HomeMy WebLinkAboutOrd 6565 03/17/2021Second Amendment to the Redevelopment agreement for the JPMORGAN Chase Bank Development and License agreementAN ORDINANCE AUTHORIZING
ASECONDAMENDMENT TOTHE REDEVELOPMENTAGREEMENT
FOR THE JPMORGAN CHASE BANK DEVELOPMENT
COMPRISING A PART OF THE PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNTPROSPECTI ILLINOIS
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 (the "Village") is a home rule municipality
pursuant to Section 6 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, 551 LCS 5/11-74.4-1, et seq. ,
as amended from time to time (the "TIF Act").
D. Pursuant to its powers and in accordance with the TIF Act, and pursuant to
Ordinance Nos. 6293, 6294 and 6295, adopted January 17, 2017, which
are incorporated herein by reference, the Prospect and Main Tax Increment
Financing District (the "TIF District") was formed as a TIF district, for a
twenty-three (23) year period, the redevelopment project area therefor was
approved, the redevelopment plan and project therefor was approved, and
tax increment financing in relation thereto was approved.
E. Pursuant to Ordinance No. 6520, adopted July 7, 2020, the Village
approved a "Redevelopment Agreement For The JPMorgan Chase Bank
Development Comprising A Part Of The Prospect And Main TIF District Of
The Village Of Mount Prospect, Illinois", dated July 8, 2020 (the
"Redevelopment Agreement") with MIG of Mount Prospect, an Illinois
limited liability company (the "Owner") and JPMorgan Chase Bank, National
Association, a national banking association (the "Developer"), with said
4645781
Redevelopment Agreement relating to the property generally located at the
Northwest corner of Main Street (Illinois Route 83) and Northwest Highway,
and the right-of-way of Evergreen Avenue, immediately East of Maple
Avenue.
F. The Village, the Owner and the Developer and pursuant to Ordinance 6564,
adopted November 4, 2020, authorized a First Amendment of the
Redevelopment Agreement.
The Village, the Owner and the Developer desire to amend certain
provisions of the Redevelopment Agreement to clarify the obligations of the
Village and the Developer should any legal or physical obstacles arise to
the Developer's construction of the project due to title issues pertaining to
real property that is the subject of pending litigation in the Circuit Court of
Cook County, Illinois.
G. That, attached hereto as Exhibit A and made part hereof, is a second
amendment to the Redevelopment Agreement, between the Owner, the
Developer and the Village, which sets forth the revisions necessary to
facilitate the changes referenced in subsection F. above (the "Second
Amendment"}.
H. That it is in the best interests of the Village to approve the second
amendment, so that redevelopment within the TIF District can continue.
SECTION 2: Based upon the foregoing, the Second Amendment is hereby
approved; the Mayor, Village Clerk and Village Manager, or their designees, be and are
hereby authorized and directed to execute the Second Amendment and perform the
Village's obligations thereunder; and the Mayor, Village Clerk and Village Manager, or
their designees, are further authorized and directed to execute and deliver such other
instruments, including the Second Amendment, as may be necessary or convenient to
consummate the Village's and the Developer's obligations as set forth in the
Redevelopment Agreement, as amended by the Second Amendment.
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,
ADOPTED this 16th day of March, 2021, pursuant to a roll call vote as
follows:
AYES: Grossi, Hatzis, Hoefert, Rogers, Saccotelli, Zadel
NAYS :None
ABSENT: None
4645781
APPROVED this 16th day of March, 2021, by the Mayor of the Village of Mount
Prospect, and attested by the Village Clerk, on the same day.
Arlene A. r—acek, Mayor
APPROVED and FILED in my office this 17th day of March, 2021 and published in
pamphlet form in the Village of Mount Prospect, Cook County, Illinois.
ATTEST:
Karen Agoranos, V' age Clerk
4645781
KAREN A. YARBROUGH
COOK COUNTY CLERK
DATE: O6/21/2021 10:22 AN PG: 1 OF 11
WVIIIIIIIIIIIIIIIIIVIIIIIIInllllllll
ar-%,Unu AMtnIDMENT TO THE REDEVELOPMENT AGREEMENT
FOR THE JPMORGAN CHASE BANK DEVELOPMENT
COMPRISING A PART OF THE PROSPECT AND MAIN TIF DISTRICT
OF THE VILLAGE OF MOUNT PROSPECT ILLINOIS
This "Second Amendment To The Redevelopment Agreement For The JPMorgan
Chase Bank Development Comprising A Part Of The Prospect And Main TIF District Of
The Village Of Mount Prospect, Illinois" (the "Second Amendment") is made and entered
into as of the t� day of L-�q r'cw.re , 2021 by and between the Village of Mount Prospect,
Illinois, an Illinois home rule municipal corporation (the "Village"), MIG of Mount Prospect,
LLC, an Illinois limited liability company (the "Owner"), and JPMorgan Chase Bank,
National Association, a national banking association (the "Developer"). The Village, the
Owner and the Developer are sometimes referred to herein individually as a "Party" and
collectively as the "Parties".
WITNESSETH:
WHEREAS, pursuant to Ordinance No. 6520, adopted July 7, 2020, the Village
approved a "Redevelopment Agreement For The JPMorgan Chase Bank Development
Comprising A Part Of The Prospect And Main TIF District Of The Village Of Mount
Prospect, Illinois", dated July 8, 2020 (the "Redevelopment Agreement") with MIG of
Mount Prospect, an Illinois limited liability company (the "Owner") and JPMorgan Chase
Bank, National Association, a national banking association (the "Developer"), with said
Redevelopment Agreement relating to the property generally located at the Northwest
corner of Main Street (Illinois Route 83) and Northwest Highway, and the right-of-way of
Evergreen Avenue, immediately East of Maple Avenue; and
WHEREAS, on November 4, 2020, and pursuant to Ordinance No. 6564, the
Village approved a "First Amendment to the Redevelopment Agreement for the JPMorgan
Chase Bank Development Comprising a Part of the Prospect and Main TIF District of the
Village of Mount Prospect, Illinois" (the Redevelopment Agreement, as amended by the
First Amendment, being hereinafter referred to as the "Amended Redevelopment
Agreement").
f
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WHEREAS, the Village, the Owner and the Developer desire to amend certain
provisions of the Amended Redevelopment Agreement to clarify the obligations of the
Village and the Developer should any legal or physical obstacles arise to the Developer's
construction of the project due to title issues pertaining to real property that is the subject
of pending litigation in the Circuit Court of Cook County, Illinois, and said amendments
are set forth herein; and
WHEREAS, in accordance with the Tax Increment Allocation Redevelopment Act,
65 ILCS 5/11-74.4-1 et seq., it is in the best interests of the Village, the Owner and the
Developer to enter into this Second Amendment;
NOW, THEREFORE, in consideration of the foregoing, other good and valuable
consideration, the receipt and sufficiency of which is acknowledged by the Parties hereto,
and the mutual covenants and agreements hereinafter contained, the Parties hereto
agree as follows:
1. The Recitals, as set forth above, are incorporated herein by reference.
2. That Section VI.A (3), of the Amended Redevelopment Agreement is hereby
amended by adding the following:
Should any action due to the title issues, either legal or physical or resulting
from the pending litigation, Village of Mount Prospect v. Meyn, et al., No.
2019 CH 01762, (Circuit Court of Cook County, Chancery Division) arise
on or with respect to the Subject Property that directly impedes the
obligations of the Developer to complete any aspect of the Chase Project,
the Village shall not hold the Developer responsible for any delays or
obstruction caused by such action under the Amended Redevelopment
Agreement or any related documents approved by the Amended
Redevelopment Agreement, any related permits issued by the Village in
connection therewith or otherwise under the Village Code.
3. That Section XII I. C. of the Amended Redevelopment Agreement is hereby
amended by adding the following:
If any action above due to the title issues, either legal or physical or resulting
from the pending litigation, Village of Mount Prospect v. Meyn, et al., No.
464630,m„1
2019 CH 01762 (Circuit Court of Cook County, Chancery Division) makes
it impossible for the Developer to complete its portion of the work that is
being done on behalf of the Village within the time provided in the Amended
Redevelopment Agreement the Village agrees to extend any completion
deadline necessary to have the Developer complete that portion of the work
on behalf of the Village.
If any action above due to the title issues, either legal or physical or resulting
from the pending litigation, Village of Mount Prospect v. Meyn, et al., No.
2019 CH 01762 (Circuit Court of Cook County, Chancery Division) makes
it impossible for the Developer to complete its portion of any work that the
Developer is required to perform in connection with the Parking Lot Project
or the Detention Project, the Village agrees that the failure or inability of
Developer to perform such work shall not constitute a basis for the Village
to assert that the Bank Project remains uncompleted and not suitable for
occupancy and operation if the Bank Project has otherwise been
constructed in accordance with the requirements of the Amended
Redevelopment Agreement, the plans therefore to the extent approved by
the Village, permits issued therefor by the Village and to the extent
otherwise in compliance with the requirements of the Village Code.
4. That Section XV. B. of the Amended Redevelopment Agreement is hereby
amended by adding the following:
The Village shall indemnify the Developer from claims against the
Developer directly caused by any action described above during the
construction of the Chase Project.
5. That all portions of the Amended Redevelopment Agreement, not amended
hereby, shall remain in full force and effect.
6. This Second Amendment shall be executed simultaneously in three (3)
counterparts, each of which shall be deemed an original, but all of which shall constitute
one and the same Second Amendment.
7. The Parties agree to record this Second Amendment with the Cook County
Recorder's Office against title to the Development Parcel, as part of the closing in regard
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to the conveyance of the Village Parcel to the Owner pursuant hereto. The Village, the
Owner and the Developer shall equally share the cost of the recording charges. The
Owner's and the Developer's rights and obligations in this Second Amendment are
covenants running with title to the Development Parcel and successor owners of the
Development Parcel shall be and are bound by this Second Amendment to the same
extent as the Owner.
8. This Second Amendment shall be deemed dated and become effective on
the day on which this Second Amendment is executed by the last of the signatories, as
set forth below, with said date appearing on page 1 hereof.
