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HomeMy WebLinkAboutRes 49-98 11/04/1998 Resolution No. 49-98 A RESOLUTION AUTHORIZING THE EXECUTION OF THE AMENDMENT TO AGREEMENT FOR THE SALE AND REDEVELOPMENT OF LAND WHEREAS, the Corporate Authorities of the Village of Mount Prospect, Cook County, Illinois, previously entered into an Agreement for the Sale and Redevelopment of Land dated January 25, 1994 as Resolution 7-94; and WHEREAS, it has become necessary to amend that Agreement to assure completion of the contemplated development; NOW, THEREFORE, be it therefore resolved by the President and Board of Trustees of the Village of Mount Prospect, Cook County, Illinois, as follows: SECTION 1: The President and Board of Trustees of the Village of Mount Prospect find that it is in the best interests of the Village of Mount Prospect and its residents that this Amendment to Agreement For the Sale and Redevelopment of Land be entered into and executed by the Village of Mount Prospect. The Amendment to Agreement is in the attached form and is made a part of this Resolution as Exhibit "A". SECTION 2: The President and Clerk of the Village of Mount Prospect, Cook County, Illinois, are authorized to execute on behalf of the Village of Mount Prospect the Amendment to Agreement after all of the other parties to the Agreement have properly signed and executed the same. SECTION 3: The Village Clerk is hereby directed and ordered to publish this Resolution in pamphlet form and to record the Agreement with the Recorder of Deeds of Cook County, Illinois. SECTION 4: This Resolution shall take effect from and after its passage, approval and publication in the manner provided by law. PASSED this 4th day of November ,1998, by the Corporate Authorities of the Village of Mount Prospect, on a roll call vote as follows: AYES: Clowes, Hoefert, Lohrstorfer, Necchi, Wilks NAYS: None ABSENT: Corcoran APPROVED this 4th day of November , 1998, by the President of the Village of Mount Prospect. ~ Ger~~;, Vlllage Pr/e/sident / ATTEST: et'ma W. Lowe, Village Clerk C;'~OFFICE~WPWlN\WPDO C SffvIFSORDS~,CLOCKTOW, ORD AMENDMENT TO AGREEMENT FOR THE SALE AND REDEVELOPMENT OF LAND ~j~ Th~s,0 Amendment ("Amendment") is made on or as of the ~ day of ~x~m ~a~_. 1998, by and between the VILLAGE OF MOUNT PROSPECT, an Illinois Municipal corporation ("Village"), having its principal office at Village Hall, 100 South Emerson Street, Mount Prospect, Illinois, MOUNT PROSPECT CLOCKTOWER PLACE JOINT VENTURE, or its nominee, ("Joint Venture"), located at 4353 West Lawrence Avenue, Chicago, Illinois 60630, and CLOCKTOWER DEVELOPMENT, EL.C°, an Illinois Limited Liability Company located at 7458 N. Harlem, Chicago, Illinois 60631 ("Assignee"). WHEREAS, the Joint Venture has purchased from the Village the real property legally described in attached Exhibit 'A" to the Agreement for the Sale and Redevelopment of Land dated January 25, 1994 (the "Agreement'); and WHEREAS, the Joint Venture now desires to sell to Assignee, and Assignee desires to purchase from the Joint Venture Lot 2 in the Clocktower Place Resubdivision ("Lot 2"); and WHEREAS, Assignee intends to construct one (1) residential structure on Lot 2 consisting of 50 condominium dwelling units according to the Agreement; and WHEREAS, the Village, the Joint Venture and Assignee desire that the rights and obligations as set forth in the Agreement be assigned from the Joint Venture to Assignee; NOW, THEREFORE, in consideration of the mutual promises and obligations of the parties hereto, each of them hereby covenant and agree as follows: SECTION ONE: Payment to Village of Liquidated Damages. A. The Joint Venture shall pay to the Village at closing the sum of $100,000.00 as and for liquidated damages as set forth in Section Two of the Agreement. This sum may be paid from the proceeds at closing. SECTION TWO: Extensions of Time. A. The Village shall extend the time period for completion of the entire Project (in particular, the 50-unit residential building on Lot 2) as set forth in Section Two B of the Agreement for a