R-66-14 Resolution Approving an Agreement w/ S.B. Friedman & Co Resolution No. -
A Resolution Approving an Agreement with S.B. Friedman & Company
BE IT RESOLVED by the Village President and Board of Trustees of the Village of
Lemont as follows:
SECTION ONE: The Consulting Agreement with S. B. Friedman & Company,
which is attached hereto as Exhibit A and incorporated in its entirety, is hereby approved.
SECTION TWO: The Village Attorney is authorized to make minor changes to the
Consulting Agreement prior to execution which does not materially alter the Village's
obligations.
SECTION THREE: Pursuant to the terms of the Consulting Agreement, the Planning
and Economic Development Director is authorized to direct S. B. Friedman & Company and its
agents to perform services on behalf of the Village in an amount not to exceed TWO HUNDRED
THOUSAND DOLLARS AND 00/100 ($200,000.00), inclusive of all fees, expenses or charges
of any kind.
SECTION FOUR: 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 Z1 day of DC1-Dber, , 2014.
PRESIDENT AND VILLAGE BOARD MEMBERS:
AYES: NAYS: ABSENT: ABSTAIN
Debby Blatzer V`
Paul Chialdikas
Clifford Miklos
Ron Stapleton
Rick Sniegowski V 1// .4e /OP
Jeanette Virgilio
i
BRIAN K. REAVES
• TEST:
President
i
CHARLENE M. S OLLEN
Village Clerk
Consulting Agreement
This AGREEMENT is by and between the VILLAGE OF LEMONT, an Illinois municipal
corporation (the "Village"), and S. B. FRIEDMAN & COMPANY, an Illinois Corporation (the
"Consultant") (collectively the "Parties"). In consideration of the mutual covenants and
agreements set forth in this Agreement, the Parties agree as follows:
1 Retention and Scope of Services
The Village retains the Consultant to perform, and the Consultant agrees to be available
to the Village to perform certain consulting services ("Services"), which include but are not
limited to the services described in Exhibit A. The Consultant is only authorized to perform
Services at the request of the Village's Planning and Economic Development Director, Charity
Jones, or her designee. The Consultant shall not be paid for any Services performed under this
Agreement that were not requested by the Village's Planning and Economic Development
Director. Such a request for Services shall be made by the Village's Planning and Economic
Development Director either (i) by providing Notice to the Consultant's designated recipient as
provided for in Section 7.12 or(ii) by electronic mail.
2 Subcontractors and Supervision of Work
Consultant shall properly supervise the performance of the Services so as to ensure its
completion in a timely and accurate manner. Consultant shall be fully responsible and assumes
liability for the acts and omissions of all persons or entities directly or indirectly employed by,
or working at the direction of, the Consultant in the completion of the Services, which include
but are not limited to The Lakota Group and Sam Schwartz Engineering (collectively the
"Subcontractors"). Consultant shall be solely responsible for ensuring that the Services are
performed in a thorough and professional manner in accordance with industry standards.
3 Fees
Consultant and Subcontractors shall be compensated for Services on the basis of hourly
billing rates, as specified on page 8 of Exhibit A of this Agreement. Consultant shall submit a
monthly invoice to the Village for Services rendered, which shall be paid by the Village in
accordance with the terms of this Agreement and pursuant to the Local Government Prompt
Pay Act, 50 ILCS 505/1.
Consultant acknowledges and agrees that under no circumstances shall the Village be
responsible or otherwise liable to the Consultant or Subcontractors for an amount exceeding
$200,000.00, inclusive of all fees, expenses or charges of any kind, unless this Agreement is
amended in writing and such amendment is approved by the Village's corporate authorities as
required by law.
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4 Term and Termination
This Agreement shall be effective as of the date this Agreement is signed by all Parties.
The Agreement shall be valid for a period of one (1) year, unless cancelled by either Party as
provided herein. The Village or the Consultant may terminate this Agreement at any time upon
30 days written notice (the "Termination Notice") to the other party. In the event that this
Agreement is so terminated, the Consultant shall be paid for Services rendered through the
date of Termination
5 Ownership of Records and Deliverables
Designs, drawings, plans, specifications, photos, reports, information, observations,
calculations, notes, and any other documents, data, or information, in any form, prepared,
collected, or received by the Consultant or the Subcontractors in connection with any or all of
the Services to be performed under this Agreement (the "Documents") shall be and remain the
exclusive property of the Village. At the Village's request, or upon termination of this
Agreement, the Documents shall be promptly delivered to the Village, including electronic
versions, if requested.
