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O-46-06 07/24/2006Doc#: 0719222063 Fee: $196.00 Eugene "Gene" Moore RHSP Fee:$10.00 Cook County Recorder of Deeds Date: 07/11/2007 12:08 PM Pg: 1 of 137 ORDINANCE NO. 0 -46 -06 AN ORDINANCE AUTHORIZING THE EXECUTION OF AN ANNEXATION AGREEMENT FOR APPROXIMATELY 8.85 ACRES LOCATED AT 15338, 15350 AND 15362 WEST 127TH STREET LEMONT, ILLINOIS After Recording Mail To: Village Clerk Village of Lemont 416 Main Street Lemont, Illinois 60439 Lr: OK BY ORDINANCE NO. 0- AN ORDINANCE AUTHORIZING THE EXECUTION OF AN ANNEXATION AGREEMENT FOR APPROXIMATELY 8.85 ACRES LOCATED AT 15338, 15350 AND 15362 WEST 127th STREET LEMONT, ILLINOIS (ASHBURY WOODS 3) WHEREAS, the legal owners of record of the territory which is the subject of an Annexation Agreement are ready, willing and able to enter into said agreement and perform the obligations as required therein; and WHEREAS, a copy of said Annexation Agreement has been attached hereto and included herein; and WHEREAS, the statutory procedures provided for in the Illinois Municipal Code for the execution of said agreement have been fully complied with. NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COUNTIES OF COOK, DUPAGE, AND WILL, STATE OF ILLINOIS, AS FOLLOWS: SECTION 1: That this ordinance shall be in full force and effect from and after its passage, approval, and publication in pamphlet form as provided by law. PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF LEMONT, COUNTIES OF COOK, DUPAGE, AND WILL, ILLINOIS, on this 24th day of July, 2006. Debbie Blatzer Peter Cowles Clifford Miklos Brian Reaves Ron Stapleton Jeanette Virgilio Attest: AYES v V NAYS ABSTAIN ABSENT 4-4f CHARLENE SMOLLEN, Village C— ler k� Approved b me this 24th day of July, 2006 JOHN F. P age President G: \COMMUNITY DEVELOPMENT DEPT\200 - DE VELOPMENTICASE FILES 12006\26 -13 Ashbury Woods 310rdinances\Ord to Execute AMC AGREE AW3wpd ASHBURY WOODS SUBDIVISION UNIT III ANNEXATION AGREEMENT ARTICLE TITLE I Annexation II Zoning and Land Use Restrictions III Required Improvements IV Dedication and Construction of Streets, Sidewalks, Miscellaneous V Changes to Development Plan VI Contributions and Annexation Fees VII Water System Improvement Contribution VIII Easements and Utilities IX Development Codes and Ordinances and General Matters X Model Units, Sales Trailer, Advertising Sign XI Approval of Plans XII Notice of Violations XIII Maintenance Bond MTV Damage to Public Improvements XV Binding Effect and Term and Covenants Running with the Land XVI Notices XVII Certificates of Occupancy XVIII Warranties and Representations ARTICLE TITLE XIX Continuity of Obligations XX No Waiver or Relinquishment of Right to Enforce Agreement XXI Village Approval or Direction XXII Singular and Plural XXIII Section Headings and Subheadings XXIV Recording XXV Authorization to Execute XXVI Amendment XXVII Counterparts XXVIII Curing Default XXIX Conflicts Between the Text and Exhibits XXX Severability XXXI Definition of the Village XXXII Reimbursement of Costs XXXIII Execution of this Agreement —2— EXHIBITS EXHIBIT TITLE A Legal Description of Subject Property B Plat of Annexation of Subject Property C D E F H J Preliminary P.U.D. Site Plan, prepared by IG Consulting, Inc. and dated May 5, 2006 Preliminary Engineering Plan, prepared by IG Consulting, Inc. with a revision date of April 19, 2006 Architectural Building Elevations and Floor Plans, prepared by Donven Homes, Inc. Tree Preservation and Preliminary Landscape Plans dated May 8, 2006 Existing Tree Survey, prepared by BW Consulting and dated May 5, 2006 Declaration for Ashbury Woods Development, LLC —3— ASHBURY WOODS SUBDIVISION UNIT III ANNEXATION AGREEMENT THIS AGREEMENT, made and entered into this day of July, 2006, between the VILLAGE OF LEMONT, a municipal corporation of the Counties of Cook, DuPage and Will, in the State of Illinois (hereinafter referred to as "VILLAGE ") and DONVEN HOMES INC., (hereinafter referred to as the "OWNER ") and ASHBURY WOODS DEVELOPMENT, LLC (hereinafter referred to as the "DEVELOPER "). WHEREAS, the OWNER is the Owner of Record of the real estate, the legal description of which is attached hereto as Exhibit "A" (hereinafter referred to as the "TERRITORY ") and by this reference is made a part hereof; and WHEREAS, the TERRITORY has not been annexed to any municipality; and, WHEREAS, the TERRITORY constitute an area that is contiguous to and may be annexed to the VILLAGE, as provided under the Illinois Municipal Code, 65 ILCS 5/7 -1 -1, et. seq.; and, WHEREAS, the OWNER and VILLAGE agree that they will be bound by the terms of this Annexation Agreement; and, WHEREAS, the VILLAGE would extend its zoning, building, health and other municipal regulations and ordinances over the TERRITORY, thereby protecting the VILLAGE from possible undesirable or inharmonious use and development of unincorporated areas surrounding the VILLAGE; and, WHEREAS, the new boundaries of the VILLAGE OF LEMONT, resulting from this Annexation shall extend to the far side of every highway and shall include all of every highway not already annexed; and, WHEREAS, the parties desire, pursuant to Chapter 65, Article 5, Section 11 -15.1 of the Illinois Municipal Code, to enter into an Agreement with respect to Annexation of the TERRITORY and various other matters; and, WHEREAS, pursuant to the provisions of the Statute, the corporate authority of said VILLAGE has duly fixed a time for and held a hearing upon the Annexation Agreement and has given notice of said hearing; and, WHEREAS, The corporate authority of the VILLAGE has considered the Annexation of the TERRITORY described in the Petition and has determined that the best interest of the VILLAGE will be met if the TERRITORY are annexed to the VILLAGE and developed in accordance with the provisions of the Agreement. —4— NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants hereinafter contained, the parties agree as follows: I ANNEXATION 1. Subject to the provisions of Chapter 65, Article 5 Section 7 of the Illinois Municipal Code, the parties hereto respectively agree to do all things necessary or appropriate to cause the TERRITORY to be validly annexed to the VILLAGE as promptly as possible after execution of this agreement. 2. The Plat of Annexation of said TERRITORY is attached hereto as Exhibit "B ". Said Plat extends the new boundaries of the VILLAGE to the far side of any adjacent highway not already annexed and includes all of every highway within the TERRITORY so annexed. II ZONING AND LAND USE RESTRICTIONS 1. Upon the Annexation of the TERRITORY to the VILLAGE, the parcel shown on the plat of annexation attached as Exhibit "B" shall be classified under the existing zoning ordinance, as amended, as R -5 Single Family Attached Residence District with a Planned Unit Development. Prior to the date of this Agreement, such public hearings as are necessary to enable the VILLAGE lawfully to grant said zoning classification as to the TERRITORY have been conducted upon proper notice, and no further action need be taken by the OWNER to cause the TERRITORY to be re -zoned once the TERRITORY is annexed to the VILLAGE. The TERRITORY shall be developed in accordance with Preliminary P.U.D. Site Plan, prepared by IG Consulting, Inc. and dated May 5, 2006 attached hereto and incorporated herein as Exhibit "C"; Preliminary Engineering Plan, prepared by IG Consulting, Inc. with a revision date of April 19, 2006 attached hereto and incorporated herein as Exhibit "D"; Architectural Building Elevations and Floor Plans, prepared by Donven Homes, Inc. attached hereto and incorporated herein as Exhibit "E"; Tree Preservation and Preliminary Landscape Plans dated May 8, 2006 attached hereto and incorporated herein as Exhibit "F "; Existing Tree Survey, prepared by BW Consulting and dated May 5, 2006 attached hereto and incorporated herein as Exhibit "G "; and Declaration for Ashbury Woods Development, LLC, prepared by Donven Homes, Inc., dated 01/08/03 attached hereto and incorporated herein as Exhibit "H ". 2. Planned Unit Development approval shall lapse in the event the DEVELOPER does not file a complete application for a site development permit within one (1) year of the effective date of this AGREEMENT. 3. As provided in Chapter XVI.H.8 (Special Use — Planned Unit Developments) of the —5— Lemont Zoning Ordinance, the Village has deemed it appropriate to approve the following selected variations of minimum requirements as part of the Planned Unit Development for Ashbury Woods Subdivisions, Phase III: • Variation from §2.01.B of the Standard Specifications for Design and Construction of Public Improvements and Private Site Improvements to reduce the public street right of way from 66 feet to 60 feet. • Variation from §7.02.B.9 of the Standard Specifications for Design and Construction of Public Improvements to increase the maximum high water depth for dry detention ponds from four feet to five feet 4. Within 30 days after receipt of an application by OWNER for a building permit for construction of any buildings, or other improvements on the TERRITORY, the VILLAGE shall either issue a permit authorizing such construction, issue a permit authorizing such construction subject to satisfaction of specified conditions consistent with the terms of this Agreement, or issue a letter of denial of such permit specifying the basis of said denial by reference to the provisions of the VILLAGE's Building Code applied in accordance with this Agreement, which the subject construction would allegedly violate. If the VILLAGE conditionally approves such a permit, the VILLAGE shall issue the permit unconditionally within five (5) working days after satisfaction by the OWNER of the specified conditions. Any stop order issued by the VILLAGE directing work stoppage on any building or other improvement on the TERRITORY shall specify the section of the VILLAGE's Building Code allegedly violated by the OWNER and shall give the OWNER 30 days in which to cure or diligently commence cure of such violation. Upon correction of any such violation, work on any improvement subject to a stop order may recommence. 5. It is understood and agreed, except as otherwise provided for herein, the Zoning Ordinance, Subdivision Ordinance and Regulations, Building Code and all other ordinances including all fees and charges of the VILLAGE, shall not be frozen during the term of this Agreement, and such ordinances, as the same may from time to time be amended and enforced throughout the VILLAGE, shall apply to the TERRITORY. I11 REQUIRED IMPROVEMENTS 1. Water Supply. DEVELOPER shall have the right to construct and install at their expense all necessary on -site water mains to service the TERRITORY. All water mains shall be constructed and installed in accordance with the Code of the VILLAGE and final engineering plans approved by the VILLAGE. The VILLAGE agrees to permit connection of the aforementioned water mains to the water facilities of the VILLAGE and to furnish water service on the same basis as said services are furnished to other parts of the VILLAGE. —6— 2. Sanitary and Storm Sewers. DEVELOPER shall have the right to construct and install at its expense all necessary sanitary sewers to service the TERRITORY in accordance with the Subdivision Regulations of the VILLAGE and final engineering plans approved by the VILLAGE. The VILLAGE agrees to permit connection of the aforementioned sanitary sewers to the sanitary sewer facilities of the VILLAGE and to furnish sewer service on the same basis as said services are furnished to other parts of the VILLAGE. DEVELOPER agrees that no surface water is to be discharged into the sanitary sewerage collection system and will make adequate provisions that this will not occur. Tap -on fees required by the Village shall not be waived. DEVELOPER agrees that no surface water is to be discharged into the sanitary sewerage collection system and will make adequate provisions that this will not occur. All detention areas and appurtenant structures such as drains, inlets, and outlets shall be owned and maintained by the DEVELOPER or a Homeowners Association to be established by DEVELOPER, with right of access by the VILLAGE for emergency maintenance purposes. 3. Detention Area/Open Space. The DEVELOPER agrees to construct detention basins in accordance with Village standards which include the requirement to sod the detention basins which are to be conveyed and owned by the homeowner association, along with Open Space Areas as delineated on the Plan along with various landscaping amenities detailed in the Landscape Plan. IV DEDICATION AND CONSTRUCTION OF STREETS; SIDEWALKS; MISCELLANEOUS 1. Public Improvements. All streets and other improvements will be constructed in accordance with the plans and specifications as referred to in Article II of this Agreement including but not limited to, street lights, sidewalks, and landscaping. 