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Home My WebLink AboutOrd 6746 07/16/2024 RDA with Khepri CafePrepared by: Klein Thorpe & Jenkins, Ltd. John A. Wall 120 S. LaSalle St. Suite 1710 Chicago, Illinois 60603 Mail to: John A. Wall Klein Thorpe & Jenkins, Ltd. 120 S. LaSalle St. Suite 1710 Chicago, Illinois 60603 Record against: PINs: 08-12-108-045-0000 2427620078#' ��tl IIII I IIII I Doc# 2427620076 Fee $88.00 CEDRIC GILES COOK CONTY CLERK'S OFFICE DATE: 1012/2024 11:41 00 PAGE: 1 OF 4G for Recorder's COOK COUNTY, ILLINOIS RECORDING COVER SHEET FOR ORDINANCE NO. 6746: AN ORDINANCE AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT BETWEEN THE VILLAGE OF MOUNT PROSPECT AND BERN III ENTERPRISES, LLC FOR THE KHEPRI CAFE RESTAURANT AS PART OF THE PROSPECT AND MAIN TAX INCREMENT FINANCING DISTRICT For the property legally described as: LOT 1 IN VILLAGE CENTRE PHASE 1-C, PLAT OF RESUBDIVISION AND CONSOLIDATION, BEING PART OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 25, 2006 AS DOCUMENT NUMBER 0626817174, IN COOK COUNTY, ILLINOIS. EXCEPT THE FOLLOWING 6 PARCELS: 1. (RESIDENTIAL LOWER LEVEL) THAT PART OF LOT 1 IN VILLAGE CENTER PHASE 1-B, BEING A RESUBDIVISION OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 6, 2001 AS DOCUMENT NUMBER 0011155055, AND PART OF LOT 1 IN VILLAGE CENTRE PHASE 1-C, PLAT OF RESUBDIVISION AND CONSOLIDATION, BEING PART OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 25, 2006 AS DOCUMENT NUMBER 0626817174, DESCRIBED AS FOLLOWS: 2006147_1 COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 1; THENCE SOUTH 88 DEGREES 41 MINUTES 43 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT 1 A DISTANCE OF 1.28 FEET; THENCE SOUTH 01 DEGREES 18 MINUTES 17 SECONDS WEST, PERPENDICULAR TO THE LAST DESCRIBED LINE 15.10 FEET TO THE NORTHWESTERLY CORNER OF AN EXISTING BUILDING FOUNDATION; THENCE CLOCKWISE THE FOLLOWING COURSES AROUND THE BUILDING FOUNDATION, SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 21.95 FEET; THENCE NORTH 00 DEGREES 19 MINUTES 19 SECONDS EAST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 18.95 FEET; THENCE SOUTH 00 DEGREES 19 MINUTES 19 SECONDS WEST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 6.99 FEET; THENCE SOUTH 00 DEGREES 12 MINUTES 29 SECONDS WEST 24.28 FEET; THENCE SOUTH 58 DEGREES 47 MINUTES 34 SECONDS EAST 12.84 FEET; THENCE NORTH 32 DEGREES 07 MINUTES 25 SECONDS EAST 6.57 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11. SECONDS EAST 28.89 FEET:' THENCE SOUTH "31 - DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 24.68 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 1.33 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 26.48 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 0.50 FEET; THENCE NORTH 31 DEGREES 34 MINUTES 03 SECONDS EAST 13.29 FEET; THENCE NORTH 00 DEGREES 17 MINUTES 05 SECONDS WEST 36.83 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 1.34 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00 DEGREES 01 MINUTES 09 SECONDS EAST 124.67 FEET; THENCE SOUTH 89 DEGREES 43 MINUTES 23 SECONDS EAST 6.80 FEET; THENCE NORTH 00 DEGREES 02 MINUTES 45 SECONDS EAST 67.03; THENCE SOUTH 89 DEGREES 59 MINUTES 28 SECONDS EAST 130.28 FEET; THENCE SOUTH 00 DEGREES 00 MINUTES 05 SECONDS EAST 191.32 FEET; THENCE NORTH 89 DEGREES 59 MINUTES 47 SECONDS WEST 137.17 FEET; THENCE NORTH 00 DEGREES 01 MINUTES 09 SECONDS EAST 1.00 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. THE BOTTOM PLANE OF THE VERTICAL SPACE OF THE ABOVE DESCRIBED PARCEL SHALL BE (BASED ON THE VILLAGE OF MOUNT PROSPECT TBM - 582, ELEVATION 666.66 MEASURED, 666.52 FEET PUBLISHED), AN ELEVATION OF 656.98 FEET (LOWEST FLOOR) AND THE TOP PLANE, SHALL BE 669.74 FEET (HIGHEST CEILING). 2. (FIRST FLOOR RESIDENTIAL, SOUTH COMMON ELEMENT) THAT PART OF LOT 1 IN VILLAGE CENTER PHASE 1-B, BEING A RESUBDIVISION OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 6, 2001 AS DOCUMENT NUMBER 0011155055, AND PART OF LOT 1 IN VILLAGE CENTRE PHASE 1-C, PLAT OF RESUBDIVISION AND CONSOLIDATION, BEING PART OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 25, 2006 AS DOCUMENT NUMBER 0626817174, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 1; THENCE SOUTH 88 DEGREES 41 MINUTES 43 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT 1 2006147_1 A DISTANCE OF 1.28 FEET; THENCE SOUTH 01 DEGREES 18 MINUTES 17 SECONDS WEST, PERPENDICULAR TO THE LAST DESCRIBED LINE 15.10 FEET TO THE NORTHWESTERLY CORNER OF AN EXISTING BUILDING FOUNDATION; THENCE CLOCKWISE THE FOLLOWING COURSES AROUND THE BUILDING FOUNDATION, SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 21.95 FEET: THENCE NORTH 00 DEGREES 19 MINUTES 19 SECONDS EAST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 18.95 FEET; THENCE SOUTH 00 DEGREES 19 MINUTES 19 SECONDS WEST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 6.99 FEET; THENCE SOUTH 00 DEGREES 12 MINUTES 29 SECONDS WEST 24.28 FEET; THENCE SOUTH 58 DEGREES 47 MINUTES 34 SECONDS EAST 12.84 FEET; THENCE NORTH 32 DEGREES 07 MINUTES 25 SECONDS EAST 6.57 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 28.89 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 24.68 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 1.33 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 26.48 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 0.50 FEET; THENCE NORTH 31 DEGREES 34 MINUTES 03 SECONDS EAST 13.29 FEET; THENCE NORTH 00 DEGREES 17 MINUTES 05 SECONDS WEST 36.83 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 68.00 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 13 SECONDS EAST 0.33 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 2.18 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 01 SECONDS WEST 11.67 FEET; THENCE NORTH 89 DEGREES 59 MINUTES 59 SECONDS EAST 1.33 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00 DEGREES 01 MINUTES 37 SECONDS EAST 40.25 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 19 SECONDS EAST 3.05 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 37 SECONDS WEST 0.35 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 19 SECONDS EAST 17.33 FEET; THENCE NORTH 00 DEGREES 00 DEGREES 41 SECONDS EAST 0.35 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 19 SECONDS EAST 3.04 FEET; THENCE SOUTH 00 DEGREES 00 DEGREES 58 DEGREES 01 DEGREES 58 DEGREES 01 DEGREES 58 DEGREES 16 DEGREES 58 DEGREES 01 DEGREES 58 DEGREES 01 DEGREES 42 MINUTES 41 SECONDS WEST 0.85 FEET; THENCE 23 SECONDS EAST 2.08 FEET; THENCE 37 SECONDS WEST 12.04 FEET; THENCE 23 SECONDS EAST 2.17 FEET; THENCE 37 SECONDS WEST 17.83 FEET';. THENCE 23 SECONDS WEST 5.17 FEET; THENCE 06 SECONDS WEST 8.31 FEEl' THENCE 23 SECONDS EAST 0.88 FEET; THENCE 37 SECONDS WEST 1.50 FEET; THENCE 23 SECONDS WEST 3.06 FEET; THENCE 37 SECONDS EAST 0.38 FEET; THENCE 35 SECONDS WEST 20.28 FEET TO THE SOUTH 89 SOUTH 00 SOUTH 89 SOUTH 00 NORTH 89 SOUTH 00 SOUTH 89 SOUTH 00 NORTH 89 NORTH 00 SOUTH 89 POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. 3. (FIRST FLOOR RESIDENTIAL, COMMON ELEMENT VENT) THAT PART OF LOT 1 IN VILLAGE CENTER PHASE 1-B, BEING A RESUBDIVISION OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 6, 2001 AS DOCUMENT NUMBER 0011155055, DESCRIBED AS FOLLOWS: 2006147__1 COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 1; THENCE SOUTH 88 DEGREES 41 MINUTES 43 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT 1 A DISTANCE OF 1.28 FEET; THENCE SOUTH 01 DEGREES 18 MINUTES 17 SECONDS WEST, PERPENDICULAR TO THE LAST DESCRIBED LINE 15.10 FEET TO THE NORTHWESTERLY CORNER OF AN EXISTING BUILDING FOUNDATION; THENCE CLOCKWISE THE FOLLOWING COURSES AROUND THE BUILDING FOUNDATION, SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 21.95 FEET; THENCE NORTH 00 DEGREES 19 MINUTES 19 SECONDS EAST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 18.95 FEET; THENCE SOUTH 00 DEGREES 19 MINUTES 19 SECONDS WEST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 6.99 FEET; THENCE SOUTH 00 DEGREES 12 MINUTES 29 SECONDS WEST 24.28 FEET; THENCE SOUTH 58 DEGREES 47 MINUTES 34 SECONDS EAST 12.84 FEET; THENCE NORTH 32 DEGREES 07 MINUTES 25 SECONDS EAST 6.57 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 28.89 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 24.68 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 1.33 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 26.48 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 0.50 FEET; THENCE NORTH 31 DEGREES 34 MINUTES 03 SECONDS EAST 13.29 FEET; THENCE NORTH 00 DEGREES 17 MINUTES 05 SECONDS WEST 36.83 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 68.00 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 13 SECONDS EAST 0.33 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 31.17 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00 DEGREES 01 MINUTES 37 SECONDS EAST 4.48 FEET; THENCE SOUTH 89 DEGREES 58 MINUTES 23 SECONDS EAST 3.57 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 37 SECONDS WEST 4.48 FEET; THENCE NORTH 89 DEGREES 59 MINUTES 47 SECONDS WEST 3.57 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. 4. (FIRST FLOOR RESIDENTIAL, COMMON ELEMENT LOBBY) THAT PART LOT 1 IN VILLAGE CENTRE PHASE 1-C, PLAT OF RESUBDIVISION AND CONSOLIDATION, BEING PART OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 25, 2006 AS DOCUMENT NUMBER 0626817174, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 1 IN VILLAGE CENTER PHASE 1-B, BEING A RESUBDIVISION OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 6, 2001 AS DOCUMENT NUMBER 0011155055; THENCE SOUTH 88 DEGREES 41 MINUTES 43 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT 1 A DISTANCE OF 1.28 FEET; THENCE SOUTH 01 DEGREES 18 MINUTES 17 SECONDS WEST, PERPENDICULAR TO THE LAST DESCRIBED LINE 15.10 FEET TO THE NORTHWESTERLY CORNER OF AN EXISTING BUILDING FOUNDATION; THENCE CLOCKWISE THE FOLLOWING COURSES AROUND THE BUILDING FOUNDATION, SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 21.95 FEET; THENCE NORTH 00 DEGREES 19 MINUTES 19 SECONDS 2006147`1 EAST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 18.95 FEET; THENCE SOUTH 00 DEGREES 19 MINUTES 19 SECONDS WEST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 6.99 FEET; THENCE SOUTH 00 DEGREES 12 MINUTES 29 SECONDS WEST 24.28 FEET; THENCE SOUTH 58 DEGREES 47 MINUTES 34 SECONDS EAST 12.84 FEET; THENCE NORTH 32 DEGREES 07 MINUTES 25 SECONDS EAST 6.57 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 28.89 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 24.68 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 1.33 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 26.48 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 0.50 FEET; THENCE NORTH 31 DEGREES 34 MINUTES 03 SECONDS EAST 13.29 FEET; THENCE NORTH 00 DEGREES 17 MINUTES 05 SECONDS WEST 36.83 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 68.00 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 13 SECONDS EAST 0.33 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 2.18 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 01 SECONDS WEST 123.02 FEET; THENCE NORTH 85 DEGREES 29 MINUTES 25 SECONDS EAST 12.47 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00 DEGREES 13 MINUTES 14 SECONDS EAST 21.27 FEET; THENCE SOUTH 89 DEGREES 38 MINUTES 07 SECONDS EAST 9.79 FEET; THENCE SOUTH 00 DEGREES 21 MINUTES 53 SECONDS WEST 4.46 FEET; THENCE SOUTH 89 DEGREES 58 MINUTES 23 SECONDS EAST 42.43 FEET; THENCE NORTH 00 DEGREES 01 MINUTES 25 SECONDS EAST 1.37 FEET; THENCE SOUTH 89 DEGREES 58 MINUTES 35 SECONDS EAST 2.32 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 25 SECONDS WEST 13.64 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 35 SECONDS WEST 3.06. FEET; THENCE NORTH 00 DEGREES 01 MINUTES 25 SECONDS EAST 1.39 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 17.20 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 37 SECONDS WEST 1.42 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 3.07 FEET; THENCE NORTH 00 DEGREES 01 MINUTES 37 SECONDS EAST 1.42 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 6.54 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 37 SECONDS WEST 3.28 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 3.44 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 37 SECONDS WEST 2.57 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 11.54 FEET; THENCE SOUTH 00 DEGREES 21 MINUTES 53 SECONDS WEST 0.08 FEET; THENCE NORTH 89 DEGREES 36 MINUTES 23 SECONDS WEST 9.73 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. 5. (FIRST FLOOR RESIDENTIAL, COMMON ELEMENT WEST STAIRWELL) THAT PART OF LOT 1 IN VILLAGE CENTRE PHASE 1-C, PLAT OF RESUBDIVISION AND CONSOLIDATION, BEING PART OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 25, 2006 AS DOCUMENT NUMBER 0626817174, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 1 IN VILLAGE CENTER PHASE 1-B, BEING A RESUBDIVISION OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, 20061471 ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 6, 2001 AS DOCUMENT NUMBER 0011155055; THENCE SOUTH 88 DEGREES 41 MINUTES 43 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT 1 A DISTANCE OF 1.28 FEET; THENCE SOUTH 01 DEGREES 18 MINUTES 17 SECONDS WEST, PERPENDICULAR TO THE LAST DESCRIBED LINE 15.10 FEET TO THE NORTHWESTERLY CORNER OF AN EXISTING BUILDING FOUNDATION; THENCE CLOCKWISE THE FOLLOWING COURSES AROUND THE BUILDING FOUNDATION, SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 21.95 FEET; THENCE NORTH 00 DEGREES 19 MINUTES 19 SECONDS EAST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 18.95 FEET; THENCE SOUTH 00 DEGREES 19 MINUTES 19 SECONDS WEST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 6.99 FEET; THENCE SOUTH 00 DEGREES 12 MINUTES 29 SECONDS WEST 24.28 FEET; THENCE SOUTH 58 DEGREES 47 MINUTES 34 SECONDS EAST 12.84 FEET; THENCE NORTH 32 DEGREES 07 MINUTES 25 SECONDS EAST 6.57 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 28.89 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 24.68 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 1.33 FEET; THENCE. SOUTH '31 -DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 26.48 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 0.50 FEET; THENCE NORTH 31 DEGREES 34 MINUTES 03 SECONDS EAST 13.29 FEET; THENCE NORTH 00 DEGREES 17 MINUTES 05 SECONDS WEST 36.83 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 68.00 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 13 SECONDS EAST 0.33 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 2.18 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 01 SECONDS WEST 123.02 FEET; THENCE NORTH 44 DEGREES 33 MINUTES 51 SECONDS EAST 1.97 FEET TO THE POINT OF BEGINNING; THENCE NORTH 89 DEGREES 58 MINUTES 18 SECONDS WEST 14.96 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 42 SECONDS WEST 0.45 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 18 SECONDS WEST 8.00 FEET; THENCE NORTH 00 DEGREES 01 MINUTES 42 SECONDS EAST 0.45 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 18 SECONDS WEST 0.61 FEET; THENCE NORTH 00 DEGREES 01 MINUTES 42 SECONDS EAST 2.38 FEET; THENCE SOUTH 89 DEGREES 58 MINUTES 23 SECONDS EAST 8.94 FEET; THENCE NORTH 01 DEGREES 03 MINUTES 00 SECONDS WEST 18.32 FEET; THENCE SOUTH 89 DEGREES 58 MINUTES 23 SECONDS EAST 4.89 FEET; THENCE NORTH 01 DEGREES 06 MINUTES 20 SECONDS WEST 9.57 FEET; THENCE SOUTH 89 DEGREES 58 MINUTES 23 SECONDS EAST 17.59 FEET; THENCE SOUTH 00 DEGREES 33 MINUTES 50 SECONDS EAST 9.32 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 0.37 FEET; THENCE SOUTH 00 DEGREES 33 MINUTES 50 SECONDS EAST 5.84 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS 7.00 FEET; THENCE SOUTH 00 DEGREES 27 MINUTES 48 SECONDS EAST 11.24 FEET; THENCE NORTH 89 DEGREES 58 MINUTES 23 SECONDS WEST 0.20 FEET; THENCE SOUTH 00 DEGREES 01 MINUTES 37 SECONDS WEST 3.87 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. THE BOTTOM PLANE OF THE VERTICAL SPACE OF THE ABOVE DESCRIBED PARCELS SHALL BE (BASED ON THE VILLAGE OF MOUNT PROSPECT TBM - 582, ELEVATION 666.66 MEASURED, 666.52 FEET PUBLISHED), AN ELEVATION OF 670.00 2006147_1 FEET (LOWEST FLOOR) AND THE TOP PLANE, SHALL BE 682.49 FEET (HIGHEST CEILING). 6. (SECOND, THIRD, FOURTH AND FIFTH FLOOR RESIDENTIAL) THAT PART OF LOT 1 IN VILLAGE CENTER PHASE 1-B, BEING A RESUBDIVISION OF THE NORTHWEST QUARTER OF SECTION 12, TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED DECEMBER 6, 2001 AS DOCUMENT NUMBER 0011155055, AND PART OF LOT 1 IN VILLAGE CENTRE PHASE 1-C, PLAT OF RESUBDIVISION AND CONSOLIDATION, BEING PART OF THE NORTHWEST QUARTER OF SECTION 127 - TOWNSHIP 41 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED SEPTEMBER 25, 2006 AS DOCUMENT NUMBER 0626817174, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHWEST CORNER OF SAID LOT 1; THENCE SOUTH 88 DEGREES 41 MINUTES 43 SECONDS EAST ALONG THE NORTH LINE OF SAID LOT 1 A DISTANCE OF 1.28 FEET; THENCE SOUTH 01 DEGREES 18 MINUTES 17 SECONDS WEST, PERPENDICULAR TO THE LAST DESCRIBED LINE 15.10 FEET TO THE NORTHWESTERLY CORNER OF AN EXISTING BUILDING FOUNDATION; THENCE CLOCKWISE THE FOLLOWING COURSES AROUND THE BUILDING FOUNDATION, SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 21.95 FEET; THENCE NORTH 00 DEGREES 19 MINUTES 19 SECONDS EAST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 18.95 FEET; THENCE SOUTH 00 DEGREES 19 MINUTES 19 SECONDS WEST 5.59 FEET; THENCE SOUTH 89 DEGREES 41 MINUTES 13 SECONDS EAST 6.99 FEET; THENCE SOUTH 00 DEGREES 12 MINUTES 29 SECONDS WEST 24.28 FEET; THENCE SOUTH 58 DEGREES 47 MINUTES 34 SECONDS EAST 12.84 FEET; THENCE NORTH 32 DEGREES 07 MINUTES 25 SECONDS EAST 6.57 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 28.89 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 24.68 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 1.33 FEET; THENCE SOUTH 31 DEGREES 35 MINUTES 49 SECONDS WEST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 26.48 FEET; THENCE NORTH 31 DEGREES 35 MINUTES 49 SECONDS EAST 0.33 FEET; THENCE SOUTH 58 DEGREES 24 MINUTES 11 SECONDS EAST 0.50 FEET; THENCE NORTH 31 DEGREES 34 MINUTES 03 SECONDS EAST 13.29 FEET; THENCE NORTH 00 DEGREES 17 MINUTES 05 SECONDS WEST 36.83 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 68.00 FEET; THENCE NORTH 00 DEGREES 00 MINUTES 13 SECONDS EAST 0.33 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 47 SECONDS EAST 2.18 FEET TO THE POINT OF BEGINNING; THENCE NORTH 00 DEGREES 00 MINUTES 01 SECONDS WEST 123.02 FEET; THENCE NORTH 89 DEGREES 53 MINUTES 47 SECONDS WEST 62.00 FEET; THENCE NORTH 00 DEGREES 02 MINUTES 45 SECONDS EAST 68.20 FEET; THENCE SOUTH 89 DEGREES 59 MINUTES 28 SECONDS EAST 107.53 FEET; THENCE SOUTH 00 DEGREES 00 MINUTES 18 SECONDS WEST 13.44 FEET; THENCE SOUTH 45 09 DEGREES MINUTES 01 SECONDS EAST 13.04 FEET; THENCE NORTH 89 DEGREES 50 MINUTES 12 SECONDS EAST 13.50 FEET; THENCE SOUTH 00 DEGREES 00 MINUTES 05 SECONDS EAST 195.59 FEET; THENCE SOUTH 89 DEGREES 54 MINUTES 49 SECONDS WEST 68.34 FEET; THENCE NORTH 00 DEGREES 2006147,_1 00 DEGREES 01 SECONDS WEST 27.77 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY, ILLINOIS. THE BOTTOM PLANE OF THE VERTICAL SPACE OF THE ABOVE DESCRIBED PARCELS SHALL BE (BASED ON THE VILLAGE OF MOUNT PROSPECT TBM - 582, ELEVATION 666.66 MEASURED, 666.52 FEET PUBLISHED), AN ELEVATION OF 683.49 FEET (FINISHED FLOOR). PIN: 08-12-108-045-0000 Commonly Known As: 106 S. Emerson St., Mount Prospect, IL 60056 Cook County Assigned Address: 100 S. Emerson St., Mount Prospect, IL 60056 2006147_1 ORDINANCE NO. 6746 A ORDINANCE AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT BETWEEN THE VILLAGE OF MOUNT PROSPECT AND BERN III ENTERPRISES, LLC FOR THE KHEPRI CAFE RESTAURANT AS PART OF THE PROSPECT AND MAIN TAX INCREMENT FINANCING DISTRICT OF THE VILLAGE OF MOUNT PROSPECT, 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 of Mount Prospect ("Village") find as follows: A. The Village is a home rule municipality pursuant to Article VII, Section 6 of the Constitution of the State of Illinois, 1970. 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 Village is authorized under the provisions of the Tax Increment Allocation Redevelopment Act, 65 1 LCS 5/11-74.4-1, et seq., as amended (the "Act"), to finance redevelopment in accordance with the conditions and requirements set forth in the Act. D. The Village of Mount Prospect has established the Prospect and Main Street Tax Increment Financing District for the purpose of redeveloping the downtown business district. E. In order to promote the redevelopment of the downtown business district within the Prospect and Main Street Tax Financing District, the Village has determined that it would be in its the best interest to enter into a redevelopment agreement with Bern III Enterprises, LLC for the Khepri Cafe located at 106 South Emerson Street in downtown Mount Prospect. SECTION 2: Based on the foregoing, the Board of Trustees of the Village of Mount Prospect hereby authorizes the Mayor, Village Clerk and Village Manager, or their designees, to execute the Redevelopment Agreement between the Village of Mount Prospect and Bern III Enterprises, LLC for the Khepri Cafe, comprising part of 2013895_1 the Prospect and Main TIF District being subject of this Ordinance, a copy of which is attached hereto and hereby made a part hereof as Exhibit "A". Execution of the Redevelopment Agreement shall be subject to final legal review. 