6 Indemnification
The Consultant shall, and does hereby agree to, indemnify, save harmless, and defend
the Village, and its officials, employees, agents, and contractors against any and all lawsuits,
claims, demands, damages, liabilities, losses, and expenses, including attorneys' fees and
administrative expenses, caused by the Consultant or any Subcontractor or any of its or their
employees, representatives, or agents in the performance of, or failure to perform, the Services
or any part thereof, except to the extent caused by the negligence of the Village or intentional
or reckless conduct of the Village.
The Village shall indemnify the Consultant against any claims brought by third parties,
excluding the Consultants' employees, officers, agents, subcontractors or other vendors, in
connection with the implementation of any recommendations made or services rendered by
the Consultant in accordance with the Agreement that are caused by the sole negligence of the
Village or intentional or reckless conduct of the Village.
7 General Provisions
7.1 Records
The Consultant shall maintain records showing actual time devoted and costs incurred,
and shall permit the authorized representative of the Village to inspect and audit all data and
records of the Consultant for Services performed under the Agreement. The records shall be
made available to the Village upon request at reasonable times during the Agreement period,
and for one (1) year after the termination of the Agreement.
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7.2 Village Cooperation
The Village agrees to cooperate with the Consultant in the performance of the Services,
including meeting with the Consultant and providing the Consultant with such information that
the Village may have that may be relevant and helpful to the Consultant's performance of the
Services.
7.3 Relationship of the Parties
The Consultant shall act as an independent Consultant in providing and performing all
Services. Nothing in, or done pursuant to, this Agreement shall be construed to create the
relationship of principal and agent, employer and employee, partners, or joint venturers
between the Village and the Consultant. The Consultant shall take direction solely and directly
from the Village.
7.4 Conflict of Interest
The Consultant represents and certifies that, to the best of its knowledge, (1) no Village
official, employee or agent is interested in the business of the Consultant or this Agreement;
(2) as of the date of this Agreement neither the Consultant nor any person employed or
associated with the Consultant has any interest that would conflict in any manner or degree
with the performance of the obligations under this Agreement; and (3) neither the Consultant
nor any person employed by or associated with the Consultant shall at any time during the term
of this Agreement obtain or acquire any interest that would conflict in any manner or degree
with the performance of the obligations under this Agreement.
7.5 No Collusion
The Consultant represents and certifies that (1) the Consultant is not barred from
contracting with a unit of state or local government as a result of (a) a delinquency in the
payment of any tax administered by the Illinois Department of Revenue unless Consultant is
contesting, in accordance with the procedures established by the appropriate revenue act, its
liability for the tax or the amount of the tax, as set forth in Section 11-42.1-1 et seq., 65 ILCS
5/11-42.1-1 et seq.; or (b) a violation of either Section 33E-3 or Section 33E-4 of Article 33E of
the Illinois Criminal Code of 1961, 720 ILCS 5/33E-1 et seq.; (2) only persons, firms, or
corporations interested in this Agreement as principals have been those disclosed to the Village
prior to the execution of this Agreement; and (3) this Agreement is made by the Consultant
without collusion with any other person, firm, or corporation. If at any time it shall be found
that the Consultant has, in procuring this Agreement, colluded with any other person, firm, or
corporation, then the Consultant shall be liable to the Village for all loss or damage that the
Village may suffer, and this Agreement shall, at the Village's option, be null and void.
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7.6 Sexual Harassment Policy
The Consultant certifies that it has a written Sexual Harassment Policy in full compliance
with 775 ILCS 5/2-105(A)(4).
7.7 Compliance with Laws
Consultant represents that it is incompliance with all applicable laws and shall comply
with all applicable law during the term of this Agreement.
7.8 Non-Discrimination
In all hiring or employment by the Consultant pursuant to this Agreement,there shall be
no discrimination against any employee or applicant for employment because of age, race,
gender, creed, national origin, marital status, or the presence of any sensory, mental, or
physical handicap, unless based upon a bona fide occupational qualification. The Consultant
agrees that no person shall be denied, or subjected to discrimination in receipt of the benefit of
any services or activities made possible by, or resulting from,this Agreement.
7.9 Amendment
No amendment or modification to this Agreement shall be effective unless and until
such amendment or modification is in writing, properly approved in accordance with applicable
procedures, and executed by both the Village and the Consultant.
