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HomeMy WebLinkAboutRes 21-24 05/07/2024 Approving The Purchase Of Real Property And Authorizing Execution Of Prosperty Purchase And Sales Contract (310 W. Northwest Highway, Mount Prospect, IL )RESOLUTION NO. 21-24 A RESOLUTION APPROVING THE PURCHASE OF REAL PROPERTY AND AUTHORIZING EXECUTION OF PROPERTY PURCHASE AND SALES CONTRACT (310 W. NORTHWEST HIGHWAY, MOUNT PROSPECT, ILLINOIS) WHEREAS, the Village of Mount Prospect, Illinois ("Village") is a home rule unit of local government pursuant to Article 7, Section 6 of the Constitution of the State of Illinois; and WHEREAS, pursuant to Article 7, Section 6 of the Illinois Constitution, the Village, as a home rule municipality, is authorized to enter into contracts for the sale and purchase of real property; and WHEREAS, the Board of Trustees of the Village has determined it is necessary and desirable to purchase certain real property commonly known as 310 W. Northwest Highway, Mount Prospect, Illinois, with a Property Index Number of 08-11-204-015-0000 (the "Subject Property"), as legally described in Exhibit A, attached hereto and made a part hereof, and to execute a Property Purchase and Sales Contract (the "Contract") relative to the purchase of the Subject Property, a copy of which is attached hereto as Exhibit B and made a part hereof; and WHEREAS, the Village and the Seller of the Subject Property, "Pentz Living Trust, Dated April 5, 1996," have agreed to a purchase price of $800,000 for the Subject Property; and WHEREAS, the Village has determined that the purchase of the Subject Property by the Village is for a reasonable price and is in the best interests of the Village. NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND BOARD OF TRUSTEES OF THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS AS FOLLOWS: SECTION ONE: That the recitals set forth hereinabove are hereby adopted and incorporated as if fully set forth herein. SECTION TWO: That under the authority vested in the corporate authorities of the Village, pursuant to Article 7, Section 6 of the Illinois Constitution, it is desirable for the Village to purchase the Subject Property described in Exhibit A in accordance with the terms and conditions set forth in the Contract attached as Exhibit B. SECTION THREE: The Village President, Village Clerk and Village Manager, or their designees, are authorized and directed to sign and execute the Contract for the purchase of the Subject Property substantially in the form attached as Exhibit B. Any minor amendments to the Contract made hereinafter shall be subject to the approval of the Village Manager without further action of the Board of Trustees. SECTION FOUR: The Village President, Village Clerk and Village Manager, or their designees, are authorized and directed to purchase the Subject Property pursuant to the terms and conditions set forth in the Contract and are further authorized and directed to execute and deliver such other instruments as may be necessary or convenient to consummate such purchase. 5765561 SECTION FIVE: This Resolution shall be in full force and effect immediately upon its adoption. ADOPTED this 7th day of May, 2024, pursuant to a roll call vote as follows: AYES: Dante, Filippone, Gens, Grossi, Matuszak, Saccotelli NAYS: None ABSENT: None APPROVED this 7th day of May, 2024, by the Village President of the Village of Mount Prospect, and attested by the Village Clerk, on the same day. ATTEST: :J4p Karen Agoranos, Vil age Clerk 576556_1 EXHIBIT A LOT 1 IN WINKELMANN'S RESUBDIVISION OF LOTS 1, 2, 3,4 AND 5 IN HENRY J. EHARD'S SUBDIVISION OF THAT PART OF THE NORTHEAST '/ OF SECTION 11, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING NORTH OF THE CHICAGO AND NORTHWESTERN RAILROAD COMPANY'S RIGHT-OF-WAY, IN COOK COUNTY, ILLINOIS. PROPERTY ADDRESS: 310 W. NORTHWEST HIGHWAY, MOUNT PROSPECT, ILLINOIS PERMANENT INDEX NUMBER: 08-11-204-015-0000 576556,_1 EXHIBIT B PROPERTY PURCHASE AND SALES CONTRACT 310 W. NORTHWEST HIGHWAY, MOUNT PROSPECT, ILLINOIS (attached) 5765561 Page 1 of 14 PROPERTY PURCHASE AND SALES CONTRACT (310 W. NORTHWEST HIGHWAY, MOUNT PROSPECT, ILLINOIS) THIS PROPERTY PURCHASE AND SALES CONTRACT ("Contract") is made as of the Effective Date (as defined in Section 25 below) between PENTZ LIVING TRUST, DATED APRIL 5, 1996 ("Seller") and the VILLAGE OF MOUNT PROSPECT, an Illinois municipal corporation ("Buyer"). AGREEMENT: 1. BUYER IS A MUNICIPAL ENTITY AND THIS CONTRACT IS SUBJECT TO THE APPROVAL OF, AND IS NOT ENFORCEABLE UNLESS APPROVED AT AN OPEN MEETING BY, THE PRESIDENT AND BOARD OF TRUSTEES OF BUYER. 2. SALE. The Seller, whose identity may be updated to conform the owner of record set forth in the "Title Commitment," as defined in Section 8 below, agrees to sell to Buyer, and Buyer agrees to purchase from Seller, upon the terms and conditions set forth in this Contract, the fee simple title to the parcel of land commonly known as 310 W. Northwest Highway, Mount Prospect, Illinois, PIN 08-11-204-015-0000, located in the County of Cook ("Property"), and all rights, privileges, tenements, hereditaments, easements and appurtenances to the Property owned by Seller, including, without limitation, all mineral rights, easements, rights-of-way and other appurtenances used or connected with the beneficial use or enjoyment of the parcel, and all easement rights and obligations of Seller, to the extent they relate to the Property, in and to all streets, alleys, roads, avenues and other rights-of-way adjacent to, abutting or serving the Property. The Property is legally described in Exhibit A attached hereto and made a part hereof. The legal description shall conform and shall be updated to conform to the legal description from the "Survey," as defined in Section 9 below. Seller is not selling any of Seller's personal property or the personal property of the Seller's tenant, including, without limitation, lifts, generators, compressors, shelving, racks, or other personal property, even if attached to the structure. 3. PURCHASE PRICE. The purchase price for the purchase of the Property by Buyer is EIGHT HUNDRED THOUSAND AND NO/100 DOLLARS ($800,000.00) ("Purchase Price"). At the "Closing," as defined in Section 5 below, Buyer shall pay to Seller, in good and available funds by wire transfer or cashier's check, the Purchase Price, plus or minus prorations as provided herein, on the terms and conditions set forth in Exhibit B attached hereto and made a part hereof. 4. EARNEST MONEY DEPOSIT. Within five (5) business days after receipt of a fully executed copy of this Contract, Buyer shall deposit TWENTY THOUSAND AND NO/100 DOLLARS ($20,000.00) ("Earnest Money Deposit") with the "Title Company," as defined in Section 5 below, pursuant to mutually acceptable strict joint order escrow instructions. The Earnest Money Deposit shall be applied to the Purchase Price at Closing. 