R-51-14 Resolution Authorizing a Partial Termination of Recapture Agreement Resolution No.
A Resolution Authorizing a
Partial Termination of Recapture Agreement
WHEREAS, the Village of Lemont ("Village") is an Illinois Municipal Corporation
pursuant to the Illinois Constitution of 1970 and the Statutes of the State of Illinois; and,
WHEREAS, pursuant to Village Ordinance No. 0-76-06 adopted by the Village on
October 23, 2006, the Village and HomeWerks-Lemont, LLC, an Illinois limited liability
company ("HomeWerks"), are parties to a certain Recapture Agreement for Water and Sewer
dated October 23, 2006 (the "Sewer and Water Recapture Agreement"), recorded in the Office of
the Recorder of Deeds of Cook County, Illinois on August 31, 2007, as Document No.
0724360071;
WHEREAS, the Sewer Main and Water Main constructed by HomeWerks benefitted not
only the approximately 68 acres of real property then owned by HomeWerks and legally
described in Exhibit A to the Sewer and Water Recapture Agreement, but also the Benefitted
Area legally described in Exhibit B to the Sewer and Water Recapture Agreement and the real
estate depicted as the Benefitted Area on the Benefitted Area Map attached as Exhibit C to the
Sewer and Water Recapture Agreement;
WHEREAS, Owner is the owner of record of certain real estate consisting of
approximately 131.14 acres of land, located at the Southwest Corner of 131st Street and Parker
Road, Lemont, Cook County, Illinois, which property (the "Kettering Property") is legally
described on Exhibit A attached to the Partial Termination;
WHEREAS, the Kettering Property is a portion of the Benefitted Area under the Sewer
and Water Recapture Agreement;
WHEREAS, pursuant to Partial Assignment of Recapture Rights dated June 27, 2008,
HomeWerks assigned its right to the sewer and water recapture payable with respect to the
Kettering Property under the Sewer and Water Recapture Agreement to Montalbano Builders,
Inc. ("Montalbano"), which at that time was the owner of the Kettering Property;
WHEREAS, in March, 2009, Montalbano conveyed the Kettering Property to Arizona
Illinois REO Trust ("REO Trust"), its mortgagee's designee, pursuant to a Deed in Lieu of
Foreclosure Agreement, and, at the closing of the Deed in Lieu, pursuant to Assignment and
Assumption of Intangible Property dated March 30, 2009, Montalbano assigned its right to
"recapture payments"to REO Trust;
WHEREAS, in March, 2010, REO Trust conveyed the Kettering Property to Owner,
and, at that closing, pursuant to a General Assignment of Intangible Property dated March 10,
2010, REO Trust assigned its "recapture rights"to Owner;
WHEREAS, pursuant to the above described Assignments, Owner has succeeded to the
interest of HomeWerks in the sewer and water recapture payable with respect to the Kettering
Property under the Sewer and Water Recapture Agreement;
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WHEREAS, Owner, as the holder of legal title to both the Kettering Property and the
sewer and water recapture payable with respect to the Kettering Property under the Sewer and
Water Recapture Agreement, and the Village, each desire to terminate the Sewer and Water
Recapture Agreement and all obligations to pay and/or collect Recapture Fees and any other
amounts thereunder, solely with respect to the Kettering Property.
WHEREAS, this Partial Termination, shall not apply to any other portion of the
Benefited Area, or any other property, except the Kettering Property.
BE IT RESOLVED by the Village President and Board of Trustees of the Village of
Lemont as follows:
Section 1: The foregoing findings and recitals, and each of them, are hereby adopted as
Section 1 of this Resolution and are incorporated by reference as if set forth verbatim herein.
SECTION TWO: The Mayor and/or Village Administrator are authorized to execute
the Partial Termination of Recapture Agreement attached hereto as Exhibit A, to make minor
changes to the document prior to execution which do not materially alter the Village's
obligations, and to take any other steps necessary to carry out this Resolution.
SECTION THREE: This Resolution shall be in full force and effect from and after its
passage and approval as provided by law.
PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES
OF THE VILLAGE OF LEMONT,COUNTIES OF COOK, WILL AND DUPAGE,
ILLINOIS on this I I day ofa(AS , 2014.
J
PRESIDENT AND VILLAGE BOARD MEMBERS:
AYES: NAYS: ABSENT: ABSTAIN
Debby Blatzer V
Paul Chialdikas
Clifford Miklos
Ron Stapleton
Rick Sniegowski
Jeanette Virgilio ✓"
RIAN . REAVES
6) Presid nt 0,40
ATT ST:
CHARLENE M. SM I LLEN
Village Clerk
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EXHIBIT A
PARTIAL TERMINATION OF RECAPTURE AGREEMENT
#615561 3
This instrument was prepared by, and
after recording return to:
Bruce A. Salk
Cohen, Salk& Huvard, P.C.
