HomeMy WebLinkAbout7.1c A Resolution Authorizing the Execution of Redevelopment Agreement 20 W. Northwest Highway
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Agenda Item Details
MeetingMar 06, 2018 - REGULAR MEETING OF THE MOUNT PROSPECT VILLAGE BOARD - 7:00 p.m.
Category7. NEW BUSINESS
Subject7.1c A RESOLUTION AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT
BETWEEN THE VILLAGE OF MOUNT PROSPECT AND 20 WEST LLC FOR THE 20 WEST
MIXED-USE DEVELOPMENT LOCATED AT 20 W. NORTHWEST HIGHWAY
AccessPublic
TypeAction
Preferred DateMar 06, 2018
Absolute DateMar 06, 2018
Fiscal ImpactYes
Dollar Amount2,000,000.00
BudgetedYes
Budget SourceTax Increment Financing Fund and Water and Sewer Fund
Recommended ActionApprove a resolution authorizing the execution of the Redevelopment Agreement
Goals11. Busse Triangle Property Development (including Municipal Parking Garage Elevator) -
TP
Public Content
Information
Attached to this memorandum is a draft redevelopment agreement (RDA) for the proposed 20 West project located in
the Busse Triangle. The subject property is a vacant half-acre parcel that is located at the northeast corner of Wille
Street and NW Highway that would be developed with a mixed-use development consisting of 73 luxury apartment
units and approximately 5,000 of retail/restaurant space.
The RDA obligates the Village to provide $2 million of incentives towards the $23.5 million project. These incentives
would include the following TIF-eligible expenses:
1.A waiver of up to Nine Hundred Fifteen Thousand Dollars ($915,000) for soft costs including permit fees, legal,
survey, civil engineering, architecture, MEP & structural engineers, landscape architect,
soils/geo/environmental, market study and TIF consultants.
2.Payment of up to Two Hundred Sixty Thousand Dollars ($260,000) by the Village for underground utilities
including water, sanitary, storm, valves, hydrants, hauling, trench backfill, screening and street cuts.
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3.Payment of up to Two Hundred Eighty Thousand Dollars ($280,000) by the Village for paving including grading,
compacting, curb & gutter, stone, asphalt, pervious pavement, curb replacement and striping.
4.Payment of up to One Hundred Forty Five Thousand Dollars ($145,000) by the Village for streetscape including
public walk, parkway landscaping, streetlights and street signs.
5.An allowance of up to One Hundred Thousand Dollars ($100,000) by the Village for ComEd relocate of the
current overhead lines on the properties.
6.An allowance of up to Three Hundred Thousand Dollars ($300,000) by the Village for non contaminated soils
removal per True North, site soils may be classified as non-contaminated and require special disposal.
As part of this agreement, the developer will pay the Village $570,000 for the village-owned property that is part of
this project. This price is consistent with the value of land in the downtown district ($20 - $30 per square foot) that
was documented in our appraisal of the 34 W. Busse Avenue last year. The attached exhibit depicts the property that
is involved in this project. The Village-owned property includes three parcels on the north side of Busse Avenue and
the west end of the Busse Avenue right of way. The developer has the private parcel under contract subject to
approval of the 20 West project.
The developer submitted financial information for the project that included a cash flow analysis, debt service coverage
ratio review, listing of sources and uses and an EAV analysis. The Village hired S.B Friedman to review the RDA and
financials for the project to ensure that the requested incentives were warranted and within industry standards for
similar projects. S.B. Friedman found the developer’s request for assistance are necessary to make the project
financially feasible. But for the TIF contribution the project will not move forward. The Village will also waive permit
and inspection fees (included in the soft costs above), except for any out of pocket structural engineering plan
reviews.
At the time that the Village established the Prospect and Main TIF District, the TIF Joint Review Board requested that
we maintain a set of metrics to measure the positive impact that the TIF has on the downtown district. The table
below lists the metrics that the Village will continue to measure as we move forward with the numerous
redevelopment projects in the downtown. The projected figures are estimates that are based upon industry
standards for similar developments in the region.
20 West
MetricBaseProjected
New residential units - 73
Population growth - 100
Growth in EAV $ 71,907 $ 1,300,000
Sales tax generation $ - $ 30,000
Retail and commercial base - 4,617 SF
Number of building permits - 1
Projects benefiting impacted local governments - 1
Retail and commercial vacancy NA NA
Infrastructure improvements $ - $ 685,000
Metra ridership - Yes - TOD
Alternatives
1. Approve the resolution authorizing the execution of the Redevelopment Agreement.
2. Action at discretion of Village Board.
Staff Recommendation
Staff recommends that the Village Board approve the resolution authorizing the execution of the Redevelopment
Agreement for 20 West, LLC.
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20 West ownership.pdf (1,460 KB)RDA- 20 west llc.pdf (12 KB)
3.2.18 RDA Draft.pdf (1,847 KB)
Administrative Content
Executive Content
Waiting on the final drafts of the RDA and SB Friedman's review.
Motion & Voting
Approve a resolution authorizing the execution of the Redevelopment Agreement.
This item is tabled and will be discussed at the March 20, 2018 Village Board meeting.
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RESOLUTION NO.
A RESOLUTION AUTHORIZING THE EXECUTION OF A REDEVELOPMENT
AGREEMENT BETWEEN THEVILLAGE OF MOUNT PROSPECT AND
20 WEST LLC FORTHE PROPERTY
LOCATED AT 20 W. NORTHWEST HIGHWAY
WHEREAS, the Village of Mount Prospect has established a TaxIncrement Financing
District for the purpose of redeveloping the downtown district; and
WHEREAS, in order to prepare the best plan for the redevelopment area, the Village of
Mount Prospect has determined that it would be in the best interest of the Village to enter
into a redevelopment agreement with 20 WEST LLC.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND BOARD OF TRUSTEES
OF THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS:
SECTION ONE: The Board of Trustees of the Village of Mount Prospect do hereby
authorize execution of an Agreement between the Village of Mount Prospectand Twenty
West LLCfor the proposed mixed-use development consisting of seventy three (73) luxury
apartment units and approximately 5,000 of retail/restaurant spacebeing subject of this
Resolution, a copy of which is attached hereto and hereby made a part hereof as Exhibit
“A”.
SECTION TWO: That this Resolution shall be in full force and effect from and after its
passage and approval in the manner provided by law.
AYES:
NAYS:
ABSENT:
th
PASSED and APPROVED this 6day of March, 2018.
__________________________________
Arlene A. Juracek
Mayor
ATTEST:
______________________________
Karen M. Agoranos
Village Clerk
VILLAGEDRAFT –3-2-18
REDEVELOPMENT AGREEMENT
FOR THE20WESTDEVELOPMENT
COMPRISING A PART OF THE
PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS
This Redevelopment Agreement For The 20WEST Development Comprising A Part Of
TheProspect And Main TIF DistrictOf The Village Of Mount Prospect, Illinois (the
“Agreement”) is made and entered into as of the _____ day of ______________, 201_
(the “Effective Date”) by and between the Village of Mount Prospect, Illinois, an Illinois
home rule municipal corporation (the “Village”) and________________, an Illinois
limited liability company(the “Developer”) (theVillageand 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.TheVillageis a home rule unit of government in accordance with Article
VII, Section 6 of the Constitution of the State of Illinois, 1970.
B.TheVillagehas the authority, pursuant to the laws of the State of Illinois,
to promote the health, safety and welfare of theVillageand 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 theVillage, to foster increased economic activity within the
Village,to increase employment opportunities within theVillage, 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 theVillage.
C.TheVillageis 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.
D.Pursuant to Ordinance Numbers 6293, 6294 and 6295, adopted January
17, 2017, theVillagedesignated the tax increment redevelopment project
area (the “Redevelopment Project Area”), approved a tax increment
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redevelopment plan and project (the “TIF Plan”), and adopted tax
increment financing relative to theVillage's Prospect and MainTax
Increment Financing District (the “TIF District”); said TIF District being
legally described and depicted as set forth in EXHIBIT A-1and EXHIBIT
A-2, respectively, attached hereto and made part hereof.
E.TheVillageis the fee owner of certain real property, consisting of 3
parcels and a portion of Busse Avenue right of way, located within the
Redevelopment Project Area, said property being legally described on
EXHIBIT B-1, attached hereto and made a part hereof (the “Village
Property”).
F.A third party is the owner of certain real property, consisting of
approximately eight thousand square feet (8,000) located immediately
east of the Property owned by the Village. The Developer has an
agreementto purchase that property. This property islegally described on
EXHIBIT B-2, attached hereto and made a part hereof (the “Adjacent
Property”).
G.The Village Property and the Adjacent Property together are hereinafter
referred to together as the “Property”.
H.The Developer desires toacquire ownership of the Property and
redevelop the Property with a building containingseventy-three (73)
residential apartment units, a commercial space of approximately five
thousand (5,000) square foot restaurant and seventy-eight (78)parking
spaces, consisting of a total of forty-three(43)below groundgaraged
parking spaces andthirty-five (35)grade level garagedparking spaces, as
depicted on the site planattached hereto as EXHIBITC, and madepart
hereof, and as described in further detail inEXHIBITD, attached hereto
and made part hereof (the “Project”).
I.It is necessary for the successful completion of the Project that theVillage
enterinto this Agreement with the Developer to provide for the
redevelopment of the Property, thereby implementing the TIF Plan.
J.The Developer has been and continues to be unable and unwilling to
undertake the redevelopment of the Property with the Project, but for
certain tax increment financing (“TIF”) incentives, with regard to the
purchase price of the Propertyand reimbursement of TIF eligible
redevelopment project costsnot toexceed Two Million and No/100 Dollars
($2,000,000.00), being up to Five Hundred Thousand and No/100 Dollars
($500,000) for public improvements relative to the Project and up to One
Million Five Hundred Thousand and No/100 Dollars ($1,500,000.00) for
other TIF eligible redevelopment project costs relative to the Project, to be
provided by theVillagein accordance with the Act and the home rule
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VILLAGEDRAFT –3-2-18
powers of theVillage, which theVillageis willing to provide under the
terms and conditions contained herein. The Parties acknowledge and
agree that but for the aforementioned TIF incentives, to be provided by the
Village, Developer cannot successfully and economically develop the
Property with the Project in a manner satisfactory to theVillage. The
Villagehas determined that it is desirable and in theVillage's best interest
to assist Developer in the manner set forth herein, and as this Agreement
may be supplemented and amended from time to timepursuant to the
mutual agreement of the Parties and in the manner as herein provided.
K.TheVillage, in order to stimulate and induce development of the Property
with the Project, has agreed to conveythe Village Property to the
Developer in accordance with the terms and provisions of the Act and this
Agreement, and the Developer has agreed to acquire the Adjacent
Property in furtherance of the Project.
L.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 theVillage
according to the terms hereof, and any and all actions of the Corporate
Authorities of theVillageprecedent to the execution of this Agreement
have been undertaken and performed in the manner required by law.
M.This Agreement has been submitted to the Managerof the Developer for
consideration and review, the Developer’s Managerhastaken all actions
required to be taken prior to the execution of this Agreement in order to
make the same binding upon the Developer according to the terms hereof,
and any and all action of the Developer's members precedent to the
execution of this Agreement have been undertaken and performed in the
manner required by law.
N.TheVillageis desirous of having the Redevelopment Project Area
rehabilitated, developed and redeveloped in accordance with the TIF Plan,
and particularly the Project as a part thereof, in order to serve the needs of
theVillage, arrest physical decay and decline in the Redevelopment
Project Area, increase employment opportunities, stimulate commercial
growth and stabilize the tax base of theVillageand, in furtherance thereof,
theVillageis willing to offer Developer the TIF incentives referenced in
subsection H. above, under the terms and conditions hereinafter set forth,
to assist such development.
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VILLAGEDRAFT –3-2-18
II.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.“Change in 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 theVillage,or,with respectto those
made by theVillage, only if they violate the terms of this Agreement); (2)
the order or judgment of any federal or State court, administrative agency
or other governmental body (other than theVillage); or (3) the adoption,
promulgation, modification or interpretation in writing of a written guideline
or policy statement by a governmental agency (other than theVillage, or,
with respect to those made by theVillage, only if they violate the terms of
this Agreement). Change in Law, for purposes ofthis 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 of the
actions to be performed under this Agreement (except any imposition of
any conditions on, or delays in, any such issuance or renewal by the
Village, except as provided herein).
B.“Corporate Authorities”means the MayorandBoard of Trustees of the
Villageof Mount Prospect, Illinois.
C.“Day”means a calendar day.
D.“Effective Date”means the day on which this Agreement is executed by
theVillage, with said date appearing on page 1 hereof.
E."Incremental Property Taxes"means that portion of the ad valoremreal
estate taxes, if any, arising from the taxes levied upon the Property, which
taxes are actually collectedand paid to the Village,and which are
attributable to the increase in the equalized assessed valuation ("EAV") of
the Property over and above the EAV of the Property at the time of the
formation of the TIF District, all as determined by the County Clerk of the
County of Cook, Illinois, pursuant to and in accordance with the TIF Act,
the TIF Ordinances and this Agreement, and which have been received by
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VILLAGEDRAFT –3-2-18
the Village on and after the Commencement Date (as defined in Section
XI.A. below).
F.“Incentive Fund”means the special fund set up by the Villageinto which
the Village will deposit Incremental Property Taxes generatedby the
Project.
G.“Party”or“Parties”means theVillageand/or the Developer,
individually/collectively, and their respective successors and/or assigns as
permitted herein, as the context requires.
H.“Person”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.
I.“State”means the State of Illinois.