7.10 Assignment
This Agreement may not be assigned by the Village or by the Consultant without the
prior written consent of the other party. Additionally, the Consultant shall not assign or
otherwise have another person or entity perform any Services under this Agreement without
the prior written consent of the Village.
7.11 Binding Effect
The terms of this Agreement shall bind and inure to the benefit of the Parties hereto
and their agents, successors, and assigns.
7.12 Notice
All notice required or permitted to be given under this Agreement shall be in writing and
shall be (i) personally delivered, or (ii) delivered by a reputable overnight courier, (iii) delivered
by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid, (iv)
by telecopy. Telecopy notices shall be deemed valid only to the extent that they are actually
received by the individual to whom addressed and followed by delivery of actual notice in the
manner described in either (i), (ii) or (iii) above within three business days thereafter at the
appropriate address set forth below.
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Notices to the Village shall be sent to:
George J. Schafer With Copy to:
Village Administrator Jeffrey M. Stein
418 Main St. Tressler LLP
Lemont, IL 60439 233 S. Wacker Drive, 22nd Floor
Ph: (630) 257-1590 Chicago, IL 60606
Fx: (630) 243-0958 Fax: 312.627.1717
Notices to the Consultant shall be sent to:
Geoffrey Dickinson With Copy to:
Senior Project Manager
221 N. LaSalle Street
Chicago, IL 60601
Ph: (312) 424-4250
Fx: (312) 424-0958
7.13 No Third Party Beneficiaries
No claim as a third party beneficiary under this Agreement by any person, firm, or
corporation other than the Consultant shall be made, or be valid, against the Village.
7.14 Severability
If any term, covenant, condition, or provision of this Agreement is held by a court of
competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions
shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.
7.15 Entire Agreement
This Agreement constitutes the entire agreement between the Parties and supersedes
any and all previous or contemporaneous oral or written agreements and negotiations between
the Village and the Consultant with respect to the Proposal and the Services.
7.16 Waiver
No waiver of any provision of this Agreement shall be deemed to or constitute a waiver
of any other provision of this Agreement (whether or not similar) nor shall any such waiver be
deemed to constitute a continuing waiver unless otherwise expressly provided in this
Agreement.
7.17 Effective Date
This agreement shall be binding on the Parties and effective only as of the date fully
executed by both Parties.
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CONSULTANT: VILLAGE OF LEMONT:
Stephen B. Friedman, President Brian K. Reaves, '4 . •
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adoiL7 7 404
Date Date
Subscribed and sworn to
b, fore me th's /3 day of Attest:
, 2014.
Village Clerk
Notary Pu
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• "OFFICIAL SEAL" •
CAROLYN HINES
Notary PUttIIC,Mate of Illinois
My Commission Expires 07x23/16
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SB Friedman
Development Advisors
S.B.Friedman&Company 221 North LaSalle Street,Suite 820 I Chicago,IL 60601 T(312)424-4250 F(312)424-4262
September 18, 2014
Ms.Charity Jones,AICP
Planning and Economic Development Director
Village of Lemont
418 Main Street
Lemont, IL 60439
Dear Ms.Jones:
SB Friedman Development Advisors ("SB Friedman"), along with our teammates, The Lakota Group
("Lakota") and Sam Schwartz Engineering ("SSE"), is pleased to present this engagement letter to assist
the Village of Lemont in facilitating redevelopment of the largely Village-owned land located at the
northwest corner of Archer Avenue and Main Street (the "Site"). In this letter, we outline our proposed
scope of services,timeframe,and fees.
Background and Understanding
The Site is currently comprised of a mix of industrial and auto-oriented commercial uses, and is a key
gateway to the Village. For several years,the Village has been interested in improving the appearance of
the area and increasing the tax base through high-quality redevelopment. During the recession, the
Village was able to acquire approximately 17 acres of land in the Site. In addition to the land currently
under Village control, some adjacent parcels may be considered for acquisition to perfect the Site,
should they be required to optimize development outcomes. Also, in 2009, the Village created a Tax
Increment Financing("TIF")district to help support redevelopment efforts.
As described above, the Village has taken several steps to facilitate redevelopment at the Site, and is
now interested in marketing the Site. The Site is located near the Argonne National Laboratory, the
Sagawau Environmental Learning Center, Cal-Sag Trail, Cog Hill Country Club, and other golf courses and
outdoor amenities. The Village has made preliminary indications of being amenable to a variety of land
uses at the Site, including: retail, office, hospitality, designation entertainment, and attached housing,
that would play off of key Site and locational assets, enhance the gateway aspect of the Site, increase
the tax base,and provide amenities for residents,visitors and businesses.