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IN WITNESS WHEREOF, the Parties hereto have caused this Second Amendment to be
executed by their respective authorized representatives, as set forth below.
Village of Mount Prospect,
an Illinois home rule municipal corporation
aU4
Arlene Juracek, Mavof
Date: 3�/8v'z-1
MIG of Mount Prospect, LLC,
an Illinois limited liability company
By:
—Spiro Angelos, Manager
2 2 ,-Z
Date:
JPMorgan Chase Bank, National Association,
a national banking association
BY: ._.
Name: Ryan Repp
ecu a Director
Title:
Date: `9-IS'-.2 I
ATTEST:
Date:
ATTEST:
By:
Nai
Title
,511�12-02-1
Date: L " IS:G I
464630,,,_1
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 I � day of MA a r C-r 2021.
Notary Public
kow,kovVy
O=SF:ALhO7_.NOTARY PILL.INOISMY COMM:04/13/22
464630_„ 1
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 Spiro Angelos, personally known to me to be the Manager of
MIG of Mount Prospect, LLC, an Illinois limited liability company, and personally known
to me to be the same person whose name is subscribed to the foregoing instrument,
appeared before me this day in person and severally acknowledged that, as such
Manager, he signed and delivered the said Agreement pursuant to authority given by the
operating agreement of MIG of Mount Prospect, LLC, as his free and voluntary act, and
as the free and voluntary acts and deeds of said limited liability company, for the uses
and purposes therein set forth.
GIVEN under my hand and official seal, this A9 day of ,
2021.
Notary Public
ELISSA DOLAND
Official Seal
Notary Public - State of Illinois
My Commission Expires Nov 4, 2024
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ACKNOWLEDGMENT
State of ltvvi b )
S
County of t,v WC
1, the undersigned, a Notary Public, in and for the County and State aforesaid,
DO HEREBY CERTIFY that 111 It , personally known to me or
proven to me to be the same — —'Ilarson �name
subscribed to the foregoing
instrument, appeared before me this day in person and acknowledged that s/he signed
and delivered said instrument as her/his voluntary act as the IS- Y-_&A .— 11
of JPMorgan Chase Bank, National Association, for the uses and purposes therein set
forth.
GIVEN under my hand and official seal, this day1 2021 of
Notary Public
Lisa Ransom
Notary Public, State of Ohio
MY Commission Expires
January 8, 2026
Exhibit A
Legal Description
of the Village Parcel
Legal Description:
THAT PART OF LOT 1 IN KELJIK'S RESUBDIVISION IN MOUNT PROSPECT,
TOGETHER WITH THAT PART OF LOT 9 IN JOHN MEYN'S SUBDIVISION
RECORDED FEBRUARY 26, 1931, AS DOCUMENT 10851688, TOGETHER WITH
THAT PART OF LOT A IN CORPORATE SUBDIVISION NO. 9, ALL BEING IN THE
WEST HALF OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41
NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ALL TAKEN AS
ONE TRACT AND DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 1 IN KELJIK'S
RESUBDIVISION; THENCE SOUTH 89 DEGREES 05 MINUTES 29 SECONDS WEST
ALONG THE SOUTH LINE OF SAID LOT 1, A DISTANCE OF 49.97 FEET TO THE
SOUTHWEST CORNER OF SAID LOT 1, SAID SOUTHWEST CORNER BEING ON
THE EAST LINE OF SAID LOT 9 IN JOHN MEYN'S SUBDIVISION; THENCE SOUTH
01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE, 61.19
FEET; THENCE SOUTH 88 DEGREES 50 MINUTES 50 SECONDS WEST, 6.71
FEET; THENCE NORTH 59 DEGREES 23 MINUTES 32 SECONDS WEST, 7.04
FEET; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST, 106.08
FEET; THENCE NORTH 88 DEGREES 50 MINUTES 50 SECONDS EAST, 62.67
FEET TO THE EAST LINE OF SAID LOT 1 IN KELJIK'S RESUBDIVISION; THENCE
SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST ALONG SAID EAST LINE,
48.80 FEET TO THE POINT OF BEGINNING; IN COOK COUNTY, ILLINOIS.
P.I.N.: Pt. 08-12-107-008, Pt. 08-12-107-018 and Pt. 08-12-107-021
Common Address: Part of 108-110 South Main Street,
Mount Prospect, Illinois 60056
455009,_1
Exhibit B
Legal Description
of the Corner Feature Parcel
Legal Description:
THAT PART OF LOT 2 IN KELJIK'S RESUBDIVISION IN MT. PROSPECT, BEING A
RESUBDIVISION OF THE EAST 50 FEET OF BLOCK 16 (EXCEPT THE NORTH
59.29 FEET THEREOF) IN MT. PROSPECT, A SUBDIVISION IN THE NORTHWEST
1/4 OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD
PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 2; THENCE NORTH 59
DEGREES 23 MINUTES 32 SECONDS WEST ALONG THE SOUTHERLY LINE OF
SAID LOT 2, A DISTANCE OF 58.77 FEET TO THE SOUTHWEST CORNER OF SAID
LOT 2; THENCE NORTH 01 DEGREE 09 MINUTES 10 SECONDS WEST ALONG
THE WEST LINE OF SAID LOT 2, A DISTANCE OF 10.04 FEET; THENCE NORTH 88
DEGREES 50 MINUTES 50 SECONDS EAST, 49.97 FEET TO THE EAST LINE OF
SAID LOT 2; THENCE SOUTH 01 DEGREE 09 MINUTES 10 SECONDS EAST
ALONG SAID EAST LINE, 40.97 FEET TO THE POINT OF BEGINNING; IN COOK
COUNTY, ILLINOIS.
P.I.N.: Pt.08-12-107-019
Common Address: Northwest Corner of Main Street and Northwest Highway,
Mount Prospect, Illinois 60056
455009_1
Exhibit C
First Amendment to
the Redevelopment Agreement
(attached)
•
COOK COUNTY CLERK OFFICE
RECORDING DIVISION
118 N. CLARK ST. ROOM 120
CHICAGO, IL 60602-1387
COOK COUNTY CLERK OFFICE
RECORDING DIVISION
118 N. CLARK ST. ROOM 120
CHICAGO, IL 60602-1387
4550091
LICENSE AGREEMENT FOR THE NONEXCLUSIVE USE OF
VILLAGE OF MOUNT PROSPECT PROPERTY
(CHASE BANK ATMS — ATM PARCEL — EVERGREEN AVENUE RIGHT-OF-WAY
IMMEDIATELY EAST OF MAPLE STREET)
This LICENSE AGREEMENT FOR THE NONEXCLUSIVE USE OF VILLAGE OF
MOUNT PROSPECT PROPERTY (CHASE BANK ATM — ATM PARCEL — EVERGREEN
AVENUE RIGHT-OF-WAY IMMEDIATELY EAST OF MAPLE STREET) ("Agreement") is
entered into this2a day of , 2021 (,Effective Date'"), by the Village of Mount
Prospect" an Illinois municipal c rporation ("Village"), and JPMorgan Chase Bank„ National
Association, a national banking association ("Licensee"). The Village and the Licensee are
sometimes referred to herein individually as a "Party" and collectively as the "Parties."
RECITALS
WHEREAS, the Village has certain public right-of-way legally described in Exhibit 1
attached hereto and made a part hereof ("Village Property"); and
WHEREAS, Licensee desires to improve and use the Village Property by constructing,
installing, maintaining and operating two (2) automated teller machines and the canopies in
relation thereto (individually an "ATM" and collectively the "ATMs"), drive aisles/driveways,
bollards, five (5) public parking spaces, curbs, landscaping, a pedestrian pathway, lighting,
pavement markings, signage, and related improvements as described and depicted in Exhibit 2
and Exhibit 3, respectively, attached hereto and made a part hereof (collectively the "Permitted
Activities"), and the Village desires that Licensee improve and use the Village Property with the
Permitted Activities in accordance with the terms of this Agreement; and
WHEREAS, the Village and Licensee have entered into the "Redevelopment Agreement
for the JPMorgan Chase Bank Development Comprising a Part of the Prospect and Main TIF
District of the Village of Mount Prospect, Illinois" dated July 8, 2020 (the "RDA"), as amended,
related to the relocation and redevelopment of certain real estate by Licensee in the Village; and
WHEREAS, the Village and Licensee find that entering into this Agreement is in their
respective best interests;
NOW, THEREFORE, in consideration of the foregoing, and for the mutual promises
hereinafter set forth, and for other good and valuable consideration, the sufficiency of which is
acknowledged, the Village grants Licensee a nonexclusive license to use the Village Property
for the Permitted Activities, subject to the following terms and conditions:
1. Recitals. The above whereas clauses are incorporated into this Section 1 by as
though fully set forth herein.
2. Grant of License and Use Fee; Term; Termination.
A. Grant of License and Use Fee. In consideration of the payment of Three
Thousand Five Hundred and No/100 Dollars ($3,500.00) each month this Agreement is
in effect ("Use Fee") to the Village by Licensee, to be paid prior to the start of each
month this Agreement is in effect, the Village authorizes the nonexclusive use of the
Village Property by Licensee only for the purposes and uses described as the Permitted
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Activities. The Use Fee shall increase by Ten Percent (10%) of the Use Fee then in
effect at the beginning of each Extension Term (as defined in Section 2.B. below).
B. Term. The initial term of this Agreement shall be for a period of five (5)
years from the Effective Date (the "Initial Term"). Licensee shall have the option, at its
sole election, to extend this Agreement for two (2) additional five (5) year terms, and, if
the Licensee extends its ground lease relative to the Development Parcel (as referenced
in the RDA), Licensee shall have the option, subject to the Village's consent, which shall
not be unreasonably withheld, to extend this Agreement for four (4) additional five (5)
year terms (each of the six (6) five (5) year extensions being an "Extension Term"). The
Licensee shall give the Village at least three hundred sixty-five (365) days prior written
notice if Licensee intends to exercise an extension option. In addition to termination
pursuant to Sections 2.C., 13 and 18 hereof, this Agreement may be terminated, upon at
least three hundred sixty-five (365) days prior written notice, at any time after fifteen (15)
years from the Effective Date, provided this Agreement is still in effect, even if this
Agreement is in the middle of a five (5) year Extension Term. By way of example, if this
Agreement is in effect sixteen (16) years after the Effective Date, a party may terminate
this Agreement pursuant to this Section 2.13. by giving written notice to the other of
termination at least three hundred sixty-five (365) days prior to the termination of this
Agreement, such that this Agreement terminates seventeen (17) years after the Effective
Date.