J."TIF Eligible Redevelopment Costs"means the costs of the Project, to
be reimbursed, in part, from Incremental Property Taxespursuant tothe
TIF Act, andpermitted to be reimbursed as a “redevelopment project cost”
in Section 3(q) of the TIF Act,65 ILCS 5/11-74.4-3(q),by the Village, as
provided in this Agreement.
K.“TIF Ordinances”means those Ordinances referenced in subsection I.D.
above.
L.“Uncontrollable Circumstance”means any event which:
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;
b.insurrection, riot, civil disturbance, sabotage, act of the
public enemy, explosion, fire, nuclear incident, war or naval
blockade;
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 other than by the
Village;
e.strikes or labor disputes, or work stoppages not initiated by
the Developer or theVillage;
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VILLAGEDRAFT –3-2-18
f.unreasonable delay in the issuance of building or other
permits or approvals by theVillageor other governmental
authorities having jurisdiction other than theVillageincluding
but not limited to the Illinois Department of Transportation
(“IDOT”),the Metropolitan Water Reclamation District of
Greater Chicago (“MWRD”)and/or the Illinois Environmental
Protection Agency (“IEPA”);
g.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;
i.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;
unavailability of materials (exceptas 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 applicablecontractor).
For each day that theVillageor 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 either Party.
M.“VillageCode”means theVillageof Mount Prospect Village Code, as
amended.
III.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.
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.
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VILLAGEDRAFT –3-2-18
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 mentioned 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 pursuantto this
Agreement means a signed document attesting to or acknowledging the
circumstances, representations, opinions of law or other matters 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.TheVillageManager, unless applicable law requires action by the
Corporate Authorities, shall have the power and authority to make or grant
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 theVillageand with the effect of binding
theVillageas limited by and provided for in this Agreement. The
Developer is entitled to rely on the full power and authority of the Persons
executing this Agreement on behalf of theVillageas having been properly
and legally given by theVillage.
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 Nicholas
Papanicholas, Jr.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 theDeveloper and with the effect of
binding the Developer in that connection (such individual being designated
as an “Authorized Developer Representative”). The Developer shall have
the right to change its Authorized Developer Representative by providing
theVillagewith written notice of such change from both authorized
representatives which notice shall be sent in accordance with Section
XVIII.B. of this Agreement.
IV.COOPERATION OF THE PARTIES
TheVillageand the Developer agree to cooperate in implementing the Project in
accordance with the Parties' respective obligations set forth in this Agreement,
and specific approvals by theVillagein the future, relative to the development of
the Property and the Project, including zoning applications relative thereto, and
Village-issued permits and approvals relative thereto.
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VILLAGEDRAFT –3-2-18
V.CONVEYANCE OF THEVILLAGEPROPERTY
A.TheVillageshall transfer title to the Village Property to the Developer in
an “as-is, where-is” condition with noenvironmental representations or
warranties of any kind whatsoever, pursuant to the Real Estate Sale
Contract attached hereto as EXHIBIT E, and made part hereof (the
“Contract”), with such changes made to the Contract to make the Contract
consistent with this Agreement. The terms of the transfer of title shall
include:
1.Purchase price: Five Hundred Seventy Thousand and No/100
Dollars ($570,000.00);
2.Warranties: as-is, where-is, with no warranties or representations of
any kind, including environmental;
3.Deed: Special Warranty Deed; and
4.Closing costs: shared by the Village and the Developeras
customarily charged.
B.The transfer of title to the Village Property shall occurso long as the
following conditions, subject to Uncontrollable Circumstances,have been
satisfied on or before _______________ __, 201_(the “Conveyance
Deadline”), with the transfer of title to the Village Property to the Developer
occurring within twenty eight (28) days of the Conveyance Deadline:
1.The Developer has submittedsite geometry and proposed building
plans to the Village, which are materially consistent with the
proposed Project and satisfactory to theVillage;
2.The Developer has submitted detailed elevations for the Project,
including façadedetails and drawings to the Village,which have
been approved by theVillage’s Mayor and Board of Trustees, with
said approval being in the sole and absolute discretion of the
Village’s Mayor and Board of Trustees;
3.The Developer has obtained firm construction financing for the
Project and provided the Village with adequate proof of said
financing;
4.The Developer has acquired the Adjacent Property; and
5.The Developer has met the deadlines in Sections VI.A.1 and 2.
below.
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VILLAGEDRAFT –3-2-18
C.Notwithstanding anything in this Agreement to the contrary (including but not
limited to the default and cure periods in Section XVI. below):
1.If title to the Village Property is not transferred from the Village to
the Developer within twenty eight (28) days of the Conveyance
Deadline, and if such failure is not cured within ninety(90) days
after notice by the Village to the Developer with a demand to
consummate the transfer as herein provided, this Agreement shall
be null and void, the Village shall have no further obligations to
transfer title to the Village Property to the Developer. The date the
Village conveys title to the Village Property to the Developer shall
be the “Acquisition Date.”
2.If title to the Adjacent Property is not closed on or before the closing
of the Village Property owned by the Village, this Agreement shall
be null and void, unless the Village, through its Village Manager,
and the Developer agreement toan extension of the deadline
herein.
VI. DEVELOPMENT OF THE PROPERTY
A.Approvals, Permits, Construction, and Completion.The Developer
shall, subject to Uncontrollable Circumstances:
1.On or before May 1, 2018, apply for all necessary permits and
approvals from all governmental agencies having jurisdiction over
the Project as may be required to commence construction of the
Project.
2.On or before July 1, 2018, obtain all necessary permits and
approvals from all governmental agencies having jurisdiction over
the Project as may be required to commence construction of the
Project, except that permits issued by IDOT and the MWRD need
not be obtained by July 1, 2018.
3.On orbefore August 1, 2018,commence construction of the
Project.
4.On or before December 31, 2019,complete construction of the
Project.
5.On or before June 1, 2020,obtain a Certificate of Project
Completion (as defined in Section XI.A. below).
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VILLAGEDRAFT –3-2-18
B.VillageBuy Back.
1.Subject to Uncontrollable Circumstances, if the Developer has
taken title to the Village Property, and if the Developer has not
made application for all necessary permits and approvals from all
governmental agencies having jurisdiction over the Project as may
be required to commence construction of the Project within the time
frame set forth in Section VI.A.1. above, or if the Developer has
taken title to the Village Property, and if the Developer has not
obtainedall necessary permits and approvals from all governmental
agencies having jurisdiction over the Project as may be required to
commence construction of the Project within the time frame set
forth in Section VI.A.2. above,theVillageshall deliver a notice of
default to Developer and, in the event that Developer has failed to
make application for, or obtain,all necessary permits and
approvals, as the case may be,within twenty eight (28) days after
receipt of such notice, theVillageshall have the option to purchase
the Village Property from the Developer, at the same price paid by
the Developer to theVillagefor the Village Property, and under the
same terms and conditions applicable to theVillage’s conveyance
thereof to the Developer, such conveyance to be consummated
within ninety(90) days of the non-cured default as herein set forth,
and, upon conveyance of the Village Property back to theVillage,
this Agreement shall be of no further force or effect.
2.Subject to Uncontrollable Circumstances, if the Developer has
taken title to the Village Property, and if the Developerhas not
commenced construction of the Project within the time frame set
forth in Section VI.A.3. above, theVillageshall deliver a notice of
default to Developer and, in the event that Developerhas failed to
commence construction, or take the prerequisite steps necessary to
commence construction and diligently pursue commencement of
same, within twenty eight (28) days after receipt of such notice, the
Villageshall have the option to purchase the Village Property from
the Developer, at the same price paid by the Developer to the
Villagefor the Village Property, and under the same terms and
conditions applicable to theVillage’s conveyance thereof to the
Developer, such conveyance to be consummated within ninety(90)
days of the non-cured default as herein set forth,and, upon
conveyance of the Village Property back to theVillage, this
Agreement shall be of no further force or effect.
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VILLAGEDRAFT –3-2-18
C.Incentive Amount.
1.The Village shall reimburse Developer for TIF Eligible
Redevelopment Costs,in relation to the Project,in an amount not
to exceedOne Million Five Hundred Thousand and No/100 Dollars
($1,500,000.00)from the Incentive Fund (the “Funding Cap”).
2.The total amount paid by the Village to the Developer from the
Incentive Fund shall not exceed the Funding Cap.
3.Beginning on the Commencement Date, the Village shall deposit
Incremental Property Taxes into the Incentive Fund. The Village
shall pledge and rely solely upon Incremental Property Taxes for
reimbursement to the Developer for TIF Eligible Redevelopment
Costs and no other revenue sources.
4.The Village will also reimburse the Developer an additional Five
Hundred Thousand and No/100 Dollars ($500,000.00) from sources
other than the Incentive Fund, outside of the Funding Cap(“Public
Improvements Incentive”), for a portion of the Developer’s cost of
the public improvements constructed by the Developer relative to
the Project described in EXHIBIT Gattached hereto and made a
part hereof(“Public Improvements”).
D.Conditions and Procedure for Payment of Incentives.
1.The Village’s obligation to reimburse the Developer in relation to
the Project from the Incentive Fund is subject to the following
conditionsprecedent, in addition to those set forth elsewhere in this
Agreement:
(i)Acquisition by the Developer of all necessary Villagezoning
approvals for the Project;
(ii)Acquisition by the Developer of the Property on or before the
Acquisition Deadline;
(iii)The Developer being current with all Federal, State and local
tax obligations;
(iv)The Developer obtainingthe first residential temporary
certificate of occupancy for the Project;
(v)The Incentive Fund havingadequate Incremental Property
Taxes to pay the amounts requested for reimbursement by
the Developer;
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(vi)The Developer is in compliance with the covenants,
obligationsand agreements in Sections VIII, IX, XandXIIof
this Agreement; and
(vii)The Developer is otherwise in compliance with all of the
terms of this Agreement andthe laws and regulations of the
Village, the State of Illinois and the United States of America.
Reimbursements made to Developer from the Incentive Fund prior
to the issuance of the Certificate of Project Completion shall be
reduced by Ten Percent (10%) (“Reimbursement Hold Back”) until,
and unless, the Certificate of Project Completion is issued. The
ReimbursementHold Back shall be given to Developer with the first
reimbursement made to Developer from the Incentive Fund after
issuance of the Certificate of Project Completion.
2.The Villageshall reimburse the Developerfrom Incremental
Property Taxes deposited into the Incentive Fund, subject to the
Funding Cap, for the Developer’s actual expenditures of TIF
Eligible Redevelopment Costs set forth on EXHIBIT F, attached
hereto and made a part hereof, relative to the Project (the “TIF
Incentive Rebate”), whether incurred by the Developer prior to or
after the Effective Date. Said TIF Incentive Rebate shall be paid to
the Developeras follows:
(i)The Villageshall pay Incremental Property Taxes from the
Incentive Fund to the Developer at the time of the issuance
of the Certificate of Project Completion, and on each
December 1st thereafter (each a “Payment Date”), during
the Term (as defined in Section XVIII.P. below) of this
Agreement, provided the Villageis in receipt of the
Developer's request for reimbursement of TIF Eligible
Redevelopment Costs documented by the Developer to
have been incurredand paid forby the Developer in relation
to the Project (which documentation shall accompany each
such request for reimbursement).Requests for
reimbursement of TIF Eligible Redevelopment Costs paid by
the Developer shall be forwarded to the Village’sFinance
Director, accompanied by a fully executed lien waiver, copy
of the paid receipt or other proof of payment therefor, and
any other information reasonably requested by the Village.
The Village shall review the request and determine if it
should be paid, and if so, the Village shall pay such request
for reimbursement on the next Payment Date, provided there
are sufficient Incremental Property Taxes within the
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Incentive Fund to do so. If the Village elects to withhold or
deny such payment, the Village shall promptly (and in any
event not later than the date payment would otherwise have
been due) advise the Developer in writing as to the specific
basis for the Village’s position.
(ii)If the Developerrequests reimbursement from Incremental
Property Taxes from the Incentive Fund, and if the Village
authorizes the distribution of such funds in an amount
greater than the then-existing balance of Incremental
Property Taxes in the Incentive Fund, the Village shall
distribute any approved but undistributed TIF Incentive
Rebate to Developer on the next Payment Date, or a
Payment Date thereafter, provided that the Village has
received and deposited additional Incremental Property
Taxes into the Incentive Fund, in an amount sufficient to
cover all or a part of said authorized but undistributed TIF
Incentive Rebate.No interest shall accrue on any amount of
authorized but undistributed TIF Incentive Rebate.
(iii)The TIF Incentive Rebate paid to the Developershall only be
paid from Incremental Property Taxes actually received by
the Village from the Project.
(iv)In the event that the Village ceases to receive Incremental
Property Taxes from the Project, as a result of a Change in
the Law, and no alternate tax is enacted to replace the
Incremental Property Taxes:
(a)The Village shall not be obligated to make any further
TIF Incentive Rebate payments hereunder;and
(b)The Village shall pay the Developer on an annual
basis, an amount equal to Village’s general property
tax levy for the Property, excluding amounts levied for
debt thereon (“Property Tax Backstop”), until the
sooner of the Funding Cap being fully paid,by adding
the total Incremental Property Taxes and Property
Tax Backstoppaid to the Developer, or twenty-five
(25) years from the date on which the Village ceases
to receive Incremental Property Taxes from the
Project.
(v)The TIF Incentive Rebate by the Village shall cease upon
the Developer’s receipt of the full amount of the Funding Cap
or the expiration of the Term (as defined in Section XVIII.P.
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VILLAGEDRAFT –3-2-18
below) of this Agreement, whichever occurs first.
(vi)Subject toUncontrollable Circumstances, if at any time the
Project ceases to operate during the term of this Agreement,
the payment of Increment Property Taxes shall cease, and
shall not be reinstated thereafter.