2. Dedications. The OWNER/DEVELOPER shall design streets within the TERRITORY according to Article II of this Agreement that comply with Village standards for local streets. All interior streets within the Territory when developed shall be dedicated to the VILLAGE. Said streets shall be constructed in accordance with the final engineering plans approved by the VILLAGE. 3. Miscellaneous. The cost of any sidewalks and street trees to be installed on public rights of way shall be included in the required letters of credit for each phase of the development of the TERRITORY, with the amounts to be computed on the same basis as the amounts to be included in the letter of credit for all other public improvements for the TERRITORY. V CHANGES TO DEVELOPMENT PLAN —7— The DEVELOPER agrees to submit revised plans to the VILLAGE for any changes to the Development Plan. Any request to increase the number of dwelling units, change the pattern of land use, change the location of streets or street intersections, change the fundamental architectural character of the development, or obtain a variance from the Subdivision Regulations not part of this Agreement, shall be considered "major" changes; other changes shall be considered "minor ", in accordance with Section XVI.F of the Lemont Zoning Code. "Major" changes shall require published notice and a public hearing before the Lemont Zoning Board of Appeals to consider an amendment of a Special Use Permit for a Residential Planned Development. After said public hearing the Zoning Board shall forward its recommendation to the Village Board of Trustees, which shall approve or deny the requested amendment. If the changes are "minor," the VILLAGE may approve the Final Plat of Subdivision without additional review and recommendation by the Zoning Board. VI CONTRIBUTIONS AND ANNEXATION FEES 1. The OWNER/DEVELOPER shall make cash contributions at the time a final development plan or Plat of Subdivision is filed with the VILLAGE, in accordance with the ordinances of the Village. If a final development plan or Plat of Subdivision is filed within one (1) year of the effective date of this Agreement, the required contributions shall be as follows: District/Purpose School District 113A High School District Park District Library District Village Annexation Fee Fire Protection District ($239 x 39 Unsprinkled Units) Contribution Amount $ 23,550.96 $ 6,920.00 $ 135,930.00 $ 4,133.18 $ 2,500.00 $ 9,321.00 TOTAL: $ 179,855.14 2. If a final plat of subdivision is submitted to the VILLAGE more than one (1) year after the effective date of this Agreement, the aforesaid contributions and the annexation fee shall be paid in amounts calculated in accordance with the terms of the ordinances of the VILLAGE in effect at the time such final plan or Plat is submitted to the VILLAGE. 3. Contributions Agreement. OWNER/DEVELOPER agrees that any and all contributions, dedications, donations and easements, provided for in this Agreement substantially advance legitimate governmental interests of the VILLAGE, including, but not limited to, 8 providing its residents, and in particular the future residents of the TERRITORY, with access to and use of public utilities, libraries, schools, parks and recreational facilities, police protection, and emergency services. OWNER/DEVELOPER further agrees that the contributions, dedications, donations and easements required by this Agreement are uniquely attributable to, reasonably related to and made necessary by the development of the TERRITORY. VII WATER SYSTEM IMPROVEMENT CONTRIBUTION The OWNER shall contribute to the VILLAGE the cost of expanding the VILLAGE well and storage capacity to allow the VILLAGE to supply water to the TERRITORY. The contribution to the VILLAGE shall be added to the usual and customary connection fee and shall be paid at the time of connection. The parties agree that $1,000.00 shall be paid for each attached single - family unit. VIII EASEMENTS AND UTILITIES The DEVELOPER agrees to grant to the VILLAGE, and/or obtain grants to the VILLAGE of, all necessary easements for the extension of sewer, water, street, or other utilities, including cable television, or for other improvements, subject to the provisions of the Subdivision Control Ordinance, which are necessary to the TERRITORY. All such easements to be granted shall name the VILLAGE and/or other appropriate entities designated by the VILLAGE as grantee thereunder. It shall be the responsibility of the DEVELOPER to obtain all easements, both on site and off site, necessary to serve the TERRITORY. All electricity, telephone, cable television and gas lines shall be installed underground, the location of which underground utilities shall be at the DEVELOPERS option, upon approval of the respective utility company. IX DEVELOPMENT CODES AND ORDINANCES AND GENERAL MATTERS. The development of the TERRITORY annexed shall be in accordance with the existing building, zoning, subdivision, storm water retention and other developmental codes and ordinances of the VILLAGE as they exist on the date each respective permit for development is issued. Planning and engineering designs and standards shall be in accordance with the then existing ordinances of the VILLAGE or in accordance with the statutes and regulations of other governmental agencies having jurisdiction thereof if such standards are more stringent than those of the VILLAGE of Lemont at 9 such time. All fees, etc. set forth under the various ordinances of the VILLAGE shall be paid by the DEVELOPER at the rate set forth in the VILLAGE ordinances at the time each permit is issued. No occupancy permit shall be issued for any building prior to the completion of the required public improvements, including street signs. Provided, however, the construction and installation of the public improvements to be done by DEVELOPER may be commenced at any time after approval of this Agreement by the Village and issuance of permits therefore. Prior to final plat approval, DEVELOPER shall deliver to VILLAGE an irrevocable letter of credit, in a form satisfactory to, and from a bank or other financial institution approved by, the VILLAGE in the amount of 115% of the DEVELOPER'S Engineers estimate of the cost of construction and installation of all such public improvements as approved by the VILLAGE Engineer, including all required lighting, sidewalks, landscaping, street trees, sewer and water lines and storm water management facilities, except to the extent such facilities are to remain private, and after approval of a site development permit by the VILLAGE. At no time shall the Letter of Credit funds be utilized by the DEVELOPER for the future payment of contractors, materials salaries and wages and the like. The VILLAGE makes no guarantees regarding the timely reduction of said Letter of Credit and therefore should not be used for time - sensitive payment purposes. The VILLAGE Engineer may, in his/her discretion, recommend the amount of said letter of credit to be reduced, from time to time, as major public improvements are completed, upon approval of the VILLAGE Board. DEVELOPER, at DEVELOPERS own cost, agrees to provide the VILLAGE "as built ", engineering plans and specifications upon substantial completion of the public improvements or at the request of the VILLAGE Engineer but in no event later than the time required by Ordinance No.456, as amended. It is agreed that all of the public improvements contemplated herein shall upon acceptance thereof by the VILLAGE, become the property of VILLAGE and be integrated with the municipal facilities now in existence or hereinafter constructed and VILLAGE thereafter agrees to maintain said public improvements. Acceptance of said public improvements shall be by resolution of the President and Board of Trustees only after the VILLAGE Engineer or VILLAGE Engineer Consultant has issued his Certificate of Inspection affirming the improvements have been constructed in accordance with approved Engineering Plans and Specifications. DEVELOPER agrees to convey by appropriate instrument and VILLAGE agrees to promptly accept, subject to terms hereof, the public improvements constructed in accordance with the Approved Engineering Plans and Specifications. DEVELOPER agrees not to let debris or excessive construction waste accumulate on the TERRITORY. DEVELOPER shall, within ten (10) days of notification of a violation by the VILLAGE, remove all debris from the locations as specified by the VILLAGE. If debris is not removed within this time period, the VILLAGE shall have the right to draw upon the Letter of Credit provided for in this Agreement to remove any such debris on the TERRITORY. The VILLAGE will 10 not draw upon the Letter of Credit if DEVELOPER removes the debris as directed by the VILLAGE within the ten (10) day notice period. X MODEL UNITS, SALES TRAILER, ADVERTISING SIGN The VILLAGE agrees that the provisions contained in Articles VI and VII of that certain "Ashbury Woods Annexation Agreement" dated March 11, 2002, between the VILLAGE and DEVELOPER pertaining to model units, sales trailer and an advertising sign and specifically, the obligations of the DEVELOPER thereunder, shall be incorporated herein and extended during the construction of the Ashbury Woods Subdivision, Phase III. XI APPROVAL OF PLANS VILLAGE agrees to expeditiously take action to approve or disapprove all plats, plans and engineering submitted to VILLAGE by DEVELOPER. If VILLAGE shall determine that any such submission is not in substantial accordance with this Agreement and applicable ordinances, the VILLAGE shall promptly notify DEVELOPERS in writing of the specific objection to any such submission so that DEVELOPER can make any required corrections or revisions. XII NOTICE OF VIOLATIONS The VILLAGE will issue no stop orders directing work stoppage on building or parts of the project without giving notice of the Section of the Code allegedly violated by OWNER, so the OWNER may forthwith proceed to correct such violations as may exist. Moreover, the OWNER shall have an opportunity to correct possible violations. This paragraph shall not restrain the Building Official from issuing a stop work order in any case where he considers a continuation of the work to constitute a threat to the health or safety of the public or personnel employee on or near the site. VILLAGE shall provide OWNER notice as required by Statute of any matter, such as public hearing, proposed building code changes and policy changes or other matters which may affect the TERRITORY of development of it under this Agreement. XIII MAINTENANCE BOND At the time or times of acceptance by VILLAGE of the installation of any part, component or 11 all of any public improvement in accordance with this Section, or any other section of the Agreement, OWNER shall deposit with the VILLAGE a Letter of Credit in the amount of ten percent (10 %) of the cost of the approved engineer's estimate of original construction costs. This guarantee shall be deposited with the VILLAGE and shall be held by the VILLAGE for a period of two (2) years after completion and acceptance of all improvements. In the event of a defect in material and/or workmanship within said period, then said security shall not be returned until correction of said defect and acceptance by VILLAGE of said corrections. XIV DAMAGE TO PUBLIC IMPROVEMENTS The OWNER shall replace and repair any damage to public improvements installed within, under or upon the subject realty resulting from construction activities by OWNER, their successors or assigns and their employees agents, contractors or subcontractors during the term of this Agreement. OWNER shall have no obligation hereunder with respect to damage resulting from ordinary usage, wear and tear. XV BINDING EFFECT AND TERM AND COVENANTS RUNNING WITH THE LAND This Agreement shall be binding upon and insure to the benefit of the parties hereto, successor OWNER's of record of the TERRITORY, assignees, lessees and upon any successor municipal authorities of said VILLAGE and successor municipalities, for a period of 20 years from the date of execution hereof, The terms and conditions of this Agreement relative to the payment of monies to the various VILLAGE recapture funds, contributions to the VILLAGE construction and/or dedication of public improvements, granting of easements to the VILLAGE, dedication of rights -of -way to the VILLAGE and the developmental standards established herein shall constitute covenants which shall run with the land. It is further agreed that any party to this Agreement, either in law or in equity, by suit, action, mandamus, or other proceeding may enforce or compel the performance of this Agreement, or have other such relief for the breach thereof as may be authorized by law or that by law or in equity is available to them. XVI NOTICES Unless otherwise notified in writing, all notices, requests and demands shall be in writing and 12 shall be personally delivered to or mailed by United States Certified mail, postage prepaid and return receipt requested, as follows: For the VILLAGE: For the DEVELOPER: Village Clerk 418 Main Street Lemont, IL 60439 Ashbury Woods Development, LLC 6428 Joliet Road Countryside, IL 60525 With copy to: Goldstine, Skrodzki, Russian, Nemec and Hoff, Ltd. 835 McClintock Dr. Burr Ridge, IL 60527 Or such other addresses that any party hereto may designate in writing to the other parties pursuant to the provisions of this Section. XVII CERTIFICATES OF OCCUPANCY 1. Within five (5) days after request by OWNER for a final inspection of a building within the TERRITORY, the VILLAGE shall issue a final certificate of occupancy for such building or issue a letter of denial of a certificate of occupancy identifying the correction necessary as a condition of a certificate of occupancy and specifying the section of the Building Code relied on by the VILLAGE in its request for correction. 