C. RDA -Related Termination. In addition to the other termination provisions
in this Agreement, this Agreement shall be terminated if the RDA is terminated by the
Village due to an uncured Licensee "Event of Default," as defined in the RDA, or if the
Village exercises its buyback rights under Section VI.C. of the RDA.
3. Condition of Village Property. Licensee accepts the Village Property in "AS -IS,
WHERE -IS" condition as existing on the Effective Date. Licensee acknowledges that it has
inspected the Village Property and acknowledges that it is in good condition. THE VILLAGE
MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO
THE CONDITION OF THE VILLAGE PROPERTY. Licensee acknowledges that the Village has
made no representations or promises to Licensee to alter, or otherwise improve the condition of
the Village Property and the Village has no obligation to do so.
4. Installation; Maintenance; Removal; Restoration.
A. Installation. Licensee shall, at its own expense, construct and install all
improvements needed for the Permitted Activities, including the ATMs. All improvements
constructed and installed by Licensee needed for the Permitted Activities that will be
owned by the Village shall, at Licensee's expense, be conveyed by Licensee to the
Village by a bill of sale, in a form provided by the Village, at such time as the Village has
approved a final inspection of the improvements.
B. Maintenance. Licensee shall, at its own expense and at all times, be
responsible for maintaining the ATMs, and all appurtenances thereto, as determined by
Licensee, and maintaining the pavement (both as to the drive aisles/driveways and the
public parking spaces), the bollards, curbs, pavement markings, signage, pedestrian
pathway, lighting, landscaping, and any and all other non -ATM portions of the Village
Property, as directed by the Village Manager. Licensee shall, at its own expense, hire
personnel to clean-up all litter and debris from the Permitted Activities. Licensee shall
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be responsible for all snow removal from the drive aisles/driveways, the parking spaces
and the pedestrian pathway.
C. Removal. Licensee shall remove the ATMs within thirty (30) days of this
Agreement no longer being in effect. In the event the Licensee fails to remove the ATMs
within thirty (30) days of this Agreement no longer being in effect, the Village may
remove the ATMs, and perform any restoration referenced in Subsection 4.D. below,
and bill Licensee for the costs of removal and restoration. Licensee shall repay the
Village for the billed amounts within thirty (30) days of receipt of an invoice for incurred
costs. The obligations of Licensee in this Subsection 4.C. shall survive termination of this
Agreement. Licensee releases and indemnifies the Village, and the Village Affiliates (as
defined in Section 9.A. below), from any claims, damages, expenses or costs associated
with the removal of the ATMs, including damage to the ATMs.
D. Restoration. Licensee, at its own expense, shall, within thirty (30) days of
this Agreement no longer being in effect, return and restore the Village Property by
removing all improvements within the drive aisles/driveways on the Village Property,
including, but not limited to, the central curb for the ATMs drive -through, and patch any
roadway that is impacted by said removal; however, the perimeter curb shall remain in
place. The Village Manager shall direct Licensee to make such repairs and restorations
as the Village deems necessary in order to comply with the foregoing.
5. Interference. Licensee represents and warrants that its use of the Village
Property shall not interfere in any way with the use of any public rights -of -way of, or property
owned by, the Village, the State or the County.
6. Taxes. If property taxes are assessed on the Village Property due to Licensee's
use of the Village Property or the Permitted Activities occurring on the Village Property,
Licensee shall be solely responsible for the prompt and timely payment of all such property
taxes.
7. Assignment. This Agreement may not be assigned by Licensee without the prior
written consent of the Village, which may be withheld in the Village's absolute discretion. In the
event of Licensee's unauthorized assignment or subletting of this Agreement, this Agreement
shall immediately terminate.
8. Village Entry and Inspection. The Village's elected officials, officers,
employees, contractors, agents, representatives and volunteers are authorized to enter upon
the Village Property, including the areas used for activities associated with the Permitted
Activities, at any time and with or without prior notice, for all lawful purposes. If the Village
determines that: (i) it, or any utility company, must have access to the Village Property, or the
area around the Village Property, to work in, on or under the Village Property, or to install, re-
construct, repair, maintain or remove any existing or future infrastructure, utility or other
improvements on the surface of or underneath the Village Property for any reason whatsoever;
(ii) it needs to use the Village Property for access to, or a staging area in relation to, work in
regard to the Village's water tower on the property immediately South of the Village Property; or
(iii) a telecommunications provider, with telecommunications equipment on the Village's water
tower, on the property immediately South of the Village Property, needs to use the Village
Property for access to, or a staging area in relation to, work in regard to the telecommunications
equipment on said property to the South of the Village Property; the Village, at its option, may
give reasonable notice to Licensee of such work/use, and such work/use shall not be deemed to
465508 1
be a breach of this Agreement, even if it results in the temporary inaccessibility, temporary
deactivation and/or temporary relocation of the ATMs during such access and/or work. In the
event that the ATMs need to be temporarily relocated, said relocation shall be coordinated by
the Village and the Licensee, with the relocation being done at Licensee's sole cost and
expense. During any such temporary inaccessibility, temporary deactivation or temporary
relocation of the ATMs, payment of the Use Fee, as set forth in Section 2. above, shall be
abated on a pro rata basis, based on the number of days said temporary inaccessibility,
temporary deactivation or temporary relocation was effective, and as a result thereof the ATMs
could not be used as intended (the "Use Fee Abatement"). In regard to the foregoing:
A. In order to facilitate an emergency removal of the ATMs, in the event of a
watermain or sewer main emergency, involving the watermain or sewer main under the
Village Property, the Licensee shall, upon notice from the Village, immediately
commence efforts to arrange for the temporary removal of the ATMs by all necessary
vendors, and then cause such vendors to diligently complete the removal of the ATMs
from the Village Property as expeditiously as is commercially reasonable and for the
duration of the emergency, so that emergency watermain or sewer main work can be
undertaken by the Village. Said contractor shall obtain an annual contractor's
registration from the Village, and the contractor's contact information shall be on file with
the Village, and shall be up to date at all times;
B. The Licensee acknowledges that the Village's water tower, on the
property immediately to the South of the Village Property, will need to be repainted at
some time between the years 2025 and 2030, and that the staging for said repainting
may cause the ATMs to become inaccessible and unusable for a period of up to six (6)
months in relation thereto, and possibly longer if structural repairs are required prior to
repainting the water tower (the "Water Tower Project"). Licensee agrees, upon notice
from the Village, to remove the ATMs from the Village Property for the duration of the
Water Tower Project. Notwithstanding the foregoing, the Village agrees to use
commercially reasonable efforts to design, stage and execute the Water Tower Project
in a manner that minimizes the duration of the period that the ATMs are required to
remain out of service pursuant to this Section 8.B.; and
C. Licensee acknowledges that Licensee's sole and exclusive remedy,
relative to any temporary inaccessibility, temporary deactivation and/or temporary
relocation of the ATMs, pursuant to the provisions of this Section 8, including, but not
limited to, as a result of the repainting of the Village water tower, other than terminating
this Agreement, shall be the Use Fee Abatement which automatically applies in the
event of any temporary inaccessibility, temporary deactivation and/or temporary
relocation of the ATMs..
9. Release; Waiver; Assumption of Risk; Hold Harmless, Defense and
Indemnification. Licensee covenants and agrees as follows:
A. Hold Harmless and Indemnification. Licensee agrees to indemnify,
defend, save and hold forever harmless the Village and its officers, current/past/future
appointed and elected officials, President and Board of Trustees, employees, volunteers,
attorneys, engineers and agents ("Village Affiliates") from and against any and all
liabilities, obligations, claims, damages, penalties, causes of action, costs and expenses
brought by any person, including Licensee and their officers, officials, employees,
contractors, subcontractors, volunteers, agents and invitees arising out of or relating to
465508,,,,,,,1
the Permitted Activities, Licensee's use of the Village Property, the Permitted Activities
or the public's use of the Village Property or the areas used for activities associated with
the Permitted Activities, any other public rights -of -way in the Village, or any matters
arising out of or relating to matters covered under this Agreement.
B. Risk of Injury. Licensee assumes the full risk of death, illness and
personal injuries of any kind and all damages or losses of any kind which it or its officers,
officials, employees, contractors, subcontractors, volunteers, agents and invitees or
members of the public who attend the Permitted Activities, may sustain arising out of or
relating to the Permitted Activities, Licensee's use, Permitted Activities attendees' use or
the public's use of the Village Property or the areas used for activities associated with
the Permitted Activities, any other public rights -of -way in the Village, or any matters
arising out of or relating to matters covered under this Agreement.
C. Waiver Of Claims. Licensee agrees to waive and relinquish any and all
claims or causes of action of any kind that it or its officers, officials, employees,
contractors, subcontractors, volunteers, agents and invitees may have against the
Village and the Village Affiliates arising out of or relating to the Permitted Activities, or
the Licensee's use, the ATM users' use or the public's use of the Village Property or the
areas used for activities associated with the Permitted Activities, or any matters arising
out of or relating to matters covered under this Agreement.
D. Release From Liability. Licensee fully releases and discharges the
Village and the Village Affiliates from any and all claims or causes of action of any kind,
including but not limited to illness, injury, death, damages or losses which Licensee or its
officers, officials, employees, contractors, subcontractors, volunteers, agents and
invitees or members of the public may have or which arise out of or relate to the
Permitted Activities, or the Licensee's use, the ATM users' use or the public's use of the
Village Property or the areas used for activities associated with the Permitted Activities,
any other public rights -of -way in the Village, or any matters arising out of or relating to
matters covered under this Agreement, including, but not limited to, any damages to the
ATMs as a result of any Village or utility companies' utilities located under the Village
Parcel, or the maintenance thereof.
