HomeMy WebLinkAboutOrd 6439 03/05/2019 Authorizing a RDA for Central and Main DevelopmentORDINANCE NO. 6439
AN ORDINANCE AUTHORIZING A REDEVELOPMENT AGREEMENT
FOR THE CENTRAL AND MAIN DEVELOPMENT COMPRISING
A PART OF THE PROSPECT AND MAIN TIF DISTRICT OF THE
VILLAGE OF MOUNT PROSPECT, ILLINOIS
NOW, THEREFORE, BE IT ORDAINED, by the Mayor and Board of Trustees of
the Village of Mount Prospect, Cook County, Illinois, as follows:
SECTION 1: The Mayor and Board of Trustees of the Village find as follows:
A. The Village of Mount Prospect ("Village") is a home rule municipality
pursuant to Section 7 of Article VII of the Constitution of the State of
Illinois.
B, The Village has the authority, pursuant to its home rule powers and the
laws of the State of Illinois, including 65 ILCS 5/8-1-2.5, to promote the
health, safety and welfare of the Village and its inhabitants, to prevent the
presence of blight, to encourage private development in order to enhance
the local tax base and increase additional tax revenues realized by the
Village, to foster increased economic activity within the Village, to increase
employment opportunities within the Village, and to enter into contractual
agreements with third parties for the purpose of achieving the aforesaid
purposes, and otherwise take action in the best interests of the Village.
C. The State of Illinois has adopted tax increment financing pursuant to the
Tax Increment Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1, et
seq., as amended from time to time ("Act").
D. Pursuant to its powers and in accordance with the Act, and pursuant to
Ordinance Nos. 6293, 6294 and 6295, adopted January 17, 2017, the
Prospect and Main Tax Increment Financing District ("TIF District") was
formed as a TIF district, for a twenty-three (23) year period. Ordinance
Nos. 6293, 6294 and 6295 are incorporated herein by reference.
E, Pursuant to and in accordance with the TIF Act and the Ordinances
establishing the TIF District, as amended, the Corporate Authorities of the
Village are empowered under Section 4(c) of the Act, 65 ILCS 5/11-74.4-
4(c), to convey and dispose of Village -owned property within the TIF
District.
F. The Village is the fee owner the property legally described on EXHIBIT A
attached hereto and made part hereof ("Property"), which is located within
the TIF District.
410233,_,1
G. ("Developer") desires to acquire ownership of the
Property and redevelop the Property with a five (5) story ninety-seven (97)
unit residential apartment building, and public improvements related
thereto ("Project").
H. The Village desires to convey the Property to the Developer to allow the
Project to be constructed and operated, in furtherance of the
Redevelopment Plan and Project for the TIF District, which Project the
Developer cannot complete without the Property and the incentives
provided in the Redevelopment Agreement (as defined in Section 1.1.
below).
That attached hereto as EXHIBIT B and made part hereof is a
"Redevelopment Agreement for the Central and Main Development
Comprising a part of the Prospect and Main TIF District of the Village of
Mount Prospect, Illinois," between the Developer and the Village, which
sets forth the terms and conditions pursuant to which the Developer will
proceed with, redevelop, and operate, the Project on the Property
("Redevelopment Agreement").
J. That notice of the Village's intent to enter into the Redevelopment
Agreement, including the Village's intent to transfer title to the Property
pursuant thereto, was published pursuant to 65 ILCS 5/11-74.4-4(c) on
1_'_A, 2019 ("Notice"); a copy of the publisher's certificate in
relation to said Notice being attached hereto as EWBIT C and made part
hereof..
K. It is in the best interest of the Village to enter into the Redevelopment
Agreement, to ensure that redevelopment within the TIF District continues.
SECTION 2: Based upon the foregoing, the Village Mayor, Village Clerk and
Village Manager, or their designees, be and are hereby authorized and directed to
execute the Redevelopment Agreement and perform the Village's obligations
thereunder, and they are further authorized and directed to execute and deliver such
other instruments, including the Redevelopment Agreement, as may be necessary or
convenient to consummate the Village's obligations therein.
SECTION 3: This Ordinance shall be in full force and effect from and after its
passage, approval and publication in pamphlet form as provided by law.
410233u_ 1 2
ADOPTED this 5th day of March, 2019, pursuant to a roll call vote as follows:
AYES: Grossi, Hoefert, Rogers, Saccotelli, Zadel
NAYS: Hatzis
ABSENT: None
APPROVED this 5th day of March, 2019, by the Village Mayor of the Village
of Mount Prospect, and attested by the Village Clerk, on the same day.
Arlene A. Juracek, Mayor`/
ATTEST:
t
Karen M. Agorans,Village Clerk
410233,.,1 3
EXHIBIT A
Legal Description of the Property
(attached)
410233_1
Legal Description of the Property
Lot 1 in Trapani's resubdivision of part of Lot A in Block 1 in
to Mt. Prospect and all of Lot A in Hillcrest, both subdivisions
Southwest %4 of Section 34, Township 42 North, Range
principal meridian, according to the plat thereof recorded
document number 99266288, in Cook County, IL.
P.I.N.: 03-34-331-018-0000
Common Address: 2-40 N. Main Street,
Mount Prospect, Illinois 60056
Ernst Busse Addition
in the East 'h of the
11 East of the third
March 18, 1999 as
EXHIBIT B
Redevelopment Agreement
(attached)
4102331
EXHIBIT C
Publisher's Certificate of
Property Conveyance Notification
(attached)
410233„1
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Pu1rPshed Err 001 Herald
February 21, 2019 (ASIV69)
CERTIFICATE OF PUBLICATION
Paddock Publications, Inc.
Corporation organized and existing under and by virtue of the laws of
the State of Illinois, DOES HEREBY CERTIFY that it is the publisher
of the DAILY HERALD. That said DAILY HERALD is a secular
newspaper and has been circulated daily in the Village(s) of
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and State of Illinois, continuously for more than one year prior to the
date of the first publication of the notice hereinafter referred to and is of
general circulation throughout said Village(s), County(ies) and State.
I further certify that the DAILY HERALD is a newspaper as defined in
an Act to revise the law in relation to notices” as amended in 1992
Illinois Compiled Statutes, Chapter 715, Act 5, Section 1 and 5. That a
notice of which the annexed printed slip is a true copy, was published
21 FEB -1 9 in said DAILY HERALD.
IN WITNESS WHEREOF, the undersigned, the said PADDOCK
PUBLICATIONS, Inc., has caused this certificate to be signed by, this
authorized agent, at Arlington heights, Illinois.
PADDOCK PUBLICATIONS, INC.
DAILY HERALD NEWSPAPERS
BY
Authorized Agent
Control # 518769
REDEVELOPMENT AGREEMENT
FOR THE CENTRAL AND MAIN DEVELOPMENT
COMPRISING A PART OF THE
PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS
This Redevelopment Agreement For The Central and Main Development Comprising A
Part Of The Prospect And Main TIF District Of The Village Of Mount Prospect, Illinois
("Agreement") is made and entered into as of the��� day of AW, 2019 ("Effective
Date") by and between the Village of Mount Prospect, Illinois, an Illinois home rule
municipal corporation ("Village") and 10 N LLC, an Illinois limited liability company
("Developer") The Village and the Developer are sometimes referred to herein individually
as a "Party," and collectively as the "Parties."
WITNESSETH:
In consideration of the Preliminary Statements, the mutual covenants herein contained,
and other good and valuable consideration, the sufficiency and receipt of which is hereby
acknowledged, the Parties hereto agree as follows:
I. PRELIMINARY STATEMENTS
Among the matters of mutual inducement which have resulted in this Agreement
are the following:
A. The Village is a home rule unit of government in accordance with Article VII,
Section 6 of the Constitution of the State of Illinois, 1970.
B. The Village has the authority, pursuant to the laws of the State of Illinois,
including, but not limited to 65 ILCS 5/8-1-2.5, to promote the health, safety
and welfare of the Village and its inhabitants, to prevent the presence of
blight, to encourage private development in order to enhance the local tax
base and increase additional tax revenues realized by the Village, to foster
increased economic activity within the Village, to increase employment
opportunities within the Village, and to enter into contractual agreements
with third parties for the purpose of achieving the aforesaid purposes, and
otherwise take action in the best interests of the Village.
C. The Village is authorized under the provisions of the Tax Increment
Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1, et seq., as amended
("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, the Village designated the tax increment redevelopment project
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area ("Redevelopment Project Area"), approved a tax increment
redevelopment plan and project ("TIF Plan"), and adopted tax increment
financing relative to the Village's Prospect and Main Tax Increment
Financing District ("TIF District"); said TIF District being legally described
and depicted as set forth in EXHIBIT A-1 and EXHIBIT A-2, respectively,
attached hereto and made part hereof.
E. The Village is the fee owner of certain real property, consisting of a parcel,
located within the Redevelopment Project Area, said property being legally
described on EXHIBIT B, attached hereto and made a part hereof
("Property").
F. The Developer desires to acquire ownership of the Property and redevelop
the Property with a residential apartment building with five (5) stories (along
with a rooftop amenity) and approximately ninety-seven (97) units, as
depicted on the site plan attached hereto as EXHIBIT C, and made part
hereof, and as described in further detail in EXHIBIT D, attached hereto and
made part hereof ("Project").
G. It is necessary for the successful completion of the Project that the Village
enter into this Agreement with Developer to provide for the redevelopment
of the Property, thereby implementing the TIF Plan.
K 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 Property, to be provided by the Village in accordance with the Act and
the home rule powers of the Village, which the Village is 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
Project in a manner satisfactory to the Village. The Village has determined
that it is desirable and in the Village's best interest to assist Developer in
the manner set forth herein, and as this Agreement may be supplemented
and amended from time to time pursuant to the mutual agreement of the
Parties and in the manner as herein provided.
The Village, in order to stimulate and induce development of the Property
with the Project, has agreed to convey the Property to Developer in
accordance with the terms and provisions of the Act and this Agreement.
J. This Agreement has been submitted to the Corporate Authorities of the
Village (as defined below) for consideration and review, the Corporate
Authorities have taken all actions required to be taken prior to the execution
of this Agreement in order to make the same, and any and all actions taken
by the Village in furtherance hereof, binding upon the Village according to
41024012 2
the terms hereof, and any and all actions of the Corporate Authorities of the
Village precedent to the execution of this Agreement have been undertaken
and performed in the manner required by law.