5. CLOSING DATE, The closing ("Closing") of the contemplated purchase and sale of the Property shall take place through a deed and money escrow ("EscrovW') on June 1, 2024, following the end of the Due Diligence Period ("Closing Date") remotely through the Chicago Title Insurance Company ("Title Company"), or at such other time and place as mutually agreed to by the parties. The Parties shall pay the 574304,_5 Page 2 of 14 Closing costs, including but not limited to the costs of recording, the title policy, the Earnest Money Deposit escrow and the Escrow as customarily charged, except that Buyer shall pay the costs of the Survey, as set forth in Section 9 below. 6. AS -IS WHERE -IS CONDITION. Except for Seller's express representations and warranties and as otherwise set forth herein, or as may otherwise be mutually agreed to between the Parties, Buyer agrees that it is purchasing and accepting the Property in its "AS -IS, WHERE -IS" condition, subject to all faults of every kind and nature whatsoever, whether latent or patent, where now or hereafter existing. By agreeing to purchase and accept the Property in "AS -IS, WHERE -IS" condition, the Buyer acknowledges and represents that it will inspect the Property during the Due Diligence Period as defined herein and make such due diligence investigations as it deems appropriate into the conditions affecting the Property, including, without limitation, the environmental condition of the Property. In so doing the Buyer represents that it has retained or will retain, at Buyer's sole cost and expense, such experts and agents to assist in such inspection and investigation as it has deemed or will deem appropriate. 7. ENVIRONMENTAL AND OTHER INSPECTIONS; LUST REMOVAL AND OTHER ENVIRONMENTAL REMEDIATION; BUYER'S OPTION TO TERMINATE CONTRACT. Seller has previously delivered to Buyer any environmental reports or assessments of the Property in Seller's possession. Buyer, its agents and contractors, have reviewed such environmental reports or assessments, and have conducted their own Phase I Environmental Site Assessment in February, 2024 (the "Phase I ESA"), and a Limited Phase II Environmental Site Assessment of the Property in April, 2024 (the "Phase II ESA" and, collectively with the Phase I ESA, the "ESAs"). Based the results of the ESAs, and negotiations between the Parties relative to the identified site conditions, the Parties agree as follows: A. Leaking Underground Storage Tank ("LUST"): The Parties acknowledge that there is a LUST on the Property that has been enrolled in the Illinois Environmental Protection Agency's LUST Program with a reference number of LUST Incident # 20140459 (the "LUST Incident"). Seller acknowledges that notwithstanding Section 6 above, all activities related to closure of the LUST Incident are Seller's responsibility and shall remain Seller's responsibility following Closing. Seller has retained or shall retain, at Seller's sole cost and expense, an environmental services company to complete any additional site investigation necessary to address the LUST Incident, including off- site evaluation, reporting activities, remedial activities identified in the approved Corrective Action Plan (CAP), and obtaining a No Further Remediation letter related to the LUST Incident (the "LUST Incident NFR Letter"). Buyer acknowledges that the LUST Incident NFR Letter will be specific to the identified on-site LUST releases and would not cover or address the other on-site recognized environmental contaminants ("RECS") and any additional, associated contaminants of concern. It is estimated that the LUST Incident shall take another six (6) to twelve (12) months to complete. Seller shall, subject to force majeure or any unanticipated complications, complete all activities necessary to obtain the LUST Incident NFR Letter within twelve (12) months of Closing. B. Site Remediation Activities: The Buyer's ESAs have identified a need for additional site remediation beyond the remediation identified in subsection 7.A.1. above. It is anticipated that the Buyer shall, following Closing, enroll the Property into the IEPA voluntary Site Remediation Program (the "SRP") with the ultimate goal of obtaining a No Further Remediation Letter related to the Property (the "Additional Remediation NFR Letter"). The Parties acknowledge that additional investigation activities and reporting work would be necessary to address specific SRP requirements which were 574304 5 Page 3of14 considered beyond the scope of the preacquisition ESAs. The Parties further acknowledge that a combination of engineered barriers, construction worker precaution/health and safety plan requirements, institutional controls (i.e. ground water use restriction) and building control technology will be necessary for any future on-site structures, and that a highway authority agreement or environmental land use control (ELUC) agreements would likely be proposed within a future Remedial Action Plan in order to address off-site issues to meet IEPA SRP requirements for securing the Additional Site Remediation NFR Letter. While Buyer is ultimately responsible for all site remediation activities necessary to obtain the Additional Remediation NFR Letter, Seller agrees to the Environmental Remediation Escrow as defined and further detailed in Section 13 below. C. To the extent additional access or testing is necessary prior to Closing, Buyer, and its agents and contractors, shall have the right prior to the Closing Date to enter onto the Property to conduct environmental or other inspections, soil tests, and/or surveys or other tests and/or inspections at Buyer's own cost and expense. Any such entry by Buyer and/or its agents and/or contractors shall be at the sole risk of Buyer and/or its agents and/or contractors, and in no case shall Seller be liable to Buyer and/or its agents and/or contractors for any damages, claims, or liabilities that arise from such entry. Buyer shall, relative to the Property, and prior to May 30, 2024 (the "Due Diligence Period"), review the results of its own testing and investigations, title, relevant recorded documents, available surveys, site plans and environmental and/or other reports ad shall advise the Seller, within said period, if Buyer wishes to proceed with the acquisition of the Property. The Buyer shall not be obligated to accept the Property, if in the Buyer's sole and exclusive judgment, for any reason whatsoever, the Buyer determines that the use or condition of the Property or any part thereof is not necessary or appropriate for the use intended by the Buyer, poses a health, safety or environmental hazard, or if at any time prior to the Closing the Buyer otherwise becomes aware of the existence of any environmental condition which may be dangerous and/or unacceptable to the Buyer, or in violation of any environmental law or regulation. Pursuant to this Paragraph, if Buyer advises Seller on or prior to the end of the Due Diligence Period that the Buyer has determined not to accept the Property, this Contract shall become null and void with no further action by the Parties hereto, the Earnest Money shall be returned to Buyer, and the Parties shall have no further obligations to each other. 