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 July, 2024, pursuant to a roll call vote as follows: AYES: Dante, Filippone, Gens, Grossi, Matuszak, Saccotelli NAYS: None ABSENT: None APPROVED this 16th day of July 2024, by the Mayor of the Village of Mount Prospect, and attested by the Village Clerk, on th me day. Paul Wm. Hoe rt Mayor ATTEST: K ren M. Agoras Village Clerk 20138951 EXHIBIT A THIS DOCUMENT WAS PREPARED BY AND AFTER RECORDING RETURN TO: Lance C. Malina Klein, Thorpe & Jenkins, LTD. 900 Oakmont Lane, Suite #301 Westmont, Illinois 60559-5574 [For Recorder's Office] REDEVELOPMENT AGREEMENT FOR THE KHEPRI CAFE RESTAURANT AS PART OF THE PROSPECT AND MAIN TIF DISTRICT OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS This REDEVELOPMENT AGREEMENT (this "Agreement"), is made and entered into as of the lP day of )1 „ 2024 (the "Effective Date"), by and between the Village of Mount Prospect, an Illinois lioale rule municipal corporation located in Cook County, Illinois (the "Village"), and Bern III Enterprises, an Illinois Limited Liability Company (the "Business"). The Village and the Business are sometimes hereinafter referred to individually as a "Party" and collectively as the "Parties". RECITALS WHEREAS, the Village is a home rule unit of government in accordance with Article VII, Section 6, of the Constitution of the State of Illinois, 1970; and WHEREAS, the Village has the authority to adopt tax increment allocation financing pursuant to the Tax Increment Allocation Act, 65 ILCS 5/11-74.4-1, et seq., as amended (the "Act"); and WHEREAS, in accordance with the Act, the Village has conducted public hearings with respect to the designation of the Redevelopment Plan, the Redevelopment Project Area and the Redevelopment Project (as defined below) at meetings of the Village President and the Board of Trustees (the "Corporate Authorities"); and WHEREAS, pursuant to Ordinance Numbers 6293, 6294 and 6295, adopted January 17, 2017, the Village designated the tax increment redevelopment project area (the "Redevelopment Project Area"), approved a tax increment redevelopment plan and project (the "TIF Plan"), and adopted tax increment financing relative to the Village's Prospect and Main Tax Increment Financing District (the "TIF District"); said TIF District being legally described and depicted as set forth in EXHIBIT A-1 and EXHIBIT A-2, respectively, attached hereto and made part hereof. 2013173_1 WHEREAS, within the Redevelopment Project Area, the Business seeks to establish Khepri Cafe, a restaurant in 3,650 square feet of commercial space (the "Project") located at 106 South Emerson Street in downtown Mount Prospect (the "Property"); and WHEREAS, the Project will require demolition, development financing, architectural design, governmental approvals, and construction on the Property; and WHEREAS, the Business anticipates the Project will require an investment of approximately six hundred and fifty-five thousand nine hundred forty four and 70/100 dollars ($655,944.70), and is willing to undertake the Project with adequate TIF incentives; and WHEREAS, it is necessary for the successful completion of the Project to provide financial incentive through reimbursement to the Business for certain eligible costs related to the Project to bridge the project financial feasibility gap and provide for the redevelopment of the Property, thereby implementing the TIF Plan; and WHEREAS, the Parties acknowledge and agree that but for the aforementioned TIF incentives, to be provided by the Village, the Business cannot successfully and economically develop the Project in a manner satisfactory to the Village. The Village has determined that it is desirable and in the Village's best interest to assist the Business in the manner set forth herein, and as this Agreement may be supplemented and amended from time to time pursuant to the mutual agreement of the Parties and in the manner as herein provided; and WHEREAS, pursuant to 65 ILCS 5/8-1-2.5, the Village may appropriate and expend funds for economic development purposes, including without limitation, for activities that are deemed necessary or desirable for the promotion of economic development within the municipality; and WHEREAS, this Agreement has been submitted to the Corporate Authorities of the Village for consideration and review, the Corporate Authorities have taken all actions required to be taken prior to the execution of this Agreement in order to make the same binding upon the Village according to the terms hereof, and any and all actions of the Corporate Authorities of the Village precedent to the execution of this Agreement have been undertaken and performed in the manner required by law; and WHEREAS, this Agreement has been submitted to the Business for consideration and review, the Business has taken all actions required to be taken prior to the execution of this Agreement in order to make the same binding upon the Business according to the terms hereof, and any and all action of the Business precedent to the execution of this Agreement has been undertaken and performed in the manner required by law; and WHEREAS, the Corporate Authorities of the Village, after due and careful consideration, have concluded that the development of the Redevelopment Project will further the growth of the Village, facilitate the development of the entire Redevelopment Project Area, improve the environment of the Village, increase the assessed valuation of the real estate situated within the Village, increase additional tax revenues realized by the Village, foster increased economic activity within the Village, increase employment opportunities within the Village, and otherwise 2013173_1 be in the best interests of the Village by furthering the health, safety, morals and welfare of its residents and taxpayers. WHEREAS, the Village is desirous of having the Redevelopment Project Area developed for such uses in order to serve the needs of the Village and community and in order to produce increased tax revenues for the various taxing districts authorized to levy taxes within the Redevelopment Project Area, and the Village, in order to stimulate and induce the redevelopment of the Redevelopment Project Area, has agreed to finance certain Project Costs by reimbursing the Business from some of the incremental property taxes generated by the Redevelopment Project Area all in accordance with the terms and provisions of the Act and this Agreement; and NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties do hereby agree as follows: ARTICLE I. RECITALS PART OF AGREEMENT; EFFECT The representations, covenants and recitations set forth in the foregoing recitals are material to this Agreement and are hereby incorporated into and made a part of this Agreement as though they were fully set forth in this Article I. ARTICLE II. MUTUAL ASSISTANCE The Parties agree to take such actions, including the execution and delivery of such documents, instruments, petitions and certifications as may be necessary or appropriate, from time to time, to carry out the terms, provisions and intent of this Agreement and to aid and assist each other in carrying out said terms, provisions and intent. ARTICLE III. DEVELOPMENT OF THE PROJECT 3.1 PLoject Timeline. The Business shall provide a Project Timeline (the "Timeline"), subject to the Village's approval, to be incorporated as Exhibit B to this Agreement. The Project shall be comprised of three Phases: (1) obtaining a lease agreement and financing; (2) demolition of existing structures; and (3) construction of the Project (collectively, the "Project Phases," and individually, a "Phase," or a "Project Phase." Village approval, in its reasonable discretion, of each Phase is a condition precedent for the Business to commence the succeeding Phase. 3.2 Village Approvals. All procedures and requirements for approval of the Plans (as defined below) shall be submitted and considered pursuant to applicable Village ordinance as well as normal and standard Village procedures in relation thereto (the "Plan Approval"). Execution of this Agreement shall not be considered as approval or waiver of all necessary building permits or associated permit fees required for Business to complete the Project. The 2013173,_1 Village further agrees and acknowledges that all building permit fees applicable to the Project shall be waived. Business agrees that it shall pay all other costs associated with the Project as provided by applicable ordinance, including, but not limited to: any third -party inspection fees, water service connection fees, certificates of occupancy and/or any other charges or fees from the Village applicable to the Project as would be applicable to any other construction project in the Village. This obligation shall only be required as to such charges or fees of the Village that are provided by applicable ordinance and effective at the time of execution of this Agreement. 3.3 Costs to Business. The Business has advanced or will advance all funds and all costs necessary to the Project and to otherwise complete the Project, including replacement of all existing awnings. To be eligible for reimbursement under this Agreement, Project Costs must be certified to the Village by the Business in accordance with provisions of this Agreement. The Village Assistance shall not exceed one hundred and sixty-five thousand dollars ($165,000.00). 3.4 Construction Initiation and Completion. Subject to delays caused by Force Majeure (as defined below), the Business shall initiate demolition of the current improvements on the Property, on or in substantial conformance with the Timeline, no later than sixty (60) days after approval of the respective Plans and possession of the Property. The Parties are aware that the Business' future possession of the Property is subject to a lease agreement between the Business and its current owner. If the Project is not commenced or completed on a timely basis as required herein, following notice and at the sole option of the Corporate Authorities, the Village may seek the remedies provided in Section 9.2. The Parties shall abide by the Timeline. The Timeline may be modified as necessary by a Party with the prior written consent of the other Party, which shall not be unreasonably conditioned, delayed, or denied. 3.5 Compliance with Codes. The Business, in redeveloping the Property, shall comply with all applicable Village, County, State and Federal codes and requirements, including all requirements in the Village's Zoning Ordinance. 3.6 Zoning. Notwithstanding anything contained herein to the contrary, the Village represents and warrants that the proposed use of the Property as a restaurant facility is a permitted use under the Village Zoning Ordinance. The Business agrees that the Plans for the Project shall be in conformance with this Agreement and the Village Zoning Ordinance. 3.7 Damage to Public Improvements and Off -Site Improvements. To the extent that the Business or its employees, contractors, subcontractors or agents damage any private or public utilities or other private or public improvements of any kind that are located on-site or off-site relative to the Property as part of the Project, the Business agrees to promptly repair or replace or restore such damaged improvements with like kind and like quality materials as reasonably directed by the Village. 2013173 ,,,,,,1 ARTICLE IV. OBLIGATIONS AND DISBURSEMENTS; LIMITATION ON AMOUNT TO BE REIMBURSED TO THE BUSINESS 4.1 Flow of Funds. The Parties agree that tax increment allocation financing, established and implemented in accordance with the terms and provisions of the Act, is and shall be the sole source of funds to reimburse the Business for a portion of its incurred Project Costs and the reimbursement of the Business and the Village in connection with certain reimbursable Project Costs incurred or to be incurred by the Village and/or the Business incidental to the Project. 4.2 Incentive Amount and Payment Dates. Subject to the limitations set forth herein and to the extent that Project Incremental Taxes are available, the Village shall reimburse the Business for certain eligible costs related to the Project, defined in the TIF Act at 65 ILCS 5/11 74.4 3(q) and deemed reimbursable under the Redevelopment Plan in an amount not to exceed $165,000.00. The Business shall substantiate all requests for reimbursement with documentation acceptable to the Village. The Village shall provide $100,000.00 within sixty (60) days after the issuance of a Final Certificate of Occupancy, and an additional $65,000.00 after one (1) year of continuous business operation of the Khepri Cafe restaurant in the Property (collectively, the "Payment Dates"). 4.3 Conditions Payment of Incentives. The Village's obligation to reimburse the Business in relation to the Project from the Incentive Fund is subject to the following conditions precedent, in addition to those set forth elsewhere in this Agreement: (i) Acquisition by the Business of all necessary Village zoning approvals for the Project; (ii) The Business being current with all Federal, State and local tax obligations; (iii) The Business obtaining a Final Certificate of Occupancy for the Project; (iv) The Business, to receive the second payment of sixty-five thousand and No/100 dollars ($65,000.00), must achieve one year of continuous business operation of the Khepri Cafe restaurant in the Property; (v) The Incentive Fund having adequate Incremental Property Taxes to pay the amounts requested for reimbursement by the Business; (vi) The Business is in compliance with the covenants, obligations and agreements in Sections VII, VIII, IX and XI of this Agreement; and (vii) The Business is otherwise in compliance with all of the terms of this Agreement and the laws and regulations of the Village, the State of Illinois and the United States of America. 2013173_1 4.4 Procedure for Payment of Incentives. The Village shall reimburse the Business from Incremental Property Taxes deposited into the Incentive Fund, subject to the Maximum Amount, for the Business' actual expenditures of TIF Eligible Redevelopment Costs, including but not limited to those set forth on, and in the amounts included in the Business' Project Budget, EXHIBIT C, relative to the Project (the "TIF Incentive Rebate"), whether incurred by the Business prior to or after the Effective Date. Said TIF Incentive Rebate shall be paid to the Business as follows: (i) The Village shall pay Incremental Property Taxes from the Incentive Fund to the Business at the Payment Dates, provided the Village is in receipt of the Business' request for reimbursement of TIF Eligible Redevelopment Costs documented by the Business to have been incurred and paid for by the Business in relation to the Project (which documentation shall accompany each such request for reimbursement). Requests for reimbursement of TIF Eligible Redevelopment Costs paid by the Business shall be forwarded to the Village's Finance Director, accompanied by a fully executed lien waiver, copy of the paid receipt or other proof of payment therefor, and any other information reasonably requested by the Village. The Village shall review the request and determine if it should be paid, and if so, the Village shall pay such request for reimbursement at the Payment Dates, provided there are sufficient Incremental Property Taxes within the Incentive Fund to do so. If the Village elects to withhold or deny such payment, the Village shall promptly (and in any event not later than the date payment would otherwise have been due) advise the Business in writing as to the specific basis for the Village's position. In the event the Business does not make timely submittal of documentation in support of its request for reimbursement of TIF Eligible Redevelopment Costs, the Village is willing to consider on a case-by-case basis making a reimbursement after the Payment Dates. (ii) If the Business requests reimbursement from Incremental Property Taxes from the Incentive Fund, and if the Village authorizes the distribution of such funds in an amount greater than the then -existing balance of Incremental Property Taxes in the Incentive Fund, the Village shall distribute any approved but undistributed TIF Incentive Rebate to Business on the applicable Payment Date, provided that the Village has received and deposited additional Incremental Property Taxes into the Incentive Fund, in an amount sufficient to cover all or a part of said authorized but undistributed TIF Incentive Rebate. No interest shall accrue on any amount of authorized but undistributed TIF Incentive Rebate. (iii) The TIF Incentive Rebate paid to the Business shall only be paid from Incremental Property Taxes actually received by the Village from the Project. (iv) In the event that the Village ceases to receive Incremental Property Taxes from the Project, as a result of a change in the federal, state, or local law, and no alternate tax is enacted to replace the Incremental Property Taxes: (a) The Village shall not be obligated to make any further TIF Incentive Rebate payments hereunder; and 2013173_1 (b) The Village shall pay the Business on an annual basis, an amount equal to Village's general property tax levy for the Property, excluding amounts levied for debt thereon ("Property Tax Backstop"), until the sooner of the TIF Incentive Rebate being fully paid, by adding the total Incremental Property Taxes and Property Tax Backstop paid to the Business, or twenty-five (25) years from the date on which the Village ceases to receive Incremental Property Taxes from the Project. (v) The TIF Incentive Rebate by the Village shall cease upon the Business' receipt of the Maximum Amount, or the expiration of the Term (as defined in Section XVII.P. below) of this Agreement, whichever occurs first. (vi) Subject to uncontrollable circumstances, if at any time the Project ceases to operate during the term of this Agreement, the payment of Increment Property Taxes shall cease, and shall not be reinstated thereafter. (vii) The TIF Incentive Rebate is not a general obligation of the Village, and the Village's full faith and credit are not pledged or encumbered to provide the Developer with the TIF Incentive Rebate. 4.5 Village's TIF Costs. The Parties hereto acknowledge that the Village may incur certain costs eligible for reimbursement under the Act. Any and all actual expenses and actual eligible costs incurred or expected to be incurred by the Village in connection with the Redevelopment Plan may be reimbursed from or paid from tax increment allocation financing. 4.6 Village Contribution; Absolute Limitation on Reimbursement Amount. The Parties hereby agree, and the Business hereby acknowledges, that the Business shall be entitled to reimbursement of the total certified Project Costs as authorized by this Agreement and as approved by the Village in the applicable Certificate of Eligibility (the "Certified Project Costs"), which it incurs, in an aggregate amount not to exceed a principal balance of one hundred and sixty-five thousand dollars ($165,000.00) (the "Maximum Amount"), notwithstanding that Business may in fact expend sums in excess of such amount which would otherwise qualify as Project Costs in furtherance of the Redevelopment Plan and the Redevelopment Project. 4.7 Oen Book Project. The Project shall be an "open book" project meaning that Business and the general contractor (or contractors, if more than one) shall provide continuing access to the Village's agents for the purpose of reviewing and auditing their respective books and records relating to any item necessary to determine the costs of the Project. The foregoing Village review rights with respect to the Project shall terminate two (2) years after the Commencement Date. The Parties agree that, if upon completion of the Project, the Project 20131731 Costs are lower than the Maximum Amount, the Village reserves the right to reduce the Village Assistance to reflect the amount of Certified Project Costs as agreed upon under this Agreement. ARTICLE V. AUTHORITY 5.1. Powers. The Parties acknowledge that they make this Agreement based upon their respective understanding that the Parties have full constitutional right, power and authority under currently applicable law to deliver and execute and perform the terms of this Agreement, and that all of the foregoing have been duly and validly authorized and approved by all necessary Village and Business proceedings, findings and actions, and the Parties jointly and severally agree that this Agreement each constitute the legal, valid and binding obligation of the Village and the County are enforceable in accordance with their respective terms and provisions. 