K. This Agreement has been submitted to the Developer for consideration and
review, and Developer has taken all actions required to be taken prior to the
execution of this Agreement in order to make the same binding upon
Developer according to the terms hereof, and any and all action of
Developer's members precedent to the execution of this Agreement have
been undertaken and performed in the manner required by law.
L. The Village is 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
the Village, arrest physical decay and decline in the Redevelopment Project
Area, increase employment opportunities, stimulate commercial growth and
stabilize the tax base of the Village and, in furtherance thereof, the Village
is willing to offer Developer the TIF incentives referenced in subsection J.
above, under the terms and conditions hereinafter set forth, to assist such
development.
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. "Chane 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 the Village, or, with respect to those
made by the Village, only if they violate the terms of this Agreement); (2)
the order or judgment of any federal or State court, administrative agency
or other governmental body (other than the Village); or (3) the adoption,
promulgation, modification or interpretation in writing of a written guideline
or policy statement by a governmental agency (other than the Village, or,
with respect to those made by the Village, only if they violate the terms of
this Agreement). Change in Law, for purposes of this Agreement, shall also
include the imposition of any conditions on, or delays in, the issuance or
renewal of any governmental license, approval or permit (or the suspension,
termination, interruption, revocation, modification, denial or failure of
410240 12 3
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. "Cor orate Authorities' means the Mayor and Board of Trustees of the
Village of Mount Prospect, Illinois.
C. "Day" means a calendar day.
D, "Effective Date" means the day on which this Agreement is executed by
the Village, with said date appearing on page 1 hereof.
E. "Party" or "Parties" means the Village and/or the Developer,
individually/collectively, and their respective successors and/or assigns as
permitted herein, as the context requires.
F. "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.
G. "State" means the State of Illinois.
H, "TIF Ordinances" means those Ordinances referenced in subsection I.D.
above..
"Uncontrollable Circumstance" means any event which:
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;
e. strikes or labor disputes, or work stoppages not initiated by
Developer or the Village;
f. unreasonable delay in the issuance of building or other
permits or approvals by the Village or other governmental
410240_12 4
authorities having jurisdiction other than the Village including
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");
gn 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;
L 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 (except as described in subsection 2.g. above);
or a failure of performance by a contractor (except as caused by events
which are Uncontrollable Circumstances as to any applicable contractor).
For each day that the Village or 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.
J. "Village Code" means the Village of 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.
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
410240 1255
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 pursuant to 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. The Village Manager, 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 the Village and with the effect of binding the Village as
limited by and provided for in this Agreement. Developer is entitled to rely
on the full power and authority of the Persons executing this Agreement on
behalf of the Village as having been properly and legally given by the
Village.
H, In connection with the foregoing and other actions to be taken under this
Agreement, and unless applicable documents require action by Developer
in a different manner Developer hereby designates Richard D. Filler as its
authorized representative who shall individually have the power and
authority to make or grant or do all things, supplemental agreements,
certificates, requests, demands, approvals, consents, notices and other
actions required or described in this Agreement for and on behalf of
Developer and with the effect of binding Developer in that connection (such
individual being designated as an "Authorized Developer Representative").
Developer shall have the right to change its Authorized Developer
Representative by providing the Village with written notice of such change
from its authorized representative which notice shall be sent in accordance
with Section XVIII.B. of this Agreement.
IV. COOPERATION OF THE PARTIES
The Village and Developer agree to cooperate in implementing the Project in
accordance with the Parties' respective obligations set forth in this Agreement, and
specific approvals by the Village in the future, relative to the development of the
Property and the Project, including zoning applications relative thereto, and
Village -issued permits and approvals relative thereto.
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V. CONVEYANCE OF THE PROPERTY
A. The Village shall transfer title to the Property to Developer in an "as -is,
where -is" condition, pursuant to the Real Estate Sale Contract attached
hereto as EXHIBIT E, and made part hereof ("Contract"), with such changes
made to the Contract to make the Contract consistent with this Agreement.
To the extent there are any conflicts between the terms of this Agreement
and the Contract, the terms of this Agreement shall control. The Contract
attached hereto as EXHIBIT E and incorporated herein shall be deemed
approved by the Corporate Authorities as required by law. The terms of the
transfer of title shall include.-
(i)
nclude:
(i) Purchase Price: Six Hundred Fifty Thousand and No/100 Dollars
($650,000.00);
(ii) Warranties: as -is, where -is;
(iii) Deed: Special Warranty Deed;
(iv) Earnest Money: Twenty -Five Thousand and No/100 Dollars
($25,000.00), to be deposited in a strict joint order escrow with
Chicago Title Insurance Company ("Title Company") within five (5)
business days after the Effective Date ("Initial Earnest Money"),
which Initial Earnest Money shall be refunded to Developer if
Developer terminates the Agreement during the Due Diligence
Period (as defined in Section V.A.(v) below), as set forth in Section
V.A.(v) below. If Developer does not terminate the Agreement during
the Due Diligence Period, within five (5) business days after the end
of the Due Diligence Period, Developer shall deposit an additional
One Hundred Thousand and No/100 Dollars ($100,000.00)
("Additional Earnest Money" which together with the Initial Earnest
Money is the "Earnest Money Deposit") with the Title Company in the
strict joint order escrow with the Initial Earnest Money. The Earnest
Money Deposit shall be credited towards the Purchase Price of the
Property. If the Property is not transferred from the Village to
Developer due a breach by Developer of its obligation in this
Agreement or the Contract, (and Village shall not be in default
hereunder or under the Contract), Village may as its sole and
exclusive remedy, upon five (5) days written notice to Developer, if
such breach is not cured within such five-day period, terminate this
Agreement and the Contract without further liability on Village's part
and retain the Earnest Money as liquidated damages, and not as a
penalty. If the Property is not transferred from the Village to
Developer due a breach by the Village of its obligation in this
Agreement or the Contract, or any of its covenants, conditions,
representations or warranties contained in this Agreement or the
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Contract, or should fail to consummate the sale contemplated herein
for any reason other than Developer's default, Developer may, upon
five (5) days written notice to Village, if such breach or failure is not
cured within such five-day period, in addition to all remedies
contained elsewhere in this Agreement or the Contract (i) terminate
this Agreement and the Contract, without further liability on
Purchaser's part, in which event the Earnest Money shall be
refunded to Purchaser by Title Company or the Village (as the case
may be); or (ii) pursue a claim for specific performance, as its sole
and exclusive remedy.
(v) Due Diligence Period: the Developer shall have a period of the earlier
of ninety (90) calendar days after the Effective Date or the
Conveyance Deadline (as defined in Section V.B. below) ("Due
Diligence Period"), to perform investigations of the Property,
including, but not limited to environmental investigations, and
determine, in Developer's sole and absolute discretion, whether the
Property is suitable for Developers use. Developer shall have the
right to terminate this Agreement, for any reason whatsoever, in its
sole and absolute discretion, by providing written notice to the Village
of such termination prior to the expiration of the Due Diligence
Period; and
(vi) Closing costs: shared by the Village and Developer as customarily
charged.
B. The transfer of title to the Property from the Village to Developer shall occur
so long as the following conditions, subject to Uncontrollable
Circumstances, have been satisfied on or before October 1, 2019
("Conveyance Deadline"), with the transfer of title to the Property to
Developer occurring within thirty (30) days of the Conveyance Deadline:
Developer has submitted site geometry and proposed building plans
for the Project to the Village, which are materially consistent with the
proposed Project and reasonably satisfactory to the Village;
2. Developer has submitted detailed elevations for the Project,
including facade details and drawings to the Village, which have
been approved by the Village's Mayor and Board of Trustees, with
said approval being in the reasonable discretion of the Village's
Mayor and Board of Trustees;
3. Developer has obtained construction financing for the Project and
will close on construction financing with a lender for the development
of the Project by the date of the Conveyance Deadline;
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4, Developer has obtained all zoning approvals for the Project; and
5. Developer has met the deadlines in Sections VI.A.1 and 2. below and
has provided thirty (30) days advance written notice to the Village
that it will close on the Property, and provided the Closing Date to
the Village in such written notice.
The date the Village conveys title to the Property to Developer shall be the
"Acquisition Date." For clarity and the avoidance of doubt, the Acquisition
Date may occur before the conditions contained in Section V.B.3 of this
Agreement relating to the Conveyance Deadline have been satisfied, and
in such circumstance, Developer shall still be permitted to satisfy those
conditions by the Conveyance Deadline.
C. Notwithstanding anything in this Agreement to the contrary (including but
not limited to the default and cure periods in Section XVI. below), if title to
the Property is not transferred from the Village to Developer within thirty
(30) days of the Conveyance Deadline, and if such failure is not cured within
ninety (90) days after notice by the Village to Developer with a demand to
consummate the transfer as herein provided, this Agreement shall be null
and void, and the Village shall have no further obligations to transfer title to
the Property to the Developer; provided, however, this Agreement shall
remain in full force and effect if the failure to transfer title to the Property is
in any way caused by or the fault of the Village.
VI. DEVELOPMENT OF THE PROPERTY
A. Approvals, Permits Construction and Completion. The Developer
shall, subject to Uncontrollable Circumstances:
On or before September 1, 2019, 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, which application may occur prior to the conveyance of the
Property from the Village to Developer.
2. On or before November 1, 2019, take reasonable steps to 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.
3. On or before November 15, 2019, commence construction of the
Project.
4. On or before July 1, 2021, apply for a temporary Certificate of
Occupancy for the Project.
410240_12 9
5. On or before October 1, 2021, apply for the Certificate of Project
Completion in described in Section M.A. of this Agreement, which
application for the Certificate of Project Completion shall include the
public improvements described in EXHIBIT P attached hereto and
made a part hereof.
