, the Parties hereto agree as follows:
I. PRELIMINARY STATEMENTS
Among the matters of mutual inducement which have resulted in this Agreement
are the following:
A. The Village is a home rule unit of government in accordance with Article
V111, Section 6 of the Constitution of the State of Illinois, 1970.
B. The Village has the authority, pursuant to the laws of the State of Illinois,
including, but not limited to 65 ILCS 5/8-1-2.5, to promote the health,
safety and welfare of the Village and its inhabitants, to prevent the
presence of blight, to encourage private development in order to enhance
the local tax base and increase additional tax revenues realized by the
Village, to foster increased economic activity within the Village, to increase
employment opportunities within the Village, and to enter into contractual,
agreements with third parties for the purpose of achieving the aforesaid
purposes, and otherwise take action in the best interests of the Village.
C. The Village is authorized under the provisions of the Tax Increment
Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1, et seq. , as amended
(the "Act"), to finance redevelopment in accordance with the conditions
and requirements set forth in the Act.
443364~7
D. Pursuant to Ordinance Numbers 6293, 6294 and 6295, adopted January
171 2017, the Village designated the tax increment redevelopment project
area (the "Redevelopment Project Area"), approved a tax increment
redevelopment plan and project (the "TIF Plan"), and adopted tax
increment financing relative to the Village's Prospect and Main Tax
Increment Financing District (the "TIF District"); said TIF District being
legally described and depicted as set forth in EXHIBIT A -I, and EXHIBIT
A-2, respectively, attached hereto and made part hereof.
1 he Village is the fee owner of certain real property, consisting of a parcel,
located within the Redevelopment Project Area, said property being legally
described and depicted as set forth in EXHIBIT B-1 and EXHIBIT B-2,
respectively, attached hereto and made part hereof (the "Village Parcel").
F. The Village is the fee owner of certain property, consisting of a parcel
located within the Redevelopment Project Area, said property being legally
described and depicted as set forth in EXHIBIT C-1 and EXHIBIT C-2,
respectively, attached hereto and made part hereof (the "Detention
Parcel "; with said Detention Parcel constituting a part of the Parking Lot
Parcel, as referenced in Section I.N. below).
G. The Village is in control of certain dedicated right-of-way known as
I L Val E a S t U- - 'I 11MI C-2 -P I'Ce S t r e e t U C A L d w i t hi IL 169 e
Mvergreen Nvenue, immed:aL Y
Redevelopment Project Area, said dedicated right-of-way being legally
described and depicted as set forth in EXHIBIT D-1 and EXHIBIT D-2,
respectively, attached hereto and made part hereof (the "ATM Parcel").
H. The Owner desires to obtain ownership of the property at the Northwest
corner of Main Street and Northwest Highway, located within the
Redevelopment Project Area, said property being legally described and
depicted as set forth in EXHIBIT E-1. and EXHIBIT , respectively,
attached hereto and made part hereof (the "Submarine Express Parcel"),
and convey a portion thereof, as legally described and depicted as set
forth in EXHIBIT F-1, and , respectively, attached hereto and
madep art hereof, to the Village (the "Corner Feature Parcel" -- the
Submarine Express Parcel, exclusive of the Corner Feature Parcel, being
hereinafter referred to as the "Remainder Parcel").
The Owner desires to obtain ownership of the Village Parcel, and
consolidate same into one (1) lot of record with the Remainder Parcel (the
"Development Parcel"); said Development Parcel being legally described
and depicted as set forth in EXHIBIT G-1 and EXHIBIT G-2, respectively,
attached hereto and made part hereof.
4433641* -7 2
J. The Village desires to have the Corner Feature Parcel developed with
streetscape and landscaping improvements (the "Corner Feature
Project").
K. The Developer desires to acquire a ground lease from Owner, relative to
the Development Parcel, and redevelop the Development Parcel with a
bank building, as depicted on the site plan attached hereto as EXHIBITHI
and made part hereof, and as described in further detail in EXHIBIT' 11
attached hereto and made part hereof (the "Bank Project ").
L. In conjunction with the development of the Bank Project, the Developer
desires to install, operate and maintain an underground stormwater
volume control features on the Detention Parcel, as depicted on the site
plan attached hereto as EXHIBIT J and made part hereof, and as
L
described in further detail in the engineering plans and specifications
attached hereto as EXHIBIT K and made part hereof, (the "Detention
Project"), at the Developer's sole cost and expense, and to enter into a
long-term maintenance and license agreement with the Village, in the form
attached hereto as EXHIBIT L and made part hereof, in relation thereto
(the "Detention License Agreement"),
M. In conjunction with the development of the Bank Project, the Developer
desires to install, operate and maintain two (2) automated teller machines
(ATMs), as well as other private improvements in relation thereto, on the
ATM Parcel, as depicted on the site plan attached hereto as EXHIBITM
and made part hereof, and as described in further detail in EXHIBIT N
attached hereto and made part hereof, (the "ATM Project"), at the
Developer's sole cost and expense, and to enter into a license agreement
with the Village, in the form attached hereto as EXHIBIT' 0 and made part
hereof, in relation thereto (the "ATM License Agreement" — and, along with
the Detention License Agreement, collectively the "License Agreements").
N. In conjunction with the development of the Bank Project, the Developer
has agreed to reconstruct the Village's public parking lot, located adjacent
to and to the North and West of the Development Parcel, on the property
legally described and depicted on EXHIBIT P-1 and" P-2,
respectively, attached hereto and made part hereof (the "Parking Lot
Parcel"), and as shown in further detail on the site plan attached hereto as
EXHIBIT Q and made part hereof, and as described in further detail in the
description, and engineering plans and specifications, attached hereto as
EXHIBIT R, and made part hereof, at Developer's sole cost and expense
(the "Parking Lot Project").
D. In conjunction with the Bank Project and the Parking Lot Project, the
Developer has agreed to work with the Village to design, and thereafter
constructlinstall, the Corner Feature Project on the Corner Feature Parcel,
443364_7
with the specifics of said Corner Feature Project to be as mutually agreed
to by the Village and the Developer, at the Developer's sole cost and
expense.
P. It is necessary for the successful completion of the Bank Project, the
Detention Project, the ATM Project, the Parking Lot Project and the
Corner Feature Project that the Village enter into this Agreement with the
Owner and the Developer to provide for the redevelopment of the Village
Parcel, the Detention Parcel, the ATM Parcel, the Parking Lot Parcel and
the Corner Feature Parcel, thereby implerntenting the TIF Plan (thC Bank
Project, the Detention Project, the ATM Project., the Parking Lot Project
and the Corner Feature Project being hereinafter collectively referred to as
the "Chase Project)').
The Owner and the Developer have been and continue to be unable and
unwilling to undertake the redevelopment of the Development Parcel, the
Detention Parcel, the ATM Parcel and the Parking Lot Parcel (hereinafter
collectively referred to as the "Development Properties") with the Chase
Project, but for certain tax increment financing ("TIF") incentives, with
regard to the purchase price of the Village Parcel, and the license fees
relative to the Detention Parcel and the ATM Parcel, to be provided by the
Village in accordance with the Act and the home rule powers of the
It lei I 1 4 e i inAzr f h a farme, nnrl
V 11agE-%:- w I I I%.- I I U M; V 111011 IQVV 11111 1� L %J F11 %-f W ULA U0 4-41 6%A%0t
conditions contained herein. The Parties acknowledge and agree that, but
-for the aforementioned TIF incentives, to be provided by the Village, the
Owner and the Developer cannot successfully and economically develop
the Chase -Project in a manner --satisfactory to the Village. The Village has -
determined that it is desirable and in the Village's best interest to assist
the Owner and the Developer in the manner set forth herein, and as this
Agreement may be supplemented and amended from time to time
pursuant to the mutual agreement of the Parties and in the manner as
herein provided.
R. The Village, in order to stimulate and induce development of the
Development Properties with the Chase Project, has agreed to convey the
Village Parcel to the Owner, and enter into the License Agreements with
the Developer, in accordance with the terms and provisions of the Act and
this Agreement.
S. This Agreement has been submitted to the Corporate Authorities of the
Village as defined below) for consideration and review, the Corporate
Authorities have taken all actions required to be taken prior to the
execution of this Agreement in order to make the same, and any and all
actions taken by the Village in furtherance hereof, binding upon the Village
according to the terms hereof, and any and all actions of the Corporate
4433647 4
Authorities of the Village precedent to the execution of this Agreement
have been undertaken and performed in the manner required by law.
T, This Agreement has been submitted to the Developer for consideration
and review, and Developer has taken all actions required to be taken prior
to the execution of this Agreement in order to make the same binding
upon Developer according to the terms hereof, and any and all action of
Developer's officers, managers and/or members precedent to the
execution of this Agreement have been undertaken and performed in the
manner required by law.
U. This Agreement has been submitted to the Owner for consideration and
review, and Owner has taken all actions required to be taken prior to the
execution of this Agreement in order to make the same binding upon
Owner according to the terms hereof, and any and all action of Owner's
officers, managers and/or members precedent to the execution of this
Agreement have been undertaken and performed in the manner require..d
by law.
V. The Village is desirous of having the Redevelopment Project Area
rehabilitated, developed and redeveloped in accordance with the TIF Plan,
and particularly the Chase Project as a part thereof, in order to serve the
needs of the Village, arrest physical decay and decline in the
Redevelopment Project Area, increase employment opportunities,
stimulate commercial growth and stabilize the tax base of the Village and,
in furtherance thereof, the Village is willing to offer the Owner and the
Developer the TIF incentives referenced in subsection Q. above, under
the terms and conditions hereinafter set forth, to assist such development.
11. DEFINITIONS
For the purposes of this Agreement, unless the context clearly requires
otherwise, words and terms used in this Agreement shall have the meanings
provided from place to place herein, and as follows:
A. "'Ghan
Jn Law" means the occurrence, after the Effective Date, of an
event described below in this definition, provided such event materially
changes the costs or ability of the Party relying thereon to carry out its
obligations under this Agreement and such event is not caused by the
Party relying thereon:
Change in Law means any of the following: (1) the enactment, adoption,
promulgation or modification of any federal, State or local law, ordinance,
code, rule or regulation (other than by the Village, or, with respect to those
made by the Village, only if they violate the terms of this Agreement); (2)
the order or judgment of any federal or State court, administrative agency
4433641�7
or other governmental body (other than the Village); or (3) the adoption,
promulgation, modification or interpretation in writing of a written guideline
or policy statement by a governmental agency (other than the Village, or,
with res,pect to those made by the Village, only if they violate, the terms of
this Agreement). Change: in Law, for purposes of this Agreement, shall
also include the imposition of any conditions on, or delays in, the issuance
or renewal of any governmental license, approval or permit (or the
suspension, termination, interruption, revocation, modification, denial or
failure of issuance or renewal,, thereof) necessary, for the undertaking oft'll-%e
actiws to be performed underth'i's, Agreement (except any imposition of
anconditions on, or delays in, any such issuance or renewal by the
y
Village, except as provided herein).
01
B. "Corporate Authoriffiles"' means the President and Board of Trustees
inois.
the Village of Mount Prospect,, III
C. Dai" means a calendar day.
D, "Effect"i've Date" means the day on which this Agreement is executed by
the Village, with said date appearing on page 1 hereof.
P 2
E. "Pwt�or "Parties" means the Village, the Owner and/or the Developer,
eir -,r%j=SSr-wrS nndlnr assinns as
0 W%O%.O No 1 %.4 1 4 %.W NZI—
H luiv Uu1c,*111 %,UMI-LAively, al"Ieul th I resr-sectit-vite. SUi
F
permitted herein, as the context requires.
F. "' Per s,on" means any individual, corporation, partnership, limited liability
company, joint venture, association, trust, or government or any agency or
political subdivision thereof, or any agency or entity created or existing
under the compact clause of the United States Constitution.
G. "State" means the State of Illinois.
H. "71F OrdiinanceS`$ means those Ordinances referenced in subsection I.D.
NOW
above.
I.cell means any event which:
"Un,contro,11able Circumstan
1. is beyond the reasonable control of and without the fault of the
Party relying thereon; and
2. is one or more of the following events:
a. a Change in Law; act of the
b. insurrection, riot, civil disturbance, sabotage,
public enemy, explosion, fire, nuclear incident, war or naval
blockade;
44336411-7 6
C. epidemic, hurricane, tornado, landslide, earthquake,
lightning, fire, windstorm, other extraordinary or ordinary
weather conditions or other similar act of God;
d. governmental condemnation or taking;
e. strikes or labor disputes, or work stoppages not initiated by
Developer or the Village;
f. unreasonable delay in the issuance of building or other
permits or approvals by the Village or other governmental
authorities having jurisdiction other than the Village including
but not limited to the Illinois Department of Transportation
("1DOT"), the Metropolitan Water Reclamation District of
Greater Chicago ("MWRDGC") and/or the Illinois
Environmental Protection Agency ("1 EPAY) );
91 shortage or unavailability of essential materials, which
materially change the ability of the Party relying thereon to
carry out its obligations under this Agreement;
h� unknown or unforeseeable geo-technical or environmental
conditions;
11. major environmental disturbances, which delay construction
by more than thirty (30) days;
J. vandalism; or
K. terrorist acts.
Uncontrollable Circumstance shall not include: economic hardship;
6 unavailability of materials (except as described in subsection 2.g. above);
or a failure of performance by a contractor (except as caused by events
which are Uncontrollable Circumstances as to any applicable contractor).
For each day that the Village, the Owner or the Developer is delayed in its
performance under this Agreement by an Uncontrollable Circumstance,
the dates set forth in this Agreement shall be extended by one (1) day
without penalty or damages to any Party.
J. "Vi'llage C Ode" means the Village of Mount Prospect Village Code, as
amended.
111111. CONSTRUCTION OF TERMS
This Agreement, except where the context by clear implication shall otherwise
require, shall be construed and applied as follows:
A. Definitions include both singular and plural.
B. Pronouns include both singular and plural and cover all genders,
4433647
C. The words "include," "includes," and "including" shall be deemed to be
followed by the phrase "without limitation."
D. Headings of Sections herein are solely for convenience of reference and
do not constitute a part hereof and shall not affect the meaning,
construction or effect hereof.
E. All exhibits attached to this Agreement shall be and are operative
provisions of this Agreement and shall be and are incorporated by
reference in the context of use where rrientiol-led and referenced
in this
Agreement. In the event of a conflict between any exhibit and the terms of
this Agreement, the Agreement shall control.
F. Any certificate, letter or opinion required to be given pursuant to this
Agreement means a signed document attesting to or acknowledging the
circumstances, representations, opinions of law or other mafters, therein
stated or set forth. Reference herein to supplemental agreements,
certificates, demands, requests, approvals, consents, notices and the like
means that such shall be in writing whether or not a writing is specifically
mentioned in the context of use.
G. The Village Manager, unless applicable law requires action by the
r"% A , A. -% &-; 4-; #-.%, r% et
%-.#ol-pU-1 CIM; rNULhU1 [Lir,-Q, Ott ll have the power amej allthorftu to make nr grt3nt
%-0i I I I %A LA Ll I I Ly %%., *.0 1 %.A I I %.
or do those things, certificates, requests, demands, notices and other
actions required that are ministerial in nature or described in this
Agreement for and on behalf of the., Village and with the effect of binding
the Village as limited by and provided for in this Agreement. Developer
and Owner are entitled to rely on the full power and authority of the
Persons executing this Agreement on behalf of the Village as having been
properly and legally given by the Village.
H. In connection with the foregoing and other actions to be taken under this
Agreement, and unless applicable documents require action by Developer
in a different manner, Developer hereby designates Jane E. Healy as its
authorized representative who shall individually have the power and
authority to make or grant or do all things, supplemental agreements,
certificates, requests, demands, approvals, consents, notices and other
actions required or described in this Agreement for and on behalf of
Developer and with the effect of binding Developer in that connection
(such individual being designated as an "Authorized Developer
Representative"). Developer shall have the right to change its Authorized
Developer Representative by providing the Village with written notice of
such change from its authorized representative, which notice shall be sent
in accordance with Section XVIII.B. of this Agreement.
443364�7
I. In connection with the foregoing and other actions to be taken under this
Agreement, and unless applicable documents require action by Owner in
a different manner, Owner hereby designates Spiro Angelos as its
authorized representative who shall individually have the power and
authority to make or grant or do all things, supplemental agreements,
certificates, requests, demands, approvals, consents, notices and other
actions required or described in this Agreement for and on behalf of
Owner and with the effect of binding Owner in that connection (such
individual being designated as an "Authorized Owner Representative").
Owner shall have the right to change its Authorized Owner Representative
by providing the Village with written notice of such change from its
authorized representative, which notice shall be sent in accordance with
Section CJI II.B. of this Agreement.
IV. COOPERATION OF THE PARTIES
The Village, the Owner and the Developer agree to cooperate in implementing
the Chase Project in accordance with the Parties' respective obligations set forth
in this Agreement, and specific approvals by the Village in the future, relative to
the development of the Development Properties and the Chase Project, including
zoning applications relative thereto, and Village -issued permits and approvals
relative thereto.
V* CONVEYANCE OF THE VILLAGE PARCEL AND THE CORNER FEATURE
PARCEL, AND ENTERING INTO THE LICENSE AGREEMENTS
A. The Village shall transfer title to the Village Parcel to the Owner in an "al-
is, where -is" condition, pursuant to the Real Estate Sale Contract attached
hereto as EXHIBIT S, and made part hereof (the "Contract"), with such
changes made to the Contract to make the Contract consistent with this
Agreement. To the extent there are any conflicts between the terms of
this Agreement and the Contract, the terms of this Agreement shall
control. The Contract attached hereto as EXHIBIT S and incorporated
herein shall be deemed approved by the Corporate Authorities as required
by law. The terms of the transfer of title shall include:
Purchase Price: Three Hundred Thousand and No/100 Dollars
($300,000-00).
2. Warranties: as -is, where -is.,
3. Deed: Special Warranty Deed.
4. Earnest Money: Twenty -Five Thousand and No/100 Dollars
($25,000.00)1 to be deposited in a strict joint order escrow with
Chicago Title Insurance Company ("Title Company") within five (5)
443364,7 9
business days after the Effective Date ("Earnest Money Deposit").
The Earnest Money Deposit shall be credited towards the Purchase
Price of the Village Parcel. If the Village Parcel is not transferred
from the Village to the Owner due a breach by Owner of its
obligation in this Agreement or the Contract, (and Village shall not
be in default hereunder or under the Contract), Village may as its
sole and exclusive remedy, upon five (5) days written notice to
Owner, if such breach is not cured within such five (5) day period,
terminate this Agreement and the Contract without further liability
on Village's part and retain the Earnest honey as liquidated
damages, and not as a penalty. If. the Village Parcel is not
transferred from the Village to the Owner due to a breach by the
Village or its obligation in this Agreement or the Contract, or any of
its covenants, conditions, representations or warranties contained
in this Agreement or the Contract, or should fail to consummate the
sale contemplated herein for any reason other than Owner's
default, Owner may, upon five (5) days written notice to Village, if
such breach or failure is not cured within such five (5) day period, in
addition to all remedies contained elsewhere in this Agreement or
the Contract: (i) terminate this Agreement and the Contract, without
further liability on Owner's part, in which event the Earnest Money
shall be refunded to Owner by the Title Company or the Village (as
.,....r•4.. Lft,%\ rformance as
LL h te c a s te III a Y U C; I,- o r 1k i i) *F-% u Ir f G% lul e a c%.%. 1, ai r r, %I of r% -% r s p Ae, ci of i C ge,vv,
its sole and exclusive remedy.
5. Due Diligence Period: There shall be no due diligence period, as
the Village has allowed the Owner and the Developer to enter upon
the Development Parcel for testing purposes prior to entering into
this Agreement..
6,, Closing Costs: Shared by the Village and the Owner as customarily
charged.
B,, The transfer of title to the Village Parcel from the Village to the Owner
shall occur within thirty (30) days of all of the following conditions having
been satisfied:
Developer has submitted site geometry and proposed building
plans for the Chase Project to the Village, which are materially
consistent with the proposed Chase Project and reasonably
satisfactory to the Village.
2. Developer has submitted detailed elevations for the Chase Project,
including fagade details and drawings to the Village, which have
been approved by the Corporate Authorities, with said approval
being in the reasonable discretion of the Corporate Authorities.
443364'�7 10
I Developer has obtained construction financing for the Chase
Project.
4. Developer has obtained all zoning approvals for the Chase Project.
5. Owner is the fee simple owner of the Submarine Express Parcel.
6. Owner and the Developer have agreed upon the terms of a ground
lease agreement, relative to the Development Parcel, that will
become effective as of the date the Owner is in fee title to the
Development Parcel, with the Developer having waived its
contingencies under said ground lease agreement, and have
provided a copy of same to the Village.
7. Owner has provided written notice to the Village that the conditions
set forth in subsections 1 through 6 above have been met, and that
it will close on the Village Parcel, and has provided the Closing
Date to the Village in such written notice.
C. Simultaneously with the transfer of the Village Parcel from the Village to
the Owner, and only if the Village Parcel is transferred from the Village to
the Owner, the Owner shall transfer title to the Corner Feature Parcel to
the Village, in an "as -is, where -is" condition, pursuant to the Contract, with
such changes made to the Contract to make the Contract consistent with
this Agreement. To the extent there are conflicts between the terms of
this Agreement and the Contract, the terms of this Agreement shall
control. The Contract, attached hereto as EXHIBIT' S and incorporated
herein, shall be deemed approved by the Corporate Authorities as
required by law. The terms of the transfer of title shall include:
1'. Purchase Price: Ten and No/1 00 Dollars ($10.00)*
2. Warranties: As provided by the prior owner of the Submarine
Express Parcel to the Owner as part of the Owner's acquisition of
the Submarine Express Parcel.
3. Deed: Special Warranty Deed.
4. Earnest Money: None.
5. Due Diligence Period: None, as the Village has been provided with
information relative to the Corner Feature Parcel from the Owner
prior to entering into this Agreement.
4433647 11
6. Closing Costs: Shared by the Village and the Owner as customarily
charged.
7. In the event that this Agreement and the Contract are terminated
pursuant to Section V.A.4, above, the Owner shall not be obligated
to convey title to the Corner Feature Parcel to the Village.
D. The date the Village conveys title to the Village Parcel to the Owner, and
the Owner conveys title to the Corner Feature Parcel to the Village, shall
be the "Acquisition Date."
E. Notwithstanding anything in this Agreement to the contrary (including but
not limited to the default and cure periods in Section XV1. below), if title to
the Corner Feature Parcel is not transferred from the Owner to the Village,
and if title to the Village Parcel is not transferred from the Village to the
Owner by December 31, 2020, and if such failure is not cured within thirty
(30) days after notice by the Village to the Owner and the Developer with
a demand to consummate the transfers as herein provided, this
Agreement shall be null and void, and the Village shall have no further
obligations to transfer title to the Village Parcel to the Owner, and the
Owner shall have no further obligations to transfer title to the Corner
Feature Parcel to the Village; provided, however, this Agreement shall
remain in full force and etffect if the failure to transtrer title to At -he Village
Parcel or the Corner Feature Parcel is in any 'way caused by or the fault of
the Village.
F. The Village and the Developer shall enter Into the ATM License
Agreement as of the Acquisition Date.
G. The Village, the Owner and the Developer shall enter into the Detention
License Agreement upon issuance of the permit for the Detention Project
by the Metropolitan Water Reclamation District of Greater Chicago (the
"MWDGC"). Said Detention License Agreement shall be revised, pri
Ror to
the execution thereof by the Village, the Owner and the Developer, as
necessary to be consistent with, and comply with, the MWRDGC permit
issued for the Detention Project, so as to:
1. Only legally describe and depict that portion of the Detention Parcel
actually being used for the Detention Project;
2. Accurately describe and depict in detail the Detention Project; and
3. Accurately describe the requirements of the MWRDGC permit that
is applicable to the Detention Project;
4433647 12
(the "Detention License Agreement Revisions") even if the Detention
License Agreement Revisions are inconsistent with EXHIBITS C-1, C-21 i
and K attached to this Agreement.
V1. DEVELOPMENT OF THE CHASE PROJECT
A. Ap pcorrals Permits Construction, and Completion. The Developer
.-, I owl
shall, subject to Uncontrollable Circumstances:
Apply for all necessary permits and approvals from all
governmental agencies having jurisdiction over the Chase Project
as may be required to commence construction of the Chase
Project, by September 15, 2020, and thereafter take reasonable
steps to obtain all such permits and approvals.
2. Within thirty (30) days of the receipt of the necessary permits and
approvals for the Chase Project, or within thirty (30) days of the
transfer of title to the Village Parcel to the Owner, whichever occurs
last', commence construction of the Chase Project.
v
hS
3. Within sw,,(6) months of the commencement of the construction of
the Chase Project, obtain a certificate of occupancy for the Bank
Project, and such other approvals as are necessary from the
Village to acknowledge the Developer's completion of the ATM
Project, the Detention Project and the Parking Lot Project in
compliance with the Village approved plans and specifications
therefor, and shall apply for the Certificate of Project Completion as
described in Section I.A. of this Agreement., which application for
the Certificate of Project Completion shall include the public
improvements as referenced in subsection B below.
B. Publilcil Im rovements. Those portions of the Chase Project that will be
owned and operated by the Village after the construction thereof, including
but not limited to the Parking Lot Project (seelBITS Q and R), and
Ix
the Corner Feature Project, shall be subject to: the terms and conditions of
the Village Code applicable to the construction of public improvements in
relation to a private development, including but not limited to Chapters 15
and 16 of the Village Code; any maintenance guaranty required by the
Village Code; formal acceptance by the Corporate Authorities upon
completion thereof; and conveyance of title thereto, upon completion
thereof, to the Village, pursuant to a properly executed bill of sale.
Subject to Uncontrollable Circumstances, if the Owner has taken
title to the Village Parcel, and, if the Developer has not made
4433647 13
application for all necessary permits and approvals from all
governmental agencies having jurisdiction over the Chase Project
as may be required to commence construction of the Chase Project
within the time frame set forth in Section VLA.1. above, the Village
shall deliver a notice of default to the Owner and the Developer
and', in the event that Developer has failed to make application for
all necessary permits and approvals, within thirty (30) days after
receipt of such notice, the Village shall have the option to purchase
the Village Parcel from the Owner, at the same price paid by the
village Owner to the Village for the village Parcel1 , and under the same
terms and conditions applicable to the Village's conveyance thereof
to the Owner, such conveyance to be consummated within ninety
(90) days of the non -cured default as heiain set forth, and, upon
conveyance of the Village Parcel back to the Village, this
Agreement shall be of no further force or effect.
2. Subject to Uncontrollable Circumstances, if the Owner has taken
title to the Village Parcel, and if the Developer has not commenced
construction of the Chase Project within the time frame set forth in
Section VI.A.2. above, the Village shall deliver a notice of default to
the Owner and the Developer and, in the event that Developer has
failed to commence construction, or take the prerequisite steps
OW& W -k ""en -11% g pursue
nec;essary to commence col-Istruction and 6111V 11L1Y %.0
rtj (30) days after receipt of
commencement of same, within fhi.
such notice, the Village shall have the option to purchase the
Village Parcel from the Owner, at the same price paid by the Owner
to the Village for the Village Parcel, and under the same terms and
conditions applicable to the Village's conveyance thereof to the
Owner, such conveyance to be consummated within ninety (90)
days of the non -cured default as herein set forth, and, upon
conveyance of the Village Parcel back to the Village, this
Agreement shall be of no further force or effect.
3. In the event that title to the Village Parcel is transferred back to the
Village, pursuant to Section VI.C.1. or 2. above, the Village shall
transfer title to the Corner Feature Parcel back to the Owner.
D. Impact ofis u -Back, on L'icense RM In the event that
the, Village obtains title to, the V'111age Parcel as a result of the Village's
exercise of its buy-back rights as set forth in subsection C. above, the
License Agreements shall terminate, and the removal and restoration
provisions of the License Agreements, as set forth therein, shall be
applicable to the removal of any improvements (including any ATMs or
stormwater detention facilities) that have been installed by the Developer,
and the restoration of the Detention Parcel and the ATM Parcel thereafter.
443364_7 14
E.t*t of'
1fln � -Back on P,a"rk�'ing,--Agre,�emen't,, In the event that
.paVillageR.'Buy
the Village obtains title to the Village Parcel as a result of the Village's
exercise of its buy-back rights as set forth in subsection C. above, the
Parking Agreement (as defined in Section VII.C. below) shall terminate,
V11. UNDERTAKINGS ON THE PART OF THE VILLAGE
A. The Village agrees to cooperate with Developer in Developer's attempts to
obtain all necessary approvals, licenses and/or permits from any
governmental or quasi -governmental entity other than the Village and,
upon request of Developer, will promptly execute any applications or other
documents (upon their approval by the Village) which Developer intends to
file with such other governmental agencies, quasi -governmental agencies
and/or utility companies in regard to the Chase Project.
B. The Village shall further promptly respond to, and/or process, and
consider reasonable requests of Developer for applicable building
approvals and/or permits, driveway permits, drive thru permits, special use
permits (if and to the extent applicable), zoning amendments, variances,
curb cut permits, or other approvals, permits and/or licenses necessary for
the construction of the Chase Project. Approval of any building approvals
and/or permit applications and/or engineering plans and/or operating
licenses, if any, shall be contingent on the Developer providing all required
and requested documentation including, but not limited to, building plans
required to substantiate that said improvements fully conform with all
applicable State statutes, the Village Code and all Village ordinances,
rules and regulations, as well as receipt of all required building approvals
from any federal, State, regional or county agencies having applicable
jurisdiction.
C. In conjunction with the approval and construction of the Bank Project, and
Developer's use of the Bank Project after the completion thereof, the
Village shall identify seventeen (17) parking spaces, within one thousand
(1,000) feet of the Development Parcel, which are under the jurisdiction of
the Village, and can be used by the employees of the Developer who are
working at the bank building on the Development Parcel, or by the
customers of the Developer using the Bank Project facilities, for parking
purposes, and shall advise the Developer of the location thereof. The
Village shall have the right, from time to time, to identify substitute parking
spaces to satisfy the foregoing obligation of the Village. There shall be no
fee charged to the Developer by the Village, relative to Developer's use of
said parking spaces, unless the Village begins charging all similar users
(business users) of parking spaces under the jurisdiction of the Village, in
which case the charge to the Developer shall be no higher than the charge
to all other such parking space users. Such parking space use by the
Developer shall be memorialized in a parking agreement between the
443364,,7 15
Developer and the Village, in the form attached hereto as ITand
made part hereof, (the "Parking Agreement"), as required as part of the
zoning and development approvals relative to the Bank Project.
D. Upon completion of the Parking Lot Project, the Village shall install
signage, by the handicapped parking space closest to the bank building
on the Development Parcel, which indicates that said handicapped
parking space is for "Chase Customers Only".
E. Upon completion of the Parking Lot Project, thte ►'V"i'llnive sf 1011 nriailo-%itain the
Parking Lot Parcel, exclusive of the portion thereof located North of Busse
Avenue, as a public parking lot, in materially the same configuration and
with the same or substantially similar access frorn the adjacent rights-of-
way as constructed in connection with the Parking Lot Project, for so long
as the Developer is operating a bank facility on the Development Parcel
pursuant to a ground lease with the Owner, or the Owner's successors or
assigns.
F. The Village will cooperate with the Developer in connection with the
Developer's efforts to obtain approval from the Illinois Department of
Transportation for the '(right-in/right-out" curb cut/driveway entry and exit
point from Northwest Highway into the Parking Lot Parcel, as part of the
M
Marking Lot Project.
Vill. DEVELOPER'S OBLIGATIONS
Developer shall have the obligations set forth below, in addition to those set forth
elsewhere in this Agreement, for the development, construction, financing,
completion and furtherance of the Chase Project:
W 6
A. Cons,tructio n Accordance w1th Approvals and La,ws4 The
r hall truce tas'ally and substantially in
Developesconshe Che Project matert,
conformance with the approvals therefor from the Village. The Developer
shall pay or cause to be paid all building -related fees required by the
Village Code. The Developer shall at all times acquire, install, construct,
operate and maintain the Chase Project (to the extent the Developer is
obligated to do so under this Agreement or the License Agreements) in
substantial conformance with all applicable laws, rules, ordinances, and
regulations. All work with respect to the Chase Project shall substantially
conform to all applicable federal, State and local laws, regulations and
ordinances, including, but not limited to, zoning, subdivision and planned
development codes, building codes, environmental laws (including any law
relating to public health, safety and the environment and the amendments,
regulations, orders, decrees, permits, licenses or deed restrictions now or
hereafter promulgated thereafter), life safety codes, property maintenance
codes and any other applicable codes and ordinances of the Village, or
443364-7 16
any of its rules or regulations or amendments thereto which are applicable
to all properties in the Village and are in effect from time to time during the
construction and maintenance of the Chase Project and/or during the term
of this Agreement.
B. bn Cons,ttu�ctiS:ta, *n
-0 al During the initial construction of the Chase Project
as herein contemplated, the Developer shall stage its construction of the
Chase Project to avoid to the fullest extent possible any material
community disruption. During construction, the Developer shall also keep
all public streets used by the Developer clean on a daily basis, and for
each day in which such public streets are not properly clean and such
condition is not remedied within twenty-four (24) hours of written notice to
Developer, the Developer shall pay the Village the sum of Two Hundred
Fifty and Flo/100 Dollars ($250.00) for each such violation. Developer shall
park and stage all construction equipment, materials and vehicles to be
used in relation to the construction of the Chase Project on the
Development Properties. In addition, Developer shall require all
contractors, and the contractors' employees, involved in the construction
of the Chase Project, to at all times park their vehicles, which are used to
travel to the work sites for the Chase Project, in the Emerson Street
Parking Deck. The Village shall provide the Developer with free parking
permits in relation to said parking in the Emerson Street Parking Deck.
The Village shall also provide the Developer with a location on Village -
owned properly on the "Triangle" area, on which the Bank Project and
Parking Lot Project are located, for the parking of a trailer during
construction.
C. Su,fflclen. Developer shall submit written evidence to the Village,
in a form and substance reasonably satisfactory to the Village, that
Developer has access to sufficient funds to pay any costs of the Chase
Project as part of the conditions precedent to the Village conveying title to
the Village Parcel to the Owner (see Section V.13.3. above). Such
evidence can include, without limitation, commitments for financing and/or
letters of credit from a lender, and/or investor commitments, for the
anticipated costs of such Chase Project.
0 0
D., Meefin s with V11
,122e. Developer shall meet with the Corporate
Authorities and Village staff and make presentations to the Corporate
Authorities and Village staff as reasonably requested by the Mayor or
Village Manager in order to keep the Village apprised of the progress of
the Chase Project.
E. Devt!2p2r Contraetors,, It is expressly agreed and understood by the
Developer that the terms of this Agreement shall be binding and
applicable to all of Developer's contractors working on the Development
Properties and/or adjacent public land or rights-of-way, in relation to the
4433647 17
construct'i on of the Chaze Project (a "Developer Contractor"). The
Developer shall ensure 'that each Developer Contractor is aware of the
obligations imposed under this Agreement and shall take such measures
to ensure each Developer Contractor complies herewith at all times. The
Developer shall be liable for non-compliance with applicable provisions of
this Agreement by a Developer Contractor, and shall promptly notify the
Village, in the event any Developer Contractor fails or refuses to comply
herewith. It is expressly agreed and understood that in the event of a
breach of the provisions of this Agreement by any, Developer Contractor,
f M;
the Village will look soleiy io the Developer, and the D v loper "ereby
accepts responsibility on behalf of any such Developer Contractor.