630 Dundee Road, Ste. 120
Northbrook, IL 60062
P
Permanent Real Estate Tax Index Nos.:
See Exhibit A attached
Street Address:
Southwest Corner of 131st Street and Parker Road
Lemont, Cook County, Illinois
PARTIAL TERMINATION OF RECAPTURE AGREEMENT
THIS PARTIA TERMINATION OF RECAPTURE AGREEMENT ("Partial
Termination") dated as of , 2014, by and between the VILLAGE OF
LEMONT, Cook, DuPage and WI l Counties, State of Illinois, an Illinois municipal corporation
(the "Village"), and GLEN OAK ESTATES, LLC, an Illinois limited liability company
("Owner"). (The Village and Owner are sometimes referred to individually as a "Party" and
collectively as the "Parties").
WITNESSETH:
WHEREAS, pursuant to Village Ordinance No. 0-76-06 adopted by the Village on
October 23, 2006, the Village and HomeWerks-Lemont, LLC, an Illinois limited liability
company ("HomeWerks"), are parties to a certain Recapture Agreement for Water and Sewer
dated October 23, 2006 (the "Sewer and Water Recapture Agreement"), recorded in the Office of
the Recorder of Deeds of Cook County, Illinois on August 31, 2007, as Document No.
0724360071;
WHEREAS, all capitalized terms used and not otherwise defined in this Partial
Termination shall have the same meanings as in the Sewer and Water Recapture Agreement;
WHEREAS, the Sewer Main and Water Main constructed by HomeWerks benefitted not
only the approximately 68 acres of real property then owned by HomeWerks and legally
described in Exhibit A to the Sewer and Water Recapture Agreement, but also the Benefitted
Area legally described in Exhibit B to the Sewer and Water Recapture Agreement and the real
estate depicted as the Benefitted Area on the Benefitted Area Map attached as Exhibit C to the
Sewer and Water Recapture Agreement;
WHEREAS, Owner is the owner of record of certain real estate consisting of
approximately 131.14 acres of land, located at the Southwest Corner of 131St Street and Parker
Road, Lemont, Cook County, Illinois, which property (the "Kettering Property") is legally
described on Exhibit A attached hereto and made a part hereof;
WHEREAS, the Kettering Property is a portion of the Benefitted Area under the Sewer
and Water Recapture Agreement;
WHEREAS, pursuant to Partial Assignment of Recapture Rights dated June 27, 2008,
HomeWerks assigned its right to the sewer and water recapture payable with respect to the
Kettering Property under the Sewer and Water Recapture Agreement to Montalbano Builders,
Inc. ("Montalbano"), which at that time was the owner of the Kettering Property;
WHEREAS, in March, 2009, Montalbano conveyed the Kettering Property to Arizona
Illinois REO Trust ("REO Trust"), its mortgagee's designee, pursuant to a Deed in Lieu of
Foreclosure Agreement, and, at the closing of the Deed in Lieu, pursuant to Assignment and
Assumption of Intangible Property dated March 30, 2009, Montalbano assigned its right to
"recapture payments"to REO Trust;
WHEREAS, in March, 2010, REO Trust conveyed the Kettering Property to Owner, and,
at that closing, pursuant to a General Assignment of Intangible Property dated March 10, 2010,
REO Trust assigned its "recapture rights"to Owner;
WHEREAS, pursuant to the above described Assignments, Owner has succeeded to the
interest of HomeWerks in the sewer and water recapture payable with respect to the Kettering
Property under the Sewer and Water Recapture Agreement;
WHEREAS, Owner, as the holder of legal title to both the Kettering Property and the
sewer and water recapture payable with respect to the Kettering Property under the Sewer and
Water Recapture Agreement, and the Village, each desire to terminate the Sewer and Water
Recapture Agreement and all obligations to pay and/or collect Recapture Fees and any other
amounts thereunder, solely with respect to the Kettering Property.
WHEREAS, this Partial Termination, shall not apply to any other portion of the
Benefited Area, or any other property, except the Kettering Property.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereby agree as follows:
Section 1. Recitals. The foregoing recitals are hereby incorporated into and made a part
of this Partial Termination.