5.2. Authorized Parties. Whenever under the provisions of this Agreement and other related documents and instruments or any supplemental agreements, any request, demand, approval, notice or consent of the Village or the Business is required, or the Village or the Business is required to agree or to take some action at the request of the other, such request, demand, approval, notice or consent, or agreement shall be given for the Village, unless otherwise provided herein, by the Village President or their designee and for the Business, unless otherwise provided herein, by the Business President or their designee; and any Party shall be authorized to act on any such request, demand, approval, notice or consent, or agreement or other action and neither Party hereto shall have any complaint against the other as a result of any such action taken. ARTICLE VI. REPRESENTATIONS AND WARRANTIES 6.1. Business Representations, Warranties Covenants and Obligations. The Business makes the following representations, warranties, covenants, and obligation commitments with regard to this Agreement: (a) The Business represents and warrants to the Village that the Business has the requisite power and authority to enter and fully carry out this Agreement, including the execution of all instruments and documents delivered or to be delivered hereunder. (b) The Business covenants that the Project at the Property during the term of this Agreement shall be constructed, fully completed and maintained in a good and workmanlike manner in accordance with all applicable Federal, State and County laws and regulations and the Village codes, ordinances and regulations, including but not limited to all local zoning ordinances and regulations, and the building, electric, plumbing and fire codes, that are applicable to the Project. The Business certifies that it shall replace all existing awnings at the Property as part of the Project. (c) The Business warrants that it has and will continue to do all things necessary to preserve and keep in full force and effect its existence and standing as a business concern licensed by the State of Illinois, so long as this Agreement is in effect, and for so long as Business 2013173_1 has any other remaining obligation pursuant to the terms of this Agreement, whichever is the first to occur. (d) To Business' knowledge, there are no actions at law or similar proceedings which are pending or threatened against Business which would result in any material and adverse change to Business' financial condition, or which would materially and adversely affect the level of Business assets as of the date of this Agreement or that would materially and adversely affect the ability of Business to proceed with the construction and development of the Project. (e) The Business certifies that: (i) It is not barred from contracting with any unit of State or local government as a result of violating 720 ILCS 5/33E-3 or 5/33E-4 (bid rigging or bid rotating) or 5/33E-6 (interference with contract submission and award by public official) or as a result of a violation of 820 ILCS 130/1 et seq. (Illinois Prevailing Wage Act) or as a result of: (1) a delinquency in the payment of any tax administered by the Illinois Department of Revenue or any fee required by any unit of local government or the State, unless the Party is contesting, in accordance with the procedures established by the appropriate revenue act, its liability for the tax or the amount of the tax or the fee, as set forth in Section 11-42.1-1 et seq. of the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq. (ii) It has not been convicted of, or is not barred for attempting to, rig bids, price- fixing or attempting to fix prices as defined in the Sherman Anti -Trust Act and Clayton Act. 15 U.S.C. § 1 et seq.; and has not been convicted of or barred for bribery or attempting to bribe an officer or employee of a unit of state or local government or school district in the State of Illinois in that officer's or employee's official capacity. Nor has the Developer and its officers, corporate authorities, employees and agents made admission of guilt of such conduct which is a matter of record, nor has any official, officer, agent or employee been so convicted nor made such an admission. (iii) It shall comply with the Illinois Drug Free Work Place Act. (iv) It shall comply with the Equal Opportunity Clause of the Illinois Human Rights Act and the Rules and Regulations of the Illinois Department of Human Rights and shall not commit unlawful discrimination and shall agree to comply with all applicable provisions of the Illinois Human Rights Act, Title VII of the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, the Age Discrimination in Employment Act, Section 504 of the Federal Rehabilitation Act, and all applicable rules and regulations. (v) It shall comply with its own written Sexual Harassment Policy in compliance with Section 2-105 of the Illinois Human Rights Act (775 ILCS 5/2- 105(A)(4)). 2013173_1 (vi) It is and will remain an "Equal Opportunity Employer" as defined by federal and State laws and regulations, and agrees to comply with the Illinois Department of Human Rights ("IDHR") Equal Opportunity Employment clause as required by the IDHR's Regulations (44 III. Adm. 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. (vii) It shall comply with the Prohibition of Segregated Facilities clause, which is incorporated by reference in its entirety as though fully set forth herein. See, Illinois Human Rights Act (775 ILCS 5/2-105). See also, Illinois Department of Human Rights Rules and Regulations, Title 44, Part 750. Administrative Code, Title 44: Government Contracts, Procurement and Property Management, Subtitle B: Supplemental Procurement Rules, Chapter X: Department of Human Rights, Part 750: Procedures Applicable to All Agencies, Section 750.160: Segregated Facilities (44 III. Adm. Code 750.160). (viii) It shall comply with the Americans with Disabilities Act (42 U.S.C. 12101, et seq.) and Article 2 of the Illinois Human Rights Act (775 ILCS 5/2-101, et seq.). (ix) Any construction contracts entered into by the Business relating to the Project and any additional improvements to the Property shall require all contractors and subcontractors to comply with the Illinois Fair Employment Practices Act and the Illinois Prevailing Wage Act and the federal Davis Bacon Act, if applicable. (x) The Business is neither delinquent in the payment of any tax administered by the Illinois Department of Revenue nor delinquent in the payment of any money owed to the Village. (xi) It is in full compliance with the Federal Highway Administration Rules on Controlled Substances and Alcohol Use and Testing, 49 CFR Parts 40 and 382, but only to the extent applicable. (f) The Business, and its employees, sub -consultants and sub -contractors, shall comply with any and all applicable laws, regulations and rules promulgated by any Federal, State, County, Village, or other governmental authority or regulatory body pertaining to all aspects of this Agreement, now in effect, or which may become in effect during the performance of this Agreement. The scope of the laws, regulations and rules referred to in this paragraph includes, but is in no way limited to, the Occupational Safety and Health Act standards, the Illinois Human Rights Act, the Illinois Equal Pay Act of 2003, along with the standards and regulations promulgated pursuant thereto (including but not limited to those safety requirements involving work on elevated platforms), all forms of traffic regulations, public utility, Interstate and 2013173,_1 Intrastate Commerce Commission regulations, Workers' Compensation Laws, the Substance Abuse Prevention on Public Works Projects Act, Prevailing Wage Laws, the Smoke Free Illinois Act, the USA Security Act, the Federal Social Security Act (and any of its titles), and any other law, rule or regulation of the Illinois Department of Labor, Illinois Department of Transportation, Illinois Environmental Protection Act, Illinois Department of Human Rights, Human Rights Commission, EEOC, and the Village of Schaumburg. In the event that the County, or its employees, sub -consultants and sub -contractors, in performing under this Agreement are found to have not complied with any of the applicable laws and regulations as required by this Agreement, then the Business shall indemnify and hold the Village harmless, and pay all amounts determined to be due from the Village for such non-compliance by the Business, including but not limited to fines, costs, attorneys' fees and penalties. (g) The Business shall further comply with all applicable Federal, State, County and local laws, rules and regulations in carrying out the terms and conditions of this Agreement, including the following: (i) Employment of Illinois Workers on Public Works Act Compliance. To the extent required by law, the Business agrees to comply with the provisions of the Employment of Illinois Workers on Public Works Act (30 ILCS 570/0.01 et seq.). (ii) Preference to Veterans Act Compliance. The Business will comply with the Preference to Veterans Act (330 ILCS 55). (iii) Patriot Act Compliance. The Business represents and warrants to the Village that neither it nor any of its principals, shareholders, members, partners, or affiliates, as applicable, is a person or entity named as a Specially Designated National and Blocked Person (as defined in Presidential Executive Order 13224) and that it is not acting, directly or indirectly, for or on behalf of a Specially Designated National and Blocked Person. The Business further represents and warrants to the Village that the Business and its principals, shareholders, members, partners, or affiliates, as applicable, are not, directly or indirectly, engaged in, and are not facilitating, the transactions contemplated by this Agreement on behalf of any person or entity named as a Specially Designated National and Blocked Person. The Business agrees to defend, indemnify and hold harmless the Village, its elected or appointed officials, president and trustees, employees, agents, representatives, engineers, and attorneys, from and against any and all claims, damages, losses, risks, liabilities, and expenses (including reasonable attorney s' fees and costs) arising from or related to any breach of the representations and warranties in this subsection. (h) Other Laws; Changes in Laws. The Business further covenants that it shall comply with all applicable Federal laws, State laws and regulations including without limitation, those regulations in regard to all applicable equal employment opportunity requirements, and such 2013173_1 laws and regulations relating to minimum wages to be paid to employees, limitations upon the employment of minors, minimum fair wage standards for minors, payment of wages due employees, and health and safety of employees. The Business agrees to pay its employees, if any, all rightful salaries, medical benefits, pensions and social security benefits pursuant to applicable labor agreements and federal and State statutes, and further agrees to make all required withholdings and deposits therefor. The Business agrees to maintain full compliance with changing government requirements that govern or apply to the construction of the Project and any additional improvements thereto, and its operation and maintenance of the Project on the Property. The Business understands and agrees that the most recent of such federal, county, State, and local laws and regulations will govern the administration of this Agreement at any particular time. Likewise, the Business understands and agrees that new federal, county, State and local laws, regulations, policies and administrative practices may be established after the date of this Agreement has been executed and may apply to this Agreement. (i) Any claims or lawsuit or complaint of violation of laws that is received by the Business relative to this Agreement shall be promptly forwarded to the Village in accordance with the notice provisions of this Agreement. Q) The Business further acknowledges that because the Village is a municipal entity that this Agreement is subject to the approval of and is not enforceable until approved at an open meeting by the Corporate Authorities. If such approval is not so received, this Agreement shall have never been in effect. (k) The Business recognizes and agrees that the Village shall review and process all requested approvals and permits relating to the Project in compliance with applicable Village ordinances and laws of the State of Illinois, including but not limited to approval of the Plans and elevations, excavation permits, grading permits, building permits and occupancy permits, and failure on the part of the Village to grant or issue any required permit shall not be deemed to give rise to any claim against or liability to the Village pursuant to this Agreement except for mandamus or specific performance. The Village agrees, however, that such non -zoning approvals and permits shall not be unreasonably withheld, conditioned or delayed. Village further agrees and acknowledges that all building permit fees applicable to the Project shall be waived. Business agrees that it shall pay all other costs associated with the Project as provided by applicable ordinance, including, but not limited to: any third -party inspection fees, water service connection fees, certificates of occupancy and/or any other charges or fees from the Village applicable to the Project as would be applicable to any other construction project in the Village. This obligation shall only be required as to such charges or fees of the Village that are as provided by applicable ordinance and effective at the time of execution of this Agreement. (1) The Business has identified adequate funds in an amount not less than that required to complete relocation to the Subject Property, plus the cost of any anticipated and unanticipated contingencies, and shall use its best efforts to secure adequate working capital necessary to complete the Project in a timely manner in accordance with the terms of this Agreement. 2013173_1 (m) Concurrently with execution of this Agreement, Business shall disclose to the Village the names, addresses and ownership interests of all persons that have an ownership interest in the Business, together with such supporting documentation that may be reasonably requested by the Village. Business further agrees to notify the Village throughout the term of this Agreement of the names, addresses and ownership interests of any changes of owners of the Business. 6.2. Village Representations, Warranties Covenants and Obligations. The Village makes the following representations, warranties, covenants, and commitment obligations with regard to this Agreement: (a) The Village represents and warrants to the Business that the Village has the requisite power and authority to enter into and fully carry out this Agreement, including the execution of all instruments and documents delivered or to be delivered hereunder. (b) The Village represents that the information included in any reports and documents delivered or to be delivered to the Business have been and shall be true, correct and complete in all material respects, and the same shall not omit any material information required to make the submission thereof fair and complete. The Village covenants and agrees that, until such time as the Certified Project Costs have been paid in full to the Business and/or holders of the Business Notes as provided herein, the Village: (i) to the extent permitted by law, shall not rescind, revoke, or terminate the TIF Ordinances; (ii) except as provided in this Agreement, shall not comingle the Incremental Property Taxes with any other funds of the Village; (iii) shall not pledge or apply any portion of the Incremental Property Taxes to any other purpose or the payment of any obligation of the Village, or of the TIF District, other than as set forth in this Agreement; (iv) shall ensure the Incremental Property Taxes are deposited and maintained in the Fund as required by this Agreement; and (v) shall not seek to apply or charge impact fees in relation to the Project. (c) Any claims or lawsuit or complaint of violation of laws that is received by the Village relative to this Agreement shall be promptly forwarded to the Business in accordance with the notice provisions of this Agreement. To the best of the Village's knowledge, there are no proceedings pending or threatened against or affecting the Village or the TIF District in any court or before any governmental authority which involves the possibility of materially or adversely affecting the ability of the Village to perform its obligations under this Agreement. (d) The Village agrees to promptly review elements of each submission and each Phase of the Project and shall approve or reject the same in accordance with applicable law within a reasonable time, or as specifically negotiated into this Agreement. In the event the Village opines that any submission of the Village should be amended or rejected, the Village shall contact the Business to resolve the issue and ensure the efficient administration of the Project and the Phases of the same. ARTICLE VII. INSURANCE 2013173_1 7.1. Builder's Risk Prior to Completion. Prior to completion of the construction of the Project as evidenced by the issuance of the final certificate of occupancy for the Property, the Business shall keep in force at all times completed builder's risk insurance against risks of physical loss, including collapse, covering the total value of work performed and equipment, supplies, and materials furnished for the Project (including onsite stored materials). Such insurance policies shall be issued in an amount equal to one hundred percent (100%) of the insurable value of the Project at the date of completion and with coverage available in a non - reporting form on the so-called "all-risk" form of policy. All such policies shall contain a provision that they will not be canceled or modified without 30 days' prior written notice to the Village. 7.2. Insurance During Term of Agreement. Prior to commencement of the Project, the Business (or the Business' contractor) shall procure and deliver to the Village, at the Business (or such contractors) cost and expense, and shall maintain in full force and effect until each and every obligation of the Business contained in this Agreement has been fully paid or performed, a policy or policies of general comprehensive liability insurance and, during any period of construction, contractor's liability insurance and workers' compensation insurance, with liability coverage under the comprehensive insurance to be not less than $5,000,000 for each occurrence and $10,000,000 total and including automobile insurance coverage, all such policies to be in such form and issued by such companies as shall be reasonably acceptable to the Village to protect the Village and the Business against any liability incidental to the use of or resulting from any claim for injury or damage occurring in or about the Redevelopment Project or the improvements or the construction and improvement thereof. Each such policy shall name the Village and its officers, employees, agents, attorneys, and representatives as additional insureds and shall contain an affirmative statement by the issuer that it will give written notice to the Business and the Village at least 30 days prior to any cancellation or amendment of its policy. Any other insurance or self-insurance maintained by the Village shall be in excess to and not contribute to the protection the Village receives as an additional insured on the insurance required by this Agreement. 7.3. Compliance with Village Codes Rules Ordinances and Regulations. Specific requirements imposed on the Business with regard to indemnification and insurance coverage shall not be considered exclusive of any other Village code, rule, ordinance, or regulation of general applicability. The inclusion of such specific requirements in this Agreement shall not be construed as a waiver of the Village's independent right and authority to apply and enforce its various codes, rules, regulations, and ordinances of general applicability for insurance, surety, and bonding against the County and its successors in title. ARTICLE VIII. INDEMNIFICATION, HOLD HARMLESS, AND RELEASE PROVISIONS This Section VII shall survive the termination of this Agreement. 8.1 Release. The Business releases from and covenants and agrees that the Village, its governing body members, officers, agents, including independent contractors, consultants, attorneys, servants and employees thereof (for purposes of this Section VIII, collectively the "Village Indemnified Parties") shall not be liable for, and agrees to indemnify and hold harmless 2013173_1 the Village Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Project or arising pursuant to the Business' obligations or warranties under this Agreement or actions in furtherance thereof to the extent not attributable to the gross negligence or willful misconduct, of the Village Indemnified Parties; provided, that this waiver shall not apply to the warranties made or obligations undertaken by the Village in this Agreement. 8.2 Indemnification. Except for gross negligence or willful misconduct of the Village Indemnified Parties, Business agrees to indemnify the Village Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any claims, demands, suits, costs, expenses (including reasonable attorney's fees), actions or other proceedings whatsoever by any person or entity whatsoever arising or purportedly arising from the actions or inactions of Business (or if other Persons acting on their behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Project. 8.3 No Personal Liability. No liability, right or claim at law or in equity shall attach to or shall be incurred by the Village's Mayor, Trustees, officers, officials, attorneys, agents and/or employees, and any such rights or claims of the Developer against the Village's Mayor, Trustees, officers, officials, attorneys, agents and/or employees are hereby expressly waived and released as a condition of and as consideration for the execution of the Agreement by the Village. ARTICLE IX. GENERAL PROVISIONS 9.1. Time of Essence. Time is of the essence of this Agreement. The Parties will make every reasonable effort to expedite the subject matters hereof and acknowledge that the successful performance of this Agreement requires their continued cooperation. 