3.The TIF Incentive Rebate is not a general obligation of the Village,
and the Village’s full faith and credit are not pledged or encumbered
to provide the Developer with the TIF Incentive Rebate.
4.A delineation of the TIF Eligible Redevelopment Costs for the
Project is set forth in EXHIBIT F, and the Village shall not
reimburse the Developerfor any costs of the Project not listed on
said EXHIBIT F.
5.The Village shall paythe Developer, or the Developer’s
contractor(s) or subcontractor(s),anamount not to exceed the
Public Improvements Incentiveforthe actual costs of the Public
Improvements, for which work on the Public Improvementsis ready
to proceed but-for payment of an invoice immediately preceding the
commencement of the work,subject to the following conditions
precedent, in addition to those set forth elsewhere in this
Agreement:
(i)Acquisition by the Developer of all necessary Villagezoning
approvals for the Project;
(ii)Acquisition by the Developer of the Property on or before the
Acquisition Deadline;
(iii)The Developer being current with all Federal, State and local
tax obligations;
(iv)Approval of plans for the Public Improvements by the Village
and all other units of government with jurisdiction over the
Public Improvements;
(v)The Developer is in compliance with the covenants,
obligationsand agreements in Sections VIII, IX, XandXIIof
this Agreement;
(vi)The Developer has submitted to the Village a written sworn
disbursement requestand lien waivers, along with
appropriate supporting documentation in relation thereto,
with respect to such portions of the Public Improvements the
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VILLAGEDRAFT –3-2-18
Developer seeks payment with regard to;
(vii)The Developer shall, upon request by the Village, provide
the Villagewith all reasonable and customary documentation
required by the Villageto evidence the cost of the Public
Improvements, such records to include, but not be limited to,
all invoices for the claimed Public Improvements, all
contracts with the Developer’s contractor(s), ,
subcontractor(s), contractor’s affidavits, subcontractor’s
affidavit, lien waivers with invoices, copies of checks and any
other documentation reasonably requested by the Village
and/or in the possession of the Developer;
(viii)The Villagehas validated the costs associated with the
disbursement request;
(ix)The Developer shall post with the Village a maintenance
bond and/or a maintenance letter of credit relative to the
Public Improvements (“Security”).The Securityshall: (w)
consistof TenPercent (10%) of the final costof the
Public Improvements,(x) shall be posted by the Developer
with the Village upon completion of all workon the Public
Improvements,(y) shall be valid and effective for a period of
two (2) years after the final acceptance of the Public
Improvements by the Village, and (z) shall be held by the
Villagefor the purpose of guaranteeing against and securing
the correction of any defect in material or workmanship
furnished forthe Public Improvements, latent in character
and not discernible at the time of final inspection or
acceptance by the Village; and
(x)The Developer is otherwise in compliance with all of the
terms of this Agreement andthe laws and regulations of the
Village, the State of Illinois and the United States of America.
The Village shall pay the Developer amounts set forth in this
Section VI.D.5. within thirty (30) days of a written request from the
Developer for the payment,if the Developer is entitled to receive
such payment in accordance with the terms of this Agreement.
VII.UNDERTAKINGS ON THE PART OF THE VILLAGE
A.TheVillageagrees to:
1.Cooperate with Developer in Developer's attempts to obtain all
necessary approvals, licenses and/or permits from any
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VILLAGEDRAFT –3-2-18
governmental or quasi-governmental entity other than theVillage
and, upon request of Developer, will promptly execute any
applications or other documents (upon their approval by theVillage)
which Developer intends to file with such other governmental
agencies, quasi-governmental agencies and/or utility companies in
regard to the Project.
2.Waive the fee for the connection of the Property to the Village’s
water supply and sanitary sewer supply occurring during the
construction of the Project.
3.Waive building permit, inspection, and occupancy permit fees,
which waiver shall operate to reduce, dollar for dollar, the TIF
reimbursement amount due and owing to Developer.
B.TheVillageshall 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), curb cut permits, or other
approvals, permits and/or licenses necessary for the construction of the
Project. Approval of any building approvals and/or permit applications
and/or engineering plans and/or operating licenses (including liquor
licenses, subject to the applicant therefor being qualified to receive same
under both State law and theVillage’s ordinances) 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 fullyconform with all applicable State statutes and also
allVillageordinances and codes, as well as receipt of all required building
approvals from any federal, state, regional or county agencies having
applicable jurisdiction.
VIII.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 Project:
A.Use of Funds.The Developer shall use Incremental Property Taxes
solely for TIF Eligible Redevelopment Costs.
B.Constructions in Accordance with Approvals and Laws.The
Developer shall construct the Project materially and substantially in
conformance with the approvals therefor from theVillage. The Developer
shall pay or cause to be paid all building-related fees required by the
VillageCode, except as waived or modified in this Agreement. The
Developer shall at all times acquire, install, construct, operate and
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VILLAGEDRAFT –3-2-18
maintain the Project in substantial conformance with all applicable laws,
rules, ordinances, and regulations. All work with respect to the 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 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 Project and/or during the term of this Agreement.
C.Construction Staging.During the initial construction of the Projectas
herein contemplated, the Developer shall stage its construction of the
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 cleanand such condition is not
remedied within twenty four (24) hours of written notice to Developer, the
Developer shall pay theVillagethe sum of Two Hundred Fifty and No/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 Project on the Property.
D.Sufficient Funds.Developer shall submit written evidence to theVillage,
in a form and substance reasonably satisfactory to theVillage, that
Developer has access to sufficient funds to pay any costs of the Project
within ninety (90) days after the Effective Date. 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 Project.
E.Meetings with Village.Developer shall meet with the Corporate
Authorities andVillagestaff and make presentations to the Corporate
Authorities andVillagestaff as reasonably requested by theVillageMayor
orVillage Managerin order to keep theVillageapprised of the progress of
the Project.
F.Due Diligence Period.The Developer shall have a period of ________
(__) days after the Effective Date (the “Due Diligence Period”) to perform
investigations of the Village Property, including, but not limited to
environmental investigations, and determine, in Developer’s sole and
absolute discretion, whether the Village Property is suitable for Developers
use. Developer shall have the right to terminate this Agreement, at any
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VILLAGEDRAFT –3-2-18
time prior to the expiration of the Due Diligence Period, as a result of an
adverse environmental condition on the Village Property, which is
discovered by the Developer and which either prevents the construction of
the Project by the Developer, in Developer’s reasonable judgment, or
materially increases the cost of the construction of the Project.
G.Easement.The Developer shall grant the Village a public use and public
access easement for the area labeled as “Easement Area”in EXHIBIT H,
attached hereto and made a part hereof, which relates to the ramp and
lower level drive aisle of the Project (“Easement”), to ensure access to the
ramp and lower level drive aisle to accommodate a possible garage
connection to a future development adjacent to the east of the Project.
The Developer shall execute the Easement in a form provided by the
Village, when requested by the Village.The Easement shall be recorded
on title to the Propertyat the Developer’s cost and expense, and shall run
with title to the Propertythereafter.
IX.ADDITIONAL COVENANTS OF DEVELOPER
A.ContinuedExistence.Developer 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 Developer maintains an interest in the
Property or has any other remaining obligation pursuant to the terms of
this Agreement, whicheveris the first to occur.
B.Further Assistance and Corrective Instruments.TheVillageand
Developer agree that they will, from time to time, execute, acknowledge
and deliver, or cause to be executed, acknowledged and delivered, such
supplements hereto andsuch further instruments as may be reasonably
required for carrying out the intention of or effectuate or facilitating the
performance of this Agreement to the extent legally permitted and within
theVillage's and the Developer's sound legal discretion.
C.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 theVillage, or
any other Person connected with theVillage, 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 theVillage.
D.Disclosure.Concurrently with execution of this Agreement, Developer
shall disclose to theVillagethe 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
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VILLAGEDRAFT –3-2-18
theVillage. Developer further agrees to notify theVillagethroughout the
term of this Agreement of the names, addresses and ownership interests
of any changes ofowners of the Developer.
E.Prevailing Wage.Developer shall comply with the Illinois Prevailing
Wage Act. 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 the obligations imposed
on it by this Section IX.E.
F.Open Book.The Project shall be an “open book” project, meaning that
the Developer and the general contractor (or contractors, if more than
one) will assure continuing access to the Village’sagents at Developer or
general contractor’s officefor the purpose of reviewing and auditing their
respective books and records relating to any item necessary to determine
the costs of the Project; provided, however, that all such access shall be
limited to normal business hours upon reasonable prior notice and shall
not occur more frequently than once per calendar quarter. The foregoing
Villagereview rights shall terminate one (1) year after the issuance of the
Certificate of Project Completion with respect to costs for the Project,
unless the Developerhas failed to make available any such books and/or
records requested in writing by the Village. Developer shall provide to the
Village copies of any partnership agreements, limited liability company
operating agreements, corporate by-laws or joint venture agreements
pertaining to the Property to which the Developer is a party; provided that
the Developer may, (if Developer has previously provided the Village not
less than thirty (30) days to review such confidential financial materials),
remove from the copies of such agreements any confidential financial
information previously disclosed to the Village and not since changed in
form or substance and the Village shall keep such agreements
confidential, to the maximum extent permitted by law. All documents made
available for review or providedto the Villagepursuant to this Section may
beproprietary, privileged and confidential and are provided to the Village
subject to the protections from disclosure set forth in Section 7(g) of the
Freedom of Information Act (5 ILCS 140/7 (g)).Failure to provide the
corporate documents or allow review of the financial books within fifteen
(15) days after request by the Village shall be an Event of Default.
Developer shall exercise prudence and good faith in attempting to contract
with persons or entities that are reputable and experienced in their
respective areas for the provision of services or material for the design
and construction of Project at costs not in excess of market rates. The
general contractor (or general contractors) designated by Developer shall
be experienced and reputable.
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VILLAGEDRAFT –3-2-18
X.ADHERENCE TO VILLAGECODES AND ORDINANCES
Except as otherwise provided for in this Agreement, all development and
construction of the 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 theVillage
and all other germane codes and ordinances of theVillagein effect from time to
time during the course of construction of the Project. The Developer, by
executing this Agreement, expressly warrants that it has examined and is familiar
with 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 ordinances, and the like, currently in effect.
XI.SPECIAL CONDITIONS
A.Certificate of Project Completion.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 anyVillagecodes with respect to Developer’s construction
obligations, any of which have not been cured, and after theVillagehas
issued the final certificate of occupancy for the proposed building on the
Property, and has confirmed that the proposed building on the Property
has been constructed in substantial and material compliance with all
Villagecodes and this Agreement, theVillageshall deliver a certificate of
completion and satisfaction of all construction terms, covenants and
conditions contained in this Agreement (the “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.The date the Certificateof Project Completion is issued shall
be the “CompletionDate.”
B.Certification of Developer’s Project Cost.Within thirty (30) days of the
issuance of the Certificate of Project Completion, the Developer shall
certify, in writing, to theVillage, the amount spent by the Developer
(inclusive of all hard and soft costs) to complete the Project,and an
estimate ofthe number of jobs to be generated or created by the Project.
The sworn statement(s) for construction loan draws relative to the Project
shall be provided to the Village with the submittal called for herein.
C.Employment Opportunities.To the extent feasible, the Developer shall
makereasonable efforts to notifyVillageresidents of employment
opportunities that are available relative to the Project, and, to the extent
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VILLAGEDRAFT –3-2-18
permitted by law, make reasonable efforts to employ qualified residents of
theVillagein relation to the Project.
XII.REPRESENTATIONS AND WARRANTIES OF DEVELOPER
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:
A.Existence and Authority.Developer is an Illinois corporation, 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 termsof 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 Project.
B.No Conflict.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 resultin 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 approval), any organizational documents, any
restriction, agreement or instrument to which Developer or any of its
partners, directors, or venturers is now a party or by which Developer or
any of its partners, directors or venturers is bound, or constitutes a default
under any of the foregoing, or results in the creation or imposition of any
prohibited lien, charge or encumbrance whatsoever upon any of the
assets or rights of Developer, any related party or any of its partners,
directorsor venturers under the terms of any instrument or agreement to
which Developer, any related party or any of its partners, directorsor
venturers is now a party or by which Developer, any related party or any of
its partners, directorsor venturers is bound.
C.Adequate Resources.Developer has, or will have within sixty (60) days
of the Acquisition Date,sufficient financial and economic resources to
implement and complete Developer's obligations contained in this
Agreement.
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VILLAGEDRAFT –3-2-18
D.No Adverse Notices.Developer represents and warrants that it has not
received any notice from any local, State or federal official that the
activities of Developer with respect to the Property and/or the Project may
or will be in violation of any environmental law or regulation. Developer is
not aware of any State or federal claim filed or planned to be filed by any
Party relating to any violation of any local, State or federal environmental
law, regulation or review procedure, and Developer is not aware of any
violation of any local, State or federal law, regulation or review procedure
which would give any person a valid claim under any State or federal
environmental statute.
E.Experience.Developer represents and warrants to theVillagethat
Developer, and its respective principals, are experienced in the
development and operation of mixed use developmentssimilar or
comparableto the Project,and are able to provide the Project with the
necessary skill, knowledge and expertise as well as input from other
experts and consultants in the construction and operation of such a
Project.
F.Payment of Real Estate Taxes.Developer and successor owners agree
to pay or cause to be paid all general and special real estate taxes levied
during their respective period of ownership against their respective interest
in the Project on or prior to the date same is due and said taxes shall not
become delinquent. Developer and successor owners shall deliver
evidence of payment of such taxes to theVillageupon request.
G.No Broker.Developer represents and warrants to theVillagethat, in
connection with this transaction, 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 this transaction.