Our Approach
In order to effectively market the Site,we recommend that the Village proceed in a two-step process:
STEP 1:SITE CAPACITY ANALYSIS AND PLAN
• Determine the physical capacity of the Site and whether additional land will need to be
brought under control in order to achieve an optimal development outcome;
• Determine likely market-feasible real estate products at the Site;
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• Develop two Preliminary Site Capacity Studies;
• Conduct financial analyses of development costs and revenues for two Preliminary Site
Capacity Studies to get a sense of the value of the land;and
• Determine a Preferred Site Capacity Plan.
The key benefit of conducting this process is that it will provide clarity to the development
community regarding the desires of the Village and the likely development potential (both in
terms of use and building square feet). The financial analyses will help the Village arrive at a
Preferred Concept based, in part, on the financial potential of the two Preliminary Site Concept
Plans.
STEP 2: DEVELOPER SOLICITATION
Market the Site to the private development community in a two-step Request for
Qualifications/Request for Proposals process and recommend a preferred developer(s). This
two-step approach is recommended because it allows a maximum number of interested parties
to enter the discussion with limited up-front costs (qualifications only). The process also
eliminates unqualified firms early on to avoid wasting valuable Board,staff and consultant time.
For the process outlined in Step 1,SB Friedman will lead the interdisciplinary team ("Consultant Team")
that includes The Lakota Group, for site capacity and physical planning, and Sam Schwartz Engineering,
for traffic and non-motorized transportation engineering. If particularly in-depth specialized market
research is required,we would also work with hospitality and destination entertainment market analysis
specialists.
Please note that SB Friedman's president, Stephen B. Friedman, FAICP, CRE, is a licensed real estate
broker in Illinois, and the firm is an MSRB (Municipal Securities Rulemaking Board)-registered municipal
advisor.Thus, we can assist with both a land sale transaction as well as evaluation of potential municipal
financial support for projects going forward,should that need arise.
Our firm has substantial experience supporting the development and implementation of community
development plans. We expect to drive this process on behalf of the Village, but to be guided by elected
officials and Village staff to ensure that the outcomes are consistent with community goals.
We have outlined a scope of work and corresponding budget and timeframe below, and are happy to
revise and refine this scope further,as needed,to meet the Village's needs.
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Scope of Services
Step 1—Site Capacity Analysis and Plan
PHASE 1: PROJECT INITIATION/AREA ANALYSIS
In this phase, we will gather and analyze background data in three major areas: market conditions, land
conditions and engineering considerations. At the end of this phase, we will conduct a meeting with
Village staff to share the background information and validate our understanding of existing conditions
and likely market opportunities. Key work steps will include:
• Conduct a project kickoff meeting with Village staff(Meeting#1).
• Perform existing data review (reports, ordinances, regulations, plans, intergovernmental
agreements, appraisals, engineering studies such as Phase 1 environmental studies, Illinois
Department of Transportation (IDOT) plans for improvements at Archer Avenue and Main
Street, information of acquisition costs, background information on the TIF district, and soils
studies).
• Conduct a tour of the Site to understand both micro and macro issues that will influence
development.
• Conduct the following background research.
o Market—This research will help identify:
• Potential market opportunities in terms of land uses (e.g., retail, restaurant,
office, hospitality, destination entertainment, attached housing (rental
apartments and/or condominiums and townhomes));and
• Physical requirements for each of these land uses (acreage, building square
footages,access,visibility,adjacencies, height, parking).
o Land Use — This research focuses on existing and adjacent land uses and community
character conditions (e.g., buildings, signage, gateway features, streetscaping) in the
Site and surrounding area.
o Transportation Planning —This research focuses on regulatory requirements, physical
infrastructure assets (roads access and trails access), and current usage levels (e.g.,
traffic counts and capacities)for that infrastructure.
• Prepare existing conditions summary memorandum and meeting presentation.
• Meet with Village staff to share initial findings and gather feedback of preferred land uses and
an overall vision for the Site(Meeting#2).
• Refine memorandum based on staff feedback.
PHASE 2:PRELIMINARY SITE CAPACITY STUDY DEVELOPMENT
At the conclusion of Phase 1, we expect to have clear direction regarding desirable land uses for the Site
and additional guidance regarding technical considerations for the Site Capacity Study. Based on that
guidance and any other feedback received, we will work to develop two Preliminary Site Capacity
Studies.These plans will likely show two layouts potentially with different products on the Site.