2. The VILLAGE, in accordance with the requirements and customary practice of the VILLAGE Building Department, will grant provisional permits for structures between November 1st and June 1 if weather prevents the OWNER from completing grading, landscaping and exterior concrete or asphalt work for any such structure (it being understood that if other work remains to be done, no occupancy permit, provisional or otherwise, will be issued). As a condition of the issuance of any such provisional occupancy permit, the OWNER shall provide the VILLAGE with a timetable (acceptable to the VILLAGE) for completion of the outstanding work, which timetable shall be deemed a part of the occupancy permit. XVIII WARRANTIES AND REPRESENTATIONS The OWNER and DEVELOPER represents and warrants to the VILLAGE as follows: 1. That Ashbury Woods Development, LLC.. identified on page 4 hereof is the OWNER as legal title holder and owner of record of all the respective parcels of the TERRITORY. 13 2. That other than the OWNER and DEVELOPER, no other entity or person has any interest in the TERRITORY or its development as herein proposed. 3. That OWNER and DEVELOPER have provided the legal description of the TERRITORY set forth in this Agreement and the attached Exhibits and that said legal descriptions are accurate and correct. XIX CONTINUITY OF OBLIGATIONS Notwithstanding any provisions of this Agreement to the contrary, including but not limited to the sale and/or conveyance of all or any part of the TERRITORY by OWNER and DEVELOPER, OWNER and DEVELOPER shall at all times during the term of this Agreement remain liable to the VILLAGE for the faithful performance of all obligations imposed upon them by this Agreement until such obligations have been fully performed or until the VILLAGE, at its sole option, has otherwise released OWNER and DEVELOPER from any all of such obligations. XX NO WAIVER OR RELINQUISHMENT OF RIGHT TO ENFORCE AGREEMENT Failure of any party to this Agreement to insist upon the strict and prompt performance of the terms covenants, agreements, and conditions herein contained, or any of them, upon any other party imposed, shall not constitute or be construed as a waiver or relinquishment of any party's right thereafter to enforce any such term, covenant, agreement or condition, but the same shall continue in full force and effect. XXI VILLAGE APPROVAL OR DIRECTION Where VILLAGE approval or direction is required by this Agreement, such approval or direction means the approval or direction of the Corporate Authorities of the VILLAGE unless otherwise expressly provided or required by law, and any such approval may be required to be given only after and if all requirements for granting such approval have been met unless such requirements are inconsistent with this Agreement. XXII SINGULAR AND PLURAL Wherever appropriate in this Agreement, the singular shall include the plural, and the plural 14 shall include the singular. XXIII SECTION HEADINGS AND SUBHEADINGS All section headings or other headings in this Agreement are for general aid of the reader and shall not limit the plain meaning or application of any of the provisions thereunder whether covered or relevant to such heading or not. XXIV RECORDING A copy of this Agreement and any amendments thereto shall be recorded by the DEVELOPER at the expense of the DEVELOPER within 30 days after the execution hereof. XXV AUTHORIZATION TO EXECUTE. The President and Clerk of the VILLAGE hereby warrant that they have been lawfully authorized by the VILLAGE Board of the VILLAGE to execute this Agreement. The OWNER and VILLAGE shall, upon request, deliver to each other at the respective time such entities cause their authorized agents to affix their signatures hereto copies of all bylaws, resolutions, ordinances, partnership agreements, letters of direction or other documents required to legally evidence the authority to so execute this Agreement on behalf of the respective parties. XXVI AMENDMENT This Agreement sets forth all the promises, inducements, agreements, conditions and understandings between the parties hereto relative to the subject matter thereof, and there are no promises, agreements, conditions or understandings, either oral or written, express or implied, between them, other than are herein set forth. Except as herein otherwise provided, no subsequent alteration, amendment, change or addition to this Agreement shall be binding upon the parties hereto unless authorized in accordance with law and reduced in writing and signed by them. XXVII COUNTERPARTS 15 This Agreement may be executed in two or more counterparts, each of which taken together, shall constitute one and the same instrument. XXVIII CURING DEFAULT It is understood by the parties hereto that time is of the essence of this Agreement. The parties to this Agreement reserve a right to cure any default hereunder within fifteen (15) days from written notice of such default. XXIX CONFLICT BETWEEN THE TEXT AND EXHIBITS In the event of a conflict in the provisions of the text of this Agreement and the Exhibits attached hereto, the text of the Agreement shall control and govern. XXX SEVERABILITY If any provision of this Agreement is held invalid by a court of competent jurisdiction or in the event such court shall determine that the VILLAGE does not have the power to perform any such provisions, such provision shall be deemed to be excised here from and the invalidity thereof shall not affect any of the other provisions contained herein, and such judgment or decree shall relieve VILLAGE from performance under such invalidity thereof shall not affect any of the other provisions contained herein, and such judgment or decree shall relieve VILLAGE from performance under such invalid provision of this Agreement. XXXI DEFINITION OF VILLAGE When the term VILLAGE is used herein it shall be construed as referring to the Corporate Authorities of the VILLAGE unless the context clearly indicates otherwise. XXXII REIMBURSEMENT OF COSTS The DEVELOPER agrees to reimburse the VILLAGE for reasonable attorney's fees, planning consultants and engineering costs incurred by the VILLAGE in connection with the 16 annexation of the TERRITORY, or in the enforcement of any of the terms of the Annexation Agreement upon a default by the OWNER. Such payment shall be made promptly upon receipt of a request from the VILLAGE of such reimbursement, with copies of the bills attached. XXXIII EXECUTION OF AGREEMENT This Agreement shall be signed last by the VILLAGE and the President of the VILLAGE shall affix the date on which he signs this Agreement on page 4 hereof which date shall be the effective date of this Agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first above written. ATTEST: By VILLAGE OF LEMONT an Illinois Municipal ' i . oration • By: it _► r4 Village 're- dent OWNER AND DEVELOPER; ASHBURY WOODS DEVELOPMENT LLC: By: Managing Member By: STATE OF ILLINOIS ) ) SS. COUNTY OF COOK I, the undersigned, a Notary Public, in and for the County and Sate aforesaid, DO HEREBY CERTIFY that JOHN F. PIAZZA personally known to me to be the President of the Village of 17 Lemont, and CHARLENE M. SMOLLEN, personally known to me to be the Village clerk of said municipal corporation, and personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that as such President and Village Clerk, they signed and delivered the said instrument and caused the corporate seal of said municipal corporation to be affixed thereto, pursuant to authority given by the Board of Trustees of said municipal corporation, as their free and voluntary act, and as the free and voluntary act and deed of said municipal corporation, for the uses and purposes therein set forth. GIVEN under my hand and official seal, thisn(, '1 day of , 2006. OFFICIAL SEAL ROSEMAY YATES NOTARY PUBLIC, STATE OF ILLINOIS MY COMMISSION EXPIRES 8-13-2008 STATE OF ILLINOIS ) ) SS. COUNTY OF COOK ) Notary Pu I, the undersigned, a Notary Public in and for the County and State aforesaid, DO HEREBY CERTIFY that the above -named Scott A. Stevens, Managing Member of Ashbury Woods Development, LLC personally known to me to be the same persons whose names are subscribed to the foregoing instrument appeared before me this day in person and acknowledged that they signed and delivered the said instrument as their own free and voluntary act for the uses and purposes therein set forth. GIVEN under my hand and official seal, this day of , 2006. Notary Public 18 LEGAL DESCRIPTION.:. PARCEL 1: EXHIBIT A THE WEST 1/2 OF THE NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 (EXCEPT THE NORTH 50.00 FEET THEREOF AS PREVIOUSLY OCCUPIED AND /OR TAKEN FOR ROADWAY PURPOSES) OF SECTION 32, TOWNSHIP 37 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. PERMANENT REAL ESTATE INDEX NO.: 22 -32 -201 -002, AND PARCEL 2: THE WEST 1/2 OF THE WEST 1/2 OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 (EXCEPT THE NORTH 50.00 FEET THEREOF AS PREVIOUSLY OCCUPIED AND/OR TAKEN FOR ROADWAY PURPOSES) OF SECTION 32, TOWNSHIP 37 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERDIAN, IN COOK COUNTY, ILLINOIS. PERM/INENT REAL ESTATE INDEX NO.: 22 -32 -201 -003, AND PARCEL 3: THE WEST 1/2 OF THE EAST 1/2 OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 (EXCEPT THE NORTH 50.00 FEET THEREOF AS PREVIOUSLY OCCUPIED AND /OR TAKEN FOR ROADWAY PURPOSES) OF SECTION 32, TOWNSHIP 37 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. PARCEL 4: THE EAST 1/2 OF THE WEST 1/2 OF THE EAST 1/2 OF THE NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 (EXCEPT THE NORTH 50:00 FEET THEREOF AS PREVIOUSLY OCCUPIED AND /OR TAKEN FOR ROADWAY PURPOSES) OF SECTION 32, TOWNSHIP 37 NORTH, RANGE II, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. PERMANENT REAL ESTATE INDEX NO.: 22 -32- 201 -015. 19 EXHIBIT B 1 i� ASHBURY WOODS UNIT 311 jpcoNSULTING, INC 1 4E L ! ie 4 1:1.-1"L"----7211.41121-51' ....;-...,. ..,—...........................„ 4. . ,i- inay• , -•■■z■swiarewommia - 4 : OR it. I 4 Rrri V 1 V 1 i ,I1 hti gi -,z\ i t,g .c.,, ,._, fI 1 8 \ 0 7.z 1-3 P! . \ .: c:,)., ;I g 41 lilik UiuIl IIN FL-It` 44 10: 8 G e,4 .Z• , , a , t=5 ASHBURY WOODS UNIT 311 1ECONSULTING, INC. MOROCCO & GEOCON • "W.." REVISIONS Wow's", ati■ REVISED srre KAN 04 F, mon r 7` ... Mir Imum 11::1 1111::: •u...u .i...r, II .1111111M11 N ■ ....... m Ii..G.. ammo .LI ..S.Illll£I. JUNEeo..un1li/l� , ._- -..moo reams .I. ../ ral.iir Elm .:. amiltimmumre -mama 3MORIDIFIE MU ® LINT � :■ n�i N .. � • Ly*7C M C':I 11111111111bANI ii / ■ ■■■ ■ ■11 ■■■ 0.1 -mom ■ ■■■ ■■■r • ii■■i A iiurHX3 TREE PRESERVATION & LANDSCAPE PLAN for: ASHBURY WOODS UNIT #3 A DONVEN HOMES COMMUNITY 127th STREET & ASHBURY PLACE LEMONT, ILLINOIS 0 O 0 0 2 -HA 3-A800 3- 3 -5100 3 -17450 a war 1/ 4 -7151 - -- 4 -7075 7 -7053 - 1- 0E07 3-5100 3 -B_N 6 -5100 3 -7007 4 -THT: 0 • • . NM w111eN al 16 wefi _�1 s� a� w Imo, - __ wow _�,. 