10. Insurance. During the Initial Term and any Extension Term of this Agreement,
Licensee agrees to have the Village and the Village Affiliates expressly named as additional
insureds on its insurance policies, in its endorsements and on its certificates related to the
operation of the Permitted Activities for the purposes stated herein. Licensee shall provide the
following types of insurance, written on the comprehensive form and as an "occurrence" policy,
in not less than the following amounts:
A. Comprehensive General Liability — $1,000,000 per occurrence
and $2,000,000 in the aggregate
B. Umbrella Coverage — $3,000,000
C. Property Damage — $1,000,000 per occurrence
D. Workers' Compensation — Statutory
Licensee shall furnish certificates of insurance, with premiums paid in full, prior to the
effective date of this Agreement, copies of which are incorporated herein and attached hereto
as Exhibit 4 and made a part hereof. Licensee shall provide the Village with satisfactory proof of
the above insurance requirements in the form of a certificate executed by an insurer with no less
than an A rating by the most recent "AM Best Insurance Rating Guide." The Village shall have
465508_1
the right to approve the coverage and carrier, which approval shall not be unreasonably
withheld.
Licensee's policy or policies of insurance shall specifically recognize and cover
Licensee's indemnification obligations under this Agreement, and shall contain cross -liability
endorsements. Said insurance shall provide that the insurance provided by Licensee shall be
primary and non-contributory and that any provision of any contract of insurance or other risk
protection benefit or self-insurance policy purchased or in effect or enacted by the Village and
any other insurance or benefit of the Village shall be in excess of Licensee's insurance. Said
insurance shall afford the Village and the Village Affiliates with its choice of counsel and the
right to conduct its own defense.
All Certificate(s) of Insurance shall contain the following endorsement: "Should any of
the above -described policies be canceled before the expiration date thereof, the issuing
company shall serve thirty (30) days prior written notice to the Village."
Notwithstanding the foregoing, Chase reserves the right to self insure and provide
evidence of coverages via access to a Web -based memorandum of understanding evidencing
coverages in force.
11. Alterations. Licensee shall not, without first obtaining the written consent of the
Village, make any alterations, additions or improvements to the Village Property. It is expressly
understood by Licensee and its agents that if Licensee performs any alterations to the Village
Property, Licensee agrees to indemnify, defense, hold harmless, release, waive, assume the
risk and defend the Village and the Village Affiliates from any and all liabilities, costs, expenses,
damages, claims or causes of action of any kind, including but not limited to death, illness,
injuries, damages and losses which any person, including Licensee or its officers, employees,
volunteers, agents, contractors, subcontractors or members of the public, may have or which
arise out of, are connected with or are in any way associated with the construction or
performance of the alterations of the Village Property to the full extent possible under the
provisions of Section 9 of this Agreement.
12. Default. Failure or refusal by Licensee to comply with any of the obligations of
Licensee set forth in this Agreement shall constitute an "Event of Default."
13. Village's Remedies on Default. If Licensee defaults in the performing of any of
the other covenants or obligations hereof, or in the occurrence of any Event of Default, the
Village shall give Licensee written or verbal notice of such default, and if Licensee does not cure
any such default within thirty (30) days or take immediate actions to cure such default and cure
any such default within forty-five (45) days, then the Village may terminate this Agreement.
Upon termination of this Agreement, Licensee shall promptly remove its personal property,
equipment and materials from the Village Property and shall not conduct activities associated
with the Permitted Activities on the Village Property.
14. Non -Waiver. Failure by Licensee or the Village to insist on strict performance of
any of the conditions, covenants, terms or provisions of this Agreement or to exercise any of its
rights hereunder shall not waive such rights, but Licensee and the Village shall have the right to
enforce the terms and conditions of this Agreement at any time and take such action as might
be lawful or authorized hereunder, either in law or equity.
465508 1 6
15. Attorneys' Fees. In case suit should be brought by the Village for recovery of
the Village Property, or because of any act, which may arise out of the use or possession of the
Village Property or to enforce the terms of this Agreement, the Village shall be entitled to all
costs incurred in connection with such action, including reasonable attorneys' fees and litigation
fees and expenses.
16. Notices. All notices, demands, elections, and other instruments required or
permitted to be given or made by either Party upon the other Party under the terms of this
Agreement or any statute shall be in writing. Such communications shall be deemed to have
been sufficiently served if sent by personal delivery, overnight courier, or certified mail with
proper postage prepaid to the respective addresses shown below or to such other party or
addresses as either Party may from time to time furnish to the other in writing.
Notice to Village shall be sent to
Village of Mount Prospect
Attention: Village Manager
50 S. Emerson Street
Mount Prospect, Illinois 60056
Notice to Licensee shall be sent to:
JPMorgan Chase Bank, National Association
1111 Polaris Parkway
Mail Code OH1-0241
Columbus, Ohio 43240-2050
Attn: Lease Administration Manager
With a copy to:
JPMorgan Chase Bank, National Association
237 Park Avenue, 12th Floor
Mail Code NY1-R066
New York, New York 10017-3140
Attn: Real Estate Transactor Regional Manager
Notice by personal delivery or overnight courier shall be deemed given upon delivery, and
notice by certified mail shall be deemed given on the third day following the mailing of said
notice.
17. Severability. Wherever possible, each provision of this Agreement shall be
interpreted in such manner as to be effective and valid under applicable law; but if any provision
of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be
ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of
such provision or the remaining provisions of this Agreement.
18. Right to Terminate. In addition to the termination rights set forth elsewhere in
this Agreement, the Village may suspend or terminate the operation of the Permitted Activities
or terminate this Agreement at any time and for any reason relating to the public safety or for a
violation of applicable Federal, State, County or Village laws or this Agreement, upon written
notice or verbal notice to Licensee. In the event the Village exercises its right to terminate this
Agreement, Licensee shall not be entitled to a return of the Use Fee and agrees to restore the
Village Property to its condition, as it was immediately prior to its conditions prior to the
execution of this Agreement. If this Agreement is terminated by the Village, the nonexclusive
license to use the Village Property shall terminate at the same time. Otherwise, this Agreement
shall terminate as provided elsewhere herein, except that the provisions of Sections 9 and 10 of
this Agreement shall remain in full force and effect through the expiration of any applicable
statute of limitation period that applies to all claims and causes of actions of any kind that could
465508. 1
be or are brought against the Village or the Village's Affiliates (as defined above) that arise out
of or relate to any matters covered by this Agreement, including the approval of this Agreement
by the Village. In addition, the obligations of Licensee set forth in Section 4 above shall survive
the termination of this Agreement until those obligations are fully satisfied by Licensee.
19. Compliance With Laws. The Parties to this Agreement shall comply with all
applicable Federal, State, County, Village and other laws, ordinances, rules, regulations and
directives in carrying out the terms and conditions of this Agreement, including the following:
A. Village Requirements. Licensee shall comply with all applicable
requirements of the Village of Mount Prospect Village Code and the Village of Mount
Prospect Zoning Ordinance, with respect to the construction, maintenance and operation
of the Activities and the use of the Village Property. The Activities shall conform to all
zoning, licensing, and other provisions and regulations of the Village.
B. Illinois Prevailing Wage Act. To the extent required by law, Licensee
shall comply with the Illinois Prevailing Wage Act, 820 ILCS 130/0.01 et seq. ("Act"), for
all construction on, and maintenance of, the Village Property. Licensee warrants and
represents that it has reviewed the Act, that it has reviewed the regulations promulgated
thereunder, and that it understands and will strictly comply with the obligations imposed
on it by this Section 19.B. Licensee shall indemnify, defend and hold harmless the
Village and the Village Affiliates for any violation by Licensee or its contractors and
subcontractors' failure to comply with any applicable provision of the Act.
C. Certification. Each Party and its respective officers, corporate
authorities, employees and agents certify that they are not barred from entering into this
Agreement as a result of a violation of either 720 ILCS 5/33E-3, 720 ILCS 5/33E-4 or
720 ILCS 5/33E-6, as a result of a violation of the Act or as a result of a delinquency in
the payment of any tax administered by the Illinois Department of Revenue or any fee
required by any unit of local government or the State, unless the Party is contesting, in
accordance with the procedures established by the appropriate revenue act, its liability
for the tax or the amount of the tax or the fee, as set forth in Section 11-42.1-1 et seq. of
the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq.
D. Non -Discrimination. Each Party and its respective officers, corporate
authorities, employees and agents agree not to commit unlawful discrimination and
agree to comply with all applicable provisions of the Illinois Human Rights Act, Title VII of
the Civil Rights Act of 1964, the Americans with Disabilities Act, the Age Discrimination
in Employment Act, Section 504 of the Federal Rehabilitation Act, and all applicable
rules and regulations. Each Party maintains a written sexual harassment policy in
compliance with Section 2-105 of the Illinois Human Rights Act, 775 ILCS 5/2-105(A)(4).
Each party certifies that it is an "Equal Opportunity Employer" as defined by federal and
State laws and regulations, and agrees to comply with the Illinois Department of Human
Rights ("IDHR") Equal Opportunity Employment clause as required by the IDHR's
regulations, including 44 Illinois Administrative Code, Part 750, Appendix A. As required
by Illinois law and IDHR regulation, the equal opportunity employment clause is
incorporated by reference in its entirety as though fully set forth herein.
E. Illinois Freedom of Information Act. The definition of a public record in
the Illinois Freedom of Information Act, 5 ILCS 140/1 et seq. ("FOIA"), includes a "public
record that is not in the possession of a public body but is in the possession of a party
465508 _1
with whom the agency has contracted to perform a governmental function on behalf of
the public body and that directly relates to the governmental function and is not
otherwise exempt under this Act' at 5 ILCS 140/7(2). Licensee shall maintain and make
available immediately to the Village, upon request, public records in the possession of
Licensee relating to the performance of this Agreement in compliance with the
requirements of the FOIA.
20. Merger Clause; Amendment. This Agreement constitutes the entire
understanding between the Parties with respect to the subject matter hereof, and supersedes
any prior understandings and/or agreements between the Parties. Any representations,
agreements, promises or understandings not expressly set forth herein are hereby rendered
null, void and of no legal effect. This Agreement may be amended only by the written agreement
of the Parties hereto.