8. TITLE INSURANCE. Within fifteen (15) business days of the Effective Date, Seller shall obtain a title commitment issued by the Title Company, 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 those matters described in Exhibit B, attached hereto and made a part hereof ("Permitted Exceptions"). If the Title Commitment, Underlying Title Documents or the Survey (as hereinafter defined) disclose exceptions to title, which are not acceptable to Buyer ("Unpermitted Exceptions"), Buyer shall have ten (10) business days from the later of the delivery of the Title Commitment, the Underlying Title Documents and the Survey to object to the Unpermitted Exceptions. Buyer shall provide Seller with an objection letter ("Buyer's Objection Letter") listing the Unpermitted Exceptions, which are not acceptable to Buyer. Seller shall have ten (10) business days from the date of receipt of the Buyer'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, and the Closing shall be extended such additional time ("Extended Title Closing Date"), after Buyer'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 5743045 Page 4 of 14 Exceptions removed or, in the alternative, to obtain a Title Commitment insuring the Unpermitted Exceptions within the specified time, Buyer may elect to either (i) terminate this Contract and this Contract shall become null and void without further action of the parties, or (ii) upon notice to Seller within five (5) business days after Buyer's receipt of Seller's intention not to cure the Unpermitted Exceptions, 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. The Buyer shall pay the cost for any later date title commitments, and Buyer shall pay for the cost of the later date to its Proforma Title Policy. 9. SURVEY. Prior to the Closing, Buyer may obtain and deliver to Seller, at Buyer's sole cost and expense, a Plat of Survey ("Survey"). Upon approval of the Survey, the legal description in Exhibit A 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 and signed by both parties. 10. DEED. Seller shall convey fee simple title to the Property to Buyer, by a recordable Warranty Deed ("Deed"), subject only to the Permitted Exceptions. Seller shall also execute and deliver, at Closing, any and all documents, in addition to the Deed, including an Affidavit of Title; Bill of Sale; Title Company documentation including, but not limited to, an ALTA Statement, GAP Undertaking, and such other documents reasonably requested either by the Buyer or the Title Company to consummate the transaction contemplated herein and to vest fee simple title to the Property in Buyer subject only to the Permitted Exceptions and the issuance of the Buyer's Title Company owners title insurance policy. Buyer shall be responsible for the recording fee of the Deed. 11. CLOSING DOCUMENTS. On the Closing Date, the obligations of the Buyer and Seller shall be as follows: A. Seller shall deliver or cause to be delivered to the Title Company: the original executed and properly notarized Deed, together with the Grantor/Grantee Statement and Plat Act Affidavit, if required; the original executed and property notarized Affidavit of Title; iii. the original executed and property notarized Non -Foreign Affidavit; iv. the original executed Bill of Sale; counterpart originals of Seller's Closing Statement; and vi, such other standard closing documents or other documentation as is required by applicable law or the Title Company to effectuate the transaction contemplated hereby, including, without limitation, ALTA statements and GAP Undertaking, such other documentation as is reasonably required by the Title Company to issue Buyer its owners title 5743041-5 Page 5 of 14 insurance policy in accordance with the Proforma Title Policy and in the amount of the Purchase Price insuring the fee simple title to the Property in the Buyer as of the Closing Date, subject only to the Permitted Exceptions. B. Buyer shall deliver or cause to be delivered to the Title Company: the balance of the Purchase Price, plus or minus prorations; counterpart originals of Seller's Closing Statement; and ALTA Statement and such other standard closing documents or other documentation as is required by applicable law or the Title Company to effectuate the transaction contemplated herein. C. The parties shall jointly deposit fully executed State of Illinois Transfer Declarations and County Transfer Declarations, along with a jointly executed Environmental Remediation Escrow Agreement, as described in Section 13 below. 12. POSSESSION. Possession of the Property has been with the Seller prior to the Effective Date. Possession of the Property may, but need not, remain with the Seller following closing pursuant to the Post -Closing Possession Agreement and Indemnity/Waiver and Release of All Claims set forth in Exhibit C attached hereto or made a part hereof, or pursuant to other terms to be mutually agreed to by the Parties and memorialized in writing prior to Closing. Seller's right to post -closing possession shall terminate on November 30, 2024 at midnight or such other date as mutually agreed to by the Parties in writing. 13. PRORATION$ AND ENVIRONMENTAL REMEDIATION ESCROW, At Closing, the following adjustments and prorations shall be computed as of the Closing Date and the balance of the Purchase Price shall be adjusted to reflect such prorations. All prorations shall be based on a 366 -day year, with the Seller having the day prior to the Closing Day. A. Real Estate Taxes. General real estate taxes for 2023, 2024 and subsequent years, special assessments and all other public or governmental charges against the Property, if any, which are or may be payable on an annual basis (including charges, assessments, liens or encumbrances for sewer, water, drainage or other public improvements completed or commenced on or prior to the Closing Date) shall be adjusted and apportioned as of the Closing Date. If the exact amount of general real estate taxes is not known at Closing, the proration will be based on 105% of the most recent full year tax bill, and shall be conclusive, with no subsequent adjustment. B. Miscellaneous, All other charges and fees customarily prorated and adjusted in similar transactions shall be prorated as of Closing Date. In the event that accurate prorations and other adjustments cannot be made at Closing because current bills or statements are not obtainable (as, for example, all water, sewer, gas and utility bills), the