9.2. Breach. (a) Village Remedies. In the event the Business fails or refuses to: (i) timely start construction of the Project on the Properties within the relevant time frames provided for herein, or (ii) timely complete the Project, within the relevant time frames provided herein, subject to Force Majeure and weather conditions and the mutual agreement of the Parties, or 20131731 (iii) maintain the Project following construction in conformance with Village approvals, including the special use permit and Site Plan, and Village standards, then the Village may, after thirty (30) days written notice to the Business, declare the Business in default of this Agreement for which there was a default related to items (i) through (iii) above, and seek solely the following remedies and solely with respect the default: (a) terminate this Agreement, and seek Liquidated Damages, solely as it relates to the default; (b) compensatory damages; (c) specific performance; (d) self-help; and (e) injunctive relief. (b) Business Remedies. If the Village fails to perform its obligations hereunder, the County may, after thirty (30) days' notice to the Village, declare the Village in default and seek solely the following remedies: (a) injunctive relief; (b) specific performance; (c) mandamus; and (d) compensatory damages solely in the event the Village fails to deposit, pay, and transfer Certified Project Costs in accordance with Article 4 of this Agreement. (c) Cumulative Remedies. Unless expressly provided otherwise herein, the rights and remedies of the parties provided for herein shall be cumulative and concurrent and shall include all other rights and remedies available at law or in equity, may be pursued singly, successively or together, at the sole discretion of either party and may be exercised as often as occasion therefore shall arise. 9.3 Amendment. This Agreement, and any exhibits attached hereto, may be amended only by the mutual consent of the Parties evidenced by a written amendment, by the adoption of an ordinance or resolution of the Village approving said written amendment, as provided by law, and by the execution of said written amendment by the Parties or their successors in interest. 9.4 Assignment. Except as expressly provided in this Agreement, the Business' rights and duties under this Agreement shall not be assignable or transferable at anytime without the prior written approval of the Village, with such approval not to be unreasonably withheld, delayed, or denied. The Village shall provide such consent unless in the Village's reasonable judgment, a proposed assignee does not have qualifications and financial responsibility necessary and adequate to fulfill the obligations of the Business under this Agreement. Any assignment of legal or equitable right without such consent shall make this Agreement null and void. Notwithstanding the foregoing, the Business shall have the right to assign or transfer this Agreement, in whole or in part, without the Village's approval, in the following instances: (ii) after the applicable Commencement Date, the sale or lease of all or a portion of the Project to end users of the Project with respect to such portion of the Project; or (ii) to a Secured Lender as collateral and such Secured Lender shall have the right to perform any term, covenant, condition or agreement and to remedy any default, in accordance with the terms of this Agreement, by the Business under this Agreement. No Secured Lender shall be personally obligated to perform the obligations of the Business unless and until such Secured Lender (i) takes possession of the Property or TIF Improvements, as the case may be, and (ii) seeks entitlement to the rights and benefits under this Agreement. "Secured Lender" means a bank, financial institution or other person or entity from which the Business has borrowed funds to finance all or a portion of the 2013173_1 Project and in whose favor the Business has agreed to provide a security interest as collateral for such loan. Notwithstanding anything contained herein to the contrary, after the applicable Commencement Date, the Business shall have the right to sell, assign or pledge the rights to payment of the Certified Project Costs, or a portion thereof that corresponds to the applicable Business Note(s), to any person, financial institution, or other entity, which person, financial institution or other entity shall have no duty, obligation, responsibility or other obligation under this Agreement. Prior to any such sale or assignment, the Business shall provide Village written notice with the name, mailing address and other contact information of its successor -in -interest to the payments of the Certified Project Costs. 9.5 Severability. If any provisions, covenants, agreement or portion of this Agreement, or its application to any persons, entity or property, is held invalid, such invalidity shall not affect the application or validity of any other provisions, covenants or portions of this Agreement and, to that end, all provisions, covenants, agreements or portions of this Agreement are declared to be severable. 9.6 Completion. Upon satisfactory completion of the Project, the Village shall issue to the Business a "Certificate of Completion". The Certificate of Completion shall serve as evidence on the issue of whether Business has fulfilled its duties and obligations under this Agreement. The issuance of such Certificate shall not be unreasonably withheld by the Village. 9.7 Illinois Law. This Agreement shall be construed in accordance with the laws of the State of Illinois. The sole and exclusive venue for any and all disputes arising out of or relating to this Agreement shall be the Circuit Court of Cook County, Illinois. 9.8 Notice. Any and all notices, demands, consents and approvals required under this Agreement shall be sent and deemed received: (1) on the third business day after mailed by certified or registered mail, postage prepaid, return receipt requested, or (2) 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 (3) by facsimile transmission on the day of transmission with the original notice together with the confirmation of transmission mailed by certified or registered mail, postage prepared, return receipt requested, if addressed to the Parties as follows. If to Business: Bern III Enterprises, LLC ATTN: Managing Member 4650 North Kedzie Avenue Chicago, Illinois 60625 With copies to: f 7 If to the Village: Village of Mount Prospect Attention: Village Manager 50 South Emerson Street 2013173_1 Mount Prospect, Illinois 60056 With copies to: Lance C. Malina, Village Attorney Klein, Thorpe & Jenkins, LTD. 120 S. LaSalle Street, Suite 1710 Chicago, Illinois 60603 9.9 Joint Venture Clause. Nothing contained in this Agreement or subsequent agreements between the Village and the Business is intended by the Parties to create a partnership or joint venture between the Parties, and any implication to the contrary is hereby expressly disavowed. It is understood and agreed that this Agreement does not provide for the joint exercise by the Parties of any activity, function, or service, nor does it create a joint enterprise, nor does it constitute either Party as an agent of the other for any purpose whatsoever. Neither Party shall in any way assume any of the liability of the other for acts of the other or obligations of the other. The Village shall in no way assume any liability of the Business, if any, for the removal of Hazardous Substances, including petroleum products, from, on or under the Property, if any. Each Party shall be responsible for any and all suits, demands, costs, or actions proximately resulting from its own individual acts or omissions. 9.10 Attorneys' Mees. In the event either Party elects to file any action in order to enforce the terms of this Agreement, 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. 9.11 Completeness and Modifications. This Agreement and Exhibits referenced herein constitute the entire agreement between the Parties with respect to the transaction contemplated herein, and shall supersede all prior discussions, understandings or agreements between the Parties. This Agreement may not be amended, modified or otherwise changed in any manner except by a writing executed by the Parties hereto. 9.12 Recording. The Village shall have the right to record this Agreement or any memorandum or short form of this Agreement against the Property. 9.13 Counterparts. This Agreement may be executed in counterparts, all of which counterparts taken together shall be deemed to be but one original. 9.14 Severability. If any of the provisions of this Agreement, or the application thereof to any person or circumstance, shall be invalid or unenforceable to any extent, the remainder of the provisions of this Agreement shall not be affected thereby, and every other provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 9.15 No Waiver. No waiver of any provisions or condition of this Agreement by any Party shall be valid unless in writing signed by such Party. No such waiver shall be taken as a waiver of any other or similar provision or of any future event, act, or default. 2013173_1 9.16 Tera of Agreement. The term of this Agreement (the "Term") shall commence on (the "Effective Date") and shall continue until the payment in full of the Certified Project Costs due to the Business. The Village shall not take any action that will shorten or terminate the current remaining life of the TIF District. 9.18 Estoppel Certificates. Each of the Parties hereto agrees to provide the other, upon not less than five (5) days prior request, a certificate ("Estoppel Certificate") certifying that this Agreement is in full force and effect (unless such is not the case, in which case such Party shall specify the basis for such claim), that the requesting Party is not in default of any term, provision or condition of this Agreement beyond any applicable notice and cure provision (or specifying each such claimed default) and certifying such other matters reasonably requested by the requesting Party. If either Party fails to comply with this provision within the time limit specified, and if, after an additional seven (7) days' notice there still is no compliance, then said non -complying Party shall be deemed to have appointed the other as its attorney-in-fact for execution of same on its behalf as to that specific request only. 9.19 Force Maje+ure. Neither the Village nor the Business nor any successor in interest to either of them shall be considered in breach of or in default of its obligations under this Agreement in the event of any delay caused by failure or unreasonable delay, after the Business or Village, as the case may be, has utilized its best efforts to prevent such failure or unreasonable delay, in the receipt of any governmental permits, damage or destruction by fire or other casualty, strike, housing recession, litigation concerning the Project, shortage of material, unusually adverse weather conditions such as, by way of illustration and not limitation, severe rain storms or below -freezing temperatures of abnormal degree or for an abnormal duration, tornadoes or cyclones, pandemics, and other events or conditions beyond the reasonable control of the party affected which in fact interferes with the ability of such party to discharge its obligations hereunder ("Force Majeure"). The time for a party's performance of any obligation under this Agreement shall be extended on a day -for -day basis during the period of the event of Force Majeure. In the event a party asserts an event of Force Majeure in relation to any obligations under this Agreement, the parties will meet and negotiate in good faith the resolution of the circumstances surrounding such asserted event of Force Majeure. IN WITNESS WHEREOF, the Parties have duly executed this Agreement pursuant to all requisite authorizations as of the date first above written. VILLAGE OF MOUNT PROSPECT, an Illinois home rule municipal corporation By: Michael OwCffassady, Vi' be Manager ATTEST:lZo- M,, II - cAa4e_, Daren Agoranos, illage Clerk 2013173_1 BERN III ENTERPRISES, an Illinois limited lialty company By: 2013173_1 EXHIBITS Exhibit A-1 Legal Description (Prospect and Main TIF District) Exhibit A-2 Legal Description (Prospect and Main TIF District) Exhibit B Timeline of Project Exhibit C TIF Improvements and Project Costs 2013173_„1 EXHIBIT A-1 LEGAL DESCRIPTION (PROSPECT AND MAIN TIF DISTRICT) Legal Description: THAT PART OF SECTIONS 11 & 12 IN TOWNSHIP 41 NORTH, RANGE 11 EAST AND SECTIONS 33 & 34 IN TOWNSHIP 42 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS, BOUNDED AND DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT ROAD, AND THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY, BEING ALSO THE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY; THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AND THE CENTER LINE OF MT. PROSPECT ROAD TO THE SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY, BEING ALSO THE NORTHEASTERLY LINE OF PROSPECT AVENUE; THENCE SOUTHWESTERLY TO THE INTERSECTION OF THE WEST LINE OF MT. PROSPECT ROAD WITH THE SOUTHWESTERLY LINE OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT AVENUE TO THE WEST LINE OF THE EAST 205 FEET OF LOT 1 IN GLEICH'S INDUSTRIAL PARK, A SUBDIVISION OF PART OF THE WEST HALF OF THE NORTHEAST QUARTER AND PART OF THE WEST HALF OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID; THENCE SOUTH ALONG SAID WEST LINE OF THE EAST 205 FEET OF LOT 1 IN GLEICH'S INDUSTRIAL PARK TO THE SOUTHERLY LINE OF LOT 1 AFORESAID; THENCE NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF LOT 1 IN GLEICH'S INDUSTRIAL PARK TO THE EAST LINE OF SCHOOL STREET; THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE NORTHEASTERLY LINE OF LINCOLN STREET; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LINCOLN STREET AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF WILLIAM STREET; THENCE SOUTH ALONG SAID EAST LINE OF WILLIAM STREET TO THE SOUTH LINE OF SHA-BONEE TRAIL; 2013173,1 THENCE WEST ALONG SAID SOUTH LINE OF SHA-BONEE TRAIL TO THE EAST LINE OF SCHOOL STREET; THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE SOUTH LINE OF COUNCIL TRAIL; THENCE WEST ALONG SAID SOUTH LINE OF COUNCIL TRAIL TO THE SOUTHERLY EXTENSION OF THE EAST LINE OF LOT 12 IN ELLENDALE, A SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE EAST LINE OF LOT 12 IN ELLENDALE TO THE NORTH LINE THEREOF; THENCE WEST ALONG SAID NORTH LINE OF LOT 12 IN ELLENDALE TO THE EAST LINE OF LOT 3 IN ELLENDALE AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOT 3 IN ELLENDALE AND THE NORTHERLY EXTENSION THEREOF TO THE NORTH LINE OF MOEHLING DRIVE; THENCE WEST ALONG SAID NORTH LINE OF MOEHLING DRIVE AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF MAPLE STREET; THENCE NORTH ALONG SAID WEST LINE OF MAPLE STREET TO THE NORTH LINE OF THE SOUTH 270 FEET OF LOT 2 IN ETHEL BUSSE'S SUBDIVISION OF PART OF THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF THE SOUTH 270 FEET OF LOT 2 IN ETHEL BUSSE'S SUBDIVISION TO THE EAST LINE OF LOTS 35 THRU 42 IN BUSSE'S RESUBDIVISION OF LOT "A" IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOTS 35 THRU 42 IN BUSSE'S RESUBDIVISION TO THE EAST LINE OF LOT 2 IN MILLER RESUBDIVISION OF LOTS 1 TO 3 & 43 IN BUSSE'S SUBDIVISION OF LOT "A" IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOT 2 IN MILLER RESUBDIVISION TO THE SOUTHWESTERLY LINE OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT AVENUE TO THE WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION AFORESAID; THENCE SOUTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION TO A BEND THEREIN; 20131731 THENCE SOUTH ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION TO THE NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION TO THE MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION AFORESAID; THENCE SOUTH ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION TO A BEND THEREIN; THENCE SOUTHEASTERLY ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION TO THE EAST LINE THEREOF, AND THE NORTH LINE OF LOT 42 IN BUSSE'S RESUBDIVISION AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF LOT 42 IN BUSSE'S RESUBDIVISION AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF EMERSON STREET; THENCE NORTH ALONG SAID WEST LINE OF EMERSON STREET TO THE SOUTH LINE OF LOT 11 IN BUSSE'S RESUBDIVISION AFORESAID; THENCE WEST ALONG SAID SOUTH LINE OF LOT 11 IN BUSSE'S RESUBDIVISION TO THE EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN MEIER'S ADDITION TO MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION AFORESAID, LYING SOUTH OF THE RIGHT OF WAY OF THE CHICAGO & NORTHWESTERN RAILWAY; THENCE NORTH ALONG SAID EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN MEIER'S ADDITION TO MT. PROSPECT TO THE NORTH LINE OF LOT 5 AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF LOT 5 IN BLOCK 1 IN MEIER'S ADDITION TO MT. PROSPECT AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF MAIN STREET; THENCE NORTH ALONG SAID WEST LINE OF MAIN STREET TO THE NORTH LINE OF LOT 24 IN BLOCK 4 IN MEIER'S ADDITION TO MT. PROSPECT AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF LOT 24 IN BLOCK 4 IN MEIER'S ADDITION TO MT. PROSPECT TO THE WEST LINE OF THE 20 FOOT WIDE ALLEY EAST OF WILLE STREET; THENCE NORTH ALONG SAID WEST LINE OF THE 20 FOOT WIDE ALLEY EAST OF WILLE STREET TO THE SOUTH LINE OF EVERGREEN AVENUE; 2013173_1 THENCE WEST ALONG SAID SOUTH LINE OF EVERGREEN AVENUE TO THE WEST LINE OF WILLE STREET; THENCE NORTH ALONG SAID WEST LINE OF WILLE STREET TO THE SOUTH LINE OF LOT 13 IN BUSSE'S RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE, OF RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE, IN BLOCK 4, ALOS OF LOTS 2 & 3 IN BLOCK 5, ALL OF BLOCK 6, LOT 13 TO 24, INCLUSIVE, IN BLOCK 7, LOTS 17 TO 20 IN BLOCK 8 ALL IN MEIER'S ADDITION TO MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE WEST ALONG SAID SOUTH LINE OF LOT 13 IN BUSSE'S RESUBDIVISION TO THE WEST LINE OF LOTS 13 AND 14 IN BUSSE'S RESUBDIVISION; THENCE NORTH ALONG SAID WEST LINE OF LOTS 13 AND 14 IN BUSSE'S RESUBDIVISION TO THE SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF PINE STREET; THENCE NORTH ALONG SAID WEST LINE OF PINE STREET TO THE SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO ITS INTERSECTION WITH THE SOUTH LINE OF BUSSE AVENUE; THENCE WEST ALONG SAID SOUTH LINE OF BUSSE AVENUE TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF THE 20 FOOT WIDE ALLEY WEST OF ELMHURST AVENUE; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF THE 20 FOOT WIDE ALLEY WEST OF ELMHURST AVENUE TO THE SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF I-OKA AVENUE; THENCE NORTH ALONG SAID WEST LINE OF I-OKA AVENUE TO THE SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; 2013173,.1 THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF HI-LUSI AVENUE; THENCE NORTH ALONG SAID WEST LINE OF HI-LUSI AVENUE TO THE SOUTHWESTERLY LINE OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT AVENUE TO THE SOUTH LINE OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE EAST LINE OF LOT 8 IN H.ROY BERRY CO.S' COLONIAL MANOR, A SUBDIVISION OF PART OF THE NORTHEAST QUARTER OF SECTION 11 AND PART OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE SOUTH ALONG SAID EAST LINE OF LOT 8 IN H.ROY BERRY CO.S' COLONIAL MANOR AND THE SOUTHERLY EXTENSION THEREOF TO THE SOUTH LINE OF THE 16 FOOT WIDE ALLEY SOUTH OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF THE 16 FOOT WIDE ALLEY SOUTH OF CENTRAL ROAD TO THE WEST LINE OF THE EAST HALF OF THE NORTHEAST QUARTER OF SECTION 11 AFORESAID; THENCE NORTH ALONG SAID WEST LINE OF THE EAST HALF OF THE NORTHEAST QUARTER OF SECTION 11 TO THE SOUTH LINE OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF MILLERS LANE; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF MILLERS LANE TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF LOT 11 IN MILLERS STATION SUBDIVISION, A RESUBDIVISION OF LOT 1 IN TRADE SERVICE PUBLICATIONS SUBDIVISION AND PART OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID; THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE SOUTH LINE OF LOT 11 IN MILLERS STATION SUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF CATHY LANE; THENCE NORTH ALONG SAID EAST LINE OF CATHY LANE TO THE EAST LINE OF LOT 12 IN MILLERS STATION SUBDIVISION AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOT 12 IN MILLERS STATION SUBDIVISION AND THE NORTHERLY EXTENSION THEREOF TO THE 2013173_1 SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY; THENCE SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTER RAILWAY RIGHT OF WAY TO THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID; THENCE NORTH ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID TO THE WESTERLY EXTENSION OF THE NORTH LINE OF HENRY STREET; THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF HENRY STREET TO THE EAST LINE OF FAIRVIEW AVENUE; THENCE SOUTH ALONG SAID EAST LINE OF FAIRVIEW AVENUE TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST LINE OF PROSPECT MANOR AVENUE; THENCE EAST PERPENDICULAR TO THE WEST LINE OF FAIRVIEW AVENUE TO THE EAST LINE OF PROSPECT MANOR AVENUE; THENCE SOUTH ALONG SAID EAST LINE OF PROSPECT MANOR AVENUE TO THE NORTH LINE OF WALNUT STREET; THENCE EAST ALONG SAID NORTH LINE OF WALNUT STREET AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF RIDGE AVENUE; THENCE SOUTH ALONG SAID EAST LINE OF RIDGE AVENUE TO THE NORTH LINE OF LOT 1 IN FRIEDRICH'S SUBDIVISION OF LOTS 4 & 5 IN BLOCK 25 IN PROSPECT MANOR, A SUBDIVISION OF THE SOUTH 3/4 OF THE WEST HALF OF THE WEST HALF OF SECTION 34 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN FRIEDRICH'S SUBDIVISION TO THE WEST LINE OF ELMHURST AVENUE; THENCE NORTH ALONG SAID WEST LINE OF ELMHURST AVENUE TO THE WESTERLY EXTENSION OF THE NORTH LINE OF THE PLAT OF CONSOLIDATION OF THE WEST 70 FEET OF LOTS 1 THRU 10 IN BLOCK 3 AND PART OF BLOCK 4 IN THE ERNST BUSSE ADDITION TO MT. PROSPECT IN THE EAST HALF OF THE