period of eighteen (18) months from the date that valid and completed building permit applications are made by Assignee. The Village further agrees to extend the temporary license for signage as set forth in Section Thirteen ot= the Agreement for a like period of time. SECTION THREE: Notices. Notice as provided in Section Twenty-Six of the Agreement shall be given to Assignee at: Clocktower Development, L.L.C. Attention: Bruce J. Adreani 7458 N. Harlem Avenue Chicago, IL 60631 SECTION FOUR: Organization and Authority. Both Assignee and the Joint Venture represent and warrant that they are duly organized and validly existing under the law of the State of Illinois, with full authority to acquire, own and redevelop the Property, and that the persons signing this Amendment on behalf of Assignee and the Joint Venture have the authority to do so. SECTION FIVE: Full Force and Effect. The Agreement of January 25, 1994, except as amended by this Agreement, shall now be in full force and effect as between Assignee and the Village. IN WITNESS WHEREOF, the Village has caused this Amendment to be duly executed in its name and behalf by its Mayor or his proxy and its Seal to be hereunto duly affixed and attested by its Village Clerk, and Assignee and the Joint Venture have signed and sealed the same on or as of the day and year first above written. ATT E S/T-~.' ~ MOUNT PROSPECT CLOCKTOWER PLACE JOINT VENTURE By: Pontarelli Builders, Inc., a partner D~nr~ Biedron, Vice President By: Thomas .Builders, Inc., a partner By: ~ J~hn Thomas, Vice President LOCKTOWER DEVELOPMENT, L.L.C. By: NORWOOD BUILDEJ;j~'S, J, NC. ~ c,,./~ ---7 Pr~dent AF/ 1/18~94 RESOLUTION NO. 7-94 A RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT BETWEEN THE VILLAGE OF MOUNT PROSPECT AND THE MOUNT PROSPECT CLOCKTOWER PLACE JOINT VEI~IT.U~E WHEREAS, the Village of Mount Prospect has established a Tax Increment Financing District for the purpose of redeveloping the downtown districf; and WHEREAS, in order to prepare the best plan for the redevelopment area, the Village of Mount Prospect has determined that it would be in the best interest of the Village to enter into an Agreement with the Mount Prospect Clocktower Place Joint Venture. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND BOARD OF TRUSTEES OF THE VILLAGE OF MOUNT PROSPECT, COOK COUNTY, ILLINOIS: ~ That the Mayor and Board of Trustees do hereby authorize execution. of an Agreement between the Village of Mount Prospect ahd the Mount Prospect Clock Tower Place Joint Vantum for the purpose of developing a plan for the Downtown Redevelopment District Target Area G of the Village of Mount prospect, a copy of which Agreement is attached hereto and hereby made a part hereof as Exhibit "A". ~ That this Resolution shall be in full force and effect from and after its passage and approval in the manner provided by law. AYES: Clowes, Hoefert, Skowron, Wilks, Farley NAYS: Hendri~ks ABSENT: Corcoran PASSED and APPROVED this 25ch day of January ,1994. AGREEMEN'I' FOR THE SAIF. AND REDI~VELOPMI!iNT OF LAND This AGREEMENT ('Agreement') is made on or as or the ~,'~-/-~ day of January, 199,$, by and between the VILLAGE OF MOUNT PROSPECT, an Illinois Municipal Corporation, ("Village'), having its principal office at Village Hall, 100 South Emerson Street, Mount Prospect, IL 60056, and MOUNT PROSPECT CLOCKTOWER PLACE JOINT VENTURE, or its nominee, ("Purchaser"), local~! at ?4? West Devon Avenue, Park Ridge, IL 60068. WHEREAS, the Purchaser desires to purchase from the Village and the Village ha~ agreed to sell to the l'urchaser, the real propert~ legally described in Exh~it A ,,,-~hed hereto and made a pan hereof ("t, mpen "); and comisting of a total of one hundred and forty (140) condominium dwelling units, and in con]uncl~n therewith to provide no less than two hung.red ten (210) parking spaces; and the Purchaser also intends Io construct a retail facilit~ on the Property, and/n conjunction therewith to provide parking sp~_~s as requi~d by the V'~linge Code (all of the improvement desc~'bed herein to be collectively referred to ns the '"Project'); NOW, THEREFORE, in consideration of the promises and the mutual obligalions of the palsies hereto each of them hereby covenant and a~ree with the other as follows: · The recitals set forth above constitute an tntegral part of ~ Agreement and are'incorporated herein by this reference with the same force and effect as if set forth herein as agreements of lie panics. Sec~on Two: F.