parties shall prorate on the best available information. Final readings and final billings for utilities shall be taken as of the date of Closing except for a water bill which may be taken up to two (2) days before the Closing Date. C. Environmental Remediation Escrow. At Closing, ONE HUNDRED THOUSAND DOLLARS AND N01100 DOLLARS ($100,000.00) (the "Environmental Remediation Escrow 574304..5 Page 6 of 14 Funds") shall be held back from the Purchase Price proceeds that would otherwise be due to Seller and shall be deposited in an Environmental Remediation Escrow with the Title Company. The Environmental Remediation Escrow Funds shall be held and disbursed pursuant to an Environmental Remediation Escrow Agreement that shall include terms and conditions mutually agreeable to the Parties and shall be signed at Closing. The Parties agree that the Environmental Remediation Escrow Agreement shall provide that the Additional Environmental Remediation NFR Letter is to be obtained by the Buyer, that the Environmental Remediation Escrow Funds shall be held in the Escrow by the Title Company until such time as the Additional Environmental Remediation NFR Letter is obtained, and that all reasonable costs incurred by Buyer after Closing for activities associated with obtaining the Additional Environmental Remediation NFR Letter ("Additional Environmental Remediation Costs") shall be reimbursable to Buyer from the Environmental Remediation Escrow up to the full amount of the Environmental Remediation Escrow Funds amount. The Environmental Remediation Escrow Agreement shall also provide that in the event the Additional Environmental Remediation Costs are less than the amount of the Environmental Remediation Escrow Funds, any remaining Funds shall be promptly returned to Seller. 14. CONVEYANCE TAXES. The parties acknowledge that, as Buyer is a governmental entity, this transaction is exempt from any State, County and Village real estate transfer tax pursuant to 35 ILCS 200/31-45(b) and the Village of Mount Prospect Village Code. Seller shall 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 and the Village of Mount Prospect Village Code. 15. COVENANTS REPRESENTATIONS AND WARRANTIES OF SELLER. The covenants, representations and warranties contained in this Section shall be deemed remade as of the Closing Date and the end of the post -closing possession period, shall survive the Closing, and shall be deemed to have been relied upon by the Buyer in consummating this transaction, notwithstanding any investigation the Buyer may have made with respect thereto, or any information developed by or made available to the Buyer prior to the Closing and consummation of this transaction. Seller covenants, represents and warrants to the Buyer as to the following matters, each of which is so warranted to be true and correct as of the Effective Date and also on the Closing Date: A. Title Matters. Seller has good and marketable fee simple title to the Property, subject only to the Permitted Exceptions. B. Violations of Zoning and Other Laws. Seller has received no written notice from any governmental agency alleging any violations of any statute, ordinance, regulation or code. The Property as conveyed to Buyer shall include all rights of the Seller to the use of any off-site facilities, including, but not limited to, storm water detention facilities, necessary to ensure compliance with all zoning, building, health, fire, water use or similar statutes, laws, regulations and orders and any instrument in the nature of a declaration running with the Property. C. Pending and Threatened Litigation. To the best knowledge and belief of Seller, there are no pending or threatened matters of litigation, administrative action or examination, claim or demand whatsoever relating to the Property. 574304-5 Page 7 of 14 D. Eminent Domain etc. To the best knowledge and belief of Seller, there is no pending or contemplated eminent domain, condemnation or other governmental taking of the Property or any part thereof. E. Access to Property Utilities, To the best knowledge and belief of Seller, No fact or condition exists which would result in the termination or impairment of access to the Property or which could result in discontinuation of presently available or otherwise necessary sewer, water, electric, gas, telephone or other utilities or services. F. Assessments. To the best knowledge and belief of Seller, there are no public improvements in the nature of off-site improvements, or otherwise, which have been ordered to be made and/or which have not heretofore been assessed, and there are no special or general assessments pending against or affecting the Property. G. Authority of Signatories; No Breach of Other Agreements; etc. The execution, delivery of and performance under this Contract by Seller is pursuant to authority validly and duly conferred upon Seller and the signatories hereto. The consummation of the transaction herein contemplated and the compliance by Seller with the terms of this Contract do not and will not conflict with or result in a breach of any of the terms or provisions of, or constitute a default under, any agreement, arrangement, understanding, accord, document or instruction by which Seller or the Property are bound; and will not and does not, to the best knowledge and belief of Seller, constitute a violation of any applicable law, rule, regulation, judgment, order or decree of, or agreement with, any governmental instrumentality or court, domestic or foreign, to which Seller or the Property are subject or bound. H. Executory -Agreements, Seller is not a party to, and the Property is not subject to, any contract or agreement of any kind whatsoever, written or oral, formal or informal, with respect to the Property, other than this Contract. Buyer shall not, by reason of entering into or closing under this Contract, become subject to or bound by any agreement, contract, lease, license, invoice, bill, undertaking or understanding which Buyer shall not have expressly and specifically previously acknowledged and agreed in writing to accept. Seller warrants and represents that no written leases, licenses or occupancies exist in regard to the Property and, further, that no person, corporation, entity, tenant, licensee or occupant has an option or right of first refusal to purchase, lease or use the Property, or any portion thereof. I. Mechanic's Liens. All bills and invoices for labor and material of any kind relating to the Property have been paid in full, and there are no mechanic's liens or other claims outstanding or available to any party in connection with the Property. J. Governmental Obli ations. To the best knowledge of Seller, there are no unperformed obligations relative to the Property outstanding to any governmental or quasi - governmental body or authority. K. Easements. Seller represents to the best of Seller's knowledge that the Property has no private easements or agreements that would hinder Seller from its intended use of the Property. 