SOUTHWEST QUARTER OF SECTION 34 AFORESAID; 2013173,1 THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF THE PLAT OF CONSOLIDATION TO THE EAST LINE OF LOT 1 IN THE PLAT OF CONSOLIDATION AFORESAID; THENCE SOUTH ALONG SAID EAST LINE LOT 1 IN THE PLAT OF CONSOLIDATION TO THE NORTH LINE OF CENTRAL ROAD; THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE OF PINE STREET; THENCE SOUTH ALONG SAID EAST LINE OF PINE STREET TO THE NORTHEASTERLY LINE OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF NORTHWEST HIGHWAY TO THE WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION OF LOTS 18 & 19 AND THE NORTH 22 FEET OF LOT 17 IN BLOCK 2 OF BUSSE & WILDE'S RESUBDIVISION IN MT. PROSPECT TOGETHER WITH LOT "A" IN CORPORATE SUBDIVISION NO. 8 VILLAGE OF MT. PROSPECT AND LOT 1 IN WILLE'S RECONSOLIDATION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 38.06 FEET TO A BEND THEREIN; THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 28.07 FEET TO A BEND THEREIN; THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 18.61 FEET TO A BEND THEREIN; THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 30.63 FEET TO A BEND THEREIN; THENCE NORTH ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 65.92 FEET TO THE NORTH LINE THEREOF; THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION TO THE WEST LINE OF WILLE STREET; THENCE EAST TO THE EAST LINE OF WILLE STREET AT THE SOUTHWEST CORNER OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION OF SUNDRY LOTS AND VACATED ALLEYS OF VARIOUS SUBDIVISIONS IN THE WEST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG THE SOUTH LINE OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION TO THE EAST LINE THEREOF; 20131731 THENCE NORTH ALONG SAID EAST LINE OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION TO THE SOUTH LINE OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF LOT 1 IN TRAPANI'S RESUBDIVISION OF LOT "A" IN BLOCK 1 IN THE ERNST BUSSE ADDITION TO MT. PROSPECT AND LOT "A" IN HILLCREST SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 34 AFORESAID; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF LOT 1, AND THE WEST LINE OF LOT 2 IN TRAPANI'S RESUBDIVISION AND THE NORTHERLY EXTENSION THEREOF TO THE NORTH LINE OF HENRY STREET; THENCE EAST ALONG SAID NORTH LINE OF HENRY STREET TO THE EAST LINE OF MAIN STREET; THENCE SOUTH ALONG SAID EAST LINE OF MAIN STREET TO THE NORTH LINE OF CENTRAL ROAD; THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE OF EMERSON STREET; THENCE SOUTH ALONG SAID EAST LINE OF EMERSON STREET TO THE NORTH LINE OF LOT 13 IN BLOCK 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 13 IN BLOCK 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF; THENCE SOUTH ALONG SAID EAST LINE OF LOT 13 IN BLOCK 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE NORTH LINE OF BUSSE AVENUE; THENCE EAST ALONG SAID NORTH LINE OF BUSSE AVENUE TO THE EAST LINE OF MAPLE STREET; THENCE SOUTH ALONG SAID EAST LINE OF MAPLE STREET TO THE NORTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF; 2013173_1 THENCE SOUTH ALONG SAID EAST LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE SOUTH LINE THEREOF; THENCE SOUTHWESTERLY ALONG SAID SOUTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE OF LOT 12 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT, BEING ALSO THE WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT OF LOTS 2, 3, 4 & OUT LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1, A RESUBDIVISION OF LOTS A & B IN THE RESUBDIVISION OF LOTS 2 TO 6, PART OF LOT 1 IN THE SUBDIVISION OF BLOCK 10, LOT 16 IN BUSSE'S SUBDIVISION, LOTS 13 TO 15 IN BLOCK 11 & PART OF BLOCK 9 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT 172.45 FEET TO A BEND THEREIN; THENCE WEST ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT 4.63 FEET TO A BEND THEREIN; THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT 147.65 FEET TO A BEND THEREIN; THENCE SOUTHWESTERLY ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT TO THE NORTHEASTERLY LINE OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF NORTHWEST HIGHWAY TO THE NORTHWESTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1, A RESUBDIVISION OF PARTS OF BLOCKS 9, 10 & 11 IN BUSSE & WILLE'S RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE NORTHEASTERLY ALONG SAID NORTHWESTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTHEASTERLY LINE THEREOF; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTH LINE OF LOT A IN GEORGE R. BUSSE'S RESUBDIVISION OF PART OF BLOCK 9 IN BUSSE & WILLE'S RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT A IN GEORGE R. BUSSE'S RESUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF SCHOOL STREET; 2013173_1 THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE NORTH LINE OF THE SOUTH HALF OF LOT 33 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF THE SOUTH HALF OF LOT 33 IN MT. PROSPECT SUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF THE 16 FOOT WIDE ALLEY EAST OF SCHOOL STREET; THENCE SOUTH ALONG SAID EAST LINE OF THE 16 FOOT ALLEY EAST OF SCHOOL STREET TO THE NORTH LINE OF LOT 1 IN BRUCE'S RESUBDIVISION IN MT. PROSPECT OF LOTS 22 TO 27 IN BLOCK 20 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN BRUCE'S RESUBDIVISION IN MT. PROSPECT AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF OWEN STREET; THENCE SOUTH ALONG SAID EAST LINE OF OWEN STREET TO THE NORTHWESTERLY EXTENSION OF THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHWESTERLY EXTENSION AND THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF LOUIS STREET; THENCE SOUTH ALONG SAID EAST LINE OF LOUIS STREET TO THE NORTHERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE EAST AND SOUTHEASTERLY ALONG SAID NORTHERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF EDWARDS STREET; THENCE SOUTH ALONG SAID EAST LINE OF EDWARDS STREET TO THE NORTH LINE OF LINCOLN STREET; THENCE EAST ALONG SAID NORTH LINE OF LINCOLN STREET TO THE NORTHERLY EXTENSION OF THE EAST LINE OF LOT 1 IN OLIVER'S RESUBDIVISION OF LOTS 12 & 13 IN H. ROY BERRY COMPANY'S MAPLEWOOD HEIGHTS (EXCEPT THE SOUTHERLY 66 FEET FOR ROAD) ALSO BLOCK 26 IN BUSSE'S EASTERN ADDITION TO MT. PROSPECT IN THE EAST HALF OF SECTION 12 AFORESAID; 2013173_1 THENCE SOUTH ALONG SAID NORTHERLY EXTENSION AND THE EAST LINE OF LOT 1 IN OLIVER'S RESUBDIVISION TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE EAST LINE OF GEORGE STREET; THENCE NORTH ALONG SAID EAST LINE OF GEORGE STREET TO THE NORTH LINE OF LOT 17 IN MAPLEWOOD HEIGHTS, A SUBDIVISION NORTH OF THE RAILROAD IN THE DIVISION OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 17 IN MAPLEWOOD HEIGHTS TO THE EAST LINE THEREOF; THENCE SOUTH ALONG SAID EAST LINE OF LOT 17 IN MAPLEWOOD HEIGHTS TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST LINE OF LOT 65 IN MAPLEWOOD HEIGHTS AFORESAID; THENCE NORTH ALONG SAID WEST LINE OF LOT 65 IN MAPLEWOOD HEIGHTS TO THE NORTH LINE THEREOF; THENCE EAST ALONG SAID NORTH LINE OF LOT 65 IN MAPLEWOOD HEIGHTS AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT ROAD; THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT ROAD, TO THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY, BEING ALSO THE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY, AND THE POINT OF BEGINNING; EXCEPTING THEREFROM THAT PART OF LOT 1 IN DESIDERATA SUBDIVISION OF BLOCK 1 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN SECTION 12 AFORESAID, LYING NORTH OF A LINE DESCRIBED AS FOLLOWS: BEGINNING ON THE WEST LINE OF SAID LOT 1 AT POINT 246.07 FEET SOUTH OF THE NORTHWEST CORNER THEREOF; 2013173,_1 THENCE EAST PERPENDICULAR TO THE WEST LINE OF SAID LOT 1, A DISTANCE OF 67.34 FEET; THENCE NORTHEASTERLY ALONG A LINE DRAWN PERPENDICULAR TO THE SOUTHWESTERLY LINE OF LOT 1, A DISTANCE OF 65.76 FEET; THENCE EAST PERPENDICULAR TO THE WEST LINE OF SAID LOT 1, A DISTANCE OF 55.38 FEET TO THE MOST WESTERLY EAST LINE OF SAID LOT 1, AND THE POINT OF TERMINUS OF SAID LINE; ALSO EXCEPTING THEREFROM ALL OF VILLAGE CENTRE PHASE 1-B PLAT OF RESUBDIVISION OF LOTS 6, 7, 8, 9 IN BLOCK 13 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AND PARTS OF LOTS 8, 9, 10 IN BLOCK 15 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID; IN COOK COUNTY, ILLINOIS. 2013173_,1 0 r'%f"lr]lT A -% MAP (PROSPECT AND MAIN TIF DISTRICT) Map: Prospect & Main Proposed RPA Boundary 2013173 ,,,,,1 z Proposed RPA Boundary Parcels m RPAr1i I'll Exhibit B — PROJECT TIMELINE On or before October 1, 2024, substantially complete construction of the Project (Temporary Certificate of Completion granted). On or before, January 1, 2025, obtain a Final Certificate of Occupancy. 2013173_1 EXHIBIT C PROPOSED PROJECT BUDGET The Aggregate of the Redevelopment TIF Eligible expenses shall not exceed $165,000.00: Any of the estimated redevelopment project costs for any specific line item set forth in this Exhibit may be reallocated to any other line item, provided that the total cumulative redevelopment project costs that are reimbursable pursuant to this Agreement do not exceed $165,000.00. 2013173_1 ORDINANCE NO. 6746 A ORDINANCE AUTHORIZING THE EXECUTION OF A REDEVELOPMENT AGREEMENT BETWEEN THE VILLAGE OF MOUNT PROSPECT AND BERN III ENTERPRISES, LLC FOR THE KHEPRI CAFE RESTAURANT AS PART OF THE PROSPECT AND MAIN TAX INCREMENT FINANCING DISTRICT OF THE VILLAGE OF MOUNT PROSPECT, 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 of Mount Prospect ("Village") find as follows: A. The Village is a home rule municipality pursuant to Article VII, Section 6 of the Constitution of the State of Illinois, 1970. 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 Village is authorized under the provisions of the Tax Increment Allocation Redevelopment Act, 65 ILCS 5/11-74.4-1, et seq., as amended (the "Act"), to finance redevelopment in accordance with the conditions and requirements set forth in the Act. D. The Village of Mount Prospect has established the Prospect and Main Street Tax Increment Financing District for the purpose of redeveloping the downtown business district. E. In order to promote the redevelopment of the downtown business district within the Prospect and Main Street Tax Financing District, the Village has determined that it would be in its the best interest to enter into a redevelopment agreement with Bern III Enterprises, LLC for the Khepri Cafe located at 106 South Emerson Street in downtown Mount Prospect. SECTION 2. Based on the foregoing, the Board of Trustees of the Village of Mount Prospect hereby authorizes the Mayor, Village Clerk and Village Manager, or their designees, to execute the Redevelopment Agreement between the Village of Mount Prospect and Bern III Enterprises, LLC for the Khepri Cafe, comprising part of 2013895_1 the Prospect and Main TIF District being subject of this Ordinance, a copy of which is attached hereto and hereby made a part hereof as Exhibit "A". Execution of the Redevelopment Agreement shall be subject to final legal review. 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 16 I day of July, 2024, pursuant to a roll call vote as follows: AYES: Dante, Filippone, Gens, Grossi, Matuszak, Saccotelli NAYS: None ABSENT: None APPROVED this 16th day of July 2024, by the Mayor of the Village of Mount Prospect, and attested by the Village Clerk, on thme day. Paul Wm. Hoef rt Mayor ATTEST: 12 iu Kbren Me Agora vs — Village Clerk 2013895_1 THIS DOCUMENT WAS PREPARED BY AND AFTER RECORDING RETURN TO: Lance C. Malina Klein, Thorpe & Jenkins, LTD. 900 Oakmont Lane, Suite #301 Westmont, Illinois 60559-5574 [For Recorder's Office] REDEVELOPMENT AGREEMENT FOR THE KHEPRI CAFE RESTAURANT AS PART OF THE PROSPECT AND MAIN TIF DISTRICT OF THE VILLAGE OF MOUNT PROSPECT, ILLINOIS This REDEVELOPMENT AGREEMENT (this "Agreement"), is made and entered into as of the _ day of, 2024 (the 'Effective Date"), by and between the Village of Mount Prospect, an Illinois ho rule municipal corporation located in Cook County, Illinois (the "Village"), and Bern III Enterprises, an Illinois Limited Liability Company (the "Business"). The Village and the Business are sometimes hereinafter referred to individually as a "Party" and collectively as the "Parties". RECITALS WHEREAS, the Village is a home rule unit of government in accordance with Article VII, Section 6, of the Constitution of the State of Illinois, 1970; and WHEREAS, the Village has the authority to adopt tax increment allocation financing pursuant to the Tax Increment Allocation Act, 65 ILCS 5/11-74.4-1, et seq., as amended (the "Act"); and WHEREAS, in accordance with the Act, the Village has conducted public hearings with respect to the designation of the Redevelopment Plan, the Redevelopment Project Area and the Redevelopment Project (as defined below) at meetings of the Village President and the Board of Trustees (the "Corporate Authorities"); and WHEREAS, pursuant to Ordinance Numbers 6293, 6294 and 6295, adopted January 17, 2017, the Village designated the tax increment redevelopment project area (the "Redevelopment Project Area"), approved a tax increment redevelopment plan and project (the "TIF Plan"), and adopted tax increment financing relative to the Village's Prospect and Main Tax Increment Financing District (the "TIF District"); said TIF District being legally described and depicted as set forth in EXHIBIT A-1 and EXHIBIT A-2, respectively, attached hereto and made part hereof. 2013173„1 WHEREAS, within the Redevelopment Project Area, the Business seeks to establish Khepri Cafe, a restaurant in 3,650 square feet of commercial space (the "Project") located at 106 South Emerson Street in downtown Mount Prospect (the "Property"); and WHEREAS, the Project will require demolition, development financing, architectural design, governmental approvals, and construction on the Property; and WHEREAS, the Business anticipates the Project will require an investment of approximately six hundred and fifty-five thousand nine hundred forty four and 70/100 dollars ($655,944.70), and is willing to undertake the Project with adequate TIF incentives; and WHEREAS, it is necessary for the successful completion of the Project to provide financial incentive through reimbursement to the Business for certain eligible costs related to the Project to bridge the project financial feasibility gap and provide for the redevelopment of the Property, thereby implementing the TIF Plan; and WHEREAS, the Parties acknowledge and agree that but for the aforementioned TIF incentives, to be provided by the Village, the Business cannot successfully and economically develop the Project in a manner satisfactory to the Village. The Village has determined that it is desirable and in the Village's best interest to assist the Business in the manner set forth herein, and as this Agreement may be supplemented and amended from time to time pursuant to the mutual agreement of the Parties and in the manner as herein provided; and WHEREAS, pursuant to 65 ILCS 5/8-1-2.5, the Village may appropriate and expend funds for economic development purposes, including without limitation, for activities that are deemed necessary or desirable for the promotion of economic development within the municipality; and WHEREAS, this Agreement has been submitted to the Corporate Authorities of the Village for consideration and review, the Corporate Authorities have taken all actions required to be taken prior to the execution of this Agreement in order to make the same binding upon the Village according to the terms hereof, and any and all actions of the Corporate Authorities of the Village precedent to the execution of this Agreement have been undertaken and performed in the manner required by law; and WHEREAS, this Agreement has been submitted to the Business for consideration and review, the Business has taken all actions required to be taken prior to the execution of this Agreement in order to make the same binding upon the Business according to the terms hereof, and any and all action of the Business precedent to the execution of this Agreement has been undertaken and performed in the manner required by law; and WHEREAS, the Corporate Authorities of the Village, after due and careful consideration, have concluded that the development of the Redevelopment Project will further the growth of the Village, facilitate the development of the entire Redevelopment Project Area, improve the environment of the Village, increase the assessed valuation of the real estate situated within the Village, increase additional tax revenues realized by the Village, foster increased economic activity within the Village, increase employment opportunities within the Village, and otherwise 2013173_1 be in the best interests of the Village by furthering the health, safety, morals and welfare of its residents and taxpayers. WHEREAS, the Village is desirous of having the Redevelopment Project Area developed for such uses in order to serve the needs of the Village and community and in order to produce increased tax revenues for the various taxing districts authorized to levy taxes within the Redevelopment Project Area, and the Village, in order to stimulate and induce the redevelopment of the Redevelopment Project Area, has agreed to finance certain Project Costs by reimbursing the Business from some of the incremental property taxes generated by the Redevelopment Project Area all in accordance with the terms and provisions of the Act and this Agreement; and NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties do hereby agree as follows: ARTICLE I. RECITALS PART OF AGREEMENT; EFFECT The representations, covenants and recitations set forth in the foregoing recitals are material to this Agreement and are hereby incorporated into and made a part of this Agreement as though they were fully set forth in this Article I. ARTICLE II. MUTUAL ASSISTANCE The Parties agree to take such actions, including the execution and delivery of such documents, instruments, petitions and certifications as may be necessary or appropriate, from time to time, to carry out the terms, provisions and intent of this Agreement and to aid and assist each other in carrying out said terms, provisions and intent. ARTICLE III. DEVELOPMENT OF THE PROJECT 3.1 Prosect Timeline. The Business shall provide a Project Timeline (the "Timeline"), subject to the Village's approval, to be incorporated as Exhibit B to this Agreement. The Project shall be comprised of three Phases: (1) obtaining a lease agreement and financing; (2) demolition of existing structures; and (3) construction of the Project (collectively, the "Project Phases," and individually, a "Phase," or a "Project Phase." Village approval, in its reasonable discretion, of each Phase is a condition precedent for the Business to commence the succeeding Phase. 3.2 Village, Approval . All procedures and requirements for approval of the Plans (as defined below) shall be submitted and considered pursuant to applicable Village ordinance as well as normal and standard Village procedures in relation thereto (the "Plan Approval"). Execution of this Agreement shall not be considered as approval or waiver of all necessary building permits or associated permit fees required for Business to complete the Project. The 2013173N,1 Village further agrees and acknowledges that all building permit fees applicable to the Project shall be waived. Business agrees that it shall pay all other costs associated with the Project as provided by applicable ordinance, including, but not limited to: any third -party inspection fees, water service connection fees, certificates of occupancy and/or any other charges or fees from the Village applicable to the Project as would be applicable to any other construction project in the Village. This obligation shall only be required as to such charges or fees of the Village that are provided by applicable ordinance and effective at the time of execution of this Agreement. 3.3 Costs to Business. The Business has advanced or will advance all funds and all costs necessary to the Project and to otherwise complete the Project, including replacement of all existing awnings. To be eligible for reimbursement under this Agreement, Project Costs must be certified to the Village by the Business in accordance with provisions of this Agreement. The Village Assistance shall not exceed one hundred and sixty-five thousand dollars ($165,000.00). 3.4 Construction Initiation and Completion. Subject to delays caused by Force Majeure (as defined below), the Business shall initiate demolition of the current improvements on the Property, on or in substantial conformance with the Timeline, no later than sixty (60) days after approval of the respective Plans and possession of the Property. The Parties are aware that the Business' future possession of the Property is subject to a lease agreement between the Business and its current owner. If the Project is not commenced or completed on a timely basis as required herein, following notice and at the sole option of the Corporate Authorities, the Village may seek the remedies provided in Section 9.2. The Parties shall abide by the Timeline. The Timeline may be modified as necessary by a Party with the prior written consent of the other Party, which shall not be unreasonably conditioned, delayed, or denied. 3.5 Compliance with Coder. The Business, in redeveloping the Property, shall comply with all applicable Village, County, State and Federal codes and requirements, including all requirements in the Village's Zoning Ordinance. 3.6 Zoning. Notwithstanding anything contained herein to the contrary, the Village represents and warrants that the proposed use of the Property as a restaurant facility is a permitted use under the Village Zoning Ordinance. The Business agrees that the Plans for the Project shall be in conformance with this Agreement and the Village Zoning Ordinance. 