21. Venue; Choice of Law. The Parties agree that, for the purpose of any litigation
relative to this Agreement and its enforcement, venue shall be in the Circuit Court of Cook
County, Illinois and the Parties consent to the in personam jurisdiction of said Court for any such
action or proceeding. This Agreement, and all questions of interpretation, construction and
enforcement hereof, and all controversies hereunder, shall be governed by the applicable
statutory and common law of the State of Illinois.
22. Complete Defense. It is expressly understood and agreed by the Parties that
this Agreement may be pleaded by the Village as a complete defense to, and in bar of, any and
all claims or causes of action of any kind brought, maintained or conducted by Licensee or by a
third party in connection with or on account of any of the matters set forth in this Agreement.
The Parties agree that this Agreement shall be admissible in evidence in any action in which the
terms of this Agreement are sought to be enforced.
23. Authority to Bind. The Parties warrant and represent that the execution,
delivery of and performance under this Agreement is pursuant to authority, validly and duly
conferred upon the Parties and the signatories hereto.
24. Effective Date. This Agreement shall become effective upon the date set forth in
the RDA.
THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK.
465508_,,,,1
IN WITNESS WHEREOF, the Parties to this Agreement have executed this instrument
as of the dates listed below.
VILLAGE OF MOUNT PROSPECT
By: �J�t
Name.- Arlene A. Jurace'
Mayor
ZG'
Date % 2021
ATTEST:
By:
Name: Karen Agoran s
Village Clerk
Gate: Y/ 2-7 262-1 2021
465508...1 10
JPMORGAN CHASE BANK,
NATIONAL ASSOCIATION
By:
Name:
Authorized Officer
Ryan Repp
E e " Irectrr
Date: 2021
Date: G/ /f , 2021
Exhibit 1
Legal Description of
the ATM Parcel
Legal Description:
THAT PART OF EVERGREEN AVENUE PER BUSSE AND WILLE'S RESUBDIVISION IN
MOUNT PROSPECT, BEING A SUBDIVISION IN THE WEST HALF OF SECTION 12,
TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN,
RECORDED AS DOCUMENT 3839591, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHEAST CORNER OF LOT 12 IN BLOCK 11 OF SAID BUSSE
AND WILLE'S RESUBDIVISION IN MOUNT PROSPECT; THENCE SOUTH 08 DEGREES 07
MINUTES 09 SECONDS EAST ALONG THE WESTERLY LINE OF VILLAGE COMMONS A
PLANNED UNIT DEVELOPMENT, RECORDED AS DOCUMENT 89146083, A DISTANCE OF
33.00 FEET TO AND ANGLE POINT IN SAID WESTERLY LINE; THENCE SOUTH 81
DEGREES 42 MINUTES 30 SECONDS WEST ALONG SAID WESTERLY LINE, 4.65 FEET TO
AN ANGLE POINT IN SAID WESTERLY LINE; THENCE SOUTH 00 DEGREES 15 MINUTES
38 SECONDS WEST ALONG SAID WESTERLY LINE, 33.39 FEET TO THE NORTHERLY
LINE OF LOT C IN THE RESUBDIVISION OF BLOCK 10 OF BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS DOCUMENT 81952; THENCE
SOUTHWESTERLY ALONG SAID NORTHERLY LINE, BEING A CURVE CONCAVE
SOUTHERLY, HAVING A RADIUS OF 1080.00 FEET, A CHORD BEARING OF SOUTH 78
DEGREES 42 MINUTES 44 SECONDS WEST, A CHORD LENGTH OF 98.33 FEET, AN ARC
LENGTH OF 98.37 FEET TO A POINT OF CURVATURE IN THE WESTERLY LINE OF SAID
LOT C; THENCE SOUTHWESTERLY, SOUTHERLY AND SOUTHEASTERLY ALONG SAID
WESTERLY LINE, BEING A CURVE CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF
25.00 FEET, A CHORD BEARING OF SOUTH 18 DEGREES 34 MINUTES 05 SECONDS
WEST, A CHORD LENGTH OF 42.19 FEET, AN ARC LENGTH OF 50.21 FEET TO A POINT
OF REVERSE CURVATURE IN THE SOUTHWESTERLY LINE OF SAID LOT C; THENCE
SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINE, BEING A CURVE CONCAVE
NORTHEASTERLY, HAVING A RADIUS OF 955.40 FEET, A CHORD BEARING OF SOUTH
40 DEGREES 10 MINUTES 44 SECONDS EAST, A CHORD LENGTH OF 40.42 FEET, AN
ARC LENGTH OF 40.42 FEET TO THE NORTHERLY LINE OF W. NORTHWEST HIGHWAY;
THENCE NORTHWESTERLY ALONG SAID NORTHERLY LINE, BEING A CURVE CONCAVE
SOUTHWESTERLY, HAVING A RADIUS OF 116.00 FEET, A CHORD BEARING OF NORTH
50 DEGREES 23 MINUTES 30 SECONDS WEST, A CHORD LENGTH OF 36.30 FEET, AN
ARC LENGTH OF 36.45 FEET TO A POINT OF TANGENCY; THENCE NORTH 59 DEGREES
23 MINUTES 32 SECONDS WEST ALONG SAID NORTHERLY LINE, 59.98 FEET TO THE
SOUTHERLY EXTENSION OF THE WEST LINE OF BLOCK 11 IN BUSSE AND WILLE'S
RESUBDIVISION IN MOUNT PROSPECT, RECORDED AS DOCUMENT 3839591; THENCE
NORTH 00 DEGREES 44 MINUTES 28 SECONDS WEST ALONG SAID SOUTHERLY
EXTENSION, 99.71 FEET TO THE SOUTHWESTERLY LINE OF LOT 10 IN SAID BLOCK 11;
THENCE SOUTHERLY, SOUTHEASTERLY AND EASTERLY ALONG SAID
SOUTHWESTERLY LINE, BEING A CURVE CONCAVE NORTHEASTERLY, HAVING A
RADIUS OF 25.00 FEET, A CHORD BEARING OF SOUTH 52 DEGREES 51 MINUTES 33
SECONDS EAST, A CHORD LENGTH OF 39.46 FEET, AN ARC LENGTH OF 45.48 FEET TO
A POINT OF REVERSE CURVATURE; THENCE NORTHEASTERLY ALONG THE
SOUTHERLY LINE OF SAID BLOCK 11, BEING A CURVE CONCAVE SOUTHERLY, HAVING
A RADIUS OF 1146.00 FEET, A CHORD BEARING OF NORTH 78 DEGREES 25 MINUTES
35 SECONDS EAST, A CHORD LENGTH OF 136.07 FEET, AN ARC LENGTH OF 136.15
465508_.1
FEET TO THE POINT OF BEGINNING; EXCEPT THAT PART, IF ANY, PREVIOUSLY
VACATED; IN COOK COUNTY, ILLINOIS.
P.I.N.: None
Common Address: The right-of-way of Evergreen Avenue,
immediately East of Maple Street,
Mount Prospect, Illinois 60056
465508 1
Exhibit 2
Permitted Activities Description
Installation and maintenance of two (2) automatic teller machines (ATMs),
drive aisles/driveways, bollards, curbs, a pedestrian pathway,
five (5) public parking spaces, signage, lighting,
pavement markings, landscaping and ATM canopies.
The ECS Midwest, LLC "Geotechnical Engineering Report, Proposed Chase Bank — TAP
#20015 Mt. Prospect Busse Relocation, Route 14 and Route 83, Mount Prospect, Cook County,
Illinois," ECS Project No. 16:13331, dated June 10, 2020, consisting of forty-seven (47) pages
(inclusive of the Cover Page, Opening Letter, Table of Contents, Executive Summary,
Introduction, Project Information, Field Exploration and Laboratory Testing, Design
Recommendations, Site Construction Recommendations, Closing and Appendices), and on file
with the Village of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
The Photometric Calculations prepared by Facility Solutions Group, consisting of one (1) page
and drawn by Elizabeth Ferguson, dated July 1, 2020, for JPMC Chase Mt. Prospect, and on
file with the Village of Mount Prospect, Illinois, is incorporated herein by reference, in its entirety,
and made part hereof.
The "Chase Mt. Prospect Busse Relo, 2 W. Northwest Hwy, Mount Prospect, IL" Final
Landscaping Plans prepared by The Architects Partnership, 200 South Michigan Avenue,
Chicago, IL 60604, known as TAP Project Number 20015, last updated July 2, 2020, consisting
of four (4) pages (inclusive of L0.0 — Tree Preservation Plan, L1.0 — Landscape Plan, L2.0 —
Landscape Details, and L2.1 — Site Furnishing Details) and on file with the Village of Mount
Prospect, Illinois, are incorporated herein by reference, in their entirety, and made part hereof.
(see also the attached description —
Exhiit 2 — Page 2)
465508. 1
Exhibit 2 — Page 2
Description of the ATM Project
The proposed JPMC development wilt be iocated at the northeast corner of & Maple Street and
Northwest HIghWaY it" Mount Prospect, tL The existing public parking iot will be reconfigured to
accommodate two -single ATIVIS with a bypass lane to the north. The proposed plan improvements ahow
for ample arnounts of landscaping that will enhance the overall aesthetics of the area, provAe screeling
from vehicular traffic throwghout the site and allow for pedestrian connectivity to the adjacent
residential cleveloprnentsIn addrtion, the site will be adequately jjjumnated for safety both for Banking
customers utilizing the ATMs and pedestrians travers;ng the northern sidewalk. Signage wiJI be provded
to help banking customers navigate the preferred vehicular circulation throughout the site.
0
C)
j DONS
0 ARCHITECTURAL ELEVATIONS
P;6SgCT BUSSE RrLO
4655081
El
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Exhibit 3
Permitted Activities Depiction
(attached —
see also the depictions set forth in Exhibit )
465508_1
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465508_1
Exhibit 4
Certificates of Insurance
(attached, if applicable)
465508,_,1
1.07 DECLARANT „RIGHTS: The rights and powers reserved or granted to the
Declarant hereunder, as such rights and powers may be assigned or transferred as provided in
Section 6.10 hereof.
1.08 DECLARATION: This instrument with all Exhibits hereto, as amended or
supplemented from time to time.