F. Di,figg!AY, Pursuinlq Const,ruction. Folluwing the commencement of the
construction of the Chase Project,, the Developer shall use commiercially
reasonable efforts to continue the construction of the Chase Project
without interruption or delay, and otherwise diligently pursue and
prosecute the construction of the Chase Project to completion.
G. Viltw
1.1nso-, ct, ms The Developer agrees that the Village Engineer and
COO
the D , erect r of Commun'tty Development, and their respective designees,
shall have the right at all times during normal business hours to
reasonably inspect the progress of the construction of the Chase Project.
V I #-% %A *.A
A tne event such inspeeflu-1-1 is doenled, the shalle Lbe.. issilec' 0
stop work order, and no work shall be thereinafter commenced until such
time as an inspection is granted, and the stop work order is rescinded.
ST TWFM
M raw All M
11 W 'W 1 W
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2. Further Asmsistance and Gorreetive, ln,struments. The Village an,
Dev,e,loperagree that the'y Will, from, time, to time, execute
,e to be executed, acknowledge''
acknowledge and deliver,, or caus
and defilVered such siu,piplements hereto and such furthe
instruments as may be reasonably required for carrying out th
intention of or effectuating or facating the performance of thi
4433647 16
Agreement to the extent legally permitted and within the Village's
and the Developer's sound legal discretion.
3. No Gifts. Developer covenants that no director, employee or agent
of Developer, or any other Person connected with Developer, has
made, offered or given, either directly or indirectly, to any member
of the Corporate Authorities, or any officer, employee or agent of
the Village, or any other Person connected with the Village, any
money or anything of value as a gift or bribe or other means of
influencing his or her action in his or her capacity with the Village.
4, Miscios,we., Concurrently with execution of this Agreement,
Developer shall disclose to the Village the names, addresses and
ownership interests of all Persons that have an ownership interest
in the Developer, together with such supporting documentation that
may be reasonably requested by the Village. Until the issuance of
the Certificate of Project Completion, Developer further agrees to
notify the Village throughout the term of this Agreement of the
names, addresses and ownership interests of any changes of
owners of the Developer.
Prevallins.,.Wave., To the extent required by law, Developer shall
comply with the Illinois Prevailing Wage Act (820 ILCS 130/0.01 et
seq) in relation to the construction of the Chase Project. Developer
warrants and represents that it has reviewed the Illinois Prevailing
Wage Act, that it has reviewed the regulations promulgated
thereunder, and that it understands and will strictly comply with the
obligations imposed on it by this Section IX.A.5. The Developer
agrees to assume all responsibility for such compliance with the
Illinois Prevailing Wage Act under this Agreement in the event of
any action by any party to enforce its provisions.
B. As to the Owner:
1'. Continu,ed Exi* s,tence. Owner will do or cause to be done all
things necessary to preserve and keep in full force and effect its
existence and standing as an Illinois limited liability company, so
long as this Agreement is in effect, and for so long as Owner
maintains an interest in the Development Parcel, or has any other
remaining obligation pursuant to the terms of this Agreement,
whichever is the first to occur.
wo
2. Further AssMtance and Correc,tive, Instruments. The Village and
Owner agree that they will, from time to time, execute,
acknowledge and deliver, or cause to be executed, acknowledged
and delivered, such supplements hereto and such further
443364�7 19
instruments as may be reasonably required for carrying out the
intention of or effectuating or facilitating the performance of this
Agreement to the extent legally permitted and within the Village's
and the Owner's sound legal discretion.
4. Disclosure. Concurrently with execution of this Agreement, Owner
shall disclose to the Village the names, addresses and ownership
interests of all Persons that have an ownership interest in the
Owrterl together with such supporting documentation that may be
reasonably requested by the Village. Until the issuance of the
Certificate of Project Comple',tion,, D eve lope rf'u rther a,grees to 'notify
the, Village throughout the to of this Agreement of the names,
addres,ses and ownership interests of any changes of owners, of the,
Owner.
X. ADHERENCE TO VILLAGE CODES AND ORDINANCES
Except as otherwise provided for in this Agreement, all development and
construction of the Chase Project shall comply in all respects with the provisions
in the building, plumbing, mechanical, electrical, storm water management, fire
prevention, property maintenance, zoning and subdivision codes of the Village
and all other germane codes and ordinances of the Village, including the Village
Code, in effect from time to time during the course of construction of the Chase
Project (the "Village Laws"). The Developer, by executing this Agreement,
expressly warrants that it has examined and is familiar with the Village Laws and
all the covenants, conditions, restrictions, building regulations, zoning
ordinances, property maintenance regulations, environmental laws (including any
law relating to public health, safety and the environment and the amendments,
regulations, orders, decrees, permits, licenses or deed restrictions now or
hereafter promulgated thereafter) and land use regulations, codes, ordinances,
federal, State and local regulations, and the like, currently in effect.
XI. SPECIAL CONDITIONS
A. JCerfiff"icate of' Pro 1# Comgle,tion* ect Within thirty (30) days after written
request from Developer, and provided that Developer has not received
any notice of default under this Agreement or notice of non-compliance
with any Village Laws with respect to Developer's construction obligations,
4433642 26
any of which have not been cured, and after the Village has issued the
final certificate of occupancy for the proposed building on the
Development Parcel, and has confirmed that the entire Chase Project has
been constructed in substantial and material compliance with all Village
Laws and this Agreement, the Village shall deliver a certificate of
completion and satisfaction of all construction terms, covenants and
conditions contained in this Agreement ("Certificate of Project
Completion") or, if not complete or satisfied, a written statement as to what
deficiencies exist, and upon Developer's correction of such issues, the
Village shall then promptly issue to Developer a Certificate of Project
Completion.
B. E m pJ21,
,yment 013portunties* To the extent feasible, the Developer shall
make reasonable efforts to notify Village residents of employment
opportunities that are available relative to the Chase Project, and, to the
extent permitted by law, make reasonable efforts to employ qualified
residents of the Village in relation to the Chase Project.
X11. REPRESENTATIONS AND WARRANTIES OF THE DEVELOPER AND THE
OWNER
A. Developer represents, warrants and agrees as the basis for the
undertakings on its part herein contained that as of the date hereof and
until completion of the Project:
1.Existenc,e and Author Developer is a national banking
association, and is authorized to and has the power to enter into,
and by proper action has been duly authorized to execute, deliver
and perform, this Agreement. Developer is solvent, able to pay its
debts as they mature and financially able to perform all the terms of
this Agreement. To Developer's knowledge, there are no actions at
law or similar proceedings which are pending or threatened against
Developer which would result in any material and adverse change
to Developer's financial condition, or which would materially and
adversely affect the level of Developer's assets as of the date of
this Agreement or that would materially and adversely affect the
ability of Developer to proceed with the construction and
development of the Chase Project.
2. No Conflitt Neither the execution and delivery of this Agreement
by Developer, the consummation of the transactions contemplated
hereby by Developer, nor the fulfillment of or compliance with the
terms and conditions of this Agreement by Developer conflicts with
or will result In a breach of any of the terms, conditions or
provisions of any offerings or disclosure statement made or to be
made on behalf of Developer (with Developer's prior written
443364 7 21
..... . . . . . . . . . .
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443364�7 22
property taxes levied on the Development Parcel, the Detention
Parcel or the ATM Parcel, and the property tax assessment of the
Development Parcel, the Detention Parcel and the ATM Parcel.
Developer and successor owners shall deliver evidence of payment
of such taxes to the Village upon request.
7. No Broker. Developer represents and warrants to the Village that,
in connection with the actions contemplated by this Agreement, no
third -party broker or finder has been engaged or consulted by it, or
its subsidiaries or agents or employees, or, through such the
Developer's actions (or claiming through such party), which is
entitled to compensation as a consequence of the actions
contemplated by this Agreement.
The Developer agrees to make the above representations and warranties
on the date(s) the Developer and the Village enter into the License
Agreements.
B. Owner represents, warrants and agrees as the basis for the undertakings
on its part herein contained that as of the date hereof and until completion
of the Project:
Existence an,d Author*Owner is an Illinois limited liability
company, and is authorized to and has the power to enter into, and
by proper action has been duly authorized to execute, deliver and
perform, this Agreement. Owner is solvent, able to pay its debts as
they mature and financially able to perform all the terms of this
Agreement. To Owner's knowledge, there are no actions at law or
similar proceedings which are pending or threatened against Owner
which would result in any material and adverse change to Owner's
financial condition, or which would materially and adversely affect
the level of Owner's assets as of the date of this Agreement or that
would materially and adversely affect the ability of Owner to
proceed with the acquisition of the Development Parcel.
2. No Conflict. Neither the execution and delivery of this Agreement
by Owner, the consummation of the transactions contemplated
hereby by Owner, nor the fulfillment of or compliance with the terms
and conditions of this Agreement by Owner conflicts with or will
result in a breach of any of the terms, conditions or provisions of
any offerings or disclosure statement made or to be made on behalf
of Owner (with Owner's prior written approval), any organizational
documents, any restriction, agreement or instrument to which
Owner or any of its officers, managers, members, partners,
directors or venturers is now a party or by which Owner or any of its
officers, managers, members, partners, directors or venturers is
443364�7 23
M 1W
dM1 dF
I Z
IS 0
moo` 4P
IP IF
I W W
4W Payment, of Real, Estate Taxes,, Owner and successor owners,
agree, to pay, or cause to be paid all general and special, real estate,
Tiod of ownership against
taxes, 'levied dur'inr r
g, theiespective,, pe i
their respective, interest 'in the Bank Prpjlect on or prior to the date
provided,,
same Is due and said taxes, shall not, become, del"'inquent" I
however, Owner resewes the right to contest and appeal property
taxes levied on the Development Parcel and the property tax
assessment of the Development Parcel. Owner and successor
owners shall deliver evidence of payment of such taxes to the
Village upon request.
5. No Broker. Owner represents and warrants to the Village that, in
connection with the actions contemplated by this Agreement, no
third - party broker or finder has been engaged or consulted by it, or
its subsidi,aries or ag,ents or employeest or, through such Owner's
actions (or claiming through such party), which Is entitled to
compensation as a consequence of the actions contemplated by
this Agreement.
6. Fee S eTi,t1e, Upon acquisition o�f the SLibmarine Express
00,101 4
Parcel, Owner will own fee simple title to the Submarine Express
Parcel,,. and will have full right,, power, and authority to convey the
443364,�7 24
Corner Feature Parcel to the Village in accordance with the terms
and conditions of this Agreement.
The Owner agrees to make the above representations and warranties in
the Contract and on the date of the conveyance of the Corner Feature
Parcel from the Owner to the Village, and on the date the Owner, the
Developer and the Village enter into the Detention License Agreement.
XIII. REPRESENTATIONS AND WARRANTIES OF THE VILLAGE
The Village represents, warrants and agrees as the basis for the undertakings on
its part herein contained that:
A. ExSte,=e,, The Village is an Illinois home rule municipal corporation duly
MOO*
organized and validly existing under the laws of the State of Illinois, and
has all requisite corporate power and authority to enter into this
Agreement.
B, Auf'!y., The execution delivery and performance of this Agreement
and the consummation by the Village of the transactions provided for
herein and the compliance with the provisions of this Agreement:
1. have been duly authorized by all necessary corporate action on the
part of the Village;
2. require no other consents, approvals or authorizations on the part
of the Village in connection with the Village's execution and delivery
of this Agreement; and
3. shall not, by lapse of time, giving of notice or otherwise result in any
breach of any term, condition or provision of any indenture,
agreement or other instrument to which the Village is subject.
4,
C. Litigation, To the best of the Village's knowledge, there are no
proceedings pending or threatened against or affecting the Village or the
TIF District in any court or before any governmental authority which
involves the possibility of materially or adversely affecting the ability of the
Village to perform its obligations under this Agreement and there is no
litigation, dispute or proceeding pending or to the best of knowledge of
Village, threatened, against Village which pertains to the Village Parcel,
the Detention Parcel or the ATM Parcel, or any portion thereof.
D. Adee Resources,., The Village has sufficient financial and economic
resources to implement and complete the Village's obligations contained
in this Agreement.
4433647 25
E.No Bro�ker�. The Village represents and warrants to the Owner and the
I Developer that, in connection with the actions contemplated by this
Agreement, no third -party broker or finder has been engaged or consulted
by it, or its subsidiaries or agents or employees, or, through such the
Village's actions (or claiming through such, party), is entitled to
compensation as a consequence. of the actions, contemplated by this
Agreement.
No Contracts, No Und" ,I ions,,, Village is not a party to
F. isclos,ed Ob'Uai_ci'_,a_f,'
any contract, agreement or commitment to se]], convey', assign, transfer,
provide rights of first refusal or other similar rights or otherwise dispose of
any portion or portions of the Village Parcel, the Detention Parcel or the
ATM Parcel. Except as created by this Agreement, there will be no
obligations or liabilities of any kind or nature whatsoever, actual or
contingent, including, but not limited to, any tax liabilities, contract
liabilities or tort liabilities for which or to which Owner or Developer will be
liable or subject to, except for non -delinquent obligations and liabilities
accrued and thereafter accruing under permitted exceptions to title to the
Village Parcel.
G. Fee.00SI I M T,'*Itl'e,., Village owns fee simple title to the Village Parcel
sub only to permitted exceptions to be agreed upon by the Owner and
.J &%1 94" 0% 01;
H (IL C*nU CXULIIUIlty to execute this->
the Village, and has full 91-A power,
Agreement and to convey the Village Parcel to the Owner in accordance
with the terms and provisions of this Agreement.
H. No o, f, of Law. Village has knowledge of, or notice of, any claims
of any governmental authority to the effect that the construction, operation
or use of the Village Parcel, the Detention Parcel or the ATM Parcel is in
violation of any applicable laws or that any claim or any investigation with
respect thereto Is under consideration and Village has not received any
notice from any governmental authority alleging or claiming that the
Village Parcel, the Detention Parcel or the ATM Parcel, or any portion
thereof, violates any applicable environmental law, rule or regulation.
No, Spedial A,ssessments.11 There is not presently pending, and Village
has received no notice of, any special assessments of any nature with
respect to the Village Parcel, the Detention Parcel or the ATM Parcel, or
any part thereof, nor has Village received any notice of any special
assessments being contemplated.
The Village agrees to make the above representations and warranties in the
Contract, on the date of the conveyance of the Village Parcel from the Village to
Owner, and on the date(s) the Village and the Developer enter into the License
Agreements.
4433647 26
XIV. INSURANCE
This Section XIV. shall survive the termination of this Agreement.
A. Insuran,ce, Coveragm, DeveloR,,y],ent Parcel, Bank,, Prvject nand ' Parki,
Lot er,9' ect. The Developer, and any successor in interest to the
Developer, shall obtain and continuously maintain insurance on the
Development Parcel and the Bank Project, and maintain insurance on the
Parking Lot Project and the Corner Feature Project, but only until the
Village issues its final approval of said Parking Lot Project and Corner
Feature Project and accepts a bill of sale in relation thereto, and, from
time to time at the request of the Village, furnish proof to the Village
evidence that the premiums for such insurance have been paid and the
insurance is in effect. The insurance coverage described below is the
minimum insurance coverage that the Developer must obtain and
continuously maintain, provided that the Developer shall obtain the
insurance described in subsection 1. below prior to the commencement of
construction of any portion of the Bank Project:
1. Builder's risk insurance, written on the so-called "Builder's Risk -
Completed Value Basis,,' in an amount equal to one hundred
percent (100%) of the insurable value of the Bank Project at the
date of completion, and with coverage available in non -reporting
form on the so-called "all risk" form of policy.
2. Comprehensive general liability insurance (including operations,
contingent liability, operations of subcontractors, completed
operations and contractual liability insurance) together with an
Owner's/Contractor's Policy on a primary non-contributory basis
naming the Village, its governing body members, officers, agents, nts,
including independent contractors, consultants, attorneys, servants
and employees as additional insureds, with limits against bodily
injury and property damage of not less than $5,000,000.00 for each
occurrence (to accomplish the above -required limits, an umbrella
excess liability policy may be used), written on an occurrence basis.
3. Workers compensation insurance, with statutory coverage if
applicable to the Developer.
B. Continuily of Insurance. All insurance required in subsection A. above
shall be obtained and continuously maintained through responsible
insurance companies selected by the Developer or its successors that are
authorized under the laws of the State to assume the risks covered by
such policies. Unless otherwise provided in this Section XIV., cancellation
relative to each policy shall be as provided by the policy; however, the
Village must be named as a cancellation notice recipient. Not less than
443364-7 27
thirty (30) days prior to the expiration of any policy, the Developer, or its
successor or assign, must renew the existing policy or replace the policy
with another policy conforming to the provisions of this Section XIV. In
lieu of separate policies, the Developer or its successor or assign, may
maintain a single policy, blanket or umbrella policies, or a combination
thereof, having the coverage required herein.
C. insurance Covagq, — Djetenfi*,on Parc" e " ! and ATM Parcel. Insurance in
regard to the Detention Parcel and the ATM Parcel shall be in accordance
with the provisions of the License Agreements.
D. S,elf Insu0re On. Notwithstanding the foregoing provisions of this
Section XIV., the Developer reserves the I ight to self insure, and evidence
coverages via access to a web -based memorandum of insurance
evidencing coverages in force.
XV., INDEMNIFICATION, HOLD HARMLESS AND RELEASE PROVISIONS
This Section XV. shall survive the termination of this Agreement.
A. Release. The Developer releases from and covenants and agrees that the
Village, its governing body members, officers, agents, including
.L- I IbUIL01 ILO I ran's ar%r4 ernpInwees.
independent con eLors, Go m.40% to
U a , at tovneys, ser k%l Y
thereof (for purposes of this Section XV., collectively the "Village
Indemnified Parties") shall not be liable for, and agrees to indemnify,
defend and hold harmless the Village Indemnified Parties against any loss
or damage to property or any injury to or death of any person occurring at
or about or resulting from any defect in the Chase Project or the
Development Properties or arising pursuant to the Developer's obligations
or warranties under this Agreement or actions in furtherance thereof to the
extent not attributable to the gross negligence or willful misconduct of the
Village Indemnified Parties; provided, that this waiver shall not apply to the
warranties made or obligations undertaken by the Village in this
Agreement.
B. Ind emnilficatalon,. Except for gross negligence or willful misconduct of the
Village Indemnified Parties, Developer agrees to indemnify, defend and
hold harmless the Village Indemnified Parties, now and forever, and
further agrees to hold the aforesaid harmless from any claims, demands,
suits, costs, expenses (including reasonable attorney's fees), actions or
otherproceedings whatsoever by any person or entity whatsoever arising
orpurportedly arising from the actions or inactions of Developer (or if other
Persons acting on their behalf or under its direction or control) under this
Agreement, or the transactions contemplated hereby or the acquisition,
construction, installation, ownership, and operation of the Chase Project.
443364-7 28
C. En,vipronmen'tal Distlaimer,Except as otherwise set forth herein, the
Village makes no warranties or representations regarding, nor does it
indemnify the owner or the Developer with respect to, the existence or
nonexistence on or in the vicinity of the Development Properties, or
anywhere within the TIF District of any toxic or hazardous substances of
wastes, pollutants or contaminants (including, without limitation, asbestos,
urea formaldehyde, the group of organic compounds known as
polychlorinated biphenyls, petroleum products including gasoline, fuel oil,
crude oil and various constituents of such products, or any hazardous
substance as defined in the Comprehensive Environmental Response,
Compensation and Liability Act of 1980 ("CERCLA"), 42 U.S.C. §'§ 9601-
9657, as amended) (collectively, the "Hazardous substances"). The
foregoing disclaimer relates to any Hazardous Substance allegedly
generated, treated, stored, released or disposed of, or otherwise placed,
deposited in or located on or in the vicinity of the Development Properties,
or within the TIF District, as well as any activity claimed to have been
undertaken on or in the vicinity of the Development Properties, that would
cause or contribute to causing (1) the Development Properties to become
a treatment, storage or disposal facility within the meaning of, or otherwise
bring the Development Properties within the ambit of, the Resource
Conservation and Recovery Act of 1976 ("RCRA"), 42 U.S.C. §6901 et
seq., or any similar State law or local ordinance, (2) a release or
threatened release of toxic or hazardous wastes or substances, pollutants
or contaminants, from the Development Properties, within the meaning of,
or otherwise bring the Development Properties within the ambit of,
CER.CLA, or ,any similar Mate law or local ordinance, or (3) the discharge
of pollutants or effluents into any water source or system, the dredging or
filling of any waters or the discharge into the air of any emissions, that
would require a permit under the Federal Water Pollution control Act, 33
U.S.C. §1251 et seq., or any similar Mate law or local ordinance. Further,
the Village makes no warranties or representations regarding, nor does
the Village indemnify the owner or the Developer with respect to, the
existence or nonexistence on or in the vicinity of the chase Project, or
anywhere within the Development Properties or the TIF District, of any
substances or conditions in or on the Development Properties, that may
support a claim or cause of action under RCRA, CERCLA, or any other
federal, State or local environmental statutes, regulations, ordinances or
other environmental regulatory requirements. The Village makes no
representations or warranties regarding the existence of any above
ground or underground tanks in or about the Development Properties, or
whether any above or underground tanks have been located under, in or
about the Development Properties have subsequently been removed or
filled. The Village warrants and represents to the owner and the
Developer that it has not received notice, other than as already provided
to the Developer by the Village in the environmental reports, if any,
provided to the Developer by the Village, from any agency, individual or
4433644,7 29
entity of any violation of any environmental law relating to any Hazardous
Substances affecting the Development Properties.
inst th
D,Wa"I*Vet, The Owner and the Developer waive any clairns aga
Village Indemnified Parties, and their members and boards, fo
indemnification, contribution, reimbursement or other payments arisin
under Federal, State and common law relating to the environment
condition of the land comprising the Development Properties. I
0%
LUl 11 1 C Oil I
E. No, Personal L'iabil] No liability, right or clainn at law quity %'%all
attach to or shall be incurred by the Village Indemnified Parties (other than
claims against the Village for breach of this Agreement), the Village's
President, 'frustees, officers, officials, attar neys, agents and/or
employees, and any such rights or claims of the Owner or the Developer
against the Village Indemnified Parties (other than claims against the
Village for breach of this Agreement), the Village's President, Trustees,
officers, officials, attorneys, agents and/or employees are hereby
expressly waived and released as a condition of and as consideration for
the execution of this Agreement by the Village.
1
XVI. EVENTS OF DEFAULT AND REMEDIES
AA Develoll*r ad Owiierts, Defauftlllollo;k
al ke Evelno t S
n,of. wngse lO
Even
of Default with respect to this Agreement:
If any material representation made by Developer or Owner in this
Agreement, or in any certificate, notice, demand or request made
by a Party hereto, in writing, and, deflivered to the Village pursuant to
or in connection with any of said documents,, shall prove 'to be
untrue or 'incorrect in any material respect as of the date made-,
provided, however, that such default shall constitut,vent of
Default only if Developer or Owner does not remedy the default,
within thirty (30) days after written notice from the Village and in
any event (subject to Uncontrollable Circumstances) cures such
default within ninety (90) days after such notice.
to, I a
4P d1b • dr
M, ro, go ff
W
443364,7 30
Circumstances) cures such default within ninety (90) days after
such notice.
3. Default by Developer or Owner for a period of thirty (30) days after
written notice thereof in the performance or breach of any material
covenant, warranty or obligation contained in this Agreement;
provided, however, that such default shall not constitute an Event of
Default if such default cannot be cured within said thirty (30) days
and the Owner or the Developer, within said thirty (30) days
initiates and diligently pursues appropriate measures to remedy the
default and in any event (subject to Uncontrollable circumstances)
cures such default within ninety (90) days after such notice.
4., The entry of a decree or order for relief by a court having
jurisdiction in the premises in respect of Owner or Developer in an
involuntary case under the federal bankruptcy laws, as novo or
hereafter constituted, or any other applicable federal or State
bankruptcy, insolvency or other similar law, or appointing a
receiver, liquidator, assignee, custodian, trustee, sequestrator (or
similar official) of towner or Developer for any substantial part of its
property, or ordering the winding -up or liquidation of its affairs and
the continuance of any such decree or order unstaged and in effect
for a period of ninety (90) consecutive days.
5. The commencement by towner or Developer of a voluntary case
under the federal bankruptcy laws, as now or hereafter constituted,
or any other applicable federal or State bankruptcy, insolvency or
other similar law, or the consent by Owner or Developer to the
appointment of or taking possession by a receiver, liquidator,
assignee, trustee, custodian, sequestrator (or similar official) of
Owner or Developer or of any substantial part of the Development
Parcel, or the making by any such entity of any assignment for the
benefit of creditors or the failure of towner or Developer generally to
pay such entity's debts as such debts become due or the taking of
action by Owner or Developer in furtherance of any of the
foregoing, or a petition is filed in bankruptcy by others.
0. Failure to have funds as timely required to meet Developer's
obligations to construct the Chase Project and obtain a Certificate
of Project Completion.
7. A sale, assignment, or transfer of the Bank Project, except in
accordance with this Agreement.
3. Material change in the management of Developer, except in
accordance with this Agreement.
4433647 31
9. Developer abandons the Chase Project on the Development
Properties. Abandonment shall be deemed to have occurred when
work stops on the Development Properties for more than forty-five
(45) consecutive days for any reason other than Uncontrollable
Circumstances and such work is not resumed within thirty (30) days
of written demand by the Village.
10. Prior to issuance of the Certificate of Project Completion, Developer
fails to comply with applicable govern rnie Intall cou'ver.-D cand reuulations
in relation to the construction and maintenance of the Chase
Project contemplated by this Agreement and such failure continues
for more than thirty (30) days after written notice thereof from the
Village; provided, however, that such default or breach shall not
constitute an Event of Default if such default cannot be cured within
said thirty (30) days and Developer, within said thirty (30) days,
initiates and diligently pursues appropriate measures to remedy the
default and in any event (subject to Uncontrollable Circumstances)
cures such default within ninety (90) days after such notice.
11. A material representation or warranty of Owner or Developer is not
true for a period of thirty (30) days after written notice from the
L W1 I I I I I %.^ I I a
Village; provided, however, that siusch de'llaull r%r breach Shnll nnf
constitute an Event of Default if such default cannot be cured within
said thirty (30) days and Owner or Developer, within said thirty 130)
days, initiates and diligently pursues appropriate measures to
remedy the default and in any event (subject to Uncontrollable
Circumstances) cures such default within ninety (90) days after
such notice.
B. Vi 1, 1Events
, a , of D,efault. The following shall be Events of Default with
ge
respect to this Agreement:
1. If any material representation made by the Village in this
Agreement, or in any certificate, notice, demand or request made
by a Party hereto, in writing and delivered to Owner or Developer
pursuant to or in connection with any of said documents, shall
prove to be untrue or incorrect in any material respect as of the
date made; provided, however, that such default shall constitute an
Event of Default only if the Village does not remedy the default,
within thirty (30) days after written notice from Owner or Developer
and in any event (subject to Uncontrollable Circumstances) cures
such default within ninety (90) days after such notice.
2. Default by the Village in the performance or breach of any material
covenant contained in this Agreement concerning the existence,
4433647 32
structure or financial condition of the Village; provided, however,
that such default or breach shall constitute an Event of Default only
if the Village does not, within thirty (30) days after written notice
from Owner or Developer, initiate and diligently pursue appropriate
measures to remedy the default and in any event (subject to
Uncontrollable Circumstances) cures such default within ninety (90)
days after such notice.
3. Default by the Village in the performance or breach of any material
covenant, warranty or obligation contained in this Agreement;
provided, however, that such default shall not constitute an Event of
Default if the Village, commences cure within thirty (30) days after
written notice from Owner or Developer and in any event cures
such default within ninety (90) days after such notice, subject to
Uncontrollable Circumstances.
4. A material representation or warranty of the Village is not true for a
period of thirty (30) days after written notice from Owner or
Developer; provided, however, that such default or breach shall not
constitute an Event of Default if such default cannot be cured within
said thirty (30) days and the Village, within said thirty (30) days,
initiates and diligently pursues appropriate measures to remedy the
default and in any event (subject to Uncontrollable Circumstances)
cures such default within ninety (90) days after such notice.
C. Remedies for Default. In the case of an Event of Default hereunder:
1. The defaulting Party shall, upon written notice from the non -
defaulting Party, take prompt action to cure or remedy such Event
of Default. If, in such case, any monetary Event of Default is not
cured, or if in the case of a non -monetary Event of Default, except
for circumstances contemplated under Section XVI.A.I., action is
not taken or not diligently pursued, or if action is taken and
diligently pursued but such Event of Default or breach shall not be
cured or remedied within the cure periods specified therefor, unless
extended by mutual agreement, the non -defaulting Party may
institute such proceedings as may be necessary or desirable in its
opinion to cure or remedy such default or breach, including, but not
limited to, proceedings to compel specific performance of the
defaulting Party's obligations under this Agreement.
In case a Party shall have proceeded to enforce its rights under this
Agreement and such proceedings shall have been discontinued or
abandoned for any reason, then, and in every such case, the
Parties shall be restored respectively to their several positions and
rights hereunder, and all rights, remedies and powers of the Owner,
443364"7 33
the Developer and the Village shall continue as though no such
proceedings had been taken.
3. In no event shall any Party be liable to the other Parties for any
consequential or punitive damages suffered as a result of a default
under this Agreement.
D. AgareemeM to Pay Attorneys,l Fees and, Exse,,& In the event an
Event of Default is not cured within the applicable cure periods and the
Parties employ an attorney or attorneys or incur other expenseS for the
collection of the payments due under this Agreement or the enforcement
ofperformance or observance of any obligation or agreement herein
contained, the non -prevailing Party shall pay, on demand, the prevailing
Party's/Parties' reasonable fees of such attorneys and such other
reasonable expenses in connection with such enforcement action. This
Section XVI.D. shall survive the termination of this Agreement.
E. No Wai'ver-by Pe,l,, or Otherwiise. Any delay by any Party in instituting
or prosecuting any actions or proceedings or otherwise asserting its rights
under this Agreement shall not operate to act as a waiver of such rights or
to deprive it of or limit such rights in any way (it being the intent of this
provision that any Party should not be deprived of or limited in the
I X AL_ .J:. %4* L
exercise U-1 Me remeuius Provided il-,%l this Agurvele%ment beCaluise of c0%,nrCep+s
of waiver, laches or otherwise); nor shall any waiver in fact made with
respect to any specific Event of Default be considered or treated as a
waiver of the rights by the waiving Party of any future Event of Default
hereunder, except to the extent specifically waived in writing. No waiver
made with respect to the performance, nor the manner or time thereof, of
any obligation or any condition under this Agreement shall be considered
a waiver of any rights except if expressly waived in writing.
F, ts aM Remedies Cumulafive. The rights and remedies of the
Parties to this Agreement, whether provided by law or by this Agreement,
shall be cumulative, and the exercise of any one or more of such remedies
shall not preclude the exercise by such Party, at that time or different
times, of any other such remedies for the same Event of Default.
O. Lealand Other Fees and Expenses. Other than for demands, suits,
costs, expenses (including reasonable attorney's fees), actions or other
proceedings covered by Section XV. above, in the event that any third
party or parties institute any legal proceedings against the Owner, the
Developer and/or the Village, which relate to the terms of this Agreement,
then, in that event, the Parties shall cooperate in the defense of any such
lawsuit, with each Party assuming, fully and vigorously, its own defense of
such lawsuit, and all costs and expenses of its own defense, of whatever
443364.7 34
nature (including attorney's fees). This Section XVI.G. shall survive the
termination of this Agreement.
XVII. EQUAL EMPLOYMENT OPPORTUNITY
A. No Discrimination. To the extent required by law, Developer shall
comply with all federal, State and local laws relating to equal employment
opportunity, if any. To the extent permitted by law, Developer shall use
reasonable efforts to employ qualified residents of the Village as to any
direct hires by the Developer, if applicable.
B. Advertisements. To the extent required by law, Developer shall, in all
solicitations or advertisements for employees placed by or on behalf of
Developer, if applicable, state that all qualified applicants will receive
consideration for employment without regard to race, color, religion, sex or
national origin.
XVIII. MISCELLANEOUS PROVISIONS
&Canceheti om, Notwithstanding any terms in this Agreement to the
. .........
contrary, in the event the Owner, the Developer or the Village shall be
prohibited, in any material respect, from performing covenants and
agreements or enjoying the rights and privileges herein contained, or
contained in the TIF Plan, including Developer's duty to build the Chase
Project and operate the Bank Project, the Detention Project and the ATM
Project, by the order of any court of competent jurisdiction, or in the event
that all or any part of the Act or any ordinance adopted by the Village in
connection with the Chase Project, shall be declared invalid or
unconstitutional, in whole or in part, by a final decision of a court of
competent jurisdiction and such declaration shall materially affect the
Chase Project or the covenants and agreements or rights and privileges of
the Owner, the Developer or the Village, then and in any such event, the
Party so materially affected may, at its election, cancel or terminate this
Agreement in whole (or in part with respect to that portion of the Chase
Project materially affected) by giving written notice thereof to the other
Parties within one hundred twenty (1 o) days after such final decision or
amendment. Further, the cancellation or termination of this Agreement
shall have no effect on the authorizations granted to Developer for
buildings, or the remodeling of any building, permitted and under
construction, to the extent permitted by said court order; and the
cancellation or termination of this Agreement shall have no effect on
perpetual easements contained in any recorded, properly executed
document.
B. Notices. All notices, certificates, approvals, consents or other
communications desired or required to be given hereunder shall be given
4433647 35
443364_7
in writing at the addresses set forth below, by any of the following means:
(1) personal service, (2) electronic communications, whether by electronic
mail, telex, telegram or telecopy, but only if followed up, within one (1)
business day, by another method of notice, (3) overnight courier, or (4)
registered or certified first class mail, postage prepaid, return receipt
requested.
If to Village: Arlene Jur,acek, Mayor
Village of Mount Prospect
50 South Emerson Street
Mount Prospect, Illinois 60056
Email: luras ogUtprospec
With a copy to: Michael Cassady, Village Manager
Village of Mount Prospect
50 South Emerson Street
Mount Prospect, Illinois 60056
Email: m,cas-sady.@m ou,ntprosect"PAr,
and: Klein, Thorpe and Jenkins, Ltd.
20 North Wacker Drive, Suite 1660
Chicago, Illinois 60606-2903
At"L e r, ti U- 1-1 L 0a n AA!'`. C 0 - 10,a li n a / G r e g %r. y T. S m i t 161
Email: Ic'Malin a@Lk,,'j,Iaw,g0m, /P ts1m1th@ktiIaw,.,Com
..........
If to Owner: MIG of Mount Prospect, LLC
11900 Freeman
Huntley, Illinois 60142
Attn: Spiro Angelos, Manager
Email: spiro.angelos@aol.com
With a copy to. Kaplan, Papadakis, & Gournis, P.C.