5743045 Page B of 14 L. Section 1445 WiLhhoLdinj, Seller represents that he/she/it/they is/are not a "foreign person" as defined in Section 1445 of the Internal Revenue Code and is/are, therefore, exempt from the withholding requirements of said Section. At Closing, Seller shall furnish Buyer with a Non - Foreign Affidavit as set forth in said Section 1445. M. Hazardous Materials. Seller has not, and has no knowledge of any other person who has, caused any release, threatened release, or disposal of any Hazardous Material (which shall mean each element, compound, chemical mixture, contaminant, pollutant, material, waste or other substance which is defined, determined or identified as hazardous or toxic under environmental laws or the release of which is regulated under environmental laws) at the Property in any material quantity, and the Property is not adversely affected by any release, threatened release or disposal of a Hazardous Material originating or emanating from any other property. Seller hereby indemnifies and holds Buyer harmless against all losses, damages, liabilities, costs, expenses (including reasonable attorneys' fees) and charges which Buyer may incur or to which Buyer may become subject as a direct or indirect consequence of such breach of the above representations or warranties made hereunder, including all incidental and consequential damages. These representations, warranties, and indemnities of Seller shall survive the closing. When used in this Section, the expression "to the best knowledge and belief of Seller," or words to that effect, is deemed to mean that Seller, without duty of examination, investigation or inquiry, is not aware of any thing, matter or the like that is contrary, negates, diminishes or vitiates that which such term precedes. 16. DEFAULT AND CONDITIONS PRECEDENT TO CLOSING. A. It is a condition precedent to Closing that: fee simple title to the Property is shown to be good and marketable, subject only to the Permitted Exceptions, as required hereunder and is accepted by Buyer; ii, the covenants, representations and warranties of Seller contained in Section 15 hereof and elsewhere in this Contract are true and accurate on the Closing Date or waived by Buyer in writing on the Closing Date; and iii, Seller has performed under the Contract and otherwise has performed all of its covenants and obligations and fulfilled all of the conditions required of it under the Contract in order to Close on the Closing Date. iv. The Parties have agreed to the form of an Environmental Remediation Escrow Agreement as detailed in subsection 13.C. above. B. If, before the Closing Date, Buyer becomes aware of a breach of any of Seller's representations and warranties or of Seller failing to perform all of its covenants or otherwise failing to perform all of its obligations and fulfill all of the conditions required of Seller in order to Close on the Closing Date, Buyer may, at its option: 574304.5 Page 9 of 14 elect to enforce the terms hereof by action for specific performance; or terminate this Contract; or proceed to Closing notwithstanding such breach or nonperformance. In all events, Buyer's rights and remedies under this Contract shall always be non-exclusive and cumulative and the exercise of one remedy shall not be exclusive of or constitute the waiver of any other, including all rights and remedies available to it at law or in equity. C. In the event of a default by Buyer, Seller's sole and exclusive right and remedy shall be to terminate this Contract and thereupon to retain the Buyer's earnest money deposit as liquidated damages. D. Notwithstanding the foregoing, the parties agree that no default of or by either party shall be deemed to have occurred unless and until notice of any failure by the non -defaulting party has been sent to the defaulting party and the defaulting party has been given a period of five (5) business days from receipt of the notice to cure the default. In the event that a party has timely initiated the steps necessary to cure a default, but the nature of the cure requires additional time within which to do so, the cure period herein shall be extended by an additional five (5) business days. 18. BINDING EFFECT. This Contract shall inure to the benefit of and shall be binding upon the heirs, legatees, transferees, assigns, personal representatives, owners, agents, administrators, executors and/or successors in interest of any kind whatsoever of the parties hereto. 19. BROKERAGE. The Buyer represents that it has not retained a broker regarding the proposed transaction. The Seller represents that it has not retained a broker regarding the proposed 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 attorneys' fees, which may be incurred by the other in connection with all matters against which the other is being indemnified hereunder. This provision shall survive the Closing. 20. NOTICES. 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, or (C) by e-mail transmission on the day of transmission, with the original notice mailed by certified or registered mail, postage prepared, return receipt requested, or (D) by personal delivery, if addressed to the parties as follows: To Seller: THE PENTZ LIVING TRUST U/A 4/5/1996 c/o Josef Pentz, Trustee 431 N Braintree Schaumburg, IL 60194 5743041-5 Page 10 of 14 E -Mail: formula. automotive 123@gmail.com With a copy to: Marc D. Sherman Marc D. Sherman & Colleagues, P.C. 3700 W Devon Ave, Suite E Lincolnwood, IL 60712 E -Mail: mshermanlawoffice@icloud.com To Buyer: Village of Mount Prospect 50 South Emerson St Mount Prospect, IL 60056 Attn: Michael Cassidy, Village Manager Phone: 847-392-6000 Email: MCassady@mountprospect.org With a copy to: Klein, Thorpe and Jenkins, Ltd. 900 Oakmont Lane, Suite 301 Westmont, IL 60559 Attn: Michael A. Marrs Phone 312-984-6419 Email: mamarrs@ktjlaw.com Any party hereto may change the name(s), address(es) and e-mail address(es) of the designee to whom notice shall be sent by giving written notice of such change to the other parties hereto in the same manner, as all other notices are required to be delivered hereunder. 21. RIGHT OF WAIVER. Both Buyer and Seller may, at any time and from time to time, waive each and any condition of the Closing, without waiver of any other condition or other prejudice of its rights hereunder. Such waiver by a party shall, unless otherwise herein provided, be in a writing signed by the waiving party. and delivered to the other party. 