Subject to Uncontrollable Circumstances, if the Developer has taken
title to the 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, the Village shall deliver a notice of default
to Developer and, in the event that Developer has failed to make
application for all necessary permits and approvals, within thirty (30)
days after receipt of such notice, the Village shall have the option to
purchase the Property from the Developer, at the same price paid by
the Developer to the Village for the Property, and under the same
terms and conditions applicable to the Village'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 Property back to the Village, this Agreement shall
be of no further force or effect. Notwithstanding the foregoing, if
Developer has applied for such necessary permits and approvals as
required above and despite diligently pursuing obtaining such
necessary permits and approvals is unable to obtain them, then the
Village will forbear from declaring Developer in default of this
Agreement and exercising its right to purchase the Property from the
Developer so long as Developer continues to pursue obtaining the
necessary permits and approvals from governmental agencies
having jurisdiction over the Project with due diligence, in good faith
and without delay.
2. Subject to Uncontrollable Circumstances, if the Developer has taken
title to the Property, and if the Developer has not commenced
construction of the Project within the time frame set forth in Section
VI.A.3. above, the Village shall deliver a notice of default to
Developer and, in the event that Developer has failed to commence
construction, or take the prerequisite steps necessary to commence
construction and diligently pursue commencement of same, within
thirty (30) days after receipt of such notice, the Village shall have the
option to purchase the Property from the Developer, at the same
price paid by the Developer to the Village for the Property, and under
the same terms and conditions applicable to the Village's
410240,_,12 10
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 Property back to the
Village, this Agreement shall be of no further force or effect.
Notwithstanding the foregoing, if Developer has applied for such
necessary permits and approvals as required above and despite
diligently pursuing obtaining such necessary permits and approvals
is unable to obtain them, then the Village will forbear from declaring
Developer in default of this Agreement and exercising its right to
purchase the Property from the Developer so long as Developer
continues to pursue obtaining the necessary permits and approvals
from governmental agencies having jurisdiction over the Project with
due diligence, in good faith and without delay.
VII. UNDERTAKINGS ON THE PART OF THE VILLAGE
A. The Village agrees to:
Cooperate with Developer in Developer's attempts to obtain all
necessary approvals, licenses and/or permits from any
governmental or quasi -governmental entity other than the Village
and, upon request of Developer, will promptly execute any
applications or other documents (upon their approval by the Village)
which Developer intends to file with such other governmental
agencies, quasi -governmental agencies and/or utility companies in
regard to the Project.
2. Waive the fee for the connection of the Property to the Village's water
supply and sanitary sewer supply occurring during the initial
construction of the Project.
3, Waive building permit, inspection, and occupancy permit fees for the
initial construction of the Project.
B. The Village shall further promptly respond to, and/or process, and consider
reasonable requests of Developer for applicable building approvals and/or
permits, driveway permits, drive thru permits, special use permits (if and to
the extent applicable), zoning amendments, variances, curb cut permits, or
other approvals, permits and/or licenses necessary for the construction of
the 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 the Village'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 fully conform with all applicable State statutes and also all
410240 12 11
Village ordinances 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. Constructions in Accordance with Approvals and Laws. The Developer
shall construct the Project materially and substantially in conformance with
the approvals therefor from the Village. The Developer shall pay or cause
to be paid all building -related fees required by the Village Code, except as
waived or modified in this Agreement. The Developer shall at all times
acquire, install, construct, operate and 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.
R Construction Staging. During the initial construction of the Project as
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 clean and such condition is not
remedied within twenty-four (24) hours of written notice to Developer, the
Developer shall pay the Village the sum of Two Hundred Fifty and 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.
C. Sufficient Funds. Developer shall submit written evidence to the Village,
in a form and substance reasonably satisfactory to the Village, that
Developer has access to sufficient funds to pay any costs of the 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
410240_12 12
lender, and/or investor commitments, for the anticipated costs of such
Project.
D. Meetings with Village. Developer shall meet with the Corporate Authorities
and Village staff and make presentations to the Corporate Authorities and
Village staff as reasonably requested by the Village Mayor or Village
Manager in order to keep the Village apprised of the progress of the Project.
IX. ADDITIONAL COVENANTS OF DEVELOPER
A. Continued Existence. 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, whichever is the first to occur.
B. Further Assistance and Corrective Instruments. The Village and
Developer agree that they will, from time to time, execute, acknowledge and
deliver, or cause to be executed, acknowledged and delivered, such
supplements hereto and such further instruments as may be reasonably
required for carrying out the intention of or effectuating or facilitating the
performance of this Agreement to the extent legally permitted and within the
Village's and the 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 the Village, or any other
Person connected with the Village, any money or anything of value as a gift
or bribe or other means of influencing his or her action in his or her capacity
with the Village.
D. Disclosure. Concurrently with execution of this Agreement, Developer
shall disclose to the Village the names, addresses and ownership interests
of all Persons that have an ownership interest in the Developer, together
with such supporting documentation that may be reasonably requested by
the Village. Until the issuance of the Certificate of Project Completion,
Developer further agrees to notify the Village throughout the term of this
Agreement of the names, addresses and ownership interests of any
changes of owners of the Developer.
E. Prevailing,,Wage. To the extent required by law, 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
410240_12 13
regulations promulgated thereunder, and that it understands and will strictly
comply with the obligations imposed on it by this Section IX.E.
X. ADHERENCE TO VILLAGE CODES 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 the Village and
all other germane codes and ordinances of the Village in 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 any
Village codes with respect to Developer's construction obligations, any of
which have not been cured, and after the Village has 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 Village codes and this
Agreement, the Village shall deliver a certificate of completion and
satisfaction of all construction terms, covenants and conditions contained in
this Agreement ("Certificate of Project Completion") or, if not complete or
satisfied, a written statement as to what deficiencies exist, and upon
Developer's correction of such issues, the Village shall then promptly issue
to Developer a Certificate of Project Completion.
B, Employment Op portunifies. To the extent feasible, the Developer shall
make reasonable efforts to notify Village residents of employment
opportunities that are available relative to the Project, and, to the extent
permitted by law, make reasonable efforts to employ qualified residents of
the Village in relation to the Project.
XII. REPRESENTATIONS AND WARRANTIES OF DEVELOPER
410240 12 14
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 limited liability company,
and is authorized to and has the power to enter into, and by proper action
has been duly authorized to execute, deliver and perform, this Agreement.
Developer is solvent, able to pay its debts as they mature and financially
able to perform all the terms of this Agreement. To Developer's knowledge,
there are no actions at law or similar proceedings which are pending or
threatened against Developer which would result in any material and
adverse change to Developer's financial condition, or which would
materially and adversely affect the level of Developer's assets as of the date
of this Agreement or that would materially and adversely affect the ability of
Developer to proceed with the construction and development of the 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 result in a breach of
any of the terms, conditions or provisions of any offerings or disclosure
statement made or to be made on behalf of Developer (with Developer's
prior written 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, directors or venturers
under the terms of any instrument or agreement to which Developer, any
related party or any of its partners, directors or venturers is now a party or
by which Developer, any related party or any of its partners, directors or
venturers is bound.
C. Ade uate 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.
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
410240_12 15
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. Ex erience. Developer represents and warrants to the Village that
Developer, and its respective principals, are experienced in the
development and operation of developments similar or comparable to 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; provided, however, Developer reserves the right to
contest and appeal property taxes levied on the Property and the property
tax assessment of the Property. Developer and successor owners shall
deliver evidence of payment of such taxes to the Village upon request.
G. No Broker. Developer represents and warrants to the Village 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 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
The Village represents, warrants and agrees as the basis for the undertakings on
its part herein contained that:
A. Existence. The Village is 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 the Village of the transactions provided for herein and
the compliance with the provisions of this Agreement:
have been duly authorized by all necessary corporate action on the
part of the Village;
2. require no other consents, approvals or authorizations on the part of
the Village in connection with the Village's execution and delivery of
this Agreement; and
410240 12 16
3. shall not, by lapse of time, giving of notice or otherwise result in any
breach of any term, condition or provision of any indenture,
agreement or other instrument to which the Village is subject.
C. Litigation. To the best of the Village's knowledge, there are no proceedings
pending or threatened against or affecting the Village or the TIF District in
any court or before any governmental authority which involves the
possibility of materially or adversely affecting the ability of the Village to
perform its obligations under this Agreement and there is no litigation,
dispute or proceeding pending or to the best of knowledge of Village,
threatened, against Village which pertains to the Property, the Project or
any portion thereof.
D. Adequate Resources. The Village has sufficient financial and economic
resources to implement and complete the Village's obligations contained in
this Agreement.
E. No Broker. The Village represents 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 the Village's actions (or claiming through such party), is
entitled to compensation as a consequence of this transaction.
F. No Contracts No Undisclosed Obligations. Village is not a party to any
contract, agreement or commitment to sell, convey, assign, transfer,
provide rights of first refusal or other similar rights or otherwise dispose of
any portion or portions of the Project. As of the Conveyance Deadline,
except as created by this Agreement, there will be no obligations or liabilities
of any kind or nature whatsoever, actual or contingent, including, but not
limited to, any tax liabilities, contract liabilities or tort liabilities for which or
to which Developer or the Project will be liable or subject, except for
non -delinquent obligations and liabilities accrued and thereafter accruing
under permitted exceptions to title to the Property.
G. Fee Simple Title. Village owns fee simple title to the Property subject only
to permitted exceptions to be agreed upon by the parties, and has full right,
power, and authority to execute this Agreement and to convey the Property
to Developer in accordance with the terms and provisions of this
Agreement.
H. No Violations of Law. Village has knowledge of, or notice of, any claims
of any governmental authority to the effect that the construction, operation
or use of any of the Project is in violation of any applicable laws or that any
claim or any investigation with respect thereto is under consideration and
Village has not received any notice from any governmental authority
alleging or claiming that the Property or any portion thereof violates any
410240 12 17
applicable environmental law, rule or regulation including, without limitation,
the requirements of the "No Further Remediation Letter" issued by the
Illinois Environmental Protection Agency the ("NFR"), dated December 12,
2016, and recorded against title to the Property with the Cook County
Record of Deeds on December 29, 2016, as document number
1636445070; and that Village has complied with the requirements of the
NFR.
No Special Assessments. There is not presently pending, and Village has
received no notice of, any special assessments of any nature with respect
to the Property, the Project or any part thereof, nor has Village received any
notice of any special assessments being contemplated.
Both Developer and Village agree to make the above representations and warranties in
the Contract and on the date of the conveyance of the Property from the Village to
Developer.
XIV. INSURANCE
This Section XIV. shall survive the termination of the Agreement.