XIII.REPRESENTATIONS AND WARRANTIES OF THE VILLAGE
TheVillagerepresents, warrants and agrees as the basis for the undertakings on
its part herein contained that:
A.Existence.TheVillageis an Illinois home rule municipal corporation duly
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.Authority.The execution, delivery and performance of this Agreement
and the consummation by theVillageof the transactions provided for
herein and the compliance with the provisions of this Agreement:
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VILLAGEDRAFT –3-2-18
1.have been duly authorized by all necessary corporate action on the
part of theVillage;
2.require no other consents, approvals or authorizations on the part
of theVillagein connection with theVillage'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 theVillageis subject.
C.Litigation.To the best of theVillage's knowledge, there are no
proceedings pending or threatened against or affecting theVillageor the
TIF District in any court or before any governmental authority which
involves the possibility of materially or adversely affecting the ability of the
Villageto perform its obligations under this Agreement, except for the
case of Board of Education of Township High School District No. 214 v.
Village of Mount Prospect, 2017 CH 08478, pending in the Circuit Court of
Cook County.
D.Adequate Resources.TheVillagehas sufficient financial and economic
resources to implement and complete theVillage’s obligations contained
in this Agreement.
E.No Broker.TheVillagerepresents and warrants to the Developer that, in
connection with this transaction, no third-party broker or finder has been
engaged or consulted by it, or its subsidiaries or agents or employees, or,
through such theVillage’s actions (or claiming through such party), is
entitled to compensation as a consequence of this transaction.
XIV.INSURANCE
A.Insurance Coverages.The Developer, and any successor in interest to
the Developer, shall obtain and continuously maintain insurance on the
Property and the Project and, from time to time at the request of the
Village, furnish proof to theVillageevidence 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 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 Project at the date of
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VILLAGEDRAFT –3-2-18
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 theVillageand its officers, agents 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, anumbrella excess liability
policy may be used), written on an occurrence basis.
3.Workers compensation insurance, with statutory coverageif
applicable to the Developer.
B.Continuity of Insurance.All insurance required in this Section XIV. shall
beobtained 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
Villagemust be named as a cancellation notice recipient. Not less than
fifteen (15) 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 umbrellapolicies, or a combination
thereof, having the coverage required herein.
XV.INDEMNIFICATION, HOLD HARMLESS AND RELEASE PROVISIONS
This Section XV. shall survive the termination of this Agreement.
A.Release.TheDeveloper releases from and covenants and agrees that the
Village, its governing body members, officers, agents, including
independent contractors, consultants, attorneys, servants and employees
thereof (for purposes of this Section XV., collectively the “Village
Indemnified Parties”) shall not be liable for, and agrees to indemnify and
hold harmless theVillageIndemnified 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 Project or the Property 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 theVillageIndemnified Parties;
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VILLAGEDRAFT –3-2-18
provided, that this waiver shall not apply to the warranties made or
obligations undertaken by theVillagein this Agreement.
B.Indemnification.Except for gross negligence or willful misconduct of the
VillageIndemnified Parties, Developer agrees to indemnify theVillage
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 other proceedings
whatsoever by any person or entity whatsoever arising or purportedly
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 Project.
C.Environmental Disclaimer.Except as otherwise set forth herein, the
Villagemakes no warranties or representations regarding, nor does it
indemnify the Developer with respect to, the existence or nonexistence on
or in the vicinity of the Property, 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 onor in the
vicinity of the Property, or within the TIF District, as well as any activity
claimed to have been undertaken on or in the vicinity of the Property, that
would cause or contribute to causing (1) the Property to become a
treatment, storage or disposal facility within the meaning of, or otherwise
bring the Property 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
Property, within the meaning of, or otherwise bring the Property within the
ambit of, CERCLA, or any similar State law or local ordinance, or (3) the
discharge of pollutantsor 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 State law or local
ordinance. Further, theVillagemakes no warranties or representations
regarding, nor does theVillageindemnify the Developer with respect to,
the existence or nonexistence on or in the vicinity of the Project, or
anywhere within the Property or the TIF District, of any substances or
391766_6 25
VILLAGEDRAFT –3-2-18
conditions in or on the Property, 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. TheVillagemakes no representations or
warranties regarding the existence of any above ground or underground
tanks in or about the Property, or whether any above or underground
tanks have been located under, in or about the Property have
subsequently been removed or filled. TheVillagewarrants and represents
to Developer that it has not received notice, other than as already
provided to the Developer by theVillagein the environmental reports
provided to the Developer by theVillage, from any agency, individual or
entity of any violation of any environmental law relating to any Hazardous
Substances affecting the Property.
D.Waiver.The Developer waives any claims against theVillageIndemnified
Parties, and their members and boards, for indemnification, contribution,
reimbursement or other payments arising under federal, State and
common law relating to the environmental condition of the land comprising
the Property.
E.No Personal Liability.No liability, right or claim at law or inequity shall
attach to or shall be incurred by theVillage’s Mayor,Trustees, officers,
officials, attorneys, agents and/or employees, and any such rights or
claims of the Developer against theVillage’s Mayor,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
the Agreement by theVillage.
XVI.EVENTS OF DEFAULT AND REMEDIES
A.DeveloperEvents of Default.The following shall be Events of Default
with respect to this Agreement:
1.If any material representation made by Developer in this
Agreement, or in any certificate, notice, demand or request made
by a Party hereto, in writing and delivered to theVillagepursuant 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 Developerdoes not remedy the default, within thirty
(30) days after written notice from theVillageand in any event
(subject to Uncontrollable Circumstances)cures such default within
ninety (90) days after such notice.
2.Default by Developer for a period of thirty (30) days after written
notice thereof in the performance or breach of any material
391766_6 26
VILLAGEDRAFT –3-2-18
covenant contained in this Agreement concerning the existence,
structure or financial condition of 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
Developer, within said thirty (30) days, initiates and diligently
pursues appropriate measures to remedy the default and in any
event (subject to UncontrollableCircumstances) cures such default
within ninety(90) days after such notice.
3.Default by Developer 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 Developer, within said thirty (30) days initiates and
diligently pursues appropriate measuresto 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 Developer in an involuntary
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 appointing a receiver, liquidator,
assignee, custodian, trustee, sequestrator (or similar official) of
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 unstayed and in effect for a period of forty five
(45) consecutive days.
5.The commencement by 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 Developer to the appointment of or
taking possession by a receiver, liquidator, assignee, trustee,
custodian, sequestrator (or similar official) of Developer or of any
substantial part of the Property, or the making by any such entity of
any assignment for the benefit of creditors or the failure of
Developer generally to pay such entity’s debts as such debts
become due or the taking of action by Developer in furtherance of
any of the foregoing, or a petition is filed in bankruptcy by others.
6.Failure to have funds as timely required to meet Developer’s
obligationsto construct the Project and obtain a Certificate of
Project Completion.
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VILLAGEDRAFT –3-2-18
7.A sale, assignment, or transfer of the Project, except in accordance
with this Agreement.
8.Material change in the managementof Developer, except in
accordance with this Agreement.
9.Developer abandons the Project on the Property. Abandonment
shall be deemed to have occurred when work stops on the Property
for more than thirty (30) consecutive days for any reason other than
Uncontrollable Circumstancesand such work is not resumed within
ninety(90) days of written demand by the Village.
10.Prior to issuance of the Certificate of Project Completion, Developer
fails to comply with applicable governmental codes and regulations
in relation to the construction and maintenance of the 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 Eventof 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 Developer is not true for a
period of thirty (30) days after written notice from theVillage;
provided, however, that such default or breach shall notconstitute
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.
B.VillageEvents of Default.The following shall be Events of Default with
respect to this Agreement:
1.If any material representation made by theVillagein this
Agreement, or in any certificate, notice, demand or request made
by a Party hereto, in writing and delivered to 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 theVillagedoes not remedy the default, within thirty
(30) days after written notice from Developer and in any event
(subject to Uncontrollable Circumstances)cures such default within
ninety (90) days after such notice.
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VILLAGEDRAFT –3-2-18
2.Default by theVillagein the performance or breach of any material
covenant contained in this Agreement concerning the existence,
structure or financial condition of theVillage; provided,however,
that such default or breach shall constitute an Event of Default only
if theVillagedoes not, within thirty (30) days after written notice
from 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 theVillagein 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 theVillage, commences cure within thirty (30) days after
written notice from 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 theVillageis not true for a
period of thirty (30) days after written notice from 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 theVillage, 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.1.,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.
2.In case a Party shall have proceeded to enforce its rights under this
Agreement and such proceedings shall have been discontinued or
391766_6 29
VILLAGEDRAFT –3-2-18
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 Developer
and theVillageshall continue as though no such proceedings had
been taken.
3.In no event shall either Party be liable to the other for any
consequential or punitive damages suffered as a result of a default
under this Agreement.
D.Agreement to Pay Attorneys’ Fees and Expenses.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
of performance or observance of any obligation or agreement herein
contained, the non-prevailing Party shall pay, on demand, the prevailing
Party’s reasonable fees of suchattorneys and such other reasonable
expenses in connection with such enforcement action. This Section XVI.D.
shall survive the termination of this Agreement.
E.No Waiver by Delay or Otherwise.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
exercise of the remedies provided in this Agreement because of concepts
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 the Agreement shall be considered a
waiver of any rights except if expressly waived in writing.
F.Rights and Remedies Cumulative.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.
G.Legal and 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 theevent that any third
party or parties institute any legal proceedings against the Developer
and/or theVillage, which relate to the terms of this Agreement, then, in
that event, the Parties shall cooperate in the defense of any such lawsuit,
391766_6 30
VILLAGEDRAFT –3-2-18
with each Party assuming, fully and vigorously, its own defense of such
lawsuit, and all costs and expenses of its own defense, of whatever nature
(including attorney’s fees), and the Parties shall negotiate in good faith to
amend this agreement to allow for the costs of defense of such legal
proceedings to be paid for from Incremental Property Taxes and to
increase the Funding Cap to allow for the payment of such costs.This
Section XVI.G. shall survive the termination of this Agreement.
XVII.EQUAL EMPLOYMENT OPPORTUNITY
A.No Discrimination.Developer shall comply with all federal, state and
local laws relating to equal employment opportunity. To the extent
permitted by law, Developer shall use reasonable efforts to employ
qualified residents of theVillage as toany direct hires by the Developer, if
applicable.
B.Advertisements.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 considerationfor employment without
regard to race, color, religion, sex or national origin.
C.Contractors.Any contracts made by Developer with any general
contractor, agent, employee, independent contractor or any other Person
in connection with the construction of the Project shall contain language
similar to that recited in subsections A. and B. above. The Developer shall
make reasonable efforts to incorporate language similar to that recited in
subsections A. and B. in any leases made by Developer in connectionwith
the Project.
XVIII.MISCELLANEOUS PROVISIONS
A.Cancellation.Notwithstanding any terms in this Agreement to the
contrary, in the event Developer or theVillageshall be prohibited, in any
material respect, from performing covenants and agreementsor enjoying
the rights and privileges herein contained, or contained in the TIF Plan,
including Developer's duty to build the Project and operate the Project, by
the order of any court of competent jurisdiction, or in the event that all or
any part of theAct or any ordinance adopted by theVillagein connection
with the 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 Project or the covenants and
agreements or rights and privileges of Developer or theVillage, 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
portionof the Project materially affected) by giving written notice thereof to
the other Parties withinone hundred twenty(120) days after such final
391766_6 31
VILLAGEDRAFT –3-2-18
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
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)
registeredor certified first class mail, postage prepaid, return receipt
requested.
If to Village:Arlene Juracek, Mayor
Village of Mount Prospect
50 S. Emerson Street
Mount Prospect, Illinois 60056
Email: ajuracek@mountprospect.org
With a copy to:Michael Cassady, Village Manager
Village of Mount Prospect
50 S. Emerson Street
Mount Prospect, Illinois 60056
Email: mcassady@mountprospect.org
and:Klein, Thorpe and Jenkins, Ltd.
20 North Wacker Drive, Suite 1660
Chicago, Illinois 60606-2903
Attention: Lance C. Malina /Gregory T. Smith
Email: lcmalina@ktjlaw.com/gtsmith@ktjlaw.com
If to Developer:Nicholas and Associates, Inc.
1001 Feehanville Drive
Mt Prospect, IL 60056
Attn: Nick Papanicholas
Email:nickjr@nicholasquality.com
With a copy to:Schain, Banks, Kenny & Schwartz
70 W. Madison Street, Suite 5300
Chicago, IL 60602
Attn: Robert C. Kenny
Email:rkenny@schainbanks.com
391766_6 32
VILLAGEDRAFT –3-2-18
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
uponsuch 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 (48) hours following deposit in the
mail.
C.Time is of the 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.Integration.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 lessthan two (2) counterparts, each of which
shall be an original and each of which shall constitute but one and the
same Agreement.
F.Recordation of Agreement.The Parties agree to record this Agreement
with the Cook County Recorder’s Officeagainst titleto the Property. The
Villageand the Developer shall equally share the cost of the recording
charges.The Developer’s rights and obligations in this Agreement are
covenants running with title to the Property and successor owners of the
Property shall be and are bound by this Agreement to the same extent as
Developer.
G.Severability.If any provision of this Agreement, or any Section,
sentence, 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 / Venue.This Agreement shall be governed by and
construed in accordance with the laws of the State of Illinois,and any
391766_6 33
VILLAGEDRAFT –3-2-18
court proceedings between the Parties hereto shall be brought in Cook
County, Illinois.
I.Entire Contract and Amendments.This Agreement (together with the
exhibits attached hereto) is the entire contract between theVillageand the
Developer relating to the subject matter hereof, supersedes all prior and
contemporaneous negotiations, understandings and agreements, written
or oral, between theVillageand the Developer, and may notbe modified
or amended except by a written instrument executed by the Parties
hereto.