Section 2. Assignment and Succession. The Village acknowledges that Owner is the
assignee of the interest of HomeWerks under the Sewer and Water Recapture Agreement with
respect to the Recapture Fees and any other amounts payable with respect to the Kettering
Property thereunder and that Owner succeeded to the interest of HomeWerks under the Sewer
and Water Recapture Agreement with respect to the Recapture Fees and any other amounts
payable with respect to the Kettering Property thereunder. The Village does and shall recognize
Owner as the successor in interest to HomeWerks for all purposes of the Sewer and Water
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Recapture Agreement with respect to the Recapture Fees and any other amounts payable with
respect to the Kettering Property thereunder.
Section 3. Partial Termination. Village and Owner hereby agree to terminate the Sewer
and Water Recapture Agreement and all obligations to pay and/or collect Recapture Fees and any
other amounts thereunder, but solely with respect to the Kettering Property. Such partial
termination shall be effective as of the date hereof. From and after the date hereof, the Sewer
and Water Recapture Agreement shall be terminated with respect to the Kettering Property, and
no Recapture Fees shall be due or payable thereunder with respect to the Kettering Property.
Nothing contained herein shall affect the Sewer and Water Recapture Agreement with respect to
the balance of the Benefitted Area, which shall be and remain in full force and effect for all of
the Benefitted Property, with the sole exception of the Kettering Property.
Section 4. Subdivision, Development, Construction and Sale. The Village agrees that
the Owner (and its successors in title to any or all of the Kettering Property) shall not be
obligated to pay the Recapture Fees as a prerequisite for review and/or approval, including,
without limitation, issuance of applicable permits, by the Village for any subdivision and/or
development of the Kettering Property or for any construction, sale and/or occupancy of homes
thereon. This Partial Termination shall not relieve the Owner(and its successors in title to any or
all of the Kettering Property) from any other obligations or requirements of all other agreements,
applicable laws, rules, regulations, orders, fees and ordinances of the Village.
Section 5. Indemnification and Hold Harmless
5.1 Except for the obligations set forth in this Agreement, Owner, for itself, its
successors, executors, administrators, assigns, agents, representatives, trustees,
beneficiaries and attorneys do hereby release, remise, acquit and forever
discharge the Village of Lemont and all of its respective officials, officers,
directors, employees, agents, attorneys, representatives, predecessors, successors,
executors, administrators and assigns of and from any and all claims, demands,
damages, costs, expenses, obligations, liabilities, causes, actions, causes of
action, suits, debts, accounts, reckonings, bonds, bills, specialties, covenants,
controversies, agreements, promises, variances, trespasses, judgments and
executions whatsoever, in law or in equity, of any nature or kind whatsoever,
whether known or unknown, and which Owner, for itself, its successors,
executors, administrators, assigns, agents, representatives, trustees, beneficiaries
and attorneys, may have or had against the Village for, upon, or by reason of any
matter, cause or thing, whatsoever, arising out of or relating to the Sewer and
Water Recapture Agreement.
5.2 Owner shall defend, protect, indemnify, save, and forever hold harmless the
Village from and against any and all liabilities, obligations, claims, damages,
penalties, causes of action, costs and expenses, including but not limited to court
costs, litigation expenses, insurance deductibles, and attorneys' fees and
expenses, which the Village may incur, suffer, or sustain, or for which the
Village may become obligated arising directly or indirectly from, in connection
with, under, or as a result of(1) the failure of the Village to collect and pay out
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the Recapture Fees applicable to the Kettering Property under the Sewer and
Water Recapture Agreement, and/or (2) this Agreement (excluding Section 4
herein). The indemnity obligation in this Section 5.2 shall be personal to Glen
Oak Estates, LLC, the current Owner of the Kettering Property, and shall be and
remain binding upon and enforceable against Glen Oak Estates, LLC from and
after the sale or conveyance of any or all of the Kettering Property by Glen Oak
Estates, LLC. Notwithstanding the provisions of Section 6.5 below or anything
to the contrary contained herein, no bone fide purchaser of any or all of the
Kettering Property, as successor to Glen Oak Estates, LLC and a future owner of
such portion of the Kettering Property, shall have any obligations under this
Section 5.2.
Section 6. Miscellaneous.
6_I Counterparts. This Partial Termination may be executed in several counterparts,
each of which shall be an original and all of which shall constitute but one and the
same agreement.
6_2 Recordation. The parties agree that this Partial Termination shall be recorded at
the expense of Owner.