180 North LaSalle Street, Suite 2108
Chicago, Illinois 60601
Attn: Dean J. Papadakis
Email: doap,gd1akilg�R9!9W.,cm,
If to Developer: JPMorgan Chase Bank, National Association
1111 Polaris Parkway
Mail Code OH 1-0241
Columbus, Ohio 43240-2050
Attn: Lease Administration Manager
Email:
With copies to: JPMorgan Chase Bank, National Association
237 Park Avenue, 12th Floor
�r*R
Mail Code NY1-R066
New York, New York 100 17-3140
Attn: Real Estate Transactor Regional Manager
Freeborn & Peters LLP
311 South Wacker Drive, Suite 3000
Chicago, Illinois 60606
Attn: Michael A. Moynihan
Email: q),mo nihanAfreebornconl
i I y N WW"M
The Parties, by notice hereunder, may designate any further or different
addresses to which subsequent notices, certificates, approvals, consents
or other communications shall be sent. Any notice, demand or request
sent pursuant to either clause (1) or (2) hereof shall be deemed received
upon such personal service or upon dispatch by electronic means. Any
notice, demand or request sent pursuant to clause (3) shall be deemed
received on the day immediately following deposit with the overnight
courier, and any notices, demands or requests sent pursuant to clause (4)
shall be deemed received forty-eight (4€3) hours following deposit in the
mail.
CIO T"I'm 01f t'he Essence. Time is of the essence of this Agreement.
Notwithstanding the foregoing, if the date for performance of any of the
terms, conditions and provisions of this Agreement shall fall on a
Saturday, Sunday or legal holiday, then the date of such performance
shall be extended to the next business day.
D. IntaegLra'ationo 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.
E. Counterparts,, This Agreement may be executed in any number of
counterparts, but in no event less than three (3) counterparts, each of
which shall be an original and each of which shall constitute but one and
the same Agreement.
F. r° tion f reement, The Parties agree to record this Agreement
with the Cook County Recorder's Office against title to the Development
Parcel, as part of the closing in regard to the conveyance of the Village
Parcel to the Owner pursuant hereto. The Village, the Owner and the
Developer shall equally share the cost of the recording charges. The
Owner's and the Developer's rights and obligations in this Agreement are
covenants running with title to the Development Parcel and successor
owners of the Development Parcel shall be and are bound by this
Agreement to the same extent as the Owner.
4433642, 37
G. Severab* if any provision of this Agreement, or any Section,
senten 01 ce, clause, phrase or word, or the application thereof, in any
circumstance, is, held to be invalid, the remainder of this Agreement shall
be construed as if such invalid part were never included herein, and this
Agreement shall be and remain valid and enforceable to the fullest extent
permitted by law.
H. Choice of Law I Venue. This Agreement shall be governed by and
construed in accordance with the laws of the State of Illinois, and any
courtproceedings between the Parties hereto shall be brought in Cook
County, Illinois.
t" re CoMract an,d ArneridmeMs. This Agreement (together with the
exhibits attached hereto) is the entire contract between the Village, the
Owner a,nd the Developer relatlng� to the subject matter hereolIr
,
supersedes all prior and contempoings
raneous negotiations, un,derstand,
and agreements, written or oral, between the Village, the Owner and the
Developer, and may not be modified or amended except by a written
instrument executed by the Parties hereto.
J. TWIrd Partiles,, Nothing in this Agreement, whether expressed or implied,
I Lb U1 I C UIC0 U1 lu I VY Ll 11
is 'intended "to confer any dghls or reme'; 4er or, 6,-r reason of #his
Agreement on any other Person other than, the, V1,11age, the Owner" and the
Developer, nor is an�ythitig in this Agreement intended, to relieve or
discharge the obligation or liability of any third parties to the Village, the
Owner and the Developer, nor shall any provision give any third parties
any rights of subrogation or action over or aga I i I nst the Village, the Owner
or the veloper. This Agreement is not intended to and does not create
De
any third -party beneficiary rights whatsoever.
K. WaJiver. Any Party to this Agreement may elect to waive any right or
remedy it may enjoy hereunder, provided that no such waiver shall be
deemed to exist unless such waiver is in writing. No such waiver shall
obligate the wa,lvw of any other right or remedy hereunder, or shall be
deemed, to constitute a waiver of other rights and remedies provided
pursuant to this Agreement.
L goo ratJo,n and Further Assura,nces* The Village, the Owner arid the
Developer each covenant and agree that, each will do, execute,,
acknowledge and deliver or cause tio be, done, executed and, delivered,
such agreements, instruments and documents supplemental hereto and
such further acts, instruments, pledges and transfers as may be
reasonably required for the better clarifying, assuring, mortgaging,
conveying, transferring, pledging, assigning and confirming unto the
Village, the Owner or the Developer,, or other appropriate Persons, all and
443364'�,7 38
singular the rights, property and revenues covenanted, agreed, conveyed,
assigned, transferred and pledged under or in respect of this Agreement.
M. � o'Mt Venture, Agnenzy or Partnership L Created, Nothing in this
R11
Agreement, or any actions of the Parties to this Agreement, shall be
construed by the Parties or any third party to create the relationship of a
partnership, agency or joint venture between or among such Parties.
N No Personal Lialbifi!y of Officials, of the V I!,112g,e, 1he Owner or the
Developer. No covenant or agreement contained in this Agreement shall
be deemed to be the covenant or agreement of the Corporate Authorities,
Village Manager, any elected official, officer, partner, member,
shareholder, manager, director, agent, employee or attorney of the
Village, the Owner or the Developer, in his or her individual capacity, and
no elected official, officer, partner, member, director, agent, employee or
attorney of the Village, the Owner or the Developer shall be liable
personally under this Agreement or be subject to any personal liability or
accountability by reason of or in connection with or arising out of the
execution, delivery and performance of this Agreement, or any failure in
that connection.
0. Re,p,ealer, To the extent that any ordinance, resolution, rule, order or
provision of the Village's code of ordinances, or any part thereof, is in
conflict with the provisions of this Agreement, the provisions of this
Agreement shall be controlling, to the extent lawful. I
P. Term. This Agreement shall remain in full force and effect until the
termination of the Redevelopment Project Area, or the earlier termination
hereof pursuant to the terms hereof ("Term").
Q. E si,!fo
.,p,pel Cerfifica,tes., Each of the Parties hereto agrees to provide the
other, upon not less than fifteen (1 5) days prior request, a certificate
("Estoppel Certificate") certifying that this Agreement is in full force and
effect (unless such is not the case, in which case such Party shall specify
the basis for such claim), that the requesting Party is not in default of any
term, provision or condition of this Agreement beyond any applicable
notice and cure provision (or specifying each such claimed default) and
certifying such other matters reasonably requested by the requesting
Party. If any Party fails to comply with this provision within the time limit
specified, and if, after an additional seven (7) days' notice there still is no
compliance, then said non -complying Party shall be deemed to have
appointed the other as its attorney-in-fact for execution of same on its
behalf as to that specific request only.
R, Asskqnment. This Agreement, and the rights and obligations hereunder,
may not be assigned by Owner or Developer prior to the date the Village
443364#�7 39
issues Developer a Certificate of Project Completion, unless the Villag(
consents in writing to such assignment which consent shall not b(
unreasonably withheld or delayed, and unless the assignee consents ir
writing to be bound by the terms of this Agreement. Thereafter, Owne
may sell or transfer the Development Parcel, and assign its rights, dutie!
and obligations hereunder, and the Developer may assign its rights, dutie4.
and obligations hereunder, without the consent or approval of the Village
Nothing herein shall be deemed to prohibit or impair an assignment t(
Developer's lender pursuant to an assignment required for constructiol
financing.
S. Muni Limitat ions,,All Village commitments hereunder are limited to
the extent required by law.
[THIS SPACE INTENTIONALLY LEFT BLANK]
4433647 40
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed by their respective authorized representatives, as set forth below.
Village of Mount Prospect,
an Illinois home rule municipal corporation ATTEST:
By*
By.411
Arlene Juracek,kr yor Karen Agoranod,/,'Villa,ge, clerk
Date: L/ a 2a20 Date.- ..i�-
�Jw_�f
MIG of Mount Prospect, LLC,
an Illinois limited liability company ATTEST:
B By:
Spiro Angelos, Manager Name,
Title"*,'
C2
Date . . . . .. . ......... Date,.,
JPMorgan Chase Bank, National Association,
"I 466�
o I ba�hkihg' sol ''fi TEST:
a nati haa, AT
By:
By- . . . . . . ........ . .. .... .
V7
N1 a 4m, e Narn,e,.,
IL 7,
Title,,- Title:
Date. Date:
443364_7 41
ACKNOWLEDGMENT
State of Illinois
)SS
County of Cook
1, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that Arlene Juracek and Karen Agoranos, personally known to
me to be the Mayor and Village Clerk of the Villagd of Mount Prospect, and personally
known to me to be the same persons whose names are subscribed to the foregoing
instrument, appeared before me this day in person and severally acknowledged that, as
such Mayor and Village Clerk, they signed and delivered the said instrument and
caused the corporate seal of said municipal corporation to be affixed thereto, pursuant
to authority given by the Board of Trustees of said Illinois home rule municipal
corporation, as their free and voluntary act, and as the free and voluntary act and deed
P
of said 11linois, home rule municipai corporation, Tor the uses and purposes therein set
forth.
GIVEN under my hand and official seal, thisday of
2020.
Notary Public
OFFICIAL SEAL
DOREEN C JAROSZ
NOTARY PUBLIC - STATE OF ILLINOIS
MY COMMISSION EXPIRES:04/13/22
4433647 42
ACKNOWLEDGMENT
State of Illinois
,)SS
County of Cook
1, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that Spiro Angelos, personally known to me to be the Manager
of MIG of Mount Prospect, LLC, an Illinois limited liability company, and personally
known to me to be the same person whose name is subscribed to the foregoing
instrument, appeared before me this day in person and severally acknowledged that, as
such Manager, he signed and delivered the said Agreement pursuant to authority given
by the operating agreement of MIG of Mount Prospect, LLC, as his free and voluntary
act, and as the free and voluntary acts and deeds of said limited liability company, for
the uses and purposes therein set forth. q' T41
GIVEN under my hand and official seal this d ay of qlil
2026.
Notary"Public
Official 1
- l
Eulgenja Metaxa,s
Notary Public State of flfj� , is
MY Commfssioni Expires, 1(y,12/2021fi
4433642 42
State of Kentucky )
)SS
County of Jefferson )
1, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HERERY CERTIFY that Jeff Mechlin and Chad Cissell, personally known to me to
be the Vice President and the Vice President of JPMorgan Chase Bank, National
Association, a national banking association, respectively, and personally known to me
to be the same persons whose names are subscribed to the foregoing instrument,
appeared before me this day in person and severally acknowledged that, as such Jeff
Mechlin and Chad Cissell, they signed and delivered the said Agreement pursuant to
authority given to such persons in their capacities as holders of the stated offices of
JPMorgan Chase Bank, National Association, as their free and voluntary act, and as the
free and voluntary acts and deeds of said national banking association, for the uses and
purposes therein set forth.
GIVEN under my hand and official seal, this, day of February, 2021.
1
cl'y I -
b "
4433642 43
so I
A3111-11
Prospect and Main TIS` District
Legal Description
Legal Description:
THAT PART OFF SECTIONS 11 & 12 IN TOWNSHIP 41 NORTH, RANGE 11 EAST
AND SECTIONS 33 & 34 IN TOWNSHIP 42 NORTH, RANGE 11 EASE` OF THE
THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS, BOUNDED AND
DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE EAST LINE OF THE SOUTHEAST
QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER. LINE OF MT.
PROSPECT ROAD, AND THE SOUTHWESTERLY LINE OF NORTHWEST
HIGHWAY, BEING ALSO THE. NORTHEASTERLY LINE OF THE CHICAGO &
NORTHWESTERN RAILWAY RIGHT OF WAY;
THENCE SOUTH ALONG SAID EAST LINE. OF THE SOUTHEAST QUARTER OF
SECTION 12 AND THE CENTER LINE OF MT. PROSPECT ROAD TO THE:
SOUTHWESTERLY LINE OF THE CHICAGO &. NORTHWESTERN RAILWAY RIGHT
OF vvAY, BEING ALSO THE NORTHEAS i ERL`r' LINE 001 PROSPECT AVENUE;
THENCE SOUTHWESTERLY TO THE INTERSECTION OF THE WEST LINE OF MT.
PROSPECT ROAD WITH THE SOUTHWESTERLY LINE OF PROSPECT AVENUE;
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF
PROSPECT AVENUE TO THE WEST LINE OF THE EAST 205 FEET OF LOT 1 IN
G LEICH'S INDUSTRIAL PARK, A SUBDIVISION OF PART OF THE WEST HALF OF
THE NORTHEAST QUARTER AND PART OF THE EST HALF OF THE
SOUTHEAST QUARTER OF SECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID WEST LINE OF THE EAST 205 FEET OF LOT 1 IN
G LEICH'S INDUSTRIAL PARK TO THE SOUTHERLY LINE OF LOT 1 AFORESAID;
THENCE NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF LOT 1 IN
GLEICH'S INDUSTRIAL PARK TO THE. EAST LINE OF SCHOOL STREET;
THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE
NORTHEASTERLY LINE OF LINCOLN STREET;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LINCOLN
STREET AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE
OF WILLIAM STREET;
4433641-17 45
THENCE SOUTH ALONG SAID EAST LINT OF WILLIAM STREET TO THE SOUTH
LINE OF SHA -BONES TRAIL;
THENCE WEST ALONG SAID SOUTH LINE OF SHA-BONTT TRAIL TO THE EAST
LINE OF SCHOOL STREET;
THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE SOUTH
LINE OF COUNCIL TRAIL;
THENCE WEST ALONG .SAILD SOUTH LINT OF OUNCIL TRAIL TO THE
SOUTHERLY EXTENSION OF THE EAST LINT OF LOT 12 IN ELLENDALE, A
SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 12 AFORESAID;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE EAST LINE OF
LOT 12 IN ELLENDALE TO THE NORTH LINE THEREOF;
THENCE WEST ALONG SAID NORTH LINT OF LOT 12 IN ELLENDALE TO THE
EAST LINE OF LOT 3 IN ELLENDALE AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOT 3 IN ELLENDALE AND THE
NORTHERLY EXTENSION THEREOF TO THE NORTH LINE OF MOEHLING DRIVE;
TucKlr^� ►A1�C�r ALONG CpIr' �r RT`1-I LINE t�` tl ni=Hl I I��` DRIVE AND THF
1 1 11._1■VL Vv
EV 1 /YLL1`O1 M!*,.+ +�..+ 1ID � lv� ♦ t n Lti E OF l■ff•%.r • �r•.... ..�. •. r .....
WESTERLY EXTENSION THEREOF TO THE WEST LINT OF MAPLE STREET;
THENCE NORTH ALONG SAID WEST LINE OF MAPLE STREET TO THE NORT
LINE OF THE SOUTH 270 FEET OF OT 2 IN ETHEL BUSSE'S SUBDIVISION 0
PART OF THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 1
AFORESAID;
i HENCE WEST ALONG SAID NORTH LINE OF THE SOUTH 270 FEET OF LOT 2 IN
ETHEL BUSSE'S SUBDIVISION TO THE EAST LINE OF LOTS 35 THRU 42 IN
BUSSE'S RESUBDIVISION OF LOT "A" IN BLOCK i
RESUBDIVISION IN MT. PROSPECT AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOTS 35 i 42 IN ~
RESUBDIVISION ''
NORTHLOTS 1 TO 3 & 43 IN BUSSE'S SUBDIVISION OF LOT "A" IN BLOCK 11 IN BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID;
THENCE i, D EAST LINE OF LOT 2 IN MILLER RESUBDIVISION
TO THE SOUTHWESTERLY LINE OF PROSPECT AVENUE;
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINT OF
PROSPECT AVENUE TO THE WESTERLY LINE OF LOT 2 IN MILLER
RESUBDIVISION BDIVISION AFORESAID;
443364 7 46
,.
THENCE SOUTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER
RESUBDIVISION TO A BEND THEREIN;
THENCE SOUTH ALONG SAID WESTERLY LINE OF LCAT 2 IN MILLER
RESUBDIVISION TO THE. NORTH LINE OF LCAT 3 IN MILLER RESUBDIVISION
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE. OF LOT 3 IN MILLER RESUBDIVISION
TO THE MOST EASTERLY WEST DINE OF LOT 2 IN MILLER RESUBDIVISION
AFORESAID;
THENCE SOUTH ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER
RESUBDIVISION T+OA BEND THEREIN;
THENCE SOUTHEASTERLY ALONG SAID MOST EASTERLY WEST LINE OF LCAT 2
IN MILLER RESUBDIVISION TO THE EAST LINE THEREOF, AND THE NORTH LINE:
OF LOT 42 IN BUSSE'S RESUBDIVISION AFORESAID;
THENCE WEST ALONG SAID NORTH LINE OF LOT 42 IN BUSSE'S
RESUBDIVISION AND THE WESTERLY EXTENSION THEREOF TO THE. WEST
LINO: Or. EMERSON STREET;
THENCE NORTH ALONG SAID WEST LINE OF EMERSON STREET TO THE ,SOUTH
LINE OF LCAT 11 IN BUSSE'S RESUBDIVISION AFORESAID;
THENCE WEST ALONG SAID SOUTH LINE OF LOT 11 IN BUSSE'S
RESUBDIVISION TO THE EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN MEIER'S
ADDITION TO MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION
AFORESAID, LYING SOUTH OF THE RIGH` Or WAY OF THE CHICAGO &
NORTHWESTERN RAILWAY;
THENCE NORTH ALONG SAID EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN
MEIER'S ADDITION TO MT. PROSPECT TO THE NORTH LINE OF LOT 5
AFORESAID;
THENCE WEST ALONG SAID NORTH LINE OF LCAT 5 IN BLOCK 1 IN MEIER'S
ADDITION TO MT. PROSPECT AND THE. WESTERLY EXTENSION THEREOF TO
THE WEST LINE OF MAIN STREET;
THENCE NORTH ALONG ,SAID WEST LINE OF MAIN STREET TO THE NORTH LINE
OF LOT 24 IN BLOCK 4 IN MEIER'S ADDITION TO MT. PROSPECT AFORESAID;
THENCE WEST ALONG SAID NORTH LINE OF LOT 24 IN BLOCK 4 IN MEIER'S
ADDITION TO MT. PROSPECT TO THE WEST LINE OF THE 20 FOOT WIDE ALLEY
EAST OF WILLS STREET;
443364 7 47
THENCE NORTH ALONG SAID WEST LINE OF THE 20 FOOT WIDE ALLEY EAST
OF WILLS STREET TO THE SOUTH LINE OF EVERGREEN AVENUE.;
THENCE WEST ALONG SAID SOUTH LINE OF EVERGREEN AVENUE TO THE
WEST LINE OF WILLE STREET;
THENCE NORTH ALONG SAID WEST LINE OF WILLE STREET TO THE 'SOUTH
LINE OF LOT 13 IN BUSSE'S RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE., OF
RESUBDIVISION OF LOIS 1 TO 6, INCLUSIVE, IN BLOCK 4, ALOE OF LOTS 2 & 3
IN BLOCK 5, ALL OF BLOCK 6, LOT 13 TO 24, INCLUSIVE, IN BLOCK 7, LOTS 17
TO 20 IN BLOCK 8 ALL IN EIER'S ADDITION TO MT. PROSPECT IN THE
NORTHWEST QUARTER OF SECTION 12 AFORESAID;
THENCE WEST ALONG SAID SOUTH LINE OF LOT 13 IN BUSSE'S
RESUBDIVISION TO THE WEST LINE OF LOTS 13 AND 14 IN BUSSE'S
RESUBDIVISION;
THENCE NORTH ALONG SAID WEST LINE OF LOTS 13 AND 14 IN BUSSE'S
RESUBDIVISION TO THE SOUTHWESTERLY LIFE OF THE 16 FOOT WIDE ALLEY
SOUTHWESTERLY OF PROSPECT AVENUE.;
THENC-rulc��rt� nlr►D-ruWE0-TC:Dl v Al t`�NG Saar Qnl ITWIA►E TERI V LINIP OF THP 16
E L...1 't C E 1 'M \./ 1 % 1 1 11f If 1.� %..o 1 9-1 %L- 1 L.'�s' 111 LJ � ♦ � �✓ v � v � v r w w ar err � w a &- 6 � w w ..r •..,• r . oft... ...
FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE,
NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF PINE STREET;
THENCE NORTH ALONG SAID WEST LINE. OF PINE STREET TO THE SOUTHERLY
LINE OF THE 15 FOOT WIDE, ALLEY SOUTHWESTERLY OF PROSPECT AVENUE;
THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE
16 FOOT 'v''IPIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE. AND THE.
NORTHWESTERLY EXTENSION THEREOF TO ITS INTERSECTION WITH THE
SOUTH LINE ---OF __ _ _ _
THENCE WEST ALONG SAID SOUTH LINE OF BUSSE AVENUE TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF THE 20 FOOT WIDE ALLEY
WEST OF ELMHURST AVENUE;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF
THE 20 FOOT 'WIDE. ALLEY WEST OF ELMHURST AVENUE TO THE
SOUTHWESTERLY LINE OF THE. 16 FOOT WIDE ALLEY SOUTHWESTERLY OF
PROSPECT AVENUE;
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OFF THE 16
FOOT WIDE. ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE
443364'J 48
NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF I-OKA
AVENUE;
THENCE NORTH ALONG SAID WEST LINE OF I-OKA AVENUE. TO THE
SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF
PROSPECT AVENUE;
THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE
16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE.
NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF HI-LUSI
AVENUE,
THENCE NORTH ALONG SAID WEST LINE OF HI-LUSI AVENUE TO THE
SOUTHWESTERLY LINE. OF PROSPECT AVENUE;
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF
PROSPECT AVENUE TO THE SOUTH LINE OF CENTRAL ROAD;
THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE EAST
LINE OF LOT 3 IN H.ROY DERRY CO -S' COLONIAL MANOR, A SUBDIVISION OF
FART OF THE NORTHEAST QUARTER OF SECTION 11 AND PART OF THE
NORTHWEST QUARTER OF SECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID EASE` LINE OF LOT 8 IN H.ROY BERRY CO -S'
COLONIAL MANOR AND THE SOUTHERLY EXTENSION THEREOF TO THE SOUTH
LINE OF THE 16 FOOT WIDE ALLEY SOUTH OF CENTRAL ROAD;
THENCE WEST ALONG ,SAID SOUTH LINE OF THE 16 FOOT WIDE ALLEY SOUTH
OF CENTRAL ROAD TO THE WEST LINE OF THE EAST" HALF OF THE
NORTHEAST QUARTER OF ,SECTION 11 AFORESAID;
THENCE NORTH ALONG SAID WEST LINE OF THE: EAST HALF OF THE
NORTHEAST QUARTER OF SECTION 11 TO THE SOUTH LINE OF CENTRAL
ROAD;
THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF MILLERS LANE;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF
MILLERS LANE TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF LOT 11
IN MILLERS STATION SUBDIVISION, A RESUBDIVISION OF LOT 1 IN TRADE
SERVICE PUBLICATIONS SUBDIVISION AND PART OF THE SOUTHEAST
QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID;
4433647 49
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE. SOUTH LINE OF
LCT 11 IN MILLERS ,STATION SUBDIVISION AND THE EASTERLY EXTENSION
THEREOF TO THE EAST LINE OF CATHY LANE;
THENCE NORTH ALONG SAID EAST LINE. OF CATHY LANE TO THE EAST LINE OF
LCT 12 IN MILLERS STATION SUBDIVISION AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOT 12 IN MILLERS STATION
SUBDIVISION AND THE NORTHERLY EXTENSION THEREOF TO THE
SOUTHWESTERLY LINE. OF THE CHICAGO & NORTHWESTERN RAILIJIJAY RICHT
OF WAY;
THENCE SOUTHEASTERLyr ALONG SAID SOUTHWESTERLY LINE OF THE
CHICAGO & NORTHWESTER RAILWAY RIGHT OF WAY TO THE EAST LINE OF
THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID;
THENCE NORTH ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF
SECTION 33 AFORESAID TO THE WESTERLY EXTENSION OF THE NORTH LINE.
OF HENRY STREET;
0
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF
HENRY STREET TO THE. EASY LINE OF FAIRVIEW AVENUE.;
THENCE SOUTH ALONG SAID EAST LINE OF FAIRVIEW AVENUE 'TO THE
NORTHEASTERLY LINE OF THE 16 FOOT 'VIDE ALLEY NORTHEASTERLY OF
NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16
FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST
LINE OF PROSPECT MANOR. AVENUE;
THENCE EAST PERPENDICULAR TO THE WEST LINE OF FAIRVIEW AVENUE. TO
THE EAST LINE OF PROSPECT MANOR AVENUE.;
THENCE SOUTH ALONG SAID EAST LINE OF PROSPECT MANOR AVENUE TO
THE NORTH LINE OF WALNUT STREET;
THENCE EAST ALONG SAID NORTH LINE OF WALNUT STREET AND THE.
EASTERLY EXTENSION THEREOF TO THE EAST LINE OF RIDGE AVENUE;
THENCE: SOUTH ALONG SAID EAST LINE OF RIDGE AVENUE TO THE. NORTH
LINE OF LOT 1 IN FRIEDRICH'S SUBDIVISION OF LOTS 4 & 5 IN BLOCK 25 IN
PROSPECT MANOR, A SUBDIVISION OF THE SOUTH 3/4 OF THE WEST HALF OF
THE WEST HALF OF SECTION 34 AFORESAID;
443364 7 50
THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN FRIEDRIDH'S
SUBDIVISION TO THE WEST LINE OF ELMHUR.STAVENUE;
THENCE NORTH ALONG ,SAID WEST LINE OF ELMHURST AVENUE TO THE
WESTERLY EXTENSION OF THE NORTH LINE CSE THE PLAT OF CONSOLIDATION
OF THE WEST 70 FEET OF LOTS 1 THRU 10 IN BLOCK 3 AND PART OF BLOCK 4
IN THE ERNST BUSSE ADDITION TO MT. PROSPECT IN THE EAST HALF OF THE
SOUTHWEST QUARTER OF SECTION 34 AFORESAID;
THENCE EAST ALONG ,SAID WESTERLY EXTENSION AND THE NORTH LINE OF
THE PLAT OF CONSOLIDATION TO THE EAST LINE OF LOT 1 IN THE PLAT OF
CONSOLIDATION AFORESAID;
THENCE. SOUTH ALONG SAID .EAST LINE. LOT 1 IN THE. PLAY OF
CONSOLIDATION TO THE NORTH LINE OF CENTRAL ROAD;
THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE
OFF PINE STREET;
THENCE ,SOUTH ALONG SAID EAST LINE OF PINE STREET TO THE
NORTHEASTERLY LINE OF NORTHWEST HIGHWAY;
THENCE. SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF
NORTHWEST HIGHWAY TO THE WESTERLY LINE OF LOT 3 IN CLOCK TOWER
PLACE RESUBDIVISION OF LOTS 18 & 19 AND THE NORTH 22 FEET OF LOT 17 IN
BLOCK 2 OF BUSSE & WILDE'S RESUBDIVISION IN MT. PROSPECT TOGETHER
WITH LOT "A" IN CORPORATE SUBDIVISION NO. 8 VILLAGE OF MT. PROSPECT
AND LOT 1 IN WILLE'S RECONSOLIDATION IN THE NORTHWEST QUARTER OF
SECTION 12 AFORESAID;
THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK
TOWER PLACE RESUBDIVISION 8.06 FEET TO A BEND THEREIN;
THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE
RESUBDIVISION 28.07 FEET TO A BEND THEREIN;
THENCE. NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK
TOWER PLACE RESUBDIVISION 18.81 FEET TO A BEND THEREIN;
THENCE EAST ALONG ,SAID WESTERLY LINE OF LCAT 3 IN CLOCK TOWER PLACE
RESUBDIVISION 30.63 FEET TO A EMEND THEREIN;
THENCE NORTH ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER
PLACE RESUBDIVISION 65.92 FEET TO THE NORTH LINE THEREOF;
443364 7 51
THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN CLOCK TOWER PLAC
RESUBDIVISION +r THE WEST LINE OF .
THENCE EAST TO THE EAST
CORNER OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION OF SUNDR
LOTS AND VACATED ALLEYS OF VARIOUS SUBDIVISIONS IN THE WEST HAL
OF THE NORTHWEST QUARTER OF SnECTION 12 AFORESAID; i
THENCE EAST ALONG THE SOUTH LINT OF LOT 1 IN PROSPECT PLACE PLAT
OF RESUBDIVISION TO THE EAST LINE THEREOF;
PROSPECTTHENCE NORTH ALONG SAID EAST LINE OF LOT 1 IN PROSPECT PLACE PLA
OF RESUBDIVISION TO THE SOUTI I LINE OF CENTRAL ROAD; I
THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF LOT 1 IN TRAPANIIS
RESUBDIVISION OF LOT "A" IN BLOCK 1 IN THE ERNST BUSSE ADDITION TO MT.
r 'SUBDIVISION
QUARTER OF SECTION 34 AFORESAID;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF
LOT 1, AND THE WEST LINE OF LOT 2 IN TRAPANI'S RESUBDIVISION AND THE
t% --/% [� `T U t� [ V C TC Ai f"!� 1 TU T C ["1 Tt^1 T u ri,;► `i W R h l t�''1 #�-� T h►I �' V !T R' T �T'
I Y V : '\ L l I L.1 �. L 1 L_J �► t L.1 M LJ 11r./ 1 ■ 1 1 L ! *w.I 1 t %.� I I 1 4" -
THENCE EAST ALONG SAID NORTH LINT OF HENRYSTREET TO THE EAST LINT
OF MAIN STREET;
THENCE SOUTH ALONG SAID EAST LINT OF MAIN STREET TO THE NORTH LINT
OF CENTRAL ROAD,
THENCE EAST ALONG SAID NORTH LINE OF CENTRAL TOAD TO THE EAST LINT
OF EMERSON STREET,
THENCE SOUTH ALONG SAID TART LINT OF EMERSON STREET TO THE NORTH
LINE OF LOT 13 IN BLOCK 5 IN BUSS T & WILLE'S RESUBDIVISION IN MT.
PROSPECT IN THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT! &
WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF;
THENCE SOUTH r EAST LINE +rLOT BLOCK
RESUBDIVISIONPROSPECT
44336411-7 52
THENCE: EAST ALONG SAID NORTH LINE OF BUSSE AVENUE TO THE EAST LINE
OF MAPLE STREET;
THENCE SOUTH ALONG SAID EAST LINE OF MAPLE STREET TO THE NORTH
LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT.
PROSPECT AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LCAT 9 IN BLOCK 11 1N BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF";
THENCE SOUTH ALONG SAID EAST LINE OF LOT 9 IN BLOCK 11 IN BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE SOUTH 'LINE. THEREOF;
THENCE SOUTHWESTERLY ALONG ,SAID SOUTH LINE OF LOT 9 IN BLOCK 11 IN
BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE OF LOT
12 IN BLOCK 11 IN BUSSE & 'WILLE'S RESUBDIVISION IN MT. PROSPECT, BEING
ALSO THE WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT
DEVELOPMENT OF LOTS 21 31 4 & OUT LOT 1 IN TAX INCREMENT FINANCE
SUBDIVISION NO. 10 A RESUBDIVISION OF LOTS A & B IN THE RESUBDIVISION
OF LOTS 2 TO 6, PART OF LOT 1 IN THE SUBDIVISION OF BLOCK 16, LOT 16 IN
BUSSE'S SUBDIVISION, LOTS 13 TO 15 IN BLOCK 11 & PART OF BLOCK 9 IN
BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN THE NORTHWEST
QUARTER OF .SECTION 12 AFORESAID;
THENCE. SOUTH ALONG SAID WESTERLY LINE. OF VILLAGE COMMONS A
PLANNED UNIT DEVELOPMENT 172.45 FEET TO A BEND THEREIN;
THENCE WEST ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A
PLANNED UNIT DEVELOPMENT 4.63 FEET TO A BEND THEREIN;
THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE. COMMONS A
PLANNED UNIT DEVELOPMENT 147.65 FEET TO A BEND THEREIN;
THENCE SOUTHWESTERLY ALONG SAID WESTERLY LINE OF VILLAGE
COMMONS A PLANNED UNIT DEVELOPMENT TO THE NORTHEASTERLY LINE OF
NORTHWEST HIGHWAY;
THENCE: SOUTHEASTERLY ALONG ,SAID NORTHEASTERLY LINE OF
NORTHWEST HIGHWAY TO THE. NORTHWESTERLY LINE OF LOT 1 IN TAX
INCREMENT FINANCE SUBDIVISION NO. 11 A RESUBDIVISION OF PARTS OF
BLOCKS 9, 10 & 11 IN BUSSE & WILLE'S RESUBDIVISION IN THE NORTHWEST
QUARTER OF SECTION 12 AFORESAID;
THENCE NORTHEASTERLY ALONG SAID NORTHWESTERLY LINE OF LOT 1 IN
TAX INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTHEASTERLY LINE
THEREOF;
4433641-7 53
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LOT 1 IN
TAX INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTH LINT OF LOT A IN
GEORGE. R. BUSSE'S RESUBDIVISION OF PART OF BLOCK 9 IN BUSST &
WILLT'S RESUBDIVISION IN THE: NORTHWEST QUARTER OF SECTION 12
AFORESAID;
THENCE EAST ALONG SAID NORTH LINT OF LOT A IN GEORGE R. BUSSE'S
RESUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINT
OF SCHOOL .STREET;
THENCE SOUTH ALONG ,SAID EAST LINT OF SCHOOL STREET TO THE NORTH
LIME OF THE SOUTH HALF OF LOT 33 IN MT. PROSPECT SUBDIVISION IN
SECTION 12 AFORESAID;
THENCE EAST ALONG ,SAID NORTH LINE OF THE SOUTH HALF OF LOT 33 IN MT.