Key work steps will include:
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• Develop two Preliminary Site Capacity Studies (these will illustrate land uses, building locations
and heights, access points (curb cuts), stormwater detention ponds, truck loading areas, etc.).
The goal is to define two potential development outcomes in detailed enough ways to allow for
specific feedback from Village staff, and subsequently conduct financial analyses of each
Preliminary Site Capacity Study.
• Review two Preliminary Site Capacity Studies with Village staff via conference call and gather
feedback.
PHASE 3:FINANCIAL ANALYSES
At the conclusion of Phase 2, we will have two Preliminary Site Capacity Studies and development
programs for the Site.
In Phase 3, we will develop financial projections for both Preliminary Site Studies to help the Village
define the Preferred Site Capacity Plan. In addition,this work will give the Village Board and community
some understanding of the value of the land under each concept and the costs (if any) that the public
sector may be required to bear to achieve the two Preliminary Site Capacity Studies (e.g., land value
write-down,TIF assistance).
Our key work steps under Phase 3 will be as follows:
1) Estimate Project Costs. SB Friedman will estimate development costs based on interviews
and/or benchmarks, such as RS Means, for the two Preliminary Site Capacity Studies.
Specifically,we will estimate:
o Off-site public way improvements;
o On-site improvements (demolition, environmental remediation, stormwater detention,
underground utilities);and
o Vertical construction costs, including hard costs,soft costs and financing costs.
For site costs, we will either use high-level unit cost assumptions or, if extraordinary site
conditions are identified in Phase 1, we will speak with you about the possibility of engaging
specialist firms to estimate costs for an additional fee.
2) Project Revenues. Based on market research conducted in Phase 1, we will develop projections
of:
o Rents and sales prices;
o Incremental property taxes;and
o Sales and other taxes, as applicable.
3) Estimate Residual Land Value. We will use the cost and revenue projections to construct two
preliminary pro formas (one for each Preliminary Site Capacity Study). Any cash above "normal"
risk-adjusted profit for the project is the amount of money a developer should be able to pay for
land.
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4) Estimate Public-Sector Financial Capacity. Our tax projections will provide an estimate of the
public resources that could be available to help pay for extraordinary costs that make the
project infeasible solely via private development(if financial need for assistance is identified).
5) Summarize Findings in Memo and Table Format. Review findings with staff, refine and present
to the Village Board (Meeting #3). The Board will provide direction regarding a Preferred Site
Capacity Study at this meeting.
At the completion of this work, we will be able to advise the Village on the range of prices that
developers should be willing to pay for the land in order to deliver either of the two Preliminary Site
Capacity Studies. If there are extraordinary site issues that need to be addressed, we will also know if
there is likely to be sufficient incremental property tax revenue to remedy those issues.
PHASE 4:PREFERRED SITE CAPACITY PLAN DEVELOPMENT
At the conclusion of Phase 3,we are hoping to have feedback from the Village Board to allow us to draft
a plan reflecting the preferred future vision for the Site. This should result in creating a single preferred
Site Capacity Study, which is a refined version of one of the two Preliminary Site Capacity Studies
presented above; other times, it is a mix of elements from more than one of the Preliminary Site
Capacity Studies. Key work steps in this phase normally include the following:
• Consultant Team develops a Preliminary Preferred Site Capacity Study and reviews it via
conference call with Village staff.
• Present Preferred Site Capacity Study to the Village Board (Meeting#4)and gather feedback.
• Develop Final Preferred Site Capacity Plan including companion documentation. This document
will consist of the following components:
o Preferred Site Capacity Study.This will be accompanied by one supporting graphic(e.g.,
section, massing vignette, or perspective exhibit)to help illustrate key components
of the Plan.
o Phasing Plan (if appropriate). Often, a plan must be implemented in phases. We will
recommend where to start and how to proceed in a strategic fashion to most efficiently
and effectively achieve the goals of the Plan.
o Draft Implementation Plan. The Team will identify key action steps necessary to
implement the Preferred Plan. These could include actions by the public and private
sectors,such as:
• Zoning refinement
• Land assembly
• Streetscape improvement
• Offsite traffic improvements
• Others
• Review draft Preferred Site Capacity Plan (Preferred Site Capacity Study, phasing plan and
implementation plan) with staff via conference call, then meet with the Village Board to gather
feedback(Meeting#5).
• Refine Plan components, based on Board feedback.