~rnest Money ~ and Zoning Congn~ncy A. ~ Purchaser has pald the sum of One Hundred Two Thousund Five Hundred and no/100 Dollars ($10'2.~00.00) to the V'~llage, which shall be credited as Earnest Mo~ a~alnst the Purchase Price at the time of Clostn~. B. Z. tl~.t~li~ll~ This Agreement shall be conlingent upon Purchaser obtaining, on or before May 4, 1994, or on such later date as shall be m,m,,ll7 agreed to by the parties hereto, approval by the Village of Mount Prospect of a Planned Unit Development and/or a special use permit, inc~,,41nS approval of plat of subdivision or resubdivision if necessary, which will pennk the conslruction of the Project tn substantial compliance with the site plan that was subtniued by the Mount Prospect Clcck~ower Place Joint Venture dated November 29, 1993 for the development of Downtown Redevelopment Disuict Target Area G and is hereto ~,-~ed as F_.xh~it B. ('Village Approval'). Specifically, the Village Approval shall permit the conm-uction of one hundred and forty (140) condominium dwelling units contained tn three (3) buildings, two of which shall be no more sixty (60) feet in height and one of which shall be no more than fifty-one (51) feet'tn height, and no less than two hundred ten (210) standard parldng spaces in conjunction with said resident/a] Sa/d Village Approval shall al~o perm/t the construction of no more than seven thousand five hundred (7,5iX)) square feet of retail space and parking spaces/n conjunction therewith as required by the VilI~o Code. ff' Purch~er ts u.,q~ble to obtain said Village Approval by May 4, 1994, or by such lam- dam as mutually a~reed m by the Parties, this A/reement shall be null and void and the earnest money and gaod faith deposit returned to Purchaser. Should Purch~er fall.to completely construct the entire Project within three (3) years of the date of. closing, Purchaser shall pay to the Villn~e the suns of Orle Hundred Thousand and no/100 Dollars ($100,000.00) as liquidated damnges. The coustruct/on of' the retail facility and the first residential building must commence within ot~ year of' ciosin~.; and Nothing in this A~reement shall supersede the provisions of any Planned Unit Development nnd/or Special Use Permit adopted by the Village Board rdati~ to the Property. The Purchaser shall comply ~ the conditions of' the Village's Development and Building including the payment of all fees and deposits. Section Three: ~mle and Purchnse Price Subject to all of the tmns, covenants and conditions of th;~ Aszeeme~ Ihe VHlage agrees m ~ for the amount offTwo Million Six llundred Thirty Thomand nnd no/zOo DoUars ($2,630,000.00). The receipt of One Hundred Two Thousand Five Hundred and nolO00 Dollars ($102,500.00) as earnest money is acknowledged by the Village. The balance of Two Million Five Hundred Twenty- Seven Thousand Five Hundred and no/100 Dollars ($2,527,500.00) sbnl! be paid in ~,,h or by certified or Cashier*s check plus or minus prorations at d~e time of closing. Section Four:. Conveyance of Property A. ~ The ~dlage shall convey to the Purchaser title to the Propen~ by Warranty Deed ("Deed'). The conveyance and title shall, in addition to the provisions of this Agreement, be subjea to: I. Taxes not yex due and owing. 2. Easemontm, en~'oacinuents, cove~,.~m~s mhd resu'iedons of record ms se~ forth in lhe approved title policy ('Permitted Exceptions'). B. ~ The closing ('Closing') shall take place at Chicago Title & Trust Company, 1300 West Higgins Road, Park Ridge, IL 60068, on April 6, 1994, or within fiReen (15) bus' -tr~-~---· days after the Zoning Contingency descn'bed in Section 2(B) herein is satisfied. 