22. DISCLOSURE OF INTERESTS. In accordance with Illinois law, 50 ILCS 105/3.1, prior to execution of this Contract by the Buyer, an owner, authorized trustee, corporate official or managing agent must submit a sworn affidavit to the Buyer disclosing the identity of every owner and beneficiary having any interest, real or personal, in the Property, and every shareholder entitled to receive more than 7'/z% of the total distributable income of any corporation having any real interest, real or personal, in the Property, or, alternatively, if a corporation's stock is publicly traded, a sworn affidavit by an officer of the corporation or its managing agent that there is no readily known individual having a greater than 7'/z% percent interest, real or personal, in the Property. The sworn affidavit shall be substantially similar to the one in Exhibit 01 attached hereto and made a part hereof. 23. ASSIGNMENT. Buyer shall have the right to assign or transfer Buyer's interest in this Contract with the prior written consent of Seller. Buyer shall deliver to Seller a copy of the fully executed assignment and assumption by Buyer, as assignor and the assignee. 57430415 Page 11 of 14 24. MISCELLANEOUS. A. Buyer and Seller mutually agree that time is of the essence throughout the term of this Contract and every provision hereof in which time is an element. No extension of time for performance of any obligations or acts shall be deemed an extension of time for performance of any other obligations or acts. If any date for performance of any of the terms, conditions or provisions hereof shall fall on a Saturday, Sunday or legal holiday, then the time of such performance shall be extended to the next business day thereafter. B. This Contract provides for the purchase and sale of property located in the State of Illinois, and is to be performed within the State of Illinois. Accordingly, this Contract, 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. The parties agree that, for the purpose of any litigation relative to this Contract and its enforcement, venue shall be in the Circuit Court of Cook County and the parties consent to the in personam jurisdiction of said Court for any such action or proceeding. C. The terms, provisions, warranties and covenants of Section 15 shall survive the Closing and delivery of the Deed and other instruments of conveyance. The provisions of Section 15 of this Contract shall not be merged therein, but shall remain binding upon and for the parties hereto until fully observed, kept or performed. D. The provisions of the Uniform Vendor and Buyer Risk Act of the State of Illinois shall be applicable to this Contract. E. Buyer and Seller hereby agree to make all disclosures and do all things necessary to comply with the applicable provisions of the Property Settlement Procedures Act of 1974. In the event that either party shall fail to make appropriate disclosures when asked, such failure shall be considered a breach on the part of said party. F. The parties warrant and represent that the execution, delivery of and performance under this Contract is pursuant to authority, validly and duly conferred upon the parties and the signatories hereto. G. The Section headings contained in this Contract are for convenience only and shall in no way enlarge or limit the scope or meaning of the various and several Sections hereof. H. Whenever used in this Contract, the singular number shall include the plural, the plural the singular, and the use of any gender shall include all genders. I. If the Seller is a Trust, this Contract is executed by the undersigned Trustee, not personally but as Trustee as aforesaid, in the exercise of the power and authority conferred upon and vested in it as such Trustee. Said Trustee hereby warrants that it possesses full power and authority to execute this Contract. It is expressly understood and agreed by and between the parties hereto, anything herein to the contrary notwithstanding, that each and all of the representations, covenants, undertakings, warranties and agreements herein made on the part of the Trustee while in form purporting to be the representations, covenants, undertakings, warranties and agreements 5743045 Page 12 of 14 of said Trustee are nevertheless each and every one of them made and intended not as personal representations, covenants, undertakings, warranties and agreements by the Trustee or for the purpose or with the intention of binding Trustee personally but are made and intended for the purpose of binding only the trust property, and this Contract is executed and delivered by said Trustee not in its own right, but solely in the exercise of the power conferred upon it as said Trustee; and that no personal liability or personal responsibility is assumed by or shall at any time be asserted or enforceable against said Trustee on account of this Contract or on account of any representations, covenants, undertakings, warranties or agreements of said Trustee in this Contract contained either express or implied, all such personal liability, if any, being expressly waived and released. In the event the Seller is a Trust as provided above, this Contract shall be signed by the Trustee and also by the person or entity holding the Power of Direction under the Trust. The person or entity signing this Contract is by his/her/their/its signature represents, warrants and covenants with Buyer that he/she/they/it has the authority to enter into this Contract and the obligations set forth herein. All references to the Seller's obligations, warranties and representations shall be interpreted to mean the Beneficiary or Beneficiaries of the Trust. J. In the event either party elects to file any action in order to enforce the terms of this Contract, or for a declaration of rights hereunder, the prevailing party, as determined by the court in such action, shall be entitled to recover all of its court costs and reasonable attorneys' fees as a result thereof from the losing party, K. If any of the provisions of this Contract, or the application thereof to any person or circumstance, shall be invalid or unenforceable to any extent, the remainder of the provisions of this Contract shall not be affected thereby, and every other provision of this Contract shall be valid and enforceable to the fullest extent permitted by law. L. This Contract may be executed in counterparts, each of which shall be deemed an original, and all of which, when taken together, shall constitute one and the same instrument. 25. EFFECTIVE DATE. This Contract shall be deemed dated and become effective on the date that the authorized signatories of Buyer shall sign the Contract, which date shall be the date stated below the Buyer's signature. 26. CONTRACT MODIFICATION. This Contract and the Exhibits attached hereto and made a part hereof, or required hereby, embody the entire Contract between the parties hereto with respect to the Property 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 Buyer, and no notices of any extension, change, modification or amendment made or claimed by Seller or Buyer (except with respect to permitted unilateral waivers of conditions precedent by Buyer) shall have any force or effect whatsoever unless the same shall be endorsed in writing and fully signed by Seller and Buyer. 