6.3 Severability. If any provision of this Partial Termination, or any section,
sentence, clause, phrase or word, or the application thereof, in any circumstance,
is held to be invalid, the remainder of this Partial Termination shall be construed
as if such invalid part were never included herein, and this Partial Termination
shall be and remain valid and enforceable to the fullest extent permitted by law.
6_4 Choice of Law. This Partial Termination shall be governed by and construed in
accordance with the laws of the State of Illinois.
6_5 Successors in Interest. It is intended that each of the provisions and agreements
set forth herein shall run with the land and create equitable servitudes in favor of
the real property benefited thereby, shall bind every person or entity having any
fee, leasehold or other interest therein and shall inure to the benefit of the
respective parties and their successors and assigns.
6.6 No Personal Liability of Officials of Village. No covenant or agreement
contained in this Partial Termination shall be deemed to be the covenant or
agreement of the Mayor, Trustee, Village Administrator, in his or her individual
capacity, and no official, officer, partner, member, director, agent, employee or
attorney of the Village, shall be liable personally under this Partial Termination or
be subject to any personal liability or accountability by reason of or in connection
with or arising out of the execution, delivery and performance of this Partial
Termination, or any failure in that connection.
IN WITNESS WHEREOF, the undersigned have executed this Partial Termination as of
the date first written above.
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VILLAGE OF LEMONT, an Illinois
municipal corporation
By: ♦A /#1 Its: Mao •
ATT. �n �
By:_-�. . .� /1 414L
Its: Village Cler
OWNER:
GLEN OAK ESTATES, LLC, an Illinois limited
liability company
By:
Name:
Its:
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Termination, or any failure in that connection.
IN WITNESS WHEREOF, the undersigned have executed this Partial Termination as of
the date first written above.
VILLAGE OF LEMONT, an Illinois
municipal corporation
By:
ATTEST: Its: Mayor
By:
Its: Village Clerk
OWNER:
GLEN OAK E. A : 1 ,an Illinois limited
liability co . .any
By: 4:0Ac�
Name: Eugen; ;if•
Its:Manager
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STATE OF ILLINOIS )
COUNTY OF J D K )
I, the undersigned, a Notary Public in and for said County, in the State aforesaid, DO HEREBY
CERTIFY that 1:UG,WC S, V\S , Manager of Glen Oaks Estates, LLC, an Illinois limited
liability company, personally known to me to be the same persons and officers whose names are subscribed
to the foregoing instrument, appeared before me this day in person and acknowledged that they signed,
sealed and delivered the said instrument as their free and voluntary act and as the free and voluntary act of
said company, for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal this day of Au6-VS`j
, 2014.
eralaboarsie
OFFICIAL SEAL 1
BRUCE J WALOMAN
Notary Public-State of Illinois 1 NO 'A. 'Y P I• AC
My Commission Expires Jan 29,2018
emomipmermpaurgreurgpmipmpmmirma Commission Expires: /—2-c?
-i a
(SEAL)
STATE OF ILLINOIS )
COUNTY OF )
that
I' , a Notary Public in and for said County and State, do hereby certify
Lemont, an Illinois municipal corporation, personally known to me to be the same persons anVd illage
whose name are subscribed to the foregoing instrument appeared before me this day in person and
acknowledged that they signed, sealed and delivered the said instrument as their free and voluntary act and
as the free and voluntary act of said municipal corporation, for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal this day of
2014.
NOTARY PUBLIC
My Commission Expires:
(SEAL)
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STATE OF ILLINOIS )
COUNTY OF )
I, the undersigned, a Notary Public in and for said County, in the State aforesaid, DO HEREBY
CERTIFY that , Manager of Glen Oaks Estates, LLC, an Illinois limited
liability company, personally known to me to be the same persons and officers whose names are
subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that
they signed, sealed and delivered the said instrument as their free and voluntary act and as the free and
voluntary act of said company,for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal this day of
2014.
NOTARY PUBLIC
My Commission Expires:
(SEAL)
STATE OF ILLINOIS )
COUNTY OF eN k )
I, Lock, lc 016 Id f,1.0 r,a Notary Public in and for said County and State,do hereby certif
that l r, y
Lemont, an Illin s municipal corporation, personally known to me to be the same persons andlofficers of
whose name are subscribed to the foregoing instrument appeared before me this day in person and
acknowledged that they signed, sealed and delivered the said instrument as their free and voluntary act
and as the free and voluntary act of said municipal corporation, for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal this // day of fila(IS�
J ,2014.