2 C. ~ The Village shall be responsible t'or the real estate taxes up to and including the date of the deed. The Purcha-~et shall be responsible for taxes accrued after conveyance. Until a Certificate of completion is issued by the Village, the Purchaser shall notify the Village that the real estate taxes have been paid in full within ten (10) days of such payment. D. ~ The Purchazer shall, within thirty (30) days of the closing, file the Deed for recordation with the Cook County Recorder's Office. The Purchaser shall pay all costs for so recording the Deed. E. ~ In the event the Purch~er requires conveyance through escrow, the Purchazer shaH pay all escrow fees. Five: .P~oof of F'manclng P~ otme ~ ~m · .... ~ ~mon of~e m m~de ~e . . mo~ W.~ ~r. If ~e ~fl~e ~d d~l~e ~is A~t m ~ ~-" --~ ....... ~ts . . . ~on, ~e s~ pi~, ~~ ~gs S~on 6 ~ ~ ~e pm~ of ~e Vill~e ~d ~y ~ ~ by ~e ~e for ~ ~ - S~: Si~ ~ ~d ~~ ~e ~r ~ W w~ ~ (3) r~iden~ ~ndomln~ s~r~ on ~i~g of w~ of o~ h~ fo~ (1~) ~ ~u ~ ~ ~dj~on &~ m pw~ No~ 29, I~, ~ ~ m ~e ~e ~ ~e~lop~ ~, T~ ~ G. mf~n~ ~ m~e a pm of ~ ~m~nt. No ~e ~out ~e p~or ~ ~mv~ of ~e ViH~e of Mo~t m~ by ~ ~gs, ~e ~er ~1 ml~d ~: ~e teflon, ~ffi~on or m~on of public or p~v~ ~li~; ~v~s; ~ ~e ~ or ~on of ~ ~s, sid~k~ or p~ys ~m~o~ or d~ ~ a r~ult of ~e ~r's r~evelop~nt. Sec~on Seven: Limited AppUcnbility ,amy approvals of the Drawings made by the Village ate for the purposes of this Agreement only, and do not affect or constitute approvals required for building permits or approvals required pursuant to any other ordinance of the Village, nor does any approval by the Village pursuant to the agreement constitute approval of the quality, structural ~oundness or the safety of any improvements located on the Property. The Village, however, agrees to assist the Purchaser in expeditiously obtaining all necessary approvals affecting the Property. Within forty-five (45) days of the acceptance of this Agreement, the Village shall provide to the Purchaser, a ~trrent survey of the Property containing such information and in sufficient detail to obtain extended title insurance coverage over survey exceptions, prepared by a licensed Illinois Land Surveyor in accordance with the survey standards, of the American Land Title Association (ALTA) and the American Coagre~s of Surveying and Mapping. The Village shall credit the Purchaser, a~ the time of closing with the amount of One Thousand Five Hundred Dollars ($1,:500.00) for this survey. ,SeeL~oa Nme: Evidence of Tide A. Within thilv] (30) days following execution of this Agreement, the V'dlage will deliver to Purchaser a commitment ('Comminnent") to issue an ALTA Form B Owner's Policy of Title lmurance issued by C~cago T'~e Insurance Company ('Title Company") in a i~mlnnl anloh-m'. showing title to the Property in the Village and being subject only to (0 those exceptiom which are set forth in the approved title policy ('Pertained Exceptions'); and (ii) the other exceptions set forth in the Commitment. · B. The V'dlage shall deliver or cause to be delivered to Purchaser at Cio.sing, prior to d~b~ by the T'~e Compan7 of the Pta'chase Price deposited with it by Purchaser, an ALTA Form B owner's title imurance policy in the amount of the Purchase Price issued by the Title Comp~,~. pursuant to the Commitment de,~ribed in SecIion 9(A) hereof, c9. v~h~i-g no exceptions other than the Permitted Exceptions and insuring fee slm?le title to the Property in the Purchaser, which policy shall include exteaded coverage over all so-called general (or standard) ~ customarily coutained therein (including, without lingtation, the exceptlous per~inlng to surve~ matters and mecha~c~' lien claims). C. The Purchaser shall pay all coats lnctured in obtaining such owner's title imutance commitment and policy ('mcludins endorsements). .~cfion Ten: Unpermittzd F,.