8502 \ I 3 -00$71 _ liii VP /1•11 111 V orirl,r 4 i ;� N 9�.. ,,�,r. „. �i 1 -0,75 3 -177$7 3 -5153- 1 r•y 1907 908 190 910 0 '91' 191 02 -7080 Ll 2 -4005 Q 1911 X923 0 5l — 6 -3133 1-47 0 - 703 2 0155 E 00'0 - 7 33 -0007 -0b3' 2- .37,73- -TH'E 2 -HAVI 2 -7100 2 -1100 -- -4 -0004 • 923 -4 -0051 2 -HAY) 3 -0007- • DETENTION 93B-` 5932 0 -7870 2- 0031 5 -7001 �3 -4055 3-7108$ PLANT LEGEND { Ert4TING 1F =E i`•w_ TO 909415 ENIS40 i4 7 04 111 1800 O M 30 60 90 820 11%4E% H• 0 • M• E• EXHIBIT G ASHBURY WOODS UNIT 3 127TH STREET LEMONT, ILLINOIS Development by Donven Homes Inc. 6428 Joliet Road Countryside, Illinois Prepared by BW Consulting 5 -05 -06 ASHBURY WOODS DEVELOPMENT — PHASE 3 TREE PRESERVATION REPORT The trees in the report have been qualified for health, form, and desirability, by a rating schedule of 0 to 5: 0 — Dead or nearly so - 5% of the trees within the construction area 1 — Poor in one of more the qualities - 32% of the trees within the construction area 2 — Below average in one or more of the qualities — 28% of the trees within the construction area 3 — Average in most of the qualities —13% of the trees within the construction area 4 — Above average in most of the qualities — 8% of the trees within the construction area 5 — Specimen with all of the qualities of the criteria — 14% of the trees within the construction area The decision to save particular trees has been based upon the 0 to 5 rating and upon the tree location on the site. Trees rated 0 are all to be removed. Trees rated 1 & 2 are usually indicated for removal except where clustering of the trees is viable and the location criteria is met. Trees rated 3, 4 & 5 have been considered for preservation provided the location criteria is met. The criteria for tree location is as follows: • Trees must be outside the street and right -of -way • Trees must be outside of utility easements; likely located in the front for periphery lots • Trees must be outside of building envelopes • Trees must be outside of stormwater management basins The Tree Preservation Report list of trees is marked with an S indicating those trees within the construction areas we will attempt to preserve. ASHBURY WOODS DEVELOPMENT LLC - PHASE 3 EXISTING TREE SURVEY S/R TAG COMMON NAME BOTANICAL NAME SIZE COND COMMENT R 1901 Silver Maple Acer saccharinum 28" 4 R 1902 Cottonwood Populus deltoides 12" 1 R 1903 Cottonwood Populus deltoides 40" 1 Trunk cavity R 1904 Black Cherry Prunus serotina 13" 1 R 1905 Black Cherry Prunus serotina 10" 1 R 1906 Slippery Elm Ulmus rubra 9" 1 R 1907 Cottonwood Populus deltoides 18" 1 R 1908 Cottonwood Populus deltoides 18" 1 R 1909 Elm Ulmus 15" 0 Dead R 1910 Silberian Elm Ulmus pumila 10" 1 R 1911 Cottonwood Populus deltoides 18" 1 R 1912 Slippery Elm Ulmus rubra 9" 1 R 1913 Cottonwood Populus deltoides 8" 1 R 1914 Cottonwood Populus deltoides 8" 1 R 1915 Slippery Elm Ulmus rubra 8" 1 R 1916 Slippery Elm Ulmus rubra 8" 1 R 1917 Siberian Elm Ulmus pumila 8" 1 R 1918 Siberian Elm Ulmus pumila 21" 0 Trunk cavity R 1919 Black Locust Robinia pseudoacacha 31" 2 R 1920 Black Cherry Prunus serotina 7" 0 R 1921 Buckthorn Rhamnus cathartica 8" 1 S 1922 Siberian Elm Ulmus pumila 24" 2 1923 No Tag R 1924 Siberian Elm Ulmus pumila 33" 1 R 1925 Slippery Elm Ulmus rubra 12" 2 R 1926 Slippery Elm Ulmus rubra 14" 0 Dead S 1927 Apple Tree Malus pumila 8" 1 S 1928 Black Cherry Prunus serotina 9" 1 R 1929 Siberian Elm Ulmus pumila 15" 0 Dead S 1930 Siberian Elm Ulmus pumila 24" 2 S 1931 Apple Tree Malus pumila 12" 1 S 1932 Siberian Elm Ulmus pumila 8" 1 S 1933 Siberian Elm Ulmus pumila 8" 1 S 1934 Siberian Elm Ulmus pumila 13" 1 S 1935 Slippery Elm Ulmus rubra 13" 1 R 1936 Siberian Elm Ulmus pumila 25" 1 R 1937 Schwedler Maple Acer platanoides 16" 5 Var.Schwedleri R 1938 Siberian Elm Ulmus pumila 30" 1 R 1939 Siberian Elm Ulmus pumila 25" 1 R 1940 Red Cedar Juniper Juniperus virginiana 12" 2 R 1941 Green Ash Fraxinus pennsylvanica 18" 1 S 1942 Green Ash Fraxinus pennsylvanica 20" 3 R 1943 Red Cedar Juniper Juniperus virginiana 9" 1 R 1944 Red Cedar Juniper Juniperus virginiana 9" 1 S 1945 White Oak Quercus alba 28" 4 S 1946 Silver Maple Acer saccharinum 16" 3 R 1947 Norway Spruce Picea abies 12" 1 S 1948 Norway Maple Acer platanoides 19" 5 R 1949 Colorado Spruce Picea pungens 8" 1 S/R TAG COMMON NAME BOTANICAL NAME SIZE COND COMMENT R 1950 Siberian Elm Ulmus pumila 18" 1 R 1951 Honeylocust Gleditsia triacanthos 9" 3 R 1952 Siberian Elm Ulmus pumila 31" 2 R 1953 Siberian Elm Ulmus pumila 32" 2 R 1954 Siberian Elm Ulmus pumila 12" 1 R 1955 Siberian Elm Ulmus pumila 34" 2 R 1956 Siberian Elm Ulmus pumila 18" 1 R 1957 Siberian Elm Ulmus pumila 24" 1 R 1958 Siberian Elm Ulmus pumila 32" 4 R 1959 Siberian Elm Ulmus pumila 12" 1 R 1960 Black Locust Robina pseudoacacia 30" 1 Trunk cavity R 1961 Silver Maple Acer saccharinum 27" 3 S 1962 Colorado Spruce Picea pungens 19" 1 R 1963 Colorado Spruce Picea pungens 18" 1 R 1964 Black Locust Robinia pseudoacacia 30" 1 R 1965 Silver Maple Acer saccharinum 18" 3 R 1966 Green Ash Fraxinus pennsylvanica 21" 1 Trunk cavity R 1967 Green Ash Fraxinus pennsylvanica 15" 3 R 1968 Green Ash Fraxinus pennsylvanica 12" 2 R 1969 Green Ash Fraxinus pennsylvanica 20" 1 Cavity R 1970 Box Elder Acer negundo 8" 1 R 1971 Box Elder Acer negundo 8" 0 Dead VEXATION DOS 11NG CORPORATE WITS OF THE MLIACE OF 1.EJLONT PARCEL 4 PARCEL 3 'NT, LLC. 40525 PN: 22 -32- 201 -002 -MOO (Parcel 1) PN: 22- 32- 201 -003 -0000 Parcel 2) 00 PIN: 22 -32- 201-015 -00 ar0H 3 ona 4) GRAPHIC SCALE (IN FIR') 1 inch = 40 EL `EASING CORPORATE LIMITS OF INE DEUCE OE LEMONT 32 T 723 AMISS K44 MT .2 OS LW V03 IUf -lR JR SRA SURVEYOR'S IFRlIFMATF STATE OF 1LLN0IS) C0JNTY OF NLL) 55. TIPS IS TO CERTIFY THAT I. NIGIIAEL J. NELSON, RE0STEREO LAND SURVEYOR N0, 035 -30205, HATE SURVEYED THE ABOVE DESCRIBED PROPERTY AS SHORN ON THIS PLAT OF ANNEXATION, WON 15 A CORRECT REPRESENTATION OF SAD SURVEY. ALL DISTANCES ARE SHORN N FEET AND DECIMALS 11HEREOF. CI3N UNDER BY HAND MID SEAL AT PLAINFIELD, ILLINOIS, TW5 20114 DAY OF UNIX PROFESSCIUL LAND SURVEYOR NO. 035 -095 05- 295TOPO/YROJ -05- 295- ANIEXDYC EXHIBIT H JAN 0 8 2003 DECLARATION FOR -- ASHBURY WOODS (LEMONT, ILLINOIS) ASHBURY WOODS DEVELOPMENT, LLC DEVELOPER PREPARED BY AND MAIL TO: Richard J. Skrodzki, Esq. Thomas P. Russian, Esq. Goldstine, Skrodzki, Russian, Nemec and Koff, Ltd. 835 McClintock Drive Second Floor Burr Ridge, IL 60527 Phone: 630 -655 -6000 Declaration, which rights shall include, without limitation, the right, prior to the Turnover Date, to appoint all members of the Board, as more fully described in Article Nine, the right to come upon the Development Area in connection with Developer's efforts to sell Dwelling Units and other rights reserved in Article Nine. NOW, THEREFORE, the Developer declares as follows: ARTICLE ONE Definitions For the purpose of brevity and clarity, certain words and terms used in this Declaration are defined as follows: 1.01 BOARD: The Board of Directors of the Residential Association, as constituted at any time or from time to time, in accordance with the applicable provisions of Article Five. 1.02 BY -LAWS: The By -Laws of the Residential Association as described in Exhibit "C" hereto. 1.03 CHARGES: The Townhome Assessment, any special assessment levied by the Residential Association and /or any other charges or payments which an Owner is required to pay or for which an Owner is liable under this Declaration or the By -Laws. 1.04 COMMUNITY AREA: All Lot Areas and all portions of the Parcel other than Dwelling Unit Exteriors and the residential units comprising a Dwelling Unit. The Community Area shall generally include, but not be limited to, open space, Unit Driveways, common drives, parking areas, walkways, storm water detention and /or retention areas, storm sewers, entranceway on 127th Street, streets, street islands and green areas (even if located within the boundaries of a Lot). The Community Area shall also include the landscaping of the south side parkway on 127th Street adjacent to the Development and the north side parkway on 129th Street adjacent to the Development. The Community Area shall be administered, maintained, repaired and replaced by the Residential Association. The Community Area may sometimes be referred to as "Common Area or "Common Elements." The Community Area includes Lots 22, 23, 24, 25 and Outlots A and B in the Parcel. 1.05 COUNTY: Cook County, Illinois, or any political entity which may from time to time be empowered to perform the functions or exercise the powers vested in Cook County as of the Recording of this Declaration. 2 1.13 LOT AREA: All portions of the Lot which are not improved with a residential unit, including all Unit Driveways and open, landscapable areas. Lot Areas are designated as part of the Community Area to be maintained by the Residential Association. 1.14 MORTGAGEE: The holder of a bona fide first mortgage, first trust deed or equivalent security interest covering a Dwelling Unit. 1.15 NON - OWNER: A person other than an Owner or a Resident. 1.16 OWNER: A Record owner, whether one or more Persons, of fee simple title to any Dwelling Unit, including contract sellers, but excluding those having such interest merely as security for the performance of an obligation. The Developer shall be deemed to be an Owner with respect to each Dwelling Unit owned by the Developer. 1.17 PARCEL: That portion of the Development Area which is described in Exhibit "B" hereto, as Exhibit "B" may be amended from time to time, with all improvements thereon and rights appurtenant thereto. The Developer may make an Added Parcel subject to this Declaration pursuant to Article Eight. 1.18 PARKING AREA: A portion of the Community Area which is improved with outdoor unassigned parking spaces for the parking of motor vehicles by Residents, their guests or invitees; provided, however, the portion of the Lot Area extending perpendicular from a Dwelling Unit's garage to the public street shall be for the exclusive parking of an Owner or invitees. 1.19 PARTY WALL: The wall, floor or ceiling shared by adjoining residential units located on adjacent Lots. 1.20 PERSON: A natural individual, corporation, partnership, trustee or other legal entity capable of holding title to real property. 1.21 RECORD: To record in the office of the Recorder of Deeds of Cook County, Illinois. 1.22 RESIDENT: An individual who resides in a Dwelling Unit and who is either an Owner, a tenant of the Owner, a contract purchaser of the Dwelling Unit, or a relative of any such Owner, tenant or contract purchaser. 1.23 RESIDENTIAL ASSOCIATION: The Ashbury Woods Residential Association, an Illinois not - for - profit corporation, its successors and assigns. 4 rights, benefits and privileges which are reserved or declared by this Declaration shall be ranted deemed toebe covenants appurtenant, running with the land and shall at all times inure to the benefit of and be binding on any Person having at any time any interest or estate in any part of the Parcel. Reference in any deed of conveyance, lease, mortgae, trust deed, evidence of obligation or other instrument to the provisions other of this Declaration shall be sufficient to create and reserve all of the covenants, conditions, restrictions, easements, reservations, liens, charges, rights, benefits and privileges which are granted, created, reserved or declared by this Declaration, as fully and completely as though they were set forth in their entirety in any such document. 2.03 DURATION: Except as otherwise specifically provided herein, the covenants, conditions, restrictions, , reservations, liens, and charges, which are granted, reserved easements declared by this Declaration shall be appurtenant to and shall run with and bind the land for a period of forty (40) years from the date of Recording of this Declaration and for successive periods of ten (10) years each unless revoked, changed or amended in whole or in part by a Recorded instrument executed by not less than three - fourths (3/4) of the then Owners. 2.04 DWELLING UNIT CONVEYAN E: conveyed by the Developer to a bona fide e a Dwelling Unit has been purchaser for value, then any subsequent P quent conveyance or transfer of ownership of the Dwelling Unit shall be of the entire Dwelling Unit and there shall be no conveyance or transfer of a portion of the Dwelling Unit without the prior written consent of the Board. ARTICLE THREE Covenants and Restrictions as to Use and Maintenance of the Dwellin• Unit Exterior and Dwellin- Units 3.01 ININ RA G--- E�L: The restrictions and limitations contained in this Article shall be subject to the rights of the Developer set forth in Article Nine. 3.02 OWNERSHIP: RP: At the time that portions of the Development Area are made subject to this Declaration, they shall consist of Lots or other property which may be conveyed to the Residential Association as Community Area for the benefit of all residents of the Development. 