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Step 2—Developer Solicitation Process
1) Draft Request for Qualifications and Proposals Document. Building on the work conducted in
Step 1 above, we will develop a Request for Qualifications/Proposals (RFQ/P) document and
project prospectus. We recommend using a combination Request for Qualifications and
Proposals format, which delineates a two-step process in which qualifications are reviewed first,
and then a shortlist of qualified developers are asked to submit proposals. The RFQ/P includes
the due diligence materials and guidelines needed by developers to respond appropriately,
including:
• Project concept and desired components
• Development and design guidelines
• Financial/market information
• Submission requirements for qualifications, review process, and if shortlisted, proposal-
stage timeline,qualifications and process
• Addenda, including:
o Preferred Site Capacity Plan
o Engineering considerations and utility availability
o Environmental assessment
o Soils studies
We will re are, write and assemble the document,P P e t, and review and refine with Village staff.
We will present the draft RFQ/P document to the Village Board and refine per their feedback
(Meeting#6).
2) Prepare Developer List and Issue Request. Using our contacts, database of developers, local
inquiries, and our relationships developed and maintained through our work with the Urban
Land Institute and Counselors of Real Estate,we will compile a list of relevant developers. These
may include master developers or product-specific developers active in the Midwest region.
3) Conduct Follow-Ups/Site Visits. We will conduct follow-up phone calls to help introduce the
opportunity to developers. We will work with you to organize site visits and to plan a
development tour for out-of-town developers.
4) Review Qualifications and Recommend Short list. We will review the qualifications submissions
obtained from this process, including:
• Experience with similar projects
• Public-private partnership experience
• Workload/staffing
• Financial capacity
• References
• Site visits or phone inquiries to other projects
We will prepare a summary matrix and evaluation memorandum of the above qualifications
information. Interviews may be held with selected teams (optional task for scope and budget
purposes). We will then meet with you to review the qualifications memorandum and present it
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to the Village Board so that they can determine the shortlist(Meeting#7).
5) Request and Review Proposals from Short list. We will reach out to the shortlisted firms and
request full proposals. We will review the submissions in terms of:
• Proposed development program and plan
• Economic feasibility of proposal/absorption expectations
• Public role/requirements
• Achievement of goals
• Economic results to Village
6) Recommend Preferred Developer. We will synthesize our review of developers' proposals and
prepare a memorandum and recommendation, which we will present to the Village Board
(Meeting#8).
7) Assist in Negotiations. Our firm can help negotiate and document business terms, and review
and support work of legal counsel in defining the agreements with the selected developer. The
negotiation process includes several steps supported by financial analysis and other business
review, including:
• Negotiate business terms, including successful developer's responsibilities and
performance requirements;
• Identify Village responsibilities and performance requirements;and
• Assist legal counsel in negotiation of agreement.
Note: The selected developer will usually proceed with detailed design upon completion of a
Redevelopment Agreement. Prior design will usually be conceptual unless the Village agrees to
reimbursement in the event that an agreement is not reached.
8) Perform Ongoing Review and Oversight. As plans are developed in detail and the developer
moves to construction, it is important to continue to monitor plan revisions. In addition, the
economic terms of the agreements may need to be monitored. We are able to perform this
ongoing review.
Timeline for Completion
A process such as the one outlined in Step 1 generally takes six months to eight months to complete.We
will work with you to achieve your timelines for this process.
Step 2 (Developer Solicitation) can take two to three months to arrive at a preferred developer. The
time required to negotiate and close on a sale and potential public-private partnership agreement can
vary greatly depending on the complexities of the particular transaction.
Professional Fees
Professional fees for our services will be based on time required at the then-current billing rates of
personnel assigned to the project. The nature of this engagement and our experience with similar
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services indicate that it is not possible to estimate professional fees with certainty. Estimates have been
prepared, however, based on certain assumptions as to time required. These estimates will serve as
benchmarks for keeping you informed of our progress and potential costs. We will provide regular
detailed billing,which will permit you to make ongoing decisions regarding the use of our services.