~ceptions If the Commitment or the Survey dhclose exceptions to tide other than the Permi~ Exceptions' (hereinafter referred to as "Unpemgtted Exceptiom"), and either (i) the cost to remove such Unpemfiu~d Exceptions is le~ than or equal to Twenty Five Thousand Doliars ($25,000), or (h') such Unpermitted Exceptions are an encumbrance secttring a sum of money caused by a deh'be~, intentional act of the Village, the Village shall have sLv~' (60) days from the date of delivery of the Title Commitment or Survey to remove such Unpetmitmi Exceptions. If the Village fails to remove any such Unpermitted Exceptions, Purchaser may cica, within five (5) days after the date on which such Unpermitted Exceptions were required to be removed by the Village, to either 0) terminate this A~reement, (in which event the Earnest Money deposited and all interest thereon shall be immediately returned to Purchaser), or (ii) accept title subject to such Unpetrnitted Exceptions. .Section Eleven: Demolition or Existing Buildin~ The Village shall be solely re-qponslble tot the demolition, it' necessary, or' any existing struca~-e,s on the Property, and shall comply with an), existing Village ordinances, State and Federal law3 regarding the disposition of any demolition and/or construction debris. The Village shall be responsible for the removal of existing pipes, utility equipment or building foundations and the termination of existing wa~r or other services to the Property. The Village shall demolish all existing structures on the Property prior to Closing. ,Section Twelve: Access to Premises · . arPU~.chtea~r,a~ei~i~dmrePTt:.nm~,t:tives, ag,.nts, employees, lenders, contractors, appraisers, ..... may, g reasonable business hours and o ....... -, .... g sim inspeaions, ~2.and hold tile VHlage harmless from and a~ai~ any and all clahm ~ ~ Section Thirteen: $ignage and Temporary Sales Structures cloo;,,~ ~o .~ _...,. ~._.__ ---r----_;_ ~,~u .r.~.pu~ mree t~) years lrom the ,4~,. of ""~ ,,, -, -,,.~ umo as ninety percent (~ of the ----'-~--~-' ........ - 8eefion Fourteen: Limitalion Upon Ena~mbrnnee of Property ---,---..,, ~,uj ~ nece~a~7 to comu-uct U~ Project; or (c) funds necessary for a,,~ects, sun~eyors, conanltams or lesal or title fees in connection with the Project. Section lr~'~een: Coveaaats Running With the Land The parties agree, and the Deed shall so expreuly provide, that the covenants provided in Sectinm 14 mhd 17 shall be covenants mnni~ with the land binding the Purchaser and its successors and assigns to the fullest extent permitmd by law and equity for the benefit and in favor of the and the Village, and shall be enforceable by the Village, any sucres.sot in interest to the Property, or any pan thereof. .Section Sixteen: Restrictions On Use The Purchaser agrees for itself, its successors and assigns, and every successor in interest to the Property or any pan thereot', and the Deed shall contain covenants on the pan of the Purchaser for 5 IUelf, and its successors and assigns, and the Purchaser sha/I not discriminate based upon race, color, religion, sex, national origin or ancestr7, military status, sexual orientation, source of income, age or handicap in the sale, lea~e, rental, use or occupancy or'the Property or any improvements located or to be erected thereon. ~on ~eventeen: Performance and Breach A. ~I1LOd~,la~ Time is of the essence in the parties' performance of their obligat/ons under this Agreement. B. ~ Neither the Village, the Purchaser, nor any successor in inter~t to the Purcha-~er, shall be considered in breach of its obligations with respect to the commencement " and completion of consttuc~on of the Improvements in the event of delay in the perfommm:e of such obligations due to unforaaceable causes beyond such party's conmal and without party's fanlt or negligence, including, but not limited to, any delays or halts in cormruction of ~ Improvements which are compelled by court order, acts of God, acts of'the public enemT, ' acts of the United States government, governmental requirements related to the remndia~on the disposal of hazardons and/or toxic materials, acts of the other party, fires, floods, epidemice, quatanfiue restrictions, slzikaa, embargoes and unusually severe weather delays of subcontractors due to such cause. The time for the performance or the obligndons shall be extended