PROSPECT SUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE
EAST LINT OF THE 16 TOOT WIDE ALLEY EAST OF SCHOOL STREET;
THENCE SOUTH ALONG SAID EAST LINE. OF THE. 16 FOOT ALLEY EAST OF
SCHOOL ,STREET TO THE. NORTH LINT OF LOT 1 IN BRUCE'S RESUBDIVISION IN
MT. PROSPECT OF LOTS 22 TO 27 IN BLOCK 20 IN MT. PROSPECT SUBDIVISION
IRI S T O T`I O N '12 A I�' �''1� P l=,, d I D;
THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN BRUCE'S RESUBDIVISION
IN MT. PROSPECT AND THE. EASTERLY EXTENSION THEREOF TO THE EAST
LINE OF OWTN STREET;
THENCE SOUTH ALONG SAID EAST LINT OF OWEN STREET TO THE
NORTHWESTERLY EXTENSION OF THE NORTHEASTERLY LINT OF THE 16
TOOT WIDE ALLEY NORTHEASTERLY OF NOR T H` ES T HIGHWAY;
THENCE SOUTHEASTERLY ALONG SAID NORTHWESTERLY EXTENSION AND
THE NORTHEASTERLY LINE. OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF
NORTHWEST HIGHWAY AND THE SOUTHEASTERLY EXTENSION THEREOF TO
THE EAST LINE. OF LOUIS STREET;
THENCE SOUTH ALONG SAID EAST LINE. OF LOUIS STREET TO THE
NORTHERLY LINT OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF
NORTHWEST HIGHWAY;
THENCE EAST AND SOUTHEASTERLY ALONG SAID NORTHERLY LINE OF THE
16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY AND THE
SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF EDWARDS
STREET;
443364 7 54
THENCE SOUTH ALONG SAID EAST LINE OF EDWARDS STREET TO THE NORTH
LINE OF LINCOLN STREET;
THENCE. EAST ALONG SAID NORTH LINE OF LINCOLN STREET TO THE
NORTHERLY EXTENSION OF THE EAST LINT OF LOT 1 IN OLIVER'S
RESUBDIVISION OF LOTS 12 & 13 IN H. ROY BERRY COMPANY'S MAPLEWOOD
HEIGHTS (EXCEPT THE SOUTHERLY 66 FEET FOR ROAD) ALSO BLOCK 26 IN
BUISSE'S EASTERN ADDITION TO MT. PROSPECT IN THE EAST HALF OF
SECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID NORTHERLY EXTENSION AND THE EAST LINE OF
LOT 1 IN OLIVER'S RESUBDIVISION TO THE NORTHEASTERLY LINE OF THE 16
FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY;
THENCE ,SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16
FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE EAST
LINE OF GEORGE ,STREET;
THENCE NORTH ALONG SAID EAST LINE OF GEORGE STREET TO THE NORTH
LINE OF LOT 17 IN MAPLEWOOD HEIGHTS, A► SUBDIVISION NORTH OF THE
RAILROAD IN THE DIVISION OF THE SOUTHEAST QUARTER OF SECTION 12
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT 17 IN MAPLEWOOD HEIGHTS
TO THE EAST LINE THEREOF;
THENCE SOUTH ALONG SAID EAST LINT OF LOT 17 IN MAPLEWOOD HEIGHTS
TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY
TTTLY
OF NORTHWEST HIGHWAY;
THENCE. SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16
TOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST
LINT OF LOT 65 IN MAPLEWOOD HEIGHTS AFORESAID;
THENCE NORTH ALONG SAID WEST LINE OF LOT 65 IN MAPLEWOOD HEIGHTS
TO THE NORTH LINE THEREOF;
THENCE EAST ALONG SAID NORTH LINE OF LOT 65 IN MAPLEWOOD HEIGHTS
AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF THE
SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER
LINE OF MT. PROSPECT ROAD;
THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF
SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT
ROAD, TO THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY, BEING ALSO
4433647 55
RIGHTTHE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY
/ AND THE POINT OF BEGINNING;
EXCEPTING THEREFROM
THAT PART OF LOT 1 IN DESIDERATA SUBDIVISI►
NORTHWILLE'S RESUBDIVISION IN MT. PROSPECT IN SECTION 12 AFORESAID, LYIN
LINE DESCRIBED A
BEGINNING ON THE `'iES l LINE OF SAID LOQ' 1 AT POINT 246.07 FEET, SOUTH
OF THE NORTHWEST CORNER THEREOF;
THENCE EAT PERPENDICULAR TO THE WEST LINE OF ,SAID LOT 1, A
DISTANCE OF 67.34 FEET;
THENCE NORTHEASTERLY ALONG A LINE DRAWN PERPENDICULAR TO THE
SOUTHWESTERLY LINE OF LOT 1 1 A 65.76
DISTANCETHENCE EAST PERPENDICULAR TO -THE WEST LINE. OF SAID LOT 1p
'SAID LOT 1
AND '' OF SAID
ALSO EXCCrn-T1lk i G T ncREFR 0 vAl
ALL OF VILLAGE CENTRE PHASE 1-13 PLAT OF RESUBDIVISION OF LOTS 617,
• IN BLOCK 13 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT
PARTS OF LOTS 81 91 10 IN BLOCK 15 IN MT. PROSPECT SUBDIVISION I
SECTION 12 AFORESAID;
IN COOK COUNTY, ILLINOIS.
4433647 56
Prospect and Main TIF District
Depiction
!1 vo 111 111 1 !11111�
tA-
z
Uj
Proposed RPA Boundary Parcels in RPA
11 m
4433647 57
101L, (A us
Ln Ln LA
I
.. ........
s w►.... .. . .... "
Legal • i
the Village Parcel
Legal Description:
THAT PART
r RESUBDIVISION PROSPECT,
TOGETHER WITH THAT PART OF LOT r IN JOHN MEYN'S
SUBDIVISION
RECORDED FEBRUARY 26, 19311 AS DOCUMENT 10851688, TOGETHER WITH
THAT PART OF LOT , CORPORATE ! "
TRACT, ALL BEING IN THE
WEST HALF OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41
NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS
ONE DESCRIBEDO
RESUBDIVISION;BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 1 IN KELJIK'S
MINUTES 29 SECONDS WEST
ALONG+ 49.97
SOUTHWEST CORNER
■ • CORNER
r
THE EAST LINE OF SAID LOT 9 IN JOHN MEYN'S SUBDIVISION; THENCE SOUTH
01 DEGrR'E4E 00% MIN11 1Tr--4Z 10 SEr-nNDS EAST A' ()NG SAID EAST I INE, 9
FEETTHENCE SOUTH :: DEGREES 50 MINUTES 50 SECONDS•
NORTH
•► DEGREES MINUTES 32 SECONDS7.04
FEET;THENCE NO
.
r 01 DEGREE 19 MINUTES 10 SECONDS WEST, 106-08
" 8: DEGREES 50 MINUTES 50 SECONDS6
FEET TO THE ARESUBDIVISION;
SOUTH 01 DEGREE .MINUTES 10 SECONDS EASTr►
48.80 POINTCOUNTY,
P.I.N.: Pt. 08-12-107-0081 Pt. 08-12-107-018 and Pt. 08-12-107-02:
Common Address: Part of 108-110 South Main Street,
Mount Prospect, 60056
4433647 58
EXHIBIT B-2
Depiction of
the Village Parcel
443364*0*7 59
NET VILLAGE PARCEL
GRAPHIC SCA
W. BUSSE AVENUE
ou
r4� 1-ygr
REVISIONS
I. PER CITY COMMENTS 6-16-20
15 30
J
IN FEET
1 inch - 30 it.
I
19:i:o 7,
EXHIBIT C-1
Legal Description of
the [detention Parcel
Legal Description:
THAT PART OF LOT 2 IN JOHN ME.YN'S SUBDIVISION RECORDED FEBRUARY 25,
1931, AS DOCUMENT 10851688, TOGETHER WITH THAT PART OF LOT A IN
CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE WEST HALF OF THE
NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST
OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS ONE TRACT AND
DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNIER OF SAID LOT A; THENCE NORTH
89 DEGREES 22 MINUTES 22 SECONDS WEST ALONG THE NORTH LINE OF SAID
LOT A, 2.00 FEET TO A POINT OF CURVATURE; THENCE WESTERLY ALONG
SAID NORTH LINE, BEING A CURVE CONCAVE SOUTH, TANGENT TO THE LAST
DESCRIBED COURSE., HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING
OF NORTH 89 DEGREES 47 MINUTES 03 SECONDS WEST, A CHORD LENGTH OF
15.51 FEET, AN ARC; LENGTH OF 15.51 FEET TO THE POINT OF BEGINNING;
THENCE E SOU TH 01 DEGREE. 09 MINUTES 10 SECONDS EAST, 80.94 FEET;
THENCE SOUTH 88 DEGREES 50 MINUTES 50 SECONDS WEST, 75.00 FEET;
THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 29.59 FEET TO
THE NORTH LINE. OF SAID LOT 2 IN JOHN MEYN'S SUBDIVISION; THENCE
EASTERLY ALONG ,SAID NORTH LINE, AND ALONG THE NORTH LINE OF SAID
LOT A IN CORPORATE SUBDIVISION NO. 9, BEING A CURVE CONCAVE SOUTH,
HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF NORTH 87
DEGREES 48 MINUTES 52 SECONDS EAST, A CHORD LENGTH OF 75.01 FEET,
AN ARC LENGTH OF 75.03 FEET TO THE POINT OF BEGINNING; IN COOK
COUNTY, ILLINOIS.
P.I.N.s: Pt. 08--12-107-004 and Pt. 0812-107-021
Common Address: ,Southwest Corner of Busse; Avenue and Main Street,
Mount Prospect, Illinois 50055
4433647 60
•
Depiction of
the Detention Parcel
(attached)
4433647
DETENTION PARCELli
W. 13USSE AVENUE
C H -75,0,f CDwM'r4VWTi
fk;=Mo,.WW.
�r�� rQ���q�
f%"X'RAPHIC SCA
,a 15 30
.. . ........... ...... .
IN FEET
I inch = 30ft.
R=l 080-001
A= 15.51'
CH=l 5.51'
CB=N89047'03*W
N89*22'220W
2.00'
a
■
0
A\PWATA\2020 M0JECTS\2M0071\2(KW71-03 DOMTS\20-0071-03 00+--C-2ZM
Legal Description of
the ATM Parcel
443364 7 62
SOUTHWESTERLY LINT OF LOT 10 IN SAID BLOCK 11; THENCE SOUTHERLY,
SOUTHEASTERLY AND EASTERLY ALONG SAID SOUTHWESTERLY LINE, BEING
A CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 25.00 FEET, A
CHORD BEARING OF SOUTH 52 DEGREES 51 MINUTES 33 SECONDS EAST, A
CHORD LENGTH OF 39.48 FEET, AN ARC LENGTH OF 45.48 TETT TO A POINT OF
REVERSE CURVATURE; THENCE NORTHEASTERLY ALONG THE SOUTHERLY
LINE OF SAID BLOCK 11, BEING A CURVE CONCAVE SOUTHERLY, HAVING A
RADIUS OF 1146.00 FEET, A CHORD BEARING OF NORTH 78 DEGREES 25
MINUTES 35 SECONDS EAST, A CHORD LENGTH OF 136.07 FEET, AN ARC
LENGTH OF 135.15 FEET TO THE POINT OF BEGINNING; EXCEPT THAT PART, IT
t
ANY, PREVIOUSLY VACATED; IN COOK COUNTY, ILLINOIS.
P'.I.N.: None
Common Address: The right-of-way of Evergreen Avenue,
immediately East of Maple .Street,
Mount Prospect, Illinois 60056
4433641-7 63
ED I• • is
I • •
attached)
4433647 64
uj
D
z
w
w
I
EXH','I� �111T
ATM PARCEL
irtj
CHm&39.46'
CB= SS2*51 IM --*E-
im
11
GRAPHIC SCAJEi
a 15 30
IN FEET
1 inch
R-25.000
Aw,50.21'
CHs*42.1 9'
CB*o,Sl 8'34!05*W
Rmw955-40'
A=40oi
CHM!40.426
CB 54010'44"E
Rw 116.00'
A=36.45'
C Hi ow 36.3 0 it
CBv*N50*23`30"W
.i)ATA\Z= PftECM\20-0071\20.0071-03 MMn\ZO.00-M-03 EM-0-IDWO
C
RESUBDIVISION
OF PART OF BLOCK 10
OF BUSSE AND VWLLE'S
RESUBDIVISION
DOC. 81952
S08*07'09'*E
33.00*
581*42'30*W
4.65'
S001 503BOW
*mw
33.39
COMPASS
SURVIYING LTD "
At -TA SURVEYS 0 TOPOGRAPHY 0 CONSTRUMON STAMG
2631 GINOER WOODS PARKWAY, STE, 100
AURORA, U, 60502
414W (630)920-9100 FAX (63G)R20-70310 E4A1L-A0M-W@CLS`JR om
PW NO., 21"OX071-03
EXHIBIT E-1
Legal
- the Submarine Express Parc
Legal Description:
LOT 2 IN KELJIK'S RESUBDIVISION IN MOUNT PROSPECT,
RESUBDIVISION OF THE EAST 50 FEET OF BLOCK 16 (EXCEPT THE NORT
59.29 FEET THEREOF) IN MOUNT PROSPECT, A SUBDIVISION IN TH
NORTHWEST 1/4 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST Oil
THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS.
Common Address: 2 West Northwest Highway,
Mount o •
4433647 65
EXHIBIT E-2
Depiction of
the Submarine Express Parcel
(attached)
443364�7 66
EXHIBIT E-2
SUBMARINE EXPRESS PARCEL
GRAPHIC SCALE
0 15 30
IN FEET
I inch = 30 ft,
W. BE AVENUE
tir
LOT 3 LOT 2
P. l., .
t4,:m JA
PI
08 107 08-12-107-00
-12--003
XX
Y
PRIVATE, AUE
�P.1 N'll
2,'-i07"-,0 07
'/ 1
N'
14-114 17
LOT 6 LOT 7 LOT 8
LO'91'0 A
CORPORATE SUBMASION NO. 9
P.I.N.:
08-12-107-021
081-112 107-006 100,
P.I.N.:
08-12-107-008
�ArMyz
%4
41b
A
it
26.1 t GrNGER. WOODS PARKWAY, 3TF- 100
AURORA, IL G0502
P'�IONFL, (610) 410-9 MG FAX (630) 920-7030 EMAIL ADMIN@CLSURVEYING CoNt
PROJECT
LOT 1
P.I.N.:
t4swos"A"E-49-fl 7"
114?
4r
19
LOT 2
P.I.N..,
06-12-107-012
0
,k\?WATA\2020 PROACMAM0071\20-0071-03 00*8MRQ0071-03 EXH-E-ZOWO
EXHIBIT F-1
Legal Description of
the Corner Feature Parcel
Legal Description:
THAT PART OF LOT 2 IN KELJIK'S RESUBDIVISION DIVI ION IN MT. PROSPECT, BEING A
RESUBDIVISION OF THE. EAST 59 FEET OF BLOCK 16 (EXCEPT THE NORTH
59.29 FEET THEREOF) IN MT. PROSPECT, A SUBDIVISION 1N THE NORTHWEST
114 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD
PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 2; THENCE NORTH 59
DEGREES 23 MINUTES 32 SECONDS WEST ALONG THE SOUTHERLY LINE OF
SAID LOT 2, A DISTANCE. OF 58.77 FEET TO THE SOUTHWEST CORNER OF SAID
LOT 2; THENCE NORTH 01 DEGREE 09 MINUTES 16 SECONDS WEST ALONG
THE. WEST LINE OF SAID LOT 21 A DISTANCE. OF 19.94 FEET; THENCE NORTH 88
DEGREES 50 MINUTES 50 SECONDS EAST, 49.97 FEET TO THE EAST LINE OF
SAID LOT 2; THENCE SOUTH 91 DE.GRE.E. 09 MINUTES 10 SECONDS EAST
ALONG SAID EAST LINE:, 40.97 FEET TO THE POINT OF BEGINNING; IN COOK
COUNTY, ILLINOIS.
P.I,N.: Pt. 08-12-107-019
Common Address: Northwest Corner of Main Street and Northwest Highway,
Fount Prospect, Illinois 69656
4433641-7 67
Depiction of
the Corner Feature Parcel
(attached)
4433647 68
EXHIBIT Fmii*m,2,
CORNER FEATURE PARCEL GRAPHIC SCALE
W. BUSSE AVENUE
(ell
7, 1 �qr
0 30
.. . ..............
IN FEET
I inch = 30 ft.
O:M--
M
Co
W W
w
0
z U)
0
z
.k\PSDATA\2020 PR0JECT5\20.W?1\20.0071-03 CAMTS\20.0071-03 EXH-F-2J)WO
r
Legal !
the Development Parcel
Legal Description:
THAT PART OF LOT 1 AND ♦ RESUBDIVISION IN
TOGETHERMOUNT PROSPECT, WITH j
SUBDIVISION RECORDED FEBRUARY 26, 1931, AS DOCUMENT 10851688,
TOGETHER WITH THAT PART OF LOT A IN CORPORATE SUBDIVISION NO. 9, ALL
BEING IN THE WEST HALF OF THE NORTHWEST QUARTER
•
TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,
4LL TAKEN AS ONE TRACT AND ' AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2 IN KELJIKIS
RESUBDIVISION;
ALONG THE EAST LINE OF SAID LOT 23 A DISTANCE OF i
FEET; THENCE
SOUTH • ♦ DEGREES 50 MINUTES 50 SECONDS i
FEET; THENCE
NORTH 9 DEGREES 23 MINUTES 32 SECONDS WEST, 7.04 FEET; THENCE
NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 106.08 FEET; THENCE
88 DEGrRE-E-0 50 t'i/11IN"UTES 50 SECONDS E.ST, 621.67 FEET Tr% THE EAST
LINE OF SAID LOT I IN KELJIK'S RESUBDIVISION; THENC, 01 DEGREE
SECONDS09 MINUTES 10 ► , 48.80
POINT OF BEGINNING; IN COOK COUNTY, ILLINOIS.
and Pt. 08-12-107-021
Common Address: Aust Forth of Northwest Highway
on the West Side of Main Street,
Mount Prospect, Illinois 60056
4433642 69
EXHIBIT G-2
Depiction of
the Development Parcel
(attached)
443364 7 70
EII,XHI,BIT G�2
DEVELOPMENT PARCEL
("GROUND LEASE PARCEL" UNDER LEASE)
GRAPHIC SCALE
30
..........
IN FEET
W. BUSSE AVENUE I inch = 30 it.
FLIM
REVISIONS
1. PER CITY COMMENTS 6-16-20
EXHIBIT H
Site Plan for
the Bank Projekt
(attached)
4433647
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EXHIBIT I
Description of
the Bank Project
(attached)
443364-7 72
EXHIBIT I
Description of the Bank Projed
The proposed JPMC development will be located at the northwest corner of IL Route 83 (Main Street)
and
IL Route 14 (Northwest Highway) in downtown Mount Prospect, IL. The proposed Chase Bank building
will be a new single -story 4,214 SF freestanding retail bank branch. The design intent of the proposed
Chase Bank is to compliment the surrounding architecture of the recent commercial and residential
developments in the downtown area. The proposed Banking Center is comprised of smooth cast
savanna Stone (limestone color), "midnight black" brick, "'platinum" brick and aluminum composite
Panels along with a black anodized storefront system. The exterior cladding options are modern finishes
and are long lasting cladding materials that will mesh well with the development growth of the area.
Y the rZ.
Additionally, Lit= prop -used floor to ceiling glazing was incorporated to provide connec imity to the retail
ra
customers navigating the area and pedestrians traversing the adjacent public thoroughfares.
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WEST ELEVATION
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MOUNT PROSPECT BUSSE RELO
2 W NOR:rHWEST HWY 05162020 1 J*2501 M11
140UNT' PROSPECT, IL
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EXHIBIT I -- page 2
SOUTH ELEVATION
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Site Plan of
the Detention Project
4433641-7 73
CHASE BANK EXHIBIT J Kimley)))Horn
SITE PLAN CHASE 4.0 a.
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CHASE BANK EXHIBIT J Kimley)))Horn
SITE PLAN CHASE 4.0 a.
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CHASE BANK EXHIBIT J Kimley)))Horn
SITE PLAN CHASE 4.0 a.
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EXHIBIT K
Description of,
and Engineering Plans and Specifications for,
the Detention Project
Stormwater Volume Control Narrative:
A Contech underground volume control facility located under the northern parking lot
will be used to meet the Village and MWRDGC stormwater ordinance requirements.
"hiss stem utilizes perforated corrugated metal pipes,, to, promote, storm water infiltration
into that native site soils which helps remove contaminants from the storm,water runoff
generated on tlie misite. Conte,0 systems are designed for a 75 -year design life, and will
ruir
10 ni'10 l maint ria throout 1 ts I* ifbspan. The underground volume control
eqe, mance ugh'i
f,aciuty will, outfall to the combined ser in, Busse Avenue.
The "Final Engineering Plans, Chase Bank, NW Corner of US Route 14 and IL Route
83, Mount Prospect, Illinois," prepared by Kimley-Horn and Associates, Inc., 4201
Winfield Road, Suite 600, Warrenville, Illinois 60555, known as KHA Project No.
168558022, last updated July 2, 2020, consisting of seventeen (17) pages, (inclusive of
four (4) survey pages prepared by Compass Surveying, Ltd., 2631 Ginger Woods
Parkway, Suite 100, Aurora, Illinois 60502, known as Project No. 20.007iA, Cover Page,
General Notes, Site Plan, Grading Plan, Utility Plan, MWRD Plan, Construction Details
and Contech Plans), and on file with the Village of Mount Prospect, Illinois, are
incorporated herein by reference, in their entirety, and made part hereof.
The "Drainage Report — Chase Bank — Mount Prospect, NWC of US Route 14 and IL
Route 83, Mount Prospect, IL," prepared by Kimley-Horn and Associates, Inc., 1001
Warre- nville Road, Suite 350-, Lisle, -Illinois 60-5-32, dated May 1-81 20205- last updated July
292020 2 consisting of nineteen pages (inclusive of exhibits), and on file with the Village
of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety, and made
part hereof.
The ECS Midwest, LLC "Geotechnical Engineering Report, Proposed Chase Bank —
TAP #20015 Mt. Prospect Busse Relocation, Route 14 and Route 83, Mount Prospect,
Cook County, Illinois," ECS Project No. 16:13331, dated June 10, 2020, consisting of
forty-seven (47), pages (inclusive ofthe Cover Page, Opening Letter, Table of Contents,
ExecutIve Summary, Introduction, Project Information, Field Exploration and Laboratory
Testing, Design Recommendations, Site Construction Recommendations, Closing and
Appendices), and on file with, the Will of Mount Prospect, Illinois, is incorporated
herein by reference, in its entirety, and made part hereof.
443364,7 74
EXHIBIT L
The Detention License Agreement --
(To be modified upon issuance of the MWRDGC permit
issued for the Detention Project, in accordance with Section V.G.
of the Agreement to which this EXHIBIT L is attached)
44336411-17 75
LONG-TERM MAINTENANCE AND LICENSE AGREEMENT
BETWEEN THE VILLAGE OF MOUNT PROSPECT, ILLINOIS,
JPMORGAN CHASE BANK, NATIONAL ASSOCIATION
AND MIG OF MOUNT PROSPECT, LLC
FOR STORMWATER VOLUME CONTROL FEATURES
(Chase Bank Development)
This Long -Term Maintenance and License Agreement (the "Agreement") is made and
entered into as of 2020 (the `'Effective Date") by and between the Village
of Mount Prospect, an Illinois home rule municipal corporation (the "Village"), JPMorgan Chase
Bank, National Association, a national banking association ("Chase"), and MIG of Mount
Prospect, LLC, an Illinois limited liability company ("MIG"). The Village, Chase and MIG are
sometimes referred to herein individually as a "Party" and collectively as the "Parties."
REC11-ALS
WHEREAS, the Village owns certain real estate legally described inExhibit,,, I attached
hereto and made a part hereof (the "Village Property"); and
WHEREAS, Chase, MIG and the Village entered into the "Redevelopment Agreement
For The JPMorgan Chase Bank Development Comprising A Part Of The Prospect And Main
TIF District Of The Village Of Mount Prospect, Illinois" (the "RDA") dated
2020; and
WHEREAS, the RDA requires an agreement between Chase and the Village defining
ownership and maintenance responsibilities for the stormwater
, volume control features
constructed to support the Bank Project (as defined in the RDA); and
WHEREAS, MIG is the owner of the property on which the Bank Project is to be
constructed, (said property being the Development Parcel, as defined in the RDA and legally
described in hiitattached hereto and made part hereof), and has entered into a ground
lease- with Chase for.. ruse of the Dievelopment- Parcel for purposes of Chase constructing and
operating the Bank Project; and
WHEREAS, the use of the Development Parcel requires the construction of the
stormwater volume control features on the Village Parcel; and
WHEREAS, this Agreement shall satisfy the requirement in the RDA for an agreement
between Chase, MIG and the Village defining ownership and maintenance responsibilities for
the stormwater volume control features constructed to support the Bank Project and the
Development Parcel; and
WHEREAS, Chase and MIG desire to use and improve the Village Property with
stormwater volume control features, and the Village desires that Chase and MIG use and
improve the Village Property in accordance with the terms of this Agreement; and
WHEREAS, Chase, MIG and the Village affirm that the stormwater volume control
the
features to be installed and maintained on Village Property by this Agreement improve ne
economic viability and constructability of the Development Parcel;
4433641-7 76
NOW, THEREFORE, in consideration of the foregoing, and for the mutual promises
hereinafter set forth, and for other good and valuable consideration, the sufficiency of which is
acknowledged, the Village, Chase and MIG enter into this Agreement, pursuant to which the
Village grants Chase and MIG a license and assigns sole responsibility to Chase, and MIG and
its successors in title to the Development Parcel, to construct, operate and maintain the
stormwater volume control features in perpetuity on the Village Property, subject to the following
terms and conditions:
License. The recitals set forth above are incorporated into this Section 1 by reference.
Chase and MIG desire to have permanent access to the Village Property for installation,
operation and maintenance of the stormwater volume control features as described and
depicted on Exhibit 2, attached hereto and made part hereof (the "Stormwater Volume
WON 0 F
Control Features"). The Village hereby grants, gives and conveys to Chase and MIG,
and their officials, employees, agents, contractors, successors and assigns, a non-
exclusive, perpetual license for the purpose of the Stormwater Volume Control Features,
together with the right, permission and authority for access to and upon such portions of
the Village Property as may be reasonably necessary for the purposes granted herein in
accordance with the terms and conditions of this Agreement, and in compliance with all
applicable laws (the "License"). The License granted in this Section 1 shall be perpetual
in duration, but shall only be applicable to Chase for the period of time that Chase has a
ground lease relative to the Bank Project on the Development Parcel. At such time as
Chase no longer has a ground lease relative to the Development Parcel, MIG, or the
then -current owner of the Development Parcel, shall be solely responsible under this
Agreement for the Stormwater Volume Control Features. No third party beneficiary shall
be entitled to claim any rights hereunder. This Agreement and License, and all the rights,
conditions, covenants and interests set forth herein and created hereby, are intended to
and shall run with the land of the Village Property, consisting of the following PINS: Pt.
08-12-107-004 and Pt. 08-12-107-021, and shall be binding upon and inure to the
benefit of Chase, and to the benefit of MIG and its successors and assigns, in regard to
the Bank Project and the Development Parcel. This Agreement shall be recorded on title
to the Village Property and the following PINs: Pt. 08-12-107-004 and Pt. 08-12-107-021,
at the cost of Chase, within ten (10) days of the date of this Agreement.
2., Use and Condition of Premises. Chase and MIG accept the Village Property in "as -is,
where -is" condition as existing on the date of the execution of this Agreement. Chase
and MIG acknowledge that they have inspected the Village Property and acknowledge
that it is in good condition. THE VILLAGE MAKES NO REPRESENTATIONS OR
WARRANTIES OF ANY KIND WITH RESPECT TO THE CONDITION OF THE
VILLAGE PROPERTY. Chase and MIG acknowledge that the Village has made no
representations or promises to Chase or MIG to alter, or otherwise improve the condition
of, the Village Property.
3. Responsibilities of the Parties.
A. Chase shall, at its own expense, be responsible for the construction, installation,
operation and maintenance of the Stormwater Volume Control Features.
Stormwater Volume Control Features shall refer to those items as set forth on
Exhibit 3, as well as any other appurtenances constructed to satisfy the
requirements of the Cook County Watershed Management Ordinance and
delineated in the Metropolitan Water Reclamation District of Greater Chicago's
4433641-1,7 77
"'MWRDGC") Watershed Management Permit Number a copy of which
is attached hereto as Exhibit 4 and made part hereof (the "MWRDGC Permit"}.
B. Chase shall procure all required permits to perform work on the Village Property.
The issuance of permits in relation to, and all access to, the Village Property for
the purpose of performing all construction, inspections, maintenance and/or
repairs in relation to the Stormwater Volume Control Features shall be pursuant
to the requirements and provisions of the Mount Prospect Village Code (Chapter
9, Article VIII, Construction of Utility Facilities in Public Rights -of -Way). Upon
completion of the Stormwater Volume Control Features in accordance with the
requirement of the Mount Prospect Village Code and the MWRDGC Permit, title
thereto shall be transferred by bill of sale to the Village, subject to Chase's
obligations to operate and maintain said Stormwater Volume Control Features
pursuant to this Agreement.
L
C. Chase shall have sole responsibility for the volume control preventative and
corrective maintenance tasks stipulated in the MWRDGC Permit, for the
Stormwater Volume Control Features, including:
(To be completed upon issuance of the MWRDGC Permit)
D. The Village shall, at its own expense, be responsible for routine snow removal,
ice control and mechanical street sweeping services relative to the Village
to ^4
Property, CL a scopce, ss%coale taIndA frequenoCy consistent with other xW/illage. parkiff,%,g
areas.
E. Chase shall, at its own expense and at all times, accept responsibility for the
operation, maintenance and condition of the Stormwater Volume Control
Features, as permitted by the MWRDGC,
F. Chase shall maintain thorough and accurate records of inspections,
maintenance, and repair work necessary to satisfy the requirements of the
MWRDGC Permit.
G. On or before June 15th of each year, Chase shall provide the Village with a
written affidavit affirming that required inspection, maintenance and repairs
necessary to demonstrate compliance with the requirements of the MWRDGC
Permit have been completed. Work orders, paid invoices, inspection records,
and other applicable documents shall accompany the affidavit.
R On or before June 15th of each year, Chase shall participate in an annual field
inspection of the Stormwater Volume Control Features with the Mount Prospect
Public Works Department staff. The affidavit referenced in Subsection 3.G.
above and maintenance records shall be submitted to the Village at least fifteen
(15) calendar days before the annual inspection.
In the event that Chase fails to maintain the Stormwater Volume Control
Features in good condition, or fails to effect maintenance or repairs in a timely
fashion, the Village reserves the right to cause any and all necessary work to be
performed to maintain the Stormwater Volume Control Features or document
4433647 78
repairs and maintenance to the Stormwater Volume Control Features for the
purpose of MWRDGC reporting requirements (collectively the "Village Work"),
and reserves the right to recover the cost of such Village Work from Chase.
Chase agrees to remit full payment for costs incurred by the Village relative to
the Village Work within fifteen (15) calendar days of the date the Village issues
the invoice to Chase for such Village Work. If Chase fails to pay the Village in full
or in a timely manner, the Village reserves the right to record a lien against the
Development Parcel in the amount of the cost of the Village Work that has not
been paid and to foreclose on said lien.
4. Interference With Access. Chase and MIG represent and warrant that their use of the
Village Property shall not interfere in any way with the use of the public rights-of-way or
property owned by the Village, the State or the County.
5. Modification. No modification or amendment of this Agreement shall be of any force or
effect unless in writing executed by the Village, Chase and MIG, and recorded at the
office of the Cook County Recorder of Deeds.
6. Village Entry and Inspection. The Village and the Village's elected officials, officers,
employees, agents, representatives and volunteers are authorized to enter upon the
Village Property, as well as the areas used for activities associated with this Agreement
at any time, with or without prior notice, for all lawful purposes.
70, Release, Waiver, Assumption of Risk, Hold Harmless and Indemnification. Chase
covenants and agrees as follows. -
A. Hold Harmless and Indemnification. Chase agrees to indemnify, defend, save
and hold forever harmless the Village and its officers, current/past/future
appointed and elected officials, employees, contractors, volunteers, attorneys,
engineers and agents (the "Village Affiliates") from and against any and all
liabilities, obligations, claims, damages, penalties, causes of action, costs and
expenses, brought by any person, including Chase and their officers, officials,
employees, contractors, subcontractors, volunteers, agents and invitees arising
out of or relating to this Agreement, Chase's use, or the public's use, of the
Village Property or the areas used for activities associated with this Agreement,
any other public rights-of-way in the Village, or any matters arising out of or
relating to matters covered under this Agreement.
B. Risk of Injury. Chase assumes the full risk of death, illness and personal
injuries of any kind and all damages or losses of any kind which it or its officers,
officials, employees, contractors, subcontractors, volunteers, agents and invitees
or members of the public, may sustain arising out of or relating to this
Agreement, Chase's use, or the public's use, of the Village Property or the areas
used for activities associated with this Agreement, any other public rights-of-way
in the Village,, or any matters arising out of or relating to matters covered under
this Agreement.
C. Waiver Of Claims. Chase agrees to waive and relinquish any and all claims or
causes of action of any kind that it or its officers, officials, employees,
contractors, subcontractors, volunteers, agents and invitees may have against
the Village and the Village Affiliates arising out of or relating to this Agreement,
44336411-117 79
Chase's use, or the public's use, of the Village Property or the areas used for
activities associated with this Agreement, or any matters arising out of or relating
to matters covered under this Agreement.
D. Release From Liability. Chase fully releases and discharges the Village and the
Village Affiliates from any and all claims or causes of action of any kind, including
but not limited to illness, injury, death, damages or losses which Chase or its
officers, officials, employees, contractors, subcontractors, volunteers, agents and
invitees or members of the public may have or which arise out of or relate to this
Agreement, Chase's use, or the public's use, of the Village Property or the areas
used for activities associated with this Agreement, any other public rights-of-way
in the Village, or any matters arising out of or relating to matters covered under
this Agreement.
8. Insurance. During the term of this Agreement, Chase agrees to have the Village and the
Village Affiliates expressly named as additional insureds on its insurance policies, in its
endorsements and on its certificates related to the operation of the Stormwater Volume
Control Features for the purposes stated herein. Chase shall provide the following types
of insurance, written on the comprehensive form and as an "occurrence" policy, in not
less than the following amounts.,
A. Comprehensive General Liability — $1 000,000 per occurrence and
$2,000,000 in the aggregate
B. Umbrella Coverage — $3,000,000
C. Property Damage — $1,000,000 per occurrence
D. Workers' Com pensation — StatutUl Y
Chase shall furnish certificates of insurance, with premiums paid in full, prior to the
effective date of this Agreement, copies of which are incorporated herein and attached
hereto asExhi,bit, §,, and made a part hereof. Chase shall provide the Village with
: ON
satisfactory proof of the above insurance requirements in the form of a certificate
executed by an insurer with no less than an A rating by the most recent "AM Best
Insurance Rating Guide." The Village shall have the right to approve the coverage and
carrier, which -approval- shall- not be un neas..on ably withheld.
Jr
Chase's policy or policies of insurance shall specifically recognize and cover Chase's
indemnification obligations under this Agreement, and shall contain cross -liability
endorsements. Said insurance shall provide that the insurance provided by Chase shall
be primary and that any provision of any contract of insurance or other risk protection
benefit or self-insurance policy purchased or in effect or enacted by the Village and any
other insurance or benefit of the Village shall be in excess of Chase's insurance. Said
insurance shall afford the Village and the Village Affiliates with its choice of counsel and
the right to conduct its own defense.
All Certificate(s) of Insurance shall contain the following endorsement: "Should any of
the above-described policies be canceled before the expiration date thereof, the issuing
company shall serve thirty (30) days prior written notice to the Village."
In the event of the cancellation of any insurance policy required herein, or upon Chase's
failure to procure said insurance, the Village shall have the right to immediately
terminate this Agreement. The insurance coverage of Chase shall be primary to the
Village's own insurance.
443364�17 80
Notwithstanding the foregoing, Chase reserves the right to self insure and provide
evidence of coverages via access to a web -based memorandum of understanding
evidencing coverages in force.