1.09 EMERGENCE" SITUATION: A situation impairing or imminently likely to
impair structural support of a building located on the Premises or causing or imminently likely to
cause bodily injury to persons or substantial physical damage to the Premises or any property in,
on, under, within, upon or about the Premises. The duration of an Emergency Situation shall be
deemed to include the time reasonably necessary to remedy the Emergency Situation.
1.10 FIRST MORTGAGE: A bona fide first mortgage, first trust deed or equivalent
security interest covering the ownership of a portion of the Premises.
1.11 LIMITED SHARED AREA: An area and/or facility, if any, on the Premise which
is designated in Section IV of Exhibit A hereto, from time to time, as a "Limited Shared Area",
which serves one or more, but less than all, Contributing Parcels.
1.12 LIMITED SHARED AREA COST: As defined in Section 4.02.
1.13 LIMITED SHARED AREA COST SHARING PERCENTAGE.: For each
Contributing Parcel, the Limited Shared Area Cost Sharing Percentage assigned to the
Contributing Parcel with respect to a particular Limited Shared Area Cost listed on Exhibit C
hereto.
1.14 LIMITED SHARED AREA MAINTENANCE AND SERVICES: The following
work, which will be furnished by the Maintenance Providers and the cost of which will be shared
by the Contributing Parcel Responsible Entities as provided in Section 4.02:
(a) Maintenance, repair and replacement of, and alterations or improvements to,
landscaping and other improvements located on the Limited Shared Areas; and
(b) Those services, if any, set forth in Exhibit C which are designated as part of
the Limited Shared Area Maintenance and Services.
1.15 MAINTENANCE PROVIDER: An entity which is designated herein as a
"Maintenance Provider" which shall have the obligation to provide certain Property Wide
Maintenance and Services and/or certain Limited Shared Area Maintenance and Services and the
power to establish budgets therefor and levy and collect assessments pursuant to such budgets, as
more fully provided herein, and any assignee of, or successor to, a Maintenance Provider. Upon
the Recording hereof, except as specifically set forth in Exhibit C, the Declarant shall be the
Maintenance Provider of all Property Wide Maintenance and Services and all Limited Shared
Area Maintenance and Services. However, Declarant shall have the right to assign any or all of
the obligations and powers of the Maintenance Provider to other entities, including, without
limitation, a Contributing Parcel Responsible Entity, a third party or a not for profit corporation,
all as more fully provided in Section 6.10.
{35712: 003: 02794748.DOC :5 }
1.29 SITE PLAN: The site plan attached hereto as Exhibit B, as Exhibit B may be
amended or supplemented from time to time, which identifies and delineates those portions of
the Premises which are Parcels and other areas referred to in this Declaration.
1.30 TOWNHOME, ASSOCIATION: Defined in Section 2.03.
1.31 TOWNHOME DECLARATION: Defined in Section 2.03.
1.32 TOWNHOME PARCEL (BUILDER): As legally described and defined in
Exhibit A.
1.33 TOWNHOME PARCEL NON_ BUILDER): As legally described and defined in
Exhibit A.
ARTICLE TWO
Scope of Declaration
2.01 REAL ESTATE SUBJECT TO DECLARATION; The Declarant, as the owner of
fee simple title to the Premises, expressly intends to, and, by Recording this Declaration, does
hereby, subject the Premises to the provisions of the Declaration.
2.02 CONVEYANCES SUBJECT TO DECLARATION: All easements, restrictions,
conditions, covenants, reservations, liens, charges, rights, benefits, and privileges which are
granted, created, reserved or declared by this Declaration shall be deemed to be covenants
appurtenant, running with the land and shall at all times inure to the benefit of and be binding on
any Person having at any time any interest or estate in the Premises, and their respective heirs,
successors, personal representatives or assigns regardless of whether the deed or other instrument
which creates or conveys the interest or estate makes reference to this Declaration.
2.03 PARCEL DECLARATIONS: The part of the Premises which will be improved
with townhomes has been made subject to that certain Declaration of Maple Street Lofts
Townhomes recorded , 2020, with the Office of the Recorder of Cook County,
Illinois, as Document No. ("Townhome Declaration") which will provide
for an association to administer the townhomes which are subject to the Declaration (the
"Townhome Association"'). Once established and incorporated, the Association shall be the
Contributing Parcel Responsible Entity hereunder with respect to a Contributing Parcel subject to
the Townhome Declaration.
ARTICLE THREE
Easements
3.01 IN GENERAL: The easements provided for in this Article Three shall extend to
each Contributing Parcel Responsible Entity, as applicable, and their respective members, agents,
{35712: 003: 02794748.DOC :5 }
5
(b) Any governmental authority which has jurisdiction over the Premises or
which undertakes to provide services (including, without limitation, emergency services)
to the Premises is hereby declared, granted and reserved access easements for ingress and
egress to, over and across the Premises for the purpose of providing any such services.
(c) Each Contributing Parcel Responsible Entity, occupant or user of a portion of
the Premises shall have a non-exclusive easement for pedestrian ingress and egress in an
Emergency Situation to and from, over, on, across and through the Premises.
(d) The general public shall have a non-exclusive easement of access over the
private roads known as Dawson Drive and Elm Street, located on the Premises, and
pedestrian walkways which are adjacent to and along Dawson Drive and Elm Street, and
any pedestrian walkways which are adjacent to and along Prospect Avenue, Maple Street,
and East Lincoln Street, to the extent such walkways are located within the Premises.
ARTICLE FOUR
irrtenance/Se rrtces/Cost Shai�ip
4.01 PROPERTY WIDE MAINTENANCE AND SERVICES AND COSTS: Except as
otherwise specifically provided for herein, the Declarant, or the applicable Maintenance Provider,
shall be responsible for determining, in its reasonable judgment, what Property Wide
Maintenance and Services are necessary or advisable and for furnishing such Property Wide
Maintenance and Services at such times and using such methods, contractors, employees or
agents as the Declarant or the applicable Maintenance Provider deems to be appropriate, in its
reasonable judgment. No later than October 315t of each year, the Declarant, or the applicable
Maintenance Provider, shall furnish to each Contributing Parcel Responsible Entity a budget for
the proposed cost of furnishing Property Wide Maintenance and Services, building up
appropriate reserves therefor, and, if applicable, insurance premiums attributable to and
anticipated real estate taxes and assessments levied with respect to Non -Contributing Parcels
which are part of the Property Wide Shared Areas (" l q ` ide Costs") for the coming year;
provided, that, if no budget is delivered by November 30' of such year, the prior year's budget
shall apply to the coming year. The Property Wide Costs shall include an allocable portion of
overhead, labor costs and the cost of materials and supplies which the Declarant or the ap�li bl.e
Maintenance Provider, in its reasonable judgment, allocates to the Property Wide Maintenance
and Services. Each Contributing Parcel Responsible Entity shall pay to the Declarant, or the
applicable Maintenance Provider, each month, an amount equal to one twelfth of the budgeted
Property Wide Costs for the year multiplied by the Contributing Parcel Responsible Entity's
Property Wide Cost Sharing Percentage in effect as of the first day of the month. If, in the
Declarant's or the applicable Maintenance Provider's reasonable judgment, the actual costs for
the current year will be greater than budgeted Property Wide Costs, the Declarant or the
applicable Maintenance Provider may increase the budget and increase the amount payable each
month by each Contributing Parcel Responsible Entity per the revised budget by giving at least
15 days written notice thereof to each Contributing Parcel Responsible Entity.
4.02 ;LIMITED SHARED AREA MAINTENANCE AND SERVICES AND COSTS:
Except as otherwise specifically provided for herein, the Declarant, or the applicable
{35712: 003: 02794748.DOC :5 }
7
applicable Maintenance Provider shall be liable to the Contributing Parcel Responsible Entities
for failing. to provide for sufficient reserves and the Declarant or the applicable Maintenance
Provider may increase the current and subsequent budgets to make up the difference.
4.04 MAINTENANC.I.1 BY CONTRIBUTING TING PARCEL RESPONSIBLE ENTITIES:
`S:
Each Contributing Parcel Responsible Entity shall be responsible for keeping at all times in good
condition and repair all improvements, fixtures and components of systems on the Parcel which
the Contributing Parcel Responsible Entity owns, administers and/or maintains, which are not
maintained by the Declarant or the applicable Maintenance Provider as a part of the Property
Wide Maintenance and Services or Limited Shared Area Maintenance and Services. The
Declarant shall have the right to inspect any portion of the Premises in order to verify compliance
with the provisions of this Section. If the Declarant determines, in its reasonable judgment, that
a Contributing Parcel Responsible Entity is in violation of this Section, it may direct the
Contributing Parcel Responsible Entity which is responsible for such maintenance to correct the
situation at its sole cost and expense and, if such parry fails or refuses to correct the situation in a
reasonable amount of time, or immediately in an Emergency Situation, then the Declarant shall
have the right and power to either (i) correct the situation or (ii) seek injunctive relief to cause the
Contributing Parcel Responsible Entity to correct the situation. A Contributing Parcel
Responsible Entity which fails or refuses to correct a situation under this Section shall pay to the
Declarant any and all costs incurred by the Declarant associated with correcting the situation or
causing the situation to be corrected, including, without limitation, attorney's fees and court
costs.
4.05 DAMAGE BY OWNER OR RESIDENT: If, due to the act or omission of a
Contributing Parcel Responsible Entity or tenant, agent or invitee of an Owner or a Contributing
Parcel Responsible Entity, damage shall be caused to the Premises and maintenance, repairs or
replacements shall be required thereby, which would otherwise be a Property Wide Cost or
Limited Shared Area Cost hereunder, then the Contributing Parcel Responsible Entity shall pay
for such damage and such maintenance, repairs and replacements, as may be determined by the
Declarant, or the applicable Maintenance Provider, to the extent not covered by insurance.