3.7 Damage to Public Improvements and Off -Site Improvements. To the extent that the Business or its employees, contractors, subcontractors or agents damage any private or public utilities or other private or public improvements of any kind that are located on-site or off-site relative to the Property as part of the Project, the Business agrees to promptly repair or replace or restore such damaged improvements with like kind and like quality materials as reasonably directed by the Village. 2013173_1 ARTICLE IV. OBLIGATIONS AND DISBURSEMENTS; LIMITATION ON AMOUNT TO BE REIMBURSED TO THE BUSINESS 4.1 Flow of Funds. The Parties agree that tax increment allocation financing, established and implemented in accordance with the terms and provisions of the Act, is and shall be the sole source of funds to reimburse the Business for a portion of its incurred Project Costs and the reimbursement of the Business and the Village in connection with certain reimbursable Project Costs incurred or to be incurred by the Village and/or the Business incidental to the Project. 4.2 Incentive Amount and Payment Dates. Subject to the limitations set forth herein and to the extent that Project Incremental Taxes are available, the Village shall reimburse the Business for certain eligible costs related to the Project, defined in the TIF Act at 65 II -CS 5/11 74.4 3(q) and deemed reimbursable under the Redevelopment Plan in an amount not to exceed $165,000.00. The Business shall substantiate all requests for reimbursement with documentation acceptable to the Village. The Village shall provide $100,000.00 within sixty (60) days after the issuance of a Final Certificate of Occupancy, and an additional $65,000.00 after one (1) year of continuous business operation of the Khepri Cafe restaurant in the Property (collectively, the "Payment Dates"). 4.3 Conditions Payment of Incentives. The Village's obligation to reimburse the Business in relation to the Project from the Incentive Fund is subject to the following conditions precedent, in addition to those set forth elsewhere in this Agreement: (i) Acquisition by the Business of all necessary Village zoning approvals for the Project; (ii) The Business being current with all Federal, State and local tax obligations; (iii) The Business obtaining a Final Certificate of Occupancy for the Project; (iv) The Business, to receive the second payment of sixty-five thousand and No/100 dollars ($65,000.00), must achieve one year of continuous business operation of the Khepri Cafe restaurant in the Property; (v) The Incentive Fund having adequate Incremental Property Taxes to pay the amounts requested for reimbursement by the Business; (vi) The Business is in compliance with the covenants, obligations and agreements in Sections VII, VIII, IX and XI of this Agreement; and (vii) The Business is otherwise in compliance with all of the terms of this Agreement and the laws and regulations of the Village, the State of Illinois and the United States of America. 2013173,,1 4.4 Procedure for Payment of Incentives. The Village shall reimburse the Business from Incremental Property Taxes deposited into the Incentive Fund, subject to the Maximum Amount, for the Business' actual expenditures of TIF Eligible Redevelopment Costs, including but not limited to those set forth on, and in the amounts included in the Business' Project Budget, EXHIBIT C, relative to the Project (the "TIF Incentive Rebate"), whether incurred by the Business prior to or after the Effective Date. Said TIF Incentive Rebate shall be paid to the Business as follows: (i) The Village shall pay Incremental Property Taxes from the Incentive Fund to the Business at the Payment Dates, provided the Village is in receipt of the Business' request for reimbursement of TIF Eligible Redevelopment Costs documented by the Business to have been incurred and paid for by the Business in relation to the Project (which documentation shall accompany each such request for reimbursement). Requests for reimbursement of TIF Eligible Redevelopment Costs paid by the Business shall be forwarded to the Village's Finance Director, accompanied by a fully executed lien waiver, copy of the paid receipt or other proof of payment therefor, and any other information reasonably requested by the Village. The Village shall review the request and determine if it should be paid, and if so, the Village shall pay such request for reimbursement at the Payment Dates, provided there are sufficient Incremental Property Taxes within the Incentive Fund to do so. If the Village elects to withhold or deny such payment, the Village shall promptly (and in any event not later than the date payment would otherwise have been due) advise the Business in writing as to the specific basis for the Village's position. In the event the Business does not make timely submittal of documentation in support of its request for reimbursement of TIF Eligible Redevelopment Costs, the Village is willing to consider on a case-by-case basis making a reimbursement after the Payment Dates. (ii) If the Business requests reimbursement from Incremental Property Taxes from the Incentive Fund, and if the Village authorizes the distribution of such funds in an amount greater than the then -existing balance of Incremental Property Taxes in the Incentive Fund, the Village shall distribute any approved but undistributed TIF Incentive Rebate to Business on the applicable Payment Date, provided that the Village has received and deposited additional Incremental Property Taxes into the Incentive Fund, in an amount sufficient to cover all or a part of said authorized but undistributed TIF Incentive Rebate. No interest shall accrue on any amount of authorized but undistributed TIF Incentive Rebate. (iii) The TIF Incentive Rebate paid to the Business shall only be paid from Incremental Property Taxes actually received by the Village from the Project. (iv) In the event that the Village ceases to receive Incremental Property Taxes from the Project, as a result of a change in the federal, state, or local law, and no alternate tax is enacted to replace the Incremental Property Taxes: (a) The Village shall not be obligated to make any further TIF Incentive Rebate payments hereunder; and 2013173_µl (b) The Village shall pay the Business on an annual basis, an amount equal to Village's general property tax levy for the Property, excluding amounts levied for debt thereon ("Property Tax Backstop"), until the sooner of the TIF Incentive Rebate being fully paid, by adding the total Incremental Property Taxes and Property Tax Backstop paid to the Business, or twenty-five (25) years from the date on which the Village ceases to receive Incremental Property Taxes from the Project. (v) The TIF Incentive Rebate by the Village shall cease upon the Business' receipt of the Maximum Amount, or the expiration of the Term (as defined in Section XVII.P. below) of this Agreement, whichever occurs first. (vi) Subject to uncontrollable circumstances, if at any time the Project ceases to operate during the term of this Agreement, the payment of Increment Property Taxes shall cease, and shall not be reinstated thereafter. (vii) The TIF Incentive Rebate is not a general obligation of the Village, and the Village's full faith and credit are not pledged or encumbered to provide the Developer with the TIF Incentive Rebate. 4.5 Village's TIF Costs. The Parties hereto acknowledge that the Village may incur certain costs eligible for reimbursement under the Act. Any and all actual expenses and actual eligible costs incurred or expected to be incurred by the Village in connection with the Redevelopment Plan may be reimbursed from or paid from tax increment allocation financing. 4.6 Village Contribution; Absolute Limitation on Reimbursement Amount. The Parties hereby agree, and the Business hereby acknowledges, that the Business shall be entitled to reimbursement of the total certified Project Costs as authorized by this Agreement and as approved by the Village in the applicable Certificate of Eligibility (the "Certified Project Costs"), which it incurs, in an aggregate amount not to exceed a principal balance of one hundred and sixty-five thousand dollars ($165,000.00) (the "Maximum Amount"), notwithstanding that Business may in fact expend sums in excess of such amount which would otherwise qualify as Project Costs in furtherance of the Redevelopment Plan and the Redevelopment Project. 4.7 Oen Book Project. The Project shall be an "open book" project meaning that Business and the general contractor (or contractors, if more than one) shall provide continuing access to the Village's agents for the purpose of reviewing and auditing their respective books and records relating to any item necessary to determine the costs of the Project. The foregoing Village review rights with respect to the Project shall terminate two (2) years after the Commencement Date. The Parties agree that, if upon completion of the Project, the Project 2013173„„,1 Costs are lower than the Maximum Amount, the Village reserves the right to reduce the Village Assistance to reflect the amount of Certified Project Costs as agreed upon under this Agreement. ARTICLE V. AUTHORITY 5.1. Powers. The Parties acknowledge that they make this Agreement based upon their respective understanding that the Parties have full constitutional right, power and authority under currently applicable law to deliver and execute and perform the terms of this Agreement, and that all of the foregoing have been duly and validly authorized and approved by all necessary Village and Business proceedings, findings and actions, and the Parties jointly and severally agree that this Agreement each constitute the legal, valid and binding obligation of the Village and the County are enforceable in accordance with their respective terms and provisions. 5.2. Authorized Parties. Whenever under the provisions of this Agreement and other related documents and instruments or any supplemental agreements, any request, demand, approval, notice or consent of the Village or the Business is required, or the Village or the Business is required to agree or to take some action at the request of the other, such request, demand, approval, notice or consent, or agreement shall be given for the Village, unless otherwise provided herein, by the Village President or their designee and for the Business, unless otherwise provided herein, by the Business President or their designee; and any Party shall be authorized to act on any such request, demand, approval, notice or consent, or agreement or other action and neither Party hereto shall have any complaint against the other as a result of any such action taken. ARTICLE VI. REPRESENTATIONS AND WARRANTIES 6.1. Business Representations, Warranties Covenants and Obligations. The Business makes the following representations, warranties, covenants, and obligation commitments with regard to this Agreement: (a) The Business represents and warrants to the Village that the Business has the requisite power and authority to enter and fully carry out this Agreement, including the execution of all instruments and documents delivered or to be delivered hereunder. (b) The Business covenants that the Project at the Property during the term of this Agreement shall be constructed, fully completed and maintained in a good and workmanlike manner in accordance with all applicable Federal, State and County laws and regulations and the Village codes, ordinances and regulations, including but not limited to all local zoning ordinances and regulations, and the building, electric, plumbing and fire codes, that are applicable to the Project. The Business certifies that it shall replace all existing awnings at the Property as part of the Project. (c) The Business warrants that it has and will continue to do all things necessary to preserve and keep in full force and effect its existence and standing as a business concern licensed by the State of Illinois, so long as this Agreement is in effect, and for so long as Business 2013173_,1 has any other remaining obligation pursuant to the terms of this Agreement, whichever is the first to occur. (d) To Business' knowledge, there are no actions at law or similar proceedings which are pending or threatened against Business which would result in any material and adverse change to Business' financial condition, or which would materially and adversely affect the level of Business assets as of the date of this Agreement or that would materially and adversely affect the ability of Business to proceed with the construction and development of the Project. (e) The Business certifies that: (i) It is not barred from contracting with any unit of State or local government as a result of violating 720 ILCS 5/33E-3 or 5/33E-4 (bid rigging or bid rotating) or 5/33E-6 (interference with contract submission and award by public official) or as a result of a violation of 820 ILCS 130/1 et seq. (Illinois Prevailing Wage Act) or as a result of: (1) a delinquency in the payment of any tax administered by the Illinois Department of Revenue or any fee required by any unit of local government or the State, unless the Party is contesting, in accordance with the procedures established by the appropriate revenue act, its liability for the tax or the amount of the tax or the fee, as set forth in Section 11-42.1-1 et seq. of the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq. (ii) It has not been convicted of, or is not barred for attempting to, rig bids, price- fixing or attempting to fix prices as defined in the Sherman Anti -Trust Act and Clayton Act. 15 U.S.C. § 1 et seq.; and has not been convicted of or barred for bribery or attempting to bribe an officer or employee of a unit of state or local government or school district in the State of Illinois in that officer's or employee's official capacity. Nor has the Developer and its officers, corporate authorities, employees and agents made admission of guilt of such conduct which is a matter of record, nor has any official, officer, agent or employee been so convicted nor made such an admission. (iii) It shall comply with the Illinois Drug Free Work Place Act. (iv) It shall comply with the Equal Opportunity Clause of the Illinois Human Rights Act and the Rules and Regulations of the Illinois Department of Human Rights and shall not commit unlawful discrimination and shall agree to comply with all applicable provisions of the Illinois Human Rights Act, Title VII of the Civil Rights Act of 1964, as amended, the Americans with Disabilities Act, the Age Discrimination in Employment Act, Section 504 of the Federal Rehabilitation Act, and all applicable rules and regulations. (v) It shall comply with its own written Sexual Harassment Policy in compliance with Section 2-105 of the Illinois Human Rights Act (775 ILCS 5/2- 105(A)(4)). 2013173,1 (vi) It is and will remain an "Equal Opportunity Employer" as defined by federal and State laws and regulations, and agrees to comply with the Illinois Department of Human Rights ("IDHR") Equal Opportunity Employment clause as required by the IDHR's Regulations (44 111. Adm. Code, Part 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. (vii) It shall comply with the Prohibition of Segregated Facilities clause, which is incorporated by reference in its entirety as though fully set forth herein. See, Illinois Human Rights Act (775 ILCS 5/2-105). See also, Illinois Department of Human Rights Rules and Regulations, Title 44, Part 750. Administrative Code, Title 44: Government Contracts, Procurement and Property Management, Subtitle B: Supplemental Procurement Rules, Chapter X: Department of Human Rights, Part 750: Procedures Applicable to All Agencies, Section 750.160: Segregated Facilities (44 III. Adm. Code 750.160). (viii) It shall comply with the Americans with Disabilities Act (42 U.S.C. 12101, et seq.) and Article 2 of the Illinois Human Rights Act (775 ILCS 5/2-101, et seq.). (ix) Any construction contracts entered into by the Business relating to the Project and any additional improvements to the Property shall require all contractors and subcontractors to comply with the Illinois Fair Employment Practices Act and the Illinois Prevailing Wage Act and the federal Davis Bacon Act, if applicable. (x) The Business is neither delinquent in the payment of any tax administered by the Illinois Department of Revenue nor delinquent in the payment of any money owed to the Village. (xi) It is in full compliance with the Federal Highway Administration Rules on Controlled Substances and Alcohol Use and Testing, 49 CFR Parts 40 and 382, but only to the extent applicable. (f) The Business, and its employees, sub -consultants and sub -contractors, shall comply with any and all applicable laws, regulations and rules promulgated by any Federal, State, County, Village, or other governmental authority or regulatory body pertaining to all aspects of this Agreement, now in effect, or which may become in effect during the performance of this Agreement. The scope of the laws, regulations and rules referred to in this paragraph includes, but is in no way limited to, the Occupational Safety and Health Act standards, the Illinois Human Rights Act, the Illinois Equal Pay Act of 2003, along with the standards and regulations promulgated pursuant thereto (including but not limited to those safety requirements involving work on elevated platforms), all forms of traffic regulations, public utility, Interstate and 2013173m1 Intrastate Commerce Commission regulations, Workers' Compensation Laws, the Substance Abuse Prevention on Public Works Projects Act, Prevailing Wage Laws, the Smoke Free Illinois Act, the USA Security Act, the Federal Social Security Act (and any of its titles), and any other law, rule or regulation of the Illinois Department of Labor, Illinois Department of Transportation, Illinois Environmental Protection Act, Illinois Department of Human Rights, Human Rights Commission, EEOC, and the Village of Schaumburg. In the event that the County, or its employees, sub -consultants and sub -contractors, in performing under this Agreement are found to have not complied with any of the applicable laws and regulations as required by this Agreement, then the Business shall indemnify and hold the Village harmless, and pay all amounts determined to be due from the Village for such non-compliance by the Business, including but not limited to fines, costs, attorneys' fees and penalties. (g) The Business shall further comply with all applicable Federal, State, County and local laws, rules and regulations in carrying out the terms and conditions of this Agreement, including the following: (i) Employment of Illinois Workers on Public Works Act Compliance. To the extent required by law, the Business agrees to comply with the provisions of the Employment of Illinois Workers on Public Works Act (30 ILCS 570/0.01 et seq.). (ii) Preference to Veterans Act Compliance. The Business will comply with the Preference to Veterans Act (330 ILCS 55). (iii) Patriot Act Compliance. The Business represents and warrants to the Village that neither it nor any of its principals, shareholders, members, partners, or affiliates, as applicable, is a person or entity named as a Specially Designated National and Blocked Person (as defined in Presidential Executive Order 13224) and that it is not acting, directly or indirectly, for or on behalf of a Specially Designated National and Blocked Person. The Business further represents and warrants to the Village that the Business and its principals, shareholders, members, partners, or affiliates, as applicable, are not, directly or indirectly, engaged in, and are not facilitating, the transactions contemplated by this Agreement on behalf of any person or entity named as a Specially Designated National and Blocked Person. The Business agrees to defend, indemnify and hold harmless the Village, its elected or appointed officials, president and trustees, employees, agents, representatives, engineers, and attorneys, from and against any and all claims, damages, losses, risks, liabilities, and expenses (including reasonable attorney s' fees and costs) arising from or related to any breach of the representations and warranties in this subsection. (h) Other Laws; Changes in Laws. The Business further covenants that it shall comply with all applicable Federal laws, State laws and regulations including without limitation, those regulations in regard to all applicable equal employment opportunity requirements, and such 2013173_„1 laws and regulations relating to minimum wages to be paid to employees, limitations upon the employment of minors, minimum fair wage standards for minors, payment of wages due employees, and health and safety of employees. The Business agrees to pay its employees, if any, all rightful salaries, medical benefits, pensions and social security benefits pursuant to applicable labor agreements and federal and State statutes, and further agrees to make all required withholdings and deposits therefor. The Business agrees to maintain full compliance with changing government requirements that govern or apply to the construction of the Project and any additional improvements thereto, and its operation and maintenance of the Project on the Property. The Business understands and agrees that the most recent of such federal, county, State, and local laws and regulations will govern the administration of this Agreement at any particular time. Likewise, the Business understands and agrees that new federal, county, State and local laws, regulations, policies and administrative practices may be established after the date of this Agreement has been executed and may apply to this Agreement. (i) Any claims or lawsuit or complaint of violation of laws that is received by the Business relative to this Agreement shall be promptly forwarded to the Village in accordance with the notice provisions of this Agreement. Q) The Business further acknowledges that because the Village is a municipal entity that this Agreement is subject to the approval of and is not enforceable until approved at an open meeting by the Corporate Authorities. If such approval is not so received, this Agreement shall have never been in effect. (k) The Business recognizes and agrees that the Village shall review and process all requested approvals and permits relating to the Project in compliance with applicable Village ordinances and laws of the State of Illinois, including but not limited to approval of the Plans and elevations, excavation permits, grading permits, building permits and occupancy permits, and failure on the part of the Village to grant or issue any required permit shall not be deemed to give rise to any claim against or liability to the Village pursuant to this Agreement except for mandamus or specific performance. The Village agrees, however, that such non -zoning approvals and permits shall not be unreasonably withheld, conditioned or delayed. Village further agrees and acknowledges that all building permit fees applicable to the Project shall be waived. Business agrees that it shall pay all other costs associated with the Project as provided by applicable ordinance, including, but not limited to: any third -party inspection fees, water service connection fees, certificates of occupancy and/or any other charges or fees from the Village applicable to the Project as would be applicable to any other construction project in the Village. This obligation shall only be required as to such charges or fees of the Village that are as provided by applicable ordinance and effective at the time of execution of this Agreement. (1) The Business has identified adequate funds in an amount not less than that required to complete relocation to the Subject Property, plus the cost of any anticipated and unanticipated contingencies, and shall use its best efforts to secure adequate working capital necessary to complete the Project in a timely manner in accordance with the terms of this Agreement. 