ARY PUBLIC/
My Commission Expires: (o
(SEAL)
OFFICIAL SEAL
LINDA K.MOLITOR
NOTARY PUBLIC,STATE OF ILUNOf8
MY COMMISSION EXPIRES 1-3-2016
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EXHIBIT A
KETTERING PROPERTY LEGAL DESCRIPTION
PARCEL 1: THE SOUTH 1/2 OF THE SOUTHEAST 1/4 AND THE EAST 5 ACRES OF
THE SOUTH QUARTER OF THE SOUTHWEST 1/4 OF SECTION 34, TOWNSHIP 37
NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY,
ILLINOIS.
PARCEL 2: THAT PART OF THE SOUTHEAST 1/4 OF THE SOUTHWEST 1/4 SECTION
34, TOWNSHIP 37 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER THEREOF; THENCE SOUTH, 10.02-1/2
CHAINS; THENCE WEST, 6.43 CHAINS, MORE OR LESS TO AN OLD ROAD; THENCE
NORTH 17 DEGREES, 30 MINUTES EAST, 10.57 CHAINS; THENCE EAST, 3.28 CHAINS,
MORE OR LESS, TO THE POINT OF BEGINNING, ALL IN TOWNSHIP 37 NORTH,
RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY,
ILLINOIS.
PARCEL 3: LOT 1 AND THE EAST 1/2 OF LOTS 6 AND 7 IN COUNTY CLERK'S
DIVISION OF THE SOUTH 1/2 OF SECTION 34, TOWNSHIP 37 NORTH, RANGE 11,
EAST OF THE THIRD PRINCIPAL MERIDIAN, EXCEPT 5 ACRES OF LAND
DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF THE SOUTHEAST 1/4 OF SAID
SECTION 34; THENCE SOUTHERLY ALONG THE EAST LINE OF SAID SOUTHEAST
1/4, A DISTANCE OF 425.0 FEET TO A POINT FOR A POINT OF BEGINNING; THENCE
WESTERLY AND PARALLEL TO THE NORTH LINE OF SAID SOUTHEAST 1/4, A
DISTANCE OF 633.14 FEET; THENCE SOUTHERLY AND PARALLEL TO THE EAST
LINE OF SAID SOUTHEAST 1/4, A DISTANCE OF 344.0 FEET; THENCE EASTERLY
AND PARALLEL TO THE NORTH LINE OF SAID SOUTHEAST 1/4, A DISTANCE OF
633.14 FEET TO A POINT IN THE EAST LINE OF SAID SOUTHEAST 1/4; THENCE
NORTHERLY ALONG THE EAST LINE OF SAID SOUTHEAST 1/4, A DISTANCE OF
344.0 FEET TO THE POINT OF BEGINNING, ALL IN COOK COUNTY, ILLINOIS.
PARCEL 4: THAT PART OF LOTS I AND 6 IN COUNTY CLERK'S DIVISION OF THE
SOUTH 1/2 OF SECTION 34, TOWNSHIP 37 NORTH, RANGE 11, EAST OF THE THIRD
PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF THE SOUTHEAST 1/4 OF SAID
SECTION 34; THENCE SOUTHERLY ALONG THE EAST LINE OF SAID SOUTHEAST
1/4, A DISTANCE OF 425.0 FEET TO A POINT FOR THE POINT OF BEGINNING;
THENCE WESTERLY AND PARALLEL TO THE NORTH LINE OF SAID SOUTHEAST
1/4, A DISTANCE OF 633.14 FEET; THENCE SOUTHERLY AND PARALLEL TO THE
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•
EAST LINE OF SAID SOUTHEAST 1/4, A DISTANCE OF 344.0 FEET; THENCE
EASTERLY AND PARALLEL TO THE NORTH LINE OF SAID SOUTHEAST 1/4, A
DISTANCE OF 633.14 FEET TO A POINT IN THE EAST LINE OF SAID SOUTHEAST 1/4;
THENCE NORTHERLY ALONG THE EAST LINE OF SAID SOUTHEAST 1/4, A
DISTANCE OF 344.0 FEET TO THE POINT OF BEGINNING, IN COOK COUNTY,
ILLINOIS.
Common Address Permanent Index Number
13400 Parker Road, Lemont, IL 60439 22-34-302-003-0000
13953 Parker Road, Lemont, IL 60439 22-34-302-005-0000
13236 Black Fox Lane, Lemont, IL 60439 22-34-400-010-0000
13124 Black Fox Lane, Lemont, IL 60439 22-34-400-013-0000
13200 Parker Road, Lemont, IL 60439 22-34-400-014-0000
13302 Black Fox Lane, Lemont, IL 60439 22-34-401-001-0000
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