3.03 ACCESS EASEMENT: Each Owner shall have a non- exclusive perpetual easement for ingress to and egress from his Dwelling Unit 6 3.08 EASEMENTS, LEASES, LICENSES AND CONCESSIONS: The Developer and the Residential Association shall have the right and authority from time to time to lease or grant easements, licenses, or concessions with regard to any portions or all of the Dwelling Unit Exterior for such uses and purposes as Developer or the Board deems to be in the best interests of the Owners and which are not prohibited hereunder, including, without limitation, the right to grant easements for utilities and similar and related purposes: Any and all proceeds from leases, easements, licenses or concessions with respect to the Lot Areas and Dwelling Unit Exterior shall be used to pay the Townhome Expenses. The Residential Association shall have the right and power to dedicate any part or all of the roads or parking areas which constitute part of the Dwelling Unit Exterior to the County, the Village or any municipality or other governmental authority which has jurisdiction over the Development. Some Lots may, if necessary, have an exterior room for fire alarm panels affecting more than one (1) Lot and several Lots may have, in addition, a control panel for the irrigation system. The Residential Association and governmental agencies shall have an ingress and egress easement for maintenance of same. In addition, the electricity for said fire alarm panels and irrigation system shall be metered on the Lot where located. As a consequence, the Residential Association, at its sole discretion, shall determine the reasonable cost of the electrical usage and reimburse the Owner for this cost. Each Person, by acceptance of a deed, mortgage, trustee's deed, other evidence of obligation, or other instrument relating to a Lot, shall be deemed to grant a power coupled with an interest to the Board, as attorney -in -fact, to grant, cancel, alter or otherwise change the easements provided for in this Section. Any instrument executed pursuant to the power granted herein shall be executed by the President and attested to by the Secretary of the Residential Association and duly Recorded. 3.09 MAINTENANCE, REPAIR AND REPLACEMENT OF THE DWELLING UNIT EXTERIOR: A. Maintenance, repairs and replacements of the Dwelling Unit Exterior shall be furnished by the Residential Association, and shall include, without limitation, the following: (i) Normal maintenance, repair and replacement of the roof, outer surface of exterior walls, foundations, steps, footings, driveways, walkways and patios, but excluding the replacement of broken glass, or the repair of damage to garage doors, or matters customarily covered by an Owner's extended coverage hazard insurance as described in Paragraph 4.02; (ii) Maintenance, repair and replacement of water, sewer, electrical and other systems which serve more than one 8 (i) Require the Owner to remove the addition, alteration or improvement and restore the Dwelling Unit Exterior to its original condition, all at the Owner's expense; or (ii) If the Owner refuses or fails to properly perform the work required under (i), the Board may cause such work to be done and may charge the Owner for the cost thereof as determined by the Board; or (iii) Ratify the action taken by the Owner, and the Board may (but shall not be required to) condition such ratification upon the same conditions which it may impose upon the giving of its prior consent under this Section. 3.13 NO DEDICATION TO PUBLIC USE: Nothing contained in this Declaration shall be construed or be deemed to constitute a dedication, express or implied, of any part of the Dwelling Unit Exterior to or for any public use or purpose whatsoever. 3.14 USE RESTRICTIONS: A. No industry, business, trade, occupation or profession of any kind, commercial, religious, educational or otherwise, designated for profit, altruism, exploration or otherwise shall be conducted, maintained or permitted in any dwelling, or accessory building or on any Lot. This Section shall not be construed in such a manner as to prohibit an owner from maintaining his personal and /or professional library therein, keeping his personal business and /or professional records or accounts therein or handling his personal business and /or professional telephone calls or correspondence therefrom. However, an owner shall not meet with clients on the Lot in connection with his or her business; B. No clothes, sheets, blankets, laundry of any kind or other articles shall be hung out on any portion of any Dwelling Unit Exterior. The Parcel shall be kept free and clear of all rubbish, debris and other unsightly materials and no waste shall be committed thereon. All rubbish shall be stored in the Dwelling Unit; and C. provided Dwelling library, therein, calls or Each Dwelling Unit shall be used only as a residence; that no Owner shall be precluded, with respect to his Unit, from (i) maintaining a personal professional (ii) keeping his personal business records or accounts or (iii) handling his personal business or professional correspondence therefrom. 3.15 OBSTRUCTIONS: Except as permitted under Section 9.03, no Owner shall obstruct any Dwelling Unit Exterior or Lot Area, and 10 provided that no Dwelling Unit shall be leased for transient or hotel purposes, which are hereby defined as being for a period of less than one hundred eighty (180) days or for a period of more than one hundred eighty (180) days where hotel services normally furnished by a hotel (such as room service or maid service) are furnished. Any lease shall be in writing and shall provide that such lease shall be subject to the terms of this Declaration and that any failure of the lessee to comply with the terms of this Declaration shall be a default under the lease. A lessee shall be bound by the provisions hereof regardless of whether the lease specifically refers to this Declaration. The Board may adopt such rules and regulations applicable to the leasing of Dwelling Units as it deems advisable. Notwithstanding anything contained herein, neither the provisions of this Section nor any rules or regulations adopted pursuant hereto shall apply to the leasing of Dwelling Units owned by Developer or Trustee. 3.20 RESIDENTIAL ASSOCIATION'S ACCESS: The Residential Association shall have the right and power to come onto any Dwelling Unit for the purpose of furnishing the services required to be furnished hereunder or enforcing its rights and powers hereunder. ARTICLE FOUR Insurance 4.01 RESIDENTIAL ASSOCIATION'S RESPONSIBILITY: The Residential Association shall be responsible for procuring and maintaining comprehensive public liability insurance, including liability for injuries to and death of persons, and property damage, in such limits as it shall deem desirable, and other liability insurance as it may deem desirable, insuring the Association from liability in connection with the ownership and /or use of the Community Area. The Residential Association shall be further responsible for maintaining such policies of insurance for the Community Area against loss or damage by fire and such other hazards contained in the customary fire and extended coverage vandalism and malicious mischief endorsements as the Residential Association may deem desirable provided that such policies shall (i) provide that such policies may not be can celed or, substantially modified without at least ten (10) days' written notice to the Residential Association and all mortgagees of record of the Community Area; (ii) provide that all mortgagees of record of the Community Area shall have the right to pay overdue insurance premiums and to obtain new coverage in the event the existing insurance policy lapses; (iii) provide for coverage in the amount of one hundred (100%) percent of full replacement value; and (iv) contain standard mortgage clause endorsements in favor of the 12 the Owner or Owners of each Dwelling Unit which shall have been damaged or destroyed shall fully cooperate with, and abide by all instructions and directions of, the Residential Association in connection therewith. 4.05 PROCEEDS USED FOR RESTORING: In the event of such damage or destruction of a Dwelling Unit, the holder of the mortgages encumbering said Dwelling Unit shall allow the proceeds of any insurance required pursuant to Section 4.02 hereof to be utilized in restoring the Dwelling Unit to the terms of this Article. 4.06 OWNER'S FAILURE TO REPAIR RESTORE OR REBUILD: In any case in which the Owner or Owners concerned shall fail to carry out and see to the repair, restoration or rebuilding required by the provisions of this Article Four, the Residential Association shall cause such repairs or rebuilding to be furnished, provided and installed, in the manner as set forth in Section 4.03 hereof provided, however, that to the extent the insurance proceeds referred to in Section 4.02 are insufficient as to any Dwelling Unit, the particular Owner shall be responsible to the Residential Association for such deficiency, and the Residential Association shall have, and is hereby granted, a continuing lien on the Lot for which any such repairs or rebuilding are furnished by the Residential Association in the aggregate amount of (a) the cost thereof, (b) interest at a per annum rate equal to the sum of the prime rate at First National Bank of Chicago plus two (2%) percent from the date of the Residential Association's payment of such costs, and (c) reasonable attorney's fees and any court or other costs incurred by the Residential Association in connection therewith, which lien shall bind such Lot in the hands of such Owner, his heirs, devisees, personal representatives, grantees and assigns. In the event such Owner does not forthwith fully repay the Residential Association therefor, as aforesaid, such lien shall be foreclosed against the Lot by the Residential Association in the same manner as hereinafter provided in connection with unpaid assessments. The Residential Association's lien in this Section 4.06 provided for shall be subordinate to the lien of any first mortgage now or hereafter placed upon the Lot. 4.07 BOARD'S AUTHORITY TO SETTLE: In the event of any damage or destruction to the exterior portion of a Dwelling Unit and the loss is covered by policies of insurance, and the Owner or Owners fail to settle or adjust any such claim within a reasonable time, without reasonable cause, then after due notice to said Owner or Owners, the Board shall have the authority to settle and adjust any claim under such policies without the consent of the respective Owner. 14 11. Purchasing other goods and services required for the proper administration, operation, maintenance, repair and replacement of the property administered and operated by the Residential Association. B. Powers Excluded. The Residential Association shall not have any right to pursue individual Owner claims against the Developer. The Residential Association may only pursue the claims relating to the Community Area. 5.02 MEMBERSHIP: Each Owner shall be a member of the Residential Association. There shall be one membership per Dwelling Unit. .Membership shall be appurtenant to and may not be separated from ownership of a Dwelling Unit. Ownership of a Dwelling Unit shall be the sole qualification for membership. The Residential Association shall be given written notice of the change of ownership of a Dwelling Unit within ten (10) days after such change. 5.03 VOTING MEMBERS: Subject to the provisions of Section 9.05, voting rights of the members of the Residential Association shall be vested exclusively in the Voting Members for each Dwelling Unit. One individual shall be designated as the "Voting Member" for each Dwelling Unit. The Voting Member or his proxy shall be the individual who shall be entitled to vote at meetings of the Owners. If the Record ownership of a Dwelling Unit shall be in more than one person, or if an Owner is a trustee, corporation, partnership or other legal entity, then the Voting Member for the Dwelling Unit shall be designated by such Owner or Owners in writing to the Board and if in the case of multiple individual Owners no designation is given, then the Board at its election may recognize an individual Owner of the Dwelling Unit as the Voting Member for such Dwelling Unit. 5.04 THE BOARD: Subject to the rights retained by the Developer under Section 9.05, the Board shall consist of five (5) members, each of whom shall be an Owner or Voting Member. 5.05 VOTING RIGHTS: Prior to the Turnover Date, all of the voting rights at each meeting of the Residential Association shall be vested exclusively in the Developer and the Owners shall have no voting rights. From and after the Turnover Date, any action may be taken by the Voting- Members at any meeting at which a quorum is present (as provided in the By -Laws) upon an affirmative vote of a majority by the Voting Members present at such meeting, except as otherwise provided herein or in the By -Laws. 5.06 DIRECTOR AND OFFICER LIABILITY: Neither the directors or officers of the Residential Association shall be personally liable to the Owners for any mistake of judgment or for any other acts or 16 rights and duties of the Residential Association under this Declaration. ARTICLE SIX Assessments 6.01 PURPOSE OF ASSESSMENTS: The assessments levied by the Residential Association shall be exclusively for the purposes of promoting the recreation, health, safety, and welfare of members of the Residential Association, to administer the affairs of the Residential Association, to pay the Townhome Expenses, and to accumulate reserves for any such expenses. 