4.06 CERTAIN UTILITY COSTS: Certain utility costs incurred in connection with the
use, operation and maintenance of the Premises may not be separately metered and billed to each
Contributing Parcel Responsible Entity. If the cost for any such utility is metered and charged to
a Parcel, Parcels or the Declarant, rather than being fairly and separately metered and charged to
the Contributing Parcel Responsible Entities (as determined by the Declarant or the applicable
Maintenance Provider), then the following shall apply:
(a) If in the opinion of the Declarant or the applicable Maintenance Provider, each
Contributing Parcel Responsible Entity is sharing in a fair and equitable manner the cost for such
service, then no adjustment shall be made and each Contributing Parcel Responsible Entity shall
pay its own bill; or
(b) If, in the opinion of the Declarant or the applicable Maintenance Provider, a
Contributing Parcel Responsible Entity is being charged disproportionately for costs allocable to
the Premises or other Contributing Parcel Responsible Entities, then the Declarant or the
applicable Maintenance Provider shall pay, or reimburse such Contributing Parcel Responsible
{35712: 003: 02794748.DOC :5 }
9
ARTICLE FIVE
Insurance
5.01 LIABILITY INSURANCE: Each Contributing Parcel Responsible Entity shall
maintain Commercial General Liability Insurance covering claims for personal and bodily injury
or property damage occurring in, on, under, within, upon or about the portion of the Premises
owned or administered by such Contributing Parcel Responsible Entity, or as a result of
operations thereon, in such amounts as may be required by law and as from time to time shall be
carried by prudent owners of first-class residential developments in the vicinity of the Premises,
but in all events for limits of not less than $1,000,000 combined single limit per occurrence with
a general policy aggregate of $2,000,000 for personal and bodily injury or property damage with
at least an additional $5,000,000 for umbrella coverage. Each Contributing Parcel Responsible
Entity shall cause the other Contributing Parcel Responsible Entities and each such other
Contributing Parcel Responsible Entity's managing agent to be named as an additional insured
on such policies.
5.02 MUNICIPALITY INSURANCE: The Municipality is responsible for providing
the "Municipal Snow/Ice Removal Service" as set forth in Exhibit C and shall be solely
responsible for any damage, injury or loss arising from the provision of such services and shall
include commercially reasonable liability insurance to coverage its provision such services in
form and substance, including additional insureds, as set forth in Section 5.01.
ARTICLE SIX
Declarant Rights and Maintenance Proyv der�tts,
6.01 IN GENERAL: The Declarant Rights and the Maintenance Provider Rights shall
consist of and include all rights and powers reserved or granted to the Declarant and each
Maintenance Provider under the provisions of this Declaration, including, without limitation, the
rights and powers set forth in this Article. Anything in this Declaration to the contrary
notwithstanding, the provisions set forth in this Article shall govern.
6.02 PROMOTION OF PREMISES: For so long as the Declarant or an assignee of the
Declarant owns or controls title to a portion of the Premises, the Declarant or such assignee shall
have the right and power, within its sole discretion, to (i) construct such temporary or permanent
improvements, or to do such acts or other things in, on, or to the Premises as the Declarant may,
from time to time, determine to be necessary or advisable, (ii) construct and maintain
construction, management, sales and/or leasing offices, advertising signs, lighting and banners, or
other promotional facilities at such locations and in such forms as the Declarant or an assignee
may deem advisable in its sole discretion.
6.03 CONSTRUCTION ON PREMISES: The Declarant shall have the right, at the
Declarant's own expense to make such alterations, additions or improvements to any part of the
Premises owned, leased, maintained or otherwise controlled by the Declarant (as determined by
(35712: 003: 02794748.DOC :5 }
l :l.
or repair work which it deems necessary or appropriate. The cost of any such work shall be
charged to the Responsible Parcel Entity, shall be payable to the Declarant upon demand subject
to the provisions of Section 4.07. Notwithstanding anything herein to the contrary, the
provisions of this Section 6.07 shall not apply to the Parking Structure Parcel so long as the
Municipality is the Owner of the Parking Structure Parcel; provided the Municipality maintains
the Parking Structure Parcel in good working order and condition and consistent with its
standards and practices for other municipal parking garages in downtown Mount Prospect.
6.08 BUDC:YETS ASSESSMENTS AND OTHER FINANCIAL POWERS: The
Declarant and each Maintenance Provider shall have the right and power to set budgets and
assessments, collect assessments, maintain accounts, pay expenses, record liens against Parcels
for non-payment of assessments and otherwise exercise all rights and powers of the Declarant
and the Maintenance Providers as set forth in Article Four hereof.
6.09 SPECIAL AMENDMENT: The Declarant reserves the right and power to Record
an amendment ("Special Amendment") to this Declaration at any time and from time to as
determined by the Declarant in its reasonable judgment to be necessary or appropriate to:
(a) Bring this Declaration into compliance with applicable governmental laws,
ordinances, regulations, or requirements;
(b) Correct or clarify errors, ambiguities, omissions or inconsistencies in this Declaration
or any Exhibit hereto or any supplement or amendment hereto; or
(c) Provide for the organization of a not for profit corporation as provided in Section 6.10
below to accept an assignment of Declarant Rights.
In furtherance of the foregoing, a power coupled with an interest is hereby reserved and granted
to the Declarant to make or consent to a Special Amendment on behalf of each Owner and
Contributing Parcel Responsible Entity as attorney -in -fact. Each deed, mortgage, trust deed,
other evidence of obligation, or other instrument affecting a Parcel and the acceptance thereof
shall be deemed to be a grant and acknowledgment of, and a consent to the reservation of, the
power to the Declarant to make, execute and Record Special Amendments.
6.10 ASSIGNMENT BY THE DECLARANT OR A MAINTENANCE PRQ'VIDI R:
(a) Declarant Rights and Maintenance Provider Rights are severable and personal and do
not run with the land. The holder from time to time of any Declarant Right may mortgage,
pledge, assign (collaterally, conditionally, or absolutely), or transfer the right to another Person,
who may, but need not, be a Contributing Parcel Responsible Entity. The holder from time to
time of any Maintenance Provider Right may, with the written consent of the Declarant,
mortgage, pledge, assign (collaterally, conditionally, or absolutely), or transfer the right to
another Person, who may, but need not, be a Contributing Parcel Responsible Entity. Any
assignment of a Declarant Right or a Maintenance Provider Right shall specifically provide that
either all Declarant Rights and all Maintenance Provider Rights then held by the assignor are
being assigned or, if less than all, specifically provide which Declarant Rights and/or
{35712: 003: 02794748.DOC :5 1
13
7.03 CAPTIONS/CONFLICTS: The Article and Section headings herein are intended
for convenience only and shall not be construed with any substantive effect in this Declaration.
In the event of any conflict between the statements made in the recitals to this Declaration and
the provisions contained in the body of this Declaration, the provisions contained in the body of
this Declaration shall govern.
7.04 PERPETUITIES IES AND OTHER INVALIDITY/DURATION: If any of the options,
privileges, covenants or rights created by this Declaration would otherwise be unlawful or void
for violation of (a) the rule against perpetuities or some analogous statutory provisions, (b) the
rule restricting restraints on alienation, or (c) any other statutory or common law rules imposing
time limits, then such provisions shall continue only until twenty-one (21) years after the death of
the survivor of the living lawful descendants of the former President of the United States George
H. Bush at the time of Recording of this Declaration. Except as otherwise specifically provided
herein the covenants, conditions, restrictions, easements, reservations, liens, and charges, which
are granted, created, reserved or declared by this Declaration shall be appurtenant to and shall run
with and bind the land for a period of forty (40) years from the date of Recording of this
Declaration and for successive periods of ten (10) years each unless revoked, changed or
amended in whole or in part by a recorded instrument executed by the Contributing Parcel
Responsible Entities representing not less than 51% of the Property Wide Cost Sharing
Percentages.
7.05 TITLE HOLDING LAND TRUST: In the event title to any portion of the Premises
is conveyed to a title holding trust, under the terms of which all powers of management,
operation and control of such portion remains vested in the trust beneficiary or beneficiaries, then
the beneficiaries thereunder from time to time shall be responsible for payment of all
assessments, charges or payments hereunder and for the performance of all agreements,
covenants and undertakings chargeable or created under this Declaration against such portion of
the Premises. No claim shall be made against any such title holding trustee personally for
payment of any lien or obligation hereunder created and the trustee shall not be obligated to
sequester funds or trust property to apply in whole or in part against such lien or obligation. The
amount of such lien or obligation shall continue to be a charge or lien upon any such portion of
the Premises and the beneficiaries of such trust notwithstanding any transfers of the beneficial
interest of any such trust or any transfers of title to any such portion of the Premises.
7.06 AMENDMENT BY CONTRIBUTING PARCEL RESPONSIBLE ENTITIES;
Subject to the provisions of Section 6.09, any provision of this Declaration may only be amended
by an instrument executed by Contributing Parcel Responsible Entities with at least 51 % of the
Property Wide Cost Sharing Percentages and the Declarant; Ict dd, that, portions of Exhibit C
which affect less than all of the Contributing Parcel Responsible Entities may only be amended
by all of the affected Contributing Parcel Responsible Entities and the applicable Maintenance
Provider; and provided furt �, that (i) for so long as Builder is a contact purchaser, owner or
otherwise has an interest in or controls title to any portion of the Premises, no amendment hereto
which affects the Townhome Parcel (Builder) or the allocation of expenses to the Townhome
Parcel (Builder) shall become effective unless and until Builder gives its prior written consent;
and (ii) that for so long as the Municipality is Owner or otherwise has an interest in or controls
(35712: 003: 02794748.DOC :5 }
15
IN WITNESS WHEREOF, the Declarant has caused this instrument to be executed.
Dated:. &0_....— , 2020
MAPLE STREET LOFTS, LLC, an Illinois limited
liab
By:
Nai
Tit]
STATE OF ILLINOIS)
) SS.
COUNTY OF 60 D K - )
I, the undersigned, a Notary Public in and for said County, in the State aforesaid, do
hereby certify that 1 as the manager of MAPLE STREET LOFTS,
LLC, an Illinois limited liability company (the "Company"), 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 acknowledged that he signed and delivered said instrument as his free and
voluntary act, and as the free and voluntary act of the Company for the uses and purposes therein
set forth.