2013173,µ_1 (m) Concurrently with execution of this Agreement, Business shall disclose to the Village the names, addresses and ownership interests of all persons that have an ownership interest in the Business, together with such supporting documentation that may be reasonably requested by the Village. Business further agrees to notify the Village throughout the term of this Agreement of the names, addresses and ownership interests of any changes of owners of the Business. 6.2. Village Representations, Warranties Covenants and Obligations. The Village makes the following representations, warranties, covenants, and commitment obligations with regard to this Agreement: (a) The Village represents and warrants to the Business that the Village has the requisite power and authority to enter into and fully carry out this Agreement, including the execution of all instruments and documents delivered or to be delivered hereunder. (b) The Village represents that the information included in any reports and documents delivered or to be delivered to the Business have been and shall be true, correct and complete in all material respects, and the same shall not omit any material information required to make the submission thereof fair and complete. The Village covenants and agrees that, until such time as the Certified Project Costs have been paid in full to the Business and/or holders of the Business Notes as provided herein, the Village: (i) to the extent permitted by law, shall not rescind, revoke, or terminate the TIF Ordinances; (ii) except as provided in this Agreement, shall not comingle the Incremental Property Taxes with any other funds of the Village; (iii) shall not pledge or apply any portion of the Incremental Property Taxes to any other purpose or the payment of any obligation of the Village, or of the TIF District, other than as set forth in this Agreement; (iv) shall ensure the Incremental Property Taxes are deposited and maintained in the Fund as required by this Agreement; and (v) shall not seek to apply or charge impact fees in relation to the Project. (c) Any claims or lawsuit or complaint of violation of laws that is received by the Village relative to this Agreement shall be promptly forwarded to the Business in accordance with the notice provisions of this Agreement. To the best of the Village's knowledge, there are no proceedings pending or threatened against or affecting the Village or the TIF District in any court or before any governmental authority which involves the possibility of materially or adversely affecting the ability of the Village to perform its obligations under this Agreement. (d) The Village agrees to promptly review elements of each submission and each Phase of the Project and shall approve or reject the same in accordance with applicable law within a reasonable time, or as specifically negotiated into this Agreement. In the event the Village opines that any submission of the Village should be amended or rejected, the Village shall contact the Business to resolve the issue and ensure the efficient administration of the Project and the Phases of the same. ARTICLE VII. INSURANCE 2013173,_1 7.1. Builder's Risk Prior to Completion. Prior to completion of the construction of the Project as evidenced by the issuance of the final certificate of occupancy for the Property, the Business shall keep in force at all times completed builder's risk insurance against risks of physical loss, including collapse, covering the total value of work performed and equipment, supplies, and materials furnished for the Project (including onsite stored materials). Such insurance policies shall be issued in an amount equal to one hundred percent (100%) of the insurable value of the Project at the date of completion and with coverage available in a non - reporting form on the so-called "all-risk" form of policy. All such policies shall contain a provision that they will not be canceled or modified without 30 days' prior written notice to the Village. 7.2. Insurance During Term of Agreement. Prior to commencement of the Project, the Business (or the Business' contractor) shall procure and deliver to the Village, at the Business (or such contractors) cost and expense, and shall maintain in full force and effect until each and every obligation of the Business contained in this Agreement has been fully paid or performed, a policy or policies of general comprehensive liability insurance and, during any period of construction, contractor's liability insurance and workers' compensation insurance, with liability coverage under the comprehensive insurance to be not less than $5,000,000 for each occurrence and $10,000,000 total and including automobile insurance coverage, all such policies to be in such form and issued by such companies as shall be reasonably acceptable to the Village to protect the Village and the Business against any liability incidental to the use of or resulting from any claim for injury or damage occurring in or about the Redevelopment Project or the improvements or the construction and improvement thereof. Each such policy shall name the Village and its officers, employees, agents, attorneys, and representatives as additional insureds and shall contain an affirmative statement by the issuer that it will give written notice to the Business and the Village at least 30 days prior to any cancellation or amendment of its policy. Any other insurance or self-insurance maintained by the Village shall be in excess to and not contribute to the protection the Village receives as an additional insured on the insurance required by this Agreement. 7.3. Compliance with Village Codes Rules Ordinances and Re ulations. Specific requirements imposed on the Business with regard to indemnification and insurance coverage shall not be considered exclusive of any other Village code, rule, ordinance, or regulation of general applicability. The inclusion of such specific requirements in this Agreement shall not be construed as a waiver of the Village's independent right and authority to apply and enforce its various codes, rules, regulations, and ordinances of general applicability for insurance, surety, and bonding against the County and its successors in title. ARTICLE Vlll. INDEMNIFICATION, HOLD HARMLESS, AND RELEASE PROVISIONS This Section VII shall survive the termination of this Agreement. 8.1 Release. The Business releases from and covenants and agrees that the Village, its governing body members, officers, agents, including independent contractors, consultants, attorneys, servants and employees thereof (for purposes of this Section VIII, collectively the "Village Indemnified Parties") shall not be liable for, and agrees to indemnify and hold harmless 2013173_1 the Village Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Project or arising pursuant to the Business' obligations or warranties under this Agreement or actions in furtherance thereof to the extent not attributable to the gross negligence or willful misconduct of the Village Indemnified Parties; provided, that this waiver shall not apply to the warranties made or obligations undertaken by the Village in this Agreement. 8.2 Indemnification. Except for gross negligence or willful misconduct of the Village Indemnified Parties, Business agrees to indemnify the Village Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any claims, demands, suits, costs, expenses (including reasonable attorney's fees), actions or other proceedings whatsoever by any person or entity whatsoever arising or purportedly arising from the actions or inactions of Business (or if other Persons acting on their behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Project. 8.3 No Personal Liabillhi. No liability, right or claim at law or in equity shall attach to or shall be incurred by the Village's Mayor, Trustees, officers, officials, attorneys, agents and/or employees, and any such rights or claims of the Developer against the Village's Mayor, Trustees, officers, officials, attorneys, agents and/or employees are hereby expressly waived and released as a condition of and as consideration for the execution of the Agreement by the Village. ARTICLE IX. GENERAL PROVISIONS 9.1. Time of Essence. Time is of the essence of this Agreement. The Parties will make every reasonable effort to expedite the subject matters hereof and acknowledge that the successful performance of this Agreement requires their continued cooperation. 9.2. Breach. (a) Village Remedies. In the event the Business fails or refuses to: (i) timely start construction of the Project on the Properties within the relevant time frames provided for herein, or (ii) timely complete the Project, within the relevant time frames provided herein, subject to Force Majeure and weather conditions and the mutual agreement of the Parties, or 2013173_,1 (iii) maintain the Project following construction in conformance with Village approvals, including the special use permit and Site Plan, and Village standards, then the Village may, after thirty (30) days written notice to the Business, declare the Business in default of this Agreement for which there was a default related to items (i) through (iii) above, and seek solely the following remedies and solely with respect the default: (a) terminate this Agreement, and seek Liquidated Damages, solely as it relates to the default; (b) compensatory damages; (c) specific performance; (d) self-help; and (e) injunctive relief. (b) Business Remedies. If the Village fails to perform its obligations hereunder, the County may, after thirty (30) days' notice to the Village, declare the Village in default and seek solely the following remedies: (a) injunctive relief; (b) specific performance; (c) mandamus; and (d) compensatory damages solely in the event the Village fails to deposit, pay, and transfer Certified Project Costs in accordance with Article 4 of this Agreement. (c) Cumulative Remedies. Unless expressly provided otherwise herein, the rights and remedies of the parties provided for herein shall be cumulative and concurrent and shall include all other rights and remedies available at law or in equity, may be pursued singly, successively or together, at the sole discretion of either party and may be exercised as often as occasion therefore shall arise. 9.3 Amendment. This Agreement, and any exhibits attached hereto, may be amended only by the mutual consent of the Parties evidenced by a written amendment, by the adoption of an ordinance or resolution of the Village approving said written amendment, as provided by law, and by the execution of said written amendment by the Parties or their successors in interest. 9.4 Assignment. Except as expressly provided in this Agreement, the Business' rights and duties under this Agreement shall not be assignable or transferable at any time without the prior written approval of the Village, with such approval not to be unreasonably withheld, delayed, or denied. The Village shall provide such consent unless in the Village's reasonable judgment, a proposed assignee does not have qualifications and financial responsibility necessary and adequate to fulfill the obligations of the Business under this Agreement. Any assignment of legal or equitable right without such consent shall make this Agreement null and void. Notwithstanding the foregoing, the Business shall have the right to assign or transfer this Agreement, in whole or in part, without the Village's approval, in the following instances: (ii) after the applicable Commencement Date, the sale or lease of all or a portion of the Project to end users of the Project with respect to such portion of the Project; or (ii) to a Secured Lender as collateral and such Secured Lender shall have the right to perform any term, covenant, condition or agreement and to remedy any default, in accordance with the terms of this Agreement, by the Business under this Agreement. No Secured Lender shall be personally obligated to perform the obligations of the Business unless and until such Secured Lender (i) takes possession of the Property or TIF Improvements, as the case may be, and (ii) seeks entitlement to the rights and benefits under this Agreement. "Secured Lender" means a bank, financial institution or other person or entity from which the Business has borrowed funds to finance all or a portion of the 2013173„_1 Project and in whose favor the Business has agreed to provide a security interest as collateral for such loan. Notwithstanding anything contained herein to the contrary, after the applicable Commencement Date, the Business shall have the right to sell, assign or pledge the rights to payment of the Certified Project Costs, or a portion thereof that corresponds to the applicable Business Note(s), to any person, financial institution, or other entity, which person, financial institution or other entity shall have no duty, obligation, responsibility or other obligation under this Agreement. Prior to any such sale or assignment, the Business shall provide Village written notice with the name, mailing address and other contact information of its successor -in -interest to the payments of the Certified Project Costs. 9.5 Severabili If any provisions, covenants, agreement or portion of this Agreement, or its application to any persons, entity or property, is held invalid, such invalidity shall not affect the application or validity of any other provisions, covenants or portions of this Agreement and, to that end, all provisions, covenants, agreements or portions of this Agreement are declared to be severable. 9.6 Completion. Upon satisfactory completion of the Project, the Village shall issue to the Business a "Certificate of Completion". The Certificate of Completion shall serve as evidence on the issue of whether Business has fulfilled its duties and obligations under this Agreement. The issuance of such Certificate shall not be unreasonably withheld by the Village. 9.7 Illinois Law. This Agreement shall be construed in accordance with the laws of the State of Illinois. The sole and exclusive venue for any and all disputes arising out of or relating to this Agreement shall be the Circuit Court of Cook County, Illinois. 9.8 Notice. Any and all notices, demands, consents and approvals required under this Agreement shall be sent and deemed received: (1) on the third business day after mailed by certified or registered mail, postage prepaid, return receipt requested, or (2) 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 (3) by facsimile transmission on the day of transmission with the original notice together with the confirmation of transmission mailed by certified or registered mail, postage prepared, return receipt requested, if addressed to the Parties as follows. If to Business: Bern III Enterprises, LLC ATTN: Managing Member 4650 North Kedzie Avenue Chicago, Illinois 60625 With copies to: I ] If to the Village: Village of Mount Prospect Attention: Village Manager 50 South Emerson Street 2013173_1 Mount Prospect, Illinois 60056 With copies to: Lance C. Malina, Village Attorney Klein, Thorpe & Jenkins, LTD. 120 S. LaSalle Street, Suite 1710 Chicago, Illinois 60603 9.9 Joint Venture Clause. Nothing contained in this Agreement or subsequent agreements between the Village and the Business is intended by the Parties to create a partnership or joint venture between the Parties, and any implication to the contrary is hereby expressly disavowed. It is understood and agreed that this Agreement does not provide for the joint exercise by the Parties of any activity, function, or service, nor does it create a joint enterprise, nor does it constitute either Party as an agent of the other for any purpose whatsoever. Neither Party shall in any way assume any of the liability of the other for acts of the other or obligations of the other. The Village shall in no way assume any liability of the Business, if any, for the removal of Hazardous Substances, including petroleum products, from, on or under the Property, if any. Each Party shall be responsible for any and all suits, demands, costs, or actions proximately resulting from its own individual acts or omissions. 9.10 Attorne s' Fees. In the event either Party elects to file any action in order to enforce the terms of this Agreement, 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. 9.11 Completeness and Modifications. This Agreement and Exhibits referenced herein constitute the entire agreement between the Parties with respect to the transaction contemplated herein, and shall supersede all prior discussions, understandings or agreements between the Parties. This Agreement may not be amended, modified or otherwise changed in any manner except by a writing executed by the Parties hereto. 9.12 Recording. The Village shall have the right to record this Agreement or any memorandum or short form of this Agreement against the Property. 9.13 Counterparts. This Agreement may be executed in counterparts, all of which counterparts taken together shall be deemed to be but one original. 9.14 Severala'illty. If any of the provisions of this Agreement, or the application thereof to any person or circumstance, shall be invalid or unenforceable to any extent, the remainder of the provisions of this Agreement shall not be affected thereby, and every other provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 9.15 No Waiver. No waiver of any provisions or condition of this Agreement by any Party shall be valid unless in writing signed by such Party. No such waiver shall be taken as a waiver of any other or similar provision or of any future event, act, or default. 2013173_,1 9.16 Term of A reement. The term of this Agreement (the "Term") shall commence on (the "Effective Date") and shall continue until the payment in full of the Certified Project Costs due to the Business. The Village shall not take any action that will shorten or terminate the current remaining life of the TIF District. 