only for the period of the delay if the party seeking the extension shall request it in writing of the other party within twenty (20) days after the beginning of such delay. C. Breach 1. ~ F. xcept aa otherwise provided in this Agreement, in the event of default by aa7 party or its successor in interest in the performance of its obligations under tlzLi Agreement, such party or upon written notice from the other, shall cure or remedy such .. default not later than thirty (20) days after receipt of such nbfico. In the event such actkm is not dliigemby lnU'sued or the default not cured within thirty (30) days al~r teceilot of snob notice, the aggrieved pa~y may ~ such proceedings at law or in equity aa may declare the other party to be in defanit and may be necessary or deairuble in its sule discretion to cute and romedy Such default, including but not !!raked to, proceedings to compel specific - performance by the pa~ in default of its obligations.. 2. ~ For puqaoaes of this Agreement, the failure of the Purchaser to develoia. drawings consistent with the procedures outlined in Section 6 of this Agreement with regard to the construction of improvements shall constitute an 'event of default.' 3. ]~)~)f_D._~.!~iaa~ If, from the execution cl~ of this Agreement until the Village delivers to the Purcha$~ the _Deed__ to the Property, the Purchaser or any succe~or in interest defaults in an7 manner aa described in Paragraph (2) of this Subsection 17 (C), the Village may immediately terminate this Agreement and institute any action or proceeding at law or in equity against the Purchaser. 4. ~ If, subsequent to the conveyance of the Property to the Purchaser by the Village, the Purchaser or its successor in interest shall default in any specific manner 6 as described in this Section 17(C), then the Vii/age, by written notice to the Purchaser, may utilize any and ail remedies available to the Village at law or in equity. 5. ~ Notwithstanding any other provision of this Agreement, the sole remedy of the Purchaser in the event of a default by the Village in any of the terms of this Agreement is to institute legal action for specific performance against the Village. Uzxler no circumstances will the Village have any ~onetary liability for damages, compengatz~y or punitive under the provisions, terms and conditions of this Agreement. Section Eighteen: Conflict of Interest; Vm.o.e's Representatives Not Individually L/able The Purchaser warrants that no agent, official, or employee of the Village shall have any persutm/ '- interest, direct or indirect, in this Agreement, nor shall any such agent, official or emplo~ partidpat~ in any decision re!aUrar to this Agreement which affects his or her personal int~-esta or the interests of any corporation, partnership or assocl~len in which he or she is directly or indins:tly interested. No agent, official or employee of the Village shall be personally liable to the Ptuchasor or any sue_~__,sor in into-est in the event of any default or breach by the Village or for any ammmt which may become due to the Purchaser or successor or on any obligation under the terms Agreement. ,SecUre N'm~_,~_~: Environmental and Soil Conditions The Village makes no covenant, represen/atlon or warranty as to tho environmental conditions offl~ Property or the suitability of the Prepeny for any purpose whatsoever. It shall be the reapons~ility of the Purchasor, at its sole coat and expense, to investiga~ and determine the soil and environmental condition of the ProPertY. After ~Ms Agreement has been exeam~ by the Purchaser, the Purchaser shall be entitled to conduct s~ail and environmental m$~ the Property. If such a request is made, the Village shall grant to the Purchaser a right of =utt~. for the sole purpose of allowin~ fl~¢ Purdaaser to conduct soil and environmental teats on the Prol~ty. The Purchaser agree__~ to ddiver ~o th~ VHI~e a copy of each report prepared.by tbe Pnrctmmr regarding the sou and environmental condition of the Property in the event such report results in ter~-~on of this Agreenmm The Pur~ shall