9. Alterations. Chase shall not, without first obtaining a permit and the written consent of
the Village, make any alterations, additions or improvements to the Village Property. It is
expressly understood by Chase and its agents that if Chase performs any alterations to
the Village Property, Chase agrees to indemnify, defense, hold harmless, release,
waive, assume the risk and defend the Village and the Village Affiliates from any and all
liabilities, costs, expenses, damages, claims or causes of action of any kind, including
but not limited to death, illness, injuries, damages and losses which any person,
including Chase or its officers, employees, volunteers, agents, contractors,
subcontractors or members of the public, may have or which arise out of, are connected
with or are in any way associated with the construction or performance of the alterations
of the Village Property to the full extent possible under the provisions of Section 7 of this
Agreement.
10. Default. A violation of any Federal, State, County or Village laws by Chase, or a failure
or refusal by Chase to comply with any of the covenants or obligations of Chase, as set
forth in this Agreement, shall constitute an "Event of Default."
11. Village's Right to Terminate. Upon the occurrence of any Event of Default, the Village
shall give Chase written notice of such default, and, if Chase does not cure any such
default within fifteen (15) days of said notice, or if such default cannot be cured within
said fifteen (15) day period, take actions to begin to cure such default within said fifteen
(15) days, and, in any event, cure said default within thirty (30) days of said Village
notice, then the Village may terminate this Agreement. Upon termination of this
Agreement as a result of a default by Chase, Chase shall promptly cease use of the
Stormwater Volume Control Features relative to the Bank Project and the Development
Parcel, at Chase's sole cost and expense, and shall not conduct activities associated
with this Agreement on the Village Property.
12. Non -Waiver. Failure by Chase, MIG or the Village to insist on strict performance of any
of the conditions, covenants, terms or provisions of this Agreement or to exercise any of
its rights hereunder shall not waive such rights, but Chase, MIG and the Village shall
have the right to enforce the terms and conditions of this Agreement at any time and
take such action as might be lawful or authorized hereunder, either in law or equity.
13. Attorneys' Fees. In case suit should be brought by the Village for recovery of the
Village Property, or because of any act, which may arise out of the use or possession of
the Village Property or to enforce the terms of this Agreement, the Village shall be
entitled to all costs incurred in connection with such action, including reasonable
attorneys' fees and litigation fees and expenses.
14, Notices. Any notice which any Party may or is required to give shall be given by
personal delivery, overnight courier, or certified mail, return receipt requested and
postage prepaid: to Chase at JPMorgan Chase Bank, National Association, 1111 Polaris
Parkway, Mail Code 01-111-0241, Columbus, Ohio 43240-2050, Attn: Lease
Administration Manager, with a copy to JPMorgan Chase Bank, National Association,
237 Park Avenue, 12th Floor, Mail Code NY1 -R066, New York, New York 10017-31401
4433642, 81
Attn: Real Estate Transactor Regional Manager; to MIG at MIG of Mount Prospect, LLC,
11900 Freeman, Huntley, Illinois 60142, Attn: Spiro Angelos, Manager, with a copy to
Kaplan, Papadakis & Gournis, P.C., 180 North LaSalle Street, Suite 2108, Chicago,
Illinois 60601, Attn: Dean J. Papadakis; or to the Village of Mount Prospect at 50 S.
Emerson Street, Mount Prospect, Illinois, Attention: Village Manager; or to such other
places as may be designated by any Party from time to time. Service by personal
delivery or overnight courier shall be deemed given when delivered, and service by
certified mail shall be deemed given on the third day after mailing.
15. Severability. Wherever possible, each provision of this Agreement shall be interpreted
in such manner as to be effective and valid under applicable law; but if any provision of
this Agreement shall be prohibited by or invalid under applicable law, such provision
shall be ineffective to the extent of such prohibition or invalidity, without invalidating the
remainder of such provision or the remaining provisions of this Agreement.
16, Impact of Termination. If this Agreement is terminated, Chase shall not be entitled to a
refund or any payment in regard to Chase's construction of the Stormwater Volume
Control Features. If this Agreement is terminated, the permission to use the Village
Property shall terminate at the same time. Notwithstanding any termination of this
Agreement, the release, hold harmless -and indemnification provisions of Section 7 of
this Agreement shall remain in full force and effect through the expiration of any
applicable statute of limitations period that applies to all claims and causes of actions of
any kind that could be or are brought against the Village or the Village's Affiliates (as
defined above) that arise out of or relate to any matters covered by this Agreement,
this
including the approval of Lhis Agreement by the village.
17. Compliance With Laws. The Parties to this Agreement shall comply with all applicable
Federal, State, County, Village and other laws, rules and regulations in carrying out the
terms and conditions of this Agreement, including the following:
A. Certification. Each Party and its officers, corporate authorities, employees, and
agents certify that they are not barred from entering into this Agreement as a
result of -a -violation of --either 720 !LCS 5/33E-3 or 5133E-4 (bid -rigging or bid
rotating) or 5/33E-6 (interference with contract submission and award by public
official) or as a result of a violation of 820 ILCS 130/1 et seq. (the Illinois
Prevailing Wage Act) or as a result of: (1) a.. delinquency in the payment of any
tax administered by the Illinois Department of Revenue or any fee required by
any unit of local government or the State, unless the Party is contesting, in
accordance with the procedures established by the appropriate revenue act, its
liability for the tax or the amount of the tax or the fee, as set forth in Section 11-
42.1-1 of seq. of the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq. Each
Party and its officers, corporate authorities, employees, and agents further certify
by signing this Agreement that the Party and its officers, corporate authorities,
employees, and agents have not been convicted of, or are not barred for
attempting to rig bids, price-fixing or attempting to fix prices as defined in the
Sherman Anti -Trust Act and Clayton Act. 15 U.S.C. § 1 et seq.; and has not been
convicted of or barred for bribery or attempting to bribe an officer or employee of
a unit of state or local government or school district in the State of Illinois in that
officer's or employee's official capacity. Nor has any of the Parties and their
officers, corporate authorities, employees, and agents made admission of guilt of
443364�7 82
such conduct which is a matter of record, nor has any official, officer, agent, or
employee of the Parties been so convicted nor made such an admission.
B. Non -Discrimination. Each Party and its officers, corporate authorities,
employees, and agents agree not to commit unlawful discrimination and agree to
comply with all applicable provisions of the Illinois Human Rights Act, Title VII of
the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, the
Age Discrimination in Employment Act, Section 504 of the Federal Rehabilitation
Act, and all applicable rules and regulations. Each Party maintains a written
Sexual Harassment Policy in compliance with Section 2-105 of the Illinois Human
Rights Act (775 ILCS 5/2-105(A)(4)). Each Party certifies that it Is an "Equal
Opportunity Employer" as defined by federal and State laws and regulations, and
agrees to comply with the Illinois Department of Human Rights {"IDHR") Equal
Opportunity Employment clause as required by the IDHR's Regulations (44 111.
Adm. Code, Part 7501, Appendix A). As required by Illinois law and IDHR
Regulation, the Equal Opportunity Employment clause is incorporated by
reference in its entirety as though fully set forth herein. Each Party certifies that it
agrees to comply with Prohibition of Segregated Facilities clause, which is
incorporated by reference in its entirety as though fully set forth herein. See,
Illinois Human Rights Act (775 ILCS 5/2-105). See also, Illinois Department of
Human Rights Rules and Regulations, Title 44, Part 750. Administrative Code,
Title 44: Government Contracts, Procurement and Property Management,
Subtitle B: Supplemental Procurement Rules, Chapter X: Department of Human
Rights, Part 750: Procedures Applicable to All Agencies, Section 750.160:
Segregated Facilities (44 111. Adm. Code 750.160).
C. Illinois Freedom Of Information Act. The definition of a public record in the
Freedom of Information Act (5 ILCS 140/1 et seq.) ("FOIA") includes a "public
record that is not in the possession of a public body but is in the possession of a
party with whom the agency has contracted to perform a governmental function
on behalf of the public body and that directly relates to the governmental function
and is not otherwise exempt under this Act." (5 ILCS 140/7(2). Consequently,
Chase and MIG must maintain and make available to the Village, upon request,
their public records relating to the performance of this Agreement in compliance
with the requirements of the Local Records Act (50 ILCS 205/1 et seq.) and the
FOIA.
D. Illinois Prevailing Wage Act. To the extent required by law, Chase shall comply
with the Illinois Prevailing Wage Act, 820 ILCS 130/0.01 et seq. ("Act"), for all
construction of, and maintenance of, the Stormwater Volume Control Features on
the Village Property. Chase warrants and represents that it has reviewed the Act,
that it has reviewed the regulations promulgated thereunder, and that it
understands and will strictly comply with the obligations imposed on it by this
Section 17.D. Chase shall indemnify, defend and hold harmless the Village and
the Village Affiliates for any violation by Chase or its contractors' and
subcontractors' failure to comply with any applicable provision of the Act.
18. Taxes. If property taxes are assessed on the Village Property due to Chase's use of the
Village Property for the Stormwater Volume Control Features, Chase shall be solely
responsible for the prompt and timely payment of all such property taxes.
443364�7 83
19. Venue. The Parties agree that, for the purpose of any litigation relative to this
Agreement and its enforcement, venue shall be in the Circuit Court of Cook County,
Illinois and the Parties consent to the in personam jurisdiction of said Court for any
such action or proceeding. This Agreement, and all questions of interpretation,
construction and enforcement hereof, and all controversies hereunder, shall be
governed by the applicable statutory and common law of the State of Illinois.
20. Complete Defense. It is expressly understood and agreed by the Parties that this
Agreement may be pleaded by the Village as a complete defense to, and in bar of, any
and all claims or causes of action of any kind brought, maintained or conducted by
Chase or by a third party in connection with or on account of any of the matters set forth
in this Agreement. The Parties agree that this Agreement shall be admissible in
evidence in any action in which the terms of this Agreement are sought to be enforced.
21. Authority to Bind. The Parties warrant and represent that the execution, delivery of
and performance under this Agreement is pursuant to authority, validly and duly
conferred upon the Parties and the signatories hereto.
22. This Agreement, and the obligations set forth herein, shall be a covenant running with
the land, relative to -the Development Parcel, and shall be binding upon MIG and any
successor owner(s) of the Development Parcel.
23. At such time as Chase no longer has a ground lease relative to the Development Parcel,
MIG, or the then -current owner of fee title to the Development Parcel, shall be
responsible for compliance with all the terms and conditions set forth herein, that are set
forth as only applicable to Chase. Notwithstanding the foregoing, MIG, and any
successor in title to the Development Parcel, shall not be able to self insure, or provide
access to coverages via access to a web -based memorandum of understanding, as set
forth in the last sentence of Section 8 hereof.
24, Effective Date: This Agreement shall become effective upon the date of execution by
the last signatory below, with said date being inserted on the first page hereof.
25., Notice of Termination: Upon the termination of this Agreement, whether as a result of
a default or otherwise, a notice of said termination shall be recorded by the Village.
443364-7 84
IN WITNESS WHEREOF, the Parties to this Agreement have executed this instrument
as of the dates listed below.
VILLAGE OF MOUNT PROSPECT,
an Illinois home rule municipal corporation
By:
Name.
Titl
MIG OF MOUNT PROSPECT, LLC,
an Illinois limited liability company
By:
Name
Title'.
Date:
4433647 85
JPMORGAN CHASE BANK,
NATIONAL ASSOCIATION,
a national banking association
By:
Name,.*
Title. -
Date:
Exhibit's
Legal
SUBDIVISIONTHAT PART OF LOT 2 IN JOHN MEYN'S SUBDIVISION RECORDED FEBRUARY 26,1931,
AS DOCUMENT 10851688, TOGETHER WITH THAT PART OF LOT A IN CORPORATE
' ALL BEING WEST HALF OF THE NORTHWEST QUARTER OF
MERIDIAN,SECTION 12, TOWNGHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL
► AS ! +
COMMENCING AT 1 -HE NORTHEAST C'ORNER OF SAID LOT A; THENCE NORTH 89
DEGREES 22 MINUTES 22 SECONDS ! ` OF SAID LOT A,
2.00 FEET TO A POINT OF CURVATURE; THENCE WESTERLY ALONG NORTH
BEING A CURVE
CONCAVE DESCRIBED
HAVING A RADIUS OF 1080,00 FEET, A CHORD BEARING OF NORTH 89 DEGREES 47
MINUTES 03 SECONDS WEST, A CHORD LENGTH OF 15.51 FEET, AN ARC
15.51 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 01 DEGREE 09 MINUTES 10
EASTERLYSECONDS EAST, 30.94 FEET; THENCE SOUTH 88 DEGREES 50 MINUTES 50 SECONDS
WEST, 75.00 FEET; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 29.59
SA
FEE -717 1-0 THE NORTH LINE OF /-%ID LOT 2 IN JOHN MEYN'S, SUBDIVISION'; THENCE:
ALONG SAID NORTH LINE AND ALONG" " ' IN
CORPORATE SUBDIVISION NO. 9, BEING A CURVE CONCAVE SOUTH, HAVING A
RADIUS OF 1080.00 FEET, A CHORD BEARING OF NORTH 87 DEGREES 48 MINUTES 52
SECONDS ," OF 75.01ARC LENGTH OF 75.03 FEET TO
POINTTHE iCOUNTY, ILLINOIS.
P.I.N.s: Pt. 08-12-107-004. and Pt: 08-12-107-021
L,ommon Address: Southwest Corner of Busse Avenue and Main Street
Mount Prospect, t 600 •
4433647 86
Exhibit 2
Legal Description of
the Development Parcel
Legal Description:
THAT PART OF LOT 1 AND PART OF LOT 2 IN K.ELJIK'S RESUBDIVISION IN MOUNT
PROSPECT, TOGETHER WITH THAT FART OF LOT 9 IN JOHN MTYN'S SUBDIVISION
RECORDED FEBRUARY 26, 1931, AS DOCUMENT 10851688, TOGETHER WITH THAT
PART OF LOT A IN CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE WEST HALF OF
THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST
OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS ONE TRACT AND DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2 IN K.ELJIK'S RESUBDIVISION;
THENCE SOUTH 01 DEGREE 69 MINUTES 10 SECONDS EAST ALONG THE EAST LINE
OF SAID LOT 21 A DISTANCE OF 60.98 FEET; THENCE SOUTH 88 DEGREES 50 MINUTES
50 SECONDS WEST, 56.68 FEET; THENCE NORTH 59 DEGREES 23 MINUTES 32
SECONDS WEST,, 7.04 FEET; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS
WEST, 106.08 FEET; THENCE NORTH 88 DEGREES 50 MINUTES 50 SECONDS EAST,
62.67 FEET TO THE EAST LINE. OF SAID LOT 1 IN KELJIK'S RESUBDIVISION; THENCE
SOUTH 01 DEGREE 09 MINUTES 16 SECONDS EAST ALONG SAID EAST LINE, 48.80
FEET TO THE POINT OF BEGINNING; IN COOK COUNTY, ILLINOIS.
P.I.N.s: Pt. 08-12-107-008, Pt. 08-12-107-018, Pt. 08--12-107-019
and Pt. 08-12-107-021
Common .Address* Just North of Northwest Highway
on the West Side of Main Street,
Mount Prospect, Illinois 60056
443364 7 87
Exhibit 3
Description and Depiction of the
Stormwater Volume Control Features
Stormwater Volume Control Narrative:
A Contech underground volume control facility located under the northern parking lot will be
used to meet the Village and MWRDGC stormwater ordinance requirements. This system
utilizes perforated corrugated metal pipes to promote stormwater infiltration into that native site
soils which helps remove contaminants from the stormwater runoff generated on the site.
Contech systems are designed for a 75 -year design life and will require minimal maintenance
throughout its lifespan. The underground volume control facility will outfall to the combined
sewer in Busse Avenue.
The "Final Engineering Plans, Chase Bank, NW Corner of US Route 14 and IL Route 83, Mount
Prospect, Illinois," prepared by Kimley-Horn and Associates, Inc., 4201 Winfield Road, Suite
600, Warrenville, Illinois 60555, known as KHA Project No. 168558022, last updated July 2,
2020, consisting of seventeen (17) pages, (inclusive of four (4) survey pages prepared by
Compass Surveying, Ltd., 2631 Ginger Woods Parkway, Suite 100, Aurora, Illinois 60502,
known as Project No. 20.0071, Cover Page, General Notes, Site Plan, Grading Plan, Utility
Plan, MWRD Plan, Construction Details and Contech Plans), and on file with the Village of
Mount Prospect, Illinois, are incorporated herein by reference, in their entirety, and made part
hereof.
The "Drainage Report - Chase Bank - Mount Prospect, NWC of US Route 14 and IL Route 83,
Mount Prospect, IL," prepared by Kimley-Horn and Associates, Inc., 1001 Warrenville Road,
Suite 350, Lisle, Illinois 60532, dated May 18, 2020, last updated July 2, 2020, consisting of
if
nineteen -pages (inclusive of exhibits), and on file with the Vill-age of Mount Pirospe1� tI -Illinois, is
incorporated herein by reference, in its entirety, and made part hereof.
The ECS Midwest, LLC "Geotechnical Engineering Report, Proposed Chase Bank - TAP
#20015 Mt. Prospect Busse Relocation, Route 14 and Route 83, Mount Prospect, Cook County,
Illinois," ECS Project No. 16:13331, dated June 10, 2020, consisting of forty-seven (47) pages
(inclusive of the Cover Page, Opening Letter, Table of Contents, Executive Summary,
Introduction, Project Information, Field Exploration and Laboratory Testing, Design
Recommendations, Site Construction Recommendations, Closing and Appendices), and on file
with the Village of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
4433647 88
Exhibit 4
MWRDGC
Watershed Management Permit No.
(attached)
4433641-17 89
Exhibit 5
Certificates of Insurance
(attached)
443364�7 90
EXHIBIT
Site Plan of
the ATM Project
(attached)
443364 7
s MAPte Sr
Vim..__ . _
CHAS
BANK E.HIBrr M KimleyoHorn
M C� YT, flrtr RC1 � L 4 r
all SITE PLAN 4rri H A ""' I E 0
(/1t1r1 PFkW L'f3I j rwrre s. t.r 9ftm ~Y I WAR am
Description of
the ATM Project
The ECS Midwest, LLC "Geotechnical Engineering Report, Proposed Chase Bank —
TAP #20015 Mt. Prospect Busse Relocation, Route 14 and Route 83, Mount Prospect,
Cook County, Illinois," ECS Project No. 16:13331, dated June 10, 2020, consisting of
forty-seven (47) pages (inclusive of the Cover Page, Opening Letter, Table of Contents,
Executive Summary, Introduction, Project Information, Field Exploration and Laboratory
Testing, Design Recommendations, Site Construction Recommendations, Closing and
Appendices), and on file with the Village of Mount Prospect, Illinois, is incorporated
herein by reference, in its entirety, and made part hereof.
The Photometric Calculations prepared by Facility Solutions Group, consisting of one
(1) page and drawn by Elizabeth Ferguson, dated July 1, 2020, for JPMG Chase Mt.
Prospect, and on file with the Village of Mount Prospect, Illinois, is incorporated herein
by reference, in its entirety, and made part hereof.
The "Chase Mt. Prospect Busse Relo, 2 W. Northwest Hwy, Mount Prospect, IL" Final
Landscaping Plans prepared by The Architects Partnership, 200 South Michigan
Avenue, Chicago, IL 60604, known as TAP Project Number 20015, last updated July 2,
2020, consisting of four (4) pages (inclusive of L0.0 — Tree Preservation Plan, L1.0 —
Landscape Plan, L2.0 — Landscape Details, and L2.1 --Sfte Furnishing Details) and on
file with the Village of Mount Prospect, Illinois, are incorporated ncorporated herein by reference, in
their entirety, and made part hereof.
(and see attached EXHIBI'I�.N - Page 2)
4433647 92
EXHIBIT N - Page 2
EXH,IBIT'N
Description of the ATM Project
The proposed JPMC development will be located at the northeast corner of S. Maple Street and
Northwest Highway in Mount Prospect,, IL. The existing public parking lot will be reconfigured to
accommodate two -single ATMs with a bypass lane to the north. The proposed plan improvements allow
for ample amounts of landscaping that will enhance the overall aesthetics of the area, provide screening
from vehicular traffic throughout the site and allow for pedestrian connectivity to the adjacent
residential developments. In addition, the site will be adequately illuminated for safety both for Banking
customers utilizing the ATMs and pedestrians traversing the northern sidewalk. Signage will be provided
to help banking customers navigate the preferrPci vehicular circulation throughout the site.
M" N NOW 11 N i W 100
I
The ATM License Agreement
(attached)
44336417 93
LICENSE AGREEMENT FOR THE NONEXCLUSIVE USE OF
VILLAGE OF MOUNT PROSPECT PROPERTY
(CHASE BANK ATM S – ATM PARCEL – EVERGREEN AVENUE RIGHT-OF-WAY
IMMEDIATELY EAST OF MAPLE STREET)
This LICENSE AGREEMENT FOR THE NONEXCLUSIVE USE OF VILLAGE OF
MOUNT PROSPECT PROPERTY (CHASE BANK ATM – ATM PARCEL – EVERGREEN
AVENUE RIGHT-OF-WAY IMMEDIATELY EAST OF MAPLE STREET) ("Agreement') is
entered into this day of mpm* . ........ . W1 202 ( "Effective Date"), by the Village of Mount
Prospect, an Illinois municipal corporation ("Village"), and JP organ Chase Bank, National
Association, a national banking association ("Licensee"). The Village and the Licensee are
sometimes referred to herein individually as a "Party" and collectively as the "Parties."'
RECITALS
WHEREAS, the Villacie has certain public right-of-way legally describqed in 'E, it 1
WN
attached hereto and made a part hereof (Willage Property"); and
WHEREAS, Licensee -desires to improve and use the Village Property by constructing,
installing, maintaining and operating two (2) automated teller machines and the canopies in
relation thereto (individually an "ATM" and collectively the "ATMs"), drive aisles/driveways,
bollards, five (5) public parking spaces, curbs, landscaping, a pedestrian pathway, lighting,
pavement markings, signage, and related improvements as described and depicted in ExhiNit 2,
and Exhibit3 respectively, attached hereto and made a part hereof (collectively the "Permitted
Activities"), W*" and the Village desires that Licensee improve and use the Village Property with the
Permitted Activities in accordance with the terms of this Agreement; and
Agreement;
WHEREAS, the Village and Licensee have entered into the "Redevelopment Agreement
for the JPMorgan Chase Bank Development Comprising a Part of the Prospect and Main TIF
District of the Village of Mount Prospect, Illinois" dated —, 2020 (the "RDA"), related to
the relocation and redevelopment of certain real estate by Licensee in the Village; and
WHEREAS, the Village and Licensee find that entering into this Agreement Is in their
respective best interests;
NOW, THEREFORE, in consideration of the foregoing, and for the mutual promis
hereinafter set forth, and for other good and valuable consideration, the sufficienc�y of which i
acknowledged, the Village grants Licensee a nonexclusive license to use the Village Propert
for the Permitted Activities, subject to the following terms and conditions: I
1. Recitals. The above whereas clauses are incorporated into this Section 1 by as
though fully set forth herein.
2. Grant of License and Use Fee; Term; Termination.
A. Grant of License and Use Fee, In consideration of the payment of Three
Thousand Five Hundred and No/100 Dollars ($3,500.00) each month this Agreement is
in effect ("Use Fee") to the Village by Licensee, to be paid prior to the start of each
month this Agreement is in effect, the Village authorizes the nonexclusive use of the
Village Property by Licensee only for the purposes and uses described as the Permitted
44336417 94
Activities. The Use Fee shall increase by Ten Percent (10%) of the Use Fee then in
effect at the beginning of each Extension Term (as defined in Section 2.13. below.
B. Term. The initial term of this Agreement shall be for a period of five (5)
years from the Effective Date (the "Initial Term"). Licensee shall have the option, at its
sole election, to extend this Agreement for two (2) additional five (5) year terms, and, if
the Licensee extends its ground lease relative to the Development Parcel (as referenced
in the RDA), Licensee shall have the option, subject to the Village's consent, which shall
not be unreasonably withheld, to extend this Agreement for four (4) additional five (5)
year terms (each of the six (6) five (5) year extensions being an "Extension Term"). The
Licensee shall give the Village at least three hundred sixty-five (365) days prior written
notice if Licensee intends to exercise an extension option. In addition to termination
pursuant to Sections 2.C., 13 and 18 hereof, this Agreement may be terminated, upon at
least three hundred sixty-five (365) days prior written notice, at any time after fifteen (15)
years from the Effective Date, provided this Agreement is still in effect, even if this
Agreement is in the middle of a five (5) year Extension Term. By way of example, if this
Agreement is in effect sixteen (16) years after the Effective Date, a party may terminate
this Agreement pursuant to this Section 2.13. by giving written notice to the other of
termination at least three hundred sixty-five (365) days prior to the termination of this
Agreement, such that this Agreement terminates seventeen (17) years after the Effective
Date.
C. RDA -Related Termination. In addition to the other termination provisions
in this Agreement, this Agreement shall be terminated if the RDA is terminated by the
Village due to an uncured Licensee "Event of Default," as defined in the RDA, or if the
Village exercises its buyback rights under Section VI.C. of the RDA.
3. Condition of Village Property. Licensee accepts the Village Property in "AS -IS,
WHERE -IS" condition as existing on the Effective Date. Licensee acknowledges that it has
inspected the Village Property and acknowledges that it is in good condition. THE VILLAGE
MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO
THE CONDITION OF THE VILLAGE PROPERTY. Licensee acknowledges that the Village has
made no representations or promises to Licensee to alter, or otherwise improve the condition of
the Village Property and the Village has no obligation to do so.
4. Installation; Maintenance; Removal; Restoration.
A. - Installation. Licensee shall, at its own expense, construct and install all
improvements needed for the Permitted Activities, including the ATMs. All improvements
constructed and installed by Licensee needed for the Permitted Activities that will be
owned by the Village shall, at Licensee's expense, be conveyed by Licensee to the
Village by a bill of sale, in a form provided by the Village, at such time as the Village has
approved a final inspection of the improvements.
B. , Maintenance. Licensee shall, at its own expense and at all times, be
responsible for maintaining the ATMs, and all appurtenances thereto, as determined by
Licensee, and maintaining the pavement (both as to the drive aisles/driveways and the
public parking spaces), the bollards, curbs, pavement markings, signage, pedestrian
pathway, lighting, landscaping, and any and all other non -ATM portions of the Village
Property, as directed by the Village Manager. Licensee shall, at its own expense, hire
personnel to clean-up all litter and debris from the Permitted Activities. Licensee shall
4433642 95
be responsible for all snow removal from the drive aisles/driveways, the parking spaces
and the pedestrian pathway.
C. Removal. Licensee shall remove the ATMs within thirty (30) days of this
Agreement no longer being in effect. To ensure the ATMs are removed, and the Village
Property is restored in accordance with Subsection 4.D. below, Licensee shall post a
Fifty Thousand and No/100 Dollars ($50,000.00) irrevocable letter of credit ("LC C") in
favor of the Village, in a form approved by the Village, which the Village may draw on to
pay for the removal of the ATMs, and for the restoration referenced in Subsection 4.D.
below, if Licensee fails to remove the ATMs when required and/or Licensee fails to
perform the restoration referenced in Subsection 4.D. below. Licensee releases and
indemnifies the Village, and the Village Affiliates (as defined in Section 9.A. below), from
any claims, damages, expenses or costs associated with the removal of the ATMs,
including damage to the ATMs.
D. Restoration. Licensee, at its own expense, shall, within thirty (30) days of
this Agreement no longer being in effect, return and restore the Village Property by
removing all improvements within the drive aisles/driveways on the Village Property,
including, but not limited to, the central curb for the ATMs drive-through, and patch any
roadway that is impacted by said removal; how -ever, the perimeter curb shall remain in
place. The Village Manager shall direct Licensee to make such repairs and restorations
as the Village deems necessary in order to comply with the foregoing.
5. Interference. Licensee represents and warrants that its use of the Village
Property shall not interfere in any way with the use of any public rights-of-way of, or property
owned by, the Village, the State or the County.
6. Taxes. If property taxes are assessed on the Village Property due to Licensee's
use of the Village Property or the Permitted Activities occurring on the Village Property,
Licensee shall be solely responsible for the prompt and timely payment of all such property
taxes.
7. Assignment. This Agreement may not be -assigned by Licensee without the prior
written consent of the Village, which may be withheld in the Village's absolute discretion. In the
event of Licensee's unauthorized assignment or subletting of this Agreement, this Agreement
shall immediately terminate.
8. Village Entry and Inspection. The Village's elected officials, officers,
employees, contractors, agents, representatives and volunteers are authorized to enter upon
the Village Property, including the areas used for activities associated with the Permitted
Activities, at any time and with or without prior notice, for all lawful purposes. If the Village
determines that: (i) it, or any utility company, must have access to the Village Property, or the
area around the Village Property, to work in, on or under the Village Property, or to install, re-
construct, repair, maintain or remove any existing or future infrastructure, utility or other
improvements on the surface of or underneath the Village Property for any reason whatsoever;
(ii) it needs to use the Village Property for access to, or a staging area in relation to, work in
regard to the Village's water tower on the property immediately South of the Village Property; or
(iii) a telecommunications provider, with telecommunications equipment on the Village's water
tower, on the property immediately South of the Village Property, needs to use the Village
Property for access to, or a staging area in relation to, work in regard to the telecommunications
equipment on said property to the South of the Village Property; the Village, at its option, may
4433641-7 96
give reasonable notice to Licensee of such work/use, and such work/use shall not be deemed to
be a breach of this Agreement, even if it results in the temporary inaccessibility, temporary
deactivation and/or temporary relocation of the ATMs during such access and/or work. In the
event that the ATMs need to be temporarily relocated, said relocation shall be coordinated by
the Village and the Licensee, with the relocation being done at Licensee's sole cost and
expense. During any such temporary inaccessibility, temporary deactivation or temporary
relocation of the ATMs, payment of the Use Fee, as set forth in Section 2. above, shall be
abated on a pro rata basis, based on the number of days said temporary inaccessibility,
temporary deactivation or temporary relocation was effective, and as a result thereof the ATMs
could not be used as intended (the "Use Fee Abatement). In regard to the foregoing:
A. In order to facilitate an emergency removal of the ATMs, in the event of a
waterrriain or sewer main emergency, involving the watermain or sewer main under the
Village Property, the Licensee shall, upon notice from the Village, immediately
commence efforts to arrange for the temporary removal of the ATMs by all necessary
vendors, and then cause such vendors to diligently complete the removal of the ATMs
from the Village Property as expeditiously as is commercially reasonable and for the
duration of the emergency, so that emergency watermain or sewer main work can be
undertaken by the Village. Said contractor shall obtain an annual contractor's
registration from the Village, and the contractor's contact information shall be on file with
the Village, and shall be up to date at all times;
B. The Licensee acknowledges that the Village's water tower, on the
property immediately to the South of the Village Property, will need to be repainted at
some time between the years 2025 and 2030, and that the staging for said repainting
may cause the ATMs to become inaccessible and unusable fora 'Period of up to six (6)
months in relation thereto, and possibly longer if structural repairs are 'required prior to
repainting the water tower (the "Water Tower Projectu). Licensee agrees, upon notice
from the Village, to remove the ATMs from the Village Property for the duration of the
Water Tower Project. Notwithstanding the foregoing, the Village agrees to use
commercially reasonable efforts to design, stage and execute the Water Tower Project
in a manner that minimizes the duration of the period that the ATMs are required to
remain out of service pursuant to this Section 8.B.; and
C. Licensee acknowledges that Licensee's sole and exclusive remedy,
relative to any temporary inaccessibility, temporary deactivation and/or temporary
relocation of the ATMs, pursuant to the provisions of this Section 8, including, but not
limited to, as a result of the repainting of the Village water tower, other than terminating
this Agreement, shall be the Use Fee Abatement which automatically applies in the
event of any temporary inaccessibility, temporary deactivation and/or temporary
relocation of the ATMs..
9. Release; Waiver; Assumption of Risk; Hold Harmless, Defense and
Indemnification. Licensee covenants and agrees as follows:
A. Hold Harmless and Indemnification. Licensee agrees to indemnify,
defend, save and hold forever harmless the Village and its officers, current/past/future
appointed and elected officials, President and Board of Trustees, employees, volunteers,
attorneys, engineers and agents ("Village Affiliates") from and against any and all
liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses
brought by any person, including Licensee and their officers, officials, employees,
443364,7 97
contractors, subcontractors, volunteers, agents and invitees arising out of or relating to
the Permitted Activities, Licensee's use of the Village Property, the Permitted Activities
or the public's use of the Village Property or the areas used for activities associated with
the Permitted Activities, any other public rights-of-way in the Village, or any matters
arising out of or relating to matters covered under this Agreement.
B. Risk of Injury. Licensee assumes the full risk of death, illness and
personal injuries of any kind and all damages or losses of any kind which it or its officers,
officials, employees, contractors, subcontractors, volunteers, agents and invitees or
members of the public who attend the Permitted Activities, may sustain arising out of or
relating to the Permitted Activities, Licensee's use, Permitted Activities attendees' use or
the public's use of the Village Property or the areas used for activities associated with
the Permitted Activities, any other public rights-of-way in the Village, or any matters
arising out of or relating to matters covered under this Agreement.
C. Waiver Of Claims. Licensee agrees to waive and relinquish any and all
claims or causes of action of any kind that it or its officers, officials, employees,
contractors, subcontractors, volunteers, agents and invitees may have against the
Village and the Village Affiliates arising out of or relating to the Permitted Activities, or
the Licensee's use, the ATM users' use or the public's use of the Village Property or the
areas used for activities associated with the Permitted Activities, or any matters arising
out of or relating to matters covered under this Agreement.
D. Release From Liability. Licensee fully releases -and discharges the
Village and the `tillage Affiliates from any and all claims or causes of action of any kind,
including but not limited to illness, injury, death, damages or losses which Licensee or its
officers, officials, employees, contractors, subcontractors, volunteers, agents and
invitees or members of the public may have or which arise out of or relate to the
Permitted Activities, or the Licensee's use, the ATM users' use or the public's use of the
Village Property or the areas used for activities associated with the Permitted Activities,
any other public rights-of-way in the Village, or any matters arising out of or relating to
matters covered under this Agreement, including, but not limited to, any damages to the
ATMs as a result of any Village or utility companies' utilities located under the Village
Parcel, or the maintenance thereof.
10Insurance, During the Initial Term and any Extension Term of this Agreement,
Licensee agrees to have the Village and the Village Affiliates expressly named as additional
insureds on its insurance policies, in its endorsements and on its certificates related to the
operation of P Activities for i stated herein. Licensee shall provide the
following types of insurance, written on the comprehensive form and as an "occurrence" policy,
in not less than the following amounts:
A. Comprehensive General Liability — $1 000,000 per occurrence
and $2,000,000 in the aggregate
B. Umbrella Coverage — $3,000,000
C. Property Damage — $1 000,000 per occurrence
D. Workers' Compensation — Statutory
Licensee shall furnish certificates of insurance, with premiums paid in full, prior to the
effective date of this Agreement, copies of which are incorporated herein and attached hereto
as Exhibit 4 and made a part hereof. Licensee shall provide the Village with satisfactory proof of
the above insurance requirements in the form of a certificate executed by an insurer with no less
4433641-7 98
than an A rating by the most recent "AM Best Insurance Rating Guide." The Village shall have
the right to approve the coverage and carrier, which approval shall not be unreasonably
withheld.
