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R-05-04 01/12/2004VILLAGE OF LEMONT RESOLUTION NO. R - /1/n� / JANUARY 12, 2004 A RESOLUTION APPROVING ACCEPTANCE OF PUBLIC IMPROVEMENTS AT LEMONT SENIOR HOUSING P.U.D. (Grace View) ADOPTED BY THE PRESIDENT AND THE BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT THIS 12TH DAY OF JANUARY 12, 2004. PUBLISHED IN PAMPHLET FORM BY AUTHORITY OF THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COUNTIES OF COOK, WILL AND DUPAGE, ILLINOIS, THIS 12TH DAY OF JANUARY, 2004 VILLAGE OF LEMONT RESOLUTION NO. Ail January 12, 2004 A RESOLUTION APPROVING ACCEPTANCE OF PUBLIC IMPROVEMENTS IN LEMONT SENIOR HOUSING P.U.D. (Grace View) WHEREAS, the Village of Lemont has adopted Ordinance 456, the Subdivision Regulations of the Municipal Code, to provide for the orderly growth of the Village and those territories within one and one half miles of the corporate limits; and WHEREAS, in accordance with Section X of the Subdivision Control Ordinance, the Village Board of Trustees shall consider requests to accept public improvements upon completion of same; and WHEREAS, the Lemont Senior Housing, L.P.I., the developer of property known as the Lemont Senior Housing Subdivision (Grace View), has requested that the Village of Lemont accept the public improvements in said subdivision; and WHEREAS, Village Staff and Village Engineer have reviewed Lemont Senior Housing Subdivision improvements for compliance with approved plans and the Lemont Subdivision Control Ordinance and the Redevelopment Agreement dated January 24, 2000, as amended, and recommended approval of the request; and WHEREAS, the Village will release securities held to guarantee installation of the public improvements since they have been found to be satisfactory, excepting the sum of $50,000 and, as provided in the settlement agreement in Lemont Senior Housing LPI v. Village of Lemont, dated January 12, 2004, the Village shall retain the sum of $35,000 from the original letter of credit. NOW, THEREFORE, BE IT RESOLVED, that the Village of Lemont President and Board of Trustees hereby accept Lemont Senior Housing Subdivision (Grace View) in accordance with the terms of the Lemont Subdivision Control Ordinance subject to the following conditions: 1. That a properly executed bill of sale shall be provided by Lemont Senior Housing L.P.I.; and 2. That a $50,000 maintenance guarantee in a form acceptable to the Village Attorney shall be provided for a term of not less than one year from the date of acceptance. PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COUNTIES OF COOK, DUPAGE AND WILL, ILLINOIS, on this 12th day of January, 2004. Debby Blatzer Peter Coules Brian Reaves Stephen Rosendahl Ronald Stapleton Jeanette Virgilio Attest: AYES NAYS PASSED ABSENT / • At. .14a (1111./,• . wHARLENE SMOLLE , Village Clerk ve- Approved by me this 12th day of January, 2004 PIAZZA, Vill. ge Pr H:\RLSOLUTI\2004 \StoughSen iorHOuSing.wpd nt ANI'?NJ. 0L'_0b 3297 P SETTLEMENT AGREEMENT MIS SETTLEMENT AGREEMENT ( "Agreement"), entered into this 5th day of January, 2004, by and between Lemont Senior Housing, L.P. 1, An Illinois Limited Partnership, Lemont Development Corp.. Michael Pizzuto, and The Stough Group, Inc., an Minois Corporation (collectively The Stough Group') and the Village of Lemont, an Illinois Municipal Corporation (the "Village "): WHEREAS, there is presently pending in the Circuit Court of Cook County Illinois, a lawsuit entitled Lemont 5.0ior Housing L.P. 1 et al. v. The N Mllaee of Lemont. An Illinois Municipal Qprxoration and Wells Fargo gkN�.A, No. 03 CH 19908 the "Lawsuit "); and WHEREAS, The Stough Group alleges in its Complaint and Petition for Preliminary Injunction that the Village obtained Fifty -Four Thousand Dollars (S54,000.00) to which is was not entitled from a Letter of Credit, which amount is currently in the possession of the Village, and that the Village also refused to accept certain public improvements without authority at law, which public improvements have yet to be formally accepted; and WHEREAS, the Village, on the one hand, and The Stough Group, on the other hand, wish to settle and terminate the Lawsuit, in consideration ofthe obligations hereinafter undertaken to resolve and discharge. as between the Village and The Stough Group, all liabilities, claims, demands, actions or causes of action arising out of the draw from the Letter of Credit and ret sal to accept public improvements which form the basis for the Lawsuit; NOW, THEREFORE, in consideration of good and valuable consideration and the mutual promises, covenants, releases and representations made below, the Village, on the one hand, and The Stough Group, on the other hand, agree to the following terms hi full and complete settlement of any and all claims and causes of action with respect to the items described above, 1.0 iipco poration by Reference. The recitals of fact set forth above are hereby incorporated by reference herein and made a part of this Agreement as if set out in full in the body of the Agreement. 