J.Third Parties.Nothing in this Agreement, whether expressed or implied,
is intended to confer any rights or remedies under or by reason of this
Agreement on any other Person other than theVillageand the Developer,
nor is anything in this Agreement intended to relieve or discharge the
obligation or liability of any third parties to theVillageand the Developer,
nor shall any provision give any third parties any rights of subrogation or
action over or against theVillageor the Developer. This Agreement is not
intended to and does not create any third party beneficiary rights
whatsoever.
K.Waiver.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 waiver 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.Cooperation and Further Assurances.TheVillageand the Developer
each covenant and agree that each will do, execute, acknowledge and
deliver or cause to 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 theVillageor the Developer, or other
appropriate Persons, all and singular the rights, property and revenues
covenanted, agreed, conveyed, assigned, transferred and pledged under
or in respect of this Agreement.
M.No Joint Venture, Agency or Partnership Created.Nothing in this
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 Liability of Officials of theVillageor the Developer.No
covenant or agreement contained in this Agreement shall be deemed to
391766_6 34
VILLAGEDRAFT –3-2-18
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 theVillageor the
Developer, in his or her individual capacity, and no elected official, officer,
partner, member, director, agent, employee or attorney of theVillageor
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.
O.Repealer.To the extent that any ordinance, resolution, rule, order or
provision of theVillage'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.
P.Term.This Agreement shall remain in full force and effect until the
termination of the Redevelopment Project Area, except with regard to
Section VI.D.2(iv), which shall continue in effect, if the Property Tax
Backstop is being paid, until the expiration of the Village’s obligation to
pay the Property Tax Backstop.
Q.Estoppel Certificates.Each of the Parties hereto agrees to provide the
other, upon not less than fifteen (15)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 either 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.Assignment.This Agreement, and the rights and obligations hereunder,
may not be assigned by Developer prior to the date the Village issues
Developer a Certificate of Project Completion, unless the Villageconsents
in writing to such assignmentwhich consent shall not be unreasonably
withheld or delayed, and unless the assignee consents in writing to be
bound by the terms of this Agreement.Thereafter, Developer may sell or
transfer the Property, and assign its right, duties and obligations
hereunder, without the consent or approval of the Village.
S.Municipal Limitations.AllVillagecommitments hereunder are limited to
the extent required by law.
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VILLAGEDRAFT –3-2-18
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed on or as of the day and year first above written.
VILLAGE OF MOUNT PROSPECT,
an Illinois home rule municipal corporationATTEST:
By:_______________________________By:________________________
Arlene Juracek,Mayor Karen Agoranos, Deputy Village Clerk
____________________________________
an Illinois limited liability company
By:_______________________________
________________,Manager
391766_6 36
VILLAGEDRAFT –3-2-18
ACKNOWLEDGMENT
State of Illinois)
) SS
County of Cook)
I, 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 Deputy Village Clerk of theVillage 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 Deputy 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, andas the free and voluntary
act and deed of said Illinois home rule municipal corporation, for the uses and purposes
therein set forth.
GIVEN under my hand and official seal, this _____ day of _______________,
201_.
_____________________________________
Notary Public
391766_6 37
VILLAGEDRAFT –3-2-18
ACKNOWLEDGMENT
State ofIllinois)
) SS
County of Cook)
I, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that ____________________personally known to me to be the
Manager,of _______________, 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/she signed and delivered
the said pursuant to authority given by thelimited liability company, as his/her free and
voluntary act, and as the free and voluntary acts and deeds of saidlimited liability
company, for the uses and purposes therein set forth.
GIVEN under my hand and official seal, this _____ day of _______________,
201_.
________________________________
Notary Public
391766_6 38
VILLAGEDRAFT –3-2-18
EXHIBIT A-1
Prospect and Main TIF District
Legal Description
Legal Description:
THAT PART OF SECTIONS 11 & 12 IN TOWNSHIP 41 NORTH, RANGE 11EAST AND
SECTIONS 33 & 34 IN TOWNSHIP 42 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL
MERIDIAN, IN COOK COUNTY, ILLINOIS, BOUNDED AND DESCRIBED ASFOLLOWS:
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 THESOUTHEAST QUARTER OF SECTION
12 AND THE CENTER LINE OF MT. PROSPECT ROAD TO THE SOUTHWESTERLY LINE
OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY, BEING ALSO THE
NORTHEASTERLY LINE OF PROSPECT AVENUE;
THENCE SOUTHWESTERLY TO THE INTERSECTION OF THE WEST LINE OF MT.
PROSPECT ROAD WITH THE SOUTHWESTERLY LINE OF PROSPECT AVENUE;
THENCE NORTHWESTERLYALONG SAID SOUTHWESTERLY LINE OF PROSPECT
AVENUE TO THE WEST LINE OF THE EAST 205 FEET OF LOT 1 IN GLEICH’S INDUSTRIAL
PARK, A SUBDIVISION OF PART OF THE WEST HALF OF THE NORTHEAST QUARTER
AND PART OF THE WESTHALF OF THE SOUTHEAST QUARTER OF SECTION 12
AFORESAID;
THENCE SOUTH ALONG SAID WEST LINE OF THEEAST 205 FEET OF LOT 1 IN GLEICH’S
INDUSTRIAL PARK TO THE SOUTHERLY LINE OF LOT 1 AFORESAID;
THENCE NORTHWESTERLYALONG 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;
THENCE SOUTH ALONG SAID EAST LINE OF WILLIAM STREET TO THE SOUTH LINE OF
SHA-BONEE TRAIL;
391766_6 39
VILLAGEDRAFT –3-2-18
THENCE WEST ALONG SAIDSOUTH LINE OF SHA-BONEE 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 SAID SOUTH LINE OF COUNCIL TRAIL TO THE SOUTHERLY
EXTENSION OF THE EAST LINE OF LOT12 IN ELLENDALE, A SUBDIVISION IN THE
SOUTHWEST QUARTER OFSECTION 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 LINE OF LOT12 IN ELLENDALE TO THE EAST LINE
OF LOT 3 IN ELLENDALE AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOT3 IN ELLENDALE AND THE
NORTHERLY EXTENSION THEREOF TO THE NORTHLINE OF MOEHLING DRIVE;
THENCE WEST ALONG SAID NORTH LINE OF MOEHLING DRIVE AND THE WESTERLY
EXTENSIONTHEREOF TO THE WESTLINE OF MAPLE STREET;
THENCE NORTH ALONG SAID WEST LINE OF MAPLE STREET TO THE NORTH LINE OF
THE SOUTH 270 FEET OF LOT 2 IN ETHEL BUSSE’S SUBDIVISION OF PART OF THE
EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID;
THENCE WEST ALONG SAID NORTH LINE OF THE SOUTH 270 FEET OF LOT 2 INETHEL
BUSSE’S SUBDIVISION TO THE EAST LINE OF LOTS 35 THRU 42 IN BUSSE’S
RESUBDIVISION OF LOT“A” IN BLOCK 11 IN BUSSE & WILLE’S RESUBDIVISION IN MT.
PROSPECT AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOTS 35THRU 42 IN BUSSE’S
RESUBDIVISION TO THEEAST LINE OF LOT 2 IN MILLER RESUBDIVISION OF LOTS 1 TO
3 & 43 IN BUSSE’S SUBDIVISION OF LOT “A”IN BLOCK 11 IN BUSSE & WILLE’S
RESUBDIVISION IN MT.PROSPECT AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOT 2 INMILLER RESUBDIVISION TO THE
SOUTHWESTERLY LINE OF PROSPECT AVENUE;
THENCE NORTHWESTERLYALONG SAID SOUTHWESTERLY LINE OF PROSPECT
AVENUE TO THE WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISIONAFORESAID;
THENCE SOUTHEASTERLYALONG SAIDWESTERLY LINE OF LOT 2 IN MILLER
RESUBDIVISION TO A BEND THEREIN;
THENCE SOUTH ALONG SAID WESTERLY LINE OFLOT 2 IN MILLER RESUBDIVISION TO
THE NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT3 IN MILLER RESUBDIVISION TO THE
MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION AFORESAID;
391766_6 40
VILLAGEDRAFT –3-2-18
THENCE SOUTH ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER
RESUBDIVISION TO A BEND THEREIN;
THENCE SOUTHEASTERLYALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN
MILLER RESUBDIVISIONTO THE EAST LINE THEREOF, AND THE NORTHLINE OF LOT
42 IN BUSSE’S RESUBDIVISION AFORESAID;
THENCE WEST ALONG SAID NORTH LINE OF LOT42 IN BUSSE’S RESUBDIVISION AND
THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF EMERSON STREET;
THENCE NORTH ALONG SAID WEST LINE OF EMERSON STREET TO THE SOUTH LINE
OF LOT 11 IN BUSSE’SRESUBDIVISION AFORESAID;
THENCE WEST ALONG SAID SOUTH LINE OF LOT11 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 RIGHT OF 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 LOT5 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 LOT24 IN BLOCK 4 IN MEIER’S ADDITION
TO MT. PROSPECT TO THE WEST LINE OF THE 20 FOOT WIDE ALLEY EAST OF WILLE
STREET;
THENCE NORTH ALONG SAID WEST LINE OF THE20 FOOT WIDE ALLEY EAST OF WILLE
STREET TO THE SOUTH LINE OF EVERGREEN AVENUE;
THENCE WEST ALONG SAID SOUTH LINE OF EVERGREEN AVENUE TO THEWEST 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 TO6, INCLUSIVE, OF RESUBDIVISION
OF LOTS 1 TO 6, INCLUSIVE, IN BLOCK 4, ALOS OF LOTS 2 & 3 INBLOCK 5, ALL OF
BLOCK 6, LOT 13 TO 24, INCLUSIVE, IN BLOCK 7, LOTS 17 TO 20 IN BLOCK 8 ALL IN
MEIER’S ADDITION TO MT. PROSPECT IN THE NORTHWESTQUARTER OF SECTION 12
AFORESAID;
THENCE WEST ALONG SAID SOUTH LINE OF LOT13 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 THESOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY
SOUTHWESTERLY OF PROSPECT AVENUE;
391766_6 41
VILLAGEDRAFT –3-2-18
THENCE NORTHWESTERLYALONG SAID SOUTHWESTERLY LINE OF THE 16FOOT
WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY
EXTENSION THEREOF TOTHE WEST LINE OF PINE STREET;
THENCE NORTH ALONG SAID WEST LINE OF PINE STREET TO THE SOUTHERLY LINE
OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE;
THENCE WEST AND NORTHWESTERLY ALONG SAIDSOUTHERLY LINE OF THE 16
FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE
NORTHWESTERLY EXTENSION THEREOF TO ITS INTERSECTION WITH THESOUTH
LINE OF BUSSE AVENUE;
THENCE WEST ALONG SAID SOUTH LINE OF BUSSE AVENUE TO THE SOUTHERLY
EXTENSION OF THE WEST LINE OF THE 20 FOOT WIDE ALLEY WEST OFELMHURST
AVENUE;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF THE 20
FOOT WIDE ALLEY WESTOF ELMHURST AVENUE TO THE SOUTHWESTERLYLINE OF
THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE;
THENCE NORTHWESTERLYALONG SAID SOUTHWESTERLY LINE OF THE 16FOOT
WIDE ALLEYSOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY
EXTENSION THEREOF TOTHE 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 NORTHWESTERLYALONG 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 8 IN H.ROY BERRYCO.S’ COLONIAL MANOR, A SUBDIVISION OFPART OF THE
NORTHEAST QUARTER OFSECTION 11 AND PARTOF THE NORTHWEST QUARTER OF
SECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID EAST LINE OF LOT8 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 THE16 FOOT WIDE ALLEY SOUTH OF
CENTRAL ROAD TO THE WEST LINE OF THE EAST HALF OF THE NORTHEAST
QUARTER OF SECTION 11 AFORESAID;
391766_6 42
VILLAGEDRAFT –3-2-18
THENCE NORTH ALONG SAID WEST LINE OF THEEAST HALF OF THENORTHEAST
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 THESOUTHEAST QUARTER OF THE
SOUTHEAST QUARTER OFSECTION 33 AFORESAID;
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE SOUTHLINE OF LOT 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 LOT
12 IN MILLERS STATION SUBDIVISION AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOT12 IN MILLERS STATION SUBDIVISION