Licensee's policy or policies of insurance shall specifically recognize and cover
Licensee's indemnification obligations under this Agreement, and shall contain cross -liability
endorsements. Said insurance shall provide that the insurance provided by Licensee shall be
primary and non-contributory and that any provision of any contract of insurance or other risk
protection benefit or self-insurance policy purchased or in effect or enacted by the Village and
any other insurance or benefit of the Village shall be in excess of Licensee's insurance. Said
insurance shall afford the Village and the Village Affiliates with its choice of counsel and the
right to conduct its own defense.
All Certificate(s) of Insurance shall contain the following endorsement: "Should any of
the above-described policies be canceled before the expiration date thereof, the issuing
company shall serve thirty (30) days prior written notice to the Village."
Notwithstanding the foregoing, Chase reserves the right to self insure and provide
evidence of coverages via access to a Web -based memorandum of understanding evidencing
coverages in force.
11. Alterations. Licensee shall not, without first obtaining the written consent of the
Village, make any alterations, additions or improvements to the Village Property. It is expressly
understood by Licensee and its agents that if Licensee performs any alterations to the Village
Property, Licensee agrees to indemnify, defense, hold harmless, release, waive, assume the
risk and defend the Village and the Village Affiliates, from any and all liabilities, costs, expenses,
damages, claims or causes of action of any kind, including but not limited to death, illness,
injuries, damages and losses which any person, including Licensee or its officers, employees,
volunteers, agents, contractors, subcontractors or members of the public, may have or which
arise out of, are connected with or are in any way associated with the construction or
performance of the alterations of the Village Property to the full extent possible under the
provisions of Section 9 of this Agreement.
12. Default Failure or refusal by Licensee to comply with any of the obligations of
Licensee set forth in this Agreement shall constitute an "Event of Default."
13. Village's Remedies On Default. If Licensee defaults in the performing of any of
the other covenants or obligations hereof, or in the occurrence of any Event of Default, the
Village shall give Licensee written or verbal notice of such default, and if Licensee does not cure
any such default within thirty (30) days or take immediate actions to cure such default and cure
any such default within forty-five (45) days, then the Village may terminate this Agreement.
Upon termination of this Agreement, Licensee shall promptly remove its personal property,
equipment and materials from the Village Property and shall not conduct activities associated
with the Permitted Activities on the Village Property.
14. Non -Waiver. Failure by Licensee or the Village to insist on strict performance of
any of the conditions, covenants, terms or provisions of this Agreement or to exercise any of its
rights hereunder shall not waive such rights, but Licensee and the Village shall have the right to
enforce the terms and conditions of this Agreement at any time and take such action as might
be lawful or authorized hereunder, either in law or equity.
443364,7 99
15. Attorneys' Fees. In case suit should be brought "by the Village for recovery of
the Village Property, or because of any act, which may arise out of the use or possession of the
Village Property or to enforce the terms of this Agreement, the Village shall be entitled to all
costs incurred in connection with such act -Ion, including reasonable attorneys' fees and litigation
fees and expenses.
16. Notices. All notices, demands, elections, and other instruments required or
permitted to be given or made by either Party upon the other Party under the terms of this
Agreement or any statute shall be in writing. Such communications shall be deemed to have
been sufficiently served if sent by personal delivery, overnight courier, or certified mail with
proper postage prepaid to the respective addresses shown below or to such other party or
addresses as either Party may from time to time furnish to the other in writing.
Notice to Village shall be sent to: Notice to Licensee shall be sent to:
Village of Mount Prospect JPMorgan Chase Bank,
Attention: Village Manager National Association
50 S. Emerson Street 1111 Polaris Parkway
Mount Prospect, Illinois 60056 Mail Code OH 1 -0241
Columbus, Ohio 43240-2050
Attn: Lease Administration Manager
With a copy to:
JPMorgan Chase Bank, National Association
237 Park Avenue, 12th Floor
Mail Code NYI-RO66
New York, New York 10017-3140
Attn: Real Estate Transactor Regional Manager
Notice by personal delivery or overnight courier shall be deemed given upon delivery, and
notice by certified mail shall be deemed given on the third day following the mailing of said
notice.
17. Severability. Wherever possible, each provision of this Agreement shall be
interpreted in such manner as to be effective and valid under applicable law; but if any provision
of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be
ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of
such provision or the remaining provisions of this Agreement. I
18. Right to Terminate. In addition to the termination rights set forth elsewhere in
this Agreement, the Village may suspend or terminate the operation of the Permitted Activities
or terminate this Agreement at any time and for any reason relating to the public safety or for a
violation of applicable Federal, State, County or Village laws or this Agreement, upon written
notice or verbal notice to Licensee. In the event the Village exercises its right to terminate this
Agreement, Licensee shall not be entitled to a return of the Use Fee and agrees to restore the
Village Property to its condition, as it was immediately prior to its conditions prior to the
execution of this Agreement. If this Agreement is terminated by the Village, the nonexclusive
license to use the Village Property shall terminate at the same time. Otherwise, this Agreement
shall terminate as provided elsewhere herein, except that the provisions of Sections 9 and 10 of
this Agreement shall remain in full force and effect through the expiration of any applicable
statute of limitation period that applies to all claims and causes of actions of any kind that could
443364,�7 100
be or are brought against the Village or the Village's Affiliates (as defined above) that arise out
of or relate to any matters covered by this Agreement, including the approval of this Agreement
by the Village. In addition, the obligations of Licensee set forth in Section 4 above shall survive
the termination of this Agreement until those obligations are fully satisfied by Licensee.
19. Compliance With Laws. The Parties to this Agreement shall comply with all
applicable Federal, State, County, Village and other laws, ordinances, rules, regulations and
directives in carrying out the terms and conditions of this Agreement, including the following:
A. Village Requirements. Licensee shall comply with all applicable
requirements of the Village of Mount Prospect Village Code and the Village of Mount
Prospect Zoning Ordinance, with respect to the construction, maintenance and operation
of the Activities and the use of the Village Property. The Activities shall conform to all
zoning, licensing, and other provisions and regulations of the Village.
B. Illinois Prevailing Wage Act. To the extent required by law, Licensee
shall comply with the Illinois Prevailing Wage Act, 820 ILCS 130/0.01 et seq. (4AAct11), for
all construction on, and maintenance of, the Village Property. Licensee warrants and
represents that it has reviewed the Act, that it has reviewed the regulations promulgated
thereunder, and that it understands and will strictly comply with the obligations imposed
on it by this Section 19.B. Licensee shall indemnify, defend and hold harmless the
Village and the Village Affiliates for any violation by Licensee or its contractors and
subcontractors' failure to comply with any applicable provision of the Act.
C. Certification. Each Party and its respective officers, corporate
authorities, employees and agents certify that they are not barred from entering into this
Agreement as a result of a violation of either 720 ILCS 5/33E-3, 720 ILCS, 5/33E-4 or
720 ILCS 5/33E-6, as a result of a violation of the Act or as a result of a delinquency in
the payment of any tax administered by the Illinois Department of Revenue or any fee
required by any unit of local government or the State, unless the Party is contesting, in
accordance with the procedures established by the appropriate revenue act, its liability
for the tax or the amount of the tax or the fee, as set forth in Section 11-42.1-1 et seq. of
the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 of seq.
D. Non -Discrimination. Each Party and its respective officers, corporate
authorities, employees and agents agree not to commit unlawful discrimination and
agree to comply with all applicable provisions of the Illinois Human Rights Act, Title V11 of
the Civil Rights Act of 1964, the Americans with Disabilities Act, the Age Discrimination
in Employment Act, Section 504 of the Federal Rehabilitation Act, and all applicable
rules and regulations. Each Party maintains a written sexual harassment policy in
compliance with Section 2-105 of the Illinois Human Rights Act, 775 ILCS 5/2-105(A)(4).
Each party certifies that it is an "Equal Opportunity Employer" as defined by federal and
State laws and regulations, and agrees to comply with the Illinois Department of Human
Rights ("IDHR") Equal Opportunity Employment clause as required by the IDHR's
regulations, including 44 Illinois Administrative Code, Part 750, Appendix A. As required
by Illinois law and IDHR regulation, the equal opportunity employment clause is
incorporated by reference in its entirety as though fully set forth herein.
E. Illinois Freedom of Information Act. The definition of a public record in
the Illinois Freedom of Information Act, 5 ILCS 140/1 et seq. ("FOIA'), includes a "public
record that is not in the possession of a public body but is in the possession of a party
4433641-17 101
with whom the agency has contracted to perform a governmental function on behalf of
the public body and that directly relates to the governmental function and is not
otherwise exempt under this Act" at 5 ILC S 140/7(2). Licensee shall maintain and make
available immediately to the Village, upon request, public records in the possession of
Licensee relating to the performance of this Agreement in compliance with the
requirements of the FOIA.
20. Merger Clause; Amendment. This Agreement constitutes the entire
understanding between the Parties with respect to the subject matter hereof, and supersedes
any prior understandings and/or agreements between the Parties. Any representations,
agreements, promises or understandings not expressly set forth herein are hereby rendered
null, void and of no legal effect. This Agreement may be amended only by the written agreement
of the Parties hereto.
21. Venue; Choice of Law. The Parties agree that, for the purpose of any litigation
relative to this Agreement and its enforcement, venue shall be in the Circuit Cou., of Cook
County, Illinois and the Parties consent to the in personam jurisdiction of said Court for any such
action or proceeding. This Agreement, and all questions of interpretation, construction and
enforcement hereof, and all controversies hereunder, shall be governed by the applicable
statutory and common law of the State of Illinois.
22. Complete Defense. It is expressly understood and agreed by the Parties that
this Agreement may be pleaded by the Village as a complete defense to, and in bar of, any and
all claims or causes of action of any kind brought, maintained or conducted by Licensee or by a
third party in connection with or on account of any of the matters set forth in this Agreement.
The Parties agree that this Agreement shall be admissible in evidence in any action in which the
terms of this Agreement are sought to be enforced.
23. Authority to Bind. The Parties warrant and represent that the execution,
delivery of and performance under this Agreement is pursuant to authority, validly and duly
conferred upon the Parties and the signatories hereto.
24. Effective Date. This Agreement shall become effective upon the date set forth in
the RDA.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK.
4433642 102
IN NTNESS WHEREOF, the Parties to this Agreement have executed this instrument
as of the dates listed below.
VILLAGE OF MOUNT PROSPECT
BY: �
Name: Arlene A. Juracek
Mayor
nDan te:, 404�-,
ATTEST:
By:
Name: Karen Agoranos,
Village Clerk
Date: 1202..,
4433647 103
JPMORGAN CHASE BANK,
NATIONAL ASSOCIATION
By: . .. ... ...... . . . . ... . ..... . .. ... .
Name:
Authorized Officer
Date: .202
ATTEST:
By:
&N
N a M e
Title:
Date. 202
I II
Legal Description of
the ATM Parcel
Legal Description:
THAT PART OF EVERGREEN AVENUE PER BUSSE AND WILLE'S RESUBDIVISION IN
MOUNT PROSPECT, BEING A SUBDIVISION IN THE WEST HALF OF SECTION 12,
TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,
RECORDED AS DOCUMENT 3839591, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 12 IN BLOCK 11 OF SAID BUSSE
AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT; THENCE SOUTH 08 DEGREES 07
MINUTES 09 SECONDS EAST ALONG THE WESTERLY LINE OF VII I. ACBE COMMONS A
PLANNED UNIT DEVELOPMENT, RECORDED AS DOCUMENT 89148088, A DISTANCE OF
33.00 FEET TO AND ANGLE POINT IN SAID WESTERLY LINE; THENCE SOUTH 81
DEGREES 42 MINUTES 30 SECONDS WEST ALONG ,SAID WESTERLY LINE, 4.65 FEET TO
AN ANGLE POINT IN SAID WESTERLY LINE; THENCE SOUTH 00 DEGREES 15 MINUTES
38 SECONDS WEST ALONG SAID WESTERLY LINE, 33.39 FEET TO THE NORTHERLY
LINE OF LOT C IN THE RESUBDIVISION OF BLOCK 10 OF BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS DOCUMENT 81952; THENCE
SOUTHWESTERLY ALONG SAID NORTHERLY DINE, BEING A CURVE CONCAVE
SOUTHERLY, HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF SOUTH 78
DEGREES 42 MINUTES 44 SECONDS WEST, A CHORD LENGTH OF _98.33 FEET, AN ARC
LENGTH OF 98.87 FEET TO A POINT OF CURVATURE IN THE WESTERLY LINE OF SAID
LCAT C; THENCE SOUTHWESTERLY, SOUTHERLY AND 'SOUTHEASTERLY ALONG SAID
WESTERLY LINE, BEING A CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF
25.00 FEET, A CHORD BEARING OF SOUTH 18 DEGREES 34 MINUTES 05 SECONDS
WEST, A CHORD LENGTH OF 42.19 FEET, AN ARC LENGTH OF 50.21 FEET TO A POINT
OF REVERSE CURVATURE IN THE SOUTHWESTERLY LINE OF SAID LOT C; THENCE
SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINE, BEING A CURVE CONCAVE.
NORTHEASTERLY, HAVING A RADIUS OF 955.401 FEET, A CHORD BEARING OF SOUTH
40 DEGREES 1.0 MINUTES 44 -SECONDS EAST, A CHORD LENGTH OF 40.42 FEET, AN
ARC LENGTH OF 40.42 'FEET TO THE NORTHERLY LINE OF W. NORTHWEST HIGHWAY;
THENCE NORTHWESTERLY ALONG SAID NORTHERLY LINE, BEING A CURVE. CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 115,00 FEET, A CHORD BEARING OF NORTH
50 DEGREES 23 MINUTES 30 SECONDS WEST, A CHORD LENGTH OF 38.301 FEET, AN
ARC LENGTH OF 36.45 FEET ECS A POINT OF TANGENCY; THENCE NORTH 59 DEGREES
23 MINUTES 32 SECONDS WEST ALONG SAID NORTHERLY LINE, 59.98 FEET TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF BLOCK 11 IN BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS DOCUMENT 3839591; THENCE
NORTH 00 DEGREES 44 MINUTES 28 SECONDS WEST ALONG SAID SOUTHERLY
EXTENSION, 99.71 'FEET TO THE SOUTHWESTERLY LINE OF LOT 101 IN SAID BLOCK 11;
THENCE SOUTHERLY, SOUTHEASTERLY AND EASTERLY ALONG SAID
SOUTHWESTERLY LINE, BEING A CURVE CONCAVE NORTHEASTERLY, HAVING A
RADIUS OF 25.00 FEET, A CHORD BEARING OF SOUTH 52 DEGREES 51 MINUTES 33
SECONDS EAST, A CHORD LENGTH OF 39.48 FEET, AN ARC LENGTH OF 45.48 FEET TO
A POINT OF REVERSE CURVATURE; THENCE NORTHEASTERLY ALONG THE
SOUTHERLY LINE OF SAID BLOCK 11, BEING A CURVE CONCAVE SOUTHERLY, HAVING
A RADIUS OF 1146.00 FEET, A CHORD BEARING OF NORTH 78 DEGREES 25 MINUTES
35 SECONDS EASE, A CHORD LENGTH OF 138.07 FEET, AN ARC LENGTH OF 138.15
4433647 104
FEET TO THE POINT OF BEGINNING; EXCEPT THAT PART, IF ANY, PREVIOUSLY
VACATED; IN COOK COUNTY, ILLINOIS.
P.I.N.: None
Common Address: The right-of-way of Evergreen Avenue,
immediately East of Maple Street,
Mount Prospect, Illinois 60056
4433647 105
Exhibit 2
Permitted Activities Description
Installation and maintenance of two (2) automatic teller machines (ATMs),
drive aisles/driveways, bollards, curbs, a pedestrian pathway,
five (5) public parking spaces, signage, lighting,
pavement markings, landscaping and ATM canopies.
The ECS Midwest, LLC "Geotechnical Enginecring Report, Proposed Chase Bank — TAP
#20015 Mt. Prospect Busse Relocation, Route 14 and Route 83, Mount Prospect, Cook County,
Illinois," ECS Project No. 1613331, dated June 10, 2020, consist,ing of forty-seven (47) pages
(Inclusive e of thCovee
r Pagl, Opeeeb
ning Lttr, Tal f Contents,, E cu "ve a
Summry,
, I I oti
Introduction, Project Information, Field Exploration and Laboratory Testing, Desi�n
Recommendations Site Construction Recommendabons, Closing� and, Appendices), and on file
with the Village of 7 Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
The Photometric Calculations prepared -by Facility Solutions Group, consisting of one (1) page
and drawn by Elizabeth Ferguson, dated July 4 1, 2020, for JPMC Chase Mt. Prospect, and on
file with the Village of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
The "Chase Mt. Prospect Busse Relo, 2 W. Northwest Hwy, Mount Prospect, IL" Final
Landscaping Plans prepared by The Architects Partnership, 200 South Michigan Avenue,
Chicago, IL 60604, known as TAP Project Number 20015, last updated July 2, 2020, consisting
of four (4) pages (inclusive of LO.0 — Tree Preservation Plan, L1.0 — Landscape Plan, L2.0 —
Landscape Details, and L2.1 — Site Furnishing Details) and on file with the Village of Mount
Prospect, Illinois, are incorporated herein by reference, in their entirety, and made part hereof.
-athe attached description —
Exhibit —Page 2)
4433647 146
Exhibit 2 - Page 2
Description of the ATM Project
The proposed JPMC development will be located at the northeast corner of S. Maple Street and
Northwest Highway in Mount Prospect, IL. The existing public parking lot will be reconfigured to
accommodate two -single ATMs with a bypass lane to the north. The proposed plan improvements allow
for ample amounts of landscaping that will enhance the overall aesthetics of the area, provide screening
from vehicular traffic throughout the site and allow for pedestrian connectivity to the adjacent
residential developments. In addition., the site will be adequately illuminated for safety both for Banking
customers utilizing the ATMs and pedestrians traversing the northern sidewalk. Signage will be provided
to help banking customers navigate the preferred vehicular circulation throughout the site.
. . ....... . .
-WIN P"WOORNOWN
Exhibit 3
Permitted Activities Depiction
(attached —
see also the depictions set forth in Ex lb -2
h � - it )
4433642 107
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Exhibit 4
Certificates of Insurance
(attached)
443364,2 108
Legal Description of
the Parking Lot Parcel
THAT PART OF LOT 1 IN KELJIK'S RESUBDIVISION IN MOUNT PROSPECT, TOGETHER WITH ALL
OF LOTS 21 31 f, 7 AND 8 AND PART OF LOT 9 AND ALL OF THE PRIVATE ALLEYS IN JOHN
MEYN'S SUBDIVISION, RECORDED FEBRUARY 26, 1931, AS DOCUMENT 10851689, TOGETHER
WITH PART OF LOT A IN CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE WEST HALF OF
THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE
THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS ONE TRACT AND DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT A; THENCE SOUTH 01 DEGREE 09
MINUTES 10 SECONDS EAST ALONG THE WEST LINE OF SOUTH MAIN STREET, 68.01 FEET;
THENCE SOUTH 88 DEGREES 50 MINUTES 50 SECONDS WEST, 62.67 FEET; THENCE SOUTH 01
DEGREE 09 MINUTES 10 SECONDS 'EAST, 106.08 FEET; THENCE SOUTH 59 DEGREES 23
MINUTES 32 SECONDS EAST, 7.04 FEET; THENCE NORTH 88 DEGREES 50 MINUTES 50
SECONDS FAST, 6.71 FEET TO THE EAST LINE OF SAID LOT 9 IN JOHN MEYN'S SUBDIVISION;
THENCE SOUTH 01 DECREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE, 10.04
FEET TO THE NORTHERLY LINT OF W. NORTHWEST HIGHWAY; THENCE NORTH 59 DEGREES
23 MINUTES 32 SECONDS WEST ALONG SAID NORTHERLY LINE, 124.60 FEET TO THE
SOUTHWEST CORNER OF SAID LOT 6 IN JOHN MEYN'S SUBDIVISION; THENCE NORTH 01
DEGREE 09 MINUTES 11 SECONDS WEST ALONG SAID WEST LINE AND ALONG THE WEST LINE
OF SAID LOT 3 IN JOHN MEYN'S SUBDIVISION, A DISTANCE OF 116.10 FEET TO THE
NORTHWEST CORNER. OF SAID LOT 3; THENCE EASTERLY ALONG THE NORTH LINE OF SAID
JOHN MEYN'S SUBDIVISION AND ALSO A! ONG THE FORTH LINE OF SAID LOT A IN CORPORATE
SUBDIVISION NO. 9, BEING A CURVE CONCAVE SOUTHERLY, HAVING A RADIUS OF 1080.00
FEET, A CHORD BEARING OF NORTH 86 DEGREES 32 MINUTES 15 SECONDS EAST, A CHORD
LENGTH OF 154.04 FEET, AN ARC LENGTH OF 154.17 FEET TO A POINT OF TANGENCY; THENCE
SOUTH 89 DEGREES 22 MINUTES 22 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT A,
2.00 FEET TO THE POINT OF BEGINNING; IN COOK COUNTY, ILLINOIS.
TOGETHER WITH:
THE WEST 35.00 FEET OF THE EAST 60.00 FEET, (EXCEPT THE NORTH 100.00 FEET THEREOF)
OF LOT 2, BLOCK 3 IN BUSSE AND WILLES RESUBDIVISION IN MOUNT PROSPECT, IN THE WEST
HALF OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL
MERIDIAN (EXCEPT THAT PART THEREOF LYING .SOUTH OF THE NORTH LINE OF BUSSE
AVENUE, AS DEDICATED BY DOCUMENT NO. 342070), ALL. IN COOK COUNTY ILLINOIS EXCEPT
THE FOLLOWING:
THAT PART OF THE EAST 60 FEET (EXCEPT THE NORTH 100 FEET AND EXCEPT THAT PART
DEDICATED BY BUSSE AVENUE) OF LOT 2 IN BLOCK 3 IN BUSSE AND WILLES RESUBDIVISION
OF MOUNT PROSPECT IN SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD
PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE ,SOUTH LINE OF THE NORTH 100 FEET OF SAID LOT
2 AND THE WEST LINE OF THE EAST 60 FEET OF SAID LOT ; THENCE SOUTH 88 DEGREES 23
MINUTES 49 SECONDS EAST ALONG ,SAID SOUTH LINE, 35.01 FEET; THENCE SOUTH 00
DEGREES 06 MINUTES 44 SECONDS, WEST PARALLEL WITH SAID WEST LINE 20.10 FEET;
THENCE SOUTH 89 DEGREES 35 MINUTES 57 SECONDS, WEST 35.00 FEET TO SAID WEST LINE;
THENCE NORTH 00 DEGREES 06 MINUTES 44 SECONDS EAST, ALONG SAID WEST LINE 21.32
FEET TO THE POINT OF BEGINNING, ALL IN COOK COUNTY ILLINOIS.
P.I.N.s: 08-12-102-060108-12-107-003108-12-107-0041 08-12-107-006,
Pt. 08-12-107-008, Pt. 08-12-107-018, 08-12-107-020 and Pt. 08-12-107-021
Common Address: 22 West Busse Avenue and, generally, the area South of Busse Avenue,
Vilest of Main ,Street and North of Northwest Highway, exclusive of 2 and 20 West Northwest Highway
and 108-110 South Main ,Street, Mount Prospect, Illinois 60056
4433642 109
.................. . . . . .
Depiction of
Parking Lot Parcel
vm I-TTOE
4433647 110
,-- EXCEPTION
,300V4
REVISIONS
1. PER CITY COMMENTS 6-16-20
2. PER CITY COMMENTS 6-29-20
COMPAS,S
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GRAPHIC SCALE
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I inch 40ft
UNE OF THE NORTH loo FEET OF LOT 2
P.O. B.
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REVISIONS
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e
the Parking Lot Project
(attached)
4433647 111
We
CHASE BANK EXHIBIT 0
SITE PLAN CHASE
(PARMO L.OtPROJECt)
Description of,
and Engineering Plans and Specifications for,
the Parking Lot Project
Parkinv Lot Narrative
The proposed JPMC development will be located at the northwest corner of IL Route 83 (Main
Street) and US Route 14 (Northwest Highway) in downtown Mount, Prospect, IL. The proposed
Chase Bank building and associated parking lot will be located on the 0.61 -acre piece of land
Which currently consists of a Submarine Express restaurant, public parking lots, vacant parcels,
and a public alley. The existing parking lot YWII be reconfigured to allow for the construction of
single -story commercial building and associated parking. The proposed grading of the parking
lot wil'k mimic existing site conditions and convey all captured stormwater runoff towards the
northeast. In addition to the reconfigurationof the existiing parking lot, there, will be 7 additional
public parking stalls added northeast of the roundabout at Busse Avenue (the 22 West Busse
Avenue property).
The "Final Engineering_Pan% Chase Bank, NW Corner of US Route 14 and IL Route 83, Mount
Prospect,, Illinois," prepared .by Kimley-Horn and Assodiates, lnc,.,, 4201 Winfield Road,, Suite
600, Warrenville, Illi is 60555, known as KHA PrOject No., 168558022, last, updated July 21
2020, consisting of seventeen (17) pages, (inclusive of four (4) survey pages prepared, by
Compass. Surveytng, Ltd.., 2631 Gilngor.Woods Parkway, Suite 100, Aurora, Illinois 60502,
known: as P*ect, No. 20.0071, Cover Page,, General Notes, Site Plan, Grading Plan, Utility
r0i , &
Plan, MWRD Plan, Construction Details and Contech Plans), and on file with the Village of
Mount Prospect, Illinois, are incorporated herein by reference, in their entirety, and made part
hereof.
The ECS Midwest, LLC "Geotechnical Engineering Report, Proposed Chase Bank — TAP
#20015 Mt. Prospect Busse Relocation, Route 14 and Route 83, Mount Prospect, Cook County,
0 ECS Project No. 16:13331, dated June 10, 2020, consisting of forty-seven (47) pages
Illinois,
(inclusive of the Cover Page, Opening Letter,, Table, of Contents,, Executive Summary,
Project Information' Field Exploration and Laboratory T sting, Design
Introduction, I -
Recommendations,Sfte Construction Recommendations, Closing and Appendices), and on file
with the Village of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
The Photometric Calculations prepared by Facility Solutions Group, consisting of one (1) page
and drawn by Elizabeth Ferguson, dated July 1, 2020, for JPMC Chase Mt. Prospect, and on
.1
file with the Village of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
The "Chase Mt. Prospect Busse Relo, 2 W. Northwest Hwy, Mount Prospect, IL" Final
Landscaping Plans prepared by The Architects Partnership, 200 South Michigan Avenue,
Chicago, IL 60604, known as TAP Project Number 20015, last updated July 2, 2020, consisting
of four (4) pages (inclusive of LO.0 — Tree Preservation Plan, L1.0 — Landscape Plan, L2.0 --
Landscape
Landscape Details, and L2.1 — Site Furnishing Details) and on file with the Village of Mount
Prospect, Illinois, are incorporated herein by reference, in their entirety, and made part hereof.
Fire Truck Route Exhibit (see attached EXHI'1311 , - page 2)
4433647 112
EXHIBIT R - Page 2
CHASE BANK FIRE TRUCKK'� °lmleyoHorn
ow O&v*m cp a. mWm u me c ftum a low
Jkfm[lTY%LL -L
CHASE Co
ROUTE EXHIBIT
e KLr-"rv% eon
(attached)
443364 ,17 113
DEAL ESTATE SALE CONTRACT
("Contract"')
1 This Contract shall be subject to the terms and conditions of the "Redevelopment Agreement for
the JPMorgan Chase Bank 'Development Comprising a Part of the Prospect and Main TIF District
of the Village of Mount Prospect, Illinois,' entered into between the Seller and the Purchaser
("Redevelopment Agreement"), and, to the extent of any conflict between the terms of this
Contract and said Redevelopment Agreement, the terms of the Redevelopment Agreement shall
control. Capitalized terms shall have the meaning set forth in the Contract and the
Redevelopment Agreement.
2, 1, ("Purchaser") agrees to purchase at a price of
and 00/100 Collars ( } ("Purchase Price"), on the terms set forth herein, the
property legally described an EXIhIbit 1 attached hereto ("Property"). Purchaser shall deposit
earnest money as set forth in the Redevelopment Agreement., and the earnest money shall be
used as set forth in the Redevelopment Agreement. Purchaser shall complete the disclosure form
in Exhibit 2 simultaneous with its execution of this Contract.
3. The ("Seller) agrees to sell the Property, at the Purchase Price
and on the terms and the conditions set forth herein and in the (Redevelopment Agreement, and
to convey or cause to be conveyed to Purchaser thereto by a recordable Special Warranty Deed
(
Deed'"') subject to the Permitted Excapfions, in the form attached, hereto as Exhibit 3together
with the any ,and all personal property, including fixtures presently located thereon, which, the
Seller shall execute and convey to Purchaser by a bill of sale in the form attached hereto as
Exhibit 4.
4. Seller shall, within twenty (20) business days after the effective date of this contract, deliver to
Purchaser, at Sellers sole cost and expense, a current as -built ALTA/A.CSM survey ("survey")
of the Property, prepared by a registered land surveyor or engineer, licensed in the State of
Illinois, prepared in accordance with the Minimum Standard Detail Requirements of a Class A
Land Title Survey jointly established by the American Land Title Association and the American
Congress on Surveying and Flapping, certified to the Title Company, Purchaser, and any lender
of which Seller shall be notified, and in form sufficient to provide ALTA coverage and satisfy all
reasonable lender requirements, if applicable. The Survey shall depict and include, without
limiting the foregoing: the present location of all improvements or structures on the Property,
including all encroachments of any part thereof onto adjoining lend and all encroachments of any
part of adjoining improvements onto the Property, parking spaces (by location and number),
building lines and all easements whether recorded or visible (and, if recorded, by specific
reference to recorded document numbers); access to public roads or ways; all underground and
above ground utilities servicing the Property; and identification of each Permitted Exception
capable of being geographically located, by locating the same on the Survey with reference to
recording information. The Survey must be sufficient to cause the Title Company (as defined
below) to delete the standard printed survey exception and to issue the title policy free from any
survey objections or exceptions whatsoever, other than the Permitted Exceptions. within ten (1 o)
business days of receipt of the Survey, Purchaser and Seller shall agree in writing on those
Survey exceptions subject to which Purchaser shall taketitle .to the Property.
iUpon approval(,, of the Survey, by Seller and Purchaser,the legal description in Exhibit 1 shia,11 be
auto ati cally revised to be that of the legal descri tion ire the Survey and Taleo' itment. At
either party's request, any changes to the legal description shall b confirmed in Titin signedL by
both parties.
5. The time of closing ("Closing") shall be as provided for in Section V. of the Redevelopment
Agreement ("Closing Date") or on the date, if any, to which such time is extended by reason of
paragraph 1 of the Conditions and Stipulations attached hereto hereafter becoming operative
(whichever date is later), unless subsequently mutually agreed otherwise, at the office of Chicago
443364 7 114
Title Insurance in downtown Chicago, Illinois, or by a New York style closing escrow, provided
title is shown to be good or is accepted by Purchaser.
6. Each party hereto hereby represents and warrants to the other that, in connection with this
transaction, no, third -party broker or finder has beenengaged or, consulted by it or, through such
part,ys actions or claiming through such party), 'is, entitled to, cornpensatiton as a consequence of
this transaction. Each party, hereby defiends, indemnifies and holds the other harmless against
i ing
Ca.n.y and all clans of b rokers,, 'finders or the. like, and against the claims of allthirid plartlesclairlin
any right to a commission or, compensation by or through acts, of 'that party or that party's,
partners, agents or affillates "in connection with this, Contr=t. Each, party's Indemnity obligations
shall include all damages, losses, costs, liabilities and expenses, including reasonable attorney's
fees, which may be incurred by the other in connection with all matters against which the other is
being indemnified hereunder. Further, the representations and warranties of each party made in
Sections XII and X111 of the Redevelopment Agreement are hereby remade and incorporated into
this Contract as if fully set forth herein, and further each of the parties agrees to deliver to the
other a certificate In, the form attached hereto asgl 5stating that
the representations and
warTanties set forth in Section XII and X111,, asthe case may bile, are true and correct as of the
date of Closing.
7. This Contract is subject to the Conditions and Stipulations set forth on the folio wing pages, which
Conditions and Stipulations are made a part of this Contract. To the extIent of any conflict,
between the terms of this Contract, the Conditions and .-Stipulations, and the Redevelopment
Agreement, the terms of the Redevelopment -Agreelrnent shall co-ritrol.
8. This Contract shall be deemed dated and become effective as of the date of the Redevelopment
Agreement ("Effact ive..Dapt .e..
IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date next to their
respective signature.
SELLER:
p
a.
MMMMMMWWF
i
ATTEST:
By:
Name'.'
Title:
Executed by Seller on �Mmmlmll
443364�7 115
y
Name:
Title:
Executed by Purchaser on
CONDITIONS AND STIPULATIONS
Seller shall deliver to Purchaser, a title commitment issued by Chicago Title Insurance
Company ("Title Company"), with the cost of said title commitment to be shared equally by
Seller and Purchaser, in the amount of the Purchase Price, with extended coverage over the
standard exceptions 1 through 5, ("Tftle Commitment"), together with copies of all underlying
title documents listed in the Title Commitment ("Underlying Title Documents"), subject only
to (i) covenants, conditions, restrictions and easements of record; (ii) all applicable laws and
ordinances affecting the Property, including but not limited to, zoning, subdivision, public
health, environmental and building; (iii) public and private easements, recorded and
unrecorded for utilities and drainage and other purposes over, under and upon the Property',
(iv) the restrictions and reservations, if any, contained in the Deed, provided that (i), (ii), (iii)
and (iv) do not prevent the Purchaser, in Purchaser's reasonable judgment, from being able
to proceed with the Project, as defined in the Redevelopment Agreement; (v) 2018 and
subsequent general real estate taxes not yet due and payable and subsequent years; and (vi)
acts done or suffered by or judgments against Purchaser (collectively, the "Permitted
Exceptions"). If the Title Commitment, Underlying Title Documents or the Survey (as defined
above) disclose exceptions to title, which are not acceptable to Purchaser, ("Unpormifted
Exceptions*), Purchaser shall have twenty (20) days from the later of the delivery of the Tide
Commitment, the Underlying Title Documents and the Survey to object to the Unpermitted
Exceptions. Purchaser shall provide Seller with a tifle and survey objection letter
("Purchaser's Objection Letter") listing those matters, which are not acceptable to
Purchaser. Seller shall have thirty (30) days from the date of delivery of the Purchasers
Objection Letter ("SelleesCure Period") to have the Unpermitted Exceptions removed from
the Title Commitment or to cure such Unpermitted Exceptions or to have the Tide Company
commit to insure against loss or damage that may be occasioned by such Unpermifted
Exceptions or to cure any Survey Defects, and the time of Closing shall be extended thirty
(30) days ("Extended Title Closing Date") after Purchasers receipt of a proform. a title policy
("Proforma Title Policy") reflecting the Title Company's commitment to insure the
Unpermitted Exceptions. If Seller fails to have the Unpermitted Exceptions removed or in the
alternative, to obtain a Title Commitment insuring the Unpermitted Exceptions or correcting
the Survey Defects within the specified time, Purchaser may elect to either (i) terminate this
Contract, or (ii) upon notice to Seller within ten (10) days after Purchasers receipt of Seller's
intention not to cure the Unpermitted Exceptions or Survey Defects, to take title as it then is
with the right to deduct from the Purchase Price any liens or encumbrances of a definite or
ascertainable amount which are listed in the Title Commitment. All Unpermitted Exceptions,
which the Title Company commits to insure, shall be included within the definition of
Permitted Exceptions. The Proforma Title Policy shall be conclusive evidence of good title as
shown therein as to all matters insured by the Title Company, subject only to the Permitted
Exceptions. If Purchaser does not so elect, this Contract shall become null and void without
further action of the parties. Seller also shall furnish Purchaser an affidavit of title in
customary form covering the date of closing and showing title in Seller subject only to the
Permitted Exceptions and any Unpermitted Exceptions or defects in the title disclosed by the
Survey, if any, as to which the title insurer commits to extend insurance in the manner
specified in this Paragraph.