6.02 TOWNHOME ASSESSMENT: Each year on or before December 1, the Board shall adopt subject to the provisions of Subsection B and furnish each Owner with a budget for the ensuing calendar year which shall show the following, with reasonable explanations and itemizations: A. The estimated Townhome Expenses; B. The estimated amount, if any, to maintain adequate reserves for Townhome Expenses including, without limitation, amounts to maintain the Capital Reserve; C. The estimated net available cash receipts, if any, plus estimated excess funds, if any, from the current year's assessments; D. The amount of the "Townhome Assessment" payable by the Owners, which is hereby defined as the amount determined in A above, plus the amount determined in B above, minus the amount determined in C above; and E. That portion of the Townhome Assessment which shall be payable each month by the Owner of each Dwelling Unit which is subject to assessment hereunder, which shall be equal to one - twelfth (1/12) of the Townhome Assessment divided by the number of Dwelling Units, so that each Owner shall pay equal Townhome Assessments. Anything in this Section to the contrary notwithstanding, prior to the Turnover Date, the assessment procedure set forth in Section 6.08 shall apply and the budget provided for in this Section need not disclose the information called for in Subsection E above, although the budget shall disclose the portion of each Owner's share of the Townhome Assessment which shall be added to the Capital Reserve. 18 connection with its duties hereunder. Each budget shall disclose that percentage of the Townhome Assessment which shall be added to the Capital Reserve and each Owner shall be deemed to make a capital contribution to the Residential Association equal to such percentages multiplied by each installment of the Townhome Assessments paid by such Owner. B. NO CAPITAL RESERVE TO BE MAINTAINED BY DEVELOPER. THE DEVELOPER SHALL NOT BE OBLIGATED TO COLLECT OR TO FUND CAPITAL RESERVES. BY PURCHASE OR OCCUPATION OF A DWELLING UNIT, RESIDENT HEREBY ACKNOWLEDGES THAT ANY AMOUNTS NECESSARY FOR CAPITAL RESERVES SHALL BE THE SOLE AND EXCLUSIVE OBLIGATION OF THE RESIDENT THROUGH THE RESIDENTIAL ASSOCIATION AND NEITHER THE RESIDENT, RESIDENTIAL ASSOCIATION, THEIR SUCCESSORS AND ASSIGNS SHALL HAVE ANY CAUSE OF ACTION AGAINST THE DEVELOPER, ITS OFFICERS, AGENTS OR EMPLOYEES FOR ANY DEFICIENCY IN CAPITAL RESERVES. 6.07 INITIAL CAPITAL CONTRIBUTION: Upon the closing of the first sale of a Dwelling Unit by the Trustee to a purchaser for value, and every subsequent sale by an Owner, the purchasing Owner shall make a capital contribution to the Residential Association in an amount equal to three (3) months' Townhome Assessment at the rate in effect with respect to the Dwelling Unit as of the closing. Said amount shall be held and used by the Residential Association for its working capital needs. 6.08 ASSESSMENTS PRIOR TO TURNOVER DATE: Anything herein to the contrary notwithstanding, until the Turnover Date, the assessment procedure set forth in this Section shall apply: A. The Basic Assessment. The basic assessment ( "Basic Assessment ") shall be established by the Developer prior to the closing of the first Dwelling Unit; B. Cost of Living Increase. If, as of the first day of any month after this Declaration is Recorded, the level of the most recently published Cost of Living Index - All items (1967 =100) as published from time to time by the Bureau of Labor Statistics (the "Index "), is greater than the level of the most recently published Index as of the date of the Recording of this Declaration (the "Index Base Level "), then, at the option of the Board, the Townhome Assessment payable by each Owner (other than Developer) for such month and months thereafter until next adjusted, shall be equal to the Basic Assessment then in effect multiplied by a fraction, the numerator of which shall be the level of the most recently published Index and the denominator of which shall be the Index Base Level. If the Index shall cease being published prior to the Turnover Date, such other standard or index selected by the Developer, in its discretion, as shall most nearly approximate the 20 created under this Section shall be in favor enforceable by the Residential Association. 7.02 COLLECTION OF CHARGES: The Residential collect from each Owner all Charges payable by this Declaration. of and shall be Association shall such Owner under 7.03 NON - PAYMENT OF CHARGES: Any Charge which is not paid to the Residential Association when due shall be deemed delinquent. Any Charge which is delinquent for thirty (30) days or more shall bear interest at the rate of eighteen (18 %) percent per annum from the due date to the date when paid, together with a reasonable late fee as established by the Board. The Residential Association may (i) bring an action against the Owner personally obligated to pay the Charge to recover the Charge (together with interest, costs and reasonable attorney's fees for any such action, which shall be added to the amount of the Charge and included in any judgment rendered in such action), and (ii) enforce and foreclose any lien which it has or which may exist for its benefit. In addition, the Board may add a reasonable late fee to any installment of an assessment which is not paid within thirty (30) days of its due date. No Owner may waive or otherwise escape personal liability for the Charges hereunder by abandonment or transfer of his Dwelling Unit. 7.04 LIEN FOR CHARGES SUBORDINATED TO MORTGAGES: The lien for Charges, provided for in Section 7.01, shall be subordinate to any Mortgagee's mortgage on the Dwelling Unit which was Recorded prior to the date that any such Charge became due. Except as hereinafter provided, the lien for Charges, provided for in Section 7.01, shall not be affected by any sale or transfer of a Dwelling Unit. Where title to a Dwelling Unit is transferred pursuant to a decree of foreclosure of the Mortgagee's Mortgage or by deed or assignment in lieu of foreclosure of the Mortgagee's Mortgage, such transfer of title shall extinguish the lien for unpaid Charges which became due prior to the date of the transfer of title. However, the transferee of the Dwelling Unit shall be personally liable for his share of the Charges with respect to which a lien against his Dwelling Unit has been extinguished pursuant to the preceding sentence where such Charges are reallocated among all the Owners pursuant to a subsequently adopted annual or revised Townhome Assessment or special assessment, and non - payment thereof shall result in a lien against the transferee's Dwelling Unit, as provided in this Article. 7.05 SELF -HELP BY BOARD: In the event of a violation or breach by an Owner of the provisions, covenants or restrictions of the Declaration, the By -Laws, or rules or regulations of the Board, where such violation or breach may be cured or abated by affirmative action, the Board, upon not less than ten (10) days' 22 expiration of said ten (10) year period, Developer may exercise the rights described herein to annex, add and subject additional portions of the Development Area to the provisions of this Declaration, provided that the consent of two - thirds (2/3) (by number) of the Owners of all Dwelling Units then subject to this Declaration is first obtained. 8.02 POWER TO AMEND: Developer hereby retains the right and power to Record a Supplemental Declaration at any time and from time to time as provided in Section 8.01, which amends or supplements Exhibit "B ". Exhibit "B" may only be amended or supplemented pursuant to this Article to add portions of the Development Area to Exhibit "B" and shall not be amended to reduce or remove any real estate which is described in Exhibit "B" immediately prior to the Recording of such Supplemental Declaration. A Supplemental Declaration may contain such additional provisions-affecting the use of the Added Parcel or the rights and obligations of owners or any part or parts of the Added Parcel as the Developer deems necessary or appropriate; provided, that, in the event of conflict between any such additional provisions and the provisions in this Declaration as originally Recorded, then the provisions of this Declaration as originally Recorded shall govern. 8.03 EFFECT OF AMENDMENT: Upon the Recording of a Supplemental Declaration by Developer which annexes and subjects Added Parcel, or added Dwelling Units to this Declaration, as provided in this Article, then: A. The easements, restrictions, conditions, covenants, reservations, liens, charges, rights, benefits and privileges set forth and described herein, shall run with and bind the Added Parcel and inure to the benefit of and be binding on any Person having at any time any interest or estate in the Added Parcel in the same manner, to the same extent, and with the same force and effect that this Declaration applies to the Parcel, and Persons having an interest or estate in the Parcel, subjected to this Declaration prior to the date of the Recording of the Supplemental Declaration; B. Every Owner of an Added Dwelling Unit shall be a member of the Residential Association on the same terms and subject to the same qualifications and limitations as those members who are Owners of Dwelling Units immediately prior to the Recording of such Supplemental Declaration; C. In all other respects, all of the provisions of this Declaration shall include and apply to the Added Parcel (including the Added Dwelling Units, if any) made subject to this Declaration by any such Supplemental Declaration and the Owners, mortgagees, 24 ingress, egress and parking in and through, and the right to use and enjoy the Lot Area, at any and all reasonable times without fee or charge. The Developer shall have the right and power to lease any unit owned by it or the Trustee to any person or entity which it deems appropriate in its sole discretion and it need not comply with the provisions of Section 3.19. 9.03 CONSTRUCTION ON PARCEL: In connection with the construction of improvements to any part of the Development Area, the Developer, its agents and contractors, shall have the right, at the Developer's own expense, (but shall not be obligated) to make such alterations, additions or improvements to any part of the Parcel including, without limitation, the construction, reconstruction or alteration of any temporary or permanent improvements to any structure which shall contain Dwelling Units which the Developer deems, in its sole discretion, to be necessary or advisable, and the landscaping, sodding or planting and replanting of any unimproved portions of the Parcel. In connection with the rights provided in the preceding sentence, the Developer, it agents and contractors, shall have the right of ingress, egress and parking on the Parcel and the right to store construction equipment and materials on the Parcel without the payment of any fee or charge whatsoever. 9.04 GRANT OF EASEMENTS AND DEDICATIONS: Developer shall have the right to dedicate portions of the Parcel to the County, the Village or any municipality or other governmental authority which has jurisdiction over such portions. Developer shall also have the right to reserve or grant easements over the Parcel to any governmental authority, public utility or private utility for the installation and maintenance of electrical and telephone conduit and lines, gas, sewer or water lines, or any other utility services serving any Dwelling Unit, or any other real estate (whether or not a part of the Development Area). 9.05 DEVELOPER CONTROL OF RESIDENTIAL ASSOCIATION: The first Board shall consist solely of three (3) persons from time to time designated by the Developer, which persons may, but need not, be members under Section 5.02. After the Turnover Date, the Board shall consist of five,(5) persons. Developer's rights under this Section to designate the members of the Board shall terminate on the first to occur of (i) such time as Developer no longer holds or controls "title to any part of the-Development Area; (ii) the giving of written notice by Developer to each Residential Association of Developer's election to terminate such rights, or (iii) seven (7) years from the date of Recording hereof. The date on which the Developer's rights under this Section shall terminate shall be referred to as the "Turnover Date ". Prior to the Turnover Date, the Voting Members may elect that number of non - voting Delegates to the Board as the Developer may, in its sole discretion, permit. 