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 the Village evidence that the premiums for such insurance
have been paid and the insurance is in effect. The insurance coverage
described below is the minimum insurance coverage that the Developer
must obtain and continuously maintain, provided that the Developer shall
obtain the insurance described in subsection 1. below prior to the
commencement of construction of any portion of the 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 completion,
and with coverage available in non -reporting form on the so-called
"all risk" form of policy.
2. Comprehensive general liability insurance (including operations,
contingent liability, operations of subcontractors, completed
operations and contractual liability insurance) together with an
Owner's/Contractor's Policy on a primary non-contributory basis
naming the Village, its governing body members, officers, agents,
including independent contractors, consultants, attorneys, servants
and employees as additional insureds, with limits against bodily
injury and property damage of not less than $5,000,000.00 for each
410240,_,12 18
occurrence (to accomplish the above -required limits, an umbrella
excess liability policy may be used), written on an occurrence basis.
3. Workers compensation insurance, with statutory coverage if
applicable to the Developer.
B. Continuity of Insurance. All insurance required in this Section XIV. shall
be obtained and continuously maintained through responsible insurance
companies selected by the Developer or its successors that are authorized
under the laws of the State to assume the risks covered by such policies.
Unless otherwise provided in this Section XIV., cancellation relative to each
policy shall be as provided by the policy; however, the Village must be
named as a cancellation notice recipient. Not less than 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 umbrella policies, or a combination thereof, having the
coverage required herein.
XV. INDEMNIFICATION, HOLD HARMLESS AND RELEASE PROVISIONS
This Section XV. shall survive the termination of the Agreement.
A. Release., The Developer 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, defend
and hold harmless the Village Indemnified Parties against any loss or
damage to property or any injury to or death of any person occurring at or
about or resulting from any defect in the 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 the Village Indemnified Parties;
provided, that this waiver shall not apply to the warranties made or
obligations undertaken by the Village in this Agreement.
B. Indernn flcation. Except for gross negligence or willful misconduct of the
Village Indemnified Parties, Developer agrees to indemnify, defend and
hold harmless the Village Indemnified Parties, now and forever, and further
agrees to hold the aforesaid harmless from any claims, demands, suits,
costs, expenses (including reasonable attorney's fees), actions or 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
410240_,12 19
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
Village makes 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 on or 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 pollutants
or effluents into any water source or system, the dredging or filling of any
waters or the discharge into the air of any emissions, that would require a
permit under the Federal Water Pollution Control Act, 33 U.S.C. §1251 et
seq., or any similar State law or local ordinance. Further, the Village makes
no warranties or representations regarding, nor does the Village indemnify
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 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. The Village makes 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. The Village warrants and represents
to Developer that it has not received notice, other than as already provided
to the Developer by the Village in the environmental reports provided to the
Developer by the Village, from any agency, individual or entity of any
41024012 20
violation of any environmental law relating to any Hazardous Substances
affecting the Property.
D. Waiver. The Developer waives any claims against the Village Indemnified
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 in equity shall
attach to or shall be incurred by the Village Indemnified Parties (other than
claims against the Village for breach of this Agreement), the Village's
Mayor, Trustees, officers, officials, attorneys, agents and/or employees,
and any such rights or claims of the Developer against the Village
Indemnified Parties (other than claims against the Village for breach of this
Agreement), the Village'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 the
Village.
XVI. EVENTS OF DEFAULT AND REMEDIES
A. Developer Events 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 the Village pursuant to or in
connection with any of said documents, shall prove to be untrue or
incorrect in any material respect as of the date made; provided,
however, that such default shall constitute an Event of Default only if
Developer does not remedy the default, within thirty (30) days after
written notice from the Village and in any event (subject to
Uncontrollable Circumstances) cures such default within ninety (90)
days after such notice.
2. Default by Developer for a period of thirty (30) days after written
notice thereof in the performance or breach of any material 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
Uncontrollable Circumstances) cures such default within ninety (90)
days after such notice.
410240_12 21
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 measures to remedy the default and in any event
(subject to Uncontrollable Circumstances) cures such default within
ninety (90) days after such notice.
4. The entry of a decree or order for relief by a court having jurisdiction
in the premises in respect of 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 ninety (90) 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
obligations to construct the Project and obtain a Certificate of Project
Completion.
7. A sale, assignment, or transfer of the Project, except in accordance
with this Agreement.
8. Material change in the management of 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
41024012 22
more than ninety (90) consecutive days for any reason other than
Uncontrollable Circumstances and 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 Event of Default if such default cannot be cured within said thirty
(30) days and Developer, within said thirty (30) days, initiates and
diligently pursues appropriate measures to remedy the default and
in any event (subject to Uncontrollable Circumstances) cures such
default within ninety (90) days after such notice.
11, A material representation or warranty of Developer is not true for a
period of thirty (30) days after written notice from the Village;
provided, however, that such default or breach shall not constitute
an Event of Default if such default cannot be cured within said thirty
(30) days and Developer, within said thirty (30) days, initiates and
diligently pursues appropriate measures to remedy the default and
in any event (subject to Uncontrollable Circumstances) cures such
default within ninety (90) days after such notice.
B. Village Events of Default. The following shall be Events of Default with
respect to this Agreement:
If any material representation made by the Village in this Agreement,
or in any certificate, notice, demand or request made by a Party
hereto, in writing and delivered to Developer pursuant to or in
connection with any of said documents, shall prove to be untrue or
incorrect in any material respect as of the date made; provided,
however, that such default shall constitute an Event of Default only if
the Village does not remedy the default, within thirty (30) days after
written notice from Developer and in any event (subject to
Uncontrollable Circumstances) cures such default within ninety (90)
days after such notice.
2. Default by the Village in the performance or breach of any material
covenant contained in this Agreement concerning the existence,
structure or financial condition of the Village; provided, however, that
such default or breach shall constitute an Event of Default only if the
Village does not, within thirty (30) days after written notice from
Developer, initiate and diligently pursue appropriate measures to
remedy the default and in any event (subject to Uncontrollable
410240 12 23
Circumstances) cures such default within ninety (90) days after such
notice.
3. Default by the Village in the performance or breach of any material
covenant, warranty or obligation contained in this Agreement,
provided, however, that such default shall not constitute an Event of
Default if the Village, commences cure within thirty (30) days after
written notice from Developer and in any event cures such default
within ninety (90) days after such notice, subject to Uncontrollable
Circumstances.
4. A material representation or warranty of the Village is not true for a
period of thirty (30) days after written notice from Developer;
provided, however, that such default or breach shall not constitute
an Event of Default if such default cannot be cured within said thirty
(30) days and the Village, within said thirty (30) days, initiates and
diligently pursues appropriate measures to remedy the default and
in any event (subject to Uncontrollable Circumstances) cures such
default within ninety (90) days after such notice.
C. Remedies for Default. In the case of an Event of Default hereunder:
1. The defaulting Party shall, upon written notice from the non -
defaulting Party, take prompt action to cure or remedy such Event of
Default. If, in such case, any monetary Event of Default is not cured,
or if in the case of a non -monetary Event of Default, except for
circumstances contemplated under Section XVI.A.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
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 the
Village shall continue as though no such proceedings had been
taken.
410240_,12 24
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. A reement 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 such attorneys and such other reasonable
expenses in connection with such enforcement action. This Section XVI.D.
shall survive the termination of this Agreement.
E. No 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 the event that any third party
or parties institute any legal proceedings against the Developer and/or the
Village, which relate to the terms of this Agreement, then, in that event, the
Parties shall cooperate in the defense of any such lawsuit, with each Party
assuming, fully and vigorously, its own defense of such lawsuit, and all costs
and expenses of its own defense, of whatever nature (including attorney's
fees). This Section XVI.G. shall survive the termination of this Agreement.
XVII. EQUAL EMPLOYMENT OPPORTUNITY
41024012 25
A. No Discrimination. To the extent required by law, Developer shall comply
with all federal, state and local laws relating to equal employment
opportunity, if any. To the extent permitted by law, Developer shall use
reasonable efforts to employ qualified residents of the Village as to any
direct hires by the Developer, if applicable.
B. Advertisements. To the extent required by law, Developer shall, in all
solicitations or advertisements for employees placed by or on behalf of
Developer, if applicable, state that all qualified applicants will receive
consideration for employment without regard to race, color, religion, sex or
national origin.
XVIII. MISCELLANEOUS PROVISIONS
A. Cancellation.. Notwithstanding any terms in this Agreement to the contrary,
in the event Developer or the Village shall be prohibited, in any material
respect, from performing covenants and agreements or enjoying the rights
and privileges herein contained, or contained in the TIF Plan, including
Developer's duty to build the Project and operate the Project, by the order
of any court of competent jurisdiction, or in the event that all or any part of
the Act or any ordinance adopted by the Village in connection with the
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 the Village, then and in any such event, the
Party so materially affected may, at its election, cancel or terminate this
Agreement in whole (or in part with respect to that portion of the Project
materially affected) by giving written notice thereof to the other Parties
within one hundred twenty (120) days after such final decision or
amendment. Further, the cancellation or termination of this Agreement shall
have no effect on the authorizations granted to Developer for buildings, or
the remodeling of any building, permitted and under construction, to the
extent permitted by said court order; and the cancellation or termination of
this Agreement shall have no effect on perpetual easements contained in
any recorded, properly executed document.
B. Notices. All notices, certificates, approvals, consents or other
communications desired or required to be given hereunder shall be given in
writing at the addresses set forth below, by any of the following means: (1)
personal service, (2) electronic communications, whether by electronic mail,
telex, telegram or telecopy, but only if followed up, within one (1) business
day, by another method of notice, (3) overnight courier, or (4) registered or
certified first class mail, postage prepaid, return receipt requested.
If to Village: Arlene Juracek, Mayor
Village of Mount Prospect
410240 12 26
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: The Harlem Irving Companies, Inc,
4104 North Harlem Avenue
Norridge, Illinois
Attn: Richard D. Filler, President
Email: rfiller@harlemirving.com
With a copy to: The Harlem Irving Companies, Inc.