Our professional fees and expenses are estimated as follows and detailed in the budget analysis on page
10 of this letter:
Step 1:Site Capacity Analysis and Plan
SB Friedman Professional Fees $108,300
The Lakota Group Fees $22,000
Sam Schwartz Engineering Fees $7,560
Civil Engineer Fees if required,TBD
Hospitality and/or Entertainment Use Market Specialist Fees if required,TBD
Step 2:Developer Solicitation(to the point of recommending a developer)
SB Friedman Professional Fees $59,700
Expenses(estimated at 1%of fees) $2,000
TOTAL FEES AND EXTIMATED EXPENSES $199,600
This budget estimate is based on the following current hourly rates:
President $350
Practice Leader $300
Senior Project Manager $235
Project Manager $200
Associate Project Manager $175
Associate $140
Research Associate $120
Intern/Data Entry/Support $ 85
Local travel, publications, maps, outside data, use of owned or licensed databases, report reproduction,
and other out-of-pocket expenses are included in this estimate and will be billed as incurred without
mark-up.
These fee estimates are intended to serve as benchmarks and are subject to upward revision if the
engagement entails more time than estimated due to problems that are encountered which could not
reasonably have been foreseen at the commencement of the engagement,or if the scope is changed. In
this event,we will discuss the matter with you so that a mutually acceptable revision may be made.
If the time spent on this engagement is substantially less than we have estimated, we will bill you a
lesser amount. Additional meeting time and additional services, beyond what has been included in the
budget,will be billed at the hourly rates outlined above.
Invoices will be rendered monthly as our work progresses, or upon major milestones for services and
costs incurred. These invoices will detail the time spent by individual, date and activity. Time is typically
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reported in increments of half hours. Travel time in excess of normal commuting time is charged for
meetings that occur at the beginning or end of work days. Otherwise,full travel time is charged. Invoices
are payable within 30 days.
If at any point the decision is made to discontinue our services, our fee will be based upon the actual
time expended and out-of-pocket costs incurred to that date.
Our fees for these services would be eligible for reimbursement with Tax Increment Financing ("TIF")
dollars.
The attached "Limitations of Our Engagement" (pages 11-12) apply to this assignment.
Acceptance Procedures
Thank you for the opportunity to submit this proposal to assist the Village of Lemont. Please contact
Geoff Dickinson at(312)384-2404 if you have any questions regarding our proposal.
To authorize us to begin this assignment, please sign below and return a copy to us as our authorization
to proceed.
Sincerely,
Geoffr- Dickinson,AICP
Senior Project Manager
Accepted:
Printed Name Title Date
SB FRIEDMAN I DEVELOPMENT ADVISORS 9
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Village of Lemont Development Advisory Services
DETAILED BUDGET
SB Friedman The Takata Group Sam Schwartr Engineering
Senior Associate
Projeot Project
Manager Manager Associate Total Total Principal PM Engineer Total
$ 235 $ 175 8 140 $ 165 $ 120 $ 100
Step 1:Site Capacity Analysis and Plan Development
PHASE 1-Ptaiact Initiation and Analyses
Conduct Project Initiation and Kickoff Meeting(Mtg 41) 4 4 Comp 8 4
Review Prior Studies 2 4 8 14 2 2
Site Tour 8 8 8 24
Conduct Background Research 0
Market Study 16 40 72 128
Additional Market Roth(hospitality and/or entertainment) Scope and Budget TBD if Needed TBD
Traffic and Transportation 0 4 8 1
Prepare Summary Memo 4 8 24 36 2 4 6 1
Meet with Staff(Mtg 82) 4 4 Comp 8 4
Refine Memo 2 4 6
PHASE 2-Pre6minare Concept Plan Develournent
Develop Preliminary Capacity Studies(2) 4 4 4 12
Review with Staff via call 2 2 2 6 4
PHASE 3-Financial Analyses
Estimate Project Costs 12 16 32 60
Project Revenues 4 16 32 52
Estimate Residual Land Value 8 16 40 64
Estimate Public Sector Financial Capacity 4 16 32 52
Summarize Findings/Present to Board(Mtg 44) 8 24 48 80
PHASE 4:Preferred Concept,Implement Strategy,Adoption
Draft Preferred Capacity Study and Review with Staff 4 4 4 12
Present to Board(Meg 43) 4 4 Comp 8 4
Draft Plan Document&Implementation Plan 8 16 32 56
Review Draft Plan with Staff via call 2 2 2 6 4
Refine Plan 4 4 4 12
Present to Village Board and Finalize Plan(Mtg 05) 4 4 Comp 8 4
Subtotal Hours-Step 1 106 198 348 652 32 14 6 52
Subtotal Fees-Step 1 $ 137,840 $ 24,910 $ 34,650 $ 48,720 $ 108,220
$ 22.000 $ 5.280 $ 1.680 $ 600 $ 7.560
Step 2:Developer Solicitation
Draft RFQ/P(Mtg 46) 16 24 40 80
Create Developer List 4 8 16 28
Conduct Follow-Ups/Site Visits 24 24 24 72
Review Qualifications&Recommend Shortlst(Mtg 4]) 8 16 40 64
Request and Review Proposal 8 16 40 64
Recommend Preferred Developer(Mtg 40) 12 16 15 44
Conduct Negotiation Support Hourly Hourly
Perform Ongoing Monitoring Hourly Hourly
Subtotal Hours-Step 3 352 72 104 176 352
Subtotal Fees-Step3 $ 59,760 $ 16,920 5 18,200 0 24,640 5 59,760
Total Professional Fees - 5 197600