9.18 Estoppel Certificates. Each of the Parties hereto agrees to provide the other, upon not less than five (5) days prior request, a certificate ("Estoppel Certificate") certifying that this Agreement is in full force and effect (unless such is not the case, in which case such Party shall specify the basis for such claim), that the requesting Party is not in default of any term, provision or condition of this Agreement beyond any applicable notice and cure provision (or specifying each such claimed default) and certifying such other matters reasonably requested by the requesting Party. If either Party fails to comply with this provision within the time limit specified, and if, after an additional seven (7) days' notice there still is no compliance, then said non -complying Party shall be deemed to have appointed the other as its attorney-in-fact for execution of same on its behalf as to that specific request only. 9.19 Force Majeure. Neither the Village nor the Business nor any successor in interest to either of them shall be considered in breach of or in default of its obligations under this Agreement in the event of any delay caused by failure or unreasonable delay, after the Business or Village, as the case may be, has utilized its best efforts to prevent such failure or unreasonable delay, in the receipt of any governmental permits, damage or destruction by fire or other casualty, strike, housing recession, litigation concerning the Project, shortage of material, unusually adverse weather conditions such as, by way of illustration and not limitation, severe rain storms or below -freezing temperatures of abnormal degree or for an abnormal duration, tornadoes or cyclones, pandemics, and other events or conditions beyond the reasonable control of the party affected which in fact interferes with the ability of such party to discharge its obligations hereunder ("Force Majeure"). The time for a party's performance of any obligation under this Agreement shall be extended on a day -for -day basis during the period of the event of Force Majeure. In the event a party asserts an event of Force Majeure in relation to any obligations under this Agreement, the parties will meet and negotiate in good faith the resolution of the circumstances surrounding such asserted event of Force Majeure. IN WITNESS WHEREOF, the Parties have duly executed this Agreement pursuant to all requisite authorizations as of the date first above written. VILLAGE OF MOUNT PROSPECT, an Illinois home rule municipal corporation By: _' Michae assady, Vi ge Manager ATTEST: Karen Agoranos, illage Clerk 2013173„_1 BERN III ENTERPRISES, an Illinois IJ- Mited lia_jtity company By: 2013173_1 EXHIBITS Exhibit A-1 Legal Description (Prospect and Main TIF District) Exhibit A-2 Legal Description (Prospect and Main TIF District) Exhibit B Timeline of Project Exhibit C TIF Improvements and Project Costs 2013173,_1 EXHIBIT A-1 LEGAL DESCRIPTION (PROSPECT AND MAIN TIF DISTRICT) Legal Description: THAT PART OF SECTIONS 11 & 12 IN TOWNSHIP 41 NORTH, RANGE 11 EAST AND SECTIONS 33 & 34 IN TOWNSHIP 42 NORTH, RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS, BOUNDED AND DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT ROAD, AND THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY, BEING ALSO THE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY; THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AND THE CENTER LINE OF MT. PROSPECT ROAD TO THE SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY, BEING ALSO THE NORTHEASTERLY LINE OF PROSPECT AVENUE; THENCE SOUTHWESTERLY TO THE INTERSECTION OF THE WEST LINE OF MT. PROSPECT ROAD WITH THE SOUTHWESTERLY LINE OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT AVENUE TO THE WEST LINE OF THE EAST 205 FEET OF LOT 1 IN GLEICH'S INDUSTRIAL PARK, A SUBDIVISION OF PART OF THE WEST HALF OF THE NORTHEAST QUARTER AND PART OF THE WEST HALF OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID; THENCE SOUTH ALONG SAID WEST LINE OF THE EAST 205 FEET OF LOT 1 IN GLEICH'S INDUSTRIAL PARK TO THE SOUTHERLY LINE OF LOT 1 AFORESAID; THENCE NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF LOT 1 IN GLEICH'S INDUSTRIAL PARK TO THE EAST LINE OF SCHOOL STREET; THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE NORTHEASTERLY LINE OF LINCOLN STREET; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LINCOLN STREET AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF WILLIAM STREET; THENCE SOUTH ALONG SAID EAST LINE OF WILLIAM STREET TO THE SOUTH LINE OF SHA-BONEE TRAIL; 2013173_1 THENCE WEST ALONG SAID SOUTH LINE OF SHA-BONEE TRAIL TO THE EAST LINE OF SCHOOL STREET; THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE SOUTH LINE OF COUNCIL TRAIL; THENCE WEST ALONG SAID SOUTH LINE OF COUNCIL TRAIL TO THE SOUTHERLY EXTENSION OF THE EAST LINE OF LOT 12 IN ELLENDALE, A SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE EAST LINE OF LOT 12 IN ELLENDALE TO THE NORTH LINE THEREOF; THENCE WEST ALONG SAID NORTH LINE OF LOT 12 IN ELLENDALE TO THE EAST LINE OF LOT 3 IN ELLENDALE AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOT 3 IN ELLENDALE AND THE NORTHERLY EXTENSION THEREOF TO THE NORTH LINE OF MOEHLING DRIVE; THENCE WEST ALONG SAID NORTH LINE OF MOEHLING DRIVE AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF MAPLE STREET; THENCE NORTH ALONG SAID WEST LINE OF MAPLE STREET TO THE NORTH LINE OF THE SOUTH 270 FEET OF LOT 2 IN ETHEL BUSSE'S SUBDIVISION OF PART OF THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF THE SOUTH 270 FEET OF LOT 2 IN ETHEL BUSSE'S SUBDIVISION TO THE EAST LINE OF LOTS 35 THRU 42 IN BUSSE'S RESUBDIVISION OF LOT "A" IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOTS 35 THRU 42 IN BUSSE'S RESUBDIVISION TO THE EAST LINE OF LOT 2 IN MILLER RESUBDIVISION OF LOTS 1 TO 3 & 43 IN BUSSE'S SUBDIVISION OF LOT "A" IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOT 2 IN MILLER RESUBDIVISION TO THE SOUTHWESTERLY LINE OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT AVENUE TO THE WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION AFORESAID; THENCE SOUTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION TO A BEND THEREIN; 2013173,_1 THENCE SOUTH ALONG SAID WESTERLY LINE OF LOT 2 IN MILLER RESUBDIVISION TO THE NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN MILLER RESUBDIVISION TO THE MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION AFORESAID; THENCE SOUTH ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION TO A BEND THEREIN; THENCE SOUTHEASTERLY ALONG SAID MOST EASTERLY WEST LINE OF LOT 2 IN MILLER RESUBDIVISION TO THE EAST LINE THEREOF, AND THE NORTH LINE OF LOT 42 IN BUSSE'S RESUBDIVISION AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF LOT 42 IN BUSSE'S RESUBDIVISION AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF EMERSON STREET; THENCE NORTH ALONG SAID WEST LINE OF EMERSON STREET TO THE SOUTH LINE OF LOT 11 IN BUSSE'S RESUBDIVISION AFORESAID; THENCE WEST ALONG SAID SOUTH LINE OF LOT 11 IN BUSSE'S RESUBDIVISION TO THE EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN MEIER'S ADDITION TO MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION AFORESAID, LYING SOUTH OF THE RIGHT OF WAY OF THE CHICAGO & NORTHWESTERN RAILWAY; THENCE NORTH ALONG SAID EAST LINE OF LOTS 5 THRU 9 IN BLOCK 1 IN MEIER'S ADDITION TO MT. PROSPECT TO THE NORTH LINE OF LOT 5 AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF LOT 5 IN BLOCK 1 IN MEIER'S ADDITION TO MT. PROSPECT AND THE WESTERLY EXTENSION THEREOF TO THE WEST LINE OF MAIN STREET; THENCE NORTH ALONG SAID WEST LINE OF MAIN STREET TO THE NORTH LINE OF LOT 24 IN BLOCK 4 IN MEIER'S ADDITION TO MT. PROSPECT AFORESAID; THENCE WEST ALONG SAID NORTH LINE OF LOT 24 IN BLOCK 4 IN MEIER'S ADDITION TO MT. PROSPECT TO THE WEST LINE OF THE 20 FOOT WIDE ALLEY EAST OF WILLE STREET; THENCE NORTH ALONG SAID WEST LINE OF THE 20 FOOT WIDE ALLEY EAST OF WILLE STREET TO THE SOUTH LINE OF EVERGREEN AVENUE; 2013173_1 THENCE WEST ALONG SAID SOUTH LINE OF EVERGREEN AVENUE TO THE WEST LINE OF WILLE STREET; THENCE NORTH ALONG SAID WEST LINE OF WILLE STREET TO THE SOUTH LINE OF LOT 13 IN BUSSE'S RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE, OF RESUBDIVISION OF LOTS 1 TO 6, INCLUSIVE, IN BLOCK 4, ALOS OF LOTS 2 & 3 IN BLOCK 5, ALL OF BLOCK 6, LOT 13 TO 24, INCLUSIVE, IN BLOCK 7, LOTS 17 TO 20 IN BLOCK 8 ALL IN MEIER'S ADDITION TO MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE WEST ALONG SAID SOUTH LINE OF LOT 13 IN BUSSE'S RESUBDIVISION TO THE WEST LINE OF LOTS 13 AND 14 IN BUSSE'S RESUBDIVISION; THENCE NORTH ALONG SAID WEST LINE OF LOTS 13 AND 14 IN BUSSE'S RESUBDIVISION TO THE SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF PINE STREET; THENCE NORTH ALONG SAID WEST LINE OF PINE STREET TO THE SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO ITS INTERSECTION WITH THE SOUTH LINE OF BUSSE AVENUE; THENCE WEST ALONG SAID SOUTH LINE OF BUSSE AVENUE TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF THE 20 FOOT WIDE ALLEY WEST OF ELMHURST AVENUE; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF THE 20 FOOT WIDE ALLEY WEST OF ELMHURST AVENUE TO THE SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF I-OKA AVENUE; THENCE NORTH ALONG SAID WEST LINE OF I-OKA AVENUE TO THE SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE; 2013173_1 THENCE WEST AND NORTHWESTERLY ALONG SAID SOUTHERLY LINE OF THE 16 FOOT WIDE ALLEY SOUTHWESTERLY OF PROSPECT AVENUE AND THE NORTHWESTERLY EXTENSION THEREOF TO THE WEST LINE OF HI-LUSI AVENUE; THENCE NORTH ALONG SAID WEST LINE OF HI-LUSI AVENUE TO THE SOUTHWESTERLY LINE OF PROSPECT AVENUE; THENCE NORTHWESTERLY ALONG SAID SOUTHWESTERLY LINE OF PROSPECT AVENUE TO THE SOUTH LINE OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE EAST LINE OF LOT 8 IN H.ROY BERRY CO.S' COLONIAL MANOR, A SUBDIVISION OF PART OF THE NORTHEAST QUARTER OF SECTION 11 AND PART OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE SOUTH ALONG SAID EAST LINE OF LOT 8 IN H.ROY BERRY CO.S' COLONIAL MANOR AND THE SOUTHERLY EXTENSION THEREOF TO THE SOUTH LINE OF THE 16 FOOT WIDE ALLEY SOUTH OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF THE 16 FOOT WIDE ALLEY SOUTH OF CENTRAL ROAD TO THE WEST LINE OF THE EAST HALF OF THE NORTHEAST QUARTER OF SECTION 11 AFORESAID; THENCE NORTH ALONG SAID WEST LINE OF THE EAST HALF OF THE NORTHEAST QUARTER OF SECTION 11 TO THE SOUTH LINE OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF MILLERS LANE; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF MILLERS LANE TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF LOT 11 IN MILLERS STATION SUBDIVISION, A RESUBDIVISION OF LOT 1 IN TRADE SERVICE PUBLICATIONS SUBDIVISION AND PART OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID; THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE SOUTH LINE OF LOT 11 IN MILLERS STATION SUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF CATHY LANE; THENCE NORTH ALONG SAID EAST LINE OF CATHY LANE TO THE EAST LINE OF LOT 12 IN MILLERS STATION SUBDIVISION AFORESAID; THENCE NORTH ALONG SAID EAST LINE OF LOT 12 IN MILLERS STATION SUBDIVISION AND THE NORTHERLY EXTENSION THEREOF TO THE 2013173„1 SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY; THENCE SOUTHEASTERLY ALONG SAID SOUTHWESTERLY LINE OF THE CHICAGO & NORTHWESTER RAILWAY RIGHT OF WAY TO THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID; THENCE NORTH ALONG THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 33 AFORESAID TO THE WESTERLY EXTENSION OF THE NORTH LINE OF HENRY STREET; THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF HENRY STREET TO THE EAST LINE OF FAIRVIEW AVENUE; THENCE SOUTH ALONG SAID EAST LINE OF FAIRVIEW AVENUE TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST LINE OF PROSPECT MANOR AVENUE; THENCE EAST PERPENDICULAR TO THE WEST LINE OF FAIRVIEW AVENUE TO THE EAST LINE OF PROSPECT MANOR AVENUE; THENCE SOUTH ALONG SAID EAST LINE OF PROSPECT MANOR AVENUE TO THE NORTH LINE OF WALNUT STREET; THENCE EAST ALONG SAID NORTH LINE OF WALNUT STREET AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF RIDGE AVENUE; THENCE SOUTH ALONG SAID EAST LINE OF RIDGE AVENUE TO THE NORTH LINE OF LOT 1 IN FRIEDRICH'S SUBDIVISION OF LOTS 4 & 5 IN BLOCK 25 IN PROSPECT MANOR, A SUBDIVISION OF THE SOUTH 314 OF THE WEST HALF OF THE WEST HALF OF SECTION 34 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN FRIEDRICH'S SUBDIVISION TO THE WEST LINE OF ELMHURST AVENUE; THENCE NORTH ALONG SAID WEST LINE OF ELMHURST AVENUE TO THE WESTERLY EXTENSION OF THE NORTH LINE OF THE PLAT OF CONSOLIDATION OF THE WEST 70 FEET OF LOTS 1 THRU 10 IN BLOCK 3 AND PART OF BLOCK 4 IN THE ERNST BUSSE ADDITION TO MT. PROSPECT IN THE EAST HALF OF THE SOUTHWEST QUARTER OF SECTION 34 AFORESAID; 2013173„1 THENCE EAST ALONG SAID WESTERLY EXTENSION AND THE NORTH LINE OF THE PLAT OF CONSOLIDATION TO THE EAST LINE OF LOT 1 IN THE PLAT OF CONSOLIDATION AFORESAID; THENCE SOUTH ALONG SAID EAST LINE LOT 1 IN THE PLAT OF CONSOLIDATION TO THE NORTH LINE OF CENTRAL ROAD; THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE OF PINE STREET; THENCE SOUTH ALONG SAID EAST LINE OF PINE STREET TO THE NORTHEASTERLY LINE OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF NORTHWEST HIGHWAY TO THE WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION OF LOTS 18 & 19 AND THE NORTH 22 FEET OF LOT 17 IN BLOCK 2 OF BUSSE & WILDE'S RESUBDIVISION IN MT. PROSPECT TOGETHER WITH LOT "A" IN CORPORATE SUBDIVISION NO. 8 VILLAGE OF MT. PROSPECT AND LOT 1 IN WILLE'S RECONSOLIDATION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 38.06 FEET TO A BEND THEREIN; THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 28.07 FEET TO A BEND THEREIN; THENCE NORTHEASTERLY ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 18.61 FEET TO A BEND THEREIN; THENCE EAST ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 30.63 FEET TO A BEND THEREIN; THENCE NORTH ALONG SAID WESTERLY LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION 65.92 FEET TO THE NORTH LINE THEREOF; THENCE EAST ALONG SAID NORTH LINE OF LOT 3 IN CLOCK TOWER PLACE RESUBDIVISION TO THE WEST LINE OF WILLS STREET; THENCE EAST TO THE EAST LINE OF WILLE STREET AT THE SOUTHWEST CORNER OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION OF SUNDRY LOTS AND VACATED ALLEYS OF VARIOUS SUBDIVISIONS IN THE WEST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG THE SOUTH LINE OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION TO THE EAST LINE THEREOF; 2013173,_,1 THENCE NORTH ALONG SAID EAST LINE OF LOT 1 IN PROSPECT PLACE PLAT OF RESUBDIVISION TO THE SOUTH LINE OF CENTRAL ROAD; THENCE WEST ALONG SAID SOUTH LINE OF CENTRAL ROAD TO THE SOUTHERLY EXTENSION OF THE WEST LINE OF LOT 1 IN TRAPANI'S RESUBDIVISION OF LOT "A" IN BLOCK 1 IN THE ERNST BUSSE ADDITION TO MT. PROSPECT AND LOT "A" IN HILLCREST SUBDIVISION IN THE SOUTHWEST QUARTER OF SECTION 34 AFORESAID; THENCE NORTH ALONG SAID SOUTHERLY EXTENSION AND THE WEST LINE OF LOT 1, AND THE WEST LINE OF LOT 2 IN TRAPANI'S RESUBDIVISION AND THE NORTHERLY EXTENSION THEREOF TO THE NORTH LINE OF HENRY STREET; THENCE EAST ALONG SAID NORTH LINE OF HENRY STREET TO THE EAST LINE OF MAIN STREET; THENCE SOUTH ALONG SAID EAST LINE OF MAIN STREET TO THE NORTH LINE OF CENTRAL ROAD; THENCE EAST ALONG SAID NORTH LINE OF CENTRAL ROAD TO THE EAST LINE OF EMERSON STREET; THENCE SOUTH ALONG SAID EAST LINE OF EMERSON STREET TO THE NORTH LINE OF LOT 13 IN BLOCK 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN THE EAST HALF OF THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 13 IN BLOCK 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF; THENCE SOUTH ALONG SAID EAST LINE OF LOT 13 IN BLOCK 5 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE NORTH LINE OF BUSSE AVENUE; THENCE EAST ALONG SAID NORTH LINE OF BUSSE AVENUE TO THE EAST LINE OF MAPLE STREET; THENCE SOUTH ALONG SAID EAST LINE OF MAPLE STREET TO THE NORTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE THEREOF; 2013173_1 THENCE SOUTH ALONG SAID EAST LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE SOUTH LINE THEREOF; THENCE SOUTHWESTERLY ALONG SAID SOUTH LINE OF LOT 9 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT TO THE EAST LINE OF LOT 12 IN BLOCK 11 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT, BEING ALSO THE WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT OF LOTS 2, 3, 4 & OUT LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1, A RESUBDIVISION OF LOTS A & B IN THE RESUBDIVISION OF LOTS 2 TO 6, PART OF LOT 1 IN THE SUBDIVISION OF BLOCK 10, LOT 16 IN BUSSE'S SUBDIVISION, LOTS 13 TO 15 IN BLOCK 11 & PART OF BLOCK 9 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT 172.45 FEET TO A BEND THEREIN; THENCE WEST ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT 4.63 FEET TO A BEND THEREIN; THENCE SOUTH ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT 147.65 FEET TO A BEND THEREIN; THENCE SOUTHWESTERLY ALONG SAID WESTERLY LINE OF VILLAGE COMMONS A PLANNED UNIT DEVELOPMENT TO THE NORTHEASTERLY LINE OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF NORTHWEST HIGHWAY TO THE NORTHWESTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1, A RESUBDIVISION OF PARTS OF BLOCKS 9, 10 & 11 IN BUSSE & WILLE'S RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE NORTHEASTERLY ALONG SAID NORTHWESTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTHEASTERLY LINE THEREOF; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF LOT 1 IN TAX INCREMENT FINANCE SUBDIVISION NO. 1 TO THE NORTH LINE OF LOT A IN GEORGE R. BUSSE'S RESUBDIVISION OF PART OF BLOCK 9 IN BUSSE & WILLE'S RESUBDIVISION IN THE NORTHWEST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT A IN GEORGE R. BUSSE'S RESUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF SCHOOL STREET; 2013173,1 THENCE SOUTH ALONG SAID EAST LINE OF SCHOOL STREET TO THE NORTH LINE OF THE SOUTH HALF OF LOT 33 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF THE SOUTH HALF OF LOT 33 IN MT. PROSPECT SUBDIVISION AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF THE 16 FOOT WIDE ALLEY EAST OF SCHOOL STREET; THENCE SOUTH ALONG SAID EAST LINE OF THE 16 FOOT ALLEY EAST OF SCHOOL STREET TO THE NORTH LINE OF LOT 1 IN BRUCE'S RESUBDIVISION IN MT. PROSPECT OF LOTS 22 TO 27 IN BLOCK 20 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 1 IN BRUCE'S RESUBDIVISION IN MT. PROSPECT AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF OWEN STREET; THENCE SOUTH ALONG SAID EAST LINE OF OWEN STREET TO THE NORTHWESTERLY EXTENSION OF THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHWESTERLY EXTENSION AND THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF LOUIS STREET; THENCE SOUTH ALONG SAID EAST LINE OF LOUIS STREET TO THE NORTHERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE EAST AND SOUTHEASTERLY ALONG SAID NORTHERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY AND THE SOUTHEASTERLY EXTENSION THEREOF TO THE EAST LINE OF EDWARDS STREET; THENCE SOUTH ALONG SAID EAST LINE OF EDWARDS STREET TO THE NORTH LINE OF LINCOLN STREET; THENCE EAST ALONG SAID NORTH LINE OF LINCOLN STREET TO THE NORTHERLY EXTENSION OF THE EAST LINE OF LOT 1 IN OLIVER'S RESUBDIVISION OF LOTS 12 & 13 IN H. ROY BERRY COMPANY'S MAPLEWOOD HEIGHTS (EXCEPT THE SOUTHERLY 66 FEET FOR ROAD) ALSO BLOCK 26 IN BUSSE'S EASTERN ADDITION TO MT. PROSPECT IN THE EAST HALF OF SECTION 12 AFORESAID; 2013173,_1 THENCE SOUTH ALONG SAID NORTHERLY EXTENSION AND THE EAST LINE OF LOT 1 IN OLIVER'S RESUBDIVISION TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE EAST LINE OF GEORGE STREET; THENCE NORTH ALONG SAID EAST LINE OF GEORGE STREET TO THE NORTH LINE OF LOT 17 IN MAPLEWOOD HEIGHTS, A SUBDIVISION NORTH OF THE RAILROAD IN THE DIVISION OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID; THENCE EAST ALONG SAID NORTH LINE OF LOT 17 IN MAPLEWOOD HEIGHTS TO THE EAST LINE THEREOF; THENCE SOUTH ALONG SAID EAST LINE OF LOT 17 IN MAPLEWOOD HEIGHTS TO THE NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY; THENCE SOUTHEASTERLY ALONG SAID NORTHEASTERLY LINE OF THE 16 FOOT WIDE ALLEY NORTHEASTERLY OF NORTHWEST HIGHWAY TO THE WEST LINE OF LOT 65 IN MAPLEWOOD HEIGHTS AFORESAID; THENCE NORTH ALONG SAID WEST LINE OF LOT 65 IN MAPLEWOOD HEIGHTS TO THE NORTH LINE THEREOF; THENCE EAST ALONG SAID NORTH LINE OF LOT 65 IN MAPLEWOOD HEIGHTS AND THE EASTERLY EXTENSION THEREOF TO THE EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT ROAD; THENCE SOUTH ALONG SAID EAST LINE OF THE SOUTHEAST QUARTER OF SECTION 12 AFORESAID, BEING ALSO THE CENTER LINE OF MT. PROSPECT ROAD, TO THE SOUTHWESTERLY LINE OF NORTHWEST HIGHWAY, BEING ALSO THE NORTHEASTERLY LINE OF THE CHICAGO & NORTHWESTERN RAILWAY RIGHT OF WAY, AND THE POINT OF BEGINNING; EXCEPTING THEREFROM THAT PART OF LOT 1 IN DESIDERATA SUBDIVISION OF BLOCK 1 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT IN SECTION 12 AFORESAID, LYING NORTH OF A LINE DESCRIBED AS FOLLOWS: BEGINNING ON THE WEST LINE OF SAID LOT 1 AT POINT 246.07 FEET SOUTH OF THE NORTHWEST CORNER THEREOF; 2013173w_1 THENCE EAST PERPENDICULAR TO THE WEST LINE OF SAID LOT 1, A DISTANCE OF 67.34 FEET; THENCE NORTHEASTERLY ALONG A LINE DRAWN PERPENDICULAR TO THE SOUTHWESTERLY LINE OF LOT 1, A DISTANCE OF 65.76 FEET; THENCE EAST PERPENDICULAR TO THE WEST LINE OF SAID LOT 1, A DISTANCE OF 55.38 FEET TO THE MOST WESTERLY EAST LINE OF SAID LOT 1, AND THE POINT OF TERMINUS OF SAID LINE; ALSO EXCEPTING THEREFROM ALL OF VILLAGE CENTRE PHASE 1-B PLAT OF RESUBDIVISION OF LOTS 6, 7, 8, 9 IN BLOCK 13 IN BUSSE & WILLE'S RESUBDIVISION IN MT. PROSPECT AND PARTS OF LOTS 8, 9, 10 IN BLOCK 15 IN MT. PROSPECT SUBDIVISION IN SECTION 12 AFORESAID; IN COOK COUNTY, ILLINOIS. 2013173,_1 EXHIBIT A-2 MAP (PROSPECT AND MAIN TIF DISTRICT) Map: Prospect & Main Proposed RPA Boundary W BUSSE AVE W LINCOLN ST =1 Proposed RPA Boundary 2013173 _1 E HENRY ST t CENTRAL RD z E MILBURN AVE z rammmammm io 0 Exhibit B — PROJECT TIMELINE On or before October 1, 2024, substantially complete construction of the Project (Temporary Certificate of Completion granted). On or before, January 1, 2025, obtain a Final Certificate of Occupancy. 2013173,x,1 EXHIBIT C PROPOSED PROJECT BUDGET The Aggregate of the Redevelopment TIF Eligible expenses shall not exceed $165,000.00: .....m_m—__._.._.._.._.._.._.._.._.._..___.w_........,. Estimated TIF Eligible Expenses Amount Construction $298,741.78 w_. ._._w....................___._.___.___._.w_w _ww.... a_.... w. �_......................................._.. F�lmprovements.............................__.. $3,016.20 ................___._.______w Estimated Total Proj ......ect Costs _ _ _ $655,944.70 Estimated TIF Eligible Expenses $165,000.00 Total Any of the estimated redevelopment project costs for any specific line item set forth in this Exhibit may be reallocated to any other line item, provided that the total cumulative redevelopment project costs that are reimbursable pursuant to this Agreement do not exceed $165,000.00. 2013173_1