26 C. The air - conditioning system compressor located outside of the residential unit which serves the Dwelling Unit and the pipes and ducts running therefrom to the Dwelling Unit; and D. The balconies, steps, porches, door entries and patios which serve the Dwelling Unit. The Person who is responsible for the maintenance of any encroaching improvement for which an easement for continuance, maintenance, repair and replacement thereof is granted under this Section shall continue to be responsible for the maintenance of such encroaching improvement and the Person who is responsible for the maintenance of the real estate upon which such improvement encroaches shall not have the duty to maintain, repair or replace any such encroaching improvement unless otherwise provided in this Declaration. 10.02 DECKS: Decks may encroach onto the Community Area if constructed pursuant to written permission given by the Residential Association and if the encroachment does not violate any local ordinance. However, any such deck shall be for the exclusive use of the Dwelling Unit from which the deck extends. ARTICLE ELEVEN Amendment 11.01 SPECIAL AMENDMENT: Anything herein to the contrary notwithstanding, Developer reserves the right and power to Record a special amendment ( "Special Amendment ") to this Declaration at any time and from time to time which amends this Declaration (i) to comply with requirements of the Federal National Mortgage Association, the Government National Mortgage Association, the Federal Home Loan Mortgage Corporation, the Department of Housing and Urban Development, the Federal Housing Administration, the Veteran's Administration, or any other governmental agency or any other public, quasi- public or private entity which performs (or may in the future perform) functions similar to those currently performed by such entities, (ii) to induce any of such agencies or entities to make, purchase, sell, insure, or guarantee or otherwise deal with first mortgages covering Dwelling Units, (iii) to correct clerical or typographical errors or omissions in the Declaration or any Exhibit, or (iv) to bring this Declaration into compliance with applicable laws, ordinances or governmental regulations. In furtherance of the foregoing, a power coupled with an interest is hereby reserved and granted to the Developer to make or consent to a Special Amendment on behalf of each Owner. Each deed, mortgage, trust deed, other evidence of obligation, or other instrument affecting a Dwelling Unit and the acceptance thereof shall be deemed to be a grant and acknowledgment of, and a consent to the 28 F Notice of the decision of the Residential Association to terminate professional management and assume self- management; G. Notice of the commencement of any condemnation or eminent domain proceedings with respect to any property owned by the Residential Association; H. Notice of any default by the Owner of the Dwelling Unit which is subject to the Mortgagee's mortgage under this Declaration, the By -Laws or the rules and regulations of the Residential Association which is not cured within thirty (30) days of the date of the default; and I. The right to examine the books and records of the Residential Association at any reasonable times. The request of a Mortgagee or other such party shall specify which of the above it desires to receive and shall indicate the address to which any notices or documents shall be sent by the Residential Association. Failure of the Residential Association to provide any of the foregoing to a Mortgagee who has made a proper request therefor shall not affect the validity of any action which is related to any of the foregoing. 12.02 INSURANCE PROCEEDS /CONDEMNATION AWARDS: In the event of (i) any distribution of any insurance proceeds hereunder as a result of damage to, or destruction of, any part of the Dwelling Unit Exterior, or (ii) any distribution of the proceeds of any award or settlement as a result of condemnation or eminent domain proceedings with respect to any Dwelling Unit Exterior, any such distribution shall be made to the Owners and their respective Mortgagees, as their interests may appear, and no Owner or other party shall be entitled to priority over the Mortgagee of a Dwelling Unit with respect to any such distribution to or with respect to such Dwelling Unit; provided, that, nothing in this Section shall be construed to deny to the Residential Association the right (i) to apply insurance proceeds to repair or replace damaged Dwelling Unit Exterior as provided in Article Four, or (ii) to apply proceeds of any award or settlement as a result of eminent domain proceedings as provided in Article Four. ARTICLE THIRTEEN Party Walls 13.01 PARTY WALL: Every wall, including the foundations therefor, which is built as a part of the original construction of a building and placed on the boundary line between separate Dwelling Units shall constitute and be a "Party Wall ", and the Owner of a Dwelling Unit immediately adjacent to a Party Wall shall 30 Owner of the other adjacent Dwelling Unit and the Board, in addition to meeting any other requirements which may apply. 13.05 ARBITRATION: In the event of a disagreement between Owners of Dwelling Units adjoining a Party Wall with respect to their respective rights or obligations as to such Party Wall, upon the written request of either of said Owners to the other the matter shall be submitted to the Board and the decision of the Board shall be final and binding. ARTICLE FOURTEEN Sale, Leasing or Other Alternatives 14.01 SALE OR LEASE: Any Owner other than the Developer who wishes to sell or lease his Lot (or any lessee of any Unit wishing to assign or sublease such Unit) shall give to the Board not less than thirty (30) days' prior written notice of the terms of any contemplated sale or lease, together with the name, address and financial and character references of the proposed purchaser or lessee and such other information concerning the proposed purchaser or lessee as the Board may reasonably require. The members of the Board acting on behalf of the other Owners shall at all times have the first right and option to purchase or lease such Unit Ownership upon the same terms, which option shall be exercisable for a period of thirty (30) days following the date of receipt of such notice. If said option is not exercised by the Board within said thirty (30) days, the Owner (or lessee) may, at the expiration of said thirty (30) day period and at any time within ninety (90) days after the expiration of said period, contract to sell or lease (or sublease or assign) such Unit Ownership to the proposed purchaser or lessee named in such notice upon the terms specified therein. If the Owner (or lessee) fails to close said proposed sale or lease transaction within said ninety (90) days the Unit Ownership shall again become subject to the Board's right of first refusal as herein provided. 14.02 GIFT: Any Owner other than the Developer who wishes to make a gift of his Unit Ownership or any interest therein shall give to the Board not less sixty (60) days' written notice of his or her intent to make such ift prior to the thereof, together with the name,addressand contemplated and character references of the intended donee and such other information concerning the intended donee as the Board may reasonably require. The members of the Board acting on behalf of the other Owners, shall at all times have the first right and option to purchase such Unit Ownership or interest therein for cash at fair market value to be determined by arbitration as herein 32 it tenders the required sum of money to said devisee or devisees or to said personal representative, as the case may be, within the said option periods. 14.04 INVOLUNTARY SALE: A. In the event any Lot or interest therein is sold at a judicial or execution sale (other than a mortgage foreclosure sale) the person acquiring title through such sale shall, before taking possession of the Unit so sold, give thirty (30) days' written notice to the Board of his intention to do so, whereupon members of the Board acting on behalf of the other Owners shall have an irrevocable option to purchase such Lot or interest therein at the same price for which it was sold at said sale. If said option is not exercised by the Board within said thirty (30) days after receipt of such notice, it shall thereupon expire and said purchaser may thereafter take possession of said Unit. The Board shall be deemed to have exercised its option if it tenders the required sum of money to the purchaser within said thirty (30) day period. B. In the event any Owner shall default in the payment of any monies required to be paid under the provisions of any mortgage or trust deed against his Lot, the Board shall have the right to cure such default by paying the amount so owing to the party entitled thereto and shall thereupon have a lien therefor against such Unit Ownership, which lien shall have the same force and effect and may be enforced in the same manner as provided for in Article Seven. 14.05 EXERCISE OF OPTION: The Board, by the affirmative vote of at least three - fourths (3/4) of the Board members, and upon not less than ten (10) days' prior written notice thereof to all the Owners, may exercise any option hereinabove set forth to purchase any Lot or interest therein. The Board or its duly authorized representative, acting on behalf of the Owners, by the affirmative vote of at least three - fourths (3/4) of the Board members, and upon not less than ten (10) days' prior written notice thereof to all the Owners, may bid to purchase at any sale of a Lot or interest therein of any Owner living or deceased, which said sale is held pursuant to an order or direction of a court. The written notice to all the Owners shall set forth the terms of the option" to be" exercised by the-Board or it shall -set forth a maximum price which the Board or its duly authorized representative is authorized to bid and pay for said Lot or interest therein. If within said ten (10) days the voting members for at least one - fourth (1/4) of the number of Units shall file with the Board a written objection to any such action by the Board, then such option shall be deemed released and shall not be exercised by the Board. The Lot or interest therein which is subject to such option 34 14.10 EXCEPTIONS TO THE BOARD'S RIGHT OF FIRST REFUSAL: The Board's right of first refusal as provided in Section 14.01, 14.02 and 14.03 of this Article shall not apply to any sale, lease, gift, devise or other transfer by the Developer, or between co- Owners of the same Unit, or to the spouse, or any lawful children of the Owner, or any one or more of them, or to any trustee of a trust the sole beneficiary or beneficiaries which are the Owners, the spouse or lawful child of the Owner, or any one or more of them. For purposes of this Article Fourteen, unless otherwise specifically provided herein, the word "Owner" shall include any beneficiary of a trust, shareholder of a corporation or partner of a partnership holding legal title to a Unit. ARTICLE FIFTEEN Miscellaneous 15.01 NOTICES: Any notice required to be sent to any Owner under the provisions of this Declaration or the By -Laws shall be deemed to have been properly sent when (i) mailed, postage prepaid, to his or its last known address as it appears on the records of the Residential Association at the time of such mailing, or (ii) when delivered personally to his Dwelling Unit. 15.02 CAPTIONS: The Article and Section headings are intended for convenience only and shall not be construed with any substantive effect in this Declaration. In the event of any conflict between statements made in recitals to this Declaration and the provisions contained in the body of this Declaration, the provisions in the body of this Declaration shall govern. 15.03 SEVERABILITY: Invalidation of all or any portion of any of the easements, restrictions, covenants, conditions or reservations, by legislation, judgment or court order shall in no way affect any other provisions of this Declaration which shall, and all other provisions, remain in full force and effect. 15.04 PERPETUITIES AND OTHER INVALIDITY: If any of the options, privileges, covenants or rights created by this Declaration would otherwise be unlawful or void for violation of (a) the rule against perpetuities or some analogous statutory provision, (b) the rule restricting restraints on alienation, or (c) any other statutory or common law rules imposing time limits, then such provisions shall continue only until twenty -one (21) years after the death of the survivor of the now living lawful descendants of the President of the United States at the time this Declaration is Recorded. 