2.0 Settlement Amount. The Village of Lemont agrees to pay to The Stough Group the sum of NINEN 't'EEN THOUSAND DOLLARS ($1.9,000,00) to be paid as provided in Section 3.0 below. 3.0 raMent,IrelLedult, The settlement amount ofNtneteen Thousand Dollars ($1S,000.00) shall be paid on or before January 12, 2004. Jar, 1 2D' 4 1 :48° 1 T OPOUi C ;& 'v'1RTEL PC 4.0 Location and Form of Payments. All payments required herein shall be made by check issued by the Village to The Stough Group at its principal business address at 534 W. Chestnut, Suite B -1, Hinsdale, Illinois 60521, unless otherwise notified in writing. 5.0 Acceptance ofPu_blic Improvements. Notwithstanding any provisions in the Lemont Village Code to the contrary, The Stough Group will convey, sign, transfer and set over to the Village the fallowing described public improvements located in the Lemont Senior Living Subdivision located at or near the intersection of Main Street and Grant Street, Lemont Township, Cook County, Illinois; Sanitary sewer, watermain, storm. sewer, curbs and gutters, sidewalk street lighting structures installed by Lemont Senior Housing L.P. I in the Lemont Senior Living Subdivision, provided, however, that those pipes (laterals) that transport sewage or water from the individual user to a common sewer or watertiain are not hereby conveyed or transferred to the Village but remain the property of Lemont Senior Housing L.P. I. The Village will accept the aforementioned improvements through a duly adopted resolution enacted no later than January 31, 2004, and shall provide The Stough Group with a certified copy of said resolution within two weeks of the enactment. Prior to adoption of said resolution, The Stough Group will provide a Bill of Sale to the Village which will represent and warrant to the Village that it is the Owner of said public improvements; that said public improvements are free and clear of all liens, charges and encumbrances; and that Owner has the full right, power and authority to convey said public improvements to the Village and to make the Bill of Sale. Prior to adoption of said resolution, The Stough Group will post a maintenance bond (surety), in a form approved by the Village Attorney, hi the amount of Fifty Thousand Dollars ($50,000.00) for a time period of one year commencing from the date of the resolution accepting the public improvements. In the event no defects in material and/or workmanship have developed in the improvements required to be constructed or installed in or upon such street or thoroughfares within said period, the bond will be returned to The Stough Group. The certification described herein shall be trade by the Village Engineer and Village President and shall be made under oath under the penalty of perjury. 6.0 Certificates of Occujry. Not later than January 31, 2004, the Village shall issue and deliver to the Stough Group final Certificates of Occupancy for each and every unit and building comprising the senior housing development at the property referenced in Section 5.0 herein. 7.0 Default. In the event any payment is not received within ten (10) days from the date it is due under Section 3.0 above, the Village shall be in default under the terms of this Agreement. In the event of Default, The Stough Group shall be entitled, pursuant to notice, to the entry of an Order of Judgment against The Village, for the balance remaining unpaid pursuant to this 2;U4 1 :49P'11 NION1. OU_Cb \i1RIEL Agreement, with interest accruing on said unpaid balance at the rate of 9.0% per annum from the date of this Agreement, In the event the Village does not accept the public improvements as provided in Section 5.0 above, or in the event the Village of Lemont does not issue final Certificates