27. EXHIBITS. The following Exhibits are attached hereto and made a part hereof by reference: Exhibit A Legal Description of the Property 5743045 Exhibit B Permitted Exceptions Exhibit C Post -Closing Possession Terms and Conditions Exhdbt D Disclosure Affidavit [THIS SPACE INTENTIONALLY LEFT BLANK] 574304.5 Page 13 of 14 Page 14 of 14 IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date below their respective signatures. SELLER: THE PENTZ LIVING TRUST U/A/D 4/5/1996 Name: Josef Pentz Title: Trustee ATTEST: By: Name: ........___ Title: Date Seller executed: 574304„_5 BUYER: VILLAGE OF MOUNT PROSPECT, an Illinois municipal corporation By Na Title: Village President ATTEST: By. Name: �M. Title: d.z e. ClerL Date Buyer executed: 5 LS� Page 14 of 14 IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the date below their respective signatures. SELLER: THE PENTZ LIVING TRUST U/AID 4/5/1996 By: a Nam: JIos Pentz Title: Trustee ATTEST By Title: Date Seller executed: * 7, ; OFFICIALE a FIMNrj'FARY PUBLIC, 124�j 012024 5743045 BUYER: VILLAGE OF MOUNT PROSPECT, an Illinois municipal corporation By:— Name: Title: Village President ATTEST: By: Name: Title: Date Buyer executed: Exhibit A LEGAL DESCRIPTION OF THE PROPERTY LOT 1 IN WINKELMANN'S RESUBDIVISION OF LOTS 1, 2, 3, 4 AND 5 IN HENRY J. EHARD'S SUBDIVISION OF THAT PART OF THE NORTHEAST'/40F SECTION 11, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING NORTH OF THE CHICAGO AND NORTHWESTERN RAILROAD COMPANY'S RIGHT-OF-WAY, IN COOK COUNTY, ILLINOIS. Property Address: 310 W. Northwest Highway, Mount Prospect, Illinois Permanent Index Number: 08-11-204-015-0000 5743045 Exhibit B PERMITTED EXCEPTIONS 1, 2023 and 2024 real estate taxes and subsequent years, not due and payable for the Property. 2. Covenants, Conditions and Restrictions of Record; and 1 Building lines and easements of record, if any 5743045 Exhibit C POST -CLOSING POSSESSION AGREEMENT AND INDEMNITYIWAIVER AND RELEASE OF ALL CLAIMS FOR 310 W. NORTHWEST HIGHWAY, MOUNT PROSPECT, ILLINOIS BETWEEN THE VILLAGE OF MOUNT PROSPECT, AS BUYER, AND PENTZ LIVING TRUST, DATED APRIL 5, 1996, AS SELLER PLEASE READ THIS RIDER CAREFULLY AND BE AWARE THAT IN VOLUNTARILY USING AND OCCUPYING THE PROPERTY LOCATED AT 310 W. NORTHWEST HIGHWAY, MOUNT PROSPECT, ILLINOIS (THE "PROPERTY") DURING THE POST -CLOSING POSSESSION PERIOD (SAID PERIOD EXTENDING THROUGH SEPTEMBER 30TH, 2024 OR SUCH OTHER DATE AS MUTUALLY AGREED TO BY THE PARTIES), SELLER SHALL BE INDEMNIFYING THE VILLAGE OF MOUNT PROSPECT AND WAIVING AND RELEASING ALL CLAIMS FOR INJURIES, ILLNESS, INFECTION, DISEASE, DEATH OR DAMAGE TO PROPERTY, AGAINST THE VILLAGE OF MOUNT PROSPECT AND ITS ELECTED AND APPOINTED OFFICIALS, OFFICERS, AGENTS, SERVANTS, CONTRACTORS AND EMPLOYEES, THAT MIGHT OCCUR OR RESULT FROM SELLER'S POST -CLOSING POSSESSION OF SAID PROPERTY. For and in consideration of the Village of Mount Prospect purchasing the Property and providing Seller with the option to continue to utilize and occupy said premises rent free during the post -closing possession period (the "Post -Closing Possession Period"), which shall extend until midnight on November 30, 2024 or such other date as mutually agreed to by the Parties, and for other adequate and valuable consideration, the sufficiency and receipt of which is acknowledged, Seller agrees to the following terms and conditions: In voluntarily accepting to use and occupy the Property for the Post -Closing Possession Period, Seller agrees to assume the full risk of and responsibility for any injuries, including illness, infection, disease, death, or property damage or loss which Seller or its officials, agents, servants and employees may sustain or which may occur to any other person, including customers and members of the general public, as a result of any and all activities, directly or indirectly, connected with or associated with the use and occupancy of the Property during the Post -Closing Possession Period. Seller hereby fully waives, relinquishes, releases and discharges the Village of Mount Prospect and its elected and appointed officials, officers, agents, servants, contractors and employees, individually and collectively, from any and all claims and liability for damages for injuries, including illness, infection, disease, and death, or property damage or loss, which Seller may have or which may accrue to Seller, its employees, customers, agents, members of the public and any other persons or any heirs and assigns, on account of the use and occupancy of the Property during the Post -Closing Possession Period, except for such claims or losses arising out of the actions or activities of the Village of Mount Prospect or its officials, agents, servants, contractors or employees. Seller further agrees to indemnify and hold harmless and defend the Village of Mount Prospect, and its elected and appointed officials, officers, agents, servants, contractors and employees, individually and collectively, from any and all claims, liens, costs, expenses, reasonable attorney's fees and liability for damages resulting from injuries, including illness, infection, disease, and death, or property damage and loss incurred or sustained by Seller or any other person, including Seller's employees, customers, agents, members of the public or any heirs and assigns, arising out of, connected with, or in any way associated 574304_5 with the use and occupancy of the Property during the Post -Closing Possession Period, except for such claims or losses arising out of the actions or activities of the Village of Mount Prospect or its officials, agents, servants, contractors or employees. In the event that any such claim, cause of action or lawsuit is brought or filed, the Village of Mount Prospect, and its elected and appointed officials, officers, agents, servants, contractors and employees sued thereunder, shall have the right to determine the attorney of its, his, hers or their choice to represent their interests in any such action, all at Seller's expense or at the expense of its insurer, pursuant to this Agreement. Seller agrees that it is its exclusive responsibility to maintain the following insurance coverages for the full term of the Post -Closing Possession Period and that each policy shall name the Village of Mount Prospect and its elected and appointed officials, officers, agents, servants, contractors and employees as additional insureds on said policy, and shall provide the Seller with proof of such coverage at or prior to closing: General Liability & Casualty coverage with the same company(ies) and in the same amounts as maintained by Seller as of the Effective