15.05 CONFLICT WITH VILLAGE AND OTHER GOVERNMENTAL UNITS: In the event there is at any time a conflict between any provision 36 STATE OF ILLINOIS ) S.S. COUNTY OF C 0 0 K ) 1, 3'4, t i/ J /4/10,g , a Notary Public in and for said County, in the State aforesaid, DO HEREBY CERTIFY that SCOTT A. STEVENS, personally known to me to be the Manager of ASHBURY WOODS DEVELOPMENT, LLC, an Illinois limited liability company, and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that as such Manager, signed and delivered the said instrument as his free and voluntary act, and as the free and voluntary act of said limited liability company, for the uses and purposes therein set forth. GIVEN under my hand and Notarial Seal this ✓f, day of I. Ati1L!i4 �- , 200.4 . "i ` ✓ lG�; hC - No Wry 'Publ i c "OFFICIAL SEAL" SANDRA J. KAWA Notary Public, State of Illinois My Commission Expires March 1E, 200L PARCEL 3: THE WEST 34 OF THE OF THE NORTHEAST EAST OF THE THIRD WEST 34 OF THE SOUTHEAST 1/4 OF THE NORTHEAST 1/4 1/4 OF SECTION 32, TOWNSHIP 37 NORTH, RANGE 11 PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. PIN: 22- 32- 201 -012 Common Address: PARCEL 4: THE EAST 34 OF THE OF THE NORTHEAST EAST OF THE THIRD 15237 West 129th Street Lemont, IL 60439 EAST 34 OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4 1/4 OF SECTION 32, TOWNSHIP 37 NORTH, RANGE 11 PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. PIN: 22 -32- 201 -017 Common Address: 15309 West 129th Street Lemont, IL 60439 EXHIBIT "C" TO DECLARATION FOR ASHBURY WOODS THE BY -LAWS OF ASHBURY WOODS RESIDENTIAL ASSOCIATION ARTICLE I NAME OF CORPORATION The name of this corporation is ASHBURY WOODS RESIDENTIAL ASSOCIATION. ARTICLE II PURPOSE AND POWERS 2.01 PURPOSES: The purposes of this Residential Association are to act on behalf of its members collectively, as their governing body for civic functions and other purposes, with respect to the preservation, care, maintenance, replacement, improvement, enhancement, operation and administration of both real and personal property and for the promotion of the health, safety and welfare of the members of the Residential Association, all on a not- for - profit basis. These By -Laws are attached as Exhibit "B" to the Declaration for The Ashbury Woods Residential Association ( "Declaration "). All terms used herein shall have the meanings set forth in the Declaration. 2.02 POWERS: The Residential Association shall have and exercise all powers as are now or may hereafter be granted by the General Not - For - Profit Corporation Act of the State of Illinois, the Act, the Declaration and these By -Laws. 2.03 PERSONAL APPLICATION: All present or future Owners, tenants, future tenants, and their agents and employees, and any - other person that might use the facilities of the Development in any manner, shall be subject to the provisions of the Declaration and these By -Laws. The acquisition or rental of a Dwelling Unit or the act of occupancy of a Dwelling Unit will signify that the Declaration and these By -Laws are accepted, ratified and will be complied with. 1 person or by proxy, shall constitute a quorum. The vote of a majority of the votes entitled to be cast by the Voting Members present or represented by proxy at a meeting at which a quorum is present, shall be necessary for the adoption of any matter voted upon by the Voting Members, unless a greater proportion is required by the Declaration or these By -Laws. The affirmative vote of 75% of the votes entitled to be cast shall be required for the following action: (a) merger or consolidation of the Residential Association; and (b) -sale, lease, exchange, mortgage, pledge or other disposition of all, or substantially all of the property and assets of the Residential Association. The affirmative vote of 75% of the votes entitled to be cast shall be required for the purchase or sale of land or of Dwelling Units on behalf of all Owners. 4.03 ANNUAL MEETINGS: The initial meeting of the Owners shall be held upon not less than twenty -one (21) days' written notice given by the Developer. If not called earlier by the Developer, the initial meeting of the Owners shall be held not more than thirty (30) days after the Turnover Date.. Thereafter there shall be an annual meeting of the Owners within thirty (30) days from the anniversary date of the initial annual meeting at such time and on such date designated by the Board. 4.04 SPECIAL MEETINGS: Special meetings of the Owners may be called at any time for the purpose of considering matters which, by the terms of the Declaration, require the approval of all or some of the Voting Members or for any other reasonable purpose. Said meetings shall be called by written notice, authorized by the President, a majority of the Board or by Voting Members representing at least twenty (20 %) percent of the votes. 4.04 NOTICE OF MEMBERSHIP MEETINGS: Written notice of any membership meeting shall be mailed or personally delivered and posted conspicuously on the Development, giving Owners not less than ten (10) nor more than thirty (30) days notice of the time, place and purpose of the meeting. ARTICLE V BOARD OF DIRECTORS 5.01 IN GENERAL: The affairs of the Residential Association and the direction and administration of the Development shall be vested in the Board, which (after the Turnover Date) shall consist of five (5) persons or such other number of persons as shall be fixed from time to time by the affirmative vote of 50% of the Voting Members ( "Directors "). The Board shall have all of the 3 deemed to be elected. 5.05 ANNUAL MEETINGS: The Board shall hold an annual meeting within ten (10) days after the annual meeting of the Owners at such place as shall be fixed by the Directors at the annual meeting of the Owners. 5.06 REGULAR MEETINGS: Regular meetings of the Board shall be held at such time and place as shall be determined at the annual meeting or, from time to time, by a majority of the Directors, provided that from and after the Turnover Date, not less than four such meetings shall be held during each fiscal year. 5.07 SPECIAL MEETINGS: Special meetings of the Board may be called by the President or by at least one -third (1/3) of the Directors then serving. 5.08 NOTICE OF BOARD MEETINGS: Notice of each meeting of the Board shall be mailed or personally delivered to each Director at least forty -eight (48) hours prior to the meeting. Notice of any meeting of the Board concerning the adoption of the proposed annual budget or any increase or establishment of an assessment shall be given to each Owner in the same manner as provided in Section 4.04 of these By -Laws, unless a written waiver of such notice is signed by the person or persons entitled to such notice before the meeting is convened. Notice of each meeting of the Board shall also be conspicuously posted on the Development at least forty -eight (48) hours prior to the meeting. 5.09 OPEN MEETINGS: The regular meetings of the Board of Directors shall not be open to the Owners unless required by law, or unless a majority of the Directors designate the meeting to be open to Owners. In the event the meetings of the Board are required by law to be open to any Owner, a notice of such meeting shall be mailed or personally delivered to each owner and posted conspicuously upon the Development at least forty eight (48) hours prior thereto, unless a written waiver of such notice is signed by the person or persons entitled to such notice before the meeting is convened. The Board may adopt reasonable rules governing the conduct of Owners who attend such meetings and Owners who do not comply with such rules may be removed from the meeting. 5.10 QUORUM: A majority of the Directors serving from time to time shall constitute a quorum for the election of officers and for the transaction of business at any meeting of the Board. Except as otherwise expressly provided herein or in the Declaration, any action may be taken upon the affirmative vote of a majority of the Directors present at a meeting at which a quorum is present. 5 showing as provided for in the Declaration. F. To set, give notice of, and collect assessments from the Owners as provided in the Declaration. G. To pay the Townhome Expenses. H. To adopt rules and regulations as provided in the Declaration. I. To delegate the exercise of its power to committees appointed pursuant to Section 7.01 of these By -Laws. J. To own, convey, encumber, lease, or otherwise deal with Dwelling Units or other real property conveyed to or purchased by the Residential Association. K. To keep detailed, accurate records of the receipts and expenditures affecting the use and operation of the Development. ARTICLE VI OFFICERS 6.01 OFFICERS: The officers of the Residential Association shall be a President, one or more Vice Presidents, a Secretary, a Treasurer and such assistants to such officers as the Board may deem appropriate. All officers shall be elected at each annual meeting of the Board and shall hold office at the discretion of the Board. Officers may succeed themselves in office. The President, Secretary and Treasurer shall be Directors and all other officers may, but need not be, Directors. 6.02 VACANCY OR OFFICE: Any officer may be removed at any meeting of the Board by the affirmative vote of the majority of the Directors in office, either with or without cause, and any vacancy in any office may be filled by the Board at any meeting thereof. 6.03 POWERS OF OFFICERS: The respective officers of the Residential Association shall have such powers and duties as are from time to time prescribed by the Board and as are usually vested in such officers of an Illinois Not -For- Profit Corporation including, without limitation, the following: A. The President shall be the Chief Executive Officer of the Residential Association and shall preside at all meetings of the Owners and at all meetings of the Board and shall execute amendments to the Declaration and these By -Laws. 7 President of the Association shall appoint the members thereof. Any member thereof may be removed by the person or persons authorized to appoint such member whenever in their judgment the best interests of the Residential Association shall be served by such removal. 7.03 TERM: Each member of a committee shall continue as such until the next annual meeting of the Board and until his successor is appointed, unless the committee shall be sooner terminated, or unless such member shall be removed from such committee, or unless such member shall cease to qualify as a member thereof. 7.04 CHAIRMAN: One member of each committee shall be appointed chairman. 7.05 VACANCIES: Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments. 7.06 QUORUM: Unless otherwise provided in the resolution of the Board designating a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a meeting at which a quorum is present shall be the act of the committee. 7.07 RULES: Each committee may adopt rules for its own government not inconsistent with the Declaration, these By -Laws or with rules adopted by the Board. ARTICLE VIII INSTRUMENTS, CHECKS, DEPOSITS AND FUNDS 8.01 EXECUTION OF INSTRUMENTS: The Board may authorize any officer or officers, agent or agents of the Residential Association, in addition to the officers so authorized by these By -Laws, to enter into any contract or execute and deliver any instrument (including amendments to the Declaration or these By -Laws which must be executed by the Residential Association) in the name of and on behalf of the Residential Association and such authority-may be general or confined-to specific instances; In the absence of any such authorization by the Board, any such contract or instrument shall be executed by the President or a Vice President and attested to by the Secretary or an Assistant Secretary of the Residential Association. 8.02 PAYMENTS: All checks, drafts, vouchers or other orders 9 proceedings of its members, the Board, and committees having any of the authority of the Board, and shall keep at the registered or principal office of the Residential Association a record giving the names and addresses of the members. All books and records of the Association may be inspected by any Owner, or his agent, mortgagee or attorney, for any proper purpose at any reasonable time. ARTICLE XI SEAL The Board may provide for a corporate seal which shall be in the form of a circle and shall have inscribed thereon the names of the Residential Association and the words "Corporate Seal, Illinois." ARTICLE XII AMENDMENTS These By -Laws may be amended or modified at any time, or from time to time in the same manner as provided in Section 11.02 of the Declaration; provided, that no provision of these By -Law may be amended or modified so as to conflict with the provisions of the Declaration or the Act. These By -Laws may also be amended by the Developer for the purposes and by the procedure set forth in Section 12.01 of the Declaration. No amendment to these By -Laws shall become effective until Recorded. H: \sjk \Donven \AShbury woods \bylaws. final. wpd; 12 /24/02 11