have sixty (60) da~s from the execution of this Agreement to conduct soil and environmental tests and notify the Village in writing if such tests reveal environmental contamination of the property. If the Village is notified of the extent of the environmental contamination in writing, the Village agrees to remediate such contamination. The Purchaser shall reimburse the Village at the time of closing for all costs of such remediation up to One Hundred Thousand and no/100 Dollars ($100,000.00). If the Purchaser does not give the Village written notice of envtrenmental contamination and the extent thereof within sixty (~0) days of the date of the execution of this Agreement, then Purchaser shall accept the environmental condition of the property and be completely responsible for the entire cost of any remediation or clean up of such environmental contamination. If, at~r the Property has been conveyed to the Purchaser, the soil and environmental condition of the Property is not in all respects entirely suitabte for the use or uses to which thc Proper~ shall be utilized pursuant to the terms of this Agreement,it shail be the sole responsibility and obligation of 7 the Purchaser to take ~uch action a.1 ma), te necetlatT to place ~e ~ii and envi/onmeat,-~ condition or the Property in a condition entirely suitable for the ~ntended uses of the Property. The Putck~er additionally agrees to indem~fy the Village ~'om any claim relating to the soil and envtro~ condition of the PropertT, and to undertake and discharge all liabilities of the Village atiaing ~tom any condition which existed on the PropenT prior to the conveyance. Section Twenty: Broker Seller and Puroha~er each repreaent to the other that there is no broker ('Broker') involved in tb~ ttanaact~on, and each party hereby agrees to indeaudfy, defend a~l hold haz~de~ each other ~om any such claim. Sec~on TwmW-Oue: · Prov/dom No~ Me~ged With Deed The provislons of _thi~ ,Agrmnent shall not be m~ed v~th the Deed, and the -Deed-- shall not be ~ to affect or impair tl~ provisions of tlgs Agreement. Section Twenty-Two: The headings of the various ~_~?'_ons of this Agreement have been inserted for con~ refet'ehce o]:dy ~ ah,MI l]ot in aRy ~z~ion Twmty-Mve: Severabilit7 If any provision of this Ag~nent, or any paragraph, sentence, clause, phrase or word, or the application thereof is held invalid, the remainder of this Agreement shall be contused as if tach invalid part were never included and this Agreement shall be and remain valid and enforce, able to the fullest extent permitted by law. Section Twenty-Six: Not/cas Any notice, demand or request required or permitted to be given hereunder shall be hand delivered in writing or sent by registered or certified mail, postage prepaid, return receipt requested, to the party at the following acldre~s: If to Purchaser: Mount Prospect Clocktower Place Joint Venture Ama: Michael Pontardli 747 W~st Devon Avenue Park Ridge, IL 60068 With a copy to: PaUl A. Kol'pak 6767 North Milw~,i~,.~. Avenue, Suite 202 '. Nilea, IL 60714 If to V'tlla~e: Village of Mount Ptmp~t Arm: Village Manager 100 South Emerson Street Mount Prospect, IL 600~6 With a copy to: C-erald L. Farley, Mayor Village of Mount Prospect 100 South Emerson Street Mount Prospect, IL 600~6 Notices ar~ deemed to have ln~n received by the partiea three f~) days at~r mailing - Tn~ patgen. by notice given hereunder, may de~isaa~ any fresher or different addnn.nes.~o which sulnezlUeat This Agreement is executed in triplicate, each of which shah constitt~ an original imtnnnent. ~dlan Twenty-Right: Organiss/im and Authorlty ThO Purdmser Of other than an Individual) represents and warrants that'it is duly or~ and validly existing under tho isw of the State of Illinois, with ftfll power and anthority to ac~ own atat redevelop the Pi-open'y, and that the person(s) signing this Agreement on-behalf of the Pm-chaser have the atahori~ to do' so. This Azreement, and any exhibit ~-~ed hereto, may be amended only by ~ mmnal consmt of the Pa~es with the adcp~on of an ordinance or resolution of the ~ at~rov~ saki ammbn~t.. as provided by law, and by ~ execution o~ s~d amendment by the Parfi~ or their successor~ m interest. Except as oth~v~ expressly provided herein, this Agreement supersec~ 'aH prior a~-eements, negotiations and discussions relative to the subject matter hereof and is a full h~gratlon of the agreement of the Panle~. II iS mutually understood and agreed by th~ Parde~ that, the ¥illag~ will Install or ~ ~o be implied a brick paved coanectlon from the property ~o the existin; Busse Avenue Commerci~ Disu'ict, md m further c~use Wille Su'e~ m be reconfl~ured ~o permit the flow of two-way The cost of these public improvenmm will be paid by the Vill~e, but In abe event thaz the exceeds. ~e sum of Thkty-Plve ~ md no/100 DolLers ($35,000.00), then Purch,~ser shall withtn thirty (30) days abr recolM of ihe'invoice~ evtdencJns said corn, reimburse the VlUafe For Clerk, .,.4 the ~ has s~ned and sealed th~ #me on or as of the day and year first above wril~m. VILLAGE OF MOUNT PROSPECT, an ~ Munic~p~ ~OINT VENTURE 10 EXmlT 'A' Lot I in W'~$ Consolidation Plat of Lots I and 2 in W'dl¢$ Consol~**_!on Plat of Lob 2 to 12, both inclus/ve, in block 2 in Busse a~/W'dle*s Re--sion/n Mount Pr~ · subdivis/on in the west 1/2 of'Section 12, Township 41 North, Range 11, East of'the Third -. Pri~l~l Mm'idian. Lot 'A" h Corporate Subdivision No. 8, V'dlase of'Mount Prospect, Cook County, I~ be/ng a subdivis/on ofl~.U 13, 14, 15, 16 and 17 (except the north 22.00 feet thru'eot) in block 2 in Busse ami W'dl_e's Resubgivision in Mou~t Prospect in the west 1~ of'Sectlon 12,' Township 41 North, Range 1 I, Fast of the Third Principal Meridian. hrcel 3 The north 22.00 f~ of Lot 17 and all of'Lots 18 and 19 in b!ock 2 in Bus~ and Wi~e*s P. esulxflvls/on ~ ~ ~ h ~ ~ 1~ of~ 12. To~p 41 N~ ~ 11, Fast of the Third lhincipal Meridian, all h Cook County, m.~nols. .- P LA~'"iTING O -- ~ ....... BUILDERS Januaty 21, 1994 Mr. William Cooaey, Dite~r of Planning VILL&GE OF MOUNT PROSPECT I00 South Emenon Mount Prospect, Illinois ~00~6 , RE: SIGNS TO BE LOCATED AT CLOCKTOWER PLACE Dear Mr. Coone:~: Enclosed ple~e find diagrams of the proposed signs and sign locations for the Mount Ptmpect downtown tedeveiopment district, Tat~et Azns 'G'. The diagrnm_~ ate labelled Exhibk C-!, Exhibit and Exhibit C-3. These Exhibits ate intended to be incorporated into the Redeveifa~nent Agreement between the Village of Mount Proq~ct and the Mount Prospect Clock'tower PI.ace Joint Veaturo.. summary of the proposed signs and sign locations is ~ follows: I. Central Road. This sip wili be two-sided, as depicted in E.v, hibitCol. Tbeeignwillbe positioned pe~i~ to ua/ftc on the south side of Central Road be/ween Pine Street and the Ten-ace Supply Center. Face of Sign: 9'6' x $'0' Height: 12'6' (approximate) 2. Wille Strew. This sign will be one-sided, as depicted in F. xhiblt C-1. The sign will be located on the we~t side of Wille Street, mid-way betwae~ Northwest Highway ami Central Road. · Face of sign: 9'6' x 5'0' Height: 12'6' 3. Pine Saree This sign ~dl be oae~ided, as depi_~__~_ in F..xh~it C-1. The sign m31 be located on the east side of Pine Street, mid-point between Northwest Highway ami Road. Face of sign: 9'6' x 5'0' Height: 12'6' (approximase) 4. Northwest Highway. This sign will be ons-s/ded, but will feature two sq~rate signage 'wings' that ~ measure 8 fes~ by 12 fee~. In edditl'on, there is a central 'ciocklowe~' feature which is 4 feet wide ami 15 feet tail. Landscaping consisting of smd1 ~ am/ atmuaJs will be iasuiled at the base. The sign is depicted in Exhibit C-2. This sign wfai face Northwest Highway, and will be positioned neat the intersection of Northwest Highway and WUIe Stree/. Face of sign: (8' x 12') x 2 Overall Height: 15' 747 WES T OEVON AVENUE ~708) 698-4200 FAX (708) 698-4502 PARK RIDGE, ILLINOIS 60068 a~ar3~ 20, t994.; pa~e two Exhibit C-3 ~ I1~ iadicllNI die Iocli°tis of' the sifns CdltiVe to die overall sb plan. PONTARlU. LI BUn. Dm, l~C. Central Road ] elecTr;c C~d.o...mmmm Bufl&ng 40 D.U~ IlL-ILl ' 6 Story. Condominium Building 50 D.'U,