Expenses(estimate) 1.0%$ 1,976
FEES&EXPENSES FOR DEFINED TASKS $ 199,576
SB FRIEDMAN I DEVELOPMENT ADVISORS 10
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Village of Lemont Development Advisory Services
LIMITATIONS OF OUR ENGAGEMENT
Our reports, memoranda, financial analyses, and other documents (the "documents") will be based on
estimates, assumptions and other information developed from research of the market, knowledge of
the industry, and meetings during which we will obtain certain information. The sources of information
and bases of the estimates and assumptions will be stated in the report. Some assumptions inevitably
will not materialize, and unanticipated events and circumstances may occur; therefore, actual results
achieved during the period covered by our analysis will necessarily vary from those described in our
report,and the variations may be material.
The terms of this engagement are such that we have no obligation to revise the documents to reflect
events or conditions which occur subsequent to the date of the report. These events or conditions
include, without limitation, economic growth trends, governmental actions, additional competitive
developments, interest rates and other market factors. However, we will be available to discuss the
necessity for revision in view of changes in the economic or market factors affecting the proposed
project.
Our documents will be intended solely for your information; for use in attracting developers; and for
submission to lending institutions,joint venture partners, and institutional investors, and should not be
relied upon by any other person,firm or corporation,or for any other purposes.The documents may not
be quoted in any offering circular or registration statement, appraisal, sales brochure, prospectus, loan
agreement, or any document intended for use in obtaining funds from individual investors, except as
stated below.
Should the Village wish to include or refer to a document in the official statement or other disclosures in
support of a bond issue, it may do so by referencing our firm in connection with such information and
either by: (a) obtaining our consent, which consent may be subject to the review and updating of
information as we may reasonably require and for which additional compensation shall be due to us as
provided below; or (b) including an express disclaimer in substantially the following form: "The
aforementioned information prepared by S. B. Friedman& Company was prepared solely for the benefit
of the Village. Neither the Village nor S. B. Friedman & Company warrants the accuracy of such
information,and no person other than the Village shall be entitled to rely on such information, nor shall
any party have any rights or claims against S. B. Friedman & Company for any reliance on such
information or any liabilities or outcomes resulting therefrom."
Our documents may include language reasonably restricting the use of the documents by a developer.
The Village's sole responsibility in this regard is that it will not delete such language. That language may
include the following:
"Should a developer wish to indicate in an offering memorandum, prospectus or similar document
seeking to raise funds from individual investors that our firm prepared market and/or financial feasibility
analyses regarding this project,the following statement may be used:
'In preparing its development plans and projections,the developer(or sponsor) conducted research
and analysis, consulted various sources and obtained studies from third parties including S. B.
Friedman & Company. The information, estimates and projections contained in this prospectus are
the conclusions of the developer(or sponsor) after consideration of the various sources noted. The
developer(or sponsor)alone is responsible for these conclusions.'
SB FRIEDMAN I DEVELOPMENT ADVISORS 11
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Village of Lemont Development Advisory Services
To obtain our permission to include this statement in a prospectus, we must be permitted to review the
offering materials, including, without limitation, the identity and backgrounds of all principals, the
description of the project,the market and financial projections utilized, and the text of the materials. In
no case does this permission include or imply the right of the developer to specifically cite the
conclusions or recommendations of our report in such a document."
We will be compensated by any other third party wishing to cite our findings or use our documents at
our standard hourly rates for the time required to conduct appropriate reviews, studies and such other
work necessary to update the work resulting from this engagement. No said third party can make such
use of our work product without our prior consent.
We acknowledge that upon submission to the Village, the documents may become public documents
within the meaning of the Freedom of Information Act. Nothing in these limitations is intended to block
the disclosure of the documents under such Act.
SB FRIEDMAN I DEVELOPMENT ADVISORS 12
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