4104 North Harlem Avenue
Norridge, Illinois
Attn- Gregory E. Fix, Vice President & General
Counsel
Email: gfix@harlemirving.com
And: First Equity Group, LLC
205 West Wacker Drive, Suite 901
Chicago, Illinois 60606
Attn: Tom Lowe
Email: tom@firstequity.realestate
The Parties, by notice hereunder, may designate any further or different
addresses to which subsequent notices, certificates, approvals, consents or
other communications shall be sent. Any notice, demand or request sent
pursuant to either clause (1) or (2) hereof shall be deemed received upon
such personal service or upon dispatch by electronic means. Any notice,
demand or request sent pursuant to clause (3) shall be deemed received
on the day immediately following deposit with the overnight courier, and any
notices, demands or requests sent pursuant to clause (4) shall be deemed
received forty-eight (48) hours following deposit in the mail.
410240 12 27
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 less than 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 A greement. The Parties agree to record this Agreement
with the Cook County Recorder's Office against title to the Property. The
Village and 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 court
proceedings between the Parties hereto shall be brought in Cook County,
Illinois.
Entire Contract and Amendments. This Agreement (together with the
exhibits attached hereto) is the entire contract between the Village and the
Developer relating to the subject matter hereof, supersedes all prior and
contemporaneous negotiations, understandings and agreements, written or
oral, between the Village and the Developer, and may not be 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 the Village and the Developer,
nor is anything in this Agreement intended to relieve or discharge the
410240_12 28
obligation or liability of any third parties to the Village and the Developer,
nor shall any provision give any third parties any rights of subrogation or
action over or against the Village or 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. The Village and 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 the Village or 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 the Village or the Developer. No
covenant or agreement contained in this Agreement shall be deemed to be
the covenant or agreement of the Corporate Authorities, Village Manager,
any elected official, officer, partner, member, shareholder, manager,
director, agent, employee or attorney of the Village or the Developer, in his
or her individual capacity, and no elected official, officer, partner, member,
director, agent, employee or attorney of the Village or the Developer shall
be liable personally under this Agreement or be subject to any personal
liability or accountability by reason of or in connection with or arising out of
the execution, delivery and performance of this Agreement, or any failure in
that connection.
O, Repealer., To the extent that any ordinance, resolution, rule, order or
provision of the Village's code of ordinances, or any part thereof, is in
conflict with the provisions of this Agreement, the provisions of this
Agreement shall be controlling, to the extent lawful.
410240_12 29
P. Term. This Agreement shall remain in full force and effect until the
termination of the Redevelopment Project Area ("Term").
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 Village consents
in writing to such assignment which 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. Nothing herein shall be
deemed to prohibit or impair an assignment to Developer's lender pursuant
to an assignment required for construction financing.
S. Municipal Limitations. All Village commitments hereunder are limited to
the extent required by law.
[THIS SPACE INTENTIONALLY LEFT BLANK]
41024012 30
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 corporation
By: —j
.,
Arlene _� ,�
10 N LLC,
an Illinois limited liab' ity company
By:
aw�rence A. Gerlach. Auth°- d
Signatory
410240_,12 31
ATTEST:
Karen Agoranos, llage —Clerk
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 Village Clerk of the Village of Mount Prospect, and personally known
to me to be the same persons whose names are subscribed to the foregoing instrument,
appeared before me this day in person and severally acknowledged that as such Mayor
and Village Clerk, they signed and delivered the said instrument and caused the corporate
seal of said municipal corporation to be affixed thereto, pursuant to authority given by the
Board of Trustees of said Illinois home rule municipal corporation, as their free and
voluntary act, and as the free and voluntary act and deed of said Illinois home rule
municipal corporation, for the uses and purposes therein set forth.
GIVEN under my hand and official seal, this o� day of /
201 �.
M
LSZ Notary Public M
OF ILLINOIS
ES:04I13/22
410240_12 32
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 Lawrence A. Gerlach personally known to me to be the
Authorized Signatory of 10 N LLC, an Illinois limited liability company, and personally
known to me to be the same person whose name is subscribed to the foregoing
instrument, appeared before me this day in person and severally acknowledged that as
such Authorized Signatory, he signed and delivered the said pursuant to authority given
by the operating agreement of 10 N LLC, as his/her free and voluntary act, and as the
free and voluntary acts and deeds of said limited liability company, for the uses and
purposes therein set forth.
GIVEN under my hand and official seal, this day of
201 j�
-
"OFFICIAL SEAL"
BRIDGET E TORRES Notary Public
Notary I�xbiu, State of Itlir�eis
M Commission Ex I res 02
410240_12 33
EXHIBIT A-1
Prospect and Main TIF District
Legal Description
Legal Description;
THAT PART OF SECTIONS 11 & 12 IN TOWNSHIP 41 NORTH, RANGE 11 EAST AND
SECTIONS 33 & 34 IN TOWNSHIP 42 NORTH, RANGE 11 EAST OF THE THIRD
PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS, BOUNDED AND DESCRIBED
AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE EAST LINE OF THE SOUTHEAST
QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT.
PROSPECT ROAD, AND THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY,
BEING ALSO THE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN
RAILWAY RIGHT OF WAY;
THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF
SECTION 12 AND THE CENTER LINE OF MT. PROSPECT ROAD TO THE
SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT
OF 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 NORTHWESTERLY ALONG 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 WEST HALF OF THE SOUTHEAST
QUARTER OF SECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID WEST LINE OF THE EAST 205 FEET OF LOT 1 IN
GLEICH'S INDUSTRIAL PARK TO THE SOUTHERLY LINE OF LOT 1 AFORESAID;
THENCE NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF LOT 1 IN GLEICH'S
INDUSTRIAL PARK TO THE EAST LINE OF SCHOOL STREET;
THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE
NORTHEASTERLY LINE OF LINCOLN STREET;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LINCOLN
STREET AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE
OF WILLIAM STREET;
410240_12 34
THENCE SOUTH ALONG SAID EAST LINE OF WILLIAM STREET TO THE SOUTH
LINE OF SHA-BONEE TRAIL;
THENCE WEST ALONG SAID SOUTH 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 LOT 12 IN ELLENDALE, A
SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 12 AFORESAID;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE EAST LINE OF
LOT 12 IN ELLENDALE TO THE NORTH LINE THEREOF;
THENCE WEST ALONG SAID NORTH LINE OF LOT 12 IN ELLENDALE TO THE EAST
LINE OF LOT 3 IN ELLENDALE AFORESAID;
THENCE NORTH ALONG SAID EAST LINE OF LOT 3 IN ELLENDALE AND THE
NORTHERLY EXTENSION THEREOF TO THE NORTH LINE OF MOEHLING DRIVE;
THENCE WEST ALONG SAID NORTH LINE OF MOEHLING DRIVE AND THE
WESTERLY EXTENSION THEREOF TO THE WEST LINE 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 IN
ETHEL 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 35 THRU 42 IN BUSSE'S
RESUBDIVISION TO THE EAST 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 IN MILLER RESUBDIVISION TO
THE SOUTHWESTERLY LINE OF PROSPECT AVENUE;
410240 12 35
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT
AVENUE TO THE WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION
AFORESAID;
THENCE SOUTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER
RESUBDIVISION TO A BEND THEREIN;
THENCE SOUTH ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER
RESUBDIVISION TO THE NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION TO
THE MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION
AFORESAID,
THENCE SOUTH ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER
RESUBDIVISION TO A BEND THEREIN;
THENCE SOUTHEASTERLY ALONG SAID MOST EASTERLY WEST LINE OF LOT 2
IN MILLER RESUBDIVISION TO THE EAST LINE THEREOF, AND THE NORTH LINE
OF LOT 42 IN BUSSE'S RESUBDIVISION AFORESAID;
THENCE WEST ALONG SAID NORTH LINE OF LOT 42 IN BUSSE'S RESUBDIVISION
AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF EMERSON
STREET;
THENCE NORTH ALONG SAID WEST LINE OF EMERSON STREET TO THE SOUTH
LINE OF LOT 11 IN BUSSE'S RESUBDIVISION AFORESAID;
THENCE WEST ALONG SAID SOUTH LINE OF LOT 11 IN BUSSE'S RESUBDIVISION
TO THE EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN MEIER'S ADDITION TO MT.