AND THE NORTHERLY EXTENSION THEREOF TO THE SOUTHWESTERLY LINE OF THE
CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY;
THENCE SOUTHEASTERLYALONG 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 OFSECTION
33 AFORESAID TO THE WESTERLY EXTENSION OF THE NORTH LINE OF HENRY
STREET;
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINEOF HENRY
STREET TO THE EAST LINE OF FAIRVIEW AVENUE;
THENCE SOUTH ALONG SAID EAST LINE OF FAIRVIEW AVENUE TO THE
NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF
NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLYALONG SAID NORTHEASTERLY LINE OF THE 16FOOT WIDE
ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAYTO THE WEST LINE OF
PROSPECT MANOR AVENUE;
THENCE EAST PERPENDICULAR TO THE WEST LINE OF FAIRVIEW AVENUE TO THE
EAST LINE OF PROSPECTMANOR AVENUE;
THENCE SOUTH ALONG SAID EAST LINE OF PROSPECT MANOR AVENUE TO THE
NORTH LINE OF WALNUTSTREET;
THENCE EAST ALONG SAID NORTH LINE OF WALNUT STREET AND THE EASTERLY
EXTENSION THEREOF TOTHE EAST LINE OF RIDGE AVENUE;
391766_6 43
VILLAGEDRAFT –3-2-18
THENCE SOUTH ALONG SAID EAST LINE OF RIDGE AVENUE TO THE NORTH LINE OF
LOT 1 IN FRIEDRICH’SSUBDIVISION OF LOTS4 & 5 IN BLOCK 25 IN PROSPECT MANOR,
A SUBDIVISION OF THESOUTH 3/4 OF THE WEST HALF OF THE WEST HALF OF
SECTION 34 AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN FRIEDRICH’S SUBDIVISION TO
THE WEST LINE OF ELMHURST AVENUE;
THENCE NORTH ALONG SAID WEST LINE OF ELMHURST AVENUE TO THE WESTERLY
EXTENSION OF THE NORTH LINE OF THE PLAT OF CONSOLIDATION OF THE WEST 70
FEET OF LOTS 1 THRU 10 IN BLOCK 3 AND PARTOF 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 LINEOF 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 PLAT OF CONSOLIDATION TO
THE NORTH LINE OF CENTRAL ROAD;
THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE OF
PINE STREET;
THENCE SOUTH ALONG SAID EAST LINE OF PINESTREET TO THE NORTHEASTERLY
LINE OF NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLYALONG SAID NORTHEASTERLY LINE OF NORTHWEST
HIGHWAY TO THE WESTERLY LINE OF LOT 3 INCLOCK TOWER PLACE RESUBDIVISION
OF LOTS 18 & 19 AND THE NORTH 22 FEET OFLOT 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 QUARTEROF SECTION 12 AFORESAID;
THENCE NORTHEASTERLYALONG SAID WESTERLYLINE OF LOT 3 IN CLOCK TOWER
PLACE RESUBDIVISION 38.06 FEET TO A BENDTHEREIN;
THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWERPLACE
RESUBDIVISION 28.07 FEET TO A BEND THEREIN;
THENCE NORTHEASTERLYALONG SAID WESTERLYLINE OF LOT 3 IN CLOCK TOWER
PLACE RESUBDIVISION 18.61 FEET TO A BENDTHEREIN;
THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWERPLACE
RESUBDIVISION 30.63 FEET TO A BEND THEREIN;
THENCE NORTH ALONG SAID WESTERLY LINE OFLOT 3 IN CLOCK TOWER PLACE
RESUBDIVISION 65.92 FEETTO THE NORTH LINE THEREOF;
THENCE EAST ALONG SAID NORTH LINE OF LOT3 IN CLOCK TOWER PLACE
RESUBDIVISION TO THEWEST LINE OF WILLE STREET;
391766_6 44
VILLAGEDRAFT –3-2-18
THENCE EAST TO THE EAST LINE OF WILLE STREET AT THE SOUTHWEST CORNER OF
LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION OF SUNDRY LOTS AND VACATED
ALLEYS OF VARIOUS SUBDIVISIONS IN THE WEST HALF OF THE NORTHWEST
QUARTER OF SECTION 12 AFORESAID;
THENCE EAST ALONG THE SOUTH LINE OF LOT 1 IN PROSPECT PLACE PLAT OF
RESUBDIVISION TO THEEAST LINE THEREOF;
THENCE NORTH ALONG SAID EAST LINE OF LOT 1 IN PROSPECT PLACE PLAT OF
RESUBDIVISION TO THESOUTH LINE OF CENTRAL ROAD;
THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE SOUTHERLY
EXTENSION OF THE WEST LINE OF LOT 1 IN TRAPANI’S RESUBDIVISION OF LOT “A” IN
BLOCK 1 INTHE ERNST BUSSE ADDITION TO MT. PROSPECT AND LOT “A” IN
HILLCREST SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 34AFORESAID;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF LOT 1,
AND THE WEST LINE OFLOT 2 IN TRAPANI’S RESUBDIVISION AND THE NORTHERLY
EXTENSION THEREOF TOTHE NORTH LINE OF HENRY STREET;
THENCE EAST ALONG SAID NORTH LINE OF HENRY STREET TO THE EAST LINE OF
MAIN STREET;
THENCE SOUTH ALONG SAID EAST LINE OF MAIN STREET TO THE NORTH LINE OF
CENTRAL ROAD;
THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE OF
EMERSON STREET;
THENCE SOUTH ALONG SAID EAST LINE OF EMERSON STREET TO THE NORTH LINE
OF LOT 13 IN BLOCK 5IN BUSSE & WILLE’S RESUBDIVISION IN MT.PROSPECT IN THE
EAST HALF OF THE NORTHWEST QUARTER OFSECTION 12 AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT13 IN BLOCK 5 IN BUSSE & WILLE’S
RESUBDIVISION IN MT.PROSPECT TO THE EAST LINE THEREOF;
THENCE SOUTH ALONG SAID EAST LINE OF LOT13 IN BLOCK 5 IN BUSSE & WILLE’S
RESUBDIVISION IN MT.PROSPECT TO THE NORTH LINE OF BUSSE AVENUE;
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 INBUSSE & WILLE’S RESUBDIVISION IN MT. PROSPECT
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT9 IN BLOCK 11 IN BUSSE & WILLE’S
RESUBDIVISION IN MT.PROSPECT TO THE EAST LINE THEREOF;
391766_6 45
VILLAGEDRAFT –3-2-18
THENCE SOUTH ALONG SAID EAST LINE OF LOT9 IN BLOCK 11 IN BUSSE & WILLE’S
RESUBDIVISION IN MT.PROSPECT TO THE SOUTH LINETHEREOF;
THENCE SOUTHWESTERLYALONG SAID SOUTH LINE OF LOT 9 IN BLOCK11 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 UNITDEVELOPMENT OF LOTS2,
3, 4 & OUT LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1,A RESUBDIVISION
OF LOTS A & B IN THERESUBDIVISION OF LOTS 2 TO 6, PART OF LOT 1 IN THE
SUBDIVISION OF BLOCK10, LOT 16 IN BUSSE’S SUBDIVISION, LOTS 13TO 15 IN BLOCK
11 & PART OF BLOCK 9IN BUSSE & WILLE’S RESUBDIVISION IN MT.PROSPECT IN THE
NORTHWEST QUARTER OFSECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID WESTERLY LINE OFVILLAGE 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 OFVILLAGE 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 SOUTHEASTERLYALONG SAID NORTHEASTERLY LINE OF NORTHWEST
HIGHWAY TO THE NORTHWESTERLY LINE OF LOT1 IN TAX INCREMENT FINANCE
SUBDIVISION NO. 1, ARESUBDIVISION OF PARTS OF BLOCKS 9, 10 & 11 IN BUSSE &
WILLE’S RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12AFORESAID;
THENCE NORTHEASTERLYALONG SAID NORTHWESTERLY LINE OF LOT 1 IN TAX
INCREMENT FINANCE SUBDIVISION NO.1 TO THE NORTHEASTERLY LINE THEREOF;
THENCE SOUTHEASTERLYALONG SAID NORTHEASTERLY LINE OF LOT 1 IN TAX
INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTH LINE OF LOTA IN GEORGE
R. BUSSE’S RESUBDIVISION OF PART OF BLOCK 9 IN BUSSE & WILLE’S
RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOTA IN GEORGE R. BUSSE’S
RESUBDIVISION AND THE EASTERLY EXTENSIONTHEREOF TO THE EASTLINE OF
SCHOOL STREET;
THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE NORTH LINE OF
THE SOUTH HALF OF LOT 33 IN MT. PROSPECTSUBDIVISION IN SECTION 12
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF THESOUTH HALF OF LOT 33 IN MT.
PROSPECT SUBDIVISIONAND THE EASTERLY EXTENSION THEREOF TO THE EAST
LINE OF THE 16 FOOT WIDE ALLEY EAST OF SCHOOL STREET;
391766_6 46
VILLAGEDRAFT –3-2-18
THENCE SOUTH ALONG SAID EAST LINE OF THE16 FOOT ALLEY EAST OF SCHOOL
STREET TO THE NORTH LINE OF LOT 1 IN BRUCE’S RESUBDIVISION IN MT. PROSPECT
OF LOTS 22 TO 27 IN BLOCK 20 IN MT. PROSPECT SUBDIVISION IN SECTION 12
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT1 IN BRUCE’S RESUBDIVISION IN MT.
PROSPECT AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINEOF OWEN
STREET;
THENCE SOUTH ALONG SAID EAST LINE OF OWEN STREET TO THE NORTHWESTERLY
EXTENSION OF THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY
NORTHEASTERLY OF NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLYALONG 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 LINE
OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY;
THENCE EAST AND SOUTHEASTERLY ALONG SAIDNORTHERLY LINE OF THE 16 FOOT
WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAYAND THE SOUTHEASTERLY
EXTENSION THEREOF TOTHE EAST LINE OF EDWARDS STREET;
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 LINE 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 BUSSE’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 SOUTHEASTERLYALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE
ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAYTO THE EAST LINE OFGEORGE
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 LOT17 IN MAPLEWOOD HEIGHTS TO THE
EAST LINE THEREOF;
391766_6 47
VILLAGEDRAFT –3-2-18
THENCE SOUTH ALONG SAID EAST LINE OF LOT17 IN MAPLEWOOD HEIGHTS TO THE
NORTHEASTERLY LINE OF THE 16 FOOT WIDEALLEY NORTHEASTERLYOF
NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLYALONG SAID NORTHEASTERLY LINE OF THE 16FOOT WIDE
ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAYTO THE WEST LINE OFLOT 65 IN
MAPLEWOOD HEIGHTS AFORESAID;
THENCE NORTH ALONG SAID WEST LINE OF LOT65 IN MAPLEWOOD HEIGHTS TO THE
NORTH LINE THEREOF;
THENCE EAST ALONG SAID NORTH LINE OF LOT65 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 THESOUTHEAST QUARTER OF SECTION
12 AFORESAID, BEING ALSO THE CENTER LINEOF MT. PROSPECT ROAD, TO THE
SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY,BEING ALSO THE
NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF
WAY, AND THE POINT OF BEGINNING;
EXCEPTING THEREFROM
THAT PART OF LOT 1 IN DESIDERATA SUBDIVISION OF BLOCK 1 IN BUSSE & WILLE’S
RESUBDIVISION IN MT.PROSPECT IN SECTION12 AFORESAID, LYINGNORTH OF A
LINE DESCRIBED AS FOLLOWS:
BEGINNING ON THE WEST LINEOF SAID LOT 1 AT POINT 246.07 FEET SOUTH OF THE
NORTHWEST CORNER THEREOF;
THENCE EAST PERPENDICULAR TO THE WEST LINE OF SAID LOT 1, A DISTANCE OF
67.34 FEET;
THENCE NORTHEASTERLYALONG A LINE DRAWN PERPENDICULAR TO THE
SOUTHWESTERLY LINE OF LOT 1, A DISTANCE OF 65.76 FEET;
THENCE EAST PERPENDICULAR TO THE WEST LINE OF SAID LOT 1, A DISTANCE OF
55.38 FEET TO THE MOST WESTERLY EAST LINE OF SAID LOT 1, ANDTHE POINT OF
TERMINUS OF SAID LINE;
ALSO EXCEPTING THEREFROM
ALL OF VILLAGE CENTRE PHASE 1-B PLAT OF RESUBDIVISION OF LOTS 6, 7, 8, 9 IN
BLOCK 13 IN BUSSE & WILLE’S RESUBDIVISION IN MT. PROSPECT AND PARTS OF
LOTS 8, 9, 10 IN BLOCK 15 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID;
IN COOK COUNTY, ILLINOIS.
391766_6 48
VILLAGEDRAFT –3-2-18
EXHIBIT A-2
Prospect and Main TIF District
Map
391766_6 49
VILLAGEDRAFT –3-2-18
EXHIBIT B-1
Legal Description of the Village Property
PARCEL 2:
THAT PART OF LOT 2 IN BLOCK 3 IN BUSSE AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT
IN THE WEST 1/2 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD
PRINCIPAL MERIDIAN DESCRIBED AS FOLLOWS: COMMENCING AT A POINT OF INTERSECTION
OF THE WEST LINE OF THE EAST 60 FEET OF SAID LOT 2 WITH THE NORTH LINE OF BUSSE
AVENUE AS DEDICATED BY DOCUMENT NO. 342070; THENCE WESTWARD ALONG THE SAID
NORTH LINE, A DISTANCE OF 50.01 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00
DEGREES 06 MINUTES 53 SECONDS EAST, PARALLEL WITH THE EAST LINE OF SAID LOT 2 IN
BUSSE AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT, 101.08 FEET TO A POINT ON A LINE
THAT IS THE WESTERLYEXTENSION OF THE SOUTHERNMOST LINE OF LOT 2 IN MOUNT
PROSPECT CENTRAL DISTRICT SUBDIVISION OF PART OF THE WEST 1/2 OF SECTION 12,
TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO
THE PLAT THEREOF RECORDED DECEMBER 23, 1949 ASDOCUMENT 1275902; THENCE NORTH
89 DEGREES 35 MINUTES 57 SECONDS EAST, ALONG SAID WESTERLY EXTENSION, 27.00 FEET;
THENCE SOUTH 00 DEGREES 06 MINUTES 44 SECONDS WEST, PARALLEL WITH THE EAST LINE
OF SAID LOT 2 IN BUSSE AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT, 100.88 FEET TO
THE NORTH LINE OF BUSSE AVENUE; THENCE SOUTH 89 DEGREES 10 MINUTES 36 SECONDS
WEST, ALONG THE NORTH LINE OF BUSSE AVENUE, 27.01 FEET TO THE POINT OF BEGINNING,
ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:08-12-102-030 & 058
Common Address: 32 W. Busse Ave.