Date. Seller agrees to pay all utilities and service contracts in regard to the Property during the Post -Closing Possession Period and to provide proof of final payment prior to turnover of the Property. Seller agrees that all of the covenants, representations and warranties contained in Section 15 of the Property Sale and Purchase Contract to which this post -closing possession agreement pertains shall be deemed remade as of the date Seller's concludes its occupancy of the Property and shall be deemed to have been relied upon by the Buyer in consummating this transaction. Seller agrees that as of the day of closing, and for the term of the Post -Closing Possession Period, all repairs to the furnace, A/C equipment, water heater, and all systems and appliances are my responsibility, as are grass cutting, lawn and landscaping maintenance, and snow and ice removal, in Seller's discretion. Seller may, but need not, replace any systems. Seller shall have no right to occupy or remain in possession of the Property beyond the end of the Post - Closing Possession Period. Seller agrees that the Village of Mount Prospect does not have to provide Seller with any type of notice of termination of the Post -Closing Possession Period. Seller shall not sublet the Property at any time. Seller shall deliver possession to the Village of Mount Prospect in broom clean condition with all personal property removed on or before the end of the Post -Closing Possession Period. Seller acknowledges that it is responsible for ensuring that all utilities are fully paid at the time possession is delivered. Seller agrees to pay Purchaser the sum of $1,000 for each day it remains in possession after the end of the Post -Closing Possession Period. Buyer shall be responsible for, and pay no more, than one hundred and twenty (120) days of real estate tax liability during the post -possession period, and Seller acknowledges its responsibility for the remainder of such liability. Upon conclusion of the Post -Closing Possession Period, any real estate tax liability of Seller shall be calculated and any amount for which Seller is liable (the "Post -Possession Real Estate Tax Liability") shall be deducted from the Post -Possession Escrow (defined below).- If the exact amount of the general real estate taxes is not known at the time of the calculation of the Post -Possession Real Estate Tax Liability, the proration will be based on 105% of the most recent full year tax bill, and shall be conclusive, with no subsequent adjustment. 574304_5 Buyer shall be entitled to withhold the amount of TWENTY THOUSAND AND 00/100 DOLLARS ($20,000.00) of the purchase price at closing (the "Post -Possession Escrow"), to be held by the Title Company in a post -possession escrow to insure that Seller delivers possession at the end of the Post -Closing Possession Period and comply with its other responsibilities under this Agreement and the Purchase and Sale Agreement to which this Agreement applies, including, but not limited to, payment of the Post - Possession Real Estate Tax Liability. Said Post -Possession Escrow shall be tendered to Seller when Seller delivers possession to the Village of Mount Prospect, less any deductions as a result of Seller failing to deliver possession on or before the end of the post -closing possession period, failure to fully pay or to make arrangement for payment of utilities prior to delivery of possession, clean-up or removal of personal property and equipment from the Property due to Seller's failure to leave the Property in broom clean condition at the time possession is delivered, payment of the Post -Possession Real Estate Tax Liability, or due to other failures to fulfill Seller's responsibilities under this Agreement and the Property Purchase and Sale Contract to which this Agreement applies. The Buyer shall issue its notice of intent to withhold any part of the Post -Possession Escrow not more than ten (10) business days after possession is tendered by Seller by delivery of keys, passcodes and(or) access codes to Buyer or Buyer's attorney. 574304_5 I HAVE READ AND FULLY UNDERSTAND AND CONSENT TO EACH OF THE ABOVE RESTRICTIONS, TERMS AND CONDITIONS CONCERNING SELLER'S USE AND OCCUPANCY OF THE PROPERTY DURING THE POST -CLOSING POSSESSION PERIOD FOR THE PURPOSE OF INDEMNIFFICATION AND WAIVING AND RELEASING ALL CLAIMS RELATING THERETO AS SET FORTH ABOVE. SELLERS: BY: BY: Tide- s Tifle: Date: _ Date: ACCEPTED BY BUYER: BY: Title: Date: 5743045 I HAVE READ AND FULLY UNDERSTAND AND CONSENT TO EACH OF THE ABOVE RESTRICTIONS, TERMS AND CONDITIONS CONCERNING SELLER'S USE AND OCCUPANCY OF THE PROPERTY DURING THE POST -CLOSING POSSESSION PERIOD FOR THE PURPOSE OF INDEMNIFICATION AND WAIVING AND RELEASING ALL CLAIMS RELATING THERETO AS SET FORTH ABOVE. SELLERS: BY: BY: Title: — Title: Date: Date: ACCEPTED BY BUYER: BY: (LNe 9� Title Mayor of Mount Prospect — Date: ZpZ 5743045 Exhibit D ALL SELLERS MUST SIGN AN AFFIDAVIT THAT IS SUBSTANTIALLY SIMILAR TO THE ONE BELOW State of Illinois ) County of � : ). DISCLOSURE AFFIDAVIT l . _ , (hereinafter referred Was 'Aff"ian#") reside at.,�+ �r in County„ State of t / -:__ being first duly sworn and having personal knovwl' of the matters contained in this Affiant, swear to the following: 1. That I am over the age of eighteen and the (choose one) I owner or authorized trustee or [) corporate official or [ I managing agent or of the Real Estate (as defined herein). 2. That the Real Estate (as defined to the Buyer is commonly known as a part of r ,r tom- "iur�� i ia County of Cook, Village of Mount Prospect, State of Iltinois (herein referred to the Real Estate. The Real Estate has an Assessor's Permanent Index Number of art . 3. That I understand that, 'pursuant to 50 ILLS IOWA, prior to execution of a real estate purchase agreement between the record fee owner of the Real Estate and Buyer, Illinois State Law requires the owner, authorized trustee, corporate official or managing agent to submit a sworn affidavit to the Buyer disdosing the identhy of every owner and beneficiary having any interest, real or personal, in the Real Estate, and every shareholder entitled to receive more than 71/2% of the total distributable income of any corporation having any interest, real or personal, in the Real Estate. Els 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 oriof�thew st are: I s -C R or [ ] The shareholders with more than 7 11 % interest are: or [ ] The corporation is publicly traded and there is no readily (mown individual having greater than a 7'Y20/6 interest in the corporation. This Uisciosure Affidavit is made to induce the Buyer to accept title to the Real Estate in accordance with 50 ILCS 1{1513.1.. �� f1 ED AND � RN to: before me � ay of "" 2024. tlri d df'NtAL"L 140TA Y PUBIL _ uAUREEN P MEwC RSMAUr�TAYP(j9 IC r55)SrAr6orcdr 0aY ESVVZ102' 6 d rte, 574304_5