PROSPECT IN THE NORTHWEST QUARTER OF SECTION AFORESAID, LYING
SOUTH OF THE 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 LOT 5 IN BLOCK 1 IN MEIER'S
ADDITION TO MT. PROSPECT AND THE WESTERLY EXTENSION THEREOF TO
THE WEST LINE OF MAIN STREET;
THENCE NORTH ALONG SAID WEST LINE OF MAIN STREET TO THE NORTH LINE
OF LOT 24 IN BLOCK 4 IN MEIER'S ADDITION TO MT. PROSPECT AFORESAID;
41024012 36
THENCE WEST ALONG SAID NORTH LINE OF LOT 24 IN BLOCK 4 IN MEIER'S
ADDITION TO MT. PROSPECT TO THE WEST LINE OF THE 20 FOOT WIDE ALLEY
EAST OF WILLE STREET;
THENCE NORTH ALONG SAID WEST LINE OF THE 20 FOOT WIDE ALLEY EAST OF
WILLE STREET TO THE SOUTH LINE OF EVERGREEN AVENUE;
THENCE WESTALONG SAID SOUTH LINE OF EVERGREEN AVENUE TO THE WEST
LINE OF WILLE STREET;
THENCE NORTH ALONG SAID WEST LINE OF WILLE STREET TO THE SOUTH LINE
OF LOT 13 IN BUSSE'S RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE, OF
RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE, IN BLOCK 4, ALOS OF LOTS 2 & 3 IN
BLOCK 5, ALL OF BLOCK 6, LOT 13 TO 24, INCLUSIVE, IN BLOCK 7, LOTS 17 TO 20
IN BLOCK 8 ALL IN MEIER'S ADDITION TO MT. PROSPECT IN THE NORTHWEST
QUARTER OF SECTION 12 AFORESAID;
THENCE WEST ALONG SAID SOUTH LINE OF LOT 13 IN BUSSE'S RESUBDIVISION
TO THE WEST LINE OF LOTS 13 AND 14 IN BUSSE'S RESUBDIVISION;
THENCE NORTH ALONG SAID WEST LINE OF LOTS 13 AND 14 IN BUSSE'S
RESUBDIVISION TO THE SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY
SOUTHWESTERLY OF PROSPECT AVENUE;
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF THE 16
FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE
NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF PINE STREET;
THENCE NORTH ALONG SAID WEST LINE OF PINE STREET TO THE SOUTHERLY
LINE OF THE 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 ITS INTERSECTION WITH THE
SOUTH 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
OF ELMHURST AVENUE;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF
THE 20 FOOT WIDE ALLEY WEST OF ELMHURST AVENUE TO THE
SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF
PROSPECT AVENUE;
41024012 37
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF THE 16
FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE
NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF I-OKA AVENUE;
THENCE NORTH ALONG SAID WEST LINE OF I-OKA AVENUE TO THE SOUTHERLY
LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE;
THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE
16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE
NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF HI-LUSI
AVENUE;
THENCE NORTH ALONG SAID WEST LINE OF HI-LUSI AVENUE TO THE
SOUTHWESTERLY LINE OF PROSPECT AVENUE;
THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT
AVENUE TO THE SOUTH LINE OF CENTRAL ROAD;
THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE EAST LINE
OF LOT 8 IN H.ROY BERRY CO.S' COLONIAL MANOR, A SUBDIVISION OF PART OF
THE NORTHEAST QUARTER OF SECTION 11 AND PART OF THE NORTHWEST
QUARTER OF SECTION 12 AFORESAID,
THENCE SOUTH ALONG SAID EAST LINE OF LOT 8 IN H.ROY BERRY CO.S'
COLONIAL MANOR AND THE SOUTHERLY EXTENSION THEREOF TO THE SOUTH
LINE OF THE 16 FOOT WIDE ALLEY SOUTH OF CENTRAL ROAD;
THENCE WEST ALONG SAID SOUTH LINE OF THE 16 FOOT WIDE ALLEY SOUTH
OF CENTRAL ROAD TO THE WEST LINE OF THE EAST HALF OF THE NORTHEAST
QUARTER OF SECTION 11 AFORESAID,
THENCE NORTH ALONG SAID WEST LINE OF THE EAST HALF OF THE
NORTHEAST QUARTER OF SECTION 11 TO THE SOUTH LINE OF CENTRAL ROAD;
THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF MILLERS LANE;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF
MILLERS LANE TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF LOT 11
IN MILLERS STATION SUBDIVISION, A RESUBDIVISION OF LOT 1 IN TRADE
SERVICE PUBLICATIONS SUBDIVISION AND PART OF THE SOUTHEAST
QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID;
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE SOUTH LINE OF
LOT 11 IN MILLERS STATION SUBDIVISION AND THE EASTERLY EXTENSION
THEREOF TO THE EAST LINE OF CATHY LANE;
41024012 38
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 LOT 12 IN MILLERS STATION
SUBDIVISION AND THE NORTHERLY EXTENSION THEREOF TO THE
SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT
OF WAY;
THENCE SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINE OF THE
CHICAGO & NORTHWESTER RAILWAY RIGHT OF WAY TO THE EAST LINE OF THE
SOUTHEAST QUARTER OF SECTION 33 AFORESAID;
THENCE NORTH ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF
SECTION 33 AFORESAID TO THE WESTERLY EXTENSION OF THE NORTH LINE
OF HENRY STREET;
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF
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 SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT
WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST LINE
OF PROSPECT MANOR AVENUE;
THENCE EAST PERPENDICULAR TO THE WEST LINE OF FAIRVIEW AVENUE TO
THE EAST LINE OF PROSPECT MANOR AVENUE;
THENCE SOUTH ALONG SAID EAST LINE OF PROSPECT MANOR AVENUE TO THE
NORTH LINE OF WALNUT STREET;
THENCE EAST ALONG SAID NORTH LINE OF WALNUT STREET AND THE
EASTERLY EXTENSION THEREOF TO THE EAST LINE OF RIDGE AVENUE;
THENCE SOUTH ALONG SAID EAST LINE OF RIDGE AVENUE TO THE NORTH LINE
OF LOT 1 IN FRIEDRICH'S SUBDIVISION OF LOTS 4 & 5 IN BLOCK 25 IN PROSPECT
MANOR, A SUBDIVISION OF THE SOUTH 3/4 OF THE WEST HALF OF THE WEST
HALF OF SECTION 34 AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN FRIEDRICH'S SUBDIVISION
TO THE WEST LINE OF ELMHURST AVENUE;
410240_12 39
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 PART OF BLOCK 4
IN THE ERNST BUSSE ADDITION TO MT. PROSPECT IN THE EAST HALF OF THE
SOUTHWEST QUARTER OF SECTION 34 AFORESAID;
THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF
THE PLAT OF CONSOLIDATION TO THE EAST LINE OF LOT 1 IN THE PLAT OF
CONSOLIDATION AFORESAID;
THENCE SOUTH ALONG SAID EAST LINE LOT 1 IN THE 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 PINE STREET TO THE
NORTHEASTERLY LINE OF NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF NORTHWEST
HIGHWAY TO THE WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE
RESUBDIVISION OF LOTS 18 & 19 AND THE NORTH 22 FEET OF LOT 17 IN BLOCK
2 OF BUSSE & WILDE'S RESUBDIVISION IN MT. PROSPECT TOGETHER WITH LOT
"A" IN CORPORATE SUBDIVISION NO. 8 VILLAGE OF MT. PROSPECT AND LOT 1
IN WILLE'S RECONSOLIDATION IN THE NORTHWEST QUARTER OF SECTION 12
AFORESAID;
THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK
TOWER PLACE RESUBDIVISION 38.06 FEET TO A BEND THEREIN;
THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE
RESUBDIVISION 28.07 FEET TO A BEND THEREIN;
THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK
TOWER PLACE RESUBDIVISION 18.61 FEET TO A BEND THEREIN,-
THENCE
HEREIN;
THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE
RESUBDIVISION 30.63 FEET TO A BEND THEREIN;
THENCE NORTH ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER
PLACE RESUBDIVISION 65.92 FEET TO THE NORTH LINE THEREOF;
THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN CLOCK TOWER PLACE
RESUBDIVISION TO THE WEST LINE OF WILLE STREET;
41024012 40
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 THE EAST LINE THEREOF;
THENCE NORTH ALONG SAID EAST LINE OF LOT 1 IN PROSPECT PLACE PLAT OF
RESUBDIVISION 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 LOT 1 IN TRAPANI'S
RESUBDIVISION OF LOT "A" IN BLOCK 1 IN THE ERNST BUSSE ADDITION TO MT.
PROSPECT AND LOT "A" IN HILLCREST SUBDIVISION IN THE SOUTHWEST
QUARTER OF SECTION 34 AFORESAID;
THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF
LOT 1, AND THE WEST LINE OF LOT 2 IN TRAPANI'S RESUBDIVISION AND THE
NORTHERLY EXTENSION THEREOF TO THE 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
OAD;
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 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT.
PROSPECT IN THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT 13 IN BLOCK 5 IN BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF;
THENCE SOUTH ALONG SAID EAST LINE OF LOT 13 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;
410240_12 41
THENCE SOUTH ALONG SAID EAST LINE OF MAPLE STREET TO THE NORTH LINE
OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT
AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF;
THENCE SOUTH ALONG SAID EAST LINE OF LOT 9 IN BLOCK 11 IN BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE SOUTH LINE THEREOF;
THENCE SOUTHWESTERLY ALONG SAID SOUTH LINE OF LOT 9 IN BLOCK 11 IN
BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE OF LOT
12 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT, BEING
ALSO THE WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT
DEVELOPMENT OF LOTS 2, 3, 4 & OUT LOT 1 IN TAX INCREMENT FINANCE
SUBDIVISION NO. 1, A RESUBDIVISION OF LOTS A & B IN THE RESUBDIVISION OF
LOTS 2 TO 6, PART OF LOT 1 IN THE SUBDIVISION OF BLOCK 10, LOT 16 IN
BUSSE'S SUBDIVISION, LOTS 13 TO 15 IN BLOCK 11 & PART OF BLOCK 9 IN BUSSE
& WILLE'S RESUBDIVISION IN MT. PROSPECT IN THE NORTHWEST QUARTER OF
SECTION 12 AFORESAID;
THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A
PLANNED UNIT DEVELOPMENT 172.45 FEET TO A BEND THEREIN;
THENCE WEST ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED
UNIT DEVELOPMENT 4.63 FEET TO A BEND THEREIN,
THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A
PLANNED UNIT DEVELOPMENT 147.65 FEET TO A BEND THEREIN;
THENCE SOUTHWESTERLY ALONG SAID WESTERLY LINE OF VILLAGE
COMMONS A PLANNED UNIT DEVELOPMENT TO THE NORTHEASTERLY LINE OF
NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF NORTHWEST
HIGHWAY TO THE NORTHWESTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE
SUBDIVISION NO. 1, A RESUBDIVISION OF PARTS OF BLOCKS 9, 10 & 11 IN BUSSE
& WILLE'S RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12
AFORESAID;
THENCE NORTHEASTERLY ALONG SAID NORTHWESTERLY LINE OF LOT 1 IN TAX
INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTHEASTERLY LINE
THEREOF;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LOT 1 IN TAX
INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTH LINE OF LOT A IN
410240 12 42
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 LOT A IN GEORGE R. BUSSE'S
RESUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE
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. PROSPECT SUBDIVISION IN SECTION
12 AFORESAID;
THENCE EAST ALONG SAID NORTH LINE OF THE SOUTH HALF OF LOT 33 IN MT.