PARCEL 3:
LOT 1 IN IN MEERSMAN RESUBDIVISION IN MOUNT PROSPECT, BEING A RESUBDIVISION OF
PART OF THE WEST HALF OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE
THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF REGISTERED IN THE
REGISTRAR'S OFFICE OF COOK COUNTY, ON OCTOBER 27, 1986 AS DOCUMENT LR35-61-889,
EXCEPTING THEREFROM THE FOLLOWING TRACT DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 1; THENCE SOUTH 00 DEGREES 06
MINUTES 53 SECONDS WEST, ALONG THE EAST LINE OF SAID LOT 1, A DISTANCE OF 23.07
FEET; THENCE SOUTH 89 DEGREES 35 MINUTES 57 SECONDS WEST 46.73 FEET TO THE WEST
LINE OF SAID LOT 1; THENCE NORTH 00 DEGREES 08 MINUTES 52 SECONDS WEST, ALONG
SAID WEST LINE, 24.71 FEET TO THE NORTH LINE OF SAID LOT 1; THENCE SOUTH 88 DEGREES
23 MINUTES 49 SECONDS EAST, ALONG SAID NORTH LINE, 46.86 FEET TO THE POINT OF
BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:08-12-102-057
Common Address: 34 W. Busse Ave.
391766_6 50
VILLAGEDRAFT –3-2-18
PARCEL 4:
LOT 2 IN MEERSMAN RESUBDIVISION IN MOUNT PROSPECT BEING A RESUBDIVISION OF PART
OF THE WEST HALF OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD
PRINCIPAL MERIDIAN, ACCORDING TO PLAT THEREOF REGISTERED IN THE REGISTRAR'S
OFFICE OF COOK COUNTY, ON OCTOBER 27, 1986 AS DOCUMENT NUMBER LR3561889, EXCEPT
THEREFROM THE FOLLOWING DESCRIBED PROPERTY:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2; THENCE SOUTH 00 DEGREES 06
MINUTES 44 SECONDS WEST, ALONG THE EAST LINE OF SAID LOT 2 A DISTANCE OF 21.32
FEET; THENCESOUTH 89 DEGREES 35 MINUTES 57 SECONDS WEST 23.00 FEET TO THE WEST
LINE OF SAID LOT 2; THENCE NORTH 00 DEGREES 06 MINUTES 44 SECONDS EAST, ALONG
SAID WEST LINE 22.12 FEET TO THE NORTH LINE OF SAID LOT 2; THENCE SOUTH 88 DEGREES
23 MINUTES 49 SECONDS EAST,ALONG SAID NORTH LINE, 23.00 FEET TO THE POINT OF
BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:08-12-102-059
Common Address: 30 W. Busse Ave.
PARCEL 5:
THAT PART OF WEST BUSSE AVENUE AND WILLIE STREET IN THE WEST HALF OF SECTION 12,
TOWNSHIP 41NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS
FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF LOT 1 OF DUNKIN' DONUTS
RESUBDIVISION OF SUBLOT 1 IN THE RESUBDIVISION OF LOTS 4 AND 5 IN BLOCK 16 IN JOHN
MEYN'S SUBDIVISION OF PART OF BLOCK 16 OF MT. PROSPECT, A SUBDIVISION IN THE WEST
HALF OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL
MERIDIAN; THENCE S01°09'25"E ALONG THE WEST LINE OF SAID LOT 1 FOR A DISTANCE OF
14.74 FEET TO A POINT OF CURVE ON THE WEST LINE OFSAID LOT 1; THENCE
SOUTHEASTERLY ALONG A CURVE TO THE LEFT BEING THE WESTERLY LINE OF SAID LOT 1,
SAID CURVE HAVING AN ARC LENGTH OF 37.97 FEET, A RADIUS OF 20.00 FEET, A CHORD
BEARING OF S05°01'24"E AND A CHORD LENGTH OF 32.52 FEET THE SOUTHWESTLY CORNER
OF SAID LOT 1; THENCE N59°23'32"W ALONG THE NORTHWESTERLY EXTENTION OF SAID LOT
1, FOR A DISTANCE OF 69.89 FEET TO A POINT ON A LINE BEING THE SOUTHERLY EXTENTION
OF THE WEST LINE OF LOT 1 IN MEERSMAN RESUBDIVISION IN MOUNT PROSPECT, BEING A
RESUBDIVISIONOF PART OF THE WEST HALF OF SECTION 12, TOWNSHIP 41 NORTH, RANGE
11, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF
REGISTERED IN THE REGISTRAR'S OFFICE OF COOK COUNTY, ON OCTOBER 27, 1986 AS
DOCUMENT LR35-61-889; THENCE N01°06'07"W ALONG SAID WEST LINE OF LOT 1 MEERSMAN
RESUBDIVISION IN MOUNT PROSPECT AS EXTENDED SOUTH FOR A DISTANCE OF 118.03 FEET
TO A POINT ON THE WEST LINE OF SAID LOT 1 MEERSMAN RESUBDIVISION IN MOUNT
PROSPECT, SAID POINT BEING THE NORTHWEST CORNER OF VACATED WILLIE STREET
RECORDED MAY 30, 2000 AS DOCUMENT NUMBER 454455: THENCE SOUTHEASTERLY ALONG A
CURVE TO THE LEFT, BEING THE EASTERLY LINE OF SAID VACATED WILLIE STREET, SAID
CURVE HAVING AN ARC LENGTH OF 34.02 FEET, A RADIUS OF 50.00 FEET, A CHORD BEARING
OF S20°24'06"E AND A CHORD LENGTH OF 33.37 FEET, TO THE SOUTHEAST CORNER OF SAID
VACATED WILLIE STREET, ALSO BEING A POINT ON THE SOUTH LINE OF SAID LOT 1 IN
MEERSMAN RESUBDIVISION AND ALSO BEING THE NORTH LINE OF BUSSE AVENUE AS
DEDICATED PER DOCUMENT NUMBER 342070; THENCE N88°13'21"E ALONG SAID NORTH LINE
OF BUSSE AVENUE FOR A DISTANCE OF 85.25 FEET TO THE SOUTHEAST CORNER OF LOT 2
SAID MEERSMAN RESUBDIVISION IN MOUNT PROSPECT: THENCE S00°50'31"E ALONG THE
SOUTHERLY EXTENTION OF SAID LOT 2 IN MEERSMAN RESUBDIVISION IN MOUNT PROSPECT
391766_6 51
VILLAGEDRAFT –3-2-18
FOR A DISTANCE OF 54.92 FEET; THENCE S59°23'32"E FOR A DISTANCE OF 42.07 FEET TO A
POINT ON THE NORTH LINE OF SAID LOT 1 IN DUNKIN' DONUTS RESUBDIVISION OF SUBLOT 1,
SAID POINT BEING 27.18 FEET WEST OF THE NORTHEAST CORNER OF SAID LOT 1 IN DUNKIN'
DONUTS RESUBDIVISION OF SUBLOT 1; THENCE S88°50'35"W ALONG THE NORTH LINE OF SAID
LOT 1 IN DUNKIN' DONUTS RESUBDIVISION OF SUBLOT 1 FOR A DISTANCE OF 74.59 FEET TO
THE POINT OF BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:NA, (Busse Ave. right of way)
Common Address:NA, (Busse Ave. right of way)
391766_6 52
VILLAGEDRAFT –3-2-18
EXHIBIT B-2
Legal Description of the Adjacent Property
LOT 1 OF DUNKIN' DONUTS RESUBDIVISION OF SUBLOT 1 IN THE RESUBDIVISION OF LOTS 4
AND 5 IN BLOCK 16 IN JOHN MEYN'S SUBDIVISION OF PART OF BLOCK 16 OF MT. PROSPECT, A
SUBDIVISION IN THE WEST HALF OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF
THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS.
P.I.N.: 08-12-107-022
Common Address: 20 W. NW Highway
391766_6 53
VILLAGEDRAFT –3-2-18
EXHIBIT C
Site Plan for the Project
391766_6 54
VILLAGEDRAFT –3-2-18
EXHIBIT D
Detailed Description of the Project
A mixed-use planned unit development (PUD) known as 20 West Apartments consisting
of a six (6) story building, including seventy-three (73) apartments and a two-story
restaurant, and related off-site improvements. The off-site improvements would include
closing off Busse Avenue at Wille Street and installing a roundabout andnorth driveway
to the Village-owned alley, reconfiguring public parking within the Busse Triangle,
expanding angled parking along Wille Street, and installing parallel parking along
Northwest Highway.
391766_6 55
VILLAGEDRAFT –3-2-18
EXHIBIT E
Real Estate Sale Contract
REAL ESTATE SALE CONTRACT
(the “Contract”)
1.This Contract shall be subject to the terms and conditions of the “Redevelopment Agreement for
the 20WEST 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, (the
“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._____________________, a _____ __________ (the "Purchaser") agrees to purchase at a price
of ____________ and 00/100 Dollars ($___________.00) (the "Purchase Price"), on the terms
set forth herein, the property legally described on Exhibit 1attached hereto (the "Property").
3.The Village of Mount Prospect (the “Seller") agrees to sell the Property, at the Purchase Price
and on the terms and the conditions set forth herein, and to convey or cause to be conveyed to
Purchaser thereto by a recordable Special Warranty Deed (the "Deed") subject to the Permitted
Exceptions, together with the any and all personal property, including fixtures presently located
thereon, which the Seller shall execute and deliver to Purchaser a bill of sale.
4.Seller shall, within twenty (20) business days after the effective date of this contract, deliver to
Purchaser, at Seller’s sole cost and expense, a current as-built ALTA/ACSM survey (the
“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 Mapping, 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 land 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 utilitiesservicing 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 (10) business days of receipt of the Survey, Purchaser and Seller shall
agree in writing on those Survey exceptions subject to which Purchaser shall take title to the
Property.
Upon approval of the Survey by Seller and Purchaser, the legal description in Exhibit 1shall be
automatically revised to be that of the legal description in the Survey and Title Commitment. At
either party’s request, any changes to the legal description shall be confirmed in writing signed by
both parties.
391766_6 56
VILLAGEDRAFT –3-2-18
5.The time of closing (the "Closing") shall be as provided for in Section V. of the Redevelopment
Agreement (the "Closing Date") or on the date, if any, to which such time is extended by reason
of paragraph 1 of the Conditions and Stipulations hereafter becoming operative (whichever date
is later), unless subsequently mutually agreed otherwise, at the office of Chicago Title Insurance
in downtown Chicago, Illinois, provided title is shown to be good or is accepted by Purchaser.
6.Each party hereto hereby represents and warrants to the otherthat, in connection with this
transaction, no third-party broker or finder has been engaged or consulted by it or, through such
party's actions (or claiming through such party), is entitled to compensation as a consequence of
this transaction. Each partyhereby defends, indemnifies and holds the other harmless against
any and all claims of brokers, finders or the like, and against the claims of all third parties claiming
any right to a commission or compensation by or through acts of that party or that party's
partners, agents or affiliates in connection with this Contract. 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.
7.This Contract is subject to the Conditions and Stipulations set forth on the following pages, which
Conditions and Stipulations are made a part of this Contract. To the extent of any conflict
between the terms of this Contract, the Conditions and Stipulations, and the Redevelopment
Agreement, the terms of the Redevelopment Agreement shall control.
8.This Contract shall be deemed dated and become effective as of the date of the Redevelopment
Agreement (the “Effective Date”).
IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date next to their
respective signature.
SELLER:PURCHASER:
VILLAGE OF MOUNT PROSPECT____________________________________
By:___________________________________By___________________________________
Name:___________________________________ Name:_________________________________
Title:___________________________________Title:
Executed by Seller on ________________________Executed by Purchaser on _________________
391766_6 57
VILLAGEDRAFT –3-2-18
CONDITIONS AND STIPULATIONS
1.Seller shall deliver to Purchaser, a title commitment issued by Chicago Title Insurance
Company (the "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, (the “Title Commitment”), together with copies of all
underlying title documents listed in the Title Commitment (the "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) 2017 and 2018 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, (the “Unpermitted Exceptions”), Purchaser shall have thirty (30)
days from the later of the delivery of the Title Commitment, the Underlying Title Documents
and the Survey to object to the Unpermitted Exceptions. Purchaser shall provide Seller with
a title and survey objection letter (the “Purchaser'sObjection Letter”) listing those matters,
which are not acceptable to Purchaser. Seller shall have thirty (30) days from the date of
delivery of the Purchaser’s Objection Letter ("Seller's Cure Period") to have the Unpermitted
Exceptions removed from the Title Commitment or to cure such Unpermitted Exceptions or to
have the Title Company commit to insure against loss or damage that may be occasioned by
such Unpermitted Exceptions or to cure any Survey Defects, the time of Closing shall be
extended thirty (30) days (the "Extended Title Closing Date") after Purchaser's receipt of a
proforma title policy (the "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
Purchaser's 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, 2017 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.
391766_6 58
VILLAGEDRAFT –3-2-18
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 of termination, all sums paid hereunder by Purchaser to the Seller or to the Title
Company shall be refunded to Purchaser without deduction, together with any interest earned
thereon.
5.This sale shall be closed through an escrow with the Title Company, in accordance with the
general provisions of the usual formof Deed and Money Escrow Agreement then in use by
the Title Company, with such special provisions inserted in the escrow agreement as may be
required to conform with this Contract. Upon the creation of such an escrow, anything herein
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 nationally-recognized overnight delivery service (such as Federal Express
or Airborne) for guaranteed next business day delivery, if addressed to the parties as follows:
If to Village:Arlene Juracek, Mayor
Village of Mount Prospect
50 S. Emerson Street
Mount Prospect, Illinois 60056
Email: ajuracek@mountprospect.org
With a copy to:Michael Cassady, Village Manager
Village of Mount Prospect
50 S. Emerson Street
Mount Prospect, Illinois 60056
Email: mcassady@mountprospect.org
and:Klein, Thorpe and Jenkins, Ltd.