GIVEN under my hand and. Notarial seal this _.,LL day of �_ l° _._� 2020,
Notary0 L
L My
co�sa,�w wExpires s pub��c 'State Of Illinois Notary Public
P 21, 2022
{35712: 003: 02794748.DOC :5 1
17
JOINDER
The undersigned, MSL Rowhomes, LLC, an Illinois limited liability company, as the
legal title holder of the Townhome Parcel (Non -Builder) hereby joins in the Declaration and
Grant of Cross Easements and Cost Sharing Provisions Re: Maple Street Lofts, to which this
Joinder is attached, for the purpose of making the Townhome Parcel (Non -Builder) subject to the
Declaration as part of the Premises, and joining in the declaration, grants, and conveyances set
forth therein.
Dated:, 2020
MSL Rowhome , LLC, an [Vinois " ited liability
By:' '
Name:
Its:
STATE OF q......w. )
) SS
COUNTY OF 9001, )
I, ; VA 1). a Notary Public in and for said County and State, do hereby
Illinois s limited I li company the the Manager of MSL Rowhomes, LLC, an
�7
ty p y ( "Company"), appeared before me this day in person and
acknowledged that he signed, sealed and delivered said instrument as his free and voluntary act,
and as the free and voluntary act of the Company for the uses and purposes therein set forth.
GIVEN under my hand and Notarial Seal this _,L�_ day of ... W ........, 20M
CAROLYN D STRAHAMMER f D
Official Seal —_ _� ........—
Notary Public - State of Illinois l Otary Public
My Commission Expires Sep 21, 2022
{35712: 003: 02794748.DOC :5 }
JOINIDER
The undersigned, NVR, Inc., a Virginia corporation, as the legal title holder of the
Townhome Parcel (Builder) hereby joins in the Declaration and Grant of Cross Easements and
Cost Sharing Provisions Re: Maple Street Lofts, to which this Joinder is attached, for the purpose
of making the Townhome Parcel (Builder) subject to the Declaration as part of the Premises, and
joining in the declaration, grants, and conveyances set forth therein.
Dated: µ 20
NV , nc:a it i orpo
Name:
Its:- m
STATE OF � L- )
COUNTY OF-)4A ` )
I, &J'`10-`-N otary Public in and for said County and State, do hereby
certify that`sT of NVR, Inc., a Virginia corporation (the
"Corporation"), appeared before me this day in person and acknowledged that he signed, sealed
and delivered said instrument as his free and voluntary act, and as the free and voluntary act of
the Corporation for the uses and purposes therein set forth.
GIVEN under my hand and Notarial Seal this day of 20
E
KAREN DOMBRAUSKAS
NOTARY PLN=, $TAT9 OF 1MJl N013
MY COMMON OXPIRESSEP.18.2W
(35712: 003: 02794748.DQC ;5 }
EXHIBIT A TO
DECLARATION AND GRANT OF CROSS EASEMENTS AND
COST SHARING PROVISIONS
RE: MAPLE STREET LOFTS
The Premises
I. THE PREMISES:
All of Lot 1, Lot 2, and Lot 3 in that certain Resubdivision of Lot "A" in Corporate
Subdivision No. 10—A, and Lots 10, 11 (Including Units 1, 2 and 3 of the 230-240 E.
Lincoln Street Condominium), 16, and 17 in J.A. Weber's Addition to Mount Prospect,
all in the East %2 of the Northwest'/4 of Section 12, Township 41 North, Range 11 East of
the Third Principal Meridian, in Cook County, Illinois, as set forth on that certain Final
Plat of Planned Unit Development Maple Street Lofts recorded October 11, 2019 with the
Cook County Recorder as Document No. 192841358, as supplemented by that certain
Certificate of Correction recorded January 17, 2020, as Document No. 2001749000, and
as may be amended from time to time ("Plat").
Underlying Tax Parcel Numbers:
08-12-122-038
08-12-122-039
08-12-122-040
11. THE PARCELS
A. Contributing Parcels
All of Lot 1 in the Maple Street Lofts Resubdivision, excludii1 the area
shown on the Plat located within the boundaries of Lot 1 labeled as Non
Common Area B ("Apartment -A Parcel").
2. The area shown on the Plat located within the boundaries of Lot 1 labeled
as Non Common Area B (" oartment-B Parcel'°)
3. Lot 2 in the Maple Street Lofts Resubdivision ("Parkin- Structure Parcel")
4. That portion of Lot 3 in Maple Street Lofts Resubdivision, which from
time to time has been conveyed by ROWS to Builder, including sublots or
portions of sublots of Lot 3 conveyed by Builder to purchasers for value
(" Townhorne Parcel Builder ").
5. That portion of Lot 3 in Maple Street Lofts Resubdivision, which from
time to time has not yet been conveyed by ROWS to Builder (" Townhome
Marcel (Non -Builder
(35712: 003: 02794748.DOC :5 )
LIMITED SHARED AREAS
A. Those portions of Apartment -A Parcel and Apartment-B Parcel other than the
Private Roads, Private Road Walkways, and Stormwater Facilities thereon,
located outside of the multifamily/commercial buildings constructed thereon
("Apart ngnt Common Area").
B. Those portions of the Townhome Parcel (Builder), other than the Private Roads,
Private Road Walkways, and Stormwater Facilities thereon, located outside of the
multifamily buildings constructed thereon ("Townhome Common Area.,
(Builder)").
C. The Townhome Parcel (Non -Builder), other than Private Roads, Private Road
Walkways, and Stormwater Facilities thereon (":Townhore Area ;Non -Builder
D. Those portions of the Parking Structure Parcel, other than the Private Roads and
Private Road Walkways thereon, located outside of the parking garage structure
thereon (" arking Structure External Area")
Note: The above -defined areas may include a part of the "Common Area" as designated on the
Plat, but shall not be limited to the "Common Area" as designated on the Plat.
(35712: 003: 02794748.DOC :5 }
4
EXHIBIT C TO
DECLARATION AND GRANT OF CROSS EASEMENTS AND
COST SHARING PROVISIONS
RE: MAPLE STREET LOFTS
Maintenance
..- ...
Pro ct�
_
Limited
Shared Area or
Contr htl
....'ttg
Parcels
Cost Shari
Provider
Shared Area or
Service
Service
Municipality
Municipal
Snow/Ice Removal
Parking
100%
Service
Structure Parcel
(as defined in Note
2 below)
.......
...........
Municipality
Parking Structure
Parking
100%
External Area
Structure Parcel
Declarant
Apartment Common
Apartment -A
78%
Area (excluding
Parcel
Municipal Snow/Ice
Removal Service)
Apartment-B
Pa.
...........
Declarant
Landscaping of, snow
Townhome
100%
removal from, and
Parcel
maintenance of
(BUILDER)
Townhome Common
Area (BUILDER)
(excluding Municipal
Snow/Ice Removal
Services
Declarant
_
Snow removal from, and
Townhome
100
maintenance of
Parcel (Non-
Townhome Area (Non-
BUILDER)
BUILDER) (excluding
Municipal Snow/Ice
Removal Services)
_ _
Declarant
Private Roads and
Townhome
BUILDER %
Private Road
Parcel
Walkways
(BUILDER)
(excluding
NON-
Municipal
Townhome
Snow/Ice Removal
Parcel (Non-
BUILDER %
Service)
BUILDER)
Apartment -A
56%
Parcel
Apartment-B
16%
Parcel
Parking
0%
Structure Parcel
{35712: 003: 02794748.DOC :5 1
.. ... ........
Municipality
Street Lamp
........
...-
Parking
_.. .......- ------
100 /o
Responsibilities
Structure Parcel
Public
Declarant
Street Lamp
Townhome
BUILDER %
Responsibilities
Parcel
(Private)
(BUILDER)
Townhome
NON -
Parcel (Non-
BUILDER %
BUILDER)
Apartment -A
56%
Parcel
Apartment-B
16%
Parcel
Parking
o
0 /o
Structure Parcel
Declarant
Water Main
Townhome
BUILDER
Facilities
Parcel
(BUILDER)
Townhome
NON -
Parcel (Non-
BUILDER %
BUILDER)
Apartment -A
56%
Parcel
Apartment-B
16%
Parcel
Parking
o
0/o
Structure Parcel
Note 1: For Property Wide Shared Area or Services, the Cost Sharing Percentage of the
Townhome Parcel (BUILDER) plus the Townhome Parcel (NON -BUILDER), in the aggregate,
shall be 28% (the "A
Tplicable AgglegLate Townhome Percents g"). To calculate the allocation
between the Townhome Parcel (BUILDER) and Townhome Parcel (NON -BUILDER) for a given
category at a certain point in time, (a) the BUILDER % shall be equal to (i) the ratio of the
number of townhomes which have been constructed on the Townhome Parcel (BUILDER) and
which are subject to assessment under the Townhome Declaration to the total number of
townhomes which may be constructed on the Townhome Parcel (BUILDER) and the Townhome
Parcel (Non -BUILDER) (ii) multiplied by Applicable Aggregate Townhome Percentage; and (b)
the NON BUILDER % shall be equal to (i) 100%, (ii) minus the BUILDER %, (iii) minus the
calculation of 100% less the Applicable Aggregate Townhome Percentage.
For purposes of example and clarification, at the time of recording this Agreement, there are no
townhomes constructed on the Townhome Parcel (BUILDER), therefore the Cost Sharing
Percentage of the Townhome Parcel (BUILDER) is 0% as of the recording hereof, and the Cost
Sharing Percentage of the Townhome Parcel (NON -BUILDER) will be 100%. Eventually, by
(35712: 003: 02794748.DOC :5 1
ATTACHMENT I TO EXHIBIT C TO
DECLARATION AND GRANT OF CROSS EASEMENTS AND
COST SHARING PROVISIONS
RE: MAPLE STREET LOFTS
�moval
temoval
{35712: 003: 02794748.DOC :5 }
ATTACHMENT 2 TO EXHIBIT C TO
DECLARATION AND GRANT OF CROSS EASEMENTS AND
COST SHARING PROVISIONS
RE: MAPLE STREET LOFTS
Illustration II
Lighting Fixtures: Maintenance & Operation
SOUTH PRIVATE
(exact locations subject to permit)
PUBLIC O
135712: 003: 02794748.DOC :5 }