PROSPECT SUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE
EAST LINE OF THE 16 FOOT WIDE ALLEY EAST OF SCHOOL STREET;
THENCE SOUTH ALONG SAID EAST LINE OF THE 16 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 LOT 1 IN BRUCE'S RESUBDIVISION
IN MT. PROSPECT AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE
OF 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 SOUTHEASTERLY ALONG SAID NORTHWESTERLY EXTENSION AND
THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF
NORTHWEST HIGHWAY AND THE SOUTHEASTERLY EXTENSION THEREOF TO
THE EAST LINE OF LOUIS STREET;
THENCE SOUTH ALONG SAID EAST LINE OF LOUIS STREET TO THE NORTHERLY
LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY;
THENCE EAST AND SOUTHEASTERLY ALONG SAID NORTHERLY LINE OF THE 16
FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY AND THE
SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF EDWARDS
STREET;
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
410240 12 43
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 SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT
WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE EAST LINE OF
GEORGE STREET;
THENCE NORTH ALONG SAID EAST LINE OF GEORGE STREET TO THE NORTH
LINE OF LOT 17 IN MAPLEWOOD HEIGHTS, A SUBDIVISION NORTH OF THE
RAILROAD IN THE DIVISION OF THE SOUTHEAST QUARTER OF SECTION 12
AFORESAID,
THENCE EAST ALONG' SAID NORTH LINE OF LOT 17 IN MAPLEWOOD HEIGHTS TO
THE EAST LINE THEREOF;
THENCE SOUTH ALONG SAID EAST LINE OF LOT 17 IN MAPLEWOOD HEIGHTS TO
THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF
NORTHWEST HIGHWAY;
THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT
WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST LINE
OF LOT 65 IN MAPLEWOOD HEIGHTS AFORESAID;
THENCE NORTH ALONG SAID WEST LINE OF LOT 65 IN MAPLEWOOD HEIGHTS
TO THE NORTH LINE THEREOF;
THENCE EAST ALONG SAID NORTH LINE OF LOT 65 IN MAPLEWOOD HEIGHTS
AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF THE
SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER
LINE OF MT. PROSPECT ROAD;
THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF
SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT
ROAD, TO THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY, BEING ALSO
THE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY
RIGHT OF WAY, AND THE POINT OF BEGINNING;
EXCEPTING THEREFROM
410240 12 44
THAT PART OF LOT 1 IN DESIDERATA SUBDIVISION OF BLOCK 1 IN BUSSE &
WILLE'S RESUBDIVISION IN MT. PROSPECT IN SECTION 12 AFORESAID, LYING
NORTH OF A LINE DESCRIBED AS FOLLOWS:
BEGINNING ON THE WEST LINE OF 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 NORTHEASTERLY ALONG 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, AND THE
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.
410240_,12 45
EXHIBIT A-2
Prospect and Main TIF District
Map
Map: Prospect & Main Proposed RPA Boundary
z
0
z
MProposed RPA Boundary Parcels in RPA
41024012 46
EXHIBIT B
Legal Description of the Property
Lot 1 in Trapani's resubdivision of part of Lot A in Block 1 in Ernst Busse Addition
to Mt. Prospect and all of Lot A in Hillcrest, both subdivisions in the East Y2 of the
Southwest '/ of Section 34, Township 42 North, Range 11 East of the third
principal meridian, according to the plat thereof recorded March 18, 1999 as
document number 99266288, in Cook County, IL.
P.I.N.: 03-34-331-018-0000
Common Address: 2-40 N. Main Street,
Mount Prospect, Illinois 60056
410240 12 47
EXHIBIT C
Site Plan for the Project
410240_12 48
EXHIBIT D
Detailed Description of the Project
The Project is a multi -family planned unit development (PUD) known as 10 N. Main Street
consisting of a five (5) story building, including ninety-seven (97) apartments, and related
site improvements.
410240_,12 49
EXHIBIT E
Real Estate Sale Contract
(attached)
41024012 50
REAL ESTATE SALE CONTRACT
("Contract")
This Contract shall be subject to the terms and conditions of the "Redevelopment Agreement for
the Central and Main Development Comprising a Part of the Prospect and Main TIF District of the
Village of Mount Prospect, Illinois," entered into between the Seller and the Purchaser
("Redevelopment Agreement"), and, to the extent of any conflict between the terms of this Contract
and said Redevelopment Agreement, the terms of the Redevelopment Agreement shall control.
Capitalized terms shall have the meaning set forth in the Contract and the Redevelopment
Agreement,
10 N LLC, an Illinois limited liability company ("Purchaser") agrees to purchase at a price of Six
Hundred Fifty Thousand and 00/100 Dollars ($650,000.00) ("Purchase Price"), on the terms set
forth herein, the property legally described on Exhibit 1 attached hereto ("Property"). Purchaser
shall deposit earnest money as set forth in the Redevelopment Agreement, and the earnest money
shall be used as set forth in the Redevelopment Agreement. Purchaser shall complete the
disclosure form in Exhibit 2 simultaneous with its execution of this Contract.
The Village of Mount Prospect, Illinois, an Illinois home rule municipal corporation ("Seller") agrees
to sell the Property, at the Purchase Price and on the terms and the conditions set forth herein and
in the Redevelopment Agreement, and to convey or cause to be conveyed to Purchaser thereto by
a recordable Special Warranty Deed ("Deed") subject to the Permitted Exceptions, in the form
attached hereto as Exhibit 3 together with the any and all personal property, including fixtures
presently located thereon, which the Seller shall execute and convey to Purchaser by a bill of sale
in the form attached hereto as Exhibit 4.
4, Seller shall, within twenty (20) business days after the effective date of this contract, deliver to
Purchaser, at Seller's sole cost and expense, a current as -built ALTA/ACSM survey ("Survey") of
the Property, prepared by a registered land surveyor or engineer, licensed in the State of Illinois,
prepared in accordance with the Minimum Standard Detail Requirements of a Class A Land Title
Survey jointly established by the American Land Title Association and the American Congress on
Surveying and 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 utilities servicing the Property;
and identification of each Permitted Exception capable of being geographically located, by locating
the same on the Survey with reference to recording information. The Survey must be sufficient to
cause the Title Company (as defined below) to delete the standard printed survey exception and
to issue the title policy free from any survey objections or exceptions whatsoever, other than the
Permitted Exceptions. Within ten (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 1 shall 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.
The time of closing ("Closing") shall be as provided for in Section V. of the Redevelopment
Agreement ("Closing Date") or on the date, if any, to which such time is extended by reason of
paragraph 1 of the Conditions and Stipulations attached hereto hereafter becoming operative
(whichever date is later), unless subsequently mutually agreed otherwise, at the office of Chicago
410240_,12 51
Title Insurance in downtown Chicago, Illinois, or by a New York style closing escrow, provided title
is shown to be good or is accepted by Purchaser,.
6. Each party hereto hereby represents and warrants to the other that, in connection with this
transaction, no third -party broker or finder has 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 party hereby 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. Further, the representations and warranties of each party made in Sections
XII and XIII of the Redevelopment Agreement are hereby remade and incorporated into this
Contract as if fully set forth herein, and further each of the parties agrees to deliver to the other a
certificate in the form attached hereto as Exhibit 5 stating that the representations and warranties
set forth in Section XII and XIII, as the case may be, are true and correct as of the date of Closing.
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 ("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, 10 N LLC,
an Illinois home rule municipal corporation an Illinois limited liability company
By:
Arlene Juracek, Mayor
ATTEST:
By.-
Karen
y:Karen Agoranos, Village Clerk
Executed by Seller on
410240_,12 52
By:
Lawrence A. Gerlach, Authorized Signatory
Executed by Purchaser on
CONDITIONS AND STIPULATIONS
Seller shall deliver to Purchaser, a title commitment issued by Chicago Title Insurance
Company ("Title Company"), with the cost of said title commitment to be shared equally by
Seller and Purchaser, in the amount of the Purchase Price, with extended coverage over the
standard exceptions 1 through 5, ("Title Commitment"), together with copies of all underlying
title documents listed in the Title Commitment ("Underlying Title Documents"), subject only
to (i) covenants, conditions, restrictions and easements of record; (ii) all applicable laws and
ordinances affecting the Property, including but not limited to, zoning, subdivision, public
health, environmental and building; (iii) public and private easements, recorded and
unrecorded for utilities and drainage and other purposes over, under and upon the Property;
(iv) the restrictions and reservations, if any, contained in the Deed, provided that (i), (ii), (iii) and
(iv) do not prevent the Purchaser, in Purchaser's reasonable judgment, from being able to
proceed with the Project, as defined in the Redevelopment Agreement; (v) 2018 and
subsequent general real estate taxes not yet due and payable and subsequent years; and (vi)
acts done or suffered by or judgments against Purchaser (collectively, the "Permitted
Exceptions"). If the Title Commitment, Underlying Title Documents or the Survey (as defined
above) disclose exceptions to title, which are not acceptable to Purchaser, ("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
("Purchaser's Objection Letter") listing those matters, which are not acceptable to Purchaser.
Seller shall have thirty (30) days from the date of delivery of the 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, and the time of Closing shall be extended thirty (30) days ("Extended
Title Closing Date") after Purchaser's receipt of a proforma title policy ("Proforma Title
Policy") reflecting the Title Company's commitment to insure the Unpermitted Exceptions. If
Seller fails to have the Unpermitted Exceptions removed or in the alternative, to obtain a Title
Commitment insuring the Unpermitted Exceptions or correcting the Survey Defects within the
specified time, Purchaser may elect to either (i) terminate this Contract, or (ii) upon notice to
Seller within ten (10) days after 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, 2019 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.
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
410240_12 53
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 form of 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 / Michael A. Marrs
Email: Icmalina@ktjlaw.com / mamarrs@ktjlaw.com
If to Developer: 10 N LLC
c/o The Harlem Irving Companies, Inc.
4104 North Harlem Avenue
Norridge, Illinois 60706
Attn: Richard D. Filler
Email: rfiller@harlemirving.com
With a copy to: 10 N LLC
c/o The Harlem Irving Companies, Inc.
4104 North Harlem Avenue
Norridge, Illinois 60706
Attn: Gregory E. Fix
Email: gfix@harlemirving.com
410240_12 54
And: First Equity Group, LLC
205 West Wacker Drive, Suite 901
Chicago, Illinois 60606
Attn: Tom Lowe
Email: tom@firstequity.realestate
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� This Contract and the Exhibit attached hereto, if any, and made a part hereof, or required
hereby, embody the entire contract between the parties hereto with respect to the Real Estate
and supersede any and all prior agreements and understandings, whether written or oral, and
whether formal or informal. No extensions, changes, modifications or amendments to or of this
Contract, of any kind whatsoever, shall be made or claimed by Seller or Purchaser, and no
notices of any extension, change, modification or amendment made or claimed by Seller or
Purchaser (except with respect to permitted unilateral waivers of conditions precedent by
Purchaser) shall have any force or effect whatsoever unless the same shall be endorsed in
writing and fully signed by Seller and Purchaser.