20 North Wacker Drive, Suite 1660
Chicago, Illinois 60606-2903
Attention: Lance C. Malina / Gregory T. Smith
Email: lcmalina@ktjlaw.com / gtsmith@ktjlaw.com
If to Developer:_____________________________
_____________________________
_____________________________
Attn: ________________________
Email: _______________________
With a copy to:_____________________________
_____________________________
_____________________________
Attn: ________________________
Email: _______________________
391766_6 59
VILLAGEDRAFT –3-2-18
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 ILCS 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.
9.As the Seller is a municipal entity, this Contract is subject to the approval of and is not
enforceable until approved at an open meeting by the Mayor and Village Council of the
Seller.
10.This Contract shall be deemed dated and become effective on the date that the authorized
signatories of Seller shall sign the Contract, which date shall be the date provided next to the
Seller’s signature.
11.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.
12.The following Exhibits, Schedules, Riders or attachments are hereby attached hereto and
made a part hereof by reference:
Exhibit 1 -Legal Description of Property
Exhibit 2 –Disclosure Form (which shall be completed bythe Purchaser)
391766_6 60
VILLAGEDRAFT –3-2-18
Exhibit 1 to Real Estate Sale Contract
Legal Description of Property
PARCEL 2:
THAT PART OF LOT 2 IN BLOCK 3 IN BUSSE AND WILLE'S RESUBDIVISION IN
MOUNT PROSPECT IN THE WEST 1/2 OF SECTION 12, TOWNSHIP 41 NORTH,
RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN DESCRIBED AS
FOLLOWS: COMMENCING AT A POINT OF INTERSECTION OF THE WEST LINE
OF THE EAST 60 FEET OF SAID LOT 2 WITH THE NORTH LINE OF BUSSE
AVENUE AS DEDICATED BY DOCUMENT NO. 342070; THENCE WESTWARD
ALONG THE SAID NORTH LINE, A DISTANCE OF 50.01 FEET TO THE POINT OF
BEGINNING; THENCE NORTH 00 DEGREES 06 MINUTES 53 SECONDS EAST,
PARALLEL WITH THE EAST LINE OF SAID LOT 2 IN BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, 101.08 FEET TO A POINT ON A LINE
THAT IS THE WESTERLY EXTENSION OF THE SOUTHERNMOST LINE OF LOT 2
IN MOUNT PROSPECT CENTRAL DISTRICT SUBDIVISION OF PART OF THE
WEST 1/2 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE
THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED
DECEMBER 23, 1949 AS DOCUMENT 1275902; THENCE NORTH 89 DEGREES 35
MINUTES 57 SECONDS EAST, ALONG SAID WESTERLY EXTENSION, 27.00 FEET;
THENCE SOUTH 00 DEGREES 06 MINUTES 44 SECONDS WEST, PARALLEL WITH
THE EAST LINE OF SAID LOT 2 IN BUSSE AND WILLE'S RESUBDIVISION IN
MOUNT PROSPECT, 100.88 FEET TO THE NORTH LINE OF BUSSE AVENUE;
THENCE SOUTH 89 DEGREES 10 MINUTES 36 SECONDS WEST, ALONG THE
NORTH LINE OF BUSSE AVENUE, 27.01 FEET TO THE POINT OF BEGINNING, ALL
IN COOK COUNTY, ILLINOIS.
P.I.N.:08-12-102-030 & 058
Common Address: 32 W. Busse Ave.
PARCEL 3:
LOT 1 IN IN MEERSMAN RESUBDIVISION IN MOUNT PROSPECT, BEING A
RESUBDIVISION OF PART OF THE WEST HALF OF SECTION 12, TOWNSHIP 41
NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO
THE PLAT THEREOF REGISTERED IN THE REGISTRAR'S OFFICE OF COOK
COUNTY, ON OCTOBER 27, 1986 AS DOCUMENT LR35-61-889, EXCEPTING
THEREFROM THE FOLLOWING TRACT DESCRIBED AS FOLLOWS:
391766_6 61
VILLAGEDRAFT –3-2-18
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 1; THENCE SOUTH 00
DEGREES 06 MINUTES 53 SECONDS WEST, ALONG THE EASTLINE OF SAID
LOT 1, A DISTANCE OF 23.07 FEET; THENCE SOUTH 89 DEGREES 35 MINUTES
57 SECONDS WEST 46.73 FEET TO THE WEST LINE OF SAID LOT 1; THENCE
NORTH 00 DEGREES 08 MINUTES 52 SECONDS WEST, ALONG SAID WEST LINE,
24.71 FEET TO THE NORTH LINE OF SAID LOT 1; THENCE SOUTH 88 DEGREES
23 MINUTES 49 SECONDS EAST, ALONG SAID NORTH LINE, 46.86 FEET TO THE
POINT OF BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:08-12-102-057
Common Address: 34 W. Busse Ave.
PARCEL 4:
LOT 2 IN MEERSMAN RESUBDIVISION IN MOUNT PROSPECT BEING A
RESUBDIVISION OF PART OF THE WEST HALF OF SECTION 12, TOWNSHIP 41
NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO
PLAT THEREOF REGISTERED IN THE REGISTRAR'S OFFICE OF COOK COUNTY,
ON OCTOBER 27, 1986 AS DOCUMENT NUMBER LR3561889, EXCEPT
THEREFROM THE FOLLOWING DESCRIBED PROPERTY:
BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2; THENCE SOUTH 00
DEGREES 06 MINUTES 44 SECONDS WEST, ALONG THE EAST LINE OF SAID
LOT 2 A DISTANCE OF 21.32 FEET; THENCE SOUTH 89 DEGREES 35 MINUTES57
SECONDS WEST 23.00 FEET TO THE WEST LINE OF SAID LOT 2; THENCE
NORTH 00 DEGREES 06 MINUTES 44 SECONDS EAST, ALONG SAID WEST LINE
22.12 FEET TO THE NORTH LINE OF SAID LOT 2; THENCE SOUTH 88 DEGREES
23 MINUTES 49 SECONDS EAST, ALONG SAID NORTH LINE, 23.00 FEET TO THE
POINT OF BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:08-12-102-059
Common Address: 30 W. Busse Ave.
PARCEL 5:
THAT PART OF WEST BUSSE AVENUE AND WILLIE STREET IN THE WEST HALF
OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD
PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE
NORTHWEST CORNER OF LOT 1 OF DUNKIN' DONUTS RESUBDIVISION OF
SUBLOT 1 IN THE RESUBDIVISION OF LOTS 4 AND 5 IN BLOCK 16 IN JOHN
MEYN'S SUBDIVISION OF PART OF BLOCK 16 OF MT. PROSPECT, A
SUBDIVISION IN THE WEST HALF OF SECTION 12, TOWNSHIP 41 NORTH,
RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN; THENCE S01°09'25"E
ALONG THE WEST LINE OF SAID LOT 1 FOR A DISTANCE OF 14.74 FEET TO A
POINT OF CURVE ON THE WEST LINE OF SAID LOT 1; THENCE
391766_6 62
VILLAGEDRAFT –3-2-18
SOUTHEASTERLY ALONG A CURVE TO THE LEFT BEING THE WESTERLY LINE
OF SAID LOT 1, SAID CURVE HAVING AN ARC LENGTH OF 37.97 FEET, A RADIUS
OF 20.00 FEET, A CHORD BEARING OF S05°01'24"E AND A CHORD LENGTH OF
32.52 FEET THE SOUTHWESTLY CORNER OF SAID LOT 1; THENCE N59°23'32"W
ALONG THE NORTHWESTERLY EXTENTION OF SAID LOT 1, FOR A DISTANCE
OF 69.89 FEET TO A POINT ON A LINE BEING THE SOUTHERLY EXTENTION OF
THE WEST LINE OF LOT 1 IN MEERSMAN RESUBDIVISION IN MOUNT
PROSPECT, BEING A RESUBDIVISION OF PART OF THE WEST HALF OF
SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL
MERIDIAN, ACCORDING TO THE PLAT THEREOF REGISTERED IN THE
REGISTRAR'S OFFICE OF COOK COUNTY, ON OCTOBER 27, 1986 AS
DOCUMENT LR35-61-889; THENCE N01°06'07"W ALONG SAID WEST LINE OF LOT
1 MEERSMAN RESUBDIVISION IN MOUNT PROSPECT AS EXTENDED SOUTH
FOR A DISTANCE OF 118.03 FEET TO A POINT ON THE WEST LINE OF SAID LOT
1 MEERSMAN RESUBDIVISION IN MOUNT PROSPECT, SAID POINT BEING THE
NORTHWEST CORNER OF VACATED WILLIE STREET RECORDED MAY 30, 2000
AS DOCUMENT NUMBER 454455: THENCE SOUTHEASTERLY ALONG A CURVE
TO THE LEFT, BEING THE EASTERLY LINE OF SAID VACATED WILLIE STREET,
SAID CURVE HAVING AN ARC LENGTH OF 34.02 FEET, A RADIUS OF 50.00 FEET,
A CHORD BEARING OF S20°24'06"E AND A CHORD LENGTH OF 33.37 FEET, TO
THE SOUTHEAST CORNER OF SAID VACATED WILLIE STREET, ALSO BEING A
POINT ON THE SOUTH LINE OF SAID LOT 1 IN MEERSMAN RESUBDIVISION AND
ALSO BEING THE NORTH LINE OF BUSSE AVENUE AS DEDICATED PER
DOCUMENT NUMBER 342070; THENCE N88°13'21"E ALONG SAID NORTH LINE
OF BUSSE AVENUE FOR A DISTANCE OF 85.25 FEET TO THE SOUTHEAST
CORNER OF LOT 2 SAID MEERSMAN RESUBDIVISION IN MOUNT PROSPECT:
THENCE S00°50'31"E ALONG THE SOUTHERLY EXTENTION OF SAID LOT 2 IN
MEERSMAN RESUBDIVISION IN MOUNT PROSPECT FOR A DISTANCE OF 54.92
FEET; THENCE S59°23'32"E FOR A DISTANCE OF 42.07 FEET TO A POINT ON
THE NORTH LINE OF SAID LOT 1 IN DUNKIN' DONUTS RESUBDIVISION OF
SUBLOT 1, SAID POINT BEING 27.18 FEET WEST OF THE NORTHEAST CORNER
OF SAID LOT 1 IN DUNKIN' DONUTS RESUBDIVISION OF SUBLOT 1; THENCE
S88°50'35"W ALONG THE NORTH LINE OF SAID LOT 1 IN DUNKIN' DONUTS
RESUBDIVISION OF SUBLOT 1 FOR A DISTANCE OF 74.59 FEET TO THE POINT
OF BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
P.I.N.:NA, (Busse Ave. right of way)
Common Address:NA, (Busse Ave. right of way)
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VILLAGEDRAFT –3-2-18
Exhibit 2 to Real Estate Sale Contract
Disclosure Form
State of Illinois)
)ss.
County of)
DISCLOSURE AFFIDAVIT
I,___________________________________, (hereinafter referred to as "Affiant") reside at
, in ________________County, State of ______________________, being first duly sworn and
having personal knowledge of the matters contained in this Affiant, 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.I.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
affidavit to the Purchaser disclosing the identity of every owner and beneficiary having anyinterest,
real or personal, in the Real Estate, and every shareholder entitled to receive more than 7½% 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 7½% interest in the corporation.
This Disclosure Affidavit is made to induce the Purchaser to accept title to the Real Estate in accordance
with 50 ILCS 105/3.1.
AFFIANT
SUBSCRIBED AND SWORNto before me
this_____ day of ________________, 201_.
NOTARY PUBLIC
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VILLAGEDRAFT –3-2-18
EXHIBIT F
TIF Eligible Redevelopment Costs
Relative to the Project
Subject to Reimbursement Under the Agreement
TIF Eligible Redevelopment Redevelopment Project Cost Category Amount
Project Cost DescriptionUnder 65 ILCS 5/11-74.4-3(q)
Legal, survey, civil engineering, Section 11-74.4-3(q)(1)$915,000
architecture, MEPandstructural
engineers, landscape architect,
soilsstudies, geotechnical
studies, environmentalstudies,
market study and TIF
consultants
Removal of Soils and Site Section 11-74.4-3(q)(2)$300,000
Preparation
Relocation of ComEd utilitiesSection 11-74.4-3(q)(2) and (q)(8)$100,000
Underground utilities, including Section 11-74.4-3(q)(2)$260,000
water, sanitary, storm, valves,
hydrants, hauling,trench
backfill, screening and street
cuts
Paving, including grading, Section 11-74.4-3(q)(2)$280,000
compacting, curb and gutter,
stone, asphalt, pervious
pavement, curb replacement
and striping
Streetscape, including public Section 11-74.4-3(q)(4)$145,000
walk, parkway landscaping,
streetlights and street signs
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VILLAGEDRAFT –3-2-18
EXHIBIT G
PUBLIC IMPROVEMENTS
The Developer shall construct the following public improvements relative to the Project
as directed by the Village, at the Developer’s sole cost and expense:
1.Underground Utilities: $260,000, including water, sanitary, storm, valves,
hydrants, hauling, trench backfill, screening and street cuts.
2.Paving: $280,000, including grading, compacting, curb & gutter, stone, asphalt,
pervious pavement, curb replacement and striping.
3.Streetscape: $145,000, including public walk, parkway landscaping, streetlights,
street signs.
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VILLAGEDRAFT –3-2-18
EXHIBIT H
EASEMENT AREA
The Easement Area is the blue-crosshatched area on the map below.
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