of Occupancy as provided in Section 6.0 above, the Village shall be in default under the terms of this Agreement. In the event of Default, The Stough Group shall be entitled, pursuant to notice, to the entry of an Order of Judgment against the Village, for declaratory relief providing that the public improvements be and are accepted by the Village, and for all costs and fees incurred in pursuing this matter. The Village agrees that in the event of default, it will not object to the entry of an Order of Judgment sought pursuant to Section 8.0 below, 8.0 Dismigsat of Lawsuit. Upon execution of this Agreement, The Stough Group shall advise the Court of the existence and terms of this Agreement and shall enter an Order in the Lawsuit providing that The Stough Group's Complaint is dismissed without prejudice, and Village to waive its costs, and the Court to retain jurisdiction to enforce the terms of this Agreement. The Stough Group agrees that if an Order of Judgment is entered by the Covert as provided herein, it will stay execution of said judgment during any time period in which the Village has made sufficient payments such that it would have been in compliance with the original payment schedule in Section 3.0 above. 9.0 Satisfaction and Mutual Release. By entering this Agreement, The Stough Group and the Village hereby agrees that each has fulfilled and satisfied its obligations completely with respect to any and all agreements between the parties, including but not limited to the Redevelopment Agreement dated January 24, 2000, the Tri -Party Agreement dated October 27, 1998, and any obligations or agreements under Ordinance No. 0 -6 -98 entitled "An Ordinance Amending the Zoning Map of the Village of Lemont and Approving a Planned Unit Development Known as Lemont Senior Housing Center (North of Main Street, east of Holmes Street — Murry Property)." (collectively the "Agreements and Ordinance "). A copy of said Agreements and Ordinance are attached as exhibits to the Complaint underlying this Agreement, and are incorporated by reference herein. The Village specifically agrees that The Stough Group is not required to perform any additional work nor expend any additional amounts upon or for the improvement in any way to the property referred to in the Lawsuit as the Canal Reserve Strip. Jn consideration of The Stough Group and the Village compromising and settling any and all claims, demands, costs and damages of any and all kinds whatsoever relative to the Lawsuit, and in further consideration of the execution of this Settlement Agreement, each of the parties hereto for themselves and their heirs and legal representatives, successors and assigns, expressly release the other party and their heirs and legal representatives, successors and assigns, from any rights, obligations, duties, liabilities for claims, causes of action and demands, now existing or hereinafter 3 J n I, . ANIOVVF'Ot:O` VINII:_ Nv No.3297 P. 5 created, arising out of the above described Lawsuit and the Agreements and Ordinance described herein. 10.0 Miscellaneous Provisions 10.1 Assignability: Binding Effects. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. The parties agree to adopt such resolutions as are necessary to effect this Agreement, and that the parties executing this Agreement are authorized to do so. 10.2 Governing Law. This Agreement shall be construed and governed in accordance with the laws of the State of Illinois. 10.3 Counterparts, This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. 10.4 Entire EntimAgmma Except as otherwise specifically provided herein, this Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof and supersedes all prior coaununications, writings and other documents with regard thereto. No modification, amendment or waiver of any provision hereof shall be binding upon any party hereto unless it is in writing and executed by all of the parties hereto or, in the case of a waiver, by the party waiving compliance. IN WITNESS WHEREOF, the parties have executed this Agreement on the date first above written. The Village of Lemont, an Illinois Municipal Corporation BY ATTEST: lC4.. , Title 4 The Stough Group, Inc., an Illinois Corporation BY: ATTEST: try" .ji/j4k 2 oLCD JanJJ1• 2004 1 50PM ,+,1TCViFO.'LU! & 01RTEL F0 Lemont Senior Housing, L.P, I, An Illinois Limited Partnership, Lemont Development Corp. ATTEST: 64till 41, .1464a0(.:00.4 5 6