10. The following Exhibits, Schedules, Riders or attachments are hereby attached hereto and
made a part hereof by reference:
Exhibit 1 - Legal Description of Property
Exhibit 2 — Disclosure Form (which shall be completed by the Purchaser)
Exhibit 3 — Form of Special Warranty Deed
Exhibit 4 — Form of Bill of Sale
Exhibit 5 -- Certificate of Representations and Warranties
410240_12 55
Exhibit 1 to Real Estate Sale Contract
Lot 1 in Trapani's resubdivision of part of Lot A in Block 1 in Ernst Busse Addition
to Mt. Prospect and all of Lot A in Hillcrest, both subdivisions in the East Y2 of the
Southwest '/4 of Section 34, Township 42 North, Range 11 East of the third
principal meridian, according to the plat thereof recorded March 18, 1999 as
document number 99266288, in Cook County, IL.
P.I.N.: 03-34-331-018-0000
Common Address: 2-40 N. Main Street,
Mount Prospect, Illinois 60056
410240_12 56
State of Illinois )
)ss.
County of )
Exhibit 2 to Real Estate Sale Contract
Disclosure Form
DISCLOSURE AFFIDAVIT
(hereinafter referred to as "Affiant") reside at
in County, State of , being first
duly sworn and having personal knowledge of the matters contained herein, swear to the following:
2
4
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),
That the Real Estate (as defined herein) being sold to the Purchaser is commonly known
as:
19111101®
Common Addresses: (herein referred to as the "Real Estate").
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 any interest, real or personal, in the Real Estate, and every
shareholder entitled to receive more than 7%2% of the total distributable income of any
corporation having any interest, real or personal, in the Real Estate.
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 ares
or
[ ] The corporation is publicly traded and there is no readily known
individual having greater than a 7%% 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 SWORN to before me
this day of , 201_.
NOTARY PUBLIC
410240_12 57
Exhibit 3 to Real Estate Sale Contract
Form of Special Warranty Deed
THIS DOCUMENT WAS
PREPARED BY AND
AFTER RECORDING
RETURN TO:
Attention: )
[This space reserved for recordin data.
SPECIAL WARRANTY DEED
THIS SPECIAL WARRANTY DEED ("Deed"), is made as of this _ day of
2019, by the VILLAGE OF MOUNT PROSPECT, Illinois, an Illinois home rule municipal corporation (the
"Grantor"), having an address at 50 S. Emerson Street, Mount Prospect, Illinois 60056 to 10 N LLC, an
Illinois limited liability company ("Grantee"), having an address at c/o The Harlem Irving Companies, Inc.,
4104 North Harlem Avenue, Norridge, Illinois 60706.
WITNESSETH:
That the Grantor for and inconsideration of the sum of TEN AND 00/100THS DOLLARS ($10.00)
and other good and valuable consideration in hand paid by the Grantee, the receipt and sufficiency of
which is hereby acknowledged, by these presents does GRANT, REMISE, RELEASE, ALIEN, SELL AND
CONVEY unto the Grantee and its successors and assigns FOREVER, all of the real estate described on
Exhibit A attached hereto and made a part hereof together with the building structures, fixtures, and other
improvements located on said real estate, if any, but excluding fixtures and improvements owned by
tenants, and all hereditaments, easements and appurtenances thereunto belonging, or in any way
pertaining to said real estate ("Property"), subject only to those matters described on Exhibit B attached
hereto and made a part hereof ("Permitted Exceptions").
TO HAVE AND TO HOLD the Property, subject only to the Permitted Exceptions, unto the Grantee
and its successors and assigns forever.
Grantor does covenant, promise and agree, to and with the Grantee and its successors and
assigns, that Grantor, and only Grantor, has not done, or suffered to be done, anything whereby the
Property is, or may be, in any manner encumbered, except as herein recited, and that it WILL WARRANT
AND FOREVER DEFEND the Property against persons lawfully claiming by, through, or under Grantor but
not otherwise, except for claims arising under or by virtue of the Permitted Exceptions.
[remainder of page intentionally left blank]
410240__12 58
IN WITNESS WHEREOF, the Grantor has caused its name to be signed to these presents on the
date first set forth above.
STATE OF
SS
COUNTY OF
GRANTOR:
VILLAGE OF MOUNT PROSPECT, ILLINOIS, an Illinois
home rule municipal corporation
By:
Name:
Title:
On 2019 before me, the undersigned, personally appeared
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and acknowledged to me that he/she
executed the same in his/her capacity, and that by his/her signature on the instrument, the individual, or
the person upon behalf of which the individual acted, executed the instrument.
Witness my hand and official seal.
Notary Public
My Commission expires:
[SEAL]
410240_12 59
Exhibit it A. to S ecaal WarrantDeed
Legal Description of the Property
Lot 1 in Trapani's resubdivision of part of Lot A in Block 1 in Ernst Busse Addition to Mt. Prospect and all
of Lot A in Hillcrest, both subdivisions in the East %2 of the Southwest % of Section 34, Township 42 North,
Range 11 East of the third principal meridian, according to the plat thereof recorded March 18, 1999 as
document number 99266288, in Cook County, IL.
P.1,N.: 03-34-331-018-0000
Common Address: 2-40 N. Main Street, Mount Prospect, Illinois 60056
410240_12 60
i M w: AM.M
Permitted Exceptions
(a) All liens, encumbrances, easements, covenants, conditions, restrictions and other matters of
record;
(b) All matters which a correct survey of the Property would disclose;
(c) All matters which could be ascertained by a physical inspection of the Property;
(d) Any and all liens not yet delinquent for real property and personal property taxes and for general
and special assessments against the Property;
(e) All matters arising in connection with any acts of Grantee; and
(f) Building and zoning ordinances and regulations and any other laws, ordinances, or governmental
regulations restricting, regulating or relating to the use, occupancy or enjoyment of the Property.
410240_12 61
Exhibit 4 to Real Estate Sale Contract
BILL OF SALE
KNOW ALL MEN BY THESE PRESENTS, the VILLAGE OF MOUNT PROSPECT, ILLINOIS, an Illinois
home rule municipal corporation ("Seller"), for and in consideration of the sum of Ten Dollars ($10.00) and
other valuable consideration to it in hand paid by 10 N LLC, an Illinois limited liability company,
("Purchaser"), the receipt and sufficiency of which are hereby acknowledged, hereby sells, assigns,
transfers and conveys unto said Purchaser any and all of Seller's right, title and interest in and to all tangible
personal property located upon the land described in Exhibit A attached hereto and hereby made a part
hereof ("Land"), including, without limitation, any and all appliances, furniture, carpeting, draperies and
curtains, tools and supplies, and other items of personal property (excluding cash, computers, software and
all items of personal property owned by tenants or by the property manager, or leased to Seller), if any,
used exclusively in connection with the operation of the Land, as is, where is, and without warranty, express
or implied, of title, use, merchantability or fitness for any purpose.
TO HAVE AND TO HOLD all of said personal property unto Purchaser, its successors and assigns, to its
own use forever.
[Signature Page Follows]
410240_12 62
IN WITNESS WHEREOF, Seller has executed this Bill of Sale as of the day of
, 2019.
SELLER:
VILLAGE OF MOUNT PROSPECT, ILLINOIS, an
Illinois home rule municipal corporation
By:
Arlene Juracek, Mayor
ATTEST:
By:
Karen Agoranos, Village Clerk
410240_12 63
Exhibit A to Bill of Sale
Lot 1 in Trapani's resubdivision of part of Lot A in Block 1 in Ernst Busse Addition to Mt. Prospect and all
of Lot A in Hillcrest, both subdivisions in the East'/ of the Southwest %4 of Section 34, Township 42 North,
Range 11 East of the third principal meridian, according to the plat thereof recorded March 18, 1999 as
document number 99266288, in Cook County, IL.
P.I.N.: 03-34-331-018-0000
Common Address: 2-40 N. Main Street,
Mount Prospect, Illinois 60056
410240_,12 64
Exhibit 5 to Real Estate Sale Contract
CERTIFICATE OF REPRESENTATIONS AND WARRANTIES
THIS CERTIFICATE OF REPRESENTATIONS AND WARRANTIES is made this _ day of
2019 by the VILLAGE OF MOUNT PROSPECT, ILLINOIS, an Illinois home rule municipal
corporation ("Seller").
Seller intends to sell certain real property ("Property") to 10 N LLC, an Illinois limited liability
company ("Purchaser"), which real property is located at 2-40 N. Main Street, Mount Prospect, Illinois
60056, pursuant to the terms and conditions of a REAL ESTATE SALE CONTRACT made and entered
into as of April _, 2019, and all amendments thereto (collectively, the "Contract"). The Property is legally
described in the Contract.
In consideration of Purchaser's purchase of the Property, and for purposes of inducing Purchaser's
purchase of the Property, Seller hereby warrants, represents and covenants that all of the representations
and warranties set forth in the Contract remain true, accurate and complete as of the Closing Date under
the Contract.
In consideration of Seller's sale of the Property, and for purposes of inducing Seller's sale of the
Property, Purchaser hereby warrants, represents and covenants that all of the representations and
warranties set forth in the Contract remain true, accurate and complete as of the Closing Date under the
Contract.
Unless otherwise provided in this CERTIFICATE OF REPRESENTATIONS AND WARRANTIES,
all capitalized terms herein shall have the meanings ascribed to them in the Contract.
IN WITNESS WHEREOF, this CERTIFICATE OF REPRESENTATIONS AND WARRANTIES has
been executed for purposes of inducing the passing of title to the Property.
[Signature Page Follows]
410240_12 65
SELLER:
VILLAGE OF MOUNT PROSPECT,
an Illinois home rule municipal corporation ATTEST:
By: By:
Arlene Juracek, Mayor Karen Agoranos, Village Clerk
a
By:
PURCHASER:
10 N LLC, an Illinois limited
liability company
By:
Authorized Signatory
410240_,12 66
EXHIBIT F
PUBLIC IMPROVEMENTS
The Developer shall construct public improvements relative to the Project as directed by
the Village, at the Developer's sole cost and expense, which shall include, but not be
limited to, the following public improvements, along with others required by the Village:
Roadway improvements, including grading, compacting, curb & gutter, stone,
asphalt, pervious pavement, curb replacement and striping, and improvements on
Route 83 as approved by the Illinois Department of Transportation for the drop-off
lane.
410240_12 67