2. General Property taxes, if any, shall be prorated as of the closing date on the basis of the
prior year's taxes increased five percent (5%), unless the Seller has obtained an exemption
for payment of real estate taxes from the Department of Revenue, in which event, the
Purchaser shall be responsible for payment of real estate taxes on the day of Closing through
to and including December 31, 2020 and subsequent years.
3. The provisions of the Uniform Vendor and Purchaser Risk Act of the State of Illinois shall be
applicable to this Contract.
4433647 116
4. In the event Seller fails to close this transaction in accordance with the terms hereof, the
Purchaser may either seek specific performance or terminate its obligations hereunder, and,
in the event oftermination, all sums paid hereunder by Purchaser to the Seller or to the Title
Company shall be, refunded to Purchaser withouit deduction, together with any interest, eanned
thereon.
5. This sale shall be closed through an escrow with the Title Company, in accordance With the
general, provisions of the usual, form of Deed and Money Es,,crow Agreement then in use by
the'Title Company, with such special,provisions, inserted in theescrow agreement as may be
ig
required to conform with this Contract. Upon the creation of such, an escrow%, an,ythnherein
to the contrary notwithstanding, payment of the Purchase Price and delivery of the Special
Warranty Deed shall be made through the escrow and this Contract. The cost of the escrow
shall be divided equally between Seller and Purchaser.
6, Time is of the essence of this Contract. If the date of Closing or any date for performance of
any of the terms, conditions and provisions of this Agreement shall fall on a Saturday,
Sunday or legal holiday, then the date of Closing or such performance shall be extended to
the next business day.
7. Any and all notices, demands, consents and approvals required under this Contract shall be
sent and deemed received: A) on the third business day after mailed by certified or
registered mail, postage prepaid, return receipt requested, or B) on the next business day
after deposit with a nationaily-recognized overnight delNer-y service (such as Federal Express
or Airborne) for guaranteed next business day delivery, if addressed to the parties as follows:
If to Seller.,
With a copy to:
and
If to Purchaser:
With a copy to:
Either party hereto may change the name(s) and address(es) of the designee to whom notice
shall be sent by giving written notice of such change to the other party hereto in the same
manner, as all other notices are required to be delivered hereunder.
8. The Parties acknowledge that, as the Seller is a governmental entity, this transaction is
exempt from any State, County, or local real estate transfer tax pursuant to 35 ILLS 200/31-
45(b). Seller is obligated to furnish completed Real Estate Transfer Declarations signed by
Seller or Seller's agent in the form required pursuant to the Real Estate Transfer Tax Act of
the State of Illinois.
443364�7 117
9. This Contract and the Exhibit attached hereto, if any, and made a part hereof, or required
hereby, embody the entire contract between the Parties hereto with respect to the Real
Estate and supersede any and all prior agreements and understandings, whether written or
oral, and whether formal or informal. No extensions, changes, modifications or amendments
to or of this Contract, of any kind whatsoever, shall be made or claimed by Seller or
Purchaser, and no notices of any extension, change, modification or amendment made or
claimed by Seller or Purchaser (except with respect to permitted unilateral waivers of
conditions precedent by Purchaser) shall have any force or effect whatsoever unless the
same shall be endorsed in writing and fully signed by Seller and Purchaser.
10. The following Exhibits, Schedules, Riders or attachments are hereby attached hereto and
made a part hereof by reference:
Exhibit 1, - Legal Description of Property
Exhi i — Disclosure Form (which shall be completed by the Owner, as defined in the
Redevelopment Agreement)
Exhibit 3 — Form of Special Warranty Deed
i it 4 — Form of Bill of Sale (if needed)
Ex U — Certificate of Representations and Warranties
4433642 118
Exhibit I
VA"ll Estate, C!M
P.I.N.:
Common Address:
4433647 119
du M
Disclosure Form
State of Illinois
)SS.
County of
D1SM,OSLJ,RgA,E,E,,jgAV1T
(hereinafter referred to as "Affiant") reside at
in County, State of being first
duly sworn and having personal knowledge of the matters contained herein, swear to the following:
1 That I am over the age of eighteen and the (choose one)
owner or
authorized trustee or
corporate official or
managing agent or
---------- of the Real Estate (as defined herein).
2. That the Real Estate (as defined herein) being sold to the Purchaser is commonly known
as:
P. 1. N. -.
Common Addresses: (herein referred to as the "Real Estate").
3. That I understand that pursuant to 50 ILCS 105/3.1, prior to execution of a real estate
purchase agreement between the record fee owner of the Real Estate and Purchaser,
Illinois State Law requires the owner, authorized trustee, corporate official or managing
agent to submit a sworn an, davit to the Purchaser disclosing the identity of evM owner
and beneficiary having any interest, real or personal, in the Real Estate, and every
shareholder entitled to receive more than 7Y2% of the total distributable income of any
corporation having any interest, real or personal, in the Real Estate.
4. As the owner or
authorized trustee or
corporate official or
managing agent or
of the Real Estate, I declare under oath
that (choose one):
The owners or beneficiaries of the trust are:
or
The shareholders with more than 7 1/2% interest are:
or
The corporation is publicly traded and there is no readily known
individual having greater than a 7Y2% interest in the corporation.
This Disclosure Affidavit is made to induce the Purchaser to accept title to the Real Estate in
accordance with 50 ILLS 105/3.1.
AFFIANT
SUBSCRIBED AND SWORN to before me
this day of , WWWWWWwwww� , 202
NOTARY PUBLIC
443364.,7 120
EL(hlbift 3
t2 !9,2111
Forrn of Special Warranty Dead
THIS DOCUMENT WAS
PREPARED BY AND
AFTER RECORDING
RETURN TO:
Attention:,
hiss eace reserved for record*�n data.
11101 _g
11111
SPECIAL WARRANTY DEED
THIS SPECIAL WARRANTY DEED ("Deed'), is made as of this day of
202-1 by the (the "Grantor), having . an address at
to f -Grantee 1, havinc
q an
address at
WITNESSETH:
That the Grantor for and in consideration of the sum of TEN AND 001100THS DOLLARS
($10.00) and other good and valuable consideration in hand paid by the Grantee, the receipt and
sufficiency of which is hereby acknowledged, by these presents does GRANT, REMISE, RELEASE,
ALIEN, SELL AND CONVEY unto the Grantee and Its successors and assigns FOREVER, all of the real
estate described on Exhibit A attached hereto and made a part hereof together with the building
structures, fixtures, and other improvements located on said real estate, if any, but excluding fixtures and
improvements owned by tenants, and all hereditaments, easem,ents and appurtenances thereunto
belonging, or in any way pertaining to said real estate ("'Property"), subject only to those matters
described on Exhibit B attached hereto and made a part hereof (*Perrnittod Exceptions"').,
TO HAVE AND TO HOLD the Property, subject only to the Permitted Exceptions, unto the
Grantee and its successors and assigns forever.
Grantor does covenant, promise and agree, to and with the Grantee and its successors and
assigns, that Grantor, and only Grantor, has not done, or suffered to be done, anything whereby the
Property is, or may be, in any manner encumbered, except as herein recited, and that it WILL WARRANT
AND FOREVER DEFEND the Property against persons lawfully claiming by, through or under Grantor
but not otherwise, except for claims arising under or by virtue of the Permitted Exceptions.
[remainder of page intentionally left blank]
4433647 121
IN WITNESS WHEREOF, the Grantor has caused its name to be signed to these presents on the
date first set forth above.
STATE OF
SS
By:
Name:
Title:
On �f 202. before me, the undersigned, personally appeared
i�MMMMMMM* , personally known to me or proved to me on the basis of satisfactory evidence
to be the individual whose name is subscribed to the within instrument and acknowledged to me that
he/she executed the same in his/her capacity, and that by his/her signature on the instrument the
individual, or the person upon behalf of which the individual acted, executed the instrument.
Witness my hand and official seal.
Notary Public
My Commission expires:
[SEAL]
4433647 122
Exhjt�
lv�
Vii,,. PAW
Ak 1 4
Legal Description of the Property
2K IF
w
Common Address.
443364~7 123
Permitted Exceptions
(a) All liens, encumbrances, easements, covenants, conditions, restrictions and other matters of
record;
(b) All matters which a correct survey of the Property would disclose;
(c) All matters which could be ascertained by a physical inspection of the Property;
(d) Any and all liens not yet delinquent for real property and personal property taxes and for general
and special assessments against the Property;
(a) All matters arising in connection with any acts of Purchaser, and
(f) Building and zoning ordinances and regulations and any other laws, ordinances, or governmental
regulations restricting, regulating or relating to the use, occupancy or enjoyment of the Property.
443364�'7 124
NAN't.).14
64tate'sa-le'. Co
KNOW ALL MEN BY THESE PRESENTS, the ("Seller"), for and
in consideration of the sumof Ten Dollars ($10.00) and other valuable consideration to it in hand paid by
- I ("Purchaser"), the receipt and sufficiency of which are hereby acknowledged,
hereby sells, assigns, transfers fers and conveys unto said Purchaser any and all of Seller's right, title and
interest in and to all tangible personal property located upon the land described in Exhibit A attached
hereto and hereby made a part hereof ("Lana"), including, without limitation, any and ail appliances,
furniture-, carpeting, draperies and curtains, tools and supplies., and other items of personal property
(excluding cash, computers, software and all items of personal property owned by "tenants or by the
property manager, or leased to Seller), if any, used exclusively in, connection with. the operation of the,
Land, as is, where is, and without warranty, express or died,, of title,, use,, merchantability or fitness, for
any purpose.
TO HAVE AND 1 0 HOLD all of said personal properly unto Purchaser, its successors and assigns, to its
own use forever.
IN WITNESS WHEREOF, Seller has executed this Bill of Sale as of the day of
-*A WMNIM111111MMM1111111401 202..
SELLER:
ATTEST:
4433647 125
Legal Description of Land
P.I.N.:
Common Address:
4433642 126
CERTIFICATE OF REPRESENTATIONS AND WARRANTIES
I day of
THIS OLEO T111IFFICATE OF REPRESENTATIONS AND `ARRAN is made this
202 by the ("Sellern).
Seller intends to sell certain real property ("Property") to
('P,urchasee),, which real property is located
at pursuant to the terms and conditions of a REAL ESTATE SALE
CONTRACT made and entered into as of 202_, and all amendments thereto
(collectively, the "Contract"). The Property is legally described in the Contract.
In consideration of Purchasees purchase of the Property, and for purposes of inducing
Purchaser's purchase of the Property, Seller hereby warrants, represents and covenants that all of the
representations and warranties set forth in the Contract remain true, accurate and complete as of the
Closing Date under the Contract.
In consideration of Sellers sale of the Property, roperty, and for purposes of inducing Seller's sale of the
Property, Purchaser hereby warrants, represents and covenants that all of the representations and
warranties set forth in the Contract remain true, accurate and complete as of the Closing Date under the
Contract.
Unless otherwise provided in this CERTIFICATE OF REPRESENTATIONS AND WARRANTIES,
all capitalized terms herein shall have the meanings ascribed to them in the Contract.
IN WITNESS WHEREOF, this CERTIFICATE OF REPRESENTATIONS AND WARRANTIES
has been executed for purposes of inducing the passing of title to the Property,
SELLER:
'1*31
Date:
PURCHASER:
an Illinois limited liability company
By-,
Name.:
Date:
4433647 127
Date:
.................
The Parking Agreement
(attached)
4433647 128
...... ..... .
THIS PARKING AGREEMENT (the "Agreement") is made and entered into this
day of 2020, by and between the Village of Mount Prospect, an Illinois home rule
municipal corporation (the "Village"), and JPMorgan Chase Bank, National Association, a
national banking association (the "Developer"), (at times herein referred to collectively as the
"per'tie�"";
WHEREAS, Developer has proposed to develop certain real estate, located on the West
side of Main Street, just North of Northwest Highway, in Mount Prospect, Illinois, as legally
described on Exhibit 1, attached hereto and made part hereof (the "Bank Property"), for the
purpose of constructing and operating a banking facility (the "Bank"); and
WHEREAS, the provisions of the Village of Mount Prospect Village Code (the "Village
Code") require the Bank, as new construction within the B-5 Central Commercial District (the
"Downtown District"), to provide off-street parking spaces (the "Off -Street Parking
Requirements"), although the Off -Street Parking Requirements may be satisfied through a lease
of off-site parking "no more than one thousand feet (1,000') from the use served in the central
business district," pursuant to the Village Code; and
WHEREAS, the 'Village owns certain municipal parking lots and off-street parking
spaces within one thousand feet (1,000') of the Bank (the "Surface Lots"); and
WHEREAS, the Village owns and operates a municipal parking garage, at 30 S.
Emerson Street (the "Village Garage"), which is also located within one thousand feet (1,000') of
the Bank; and
WHEREAS, the President and Board of Trustees find that it is in the best interests of the
Village to promote the viability of the Downtown District by the development of projects, such as
the Bank, and that such viability will be promoted by the Village's agreement to permit
Developer to comply with the Off -Street Parking Requirements through the use of Village -owned
and maintained parking spaces at the Surface Lots and/or the Village Garage, to the extent
specifically provided for in this Agreement;
NOW, THEREFORE, in consideration of the foregoing and the mutual understandings,
promises, considerations and agreements as set forth below, the Parties hereby agree and
covenant as follows:
1. Developer shall request from the Village, and the Village shall make available on behalf
of Developer's employees, on an annual basis, a year's worth of monthly parking permits
to authorize parking in parking spaces in the Surface Lots and/or the Village Garage (the
"Permits"), up to a maximum of seventeen (17) such Permits in aggregate at any given
time. These Permits shall be for the use of the Bank's employees only. Developer will
not be required to pay a fee for the Permits.
2. The Village shall, in its sole discretion, designate which Surface Lots and which area(s)
within the Village Garage, if any, may be utilized by Developer for parking under this
Agreement. In addition, the Village may, in its sole discretion, designate parking spaces
on such other property as the Village may own, lease or otherwise control, for use under
this Agreement, so long as such parking spaces are within one thousand feet (1,000') of
the Bank.
4433647 129
3. A detailed description of the designated parking spaces shall be provided to Developer
upon execution of this Agreement. The Village shall, in its sole discretion, have authority
to modify such designations at any time upon thirty (30) days prior written notice to
Developer, so long as the total of seventeen (17) parking spaces continue to be made
available to Developer within one thousand feet (1,000') of the Bank.
4. The Bank's employees shall abide by all Village rules and regulations of general
applicability for display of the Permits and use of public parking facilities in the Village in
effect from time to time.
5. This Agreement shall remain in full force and effect for a period of twenty (20) years from
and after its effective date. This Agreement may be renewed by the Parties thereafter,
for such term, and under such terms and conditions, as the Parties may agree to.
Notwithstanding the foregoing, if Developer at any time acquires or provides
permanently through other means seventeen (17) parking spaces (alone or in
combination with additional spaces and/or uses) for the exclusive use of the Bank's
employees and within one thousand feet (1,000') of the Bank, Developer shall have the
right to terminate this Agreement effective as of the end, of any calendar month, on not
less than thirty (30) days prior written notice to the Village.
6. The parking spaces referred to in this Agreement have been determined to meet the Off -
Street Parking Requirements for the Bank.
7. Any Notice required under this Agreement shall be made in writing and given in person,
by overnight delivery or by certified mail, return receipt requested, addressed to the
Parties as follows, or at such other place as either of them may hereafter designate for
itself by notice in writing to the other:
To: Village To: Developer
Director of the Finance Department JPMorgan Chase Bank,
Village of Mount Prospect National Association
50 S. Emerson Street 1111 Polaris Parkway
Mount Prospect, Illinois 60056 Mail Code OH1-0241
Columbus, Ohio 43240-2050
Attn: Lease Administration Manager
With a copy to:
JPMorgan Chase Bank, National Association
237 Park Avenue, 12th Floor
Mail Code NY1-R066
New York, New York 10017-3140
Attn: Real Estate Transactor Regional Manager
Notice by mail shall become effective three (3) days after the date of mailing, and
personal notice or overnight delivery notice shall become effective upon delivery.
8. This Agreement shall run with the land for so long as the Bank exists on the Bank
Property. In the event that Developer wishes to transfer its interest in this Agreement,
and the new owner operates a different use, then the Village shall be free to determine
whether it will enter into a similar agreement with the proposed transferee.
4433641�7 130
ly This Agreement may be tehr',minated by the Vi'llage, in ,,e, event that� the Developer,,,, or,
any jof its officers, agents or employees, falls to comply with the terms herod,, and Nills to
correct said non -comp 11, iance within thirty (30) days, of' receg written notice thereof,
from the Village.
If any provision of this Agreement is found to be invalid., illegal or unenforceable, th
provision shall be, severable, from the rest of this Agreement, and the validity, legality an
enforceability,of the remaining provisi I ons will in no way be affected or impaired.
111 This Agreement shall be governed by, and construed in accordance with, the laws of the
State of Illinois. Venue shall only be proper in a court of competent jurisdiction located
within the County of Cook, Illinois.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the dates set
forth below, and the date of the last signatory below shall be inserted on page 1 of this
Agreement, as the Effective Date of this Agreement.
V-ILLAGE OF MOUNT PROSPECT9
an Illinois home rule municipal corporation
By: *0*0 ......
N am e
Title.:
443364�17 131
JPMORGAN CHASE BANK,
NATIONAL ASSOCIATION
a national banking association
By -*
Namej:
Title:
Exhibit I
Legal Description -
x1f the Bank Property
Legall0lescriptio
THAT PART OF LOT 1 AND PART OF LOT 2 IN KELJIK'S RESUBDIVISION IN MOUNT
PROSPECT, TOGETHER WITH THAT PART OF LOT 9 IN JOHN MEYN'S SUBDIVISION
RECORDED FEBRUARY 26, 1931, AS DOCUMENT 10851688, TOGETHER WITH THAT
PART OF LOT A IN CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE WEST HALF OF
THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST
OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS ONE TRACT AND DESCRIBED AS
FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2 IN KELJIK'S RESUBDIVISION;
THENCE SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG THE EAST LINE
OF SAID LOT 21 A DISTANCE OF 60.98 FEET; THENCE SOUTH 88 DEGREES 50 MINUTES
50 SECONDS WEST, 56.68 FEET; THENCE NORTH 59 DEGREES 23 MINUTES 32
SECONDS WEST, 7.04 FEET; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS
WEST, 106.08 FEET; THENCE NORTH 88 DEGREES 50 MINUTES 50 SECONDS EAST,
62.67 FEET TO THE EAST LINE OF SAID LOT 1 IN KELJIK'S RESUBDIVISION; THENCE
SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID FAST LINE, 48-80
FEET TO THE POINT OF BEGINNING; IN COOK COUNTY, ILLINOIS.
PINS: Pt. 08-12-107-008, Pt. 08-12-107-018, Pt. 08-12-107-019 and Pt. 08-12-107-021.
Common Address: Just North of Northwest Highway on the West side of Main Street,
Mount Prospect, Illinois 60056
443364-7 132
AN ORDINANCE AUTHORIZING A REDEVELOPMENT AGREEMENT
FOR THE JP MORGAN CHASE BANK DEVELOPMENT
COMPRISING A PART OF THE PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS, AND APPROVING
A DETENTION LICENSE AGREEMENT, AN ATM LICENSE AGREEMENT
AND A PARKING AGREEMENT IN RELATION THERETO
NOW, THEREFORE, BE IT ORDAINED, by the Mayor and Board of Trustees of
the Village of Mount Prospect, Cook County, Illinois, as follows:
6
SECTION Ilk The Mayor and Board of Trustees of the Village find as follows:
1.
A. The Village of Mount Prospect (the "Village") is a home rule municipalit
pursuant to Section 6 of Article VII of the Constitution of the State o
Illinois. )I
The Village has the authority, pursuant to its home rule powers and the
laws of the State of Illinois, including 65 ILCS 5/8-1-2.5, to promote the
health, safety and welfare of the Village and its inhabitants, to prevent the
presence of blight, to encourage private development in order to enhance
the local tax base and increase additional tax revenues realized by the
Village, to foster increased economic activity within the Village, to increase
employment opportunities within the Village, and to enter into contractual
agreements with third parties for the purpose of achieving the aforesaid
purposes, and otherwise take action in the best interests of the Village.
The State of Illinois has adopted tax increment financing pursuant to th
Tax Increment Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1, e
seq. , as amended from time to time (the "TI F Act"). 11
Pursuant to its powers and in accordance with the TIF Act, and pursuant
to Ordinance Nos. 6293, 6294 and 6295, adopted January 17, 2017, (the
"TIF Ordinances"), which are incorporated herein by reference, the
Prospect and Main Tax Increment Financing District (the "TIF District")
was formed as a TIF district, for a twenty-three (23) year period, the
redevelopment project area therefor was approved, the redevelopment
plan and project therefor (the "Redevelopment Plan and Project") was
approved, and tax increment financing in relation thereto was approved.
E. Pursuant to and in accordance with the TIF Act and the TIF Ordinances,
the Corporate Authorities of the Village are empowered under Section 4(c)
of the TIF Act, (65 ILCS 5/11-74.4-4(c)), to convey and dispose of Village -
owned property within the TIF District.
4447183
The Village is the fee owner the property legally described on Exhibit I
attached hereto and made part hereof (the "Main Street Property"), which
is located within the TIF District.
G. The Village is the fee owner of the property legally described on Exhibit, 2
attached hereto and made part hereof (the "Detention Property"), which is
located within the TIF District.
K The Village has jurisdiction over, and controls, the dedicated right-of-way
legally described on Exhibit 3 attached hereto and made part hereof (the
"Evergreen Avenue Property"), which is located within the TIF District.
MIG of Mount Prospect, LLC (the "Property Owner") desires to acquire
ownership of the Main Street Property, so that JP Morgan Chase Bank,
National Association (the "Developer") can enter into a ground lease with
the Property Owner, relative to the Main Street Property and other
property adjacent thereto, and the Developer can thereafter construct an
approximately 4,196 square foot bank building thereon (the "Bank
Project"), along with improvements to the Village parking lot located to the
North and West thereof (the "Village Parking Lot").
J. In relation to the Bank Project, the Developer desires to construct an
underground stormwater volume control facility under the Detention
Property (the "Stormwater Volume Control Facility"), to serve the Bank
Project and the Village Parking Lot, (the "Detention Project"), and enter
into a license agreement with the Village in relation to the Stormwater
Volume Control Facility (the "Detention License Agreement").
K. As an adjunct to the Bank Project, the Developer desires to redevelop the
Evergreen Avenue Property with drive aisles/driveways, bollards, curbs,
pavement markings, signage, five (5) public parking spaces, a public
pedestrian pathway, landscaping, two (2) automatic teller machines
(ATMs) and canopies for the ATMs (the "ATM Project"), and enter into a
license agreement with the Village in relation to the ATM Project (the
"ATM License Agreement").
L In relation to the Bank Project, the Developer has requested that the
Village provide the Developer with seventeen (17) parking spaces, for use
by Developer's employees, in Village -owned parking lots and/or the
Village -owned parking deck within one thousand (1,000) feet of the Bank
Project, and enter into an agreement relative thereto (the "Parking
Agreement 11).
M. The Village desires to convey the Main Street Property to the P• i'
Owner, enter into the Detention License Agreement with the Develope
41
4447183
and the Property Owner relative to the Detention Property, enter into the
ATM License Agreement with the Developer relative to the Evergreen
Avenue Property, and enter into the Parking Agreement with the
Developer, to allow the Bank Project, the Detention Project and the ATM
Project (collectively the "TIF Projects") to be constructed and operated, in
furtherance of the Redevelopment Plan and Project for the TIF District,
which TIF Projects the Developer cannot complete without ownership of
the Main Street Property being conveyed to the Property Owner, the
Village entering into the Detention License Agreement with the Property
Owner and the Developer, the Village entering into the ATM License
Agreement with the Developer, and the Village entering into the Parking
Agreement with the Developer, and the incentives provided in the
Redevelopment Agreement (as defined in Section below).
N. That attached hereto as Exhibit 4 and made part hereof is a
"Redevelopment Agreement for the JP Morgan Chase Bank Development
Comprising a part of the Prospect and Main TIF District of the Village of
Mount Prospect, Illinois," between the Property Owner, the Developer and
the Village, which sets forth the terms and conditions pursuant to which
the Developer will proceed with, redevelop and operate the Bank Project,
the Detention Project and the ATM Project, on the Main Street Property (in
conjunction with other property), the Detention Property and the
Evergreen Avenue Property, respectively (the "Redevelopment
Agreement").
0. That notice of the Village's intent to enter into the Redevelopment
Agreement, including the Village's intent to transfer title to the Main Street
Property, and enter into the Detention License Agreement and the ATM
License Agreement relative to the Detention Property and the Evergreen
Avenue Property, pursuant thereto, was published pursuant to 65 ILCS
5/11-74.4-4(c) on June 22, 2020 (1 Notice"); a copy of the publisher's
certificate in relation to said Notice being attached hereto as Exhibit', 5 and
made part hereof.
P. It is in the best interest of the Village to enter into the Redevelopment
Agreement, to ensure that redevelopment within the TIF District continues.
1111111 1111liq 11111q 1 1111111♦111 ili:q��1111111!q ri�,1111
K The -Redevelopment Agreement is hereby approved; the Mayor, Village
Clerk and Village Manager, or their designees, be and are hereby
authorized and directed to execute the Redevelopment Agreement and
perform the Village's obligations thereunder; and the Mayor, Village Clerk
and Village Manager, or their designees, are further authorized and
directed to execute and deliver such other instruments, including the
Redevelopment Agreement, as may be necessary or convenient to
4447183
consummate the Village's obligations as set forth in the Redevelopment
Agreement.
Detention Agreement, as attached to the Redevelopment Agreemeni
as EXHIBIT L, is hereby approved, subject to making the necessary
revisions thereto, as provided for in Sectionthe Redevelopment
Agreement (the "Detention Reons"); the Mayor, Village Clerk and
Village Manager, or their designees, be and are hereby authorized and
directed to execute the Detention Agreement and perform the Village's
obligations thereunder, after the Detention Revisions have been made;
and the Mayor, Village Clerk and Village Manager, or their designees, are
further authorized and directed to execute and deliver such other
instruments, including the Detention Agreement, as may be necessary or
convenient to consummate the Village's obligations as set forth in the
Detention Agreement, after the Detention Revisions have been made.
C. The ATM Agreement, as attached to the Redevelopment Agreement as
EXHIBIT 0, is hereby approved; the Mayor, Village Clerk and Village
Manager, or their designees, be and are hereby authorized and directed to
execute the ATM Agreement and perform the Village's obligations
thereunder; and the Mayor, Village Clerk and Village Manager, or their
designees, are further authorized and directed to execute and deliver such
other instruments, including the ATM Agreement, as may be necessary or
convenient to consummate the Village's obligations as set forth in the
ATM Agreement.
D. The Parking Agreement, as attached to the Redevelopment Agreement as
EXHIBIT T, is hereby approved; the Mayor, Village Clerk and Village
Manager, or their designees, be and are hereby authorized and directed to
execute the Parking Agreement and perform the Village's obligations
thereunder; and the Mayor, Village Clerk and Village Manager, or their
designees, are further authorized and directed to execute and deliver such
other instruments, including the Parking Agreement, as may be necessary
or convenient to consummate the Village's obligations as set forth in the
Parking Agreement.
SECTION 3,: This Ordinance shall be in full force and effect from and after its
passage, approval and publication in pamphlet form as provided by law.
4447183
I -L'l F, mffi & vs
APPROVED this 7th day of July, 2020, by the Mayor of the Village of Mount
Prospect, and attested by the Village Clerk, on the same day.
..........
. .................
Arlene A. 401 racek Ma y -or
APPROVED and FILED in my office this day of I t I 2020 and
published in pamphlet form in the Village of Mount Prospect, C oktounty, Illinois.
ATTEST:
Karen Agorano,,,"', Village Clerk
4447183
Legal Description
of the Main Street Property
♦ PART OF LOT 1 IN KELJIK'S RESUBDIVISION • •
TOGETHER WITH ♦ ♦ •
T OF LOT 9 IN JOHN MEYN'S SUBDIVISION
RECORDED i'♦ • r, 19311 1 10851688, TOGETHER WITH
♦ PART ♦ CORPORATE SUBDIVISION
WEST HALF
NORTHWEST
• • • OF SECTION 12, TOWNSHIP 1
NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS
ONE TRACT
i ♦ DESCRIBED AS FOLLOWS:
RESUBDIVISION;BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 1 IN KELJIK'S
89 DEGREES 05 MINUTES # SECONDS WEST
ALONG SAID LOT 1) ♦ DISTANCE 49.97 FEET TO THE
SOUTHWEST CORNER OF SAID LOT 1, SAID SOUTHWEST CORNER BEING ON
THE EAST LINE OF SAID LOT 'SOUTH
01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE, 61.19
FEET; THENCE SOUTH :: DEGREES 50 MINUTES 50 SECONDS
FEET; THENCE r DEGREES 23 MINUTES 32 SECONDS
FEET; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 106.08
FEET; THENCE NORTH 88 DEGREES 50 MINUTES 50 SECONDS EAST, 62.67
FEET TO THE EAST LINE OF SAID LOT 1 IN KELJIK'S RESUBDIVISION; THENCE
SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE,
48.80 FEET TO THE POINT OF BEGINNING;
MountCommon Address: Part of 108-110 South Main Street
•-ct, Illinois 60056
4447'1$3
Exhibit 2
Legal- • #
of the Detention Property
THAT PART OF i i SUBDIVISION RECORDED FEBRUARY
19317 AS DOCUMENT 108 51688, TOGETHER WITH THAT PART OF LOT A IN
CORPORATE
r • ► 9
, ALL BEING IN THE WEST HALF OF THE
NORTHWEST
r QArr OF SECTIONO . ` NORTH,
r .A EAST
OF THE THIRD
PRINCIPAL
rPA rD► ALL TAKEN AS ONE TRACT
ANN
DESCRIBED
COMMENCING NORTHEAST
t itrOF SAID LOT A; THENCE •
89 DEGREES 22 MINUTES 22 SECONDS WEST ALONG THE NORTH LINE OF SAID
LOT 11 FEET TO 4 POINT OF •VATURE; THENCE WESTERLY ALONG
SAID NORTH
t j CURVE CONCAVE TANGENT LAST
DESCRIBED COURSE, RADIUS OF BEARING
OF i• i• DEGREES 47 MINUTES 03 SECONDS' CHORD LENGTH OF
15.51 FEET, / ARC LENGTH OF 15.51 FEET TO THE POINT BEGINNING;
THENCE SOUTH 01 DEGREE 1" MINUTES 10 SECONDS•J
THENCE SOUTH i • DEGREES
NORTHTHENCE i MINUTES 0 SECONDS* • FEET TO
THE NORTH OF SUBDIVISION;
EASTERLY ALONG SAID NORTH LINE AND ALONG THE NORTH LINE OF SAID
LOT i•'ir' SUBDIVISION i' BEING A CURVECONCAVE i
HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF NORTH 87
DEGREES 48 MINUTES 52 SECONDS EAST, A CHORD LENGTH OF 75.01 FEET,
AN ARC LENGTH OF 75.03POINT OF +i
COUNTY, •
Common Address: Southwest Corner of Busse Avenue and Maple Street,
Mount Prospect, Illinois 60056
4447183
Legal •
of the Evergreen Avenue Property
THAT PART OF EVERGREEN AVENUE PER BUSSE AND WILLE'S RESUBDIVISIOP7
IN MOUNT PROSPECT, BEING A SUBDIVISION IN THE WEST HALF OF SECTIO
12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIA
RECORDED ADOCUMENT 3839591, DESCRIBED A+r •
444718,3
SOUTHEASTERLY AND EASTERLY ALONG SAIDSOUTHWESTERLY
CHORDA CURVE CONCAVE NORTHEASTERLY, HAVING A RADIUS OF 25.00 FEET, A
BEARING DEGREES EAST,1
CHORD LENGTH OF 39.46 FEET, AN ARC LENGTH OF 45.48 FEET TO A POINT OF
REVERSE CURVATURE; THENCE NORTHEASTERLY ALONG THE SOUTHERLY
LINE OF SAID BLOCK 11, BEING ' CURVE CONCAVE HAVING i
RADIUS OF 1146.00 FEET, A CHORD BEARING OF NORTH 78 DEGREES 25
MINUTES 35 SECONDS EAST, A CHORD LENGTH OF 136.07 FEET, AN ARC
LENGTH OF 136.15 FEET TO THE POINT OF BEGINNING; EXCEPT THAT PART, IF
ANY, PREVIOUSLY VACATED; COOK COUNTY, •
Common129
Address: Right -of -Way ! Evergreen
ii r i
Immediately
of Maple
Street,
Mount Prospect, Illinois 60056
4447183
(attached)
4447183
I =-M
(attached)
444718-13
ILL
Paddock Publications, Inc.
Corporation organized and existing under and by virtue of the laws of
the State of" 111 ftiols, DOES HEREBY CERTIFY that it is the publisher-
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of the DA11XIIERALD. That said DA1LV HERALD is a secular
newspaper and has been circulated daily in the Villagc(s) of
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and State of Illinois, continuously for snore than one year prior to the
date of the first publication of the notice hereinafter referred to and is of
general circulation throughout said Village(s), County(ies) and State.
I further certify that the DAILY HERA,LD is a newspaper as defined in
I'anAct to revise the law in relation to notices" as aniended in 1992
Illinois Compiled Statutes, Chapter 715, Act 5, Section I and 5. That a
1, ticef, which the annexcd printed slip is a true copy, was published
06/18/2,020in said DAILS' HERALD.
IN WITNESS WHEREOF, the undersigned, the said PADDOCK
I
PUB!"..ICA11ONS, Inc., has caused, this certificate to be signed by, this
aliodzed agaril,, at Arlington eights, Illinois.,ut, I
PADDOCK PUBLICATIONS, INC.
DAILY HERALD NEWSPAPERS
BY
Authorized Agent
Control # 4546621
LICENSE AGREEMENT FOR THE NONEXCLUSIVE USE OF
VILLAGE OF MOUNT PROSPECT PROPERTY
(CHASE BANK ATMS – ATM PARCEL – EVERGREEN AVENUE RIGHT-OF-WAY
IMMEDIATELY EAST OF MAPLE STREET)
This LICENSE AGREEMENT FOR THE NONEXCLUSIVE USE OF VILLAGE OF
MOUNT PROSPECT PROPERTY (CHASE BANK ATM – ATM PARCEL – EVERGREEN
AVENUE RIGHT-OF-WAY IMMEDIATELY EAST OF MAPLE STREET) ("Agreement") is
entered into this'22, day of, 2021 ("Effective Date"), by the Village of Mount
Prospect, an Illinois mUnicipalAer"polra—tion ("Village"), and JPMorgan Chase Bank, National
Association, a national banking association ("Licensee"). The Village and the Licensee are
sometimes referred to herein individually as a "Party" and collectively as the "Parties."
RECITALS
WHEREAS, the Village has ce(ainapublic right-of-way legally described in Exhibit I
attached hereto and made a part hereof"Village Property"); and
WHEREAS, Licensee desires to improve and use the Village Property by constructing,
installing, maintaining and operating two (2) automated teller machines and the canopies in
relation thereto (individually an "ATM" and collectively the "ATMs"), drive aisles/driveways,
bollards, five (5) public parking spaces, curbs, landscaping, a pedestrian pathway, lighting,
pavement markings, signage, and related improvements as described and depicted in Exhibit 2
and Exhibit 3, respectively, attached hereto and made a part hereof (collectively the "Permitted
Activities") and the Village desires that Licensee improve and use the Village Property with the
Permitted Activities in accordance with the terms of this Agreement; and
WHEREAS, the Village and Licensee have entered into the "Redevelopment Agreement
for the JPMorgan Chase Bank Development Comprising a Part of the Prospect and Main TIF
District of the Village of Mount Prospect, Illinois" dated July 8, 2020 (the "RDA"), as amended,
related to the relocation and redevelopment of certain real estate by Licensee in the Village; and
WHEREAS, the Village and Licensee find that entering into this Agreement is in their
respective best interests;
NOW, THEREFORE, in consideration of the foregoing, and for the mutual promises
hereinafter set forth, and for other good and valuable consideration, the sufficiency of which is
acknowledged, the Village grants Licensee a nonexclusive license to use the Village Property
for the Permitted Activities, subject to the following terms and conditions:
1. Recitals. The above whereas clauses are incorporated into this Section 1 by as
though fully set forth herein.
Grant of License and Use Fee; Term; Termination.
A. Grant of License and Use Fee. In consideration of the payment of Three
Thousand Five Hundred and No/100 Dollars ($3,500.00) each month this Agreement is
in effect ("Use Fee") to the Village by Licensee, to be paid prior to the start of each
month this Agreement is in effect, the Village authorizes the nonexclusive use of the
Village Property by Licensee only for the purposes and uses described as the Permitted
465508,1
Activities. The Use Fee mhmU increase by Ten Percent (18Y6) of the Use Fee then in
effect at the beginning of each Extension Term (as defined in Section 2.B. below).
B. Term. The initial term of this Agreement shall befor aperiod of five (5)
years from the Effective Dabs (the "Initial Texm^). Licensee shall have the option' at its
sole e|eution, to extend this Agreement for two (2) additional five (5) year terms, and, if
the Licensee extends its ground lease relative to the Development Parcel (as referenced
inthe RDA).Licensee shall have the option, subject tothe Village's consent, which shall
not be unreasonably vvithheN, to extend this Agreement for four (4) additional five (5)
year terms (each of the six (6) five (5) year extensions being an "Extension Term"). The
Licensee shall give the Village at least three hundred sixty-five (365) days prior written
notice if Licensee intends to exercise on extension option. In addition to termination
pursuant toSections 2.C..13and 18hereof, this Agreement may baterminated, upon at
least three hundred sixty-five (365) days prior written notice, at any time after fifteen (15)
years from the Effective Dab*, provided this Agreement in still in efent, even if this
Agreement is in the middle of o five (5) year Extension Term. By way of example, if this
Agreement ioineffect sixteen (1O)years after the Effective Date, mparty may terminate
this Agreement pursuant to this Section 2.13. by giving written notice to the other of
termination at least three hundred sixty-five (365) days prior to the termination of this
Agreement, such that this Agreement terminates seventeen (17) years after the Effective
Date.
C. RDA -Related Termination. |naddition tothe other termination provisions
in this Agreement, this Agreement nheU be terminated if the RDA is terminated by the
Village due to on uncured Licensee "Event of Uafeuk`^ as defined in the RDA' or if the
Village exercises its buyback rights under Section V|.C.ofthe RDA.
3. Condition of Village Property. Licensee accepts the Village Property in "AS -IS,
WHERE -IS" condition as existing on the Effective Date. Licensee acknowledges that it has
inspected the Village Property and acknowledges that it is in good condition. THE VILLAGE
MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO
THE CONDITION OF THE VILLAGE PROPERTY. Licensee acknowledges that the Village has
made no representations or promises to Licensee to alter, or otherwise improve the condition of
the Village Property and the Village has nnobligation todoso.
4. Installation; Maintenance; RemnowoK'. Restoration.
.
A. Installation. Licensee shall, at its own expense, construct and install all
improvements needed for the Permitted Activities, including the ATMs. All improvements
constructed and installed by Licensee needed for the Permitted Activities that will be
owned by the ViUeQa shall, at Licensee's expense, be conveyed by Licensee to the
Village by bill of sale, in afonn provided bvthe Village, at such time as the Village has
approved afinal inspection nfthe improvements.
B. Maintenance. Licensee shaU, at its own expense and at all times, be
responsible for maintaining the ATyNm, and all appurtenances thereto, as determined by
Lioeneee, and maintaining the pavement (both astothe drive aisles/driveways and the
public parking spaces), the bo||ande, curba, pavement markinge, signage, pedestrian
pathway, lighting, |ondsoaping, and any and all other non -ATM portions of the Village
Ppopedy, as directed by the Village Manager. Licensee oha||, at its nvvn expenso, hire
personnel to clean-up all litter and debris from the Permitted Activities. Licensee shall
be responsible for all snow removal from the drive aisdeo/drivewayo.the parking spaces
and the pedestrian pathway.
C. Removal. Licensee nhm|| remove the ATMs within thirty (30) days of this
Agreement nolonger being ineffect. In the event the Licensee fails toremove the ATMs
within thirty (30) days of this Agreement no longer being in effect, the Village may
remove the /(TK8s, and perform any restoration referenced in Subsection 4.D. bm|oxv,
and hi|| Licensee for the costs of removal and restoration. Licensee shall repay the
Village for the billed amounts within thirty (30) days of receipt of an invoice for incurred
costs. The obligations ufLicensee inthis Subsection 4.C. shall survive termination ofthis
Agreement. Licensee releases and indemnifies the Village, and the Village Affiliates (as
defined in Section 9.A. below), from any claims, damages, expenses or costs associated
with the removal ofthe ATMs, including damage tmthe ATMs.
D. Restoration. Lioeneeo, sdits own expense, shall, within thirty (3O) days of
this Agreement no longer being in afNect, return and restore the \8Ua0o Property by
removing all improvements within the drive aisles/driveways on the Village Property,
inc|uding, but not limited to, the central curb for the ATMs driva'through. and patch any
roadway that is impacted by said removal; hovvexex, the perimeter curb shall remain in
place. The Village Manager shall direct Licensee to make such repairs and restorations
asthe Village deems necessary inorder tocomply with the foregoing.
5. Interference. Licensee represents and warrants that its use of the Village
Property ohmU not interfere in any way with the use of any public hg of, or property
owned by, the Village, the State or the County.
H. Taxes. If property taxes are assessed on the Village Property due to Licensee's
use of the Village Property or the Permitted Activities occurring on the Village Property,
Licensee shall be solely responsible for the prompt and timely payment ofall such property
taxes.
7. Assignment. This Agreement may not be assignedbvLicenoeevvithoutthe prior
written consent ofthe Village, vvhk;h may be withheld inthe Village's absolute discretion. In the
event of Licensee's unauthorized assignment or subletting of this Agreement, this Agreement
shall immediately terminate.
8. Village Entry and Inspection. The elected offinia|m, offimara,
ennp|oyema, oonLnautors, mgenb;, representatives and volunteers are authorized to enter upon
the Village Pnnpedy, including the areas used for activities associated with the Permitted
Ac±ividee, at any time and with or without prior notiom, for all lawful purposes. If the Village
determines that: (i) it, or any uU|ih/ company, must have access to the Village Propedy, or the
area around the Village Propedy, to work in, on or under the Village Prnpedx, or to ineta||, ns-
oonatruct, n*pair, maintain or remove any existing or future infrastru(tuma, utility or other
improvements onthe surface oforunderneath the Village Property for any reason whatsoever;
(ii) it needs to use the Village Property for access to, or m staging area in relation to, work in
regard to the Village's water tower on the property immediately South of the Village Property; or
(iii) a telecommunications pnovider, with telecommunications equipment onthe Village's water
tovver, on the property immediately South of the Village PrVpady, needs to use the Village
Property for ouoemu to, or m staging area in relation to, work in regard tothe telecommunications
equipment on said property to the South of the Village Property; the Village, at its optiqn, may
give reasonable notice to Licensee of such work/use, and such work/use shall not be deemed to
be m breach of this Agreement even if it results in the temporary imaccessibi|ity, temporary
deactivation and/or temporary relocation of the ATMs during such aoueeo and/or work. In the
event that the ATMs need to be temporarily ne|nc8ted, said relocation sk@U be coordinated by
the Village and the Licenoee, with the relocation being done at Licensee's sole cost and
expense. During any such temporary inoocesmibi|ity, temporary deactivation or temporary
relocation of the ATyWg, payment of the Use Fae, as set forth in Section 2. abova, shall be
abated on a pro nota baeis, booed on the number of days said temporary inacceoeibi|ih/,
temporary deactivation or temporary relocation was eOeotiwe, and as a result thereof the ATMs
could not beused mnintended (the "Use Fee Abatement"). |nregard tothe foregoing:
A. In order to facilitate an emergency removal of the ATMs, inthe event of
vwabennein or sewer main emer0ency, involving the muatennoin or sewer main under the
Village Property, the Licensee oha||, upon notice from the ViUag*, immediately
commence efforts to arrange for the temporary removal of the /\TK8a by all necessary
vendora, and then cause such vendors to diligently complete the removal of the ATMs
from the Village Property as expeditiously as is commercially reasonable and for the
duration of the emeUgency, so that emergency wmtermain or sewer main work can be
undertaken by the Village. Said contractor shall obtain an annual contractor's
registration from the ViUaQe, and the contractor's contact information shall he onfile with
the Village, and shall beuptodate etall times;
B. The Licensee acknowledges that the Village's water tower, on the
property immediately to the South of the Village Propedy, will need to be repainted at
some time between the yomne 2025 and 2030. and that the staging for said repainting
may cause the ATMs to become inaccessible and unusable for a period of up to six (6)
months in Fe|3t|On thereto, and possibly longer if st[ULtUrG| repairs are required pdO[ to
repainting the water tower (the "Water Tower Project"). Licensee agreeo, upon notice
from the Vi||age, to remove the ATMs from the Village Property for the duration of the
Water Tower Project. Notwithstanding the foregoing. the Village agrees to use
commercially reasonable efforts to deeign, stage and execute the Water Tower Project
in a manner that minimizes the duration of the period that the ATMs are required to
remain out ofservice pursuant tnthis Section 8.B.; and
C. Licensee acknowledges that Licensee's sole and exclusive namedy,
ndmUxe to any temporary inocceeeibi|hv, temporary deactivation and/or temporary
relocation of the ATyWs, pursuant to the pnJaiyinne of this Section 8' induding, but not
limited to, as a result of the repainting of the Village water tovver, other than terminating
this Agnaernont, oho|| be the Use Fee Abatement which automatically applies in the
event of any temporary ingcceooibi|ity, temporary deactivation and/or temporary
relocation ofthe ATyNe..
9. Release; Waiver; Assumption of Risk; Hold Harmless, Defense and
Indemnification. Licensee covenants and agrees as follows:
A. Hold Hmnnhmsm and Indemnification. Licensee agrees to indemnifv,
defend, save and hold forever harmless the Village and its officene, current/past/future
appointed and elected officials, President and Board of Trustees, employees, volunteers,
attwrneys, engineers and agents ("Village Affiliates") from and against any and all
|iobi|iUes, nbUgmtiona, claims, dannogae, penalties, causes of action, costs and expenses
brought by any person, including Licensee and their ofhcons, officia|s, emp|oyeme,
contraotorS, eubcontnactona, vo|unheena, agents and invitees arising out of or relating to
465508.1
the Permitted Activities, Licensee's use of the Village Property, the Permitted Activities
urthe public's use ofthe Village Property nrthe areas used for activities associated with
the Permitted ACtk/ities, any other public rights-of-way in the ViUage. or any matters
arising out oforrelating tomatters covered under this Agreement.
B. Risk of Injury. Licensee assumes the full risk of death, illness and
personal injuries of any kind and all damages or losses of any kind which it or its officers,
officia|s, emp|oymeo, uontrootoro, oubcontroctons, vo|unteens, agents and invitees or
members of the public who attend the Permitted Activities, may sustain arising out of or
relating tothe Permitted Activities, Licensee's use. Permitted Activities attendees' use or
the public's use of the \/iUm0e Property or the areas used for activities associated with
the Permitted ActiviUea, any other public rights-of-way in the Vi||nge, or any matters
arising out ofmrrelating tomatters covered under this Agreement.
C. Waiver Of Claims. Licensee agrees towaive and relinquish any and all
claims or causes of action of any kind that it or its oMimars, officia|e, omp}oyeas,
oontrmdVrs, aubcontmgctVrs, volunteers, agents and invitees may have against the
Village and the Village Affiliates arising out of or relating to the Permitted Actixities, or
the Licensee's use, the ATM users' use or the public's use of the Village Property or the
areas used for activities associated with the Permitted Activities, or any matters ohoin0
out nforrelating tomatters covered under this Agreement.
O. Release From Liability. Licensee fully re|eoaae and discharges the
Village and the Village Affiliates from any and all claims or causes of action of any kind,
including but not limited to illness, injury, death, damages or losses which Licensee or its
officere, offinia|s, emp|oygee, oontrmctom, euboontrontonu, vo|untmerm, agents and
invitees or members of the public may have or which arise out of or relate to the
Permitted Activities, or the Licensee's use, the ATM users' use or the public's use of the
Village Property orthe areas used for activities associated with the Permitted Activities,
any other public rights-of-way in the Village, or any matters arising out of or relating to
matters covered under this AAneement, inn|uding, but not limited to, any dennmQee to the
ATMs as a result ofany Village or utility companies' utilities located under the Village
Parcel, orthe maintenance thereof.
10. |msmnmnce' During the Initial Term and any Extension Tenn of this A0naement.
Licensee agrees to have the Village and the Village Affiliates expressly named as additional
insureds on its insurance po|ioies, in its endorsements and on its certificates na|ebad to the
operation of the Permitted Activities for the purposes stated herein. Licensee shall provide the
following types of insurance, written on the comprehensive form and as an "occurrence" policy,
innot less than the following amounts:
A. Comprehensive General Liability — $1.000.000 per occurrence
and $2.00O.00Dinthe aggregate
B. Umbrella Coverage —$3.D0O.UUU
C. Property Damage —$1.00O.000per occurrence
D. Workers' Compensation —Statutory
Licensee ohd| furnish certificates of insurance, with premiums paid in fuU, prior to the
effective date of this Agreement, copies of which are incorporated herein and attached hereto
as Exhibit 4and made apart hereof. Licensee shall provide the Village with satisfactory proof of
the above insurance requirements inthe form ofacertificate executed byeninsurer with noless
than an A rating by the most recent ''AK8 Beat Insurance Rating Guide." The Village shall have
the right to approve the coverage and carher, which approval eho| not be unreasonably
withheld.
Licensee's policy or policies of insurance shall specifically recognize and cover
Licensee's indemnification obligations under this Amreemend, and shall contain cross -liability
endorsements. Said insurance shall provide that the insurance provided by Licensee shall be
primary and non-contributory and that any provision ofany contract ofinsurance orother risk
protection benefit orself-insurance policy purchased or in effect or enacted by the Village and
any other insurance or benefit of the Village shall be in excess of Licensee's insurance. Said
insurance ohoU afford the Village and the Village Affiliates with its choice of counsel and the
right toconduct its own defense.
All Certificate(u) of Insurance shall contain the following endorsement: "Should any of
the above-described policies be canceled before the expiration date thereof, the issuing
company shall serve thirty (3O)days prior written notice tothe ViUage."
Notwithstanding the fnn*Qoing. Chase reserves the right to self insure and provide
evidence ofcoverages via access to aVVeb-haeed memorandum of understanding evidencing
coverages inforce.
11. Alterations. Licensee shall not, without first obtaining the written consent of the
Vi||a0g, make any alterations, additions orimprovements to the Village Property. U is expressly
understood by Licensee and its agents that ifLicensee performs any alterations tothe Village
Pvopedy. Licensee agrees to indennnifv, defenma, hold harrn|ess, ne|ease, vvaive, assume the
risk and defend the Village and the Village Affiliates from any and all liabilities, costs, expenses,
domogee, c|minna or causes of action of any hind, including but not limited to deoth, illness,
injuries, damages and losses which any person, including Licensee or its nffioena, annp|nyems,
vo|unteerg, agents, contractors, subcontractors or members of the public, may have or which
arise mut of, are connected with or are in any way associated with the construction or
performance of the alterations of the Village Property to the full extent possible under the
provisions of Section A of this Agreement.
12. Default. Failure or refusal by Licensee to comply with any of the obligations of
Licensee set forth in this Agreement shall constitute an "Event of Default."
13. Village's Remedies on Default. If Licensee defaults in the performing of any of
the other covenants or obligations hereof, or in the occurrence of any Event of Default, the
Village shall give Licensee written or verbal notice of such default, and if Licensee does not cure
any such default within thirty (30) days or take immediate actions to cure such default and cure
any such default within forty-five (45) daym, then the Village may terminate this Agreement.
Upon termination of this Agneenmerd. Licensee shall promptly remove its personal pn]pedy,
equipment and materials from the Village Property and shall not conduct activities associated
with the Permitted Activities onthe Village Property.
14. Non -Waiver. Failure by Licensee orthe Village tu insist on strict performance of
any of the conditions, covenants, terms or provisions of this Agreement or to exercise any of its
rights hereunder shall not waive such rights, but Licensee and the Village shall have the right to
enforce the terms and conditions of this Agreement at any time and take such action as might
belawful orauthorized hereunder, either inlaw nrequity.
465508,_1 6
15. Attmmmwym` Fees. In case suit should be brought bythe Village for recovery of
the Village Property, orbecause ofany act, which may arise out ofthe use orpossession ofthe
Village Property or to enforce the [eO0S of this AonBe08rt. the Village Sh8U be eO1K|eU to all
costs incurred in connection with such ootion, including reasonable attorneys' fees and litigation
fees and expenses.
16. Notices. All nudoee, demonds, eleotions, and other instruments required or
permitted to be Qkmn or made by either Party upon the other Party under the terms of this
Agreement orany statute shall be in writing. Such communications shall bedeemed tohave
been sufficiently served if sent by personal de|ivery, overnight courier, or certified mail with
proper postage prepaid to the respective addresses shown be|¢xv or to such other party or
addresses as either Party may from time tutime furnish tothe other inwriting.
Notice to Village shall be sent to
Village ofMount Prospect
Attention: Village Manager
50 S. Emerson Street
Mount Prospect, Illinois 60056
Notice to Licensee shall be sent to:
JPK8organ Chase Bank, National Association
1111Polaris Parkway
Mail Code (]H1 -U241
Columbus, Ohio 4324O-2D5O
Attn: Lease Administration Manager
With a copy to:
JPK8orgmnChase Bank, National Association
237Park Avenue, 12th Floor
Mail Code NY1-R060
New York, New York 1DO17-314O
Attn: Real Estate Transactor Regional Manager
Notice by personal delivery or overnight courier mheU be deemed given upon de|ivery, and
notice by certified mail shall be deemed given on the third day following the mailing of said
17. Severability. Wherever poaaib|e, each provision of this Agreement shall be
interpreted in such manner asbo be effective and valid under applicable law; but if any provision
of this Agreement shall be prohibited by or invalid under applicable |aw. Such provision shall be
ineffective to the extent of such prohibition or invo|idih/, without invalidating the remainder of
such provision orthe remaining provisions ofthis Agreement.
18. Right to Terminate. In addition to the termination rights met forth elsewhere in
this Agreement, the Village may suspend or terminate the operation of the Permitted Activities
or terminate this Agreement at any time and for any reason relating to the public safety orfor a
violation of applicable Federal, State, County or Village |mwm orthis Agreement, upon written
notice or verbal notice to Licensee. In the event the Village exercises its right toterminate this
AQuaement. Licensee ehm|| not be entitled to a return of the Use Fee and a@naee to naatnne the
Village Property to its oVnditiVn, as it was immediately prior to its conditions prior to the
execution of this Agreement. If this Agreement is banninobad by the ViUeAe, the nonexclusive
license touse the Village Property shall terminate mtthe same time. Otherwise, this Agreement
shall terminate as provided elsewhere herein, except that the provisions of Sections 9 and 10 of
this Agreement shall remain in full force and effect through the expiration of any applicable
statute of limitation period that applies to all o|ainnS and causes of actions of any kind that could
beorare brought against the Village o/the Village's Affiliates (as defined above) that arise out
of or relate to any matters covered by this Agreement, including the approval of this Agreement
bvthe Village. In odddion, the obligations of Licensee set forth in Section above shall survive
the termination of this Agreement until those obligations are fully satisfied by Licensee.
19. Compliance With Laws. The Parties to this Agreement shall comply with all
applicable Federal, State, County, Village and other |avve, nrdinmncem, nulem, regulations and
directives in carrying out the terms and conditions of this Agreement, including the following:
A. Village Requirements. Licensee nhnU comply with all applicable
requirements of the VlUo8e of Mount Prospect VlUaQa Code and the VlUm0e of Mount
Prospect Zoning Ondinance, with respect hmthe construction, maintenance and operation
of the Activities and the use of the Village Property. The Activities shall conform to all
zoning. |icensing, and other provisions and regulations of the Village.
B. U|Uimmis Prevailing Wage Act. To the extent required by |avv. Licensee
shall comply with the Illinois Prevailing Wage Ant. 820 |LC8 130/0.81 etne4. ("Act"), for
all construction on, and maintenance of. the Village Property. Licensee warrants and
represents that it has reviewed the Act, that it has reviewed the regulations promulgated
theneunder, and that itunderstands and will strictly comply with the obligations imposed
on it by this Section 19.13. Licensee shall indemnifv, defend and hold harmless the
Village and the Village Affiliates for any violation by Licensee or its contractors and
subcontractors' failure to comply with any applicable provision of the Act.
C. Certification. Each Party and its respective mffiuere, corporate
authoritiea, employees and agents certify that they are not barred from entering into this
Agreement as m result ofaviolation of either 720 |LC9 5/33E-3. 720 |LCS 5/33E-4 or
720 |LCG 5/33E-6. as a result of o violation of the Ant or as a result of delinquency in
the payment ofany tax administered by the Illinois Department of Revenue or any fee
required by any unit of local government or the State, unless the Party is oonteating, in
accordance with the procedures established by the appropriate revenue ent. its liability
for the tax or the amount of the tax or the fee, as set forth in Section 11-42.1-1 et seq. of
the |||inVio Municipal Code, 85 |L{}G 5/11-42.1'1 et seq.
O. Non -Discrimination. Each Party and its respective Vffimyra, corporate
authoritiee, employees and agents agree not to commit unlawful discrimination and
agree to comply with all applicable provisions of the Illinois Human Rights Act, Title VII of
the Civil Rights Ad of 1864, the Americans with Disabilities Act. the Age Discrimination
in Employment Act, Section 504 of the Federal Rehabilitation Act, and all applicable
rules and regulations. Each Party maintains a written sexual harassment policy in
compliance with Section 2-1Ubofthe Illinois Human Rights Act, 775|LCG5/2-1O5(A)(4).
Each party certifies that it is an "Equal Opportunity Employer" as defined by federal and
State laws and regulations, and agrees to comply with the Illinois Department of Human
Rights (''|DHR'') Equal Opportunity Employment o|oune as required by the |C}HR'o
regulations, including 44 Illinois Administrative Code. Part 750, Appendix A. As required
by Illinois |avv and |[]HR neQu|atimn, the equal opportunity employment clause is
incorporated by reference in its entirety as though fully set forth herein.
E. Illinois Freedom of Information Act' The definition of public record in
the Illinois Freedom of Information Act. 5 |LCS 140/1 etaeq. (^F(}|A''), includes o "public
record that is not in the possession of public body but is in the possession of party
with whom the agency has contracted to perform ggovernmental function on behalf of
the public body and that directly relates to the governmental function and is not
otherwise exempt under this Act" at 5 |LCS 140/7(3). Licensee shall maintain and make
available immediately to the ViUaga, upon request' public records in the possession of
Licensee relating to the performance of this Agreement in compliance with the
requirements nfthe FOIA.
20. Kenomr Clause; �n�n�mm�� This Agreement constitutes the entire
understanding between the Parties with respect to the subject matter hereof, and supersedes
any prior understandings and/or agreements between the Parties. Any napneeentatona,
a0meenoonts, promises or understandings not expressly set forth herein are hereby rendered
null, void and Vfmolegal effect. This Agreement may boamended only bythe written agreement
ofthe Parties hereto.
21. Venue; Choice of Lmm: The Parties agree that, for the purpose of any litigation
relative tothis Agreement and its enforcement, venue shall be in the Circuit Court of Cook
County, Illinois and the Parties consent to the in personam jurisdiction of said Court for any such
action or proceeding. This AQreemend, and all questions of interpredabwn, construction and
enforcement hereof, and all controversies hen*undur, shall be governed by the applicable
statutory and common law ofthe State ofIllinois.
22. Complete Defense. U is expressly understood and agreed by the Parties that
this Agreement may be pleaded bythe Village as a complete defense to, and in bar of, any and
all claims or causes of action of any kind brought, maintained or conducted by Licensee or by a
third party in connection with or on account of any of the matters set forth in this Agreement.
The Parties agree that this Agreement shall be admissible in evidence in any action in which the
terms ofthis Agreement are sought tobeenforced.
23. Authority to Bind. The Parties warrant and represent that the emeouUon,
delivery of and performance under this Agreement is pursuant to authority, validly and duly
conferred upon the Parties and the signatories hereto.
24. Effective Date. This Agreement shall become effective upon the date set forth in
the RDA.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK.
IN WITNESS WHEREOF, the Parties to this Agreement have executed this instrument
as of the dates listed below.
VILLAGE OF MOUNT PROSPECT
By:
Name: Arlene A. Juracey
Mayor
Date:— ILVt, '2021
V
ATTEST:
By: 9 �A 04�_�
Name: Karen Agorangs
Village Clerk
Date:— 27 26 Z7 J 2021
465508_1 10
JPMORGAN CHASE BANK,
NATIONAL ASSOCIATION
By:
Name:
Authorized Officer
Ryan Reda
Date: E!
q�M 2021
ATTEST-
By�
Na
Date: — t-1- l_". _ 2021
Exhibit 1
Legal Description of
the ATM Parcel
Legal Description:
THAT PART OF EVERGREEN AVENUE PER BUSSE AND WILLE'S RESUBDIVISION IN
MOUNT PROSPECT, BEING A SUBDIVISION IN THE WEST HALF OF SECTION 12,
TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,
RECORDED AS DOCUMENT 3839591, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 12 IN BLOCK 11 OF SAID BUSSE
AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT; THENCE SOUTH 08 DEGREES 07
MINUTES 09 SECONDS EAST ALONG THE WESTERLY LINE OF VILLAGE COMMONS A
PLANNED UNIT DEVELOPMENT, RECORDED AS DOCUMENT 89146083, A DISTANCE OF
33.00 FEET TO AND ANGLE POINT IN SAID WESTERLY LINE; THENCE SOUTH 81
DEGREES 42 MINUTES 30 SECONDS WEST ALONG SAID WESTERLY LINE, 4.65 FEET TO
AN ANGLE POINT IN SAID WESTERLY LINE; THENCE SOUTH 00 DEGREES 15 MINUTES
38 SECONDS WEST ALONG SAID WESTERLY LINE, 33.39 FEET TO THE NORTHERLY
LINE OF LOT C IN THE RESUBDIVISION OF BLOCK 10 OF BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS DOCUMENT 81952; THENCE
SOUTHWESTERLY ALONG SAID NORTHERLY LINE, BEING A CURVE CONCAVE
SOUTHERLY, HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF SOUTH 78
DEGREES 42 MINUTES 44 SECONDS WEST, A CHORD LENGTH OF 98.33 FEET, AN ARC
LENGTH OF 98.37 FEET TO A POINT OF CURVATURE IN THE WESTERLY LINE OF SAID
LOT C; THENCE SOUTHWESTERLY, SOUTHERLY AND SOUTHEASTERLY ALONG SAID
WESTERLY LINE, BEING A CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF
25.00 FEET, A CHORD BEARING OF SOUTH 18 DEGREES 34 MINUTES 05 SECONDS
WEST, A CHORD LENGTH OF 42.19 FEET, AN ARC LENGTH OF 50.21 FEET TO A POINT
OF REVERSE CURVATURE IN THE SOUTHWESTERLY LINE OF SAID LOT C; THENCE
SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINE, BEING A CURVE CONCAVE
NORTHEASTERLY, HAVING A RADIUS OF 955.40 FEET, A CHORD BEARING OF SOUTH
40 DEGREES 10 MINUTES 44 SECONDS EAST, A CHORD LENGTH OF 40.42 FEET, AN
ARC LENGTH OF 40.42 FEET TO THE NORTHERLY LINE OF W. NORTHWEST HIGHWAY;
THENCE NORTHWESTERLY ALONG SAID NORTHERLY LINE, BEING A CURVE CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 116.00 FEET, A CHORD BEARING OF NORTH
50 DEGREES 23 MINUTES 30 SECONDS WEST, A CHORD LENGTH OF 36.30 FEET, AN
ARC LENGTH OF 36.45 FEET TO A POINT OF TANGENCY; THENCE NORTH 59 DEGREES
23 MINUTES 32 SECONDS WEST ALONG SAID NORTHERLY LINE, 59.98 FEET TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF BLOCK 11 IN BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS DOCUMENT 3839591; THENCE
NORTH 00 DEGREES 44 MINUTES 28 SECONDS WEST ALONG SAID SOUTHERLY
EXTENSION, 99.71 FEET TO THE SOUTHWESTERLY LINE OF LOT 10 IN SAID BLOCK 11;
THENCE SOUTHERLY, SOUTHEASTERLY AND EASTERLY ALONG SAID
SOUTHWESTERLY LINE, BEING A CURVE CONCAVE NORTHEASTERLY, HAVING A
RADIUS OF 25.00 FEET, A CHORD BEARING OF SOUTH 52 DEGREES 51 MINUTES 33
SECONDS EAST, A CHORD LENGTH OF 39.46 FEET, AN ARC LENGTH OF 45.48 FEET TO
A POINT OF REVERSE CURVATURE; THENCE NORTHEASTERLY ALONG THE
SOUTHERLY LINE OF SAID BLOCK 11, BEING A CURVE CONCAVE SOUTHERLY, HAVING
A RADIUS OF 1146.00 FEET, A CHORD BEARING OF NORTH 78 DEGREES 25 MINUTES
35 SECONDS EAST, A CHORD LENGTH OF 136.07 FEET, AN ARC LENGTH OF 136.15
46S508µ„1
FEET TO THE POINT OF BEGINNING; EXCEPT THAT PART, IF ANY, PREVIOUSLY
VACATED; IN COOK COUNTY, ILLINOIS.
P.I.N.: None
Common Address: The right-of-way of Evergreen Avenue,
immediately East of Maple Street,
Mount Prospect, Illinois 60056
465508_1
Exhibit 2
Permitted Activities Description
Installation and maintenance oKtwo (2) automatic teller machines
drive aisUes/drivemmays,bollards, curbs, a pedestrian pathway,
five (5) public parking spaces, signage, lighting,
pavement markings, landscaping and ATM canopies.
The ECG Midwest, LLC "Geotechnical Engineering Report, Proposed Chase Bank — TAP
#20015 Mt. Prospect Busse Relocation, Route 14and Route 83.Mount Prospect, Cook County,
Illinois," ECS Project No. 18:13331. dated June 10. 2020. consisting of forty-seven (47) pages
(inclusive of the Cover Page, Opening Letter, Table of CVntmnbe. Executive Summary,
Introduction, Project Information, Field Exploration and Laboratory TeodinA, Design
RecVmnnendgtiVna, Site Construction Recommendations, Closing and Appendices), and on file
with the Village of Mount Prospect, Illinois, in incorporated herein by refe/enne, in its entirety,
and made part hereof.
The Photometric Calculations prepared by Facility Solutions Group, consisting ofone (1)page
and drawn by Elizabeth Ferguson. dated July 1. 2020. fnrJPyNC Chase NU. Prospect, and on
file with the Village ofMount Prospect, |||inois, is incorporated herein by refenence, in its entirety,
and made part hereof.
The "Chase ML Prospect Busse Rm|o, 2 VK Northwest Hvvy, Mount Prospect, |U Final
Landscaping Plans prepared by The Architects Partnership, 200 South Michigan Avenue.
Chicago, IL 60604, known as TAP Project Number 20015, last updated July 2, 2020. consisting
of four (4) pages (inclusive of LO.0 —Trme Preservation Plan, L1.0 — Landscape Plan, L2.0 —
Landscape Details, and L2.1 — Site Furnishing Details) and on file with the Village of Mount
Prospect, Illinois, are incorporated herein by reference, in their entirety, and made part hereof.
(aeealsothwattechmddeocroUon—
Exlibit 2—Page 2)
Exbibit 2 — Pago 2
Description of the ATM Project
The proposed JPMC development will be located at the n(wtheast cornu of S. Maple Street and
Northwest Highway In Mount Prospect, IL The existing public parking lot will be reconfigured to
accommodate two -single ATMs with a bypass lane to the north. I he proposed plan improvernents allow
for ample amounts of landscaping that will enhance the overall aesthetics of the area, prov�cle stxeening
from vehicular traffic throughout the site and allow for pedestrian connectivity to the adjacent
residential developments. In addition, the site will be adequately Rhjmirrated Cera safety both for BaqU19
customers utilizing the ATMs and pedestrians traversing the northern sidewalk. Signage will be provided
to help banking customers navigate the preferred vehicular circulation throughout the site.
465508-1
0
F?
IZIIII
rr
ARCHITECTURAL ELEVATIONS
;WSSE RGLO
465508-1
0
F?
IZIIII
Exhibit 3
Permitted Activities Depiction
(attached —
see also the depictions set forth in Exhibit 2)
465508-111
°
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V
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CHASE BANK EXHIBITM KlmleyoHorn r
SITE PLAN CHASE
46550$_1
Exhibit 4
Certificates of Insurance
(attached, if applicable)
4655081